Agenda packet, first session — Modesto City Council, June 27, 2023 (part 1 of 4)

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MODESTO CITY COUNCIL
www.modestogov.com
AGENDA
City of Modesto

CITY COUNCIL MEETING
Chambers, Basement Level
Tenth Street Place, 1010 10th Street
Modesto, California
Tuesday, June 27, 2023 at 5:30 PM
Roll Call - Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen
“Wordly” can translate into 25+ different languages! To access written translation during the meeting, please scan the QR Code or click this link https://attend.wordly.ai/join/RJDY-6364.
"Wordly" puede traducir a más de 25 idiomas diferentes! Para acceder a la traducción durante la reunión, por favor escanee el código QR o haga clic en el enlace https://attend.wordly.ai/join/RJDY-6364.

THIS MEETING WILL BE PHYSICALLY OPEN TO THE PUBLIC AND BY ZOOM

VIDEO CONFERENCING AND TELEPHONE
Effective March 1, 2023, if a technical issue arises with Zoom or the phone dial-in option, the City Council meeting will continue unless the meeting is being held pursuant to the provisions of Assembly Bill 2449. Alternative viewing options are listed below and the meeting is physically open to the public.

You may observe a livestream of the meeting at http://media.modestogov.com. You may also participate in the meeting as indicated below.
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PARTICIPATING IN CITY COUNCIL MEETINGS
As a courtesy, the City of Modesto is providing alternatives to view Council meetings and provide public comments. If you wish to make either a general public comment or to comment on a specific agenda item, you may use one of the following options:

SUBMITTING COMMENTS BY E-MAIL
Written comments may be submitted via email to: [email protected] (include Agenda Item Number in the subject line). All comments will be shared with the Councilmembers and placed in the record, but will not be read aloud during the meeting. Written comments must be received two hours before the meeting.

VIRTUAL PARTICIPATION BY ZOOM VIDEO

CONFERENCING AND TELEPHONE
Joining the City Council meeting via Zoom
The City of Modesto is now offering the ability to view and participate in Council meetings via telephonic conferencing via “Zoom” video conferencing computer technology. The meeting may be accessed through the use of Zoom using the following options:
 Enter the following link into an Internet Browser
https://us02web.zoom.us/j/86945970570,
 Enter the following link into an Internet Browser https://zoom.us/ and using the Webinar ID 869 4597 0570
 Passcode 84326
To use Zoom, please visit: https://zoom.us/ and either sign-up for a free Zoom account or continue as a guest. Once you have downloaded the app onto your mobile device, joined from your web browser, or downloaded the Zoom software on your computer you will be ready for the upcoming Council meeting.

Joining the City Council meeting via Telephone
If you don’t have a smart phone or computer to access the meeting via Zoom, you can participate by phone, by calling 1-877-853-5257 (Toll Free) or 1-888-475-4499 (Toll Free) and enter the Webinar ID 869 4597 0570 Passcode 84326
Providing Public Comment on Zoom and by Telephone
The Mayor will request public comment during the Public Comment periods on the meeting agendas and during each Public Hearing and Regular Calendar Item on the Council Agenda.

Once the Mayor has announced the public comment period, please do one of the following.

USING A COMPUTER OR SMART PHONE APP:
 Click on the “Raise Hand” feature in the webinar controls. This will notify City staff that you have raised your hand.
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 City staff will unmute your microphone when it is your turn to provide public comment.
 A prompt will appear to confirm you would like to be unmuted and then you will have three minutes to provide public comment.
 Once your public comment has ended, you will be muted again.

USING A REGULAR PHONE (not using a computer or smart phone APP):
 Dial *9 (star 9), this will notify City staff that you have “raised your hand” for public comment.
 City staff will unmute your microphone when it is your turn to provide public comment.
 You will hear “you are unmuted” and then you will have three minutes to provide public comment.
 Once your public comment has ended, you will be muted again.  If your phone is unmuted, and you are unable to be heard, the host may ask that you Dial *6 to toggle mute on/off in Zoom.

Additional Zoom resources/support
Please visit Zoom’s website support page on helpful tips to prepare for the meeting:
https://support.zoom.us/hc/en-us/categories/201146643
Pledge of Allegiance to the Flag
Invocation: Cindy Fraze, The Church of Jesus Christ of Latter-Day Saints City Clerk’s Announcements
Declaration of Conflicts of Interest
Reports from Closed Session

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring June as Portuguese Heritage Month. (Funding Source: Not Applicable)
CITY COUNCIL; Ariana Harbottle-Jarrett, 209-571-5597, [email protected]

2. Proclamation declaring July as Parks and Recreation Month. (Funding Source: Not Applicable)
CITY COUNCIL; Ariana Harbottle-Jarrett, 209-571-5597, [email protected] - 3 -
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MISCELLANEOUS
Legislation, Appointments, Other

3. Consider approving the appointments of Alexandra von Stade, Galen Carroll, Kirstie Boyett, Chris Guptill, Mike Kelly, Jesse Franco, Aaron Anguiano, Michael Moradian, and Tom Hallinan for the Measure H Oversight Board beginning June 30, 2023, to serve their respective terms. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution approving the appointments of Alexandra von Stade, Galen Carroll, Kirstie Boyett, Chris Guptill, Mike Kelly, Jesse Franco, Aaron Anguiano, Tom Hallinan, and Michael Moradian for the Measure H Oversight Board beginning on June 30, 2023, to serve their respective terms.

BUDGET; Steve Christensen, 209-577-5390, [email protected]

4. Consider approving the appointments of Jennifer Barillas and Camille Garcia for the City of Modesto Public Members of the Audit Committee with four-year terms with term expirations of June 30, 2027. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution approving the appointments of Jennifer Barillas and Camille Garcia for the City of Modesto Public Members of the Audit Committee with four-year terms with term expirations of June 30, 2027.

FINANCE DEPARTMENT; DeAnna Christensen, 209-577-5387,
[email protected]

PUBLIC COMMENT PERIOD
Please refer to the special comment instructions above.

Three-minute time limit per speaker.

Only interested persons in the audience may present these matters. Under State law, Councilmembers may respond to matters being presented under this item only as follows:
a. Briefly respond to statements made or questions raised. b. Ask a question for clarification.
c. Provide a reference to staff or other resources for factual information. d. Request staff to report back at a subsequent meeting. e. Finally, a Councilmember or the Council itself may take action to direct staff to place a matter of business on a future agenda.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED
Information concerning the consent items listed below has been forwarded to each Councilmember prior to this meeting for study. Unless some member of the audience or Councilmember has a question concerning an item and asks that it be withdrawn from the consent list, the Council approves the items at one time. The action taken by the Council in approving consent items is set forth in the explanation of this individual item. - 4 -
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Any and all of the following agenda items are subject to action by the Modesto City Council.

This Agenda is on file in the City Clerk’s Office, Sixth Floor, 10th Street Place, Posting Board at entry of 10th Street Place, and is available on the City’s Web site at www.modestogov.com.

In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website at https://www.modestogov.com/865/Americans-with-Disabilities-Act-ADA In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk (209) 577-5396. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.

CONSENT
An item may be removed from consent and discussed at the request of an audience member or Councilmember.

Consent

5. Consider approving the minutes from the June 13, 2023 Council Meeting. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving the minutes from the June 13, 2023 Council Meeting.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] Consent

6. Consider an Ordinance amending Section 2-1.18 and adding Section 2-1.28 to Chapter 1 of Title 2 of the Modesto Municipal Code regarding the Audit Committee. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion introducing and waiving the first reading of an Ordinance amending Section 2-1.18 and adding Section 2-1.28 to Chapter 1 of Title 2 of the Modesto Municipal Code regarding the Audit Committee.

CITY ATTORNEY; Jose Sanchez, 209-577-5284, [email protected] Consent

7. Consider approving the renewal of eight Commercial Cannabis Retail Permits for dispensaries in the City for a further two-year period ending June 30, 2025; approving a change in ownership policy for Commercial Cannabis Permits within the City of Modesto; and approving changes in ownership for Jonesa, LLC and CV Wellness, LLC. (Funding Source: Cannabis Permit Fees)
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Staff Recommendation:
 Resolution approving a renewal of the eight Commercial Cannabis Retail Permits for dispensaries in the City for a further two-year period ending June 30, 2025.
 Resolution approving a change in ownership policy for Commercial Cannabis Permits within the City of Modesto.
 Resolution approving a change in ownership for Jonesa, LLC.  Resolution approving a change in ownership for CV Wellness, LLC.

CED; Jessica Hill, 209-577-5321, [email protected]
Consent

8. Consider approving a Will Serve Letter and an Outside Service Agreement for sewer connection for the property located at 1008 Panama Drive, in unincorporated Stanislaus County just outside of the city limits of Modesto (APN: 030-015-030). (Funding Source: Sewer Fund, General Fund)
Staff Recommendation:
 Resolution approving a Will Serve letter and an Outside Service Agreement between the City of Modesto and Mr. Benjamin Jimenez, a single man, to connect to the City of Modesto’s existing sewer system for the property located at 1008 Panama Drive (APN: 030-015-030), and authorizing the City Manager, or his designee, to execute the Will Serve Letter and Outside Service Agreement.

CED; Toby Wells, 209-571-5542, [email protected]
Consent

9. Consider approving the submission of a Grant Application for the Organized Retail Theft Prevention Grant Program to the Board of State and Community Corrections for up to $6.125 million in grant funds. (Funding Source: Grant Funds) Staff Recommendation:
 Resolution approving the submission of a Grant Application for the Organized Retail Theft Prevention Grant Program to the Board of State and Community Corrections for up to $6.125 million in grant funds, and authorizing the City Manager, or his designee, as agent to execute and submit all documents which may be necessary for the completion of the grant application.

POLICE DEPARTMENT; Bob Meredith, 209-572-9500, [email protected] Consent

10. Consider approving an Agreement with West Yost Associates, Davis, CA, for Engineering Services for the Pump Station at Jennings Water Quality Control Plant Project for a total amount not to exceed $510,177. (Funding Source: Wastewater Fund) Staff Recommendation:
 Resolution approving an Agreement with West Yost Associates, Davis, CA, for Engineering Services for the Pump Station at Jennings WQCP Project in the amount of $463,797, plus $46,380 in additional services, if needed, for a total amount not to exceed $510,177 and authorizing the City Manager, or his designee, to execute the Agreement.
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 Resolution amending the Fiscal Year 2023-24 Capital Improvement Program Budget in the amount of $3,005,177 to be transferred into the Project from Wastewater Reserves to fund the Pump Station at Jennings Water Quality Control Plant Project and authorizing the City Manager, or his designee, to implement the provisions of the Resolution.

UTILITIES; Cristian Ciotau, 209-577-5260, [email protected] Consent

11. Consider approving an Agreement for the furnishing of Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA, for a total amount not to exceed $896,192 over five years. (Funding Source: Sewer Operations Fund) Staff Recommendation:
 Resolution approving the Award of Bid and Agreement for the furnishing of Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA, for a two year Agreement with three one-year extension options, for an annual estimated amount of $240,000 for the first year, and a total amount not to exceed $896,192 over five years, and authorizing the City Manager, or his designee, to execute the Agreement.

UTILITIES; Jason Farnsworth, 209-577-6255, [email protected] Consent

12. Consider approving a Memorandum of Understanding (MOU) for a Mutual Pay Agreement for the Far-Field Dilution and Constituents of Emerging Concern Studies between the City of Modesto, the City of Turlock and the Del Puerto Water District to comply with State Permit requirements. (Funding Source: Sewer Operations Fund) Staff Recommendation:
 Resolution approving a Memorandum of Understanding (MOU) for a Mutual Pay Agreement for the Far-Field Dilution and Constituents of Emerging Concern Studies between the City of Modesto, the City of Turlock and the Del Puerto Water District to comply with State Permit requirements and authorizing the City Manager, or his designee, to execute the Agreement.

UTILITIES; Jason Farnsworth, 209-577-6255, [email protected] Consent

13. Consider accepting the Jennings Emergency Bypass as complete, and authorizing all payments to Rain for Rent, Stockton, CA and Americore Inc., Hilmar, CA, for a total cost of $72,820. (Funding Source: Sewer Operations Fund) Staff Recommendation:
 Resolution accepting the Jennings Emergency Bypass as complete and authorizing all payments totaling $62,973 to Rain for Rent, Stockton, CA, and authorizing all payments totaling $9,847 to Americore Inc., Hilmar, CA, for a total cost not to exceed $72,820, and authorizing the City Manager, or his designee, to implement the provisions of this Resolution.

UTILITIES; Jason Farnsworth, 209-577-6255, [email protected] - 7 -
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Consent

14. Consider accepting the Well 71 Surface Improvements Project as complete, releasing securities, and releasing payments totaling $2,511,017 to Conco West, Inc., Manteca, CA. (Funding Source: Water Fund)
Staff Recommendation:
 Resolution accepting the Well 71 Surface Improvements Project as complete, releasing securities, and releasing payments totaling $2,511,017 to Conco West, Inc., of Manteca, CA. and authorizing the City Clerk to file a Notice of Completion.

UTILITIES; Peter Kambel, 209-577-5444, [email protected]

COUNCIL COMMENTS & REPORTS

CITY MANAGER COMMENTS & REPORTS

HEARINGS
Published in the Modesto Bee on June 16, 2023.

15. Hearing to consider approving Fiscal Year 2023-24 Diagram and Annual Assessment, and ordering the Levy and Collection of Charges within Landscape Maintenance Assessment District No. 1 for Dry Creek Meadows Subdivisions Nos. 1-6. (Funding Source: Landscape Maintenance District No. 1)
Staff Recommendation:
 Resolution approving the Fiscal Year 2023-24 Diagram and Annual Assessment, and ordering the Levy and Collection of Charges within Landscape Maintenance Assessment District No. 1 for Dry Creek Meadows Subdivisions Nos. 1-6.

CED; Peter Ibrahim, 209-577-5211, [email protected] Published in the Modesto Bee on June 16, 2023.

16. Hearing to consider approving Fiscal Year 2023-24 Diagram and Annual Assessment and ordering the Levy and Collection of Charges within Landscape Maintenance Assessment District No. 2 for Dry Creek Meadows Subdivisions Nos. 7-10, Creekwood Meadows Subdivision and Yosemite Meadows Subdivisions Units 1 and 2. (Funding Source: Landscape Maintenance District No. 2)
Staff Recommendation:
 Resolution approving the Fiscal Year 2023-24 Diagram and Annual Assessment, and ordering the Levy and Collection of Charges within Landscape Maintenance Assessment District No. 2 for Dry Creek Meadows Subdivisions Nos. 7-10, Creekwood Meadows Subdivision, and Yosemite Meadows Subdivision Units 1 and 2.

CED; Peter Ibrahim, 209-577-5211, [email protected] Published in the Modesto Bee on June 16, 2023.

17. Hearing to consider approving Fiscal Year 2023-24 Diagram and Annual Assessment, and ordering the Levy and Collection of Charges within Shackelford Landscape and - 8 -
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Lighting District. (Funding Source: Shackelford Landscape and Lighting District) Staff Recommendation:
 Resolution approving the Fiscal Year 2023-24 Diagram and Annual Assessment, and ordering the Levy and Collection of Charges within Shackelford Landscape and Lighting District.

CED; Peter Ibrahim, 209-577-5211, [email protected] Published in the Modesto Bee on June 16, 2023

18. Hearing to consider approving the Annual Rate Adjustment to the Maximum Rate Schedule for City Solid Waste Collection Services provided by the solid waste haulers, for an increase of $4.76 per month for residential services with weekly green/organics container collection, an increase of $1.52 per cubic yard for commercial services, and an increase of $36.82 per pull for industrial services, to become effective August 1, 2023, and rescinding Resolution No. 2022-276 for the July 1, 2022 annual rate adjustment, and adjusting the fuel rates for an adjustment of $0.04 per month for residential services, and an adjustment of $0.08 per cubic yard for commercial services, to become effective August 1, 2023, and rescinding Resolution No. 2022-277 for the July 1, 2022 annual rate adjustment, and an agreement with HF&H Consultants LLC., to conduct an audit and performance review for the solid waste haulers, to analyze the current rate setting methodology and test it for validity, and develop new rates methodology, for a total amount not to exceed $150,000. (Funding Source: General Fund, Solid Waste Fund, Geer Road Landfill Fund, Green Waste Fund,) Staff Recommendation:
 Resolution approving the Annual Rate Adjustment to the Maximum Rate Schedule for City Solid Waste Collection Services provided by the solid waste haulers, for an increase of $4.76 per month for residential services with weekly green/organics container collection, an increase of $1.52 per cubic yard for commercial services, and an increase of $36.82 per pull for industrial services, to become effective August 1, 2023, and rescinding Resolution No. 2022-276 for the July 1, 2022 annual rate adjustment.
 Resolution approving a quarterly fuel rate adjustment to the maximum rate schedule for City Solid Waste Collection Services provided by the haulers, for an adjustment of $0.04 per month for residential services, and an adjustment of $0.08 per cubic yard for commercial services, to become effective August 1, 2023, and rescinding Resolution No. 2022-277 for the July 1, 2022 annual rate adjustment.
 Resolution approving an agreement with HF&F Consultants LLC., to conduct an audit and performance review for the solid waste haulers, to analyze the current rate setting methodology and test it for validity, and develop new rates methodology, for a total amount not to exceed $150,000 and authorizing the City Manager, or his designee, to execute the agreement.

PUBLIC WORKS; Rosene Nguyen, 209-577-5453, [email protected] - 9 -
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UNFINISHED BUSINESS

19. Consider approving the Water System Engineer’s Report prepared by West Yost as complete; the Water Rate Study prepared by Bartle Wells Associates as complete and authorizing Staff to initiate the Proposition 218 process to adjust the City’s Water Rates beginning in Fiscal Year 2023-24 through Fiscal Year 2027-28. (Funding Source: Water Fund)
 Resolution approving the Water Engineer’s Report prepared by West Yost Associates as complete.
 Resolution approving the Water Rate and Fee Study prepared by Bartle Wells Associates as complete.
 Resolution authorizing Staff to initiate a Proposition 218 process to adjust the City’s Water Rates to be effective October 1, 2023 through Fiscal Year 2027-

28. UTILITIES; William Wong, 209-571-5801, [email protected]

NEW BUSINESS

20. Consider accepting an update on available funding for the Utility Billing Assistance Program (UBAP) with an increase to the monthly discount amount; and approving two new Utility Billing discount programs for customers who enroll in Auto-Pay and Paperless Billing for their City of Modesto Utility Bill. (Funding Source: Water and Wastewater Funds)
Staff Recommendation:
 Resolution approving an update on available funding for the Utility Billing Assistance Program (UBAP) with an increase to the monthly discount amount from $35 to $45.
 Resolution approving two new Utility Billing discount programs for customers who enroll in Auto-Pay and Paperless Billing for their City of Modesto Utility Bill.

FINANCE DEPARTMENT; Jeni Martin, 209-571-5892, [email protected]

21. Consider approving a successor Memorandum of Understanding (MOU) between the City of Modesto and Modesto City Police Officers Association (MPOA) for a term of July 1, 2023, to June 30, 2027; granting salary changes and benefit offerings to unrepresented sworn police management; and amending the Fiscal Year 2023-24 Operating Budget. (Funding Source: General Fund, Traffic Safety Fund, American Rescue Plan Act Fund)
Staff Recommendation:
 Resolution approving an agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Police Officers Association (MPOA) for a term of July 1, 2023, to June 30, 2027, and related salary schedules; and authorizing the City Manager or designee to take the necessary administrative action to implement the agreement.
 Resolution approving salary changes for Unrepresented Sworn Police - 10 -
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Management and Confidential employees, including executives consistent with those in represented units, effective June 20, 2023, as set forth in attached Exhibit A, “Summary of Salary Ranges and Schedules for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives”; amending the Summary of Salary Ranges and Schedules previously approved by Resolution 2023-288, and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.
 Resolution approving changes to benefit offerings for Unrepresented Sworn Police Management and Confidential employees, including executives consistent with those in represented units as set forth in attached Exhibit A, “Summary of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives”; and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.
 Resolution amending the fiscal year 2023-24 annual operating budget for the necessary adjustments required to appropriate the funds for the approved Memorandum of Understanding (MOU) between the City of Modesto and Modesto City Police Officers Association (MPOA) for the term of July 1, 2023, through June 30, 2027; and authorizing the City Manager to take the necessary steps to implement the required budget adjustments.

HUMAN RESOURCES; Christina Alger, 209-571-5126, [email protected]

MATTERS TOO LATE FOR THE AGENDA
These may be presented by members of the City Council and staff upon determination by a majority vote that an emergency exists, as defined by State law, or by a 2/3 vote that (1) there is a need to take immediate action, and (2) that the need for action came to the City’s attention after the agenda was posted.

ADJOURNMENT
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CLOSED SESSION
Please take notice that a special Closed Session meeting of the Council of the City of Modesto has been called pursuant to Section 2-1.02 of the Modesto Municipal Code to be convened on TUESDAY, JUNE 27, 2023 AT 4:45 PM
and after the regularly scheduled meeting in the Tenth Street Place, Chambers Conference Room, Basement Level, 1010 Tenth Street, Modesto, California. Any and all of the following agenda items are subject to action being taken by the Modesto City Council.

The business to be considered at said City Council meeting shall consist of a Closed Session concerning the following:

CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
One Case (Pursuant to Section 54956.9(d)(1) of the Government Code) Name of Case: ALL US TACOS, INC. v. CITY OF MODESTO
Stanislaus County Superior Court
Case No.: CV-23-001171
Posted pursuant to Government Code Section 54954.2 on the bulletin board at Tenth Street Place on
at by
date time signature
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: June 15, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Stephan Christensen, Budget Manager
SUBJECT: Committee Appointments - Measure H Oversight Board CONTACT: Steve Christensen, Budget Manager, [email protected] 209-577-5390
DESCRIPTION:

Consider approving the appointments of Alexandra von Stade, Galen Carroll, Kirstie Boyett, Chris Guptill, Mike Kelly, Jesse Franco, Aaron Anguiano, Michael Moradian, and Tom Hallinan for the Measure H Oversight Board beginning June 30, 2023, to serve their respective terms. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2020-2025 Strategic Plan focus on Governance and Service Delivery under Goal H: Achieve Financial Sustainability.

BACKGROUND:

On November 8, 2022, the Modesto voters approved Measure H, a one-cent sales tax for general City services, and on November 29, 2022, by Resolution No. 2022-453 the Modesto City Council certified the election results. Measure H is expected to provide the City with approximately $41.8 million annually in additional sales tax revenue into its General Fund.

One important part of Measure H, which is codified in Modesto Municipal Code section 8-

2.1215, was the requirement that Council appoint a nine-member Oversight Board by June 30, 2023. This Measure H Oversight Board will have the following responsibilities:
1) Meet at least semi-annually to review all revenues and expenditures of funds from the authorized Measure H sales tax.
2) Review annual audit reports related to the Measure H sales tax. 3) Provide at least one written annual report to the City Council at a public meeting summarizing the Measure H Oversight Board findings.
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Committee Appointments - Measure H Oversight Board

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DISCUSSION:

The Measure H ordinance defined the makeup of the Measure H Oversight Board. The Oversight Board will consist of a representative from each Council district and three “at-large” Modesto residents. Strong preference will be given to members that represent a cross-section of the community, possibly including, but not limited to, representatives of the following types of organizations:
1) Schools
2) Local Trade Associations
3) Chambers of Commerce
4) Nonprofit Organizations
5) Senior Citizen Groups
6) Non-partisan Political Organizations
7) Tax-payer Association
8) Neighborhood Organizations
To be considered as a potential member of the Measure H Oversight Board, applicants must meet the below criteria to qualify:
1) Must be a registered voter and resident of City of Modesto 2) Must complete the online application for Boards, Commissions & Committees for the Measure H Oversight Board
City staff coordinated with the Communication team to outreach the solicitation of applications for the Measure H Oversight Board positions. The outreach efforts included the following:
 Posted on social media on the City’s Facebook and Instagram accounts on 1/19/23, 1/28/23, and 3/19/23
 Posted on LinkedIn on 1/19/23 and 3/19/23
 Posted on the City’s Webpage
The ordinance requires the Measure H Oversight Board be made up of nine members, six of whom are representatives of the Council districts. As part of this process, each Councilmember from the six districts across the City of Modesto made a recommendation to the Appointments Committee, based upon applications received in their respective districts. Those recommendations are listed below:
 District 1 – Alexandra von Stade
 District 2 – Galen Carroll
 District 3 – Kirstie Boyett
 District 4 – Chris Guptill
 District 5 – Mike Kelly
 District 6 – Jesse Franco
The remaining three “at-large” recommendations for members of the Measure H Oversight Board were recommended by consensus from the Appointments Committee at the meeting held on May 24, 2023. Their selections were made from the remaining pool of applicants that were submitted but not selected as one of the six district representatives above. The “at-large” recommendations are listed below:
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 At-Large – Aaron Anguiano
 At-Large – Tom Hallinan
 At-Large – Michael Moradian
It should be noted, the remaining applications not recommended as a member of the Measure H Oversight Board, will be kept on file should the need to fill any vacancy on the Oversight Board occur within the first 12 months after the oversight board is established by Council.

FISCAL IMPACT:

Notwithstanding staff in-kind support, there is currently no direct fiscal impact for the Measure H Oversight Board. Establishing this board will have no impact on the City’s General Fund or Measure H Funds.

COMMITTEE RECOMMENDATION:

The Appointments Committee approved to forward the above-mentioned names to Council on May 24, 2023.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the appointments of Alexandra von Stade, Galen Carroll, Kirstie Boyett, Chris Guptill, Mike Kelly, Jesse Franco, Aaron Anguiano, Tom Hallinan, and Michael Moradian for the Measure H Oversight Board beginning on June 30, 2023, to serve their respective terms.

Approved by:

Stephan Christensen, Budget Manager
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Applications – Measure H Oversight Board Appointments Committee Recommendations #3..
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1 MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING THE APPOINTMENTS OF ALEXANDRA

VON STADE, GALEN CARROLL, KIRSTIE BOYETT, CHRIS

GUPTILL, MIKE KELLY, JESSE FRANCO, AARON ANGUIANO, TOM

HALLINAN, AND MICHAEL MORADIAN FOR THE MEASURE H
OVERSIGHT BOARD BEGINNING ON JUNE 30, 2023, TO SERVE

THEIR RESPECTIVE TERMS
WHEREAS, on November 8, 2022, the Modesto voters approved Measure H, a one-cent sales tax for general City services, and on November 29, 2022, by Resolution No. 2022-453 the Modesto City Council certified the election results, and WHEREAS, Measure H is estimated to provide the City with approximately $41.8 million annually in additional sales tax revenue into its General Fund, and WHEREAS, a critical component of Measure H, which is codified in Modesto Municipal Code section 8-2.1215, was the requirement that Council appoint a nine-member Oversight Board by June 30, 2023, and
WHEREAS, the Measure H Oversight Board has the following responsibilities:

1. Meet at least semi-annually to review all revenues and expenditures of funds from the authorized Measure H sales tax.

2. Review annual audit reports related to the Measure H sales tax.

3. Provide at least one written annual report to the City Council at a public meeting summarizing the Measure H Oversight Board findings.

WHEREAS, the Measure H ordinance defined the makeup of the Measure H Oversight Board to consist of one representative from each of the six councilmember districts as well as three “at-large” Modesto resident representatives, with a strong preference given to members that represent a cross-section of the community as representatives, including, but not limited to the following types of organizations schools, local trade associations, chambers of commerce, nonprofit organizations, senior citizen groups, non-partisan political organizations, tax-payer #3..
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2 associations, and neighborhoods organizations, and
WHEREAS, to be considered as a potential member of the Measure H Oversight Board applicants must be a registered voter and resident of the City of Modesto and must complete an online application for Boards, Commissions & Committees for the Measure H Oversight Board, and
WHEREAS, on May 24, 2023, nine applicants were recommended by the Appointments Committee to be considered for appointment to serve as the nine members of the Measure H Oversight Board as listed below:
 District 1 – Alexandra von Stade
 District 2 – Galen Carroll
 District 3 – Kirstie Boyett
 District 4 – Chris Guptill
 District 5 – Mike Kelly
 District 6 – Jesse Franco
 At-Large – Aaron Anguiano
 At-Large – Tom Hallinan
 At-Large – Michael Moradian
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby appoints Alexandra von Stade, Galen Carroll, Kirstie Boyett, Chris Guptill, Mike Kelly, Jesse Franco, Aaron Anguiano, Tom Hallinan, and Michael Moradian to the Measure H Oversight Board beginning on June 30, 2023, to serve their respective terms.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June 2023, by Councilmember _________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call #3..
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3 carried and the resolution adopted by the following votes:

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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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Alexandra
Last Name von Stade
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
Schools
If so, please list the names
of the groups you are a
member of:

California Credentialed Substitute Teacher; Merced Community College School District
Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
6/1/2017
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

Do you have relatives or a
member of your household
who are employed by the
City of Modesto, or who are
currently serving on the City
Council, or who are Board
members or
Commissioners?
No
List relevant employment,
training, and experience,
certificates of training,
licenses, and professional
registration.

I grew up in Turlock, and lived in Riverbank, while attending Beyer High School. I lived in Modesto while earning my A.A. from Modesto Junior College. My kids currently go to school in Modesto and I commute through Modesto, starting at
Pelandale, everyday, to my job in Merced as a Lab Technician for Merced College. I have a B.S degree in Health Science with #3..
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an emphasis in Community Health. I also have my Substitute Teaching Credential.

How did you learn about
the board for which you are
applying?
Other (Please specify)
If other, please specify: Facebook post from City of Modesto Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
While my commute and work take up much of my time during the week, I do frequent East La Loma Park and Dry Creek to participate within the local Disc Golf Community. I have served on the board of the Modesto Area Disc Golf Club as Vice President, and have been Tournament Director for several events put on by the club, hosting up to 120 competitors at one time. The current board has begun the process of becoming a non profit which has been a very educational and enlightening experience.

What is it about this
position that interests you?
Accountability, and transparency. A chance to do some good in the world, starting in my own backyard.

What qualities, experience,
and expertise would you
bring to it?
I want to make people’s lives better. I’ve grown up all over this valley, and can bring a unique perspective to new ideas.

My strengths are
-outside-the-box thinking
-problem solving
-interpersonal communication
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
#3..
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Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Galen
Last Name Carroll
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
No, I am not a member of these groups.

Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
9/1/2018
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
Yes
If yes, in what capacity? Police Chief
Inclusive dates: 1/12/2013 - 12/25/2020
Do you have relatives or a
member of your household
who are employed by the
City of Modesto, or who are
currently serving on the City
Council, or who are Board
members or
Commissioners?
No
List relevant employment,
training, and experience,
certificates of training,
licenses, and professional
registration.

City budget experience, MAOL, BS Business,
#3..
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How did you learn about
the board for which you are
applying?
Newspaper
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
None
What is it about this
position that interests you?
Helping to ensure Modesto thrives in the future
What qualities, experience,
and expertise would you
bring to it?
Budget experience with city budget, current employment
budget experience, close community connections and
relationships throughout the city
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Kirstie
Last Name Boyett
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
Chambers of Commerce, Nonprofit Organizations,
Neighborhood Organizations
If so, please list the names
of the groups you are a
member of:

See below
Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
8/15/1996
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

Pacific Southwest Container- Project Manager Team Leader 1996-2004
Boyett Petroleum- Director of Strategic Planning and Major events 2004-2014
The State Theater of Modesto- Exec. Director 2019-2022
Leadership Modesto Graduate of the Year 2018
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American Leadership Forum- Great Valley Chapter- Class 11 Graduate
American Leadership Forum- Great Valley Chapter- Executive Director 2022-Current
How did you learn about
the board for which you are
applying?
Community Group
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
Downtown Modesto Partnership Board- Executive Committee2020-2022 The First Tee of Central Valley- Board Member 2020-Current Ladies on the Links (for The First Tee) Golf Tournament- Co Chair 2013- Current
The State Theatre of Modesto- Board Member and Board Chair twice 2005-2022
Modesto Chamber of Commerce- Board Member 2020-
Current
Modesto Chamber of Commerce- Board Chair 2023-2025
Modesto Chamber of Commerce- Economic Development
Committee 2020- Current
Modesto Chamber of Commerce- Government Relations
Committee 2020- Current
Modesto Chamber of Commerce- PAC- 2022 - Current
Del Rio Country Club Sports Committee- 2019-Current
Modesto Rotary Member 2020- Current
Modesto Rotary Board member 2022-Current
Modesto Rotary Social Committee-2020- Current
Modesto Rotary Auction Committee Co-Chair 2020-Current
What is it about this
position that interests you?
I've supported Measure H from the beginning. I'm typically not for increased taxes but as a transplant to Modesto and a an enthusiastic mother of two teenagers, I want to make sure that they are proud of Modesto and what we can offer. I want them to go away to college and consider moving back to Modesto. A lot of kids don't come back because of the crime,
homelessness, and overall infrastructure. I live on Smith Ave. in the college area, beautiful neighborhood, great schools, high home prices yet is listed as one of the un-safest places to live.

What can we do to fix that?
I'm very engaged in our community, I have two kids in
Highschool and I'm always looking to make Modesto a better #3..
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place to live, work and enjoy life. My favorite saying... "The grass is greener where you water it"
What qualities, experience,
and expertise would you
bring to it?
Enthusiastic, passionate, engaged, connected, committed, & reliable
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Chris
Last Name Guptill
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
#3..
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Education
(Section Break)
Qualifications:

Are you a member of any of
these groups?
Schools, Nonprofit Organizations, Neighborhood Organizations If so, please list the names
of the groups you are a
member of:

I am employed by Modesto City School, I am the coordinator for a local volunteer river cleanup effort called Operation 9-2- 99I am a co-chair of Modesto Outdoor Recreation Alliance which part of Modesto Neighborhoods Inc., I am a advisor to the Tuolumne River Trust, and I organize our neighborhood watch group.

Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
4/1/1999
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

Do you have relatives or a
member of your household
who are employed by the
City of Modesto, or who are
currently serving on the City
Council, or who are Board
No
#3..
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members or
Commissioners?
List relevant employment,
training, and experience,
certificates of training,
licenses, and professional
registration.

I am a professional educator with 28 years of experience.

How did you learn about
the board for which you are
applying?
Newspaper
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
For the last 10 years I have coordinated cleanup efforts and volunteered in the Tuolumne River Regional Parka and Dry Creek Regional Park systems via Operation 9-2-99. I am
currently the chair of the Tuolumne River Regional Park Citizens Advisory Committee and I serve as a member of the blight committee. In the past I served on the Code Enforcement Hearing Board. I am an advisor to the Tuolumne River Trust.

Prior to Covid I helped coordinate a park event called Modesto RecFest and for the past two years I have helped to coordinate bringing NICA Norcal mountain bike race events to TRRP.

What is it about this
position that interests you?
I am interested in seeing the tax revenue make it way into our park system as well as police and fire resources to help improve life in Modesto. In working closely with all three of these agencies I know how a lack of resources keeps our city from realizing the potential we have to be a better city for residents in the future. People in Modesto deserve to have safety and protection but also excellent amenities that make our quality of life rise here. I want to help steer us in that direction with this committee. I am personally deeply invested in these issues.

What qualities, experience,
and expertise would you
bring to it?
I think communication skills are vital for any group conducting business along these lines and I pride myself on being a good communicator an listener. Punctuality and respecting people's valuable time is important also. Being open to the ideas and opinions of others is important as well. Good leadership skills are necessary for successfully navigating this process to produce the results our city needs. I believe I have the qualities, experience, and expertise to serve on this board. (Section Break)
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Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Mike
Last Name Kelly
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
Local Trade Associations
If so, please list the names
of the groups you are a
member of:

REALTOR
Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
4/7/1961
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

President Central Valley Association of REALTORs
(CVAR)2018
Region 7 Chair California Association of REALTORs (CAR) 2022
Director CAR 1998-2005, 2015-present
Chair of various fundraising committees
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How did you learn about
the board for which you are
applying?
Community Group
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
Member of Kiwanis of greater Modesto 1995 -2000
President Kiwanis of greater Modesto 1998
What is it about this
position that interests you?
I have been getting more and more involved with our
community and care deeply about how we grow and develop and how well we should take care of our City. Born at Modesto City Hospital April 1961 and have been here ever since so this City is very important to me.

What qualities, experience,
and expertise would you
bring to it?
Pragmatic connected member of our community who is able to listen to all sides of any discussion and help push forward for the best decision for all concerned
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Jesse
Last Name Franco
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
No, I am not a member of these groups.

Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
11/1/1989
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
Yes
If yes, in what capacity? Engineering Division Manager
Inclusive dates: 7/24/2007 - 5/18/2021
Do you have relatives or a
member of your household
who are employed by the
City of Modesto, or who are
currently serving on the City
Council, or who are Board
members or
Commissioners?
No
List relevant employment,
training, and experience,
certificates of training,
licenses, and professional
registration.

I'm a licensed professional civil engineer with State of California. I have 25+ years of experience working in the public sector, primarily for city agencies. As such I have experience in budgeting, capital projects, procurement policies, Council presentations, finance policies, city municipal code, contracts, agreements, department coordination.
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How did you learn about
the board for which you are
applying?
Other (Please specify)
If other, please specify: Facebook
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
Currently my involvement in community activities has been limited to participating in events at our children's school. I am also currently participating in the Leadership Modesto program through the Chamber of Commerce.

What is it about this
position that interests you?
This Committee has direct responsibility in providing
recommendations on the betterment of our community. As a resident, I feel a responsibility to participate in being an advocate for programs, investments and expenditures that will contribute towards the safety, beneficial use and sustainability of our community. I have family and friends of all generations that live here in Modesto that all care a tremendous deal about our community, and I'd like to be able to utilize my experience and expertise to help represent them and our community.

What qualities, experience,
and expertise would you
bring to it?
I'm a team player and a problem-solver. I work well
collaboratively with many agencies and representatives. I have experience with local government and public agencies that allows me the ability to understand recommendations from staff. and any associated challenges. I am also familiar with budgeting practices and policies and timeframes. I also have a great deal of experience with contracts, project and
construction management, and reading and preparing Council reports and technical memorandums.
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
#3..
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Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Aaron
Last Name ANGUIANO
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
Nonprofit Organizations, Non-partisan Political Organizations If so, please list the names
of the groups you are a
member of:

Latino Community Roundtable and SMBU
Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
4/15/1992
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

Active member, State Bar of CA
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How did you learn about
the board for which you are
applying?
Community Group
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
LCR President, and board member of SMBU
What is it about this
position that interests you?
That the monies are spent appropriately as meant by the voters What qualities, experience,
and expertise would you
bring to it?
Have been a member of LCR and 2 times President of the
Board 2 times; I also served in the City of Modesto Charter Review Committee, Districting Commission, and Forward
Together Committee
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Tom
Last Name Hallinan
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
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(Section Break)
Qualifications:

Are you a member of any of
these groups?
No, I am not a member of these groups.

Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
Field not completed.

Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

I served as a local government attorney for the last 30 years representing numerous Central California communities.

How did you learn about
the board for which you are
applying?
Other (Please specify)
#3..
- 45 -
If other, please specify: I asked my Councilmember Jeremiah Williams if there were any open Boards or Commissions
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
I have been involved in numerous boards and organizations including the Chamber of Commerce; Big Brothers/Big Sisters; & Senior Opportunity Services Programs; Yosemite Community College District Trustee representing Modesto for 20 years from 1996-2016; and previously served on the Modesto
Landmark Preservation Committee
What is it about this
position that interests you?
I recently decided I wanted to get back into community service.

I believe I can combine my training and experience in a useful manner to serve in this important position.

What qualities, experience,
and expertise would you
bring to it?
I have almost 3 decades of experience working in local
government; I have been involved in various community
service activities; and I believe I have been diligent and collegial in all my elected, appointed, and community service positions over the years.
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Measure H Oversight Board
First Name Michael
Last Name Moradian
Address
City
State
Zip Code
What Council District do
you live in?
Home Phone
Work Phone
Email Address
Occupation
Employer / Business
Business Address
City
State
Zip Code
Education
#3..
- 47 -
(Section Break)
Qualifications:

Are you a member of any of
these groups?
Chambers of Commerce, Neighborhood Organizations
If so, please list the names
of the groups you are a
member of:

Modesto Chamber of Commerce, Modesto Neighborhoods, La
Loma Neighborhood
Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
3/6/1972
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

Field not completed.
#3..
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How did you learn about
the board for which you are
applying?
Community Group
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
I am an active member of community and have been for the 2 decades which include Modesto Chamber of Commerce,
Modesto Neighborhoods, and La Loma Neighborhood
What is it about this
position that interests you?
Helping my community in oversight of the 1% sales tax that I strongly supported.

What qualities, experience,
and expertise would you
bring to it?
I bring experience in business, money and civic pride.
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
#3..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: May 31, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Committee Appointments – Public Members of the Audit Committee CONTACT: DeAnna Christensen, Director of Finance,
[email protected], 209-577-5387
DESCRIPTION:

Consider approving the appointments of Jennifer Barillas and Camille Garcia for the City of Modesto Public Members of the Audit Committee with four-year terms with term expirations of June 30, 2027. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports each of the initiatives in the City’s 2020-2025 Strategic Plan.

BACKGROUND:

The City has a Standing Audit Committee made up of the Mayor and two City Councilmembers appointed by the Mayor, which was established under the Modesto Municipal Code 2-1.18. The purpose of the Audit Committee is to advise the City Council on items related to the work of the City Auditor and the City’s financial statement audits. These duties include the following:
1) Review the Auditor’s audit plan annually and submit annually to the City Council; 2) Provide suggestions and comments for the annual audit plan; 3) Review and consult with the Auditor on quarterly reports or updates of the City Auditor’s activities and findings;
4) Report irregularities raised by the Auditor to the City Council; 5) Ensure that audit reports are transmitted to the legislative body and to the public; 6) Monitor follow-up on reported findings to assure corrective action is taken by management;
7) Report to the legislative body on problems or problem areas at such times as deemed appropriate;
8) Provide input on, and participate in, the selection of the firm conducting the annual financial statement audits; and
9) Review and forward to the City Council materials related to the City’s annual financial statement audit conducted pursuant to Section 1306 of this Charter. #4..
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City Council, June 27, 2023
Committee Appointments – Public Members of the Audit Committee

Page 2 of 3 ends

DISCUSSION:

As part of the November 2022 voters’ ballot, the Modesto voters approved “Measure G” which included amendments to the City Charter. One of the amendments included adding the Standing Audit Committee into the City Charter Section IX under Section 902.2 and capture the duties outlined above. Under this Charter amendment the Committee is now comprised of the Mayor, two (2) members of the City Council and the addition of two (2) members of the public for a total of five Committee members.

Since Measure G amended the Charter to include members of the public on the Audit Committee, the committee is no longer a Council Committee, and is not governed by the procedures established in the Charter and Municipal Code for Council Committees. Accordingly, staff is preparing an ordinance to amend the Municipal Code to formally establish the procedures for appointing individuals to serve on the Audit Committee. The proposed ordinance will provide that the members of the public serving on the Audit Committee will be appointed by City Council for four-year terms. The Council will consider the ordinance concurrently with the recommendation from the Appointments Committee.

The two members of the public must meet the below criteria to qualify for this Committee position:
1) Must be a resident of City of Modesto
2) Must possess a minimum of two (2) years of experience in financial or performance auditing
3) Strong consideration shall be given to residents who are Certified Public Accountants (CPA)
4) No public member shall be a relative by blood or marriage for the third degree of the Mayor, member of the Council, any Charter Officer, or any department head or deputy department head
5) No public member shall be an employee of the City nor any bargaining unit for employees of the City, nor a person who receives compensation from the City or from bargaining units of the City in any manner, including retirement benefits 6) No public member shall be a lobbyist or other person with business before the City that represents an economic interest in excess of the limit for material financial effect established by local ordinance for the time periods established by local ordinance The Appointments Committee reviewed the seven applications received for this Committee and selected Jennifer Barillas and Camille Garcia at the May 24, 2023 Committee meeting to move forward as the recommendation.

FISCAL IMPACT:

There is no fiscal impact associated with this action.

COMMITTEE RECOMMENDATION:

On Wednesday, May 24, 2023, the Appointments Committee reviewed the applications and endorsed the appointment of Jennifer Barillas and Camille Garcia for the two City of Modesto Public Members of the Audit Committee, and recommended forwarding to Council for approval. #4..
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City Council, June 27, 2023
Committee Appointments – Public Members of the Audit Committee

Page 3 of 3 ends

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the appointments of Jennifer Barillas and Camille Garcia for the City of Modesto Public Members of the Audit Committee with four-year terms with term expirations of June 30, 2027.

Approved by:

DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Jennifer Barillas and Camille Garcia Redacted Applications #4..
- 52 -
06/27/2023/Finance/DChristensen/Item XX 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING THE APPOINTMENTS OF JENNIFER BARILLAS

AND CAMILLE GARCIA FOR THE CITY OF MODESTO PUBLIC MEMBERS

OF THE AUDIT COMMITTEE WITH FOUR-YEAR TERMS WITH TERM
EXPIRATIONS OF JUNE 30, 2027
WHEREAS, as part of the November 2022 voters’ ballot, the Modesto voters approved “Measure G” which included amendments to the City Charter, and WHEREAS, one of the amendments included adding the Standing Audit Committee into the City Charter Section IX under Section 902.2 and under this Charter amendment the Committee is now comprised of the Mayor, two (2) members of the City Council and the addition of two (2) members of the public to the Committee for a total of five Committee members, and
WHEREAS, the Appointments Committee reviewed the seven applications received for this Committee and selected Jennifer Barillas and Camille Garcia at the May 24, 2023 Committee meeting to move forward as the recommendation.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby appoints Jennifer Barillas and Camille Garcia for the City of Modesto Public Members of the Audit Committee with four-year terms with term expirations of June 30, 2027.

BE IT FURTHER RESOLVED, the City Clerk is hereby directed to transmit a copy of this Resolution to the appointed members of the Audit Committee and thereof. #4..
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06/27/2023/Finance/DChristensen/Item XX 2 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023, 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
#4..
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1 Juana Lynch
From: [email protected]
Sent: Sunday, February 12, 2023 2:20 PM
To: Ariana Harbottle-Jarrett; Juana Lynch
Subject: Online Form Submission #37303 for Boards, Commissions & Committees Application External Email: Please use caution when clicking links and/or opening attachments.

Boards, Commissions & Committees Application
Title II Compliance
In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website.

Apply To: Audit Committee
First Name Jennifer
Last Name Barillas
Address
City
State
Zip Code
Home Phone
Work Phone Field not completed.

Email Address
Occupation
Employer / Business
Business Address
City
State
#4..
- 55 -
2 Zip Code
Education Bachelor of Arts - Accounting and Information Systems (Section Break)
Qualifications:

Past Lobbyist
Disqualification
I understand that I am unable to apply for this committee if I am or have been a lobbyist.

Are you now or have you
ever been a lobbyist?
No
Add inclusive date range: Field not completed.

Economic Interest
Disqualification
I understand that I must not have economic financial interest with the City of Modesto to apply for this committee.

Have you done business
with the City that
represents an economic
interest?
No
Add inclusive date range: Field not completed.

Are you an active Certified
Public Accountant (CPA)?
Yes
Financial Accounting or
Performance Auditing
Experience Requirement
I understand that I must have at least 2 years in financial or performance auditing to apply for this committee.

Do you have two (2) or
more years’ experience in
financial or performance
auditing?
Yes
Modesto Resident
Requirement
I understand that I must be a Modesto resident in order to apply for this committee or commission.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
2/12/2023
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
#4..
- 56 -
3 Employment
Disqualification
I understand that I cannot be employed by the City of Modesto or Stanislaus County and serve on this commission or
committee.

Are you now or have you
ever been employed by the
City of Modesto?
No
Inclusive dates: Field not completed.

Relative Disqualification I understand that I am unable to apply for this committee if I am a relative by blood or marriage to the third degree of the mayor, member of the Council, any Charter Officer, or any department head.

Are you a relative by blood
or marriage to the third
degree of the mayor,
member of the Council, any
Charter Officer, or any
department head or deputy
department head?
No
List relevant employment,
training, and experience,
certificates of training,
licenses, and professional
registration.

I worked in Internal Audit at E. & J. Gallo Winery for 2.5 years and am an active Certified Public Accountant.

I am currently a financial analyst at E. & J. Gallo Winery and have experience reading and analyzing financial statements.

How did you learn about
the board for which you are
applying?
Other (Please specify)
If other, please specify: Linked In
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
NA
What is it about this
position that interests you?
I would like to become involved in my community and use my knowledge and expertise in auditing to give back to the community.

What qualities, experience,
and expertise would you
bring to it?
Financial statement analysis, knowledge of IIA Standards and GAGAS, expertise in risk assessment and risk management, knowledge of audit best practices
(Section Break)
#4..
- 57 -
4 Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

Gender
Ethnicity
Are you currently, or have
you ever, served in the
Armed Forces?
Do you consider yourself
disabled?
(Section Break)
Email not displaying correctly? View it in your browser. #4..
- 58 -
1 Juana Lynch
From: [email protected]
Sent: Friday, February 17, 2023 11:21 AM
To: Ariana Harbottle-Jarrett; Juana Lynch
Subject: Online Form Submission #37399 for Boards, Commissions & Committees Application External Email: Please use caution when clicking links and/or opening attachments.

Apply To: Audit Committee
First Name Camille
Last Name Garcia
Address
City
State
Zip Code
Home Phone
Work Phone Field not completed.

Email Address Field not completed.

Occupation
Employer / Business
Business Address
City
State
#4..
- 59 -
2 Zip Code
Education B.S. Business Administration
(Section Break)
Qualifications:

Past Lobbyist
Disqualification
I understand that I am unable to apply for this committee if I am or have been a lobbyist.

Are you now or have you
ever been a lobbyist?
No
Add inclusive date range: Field not completed.

Economic Interest
Disqualification
I understand that I must not have economic financial interest with the City of Modesto to apply for this committee.

Have you done business
with the City that
represents an economic
interest?
No
Add inclusive date range: Field not completed.

Are you an active Certified
Public Accountant (CPA)?
No
Financial Accounting or
Performance Auditing
Experience Requirement
I understand that I must have at least 2 years in financial or performance auditing to apply for this committee.

Are you a Modesto
resident?
Yes
If yes, what was the date of
residency?
4/1/2000
Are you a registered voter
in the City of Modesto?
Yes
Are you a registered voter
in Stanislaus County?
Yes
#4..
- 60 -
3 Employment
Disqualification
I understand that I cannot be employed by the City of Modesto or Stanislaus County and serve on this commission or
committee.

Are you now or have you
ever been employed by the
City of Modesto?
Yes
If yes, in what capacity? After School Learning Assistant Inclusive dates: 8/1/2017 - 9/30/2017
Relative Disqualification I understand that I am unable to apply for this committee if I am a relative by blood or marriage to the third degree of the mayor, member of the Council, any Charter Officer, or any department head.

I have worked in Finance for six years since 2017 with
increasing levels of responsibilities. I have worked at E & J Gallo Winery in Treasury and Cash Management, Accounts
Payable, Corporate Accounting, and now Audit Services. I have a wide range of finance experience that I can use to serve the city. I've also accrued 25 CPE credits for training I have attended from the Institute of Internal Auditors.

How did you learn about
the board for which you are
applying?
Other (Please specify)
If other, please specify: Linkedin Post
Describe your involvement
in community activities and
civic organizations. (Do not
list partisan political
parties.)
I play in multiple soccer leagues for Modesto AJAX and Turlock Indoor.

What is it about this
position that interests you?
I would like to know more about the City's audit plan and ensure the city is creating a focused and reasonable audit plan.

What qualities, experience,
and expertise would you
bring to it?
I have served as a lead auditor for multiple compliance, SOX, and operational audits for E & J Gallo Winery. These
#4..
- 61 -
4 responsibilities include planning an audit, executing tasks, and reporting audit findings to stakeholders.
(Section Break)
Demographics
City of Modesto invites all applicants to voluntarily self-identify their gender, race/ethnicity, veteran status and disability. Submission of this information is voluntary and refusal to provide will not affect the application process. The information will be kept confidential and will only be used in accordance with the provisions of applicable laws, executive orders and regulations, including those that require the information to be summarized and reported to the federal government for civil rights enforcement.

MODESTO CITY COUNCIL
www.modestogov.com

MINUTES
City of Modesto

CITY COUNCIL MEETING
Chambers, Basement Level
Tenth Street Place, 1010 10th Street
Modesto, California
Tuesday, June 13, 2023 at 5:30 PM
Roll Call – Present: Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen

Absent: None
Pledge of Allegiance to the Flag
Invocation: Dallas Jackson, Renew Church
City Clerk’s Announcements: None
Declaration of Conflicts of Interest: None
Reports from Closed Session: City Attorney Sanchez reported no reportable action was taken.

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring June 19, 2023 as Juneteenth Day. (Funding Source: Not Applicable)
CITY COUNCIL; Ariana Harbottle-Jarrett, 209-571-5597,
[email protected]
ACTION: Mayor Zwahlen presented proclamation declaring June 19, 2023, as Juneteenth Day.
#5..
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- 2 -
6/13/2023 5:30:00 PM

MISCELLANEOUS

2. Consider appointing Evan Yoshino to the Board of Building Appeals with a term expiration of January 1, 2027. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution appointing Evan Yoshino to the Board of Building Appeals with a term expiration date of January 1, 2027.

CED; Oscar Diaz, 209-577-5232, [email protected]
ACTION: (Williams/Wright; 7/0) Resolution 2023-270 appointing Evan Yoshino to the Board of Building Appeals with a term expiration date of January 1, 2027.

3. Consider accepting the resignation of Monica Valencia from the City of Modesto Culture Commission. (Funding Source: Not Applicable)
Staff Recommendation:
 Resolution accepting the resignation of Monica Valencia from the City of Modesto Culture Commission.

PRN; Ashley Weaver, 209-577-5428, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2023-271 accepting the resignation of Monica Valencia from the City of Modesto Culture Commission.

4. Consider appointing former Culture Commission member Dewey Bedford to fill one Modesto Resident vacancy on the Culture Commission for a partial second term, from July 1, 2023 through December 31, 2024 (Funding Source: Not Applicable) Staff Recommendation:
 Resolution appointing former Culture Commission member Dewey Bedford to fill one Modesto Resident vacancy on the Culture Commission with a partial term from July 1, 2023 through December 31, 2024.

PRN; Ashley Weaver, 209-577-5428, [email protected] ACTION: (Ricci/Escutia-Braaton; 7/0) Resolution 2023-272 appointing former Culture Commission member Dewey Bedford to fill one Modesto Resident vacancy on the Culture Commission with a partial term from July 1, 2023 through December 31, 2024.

PUBLIC COMMENT PERIOD
 Jerry Thompson spoke about Graffiti Week and the events that took place last week. He also stated that the Senate Transportation Committee voted on AB 436.  Thomas Helme, Co-Founder of Valley Improvement Projects spoke about California Waste Management Board and referenced a study about trash incinerators. He spoke about the environmental effects of trash incinerators that are in placed in disadvantaged and vulnerable communities. They will be holding community workshops regarding this topic.
#5..
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- 3 -
6/13/2023 5:30:00 PM
 Ryan Poulsen spoke in support of building a sports complex at the former Municipal Golf Course.
 Alissia Hagar commented about road work and drainage in the West Side. She also spoke regarding the shooting of Paul Chavez, Jr.
 Howard Carman spoke about the Highway Patrol and CalTrans, and their policies regarding camping on CalTrans property. He further commented on the staffing levels of the Highway Patrol tasked with monitoring the freeway.
 Sara Arroyo Vega from Valley Improvement Project spoke regarding Zero Waste and invited the public to attend Zero Waste Meeting on June 26th, 5 pm at North Valley Labor Federation.
 Derek Castle asked Council to consider safe sleeping sites in Modesto. He spoke about a successful safe camping program in Denver called Safe Outdoor Spaces (SOS). He commented on the need of a similar program in Modesto.
 Laura Placencia from Valley Improvement Projects urged the City to reconsider renewing the contract with Covanta or any waste facility that incinerates. She also spoke about the workshops Valley Improvement Project is hosting.  Ramon Rodriguez spoke about safe camping, and Houston’s policy on homelessness that provides services to the homeless such as mental health, education, and job training. The program is entitled the Housing First Program.
 Theresa Clutter spoke about Paul Chavez, Jr. She requested justice for Paul Chavez, Jr. and asked for accountability.
 Brittoni Chavez commented on the shooting of her husband Paul Chavez Jr. and spoke about the Modesto Police Department and Officer Muncy.
 Patrick commented about Paul Chavez, Jr., and Officer Muncy.  Deborah Jones Sullivan, President of the King-Kennedy Board thanked the Council for the Juneteenth Proclamation and invited Council to attend the Juneteenth event and Freedom March this Saturday from 11:00 am – 5:00 pm and a Freedom Walk at 10:15 am on the corner of Needham and Sycamore.
 Loretta Carhart stated she did not approve of foul language used during public comment by a person. She also spoke about the shooting of her father.  Kelley spoke about a safety issue in her neighborhood on Santa Ana Avenue. There has been an increase of speeding cars in her neighborhood, and a recent car accident. She is #5..
- 65 -
- 4 -
6/13/2023 5:30:00 PM
trying to prevent an accident. She asked for an additional traffic study on her street to be conducted outside of school hours and expressed the need for a speed bump in that area.  Bianca Lopez, Co-Founder of Valley Improvement Projects also commented about upcoming Zero Waste Workshops.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED
ACTION CONSENT ITEMS 5-21 (Wright/Williams; 7/0)

CONSENT
Consent

5. Consider approving the minutes from the June 6, 2023 Council Meeting. (Funding Source: Not Applicable)
 Motion approving the minutes from the June 6, 2023 Council Meeting.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] ACTION: ((Wright/Williams; 7/0) Motion approving the minutes from the June 6, 2023 Council Meeting.

Consent

6. Consider accepting the Public Improvements made by Public Storage, Inc. release securities upon expiration of statutory periods, and initiate reimbursement in the amount of $477,126 as outlined in the Acquisition and Shortfall Agreement. (Funding Source: City of Modesto Community Facilities District No. 2004-1 (Village One #2))  Resolution accepting the Public Improvements made by Public Storage, Inc. at the south side of Sylvan Avenue between Elsakr Way and Wood Sorrel Drive as complete, release securities upon expiration of statutory periods, and initiate reimbursement for improvements in the amount of $477,126 as outlined in the Acquisition and Shortfall Agreement.

CED; Peter Ibrahim, 209-577-5211, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-273 accepting the Public Improvements made by Public Storage, Inc. at the south side of Sylvan Avenue between Elsakr Way and Wood Sorrel Drive as complete, release securities upon expiration of statutory periods, and initiate reimbursement for improvements in the amount of $477,126 as outlined in the Acquisition and Shortfall Agreement.

Consent

7. Consider approving an Agreement with Hinderliter, de Llamas & Associates (HdL), Brea, CA for Cannabis Consulting Services for a total amount not to exceed $784,050 over three years. (Funding Source: Cannabis Business Permit Fee and Various Funds)  Resolution approving an Agreement with Hinderliter, de Llamas & Associates, Brea, CA by utilizing the City of Hesperia Agreement for Cannabis Consulting Services for a two year Agreement with one one-year extension option, for an annual estimated amount of $261,350 and a total amount not to exceed #5..
- 66 -
- 5 -
6/13/2023 5:30:00 PM
$784,050 over three years; and authorizing the City Manager, or his designee, to execute the Agreement.

FINANCE DEPARTMENT; Gina Brown, 209-577-5381, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-274 approving an Agreement with Hinderliter, de Llamas & Associates, Brea, CA by utilizing the City of Hesperia Agreement for Cannabis Consulting Services for a two year Agreement with one oneyear extension option, for an annual estimated amount of $261,350 and a total amount not to exceed $784,050 over three years; and authorizing the City Manager, or his designee, to execute the Agreement.

Consent

8. Consider approving an Agreement with American Chiller Service, Inc. for HVAC Maintenance and Emergency Repairs for the Modesto Centre Plaza for a total amount not to exceed $375,000 over five years. (Funding Source: Centre Plaza Fund)  Resolution approving the Agreement with American Chiller Inc. for HVAC Maintenance and Emergency Repairs for the Modesto Centre Plaza for a twoyear Agreement with three one-year extension options, for an annual estimated amount of $75,000, and a total amount not to exceed $375,000 over five years; and authorizing the City Manager or his designee to execute the Agreement.

PRN; Laurie Smith, 209-577-5437, [email protected]
ACTION: (Wright/Williams; 7/0) Resolution 2023-275 approving the Agreement with American Chiller Inc. for HVAC Maintenance and Emergency Repairs for the Modesto Centre Plaza for a two-year Agreement with three one-year extension options, for an annual estimated amount of $75,000, and a total amount not to exceed $375,000 over five years; and authorizing the City Manager or his designee to execute the Agreement.

Consent

9. Consider authorizing staff to apply for all Electric Vehicle Charging Station Grants. (Funding Source: Not Applicable)
 Resolution approving staff to apply for all Electric Vehicle Charging Station Grants available and authorizing the City Manager, or his designee, to sign and execute Grant Applications and related documents.

PUBLIC WORKS; Patrick Crowley, 209-342-2274, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-276 approving staff to apply for all Electric Vehicle Charging Station Grants available and authorizing the City Manager, or his designee, to sign and execute Grant Applications and related documents.

Consent

10. Consider authorizing the submittal of application(s) to the United States Department of Agriculture, Composting and Food Waste Grant Program. (Funding Source: Solid Waste Fund)
#5..
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6/13/2023 5:30:00 PM
 Resolution authorizing the submittal of application(s) to the United States Department of Agriculture, Composting and Food Waste Grant Program, and authorizing the City Manager, or his designee, to sign grant applications and related documents.

PUBLIC WORKS; Rosene Salmo, 209-577-5453, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-277 authorizing the submittal of application(s) to the United States Department of Agriculture, Composting and Food Waste Grant Program, and authorizing the City Manager, or his designee, to sign grant applications and related documents.

Consent

11. Consider approving Prequalified Engineering Consultant Lists for Water, Wastewater, and Storm Drain for various Capital Improvement Projects for a period of three years, with two one-year extensions options. (Funding Source: Various Capital Improvement Program Projects)
 Resolution approving a Prequalified Consultant List with Carollo Engineers, West Yost Associates, BKF and Woodard and Curran for Water, Wastewater, and Storm Drain Engineering Services for various Capital Improvement Program Projects for a period of three years, with two one-year extensions options at the written approval of the Utilities Director.

UTILITIES; Cristian Ciotau, 209-577-5260, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-278 approving a Prequalified Consultant List with Carollo Engineers, West Yost Associates, BKF and Woodard and Curran for Water, Wastewater, and Storm Drain Engineering Services for various Capital Improvement Program Projects for a period of three years, with two one-year extensions options at the written approval of the Utilities Director.

Consent

12. Consider approving the Second Amendment to the Purchasing Agreement with All Season Lawn Landscaping for Lawn Maintenance Services for Water Wells and Tanks to a revised total amount of $402,671 and extending the term of the Agreement to December 31, 2023. (Funding Source: Water Fund)
 Resolution approving the Second Amendment to the Purchasing Agreement with All Season Lawn Landscaping, Escalon, CA, for Lawn Maintenance Services for Water Wells and Tanks, increasing the total amount of $357,671 by $45,000 for a new total amount not to exceed $402,671, and extending the term of the Agreement from June 25, 2023 to December 31, 2023; and authorizing the City Manager, or his designee to execute the Second Amendment.

UTILITIES; Jeff Daniels, 209-342-4585, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-279 approving the Second Amendment to the Purchasing Agreement with All Season Lawn Landscaping, Escalon, CA, for Lawn Maintenance Services for Water Wells and Tanks, increasing #5..
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the total amount of $357,671 by $45,000 for a new total amount not to exceed $402,671, and extending the term of the Agreement from June 25, 2023 to December 31, 2023; and authorizing the City Manager, or his designee to execute the Second Amendment.

Consent

13. Consider approving an Agreement with Envirogen Technologies for a Dual MinX Regenerable Ion Exchange Treatment System for a total amount not to exceed $1,660,348. (Funding Source: Water Fund)
 Resolution approving an Agreement with Envirogen Technologies, Inc., Rancho Cucamonga, CA, for a Dual MinX Regenerable Ion Exchange Treatment System in the amount of $1,509,407, plus $150,941 in additional services and materials if needed, for a total amount not to exceed $1,660,348 and authorizing the City Manager, or his designee to execute the Agreement.  Resolution amending the Fiscal Year 2022-23 Capital Improvement Project Multi-Year Budget in the amount of $1,785,348 to be transferred into the Project from Water Reserves to fund and authorizing the City Manager, or his designee, to implement the provisions of this Resolution.

UTILITIES; Jeff Daniels, 209-342-4585, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2023-280 approving an Agreement with Envirogen Technologies, Inc., Rancho Cucamonga, CA, for a Dual MinX Regenerable Ion Exchange Treatment System in the amount of $1,509,407, plus $150,941 in additional services and materials if needed, for a total amount not to exceed $1,660,348 and authorizing the City Manager, or his designee to execute the Agreement.

ACTION: (Wright/Williams; 7/0) Resolution 2023-281 amending the Fiscal Year 2022-23 Capital Improvement Project Multi-Year Budget in the amount of $1,785,348 to be transferred into the Project from Water Reserves to fund and authorizing the City Manager, or his designee, to implement the provisions of this Resolution.

COUNCIL COMMENTS & REPORTS
Vice Mayor Ricci spoke regarding Graffiti Night and what a great event it was and expressed his gratitude for all the help we received from sister agencies. He also spoke regarding the issue of side shows, especially in the Woodland West area. He is looking forward to the impact of the new MPD airplane has on these side shows and would like any ideas as to how to curb the side shows. He also spoke regarding the homeless issues in the Graceada Park area and would like to explore other ideas like Denver.

Councilmember Williams thanked everyone that helped in regard to the Graffiti events, and expressed how proud he was for the money that was raised, and what a great event it was. He also spoke regarding the upcoming Juneteenth festivities at Graceada Park including a Freedom March and invited the public to come and celebrate.
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Councilmember Alvarez spoke regarding his absence at the last Council meeting. He was participating in a work event in Los Angeles. He also spoke regarding the Khmai Graduation and Recognition Banquet at Modesto High for the Cambodian American community where he was a guest speaker and congratulated the Class of 2023. He also spoke regarding the great time he had at the Graffiti events and thanked everyone who helped make it a successful event.

Further he spoke regarding the ribbon cutting event at the new Ralston Tower Park, and all its features and amenities. He thanked the residents and the bi-partisan group of representatives that made it all possible.

Councilmember Wright spoke regarding the Graffiti Event, he had a great time and there was great weather, however he expressed concerns of safety issues and racing on McHenry during later evening hours.

Councilmember Escutia-Braaton spoke regarding the San Joaquin Valley Air Pollution Control District Board and programs it is promoting, including free air purifiers to qualified applicants.

She encouraged the public to check their website at valleyair.org/roompurifier and apply. She also spoke regarding a community presentation she attended at King Kennedy Community Center coordinated by the Modesto Park Equity Project in collaboration with the Tuolumne River Trust and will be presenting a report to Council on the data they collect. She also spoke regarding an event that she, as well as Councilmembers Wright, Williams, and Bavaro attended in honor of Gould Medical Group’s 75th Anniversary. And finally, she also was so proud of the Graffiti events, it was a wonderful experience.

Mayor Zwahlen also spoke regarding the Graffiti events. She was honored to have met Mackenzie Phillips in Modesto and is excited about the work she is currently involved in. She also spoke regarding hosting the quarterly meeting for the League of California Cities Central Valley Division at the McHenry Mansion, and was honored to have Ali Taj, the President of the League in attendance. Finally, she read the obituary of Andrew Ross Campell who recently passed away at the age of 96. He was a past employee who she wished to honor him and his service to the city.

CITY MANAGER COMMENTS & REPORTS
None.

Recessed: 6:56 pm
Reconvened: 7:01 pm

HEARINGS
Published in the Modesto on June 2, 2023

14. Hearing to consider approving the application and issuance of a Permit to operate as a Non-Emergency Medical Transport Company to America West Medical Transportation, Inc in the City of Modesto. (Funding Source: General Fund) #5..
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 Resolution approving the application of America West Medical Transportation, Inc., and authorizing the issuance of a Permit to operate as a Non-Emergency Medical Transport Company in the City of Modesto.

POLICE DEPARTMENT; Bob Meredith, 209-572-9500, [email protected] ACTION: (Alvarez/Ricci; 7/0) Resolution 2023-282 approving the application of America West Medical Transportation, Inc., and authorizing the issuance of a Permit to operate as a Non-Emergency Medical Transport Company in the City of Modesto.

Published in the Modesto Bee on June 2, 2023.

15. Hearing to consider approving the application and issuance of a Permit to operate as a Non-Emergency Medical Transport Company to Quality Care Transportation, Inc in the City of Modesto. (Funding Source: General Fund)
 Resolution approving the application Quality Care Transportation, Inc. and authorizing the issuance of a Permit to operate as a Non-Emergency Medical Transport Company in the City of Modesto.

POLICE DEPARTMENT; Bob Meredith, 209-572-9500, [email protected] ACTION: (Williams/Wright; 7/0) Resolution 2023-283 approving the application Quality Care Transportation, Inc. and authorizing the issuance of a Permit to operate as a Non-Emergency Medical Transport Company in the City of Modesto.

NEW BUSINESS

16. Consider approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and Modesto City Employees Association (MCEA), Modesto Confidential and Management Association (MCMA), and Modesto Police and Fire Non-Sworn Association (MPNSA) all for terms of July 1, 2023, through June 30, 2027 (Funding Source: All Funds)  Resolution approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto City Employees Association (MCEA) for a term of July 1, 2023, to June 30, 2027; and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.  Resolution approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Confidential and Management Association (MCMA) for a term of July 1, 2023, to June 30, 2027; and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.  Resolution approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Police and Fire Non-Sworn Association (MPNSA) for a term of July 1, 2023, to June 30, 2026, and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.  Resolution approving changes to benefit offerings for unrepresented NonSworn Management and Confidential Employees, including Charter Officers #5..
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and Executives consistent with those in represented units as set forth in attached exhibit A, “Summary of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, including Charter Officers and Executives”; and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.
 Resolution approving salary changes for Unrepresented Non-Sworn Management and Confidential Employees, including Charter Officers and Executives consistent with those in represented units, effective June 20, 2023; superseding Resolution No. 2022-267, and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.
 Resolution amending the Class Range Table for General Classes to amend the salary range based on the labor market study
 Resolution amending the Class Range Table for Represented Management and Confidential Non-Sworn Classes to amend the salary range based on the labor market study
 Resolution amending the Class Range Table for Public Safety Non-Sworn Classes to amend the salary range based on the labor market study  Resolution amending the Class Range Table for Executive Management Classes to amend the salary range based on the labor market study  Resolution amending the Class Range Table for Unrepresented Management and Confidential Non-Sworn Classes to amend the salary range based on the labor market study
 Resolution amending the Fiscal Year 2023-24 Annual Operating Budget for the Memorandum of Understanding (MOU) Agreements and authorizing the City Manager to take the necessary steps to implement the required budget adjustments
HR; Christina Alger, 209-571-5126, [email protected] ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-284 approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto City Employees Association (MCEA) for a term of July 1, 2023, to June 30, 2027; and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.

ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-285 approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Confidential and Management Association (MCMA) for a term of July 1, 2023, to June 30, 2027; and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.

ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-286 approving an Agreement including language changes for a successor Memorandum of #5..
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Understanding (MOU) between the City of Modesto and the Modesto Police and Fire Non-Sworn Association (MPNSA) for a term of July 1, 2023, to June 30, 2026, and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.

ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-287 approving changes to benefit offerings for unrepresented Non-Sworn Management and Confidential Employees, including Charter Officers and Executives consistent with those in represented units as set forth in attached exhibit A, “Summary of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, including Charter Officers and Executives”; and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.

ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-288 approving salary changes for Unrepresented Non-Sworn Management and Confidential Employees, including Charter Officers and Executives consistent with those in represented units, effective June 20, 2023; superseding Resolution No. 2022-267, and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.

ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-289 amending the Class Range Table for General Classes to amend the salary range based on the labor market study
ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-290 amending the Class Range Table for Represented Management and Confidential Non-Sworn Classes to amend the salary range based on the labor market study
ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-291 amending the Class Range Table for Public Safety Non-Sworn Classes to amend the salary range based on the labor market study
ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-292 amending the Class Range Table for Executive Management Classes to amend the salary range based on the labor market study
ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-293 amending the Class Range Table for Unrepresented Management and Confidential Non-Sworn Classes to amend the salary range based on the labor market study
ACTION: (Escutia-Braaton/Bavaro; 7/0) Resolution 2023-294 amending the Fiscal Year 2023-24 Annual Operating Budget for the Memorandum of Understanding (MOU) Agreements and authorizing the City Manager to take the necessary steps to implement the required budget adjustments
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MATTERS TOO LATE FOR THE AGENDA
None

ADJOURNMENT
This meeting adjourned at 7:25 pm

CLOSED SESSION
All Closed Session matters heard prior to meeting.

CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
One Case (Pursuant to Section 54956.9(d)(1) of the Government Code) Name of Case: Estate of Kim Jackson et al. v. City of Modesto, et al.

United States Eastern District
Case No.: 1:21-cv-00415-AWI-EPG

CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION
One Case (Pursuant to Section 54956.9(a) of the Government Code) Name of case(s): Michael Karsner v. City of Modesto
California Workers Compensation Appeals Board
Nos. ADJ11774059, ADJ12373958
CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) – MCEA Negotiator: Christina Alger
Employee Organization: Modesto City Employees Association CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) – MCMA Negotiator: Christina Alger
Employee Organization: Modesto Confidential & Management Association CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) – MPOA Negotiator: Christina Alger
Employee Organization: Modesto Police Officers’ Association CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) – MPNSA Negotiator: Christina Alger
Employee Organization: Modesto Police Non-Sworn Association #5..
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CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) –MPMA Negotiator: Christina Alger
Employee Organization: Modesto Police Management Association CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) – MCFFA Negotiator: Christina Alger
Employee Organization: Modesto City Firefighters Association CONFERENCE WITH LABOR NEGOTIATOR:
(Pursuant to Section 54957.6 of the Government Code) – Unrepresented Negotiator: Christina Alger
Employee Organization: Unrepresented Management and Confidential Employees Attest: ____________________________
Diane Nayares-Perez, City Clerk
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: June 15, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jose M. Sanchez, City Attorney
SUBJECT: Modesto Municipal Code Amendment regarding Audit Committee CONTACT: Jose M. Sanchez, City Attorney, 209-577-5284, [email protected] DESCRIPTION:

Consider an Ordinance amending Section 2-1.18 and adding Section 2-1.28 to Chapter 1 of Title 2 of the Modesto Municipal Code regarding the Audit Committee. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports the City’s 2020-2025 Strategic Plan Goals to promote trust and engagement and build a high-performance organization.

BACKGROUND:

The City has a Standing Audit Committee made up of the Mayor and two City Councilmembers appointed by the Mayor, which was established under the Modesto Municipal Code 2-1.18. The purpose of the Audit Committee is to advise the City Council on items related to the work of the City Auditor and the City’s financial statement audits. These duties include the following:
1) Review the Auditor’s audit plan annually and submit annually to the City Council; 2) Provide suggestions and comments for the annual audit plan; 3) Review and consult with the Auditor on quarterly reports or updates of the City Auditor’s activities and findings;
4) Report irregularities raised by the Auditor to the City Council; 5) Ensure that audit reports are transmitted to the legislative body and to the public; 6) Monitor follow-up on reported findings to assure corrective action is taken by management;
7) Report to the legislative body on problems or problem areas at such times as deemed appropriate;
8) Provide input on, and participate in, the selection of the firm conducting the annual financial statement audits; and
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City Council, June 27, 2023
Modesto Municipal Code Amendment regarding Audit Committee

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9) Review and forward to the City Council materials related to the City’s annual financial statement audit conducted pursuant to Section 1306 of this Charter.

DISCUSSION:

Since Measure G amended the Charter to include members of the public on the Audit Committee, the committee is no longer a Council Committee, and is not governed by the procedures established in the Charter and Municipal Code for Council Committees. Accordingly, staff has prepared the attached ordinance to amend the Municipal Code to formally establish the procedures for appointing individuals to serve on the Audit Committee. The proposed ordinance will provide that the members of the public serving on the Audit Committee will be appointed by City Council for four-year terms. Concurrently with the consideration of this proposed Ordinance, the City Council is considering the appointment of public members to the Audit Committee. Those appointments are being made consistent with the requirements of the proposed Ordinance.

In addition to establishing the above procedures, the ordinance also amends Section 2-1.18 “Standing Committees” of Chapter 1 of Title 2 of the Modesto Municipal Code to remove the Audit Committee as a standing committee.

FISCAL IMPACT:

There is no fiscal impact related to this item.

COMMITTEE RECOMMENDATION:

This item was not presented to a committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Motion introducing and waiving the first reading of an Ordinance amending Section 2-1.18 and adding Section 2-1.28 to Chapter 1 of Title 2 of the Modesto Municipal Code regarding the Audit Committee.

Approved by:

Jose M. Sanchez, City Attorney
Joseph P. Lopez, City Manager
Attachments:

1. Ordinance

2. Redline changes for Section 2-1.18
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ORDINANCE NO. _______
ORDINANCE AMENDING SECTION 2-1.18 AND ADDING SECTION 2-1.28 TO CHAPTER 1 OF TITLE 2 OF THE MODESTO MUNICIPAL CODE REGARDING

THE AUDIT COMMITTEE
WHEREAS, Modesto Municipal Code (MMC) Section 2-1.18 currently establishes the Audit Committee as a standing committee of the City Council; and WHEREAS, on November 8, 2022, Modesto voters adopted Measure G to make various amendments to the City of Modesto’s Charter; and WHEREAS, Measure G added Section 902.2 to the City of Modesto Charter to govern the Audit Committee; and
WHEREAS, Charter Section 902.2 requires the Audit Committee to be comprised of the Mayor, two members of the City Council, and two members of the public who meet certain requirements; and
WHEREAS, because members of the public will now serve on the Audit Committee, the Audit Committee will no longer be a committee of the City Council and therefore the existing provisions of the Modesto Charter and Municipal Code will not apply; and
WHEREAS, the Council desires to amend the Modesto Municipal Code to establish procedures regarding the Audit Committee, consistent with Charter Section 902.2.

NOW, THEREFORE, the Council of the City of Modesto does ordain as follows:

SECTION 1 AMENDMENT OF CODE. Section 2-1.18 “Standing
Committees” of Chapter 1 of Title 2 of the Modesto Municipal Code is amended to read as follows.
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“2-1.18 - Standing Committees.

The standing committees of the Council shall be the Safety and Communities Committee, the Economic Development Committee, the Finance Committee, the Appointments Committee, and the Cannabis Program and Permit Review Committee, each of which committees shall consist of three (3) members of the Council appointed by the Mayor. The responsibility of the Appointments Committee shall be to review and make recommendations for appointments to City Boards, Commissions, and Committees, and such other responsibilities established from time to time by resolution of the City Council.”
SECTION 2 AMENDMENT OF CODE. Section 2-1.28 “Audit Committee,” is hereby added to Chapter 1 of Title 2 of the Modesto Municipal Code to read as follows:
“2-1.28 – Audit Committee.

The Audit Committee of the City of Modesto is established by Section 902.2 of the Modesto Charter.
(a). Duties. The duties of the Audit Committee are those established by Section 902.2 of the Modesto Charter and such other duties as assigned by the City Council.
(b). Membership. Pursuant to Section 902.2 of the Modesto Charter, the Audit shall be comprised of:
(1) The Mayor;
(2) Two members of the City Council, who shall be appointed by the Mayor with the advice and consent of the City Council; and (3) Two members of the public who are residents of the City of Modesto and shall possess a minimum of two (2) years of experience in #6..
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financial or performance auditing. Strong consideration shall be given to residents who are Certified Public Accountants. Such members shall be appointed by the City Council, and may be removed by the City Council. Public members of the Audit Committee shall be appointed to a four (4) year term.
(c). Chair & Vice Chair. The Mayor shall serve as the chair of the Audit Committee, and shall designate a member to serve as the vice chair in the absence of the chair.”
SECTION 3. 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 4. CALIFORNIA ENVIRONMENTAL QUALITY ACT.

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

SECTION 5. 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 6. PUBLICATION
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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.

The foregoing Ordinance was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023, 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 _______, 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:

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2-1.18 Standing Committees.

The standing committees of the Council shall be the Safety and Communities Committee, the Economic Development Committee, the Finance Committee, the Appointments Committee, the Audit Committee, and the Cannabis Program and Permit Review Committee, each of which committees shall consist of three (3) members of the Council appointed by the Mayor. The responsibilityies of the Aappointments and Audit Committee shall be to review and make recommendations for appointments to City Boards, Commissions, and Committees, and such other responsibilities established from time to time by resolution of the City Council. (Ord. 1084-N.S.; amended by Ord. 1130-C.S.; Ord. 2892-C.S.; Ord. 3184-C.S., § 1; Ord. 3258-C.S., § 1; Ord. 3301- C.S., § 1; Ord. 3304-C.S., § 1; Ord. 3341-C.S., § 1, effective 2-25-04; Ord. 3598-C.S., § 1, effective 2-28-14; Ord. 3638-C.S., § 1, effective 2-12-16; Ord. 3676-C.S., § 1, 10-5-17; Ord. No. 3743-C.S., § 1, effective 4-7-22) #6..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: May 24, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Interim Director of Community and Economic Development SUBJECT: Retail Commercial Cannabis Permit Renewals and Changes in Ownership CONTACT: Jessica Hill, Interim Director of Community and Economic Development [email protected], 209-577-5321
DESCRIPTION:

Consider approving the renewal of eight (8) Commercial Cannabis Retail Permits for dispensaries in the City for a further two-year period ending June 30, 2025; approving a change in ownership policy for Commercial Cannabis Permits within the City of Modesto; and approving changes in ownership for Jonesa, LLC and CV Wellness, LLC. (Funding Source: Cannabis Permit Fees)
STRATEGIC PLAN ELEMENT:

This item is consistent with the City Council 2020-2025 Strategic Plan Goal E, Drive Economy Vitality.

BACKGROUND:

In December 2017, the City Council adopted Ordinance 3684-C.S. legalizing certain commercial cannabis business operations in particular zoning districts. On December 19, 2018, by Resolution 2018-566 the City Council approved and issued eight (8) cannabis retail permits, which were valid for a period two (2) years from that date. On December 19, 2020, by Resolution 2020-485-489, City Council approved the initial renewal applications for the eight (8) retail locations. This renewal period was set to expire on December 19, 2022.

On November 1, 2022, by Resolution No. 2022-442, Council approved the extension of the eight (8) issued commercial cannabis retail permits from December 19, 2022 to June 30, 2023 and adjusted the two-year renewal period from a calendar year to a fiscal year which runs from July to June.

The City Council was the approving body regarding all cannabis businesses operating in the City. On April 13, 2021, by Resolution No. 2021-132, Council established the Cannabis Permit Review Committee (Committee) and delegated the authority to approve non-dispensary and non-delivery cannabis businesses to that Committee. On March 1, 2022, by Resolution No. #7..
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Retail Commercial Cannabis Permit Renewals and Changes in Ownership

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2022-109, the Council expanded the role of the Committee to advise the Council on all cannabis-related issues and renamed the Committee, the Cannabis Program and Permit Review Committee.

DISCUSSION:

Permit Renewal
An updated permit renewal package was forwarded to the cannabis retail businesses, via certified and electronic mail, on April 17, 2023. The primary purpose of this renewal is to update the City’s records with the following documents:

1. A completed commercial cannabis business permit renewal application.

2. A signed copy of an updated conditions of approval and community benefit contribution agreement.

3. Proof of license with the California Department of Cannabis Control (DCC), and a copy of the most recent application with the DCC.

4. Proof of an updated lease or other documentation showing that the real property where the business is located will be secured through the permit period covered by the renewal.

5. Proof of community benefit fulfillment which included:
a. Nonprofit donation letters
b. Good Neighbor program declarations signed by neighboring property owners c. Letters signed by nonprofit organizations showing the establishment of volunteer programs used to educate the community on the cannabis industry in addition to providing courses detailing the negative effects that early age drug use can have.

6. A current list of employees

7. Proof of current general liability insurance.

8. Proof of zero (0) balance due to the City for cannabis permit fees, excise, and sales taxes.

9. A breakdown of current ownership.

Each dispensary is inspected by the City’s Cannabis consultant on an annual basis. On-site compliance inspections are conducted to ensure businesses are operating in compliance with Modesto’s Commercial Cannabis Ordinance in addition to compliance with State law.

Additionally, the City conducts annual financial audits to ensure the cannabis business taxes that each dispensary reports and remits to the City follows the Modesto Municipal Code and are accurate.

Based on the City’s inspections and audits1, the dispensaries were operating in compliance with City code and state law. Inspections and financial exams have revealed minor areas that can be addressed, including submittal of updated floor plans, repositioning of a camera, or making a modification to the Point-of-Sale System (POS). All minor concerns were addressed and in compliance. This year’s inspections and audits will occur during July 2023.

City Staff reviewed the applications returned by each business for completeness and found each dispensary to be in compliance.
1 Inspections for the permit period being renewed this year occurred in July of 2022. #7..
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Retail Commercial Cannabis Permit Renewals and Changes in Ownership

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Changes in ownership
Pursuant to Modesto Municipal Code, 10-3.704(d), permits issued in accordance with the City’s Cannabis ordinance are not transferable to another individual without City approval.

During this renewal period, City Staff confirmed the ownership composition of each of the dispensaries. Prior to this time a set of policies and procedures had not been in place to address any potential changes. Through the renewal process, four (4) dispensaries have had ownership changes since the original approval of retail dispensaries in 2018.

Staff drafted a policy to align with the State requirements and documentation that the City may request from the businesses seeking an ownership change. The levels of approval will be based on the following criteria:
 New owner acquires 51% of the business- City Council approval for dispensaries and Committee approval for non-dispensaries
 Original owner relinquishes their entire ownership interest, and a new owner or owners are brought on board- City Council approval for dispensaries and Committee approval for nondispensaries  All other transfers will require City Manager Approval  An original owner(s) must retain a minimum of 20% ownership interest in the businesses to continue operating under their current commercial cannabis permit following City approval of the change, otherwise the business must cease operation and reapply for a commercial cannabis permit under the new business structure This new policy is consistent with California Department of Cannabis Control (DCC) regulations regarding ownership changes. Section 150232 of DCC regulations allows for changes with certain conditions:
 The business may continue to operate under the active license, if at least one existing owner is not transferring their ownership interest and will remain as an owner under the new ownership structure
 A change in ownership does not occur when one or more owners leave the business by transferring their ownership interest to the other existing owner(s) Documents detailing the permit transfers that may be requested at the discretion of the City will include: proof of filing with the Secretary of State, Bylaws, Operating Agreements, Partnership Agreements, Corporate Meeting Minutes, Completion of background check for new owners as required by Modesto City Code section 10-3.704(3)(2), and signed declaration by the relinquishing party acknowledging the change.

The permit transfers that occurred following the City Council’s approval in 2018 were:
 Jonesa, LLC (Cookies)
o A new owner acquired greater than a 50% stake- City Council approval  CV Wellness, LLC (Authentic 209)
o A new owner acquired greater than a 50% stake- City Council approval  DC Modesto, LLC (Levels)
2 Department of Cannabis Control Medicinal and Adult-Use Commercial Cannabis Regulations California Code of Regulations Title 4 Division 19. Department of Cannabis Control- https://www.cannabis.ca.gov/wp-content/uploads/sites/2/2022/11/dcc_current-fulltext_2022-1107.pdf #7..
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City Council, June 27, 2023
Retail Commercial Cannabis Permit Renewals and Changes in Ownership

Page 4 of 4 ends

o A new owner acquired less than a 51% stake and an original owner remains-City Manager Approval
 CR&D, Inc. (Modesto Cannabis Collective)
o New owners acquired less than a 51% stake in the company and the original owners remain-City Manager Approval
Because of the ownership changes with Jonesa, LLC (Cookies), and CV Wellness, LLC (Authentic 209), this will require Council approval.

FISCAL IMPACT:

The annual permit fee is currently set at $18,732, which covers costs related to the administration and monitoring of the permitted cannabis businesses. Total annual permit fee revenue equates to $149,856 with eight (8) operating commercial cannabis retail businesses.

Pursuant to Modesto Municipal Code, 8-2.1108(A), cannabis excise tax rates may be set at a maximum rate of 10% through a Council Resolution. On December 4, 2018, by Resolution No. 2018-537, Council adopted the previously approved cannabis business tax rates. On June 8, 2021, by Resolution No. 2021-211, Council amended the cannabis excise tax rates with the percentage for cannabis retail businesses being set at 8% of gross receipts.

COMMITTEE RECOMMENDATION:

The renewal of the eight (8) commercial cannabis retail permits, change in ownership policy, and changes in ownership for Jonesa, LLC and CV Wellness, LLC were presented to the Cannabis Program and Permit Review Committee on June 12, 2023 and a recommendation was made to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a renewal of the eight (8) Commercial Cannabis Retail Permits for dispensaries in the City for a further two-year period ending June 30, 2025.

Resolution approving a change in ownership policy for Commercial Cannabis Permits within the City of Modesto.

Resolution approving a change in ownership for Jonesa, LLC.

Resolution approving a change in ownership for CV Wellness, LLC.

Approved by:

Jessica Hill,
Interim Director of Community and Economic
Development
Joseph P. Lopez, City Manager
Attachments:

1. Resolution- Cannabis Retail Permit Renewal

2. Resolution-Change in Ownership Policy

3. Resolution- Change in Ownership-Jonesa LLC

4. Resolution- Change in Ownership-CV Wellness LLC

5. Commercial Cannabis Renewal Checklist

6. Commercial Cannabis Ownership Confirmation Form
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06/27/2023/CED/SRando/Item-XX 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION APPROVING THE RENEWAL OF THE EIGHT (8)

COMMERCIAL CANANBIS RETAIL PERMITS FOR DISPENSARIES IN THE CITY FOR A FURTHER TWO-YEAR PERIOD ENDING JUNE 30, 2025 WHEREAS, the City Council has adopted a Commercial Cannabis Ordinance, Ordinance 3684-C.S., that established the City’s regulatory framework for commercial cannabis uses; and
WHEREAS, under Section 10-3.704(b) of the Ordinance, the City Council via Resolution 2017-525 established the total number of commercial cannabis permits issued by the City for cannabis dispensaries at a maximum of ten (10) permits; and WHEREAS, under Section 10-3.704(g) and City Council Resolution 2017-525, the City Manager designed the application forms and procedures for commercial cannabis dispensary renewal permits, with input from the City Council Ad Hoc Cannabis Committee; and
WHEREAS, City Council via Resolution 2018-566 issued commercial cannabis permits to the following dispensary businesses:
 CR & D, Inc. 439 Maze Blvd.
 Authentic 209 426 McHenry Ave.
 Cookies 1944 W. Orangeburg Ave.
 People's Remedy - McHenry 2308 McHenry Ave.
 People’s Remedy- Planet 8ths 500 E. Glenn Ave.
 Doctor's Choice 2039 Yosemite Ave.
 Phenos Cooperative 1234 McHenry Ave.
 Medallion Wellness 1313 McHenry Ave.
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06/27/2023/CED/SRando/Item-XX 2 2023-XX
; and
WHEREAS, Modesto Municipal Code 10-3.704(f)(5) states that cannabis permits are valid for two years from the date of City Council approval, and that therefore the above-listed permits were set to expire on December 19, 2020, unless renewed; and WHEREAS, City Council by Resolution 2020-485 through 2020-489 approved the permit renewals for the above listed dispensaries which were set to expire on December 19, 2022, unless renewed; and
WHEREAS, on April 13, 2021, by Resolution No. 2021-132, Council established the Cannabis Permit Review Committee (Committee) and delegated the authority to approve non-dispensary and non-delivery cannabis businesses to that Committee; and WHEREAS, on March 1, 2022, by Resolution No. 2022-109, the Council expanded the role of the Committee to advise the Council on all cannabis-related issues and renamed the Committee, the Cannabis Program and Permit Review Committee; and WHEREAS, the City had conducted annual inspections and an audit of seven dispensaries currently in operation, and determined that all seven dispensaries were operating in accordance with State law and the Modesto Municipal Code; and WHEREAS, Doctor’s Choice requested relocation of the business from 2039 Yosemite Ave. to 121 Phoenix Ave. on November 8, 2021; and WHEREAS, the relocation request was heard at a properly noticed public hearing of the Cannabis Program and Permit Review Committee on October 13, 2022 with the committee recommending to forward to Council for approval of the relocation and the granting of a residential proximity waiver; and
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06/27/2023/CED/SRando/Item-XX 3 2023-XX
WHEREAS, the relocation of Doctor’s Choice was considered by the Council of the City of Modesto on October 25th, 2022 and approved via resolution 2022-433; and WHEREAS, City Council by Resolution 2022-442 approved the extension of the eight (8) commercial cannabis retail permits for dispensaries in the City from December 19, 2022 to June 30, 2023 and adjusted the two -year renewal period from a calendar year to a fiscal year which runs from July to June; and
WHEREAS, City Staff prepared and issued renewal application packages to the dispensaries on April 17, 2023 requesting updated signed conditions of approval and community benefit contribution agreements, proof of a valid State license, updated lease agreement, proof of community benefit fulfillment, employee list, general liability policy, proof of a zero (0) balance due to the City for cannabis permit fees, excise, and sales tax, and an ownership confirmation form; and
WHEREAS, all renewal packages were reviewed by City Staff for completeness and it was determined that all dispensaries were in compliance with permit renewal submittal requirements; and
WHEREAS, the renewal of the commercial cannabis retail permits was presented to the Cannabis Program and Permit Review Committee on June 12, 2023 where a motion was made to forward the renewals to Council for approval.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that pursuant to Modesto Municipal Code Section 10-3.704(f), a renewal of eight (8) commercial cannabis retail permits for dispensaries in the city is approved for a further two-year period ending June 30, 2025.
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06/27/2023/CED/SRando/Item-XX 4 2023-XX
BE IT FURTHER RESOLVED by the Council that the City Manager is authorized to apply necessary and appropriate general and site-specific conditions of approval to individual Commercial Cannabis Dispensary Permit Renewals.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023 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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06/27/2023/CED/SRando/Item-XX 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING A CHANGE IN OWNERSHIP POLICY FOR

COMMERCIAL CANNABIS PERMITS WITHIN THE CITY OF MODESTO
WHEREAS, the City Council has adopted a Commercial Cannabis Ordinance, Ordinance 3684-C.S., that established the City’s regulatory framework for commercial cannabis uses; and
WHEREAS, the Ordinance establishes certain standards and criteria that apply to all potential commercial cannabis businesses; and
WHEREAS, on April 13, 2021 the City Council by Resolution No. 2021-132 established the Cannabis Permit Review Committee for the purpose of reviewing and approving commercial non-retail and non-delivery cannabis businesses; and WHEREAS, on March 1, 2022, the Council by Resolution No. 2022-109 expanded the role of the Cannabis Permit Review Committee to advise the Council on all cannabis-related matters and renamed the Committee to the Cannabis Program and Permit Review Committee; and
WHEREAS, under Section 10-3.704(b) of the Ordinance, the City Council via Resolution 2017-525 established the total number of commercial cannabis permits issued by the City for cannabis dispensaries at a maximum of ten (10) permits; and WHEREAS, under Section 10-3.704(g) and City Council Resolution 2017-525, the City Manager designed the application forms and procedures for commercial cannabis permit renewals, with input from the City Council Ad Hoc Cannabis Committee; and
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06/27/2023/CED/SRando/Item-XX 2 2023-XX
WHEREAS, City Council via Resolution 2018-566 issued commercial cannabis permits to eight (8) commercial cannabis retail businesses within the City; and WHEREAS, City Council issued commercial cannabis permits to seven (7) nonretail commercial cannabis businesses with the exception of the permit for Valley Firehouse which was issued by the Cannabis Program and Permit Review committee; and WHEREAS, pursuant to Modesto Municipal Code, 10-3.704(d), permits issued in accordance with the City’s Cannabis Ordinance are not transferable to another individual without City approval; and
WHEREAS, an ownership confirmation form was created by City Staff for the purpose of documenting any changes in ownership that may have occurred during a permit period. Policies and procedures for the approval of changes in ownership as well as the documents that the City will request are attached to the previously mentioned form.

The level of approval, based on the nature of the transaction, are as follows:
 A new owner acquires 51% of the business: City Council approval for dispensaries and Committee approval for non-dispensaries.
 An original owner relinquishes their entire ownership interest, and a new owner or owners are brought on board: City Council approval for dispensaries and Committee approval for non-dispensaries.
 All other changes will require City Manager Approval.  An original owner(s) must retain a minimum of 20% ownership interest in the businesses to continue operating under their current commercial cannabis permit following City approval of the change, otherwise the business must cease operation and reapply for a commercial cannabis permit under the new business structure; and #7..
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06/27/2023/CED/SRando/Item-XX 3 2023-XX
WHEREAS, the proposed change in ownership policy allows for City Staff to request documentation from the business that includes proof of filing with the Secretary of State, bylaws, executed operating agreements, partnership agreements, corporate meeting minutes, successful completion of background check for new owners as required by Modesto City Code section 10-3.704(3)(2), and signed declarations by the relinquishing party acknowledging the change; and
WHEREAS, this change in ownership policy was presented to the Cannabis Program and Permit Review Committee on June 12, 2023 where a motion was made to forward the change in ownership policy to Council for approval.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that a change in ownership policy for commercial cannabis permits within the City of Modesto is approved.
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06/27/2023/CED/SRando/Item-XX 4 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023 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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06/27/2023/CED/SRando/Item-XX 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION APPROVING A CHANGE IN OWNERSHIP FOR JONESA, LLC.

WHEREAS, the City Council has adopted a Commercial Cannabis Ordinance, Ordinance 3684-C.S., that established the City’s regulatory framework for commercial cannabis uses; and
WHEREAS, under Section 10-3.704(b) of the Ordinance, the City Council via Resolution 2017-525 established the total number of commercial cannabis permits issued by the City for cannabis dispensaries at a maximum of ten (10) permits; and WHEREAS, under Section 10-3.704(g) and City Council Resolution 2017-525, the City Manager designed the application forms and procedures for commercial cannabis dispensary renewal permits, with input from the City Council Ad Hoc Cannabis Committee; and
WHEREAS, City Council via Resolution 2018-566 issued commercial cannabis permits to the following dispensary businesses:
 CR & D, Inc. 439 Maze Blvd.
 Authentic 209 426 McHenry Ave.
 Cookies 1944 W. Orangeburg Ave.
 People's Remedy - McHenry 2308 McHenry Ave.
 People’s Remedy- Planet 8ths 500 E. Glenn Ave.
 Doctor's Choice 2039 Yosemite Ave.
 Phenos Cooperative 1234 McHenry Ave.
 Medallion Wellness 1313 McHenry Ave.
; and
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06/27/2023/CED/SRando/Item-XX 2 2023-XX
WHEREAS, Modesto Municipal Code 10-3.704(f)(5) states that cannabis permits are valid for two years from the date of City Council approval, and that therefore the above-listed permits were set to expire on December 19, 2020, unless renewed; and WHEREAS, City Council via resolution 2020-485 through 2020-489 approved the permit renewals for the above listed dispensaries which were set to expire on December 19, 2022, unless renewed; and
WHEREAS, the City had conducted annual inspections and an audit of seven dispensaries currently in operation, and determined that all seven dispensaries are operating in accordance with State law and the Modesto Municipal Code; and WHEREAS, Doctor’s Choice requested relocation of the business from 2039 Yosemite Ave. to 121 Phoenix Ave. on November 8, 2021; and WHEREAS, the relocation request was heard at a properly noticed public hearing of the Cannabis Program and Permit Review Committee on October 13, 2022 with the committee recommending to forward to Council for approval of the relocation and the granting of a residential proximity waiver; and
WHEREAS, the relocation of Doctor’s Choice was considered by the Council of the City of Modesto on October 25th, 2022 and approved via resolution 2022-433; and WHEREAS, City Council by Resolution 2022-442 approved the extension of the eight (8) commercial cannabis retail permits for dispensaries in the City from December 19, 2022 to June 30, 2023 and adjusted the two -year renewal period from a calendar year to a fiscal year which runs from July to June; and
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06/27/2023/CED/SRando/Item-XX 3 2023-XX
WHEREAS, the renewal of the commercial cannabis retail permits was presented to the Cannabis Program and Permit Review Committee on June 12, 2023 where a motion was made to forward the renewals to Council for approval; and WHEREAS, on June 27, 2023, the Council of the City of Modesto approved the renewal of eight (8) commercial cannabis retail permits for dispensaries in the City for a further two-year period ending June 30, 2025, via resolution 2023-XX; and WHEREAS, pursuant to Modesto Municipal Code, 10-3.704(d), permits issued in accordance with the City’s Cannabis Ordinance are not transferable to another individual without City approval; and
WHEREAS, an ownership confirmation form was created by City Staff and provided to the commercial cannabis retail dispensaries for the purpose of documenting any changes in ownership that may have occurred. Policies and procedures for the approval of changes in ownership as well as the documents that the City will request are attached to the previously mentioned form. The level of approval, based on the nature of the transaction, are as follows:
 A new owner acquires 51% of the business: City Council approval for dispensaries and Committee approval for non-dispensaries.
 An original owner relinquishes their entire ownership interest, and a new owner or owners are brought on board: City Council approval for dispensaries and Committee approval for non-dispensaries.
 All other changes will require City Manager Approval; and #7..
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06/27/2023/CED/SRando/Item-XX 4 2023-XX
WHEREAS, Jonesa, LLC returned a signed ownership confirmation form informing the City that a change in ownership had occurred resulting in a new owner acquiring greater than 50% of the business; and
WHEREAS,, the City requested and received documentation from the business that included proof of filing with the Secretary of State, bylaws, executed operating agreements, partnership agreements, corporate meeting minutes, successful completion of background check for new owners as required by Modesto City Code section 10-

3.704(3)(2), and signed declarations by the relinquishing party acknowledging the change; and
WHEREAS, this change in ownership was presented to the Cannabis Program and Permit Review Committee on June 12, 2023 where a motion was made to forward the change in ownership for Jonesa, LLC to Council for approval.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that pursuant to Modesto Municipal Code Section 10-3.704(d), a change in ownership for Jonesa, LLC is approved.
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06/27/2023/CED/SRando/Item-XX 5 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023 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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06/27/2023/CED/SRando/Item-XX 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING A CHANGE IN OWNERSHIP FOR CV

WELLNESS, LLC
WHEREAS, the City Council has adopted a Commercial Cannabis Ordinance, Ordinance 3684-C.S., that established the City’s regulatory framework for commercial cannabis uses; and
WHEREAS, under Section 10-3.704(b) of the Ordinance, the City Council via Resolution 2017-525 established the total number of commercial cannabis permits issued by the City for cannabis dispensaries at a maximum of ten (10) permits; and WHEREAS, under Section 10-3.704(g) and City Council Resolution 2017-525, the City Manager designed the application forms and procedures for commercial cannabis dispensary renewal permits, with input from the City Council Ad Hoc Cannabis Committee; and
WHEREAS, City Council via Resolution 2018-566 issued commercial cannabis permits to the following dispensary businesses:
 CR & D, Inc. 439 Maze Blvd.
 Authentic 209 426 McHenry Ave.
 Cookies 1944 W. Orangeburg Ave.
 People's Remedy - McHenry 2308 McHenry Ave.
 People’s Remedy- Planet 8ths 500 E. Glenn Ave.
 Doctor's Choice 2039 Yosemite Ave.
 Phenos Cooperative 1234 McHenry Ave.
 Medallion Wellness 1313 McHenry Ave.
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06/27/2023/CED/SRando/Item-XX 2 2023-XX
; and
WHEREAS, Modesto Municipal Code 10-3.704(f)(5) states that cannabis permits are valid for two years from the date of City Council approval, and that therefore the above-listed permits were set to expire on December 19, 2020, unless renewed; and WHEREAS, City Council via resolution 2020-485 through 2020-489 approved the permit renewals for the above listed dispensaries which were set to expire on December 19, 2022, unless renewed; and
WHEREAS, the City had conducted annual inspections and an audit of seven dispensaries currently in operation, and determined that all seven dispensaries are operating in accordance with State law and the Modesto Municipal Code; and WHEREAS, Doctor’s Choice requested relocation of the business from 2039 Yosemite Ave. to 121 Phoenix Ave. on November 8, 2021; and WHEREAS, the relocation request was heard at a properly noticed public hearing of the Cannabis Program and Permit Review Committee on October 13, 2022 with the committee recommending to forward to Council for approval of the relocation and the granting of a residential proximity waiver; and
WHEREAS, the relocation of Doctor’s Choice was considered by the Council of the City of Modesto on October 25th, 2022 and approved via resolution 2022-433; and WHEREAS, City Council by resolution 2022-442 approved the extension of the eight (8) commercial cannabis retail permits for dispensaries in the City from December 19, 2022 to June 30, 2023 and adjusted the two -year renewal period from a calendar year to a fiscal year which runs from July to June; and
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06/27/2023/CED/SRando/Item-XX 3 2023-XX
WHEREAS, the renewal of the commercial cannabis retail permits was presented to the Cannabis Program and Permit Review Committee on June 12, 2023 where a motion was made to forward the renewals to Council for approval; and WHEREAS, on June 27, 2023, the Council of the City of Modesto approved the renewal of eight (8) commercial cannabis retail permits for dispensaries in the City for a further two-year period ending June 30, 2025, via resolution 2023-XX; and WHEREAS, pursuant to Modesto Municipal Code, 10-3.704(d), permits issued in accordance with the City’s Cannabis Ordinance are not transferable to another individual without City approval; and
WHEREAS, an ownership confirmation form was created by City Staff and provided to the commercial cannabis retail dispensaries for the purpose of documenting any changes in ownership that may have occurred. Policies and procedures for the approval of changes in ownership as well as the documents that the City will request are attached to the previously mentioned form. The level of approval, based on the nature of the transaction, are as follows:
 A new owner acquires 51% of the business: City Council approval for dispensaries and Committee approval for non-dispensaries.
 An original owner relinquishes their entire ownership interest, and a new owner or owners are brought on board: City Council approval for dispensaries and Committee approval for non-dispensaries.
 All other changes will require City Manager Approval; and #7..
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06/27/2023/CED/SRando/Item-XX 4 2023-XX
WHEREAS,, the City requested and received documentation from the business that included proof of filing with the Secretary of State, bylaws, executed operating agreements, partnership agreements, corporate meeting minutes, successful completion of background check for new owners as required by Modesto City Code section 10-

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that pursuant to Modesto Municipal Code Section 10-3.704(d), a change in ownership for CV Wellness, LLC is approved.
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06/27/2023/CED/SRando/Item-XX 5 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023 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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Business Name Permit Number Permit Expiration date
Completed Renewal
Application received
Received Signed
Conditions of
Approval
Proof of Valid lease,
or other method of
secured property
Proof of Community
Benefit Fulfillment
Current list of employees with
addresses
Proof of current
insurance
Proof of Zero
Balance due to
the City (finance
provided)
Cannabis
Ownership
Confirmation
Form
PHENOS COLLECTIVE, INC DIS-18-009 6/30/2023 √ √ √ √ √ √ √ √ THE PEOPLES REMEDY DIS-18-019 6/30/2023 √ √ √ √ √ √ √ √ LEVELS (DC Modesto, LLC) DIS-18-014 6/30/2023 √ √ √ √ √ √ √ √ C R AND D INC (Modesto Cannabis Collective) DIS-18-008 6/30/2023 √ √ √ √ √ √ √ √ AUTHENTIC 209 (CV Wellness) DIS-18-004 6/30/2023 √ √ √ √ √ √ √ √ COOKIES (Jonesa LLC) DIS-18-015 6/30/2023 √ √ √ √ √ √ √ √ MEDALLION WELLNESS DIS-18-007 6/30/2023 √ √ √ √ √ √ √ √ PLANET 8THS DIS-18-018 6/30/2023 √ √ √ √ √ √ √ √
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Business Name Permit Number Permit Expiration date
PHENOS COLLECTIVE, INC DIS-18-009 6/30/2023
THE PEOPLES REMEDY DIS-18-019 6/30/2023
LEVELS (DC Modesto, LLC) DIS-18-014 6/30/2023
C R AND D INC (Modesto Cannabis Collective) DIS-18-008 6/30/2023 AUTHENTIC 209 (CV Wellness) DIS-18-004 6/30/2023
COOKIES (Jonesa LLC) DIS-18-015 6/30/2023
MEDALLION WELLNESS DIS-18-007 6/30/2023
PLANET 8THS DIS-18-018 6/30/2023
Licensed
w/State State license number
Application
Sent via
certified mail
and email
Second
Request
via email
Third
Request
Via email
Fourth
Request
via email
Phone Call
Dates
Contacting
the
businesses
in Person
Application
package
received and
reviewed
Certified mail
signature receipt
date
Yes C10-0000197-LIC 4/17/2023 N/A N/A 4/21/2023 4/19/2023 Yes C10-0000403-LIC 4/17/2023 4/25/2023 5/3/2023 5/15/2023 5/8/2023
5/12/2023
5/15/2023 5/15/2023 5/16/2023 4/19/2023
Yes C10-0001211-LIC 4/17/2023 4/25/2023 N/A 5/15/2023 5/15/2023 4/28/2023 4/19/2023 Yes C10-0000163-LIC 4/17/2023 4/25/2023 5/3/2023 5/9/2023 4/22/2023 Yes C10-0000448-LIC 4/17/2023 4/25/2023 N/A 4/28/2023
Yes C10-0000638-LIC 4/17/2023 4/25/2023 N/A 5/15/2023 5/15/2023 4/28/2023 4/19/2023 Yes C10-0000674-LIC 4/17/2023 4/25/2023 N/A 4/28/2023 4/19/2023 Yes C10-0000155-LIC 4/17/2023 4/25/2023 5/3/2023 5/15/2023 5/8/2023
5/12/2023
5/15/2023 5/15/2023 5/16/2023 4/19/2023
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Business Name Permit Number Permit Expiration date
PHENOS COLLECTIVE, INC DIS-18-009 6/30/2023
THE PEOPLES REMEDY DIS-18-019 6/30/2023
LEVELS (DC Modesto, LLC) DIS-18-014 6/30/2023
C R AND D INC (Modesto Cannabis Collective) DIS-18-008 6/30/2023 AUTHENTIC 209 (CV Wellness) DIS-18-004 6/30/2023
COOKIES (Jonesa LLC) DIS-18-015 6/30/2023
MEDALLION WELLNESS DIS-18-007 6/30/2023
PLANET 8THS DIS-18-018 6/30/2023
Community Benefit Fulfillment
Phenos 2022 Events/ Community Engagement
Year:2022
Location: Phenos
Jan 28th - First Yoga Of the Year/ Brand Spotlight
March 25th Yoga & Edibles Course
April 15th General Cannabis Knowledge & Yoga Flow
Mav 27th - Intro Yoga Practice
July 10th / Concentrate & Yoga Course
July 30th Phenos 1st Annual Basketball Tournament
Sept: 10th
Fit Boot Camp/ Health & Wellness Course- Guest Coach Ash Maddison November 11th Friendly Farms
Glow Flow Yoga- basic yoga practice and the benefits of Cannabis December 23rd Puff Pre Roll Takeover
Financial support for the Stanislaus SWAT Association
Majority Modesto area employees
For the community benefit contribution portion, I downloaded a report from our point of sale showing all of the product that each store has donated to medical patients. Each store works with Weed For Warriors a nonprofit organization that helps veterans get access to free medicinal cannabis.

The report from the POS will show the value and quantity of items donated, I tried to save it to where those were on top but I am not sure if it did save in that manner.

Majority Modesto area employees
Nonprofit Donations
Letter confirming the creation of a Good Neighbor Program, volunteering 100-150 hours a year for cleanup and other services in proximity to the dispensary
Letter stating that DC Modesto volunteers with the Boys and Girls Club to provide education and community outreach Majority Modesto area employees
Adopt a Highway program
Donations to West Modesto Neighborhood Association
Boys and girls club clothing to the Salvation Army
Hiring a majority of staff from the Modesto Area
Education programs at Latino round table red event room Provided education at graffiti car shows, taco fest, 209 beat down, Modesto Car show, and other events through the City Twice-daily trash cleanups
Majority Modesto area employees
Works with the Stanislaus Community Foundation to provide support to local nonprofits Majority Modesto area employees
Donated to local nonprofits
Majority Modesto area employees
Donations
Neighborhood cleanup
Open house policy for community outreach and education
Majority Modesto area employees
For the community benefit contribution portion, I downloaded a report from our point of sale showing all of the product that each store has donated to medical patients. Each store works with Weed For Warriors a nonprofit organization that helps veterans get access to free medicinal cannabis.

The report from the POS will show the value and quantity of items donated, I tried to save it to where those were on top but I am not sure if it did save in that manner.

Majority Modesto area employees
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Commercial Cannabis Ownership Confirmation Form
Instructions: Please provide a list of all business owners and their percentages of ownership.

Please note that failure to inform the City of permit transfers to another individual may be grounds for permit revocation pursuant to MMC:10-3.705
Name of Permitted Commercial
Cannabis Business:

Owner Name Ownership
Percentage
Have
there
been any
changes?
Y/N

COMMUNITY AND ECONOMIC

DEVELOPMENT-CANNABIS PERMIT

PROGRAM
1010 Tenth Street, Suite 3300, P.O. Box
642 Modesto, California 95354
209.571.5157
[email protected]
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Completed applications must be submitted to:

Community and Economic Development
Department
1010 Tenth Street, Suite 3300, P.O. Box 642
Modesto, CA 95353
Telephone (209) 577-5267
I certify under penalty of perjury under the laws of the State of California, that the information contained herein is true and correct.

Supplementary Information:

Approval requirements necessary for change of ownership requests pursuant to MMC:10-

3.704(d) are as follows:

A. Any change affecting any ownership interest of a Cannabis Business, including, but not limited to, any change in ownership that affects an aggregate ownership interest of less than 20% of the Cannabis Business, must be promptly disclosed, in writing, to the City within 30 days of the intent to initiate a change.

B. Any change affecting any ownership interest of a Cannabis Business that results in a Person holding ownership interest of a Cannabis Business, when that Person did not previously hold an ownership interest in the Cannabis Business shall require the Permittee to promptly obtain approval from the appropriate City representative:
a. A Person who now holds an aggregate ownership interest of 51% of a Cannabis Business when they previously had not will require City Council approval for Dispensaries or approval by the Cannabis Program and Permit Review Committee for non-dispensaries
Explanation of the Change (if any):

Print Name: Title:

Signature: Date:
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Completed applications must be submitted to:

Community and Economic Development
Department
1010 Tenth Street, Suite 3300, P.O. Box 642
Modesto, CA 95353
Telephone (209) 577-5267
b. If a Person who previously held ownership interests of a Cannabis Business no longer holds an interest in the business, whether as a result of a single transaction or multiple over time, will require City Council approval for Dispensaries or approval by the Cannabis Program and Permit Review Committee for non-dispensaries if a new owner or owners take their place. i. If originally approved owners retain 100% of the interest in the Cannabis Business amongst them then this transaction would not meet the definition of a permit transfer per Department of Cannabis Control Regulations section 15023.
c. All other transfers will require the approval of the City Manager or their designee d. An original owner(s) must retain a minimum of 20% ownership interest in the businesses to continue operating under their current commercial cannabis permit following City approval of the change, otherwise the business must cease operation and reapply for a commercial cannabis permit under the new business structure.

C. Any transfers that would lower an equity owner’s interest below the required 51% are disallowed and may be grounds for permit revocation and/or loss of equity status D. Documents that may be requested at the discretion of the City include but are not limited to:
a. Proof of filing with the Secretary of State (with new ownership listed) b. Bylaws, Executed Operating Agreement, Partnership Agreement (documenting the change)
c. Corporate Meeting Minutes (documenting the change), if applicable d. Completion of background check for new owners as required by Modesto City Code section 10-3.704(3)(2), if applicable
e. Signed declaration by the relinquishing party acknowledging the change #7..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: June 5, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Interim Director of Community & Economic Development SUBJECT: Will Serve letter an Outside Service Agreement for sewer service for the property located at 1008 Panama Drive
CONTACT: Toby Wells, P.E., City Engineer, [email protected], 209-571-5542 DESCRIPTION:

Consider approving a Will Serve Letter and an Outside Service Agreement for sewer connection for the property located at 1008 Panama Drive, in unincorporated Stanislaus County just outside of the city limits of Modesto (APN: 030-015-030). (Funding Sources: Sewer Fund, General Fund) STRATEGIC PLAN ELEMENT:

The recommended action supports the City Council’s 2020-2025 Strategic Plan, Goal D Ensure Safe, Efficient and Reliable Infrastructure.

BACKGROUND:

On May 22, 2012, by Resolution Nos. 2012-202 and 203, Council approved amending City Council Policy 5.001 and 5.002 relating to water and sewer service connections into unincorporated areas. On June 5, 2012, the Council approved final adoption of Ordinance No. 3566-C.S. and 3567-C.S. amending City of Modesto Municipal Code Section 11-1.05.

Both of these amendments included language which required that the City Manager, upon the recommendation of the Director responsible for utility system planning, request City Council approval for all extensions of sewer services into unincorporated areas.

On November 25, 2014, Council approved Resolution No. 2014-473 amending City Council Policy 5.002. On December 9, 2014, the Council approved adoption of Ordinance No. 3612- C.S. amending City Municipal Code Section 11-1.05. Both of these amendments included language allowing the City Manager, upon the recommendation of the Director responsible for utility system planning, to approve standard agreements of service for extension of sewer services into certain unincorporated areas without Council approval. However, the subject parcel is not located within one of those designated areas and therefore requires Council approval prior to allowing the sewer connection.

Sewer service may be granted to properties outside the City limits, as described in City #8..
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Will Serve letter an Outside Service Agreement for sewer service for the property located at 1008 Panama Drive

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Council Policy 5.002, if it is determined that it is reasonable for the City to extend sewer service to the property.

Staff conducted an analysis and determined that it is reasonable to extend service to this property. The property owner will enter into an agreement with the City as required for sewer service outside the City limits.

DISCUSSION:

Benjamin Jimenez, a single man, owns the property located at 1008 Panama Drive, which is outside the City’s boundaries but is within Modesto’s sphere of influence. There is an existing house on the property.

Benjamin Jimenez has applied to connect to City sewer due to a failing septic tank. Pending approval and consistent with adopted LAFCO Policy 15, the extension of sewer service is proposed to remedy a health and safety concern for the existing development on the property with a failing septic tank.

If approved by the City Council, the application will be submitted to Local Agency Formation Commission (LAFCO) for final approval. If approved by LAFCO, the property owner can then apply for the sewer permit to connect to the existing 6-inch sewer fly line in Panama Drive.

FISCAL IMPACT:

Applicant previously paid $774 for the Will Serve Letter and the Outside Service Agreement processing fee.

The above fees will be deposited into the General Fund for staff time spent to process the Will Serve Letter and the Outside Service Agreement. There are no other direct impacts to the General Fund.

The sewer connection fee will be determined and collected at the time when the sewer permit is issued for the connection of the sewer line to the property. The sewer connection fees will be deposited into the Sewer Fund.

COMMITTEE RECOMMENDATION:

This item was not presented to a committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a Will Serve letter and an Outside Service Agreement between the City of Modesto and Mr. Benjamin Jimenez, a single man, to connect to the City of Modesto’s existing sewer system for the property located at 1008 Panama Drive (APN: 030-015-030), and authorizing the City Manager, or his designee, to execute the Will Serve Letter and Outside Service Agreement.
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Will Serve letter an Outside Service Agreement for sewer service for the property located at 1008 Panama Drive

Page 3 of 3 ends

Approved by:

Jessica Hill, Interim Director of
Community & Economic Development
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Assessor’s Mapbook

3. Will-Serve Letter

4. Outside Service Agreement
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06/27/2023/CED/TWells/Item X 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING A WILL SERVE LETTER AND OUTSIDE
SERVICE AGREEMENT BETWEEN THE CITY OF MODESTO AND MR.

BENJAMIN JIMENEZ, A SINGLE MAN, TO CONNECT TO THE CITY OF MODESTO’S EXISTING SEWER SYSTEM FOR THE PROPERTY LOCATED AT 1008 PANAMA DRIVE (APN: 030-015-030), AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO THE SIGN THE WILL SERVE LETTER

AND OUTSIDE SERVICE AGREEMENT
WHEREAS, Benjamin Jimenez, owns a residential property located at 1008 Panama Drive which is located outside of Modesto City Limits and inside the City’s Sphere of Influence; and
WHEREAS, the property located at 1008 Panama Drive, is not connected to City’s sewer system, and is requesting a sewer connection due to a failing septic system; and
WHEREAS, on November 25, 2014, City Council approved Resolution No. 2014-473 amending City Council Policy 5.002; and
WHEREAS, on December 9, 2014, City Council approved adoption of Ordinance No.3612-C.S. amending City of Modesto Municipal Code Section 11-1.05; and WHEREAS both of these amendments included language allowing the City Manager, upon the recommendation of the Director responsible for utility system planning to approve standard agreements of service for extension of sewer services into certain unincorporated areas without City Council approval; and WHEREAS the property located at 1008 Panama Drive is not located within one of those designated areas and therefore requires City Council approval prior to allowing the sewer connection; and
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06/27/2023/CED/TWells/Item X 2 2023-XX
WHEREAS, City staff has completed an analysis and determined that it is reasonable for the City of Modesto to provide sewer service to this property; and WHEREAS, consistent with adopted LAFCO Policy 15, the extension of sewer service is proposed to remedy a health and safety concern in an area with failing septic system; and
WHEREAS, the sewer connection fees shall be paid and associated permits will be obtained prior to connecting to the City sewer system; and WHEREAS, the property owner has executed an Outside Service Agreement for sewer service with the City as required to receive sewer service outside the City limits.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Modesto that it hereby approves the Will Serve Letter and Outside Service Agreement between the City of Modesto and Mr. Benjamin Jimenez, a single man, to connect to the City of Modesto’s existing sewer system for the property located at 1008 Panama Drive (APN: 030-015-030) in Modesto.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to sign the Will Serve letter and execute the Outside Service Agreement for sewer service.
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06/27/2023/CED/TWells/Item X 3 2023-XX
The foregoing documents were introduced at a regular meeting of the City Council of the City of Modesto held on the 27th day of June 2023, 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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Copyright 2001 Stanislaus County.

All rights reserved
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: June 6, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: Organized Retail Theft Prevention Grant Program Application CONTACT: Bob Meredith, Lieutenant, [email protected], 209-572-9500 DESCRIPTION:

Consider approving the submission of a Grant Application for the Organized Retail Theft Prevention Grant Program to the Board of State and Community Corrections for up to $6.125 million in grant funds. (Funding Source: Grant funds) STRATEGIC PLAN ELEMENT:

This item is related to the adopted City Council 2020-2025 Strategic Plan focus area of Quality of Life under Goal - Improve Community Safety. It is also related to the Strategic Plan focus area of Economic Vitality under Goal – Retain and attract commercial development to meet the community’s needs.

BACKGROUND:

The State Budget Act of 2022 (Senate Bill 154, Chapter 43, Statutes of 2022) established the Organized Retail Theft Prevention Grant Program. Funding is available to California city police departments, sheriff departments, and probation departments to support local law enforcement agencies in preventing and responding to organized retail theft, motor vehicle or motor vehicle accessory theft, or cargo theft. The authority and duties of the Board of State and Community Correction (BSCC) are to administer the Organized Retail Theft Prevention Program, including the selection criteria for grants and reporting requirements to the Legislature.

This grant makes $242,250,000 available competitively to city police, county sheriffs’ departments, and probation departments. Recognizing that applicants have different capacities, resources, and needs, there are two categories within which applicants will compete. An applicant may apply in either the Medium or Large Scope Category. This means Medium Scope Projects will compete against other Medium Scope Projects and Large Scope Projects will compete against other Large Scope Projects for funding. The Modesto Police Department (MPD) grant proposal most appropriately fits within the Medium Scope Project category which has a maximum #9..
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City Council, June 27, 2023
Organized Retail Theft Prevention Grant Program Application

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award amount of $6,125,000. Applicants may apply for any dollar amount up to and including the maximum grant amount identified in each category.

Applicants must propose activities, strategies, or programs (eligible activities) that address a minimum of one (1) of the following program purpose areas (PPA’s):
 PPA 1: Organized Retail Theft.
(PC 490.4) Organized Retail Theft is defined as acting in concert with one or more persons to steal merchandise from one or more merchant’s premises or online marketplace with the intent to sell, exchange, or return the merchandise for value, acting in concert with 2 or more persons to receive, purchase, or possess merchandise knowing or believing it to have been stolen, acting as the agent of another individual or group of individuals to steal merchandise from one or more merchant’s premises or online marketplaces as part of a plan to commit theft, or recruiting, coordinating, organizing, supervising, directing, managing, or financing another to undertake acts of theft.

For the purposes of this PPA, eligible activities, strategies, or programs, include but are not limited to:
o Programs that promote collaboration and coordination between law enforcement and retailers to reduce organized retail theft.
o Programs that promote collaboration and coordination between law enforcement and District Attorney Offices to prosecute organized retail theft. o Development of organized retail theft policies and procedures, memorandum of understanding (MOU), and/or formal agreements between law enforcement and retailers.
o Deployment of law enforcement officers and taskforces to combat organized retail theft.
o Use of proactive approaches to minimize organized retail theft risks (e.g., anti-theft devices, use of cameras and security systems).
o Use of databases, equipment, software, and technology to combat organized retail theft.

This is the most appropriate PPA for MPD’s proposed project scope considering the prevalence of organized retail theft in the city and the department’s ongoing efforts to combat recent incidents of such theft.
 PPA 2: Motor Vehicle or Motor Vehicle Accessory Theft For purposes of this PPA, the definition of motor vehicle theft shall have the same meaning as California Vehicle Code section 10851, which defines vehicle theft or the unlawful taking of a vehicle as when any person who drives or takes a vehicle not his or her own, without the consent of the owner thereof, and with intent either to permanently or temporarily deprive the owner thereof of his or her title to or possession of the vehicle, whether with or without intent to steal the vehicle, or any person who is a party or an accessory to or an accomplice in the driving or unauthorized taking or stealing. Motor vehicle theft may also include violations of Penal Code section 487, subdivision (d)(1). Motor vehicle accessory theft may include the theft of any part of the vehicle or accessory thereof, including, but not limited to, violations of Penal Code sections 487 and 488.
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For the purposes of this PPA, eligible activities, strategies, or programs, include but are not limited to:
o Investigations of motor vehicle and motor vehicle accessory theft. o Motor vehicle theft prevention public awareness campaigns. o Programs that deter motor vehicle or motor vehicle accessory theft. o Use of databases, equipment, software, and technology to track stolen motor vehicles and/or motor vehicle accessories to combat organized retail theft.

Although Modesto has experienced a marked reduction in motor vehicle theft during the past decade, there has also been a steady increase in motor vehicle accessory theft, to include entering locked toolboxes to steal tools, and breaking into locked cars to access garage door openers to facilitate breaking into homes. The theft of catalytic converters is still a pressing issue as well. MPD’s proposed project scope will also include this PPA.  PPA 3: Cargo Theft
For purposes of this PPA, cargo theft shall mean the unlawful taking of any cargo including, but not limited to, goods, chattels, money, or baggage that constitutes, in whole or in part, a commercial shipment of freight moving in commerce, from any pipeline system, railroad car, motor truck, or other vehicle, or from any tank or storage facility, station house, platform, or depot, or from any vessel or wharf, or from any aircraft, air terminal, airport, aircraft terminal or air navigation facility, or from any intermodal container, intermodal chassis, trailer, container freight station, warehouse, freight distribution facility, or freight consolidation facility. For purposes of this definition, cargo shall be deemed as moving in commerce at all points between the point of origin and the final destination, regardless of any temporary stop while awaiting transshipment or otherwise. Cargo theft shall also include violations of Penal Code section 487(h).

For the purposes of this PPA, eligible activities, strategies, or programs, include but are not limited to:
o Investigations of cargo theft.
o Programs that promote collaboration and coordination between law enforcement and commercial cargo operators (trains, trucks, busses, etc.) to reduce organized cargo theft.
o Programs that promote collaboration and coordination between commercial cargo operators and District Attorney Offices to prosecute organized cargo theft. o Use of databases, equipment, software, and technology to prevent and track stolen cargo.

Modesto has no measurable instances of cargo theft and with no major port or major rail yard, MPD’s proposed project scope will not include this PPA.

Applicants may implement new activities, strategies, or programs, or expand existing activities, strategies, or programs. The deadline to apply is Friday, July 7 at 5 p.m.

Proposals selected for funding will be under agreement from October 1, 2023, to June 1, 2027, with the BSCC. The grant agreement service period covers October 1, 2023, and ends on December 31, 2026. However, an additional six (6) months (January 1, 2027, to June 1, 2027) will be included in the term of the grant agreement for the sole purposes of finalizing and #9..
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submitting a required Local Evaluation Report and finalizing and submitting a required financial audit.

DISCUSSION:

The MPD is seeking approval to apply for the Organized Retail Theft Prevention Grant Program to improve public health and safety in Modesto by supporting local retail business and consumers through the use of technology, intelligence, cooperation and collaboration with local retailers and allied agencies, and utilizing purpose built directed enforcement to catch, dissuade, and prosecute organized retail theft offenders. This program seeks to improve the quality of life of the citizens of Modesto by reducing crime and the fear of crime when working and shopping in Modesto. It also intends to retain and attract local commercial retailers by providing them with a sense that their local government is actively taking steps to ensure their success so they can provide vital services and products today and in the future.

An example of the work currently underway in Modesto related to combatting organized retail theft, historically the area in and around the Northwest area of Modesto, generally described as the Sisk / Dale / Pelandale area sees an increase in commercial retail theft during the holiday season. The MPD’s Property Crimes Unit (PCU), a six-person team of detectives including a sergeant, have taken proactive steps to combat these thefts. This team spends a great deal of time between the Friday after Thanksgiving to just days before Christmas Day, working late into the evening to mirror shoppers and business hours. During this month-long operation, PCU made 64 arrests, and recovered and returned more than $41,000 in stolen property to retailers.

Oftentimes, the limiting factor in locating more offenders is a lack of manpower and funds.

In years past, MPD has relied heavily on grants to help cover overtime and equipment costs related to operations like the one noted above. In some instances, specialized equipment such as “armadillos” or surveillance cameras are redirected to other areas of the city for more pressing issues. There is a definitive need for more equipment and more resources in order to effectively combat organized retail theft and vehicle-related thefts. With an increase in businesses in other California cities closing stores or leaving jurisdictions altogether due to recurring theft, it is important and worthwhile to ensure businesses don’t leave Modesto, and citizens have safe access to retail near their homes.

The Organized Retail Theft Prevention Grant Program could potentially provide up to $6,125,000 to the City of Modesto to combat organized retail theft and help bridge the gap. These monies could be used for the following eligible funding activities:
 Automated License Plate Readers (LPR’s)
 Cameras
 Case Management Systems
 Computers/Laptops/Tablets
 Databases
 Investigative Software
 Online and Print Advertising
 RFI tracker/Tracking devices
 Routers/Modems/Hotspots
 Staff Expenses, including overtime.
 Vehicles
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Please note, the above list is not exhaustive. All proposed expenses must have a link to the Organized Retail Theft Prevention Grant Program as described in the authorizing legislation and the attached Request for Proposal (RFP). The MPD is currently taking inventory and building a list of equipment, software, hardware, staffing, and an overtime budget to present to the BSCC in the application. Additionally, the MPD is in the initial stages of identifying partner agencies for this effort and has begun discussions with many allied agencies and commercial retailers. In preparation for the grant application, and in an effort to obtain letters of commitment from our allied agencies and commercial retail partners, the MPD hosted a meeting with more than 50 invitees on May 24, 2023. Information about the program, needs, and goals were shared with the group and there was also a question-and-answer portion of the meeting to help identify the issues facing Modesto retailers. These partners, and any others identified moving forward, are critical to the success of any program put in place.

FISCAL IMPACT:

The authorizing statute for the BSCC Organized Retail Theft Prevention Program Grant does not require any matching funds. It is important to note that there may be associated costs beyond the grant depending on the final proposal submitted – these can include things like vehicle upkeep, software renewals, etc. beyond the life of the grant.

If funding is awarded by BSCC, staff will return to Council to accept the terms of the grant and will include a full outline of the program and associated.

COMMITTEE RECOMMENDATION:

This was presented to the Safety & Communities Committee on June 12, 2023, and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the submission of a Grant Application for the Organized Retail Theft Prevention Grant Program to the Board of State and Community Corrections for up to $6.125 million in grant funds, and authorizing the City Manager, or his designee, as agent to execute and submit all documents which may be necessary for the completion of the grant application.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolution
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06/27/2023/MPD/BMeredith/Item X 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING THE SUBMISSION OF A GRANT APPLICATION

FOR THE ORGANIZED RETAIL THEFT PREVENTION GRANT PROGRAM

TO THE BOARD OF STATE AND COMMUNITY CORRECTIONS FOR UP TO $6.125 MILLION IN GRANT FUNDS, AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, AS AGENT TO EXECUTE AND SUBMIT ALL

DOCUMENTS WHICH MAY BE NECESSARY FOR THE COMPLETION OF

THE GRANT APPLICATION
WHEREAS, in 2022, the State Budget Act, Senate Bill 154 Chapter 43, Statues of 2022 established the Organized Retail Theft Prevention Grant Program through the Board of State and Community Corrections; and
WHEREAS, eligible applicants are cities that are impacted by Organized Retail theft, Motor Vehicle theft, Cargo theft; and
WHEREAS, Modesto qualifies under the Organized Retail Theft and Motor Vehicle theft criterion of the grant; and
WHEREAS, the Police Department, in coordination with the Stanislaus County Sheriff’s Department, Stanislaus County District Attorney’s Office and various retailers within the City of Modesto seek approval to apply for the Organized Retail Theft Grant Program; and
WHEREAS, the Police department is in the initial stages of identifying partner retailers for this effort and have begun discussions with those identified has critical to the success of the program that will be put in place locally; and WHEREAS, if awarded funding by the Board of State and Community Corrections, City staff will return to Council to accept the terms of the grant and the plan for how the terms will be met.
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06/27/2023/MPD/BMeredith/Item X 2 2023-XX
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the submission of a grant application for the Organized Retail Theft Program to the Board of State and Community Corrections for up to $6.125 million in grant funds.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized as an agent to execute and submit all documents which may be necessary for the completion of the grant application.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023, 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:

June 27, 2023
Date: June 6, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Engineering Services Agreement with West Yost Associates Pump Station at Jennings Water Quality Control Plant Project CONTACT: Cristian Ciotau, Senior Civil Engineer, [email protected], 209-577-5260 DESCRIPTION:

Consider approving an Agreement with West Yost Associates, Davis, CA, for Engineering Services for the Pump Station at Jennings Water Quality Control Plant Project for a total amount not to exceed $510,177. (Funding Source: Wastewater 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:

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.

The City of Modesto’s Jennings Water Quality Control Plant (WQCP), located at 7007 Jennings Road, Modesto, CA, is comprised of secondary and tertiary wastewater treatment facilities for domestic wastewater. The treatment plant also collects wastewater from local canneries via the Cannery Segregation Line (Can-Seg Line). Cannery process water from the Can-Seg Line is pre-treated at the City’s Sutter WQCP and then mixed with secondary treated water to reach an acceptable State mandated water quality level for irrigation of local fields adjacent to the treatment plant.

Currently, a temporary pump station is diverting some water from the Turlock Irrigation District (TID) canal into Can-Seg pumping No.2 (located at Jennings WQCP). TID has indicated the availability of more water than the existing temporary pump station can handle and is working with Operations and Maintenance Staff on an agreement between the parties such that the City will be able to utilize the water for Jennings plant operations. Because this temporary setup is #10..
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Page 2 of 3 ends

inadequate for the available TID water, a new permanent pump station and two concrete dams (concrete walls installed perpendicular into the existing canals) will be required to divert the water from the existing TID canals into Storage Pond No.1 at Jennings WQCP.

DISCUSSION:

To increase efficiencies, the City has requested the use of a consultant to provide engineering services for the Pump Station at Jennings WQCP 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 March 16, 2023, only one proposal was received by the City Clerk’s office. The lone proposal was provided by West Yost Associates, Davis, CA. Staff distributed West Yost’s proposal to a selection committee consisting of Utilities Engineering staff. The selection committee evaluated the proposal and determined West Yost Associates to be qualified and responsive. West Yost’s sealed proposal costs were opened after the selection ranking had been finalized and provided to the Finance Department. West Yost’s proposal cost and scope of work were reviewed and appear to be appropriate.

The scope of services to be provided under this agreement include:
 Project Management
 Preliminary Design and Permitting
 Detailed Design
 Bid Period
 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 an Agreement with West Yost Associates for Engineering Services for the Pump Station at Jennings WQCP Project.

FISCAL IMPACT:

The following capital project has been created to track the expenses associated with this effort:
101468 – Pump Station at Jennings WWTP
ANTICIPATED PROJECT EXPENDITURES:

Construction* $2,000,000
Construction Contingency (10%) $200,000
Construction Administration – City Staff (10%) $200,000 Final Design Services Agreement – West Yost $463,797
Additional Services, if Needed (10%) $46,380
Engineering/Design/Administration Support (including CEQA) – City staff and CEQA on-call consultant
$120,000
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City Council, June 27, 2023
Engineering Services Agreement with West Yost Associates Pump Station at Jennings Water Quality Control Plant Project

Page 3 of 3 ends

TOTAL: $3,030,177
*Total construction costs are estimated to be approximately $2,200,000 and will be further verified and refined as project design progresses.

COMMITTEE RECOMMENDATION:

This item was considered by the Economic Development Committee at the June 5, 2023 meeting where it was recommended that it be forwarded to Council.

CEQA/NEPA REQUIREMENTS:

CEQA requirements and compliance will be determined by an on-call consultant, and it is not part of the West Yost Scope of Services.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement with West Yost Associates, Davis, CA, for Engineering Services for the Pump Station at Jennings WQCP Project in the amount of $463,797, plus $46,380 in additional services, if needed, for a total amount not to exceed $510,177 and authorizing the City Manager, or his designee, to execute the Agreement.

Resolution amending the Fiscal Year 2023-24 Capital Improvement Program Budget in the amount of $3,005,177 to be transferred into the Project from Wastewater Reserves to fund the Pump Station at Jennings Water Quality Control Plant Project and authorizing the City Manager, or his designee, to implement the provisions of the Resolution.

Approved by:

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

1. Resolutions (2)

2. West Yost Associates – Agreement

3. West Yost Associates – Exhibits A & B to Agreement
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06/27/2023/Utilities/CCiotau/Item XX 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING AN AGREEMENT WITH WEST YOST

ASSOCIATES, DAVIS, CA, FOR ENGINEERING SERVICES FOR THE PUMP STATION AT JENNINGS WQCP PROJECT IN THE AMOUNT OF $463,797, PLUS $46,380 IN ADDITIONAL SERVICES, IF NEEDED, FOR A TOTAL AMOUNT NOT TO EXCEED $510,177 AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the Jennings Water Quality Control Plant (WQCP) is comprised of secondary and tertiary wastewater treatment facilities for domestic wastewater; and WHEREAS, the treatment plant also collects wastewater from local canneries via the Cannery Segregation Line (Can-Seg Line); and
WHEREAS, cannery process water from the Can-Seg Line is pre-treated at the City’s Sutter WQCP and then mixed with secondary treated water in order to reach an acceptable State mandated water quality level for irrigation of local fields adjacent to the treatment plant; and
WHEREAS, currently, a temporary pump station is diverting some water from the Turlock Irrigation District (TID) canal into Can-Seg pumping No.2; and WHEREAS, TID has indicated the availability of more water than the existing temporary pump station can handle and is working with Operations and Maintenance Staff on an agreement between the parties such that the City will be able to utilize the water for Jennings plant operations; and
WHEREAS, a new permanent pump station and two concrete dams will be required in order to divert the water from the existing TID canals into Storage Pond No.1 at Jennings WQCP; and
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06/27/2023/Utilities/CCiotau/Item XX 2 2023-XX
WHEREAS, to increase efficiencies, the City has requested the use of a consultant to provide engineering services for the Pump Station at Jennings WQCP 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 bid requirement.

NOW, THEREFORE BE IT RESOLVED, by the Council of the City of Modesto that it hereby approves an Agreement with West Yost, in the amount of $463,797, plus $46,380 in additional services (if needed), for a total amount not to exceed $510,177 for the Pump Station at Jennings Water Quality Control Plant Project.

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. #10..
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06/27/2023/Utilities/CCiotau/Item XX 3 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June 2023, 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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06/27/2023/Utilities/CCiotau/Item X 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION AMENDING THE FISCAL YEAR 2023-24 CAPITAL
IMPROVEMENT PROGRAM BUDGET IN THE AMOUNT OF $3,005,177 TO

BE TRANSFERRED INTO THE PROJECT FROM WASTEWATER RESERVES

TO FUND THE PUMP STATION AT JENNINGS WATER QUALITY CONTROL

PLANT PROJECT AND AUTHORIZING THE CITY MANAGER, OR HIS

DESIGNEE, TO IMPLEMENT THE PROVISIONS OF THE RESOLUTION WHEREAS, certain budgetary transactions are necessary in the amount of $3,005,177, in order to fund the Pump Station at Jennings Water Quality Control Plant Project; and
WHEREAS, the Fiscal Year 2023-24 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 2023-24 Capital Improvement Program Budget in the amount of $3,005,177.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to implement the provisions of this resolution. #10..
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06/27/2023/Utilities/CCiotau/Item X 2 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th of June 2023, 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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ENGINEERING SERVICES AGREEMENT FOR THE

PUMP STATION AT JENNINGS WATER QUALITY CONTROL PLANT PROJECT THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this ______ day of____________, 2023, (“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, a California 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 Pump Station at Jennings Water Quality Control Plant Project.

B. Consultant represents that it is qualified, willing and able to provide the aforementioned 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.

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 #10..
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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 SIXTY-THREE THOUSAND SEVEN HUNDRED NINETY-SEVEN AND 00/100 DOLLARS ($463,797) (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. #10..
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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 FORTYSIX THOUSAND THREE HUNDRED EIGHTY AND 00/100 DOLLARS ($46,380). 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 FIVE HUNDRED TEN THOUSAND ONE HUNDRED SEVENTY-SEVEN AND 00/100 DOLLARS ($510,177). 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 represents 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 represents 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. In providing services under this Agreement, Consultant shall perform in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances at the same time and in the #10..
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same or similar locality ("Standard of Care").”

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that Tim Banyai, 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.

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, upon payment of all invoices due and owing to Consultant, 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. City shall, to the fullest extent permitted by law, defend, indemnify, and hold harmless Consultant from and against any and all costs, expenses, fees, losses, claims, demands, liabilities, suits, actions, and damages whatsoever arising out of or resulting from such unauthorized reuse or distribution.

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.

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 #10..
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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 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.

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.

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..
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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.

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 in a manner consistent with the Standard of Care. 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.

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.

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 #10..
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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.

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 #10..
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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 Yost Associates
Address: 2020 Research Park Drive
Suite 100
Davis, CA 95618
Attention: Tim Banyai
Phone: (925) 949-5811
Email: [email protected]
FOR CITY: Name:

Address:

City of Modesto
1010 10th Street
Suite 4600
Modesto, CA 95354
Attention: Cristian Ciotau
Phone (209) 577-5260
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. #10..
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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.
(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.
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(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 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 #10..
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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 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. #10..
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Termination byCity 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 Cityis 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 Cityshall 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 #10..
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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 mayhave 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 #10..
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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.

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.
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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.

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, to the extent they are arising directly or indirectly out of any negligent, reckless, or willful misconduct of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement. The Parties also acknowledge that this Agreement is subject to California Civil Code 2782.8 as amended and effective January 1, 2018.

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 #10..
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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.

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 #10..
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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 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 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.

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.
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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.

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. #10..
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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.

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 comply with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws.

Consultant shall 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. #10..
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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. 2023- _______, adopted by the Council of the City of Modesto on the _______ day of ____________, 2023, and WEST YOST ASSOCIATES has caused this agreement to be duly executed as of the Effective Date. #10..
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EXHIBIT A
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EXHIBIT A
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EXHIBIT B
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EXHIBIT B
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: June 23, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Award of Bid for Cathodic Protection Services
CONTACT: Jason Farnsworth, Wastewater Division Manager, [email protected], 209-577-6255
DESCRIPTION:

Consider approving an Agreement for the furnishing of Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA, for a total amount not to exceed $896,192 over five years. (Funding Source: Sewer Operations Fund) STRATEGIC PLAN ELEMENT:

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

Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

The City of Modesto's Water Quality Control Facility (WQCF) on Jennings Road has miles of steel pipe underground that will corrode, based on soil conditions, including the tertiary treatment plant discharge pipe and recycled water conveyance lines that travel under the San Joaquin River to the Delta-Mendota Canal. The cathodic systems keep the pipe from corroding but need to be inspected annually and repaired as needed to maintain cathodic protection. City staff does not have the necessary experience, equipment, or certifications to perform the work in-house. Annual testing, reporting and repairs are required for meeting the National Association of Corrosion Engineers (NACE) criteria for corrosion control.

The Jennings plant has a total of 51 anode test station (ATS) locations. The inspection in March 2022 was the first year with reported deficiencies. Fifteen ATS locations did not meet the NACE criteria. The budgetary estimate to replace the ATS locations was $90,000. This cost included engineering, materials, installation, inspections, testing, and written reports.

DISCUSSION:
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City Council, June 27, 2023
Award of Bid for Cathodic Protection Services

Page 2 of 3 ends

Due to the NACE criteria for corrosion control and the reported deficiencies, staff recommends a five-year annual agreement for annual inspection, reporting and repair services. If there were a failure due to corrosion, the City would be at risk of violating National Pollutant Discharge Elimination System (NPDES) permit R5-2022-0034, as well as Permit No. 19099 from the Central Valley Flood Protection Board.

On March 14, 2022, the City Manager authorized the Purchasing Manager to solicit the procurement for the cathodic protection testing and reporting services. On February 7, 2023, the Purchasing Division issued Invitation for Bids (IFB) 2122-60, for the Cathodic Protection Testing and Reporting Services on the City’s PlanetBids public bidding website under various commodity codes1. Prospective bidders were notified online and via email of the bid opportunity.

Twenty-seven (27) companies downloaded the IFB document from PlanetBids.

On March 14, 2023, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. Two (2) bidders chose to respond, there were no local bids received. Based on providing the lowest responsive and responsible bid, City staff recommended to award the Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA for a two-year agreement with three (3) one-year extension options, for an annual estimated amount of $240,000 for the first year, and a total amount not to exceed $896,192 over five (5) years.

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. Based on providing the lowest responsive and responsible bid which conforms to the Modesto Municipal Code, 8-3.203 City staff recommends the award of bid for cathodic protection testing and reporting services to Corrpro Companies, Inc., Hayward, CA.

FISCAL IMPACTS:

Expenditures over the past three years for cathodic protection services are shown below:

YEAR EXPENDED
FY2019-20 $13,200
FY2020-21 $9,950
FY2021-22 $9,950
TOTAL $33,100
The requested estimated annual amount of $240,000 for year one will cover an inspection and an estimated $90,000 worth of repairs and/or preventative maintenance. Significant costs related to repairs and maintenance haven't been incurred until now due to the ability to keep operating within the system's design life. However, during a recent survey conducted by staff on the pipeline, an increased level of wear and tear was discovered, and it became necessary to establish a multi-year, Annual Agreement to perform all necessary repairs and/or preventative maintenance.
1 92500 – Engineering Services, Professional, 95885 – Soil and Land Management Services (Including Testing, Protection, Preparation, Planning, Etc.), 96825 – Corrosion Control Services #11..
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City Council, June 27, 2023
Award of Bid for Cathodic Protection Services

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An estimated $150,000 annually for years two (2) through five (5) for a total amount not to exceed $896,192 over five (5) years allows for a 6% CPI increase for years three (3) through five (5) of the agreement to ensure we have enough funds to cover any unforeseen increases in costs for equipment, labor and fuel over the five (5) year term of this agreement.

Year Amount 6% CPI Total
One $240,000 - $240,000
Two $150,000 - $150,000
Three $150,000 $9,000 $159,000
Four $159,000 $9,540 $168,540
Five $168,540 $10,112 $178,652
Total Amount Not to Exceed $896,192
Funds to cover the costs associated with this agreement will be budgeted annually in the Sewer Operations fund.

COMMITTEE RECOMMENDATION:

This item was presented to the Economic Development Committee on June 5, 2023, with a recommendation to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Award of Bid and Agreement for the furnishing of Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA, for a two (2) year Agreement with three (3) one-year extension options, for an annual estimated amount of $240,000 for the first year, and a total amount not to exceed $896,192 over five (5) years, 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. Annual Agreement

3. Exhibit B Bid Submittal

4. Exhibit C IFB 2122-60

5. Financial Interest Disclosure

6. Cost Abstract
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06/27/2023/Utilities/JFarnsworth/Item X 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING THE AWARD OF BID AND AGREEMENT FOR

THE FURNISHING OF CATHODIC PROTECTION TESTING AND
REPORTING SERVICES TO CORRPRO COMPANIES, INC., HAYWARD, CA, FOR A TWO (2) YEAR AGREEMENT WITH THREE (3) ONE-YEAR

EXTENSION OPTIONS, FOR AN ANNUAL ESTIMATED AMOUNT OF
$240,000 FOR THE FIRST YEAR, AND A TOTAL AMOUNT NOT TO EXCEED $896,192 OVER FIVE (5) YEARS, AND AUTHORIZING THE CITY MANAGER,

OR HIS DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the City of Modesto's Water Quality Control Facility (WQCF) on Jennings Road has miles of steel pipe underground that will corrode, based on soil conditions, including the tertiary treatment plant discharge pipe and recycled water conveyance lines that travel under the San Joaquin River to the Delta-Mendota Canal; and
WHEREAS, the cathodic systems keep the pipe from corroding but need to be inspected annually and repaired as needed to maintain cathodic protection. City staff does not have the necessary experience, equipment, or certifications to perform the work inhouse; and WHEREAS, annual testing, reporting and repairs are required for meeting the National Association of Corrosion Engineers (NACE) criteria for corrosion control; and WHEREAS, due to the NACE criteria for corrosion control and the reported deficiencies, staff recommends a five-year annual agreement for annual inspection, reporting and repair services. If there were a failure due to corrosion, the City would be at risk of violating National Pollutant Discharge Elimination System (NPDES) permit R5- 2022-0034, as well as Permit No. 19099 from the Central Valley Flood Protection Board; and
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06/27/2023/Utilities/JFarnsworth/Item X 2 2023-XX
WHEREAS, on March 14, 2023, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. Two (2) bidders chose to respond, there were no local bids received. Based on providing the lowest responsive and responsible bid, City staff recommended to award the Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA for a two-year agreement with three (3) one-year extension options, for an annual estimated amount of $240,000 for the first year, and a total amount not to exceed $896,192 over five (5) years; and WHEREAS, 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; and
WHEREAS, the award of bid for Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA conforms to the Modesto Municipal code.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Award of Bid and Agreement for the furnishing of Cathodic Protection Testing and Reporting Services to Corrpro Companies, Inc., Hayward, CA, for a two (2) year Agreement with three (3) one-year extension options, for an annual estimated amount of $240,000 for the first year, and a total amount not to exceed $896,192 over five (5) 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. #11..
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06/27/2023/Utilities/JFarnsworth/Item X 3 2023-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 27th day of June, 2023, 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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1 ANNUAL AGREEMENT NO 246982

FOR CATHODIC PROTECTION TESTING AND REPORTING SERVICES

CORRPRO COMPANIES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of ________________ , 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Corrpro Companies Incorporated, an Ohio State Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2023- ____ authorizing the Award of Bid and AGREEMENT for the Cathodic Protection Testing and Reporting Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an AGREEMENT for the Cathodic Protection Testing and Reporting Services as described in IFB 2122-60, attached hereto as Exhibit “C” and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:
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2 1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an annual estimated amount of $240,000 for the first year of the AGREEMENT. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $896,192. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Item Description Unit Unit Price
Jennings inspection by NACE CP Engineer (51 anode
test stations) Job $4,475
Discharge Pipeline inspection by NACE CP Engineer
(37 cathodic test stations and 5 rectifier transformers) Job $4,475 Mobilization Fees Job $337
Demobilization Fees Job $337
Payment of Prevailing Wages is
Required
Item Description
Unit Unit Price
Labor Hour $156/HR
Equipment Hour $13/HR
Additional - Anode Test Stations Each $42/EA
Additional - Cathodic and Rectifier transformer Each $84/EA #11..
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3 2. PREVAILING WAGES:

In accordance with California Labor Code Section 1771, CONTRACTOR shall pay all workers, and shall ensure its subcontractors pay all of their workers, engaged in performing the services described in Exhibit “C” not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the services described in Exhibit “C” are to be performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work as provided in the California Labor Code. In accordance with California Labor Code Section 1773.2, the City has obtained the general prevailing wages in the locality in which the services described in Exhibit A are to be performed for each craft or type of work needed to be as published by the State of California Department of Industrial Relations, Division of Labor Statistics and Research, a copy of which is on file in the CITY’s Purchasing Department and shall be made available on request. Contractor must comply with all applicable laws and regulations that apply to wages earned in performance of the services described in Exhibit “C”, including those set forth in Labor Code section 1770 et. seq. and in the IFB.

DIR Project ID#: 464342
Labor Craft Direct
Labor Rate*
Fringe Benefit
Rate**
Labor Markup
(percent)
Price Per
Service
NACE Cathodic Protection Technician $85.47 $25.64 39% $156.00 *Direct Labor Rate cannot be less than the minimum state prevailing wage. **Provide a copy of the current Fringe Benefit Statement. During the term of the agreement, ensure the City has a copy of the current, applicable statement on file.

3. CITY REPRESENTATIVE:

CITY Representative is: Roger Munguia, Plant Maintenance Superintendent, (209) 342-4524.

Purchasing Division Contact: Carol Wattle, Buyer, (209) 577-5406, [email protected] The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division. #11..
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4 4. CONTRACTOR REPRESENTATIVE:

CONTRACTOR: Chris Tsutsui, Account Manager, (510) 614-8800, [email protected]

5. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: June 27, 2023 through June 26, 2024
Year 2: June 27, 2024 through June 26, 2025
Year 3: June 27, 2025 through June 26, 2026
Year 4: June 27, 2026 through June 26, 2027
Year 5: June 27, 2027 through June 26, 2028
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

6. LIABILITY INSURANCE:

The CONTRACTOR 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 City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies. a. General Liability - insurance with a minimum limit of liability per occurrence of $2,000,000 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 #11..
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5 general aggregate limit shall be twice the required occurrence limit. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' 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 per accident for bodily injury or disease. d. Pollution Liability – and/or Asbestos pollution liability and/or errors & omissions applicable to the work being performed, with a limit no less than $1,000,000 per claim or occurrence and $2,000,000 aggregate per policy period of one-year.

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 CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR 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 CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this AGREEMENT, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR 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.

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 CONTRACTOR for the CITY.
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6 The CONTRACTOR’s insurance policy(ices) 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 CITY’s Risk Manager.

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

7. PAYMENT:

The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number: 246982
 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

8. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, #11..
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7 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 CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

9. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

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

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced after the AGREEMENT administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed AGREEMENT;
a. Resolution No.2023-_______;
b. CONTRACTOR Bid submittal;
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8 c. IFB No. 2122-60;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the AGREEMENT, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are 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, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; #11..
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9 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 CONTRACTOR in performing the SERVICES 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 SERVICES 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 SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR 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 SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the #11..
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10 date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

14. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by #11..
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11 CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to the CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

16. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. DIR REGISTRATION: Pursuant to Labor Code section 1771.1, CONTRACTOR may not engage in the performance of the Services set forth in Exhibit “C”, unless currently registered and qualified to perform public work pursuant to Section 1725.5 thereof. As required in Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, that during term of this AGREEMENT, CONTRACTOR shall be registered to perform public work pursuant to Section 1725.5 thereof.

18. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

19. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: Corrpro Companies, Incorporated
2625C Barrington Ct.

Hayward, CA 94545
ATTENTION: Christopher Tsutsui
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12 CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
ATTENTION: Purchasing Manager
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

20. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

21. QUANTITIES: No minimum or maximum is guaranteed or implied.

22. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

23. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual AGREEMENT between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

24. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment #11..
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13 and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

25. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

26. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this AGREEMENT and that relate to the #11..
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14 matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

27. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

28. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

29. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

30. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance. #11..
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15 31. 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.

32. HEADINGS NOT CONTROLLING:

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

33. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

34. ENTIRE AGREEMENT:

This AGREEMENT and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, 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 or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

35. 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.
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16 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attested by its City Clerk under authority of Resolution No. 2023-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2023 and Corrpro Companies Incorporated has caused this AGREEMENT to be duly executed.
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EXHIBIT B
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1 INVITATION FOR BIDS (“IFB”) NO. 2122-60
FOR

CATHODIC PROTECTION TESTING AND REPORTING SERVICES

THE PAYMENT OF PREVAILING WAGES IS REQUIRED
MANDATORY ON-SITE VISIT:

To be held on:

February 15, 2023 at 9:00 A.M.

Meeting Location:

Wastewater Treatment Plant
7007 Jennings Road
Modesto, CA 95358
BID OPENING: March 14, 2023 at 11:00 A.M.

CITY OF MODESTO CONTACT: Carol Wattle, Buyer
E-MAIL ADDRESS: [email protected]

EXHIBIT C
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2 TABLE OF CONTENTS
Page
. Notice to Bidders............................................................................................................. 3-4 . Calendar of Events............................................................................................................. 5 . City Contacts...................................................................................................................... 5 . Precedence.......................................................................................................................... 5 . Virtual Opening.................................................................................................................. 6

GENERAL REQUIREMENTS
. Bid Submittal...................................................................................................................... 7 . Acceptance/Rejection of Irregular Bids............................................................................. 7 . Complete Bid Document................................................................................................. 7-8 . Compliance/Non-Compliance............................................................................................ 8 . Proposed Pricing Format.................................................................................................... 8 . Award of Bid................................................................................................................... 8-9 . Protest and Appeal Procedures....................................................................................10-14 . Bid Submittal Checklist ................................................................................................... 15 REQUIRED BID SUBMISSION DOCUMENTS (Sign Wherever Indicated) . Bid Form A – IFB Acknowledgement…………………………………….……… 16-18 . Bid Form B – Bidder Company Information..............................................................19-20 . Bid Form C - Pricing Schedule...................................................................................21-22 . Bid Form D – Bidder Exceptions, Clarifications, Amendments..................................... 23 . Bid Form E – Bidder Customer References...............................................................24-25 . Bid Form F - Financial Interest Disclosure.................................................................26-27 . Bid Form G – Support of Local Vendor.......................................................................... 28 . Bid Form H – Bidder Company History Statement ....................................................... 29 . Bid Form I - Addenda Acknowledgement....................................................................... 30 . Bid Form J – Bidder Warranty Statements...................................................................... 31 . Bid Form K – Bidder Experience and Certifications....................................................... 32 . Bid Form L - Subcontractors List .................................................................................... 33

TECHNICAL REQUIREMENTS
. Scope of Work.................................................................................................................. 34 . Required Licenses............................................................................................................ 35 . Sample Annual Agreement ........................................................................................37-52 #11..
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INVITATION FOR BIDS # 2122-60

CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a “Bid”) from qualified Bidders (each, a “Bidder”) for the furnishing of Cathodic Protection Inspections, Testing, Reporting, and Repair Services (the “Services”) for the City of Modesto, Utilities Department, Wastewater Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Services pricing herein, and not separately charged to the City).

Bidders are highly recommended to download all IFB documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid.

Each Bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to, March 14, 2023 at 11:00 A.M., at which time Bids will be opened, read and recorded. The opening of bids will not be physically open to the public, but may be viewed simultaneously via video conferencing in the manner provided for herein. All Bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bids will be received only at the address shown above, and prior to the time indicated. Any Bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Bidder unopened.

All Bids, whether delivered by an employee of the Bidder, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated.

The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. #11..
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INVITATION FOR BIDS # 2122-60

CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
4 On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
“NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS # 2122-60
BID OPENING DATE: MARCH 14, 2023 AT 11:00 A.M.”
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET,
SUITE 6600, MODESTO, CA 95353 MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of 90 days after the date set for the opening thereof. #11..
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
5 CALENDAR OF EVENTS
Event Date
IFB Issued February 7, 2023
Mandatory Site Visit February 15, 2023
Written Questions Due via Email February 21, 2023
Addendum Issued (if required) February 28, 2023 (approximate date) Bid Due Date & Time PRIOR 11:00 A.M. on Tuesday, March 14, 2023 Contract Award Approximately June, 2023

CITY CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this IFB (“City Contact”) by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

BIDDER FAMILIARITY WITH SERVICE CONDITIONS
It is the responsibility of each Bidder to become familiar with all of the specifications, terms and conditions and the site condition (if applicable). The Bidder agrees to and acknowledges all IFB specifications, terms, and conditions and indicates the ability to perform by submission of a Bid. By the submission of a Bid, the Bidder certifies that if awarded a contract it will make no claim against the City based upon ignorance of conditions or misunderstanding of the specifications.

CALIFORNIA LABOR CODE SECTION 1771.1 (a)
The California Labor Code states that, “A contractor or subcontractor shall not be qualified to Bid on, be listed in a Bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a Bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.” This IFB is subject to the registration requirement set forth above.

PRECEDENCE
Bidder agrees that any agreement resulting from City’s acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder’s acknowledgement of, shall be null and void. #11..
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, March 14, 2023. The City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure.

URL: https://teams.microsoft.com/l/meetup
join/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40thread.v2 /0?context=%7b%22Tid%22%3a%22125ccacf-fc61-463c-9976-
189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22%7d Join Microsoft Teams Meeting (Click here to join the meeting) • +1 (469)-998-7409
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
7 GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two “inked” (preferably blue ink) signed original Bid document, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST TWO “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL BIDDER INFORMATION: It is the responsibility of the Bidders to identify information in their Bid submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

D. BIDDER EXCEPTIONS: All exceptions taken to this IFB and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Bid as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications, and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or provision of Services required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or provision of Services with exceptions.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

F. COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be signed wherever indicated and submitted to the City in the order listed ):
• Bid Form A - IFB Acknowledgement
• Bid Form B – Bidder Company Information
• Bid Form C - Pricing Schedule
• Bid Form D – Bidder Exceptions, Clarifications, Amendments • Bid Form E – Bidder Customer References
• Bid Form F - Financial Interest Disclosure
• Bid Form G – Local Business Preference Declaration
• Bid Form H – Bidder Company History Statement
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
8 • Bid Form I - Addenda Acknowledgement Page (if applicable) • Bid Form J – Bidder Warranty Statements
• Bid Form K– Bidder Experience and Certifications
• Bid Form L - Subcontractor List
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Bidder cannot comply with a specification requirement in this IFB, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Bidder is not in compliance with the specification, the Bid may be rejected.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required provision of Services shall be included in Bid pricing, along with Bidder’s profit margin and any other cost factors.
• Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
• The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
• Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF BID:
• The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
9 • The City reserves the right to select that Bid, which best suits the City’s needs. In addition to price, consideration will be given to the quality and performance of the service to be purchased, and the criteria listed in Modesto Municipal Code Section 8-

3.203(f). Regardless of City staff’s recommendation, the City Council reserves the right to award an agreement to the Bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.

J. SUPPORT OF LOCAL VENDOR: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5%of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

K. INDEMNITY: The successful Bidder (the “Contractor”) will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements 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 the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid. Contractor’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 for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of City-owned vehicles by Contractor’s employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

L. PREVAILING WAGE: Bidder’s workers must be paid no less than the prevailing wage rate as published by the State of California Department of Industrial Relations (DIR), and the successful Bidder shall maintain certified payroll. For additional information regarding Prevailing Wages, please contact the DIR at www.DIR.CA.gov or call its Labor Research and Statistics Unit, Prevailing Wage Unit at 415/703-4774. The City standards available at the following web address shall also apply to the performance of the Bid: City Standards Website:
https://www.modestogov.com/ArchiveCenter/ViewFile/Item/1120. #11..
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
10 M. BIDDER REPRESENTATION: Bidder represents that:
• Bidder has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. • Bidder has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work. • Bidder will complete the proposed provision of Services for the compensation stated in any resultant agreement.
• Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Services and all risks in connection therewith. • Bidder represents that it is fully qualified to perform the proposed provision of Services in accordance with the terms of any resultant agreement within the time specified therein.

N. BID PROTEST AND APPEAL PROCEDURES: Bidders wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
• Only a Bidder who has actually submitted a Bid is eligible to submit a protest against the City’s Announced Decision.
• Subcontractors are not eligible to submit bid protests. #11..
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CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
11 • A Bidder may not rely on the bid protest submitted by another bidder, but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:

City Clerk’s Office
Attn: Purchasing Manager
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INVITATION FOR BIDS # 2122-60

CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
12 1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
d. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided #11..
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13 in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
e. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn, unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.
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14 The costs of the hearing officer and expenses of the protest shall be borne by the protestor. The sums deposited with the request for hearing shall be credited to the costs of the hearing officer and other hearing expenses. f. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described herein. #11..
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15 BID SUBMITTAL CHECKLIST

BID SUBMITTAL CHECKLIST
The Bidder shall provide a complete Bid in a sealed envelope by the required deadline on the Bid Opening Date. Failure to provide all the required documents may cause the Bid to be considered nonresponsive.

Bidder’s Bid must contain the following applicable elements completed and signed as described morefully herein. The following checklist is provided solely for Bidder’s use in reviewing the completeness of your submission:

COMPLETE BID ELEMENTS 
Bid Form A – IFB Acknowledgement
Bid Form B – Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D – Bidder Exceptions, Clarifications, Amendments Bid Form E – Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G – Local Business Preference Declaration
Bid Form H – Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J – Bidder Warranty Statements
Bid Form K – Bidder Experience and Certifications
Bid Form L - Subcontractor List

Bidder’s submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type “Not Applicable” on it but still include the form in your submission. #11..
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16 BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a “Bidder”) to fulfill the City’s requirements per the specifications, terms and conditions contained in this Invitation for Bids (“Invitation for Bids” or “IFB”).

This Bid Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated and submitted with the Bid response. Obligations assumed by such signature will include the following:

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a Bid but want to remain on the mailing list and receive future Bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Bidder or the IFB gives notice of an all-or-none award, the City may accept any item or group of items of any Bid. (b) Bids are subject to acceptance by the City at any time within 45 days of opening, unless otherwise specified in the IFB. A Bidder shall not change its bid if accepted within such time. (c) A valid, contract based on the sample agreement attached to the IFB and the submitted bid shall be mailed, or otherwise furnished, to the successful Bidder within the time for acceptance specified, and such contract shall be a binding agreement without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or un- #11..
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17 patented invention, article or appliance furnished or used in connection with the contract or purchase order.

6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder’s expense.

7. Rights and Remedies of City for Default: (a) In the event any item furnished by the Bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Bidder with its Bid, the City may reject the same, and it shall thereupon become the duty of the Bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Bidder fail, neglect or refuse to do so, the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. City may deduct from any moneys due or that may there after come due to Bidder, or send an invoice to the Bidder which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder’s pricing proposal hereunder. #11..
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18 Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this IFB.
(b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Services, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded under a contract or purchase order resulting from this Bid.

11. Two “Inked” Signed Original Bids Document Required: Failure to furnish two “inked” signed original Bid document may result in disqualification. These must be accompanied by one copy and one electronic document recorded onto a USB storage device.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Bid.

The undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the Bidder indicated in Bidder’s Bid Forms A through L, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name:

Bidder Headquarters Address:

City/State/Zip:

Signature/Title/Date:
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19 BID FORM B – BIDDER COMPANY INFORMATION
A. Bidder Company Full
Legal Name
B. Bidder Company
Marketplace (or DBA)
Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address
(Street Address, City,
State, Country, Postal
Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number
(TIN):

H. Dun & Bradstreet
(DUNS) Number:

I. Names and Titles of
Top Three Bidder
Officers:

J. Years in Business:

K. Bidder Office Address
Closest to City of
Modesto (Street
Address, City, State,
Country, Postal Code):

L. City of Modesto
Business License
Number (note –
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20 provide only if
available now - - but
not required until any
contract begins):

M. State of California
Contractor License
Number and Expiration
Date (if available):

N. State of California
Department of
Industrial Relations
(DIR) Registration
Number and Expiration
Date (if available):
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21 BID FORM C - PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance and other expenses necessary for Bidder to perform the required services shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Bid Form D – Bidder Exceptions, Clarifications, Amendments.

Item
No. Item Description Qty. Unit Price Per Job
A1
Jennings inspection by NACE CP Engineer (51
anode test stations)
1 Job $ /Job
A2
Discharge Pipeline inspection by NACE CP
Engineer (37 cathodic test stations and 5
rectifier transformers) 1 Job $ /Job
A3 Mobilization Fees 1 Job $ /Job
A4 Demobilization Fees 1 Job $ ______________ /Job
ePay 1% Rebate (See Bid Form A for this option) $-( )
Total Items A1-A4: $_____________ /Total
Number of working days to complete the project after receipt of order: ___________________ The payment of Prevailing Wages is required for all maintenance services. **For costing purposes only**
Item Description Unit Price Per Job
Labor Hour $ /HR
Equipment Hour $ /HR
Additional - Anode Test Stations Each $ /EA
Additional - Cathodic and Rectificer transformer Each $ /EA #11..
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22 Labor Craft Direct Labor Rate*
Fringe Benefit
Rate**
Labor
Markup
(percent)
Price Per
Service
Electrician Foreman $ /HR $ /HR % $ /HR
Journey Electrician $ /HR $ /HR % $ /HR
Apprentice 2nd Year $ /HR $ /HR % $ /HR
*Direct Labor Rate cannot be less than the minimum state prevailing wage. **Provide a copy of the current Fringe Benefit Statement. During the term of the agreement, ensure the City has a copy of the current, applicable statement on file.

Payment Terms:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A – IFB Acknowledgement):

Choose One:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ___ Choose by checking () here. If selected, for bid comparison purposes, Bidder’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address: _____________________
• Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the articles and/or services specified, in accordance with the specifications, terms and conditions of this IFB and these Bid documents, for the pricing indicated on the Pricing Schedule.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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23 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s IFB package, sample agreement, and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions, clarifications or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below, if any, sign and submit with your Bid response.

Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #
Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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24 BID FORM E – BIDDER CUSTOMER REFERENCES
Bidder must provide a list of five current or former customers able to discuss prior experience with similar type of services requested by the City in the above-referenced IFB. Bidder’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder’s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:
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25 Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
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26 BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder’s submission of a Bid therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.

Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Bidder less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Bidder meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Bidder is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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27 Print Names of Persons Having a Financial Interest in Bidder Receiving this Agreement:

First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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28 BID FORM G – SUPPORT OF LOCAL VENDOR
Notice Pursuant to Modesto Municipal Code section 8.3-206 - Should the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

I declare I am a local business per the above criteria
Bidder Company Name:

City of Modesto Address (Street,
City, State, Postal Code:

City of Modesto Business License
Number:

Under penalty of perjury, the undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
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29 BID FORM H - BIDDER COMPANY HISTORY STATEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the services described in this Invitation for Bids (IFB).

The Bidder’s company history overview statement shall be approximately one to three pages in length and inserted below:

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Company History Overview Statement Beginning Here:
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30 BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto’s Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB, and in any event, no later than the day prior to Bid opening.. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder’s resultant Bid.

Signing the Bid on the signature portion thereof, the Bidder is acknowledging that the Bidder has confirmed that it has received all addenda issued for IFB, and has included costs for such in the Bid submitted. Failure to list and acknowledge all addenda numbers may cause Bidder’s Bid to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write “Not Applicable” and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Bidder Company Name:
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31 BID FORM J – BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, term and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the materials, supplies, or other services furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following; performance, workmanship, labor, materials, and Bidder design or engineering contributions. If a defect is discovered in any item of the materials, assemblies, components, supplies or services covered in this Bid, Bidder shall correct at its sole expense, all such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Warranty Statement Beginning Here:
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32 BID FORM K – BIDDER EXPERIENCE AND CERTIFICATIONS
Bidder shall provide below a summary covering the following:

A. Experience: The Contractor and its employees directly involved in providing inspections, services and repairs shall have a minimum of three years’ experience providing the types of services requested in this IFB:
i. Identify key personnel and their position within your organization. ii. Provide a biographical summary or resume detailing the experience, level of expertise and qualifications of the key individuals providing the types of services requested herein. iii. If you plan to subcontract work, you must also indicate in Bid Form L – Subcontractor List the name and address of each firm and the type of work or tasks the subcontractor will perform. Identify key personnel assigned to the project, their position, qualifications and representative experience.

B. Certifications: Bidder shall provide copies of all relevant certifications held for both company and any individuals required to perform the services requested herein.

Certifications shall include a certificate with the National Association of Corrosion Engineers (NACE) level 4 engineer.
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33 BID FORM L - SUBCONTRACTOR LIST
Bidder shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Bidder. In addition, list the type of work the subcontractor will perform, and; (if applicable) its Department of Industrial Relations (DIR) registration number and its California Contractor’s license number:

Name of
Subcontractor
Address Type of Work Contractor
License # (if any)
DIR
Registration #
(if any)
Bidder Company Name:
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34 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.1 SCOPE OF WORK:

The Utilities Department, Wastewater Division is requesting bids for a CONTRACTOR to provide Cathodic Protection Testing and Reporting Services on an annual basis.

The Wastewater Division utilizes engineered corrosion protection systems at our tertiary treatment plant and discharge pipeline. Our tertiary plant has fifty-one (51) anode test stations. The discharge pipeline has an Impressed Current Cathodic Protection (ICCP) type system with five (5) rectifiers, and thirty-seven (37) cathodic and/or insulated joint test stations. These test and rectifier stations need evaluation annually. GPS positions shall be provided for all locations.

Tertiary Wastewater Location:

Wastewater Treatment Plant
7007 Jennings Rd
Modesto, CA 95358
Discharge Pipeline Location:

Approx. 8-miles along Lemon Ave and Zacharias Rd
Modesto and Patterson, CA
The CONTRACTOR shall furnish all labor, materials, tools, equipment, vehicles, pumps, hoses, electrical cables, fuel, and insurance necessary to perform the required services. The Best Management Practices (BMP) for housekeeping that shall be followed by the CONTRACTOR at all times is listed on page 35-36 of this IFB.

These procedures shall be followed by the CONTRACTOR during the duration of the project.

1.2 SERVICE SPECIFICATIONS:

1. All testing and reporting shall be performed by a National Association of Corrosion Engineers (NACE) level 4 engineer in accordance with NACE.

2. Annually perform testing on up to fifty-one (51) anode stations at our tertiary facility underground pipelines. Including pipe-to-soil potentials.

3. Annually perform testing on thirty-seven (37) cathode/insulated joint stations. Also, testing and field adjustments to our five (5) rectifiers on discharge pipe (ICCP) system.

4. At the conclusion of field work, prepare and provide a comprehensive written report that will include test methods uses, conclusions and recommendations. The final report shall also include an excel spreadsheet with all field data.

5. Provide written quote for repair of deficiencies.

6. Complete repairs to meet NACE compliance standards.
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INVITATION FOR BIDS # 2122-60

CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
35 1.3 WORK SCHEDULE:

All work shall be performed Monday through Friday between the hours of 7:00 AM through 4:00 PM, excluding all major holidays.

1.4 REQUIRED LICENSES:

Prior to beginning any service that shall be furnished under this specification, the Bidder shall secure the appropriate Business/Delivery license from the City of Modesto. Business/Delivery license information may be obtained by calling (209) 577-5389 or emailing [email protected]. The successful Bidder shall maintain a City of Modesto business license for the duration of the agreement.

1.4.1 CALIFORNIA CONTRACTORS LICENSE:

If the Bidder is furnishing any labor or service including installation or maintenance, the Bidder shall be registered as a contractor with the Department of Industrial Relations and possess the appropriate California Contractor's license(s) at the time the Bid is submitted. A contract shall not be awarded to a Bidder that is not registered with the Department and Industrial Relations or does not possess the appropriate Contractor's license(s). The appropriate Contractor's license(s) is that specified in this request, or if not specified, that which is otherwise required by law, and qualifies the Contractor to do business in the State of California.

1.4.2 SERVICE TECHNICIAN CONTRACTOR LICENSE REQUIREMENT:

The Bidder shall either possess or be employed by a person who possesses a current Class “A” General Engineering Contractor License, C-10 Electrical Contractor License, C-34 Pipeline Contractor License, C-36 Plumbing Contractor License, or a C-61 (D40) Limited Specialty Service Station Equipment and Maintenance Contractor License issued by the Contractors State License Board, as applicable.

1.5 BEST MANAGEMENT PRACTICES FOR GOOD HOUSEKEEPING:

1. STORING MATERIALS:
a. Place tight fitting lids on all containers.
b. Check containers often for leaks or spills. Replace all bins and containers that are leaking, corroded, or otherwise deteriorating.
c. Store containers and materials in a manner that keeps leaks and spills from being washed into the storm-drain system, i.e. inside a building, under a roof, or securely covered with a tarp to prevent contact with rain.

2. PREVENATIVE MAINTENANCE:
a. Keep tools, equipment and vehicles in good working condition. b. Regularly inspect equipment and vehicles for leaks (oil, radiator, transmission, etc.), and make repairs immediately.
c. Use drip pans to catch leaks during maintenance activities. d. Before beginnings an outdoor project, locate the nearest storm drains and protect them from debris and other materials.
e. Sweep up and properly dispose of construction debris such as concrete and mortar. #11..
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INVITATION FOR BIDS # 2122-60

CATHODIC PROTECTION TESTING

AND REPORTING SERVICES
36 f. Clean paint brushes in a sink, not outdoors. Properly dispose of excess paints through a household hazardous waste collection program.
g. Litter control
h. Pick up litter and waste receptacles.
i. Prevent trash overflow by trash receptacles on site.

3. WASTE DISPOSAL:
a. Check dumpsters and trash receptacles regularly for leaks. b. Replace leaky or corroded dumpsters and trash receptacles immediately. c. Keep outside refuse container lids closed to keep rain out. d. Pick up and properly dispose of compost leaves, grass clippings, and other-yard waste. Don’t blow them out into the street.
e. NEVER pour oil, antifreeze, paint, or any other toxic materials down the storm drain. Take them to approved hazardous waste collection sites.

4. TOOL, EQUIPMENT, VEHICLE, & PAVEMENT CLEANING:
a. If possible, wash tools, equipment, and vehicles in a grassed area. b. Otherwise, discharge all wash water from paved areas to the sanitary sewer, a process treatment system, or holding tank.
c. Sweep bare floors and paved areas often and dispose of the dirt and debris in the trash. d. Do no power wash dirt, debris, or any other materials to the storm system.

5. LAWN AND GARDEN:
a. Use pesticides and fertilizers sparingly. When use is necessary, use these chemicals in the recommended amounts. Avoid application if the forecast calls for rain; otherwise, chemicals will be washed into your local stream.
b. Select native plants and grasses that are drought and pest resistant. Native plants require less water, fertilizer and pesticides.
c. Don’t overwater your lawn. Water during the cool times of the day, and don’t let water runoff into the storm drain as it carries contaminants with it. #11..
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37 SAMPLE AGREEMENT

SAMPLE ANNUAL AGREEMENT - SERVICES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _________________, a ______ _______, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2023-xx authorizing the Award of Bid and agreement for the [????????] SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the [???????? ]SERVICES as described in IFB ????-??, attached hereto as Exhibit “C” and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:
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38 1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $_________________. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $____________. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Item Description Unit Unit Price
Jennings inspection by NACE CP Engineer
(51 anode test stations) Job $______________________
Discharge Pipeline inspection by NACE CP
Engineer (37 cathodic test stations and 5
rectifier transformers) Job $______________________
Mobilization Fees Job $______________________
Demobilization Fees Job $______________________
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39 Item Description Payment of Prevailing Wages is Required Unit Unit Price
Labor Hour $______________________
Equipment Hour $______________________
Additional - Anode Test Stations Each $______________________ Additional - Cathodic and Rectificer
transformer Each $______________________

2. PREVAILING WAGES:

DIR Project ID#: _________________

3. CITY REPRESENTATIVE:

CITY Representative is:

Purchasing Division Contact: Carol Wattle, Buyer, (209) 577-5406 The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of #11..
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40 shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. CONTRACTOR REPRESENTATIVE:

CONTRACTOR: NAME, TITLE, PHONE, EMAIL

5. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: 2023 through 2024
Year 2: 2024 through 2025
Year 3: 2025 through 2026
Year 4: 2026 through 2027
Year 5: 2027 through 2028
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, 90 days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

6. LIABILITY INSURANCE:

The CONTRACTOR 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 City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies. a. General Liability - insurance with a minimum limit of liability per occurrence of $2,000,000 for #11..
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41 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. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' 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 per accident for bodily injury or disease. d. Pollution Liability – and/or Asbestos pollution liability and/or errors & omissions applicable to the work being performed, with a limit no less than $1,000,000 per claim or occurrence and $2,000,000 aggregate per policy period of one-year.

The CONTRACTOR’s insurance policy(ices) 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 CITY’s Risk Manager.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
• This AGREEMENT number
• CITY department/division name and address
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43 • Billing period
• Service hours worked day and week
• Unit price, extended price, sales tax and total

8. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, 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 CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

9. VENUE & GOVERNING LAW:

11. COMMENCEMENT AND COMPLETION OF THE WORK:
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44 The work contemplated herein shall be commenced after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2023-_______;
b. CONTRACTOR Bid submittal;
c. IFB No. 2122-60;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance underthe Agreement, eitherin whole orin part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
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45 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, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES 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 CONTRACTOR in performing the SERVICES 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 SERVICES 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 SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final #11..
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46 payment to the CONTRACTOR 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 SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. #11..
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47 Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to the CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

19. NOTICES:
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48 Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: __________________
__________________
__________________
__________________
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

20. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

21. QUANTITIES: No minimum or maximum is guaranteed or implied.

23. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

24. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, #11..
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49 ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.
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50 25. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

26. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this AGREEMENT and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

30. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

31. WAIVER:

32. HEADINGS NOT CONTROLLING:

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

33. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

34. ENTIRE AGREEMENT:

35. PARTIAL INVALIDITY:
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52 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.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested by its City Clerk under authority of Resolution No. 2023-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2023 and _____________________has caused this Agreement to be duly executed.

CITY OF MODESTO, CONTRACTOR
A municipal corporation
By: __________________________ By: _________________________________ JOSEPH P. LOPEZ, (Signature)
City Manager
By: _________________________________
(Name & Title)
ATTEST: Date: _______________________________
By: __________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk

(SEAL)

APPROVED AS TO FORM:

By: ____________________________
JOSE M. SANCHEZ,
City Attorney
By: ____________________________
JOE F. RODRIQUEZ,
Risk Manager
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ITEM # ITEM/DESCRIPTION QTY

UNIT OF
ISSUE

MATERIALS
A1 Jennings inspection by NACE CP Engineer (51 anode test stations) 1 JOB $10,667.00 $10,667.00 $4,475.00 $4,475.00 A2 Discharge Pipeline inspection by NACE CP Engineer (37 cathodic test stations and 5 rectifier transformers) 1 JOB $8,397.00 $8,397.00 $4,475.00 $4,475.00 A3 Mobilization Fees 1 JOB $3,600.00 $3,600.00 $337.00 $337.00 A4 Demobilization Fees 1 JOB $3,600.00 $3,600.00 $337.00 $337.00 TOTAL: $26,264.00 $9,624.00
ePay Minus 1% Rebate (Bid Form A option) $262.64 $96.24 TOTAL: Total minus Option A for Bidding purposes ONLY $26,001.36 $9,527.76 Low Bidder - Corrpro Companies @ $9,624
****FOR COSTING PURPOSES ONLY***
Item Description Unit
Labor Hour
Equipment Hour
Additional - Anode Test Stations Each
Additional - Cathodic and Rectificer transformer Each
Labor Craft Direct Labor
Rate*
Fringe
Benefit
Rate**
Labor
Markup
(percent)
Price Per
Service
Direct Labor
Rate*
Fringe
Benefit
Rate**
Labor
Markup
(percent)
Price Per
Service
Electrician Foreman - - - - - - - -
Journey Electrician - - - - - - - -
Apprentice 2nd Year - - - - - - - -
Bldg/Construction Inspector/Field Soils/Material Tester $40.84 $73.71 18% $89.90 NACE Cathodic Protection Technician $85.47 $25.64 39% $156.00

CITY OF MODESTO
PO BOX 642 MODESTO CA 95353

PLEASANTON, CA

ACCURATE CORROSION

CONTROL
IFB 2122-60 CATHODIC PROTECTION TESTING AND REPORTING SERVICES

HAYWARD,CA

CORRPRO COMPANIES

ACCURATE CORROSION CONTROL CORRPRO COMPANIES
Price Per Job
$156.00
$13.00
$42.00
$84.00
Price Per Job
$73.71
$39.00
$73.71
$73.71
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 27, 2023
Date: June 22, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Memorandum of Understanding for Recycled Water Quality Studies CONTACT: Jason Farnsworth, Wastewater Division Manager, [email protected], 209-577-6255
DESCRIPTION:

Consider approving a Memorandum of Understanding (MOU) for a Mutual Pay Agreement for the Far-Field Dilution and Constituents of Emerging Concern Studies between the City of Modesto, the City of Turlock and the Del Puerto Water District to comply with State Permit requirements. (Funding Source: Sewer Operations Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the 2020-2025 City’s 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 the City’s Water Quality Control Facility (WQCF). The WQCF is permitted by the California Regional Water Quality Control Board, Central Valley Region (Regional Board) to discharge treated effluent (“recycled water”) to the San Joaquin River (SJR) and to the Delta-Mendota Canal (DMC). These WQCF recycled water discharges are regulated under two separate National Discharge Elimination System (NPDES) permits.

The City of Turlock owns and operates their City’s Regional Water Quality Control Facility (RWQCF). The RWQCF is permitted by the Regional Board to discharge to the SJR and DMC under the recycled water program NDPES permits.

Since the completion of the North Valley Regional Recycled Water Project (NVRRWP), the WQCF’s and RWQCF’s main recycled water receiving body is the Delta-Mendota Canal for beneficial agricultural and wetlands beneficial reuse for the Del Puerto Water District. Both Modesto and Turlock’s recycled water discharges to the DMC are regulated under a joint permit; Waste Discharge Requirements for the City of Turlock Regional Water Quality Control Facility and the City of Modesto Water Quality Control Facility, Stanislaus County, Order R5-2022-0034, NPDES CA0085316 (Regional Permit), adopted June 10, 2022, and effective August 1, 2022. #12..
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City Council, June 27, 2023
Memorandum of Understanding for Recycled Water Quality Studies

Page 2 of 3 ends

Modesto City CouncilJune 27, 2023

Modesto City Council
June 27, 2023