Agenda packet, first session — Modesto City Council, September 23, 2025 (part 1 of 5)

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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, September 23, 2025 at 5:30 PM
Roll Call - Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen
* Public Comment will only be in-person. Members of the public who wish to address the Council, by providing public comment, during the meeting must do so in-person in the Council Chambers.

As an alternative, members of the public may also provide written public comment submitted via email as indicated in the Submitting Comments by Email instructions on this agenda. Zoom will still be available for viewing and Wordly translation.
*Members of the public will be allowed to provide public comment through Zoom if a Councilmember is participating remotely pursuant to the provisions of Assembly Bill 2449. *Effective March 1, 2023, if a technical issue arises with Zoom or the phone dial-in option, the 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.
“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.
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You may observe a livestream of the meeting at http://media.modestogov.com. You may also view or listen to the meeting as indicated below.

THE MEETING CAN BE VIEWED BY ZOOM VIDEO

CONFERENCING OR TELEPHONE
Joining the City Council meeting via Zoom
The City of Modesto is now offering the ability to view 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:
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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 listen by phone, by calling 1-877-853-5257 (Toll Free) or 1-888-475-4499 (Toll Free) and enter the Webinar ID: 958 9549 7651 Passcode: 84326

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.

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.

Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection in the Clerk’s office during normal business hours. Such documents are also available online, subject to staff’s ability to post the documents before the meeting, at the following website https://www.modestogov.com/council-meetings 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 - 2 -
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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.

Pledge of Allegiance to the Flag
Invocation: Pastor Jon Apodaca, Good Life Church
City Clerk’s Announcements
Declaration of Conflicts of Interest
Reports from Closed Session

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring October 5th - 11th as National Fire Prevention Week. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected]

2. Proclamation declaring October as National Domestic Violence Awareness Month. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected]

3. Proclamation declaring Saturday, September 27, 2025 as Lowrider History Day in the City of Modesto. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected]

4. Proclamation recognizing Storm Water Awareness Week, California Water Professionals Week, and Imagine a Day without Water 2025 under One Water Modesto. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected]

MISCELLANEOUS
Legislation, Appointments, Other

5. Consider accepting the resignation of Lupe Hodges from the Culture Commission. (Funding Source: Not Applicable)
Staff Recommendation:
 Resolution accepting the resignation of Lupe Hodges from the Culture Commission.

PRN; Jessica Flores, 209-577-5366, [email protected] - 3 -
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6. Consider accepting the resignations of Melanie Webb and Melissa Burgess from the Blight Abatement Advisory Committee and vacating their positions. (Funding Source:

Not Applicable)
Staff Recommendation:
 Resolution accepting the resignations of Melanie Webb and Melissa Burgess from the Blight Abatement Advisory Committee and vacating their positions.

PUBLIC WORKS; Jody Strait, 209-577-6416, [email protected]

PUBLIC COMMENT IN PERSON
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.

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

Consent

7. Consider approving the minutes for the September 9, 2025 Council Meeting. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving the minutes for the September 9, 2025 Council Meeting.

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

8. Consider declaring specified City-Owned Properties as Exempt Surplus Land, directing the City Manager or his designee to negotiate the conveyance of such properties in accordance with the Surplus Land Act. (Funding Source: Various Funds) Staff Recommendation:
 Resolution declaring specified City-Owned Properties as Exempt Surplus Land and directing the City Manager or his designee to negotiate the conveyance of - 4 -
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such properties in accordance with the Surplus Land Act.

CITY MANAGER; Scotty Douglass, 209-571-5571, [email protected] Consent

9. Consider approving a First Amendment to the Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Hulberg & Associates dba Valbridge Property Advisors for Commercial and Residential Real Estate Appraisal Services increasing the Agreement amounts by $17,000 each. (Funding Source: Various Funds)
Staff Recommendation:
 Resolution approving a First Amendment to the Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Hulberg & Associates dba Valbridge Property Advisors for Commercial and Residential Real Estate Appraisal Services, increasing the Agreement amounts by $17,000 for each consultant and a revised combined total amount not to exceed $150,000 over three years and authorizing the City Manager, or his designee, to execute the Amendments.

CITY MANAGER; Scotty Douglass, 209-571-5571, [email protected] Consent

10. Consider approving a First Amendment and Reinstatement of the Letter of Intent between the United Soccer League, LLC and the City of Modesto to extend an exclusive negotiating period to March 10, 2026. (Funding Source: General Fund) Staff Recommendation:
 Resolution approving a First Amendment and Reinstatement of the Letter of Intent between the United Soccer League, LLC and the City of Modesto, and authorizing the City Manager, or his designee, to execute the Amendment and Reinstate the Letter.

CED; Taranjot Khehra, 209-577-5239, [email protected] Consent

11. Consider approving Section 26 National Standards for the Physical Inspection of Real Estate (NSPIRE) of the Housing and Urban Development Policies and Procedures Manual. (Funding Source: HOME Investment Partnership Program and Emergency Solutions Grant)
Staff Recommendation:
 Resolution approving Section 26 (National Standards for the Physical Inspection of Real Estate (NSPIRE)) of the Housing and Urban Development Policies and Procedures Manual.

CED; Edgar Garcia, 209-571-5101, [email protected] Consent

12. Consider approving the First Amendment to an Agreement with Management Advisory Services (Auburn, CA) for On-Call Planning Consultation and Support, increasing the Agreement by $76,000. (Funding Source: General Fund)
Staff Recommendation:
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 Resolution approving the First Amendment to an Agreement with Management Advisory Services for Planning Consultation and Support, increasing the Agreement amount by $76,000 from $95,000 to a new total not to exceed $171,000 and authorizing the City Manager, or his designee, to execute the Amendment.

CED; Leslie Danhoff, 209-577-5429, [email protected] Consent

13. Consider approving the increase of a Purchase Order by $1,535 with Park Planet of Red Bluff, CA for the Purchase and Delivery of a Sensory Wall for The Awesome Spot Playground at Beyer Community Park for a revised total amount not to exceed $173,935. (Funding Source: Various Funds)
Staff Recommendation:
 Resolution approving the increase of a Purchase Order with Park Planet of Red Bluff, CA, for the Purchase and Delivery of a Sensory Wall for The Awesome Spot Playground at Beyer Community Park by $1,535 from $172,400, for a revised total amount not to exceed $173,935; and authorizing the Purchasing Manager, or her designee to update the Purchase Order.

ENGINEERING SERVICES; Nathan Houx, 209-571-5526, [email protected] Consent

14. Consider approving a report on Fiscal Year 2024-2025 unclaimed funds of $24,060 that can be transferred to the General Fund. (Funding Source: General Fund) Staff Recommendation:
 Resolution approving Fiscal Year 2024-2025 unclaimed funds of $24,060 held in the City’s Trust Fund for more than three years and authorizing the transfer to the General Fund.

FINANCE DEPARTMENT; Vanessa Ferrel, 209-571-5174, [email protected] Consent

15. Consider approving the Fiscal Year 2024-25 Write-off and Adjustments Reports through Fiscal Year-end June 30, 2025, in the total amount of $459,603. (Funding Source: Various Funds)
Staff Recommendation:
 Resolution approving the 2024-2025 Write-Off and Adjustments Reports through Fiscal Year end June 30, 2025, in the total amount of $459,603 and directing a report of disposition to be filed with the City Clerk.

FINANCE DEPARTMENT; Vanessa Ferrel, 209-571-5174, [email protected] Consent

16. Consider approving a report detailing City personal property sold, donated, or disposed of during Fiscal Year 2024-25. (Funding Source: Various Funds) Staff Recommendation:
 Motion accepting the report detailing City personal property sold, donated, or disposed of during Fiscal Year 2024-25.

FINANCE DEPARTMENT; Vanessa Ferrel, 209-571-5174, [email protected] - 6 -
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Consent

17. Consider accepting an Informational Report on the May and June 2025 Grant Applications and Awards. (Funding Source: Not Applicable) Staff Recommendation:
 Motion accepting an Informational Report for May and June 2025 Grant Applications and Awards.

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
Consent

18. Consider accepting an Informational Report for the July 2025 Accounts Payable Payment Register and Void Report. (Funding Source: Not Applicable) Staff Recommendation:
 Motion accepting an Informational Report for the July 2025 Accounts Payable Payment Register and Void Report.

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
Consent

19. Consider approving the purchase for one Fleet Addition for one Armored Vehicle for the Modesto Police Department in a total amount not to exceed $526,154. (Funding Source: Measure H and Supplemental Law Enforcement Services Fund (SLESF) Funds)
Staff Recommendation:
 Resolution approving the Competitive Bidding Process from State of Iowa to Lenco Armored Vehicles, Pittsfield, ME for the purchase of one Armored Vehicle for an amount not to exceed $425,730 plus $36,564 in taxes and fees to be paid directly to the state; and authorizing the Director of Finance, or her designee, to issue the Purchase Order; and authorizing the Director of Finance or her designee to execute any Change Orders not to exceed 15% of the total purchase price.

FINANCE DEPARTMENT; Dianne Love, 209-571-5164, [email protected]

COUNCIL COMMENTS & REPORTS

CITY MANAGER COMMENTS & REPORTS

UNFINISHED BUSINESS

20. Consider approving the Plans and Specifications for the 9th Street Corridor Improvement Project, accepting the Bid and Awarding a Contract to United Pavement Maintenance, Inc., of Hughson, CA, for a total amount not to exceed $14,699,812; approving an Agreement with TRC Engineers, Inc., of Lathrop, CA, for Construction Management Services, Inspection and Materials Testing Services for a total amount not to exceed $1,089,968. (Funding Source: Affordable Housing and Sustainable Communities (AHSC) Grant Funds and Local Measure L Funds) - 7 -
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 Resolution approving the Plans and Specifications for the 9th Street Corridor Improvement Project, accepting the Bid and Awarding a Contract to United Pavement Maintenance, Inc., of Hughson, CA, in the amount of $13,363,465, and authorizing Change Orders up to the cumulative amount of $1,336,347, for a total Agreement amount not to exceed $14,699,812, and authorizing the City Manager, or his designee, to execute the Contract.
 Resolution approving an Agreement with TRC Engineers, Inc., of Lathrop, CA for Construction Management and Inspection Services for the 9th Street Corridor Improvement Project in an amount not to exceed $990,880, plus $99,088 for additional services, if needed, for a total amount not to exceed $1,089,968, and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution amending the Fiscal Year 2025-26 Annual Operating and Capital Improvement Project fund budgets to increase the revenue, expenditures, and transfers for Project #101295 in the amount of $6,500,000 to appropriate the additional funds for the 9th Street Corridor Improvement Project and authorizing the City Manager, to take the necessary steps to implement the provisions of this resolution.

ENGINEERING SERVICES; Michael Sacuskie, 209-571-5552,
[email protected]

HEARINGS
Published in the Modesto Bee on September 7, 2025.

21. Hearing to approve the City of Modesto’s Consolidated Annual Performance Evaluation Report for Program Year 2024-2025. (Funding Source: Community Development Block Grant, Emergency Solutions Grant, HOME Investment Partnerships Funds and HOME American Rescue Plan allocation (HOME ARP)) Staff Recommendation:
 Resolution approving the City of Modesto’s Consolidated Annual Performance Evaluation Report for Program Year 2024-2025 and authorizing the City Manager, or his designee, is hereby authorized to sign any required certifications and documents for submittal to the U.S. Department of Housing and Urban Development.

CED; Edgar Garcia, 209-571-5101, [email protected]

NEW BUSINESS

22. Consider approving the Plans and Specifications for River Trunk Realignment – Pump Station Project accepting the Bid and Awarding a Construction Contract to Shimmick Construction Company, Inc, of Irvine, CA, in the amount of $115,560,000, authorizing 10% in contingency (if needed), for a total payment amount not to exceed $127,116,000; approving an Agreement with West Yost Associates for Construction Management Services in the amount of $8,500,000, plus $850,000 in additional services (if needed), for a total amount not to exceed $9,350,000; approving an Agreement with Carollo Engineers for Engineering Support During Construction in the - 8 -
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amount of $5,675,000 plus $567,500 in additional services (if needed), for a total amount not to exceed $6,242,500; approving the issuance of Wastewater Revenue Bonds, Series 2025 in a not to exceed aggregate principal amount of $60,000,000 to finance the construction of the River Trunk Realignment – Pump Station Construction Project and amending the Fiscal Year 2025-26 Capital Improvement Project Program Budget in the amount of $132,560,000, for a total anticipated construction cost of $143,900,000. (Funding Source: Wastewater Fund and Bonds) Staff Recommendation:
 Resolution approving the Plans and Specifications for the River Trunk Realignment – Pump Station Project; accepting the Bid and Awarding a Construction Contract to Shimmick Construction Company, Inc, of Irvine, CA, in the amount of $115,560,000, authorizing the Director of Engineering Services to approve Change Orders up to the cumulative amount of $11,556,000, 10% of the original Contract price, for a total payment amount not to exceed $127,116,000 and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution approving an Agreement with West Yost Associates, of Davis, CA, for Construction Management Services for the River Trunk Realignment – Pump Station Project in an amount not to exceed $8,500,000 for the identified scope of services, plus $850,000 for additional services (if needed), for a total amount not to exceed $9,350,000, and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution approving an Agreement with Carollo Engineers Inc., of Walnut Creek, CA, for Engineering Support During Construction for the River Trunk Realignment – Pump Station Project, in an amount not to exceed $5,675,000 for the identified scope of services, plus $567,500 for additional services (if needed), for a total amount not to exceed $6,242,500 and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution amending the fiscal year 2025-26 Capital Improvement Program budget in the amount of $132,560,000 to be transferred into the project from Wastewater Reserves to fully fund the construction, contingency, construction administration and design support during construction for the River Trunk Realignment – Pump Station Project and authorizing the City Manager, or his designee, to implement the provisions of this Resolution.  Resolution authorizing the issuance of not to exceed $60,000,000 principal amount of Wastewater Revenue Bonds, Series 2025, authorizing and directing execution of a Sixth Supplemental Wastewater Revenue Bond Indenture pursuant to which such bonds are issued, approving a Bond Purchase Agreement, an Official Statement and a Continuing Disclosure Agreement, and authorizing other official actions to execute the bond issuance.

UTILITIES; William Wong, 209-571-5801, [email protected] - 9 -
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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
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:

September 23, 2025
Date: August 28, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jeremy Rogers, Parks, Recreation and Neighborhoods Director SUBJECT: Culture Commission Resignation
CONTACT: Jessica Flores, Cultural Services Program Manager, [email protected], 209- 577-5366
DESCRIPTION:

Consider accepting the resignation of Lupe Hodges from the Culture Commission. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports the City Council’s City’s 2025-2026 Strategic Plan Service and Delivery Goals and Strategies Goal I to promote trust and engagement between the community and the City by enhancing responsiveness, communicating broadly about City opportunities and challenges, and increasing public participation in municipal affairs.

BACKGROUND:

The Culture Commission was established to advise on matters pertaining to art, literature, music, and other cultural activities within the City of Modesto. On August 12, 2025, by Resolution No. 2025-290, Lupe Hodges was appointed to the Culture Commission with a term expiration date of December 31, 2028.

DISCUSSION:

On August 28, 2025, Lupe Hodges formally resigned from the Culture Commission.

FISCAL IMPACT:

There is no fiscal impact related to this action.

COMMITTEE RECOMMENDATION:

This agenda item is not required to be reviewed by committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution accepting the resignation of Lupe Hodges from the Culture Commission. #5..
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City Council, September 23, 2025
Culture Commission Resignation

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Approved by:

Jeremy Rogers, Parks, Recreation & Neighborhoods
Director
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Resignations
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MODESTO CITY COUNCIL
RESOLUTION NO. 2025-

RESOLUTION ACCEPTING THE RESIGNATION OF LUPE HODGES

FROM THE CULTURE COMMISSION
WHEREAS, the Culture Commission was established to advise on matters pertaining to art, literature, music, and other cultural activities within the area, and WHEREAS, on August 12, 2025, by Resolution No. 2025-290, Lupe Hodges was appointed to serve as a member of the Culture Commission, and WHEREAS, Lupe Hodges has tendered her resignation from the Culture Commission effective August 28, 2025.

NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Modesto hereby accepts the resignation of Lupe Hodges from the Culture Commission with regret.
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The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 23rd day of September, 2025, 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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Citizen's Advisory Group Letter of Resignation Submittal 08/28/2025 1:36 PM (PDT)
Citizen Advisory Group Letter of Resignation

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.

Lupe Hodges
.

La Grange
CA

Culture Commission

Uncomfortable with the Assuming Office Form 700 filing requirement.

Thank you for providing this information. After clicking ‘Submit’ you will receive a Submission ID number that can be retained for future reference.

You will be updated by our staff, if necessary, as your resignation form is processed.

Have a great day!

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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: August 26, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Director of Public Works
SUBJECT: Two Resignations from the Blight Abatement Advisory Committee CONTACT: Jody Strait, Interim Solid Waste Supervisor, [email protected], 209-577-6416
DESCRIPTION:

Consider accepting the resignations of Melanie Webb and Melissa Burgess from the Blight Abatement Advisory Committee and vacating their positions. (Funding Source: Not Applicable) STRATEGIC PLAN ELEMENT:

This recommended action is in conformance with City of Modesto 2025-2026 Strategic Plan Element: “Governance and Service Delivery”, Goal I: “Promote trust and engagement between the community and the City by enhancing responsiveness, communicating broadly about City opportunities and challenges, and increasing public participation in municipal affairs.”; Strategy No. Three: “enhance communication City-wide to reach a broader audience.” BACKGROUND:

The City of Modesto experiences blight in both public and private spaces. This includes illegal dumping of trash and large items such as mattresses, appliances, tires, green waste, vehicles, machine parts, illegal encampments, tagging, broken windows, unkempt properties, abandoned shopping carts, inoperable vehicles, and overgrown yards and properties. All contribute to blight in our community and can result in environmental, health, or safety issues for Modesto residents.

In 2019, during the Strategic Planning sessions with community members, a major theme was dissatisfaction regarding blight throughout the City. On December 10, 2019, by Resolution No. 2019-555, City Council approved the Blight Abatement Strategy, which included the creation of a blight abatement task force comprised of public and private stakeholders that will make recommendations to the City regarding program improvements, potential funding opportunities, and support increasing volunteerism.

On October 13, 2020, by Resolution 2020-428, City Council approved the formation of the Blight Abatement Advisory Committee (BAAC) and solicited membership of the committee’s nine voting members. According to the Blight Abatement Strategy and the BAAC bylaws, the group #6..
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City Council, September 23, 2025
Two Resignations from the Blight Abatement Advisory Committee

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acts in an advisory capacity to the City Council and City Manager in matters pertaining to blight and blight abatement efforts, promoting public engagement, blight program improvements, and potential related funding and volunteer opportunities.

DISCUSSION:

The BAAC is made up of seven Committee members who are registered electors of Modesto, two members who are registered electors of Stanislaus County, and one non-voting member appointed from City Council. Over the course of a year, the City has received 14 eligible applications and has appointed nine members, including one reappointment for a second term.

Prior to taking the final three vacancies to Council, staff reached out to the remaining applicants and only included those who reconfirmed their interest. On July 22nd, by Resolution 2025-258, Melanie Webb and Melissa Burgess were appointed to the Committee, and Maria Hernandez was reappointed.

In the time between confirming their interest and being appointed by Council, circumstances have changed and two of the newly appointed members of the Committee have submitted their resignations: Melanie Webb and Melissa Burgess.

Melanie Webb has recently moved to Ceres and is confirmed to be a registered elector of Ceres. Although the City of Ceres is in Stanislaus County, she is not registered in the County and therefore no longer meets the qualifications of the position.

Melissa Burgess has accepted a new job opportunity and no longer has the availability to attend regular meetings of the Committee.

FISCAL IMPACT:

Appointing members to a committee is administrative in nature, and therefore, does not have a fiscal impact.

COMMITTEE RECOMMENDATION:

As these vacancies are due to resignations, this was not required to go before Appointments Committee.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution accepting the resignations of Melanie Webb and Melissa Burgess from the Blight Abatement Advisory Committee and vacating their positions.

Approved by:

Bill Sandhu, Public Works Director
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. BAAC Bylaws

3. Member Resignations
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09/23/2025/PW/JStrait/Item X 1 2025-XXX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XXX

RESOLUTION ACCEPTING THE RESIGNATIONS OF MELANIE WEBB AND

MELISSA BURGESS FROM THE BLIGHT ABATEMENT ADVISORY

COMMITTEE AND VACATING THEIR POSITIONS
WHEREAS, the City of Modesto experiences varieties of blight in both private and public spaces which results in issues for residents; and WHEREAS, in 2019, during the Strategic Planning sessions with community members, a major theme was dissatisfaction regarding blight throughout the City; and WHEREAS, on December 10, 2019, by Resolution No. 2019-555, City Council approved the Blight Abatement Strategy, which included the creation of a blight abatement taskforce comprised of public and private stakeholders that will make recommendations to the City regarding program improvements, potential funding opportunities, and support increasing volunteerism; and WHEREAS, on October 13, 2020, by Resolution No. 2020-428, City Council approved the formation of the Blight Abatement Advisory Committee (BAAC) and solicited membership of the committee’s nine voting members; and WHEREAS, BAAC is made up of seven Committee members who are registered electors of Modesto and two members who are registered electors of Stanislaus County; and
WHEREAS, on July 22, 2025, by Resolution No. 2025-258, City Council appointed three new members to the BAAC; and
WHEREAS, two of the newly appointment members have since submitted their resignations: Melanie Webb and Melissa Burgess; and
WHEREAS, Melanie Webb has recently moved to Ceres and is confirmed to be a #6..
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09/23/2025/PW/JStrait/Item X 2 2025-XXX
registered elector of Ceres and no longer meets the qualifications of the position; and WHEREAS, Melissa Burgess has accepted a new job opportunity and no longer has the availability to attend regular meetings of the Committee; and WHEREAS, vacancies due to resignations are not required to go before Appointments Committee.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby accepts the resignations of Melanie Webb and Melissa Burgess from the Blight Abatement Advisory Committee and vacates their positions.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 23rd day of September, 2025 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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BLIGHT ABATEMENT ADVISORY COMMITTEE
BYLAWS
Adoption Date:__________ , Resolution No. __________
Article I. Definitions
Section 1.01 There is a Committee created to be known and designated as the Modesto Blight Abatement Advisory Committee
Section 1.02 As used in these Bylaws, unless a different meaning clearly appears from the context:
(a) "Member" shall mean a member of the Blight Abatement Advisory Committee.
(b) "Blight Abatement Advisory Committee" and "Committee" shall mean the Blight Abatement Advisory Committee.

Article II. Mission Statement and Objectives
Section 2.01 Mission Statement:

The mission of the Blight Abatement Advisory Committee shall be to promote public engagement concerning blight abatement in the community and to make recommendations to the City regarding program improvements, potential funding opportunities, and support with increasing volunteerism Section 2.02 Vision Statement
A City that takes pride in its parks and neighborhoods and promotes opportunities for all residents to make Modesto more beautiful.

Section 2.03 Power and Duty
The Committee has the power and duty to:
(a) Act in an advisory capacity to the City Council and the City Manager in all matters pertaining to blight and blight abatement efforts. Blight includes abandoned vehicles, nuisance properties, litter, garbage, tagging, or other debris that is discarded improperly;
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(b) Formulate and recommend programs relating to blight abatement, fundraising efforts, and promoting volunteerism to promote a more beautiful city through blight abatement efforts;
(c) Promote engagement from nonprofits, neighborhood associations, and other groups to perform community clean ups; and support with engaging private stakeholders to raise funds for programmatic efforts for this committee;
(d) Receive reports from City staff on ongoing efforts and strategies that have been established by the city to abate blight, and offer recommendations for improvements to these strategies;
Article Ill. Membership
Section 3.01 The Blight Abatement Advisory Committee shall consist of nine (9) voting members and one (1) non-voting member, comprised of the following:

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

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

Citizen
(Nine Committee members) - Voting
Four years, appointed by City
Council
Council Member – Non-voting One year, appointed by City Council Section 3.02 Seven (7) members of the Committee shall be registered electors of the City and two (2), of the nine voting members, shall live outside the City but shall be registered electors of Stanislaus County, and each will have active involvement or interest in beautifying the City of Modesto. In the event that no applications are received for the County positions, a registered elector of the City may be elected to fill the positions for one (1) term. Preference will be provided to residents from across the community, representing the diverse neighborhoods in Modesto. One (1) non-voting member is to be a Council Member of the City and will be appointed by City Council.

Section 3.03 No Member of the Committee shall be an employee of the City, nor of any bargaining unit for employees of the City, nor a person who receives compensation from the City.

Section 3. 04All appointments to the Committee shall be recommended by the City's Appointments Committee and approved by the City Council. #6..
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Section 3.05 No Member of the Committee shall be a relative, by blood or marriage within the third degree of the Mayor, a Councilmember, a Charter Officer, or any Department Director or Deputy Department Director.

Section 3.06 All Members must complete a Statement of Economic Interest (Form 700) by April 1 of each year and when assuming or leaving Committee membership.

Article IV. Terms of Office
Section 4.01 Members may serve no more than two (2) consecutive terms in one period.

Section 4.02 A full term is four (4) years in duration.

Section 4.03 A partial term of at least two (2) years shall be considered a full term for purposes of Section 4.01.

Section 4.04 Full term appointments begin on January 1st and expire on December 31st, four (4) years later.

Section 4.05 No member shall serve more than eight (8) consecutive years.

Section 4.06 The Members of the Committee shall receive no compensation for the performance of their official duties.

Section 4.07 Appointments to fill vacancies on the Committee shall be handled in the same manner as the original appointments. When a vacancy occurs during a term, the appointment to fill such vacancy shall be considered the beginning of a new term.

Section 4.08 Members of the Committee may be removed by a majority vote of the City Council after a recommendation by the Committee Chairperson for the following reasons:
(a) Misconduct, inefficiency, or willful neglect in the performance of their duties providing the Member is first provided in writing the reasons for such removal and gives the Member the opportunity to be heard before the City Council in their own defense.
(b) Refusal to resign from the Committee when no longer a resident of the City or when a conflict of interest exists.

Article V. Attendance at Meetings
Section 5.01 It shall be the responsibility of each Member to know the dates and times of all Committee Meetings. If a Members knows he or she will not be able to attend a regularly scheduled meeting, it shall be his or her responsibility to notify the #6..
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staff appointed Committee Secretary at least forty-eight (48) hours before the meeting, in order for the absence to be recorded as an excused absence.

Section 5.02 The minutes of each meeting will list those Members in attendance, those who are excused, and those who are unexcused.

Section 5.03 Attendance at meetings is expected and necessary to carry out the mission of the Committee. Three (3) or more unexcused absences are grounds for the removal from the Committee by the City Council under Section 4.08(a).

Article VI. Officers and Secretary and Their Duties
Section 6.01 Officers shall consist of Chair and Vice-Chair elected by a simple majority vote of Members of the Committee. Officers shall serve a one-year term.

Section 6.02 All officers shall exercise all privileges of membership, including the making of motions, seconding, and debate.

Section 6.03 The Chair shall preside at all meetings, shall appoint all ad hoc committees, and shall ensure that the bylaws, rules, and regulations as adopted by the Committee are properly enforced.

Section 6.04 The Vice-Chair shall assist the Chair in his/her duties and in the absence of the Chair shall perform all duties usually performed by the Chair.

Section 6.05 The Committee Secretary shall be a City staff member, appointed by the department head, to serve as Secretary. The Committee Secretary shall keep a record of the minutes of all Committee meetings and such other duties as are usually performed by a secretary.

Article VII. Meetings
Section 7.01 Special meetings shall be called by the Chair as necessary.

Section 7.02 Notices of all meetings, including agendas, shall be given to all Members of the Committee, to the City Clerk, to the City Manager, and to the public and all others as provided by law. All such notices shall be at least seventy-two (72) hours prior to the time of such meeting.

Section 7.03 All meeting agendas will be posted at Tenth Street Plaza.

Section 7.04 All meetings shall comply with the requirements of the Ralph M. Brown Act.

Section 7.05 A quorum is necessary for the Committee to transact any business. A quorum shall be defined as a simple majority of active Committee Members, which is one-half of the active members plus one.

Section 7.06 All meetings of the Committee shall be open to the public and shall be held at #6..
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a public facility, which is accessible in accordance with the regulations of the Americans with Disabilities Act.

Section 7.07 Meetings shall be held at least once per quarter, every three (3) months.

Article VIII. Order of Proceedings
Section 8.01 Roberts Rules of Order shall be the guide for the parliamentary procedures for conduct of Committee meetings.

Section 8.02 The order of proceedings of all meetings shall be as follows, subject to majority vote of the Members present:
(a) Roll Call
(b) Declaration of Conflict of Interest
(c) Public Comment Period
(d) Consent Items
(e) Old Business
(f) New Business
(g) Committee Comments and Reports
(h) Matters Too Late for the Agenda
(i) Adjournment
Section 8.03 Members of the public shall speak as designated by the Chair and shall state his/her name before making any statement, which shall become part of the public record. The Chair may remove any person who refuses to follow these rules or the decision of the Chair.

Article IX. Amendments
Section 9.01 The Bylaws and any future amendments shall be subject to the final approval of the City Council and shall not and are not intended to go beyond any of the powers and duties given to the Committee by the City Council. #6..
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Citizen's Advisory Group Letter of Resignation Submittal 07/29/2025 8:11 AM (PDT)
Citizen Advisory Group Letter of Resignation

Melanie Webb
Modesto
Ca
95351

Blight Abatement Advisory Committee

I very much want to participate but I recently moved and now live on the boarder of modesto and ceres. I am registered to vote in stanislaus county, and read i could fill the county seat, but I was told I needed to vacate position because of the address change.

Thank you for providing this information. After clicking ‘Submit’ you will receive a Submission ID number that can be retained for future reference.

You will be updated by our staff, if necessary, as your resignation form is processed.

Have a great day!
Submission ID: 90b91bfd-0f21-4ed1-9ed5-84180068a3f2 Page 1/1 #6..
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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, September 09, 2025 at 5:30 PM
Special City Council – Closed Session Meeting 3:15 p.m.

Roll Call - Present: Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen

Absent: None
Regular City Council Meeting 5:30 p.m.

Roll Call- Present: Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen

Absent: None
Pledge of Allegiance to the Flag
Invocation: Jeremy Brown, Doctors Medical Center
City Clerk’s Announcements:

Written public comment was received and forwarded to Council.

Additionally, there will be a Special City Council meeting immediately following the adjournment of this meeting.

Declaration of Conflicts of Interest:

None.
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Reports from Closed Session:

The City Council met in Closed Session on several items related to property negotiations, existing litigation, and anticipated litigation. One of the items included in the Closed Session was related to the National Opioid Litigation. By unanimous vote, the City Council gave direction to the City Manager and the City Attorney to take the necessary actions to participate in this round of settlements involving Purdue Pharma and the Sackler family, and eight opioid manufacturers. This will result in additional funds for the City to use in combating the negative impacts of opioids. The exact amount of the settlements are still uncertain, but it can be up to $769,248.88, payable over a period of 16 years.

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring September 15th - October 15th as National Hispanic Heritage Month. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] ACTION: Mayor Zwahlen presented proclamation declaring September 15th - October 15th as National Hispanic Heritage Month.

2. Proclamation recognizing California's 175th Anniversary of Statehood. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] ACTION: Mayor Zwahlen presented proclamation recognizing California's 175th Anniversary of Statehood.

PUBLIC COMMENT PERIOD
 Karla thanked the City Council for recognizing Hispanic Heritage Month and expressed appreciation that her family settled in Modesto. She highlighted concerns about community safety, particularly regarding the City’s Mask Ordinance. Karla expressed that the Ordinance has led to disproportionate targeting of Black and Hispanic residents by police, citing an ACLU complaint about excessive force. She urged the Council to remove the Ordinance and voiced frustration that despite repeated requests since July, the issue has not been placed on the agenda, questioning the Council’s commitment to the Hispanic community.
 Ryann Hall, an Administrative Manager for Cal Pride, urged the City Council to repeal or significantly amend Modesto’s Ordinance restricting certain items at public assemblies. She argued that the Ordinance endangers residents and journalists by limiting their ability to protect themselves at demonstrations and noted that groups such as the ACLU and the First Amendment Coalition have also called for change.

Hall stated the Ordinance as discriminatory and unworkable, pointing out that law enforcement has admitted to enforcing it with a “guilty until proven innocent” #7..
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approach. She expressed concern that the ban disproportionately affects marginalized communities who are more likely to participate in protests, discourages civic engagement and journalism, and undermines constitutional rights to free assembly, speech, and press. She called on the Council to act without delay, regardless of the Community Police Review Board’s stance.
 Barry Jackson, a longtime Modesto resident, expressed support for efforts to bring professional baseball back to the City. He then addressed concerns about law enforcement practices, particularly the use of masks by Federal officers such as ICE agents, which he described as troubling and reminiscent of authoritarian tactics. While noting that he has not personally been targeted as an older white man, he emphasized that younger Hispanic and immigrant communities are more vulnerable. Jackson, who supports law enforcement in general, urged City leaders to ensure the Modesto Police Department does not cooperate with masked Federal agents, calling such practices unacceptable.
 Terhesa Gamboa, chairwoman of Woodland West Community and a Neighborhood Watch coordinator, spoke to thank City staff and Public Safety personnel for their support. She noted that a sewer line replacement project on Mercy Avenue has been handled efficiently with minimal disruption, and she expressed appreciation to Will Wong, Pete Kambel, and City engineers and workers for their responsiveness and innovative approach. Gamboa also praised MPD Lieutenant Eric Schuler for promptly addressing neighborhood traffic concerns and thanked the Crime Reduction Unit and patrol officers for their ongoing service. She concluded by inviting the community to attend Woodland West’s upcoming Family Fun Day at Sharp Park.  Danielle Morgart, representing Assemblyman Juan Alaniz’s office, provided a Legislative update. She noted that the current legislative session will conclude on Friday and resume in January 2026, though the office will remain open to assist constituents with State agency matters. Morgart reported that AB 16, related to ballot counting efficiency, is still awaiting additional Senate hearings; AB 528, addressing child sexual abuse material evidence, has been held in Senate appropriations and will carry over as a two-year bill; and AB 310, the Nevaeh Law cleanup bill, is awaiting a floor hearing. She invited the Council and public to reach out to the Assemblyman’s office with any questions or concerns.
 Bryan Evin addressed the Council with concerns about the Modesto Police Department, recounting an incident where he reported a burglary but was later arrested himself after officers released the suspect. He described being jailed based on what he said were false claims, which resulted in significant personal and financial hardship, including two years of legal proceedings and high bail costs. He argued that the City is responsible under State Law for such actions and criticized the denial of his claim for damages. He also expressed broader frustration with what he views as the City’s mishandling of development projects and lack of facilities like a convention center and stadium. He urged the Council to take responsibility and pay his claim. #7..
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 Celia Garcia Perez, a longtime Modesto resident with a background in Chicana and Chicano Studies, recommended that the City adopt the term “Latinx Heritage Month” instead of “Hispanic Heritage Month.” She explained that “Latinx” is more inclusive of diverse communities, including Indigenous, Afro-Latino, and non–Spanish-speaking groups, and avoids centering Spanish colonial history. She noted California has already recognized Latino Heritage Month and urged Modesto to follow suit to better represent the richness of its communities.
 Steve addressed the Council regarding their refusal to discuss repealing the City’s Ordinance on public assembly. Citing a Modesto Bee article stating the Council has full authority to take up the issue, he questioned why members have avoided debate, suggesting it reflected disregard for community concerns or fear of political pressure.

He stated that City leadership and Police discriminated against communities of color and requested that Councilmembers place repeal of the ordinance on a future agenda.  Anthony Drobnic expressed concerns regarding the City Council not repealing Municipal Code 4-2302, which restricts certain items at public assemblies. He stated the Ordinance undermines First Amendment rights, enables politically motivated arrests, and disproportionately harms vulnerable groups, including unhoused youth. He stated that the Council deferred responsibility to the Community Police Review Board rather than taking direct action and did not pursue independent oversight of police conduct. He highlighted contradictions, such as police wearing masks while residents are prohibited, and reminded the Council of their oath to uphold the Constitution.  Nic urged the City Council to repeal the City’s Mask Ordinance. He began by noting some positive developments, including Council support for the Latinx community and the dismissal of charges related to a recent rally, but expressed frustration that broader systemic issues remain unaddressed. The speaker stated that maintaining the Ordinance reinforces systemic racism, empowers unaccountable law enforcement, and undermines civil rights. He described the repeal as the “bare minimum” action the Council could take to protect Modesto residents, particularly communities of color, from what they characterized as discriminatory and oppressive systems at both the local and national level.
 Laura Connor urged the City Council to place Municipal Code 4-23.02, Subsection 13 the City’s Anti-Masking Ordinance, on the agenda for repeal. She stated the Ordinance is unconstitutional, violates First Amendment rights, and enables biased enforcement against vulnerable groups such as people of color, immigrants, and unhoused youth.

She cited the June 14 anti-deportation protest, where she said police selectively enforced the Ordinance, leading to the detention of unhoused youth for nearly 12 hours. She emphasized that the Council’s concern for unhoused residents should extend to those who speak out politically, not just those perceived as passive. Connor shared firsthand quotes from unhoused youth describing fear, intimidation, and mistreatment by law enforcement during the protest, and concluded by urging the Council to listen to lived experiences rather than uphold policies created without regard for equity or justice.
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 A community member urged the City Council to place Municipal Code 4-23.02, section 13—the mask ordinance—on the agenda for repeal, calling it unconstitutional and a violation of First Amendment rights. They stated the Ordinance enables selective enforcement by police and cited the June 14 Central Valley protest, where participants were met with confiscated equipment and aggressive law enforcement despite peacefully demonstrating against mass deportations. The speaker emphasized that continued public pressure demonstrates community solidarity and urged the Council to act responsibly, framing repeal as the “right side of history.”  Madison Condit addressed the City Council regarding the mask ordinance and its impact on free speech, citing the June 14 ICE protest where participants were arrested and intimidated. She raised concerns regarding the Council failing to take meaningful action or communicate effectively with the community, noting that the Ordinance was originally passed quickly in 2019 under police influence. She stated that referring the issue to the Community Police Review Board delays action and undermines residents’ First Amendment rights. She emphasized that claims of public safety have been misused to justify the ordinance and expressed frustration that residents feel fearful of exercising free speech due to the Council’s inaction.
 Leah Hassett spoke over the continued enforcement of the Mask Ordinance. She expressed concern that the City is ignoring community voices and replicating patterns of intimidation and discrimination seen at the national level. Hassett emphasized the Ordinance’s negative impact on vulnerable residents, arguing that it undermines Modesto’s ability to be a supportive, inclusive community. She urged the Council to repeal the Ordinance.
 Will from Modesto discussed the Mask Ordinance and its impact on protests. He pointed out that wearing a mask and protesting were both legal activities on their own, but when combined, they had become criminal offenses under the Ordinance. He expressed concern that this combination led to arrests and discouraged people from protesting due to fears of police intimidation. He shared that he had felt unsafe during a protest, despite being a tall, white male, and suggested that others may have felt even less safe. He believed that people should not have to feel unsafe when exercising their right to protest.
 A community member expressed concerns about the ongoing discussions regarding the Mask Ordinance. He noted that while the Ordinance was quickly enacted, months had passed without resolution, and despite repeated mentions of its unconstitutionality by groups like the ACLU, no progress had been made. The speaker questioned why the Ordinance had not been addressed on the agenda and emphasized the importance of being able to protest while concealing identities for protection against various authorities, including ICE. He affirmed the right to speak out against authority and stated that if the Ordinance was not repealed, they would work with the ACLU to sue the City. He also suggested that a lawsuit could set a precedent in California, preventing other cities from enacting similar Ordinances. #7..
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CONSENT ITEMS – ROLL CALL VOTE REQUIRED
ACTION CONSENT ITEMS: 3-19, 21 (Wright/Escutia-Braaton; 7/0)

CONSENT
Consent

3. Consider approving the minutes for the August 26, 2025 Council Meeting. (Funding Source: Not Applicable)
 Motion approving the minutes for the August 26, 2025 Council Meeting.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Motion approving the minutes for the August 26, 2025 Council Meeting.

Consent

4. Consider appointing a voting delegate to the 2025 League of California Cities Annual Conference to be held in Long Beach, CA on October 8-10, 2025. (Funding Source:

Not Applicable)
 Motion approving Councilmember Williams as a voting delegate and Mayor Zwahlen as the alternate voting delegate for the 2025 League of California Cities Annual Conference to be held in Long Beach, CA on October 8-10, 2025.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Motion approving Councilmember Williams as a voting delegate and Mayor Zwahlen as the alternate voting delegate for the 2025 League of California Cities Annual Conference to be held in Long Beach, CA on October 8-10, 2025.

Consent

5. Consider approving the response to the Findings and Recommendations of the 2024- 2025 Stanislaus County Civil Grand Jury Consolidated Report- Case #25-23GJ . (Funding Source: Not Applicable)
 Resolution approving the response to the Findings and Recommendations of the 2024-2025 Stanislaus County Civil Grand Jury Report- Case #25-25GJ.

CITY MANAGER; Scotty Douglass, 209-577-9149, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-314 approving the response to the Findings and Recommendations of the 2024-2025 Stanislaus County Civil Grand Jury Report- Case #25-25GJ.

Consent

6. Consider accepting the Accounts Receivable Internal Controls Review Report. (Funding Source: General Fund)
 Motion accepting the Accounts Receivable Internal Controls Review Report. #7..
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CITY AUDITOR; Colleen Rozillis, 206-302-6795, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Motion accepting the Accounts Receivable Internal Controls Review Report.

Consent

7. Consider accepting the Capital Improvement Program Assessment Report. (Funding Source: General Fund)
 Motion accepting the Capital Improvement Program Assessment Report.

CITY AUDITOR; Colleen Rozillis, 206-302-6795, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Motion accepting the Capital Improvement Program Assessment Report.

Consent

8. Consider accepting the Permitting Efficiency Study Update Report. (Funding Source:

General Fund)
 Motion accepting the Permitting Efficiency Study Update Report.

CITY AUDITOR; Colleen Rozillis, 206-302-6795, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Motion accepting the Permitting Efficiency Study Update Report.

Consent

9. Consider approving the recommended budget adjustments to Fiscal Year 2024-25 and Fiscal Year 2025-26 Annual Operating and Capital Improvement Program Budgets and amending the Fiscal Year 2025-26 Position Allocation. (Funding Source: Various Funds)
 Resolution amending Fiscal Year 2024-25 and Fiscal Year 2025-26 Annual Operating and Capital Improvement Project Fund Budgets and authorizing the City Manager, to take the necessary steps to implement the provisions of this Resolution.
 Resolution amending the Position Allocation for Fiscal Year 2025-26 as adopted in the operating budget.

BUDGET; Kaceey Culbertson, 209-571-5855, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-315 amending Fiscal Year 2024-25 and Fiscal Year 2025-26 Annual Operating and Capital Improvement Project Fund Budgets and authorizing the City Manager, to take the necessary steps to implement the provisions of this Resolution.

ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-316 amending the Position Allocation for Fiscal Year 2025-26 as adopted in the operating budget.

Consent

10. Consider adopting Notice of Exemption EA/C&Ed NO. 2025-15, which affirms that #7..
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the proposed project is exempt from the California Environmental Quality Act (CEQA) and accepting the California Department of Transportation (Caltrans) Sustainable Transportation Planning Fiscal Year 2025-26 Grant in the amount of $450,000 for the development of the Downtown Modesto Multimodal Transportation Network and Land Use Compatibility Plan. (Funding Source: Grant Funds and In-Kind Match)  Resolution certifying and adopting notice of exemption EA/C&ED 2025-15, which affirms that the proposed project is exempt from the California Environmental Quality Act (CEQA) Pursuant to Section 15061(b)(3) of the CEQA Guidelines and, accepting the Department of Transportation (Caltrans) Sustainable Transportation Planning Grant for the Fiscal Year 2025-26, in the amount of $450,000 for the development of the Downtown Modesto Multimodal Transportation Network and Land Use Compatibility Plan, and authorizing the City Manager, or designee, to execute all Grant Agreements and documents related thereto.
 Resolution amending the Fiscal Year 2025-2026 multi-year project budget to establish a project in the amount of $508,500 for the Department of Transportation (Caltrans) Sustainable Transportation Planning Grant and authorizing the City Manager, or his designee, to take the necessary steps to implement the provisions in this Resolution.

CED; Vanessa Castro, 209-577-5282, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-317 certifying and adopting notice of exemption EA/C&ED 2025-15, which affirms that the proposed project is exempt from the California Environmental Quality Act (CEQA) Pursuant to Section 15061(b)(3) of the CEQA Guidelines and, accepting the Department of Transportation (Caltrans) Sustainable Transportation Planning Grant for the Fiscal Year 2025-26, in the amount of $450,000 for the development of the Downtown Modesto Multimodal Transportation Network and Land Use Compatibility Plan, and authorizing the City Manager, or designee, to execute all Grant Agreements and documents related thereto.

ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-318 amending the Fiscal Year 2025-2026 multi-year project budget to establish a project in the amount of $508,500 for the Department of Transportation (Caltrans) Sustainable Transportation Planning Grant and authorizing the City Manager, or his designee, to take the necessary steps to implement the provisions in this Resolution.

Consent

11. Consider accepting the Upgrade Traffic Signals 2019 Project as complete, releasing securities, releasing payments totaling $1,688,191 to St. Francis Electric, LLC., of San Leandro, CA, and authorizing the City Clerk to file a Notice of Completion. (Funding Source: Congestion Mitigation and Air Quality)
 Resolution accepting Upgrade Traffic Signals 2019 Project as complete, releasing securities, releasing payments totaling $1,688,191 to St. Francis Electric, LLC., of San Leandro, CA, and authorizing the City Clerk to file a Notice of Completion.
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ENGINEERING SERVICES; Pete Kambel, 209-577-5444, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-319 accepting Upgrade Traffic Signals 2019 Project as complete, releasing securities, releasing payments totaling $1,688,191 to St. Francis Electric, LLC., of San Leandro, CA, and authorizing the City Clerk to file a Notice of Completion.

Consent

12. Consider approving the Subdivision Improvement Agreements (SIAs) and Final Maps for The Founders Point II Woodglen Villages 4A, 4B, and 6, which together comprise approximately 20.1 acres consisting of 138 residential lots, five (5) landscape lots, and public road right-of-way dedications of approximately 5.1 acres all located at the southwest corner of Bangs Avenue and Tully Road APNs # 046-007-048 and 046-007- 049. (Funding Source: Developer Fees)
 Resolution approving the Final Maps for Founders Point II Woodglen Villages 4A, 4B, and 6, approving the Subdivision Improvement Agreements and authorizing the City Manager, or his designee, to execute the Subdivision Improvement Agreements with FOR California Development LLC, a Delaware Limited Liability Company and authorize the City Clerk to certify the Final Maps and record with the Stanislaus County Recorder’s Office.

ENGINEERING SERVICES; Jaspreet Mangat, 209-577-5253,
[email protected]
ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-320 approving the Final Maps for Founders Point II Woodglen Villages 4A, 4B, and 6, approving the Subdivision Improvement Agreements and authorizing the City Manager, or his designee, to execute the Subdivision Improvement Agreements with FOR California Development LLC, a Delaware Limited Liability Company and authorize the City Clerk to certify the Final Maps and record with the Stanislaus County Recorder’s Office.

Consent

13. Consider delegating the responsibility for investment transactions to the Director of Finance and accepting the Annual Investment Report for Fiscal Year 2024-2025. (Funding Source: Various Funds)
 Resolution delegating the responsibility for investment transactions to the Director of Finance and accepting the Annual Investment Report for Fiscal Year 2024-2025.

FINANCE DEPARTMENT; Calogero Maniscalco, 209-577-5219,
[email protected]
ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-321 delegating the responsibility for investment transactions to the Director of Finance and accepting the Annual Investment Report for Fiscal Year 2024-2025.

Consent
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14. Consider approving the purchase for one Fleet Replacement and one Fleet Addition for Fleet Vehicles which includes one 2025 Ford F-350 Truck and one Digger Derrick Truck in a total amount not to exceed $653,670. (Funding Source: Measure H and Fleet Replacement Fund)
 Resolution approving the Competitive Bidding Process from Sourcewell to Rush Enterprises dba Rush Truck Centers of New Braunfels, TX under the authorized dealer, Rush Medium-Duty Truck Centers of California Inc. dba Rush Truck Centers, Ceres, CA for the purchase of one 2025 Ford F-350 Truck for an amount not to exceed $83,987; and authorizing the Director of Finance, or her designee, to issue the Purchase Order; and authorizing the Director of Finance or her designee to execute any Change Orders not to exceed 15% of the total purchase price.
 Resolution approving the Competitive Bidding Process from Sourcewell to Terex Utilities, Inc., Watertown, SD for the purchase of one Digger Derrick Truck for an amount not to exceed $449,553 plus $40,098 in taxes and fees to be paid directly to the state; and authorizing the Director of Finance, or her designee, to issue the Purchase Order; and authorizing the Director of Finance or her designee to execute any Change Orders not to exceed 15% of the total purchase price.

FINANCE DEPARTMENT; Dianne Love, 209-571-5164, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-322 approving the Competitive Bidding Process from Sourcewell to Rush Enterprises dba Rush Truck Centers of New Braunfels, TX under the authorized dealer, Rush Medium-Duty Truck Centers of California Inc. dba Rush Truck Centers, Ceres, CA for the purchase of one 2025 Ford F-350 Truck for an amount not to exceed $83,987; and authorizing the Director of Finance, or her designee, to issue the Purchase Order; and authorizing the Director of Finance or her designee to execute any Change Orders not to exceed 15% of the total purchase price.

ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-323 approving the Competitive Bidding Process from Sourcewell to Terex Utilities, Inc., Watertown, SD for the purchase of one Digger Derrick Truck for an amount not to exceed $449,553 plus $40,098 in taxes and fees to be paid directly to the state; and authorizing the Director of Finance, or her designee, to issue the Purchase Order; and authorizing the Director of Finance or her designee to execute any Change Orders not to exceed 15% of the total purchase price.

Consent

15. Consider approving the Emergency Purchases, for an amount not to exceed $155,990, to cover all costs incurred by the urgent and significant water and mold damage repairs to Fire Station 11. (Funding Source: General Fund)
 Resolution approving the Emergency Purchases, for an amount not to exceed $155,990, to cover all costs incurred by the urgent and significant water and mold damage repairs to Fire Station 11.

FIRE DEPARTMENT; Kevin Wise, 209-572-9590, [email protected] #7..
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ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-324 approving the Emergency Purchases, for an amount not to exceed $155,990, to cover all costs incurred by the urgent and significant water and mold damage repairs to Fire Station

11. Consent

16. Consider approving the Third Amendment with West Coast Door and Gate, Ceres, CA for On-call Commercial Roll-up Door Maintenance and Repair Services increasing the Agreement amount by $160,000 and extending the term of the Agreement to June 2, 2026. (Funding Source: General Fund)
 Resolution approving the Third Amendment with West Coast Door and Gate, Ceres, CA for On-call Commercial Roll-up Door Maintenance and Repair Services increasing the Agreement amount by $160,000 to a new total amount of $446,000 and extending the term of the Agreement from December 2, 2025 to June 2, 2026, and authorizing the City Manager, or his designee, to execute the Amendment.

FIRE DEPARTMENT; Kevin Wise, 209-572-9590, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-325 approving the Third Amendment with West Coast Door and Gate, Ceres, CA for On-call Commercial Rollup Door Maintenance and Repair Services increasing the Agreement amount by $160,000 to a new total amount of $446,000 and extending the term of the Agreement from December 2, 2025 to June 2, 2026, and authorizing the City Manager, or his designee, to execute the Amendment.

Consent

17. Consider approving the First Amendment to the Agreement with Moss Adams, LLP Stockton, CA, for City Auditor and City Auditing Services to amend the original agreement to include the compensation language “per each Fiscal Year Audit Plan.” (Funding Source: General Fund)
 Resolution approving a First Amendment to the Agreement with Moss Adams LLP Stockton, CA for City Auditor and City Auditing services to amend the original agreement to include the compensation language “per each Fiscal Year Audit Plan”; and authorizing the City Manager, or his designee to execute the Amendment.

HUMAN RESOURCES; Christina Alger, 209-571-5126, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-326 approving a First Amendment to the Agreement with Moss Adams LLP Stockton, CA for City Auditor and City Auditing services to amend the original agreement to include the compensation language “per each Fiscal Year Audit Plan”; and authorizing the City Manager, or his designee to execute the Amendment.

Consent

18. Consider approving the Agreements with Telcion Communication Group, Turlock, CA #7..
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for the Criminal Justice Information Services (CJIS) system implementation project for a total amount not to exceed $167,592. (Funding Source: Department of Justice Grant)  Resolution approving the Agreements with Telcion Communication Group, Turlock, CA for the Criminal Justice Information Services (CJIS) system implementation project for a total amount not to exceed $167,592; and authorizing the City Manager, or his designee to execute the Agreements.

IT; Dameon Booker, 209-571-5229, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-327 approving the Agreements with Telcion Communication Group, Turlock, CA for the Criminal Justice Information Services (CJIS) system implementation project for a total amount not to exceed $167,592; and authorizing the City Manager, or his designee to execute the Agreements.

Consent

19. Consider approving Secondary Agreements with Law Enforcement Psychological Services, Inc., Los Gatos, CA and CORE Psychological Corporation, Gold River, CA, for Pre-Employment Psychological Services for a total combined amount not to exceed $40,000 over three years. (Funding Source: General Fund)  Resolution approving the Secondary Agreements with Law Enforcement Psychological Services, Inc., Los Gatos, CA and CORE Psychological Corporation, Gold River, CA, for Pre-Employment Psychological Services for a total combined amount not to exceed $40,000 over three years, and authorizing the Director of Finance to adjust agreement totals between vendors based on contractor’s availability and department’s needs, ensuring the combined total amount does not change and authorizing the City Manager, or his designee, to execute the Agreements.

POLICE DEPARTMENT; Jessica Nicholson, 209-572-9500,
[email protected]
ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2029-328 approving the Secondary Agreements with Law Enforcement Psychological Services, Inc., Los Gatos, CA and CORE Psychological Corporation, Gold River, CA, for PreEmployment Psychological Services for a total combined amount not to exceed $40,000 over three years, and authorizing the Director of Finance to adjust agreement totals between vendors based on contractor’s availability and department’s needs, ensuring the combined total amount does not change and authorizing the City Manager, or his designee, to execute the Agreements.

Removed from Consent

20. Consider approving the Agreement for On-Call Electrical Services to Advanced Lighting Services, Inc., Dublin, CA for a total amount not to exceed $1,334,456 over five years. (Funding Source: Building Maintenance Fund)  Resolution approving the Award of Bid and Agreement for On-Call Electrical Services to Advanced Lighting Services, Inc., Dublin, CA for a two-year Agreement with three one-year extension options, for an estimated annual #7..
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amount of $267,114 and a total amount not to exceed $1,335,566 over five years; and authorizing the City Manager, or his designee, to execute the Agreement.

PUBLIC WORKS; Gabe daSilva, 209-652-2579, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-329 approving the Award of Bid and Agreement for On-Call Electrical Services to Advanced Lighting Services, Inc., Dublin, CA for a two-year Agreement with three one-year extension options, for an estimated annual amount of $267,114 and a total amount not to exceed $1,335,566 over five years; and authorizing the City Manager, or his designee, to execute the Agreement.

Consent

21. Consider approving a Prequalified Local Consultant List for Civil Engineering Services for a period of five years. (Funding Source: Various Capital/Non-Capital Projects)
 Resolution approving a Prequalified Local Consultant List for Civil Engineering Services for a period of five years.

UTILITIES; Edgar Vargas, 209-577-5424, [email protected] ACTION: (Wright/Escutia-Braaton; 7/0) Resolution 2025-330 approving a Prequalified Local Consultant List for Civil Engineering Services for a period of five years.

COUNCIL COMMENTS & REPORTS
 Councilmember Williams shared a brief comment about attending the 63rd annual Ag Luncheon organized by the Modesto Chamber of Commerce. The event, held at the MJC Ag Building, featured keynote speaker Mike West from the West Family. He announced that the West Family business, which has been around for 116 years, would be keeping its headquarters in Modesto. While Williams did not disclose the specific location, he expressed his satisfaction that the company would remain in the City.  Councilmember Alvarez began by echoing Councilmember Williams' comments about Hispanic Heritage Month and mentioned El Concilio's upcoming celebration on the 19th, which will feature comedian Gina Brillon. He then highlighted positive crime statistics for Modesto from August, noting decreases in major violent crimes (down 13%), robberies (down 26%), property crimes (down 21%), auto theft (down 43%), and several other offenses. He commended the Modesto Police Department, particularly Chief Gillespie, for their efforts in public safety. Alvarez also praised the City Manager and staff for their quick response to blight issues in District 2, specifically thanking the Measure H Blight Abatement Team for their work in addressing debris and issues from homeless encampments.  Councilmember Escutia-Bratton highlighted the grand opening of Vallarta Supermarket on Oakdale Boulevard, emphasizing the Gonzalez family's generosity. #7..
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She noted their donation of $7,500 to local schools and charities and the creation of 421 jobs between their two Modesto locations. She praised the supermarket for its vibrant, community-focused atmosphere. She also discussed the potential redevelopment of the old courthouse site into a warehouse market, similar to iconic markets like Findlay Market in Cincinnati, and encouraged the public to attend a community input session on September 24th to share ideas for the site’s future.  Finally, she commended the Modesto Police Department for recent crime reductions, particularly a 41% decrease in auto thefts and a 26% drop in robberies. She expressed support for Chief Gillespie and reaffirmed the Council's commitment to ensuring the department has the resources needed to maintain this progress.  Vice Mayor Bavaro addressed the upcoming closure of the Downtown Streets Team in Modesto, set to close by October 31st due to financial and political challenges. He expressed deep concern about the program's impact, emphasizing that it has been crucial in supporting the unhoused community by providing work opportunities and helping individuals regain self-respect and employment. Bavaro highlighted the team's significant contributions, including picking up over 53 tons of trash and over 1,300 needles in the City last year. He acknowledged the efforts of the Community and Economic Development Department, led by Jessica Hill, who are working tirelessly to find a solution and continue the program under a different nonprofit. He assured the public that efforts would be made to keep the program running.  Mayor Zwahlen shared recent activities, including meeting Modesto’s new Superintendent, Vanessa Buitrago, attending the Asian American Pacific Islander Festival, and participating in a radio interview about soccer in the City. She highlighted a community workshop on street safety and encouraged public input on improvements.

She also joined a leadership panel at the Stanislaus County Office of Education, engaging with students, and attended the Modesto Police Clergy Council meeting to collaborate with local law enforcement, pastors, and community members.

CITY MANAGER COMMENTS & REPORTS
None.

MATTERS TOO LATE FOR THE AGENDA
None.

ADJOURNMENT
This meeting adjourned at 7:03 P.M.

Attest: ____________________________
Diane Nayares-Perez, City Clerk
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9/9/2025 5:30:00 PM

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, September 09, 2025 at 5:30 PM
Special City Council Meeting - Commenced at 7:10 P.M. after Regular Council meeting.

Roll Call- Present: Councilmembers Alvarez, Bavaro, Escutia-Braaton, Ricci, Williams, Wright, Mayor Zwahlen

Absent: None

PUBLIC COMMENT PERIOD
None.

NEW BUSINESS

1. Consider approving an Agreement between the City of Modesto and Main Street Modesto, LLC to lease John Thurman Field for a five-year term beginning October 1, 2025, through September 30, 2030 with the option of one three-year extension. (Funding Source: General Fund)
 Resolution approving an Agreement between the City of Modesto and Main Street Modesto, LLC to lease John Thurman Field for a five-year term beginning October 1, 2025, through September 30, 2030, with the option of a three-year extension, and authorizing the City Manager, or his designee, to negotiate and execute the Agreement.

CED; Taranjot Khehra, 209-577-5239, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-331 approving an Agreement between the City of Modesto and Main Street Modesto, LLC to lease John Thurman Field for a five-year term beginning October 1, 2025, through September 30, 2030, #7..
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with the option of a three-year extension, and authorizing the City Manager, or his designee, to negotiate and execute the Agreement.

ADJOURNMENT
This meeting adjourned at 7:33 P.M.

Attest: ____________________________
Diane Nayares-Perez, City Clerk
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: August 28, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Scotty Douglass, Deputy City Manager
SUBJECT: Declaring City-Owned Properties as Exempt Surplus Land CONTACT: Scotty Douglass, Deputy City Manager, [email protected], 209-571-5571
DESCRIPTION:

Consider declaring specified City-Owned Properties as Exempt Surplus Land, directing the City Manager or his designee to negotiate the conveyance of such properties in accordance with the Surplus Land Act. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2025-2026 Strategic Plan Element Goal B:

Enhance pride in Modesto’s diverse neighborhoods and business districts by actively addressing blight and ensuring that community assets and amenities are well-maintained and preserved.

BACKGROUND:

The Surplus Land Act (SLA) requires all local agencies to prioritize affordable housing, parks, and open space when disposing of surplus land. The legislation requires that before a local agency take any action to dispose of land, the land must be declared as either surplus land or exempt surplus land and supported by written findings. In August 2024, the City of Modesto inventoried the real property assets owned by the City and the City of Modesto Redevelopment Successor Agency (“Successor Agency”). To further this effort, on August 27, 2024, by Resolution No. 2024-309, the City declared certain properties as “surplus land” to continue the process of evaluating surplus and/or underutilized properties in its portfolio, and to commence the process for the conveyance of those properties. After further evaluation, the next steps require that these properties deemed surplus must now be declared “exempt surplus” so that the City may begin the process to sell or lease such properties through the Surplus Land Act Process.

DISCUSSION:

Since adopting Resolution No. 2024-309 to declare certain properties as surplus land, the City has conducted additional due diligence and determined that some of these properties qualify as #8..
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City Council, September 23, 2025
Declaring City-Owned Properties as Exempt Surplus Land

Page 2 of 3 ends

exempt surplus land. The proposed Council action would declare specified eligible City-owned properties as exempt surplus land based on qualifying categories.

Notice of Exemption Determination
Government Code section 54221 (f)(1)(B) defines land that is less than 21,780 square feet in area (1/2 acre) and is not contiguous to land owned by a local agency that is used for openspace or low- and moderate-income housing purposes as exempt surplus land. The parcels proposed to be declared exempt surplus land all fall within this exception. Additionally, some of the parcels may also qualify as exempt surplus land under Government Code section 54221(f)(1)(E), which applies to former street, right of way, or easement, and is conveyed to an owner of adjacent property. The following is the list of properties currently owned by the City which staff has determined may be declared as exempt surplus land.

City of Modesto: List of Surplus Properties
Location Assessor
Parcel #
Current
Zoning
Approximate Size
ENCINA AVE** 033-036-001 R-1 14,620 sq. ft./ 0.34 acre
COLFAX & GLENDALE AVES** 033-033-046 R-1 13,060 sq. ft./ 0.30 acre MC GERRY ST** 065-012-047 R-1 10,932 sq. ft./ 0.25 acre WHITMORE AVE*** 086-014-007 M-2 10,021 sq. ft./ 0.23 acre 705 E WHITMORE AVE** 086-014-012 M-2 3,998 sq. ft./ 0.09 acre FRAZINE RD** 133-001-026 C-3 10,000 sq. ft./ 0.23 acre
924 VIRGINIA AVE** 113-008-005 R-1 9,444 sq. ft./ 0.22 acre 132 OLIVERO RD** 086-010-033 NONE 9,310 sq. ft./ 0.21 acre 110 POPLAR AVE** 110-009-036 R-1 7,000 sq. ft./ 0.16 acre 1700 MC HENRY AVE** 120-033-002 MU-P 4,316 sq. ft./ 0.10 acre 1000 COFFEE RD** 032-011-002 R-1 3,007 sq. ft./ 0.07 acre TULLY RD** 059-001-006 R-1 2,998 sq. ft./ 0.07 acre
CARPENTER RD** 029-012-050 M-1 2,474 sq. ft./ 0.06 acre 435 COLLEGE AVE** 109-002-001 R-2 2,225 sq. ft./ 0.05 acre GRIMES AVE** 017-012-012 SP 1,875 sq. ft./ 0.04 acre
917 CAROLYN DR** 072-040-001 NONE 880 sq. ft./ 0.02 acre

GOLF COURSE PARKING LOT
321 NEECE DR
102-013-001 R-1 9,045 sq. ft./ 0.21 acre

GOLF COURSE PARKING LOT

NEECE DR
102-013-002 R-1 7,540 sq. ft./ 0.17 acre

GOLF COURSE PARKING LOT

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State law requires that the City’s Notice of Exemption determination be provided to the State’s Department of Housing and Community Development at least 30 days prior to disposition. The City is in the process of negotiation agreements to sell some of these properties, and once finalized, those agreements will be presented to the City Council for approval.

FISCAL IMPACT:

There is no direct fiscal impact in adopting this Resolution. Costs for maintaining vacant lots are escalating, with charges to installation, rental fees, damage materials replacement fees, and emergency fencing request. Selling remnant land will help generate necessary project funding for other necessary City Projects and/or needs.

COMMITTEE RECOMMENDATION:

This item was presented to the Finance Committee on August 25, 2025, and the Committee recommended forwarding the item to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution declaring specified City-Owned Properties as Exempt Surplus Land and directing the City Manager or his designee to negotiate the conveyance of such properties in accordance with the Surplus Land Act.

Approved by:

Scotty Douglass, Deputy City Manager
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. City Council Resolution 2024-309
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1 Meeting Date/Dept/Contact/Item # 2025-xxx

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION DECLARING SPECIFIED CITY-OWNED PROPERTIES AS

EXEMPT SURPLUS LAND AND DIRECTING THE CITY MANAGER OR HIS

DESIGNEE TO NEGOTIATE THE CONVEYANCE OF SUCH PROPERTIES IN

ACCORDANCE WITH THE SURPLUS LAND ACT
WHEREAS, the Surplus Land Act (Government Code sections 54220-54234; “SLA”) requires local agencies to offer surplus land for sale or lease to affordable housing developers and certain other entities through a process described therein before selling or leasing the land or engaging in negotiations to dispose of the land; and WHEREAS, the Surplus Land Act (SLA) requires all local agencies to prioritize affordable housing, parks, and open space when disposing of surplus land; and WHEREAS, the legislation requires that before a local agency take any action to dispose of land, the land must be declared as either surplus land or exempt surplus land and supported by written findings; and
WHEREAS; in August 2024, the City of Modesto inventoried the real property assets owned by the City and the City of Modesto Redevelopment Successor Agency (“Successor Agency”); and
WHEREAS, to further this effort, on August 27, 2024, by Resolution No. 2024- 309, the City declared certain properties as “surplus land” to continue the process of evaluating surplus and/or underutilized properties in its portfolio, and to commence the process for the conveyance of those properties; and
WHEREAS, after further evaluation, the next steps require that these properties deemed surplus must now be declared “exempt surplus” so that the City may begin the process to sell or lease such properties through the Surplus Land Act Process; and #8..
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2 Meeting Date/Dept/Contact/Item # 2025-xxx
WHEREAS, since adopting Resolution No. 2024-309 to declare certain properties as surplus land, the City has conducted additional due diligence and determined that some of these properties qualify as exempt surplus land. The following is the list of properties currently owned by the City which staff has determined may be declared as exempt surplus land.

GOLF COURSE PARKING LOT
321 NEECE DR
102-013-001 R-1 9,045 sq. ft./ 0.21 acre

GOLF COURSE PARKING LOT

NEECE DR
102-013-002 R-1 7,540 sq. ft./ 0.17 acre

GOLF COURSE PARKING LOT

NEECE DR
102-013-003 R-1 7,201 sq. ft./ 0.17 acre
HINTZE AVE**** 112-006-007 R-1 7,493 sq. ft./ 0.17 acre LA LOMA AVE**** 108-014-001 R-1 5,401 sq. ft./0.12 acre SCENIC DR**** 111-010-001 C-1 1,307 sq. ft./ 0.03 acre
308 LOCUST ST 101-004-049 R-1 6,981 sq. ft./ 0.16 acre
1701 CONNIE WAY 035-050-022 R-2 6,240 sq. ft./ 0.14 acre * Pump Station
** Well Site
*** Tank Site
**** Island Park
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby declares specified city-owned properties as exempt surplus land pursuant to #8..
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3 Meeting Date/Dept/Contact/Item # 2025-xxx
Government Code section 54221 (f)(1)(B) and directing the city manager or their designee to negotiate the conveyance of such properties in accordance with the surplus land act.

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 23rd day of September 2025, by Councilmember ________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

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

BY: _______________________________________
JOSE M. SANCHEZ, City Attorney
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MODESTO CITY COUNCIL
RESOLUTION NO. 2024-309

RESOLUTION DECLARING SPECIFIED CITY OWNED PROPERTIES AS

SURPLUS LAND, AUTHORIZING THE CITY MANAGER TO DETERMINE

WHICH PROPERTIES MAY BE DECLARED EXEMPT SURPLUS LAND, AND

AUTHORIZING THE CITY MANAGER TO NEGOTIATE FOR THE

CONVERYANCE OF SUCH PROPERTIES IN ACCORDANCE WITH THE

SURPLUS LAND ACT
WHEREAS, the Surplus Land Act (Government Code sections 54220-54234; “SLA”) requires local agencies that wish to sell or lease land that is not necessary for the agency’s use (“surplus land”) to first offer the surplus land for sale or lease through the issuance of a notice of availability to affordable housing developers and certain other entities, and then to engage in good faith negotiations with responding parties for a specified time, before selling or leasing the land or engaging in negotiations to dispose of the land; and
WHEREAS, there are specified exemptions under the SLA for the sale or lease of land which is designated “exempt surplus land” under the SLA, provided the local agency declares the properties exempt surplus land and the local agency provides notice to the California Department of Housing and Community Development (“HCD”); and WHEREAS, staff of the City of Modesto has inventoried the real property assets owned by the City and has compiled a list of such properties which are not necessary for the use of the City and may be declared surplus land, as set forth in Exhibit “A” attached to this Resolution; and
WHEREAS, the City Council desires to declare such properties as surplus land, and to authorize and direct the City Manager and his designees to take all actions 08/27/2024/CMO/SDouglass/Item 18 1 2024-309
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required to facilitate the sale or lease of such properties through the Surplus Land Act process.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby declares all of the properties set forth on Exhibit “A” attached to this Resolution to be surplus land in accordance with the SLA.

BE IT FURTHER RESOLVED, that the City Manager or his designee is hereby authorized to determine which of the surplus land properties may be declared exempt surplus land, and to make such properties available for sale or lease through such procedures as are required or permitted pursuant to the SLA.

BE IT FURTHER RESOLVED, that the City Manager or his designee is hereby authorized to negotiate proposed agreements for sale or lease of such properties with selected persons and entities in accordance with the SLA, and to submit draft agreements for conveyance of such properties to the City Council for its approval. 08/27/2024/CMO/SDouglass/Item 18 2 2024-309
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EXHIBIT “A”

LIST OF SURPLUS LAND
City of Modesto: List of Surplus Properties
Location Assessor
Parcel #
Current
Zoning
Approximate Size
1753 MORGAN RD* 086-014-010 M-2 27,773 sq. ft./ 0.64 acre ENCINA AVE** 033-036-001 R-1 14,620 sq. ft./ 0.34 acre
COLFAX & GLENDALE AVES** 033-033-046 R-1 13,060 sq. ft./ 0.30 acre MC GERRY ST** 065-012-047 R-1 10,932 sq. ft./ 0.25 acre WHITMORE AVE*** 086-014-007 M-2 10,021 sq. ft./ 0.23 acre 705 E WHITMORE AVE** 086-014-012 M-2 3,998 sq. ft./ 0.09 acre WHITMORE AVE** 086-014-006 M-2 10,000 sq. ft./ 0.23 acre FRAZINE RD** 133-001-026 C-3 10,000 sq. ft./ 0.23 acre
924 VIRGINIA AVE** 113-008-005 R-1 9,444 sq. ft./ 0.22 acre 132 OLIVERO RD** 086-010-033 NONE 9,310 sq. ft./ 0.21 acre 110 POPLAR AVE** 110-009-036 R-1 7,000 sq. ft./ 0.16 acre 1700 MC HENRY AVE** 120-033-002 MU-P 4,316 sq. ft./ 0.10 acre 1000 COFFEE RD** 032-011-002 R-1 3,007 sq. ft./ 0.07 acre TULLY RD** 059-001-006 R-1 2,998 sq. ft./ 0.07 acre
CARPENTER RD** 029-012-050 M-1 2,474 sq. ft./ 0.06 acre 435 COLLEGE AVE** 109-002-001 R-2 2,225 sq. ft./ 0.05 acre GRIMES AVE** 017-012-012 SP 1,875 sq. ft./ 0.04 acre
917 CAROLYN DR** 072-040-001 NONE 880 sq. ft./ 0.02 acre

GOLF COURSE PARKING LOT
321 NEECE DR
102-013-001 R-1 9,045 sq. ft./ 0.21 acre

GOLF COURSE PARKING LOT

NEECE DR
102-013-002 R-1 7,540 sq. ft./ 0.17 acre

GOLF COURSE PARKING LOT

NEECE DR
102-013-003 R-1 7,201 sq. ft./ 0.17 acre

MUNI/ JOHN THURMAN FIELD
601 NEECE DR
102-012-001 R-1 2,961,436 sq. ft./ 67.99
acre

JOHN THURMAN FIELD
PARKING 511 S SUNSET BLVD
102-012-004 R-1 343,895 sq. ft./7.89
acre
HINTZE AVE**** 112-006-007 R-1 7,493 sq. ft./ 0.17 acre LA LOMA AVE**** 108-014-001 R-1 5,401 sq. ft./0.12 acre SCENIC DR**** 111-010-001 C-1 1,307 sq. ft./ 0.03 acre
308 LOCUST ST 101-004-049 R-1 6,981 sq. ft./ 0.16 acre
1701 CONNIE WAY 035-050-022 R-2 6,240 sq. ft./ 0.14 acre * Pump Station
** Well Site
*** Tank Site
**** Island Park
08/27/2024/CMO/SDouglass/Item 18 4 2024-309
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1 91889 – Real Estate/Land Consulting (including Land Survey Consulting), 94615 – Appraisal Services, Real Estate, 95883 – Real Estate Management Services (To include Listing and Sales Services), 99884 – Real Estate (Incl. Buildings, Houses, Land, Etc), Sale of Surplus and Obsolete Items, Sale of Surplus and Obsolete Items

CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: August 28, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Scotty Douglass, Deputy City Manager
SUBJECT: First Amendment to Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc. and Valbridge Property Advisors
CONTACT: Scotty Douglass, Deputy City Manager, [email protected], 209-571-5571
DESCRIPTION:

Consider approving a First Amendment to the Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Hulberg & Associates dba Valbridge Property Advisors for Commercial and Residential Real Estate Appraisal Services increasing the Agreement amounts by $17,000 each. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item supports the 2025-2026 Strategic Plan Element Goal B: Enhance pride in Modesto’s diverse neighborhoods and business districts by actively addressing blight and ensuring that community assets and amenities are well-maintained and preserved.

BACKGROUND:

The City is responsible for the acquisition, disposition, management, and valuation of real property assets to support various municipal operations, community development initiatives, and infrastructure projects. To ensure fair market value, compliance with applicable regulations, and sound financial decision-making, the city requires the services of qualified, independent real estate appraisers. In January and February 2025, the City of Modesto enlisted Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Valbridge Property Advisors to provide appraisal services These services support a variety of projects involving both commercial and residential properties, including acquisitions, disposals, easements, right-of-way assessments, and redevelopment planning. Engaging professional appraisal firms had enabled the city to maintain transparency, accuracy, and consistency in its real estate transactions.
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City Council, September 23, 2025
First Amendment to Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Valbridge Property Advisors

Page 2 of 3 ends

On October 17, 2024, the Purchasing Division issued an Informal Request for Proposal (RFP) on the city’s PlanetBids public bidding website under various commodity codes1. Prospective bidders were notified online and via email of the bid opportunity.

On November 5, 2024, proposals were due by 5:00 pm. Five (5) proposers chose to respond, there was one (1) local proposal received. An evaluation committee comprised of three (3) City staff members which included an Assistant Engineer, Senior Civil Traffic Engineer and Deputy City Manager evaluated the proposals. The evaluation was based on Quality of narrative description, capability and experience, qualifications of service levels, references and cost.

We opted to award contracts to three appraisal companies to ensure a diverse range of perspectives and access to a broad spectrum of creative talent, as each vendor brought unique strengths to the table. Based on being ranked highest in total evaluation criteria, the evaluation committee recommended the award of proposals for the Commercial and Residential Real Estate Appraisal Services to Bender Rosenthal Inc., Sacramento, CA, Thompson & Thompson Real Estate Valuation and Consulting Inc, Monrovia, CA and Hulberg & Associates dba Valbridge Property Advisors, San Jose, CA.

DISCUSSION:

The City is amending the contract to increase the total compensation due to a greater-than expected demand for appraisal services. This marks the first implementation of a city-wide agreement, and the need for this service may vary based on operational requirements. As various projects advanced, the need for both commercial and residential appraisals surpassed initial projections, driven by an increase in property transactions, acquisitions, and developmentrelated activities. To maintain continuity of services and prevent delays in key real estate initiatives, it is necessary to increase the contract amount to adequately support the additional appraisal work required.

In accordance with Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. In accordance with Modesto Municipal Code Section 8-3.204(a) Exceptions to Formal Bidding Requirements, Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three (3) qualified entities. The approval for Commercial and Residential Real Estate Appraisal Services to Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Hulberg & Associates dba Valbridge Property Advisors conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional services for Commercial and Residential Real Estate Appraisal Services. However, staff conducted an informal Request for Proposal (RFP) evaluation process that was used to select the consultants.

FISCAL IMPACT:

The original agreement established a total contract amount of $99,000, with each of the three vendors assigned a maximum compensation not to exceed of $33,000. Due to the increased demand for appraisal services, the City will amend the contract to add $17,000 in additional funding for each consultant. This adjustment brings the total contract amount to $150,000, with each vendor now authorized for a maximum compensation of $50,000. #9..
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City Council, September 23, 2025
First Amendment to Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Valbridge Property Advisors

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Consultants Actual Spend
Bender Rosenthal Inc. $21,500
Thompson & Thompson Real Estate Valuation
and Consulting Inc
$22,427
Hulberg & Associates dba Valbridge $15,500
COMMITTEE RECOMMENDATION:

This item was presented to the Finance Committee on August 25, 2025, and the Committee recommended forwarding the item Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a First Amendment to the Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Hulberg & Associates dba Valbridge Property Advisors for Commercial and Residential Real Estate Appraisal Services, increasing the Agreement amounts by $17,000 for each consultant and a revised combined total amount not to exceed $150,000 over three years and authorizing the City Manager, or his designee, to execute the Amendments.

Approved by:

Scotty Douglass, Deputy City Manager
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. First Amendment(s) for Professional Services Agreement for Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Valbridge Property Advisors

3. Agreement(s) for Professional Services Agreement for Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc and Valbridge Property Advisors #9..
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1 Meeting Date/Dept/Contact/Item # 2025-xxx

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING A FIRST AMENDMENT TO THE AGREEMENTS WITH BENDER ROSENTHAL INC., THOMPSON & THOMPSON REAL
ESTATE VALUATION AND CONSULTING INC. AND HULBERG &

ASSOCIATES DBA VALBRIDGE PROPERTY ADVISORS FOR

COMMERCIAL AND RESIDENTIAL REAL ESTATE APPRAISAL SERVICES INCREASING THE AGREEMENT AMOUNTS BY $17,000 FOR EACH

CONSULTANT AND A REVISED COMBINED TOTAL AMOUNT NOT TO
EXCEED $150,000 OVER THREE YEARS AND AUTHORIZING THE CITY

MANAGER OR HIS DESIGNEE, TO EXECUTE THE AMENDMENTS
WHEREAS, the City is responsible for the acquisition, disposition, management, and valuation of real property assets to support various municipal operations, community development initiatives, and infrastructure projects; and WHEREAS, to ensure fair market value, compliance with applicable regulations, and sound financial decision-making, the city requires the services of qualified, independent real estate appraisers; and
WHEREAS, in January and February 2025, the City of Modesto enlisted Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation & Consulting Inc., and Valbridge Property Advisors to provide appraisal services; and WHEREAS, these services support a variety of projects involving both commercial and residential properties, including acquisitions, disposals, easements, rightof-way assessments, and redevelopment planning; and WHEREAS, on October 17, 2024, the Purchasing Division issued an Informal Request for Proposal (RFP) on the city’s PlanetBids public bidding website under various commodity codes. Prospective bidders were notified online and via email of the bid opportunity; and
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2 Meeting Date/Dept/Contact/Item # 2025-xxx
WHEREAS, on November 5, 2024, proposals were due by 5:00 pm. Five (5) proposers chose to respond, there was one (1) local proposal received. An evaluation committee comprised of three (3) City staff members which included an Assistant Engineer, Senior Civil Traffic Engineer and Deputy City Manager evaluated the proposals. The evaluation was based on Quality of narrative description, capability and experience, qualifications of service levels, references and cost; and WHEREAS, the City is amending the contract to increase the total compensation due to a greater-than expected demand for appraisal services; and WHEREAS, this marks the first implementation of a city-wide agreement, and the need for this service may vary based on operational requirements. As various projects advanced, the need for both commercial and residential appraisals surpassed initial projections, driven by an increase in property transactions, acquisitions, and development-related activities; and
WHEREAS, to maintain continuity of services and prevent delays in key real estate initiatives, it is necessary to increase the contract amount to adequately support the additional appraisal work required; and
WHEREAS, in accordance with Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. In accordance with Modesto Municipal Code Section 8-3.204(a) Exceptions to Formal Bidding Requirements, Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three (3) qualified entities. The approval for Commercial #9..
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3 Meeting Date/Dept/Contact/Item # 2025-xxx
and Residential Real Estate Appraisal Services to Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc., and Hulberg & Associates dba Valbridge Property Advisors conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional services for Commercial and Residential Real Estate Appraisal Services. However, staff conducted an informal Request for Proposal (RFP) evaluation process that was used to select the consultants; and WHEREAS, the original agreement established a total contract amount of $99,000, with each of the three vendors assigned a maximum compensation not to exceed of $33,000; and
WHEREAS, due to the increased demand for appraisal services, the City will amend the contract to add $17,000 in additional funding for each consultant; and WHEREAS, this adjustment brings the total contract amount to $150,000, with each vendor now authorized for a maximum compensation of $50,000.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the First Amendment to the Agreements with Bender Rosenthal Inc., Thompson & Thompson Real Estate Valuation and Consulting Inc., and Hulberg & Associates dba Valbridge Property Advisors increasing the Agreements by $17,000 for each consultant and a revised combined amount not to exceed $150,000 over three years.

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

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 23rd day of September 2025, by Councilmember ________, who moved its adoption, which motion being duly seconded by #9..
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4 Meeting Date/Dept/Contact/Item # 2025-xxx
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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FIRST AMENDMENT TO AGREEMENT

FOR COMMERCIAL AND RESIDENTIAL REAL ESTATE APPRAISAL SERVICES

WITH BENDER ROSENTHAL INCORPORATED
This First Amendment to the Agreement for Commercial and Residential real estate appraisal Services (“First Amendment”) is entered into between the CITY OF MODESTO, a municipal corporation of the State of California hereinafter the “City” and BENDER ROSENTHAL INCORPORATED, a California corporation hereinafter “Consultant” as of __________, 2025.

RECITALS
This First Amendment is made with regard to the following recitals:

WHEREAS, CITY and CONSULTANT previously entered into an Agreement for consultant services on the 3rd day of February, 2025 (the “Original Agreement”), and WHEREAS, CITY and CONSULTANT desire to amend the Original Agreement to increase the compensation by $17,000.00.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations contained in the Original Agreement and this First Amendment, the parties agree as follows:

1. Section 3, “COMPENSATION”, paragraph 1, of the Original Agreement shall be replaced in its entirety with the following:

CONSULTANT agrees to accept a sum not to exceed $50,000 (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A”, except that additional services may be compensated as described below.
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2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement, shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this First Amendment to the Original Agreement for Commercial and Residential real estate appraisal Services by its City Manager and attestation by its City Clerk under the authority of Resolution No. 2025-_____ on the ________ day of ___________, 2025, and BENDER ROSENTHAL INCORPORATED, has caused this First Amendment to be duly executed as of the Effective Date.
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FIRST AMENDMENT TO AGREEMENT

FOR COMMERCIAL AND RESIDENTIAL REAL ESTATE APPRAISAL SERVICES

WITH THOMPSON & THOMPSON REAL ESTATE VALUATION AND
CONSULTING INC.

This First Amendment to the Agreement for Commercial and Residential real estate appraisal Services (“First Amendment”) is entered into between the CITY OF MODESTO, a municipal corporation of the State of California hereinafter the “City” and THOMPSON & THOMPSON REAL ESTATE VALUATION AND CONSULTING INC., a California corporation hereinafter “Consultant” as of __________, 2025.

RECITALS
This First Amendment is made with regard to the following recitals:

WHEREAS, CITY and CONSULTANT previously entered into an Agreement for consultant services on the 25th day of February, 2025 (the “Original Agreement”), and WHEREAS, CITY and CONSULTANT desire to amend the Original Agreement to increase the compensation by $17,000.00.

1. Section 3, “COMPENSATION”, paragraph 1, of the Original Agreement shall be replaced in its entirety with the following:

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement, shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this First Amendment to the Original Agreement for Commercial and Residential real estate appraisal Services by its City Manager and attestation by its City Clerk under the authority of Resolution No. 2025-_____ on the ________ day of ___________, 2025, and THOMPSON & THOMPSON REAL ESTATE VALUATION AND CONSULTING INC., has caused this First Amendment to be duly executed as of the Effective Date. #9..
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FIRST AMENDMENT TO AGREEMENT

FOR COMMERCIAL AND RESIDENTIAL REAL ESTATE APPRAISAL SERVICES

WITH VALBRIDGE PROPERTY ADVISORS
This First Amendment to the Agreement for Commercial and Residential real estate appraisal Services (“First Amendment”) is entered into between the CITY OF MODESTO, a municipal corporation of the State of California hereinafter the “City” and HULBERG & ASSOCIATES, INC DBA VALBRIDGE PROPERTY ADVISORS, a California corporation hereinafter “Consultant” as of __________, 2025.

RECITALS
This First Amendment is made with regard to the following recitals:

WHEREAS, CITY and CONSULTANT previously entered into an Agreement for consultant services on the 31st day of January, 2025 (the “Original Agreement”), and WHEREAS, CITY and CONSULTANT desire to amend the Original Agreement to increase the compensation by $17,000.00.

1. Section 3, “COMPENSATION”, paragraph 1, of the Original Agreement shall be replaced in its entirety with the following:

2. Except as modified and amended by this First Amendment, all other provisions of the Original Agreement, shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this First Amendment to the Original Agreement for Commercial and Residential real estate appraisal Services by its City Manager and attestation by its City Clerk under the authority of Resolution No. 2025-_____ on the ________ day of ___________, 2025, and HULBERG & ASSOCIATES, INC DBA VALBRIDGE PROPERTY ADVISORS has caused this First Amendment to be duly executed as of the Effective Date. #9..
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STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT for consultant services (the “AGREEMENT”) is made and entered into in the City of Modesto, State of California, this ______ day of , 2025, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and BENDER ROSENTHAL INCORPORATED, a California corporation, hereinafter referred to as "CONSULTANT".

This AGREEMENT is made with regard to the following recitals:
a. The CITY has determined that appraisal services should be prepared for the CITY to provide commercial and residential real estate appraisal services. b. CONSULTANT represents that it is qualified, willing, and able to provide the services to prepare said document(s).

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

1. SCOPE OF SERVICES.

CONSULTANT shall undertake and complete the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A", incorporated herein by this reference.

2. TERM OF AGREEMENT.

The term of the AGREEMENT shall be for a period of one (1) year, with two (2) one-year extension options at the sole discretion of CITY, for a total of up to three (3) years.

Year 1: FEBRUARY 01, 2025 through JANUARY 31, 2026
Year 2: FEBRUARY 01, 2026 through JANUARY 31, 2027
Year 3: FEBRUARY 01, 2027 through JANUARY 31, 2028
Pricing as set forth in Exhibit “B”, incorporated herein, and shall remain firm for the first one (1) year of the AGREEMENT.

Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 3rd February
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Price increases for subsequent AGREEMENT years two and three shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONSULTANT in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

3. COMPENSATION.

CONSULTANT agrees to accept a sum not to exceed $33,000 (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for Modesto in accordance with Exhibit "A”, 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 reimbursable expenses paid by CONSULTANT and identified in Exhibit “B” or approved by the CITY in writing.

CITY shall pay CONSULTANT “Net 45 Days via manual check” In the event that additional services are deemed necessary, the CONSULTANT shall provide a written request to CITY Staff indicating the reason for additional work, scope and cost of such work. The CITY Staff 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. 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 prior to commencing the work.

4. OBLIGATIONS OF CONSULTANT.

Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

5. PERFORMANCE BY KEY EMPLOYEE.

CONSULTANT has represented to CITY that Angela Hernandez 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 fifty percent (50%) or more of the time to be devoted to the project that is the subject of this AGREEMENT will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the CITY, and may be used, reused, or disposed of 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.

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. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.

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

7. NEWS AND INFORMATION RELEASE.

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

8. CONFLICT OF INTEREST.

CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT.

CONSULTANT warrants that, in performance of this AGREEMENT, CONSULTANT shall not employ any person having any such interest. CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to any compensation for services performed. 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.

This AGREEMENT, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. CITY will not be responsible to pay any charges CONSULTANT may incur in performing services not identified in Exhibit ‘A’ unless first authorized by the CITY in writing.

10. INDEPENDENT CONTRACTOR.

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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. Except as CITY may specify in writing, CONSULTANT 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. 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 and control the method, details and means of performing the work and services to be provided by CONSULTANT under this AGREEMENT. CONSULTANT shall be responsible to CITY only for the requirements and results specified in this AGREEMENT, and, except as expressly provided in this AGREEMENT, shall not be subjected to CITY's control with respect to the physical action or activities of the CONSULTANT in fulfillment of this AGREEMENT. CONSULTANT 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 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 Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel.

11. ASSIGNMENT.

Neither this AGREEMENT nor any portion thereof shall be subcontracted or assigned, other than noted in Exhibit ‘A’, 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 delivery provided that such are delivered in accordance with the provisions of this Section.

Notices shall be delivered either by: (a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified mail, return receipt requested, if delivery is confirmed by a return receipt; 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: Renee Baur, Chief Executive Officer Address: 2825 Watt Avenue, Suite 200
Phone: (916) 978-4900
CITY: Name: City of Modesto
Address: Purchasing Division
P.O. Box 642
Attention: Modesto, CA 95353
Phone: (209) 577-5405
Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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14. INSURANCE REQUIREMENTS.

During the term of this AGREEMENT, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (C) to this AGREEMENT, and incorporated herein, and shall otherwise comply with the other provisions of Exhibit (C) to this AGREEMENT. The city utilizes a software program “PINS Advantage” where vendor is responsible for uploading and maintaining updated insurance.

15. TERMINATION OF AGREEMENT.

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 non-performance.

Within ten (10) days after receipt of notification, the breaching party shall correct any non-performance 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
City may cancel this AGREEMENT at any time, with or without cause, upon written notification to CONSULTANT.

Post-Termination Procedure
Upon receipt of a written notice of termination, 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 Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by anyCONSULTANT or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates,summaries and such other information and material as 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 Project 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 Project and/or property related to the Project; 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 for work 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 CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTs or contracts for materials;
k. 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 Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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CONSULTANT.

16. INDEMNITY.

If CONSULTANT is Design Professional, pursuant to the full language of California Civil Code §2782, Consultant agrees to indemnify, including the cost to defend, CITY, its agents, officers, employees and volunteers, harmless from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant and its employees or agents in the performance of services under this Agreement, but this indemnity does not apply to liability for damages arising from the sole or active negligence, or willful acts of the CITY; and does not apply to any passive negligence of the CITY unless caused at least in part by the Consultant. The CITY agrees that in no event shall the cost to defend charged to the Consultant exceed Consultant’s proportionate percentage of fault. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.

If CONSULTANT is not a Design Professional, the CONSULTANT shall hold the CITY, its agents, officers, employees, and volunteers harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONSULTANT, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the willful or active negligence of the CITY.

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.

In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 #9..
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employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.

17. DISPUTE RESOLUTION.

Venue for 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 in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. ATTORNEY’S 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.

19. ENTIRE AGREEMENT.

This AGREEMENT and its exhibits contain the entire understanding between CONSULTANT and CITY. 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.

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.

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

22. AUDIT.

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

26. CITY BUSINESS LICENSE.

CONSULTANT will have a City of Modesto business license.

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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attestation by its City Clerk on the _______ day of _____________ , 2025, and BENDER ROSENTHAL INCORPORATED has caused this AGREEMENT to be duly executed as of the Effective Date.

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Exhibit C:

Insurance Requirements for Professional Services
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if consultant provides written verification, it has no employees)

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

If the contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Modesto requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Modesto.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and noncontributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
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The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance with coverage equal to ISO form CG 2010. If Completed Operations endorsement is required, a separate endorsement equal to ISO form CG 2037 is required.

Primary Coverage
The Additional Insured coverage under the Contractor’s policy shall be “primary and non-contributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Waiver of Subrogation
Contractor hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Modesto by virtue of the payment of any loss under such insurance.

Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

Verification of Coverage
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Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Subcontractors
Contractors shall require and verify that all subcontractors, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subcontractor’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract.

Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
________________________________
BY: ____________________________
By _____________________________
Name Title
BY: ____________________________
By _____________________________
Name Title
APPROVED AS TO FORM:

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
MATTHEW BRALEY, ARM-PE, Risk Manager
Federal ID # ___________
Docusign Envelope ID: 9063F4A4-F94A-4906-8B55-9F65E581D8F3 Bender Rosenthal Inc
41-2034507
Renee Baur CEO
2/6/2025
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STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT for consultant services (the “AGREEMENT”) is made and entered into in the City of Modesto, State of California, this ______ day of , 2025, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and THOMPSON & THOMPSON REAL ESTATE VALUATION AND CONSULTING INC., a California corporation, hereinafter referred to as "CONSULTANT".

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 scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A", incorporated herein by this reference.

2. TERM OF AGREEMENT.

The term of the AGREEMENT shall be for a period of one (1) year, with two (2) one-year extension options at the sole discretion of CITY, for a total of up to three (3) years.

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

3. COMPENSATION.

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

4. OBLIGATIONS OF CONSULTANT.

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Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

5. PERFORMANCE BY KEY EMPLOYEE.

CONSULTANT has represented to CITY that Bradford Thompson 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 twenty-five percent (25%) 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.

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. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant Docusign Envelope ID: 14011ED8-9664-4DB2-A37E-D61244186B4F #9..
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to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.

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

7. NEWS AND INFORMATION RELEASE.

8. CONFLICT OF INTEREST.

9. AMENDMENTS.

10. INDEPENDENT CONTRACTOR.

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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. Except as CITY may specify in writing, CONSULTANT 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. 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.

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 Docusign Envelope ID: 14011ED8-9664-4DB2-A37E-D61244186B4F #9..
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forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel.

11. ASSIGNMENT.

12. PATENT/COPYRIGHT MATERIALS.

13. NOTICES.

Notice required by this AGREEMENT shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section.

FOR CONSULTANT: Name: Thompson & Thompson Real Estate
Valuation and Consulting, Inc.

Address: 109 N. Ivy Avenue, Suite A
Monrovia, CA 91016
Attention: Bradford Thompson
Phone: (626) 317-5158
Facsimile: (626) 317-5168
CITY: Name: City of Modesto
Address: Purchasing Division
P.O. Box 642
Attention: Modesto, CA 95353
Phone: (209) 577-5405
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14. INSURANCE REQUIREMENTS.

15. TERMINATION OF AGREEMENT.

Termination by City for Convenience
City may cancel this AGREEMENT at any time, with or without cause, upon written notification to CONSULTANT.

Post-Termination Procedure
Upon receipt of a written notice of termination, 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 Docusign Envelope ID: 14011ED8-9664-4DB2-A37E-D61244186B4F #9..
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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 anyCONSULTANT or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates,summaries and such other information and material as 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 Project 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 Project and/or property related to the Project; 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 for work 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 CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTs or contracts for materials;
k. 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 Docusign Envelope ID: 14011ED8-9664-4DB2-A37E-D61244186B4F #9..
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accordance with the notice of termination, reduced by any sums previously paid to the CONSULTANT.

16. INDEMNITY.

If CONSULTANT is Design Professional, pursuant to the full language of California Civil Code §2782, Consultant agrees to indemnify, including the cost to defend, CITY, its agents, officers, employees and volunteers, harmless from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant and its employees or agents in the performance of services under this AGREEMENT, but this indemnity does not apply to liability for damages arising from the sole or active negligence, or willful acts of the CITY; and does not apply to any passive negligence of the CITY unless caused at least in part by the Consultant.

The CITY agrees that in no event shall the cost to defend charged to the Consultant exceed Consultant’s proportionate percentage of fault. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.

In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the Docusign Envelope ID: 14011ED8-9664-4DB2-A37E-D61244186B4F #9..
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California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.

17. DISPUTE RESOLUTION.

18. ATTORNEY’S FEES.

19. ENTIRE AGREEMENT.

20. PARTIAL INVALIDITY.

21. WAIVER.

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

22. AUDIT.

23. GOVERNING LAW.

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

24. HEADINGS NOT CONTROLLING.

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

25. COMPLIANCE WITH LAWS.

26. CITY BUSINESS LICENSE.

CONSULTANT will have a City of Modesto business license.

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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attestation by its City Clerk on the _______ day of _____________ , 2025, and THOMPSON & THOMPSON REAL ESTATE VALUATION AND CONSULTING INC. has caused this AGREEMENT to be duly executed as of the Effective Date.

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Exhibit C:

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
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The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Verification of Coverage
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Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
MATTHEW BRALEY, ARM-PE, Risk Manager
Federal ID # ___________
Docusign Envelope ID: 14011ED8-9664-4DB2-A37E-D61244186B4F Thompson & Thompson
84-4191369
Bradford Thompson President
2/27/2025
#9..
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STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT for consultant services (the “AGREEMENT”) is made and entered into in the City of Modesto, State of California, this ______ day of , 2025, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and HULBERG & ASSOCIATES, INC DBA VALBRIDGE PROPERTY ADVISORS, a California corporation, hereinafter referred to as "CONSULTANT".

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 scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A", incorporated herein by this reference.

2. TERM OF AGREEMENT.

The term of the AGREEMENT shall be for a period of one (1) year, with two (2) one-year extension options at the sole discretion of CITY, for a total of up to three (3) years.

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

3. COMPENSATION.

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

4. OBLIGATIONS OF CONSULTANT.

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Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.

5. PERFORMANCE BY KEY EMPLOYEE.

CONSULTANT has represented to CITY that Michael Porter 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 one hundred percent (100%) 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.

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. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9 #9..
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to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.

7. NEWS AND INFORMATION RELEASE.

8. CONFLICT OF INTEREST.

9. AMENDMENTS.

10. INDEPENDENT CONTRACTOR.

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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. Except as CITY may specify in writing, CONSULTANT 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. 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.

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 Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9 #9..
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forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel.

11. ASSIGNMENT.

12. PATENT/COPYRIGHT MATERIALS.

13. NOTICES.

Notice required by this AGREEMENT shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section.

FOR CONSULTANT: Name: Laura Hulberg
Address: 1530 The Alameda, Suite 100
San Jose, CA 95126
Phone: (408) 722-9126
Facsimile: (408) 279-3428
CITY: Name: City of Modesto
Address: Purchasing Division
P.O. Box 642
Attention: Modesto, CA 95353
Phone: (209) 577-5405
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14. INSURANCE REQUIREMENTS.

15. TERMINATION OF AGREEMENT.

Termination by City for Convenience
City may cancel this AGREEMENT at any time, with or without cause, upon written notification to CONSULTANT.

Post-Termination Procedure
Upon receipt of a written notice of termination, 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 Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9 #9..
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settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by anyCONSULTANT or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates,summaries and such other information and material as 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 Project 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 Project and/or property related to the Project; 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 for work 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 CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTs or contracts for materials;
k. 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 Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9 #9..
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CONSULTANT.

16. INDEMNITY.

In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9 #9..
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employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.

17. DISPUTE RESOLUTION.

18. ATTORNEY’S FEES.

19. ENTIRE AGREEMENT.

20. PARTIAL INVALIDITY.

21. WAIVER.

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

22. AUDIT.

23. GOVERNING LAW.

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

24. HEADINGS NOT CONTROLLING.

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

25. COMPLIANCE WITH LAWS.

26. CITY BUSINESS LICENSE.

CONSULTANT will have a City of Modesto business license.

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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attestation by its City Clerk on the _______ day of _____________ , 2025, and HULBERG & ASSOCIATES, INC DBA VALBRIDGE PROPERTY ADVISORS has caused this AGREEMENT to be duly executed as of the Effective Date.

Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9 February
6th
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Exhibit C:

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
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The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Verification of Coverage
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Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
MATTHEW BRALEY, ARM-PE, Risk Manager
Federal ID # ___________
Docusign Envelope ID: 10535703-CCA9-4816-9861-7FBEE2EB82C9

HULBERG & ASSOCIATES, INC DBA

VALBRIDGE PROPERTY ADVISORS
77-0050245
Laura Hulberg Senior Managing Director
2/6/2025
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: September 15, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: First Amendment and Reinstatement of the Letter of Intent with the United Soccer League
CONTACT: Taranjot Khehra, Business Analyst,
[email protected], 209-577-5239
DESCRIPTION:

Consider approving a First Amendment and Reinstatement of the Letter of Intent between the United Soccer League, LLC and the City of Modesto to extend an exclusive negotiating period to March 10, 2026. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

This action supports the City’s 2025-2026 Strategic Plan’s Area of Focus by driving a vibrant and economically sustainable business climate within the City of Modesto and advancing a pro-growth economic development strategy that focuses on downtown, sports, and entertainment, building Modesto as a regional destination.

BACKGROUND:

Throughout the last three years, the City of Modesto has worked diligently alongside public and private partners to create the Downtown Master Plan, Stanislaus 2030 Blueprint, and the Modesto Renewal & Diversification Project (“River District Study”). Through the preparation of these studies and planning documents, staff and consultants have engaged with hundreds of residents, business owners, faith-based organizations, and nonprofits. This engagement has yielded a broad consensus across stakeholder groups regarding community challenges, strengths, and high-leverage opportunities to achieve a more vibrant community and regional economy.

The City has moved forward by leveraging the results from the previous studies to help better inform the implementation of the various plans in its efforts to bring diverse entertainment options to the community, as well as attract visitors to the City to support economic development. These efforts include exploring options and locations of a potential stadium, sports leagues, and an entertainment district.
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City Council, September 23, 2025
First Amendment and Reinstatement of the Letter of Intent with the United Soccer League, LLC

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As part of the City’s commitment to explore sports entertainment options, the City and the United Soccer League (“USL”) have been discussing bringing professional soccer to Modesto. The USL selected Modesto as a potential location for both a men’s and a women’s team.

The initial step to facilitate continued discussion with the USL was to execute a Letter of Intent (“LOI”) to formalize exclusive negotiations between the City of Modesto and USL (“Parties”). The LOI described the process that the City and USL agree to undertake to explore and analyze, in good faith, the possible establishment of professional soccer to be played in a multi-purpose stadium to be constructed and operated in Modesto.

On September 10, 2024, by Resolution No. 2024-333, Modesto City Council approved a Letter of Intent between with the United Soccer League, LLC. The LOI established an exclusive negotiating period that commenced on the execution of the LOI and would last for one (1) year, with an automatic six (6) month extension if the Parties executed a nonbinding Memorandum of Understanding (MOU) regarding the establishment of professional soccer in the City.

As part of the executed LOI, the City and USL agreed to discuss and explore the following topics and terms:
 Potential location of the multi-purpose stadium within Modesto.  Potential designs and size of the Stadium to ensure compliance with applicable USL stadium requirements.
 Subject to USL Stadium Requirements, the Parties currently intend that the Stadium would have a minimum seating capacity of 5,000, with the ability to expand to at least 10,000 seats, and serve as the home stadium for each of a men’s professional soccer team, and women’s professional soccer team.
 How construction of the Stadium will be financed, including exploration of the use of financing districts.
 The identity of the ownership, management, and operation of the Stadium, and agreements relating to leases, licenses, easements, and other real property transactions for the Stadium.
 The type of ancillary development which may be constructed adjacent to, or in the vicinity of, the Stadium.
 What plans, studies, and other predevelopment costs are necessary.

DISCUSSION:

The USL was founded in 1986 and is the largest and fastest growing pre-professional and professional soccer organization in the country. Since 2012, the USL has significantly grown from 11 clubs to 44 professional clubs and over 150 pre-professional clubs spanning 42 states, in over 200 U.S. markets and over 20,000 players.

The City of Modesto has been chosen as a location in the Central Valley for professional soccer.

The City Council approved a Letter of Intent (LOI) between the City and the United Soccer League (USL), committing to exclusively negotiate the potential of bringing professional men’s and women’s soccer teams to Modesto.
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City Council, September 23, 2025
First Amendment and Reinstatement of the Letter of Intent with the United Soccer League, LLC

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Following the execution of the LOI on September 10, 2024, the City began to evaluate potential sites for stadium development in Modesto including the viability of supporting professional soccer teams and explore opportunities to enhance entertainment options for the community. On March 26, 2025, the City of Modesto hosted a Special Workshop to continue community discussions on the expansion of the USL into the City. In this Workshop, staff presented the City Council with a comprehensive update regarding the City’s exploration of bringing USL Professional Soccer to Modesto. The locations presented during this Workshop included a Downtown South Site (near D Street), a Downtown North Site (Centre Plaza), and the vacant former Municipal Golf Course (West Modesto) site. Considering these locations, the Modesto City Council directed staff to focus on both the Downtown North Site and the Municipal Golf Course site while also directing staff to gather more data pertaining to fiscal and economic impacts of both potential stadium sites.

On June 25, 2025, the City of Modesto hosted an additional workshop to continue the community discussion on the analysis of two potential stadium locations: Downtown North (Modesto Centre Plaza) and West Modesto (the Municipal Golf Course). During this Workshop, the City Council requested more time to gather information and directed staff to expand additional community feedback regarding the potential stadium sites and to focus on assumed fiscal impacts for the proposed locations including the Downtown, the municipal golf course, and combination of both sites.

Following this direction, staff hosted two community listening sessions, on July 28 and July 29, 2025, to give the community an opportunity to ask questions and provide feedback regarding professional soccer in Modesto and the proposed stadium locations. At these community workshops, residents were asked to share their feedback on the potential benefits and drawbacks of stadium being at the Downtown North Site (Centre Plaza) and Municipal Golf Course (West Modesto), as well as identify key considerations for both sites.

On August 5, 2025, the Modesto City Council hosted another Special Workshop to continue the community discissions. The two stadium development options were presented at this Workshop, along with a summary of community feedback gathered through the community engagement process. Considering the two options, Modesto City Council unanimously passed a motion directing staff to move forward with option 3/option C to support the future site for the stadium.

This option designates the Downtown Modesto Centre Plaza area as the primary site for the stadium itself, while the Municipal Golf Course in West Modesto is identified as the location for associated practice and tournament fields.

After a year of discussions and workshops on site selection, the Initial Exclusivity Period specified in the LOI expired on September 10, 2025, with the Parties not having an executed nonbinding MOU regarding the establishment of professional soccer in the City. In an effort to facilitate continued discussion with the USL, the City of Modesto and USL have agreed to amend the Initial Exclusivity Period and reinstate the LOI.

As part of the First Amendment and Reinstatement of the LOI, the City of Modesto and USL agree on the following key terms:

1. Exclusivity Period: The Parties agree to extend the Initial Exclusivity Period set forth in Section 7 of the LOI to March 10, 2026.

2. Reinstatement: The City of Modesto and USL agree to reinstate the LOI, effective September 10, 2025, and agree that the LOI will continue in full force and effect. #10..
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City Council, September 23, 2025
First Amendment and Reinstatement of the Letter of Intent with the United Soccer League, LLC

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During this extended negotiating period, the City of Modesto and USL will continue to negotiate in good faith binding agreements for implementation of the terms of the MOU. USL agrees not to explore establishing a professional soccer team anywhere else in Stanislaus County or Merced County, and Modesto agrees not to explore the establishment of a professional soccer team in the City with any entity other than USL.

FISCAL IMPACT:

There is currently no fiscal impact directly resulting from the execution of the First Amendment and Reinstatement of the Letter of Intent. If approved, the City of Modesto and USL will discuss their proposed respective obligations for the cost of construction of the Stadium, including private and public financing and the establishment of public financing districts.

COMMITTEE RECOMMENDATION:

Due to the urgent nature of the action needed this item was taken directly to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a First Amendment and Reinstatement of the Letter of Intent between the United Soccer League, LLC and the City of Modesto, and authorizing the City Manager, or his designee, to execute the Amendment and Reinstate the Letter.

Approved by:

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

1. Resolution

2. First Amendment and Reinstatement to the Letter of Intent

3. Original Letter of Intent
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9/15/2025/CED/TKHEHRA/Item # 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING A FIRST AMENDMENT AND REINSTATEMENT

OF THE LETTER OF INTENT BETWEEN THE UNITED SOCCER LEAGUE,

LLC AND THE CITY OF MODESTO, AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AMENDMENT AND

REINSTATE THE LETTER
WHEREAS, the City of Modesto has worked diligently alongside public and private partners to create the Downtown Master Plan, Stanislaus 2030 Blueprint, and the Modesto Renewal & Diversification Project (“River District Study”); and WHEREAS, through the preparation of these studies and planning documents, staff and consultants have engaged with hundreds of residents, business owners, faithbased organizations, and nonprofits; and WHEREAS, this engagement has yielded a broad consensus across stakeholder groups regarding community challenges, strengths, and high-leverage opportunities to achieve a more vibrant community and regional economy; and WHEREAS, the City intends to leverage the results from these prior studies to help inform the implementation of these plans; and
WHEREAS, the City has continued to make a concentrated effort to bring diverse entertainment options to the community in an effort to provide entertainment for residents as well as attract additional visitors to the community for economic development; and WHEREAS, the City has received initial interest from the United Soccer Leagues, LLC (“USL”) for a potential league expansion into the City of Modesto, establishing a men’s and a woman’s soccer team; and
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9/15/2025/CED/TKHEHRA/Item # 2 2025-XX
WHEREAS, the first step in the league expansion process is to formalize an exclusive negotiating period through a letter of intent (“LOI”) with the results of these negotiations being documented in a future Memorandum of Understanding (“MOU”); and
WHEREAS, the LOI describes the process the City of Modesto and USL (“Parties”) agree to undertake to explore and analyze, in good faith, the possible establishment of professional soccer to be played in a multi-purpose stadium to be constructed and operated in the City of Modesto; and
WHEREAS, on September 10, 2024, by Resolution No. 2024-333, Modesto City Council approved a Letter of Intent between with the United Soccer League, LLC; and WHEREAS, the LOI established an exclusive negotiating period that commenced on the execution of the LOI and would last for one (1) year, with an automatic six (6) month extension if the Parties executed a nonbinding MOU regarding the establishment of professional soccer in the City; and
WHEREAS, following the execution of the LOI on September 10, 2024, the City began to evaluate potential sites for stadium development in Modesto including the viability of supporting professional soccer teams and explore opportunities to enhance entertainment options for the community; and
WHEREAS, on March 26, 2025, the City of Modesto hosted a Special Workshop to continue community discussions on the expansion of the USL into the City. In this Workshop, staff presented the City Council with a comprehensive update regarding the City’s exploration of bringing USL Professional Soccer to Modesto. The locations presented during this Workshop included a Downtown South Site (near D Street), a #10..
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9/15/2025/CED/TKHEHRA/Item # 3 2025-XX
Downtown North Site (Centre Plaza), and the vacant former Municipal Golf Course (West Modesto) site. Considering these locations, the Modesto City Council directed staff to focus on both the Downtown North Site and the Municipal Golf Course site while also directing staff to gather more data pertaining to fiscal and economic impacts of both potential stadium sites; and
WHEREAS, on June 25, 2025, the City of Modesto hosted an additional workshop to continue the community discussion on the analysis of two potential stadium locations: Downtown North (Modesto Centre Plaza) and West Modesto (the Municipal Golf Course). During this Workshop, the City Council requested more time to gather information and directed staff to expand additional community feedback regarding the potential stadium sites and to focus on assumed fiscal impacts for the proposed locations including the Downtown, the municipal golf course, and combination of both sites; and WHEREAS, staff hosted two community listening sessions, on July 28 and July 29, 2025, to give the community an opportunity to ask questions and provide feedback regarding professional soccer in Modesto and the proposed stadium locations. At these community workshops, residents were asked to share their feedback on the potential benefits and drawbacks of stadium being at the Downtown North Site (Centre Plaza) and Municipal Golf Course (West Modesto), as well as identify key considerations for both sites; and
WHEREAS, on August 5, 2025, Modesto City Council unanimously passed a motion directing staff to move forward with option 3/option C to support the future site for the stadium; and
WHEREAS, option 3/option C designates the Downtown Modesto Centre Plaza #10..
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9/15/2025/CED/TKHEHRA/Item # 4 2025-XX
area as the primary site for the stadium itself, while the Municipal Golf Course in West Modesto is identified as the location for associated practice and tournament fields; and WHEREAS, after a year of discussions and workshops on site selection, the Initial Exclusivity Period specified in the LOI expired on September 10, 2025, with the Parties not having an executed nonbinding MOU regarding the establishment of professional soccer in the City; and
WHEREAS, in an effort to facilitate continued discussion with the USL, the City of Modesto and USL have agreed to amend the Initial Exclusivity Period and reinstate the LOI; and
WHEREAS, the City of Modesto and USL agree to extend the Initial Exclusivity Period set forth in Section 7 of the LOI to March 10, 2026; and WHEREAS, the City of Modesto and USL agree to reinstate the LOI, effective September 10, 2025, and agree that the LOI will continue in full force and effect; and WHEREAS, during this extended negotiating period, the City of Modesto and USL will continue to negotiate in good faith binding agreements for implementation of the terms of the Memorandum of Understanding; and
WHEREAS, the approval of the First Amendment and Reinstatement of LOI does not approve or authorize any stadium or other development; and WHEREAS, before any potential proposed stadium is approved, further environmental review will occur; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves a First Amendment and Reinstatement of the Letter of Intent between the United Soccer League, LLC and the City of Modesto, #10..
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9/15/2025/CED/TKHEHRA/Item # 5 2025-XX
BE IT FURTHER RESOLVED by the Council of the City of Modesto authorizes the City Manager, or his designee, to execute the Amendment and Reinstate the Letter. #10..
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9/15/2025/CED/TKHEHRA/Item # 6 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 23rd day of September 2025, 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 FIRST AMENDMENT AND REINSTATEMENT OF LETTER OF INTENT THIS FIRST AMENDMENT AND RESINTATEMENT LETTER OF INTENT (the “Amendment”) is made effective as of the 10th day of September, 2025 (the “Effective Date”), by and between United Soccer Leagues, LLC, a Florida limited liability company having its principal place of business at 1715 N. Westshore Boulevard, Suite 825, Tampa, Florida 33607 (“USL”) and the City of Modesto, California, a municipal corporation, having its principal place of business at 1010 10th Street, Modesto, California (“City”). USL and City are each a “Party” and collectively the “Parties”. Capitalized terms used but not defined herein have the meanings given to such terms in the LOI (as defined below).

RECITALS
WHEREAS, the Parties entered into that certain Letter of Intent, dated September 10, 2024 (the “LOI”). The Parties have agreed to reinstate and make modifications to the LOI, as set forth in this Amendment.

NOW, THEREFORE, in consideration of the foregoing and the promises, covenants and agreements herein contained, and in further consideration of the LOI and the promises, covenants and agreements therein contained, and for other good and valuable consideration, the receipt, adequacy, and sufficiency of all of which are hereby acknowledged, the parties agree as follows:

TERMS

1. Numbering. To the extent that certain provisions or sections of the LOI are modified and/or deleted by this Amendment, such clauses or sections are deemed to have been modified or deleted without otherwise affecting the numbering of the LOI.

2. Reinstatement. The Parties acknowledge that the Exclusivity Period in the LOI expired on or around September 10, 2025. Notwithstanding such expiration, the Parties hereby reinstate the LOI, effective as of the Effective Date, and agree that the LOI shall continue in full force and effect as amended herein.

3. Exclusivity Period. The Parties hereby acknowledge and agree that the Initial Exclusivity Period set forth in Section 7 of the LOI is hereby extended to March 10, 2026.

4. Entire Agreement; Amendment. This Amendment and the LOI constitute the entire agreement between the Parties concerning the subject matter hereof and supersede any prior agreements.

5. Binding Effect. This Amendment shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns.

6. Ratification. This Amendment is limited as specified and shall not constitute a modification, acceptance or waiver of any other provision or provisions of the LOI. As modified by this Amendment, the Parties agree that the covenants, agreements, terms, provisions and conditions set forth in the LOI shall continue to remain in full force and effect. All of the terms and provisions of #10..
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2 this Amendment are hereby deemed incorporated into the LOI and made a part thereof. If there is a conflict between this Amendment and the LOI, the terms of this Amendment will prevail.

7. Counterparts. This Amendment may be executed in one or more counterparts, each of which when executed and delivered shall be deemed to be an original and all of which together shall constitute one and the same instrument. This Amendment may be executed and delivered by facsimile or other electronic imaging means (including .PDF), which signature and copies shall deemed to be an original.
[Signature Page(s) To Follow]
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3 IN WITNESS WHEREOF, the Parties hereto have caused this Amendment to be duly executed as of the Effective Date.

United Soccer Leagues, LLC, a Florida
limited liability company
By: __________________________________
Name: Justin Papadakis
Its: Deputy Chief Executive Officer and Chief
Real Estate Officer
City of Modesto, a municipal corporation
By: __________________________________
Name: ________________________________
Its: ___________________________________
Attest: _________________________________
Approved as to Form:

By: __________________________________
Name: ________________________________
Its: ___________________________________
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com City of Modesto September 10, 2024
1010 10th Street
Modesto, CA 95353
Dear Mayor Zwahlen, Members of the City Council,
and City Manager Lopez:

As you are aware, United Soccer Leagues, LLC (the “USL”) and the City of Modesto, California (“Modesto”) (collectively, the “Parties”) have engaged in preliminary discussions regarding a potential collaboration intended to establish professional soccer to be played in a multi-purpose stadium to be constructed and operated in Modesto (the “Proposed Transaction”). This letter agreement (the “Letter of Intent”) describes the process the Parties agree to undertake to explore and analyze the Proposed Transaction and to engage in good faith discussions with one another on an exclusive basis during the “Exclusivity Period” (as defined below) regarding a potential public-private partnership in an effort to consummate the Proposed Transaction. The Parties contemplate that the discussion of the Proposed Transaction will include, without limitation, the following topics:

1. Stadium Location. The Parties will discuss the proposed location of the multi-purpose stadium (the “Stadium”) within Modesto.

2. Stadium Design. The Parties will discuss the proposed design and size of the Stadium to ensure compliance with applicable USL stadium requirements (for reference, the requirements currently in effect as of the date hereof are generally outlined in Exhibit A) (as they may be reasonably modified or amended from time to time, collectively, “USL Stadium Requirements”). Subject to USL Stadium Requirements, the Parties currently intend that the Stadium would (i) have a minimum seating capacity of 5,000, with ability to expand to at least 10,000 seats, and (ii) serve as the home stadium for each of a men’s professional soccer team (the “Men’s Team”), and women’s professional soccer team (the “Women’s Team” and together with the Men’s Team, the “Teams”). It is contemplated that (i) the Men’s Team would compete in the first tier or second tier of the USL men’s professional competition structure, and (ii) the Women’s Team would compete in the first tier or second tier of the USL women’s professional competition structure, with the Teams’ respective competition level depending upon such factors as: (x) the capitalization, ultimate ownership, and corporate structure of each team, (y) strength of the applicable ownership group that acquires the relevant USL franchise rights, and (z) the size and scale of the Stadium and ancillary real estate development as contemplated in the Proposed Transaction.

3. Stadium Financing. The Parties will discuss their proposed respective obligations for the cost of construction of the Stadium, including private and public financing, and establishment of public financing districts.

4. Stadium Ownership, Management and Operation. The Parties will discuss the identity of the ownership, management and operation of the Stadium, and agreements relating to leases, licenses, easements and other real property transactions for the Stadium. In the event that the Stadium is contemplated to be located on land that is owned by Modesto, the Parties will act in strict accordance with the requirements of the Surplus Land Act, California Government Code Section 54220, et seq. (“Surplus Land Act”), which requires that public agencies undertake certain procedures before the #10..
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com disposal of publicly owned land, including obligations for public notice of the availability of land for acquisition and obligations for good faith negotiations and negotiations with persons submitting proposals for the acquisition of such land. In addition, the Surplus Land Act prohibits local agencies from participating in negotiations with any party for the disposition of publicly owned property until certain procedural requirements of the Surplus Land Act are satisfied. For the avoidance of doubt, the Parties contemplate that, upon consummation of the Proposed Transaction, the City will (or will use best efforts to cause the appropriate third party to) provide the USL with (i) the opportunity to serve as the initial primary user of the Stadium with priority scheduling for the Teams, and (ii) a right of first refusal to serve as Stadium operator/manager for an agreed upon period of time, subject to compliance with applicable law.

5. Ancillary Development. The Parties will discuss the type of ancillary development which may be constructed adjacent to or in the vicinity of the Stadium, and the Parties’ respective roles in connection therewith, which may include various asset classes such as market rate and affordable multifamily rental housing, market rate and affordable single family for-sale housing, retail, restaurants, education, medical, cultural, transit, parks and open space, hotel, and entertainment uses.

In the event that any of the proposed development is contemplated to be located on land that is owned by Modesto, the Parties will act in strict accordance with the requirements of the Surplus Land Act with respect to such land.

6. Predevelopment Costs, Plans and Studies. Working together in good faith, and considering all relevant factors, including the USL’s participation in similar projects in comparable markets across the United States, the Parties will discuss what plans, studies and other predevelopment costs are necessary in connection with the Parties’ discussions hereunder (which may include without limitation such things as site surveys, feasibility studies, financial projections, consultant fees, and architectural and engineering fees), and will work in good faith to mutually agree what services and items should be obtained and who should pay for each such service or item.

7. Negotiating Period. From the date hereof through the first anniversary hereof (the "Initial Exclusivity Period"), USL and Modesto shall continue to discuss, on an exclusive basis, the Proposed Transaction and additional details related thereto as contemplated herein, including the good faith negotiation of a Memorandum of Understanding or other nonbinding summary of the terms of the Proposed Transaction (the “MOU”). If the Parties have entered into the MOU prior to the end of the Initial Exclusivity Period, (x) the Exclusivity Period shall automatically be extended for an additional six months(the “Extended Exclusivity Period”), and (y) the Parties shall then negotiate in good faith binding agreements for implementation of the terms of the MOU (the “Definitive Agreements”). If the Parties have not entered into the MOU prior to the end of the Initial Exclusivity Period, the Parties may mutually agree to an Extended Exclusivity Period for a term of up to six months. The Extended Exclusivity Period may be further extended by mutual agreement of both Parties. The Initial Exclusivity Period and Extended Exclusivity Periods are collectively referred to herein as the “Exclusivity Period.” Either Party may terminate this Letter of Intent upon a material breach by the other Party that remains uncured for five (5) days after receipt of notice thereof.

8. USL Exclusivity Obligations. During the Exclusivity Period, USL: (i) shall not, and shall not authorize or permit any of its Representatives to, directly or indirectly solicit, initiate or take any action to facilitate or encourage any inquiries or the making of any other proposals that may constitute, or could reasonably be expected to lead to, an alternative transaction related to the construction of a #10..
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com stadium, in which professional soccer teams (men’s and women’s) participating in the same leagues as the Teams would be played, at
any other location within the defined territory outlined in Exhibit B (the “Protected Territory”) (an “Alternative USL Transaction”); (ii) shall make good faith efforts to identify and negotiate with prospective USL teams and/or investors interested in participation in the Proposed Transaction, and (iii) work with Modesto on use and programming terms for the Stadium. USL further agrees that, during the Exclusivity Period, USL shall disclose to Modesto all prospective USL teams and/or investors that, in USL’s discretion, are legitimate candidates to serve as primary tenant(s) of the Stadium and principal owner(s) of the Teams, respectively, so that Modesto may begin to work with such entities or individuals in development efforts in relation to the Proposed Transaction. For the avoidance of doubt, Modesto may also propose potential investors in the Proposed Transaction for the USL’s review. Regardless of which Party identifies any such prospective investor, the Parties will work together in good faith to determine a set of criteria which must be satisfied in order for any such investor to participate in the Proposed Transaction in any manner (such criteria to include the USL’s applicable League Rules regarding franchise ownership). As used herein, the term “Representatives” means a party's equity holders, affiliates, directors, officers, employees, agents, investment bankers, attorneys, accountants, consultants, advisors and other representatives.

9. Modesto Exclusivity Obligations. During the Exclusivity Period, except as may be required otherwise by applicable law, Modesto shall not, and shall not authorize or permit any of its Representatives to, directly or indirectly: (i) solicit, initiate or take any action to facilitate or encourage any inquiries or the making of any proposal from a person or organization, or group of persons, other than USL, its affiliates, and prospective USL teams and/or investors identified by USL that may constitute, or could reasonably be expected to lead to an alternative transaction related to the construction or operation of a stadium, in which professional soccer teams (men’s and women’s) other than the Teams (or other teams participating in USL leagues) would play, at any other location within Modesto (an “Alternative City Transaction”); (ii) enter into or participate in any discussions or negotiations with any person or group of persons other than USL, its affiliates, and prospective USL teams and/or investors identified by USL regarding an Alternative City Transaction, (iii) furnish any information relating to the USL or any of its subsidiaries, assets or businesses, or afford access to the assets, business, properties, books or records of the USL or any of its subsidiaries to any person or group of persons other than the USL or its subsidiaries, in all cases for the purpose of assisting with or facilitating an Alternative City Transaction; or (iv) enter into an Alternative City Transaction or any agreement, arrangement or understanding, including, without limitation, any letter of intent, term sheet or other similar document, relating to an Alternative City Transaction. Notwithstanding the foregoing, Modesto may confer with, negotiate with, enter into agreements with, and process applications for land use entitlements from, the owners of other real property within Modesto. As of the date hereof, and continuing throughout the Exclusivity Period (as the same may be extended as set forth herein), Modesto shall, and shall cause its Representatives to, affirmatively terminate in writing any and all existing discussions or negotiations with any person or group of persons other than USL and its affiliates regarding an Alternative City Transaction.

10. Public Records Act Acknowledgment. USL acknowledges that Modesto is a public agency with a legal obligation to conduct its business in a manner that is open and available to the public pursuant to the California Public Records Act, California Government Code Section 7920, et seq. (“Public Records Act”). Modesto’s use and disclosure of information and records are governed by #10..
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com the Public Records Act. Accordingly, notwithstanding the foregoing paragraph, any information provided by USL to Modesto hereunder may be disclosed to the public if required under the Public Records Act and/or as a result of a public demand or order. Modesto’s obligations hereunder are further subject to the requirements of the Surplus Land Act, and notwithstanding the above paragraph, Modesto shall in all events comply with all requirements of the Surplus Land Act with respect to land owned by Modesto.

11. Remedies. The Parties acknowledge and agree that a material breach of this Letter of Intent would cause irreparable harm for which monetary damages would be an inadequate remedy.

Accordingly, either Party may seek equitable relief in the event of any breach or threatened breach of this Letter of Intent, including injunctive relief against any breach thereof and specific performance of any provision thereof. The Parties expressly waive the right to seek consequential damages, lost profits, and punitive damages against the other Party for any breach hereof.

12. Not a Binding Transaction. The Parties acknowledge and agree that the execution and delivery of this Letter of Intent does not create any legally binding obligations on the part of either Party to consummate the Proposed Transaction, and that this Letter of Intent is an expression of the Parties' interests in continuing discussions regarding the Proposed Transaction in accordance with the terms and conditions set forth herein, in an effort to consummate the Proposed Transaction by entering into the Definitive Agreements. This Letter of Intent does not constitute a disposition of property or exercise of control of property owned by Modesto. Each Party reserves full discretion over the approval of any Definitive Agreements, and a Party’s failure to approve a Definitive Agreement shall not constitute a breach or default of this Letter of Intent.

13. No Pre-Commitment by Modesto. By Modesto’s execution of this Letter of Intent, until such time as one or more Definitive Agreements is agreed to and executed by the Parties, Modesto is not committing itself to or agreeing to undertake any activity requiring the subsequent exercise of discretion by Modesto, including but not limited to the approval of any land use regulation governing the applicable property, the expenditure of public funds or provision of any financial assistance, the acquisition or disposition of real property, actions necessary to comply with the California Environmental Quality Act (“CEQA”), or any other activity.. No legal obligations will exist unless and until the Parties have negotiated, executed and delivered mutually acceptable documents based upon information produced from the CEQA environmental review process and on other public review and hearing processes, subject to all applicable governmental approvals. In the event that additional time is necessary for either or both Parties to comply with the requirements of CEQA, the times for performance hereunder shall be extended as necessary.

14. Governing Law. This Letter of Intent shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the application of laws of any jurisdiction other than those of the State of California. Legal actions shall be instituted and maintained in the Superior Court of the County of Stanislaus.

15. Execution in Counterparts. This Letter of Intent may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement.
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com If this Letter of Intent accurately sets forth your understanding of the subject matter contained herein, kindly execute the enclosed copy of this Letter of Intent and return it to the undersigned.

Very truly yours,
United Soccer Leagues, LLC
By:___________________________
Name: Justin Papadakis
Title: Deputy CEO & Chief Real Estate Officer
ACCEPTED AND AGREED:

City of Modesto
By:___________________________
Name: Joseph Lopez
Title: City Manager
Attest:

By:___________________________
Diane Nayares-Perez, City Clerk
Approved as to form:

By:___________________________
Jose M. Sanchez, City Attorney
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com E
Exhibit A
USL Stadium Requirements
[Attached]
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1715 N. Westshore Blvd., Suite 825 | Tampa, FL 33607 | P: 813.963.3909 | USLSoccer.com Exhibit B
Exclusive Stadium Development Territory
Exclusive Territory:
 Stanislaus County
 Merced County
Non-Exclusive Territory:
 San Joaquin County, south of Interstate 205 and State Route 120 #10..
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: August 14, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: Section 26 (National Standards for the Physical Inspection of Real Estate (NSPIRE)) of the Housing and Urban Development Policies and Procedures Manual
CONTACT: Edgar Garcia, Community Development Manager
[email protected], (209) 571-5101
DESCRIPTION:

Consider approving Section 26 National Standards for the Physical Inspection of Real Estate (NSPIRE) of the Housing and Urban Development Policies and Procedures Manual. (Funding Sources: HOME Investment Partnership Program and Emergency Solutions Grant) STRATEGIC PLAN ELEMENT:

The recommended action supports the City of Modesto’s 2025-2026 Strategic Plan, Goal B:

Enhance pride in Modesto’s diverse neighborhoods and business districts by actively addressing blight and ensuring that community assets and amenities are well-maintained and preserved.

BACKGROUND:

Each year, as an Entitlement Community, the City receives, HOME Investment Partnerships (HOME), and Emergency Solutions Grant (ESG) funding from the U.S. Department of Housing and Urban Development (HUD) with the general purpose of creating and sustaining affordable housing and serving individuals that are in need of affordable housing.

On October 14, 2016, the City Council, by Resolution No. 2016-425, adopted a Housing & Urban Development Policies & Procedures Manual (HUD Manual). This document consolidated all HUD-related Policies & Procedures into one document.

Modesto is an entitlement community awarded Department of Housing and Urban Development (HUD) funds, including HOME and ESG compliance with updated federal requirements to ensure the continued delivery of housing assistance through these programs. As a result, it is necessary to adopt Section 26 (National Standards for the Physical Inspection of Real Estate (NSPIRE)) of the Housing and Urban Development Policies and Procedures Manual. #11..
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City Council, September 23, 2025
National Standards for the Physical Inspection of Real Estate (NSPIRE)

Page 2 of 3 ends

DISCUSSION:

The proposed NSPIRE policy formalizes the adoption of HUD’s updated inspection and compliance framework, which emphasizes resident health and safety, enhances consistency across inspections, and introduces a modernized scoring methodology. This policy will apply to all HUD-assisted housing programs funded by HOME and ESG.

The U.S. Department of Housing and Urban Development (HUD) officially replaced the Uniform Physical Condition Standards (UPCS) and Housing Quality Standards (HQS) with the National Standards for the Physical Inspection of Real Estate (NSPIRE), as published in the Federal Register on May 11, 2023 (88 FR 30432), July 7, 2023 (88 FR 43378), and September 18, 2023 (88 FR 63800). The Federal Register notices outline the Federal Regulations governing the City’s funding in HOME and ESG programs.

The Policy:

The proposed NSPIRE policy introduces a modernized scoring methodology in accordance with HUD requirements and includes inspection standards with which inspectable area must be functionally adequate, operable, and free of health and safety hazards which includes:
o Unit: Interior components of individual dwelling units. o Inside: Common areas and building systems within the building interior. o Outside: Building site, exterior components, and systems located outside the building or unit.

The NSPIRE scoring methodology emphasizes deficiencies within dwelling units, reflecting their direct impact on residents' living conditions. Residents are engaged in identifying and resolving unit deficiencies. Deficiency corrections outlined in the inspection report are closely monitored to ensure that corrective actions are handled timely.

Some of the inspection components include:
 GFCI outlets
 Working heat and air
 Safe water
 Flushing toilets
 Other identified health and safety items
Adopting the NSPIRE policy ensures that the HUD funded HOME and ESG programs and projects remain compliant with federal guidelines and maintains eligibility for critical HUD funding. The policy includes procedures for training staff, utilizing HUD technology, and periodically reviewing for regulatory updates.

FISCAL IMPACT:

There is no direct fiscal impact. Any future costs related to staff training or software integration will be absorbed within existing Housing and Urban Development program budgets.

COMMITTEE RECOMMENDATION:

This item was presented to the Citizen’s Housing and Community Development Committee on August 14, 2025, and was recommended to forward to City Council for approval. #11..
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City Council, September 23, 2025
National Standards for the Physical Inspection of Real Estate (NSPIRE)

Page 3 of 3 ends

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving Section 26 (National Standards for the Physical Inspection of Real Estate (NSPIRE)) of the Housing and Urban Development Policies and Procedures Manual.

Approved by:

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

1. Resolution

2. Section 26- National Standards for the Physical Inspection of Real Estate (NSPIRE) Policy #11..
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09/23/2025/CED/EGarcia/Item X 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-
RESOLUTION APPROVING SECTION 26 (NATIONAL STANDARDS FOR

THE PHYSICAL INSPECTION OF REAL ESTATE (NSPIRE)) OF THE

HOUSING AND URBAN DEVELOPMENT POLICIES AND PROCEDURES
MANUAL
WHEREAS, the proposed NSPIRE policy formalizes the adoption of HUD’s updated inspection and compliance framework, which emphasizes resident health and safety, enhances consistency across inspections, and introduces a modernized scoring methodology; and
WHEREAS, this policy will apply to all HUD-assisted housing programs funded by the HOME Investment Partnerships Program (HOME) and the Emergency Solutions Grant (ESG) Program; and
WHEREAS, the U.S. Department of Housing and Urban Development (HUD) has officially replaced the Uniform Physical Condition Standards (UPCS) and Housing Quality Standards (HQS) with the National Standards for the Physical Inspection of Real Estate (NSPIRE), as published in the Federal Register on May 11, 2023 (88 FR 30432), July 7, 2023 (88 FR 43378), and September 18, 2023 (88 FR 63800); and WHEREAS, the Federal Register notices outline the Federal Regulations governing the City’s funding in HOME and ESG programs; and WHEREAS, the proposed NSPIRE policy introduces a modernized scoring methodology in accordance with HUD requirements and includes inspection standards requiring that all inspectable areas be functionally adequate, operable, and free of health and safety hazards, including the Unit defined as the interior components of individual #11..
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09/23/2025/CED/EGarcia/Item X 2 2025-XX
dwelling units, Common areas and building systems within the building interior, and the building site, exterior components, and systems located outside the building or unit; and WHEREAS, the NSPIRE scoring methodology emphasizes deficiencies within dwelling units, reflecting their direct impact on residents' living conditions; and WHEREAS, residents will be engaged in identifying and resolving unit deficiencies; and
WHEREAS, deficiency correction timelines will be closely monitored under the policy; and
WHEREAS, inspection requirements will include verification of GFCIs, working heating and air conditioning systems, safe water supply, and flushing toilets; and WHEREAS, adopting the NSPIRE policy ensures that HUD-funded HOME and ESG programs and projects remain compliant with federal guidelines and maintains the City’s eligibility for critical HUD funding; and
WHEREAS, the policy includes procedures for training staff, utilizing HUD technology, and periodically reviewing for regulatory updates.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves Section 26 National Standards for the Physical Inspection of Real Estate (NSPIRE) of the Housing and Urban Development Policies and Procedures Manual.
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09/23/2025/CED/EGarcia/Item X 3 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 23rd day of September, 2025 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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Section 26 – National Standards for the
Physical Inspection of Real Estate
(NSPIRE)
Citizens Housing and Community Development Committee (CH&CDC) Approved 08/14/2025 City of Modesto City Council Approved by Resolution XXXXX on XXXXXX #11..
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1 Contents
I. Purpose .................................................................................................................................... 2 II. Authority ................................................................................................................................ 2 • 24 CFR Part 5, Subpart G........................................................................................... 2 • Federal Register Notices ............................................................................................ 2 III. Scope.................................................................................................................................... 2 IV. Inspection Standards......................................................................................................... 3 • Unit ................................................................................................................................. 3 • Inside.............................................................................................................................. 3 • Outside........................................................................................................................... 3 V. Scoring Methodology .......................................................................................................... 3 VI. Inspection Frequency ........................................................................................................ 3 VII. Annual Self-Inspections ................................................................................................... 3 VIII. Deficiency Correction Timelines .................................................................................... 3 • Life-Threatening and Severe Deficiencies ............................................................... 3 • Other Deficiencies........................................................................................................ 3 IX. Affirmative Requirements.................................................................................................. 4 X. Resident Involvement ......................................................................................................... 4 XI. Compliance and Monitoring.............................................................................................. 4

1. Training and Capacity Building .................................................................................. 4

2. Engagement.................................................................................................................. 4

3. Technology Integration................................................................................................ 4

4. Continuous Monitoring ................................................................................................ 4 #11..
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2 I. Purpose
To adopt and implement the U.S. Department of Housing and Urban Development's (HUD) National Standards for the Physical Inspection of Real Estate (NSPIRE) and its associated scoring methodology, ensuring that all HUD-assisted housing under the City of Modesto meets the updated health, safety, and functionality standards, as established through HUD’s replacement of the Uniform Physical Condition Standards (UPCS) and Housing Quality Standards (HQS). NSPIRE prioritizes resident health and safety through a more accurate and consistent inspection process, emphasizing deficiencies within dwelling units over common areas and aesthetics, and reflecting a shift toward addressing conditions that directly impact residents' well-being.

II. Authority
This policy is enacted pursuant to the following federal regulations and notices:
• 24 CFR Part 5, Subpart G: Establishes the physical condition standards and inspection requirements for HUD housing.
• Federal Register Notices:
o May 11, 2023 (88 FR 30432): Implementation of NSPIRE standards under the Economic Growth, Regulatory Relief, and Consumer Protection Act. o July 7, 2023 (88 FR 43378): Final NSPIRE scoring notice detailing the scoring methodology and protocols.
o September 18, 2023 (88 FR 63800): Further clarifications on NSPIRE implementation.

III. Scope
This policy applies to all HUD-assisted properties under the jurisdiction of the City which includes projects funded by:
• HOME Investment Partnerships Program (HOME)
• Emergency Solutions Grants (ESG)
The City at its discretion pay use this standard on other project inspections where it is known to be funded by the following non-city sources:
• Public Housing
• Project-Based Rental Assistance (PBRA)
• Housing Choice Voucher (HCV) Program
• Section 202 Supportive Housing for the Elderly
• Section 811 Supportive Housing for Persons with Disabilities #11..
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3 • FHA-Insured Multifamily Housing
• National Housing Trust Fund (HTF)
• Housing Opportunities for Persons with AIDS (HOPWA)
• Continuum of Care (CoC) Homelessness Assistance Programs IV. Inspection Standards
Inspections shall adhere to HUD's NSPIRE standards, focusing on health, safety, and functional aspects of housing units. Inspectable areas include:
• Unit: Interior components of individual dwelling units. • Inside: Common areas and building systems within the building interior. • Outside: Building site, exterior components, and systems located outside the building or unit.

Each inspectable area must be functionally adequate, operable, and free of health and safety hazards as per 24 CFR §5.703(a).

V. Scoring Methodology
Adherence to the NSPIRE scoring methodology in accordance with applicable provisions of the Code of Federal Regulations (CFR) and guidance issued by the U.S.

Department of Housing and Urban Development.

VI. Inspection Frequency
Adherence to the NSPIRE Inspection Frequency in accordance with applicable provisions of the Code of Federal Regulations (CFR) and guidance issued by the U.S.

Department of Housing and Urban Development.

VII. Annual Self-Inspections
All properties must conduct annual self-inspections of all units. Results must be documented and maintained for three years. For properties scoring below 60, a full selfinspection of 100% of units is required, with results submitted to HUD.

VIII. Deficiency Correction Timelines
• Life-Threatening and Severe Deficiencies: Must be corrected within 24 hours of inspection report receipt, with evidence uploaded to HUD within 72 hours.
• Other Deficiencies: Must be addressed within 30 days or a reasonable period as approved by the City’s Community and Economic Development Department. #11..
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4 IX. Affirmative Requirements
HUD has developed affirmative standards for all units participating in HUD’s rental assistance programs. These include basic requirements for habitability—such as kitchens and flushable toilets—as well as important safety items like Ground Fault Circuit Interrupter (GFCI) outlets, a permanent heating source, and safe drinking water.

X. Resident Involvement
Residents may recommend units for inspection. Inspection results shall be communicated to residents, and identified deficiencies must be corrected within established timeframes.

XI. Compliance and Monitoring
The City will ensure that HUD-assisted properties comply with NSPIRE standards and procedures through:

1. Training and Capacity Building: Provide comprehensive training for inspection personnel on NSPIRE protocols and scoring methodology.

2. Engagement: Inform and educate tenants, landlords, and community partners about the new standards and their implications.

3. Technology Integration: Adopt HUD's NSPIRE inspection tools and software applications to facilitate accurate and efficient inspections.

4. Continuous Monitoring: Regularly review inspection outcomes and corrective actions to ensure ongoing compliance and identify areas for improvement.

This policy will be reviewed as required to incorporate changes in federal regulations, HUD guidelines, or operational needs. Revisions will be made to maintain alignment with current standards and best practices.
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: August 29, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: First Amendment with Management Advisory Services for On-Call Planning Consultation and Support
CONTACT: Leslie Danhoff, Administrative Analyst
[email protected], 209-577-5429
DESCRIPTION:

Consider approving the First Amendment to an Agreement with Management Advisory Services, Auburn, CA for On-Call Planning Consultation and Support, increasing the Agreement by $76,000. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

This item supports the City’s 2020-2025 Strategic Plan, Goal D: Provide Safe, Efficient, and Reliable Infrastructure through proactive community investment, maintenance and sustainability efforts.

BACKGROUND:

In the last few years, the Planning Division has received an influx of new applications to develop various parcels within the City of Modesto, and the Economic Development Division is also seeing exponential growth. To prevent interruptions in development services provided to the public, and to ensure the continuity of uninterrupted planning support and augmentation efforts, as well as Municipal Code updates, Specific Plans, Corridor Studies, a Comprehensive Development Impact Fees Study, and several other community plans, the City determined that consulting services were needed.

DISCUSSION:

The Planning division continues to be impacted by unanticipated staffing shortages as the recruitment process continues for the key position of Planning Manager. The Economic Development division is currently experiencing unprecedented growth, with a surge in new business activity, housing development, and community investment. This growth has substantially increased both Division’s workloads and expanded the scope of services needed to effectively manage planning and economic development initiatives. #12..
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City Council, September 23, 2025
First Amendment with Management Advisory Services for Planning Consultation and Support

Page 2 of 3 ends

On May 29, 2025, and under the City Manager’s authority, the City entered into an agreement with Management Advisory Services to provide contract staffing services for the Planning and Economic Development Divisions, for an amount not to exceed $95,000. The City wishes to continue the current partnership with Management Advisory Services by amending the original contract for additional funding by $76,000 for a new total not to exceed $171,000, to maintain the quality of services. This consultant agreement has been instrumental in providing the expertise and capacity necessary to support staff in meeting strategic objectives. However, the exponential pace of activity has quickly surpassed the level of effort anticipated when the original contract was executed. To maintain momentum, avoid project delays, and ensure the Divisions continue to provide high-quality service to businesses, developers, and the community, additional consultant support is required.

Amending the current agreement to add funds will allow Management Advisory Services to continue assisting with critical tasks such as project management, policy development, funding strategy, stakeholder engagement, and process improvements. This additional support will not only sustain ongoing initiatives but also position the City to capitalize on new opportunities that align with Council priorities for economic growth, housing production, and community revitalization. Without this amendment, the Division risks resource shortfalls that could slow development activity, hinder service delivery, and reduce the City’s ability to achieve its economic development goals.

The City reserves the right to request proposals, negotiate a scope of work and contract with the most qualified consultants.

Modesto Municipal Code 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, in accordance with Modesto Municipal Code 8-3.204(f), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 “When the Purchasing Manager, in his or her discretion, determines that it is appropriate to amend the services or good provided under an existing agreement to include additional similar goods or services, of limited quantity or scope, in order to increase efficiency and avoid delays or disruptions to City projects or services.” The approval of the on-call consultant support to Management Advisory Services conforms to Modesto Municipal Code 8-3.204 subsection (f) as they provide additional professional services in limited quantity or scope as in the previously established agreement.

FISCAL IMPACT:

This funding will be provided by the General Fund through salary savings as a direct result of prolonged positional vacancies within the Community and Economic Development Department.

COMMITTEE RECOMMENDATION:

Due to the urgent nature of the action needed this item was taken directly to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the First Amendment to an Agreement with Management Advisory Services for Planning Consultation and Support, increasing the Agreement amount by $76,000 #12..
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City Council, September 23, 2025
First Amendment with Management Advisory Services for Planning Consultation and Support

Page 3 of 3 ends

from $95,000 to a new total not to exceed $171,000 and authorizing the City Manager, or his designee, to execute the Amendment.

Approved by:

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

1. Resolution

2. First Amendment to Agreement with Management Advisory Services

3. Agreement with Management Advisory Services

4. Levine Act Disclosure Form
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9/23/2025/CED/JHill/Item # 1 2025-xxx

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING THE FIRST AMENDMENT TO AN AGREEMENT

WITH MANAGEMENT ADVISORY SERVICES FOR PLANNING

CONSULTATION AND SUPPORT, INCREASING THE AGREEMENT AMOUNT BY $76,000 FROM $95,000 TO A NEW TOTAL NOT TO EXCEED $171,000 AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE

THE AMENDMENT
WHEREAS, the Planning division has received an influx of new applications to develop various parcels within the City of Modesto; and WHEREAS, the Economic Development Division is seeing a surge in new business activity, housing development, and community investment; and WHEREAS, to prevent interruptions in development services provided to the public, and to ensure the continuity of uninterrupted planning support and augmentation efforts, as well as Municipal Code updates, Specific Plans, Corridor Studies, a Comprehensive Development Impact Fees Study, and several other community plans, the City determined that consulting services were needed; and WHEREAS, on May 29, 2025, and under the City Manager’s authority, the City entered into an agreement with Management Advisory Services to provide contract staffing services for the Planning division, for an amount not to exceed $95,000; and WHEREAS, to continue providing updated planning services, an amendment to the Management Advisory Services contract is required; and WHEREAS, the City wishes to continue the current partnership with Management Advisory Services by amending the original contract for additional funding by $76,000 for a new total not to exceed $171,000, in order to maintain the quality of services; and WHEREAS, Modesto Municipal Code 8-3.203 generally requires all purchases, #12..
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9/23/2025/CED/JHill/Item # 2 2025-xxx
which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid; and
WHEREAS, in accordance with Modesto Municipal Code 8-3.204(f), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 “When the Purchasing Manager, in his or her discretion, determines that it is appropriate to amend the services or good provided under an existing agreement to include additional similar goods or services, of limited quantity or scope, in order to increase efficiency and avoid delays or disruptions to City projects or services;” and
WHEREAS, the approval of the on-call consultant support to Management Advisory Services conforms to Modesto Municipal Code 8-3.204 subsection (f) as they provide additional professional services in limited quantity or scope as in the previously established agreement.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the First Amendment to an Agreement with Management Advisory Services for planning consultation and support, increasing the agreement amount by $76,000 from $95,000 for a new total amount not to exceed $171,000.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is authorized to execute the amendment, in a form approved by the City Attorney. #12..
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9/23/2025/CED/JHill/Item # 3 2025-xxx
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 23rd day of September, 2025, by Councilmember _____, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

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

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

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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Management Advisory Services A-1 City of Modesto
On-Call Amendment for On-Call Planning Services

FIRST AMENDMENT TO STANDARD AGREEMENT

FOR CONSULTANT SERVICES

WITH MANAGEMENT ADVISORY SERVICES
THIS First Amendment to On-call Agreement (“First Amendment”), made and entered into in the City of Modesto, State of California, this _______ day of __________ 2025, (“Effective Date”), by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and MANGEMENT ADVISORY SERVICES, hereinafter referred to as "Consultant".

This First Amendment is made with regard to the following recitals:

A. The City and Consultant entered into an On-call Agreement for municipal planning services dated May 29, 2025 to provide planning consultant services. (the “Agreement”).

B. The Agreement is for City requested on-call services only; City will assign projects to the Consultant which the City feels is best suited for the project. No promise of work is guaranteed or assumed by the making of the Agreement.

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

D. City and Consultant desire to amend Section 3. Compensation, to increase the total compensation by $76,000, for a total amount not to exceed $171,000.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations contained in the Agreement and this First Amendment, the parties agree as follows:

1. COMPENSATION
Section 3, “Compensation” of the AGREEMENT is amended to increase the total compensation for Consultant by $76,000 for a total amount not to exceed #12..
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$171,000. Paragraph 1 of Section 3 is amended to read as follows:

CONSULTANT agrees to accept a sum not to exceed $171,000 (maximum compensation) as remuneration for performing services and furnishing staffing and materials for CITY in accordance with Exhibit (A), for such time period during which CONSULTANT’S time and materials do not exceed the maximum compensation. Expenses for travel reimbursement shall comply with the City’s Administrative Directive (AD) 1.2, as amended periodically. The City’s AD 1.2 can be accessible at the link provided –
https://www.modestogov.com/DocumentCenter/View/24156/Citys-AdministrativeDirective-12

2. EFFECT OF AMENDMENT
Except as modified and amended by this First Amendment, all other provisions of the Agreement shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this First Amendment in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2025- ______, adopted by the Council of the City of Modesto on the _____ __ day of _________, 2025, and Management Advisory Services has caused this First Amendment to be duly executed in duplicate as of the Effective Date. #12..
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STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT made and entered into in the City of Modesto, State of California, this ______ day of May, 2025,
corporation of the State of California, hereinafter referred to as "CITY", and Management Advisory Services, a California corporation, hereinafter referred to as "CONSULTANT".

This AGREEMENT is made with regard to the following recitals:
a. The CITY has determined that On-call Planning Services are needed by the CITY. b. CONSULTANT represents that it is qualified, willing, and able to provide On-call Planning 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 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 the CITY.

2. TERM OF AGREEMENT.

The term of the AGREEMENT shall be for a period of one year, with one (1) oneyear extension options upon agreement of the Parties, for a total of up to two (2) years.

Year 1: May __29___, 2025 through May _29____, 2026
Year 2: May __29___, 2026 through May __29___, 2027

3. COMPENSATION.

CONSULTANT agrees to accept a sum not to exceed $95,000 (maximum compensation) as remuneration for performing services and furnishing staffing and materials for CITY in accordance with #12..
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Exhibit (A)
maximum compensation.

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

CITY shall pay CONSULTANT on a project basis, payable for convenience on a (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 which shall include reimbursable expenses paid by CONSULTANT. Prior to the commencement of the project, CITY shall make an initial payment of Ten Thousand Dollars ($10,000) to the CONSULTANT as prepayment of the first Ten Thousand Dollars ($10,000) worth of work to be completed by CONSULTANT. CITY shall make no further payments to CONSULTANT until the cumulative amount of monthly invoices exceeds Ten Thousand Dollars ($10,000).

CITY shall pay CONSULTANT
30 In the event that CITY does not make payments in accordance with this Section, CONSULTANT shall have the sole discretion to cancel this AGREEMENT, and CITY shall pay CONSULTANT an amount based on the percentage of satisfactory work completed.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project. #12..
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5. PERFORMANCE BY KEY EMPLOYEE.

CONSULTANT has represented to CITY that it will assign a qualified planning consultant as the person primarily responsible for the performance of the services referred to in this AGREEMENT. In the event that CITY determines that the assigned qualified planning consultant is unacceptable, CITY shall have the sole discretion to cancel this AGREEMENT, subject to the terms of Section 15.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

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

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 AGREEMENT. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.

7. NEWS AND INFORMATION RELEASE.

8. CONFLICT OF INTEREST.

CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct as that term is defined in the Political Reform Act
(Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT.

9. AMENDMENTS.

This AGREEMENT, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. CITY will not be responsible to pay any charges CONSULTANT may incur in performing services not identified in Exhibit (A) unless first authorized by the CITY in writing.

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. Except as CITY may specify in writing, CONSULTANT 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. 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, #12..
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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.

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 CONSULTANT, 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.
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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 AGREEMENT, 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 delivery provided that such are delivered in accordance with the provisions of this Section.

FOR CONSULTANT: Name: Management Advisory Services
Address: 371 Nevada Street #4882
Auburn, CA 95604
Attention: Tom Sinclair, President
Phone: (530) 613-0354
Email: [email protected]
CITY: Name: City of Modesto
Address: Planning Division
P.O. Box 642
Attention: Modesto, CA 95353
Phone: (209) 577-5267
Email: [email protected]

14. INSURANCE REQUIREMENTS.

CONSULTANT is responsible for uploading updated insurance documentation to the City's "PINS Advantage" program.

15. TERMINATION OF AGREEMENT.

Termination by CITY for Default of CONSULTANT
Should the 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 limited to, any of the following:
failure to perform required services or duties, willful destruction of City's property by CONSULTANT, dishonesty or theft.

Termination by CITY for Convenience
The City may also terminate the CONSULTANT's performance under the AGREEMENT, either in whole or in part, at its own discretion, or when conditions encountered during the services make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the AGREEMENT by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the services for any reason. The City shall provide no less that 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:
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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 subconsultants except as necessary to complete any portion of the work that is not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any CONSULTANT or subconsultant include lost profits for portions of the work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONSULTANT in performing the work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the work as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the work and/or property related to the work; h. If CITY so requests, and at CITY's cost, CONSULTANT shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONSULTANT's work on the project.
i. The CONSULTANT understands and agrees that CITY may, in CITY's sole discretion, refuse to pay CONSULTANT for that portion of CONSULTANT's services which were performed by CONSULTANT on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.

CITY will pay CONSULTANT an amount based on the percentage of satisfactory work completed in accordance with the notice or termination. The final payment to the CONSULTANT after termination #12..
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for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTS or contracts for materials;
k. The AGREEMENT price allocable to the portion of the work properly performed, or goods supplied to the work site by the CONSULTANT as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONSULTANT.

Authorization to Terminate Agreement
Termination of the AGREEMENT may be invoked by the City Manager, or his/her designee, subject to the right of the CONSULTANT to appeal the City Manager, or his/her designee's, decision to the City Council.

The CONSULTANT shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the AGREEMENT. In the event that termination of this AGREEMENT is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.

16. INDEMNITY.

If CONSULTANT is Design Professional performing design professional services, as defined in California Civil Code section 2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, agents or agents in the performance of services under this AGREEMENT, but this indemnity does not apply to liability for damages arising from the sole negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT's proportionate #12..
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percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the CONSULTANT shall meet and confer with other parties regarding unpaid defense costs. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.

If CONSULTANT is not a Design Professional performing Design Professional Services, the CONSULTANT shall hold the CITY, its agents, officers, employees, and volunteers harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONSULTANT, or its agents, officers, officials, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the sole negligence of the CITY.

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

17. DISPUTE RESOLUTION.

Venue for 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 AGREEMENT provision #12..
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shall be in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

18. If a party to this AGREEMENT brings any action, including an action for declaratory relief, to 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.

19. ENTIRE AGREEMENT.

This AGREEMENT and its exhibits contain the entire understanding between CONSULTANT and CITY. All previous proposals, offers and communications related to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver of or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by all the parties.

20. PARTIAL INVALIDITY.

21. WAIVER.

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

22. AUDIT.

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

26. CITY BUSINESS LICENSE.

CONSULTANT will have a City of Modesto business license. #12..
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT for Consultant Services in duplicate by its City Manager and attestation by its City Clerk on the ______ day of May, 2025, and Management Advisory Services has caused this AGREEMENT to be duly executed in duplicate as of the Effective Date. #12..
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EXHIBIT C: INSURANCE REQUIREMENTS FOR SERVICES
Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, his agents, representatives, employees or subconsultants.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an asis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if consultant provides written verification, it has no employees)

4. Professional Liability (Errors and Omissions) ssion, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.

If the consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Modesto requires and shall be entitled to the broader coverage and/or the higher limits maintained by the consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Modesto.

Umbrella or Excess Coverage
The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.

This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and noncontributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The age basis, with
coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:
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Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations.

General liability coverage can be provided in the form of an endorsement to the Consultant coverage equal to ISO form CG 2010. If Completed Operations endorsement is required, a separate endorsement equal to ISO form CG 2037 is required.

Primary Coverage
The Additional Insured coverage under the Consultant -
lf-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Consultant sole negligence of the Named Insured.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Waiver of Subrogation
Consultant hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City of Modesto by virtue of the payment of any loss under such insurance.

Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Consultant or subconsultant who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
A:VII, unless otherwise
acceptable to the City of Modesto.

Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant coverage for a minimum of five (5) years after completion of work. #12..
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Verification of Coverage
Consultant shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.

However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Subconsultants
Consultant shall require and verify that all subconsultant, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subconsultant requirements and naming as additional insureds all parties to this contract.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
MATTHEW BRALEY, ARM-PE, Risk Manager
Federal ID # ___________
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MANAGEMENT ADVISORY SERVICES
371 Nevada Street #4882 530.878.9100
Auburn, CA 95604 [email protected]
May 16, 2025
Ms. Jessica Hill
Director of Community and Economic Development
City of Modesto
1010 Tenth Street, Suite 3300
Modesto, CA 95354
By email
Dear Ms. Hill,
Management Advisory Services is pleased to submit this proposal to provide on-call planning services to the City of Modesto. Our firm provides similar services to several California jurisdictions, and our goal is to deliver efficient, quality services to our clients.

Management Advisory Services was founded by broadly experienced professionals. Our principal consultants have many years of experience working as public agency managers and consultants, providing essential services and support to local governments. Management Advisory Services prides itself in providing consulting services based on our hands-on experience in managing local governments, as well as our experience in delivering products that meet and exceed our clients’ expectations.

Management Advisory Services will assign an experienced planning consultant to provide on-call planning services to the City of Modesto.

The enclosed proposal includes the scope of work for our services.

Thank you for the invitation to submit this proposal. We look forward to providing on-call planning services to the City of Modesto.

Sincerely,
Tom Sinclair, President
Management Advisory Services
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MANAGEMENT ADVISORY SERVICES

CITY OF MODESTO

PROPOSAL TO PROVIDE ON-CALL PLANNING SERVICES

PROJECT SCOPE OF WORK
Management Advisory Services will assign an experienced planning consultant to provide on-call planning services to the City of Modesto.

Specific projects will be assigned to the Management Advisory Services’ Consultant by City staff. Projects may include processing current and future planning applications and development proposals, assisting with recruitment, training, coaching and other assignments at the City’s discretion.

We understand that the City desires to have planning services available on a flexible schedule, typically averaging approximately twenty-six hours per week, including travel, which is billed at one-half time.

Services are expected to begin in June 2025.

PROJECT COMPENSATION
While compensation will be on a project basis, as a convenient way of distributing costs, Management Advisory Services will invoice monthly based on hours of service. Payments to Management Advisory Services are due in thirty days through the City’s e-Pay Program and are independent of receipt by the City of any reimbursement of costs payable by third parties.

Consultant time is invoiced at $241 per hour, which includes consultant fees and all consultant expenses, including mileage, meals and lodging expenses.

We understand that the City intends to execute an Agreement for Consultant Services with a maximum compensation of $95,000. Management Advisory Services will continue to provide on-call planning services for a time period during which consultant’s time and materials invoices do not exceed the maximum compensation. The parties may mutually extend the time period and maximum compensation.

Prior to the commencement of the project, City shall make an initial payment of Ten Thousand Dollars ($10,000) to the Consultant as prepayment of the first Ten Thousand Dollars ($10,000) worth of work to be completed by Consultant. City shall make no further payments to Consultant until the cumulative amount of monthly invoices exceeds Ten Thousand Dollars ($10,000).

INDEPENDENT CONTRACTOR
We propose that the Agreement for Consultant Services will confirm that Management Advisory Services is an independent contractor, and will include the following language:

A. While Consultant’s work is based on this Agreement with the City, Consultant will be free from the control and direction of the City with regard to the performance of the work, both under the Agreement for the performance of the work and in fact.

B. Consultant will perform work that is outside the usual course of the City’s work.

C. Consultant is customarily engaged in an independently established trade, occupation, or business of the same nature as the work performed.
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MODESTO

CALIFORNIA
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Actll, prohibits City "officers" from participating in any action related to a license, permit, or other entitlement for use (a "proceeding") if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.

Section 84308(a)(4) of the Levine Act defines an lIofficerll as follows: "Officer" means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term "officer" is further defined 2 Cal. Code Regs. Section 18438.1, which states:

An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sale candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.

A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modesto.....~~v..:Soml7(J6L!:ouncil.:J;{!cnlbers (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer priorto answering the following questions:

1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
YES If yes, please identify the Councilmember(s):
~NO

2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
YES If yes, please identify the Councilmember(s):

XNo
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Answering YES to either of the questions above does not preclude the City of Modesto from aWFIrding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.

HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
-.~,> G/L(47t< I Signature of authorized individual
.'VJ1Nlte[f:!(ljt.5VT I11J '1lfijt31 f~rf!.. YI <,E'-,5 Company/Applicant Name
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

September 23, 2025
Date: September 2, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services/City Engineer SUBJECT: Purchase Order Increase for The Awesome Spot Playground Sensory Wall CONTACT: Nathan Houx, Parks Planning and Development Manager, [email protected], 209-571-5526
DESCRIPTION:

Consider approving the increase of a Purchase Order by $1,535 with Park Planet of Red Bluff, CA for the Purchase and Delivery of a Sensory Wall for The Awesome Spot Playground at Beyer Community Park for a revised total amount not to exceed $173,935. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item is consistent with the following 2025-2026 Strategic Plan Area of Focus: Quality of Life.

BACKGROUND:

In 2015, the community rallied together in support of designing an all-inclusive playground at Beyer Park. The desire was to build a playground that would be the first of its kind in the region, providing accessibility to people of all ages with a wide range of physical abilities to be able to play together side-by-side.

Since that time the project has been officially titled “The Awesome Spot Playground” (TASP), construction documents have been completed with the help of local design professionals and construction has begun on Phase 1 of the project.

DISCUSSION:

On September 27, 2022, by Council Resolution 2022-397, Council approved the competitive bidding process from National Purchasing Partners (NPPGov), League of Oregon Cities, with Park Associates, Inc. DBA Park Planet for the Purchase and Delivery of a Sensory Wall for The Awesome Spot Playground at Beyer Community Park, for a cost not to exceed $172,400.

Due to the complexity of the structure, the sensory wall took longer than anticipated to complete.

In July of 2025, the sensory wall was completed and delivered to the City.

In November 2022, Modesto voters passed Measure H, a one-cent sales tax to fund general city services. Due to this change in the sales tax, the invoiced amount for the sensory wall was #13..
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City Council, September 23, 2025
Purchase Order Increase for The Awesome Spot Playground Sensory Wall

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Modesto City CouncilSeptember 23, 2025

Modesto City Council
September 23, 2025