Modesto City Council
October 28, 2025

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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, October 28, 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:
 Enter the following link into an Internet Browser
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To use Zoom, please visit: https://zoom.us/ and either sign-up for a free Zoom account or continue as a guest. Once you have downloaded the app onto your mobile device, joined from your web browser, or downloaded the Zoom software on your computer you will be ready for the upcoming Council meeting.

Joining the City Council meeting via Telephone
If you don’t have a smart phone or computer to access the meeting via Zoom, you can 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 November as Native American Heritage Month. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected]

MISCELLANEOUS
Legislation, Appointments, Other

2. Consider approving the appointment of Patrick Cavanah as the Culture Commission representative to the Landmark Preservation Commission for the remainder of 2025, with a term expiration of December 31, 2025. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution approving the appointment of Patrick Cavanah as the 2025 Culture Commission representative to the Landmark Preservation Commission with a term expiration of December 31, 2025.

PRN; Jessica Flores, 209-577-5366, [email protected]

3. Consider accepting the resignation of Galen Carroll from the Measure H Oversight Board. (Funding Source: Not Applicable)
Staff Recommendation:
 Resolution accepting the resignation of Galen Carroll from the Measure H Oversight Board.

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

PUBLIC COMMENT PERIOD
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:
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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

4. Consider approving the minutes for the October 14, 2025 Council Meeting. (Funding Source: Not Applicable)
Staff Recommendation:
 Motion approving the minutes for the October 14, 2025 Council Meeting.

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

5. Consider adopting the Bylaws for the Measure H Oversight Board. (Funding Source:

Not Applicable)
Staff Recommendation:
 Resolution approving the Bylaws for the Measure H Oversight Board Committee.

BUDGET; Stephan Christensen, 209-577-5490, [email protected] Consent

6. Consider approving the Second Amendment to the Agreement with Homebase, San Francisco, CA, to continue Consultant Services to Support Local Homeless Programs for an additional $150,000, for a revised total Agreement amount not to exceed $245,000. (Funding Source: Various Funds)
Staff Recommendation:
 Resolution approving the Second Amendment to the Agreement with Homebase, San Francisco, CA, to continue Consultant Services to Support Local Homeless Programs for an additional $150,000 for a revised total Agreement amount not to exceed $245,000 and authorizing the City Manager, or his designee, to execute the Amendment.

CED; Edgar Garcia, 209-571-5211, [email protected] - 4 -
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Consent

7. Consider approving an Agreement with Honeywell International, Inc. DBA US Digital Designs by Honeywell Tempe, Arizona for Software Maintenance and Hardware Repair Services for the Phoenix G2 Fire Station Alerting System total amount not to exceed $359,662 over five years. (Funding Source: General Fund) Staff Recommendation:
 Resolution approving an Agreement with Honeywell International, Inc. DBA US Digital Designs by Honeywell Tempe, Arizona for Software Maintenance and Hardware Repair Services for the Phoenix G2 Fire Station Alerting System for a five-year Agreement in an amount of $342,535 with a 5% contingency in the amount of $17,127 for a total amount not to exceed $359,662 and authorizing the City Manager, or his designee, to execute the Agreement.

FIRE DEPARTMENT; Kevin Wise, 209-572-9590, [email protected] Consent

8. Consider approving a Purchasing Agreement for the purchase of Equipment and Vehicle Parts with NFI Parts – The Aftermarket Parts Company, LLC (DBA NFI Parts), Louisville, KY, for a total amount not to exceed $1,175,300 over five years. (Funding Source: Fleet Fund)
Staff Recommendation:
 Resolution approving a Purchasing Agreement for the purchase of Equipment and Vehicle Parts with NFI Parts, Louisville, KY for a two-year Agreement with three one-year extension options, for an annual estimated amount of $235,060 and a total amount not to exceed $1,175,300 over five years; and authorizing the Director of Finance, or her designee, to execute the Agreement.

PUBLIC WORKS; Patrick Crowley, 209-342-2274, [email protected] Consent

9. Consider approving the acceptance of a Grant subaward in the amount of $475,070.50 from the Federal Emergency Management Agency’s Building Resilient Infrastructure and Communities Program, through the California Office of Emergency Services for the Flood Risk Reduction Feasibility Study Scoping Project. (Funding Source:

Wastewater Fund)
Staff Recommendation:
 Resolution accepting the Federal Emergency Management Agency’s Building Resilient Infrastructure and Communities Program Grant subaward through the California Office of Emergency Services (Cal OES) in the amount of $475,070.50 for the Flood Risk Reduction Feasibility Study Scoping Project and authorizing the City Manager, or his authorized agents: Utilities Director, Engineering Division Manager or Senior Civil Engineer, to enter into the associated Grant Agreement and execute all related documents, including Exhibit A, the attached Cal OES Form 130.

UTILITIES; Jim Alves, 209-571-5557, [email protected] - 5 -
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COUNCIL COMMENTS & REPORTS

CITY MANAGER COMMENTS & REPORTS

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:

October 28, 2025
Date: October 1, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jeremy Rogers, CPRE, Director of Parks, Recreation & Neighborhoods SUBJECT: Appointment of Patrick Cavanah as the 2025 Culture Commission representative to the Landmark Preservation Commission
CONTACT: Jessica Flores, Cultural Services Manager, [email protected]., 209-577- 5366
DESCRIPTION:

Consider approving the appointment of Patrick Cavanah as the Culture Commission representative to the Landmark Preservation Commission for the remainder of 2025, with a term expiration of December 31, 2025. (Funding Source: Not Applicable) STRATEGIC PLAN ELEMENT:

This item is consistent with the following 2025-2026 Strategic Plan Areas of Focus: Governance and Service Delivery and Economic Vitality.

BACKGROUND:

The Landmark Preservation Commission (LPC) advises City Council on matters related to historic structures and other resources in addition to policies and practices pertaining to the preservation of Modesto’s landmarks. The LPC is comprised of five to seven members. In accordance with Modesto Municipal Code Section 9-10.03(6), one member of the Modesto Culture Commission shall be appointed to serve on the LPC. Each year, the Culture Commission recommends one individual from its membership to serve as its representative on the LPC. The one-year appointment is subject to the formal approval of the City Council, pursuant to Section 1102 of the Charter of the City of Modesto.

DISCUSSION:

The Culture Commission met on September 3, 2025, and unanimously recommended the appointment of Patrick Cavanah as its representative to the Landmark Preservation Commission for the remainder of 2025. Commissioner Cavanah was first appointed to the Culture Commission on March 22, 2018, by Resolution No. 2023-272, reappointed on January 1, 2022, by Resolution No. 2021-475, and is qualified and willing to serve as the Culture Commission’s representative to the Landmark Preservation Commission. Commissioner Cavanah has agreed to this short-term appointment.
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FISCAL IMPACT:

There is no fiscal impact related to the recommended appointment.

COMMITTEE RECOMMENDATION:

The Culture Commission recommends the appointment of Patrick Cavanah as its representative to the Landmark Preservation Commission for 2025.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the appointment of Patrick Cavanah as the 2025 Culture Commission representative to the Landmark Preservation Commission with a term expiration of December 31, 2025.

Approved by:

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

1. Resolution
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10/28/2025/PRN/J. Rogers 2025-

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING THE APPOINTMENT OF PATRICK CAVANAH

AS THE CULTURE COMMISSION REPRESENTATIVE TO THE LANDMARK

PRESERVATION COMMISSION WITH A TERM EXPIRATION OF
DECEMBER 31, 2025
WHEREAS, the Landmark Preservation Commission advises City Council on matters related to historic structures and other resources in addition to policies and practices pertaining to the preservation of Modesto’s landmarks, and WHEREAS, the Landmark Preservation Commission is comprised of five to seven members, and
WHEREAS, in accordance with Modesto Municipal Code Section 9-10.03(6), one member of the Modesto Culture Commission shall be appointed to serve on the Landmark Preservation Commission (LPC), and
WHEREAS, by Resolution Nos. 2021-475 and 2023-272, Council appointed Patrick Cavanah to the Culture Commission, and
WHEREAS, the Culture Commission met on September 3, 2025, and recommended the appointment of Patrick Cavanah as its representative to the Landmark Preservation Commission for the remainder of 2025, and
WHEREAS, Mr. Cavanah is qualified and willing to act as the Culture Commission representative to the Landmark Preservation Commission for the remainder of 2025.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Modesto that it hereby approves the appointment of Patrick Cavanah as the Culture #2..
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Commission representative to the Landmark Preservation Commission, with a term expiration of December 31, 2025.

BE IT FURTHER RESOLVED, that the City Clerk is hereby directed to transmit a copy of this resolution to the appointed member of the Landmark Preservation Commission, and the Secretary thereof.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 28th day of October, 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: None
ABSENT: Councilmembers: None
ATTEST: _____________________________

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

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

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 28, 2025
Date: October 10, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Stephan Christensen, Office of Performance Management and Budget Director SUBJECT: Measure H Oversight Board Resignation
CONTACT: Stephan Christensen, Office of Performance Management and Budget Director, [email protected], 209-577-5390
DESCRIPTION:

Consider accepting the resignation of Galen Carroll from the Measure H Oversight Board. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2025-2026 Strategic Plan focus on Governance and Service Delivery under Goal H: Achieve Long-Term Financial Sustainability.

BACKGROUND:

The Measure H Oversight Board was established with the voter approved Measure H, one-cent sales tax for general city services on November 8, 2022. The Oversight Board is entrusted with reviewing all revenues and expenditures of funds from the sales tax revenue generated from the passage of Measure H. The board is made up of nine (9) total members, which are broken down as follows:
 District 1
 District 2
 District 3
 District 4
 District 5
 District 6
 Three (3) “At-Large” Members
DISCUSSION:

On June 27, 2023, by Resolution No 2023-295, Galen Carroll was appointed to the Measure H Oversight Board with a term expiration date of June 27, 2027. On August 8, 2025, Galen Carroll #3..
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Measure H Oversight Board Resignation

formally resigned from the Measure H Oversight Board. This resignation will leave the District 2 member seat vacant.

FISCAL IMPACT:

There is no fiscal impact related to this action.

COMMITTEE RECOMMENDATION:

This item was not presented to a committee because all resignations go directly to City Council for acceptance.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution accepting the resignation of Galen Carroll from the Measure H Oversight Board.

Approved by:

Stephan Christensen, Office of Performance
Management and Budget Director
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Galen Carroll Resignation Letter
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10/28/2025/OPMB/SChristensen/Item X 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION ACCEPTING THE RESIGNATION OF GALEN CARROLL

FROM THE MEASURE H OVERSIGHT BOARD
WHEREAS, the Measure H Oversight Board was established to review all revenues and expenditures of funds from the sales tax revenue generated from the passage of Measure H, and
WHEREAS, on June 27, 2023, by Resolution No. 2023-295, Galen Carroll was appointed to serve as a member of the Measure H Oversight Board, and WHEREAS, Galen Carroll has tendered his resignation from the Measure H Oversight Board effective August 8, 2025.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby accepts the resignation of Galen Carroll from the Measure H Oversight Board with regret.
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10/28/2025/OPMB/SChristensen/Item X 2 2025-XX
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 28th day of October 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 votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ___________________________

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

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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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, October 14, 2025 at 5:30 PM
Special City Council – Closed Session Meeting 3:30 p.m.

Roll Call - Present: Councilmembers Alvarez (Arrived at 3:32pm), Bavaro, EscutiaBraaton, Ricci (Arrived at 3:35pm), Williams (Arrived at 3:31pm), 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: Pastor Pat Nagle, Redeemer Church
City Clerk’s Announcements: None
Declaration of Conflicts of Interest: None
Reports from Closed Session: No Reportable Action

ACKNOWLEDGEMENTS AND PRESENTATIONS

1. Proclamation declaring October 19th - 25th as Respiratory Care Week. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] #4..
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ACTION: Mayor Zwahlen presented a proclamation declaring October 19th - 25th as Respiratory Care Week.

2. Recognition of MJC Women's Track and Field Team, 2025 NorCal Champions and the State Champions, and Head Coach Brian Beeman, State Coach of the Year. (Funding Source: Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] ACTION: Mayor Zwahlen presented Certificates in Recognition of MJC Women's Track and Field Team, 2025 NorCal Champions and the State Champions, and Head Coach Brian Beeman, State Coach of the Year.

3. Unit Commendation for Extraordinary Field Save by Fire Engine 29. (Funding Source:

Not Applicable)
CITY COUNCIL; Breanna Griffin, 209-577-5421, [email protected] ACTION: Mayor Zwahlen presented Certificates of Commendation for Extraordinary Field Save by Fire Engine 29.

MISCELLANEOUS

4. Consider accepting the resignation of David Barber from the Citizen’s Housing and Community Development Committee. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution accepting the resignation of David Barber from the Citizen’s Housing and Community Development Committee.

CED; Edgar Garcia, 209-571-5101, [email protected] ACTION: (Wright/Williams; 7/0) Resolution 2025-352 accepting the resignation of David Barber from the Citizen’s Housing and Community Development Committee.

5. Consider accepting the resignation of Jennifer Anne Aoyama Valenzuela from the Entertainment Commission. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution accepting the resignation of Jennifer Anne Aoyama Valenzuela from the Entertainment Commission.

CED; Jessica Hill, 209-577-5321, [email protected]
ACTION: (Escutia-Braaton/Alvarez; 7/0) Resolution 2025-353 accepting the resignation of Jennifer Anne Aoyama Valenzuela from the Entertainment Commission.

6. Consider accepting the resignation of Helda Paules from the Visit Modesto Board of Directors and approving the appointment of Kelly Tallant to fill the partial unexpired term ending December 31, 2025 followed by a full four-year term from January 1, 2026 to December 31, 2029. (Funding Source: Not Applicable) #4..
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Staff Recommendation:
 Resolution accepting the resignation of Helda Paules from the Visit Modesto Board of Directors and approving the appointment of Kelly Tallant to fill the partial unexpired term ending December 31, 2025 followed by a full four-year term from January 1, 2026 to December 31, 2029.

CED; Katherine Bakus, 209-571-5566, [email protected] ACTION: (Ricci/Wright; 7/0) Resolution 2025-354 accepting the resignation of Helda Paules from the Visit Modesto Board of Directors and approving the appointment of Kelly Tallant to fill the partial unexpired term ending December 31, 2025 followed by a full four-year term from January 1, 2026 to December 31, 2029.

7. Consider approving the extension of the current two-year terms for Behzad (Bert) Tabrizi, Rodney Cordova, and Chad Hilligus to four-year terms on the Visit Modesto Board of Directors, retroactive to January 1, 2023 through December 31, 2026; and for Chris Murphy, Pervez Khan, and Angela Cangiamilla, retroactive to January 1, 2024 through December 31, 2027. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution approving the extension of the current two-year terms for Behzad (Bert) Tabrizi, Rodney Cordova, and Chad Hilligus to four-year terms on the Visit Modesto Board of Directors, retroactive to January 1, 2023 through December 31, 2026; and for Chris Murphy, Pervez Khan, and Angela Cangiamilla, retroactive to January 1, 2024 through December 31, 2027.

CED; Katherine Bakus, 209-571-5566, [email protected] ACTION: (Williams/Escutia-Braaton; 7/0) Resolution 2025-355 approving the extension of the current two-year terms for Behzad (Bert) Tabrizi, Rodney Cordova, and Chad Hilligus to four-year terms on the Visit Modesto Board of Directors, retroactive to January 1, 2023 through December 31, 2026; and for Chris Murphy, Pervez Khan, and Angela Cangiamilla, retroactive to January 1, 2024 through December 31, 2027.

8. Consider approving the appointment of Erick Winchester as Financial Institution Representative and Cynthia Fraze as Citizen-at-Large to the Housing Rehabilitation Loan Committee (HRLC), with a four-year term beginning in November 2025 with a term expiration of December 31, 2029. (Funding Source: Not Applicable) Staff Recommendation:
 Resolution approving the appointment of Erick Winchester as Financial Institution Representative and Cynthia Fraze to the Housing Rehabilitation Loan Committee (HLRC), with a term expiration of December 31, 2029.

CED; Edgar Garcia, 209-577-5211, [email protected] ACTION: (Alvarez/Williams; 7/0) Resolution 2025-356 approving the appointment of Erick Winchester as Financial Institution Representative and Cynthia Fraze to the Housing Rehabilitation Loan Committee (HLRC), with a term expiration of December 31, 2029.
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9. Consider approving the reappointment of Hans Hauselmann to the City of Modesto Planning Commission with a term expiring December 31, 2029 (Funding Source: Not Applicable)
Staff Recommendation:
 Resolution reappointing Hans Hauselmann to the City of Modesto Planning Commission with a term expiring December 31, 2029
CED; Jessica Hill, 209-577-5267, [email protected]
ACTION: (Wright/Ricci; 7/0) Resolution 2025-357 reappointing Hans Hauselmann to the City of Modesto Planning Commission with a term expiring December 31, 2029

10. Consider approving the reappointment of Theodore Mills and the appointment of Analisa Freitas to the Measure L Citizen’s Transportation Sales Tax Commission for a four-year term from October 14, 2025, to June 30, 2029. (Funding Source: Not Applicable)
Staff Recommendation:
 Resolution approving the reappointment of Theodore Mills and the appointment of Analisa Freitas to the Measure L Citizen’s Transportation Sales Tax Commission for a four-year term from October 14, 2025, to June 30, 2029.

ENGINEERING SERVICES; Toby Wells, 209-571-5542, [email protected] ACTION: (Ricci/Alvarez; 7/0) Resolution 2025-358 approving the reappointment of Theodore Mills and the appointment of Analisa Freitas to the Measure L Citizen’s Transportation Sales Tax Commission for a four-year term from October 14, 2025, to June 30, 2029.

11. Consider approving the appointment of Magdalena Siordia Tapia, Gurnoor Jhatu, Jacob Lopez, Eden Chen, Karla Enriquez, Lavanya Bansal, Raiden Manabat, and Sade Diaz Martinez and reappointment of Sabrina Toor and Martin Montez to the Modesto Youth Commission for a two-year term with an expiration date of August 31, 2027. (Funding Source: Not Applicable)
Staff Recommendation:
 Resolution approving the appointment of Magdalena Siordia Tapia, Gurnoor Jhatu, Jacob Lopez, Eden Chen, Karla Enriquez, Lavanya Bansal, Raiden Manabat, and Sade Diaz Martinez to the City of Modesto Youth Commission for a two-year term with an expiration date of August 31, 2027.  Resolution approving the reappointments of Sabrina Toor and Martin Montez to the City of Modesto Youth Commission for a two-year term with an expiration date of August 31, 2027.

PRN; John Skeel, 209-577-5216, [email protected]
ACTION: (Wright/Williams; 7/0) Resolution 2025-359 approving the appointment of Magdalena Siordia Tapia, Gurnoor Jhatu, Jacob Lopez, Eden Chen, Karla Enriquez, Lavanya Bansal, Raiden Manabat, and Sade Diaz Martinez to the City of Modesto Youth Commission for a two-year term with an expiration date of August 31, 2027. #4..
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ACTION: (Wright/Williams; 7/0) Resolution 2025-360 approving the reappointments of Sabrina Toor and Martin Montez to the City of Modesto Youth Commission for a two-year term with an expiration date of August 31, 2027.

PUBLIC COMMENT PERIOD
 Ryann Hall, Communications Director of Cal Pride, urged the Council to reconsider the Mask Ordinance, noting ongoing public opposition and concerns that it is legally vulnerable, costly to enforce, and unnecessary.
 Betty Santos, a lifelong Modesto resident, provided an update on the Modesto High lowrider project. Now in its third week, the project engages students in hands-on learning as they work to convert a former police car into a lowrider, guided by mentors including Mingo Perez. Santos highlighted the students’ enthusiasm and the educational value of the experience.
 Tina Perez-Tateo shared that since the 2023 repeal of the cruising ban, the Modesto High lowrider project has kept volunteers busy. She highlighted the students’ hands-on engagement and excitement, noting they will soon be featured on Channel 13 News.  Lucas thanked the Council and Mayor for their work and raised traffic safety concerns.

He suggested installing speed and red-light cameras at specific Modesto intersections and plans to contact State representatives to explore legal options for implementing them.
 Danielle Morgart from Assemblyman Juan Alanis’s Office provided a legislative update, reporting that the Governor signed two bills: AB 16, which allows earlier processing of vote-by-mail ballots to speed election results, and AB 310, which requires youth sports organizations to have emergency response plans and ensure coaches are CPR and AED certified.
 George Edgerman spoke about housing difficulties his family is facing. He described being threatened with eviction due to his daughter visiting his partner, who is battling cancer, and requested the City’s help in addressing the situation to prevent further hardship and potential homelessness.
 Cameron Perez a resident doctor at Paradise Clinic, raised concerns about unsafe scheduling and staff reductions under Golden Valley Health Centers. He emphasized that sleep deprivation among residents is affecting patient care and urged the City Council to support efforts to implement safe scheduling practices.  Terhesa Gamboa a neighborhood watch coordinator, urged the Council to maintain the Mask Ordinance for public protests. She argued that protesters should be identifiable in public, while law enforcement officers may choose to wear masks for safety and noted community support for keeping the Ordinance in place.
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 Juan Telles shared two upcoming community events. The first is the Future Starts with Us Youth Summit, focusing on mental health, adult readiness, and leadership, featuring panels, keynote speakers, and student-led discussions. The second is Dev Fest, a techfocused event aimed at positioning the Central Valley as a hub for innovation, networking, and technology development.
 Celia Garcia Perez urged the City Council to repeal Modesto Municipal Code 4- 2302(13), following a 7-to-1 recommendation from the Community Police Review Board. She argued the Ordinance is unconstitutional, discriminatory, and exposes the City to costly legal challenges, emphasizing the need to prioritize community needs over unnecessary enforcement.
 Julianne Phillips the new District Representative for Senator Marie Alvarado-Gil, introduced herself and provided a legislative update. She highlighted the Senator’s efforts to secure pay parity for Cal Fire employees through AB 1309 and shared that the senator remains active in the district with community engagement and mobile office hours.
 Brandon Fenley a local business owner, expressed support for maintaining the mask mandate in Modesto. He noted the City’s challenges with property crime and public safety and emphasized the need for community stability while remaining open to discussion.
 Harlan Diven praised the City’s support for shelters like Aces, advocating for inclusive, non-emergency, harm-reduction policies. They also warned that the Mask Ordinance likely violates the First Amendment and could result in costly legal challenges, urging the City to reconsider.
 Sunny Singh, a resident doctor at Paradise Clinic, highlighted staffing cuts following Golden Valley’s takeover of county clinics, which reduce physician numbers from 36 to 24 and increase resident workloads. Singh stressed that these changes risk patient care and physician well-being, urging the City to support efforts for safe scheduling and retaining doctors in Modesto.
 Amandeep Songhera, a resident doctor at Paradise Clinic, raised concerns about unsafe scheduling and staffing cuts following Golden Valley’s takeover, which have led to 24- hour shifts, insufficient recovery time, and sleep deprivation. He emphasized that these conditions threaten patient care and urged support for retaining and attracting physicians in Modesto.
 Michael Wood, a Modesto resident, spoke in support of maintaining the face mask ban for protests. He argued that requiring protesters to be visible promotes accountability and aids law enforcement, emphasizing that First Amendment rights do not include anonymity while protesting.
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 Anne Marie, a Modesto resident, urged the City Council to repeal Municipal Code 4-

23.02(13), which prohibits covering faces at protests. She cited multiple instances of unconstitutional enforcement, support from human rights organizations, and the existence of state law already addressing masked criminal activity, warning that failure to act could result in costly litigation.
 Steve addressed the City Council regarding past arrests, noting that charges against him were dropped. He raised concerns about Councilmember statements on Latino identity and expressed that the Council should focus on public safety and equitable representation for all community members.
 Anthony Drobnick, a lifelong Modesto resident, urged the City Council to repeal the Mask Ordinance, citing its unconstitutionality and the risk of costly litigation. He emphasized that community surveys cannot resolve the legal issues and warned that continued enforcement could divert funds from other City priorities.  Avonelle Tomlinson addressed the City Council, asserting that the Mask Ordinance is unconstitutional and disproportionately affects people of color. They urged the Council to prioritize funding for unhoused shelters over defending the Ordinance in court and called for its repeal.
 A speaker who was previously arrested under the Mask Ordinance urged the City Council to repeal it, citing constitutional concerns and the potential for a costly lawsuit.

They emphasized they do not wish to sue the City but want it to act in the community’s best interest and uphold empathy and responsibility in governance.  Diana Brazil, representing Indivisible Modesto, urged the City Council to repeal or amend the Mask Ordinance, citing its impact on free speech, previous arrests, and potential legal costs. She emphasized the need for policies that protect public safety and civil liberties, particularly for protesters.
 A speaker addressed the Council, criticizing the Police Department’s approach to oversight and the Mask Ordinance. They stated that law enforcement resists accountability and public criticism, framing community input as filtered or limited, and suggested that the department prioritizes compliance over transparency and responsiveness to concerns.
 Sarah, a Modesto resident, urged the City Council to repeal the Mask Ordinance, citing its unconstitutionality, potential for discriminatory enforcement, and risk of costly litigation.
 Efren Diaz, a Central Valley BIPOC organizer, called on the City Council to repeal Modesto Municipal Code 4-23.02(13), citing selective enforcement against protesters of color and the Ordinance’s suppression of free speech. He also expressed support for healthcare workers advocating for better working conditions at Golden Valley. #4..
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 Nora, a Modesto resident, criticized the City Council for delaying action on repealing Modesto City Ordinance 4-23.02, highlighting selective enforcement by MPD and the Ordinance’s constitutional issues. She warned that continued inaction wastes taxpayer resources that could be better spent on community programs, housing, and public safety.
 Madison Condit, a Modesto resident, criticized the City Council for claiming insufficient community input on the Mask Ordinance. She emphasized that residents show up after work to voice concerns, highlighted the Ordinance’s sudden and confusing enforcement, and urged the Council to respect residents’ right to protest without criminalizing mask-wearing.
 Darlene Ruiz, a Modesto resident, and long-time protester urged the Council to repeal the Mask Ordinance. She noted that previous masked protests occurred without incident, questioned selective enforcement, and warned that continuing the Ordinance could lead to legal challenges. She emphasized the need for the Council to act on the Community Police Review Board’s recommendation and prioritize residents’ rights.  Kevin McClarty questioned the officer-safety rationale for the Mask Ordinance, noting that individuals committing serious crimes are unlikely to attend public protests. He recommended showing video of the June protest and arrests at the next public meeting to provide context and encourage meaningful public comment, including via Zoom.  A speaker provided an update on the September 27th Lowrider Holiday celebration, highlighting strong family attendance and successful coordination with Modesto Police, Fire Department, and volunteers for traffic and parking management. They also shared progress on the Modesto High School police car project, noting increased student participation and upcoming media coverage, and expressed gratitude to council members and supporters involved.

Written General Public Comment Received (Funding Source: Not Applicable) CITY CLERK; City Clerk, 209-577-5396, cityclerk@modestogov.

Recessed: 7:40 p.m.

Reconvened: 7:45 p.m.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED
ACTION CONSENT ITEMS: 12-22, 24-27 (Wright/Alvarez; 7/0)

CONSENT
Consent

12. Consider approving the minutes for the September 23, 2025 Council Meeting. (Funding Source: Not Applicable)
 Motion approving the minutes for the September 23, 2025 Council Meeting.

CITY CLERK; Diane Nayares-Perez, 209-577-5396, [email protected] #4..
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ACTION: (Wright/Alvarez; 7/0) Motion approving the minutes for the September 23, 2025 Council Meeting.

Consent

13. Consider approving the recommended budget adjustments to Fiscal Year 2025-26 Annual Operating and Capital Improvement Program Budgets. (Funding Source:

Various Funds)
 Resolution amending 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.

BUDGET; Kaceey Culbertson, 209-571-5855, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-361 amending 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.

Consent

14. Consider approving Annexation Map #2 to the City of Modesto Community Facilities District No. 2024-1 and authorizing the levy of special taxes on approximately 19.95 acres of property located within the annexation map boundary. (Funding Source:

Developer Deposit)
 Resolution approving Annexation #2 to the City of Modesto Community Facilities District No. 2024-1 and authorizing the levy of special taxes on approximately 19.95 acres of property located within the annexation map boundary.

CED; Edgar Garcia, 209-577-5211, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-362 approving Annexation #2 to the City of Modesto Community Facilities District No. 2024-1 and authorizing the levy of special taxes on approximately 19.95 acres of property located within the annexation map boundary.

Consent

15. Consider approving a First Amendment to the Memorandum of Agreement between the County of Stanislaus Community Services Agency (CSA) and the City of Modesto to increase the funding amount by $342,626 from $1,775,077 to a new total award of $2,117,703, for the operations of the Permanent Supportive Housing Units to be passed to Modesto Homekey LP in an amended Grant Agreement located at 710 N. 9th Street, Modesto CA 95350. (Funding Source: Homeless Housing, Assistance and Prevention (HHAP) Grant)
 Resolution approving a First Amendment to the Memorandum of Agreement between the County of Stanislaus Community Services Agency (CSA) and the City of Modesto to increase the funding amount by $342,626 from $1,775,077 to a new total award of $2,117,703, for the operations of the Permanent #4..
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Supportive Housing Units project located at 710 N. 9th Street, Modesto CA 95350 and authorizing the City Manager or his designee to negotiate and execute an Amendment.
 Resolution approving a First Amendment to the Grant Agreement with Modesto Homekey, L.P. of Fresno, CA to increase the funding amount by $342,626 from $1,775,077 to a new total award of $2,117,703, for the operations of the Permanent Supportive Housing for the project located at 710 N. 9th Street, Modesto CA 95350 and authorizing the City Manager or his designee to negotiate and execute an Amendment.
 Resolution amending project (101575) to increase the Homeless Housing Assistance and Prevention Program (HHAP) budget new total amount of $2,117,703 and authorizing the City Manager, or his designee, to take the necessary steps to implement the provisions of this Resolution.

CED; Edgar Garcia, 209-577-5211, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-363 approving a First Amendment to the Memorandum of Agreement between the County of Stanislaus Community Services Agency (CSA) and the City of Modesto to increase the funding amount by $342,626 from $1,775,077 to a new total award of $2,117,703, for the operations of the Permanent Supportive Housing Units project located at 710 N. 9th Street, Modesto CA 95350 and authorizing the City Manager or his designee to negotiate and execute an Amendment.

ACTION: (Wright/Alvarez; 7/0) Resolution 2025-364 approving a First Amendment to the Grant Agreement with Modesto Homekey, L.P. of Fresno, CA to increase the funding amount by $342,626 from $1,775,077 to a new total award of $2,117,703, for the operations of the Permanent Supportive Housing for the project located at 710 N. 9th Street, Modesto CA 95350 and authorizing the City Manager or his designee to negotiate and execute an Amendment.

ACTION: (Wright/Alvarez; 7/0) Resolution 2025-365 amending project (101575) to increase the Homeless Housing Assistance and Prevention Program (HHAP) budget new total amount of $2,117,703 and authorizing the City Manager, or his designee, to take the necessary steps to implement the provisions of this Resolution.

Consent

16. Consider approving an Agreement between the City of Modesto and Modesto Hospitality, LLC to operate the Modesto Centre Plaza through December 31, 2026, and continuing thereafter until terminated by one of parties. (Funding Source: Centre Plaza Fund)
 Resolution approving an Agreement between the City of Modesto and Modesto Hospitality, LLC, to operate the Modesto Centre Plaza through December 31, 2026, and continuing thereafter until terminated by one of the parties, and authorizing the City Manager, or designee, to negotiate and execute the Final Agreement.

CED; Taranjot Khehra, 209-577-5239, [email protected] #4..
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ACTION: (Wright/Alvarez; 7/0) Resolution 2025-366 approving an Agreement between the City of Modesto and Modesto Hospitality, LLC, to operate the Modesto Centre Plaza through December 31, 2026, and continuing thereafter until terminated by one of the parties, and authorizing the City Manager, or designee, to negotiate and execute the Final Agreement.

Consent

17. Consider approving a First Amendment to the Agreement with Mark Thomas & Company, Inc. for additional tasks related to Construction Documentation and Bidding & Construction Support for the Tuolumne River Regional Park (TRRP) Riverwalk Trail – Gateway to Neece Project, for a new total amount not to exceed $364,941. (Funding Source: Parks Capital Facility Fee Fund, Recreational Trails and Greenways Grant Program – Proposition 68)
 Resolution approving a First Amendment to the Agreement with Mark Thomas & Company, Inc. for additional tasks related to Construction Documentation and Bidding & Construction Support for the Tuolumne River Regional Park (TRRP) Riverwalk Trail – Gateway to Neece Project, increasing the Agreement amount by $62,584 to a new total amount not to exceed $325,841, plus $39,100 in additional services, if needed, for a total amount not to exceed $364,941, and authorizing the City Manager, or his designee, to execute the Amendment.

ENGINEERING SERVICES; Nathan Houx, 209-571-5526, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-367 approving a First Amendment to the Agreement with Mark Thomas & Company, Inc. for additional tasks related to Construction Documentation and Bidding & Construction Support for the Tuolumne River Regional Park (TRRP) Riverwalk Trail – Gateway to Neece Project, increasing the Agreement amount by $62,584 to a new total amount not to exceed $325,841, plus $39,100 in additional services, if needed, for a total amount not to exceed $364,941, and authorizing the City Manager, or his designee, to execute the Amendment.

Consent

18. Consider approving a Fifth Amendment to the Joint Powers Agreement (JPA) between the City of Modesto and County of Stanislaus for the Acquisition, Development, and Operation of the Tuolumne River Regional Park (TRRP). (Funding Source: TRRP Operating Budget)
 Resolution approving the Fifth Amendment to the Joint Powers Agreement (JPA) with the City of Modesto and County of Stanislaus for the Acquisition, Development, and Operation of the Tuolumne River Regional Park, and authorizing the City Manager, or his designee, to execute the Amendment.

ENGINEERING SERVICES; Nathan Houx, 209-571-5526, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-368 approving the Fifth Amendment to the Joint Powers Agreement (JPA) with the City of Modesto and County of Stanislaus for the Acquisition, Development, and Operation of the Tuolumne River Regional Park, and authorizing the City Manager, or his designee, to execute the Amendment.
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Consent

19. Consider accepting the Tuolumne River Regional Park River Pavilion and Learning Theater Project as complete, releasing securities, releasing payments totaling $550,754 to Westside Landscape & Concrete, Inc. of Newman, CA, and authorizing the City Clerk to file a Notice of Completion. (Funding Source: Various Funds)  Resolution accepting Tuolumne River Regional Park River Pavilion and Learning Theater Project as complete, releasing securities, releasing payments totaling $550,754 to Westside Landscape & Concrete, Inc. of Newman, CA, and authorizing the City Clerk to file a Notice of Completion.

ENGINEERING SERVICES; Peter Kambel, 209-577-5444, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-369 accepting Tuolumne River Regional Park River Pavilion and Learning Theater Project as complete, releasing securities, releasing payments totaling $550,754 to Westside Landscape & Concrete, Inc. of Newman, CA, and authorizing the City Clerk to file a Notice of Completion.

Consent

20. Consider accepting the Monthly Investment Report for July 2025. (Funding Source:

Various Funds)
 Motion accepting the Monthly Investment Report for July 2025.

FINANCE DEPARTMENT; Calogero Maniscalco, 209-577-5219,
[email protected]
ACTION: (Wright/Alvarez; 7/0) Motion accepting the Monthly Investment Report for July 2025.

Consent

21. Consider accepting an Informational Report on the July and August 2025 Grant Applications and Awards. (Funding Source: Not Applicable)  Motion accepting an Informational Report for July and August 2025, Grant Applications and Awards.

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
ACTION: (Wright/Alvarez; 7/0) Motion accepting an Informational Report for July and August 2025, Grant Applications and Awards.

Consent

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

FINANCE DEPARTMENT; Maria Garnica, 209-577-5249,
[email protected]
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ACTION: (Wright/Alvarez; 7/0) Motion accepting an Informational Report for the August 2025 Accounts Payable Payment Register and Void Report.

Removed from Consent

23. Consider approving the purchase for 32 Fleet Replacements which includes 27 Ford Interceptors for the Modesto Police Department (MPD) and five Chevy Tahoes for MPD and Modesto Fire Department (MFD) in a total amount not to exceed $2,319,595. (Funding Source: Fleet Replacement Funds)
 Resolution approving the Competitive Bidding Process from State of California to Folsom Lake Ford, Folsom, CA for the purchase of 27 Ford Interceptors for an amount not to exceed $1,687,144; 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 State of California to Winner Chevrolet, Sacramento, CA for the purchase of five Chevy Tahoes for an amount not to exceed $329,894; 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/Williams; 7/0) Resolution 2025-370 approving the Competitive Bidding Process from State of California to Folsom Lake Ford, Folsom, CA for the purchase of 27 Ford Interceptors for an amount not to exceed $1,687,144; 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/Williams; 7/0) Resolution 2025-371 approving the Competitive Bidding Process from State of California to Winner Chevrolet, Sacramento, CA for the purchase of five Chevy Tahoes for an amount not to exceed $329,894; 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

24. Consider authorizing the Director of Finance to adjust Agreement totals between the Administrative Investigative Services Agreements based on consultant availability and department’s needs, ensuring the combined total does not exceed $500,000 over remaining term of the Agreements. (Funding Source: Various Funds)  Resolution authorizing the Director of Finance to adjust Agreement totals between the Administrative Investigative Services Agreements based on consultant availability and department’s needs, ensuring the combined total does not exceed $500,000 over remaining term of the Agreements.

HUMAN RESOURCES; Christina Alger, 209-571-5126, [email protected] #4..
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ACTION: (Wright/Alvarez; 7/0) Resolution 2025-372 authorizing the Director of Finance to adjust Agreement totals between the Administrative Investigative Services Agreements based on consultant availability and department’s needs, ensuring the combined total does not exceed $500,000 over remaining term of the Agreements.

Consent

25. Consider ratifying the approval of an additional Agreement with Telcion Communication Group, Turlock, CA for the purchase of a Cisco Secure Network Firewall 3105 NGFW to replace the City Hall firewall and ensure strong security across the City’s infrastructure, for a new total amount not to exceed $ 196,324. (Funding Source: IT Department Fund)
 Resolution ratifying the approval of an additional Agreement with Telcion Communication Group, Turlock, CA for the purchase of a Cisco Secure Network Firewall 3105 NGFW to replace the City Hall firewall and ensure strong security across the City’s infrastructure, in the amount of $28,732, for a new total amount not to exceed $196,324; and authorize the City Manager, or his designee, to execute the Agreement.

IT; Dameon Booker, 209-577-5229, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-373 ratifying the approval of an additional Agreement with Telcion Communication Group, Turlock, CA for the purchase of a Cisco Secure Network Firewall 3105 NGFW to replace the City Hall firewall and ensure strong security across the City’s infrastructure, in the amount of $28,732, for a new total amount not to exceed $196,324; and authorize the City Manager, or his designee, to execute the Agreement.

Consent

26. Consider approving the submission of a Grant Application to the United States Environmental Protection Agency - Community Grants Program for the Grayson Water Infrastructure Improvements Project. (Funding Source: Water Fund)  Resolution approving the submission of a Grant Application to the United States Environmental Protection Agency - Community Grants Program for the Grayson Water Infrastructure Improvements Project, authorizing the City Manager, or his designee, to enter into the associated Grant Agreement and execute all related documents.

UTILITIES; Edgar Vargas, 209-577-5424, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-374 approving the submission of a Grant Application to the United States Environmental Protection Agency - Community Grants Program for the Grayson Water Infrastructure Improvements Project, authorizing the City Manager, or his designee, to enter into the associated Grant Agreement and execute all related documents.

Consent

27. Consider approving an Engineering Services Agreement with West Yost Associates, of #4..
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Sacramento, CA, for the preparation of the 2025 Joint Urban Water Management Plan and Water Conservation Plan Update in the amount of $180,455, plus $18,046 in additional services, if needed, for an Agreement total amount not to exceed $198,501 and entering into an associated Cost-Share Agreement with the Modesto Irrigation District. (Funding Source: Water Fund)
 Resolution approving an Engineering Services Agreement with West Yost Associates, of Sacramento, CA for the 2025 Joint Urban Water Management Plan and Water Conservation Plan Update in the amount of $180,455, plus $18,046 in additional services, if needed, for an Agreement total amount not to exceed $198,501 and authorizing the City Manager, or his designee, to execute the Agreement.
 Resolution approving entering into a Cost-Share Agreement with Modesto Irrigation District regarding the reimbursement of costs related to the preparation of the 2025 Joint Urban Water Management Plan and authorizing the City Manager, or his designee, to execute the Agreement.  Resolution approving an Amendment to the Fiscal Year 2025-26 Multi-Year Program Budget in the amount of $279,060 to establish the expense and revenue budgets for the 2025 Joint Urban Water Management Plan and Water Conservation Plan Update and authorizing the City Manager, or his designee, to implement the provisions of the Resolution.

UTILITIES; Miguel Alvarez, 209-577-5348, [email protected] ACTION: (Wright/Alvarez; 7/0) Resolution 2025-375 approving an Engineering Services Agreement with West Yost Associates, of Sacramento, CA for the 2025 Joint Urban Water Management Plan and Water Conservation Plan Update in the amount of $180,455, plus $18,046 in additional services, if needed, for an Agreement total amount not to exceed $198,501 and authorizing the City Manager, or his designee, to execute the Agreement.

ACTION: (Wright/Alvarez; 7/0) Resolution 2025-376 approving entering into a Cost-Share Agreement with Modesto Irrigation District regarding the reimbursement of costs related to the preparation of the 2025 Joint Urban Water Management Plan and authorizing the City Manager, or his designee, to execute the Agreement.

ACTION: (Wright/Alvarez; 7/0) Resolution 2025-377 approving an Amendment to the Fiscal Year 2025-26 Multi-Year Program Budget in the amount of $279,060 to establish the expense and revenue budgets for the 2025 Joint Urban Water Management Plan and Water Conservation Plan Update and authorizing the City Manager, or his designee, to implement the provisions of the Resolution.

COUNCIL COMMENTS & REPORTS
 Vice Mayor Bavaro reported on Lakewood neighborhood’s first NeLa Palooza event, noting that 10–11 families hosted bands spanning punk, rock, and country music from 2–5 PM. The event concluded with a large gathering at Lakewood Park, included 11 vendors, had no issues, and was deemed a successful community event. #4..
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 Councilmember Williams highlighted his participation in Fire Ops 101, gaining handson firefighter training and insight into their daily responsibilities. He also attended Learning Quest’s Over the Edge fundraising event, which raised $117,000 for literacy and GED programs. Finally, he requested a moment of silence for former elected official Luis Molina, who recently passed away.
 Councilmember Ricci highlighted a $485,000 traffic enforcement grant for MPD targeting speeding, DUI, and red-light violations. He welcomed the Pioneer League baseball team to Modesto and encouraged public participation in naming the team. He also criticized Stanislaus Animal Services for inadequate operations and called for immediate reforms to improve care and accessibility.
 Councilmember Alvarez recognized the Modesto Blight Mitigation team and Public Works Department for their responsiveness to trash, debris, and pothole concerns. He also highlighted upcoming events such as the groundbreaking for the Martin Luther King Jr. Park renovation on October 16th and the 14th Annual South Modesto Businesses United Gala on October 24th, which supports providing toys and gifts to children in the community.
 Councilmember Escutia-Braaton expressed condolences to the Molina family for the loss of Luis Molina, honoring his leadership and community impact. She shared her appreciation for firefighters after participating in Fire Ops training, noting the physical and emotional strength the job requires. She also reported attending the League of California Cities Conference in Long Beach, where Modesto’s City Manager presented on the City’s success with Measure H, highlighting Modesto as a leader in community collaboration and innovation.
 Mayor Zwahlen highlighted recent community and professional activities, including attending the Downtown Modesto Muralist Reception showcasing five new murals, and speaking at the Out of Darkness Suicide Prevention Walk. She also reported on her participation at the League of California Cities Conference, where she attended sessions on AI, public trust, community engagement, creativity, and local sales tax measures. She noted City Manager Joe Lopez’s presentation on Measure H was well received and concluded by emphasizing the value of networking with other city leaders.

CITY MANAGER COMMENTS & REPORTS
None.

HEARINGS
Published in the Modesto Bee on October 3, 2025.

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

POLICE DEPARTMENT; Kalani Souza, 209-572-9500, [email protected] ACTION: (Escutia-Braaton/Alvarez; 7/0) Resolution 2025-378 approving the application and issuance of a Permit to operate as a Non-Emergency Medical Transport Company to Quality Care Transportation in the City of Modesto.

NEW BUSINESS

29. Consider approving a Memorandum of Understanding (MOU) between the City of Modesto and United Way for a partnership with Modesto Gospel Mission to provide outreach and employment support for individuals experiencing homelessness in an amount not to exceed $1,250,000 in alignment with the City’s Camp2Home Initiative. (Funding Source: Various Funds)
 Resolution approving a Memorandum of Understanding (MOU) between the City of Modesto and United Way for a partnership with Modesto Gospel Mission to provide outreach and employment support for individuals experiencing homelessness in an amount not to exceed $1,250,000, and authorizing the City Manager to negotiate, and execute the MOU.  Resolution amending the Fiscal Year 2025-26 Annual Operating Fund Budgets to create a multi-year project in an amount not to exceed $1,250,000 to appropriate funds for the Memorandum of Understanding (MOU) between City of Modesto and United Way, and authorizing the City Manager, or his designee, to take the necessary steps to implement the provisions of this Resolution.

CED; Edgar Garcia, 209-571-5101, [email protected]
ACTION: (Alvarez/Wright; 7/0) Resolution 2025-379 approving a Memorandum of Understanding (MOU) between the City of Modesto and United Way for a partnership with Modesto Gospel Mission to provide outreach and employment support for individuals experiencing homelessness in an amount not to exceed $1,250,000, and authorizing the City Manager to negotiate, and execute the MOU.

ACTION: (Alvarez/Wright; 7/0) Resolution 2025-380 amending the Fiscal Year 2025-26 Annual Operating Fund Budgets to create a multi-year project in an amount not to exceed $1,250,000 to appropriate funds for the Memorandum of Understanding (MOU) between City of Modesto and United Way, and authorizing the City Manager, or his designee, to take the necessary steps to implement the provisions of this Resolution.

MATTERS TOO LATE FOR THE AGENDA
None.
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ADJOURNMENT
This meeting adjourned at 9:08 p.m.

Attest: ____________________________
Diane Nayares-Perez, City Clerk
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All Closed Session Matters Heard Prior to the Meeting

CLOSED SESSION
CONFERENCE WITH LEGAL COUNSEL — ANTICIPATED LITIGATION
One Case (Pursuant to Section 54956.9(d)(4) of the Government Code) CONFERENCE WITH LEGAL COUNSEL — ANTICIPATED LITIGATION
(Pursuant to Section 54956.9(d)(2) of the Government Code) Letters from the American Civil Liberties Union Foundation and the First Amendment Coalition regarding Modesto Municipal Code Section 4-23.02 related to restrictions on use of specified items during public assembly
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 28, 2025
Date: October 10, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Stephan Christensen, Office of Performance Management & Budget Director SUBJECT: Adoption of the Measure H Oversight Board Bylaws CONTACT: Stephan Christensen, Office of Performance Management & Budget Director, [email protected], 209-577-5490
DESCRIPTION:

Consider adopting the Bylaws for the Measure H Oversight Board. (Funding Source: Not Applicable)
STRATEGIC PLAN ELEMENT:

This item supports the City of Modesto 2025-2026 Strategic Plan focus on Governance and Service Delivery under Goal H: Achieve Long-Term Financial Sustainability.

BACKGROUND:

On November 8, 2022, the Modesto voters approved Measure H, a one-cent sales tax for general City services, and on November 29, 2022, by Resolution No. 2022-453 the Modesto City Council certified the election results. Measure H is expected to provide the City with approximately $46 million annually in additional sales tax revenue into its General Fund.

One important part of Measure H, which is codified in Modesto Municipal Code (MMC) section 8-2.1215, was the requirement that Council appoint a nine-member Oversight Board by June 30, 2023. The Measure H Oversight Board will have the following responsibilities:

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

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

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

The Measure H Oversight Board is entrusted with reviewing all revenues and expenditures of funds from the sales tax revenue generated from the passage of Measure H. The board is made up of nine (9) total members, which are broken down as follows:
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City Council, October 28, 2025
Adoption of the Measure H Oversight Bylaws

 District 1
 District 2
 District 3
 District 4
 District 5
 District 6
 Three (3) “At-Large” Members
On July 27, 2023, by Resolution 2023-295, Council appointed the initial nine (9) members to the Measure H Oversight Board. The first Oversight Board meeting was held on August 23, 2023, with the selection of the Chair and Vice Chair occurring. Over the course of several quarterly Oversight Board meetings held between August 2023 through October 2024, the Measure H Oversight Board received presentations regarding the revenues and expenditures of the Measure H fund and had multiple conversations concerning the content of the Measure H Oversight Board bylaws.

At the October 16, 2024, meeting, the final revisions to the Bylaws were made by the members of the Measure H Oversight Board and after some formatting cleanups are now ready to be presented to Council for final adoption.

DISCUSSION:

When the Modesto voters passed the Measure H Sales Tax in 2022, the Measure H Oversight Board was established with the duties and responsibilities mentioned in the Background section above. The Bylaws that are proposed are intended to provide only additional guidelines to the MMC 8-2.1215 section as it relates to the governance of the Measure H Oversight Board and how the board runs their meetings and administrates their board. The following items are outlined in detail within the proposed Bylaws:
 Duties and Responsibilities as Defined by the Measure H Sales Tax Ordinance in the MMC 8-2.1215
 Makeup of the Membership of the Board as well as Terms for Members  Board Attendance Policy
 Officers and their Duties
 Quorum and Meeting Guidelines
The Bylaws that are defined in Exhibit A have been created with input of the members of the Measure H Oversight Board, guidance from City staff and the City Attorney’s Office.

FISCAL IMPACT:

There is no fiscal impact associated with approving the proposed Bylaws for the Measure H Oversight Board.

COMMITTEE RECOMMENDATION:

The Bylaws within Exhibit A were discussed and reviewed by the Measure H Oversight Board (Board) over the course of multiple board meetings. The Board agrees with the amended Bylaws and recommends forwarding the Bylaws to the City Council in their final proposed form for Council approval.
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City Council, October 28, 2025
Adoption of the Measure H Oversight Bylaws

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving the Bylaws for the Measure H Oversight Board Committee.

Approved by:

Stephan Christensen, Office of Performance
Management and Budget Director
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Exhibit A – Measure H Oversight Board Bylaws
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10/28/2025/OPMB/SChristensen/Item X 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING THE BYLAWS FOR THE MEASURE H

OVERSIGHT BOARD COMMITTEE
WHEREAS, on November 8, 2022, the Modesto voters approved Measure H, a one-cent sales tax for general City services, and
WHEREAS, on November 29, 2022, by Resolution No. 2022-453 the Modesto City Council certified the election results, and
WHEREAS, Modesto Municipal Code (MMC) section 8-2.1215 was codified and defines the requirements around the establishment of the Measure H Oversight Board and its make-up and responsibilities which are as follows for the nine-member board:

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

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

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

WHEREAS, over the course of several quarterly meetings held between August 2023 and October 2024, the Measure H Oversight Board had multiple conversations concerning the content of the Measure H Oversight Board Bylaws, and WHEREAS, the Bylaws are intended to clarify and provide additional detail and guidelines as they relate to the governance of the Measure H Oversight Board in particular to the following items that are outlined in the Bylaws:

1. Duties and Responsibilities as Defined by the Measure H Sales Tax Ordinance in the MMC 8-2.1215
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10/28/2025/OPMB/SChristensen/Item X 2 2025-XX

2. Makeup of the Membership of the Board as well as Terms for Members

3. Board Attendance Policy

4. Officers and their Duties

5. Quorum and Meeting Guidelines
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Bylaws for the Measure H Oversight Board, a copy of which is attached as Exhibit A.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 28th day of October 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 votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ___________________________

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

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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MEASURE H OVERSIGHT BOARD
BYLAWS
(Approved by City Council: October 28, 2025, Resolution No. 2025-XXX) #5..
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Article I. Definitions
Section 1.01 The Measure H Oversight Board was established pursuant to the Measure H Sales Tax ordinance (Modesto Transactions and Use Tax Ordinance), codified as Article 12 to Chapter 2 of Title 8 of the Modesto Municipal Code with the voter’s approval of Measure H during General Municipal Election on November 8, 2022.

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 Measure H Oversight Board. (b) “Board” shall mean the Measure H Oversight Board.
(c) “Measure H” shall mean the one-cent transactions and use (sales) tax for general city services that was approved by the voters at the November 8, 2022, general municipal election.
(d) “MMC” shall mean the Modesto Municipal Code.
(e) Modesto Transactions and Use Tax Ordinance is the ordinance that provides the governance for the Measure H approved sales tax as approved by the voters and as incorporated into the MMC.

Article II. Duties
Section 2.01 Pursuant to MMC 8-2.1215:

The Oversight Board shall review all revenues and expenditures of funds from the tax authorized by this Ordinance, review annual audit reports related to the tax measure, and make at least one (1) written report to the City Council at a public meeting summarizing the Oversight Board’s findings.

The duties of the Board shall include:
(1) Reviewing all revenues received and all expenditures made related to the Measure H sales tax.
(2) Reviewing all annual audit reports related specifically to the Measure H sales tax. (3) Preparing at least one (1) annual written report that summarizes the Oversight Board’s findings on the City’s collection of Measure H tax receipts as well as the expenditure of Measure H funds on approved programs and projects. The reporting period will be done on a fiscal year basis from July 1 to June 30.
(4) Reviewing any other matter or performing any other duty, that the City Council deems appropriate related to the Measure H sales tax.
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Article III. Membership of Commission
Section 3.01 Pursuant to MMC 8-2.1215:

The City Council shall appoint a nine (9) -member Oversight Board. The Board shall consist of qualified Members that are registered voters, residing within the City and shall be appointed by the City Council by resolution pursuant to the provisions below:
(a) Pursuant to the provisions withing MMC 8-2.1215 the Board will be composed of:
(1) Six (6) members from the Council districts with one (1) member being selected as a representative from each Council district.
(2) Three (3) “at-large” members chosen from the City as Modesto residents. (b) City Council shall give strong preference to members that represent a cross-section of the community, possibly including, but not limited to:
(1) Representatives of Schools
(2) Local Trade Associations
(3) Chambers of Commerce
(4) Nonprofit Organizations
(5) Senior Citizen Groups
(6) Non-partisan Political Organizations
(7) Tax-payer Association
(8) Neighborhood Organizations
(c) No Member of the Board shall be a relative by blood or marriage within the second degree of the Mayor, a Member of the Council, any Charter officer, or any department head or deputy department head.
(d) No Member of the Board shall be a current employee of the City nor any bargaining unit for employees of the City.
(e) Members of the Board shall serve without compensation. (f) Five (5) Members of the Board initially appointed in 2023 shall serve four-year terms and Four (4) shall serve two-year terms. The Board shall determine which members shall serve for a four-year term, and which members shall serve for a two-year term, by #5..
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resolution. Thereafter, each member shall be appointed to a four-year term unless the appointment is to fill a vacancy, in which case the member shall serve the remainder of the vacated term.

Section 3.02 All members must complete a Statement of Economic Interest form (Form 700) and AB 1234 ethics training by April 1 of each year and when assuming or leaving Board membership.

Article IV. Terms of Office
No Member shall serve more than two consecutive four-year terms on the Board.

Article V. Attendance at Meetings
Section 5.01 Timely attendance at meetings is expected and necessary to carry out the mission of the Board. It shall be the responsibility of each Member to know the dates and times of all Board meetings. If a Member knows they will not be able to attend a regularly scheduled meeting, it shall be their responsibility to notice the Board Secretary at least forty-eight (48) hours in advance of the meeting, in order for the absence to be recorded as an excused absence. If a Member is absent from three (3) consecutive regular meetings, unless by permission of the Board, expressed in its official minutes, or is convicted of a crime involving moral turpitude, or ceases to be a qualified elector of the City, the Member’s seat shall become vacant and shall be so declared by the Council.

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

Article VI. Officers and Their Duties
Section 6.01 The Board shall elect from among its membership a Chairperson, and a Vice Chairperson. The term of office shall be one year. No person may serve as Chairperson for more than two one-year terms, whether or not such terms are consecutive.

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

Section 6.03 The Chairperson shall preside at all meetings, shall appoint, with the consent of the Board, all ad-hoc commissions as needed, and shall ensure that the bylaws, rules, and regulations as adopted by the Board are properly enforced.

Section 6.04 The Vice Chairperson shall assist the Chairperson in their duties and in the absence of the Chairperson shall perfume all duties usually performed by the Chairperson.

Section 6.05 The Board Secretary shall be a City staff member, appointed by the City Manager’s Office, to serve as secretary to the Board. The Board Secretary shall keep a record of the minutes of all Board meetings and such other duties as are usually performed by a secretary. An audio #5..
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recording shall be made at all meetings, retained pursuant to the City’s record retention policies, and shall be made available to all Members by request.

Article VII. Quorum
Section 7.01 The Board may convene a meeting and transact business only when a quorum is present. A quorum shall consist of a majority of the active members of the Board. Active members are members who have been appointed by the City Council and have not resigned or forfeited their seat based on attendance.

Article VIII. Meetings
Section 8.01 Regular meetings of the Board shall be held not less than at least quarterly, at Tenth Street Place, 1010 Tenth Street Modesto, California.

Section 8.02 Special meetings shall be called by the Chairperson as necessary, in consultation and coordination with the Board Secretary.

Section 8.03 A meeting may be cancelled by agreement of the Chairperson and Vice Chairperson in coordination with the Board Secretary.

Section 8.04 Notices of all meetings, including agendas, shall be given to all Members of the Board, to the City Clerk, to the City Manager, and to all others as provided by law.

Section 8.05 All meeting agendas will be posted at Tenth Street Place.

Section 8.06 All meetings shall comply with the requirements of the Ralph M. Brown Act.

Section 8.07 A quorum is necessary for the Board to transact any business. A quorum is five (5) Members. If there are vacancies amongst the Members of the Board, then a quorum will be defined as a majority of active appointed Members.

Section 8.08 All meetings of the Board shall be open to the public and shall be held at a public facility, which is accessible in accordance with the regulations of the Americans with the Disabilities Act.

Article IX. Order of Proceedings
Section 9.01 Robert’s Rules of Order shall be the guide for the parliamentary procedures in the conduct of the Board meetings.

Section 9.02 The order of proceedings of all meetings shall be as follows, subject to majority vote of the Members present:
(a) Roll Call
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(b) Declaration of Conflict of Interest
(c) Public Comment Period
(d) Consent Items
(e) Old Business
(f) New Business
(g) Board Comments & Reports
(h) Adjournment
Article X. Amendments
Section 10.01 The Bylaws and any future amendments shall be subject to the approval of the City Council and shall not and are not intended to go beyond any of the powers and duties given to the Board by the City Council nor contradict MMC 8-2.1215.
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 28, 2025
Date: October 3, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: Second Amendment to Agreement with Homebase
CONTACT: Edgar Garcia, Community Development Manager,
[email protected], 209-571-5211
DESCRIPTION:

Consider approving the Second Amendment to the Agreement with Homebase, San Francisco, CA, to continue Consultant Services to Support Local Homeless Programs for an additional $150,000, for a revised total Agreement amount not to exceed $245,000. (Funding Sources:

Various Funds)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2025-2026 Strategic Plan, Goal C: Develop a Housing and Homelessness Action Plan.

BACKGROUND:

In response to support local homeless service providers, the City of Modesto identified a gap in CalAim nonprofit providers in the community to provide community support services to individuals experiencing homelessness. The City identified a need for CalAIM technical assistance to eligible nonprofit providers in implementing CalAIM funding. Supportive services were also included to build capacity around contracts including interacting with Managed Care Plan (MCP) funders and nonprofit provider staff.

On July 8th, 2024, the City of Modesto entered into contract with Homebase for consulting services for an amount not to exceed $95,000. Homebase, a qualified and experienced consultant firm, provided hands-on technical assistance support to community-based organizations, selected by the City, to establish the infrastructure needed to implement Enhanced Care Management (ECM) and Community Support (CS) programs. The City selected the Salvation Army and Downtown Streets Team as two organizations guided by Homebase to work towards ECM and CS implementation allowing for more services to be delivered to the City of Modesto.

The original term date of the contract was December 31, 2024. Upon evaluating the necessary work and support needed for the two organizations, it was determined and agreed upon by and #6..
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City Council, October 28, 2025
Second Amendment to Agreement with Homebase

between the City and Homebase, more time was necessary to accomplish the identified goals and scope of work. The First Amendment to the agreement extended the terms of the agreement to June 30, 2025. The amendment also modified the scope of work to include two staff members on the Homebase team.

DISCUSSION:

Homebase is a mission-driven nonprofit organization dedicated to building community capacity to end homelessness, reduce poverty, and foster thriving communities. For over thirty years, Homebase has worked at the national, state, and local levels supporting the design and implementation of programs and systems needed to help people experiencing or at risk of homelessness achieve housing stability, improve health and wellness, and maximize economic self-sufficiency. They provide customized assistance grounded in the needs of each community and develop responsive solutions for lasting impact.

To expand and continue the successful work Homebase provided to the non-profit providers, the City and Homebase have agreed to amend the agreement. This Second Amendment includes extending the term to December 31, 2026, or until all funds have been expended. The amendment increases the budget by $150,000, to an amount not to exceed Two Hundred FortyFive Thousand Dollars ($245,000). In addition, the Scope of work is amended to include revised scope of work as outlined in Exhibit A-1.

The work will include a continuation of support for local nonprofits to identify new revenue options and will include supporting the City with preparing a comprehensive roadmap to guide resource allocation to help ensure that investments are data-informed and aligned with future needs. This roadmap will support the City with the following:
 Understanding the characteristics and trends of its current and projected homeless population.
 Evaluating available and planned housing resources.
 Assessing the effectiveness of existing programs.
 Identifying resource gaps, avoiding duplication, and maximizing the effectiveness of local programs.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(f) “Where the Purchasing Manager, in his or her discretion, determines that it is appropriate to amend the services or goods 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.” With the on-going development of Affordable Housing and Homelessness programs, the City has identified the need for additional data to support the direction of these programs and how they are funded. Homebase has already been performing this research on behalf of the City of Modesto when working with homeless providers and can deliver this scope within the timeframe being proposed.
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City Council, October 28, 2025
Second Amendment to Agreement with Homebase

FISCAL IMPACT:

This amendment will increase the agreement amount by $150,000 for a total amount not to exceed $245,000 for an additional scope of work to ensure that the City’s Housing and Homeless programs have the data to support the community’s needs and funding strategies.

The anticipated cost of $150,000 is available within the Community and Economic Development operational budget. There is no anticipated impact on the General Fund.

COMMITTEE RECOMMENDATION:

Due to the time sensitive nature of the item and the financial challenges of several nonprofits in the community this item was not presented to a Council Committee.

RECOMMENDED COUNICL ACTION:

Staff Recommendations:

Resolution approving the Second Amendment to the Agreement with Homebase, San Francisco, CA, to continue Consultant Services to Support Local Homeless Programs for an additional $150,000 for a revised total Agreement amount not to exceed $245,000 and authorizing the City Manager, or his designee, to execute the Amendment.

Approved by:

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

1. Resolution

2. Second Amendment

3. Original Agreement

4. First Amendment

5. Levine Act Disclosure
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10/28/2025/CED/EGarcia/Item X 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-

RESOLUTION APPROVING THE SECOND AMENDMENT TO THE

AGREEMENT WITH HOMEBASE, SAN FRANCISCO, CA, TO CONTINUE

CONSULTANT SERVICES TO SUPPORT LOCAL HOMELESS PROGRAMS
FOR AN ADDITIONAL $150,000 FOR A REVISED TOTAL AGREEMENT AMOUNT NOT TO EXCEED $245,000 AND AUTHORIZING THE CITY

MANAGER, OR HIS DESIGNEE, TO EXECUTE THE AMENDMENT
WHEREAS, in response to support local homeless service providers, the City of Modesto identified a gap in CalAim nonprofit providers in the community to provide community support services to individuals experiencing homelessness a need for CalAIM technical assistance to eligible nonprofit providers in implementing CalAIM funding; and WHEREAS, supportive services were also included to build capacity around contracts including interacting with Managed Care Plan (MCP) funders and nonprofit provider staff; and
WHEREAS on July 8th, 2024, the City of Modesto entered into contract with Homebase for consulting services for an amount not to exceed $95,000; Homebase, a qualified and experienced consultant firm, provided hands-on technical assistance support to community-based organizations, selected by the City, to establish the infrastructure needed to implement Enhanced Care Management (ECM) and Community Support (CS) programs; and
WHEREAS, the City selected the Salvation Army and Downtown Streets Team as two organizations guided by Homebase to work towards ECM and CS implementation allowing for more services to be delivered to the City of Modesto; and WHEREAS, the original term date of the contract was December 31, 2024 and upon evaluating the necessary work and support needed for the two organizations, it was #6..
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10/28/2025/CED/EGarcia/Item X 2 2025-XX
determined and agreed upon by and between the City and Homebase, more time was necessary to accomplish the identified goals and scope of work; and WHEREAS, the First Amendment to the agreement extended the terms of the agreement to June 30, 2025 and also modified the scope of work to include two staff members on the Homebase team; and
WHEREAS, to expand and continue the successful work Homebase provided to the non-profit providers, the City and Homebase have agreed to amend the agreement and this Second Amendment includes extending the term to through the full expenditure of allocated funds; and
WHEREAS, Homebase will also support the City with preparing a comprehensive roadmap to guide resource allocation to help ensure that investments are data-informed and aligned with future needs; and
WHEREAS, this roadmap will support the City with understanding the characteristics and trends of its current and projected homeless population, evaluating available planned housing resources, assessing the effectiveness of existing programs, and identifying resource gaps, avoiding duplication, and maximizing the impact of local programs; and
WHEREAS, this amendment also increases the budget by $150,000, to an amount not to exceed $245,000; in addition, the Scope of work is amended to include additional tasks as outlined in Exhibit A-1.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Second Amendment with Homebase, San Francisco, CA to #6..
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10/28/2025/CED/EGarcia/Item X 3 2025-XX
continue consultant services to assist local homeless providers increasing the agreement by $150,000 for a revised total Agreement amount not to exceed $245,000.

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.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 28th day of October, 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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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment

SECOND AMENDMENT
TO

CITY OF MODESTO PANDEMIC RECOVERY STRATEGY - MODESTO FORWARD

GRANT AGREEMENT
Reference is made to the City of Modesto Pandemic Recovery Strategy-Modesto Forward Grant Agreement (the “Agreement”) dated July 8, 2024, by and between the CITY Of MODESTO, a California charter city (“City”) and Homebase, a California nonprofit corporation, hereinafter referred to as (“Consultant”). The Parties enter into this Second Amendment as of _____________________.

WHEREAS, the parties entered into the Agreement pursuant to which Consultant would perform duties and render services as described in the Scope of Work of the Agreement regarding the need for CalAIM technical assistance to identified nonprofit providers; and WHEREAS, the Parties previously entered into that First Amendment to the Agreement dated December 23, 2024; and
WHEREAS, the parties have agreed to extend the term for this Agreement; and WHEREAS, the parties have also agreed to increase the amount of funding for this agreement in order to continue to expand the network of CalAIM providers in our community; and WHEREAS, the parties have also agree to expand on the current scope of work as outlined in Exhibit A-1.

NOW THEREFORE, the Parties hereby agree to the following revisions:

1. Term. Section 1, “Term of Agreement”, is hereby amended to extend the term of the Agreement to December 31, 2026, or until all funds have been expended, whichever occurs first.

2. Compensation. Section 2, “Compensation”, is hereby amended to increase by $150,000 to an amount not to exceed Two Hundred Forty-Five Thousand Dollars ($245,000).

3. Budget is hereby amended as referenced in Exhibit F.

4. Scope of Work is hereby amended to include additional tasks as referenced in Exhibit A1.

5. Except as explicitly provided for herein, all other terms and conditions of the Agreement shall remain in full force and effect.
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment IN WITNESS WHEREOF, the CITY OF MODESTO and Consultant has caused this second Amendment to be duly executed.
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment

EXHIBIT F

AMENDED PROGRAM BUDGET
Total Agreement Award Amount: Not to exceed $145,000, for a total of approximately 924 billable hours over the grant period term of this Agreement.

Hourly Rates:

Approved hourly rates for Consultant’s staff currently approved to work on the project described in Exhibit A are listed below. Hourly rates are different for each individual.

Homebase Staff Person
Hourly Rate
through
6/30/2025
Hourly Rate
7/1/25 – 6/30/26
Garen Nigon $153 $160
Gillian Morshedi $195 $203
James Roop $118 $123
Jean Field $210 $219
Mary Simons $156 $163
Shauna Jackson $128 -
Beile Lindner $143 -
Jessie Hewins $178 $186
Jim Kelly $140 $140
Budget does not include travel which, should it be necessary, would be billed directly outside of hourly rates, and agreed upon by the City prior to travel.
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment EXHIBIT A-1

SCOPE OF WORK
City of Modesto Proposed 2025-2026
Contract Amendment

ABOUT HOMEBASE
Homebase is a mission-driven nonprofit organization dedicated to building community capacity to end homelessness, reduce poverty, and foster thriving communities. For over thirty years, we have worked at the national, state, and local levels supporting the design and implementation of programs and systems needed to help people experiencing or at risk of homelessness achieve housing stability, improve health and wellness, and maximize economic self-sufficiency. We provide customized assistance grounded in the needs of each community and develop responsive solutions for lasting impact.

Project Background and Summary
In July 2024, Homebase contracted with the City of Modesto to provide technical assistance capacity building with the end of goal of supporting nonprofit providers identified by the City to apply for and administer CalAIM Community Supports. The contract was amended to extend the term through June 2025 to support identified nonprofit providers with implementation of CalAIM programs to provide services to the community.

Homebase proposes to amend this contract to extend the term through December 2026, with two tasks:

1. CalAIM Technical Assistance

2. Strategic Roadmap of Homelessness and Housing Resources Scope of Work
Below are proposed additions to the current scope of work for each task.

Task 1: CalAIM Technical Assistance
The City of Modesto has identified a gap in CalAIM nonprofit providers in the community to provide Community Supports services to individuals experiencing homelessness. There is a need for CalAIM technical assistance to identified nonprofit providers in implementing CalAIM funding, including a better #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment understanding of eligible costs and participants, and building workflows around invoicing, record keeping, and communications. In addition, technical assistance would include a broad range of support to build capacity around those contracts, including interacting with Managed Care Plan (MCP) funders and nonprofit provider staff, creating policies and procedures, setting, and implementing standard outcome measures for city services, and building capacity for additional CalAIM Community Support applications and contracts.

The City of Modesto will identify nonprofit providers to Homebase for technical assistance capacity building with the end goal of applying for and administering CalAIM Community Supports.

Activities
Technical assistance may include the following services, but not limited to:

1. Working with identified nonprofits to improve its provision of/billing for its currently approved Community Support on short-term post hospitalization housing; such support could include reviewing records and directly interfacing with MCP staff as well as other stakeholders.

2. Working with identified nonprofit staff to provide training on allowable costs and eligible participants, as well as invoicing procedures. a) Write policies and procedures for selected nonprofit providers’ existing and future CalAIM Community Supports including implementation, delivery of services and fiscal oversight policies. b) Support identified nonprofit providers in leveraging funding streams in order to most effectively serve clients and build long-term capacity.

3. Support identified nonprofits to become contracted CalAIM Community Supports providers for the first time or for additional MCPs and additional Community Supports.

4. Provide guidance and support for better communicating with funders, staff, and community stakeholder about grant programs, eligibility, and outcomes; may include support on application and grant writing as well as reporting.

5. Provide technical assistance for achieving City-imposed outcomes for delivery of services/housing.

Deliverables

1. Identified nonprofit providers will have implemented policies and procedures for invoicing, record keeping and other required policies.

2. Identified non-profits providers will have implemented Cal-AIM programs to provide services to the community.

Timeline: June 2025 – December 2026
Task 2: Strategic Roadmap of Homelessness and Housing Resources #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment The City seeks a comprehensive roadmap to guide resource allocation for maximum impact: ensuring that investments are data-informed and aligned with future needs. This roadmap will support the City in:
 Understanding the characteristics and trends of its current and projected homeless population;  Evaluating available and planned housing resources;
 Assessing the effectiveness of existing programs;
 Identifying resource gaps, avoiding duplication, and maximizing the impact of Measure H funds.

By conducting a comprehensive analysis in these areas, Homebase will equip the City of Modesto with the information necessary to strategically allocate resources, plan for future demand, and invest in programs that most effectively reduce homelessness.

Key Elements to be Addressed
To build a strategic roadmap, we propose to address the following sections and will assess programmatic impact using quantitative and qualitative data, and will identify program types most effective at resolving homelessness, including outreach, shelter, housing, job training, and employment supports:

1. Introduction and PIT Analysis
o PIT Trend Analysis, comparison to other jurisdictions o Calls for Service Analysis – Related to Homelessness
o Analyze demographics, household type and size
o Evaluate changes in the overall number of people experiencing homelessness o Analyze subpopulation trends, including emerging or declining groups o Project future homelessness based on current and historical trends o Assess housing availability compared to general and subpopulations experiencing homelessness
o Identify pathways into and out of homelessness based on service availability in the community
o Impact and volume of work for all City departments (Police, Fire, Parks, CED, etc.)

2. Camp2Home
o Outreach

1. Services available within the City

1. CHAT

2. Park Rangers

3. Fire Department

4. Other outreach services

5. County overlap

2. Gaps Analysis

1. Is there something available in another jurisdiction in this area that works well that is not available in Modesto?

3. Opportunities

1. Are the city’s outreach programs high- impact and
are there opportunities to scale?
o Shelter
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment

1. Services available within the City

1. Salvation Army – Berberian

2. Access Center Emergency Shelter

3. Gospel Mission

4. Others

2. Gaps Analysis

1. Is there something available in another jurisdiction in this area that works well that is not available in Modesto?

3. Opportunities

1. Are the city’s shelter programs high- impact and are there opportunities to maintain or scale?
o Job Training

1. Services available within the City of Modesto

1. Downtown Streets Team

2. County workforce development

3. Others

2. Gaps Analysis / Constraints

1. Is there something available in another jurisdiction in this area that works well that is not available in Modesto?

3. Opportunities

1. Are the city’s job training programs high- impact and are there opportunities to maintain or scale?
o Employment

1. Services available within the City of Modesto

1. Downtown Streets Team

2. County workforce development

3. Private employer partnerships

4. Others

2. Gaps Analysis / Constraints

1. Is there something available in another jurisdiction in this area that works well that is not available in Modesto?

3. Opportunities

1. Are the city’s employment programs and partnerships high- impact and are there opportunities to maintain or scale?
o Housing

1. Services available within the City of Modesto

1. Units built in the last 5 years and unit pipeline

2. Funding streams available

3. Federal and State Funding availability

4. Other programs

1. Community Housing Shelter Services

2. Turning Point

3. Gospel Mission

4. Others

2. Gaps Analysis/ Constraints

1. Is there something available in another jurisdiction in this area that works well that is not available in Modesto?

3. Opportunities
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment

1. Are the city’s housing programs and partnerships high- impact and are there opportunities to maintain or scale?

3. Moving Forward
o Summary outlook

1. Key gaps and recommendations

4. Dashboard Support
o Homebase shall support the City with building an interactive dashboard to visualize key evaluation findings, support transparency, and equip City staff with a practical tool for monitoring program outcomes.

With this information, Homebase will be able to help the City of Modesto develop a clear, data-driven plan for addressing homelessness that aligns available and future resources with the needs of the community and maximizes the impact of Measure H investments.

Data Sources
The project will primarily use quantitative data, supplemented by targeted qualitative input:
 HMIS data
 Housing Inventory Count (HIC) and secondary administrative data Provider focus groups (1–2 groups) to contextualize data trends
 City official interviews (3–5 interviews) for housing pipeline and funding analysis Timeline: September 2025 – February 2026
Timeframe Activities
Months 1–2 Data acquisition, initial stakeholder interviews, background research Months 2-4 Drafting of strategic roadmap interim findings Months 4-5 Collaboration with City to build interactive dashboard Month 6 Delivery of final report, presentation
Deliverables
 Interim Findings (in the form of PowerPoint slides) (Month 4):
o PIT Analysis
o Camp2Home
 Outreach
 Shelter
 Job Training
 Employment
 Housing
 Interactive Dashboard (Month 5):
o A user-friendly, web-based dashboard visualizing program performance and impact to support decision-making and ongoing evaluation
 Final Report (Month 6):
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American Rescue Plan Act Agreement- Homebase Consulting Services – Second Amendment o Strategic roadmap with introduction, PIT analysis, Camp2Home evaluation, and a summary outlook with key gaps and recommendations
o Presentation to City leadership and key stakeholders
Proposed Budget
Homebase proposes a budget of $150,000 to fulfill this scope of work, broken down by task as follows:

Task 1: CalAIM Technical Assistance $50,000
Task 2: Strategic Roadmap $100,000
We are happy to adjust the scope and budget to align with the City of Modesto’s needs and goals.

Contact
Thank you for your consideration of this proposal. We look forward to continuing to work with San Bernardino County. If you have any questions, please contact Jean Field at [email protected] or Amanda Wehrman at [email protected].

The information provided in this proposal does not constitute legal advice or advertise legal services.

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American Rescue Plan Act Agreement- Homebase Consulting Services

CITY OF MODESTO PANDEMIC RECOVERY STRATEGY - MODESTO FORWARD

AGREEMENT FOR CONSULTANT SERVICES
This Modesto Forward Consultant Services Agreement (“Agreement”) is entered into in the City of Modesto, State of California, this ______ day of _______________ 20____ (“Effective Date”) by and between the City of Modesto, a California municipal corporation (“City”), and Homebase, a California nonprofit corporation, hereinafter referred to as (“Consultant”). The City and Homebase shall be collectively referred to hereinafter as the “Parties”.

This Agreement is made with regard to the following recitals:

WHEREAS, the City received an allotment of funds from the United States Department of Treasury through the Coronavirus Local Fiscal Recovery Fund established by the American Rescue Plan Act (“ARPA”); and
WHEREAS, on June 22, 2021, by Resolution No. 2021-194, Council approved the Pandemic Recovery Strategy – Modesto Forward, hereinafter referred to as “Modesto Forward”, to support local recovery from the pandemic; and
WHEREAS, on June 6, 2023, by Resolution No. 2023-251, Council approved the Pandemic Recovery Strategy – Modesto Forward for the reallocation of ARPA funding to Homeless Servies (Day Center, Safe Park, and Bridge Housing); and WHEREAS, in alignment with the City’s 5-Year Strategic Plan, Modesto Forward includes three post pandemic funding initiatives to help the community exit the pandemic period and focused on Economic Vitality, Governance and Service Delivery, and Quality of Life; and WHEREAS, Economic Vitality initiatives are intended to improve the economic vitality of the community; Governance and Service Delivery initiatives are intended to improve the organization and service delivery for residents; and Quality of Life initiatives are intended to improve the quality of life for residents; and
WHEREAS, Modesto Forward includes a comprehensive spending plan, which includes ARPA funding, to programs and services to unhoused persons; and NOW THEREFORE, the Parties hereto do mutually agree as follows:

1. Term of Agreement
Unless terminated earlier due to default or insufficiency of funds, this Agreement shall have a term commencing effective date of this Agreement and ending December 31, 2024. Consultant shall undertake and complete its services under this Agreement in such sequence and in such a manner to assure completion with the term of this Agreement.

2. Compensation
Docusign Envelope ID: 169D9E06-C29E-4E79-87AD-47725AAD7FC4 8th July 24
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American Rescue Plan Act Agreement- Homebase Consulting Services A. City agrees to pay Consultant a Total Amount not to exceed Ninety-Five Thousand Dollars ($95,000) for all of Consultant’s services to be provided herein, as are more specifically set forth under Exhibit A, "SCOPE OF SERVICES” attached hereto.

Consultant will submit a monthly invoice to the City for work performed during the month, within 30 days of monthly service. Invoice will detail expenses including number of hours, hourly rate, and explanation of costs incurred. City will pay invoice within 30 days of receipt.

3. Consultant’s Obligations
A. Throughout the term of this Agreement, the Consultant shall obtain and maintain all licenses, permits, qualifications and approvals legally required to conduct business.

The 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 perform the Activities specified by this Agreement. Consultant shall perform the activities requires pursuant to this Agreement according to the standards observed by a competent practitioner of the profession in which Consultant is engaged.

B. The Consultant shall use the City’s logo or make a written acknowledgement in its publicity, promotional materials, information materials, press materials, at public occasions relating to the Activities, and on any website maintained by the Consultant.

4. QUARTERLY Reporting Requirements
Consultant shall submit quarterly reports to the City on the form attached hereto as Exhibit E, and incorporated herein by reference, or on such other form as required by the City.

5. Annual Reporting Requirements
Recipient shall submit an annual report, in accordance with the requirements set forth in Exhibit D, attached hereto and incorporated herein, to the City within 180 days of the end of the Recipient’s fiscal year in a form approved by the City. The annual report shall be in addition to the reporting required by Section 4, and shall include:

A. Summary of activities and accomplishments, mandate and/or mission of the organization;
B. Consultant’s contact information
C. Organizational Chart;
D. Project/Program Expenditures-to-date;
E. Any other information reasonably requested by the City.

6. Audit Requirements
A. In addition to all other reports and records required by this Agreement, the Consultant shall keep and make available proper books of account and records related to this agreement, in accordance with generally accepted business and Docusign Envelope ID: 169D9E06-C29E-4E79-87AD-47725AAD7FC4 #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services accounting practices. Such records shall include, but not be limited to, records providing a full description and accounting of each activity undertaken.

B. Consultant agrees to keep all necessary books and records required by this Agreement for five (5) years following the end of this Agreement and shall document all transactions so that all expenditures may be properly audited.

C. Consultant agrees that City or any authorized representative has access to and the right to examine all records, books, papers, or documents related to the project.

Consultant shall allow the City or any authorized representative access to all records, books, papers, or documents related to the project within a mutually agreed upon timeframe.

7. Termination
The City may terminate this Agreement in the event of any of the following circumstances, after notice from the City and a reasonable opportunity to cure:

A. The Consultant fails to provide the activities, or any portion of the activities, described in Exhibit A of this Agreement or substandard performance of the activities;
B. The Consultant suspends or fails to carry on and continuously conduct its operations, or there is a disruption on the performance of the activities; C. The Consultant has a partisan political affiliation and/or participates in partisan political activities.

D. The Consultant becomes bankrupt or insolvent, goes into receivership or becomes subject to the provisions of any bankruptcy, insolvency, or any other Act for the benefit of creditors, or makes a general assignment for the benefit of its creditors or otherwise acknowledges its insolvency;
E. The Consultant fails to provide to the City with any report, record, or documentation required by this Agreement, or it fails to provide any documentation requested by the City in accordance with the terms of this agreement; F. The Consultant has made any material misrepresentation to the City or its representatives with respect to any of the matters contained herein and/or in the Consultant’s proposal, or which have been made or may be made in the future surrounding these matters;
G. The Consultant breaches any term of this Agreement, after notice from the City and a reasonable opportunity to cure the breach.

8. Compliance with Applicable Laws
Consultant shall carry out, and cause its contractors, consultants, employees, and agents to carry out, the activities, in compliance all applicable federal, state and local laws, rules, ordinances, orders, and regulations, including without limitation and to the extent applicable, the prevailing wage provisions of the federal Davis-Bacon Act and implementing rules and regulations and state prevailing wages pursuant to Labor Code Section 1770 et seq. Without limiting the foregoing, Recipient shall comply with ARPA, the regulations implement ARPA (31 CFR Part 35), any interpretative guidance issued by Docusign Envelope ID: 169D9E06-C29E-4E79-87AD-47725AAD7FC4 #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services the United Stated Department of Treasury, and those Grant terms and conditions attached hereto as Exhibit C and incorporated herein.

9. Non-Assignment
The Consultant shall not assign this Agreement, or any part thereof, without the Prior written consent of the City.

10. Indemnity and Liability
A. The Consultant shall indemnify , defend with counsel acceptable to City, and hold harmless the City, its officials, officers, employees, and agents (“Indemnitees”) from and against all liability, loss, cost, expense (including without limitation attorneys’ fees and costs of litigation), claim, demand, action, suit, judicial or administrative proceeding, penalty, deficiency, fine, order, and damage (all of the foregoing collectively “Claims”) which, directly or indirectly, arises out of or relates to this Agreement or the performance of the Activities, except to the extent the Claims arise from the gross negligence or willful misconduct of City.

B. The City shall not be liable to the Consultant or any other party in relation to the services provided by the Consultant pursuant to the terms of this agreement. The Consultant shall be solely responsible for the payment of any individuals employed, engaged or retained by the Consultant for the purpose of assisting it in the fulfilment of its obligations under this agreement.

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

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days’ notice of the cancellation on the policies of insurance required hereunder (10 days’ notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice.

The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.

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American Rescue Plan Act Agreement- Homebase Consulting Services (a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000.
(b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent The Consultant and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage . This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

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

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

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

12. Non-Discrimination
Consultant shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Consultant, including but not limited to the satisfaction of any positive obligations required of Consultant thereby.

13. NOTIFICATION
Any notice, communication, amendment, addition or deletion to this Agreement, including change of address of either Party during the term of this Agreement, which Consultant or City shall be required or may desire to make shall be in writing and may be personally served or, alternately, sent by prepaid first class mail to the respective Parties as follows:

To City:

City of Modesto
Attn: Edgar R. Garcia, Community Development Manager
1010 10th Street
Modesto, CA 95353
To Consultant:

Homebase
Attn: Jean Field, Director
870 Market Street, Suite 1228
San Francisco, CA 94102
With copies to:

Summer Josephson, Contract Compliance & Reporting Manager Docusign Envelope ID: 169D9E06-C29E-4E79-87AD-47725AAD7FC4 #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services [email protected]

14. SEVERABILITY
If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or City statute, ordinance or regulation; the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.

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

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

The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the arbitrator shall have the power to order that depositions be taken and other discovery be made. Both City and the Consultant shall have the right, upon written notice, to take no more than three (3) depositions of the other as a matter of right in an arbitration proceeding under the “fast track” rules.

Whether or not City and the Consultant may be engaged in interstate commerce, any controversy or dispute mentioned above shall be determined by, and the parties shall Docusign Envelope ID: 169D9E06-C29E-4E79-87AD-47725AAD7FC4 #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services be bound by, the substantive law of the State of California, and not the Federal Arbitration Act at 9 USC Section 1 et seq.

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

The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

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

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

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

16. INDEPENDENT PARTIES
Nothing in this Agreement is intended to or shall establish the Parties as partners, coventurers, or principal and agent with one another. At all times during the term of this Agreement, Consultant and City shall be independent parties, and Consultant shall not be an employee of the City. Except as Consultant may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. At all times during the term of this Agreement, Consultant and

17. ENTIRE AGREEMENT
This Agreement, including the exhibits attached hereto, represents the entire and integrated agreement between City and Consultant ant and supersedes all prior negotiations, representations, or agreements, either written or oral. No amendment of any of the terms or provisions of the Agreement shall be deemed valid unless it is in writing and signed by both Parties.

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American Rescue Plan Act Agreement- Homebase Consulting Services

18. GENERAL PROVISIONS
A. Binding Agreement. This agreement shall be binding on and inure to the benefit of the City, the Consultant and their respective successors and assigns. Nothing contained in this Agreement is intended to or shall be deemed to confer upon any person, other than the Parties and their respective successors and assigns, any rights or remedies hereunder.

B. Severability. Any provision of this agreement, which is or becomes prohibited or unenforceable in any jurisdiction, shall not invalidate or impair the remaining provisions of this agreement which shall be deemed severable from the prohibited or unenforceable provision and any prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable that provision in any other jurisdiction.

C. Waiver. The fact that the City refrains from exercising a remedy it is entitled to exercise under this agreement shall not be considered to be a waiver of such right and, furthermore, partial or limited exercise of a right conferred upon the City shall not prevent the City in any way from later exercising any other right or remedy under this agreement or other applicable law. No waiver of any breach of any covenant or provision of this Agreement shall be deemed a waiver of any other covenant or provision hereof, and no waiver shall be valid unless in writing and executed by the waiving Party
D. Business License. Consultant will have a valid City of Modesto Business License.

E. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding chose of law rules.

F. Construction of Agreement. The section headings and captions used herein are solely for convenience and shall not be used to interpret this Agreement. The Parties acknowledge that this Agreement is the product of negotiation and compromise on the part of both Parties, and the Parties agree, that since all of the Parties have participated in the negotiation and drafting of this Agreement, this Agreement shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if all Parties had prepared it.

G. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be an original and all of which taken together shall constitute one instrument. The persons executing this Agreement on behalf of Parties have been duly authorized to do so.

SIGNATURES ON FOLLOWING PAGE
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American Rescue Plan Act Agreement- Homebase Consulting Services IN WITNESS WHEREOF, the CITY OF MODESTO and CONSULTANT has caused this Agreement to be duly executed.

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American Rescue Plan Act Agreement- Homebase Consulting Services

EXHIBIT A

SCOPE OF WORK
The City of Modesto has identified a gap in CalAIM nonprofit providers in the community to provide Community Supports services to individuals experiencing homelessness. There is a need for CalAIM technical assistance to identified nonprofit providers in implementing CalAIM funding, including a better understanding of eligible costs and participants, and building workflows around invoicing, record keeping, and communications. In addition, technical assistance would include a broad range of support to build capacity around those contracts, including interacting with Managed Care Plan (MCP) funders and nonprofit provider staff, creating policies and procedures, setting, and implementing standard outcome measures for city services, and building capacity for additional CalAIM Community Support applications and contracts.

The City of Modesto will identify nonprofit providers to Homebase for technical assistance capacity building with the end goal of applying for and administering CalAIM Community Supports.

Technical assistance may include the following services, but not limited to:

1. Working with identified nonprofits to improve its provision of/billing for its currently approved Community Support on short-term post hospitalization housing; such support could include reviewing records and directly interfacing with MCP staff as well as other stakeholders.

2. Working with identified nonprofit staff to provide training on allowable costs and eligible participants, as well as invoicing procedures.
a) Write policies and procedures for selected nonprofit providers’ existing and future CalAIM Community Supports including implementation, delivery of services and fiscal oversight policies.
b) Support identified nonprofit providers in leveraging funding streams in order to most effectively serve clients and build long-term capacity.

3. Support identified nonprofits to become contracted CalAIM Community Supports providers for the first time or for additional MCPs and additional Community Supports.

4. Provide guidance and support for better communicating with funders, staff, and community stakeholder about grant programs, eligibility, and outcomes; may include support on application and grant writing as well as reporting.

5. Provide technical assistance for achieving City-imposed outcomes for delivery of services/housing.

Deliverables
By the end of the Agreement term date of December 31, 2024:

1. Identified nonprofit providers will have implemented policies and procedures for invoicing and record keeping.

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American Rescue Plan Act Agreement- Homebase Consulting Services

EXHIBIT B

INVOICE AND REIMBURSEMENT PROCESSESS
Consultant must use the City of Modesto’s Neighborly invoicing system for submitting invoices and all supporting documentation.

1. Invoices and supporting documentation must be submitted for reimbursement at least once per quarter unless prior agreement was made for monthly invoicing. a. For monthly invoicing, a draw request through Neighborly must be submitted no later than 10 days after the end of the service period. b. Failure to comply with this requirement may default to a quarterly invoice if decided by City staff

2. Homebase can continue to use their own “in-house” invoicing form which will be considered part of the invoice supporting documentation.

3. Invoice supporting documentation must include, at a minimum:
a. Must be neatly organized by approved budget line-item categories (i.e., tasks, hourly rates).
b. Each invoice line item must clearly identify which project task the documentation applies to.

4. Consultant’s monthly invoices with include details for each staff member charging time to the City including staff name, hourly rate approved in Exhibit F, number of hours worked on the project described in Exhibit A, and description of the work performed. The City of Modesto will only pay invoices for project staff identified and approved in Exhibit F and work performed for the project described in Exhibit A.
a. If at any time during the contract period there is a change in project staff, Homebase must notify the City of Modesto of the change and request City approval.
b. Allowable amount charged to the City will be limited to the Total Amount of this Agreement, as stated in section 2. Compensation.
c. Consultant’s invoices are produced from the same software used for timesheets.

Staff time is electronically reviewed and approved by both staff and their manager before invoices are generated.
d. Timesheets must reflect the total time worked each day with the amount of hours specific to this agreement time being charged to the City clearly identified.

Only specific to this agreement hours worked will be paid, based on the hourly rate approved in Exhibit F.

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American Rescue Plan Act Agreement- Homebase Consulting Services

EXHIBIT C
U.S. DEPARTMENT OF THE TREASURY

CORONAVIRUS LOCAL FISCAL RECOVERY FUND

AWARD TERMS AND CONDITIONS

1. Use of Funds
Recipient understands and agrees that the funds disbursed under this award may only be used in compliance with section 603(c) of the Social Security Act (the Act), U.S. Department of Treasury’s (“Treasury”) regulations implementing that section, and guidance issued by Treasury regarding the foregoing.

Recipient will determine prior to engaging in any project using this assistance that it has the institutional, managerial, and financial capability to ensure proper planning, management, and completion of such project.

2. Period of Performance
The period of performance for this award begins on the date hereof and ends on December 31, 2024.

3. Reporting
Recipient agrees to comply with any reporting obligations established by treasury as they relate to this award.

4. Maintenance of and Access to Records
Recipient shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing.

The Treasury Office of Inspector General and the Government Accountability Office, or their authorized representatives, shall have the right of access to records (electronic and otherwise) of Recipient in order to conduct audits or other investigations.

Records shall be maintained by Recipient for a period of five (5) years after all funds have been expended or returned to Treasury, whichever is later.

5. Pre-award Costs
Pre-award costs, as defined in 2 C.F.R. § 200.458, may not be paid with funding from this award.

6. Administrative Costs
Recipient may use funds provided under this award to cover both direct and indirect costs.

7. Cost Sharing
Cost sharing or matching funds are not required to be provided by Recipient.

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American Rescue Plan Act Agreement- Homebase Consulting Services

8. Conflicts of Interest
Recipient understands and agrees it must maintain a conflict of interest policy consistent with 2 C.F.R. § 200.318(c) and that such conflict of interest policy is applicable to each activity funded under this award. Recipient and subrecipients must disclose in writing to Treasury or the pass-through entity, as appropriate, any potential conflict of interest affecting the awarded funds in accordance with 2 C.F.R. § 200.112.

9. Compliance with Applicable Law and Regulations
A. Recipient agrees to comply with the requirements of section 602 of the Act, regulations adopted by Treasury pursuant to section 602(f) of the Act, and guidance issued by Treasury regarding the foregoing. Recipient also agrees to comply with all other applicable federal statutes, regulations, and executive orders, and Recipient shall provide for such compliance by other parties in any agreements it enters into with other parties relating to this award.

B. Federal regulations applicable to this award include, without limitation, the following:
i. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable to this Award and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply to this award. ii. Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.
iii. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference.
iv. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. v. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.
vi. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. vii. New Restrictions on Lobbying, 31 C.F.R. Part 21.
viii. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations.
ix. Generally applicable federal environmental laws and regulations.

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American Rescue Plan Act Agreement- Homebase Consulting Services C. Statutes and regulations prohibiting discrimination applicable to this award include, without limitation, the following:
i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance;
ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance;
iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.

10. Remedial Actions
In the event of Recipient’s noncompliance with section 602 of the Act, other applicable laws, Treasury’s implementing regulations, guidance, or any reporting or other program requirements, Treasury may impose additional conditions on the receipt of a subsequent tranche of future award funds, if any, or take other available remedies as set forth in 2 C.F.R. § 200.339. In the case of a violation of section 602(c) of the Act regarding the use of funds, previous payments shall be subject to recoupment as provided in section 602(e) of the Act and any additional payments may be subject to withholding as provided in sections 602(b)(6)(A)(ii)(III) of the Act, as applicable.

11. Hatch Act
Recipient agrees to comply, as applicable, with requirements of the Hatch Act (5 U.S.C. §§ 1501-1508 and 7324-7328), which limit certain political activities of State or local government employees whose principal employment is in connection with an activity financed in whole or in part by this federal assistance.

12. False Statements
Recipient understands that making false statements or claims in connection with this award is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.

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American Rescue Plan Act Agreement- Homebase Consulting Services

13. Publications
Any publications produced with funds from this award must display the following language:
“This project [is being] [was] supported, in whole or in part, by federal award number SLFRP2096 awarded to County of Stanislaus by the U.S. Department of the Treasury.”

14. Debts Owed the Federal Government
Any funds paid to Recipient (1) in excess of the amount to which Recipient is finally determined to be authorized to retain under the terms of this award; (2) that are determined by the Treasury Office of Inspector General to have been misused; or (3) that are determined by Treasury to be subject to a repayment obligation pursuant to sections 602(e) and 603(b)(2)(D) of the Act and have not been repaid by Recipient shall constitute a debt to the federal government.

Any debts determined to be owed the federal government must be paid promptly by Recipient. A debt is delinquent if it has not been paid by the date specified in Treasury’s initial written demand for payment, unless other satisfactory arrangements have been made or if the Recipient knowingly or improperly retains funds that are a debt as defined in paragraph 14(a). Treasury will take any actions available to it to collect such a debt.

15. Disclaimer
The United States expressly disclaims any and all responsibility or liability to Recipient or third persons for the actions of Recipient or third persons resulting in death, bodily injury, property damages, or any other losses resulting in any way from the performance of this award or any other losses resulting in any way from the performance of this award or any contract, or subcontract under this award.

The acceptance of this award by Recipient does not in any way establish an agency relationship between the United States and Recipient.

16. Protections for Whistleblowers
A. In accordance with 41 U.S.C. § 4712, Recipient may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant.

B. The list of persons and entities referenced in the paragraph above includes the following:
i. A member of Congress or a representative of a committee of Congress; ii. An Inspector General;
iii. The Government Accountability Office;
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American Rescue Plan Act Agreement- Homebase Consulting Services iv. A Treasury employee responsible for contract or grant oversight or management;
v. An authorized official of the Department of Justice or other law enforcement agency;
vi. A court or grand jury; or
vii. A management official or other employee of Recipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct.

C. Recipient shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce.

17. Increasing Seat Belt Use in the United States
Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Recipient should encourage its contractors to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles.

18. Reducing Text Messaging While Driving
Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Recipient should encourage its employees, subrecipients, and contractors to adopt and enforce policies that ban text messaging while driving, and Recipient should establish workplace safety policies to decrease accidents caused by distracted drivers.

ASSURANCES OF COMPLIANCE WITH CIVIL RIGHTS REQUIREMENTS

ASSURANCES OF COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964
As a condition of receipt of federal financial assistance from the Department of the Treasury, the recipient named below (hereinafter referred to as the “Recipient”) provides the assurances stated herein. The federal financial assistance may include federal grants, loans and contracts to provide assistance to the Recipient’s beneficiaries, the use or rent of Federal land or property at below market value, Federal training, a loan of Federal personnel, subsidies, and other arrangements with the intention of providing assistance. Federal financial assistance does not encompass contracts of guarantee or insurance, regulated programs, licenses, procurement contracts by the Federal government at market value, or programs that provide direct benefits.

The assurances apply to all federal financial assistance from or funds made available through the Department of the Treasury, including any assistance that the Recipient may request in the future.

The Civil Rights Restoration Act of 1987 provides that the provisions of the assurances apply to all of the operations of the Recipient’s program(s) and activity(ies), so long as any portion of the Recipient’s program(s) or activity(ies) is federally assisted in the manner prescribed above.

1. Recipient ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal financial Docusign Envelope ID: 169D9E06-C29E-4E79-87AD-47725AAD7FC4 #6..
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American Rescue Plan Act Agreement- Homebase Consulting Services assistance, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda, and/or guidance documents.

2. Recipient acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Recipient understands that denying a person access to its programs, services, and activities because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Accordingly, Recipient shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure that LEP persons have meaningful access to its programs, services, and activities.

Recipient understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication in the Recipient’s programs, services, and activities.

3. Recipient agrees to consider the need for language services for LEP persons when Recipient develops applicable budgets and conducts programs, services, and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067.

For more information on taking reasonable steps to provide meaningful access for LEP persons, please visit http://www.lep.gov.

4. Recipient acknowledges and agrees that compliance with the assurances constitutes a condition of continued receipt of federal financial assistance and is binding upon Recipient and Recipient’s successors, transferees, and assignees for the period in which such assistance is provided.

5. Recipient acknowledges and agrees that it must require any sub-grantees, contractors, subcontractors, successors, transferees, and assignees to comply with assurances 1-4 above, and agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Recipient and the Recipient’s subgrantees, contractors, subcontractors, successors, transferees, and assignees:

The sub-grantee, contractor, subcontractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, 31 CFR Part 22, and herein incorporated by reference and made a part of this contract or agreement.

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American Rescue Plan Act Agreement- Homebase Consulting Services

6. Recipient understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Recipient, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal 6 6. 7. 8. 9. 10. financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Recipient for the period during which it retains ownership or possession of the property.

7. Recipient shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. The Recipient shall comply with information requests, on-site compliance reviews and reporting requirements.

8. Recipient shall maintain a complaint log and inform the Department of the Treasury of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Recipient also must inform the Department of the Treasury if Recipient has received no complaints under Title VI.

9. Recipient must provide documentation of an administrative agency’s or court’s findings of non-compliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Recipient and the administrative agency that made the finding. If the Recipient settles a case or matter alleging such discrimination, the Recipient must provide documentation of the settlement. If Recipient has not been the subject of any court or administrative agency finding of discrimination, please so state.

10. If the Recipient makes sub-awards to other agencies or other entities, the Recipient is responsible for ensuring that sub-recipients also comply with Title VI and other applicable authorities covered in this document State agencies that make sub-awards must have in place standard grant assurances and review procedures to demonstrate that that they are effectively monitoring the civil rights compliance of subrecipients.

The United States of America has the right to seek judicial enforcement of the terms of this assurances document and nothing in this document alters or limits the federal enforcement measures that the United States may take in order to address violations of this document or applicable federal law.

Under penalty of perjury, the undersigned official(s) certifies that official(s) has read and understood the Recipient’s obligations as herein described, that any information submitted in conjunction with this assurances document is accurate and complete, and that the Recipient is in compliance with the aforementioned nondiscrimination requirements.

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American Rescue Plan Act Agreement- Homebase Consulting Services

EXHIBIT D

ANNUAL REPORTING REQUIREMENTS
Consultant shall use Exhibit D to provide an annual performance report.

The initial report will cover the period from the date the contract was executed to the following June 30, or contact termination date if sooner, and will be due to the City within 15 days after the end of the reporting period. Thereafter, the report will cover a 12-month period, or when the contract terminates, if sooner than 12 months and contractors will be required to submit the report to the City within 15 days after the end of the reporting period.

Notes on using this template
The Annual Report provides information on the contractor’s project and how they plan to ensure program outcomes are achieved in an effective and equitable manner.

Annual Report
Period Covered Due Date
1 July 1, 2023 – June 30, 2024 July 15, 2024
2 July 1, 2024 – December 31, 2024 January 15, 2024
Instructions:

Contractors should consult the SLFRF Guidance on Recipient Compliance and Reporting Responsibilities (Reporting Guidance) located at
https://home.treasury.gov/system/files/136/SLFRF-Compliance-and-Reporting-Guidance.pdf for detailed guidance on the submission of this report or contact county staff for assistance with completing this exhibit.

Recipient recommends the use of infographics, tables, charts, pictures, case studies, and other explanatory elements in describing their programs.

Text in italics represents the requirements from the Reporting Guidance and is meant to serve as a reference as contractors prepare their Annual Report. This instructions page and the text in italics should be removed before the final transmitted report is published and submitted to Recipient.

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American Rescue Plan Act Agreement- Homebase Consulting Services Homebase
202x Annual Report

GENERAL OVERVIEW
Uses of Funds
Describe in further detail contractor’s intended and actual uses of the funds, such as how contractor’s approach would help support individuals experiencing homelessness. Describe any strategies employed to maximize programmatic impact and effective, efficient, and equitable outcomes. Given the broad eligible uses of funds and the specific needs of the jurisdiction, explain how the funds would support the communities, and target population. Address how you are promoting each of the following Expenditure Categories, to the extent they apply:
a. Services Performed
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American Rescue Plan Act Agreement- Homebase Consulting Services

EXHIBIT E

QUARTERLY PROJECT AND EXPENDITURE REPORT REQUIREMENTS
Consultant shall use Exhibit E to provide a quarterly project and expenditure report.

The initial report will cover the period from the date the contract was executed to the following quarter, or contact termination date if sooner, and will be due to the City within 15 days after the end of the reporting period. Thereafter, a report will be due 15 days after each quarterly reporting period, until the contract terminates, to the City.

ARPA QUARTERLY PROJECT AND EXPENDITURE REPORT
Reporting on State and Local Fiscal Recovery Funds (SLFRF) Name of Entity: Project Name:

Reporting Period Start Date: Reporting Period End Date:

Expenditure Category:

3.11 Housing Support: Services for Unhoused Persons* ^
Please provide a brief description of the activities conducted:

Category Cumulative
Expenditures
to date ($)
Cumulative
Obligations
to date ($)
Current
Period
Expenditures
Current
Period
Obligations
7 Administrative

7.2 Services for Unhoused
Persons
[PLEASE SELECT ONE]

PROJECT

EXPENDITURES

PROJECT STATUS
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American Rescue Plan Act Agreement- Homebase Consulting Services

EXHIBIT F

PROGRAM BUDGET
Total Agreement Award Amount: Not to exceed $95,000, for a total of approximately 605 billable hours over the grant period term of this Agreement.

Hourly Rates:

Approved hourly rates for Consultant’s staff currently approved to work on the project described in Exhibit A are listed below. Hourly rates are different for each individual.

Homebase Staff Person Hourly Rate
Garen Nigon $153
Gillian Morshedi $195
James Roop $118
Jean Field $210
Mary Simons $156
Shauna Jackson $128
Budget does not include travel which, should it be necessary, would be billed directly outside of hourly rates, and agreed upon by the City prior to travel.

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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 # ___________
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Nikka Rapkin
94-3148303
Executive Director
7/11/2024
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American Rescue Plan Act Agreement- Homebase Consulting Services – First Amendment

FIRST AMENDMENT
TO

CITY OF MODESTO PANDEMIC RECOVERY STRATEGY - MODESTO FORWARD

GRANT AGREEMENT
Reference is made to the City of Modesto Pandemic Recovery Strategy-Modesto Forward Grant Agreement (the “Agreement”) dated July 8, 2024, by and between the CITY Of MODESTO, a California charter city (“City”) and Homebase, a California nonprofit corporation, hereinafter referred to as (“Consultant”). The Parties enter into this First Amendment as of _____________________.

WHEREAS, the parties entered into the Agreement pursuant to which Consultant would perform duties and render services as described in the Scope of Work of the Agreement regarding the need for CalAIM technical assistance to identified nonprofit providers; and WHEREAS, the parties have agreed to extended the term for this Agreement in order to continue to expand the network of CalAIM providers in our community; and NOW THEREFORE, the Parties hereby agree to the following revisions:

1. Term. Section 1, “Term of Agreement”, is hereby amended to extend the term of the Agreement to June 30, 2025.

2. Budget. Exhibit F, Budget, of the Agreement is hereby amended in its entirety to read as shown in Exhibit 1 of this First Amendment, attached hereto and incorporated herein.

3. Scope of Work. Exhibit A, of the Agreement, is hereby amended in its entirety to read as shown in Exhibit 2 of this First Amendment, attached hereto and incorporated herein.

4. Except as explicitly provided for herein, all other terms and conditions of the Agreement shall remain in full force and effect.

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American Rescue Plan Act Agreement- Homebase Consulting Services – First Amendment IN WITNESS WHEREOF, the CITY OF MODESTO and Consultant has caused this First Amendment to be duly executed.

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American Rescue Plan Act Agreement- Homebase Consulting Services – First Amendment EXHIBIT 1 of FIRST AMENDMENT

EXHIBIT F

AMENDED PROGRAM BUDGET
Total Agreement Award Amount: Not to exceed $95,000, for a total of approximately 605 billable hours over the grant period term of this Agreement.

Hourly Rates:

Approved hourly rates for Consultant’s staff currently approved to work on the project described in Exhibit A are listed below. Hourly rates are different for each individual.

Homebase Staff Person Hourly Rate
Garen Nigon $153
Gillian Morshedi $195
James Roop $118
Jean Field $210
Mary Simons $156
Shauna Jackson $128
Beile Lindner $143
Jessie Hewins $178
Budget does not include travel which, should it be necessary, would be billed directly outside of hourly rates, and agreed upon by the City prior to travel.

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American Rescue Plan Act Agreement- Homebase Consulting Services – First Amendment EXHIBIT 2 of FIRST AMENDMENT

EXHIBIT A

SCOPE OF WORK
The City of Modesto has identified a gap in CalAIM nonprofit providers in the community to provide Community Supports services to individuals experiencing homelessness. There is a need for CalAIM technical assistance to identified nonprofit providers in implementing CalAIM funding, including a better understanding of eligible costs and participants, and building workflows around invoicing, record keeping, and communications. In addition, technical assistance would include a broad range of support to build capacity around those contracts, including interacting with Managed Care Plan (MCP) funders and nonprofit provider staff, creating policies and procedures, setting, and implementing standard outcome measures for city services, and building capacity for additional CalAIM Community Support applications and contracts.

The City of Modesto will identify nonprofit providers to Homebase for technical assistance capacity building with the end goal of applying for and administering CalAIM Community Supports.

Technical assistance may include the following services, but not limited to:

1. Working with identified nonprofits to improve its provision of/billing for its currently approved Community Support on short-term post hospitalization housing; such support could include reviewing records and directly interfacing with MCP staff as well as other stakeholders.

2. Working with identified nonprofit staff to provide training on allowable costs and eligible participants, as well as invoicing procedures.
a) Write policies and procedures for selected nonprofit providers’ existing and future CalAIM Community Supports including implementation, delivery of services and fiscal oversight policies. b) Support identified nonprofit providers in leveraging funding streams in order to most effectively serve clients and build long-term capacity.

3. Support identified nonprofits to become contracted CalAIM Community Supports providers for the first time or for additional MCPs and additional Community Supports.

4. Provide guidance and support for better communicating with funders, staff, and community stakeholder about grant programs, eligibility, and outcomes; may include support on application and grant writing as well as reporting.

5. Provide technical assistance for achieving City-imposed outcomes for delivery of services/housing.

Deliverables

1. Identified nonprofit providers will have implemented policies and procedures for invoicing, record keeping and other required policies.

2. Identified non-profits providers will have implemented Cal-AIM programs to provide services to the community.

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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: C3D63818-B68A-4BC5-B7D2-CF9EBCFF1E29 Homebase Consulting Services , a 501(c)(3)
Executive
Director Nikka Rapkin
94-3148303
Nikka Rapkin Executive
Director
1/6/2025
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California Levine Act Disclosure
California Government Code SecƟon 84308, also known as the "Levine Act", prohibits City “o𿿿cers” from parƟcipaƟng in any acƟon related to a license, permit, or other enƟtlement for use (a “proceeding”) if such member accepts, solicits, or directs poliƟcal contribuƟons 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 contribuƟon by a party to the proceeding.

SecƟon 84308(a)(4) of the Levine Act de𿿿nes an "o𿿿cer" as follows: “O𿿿cer” means any elected or appointed o𿿿cer of an agency, any alternate to an elected or appointed o𿿿cer of an agency, and any candidate for elecƟve o𿿿ce in an agency. The term “o𿿿cer” is further de𿿿ned 2 Cal. Code Regs. SecƟon 18438.1, which states:

An o𿿿cer of an agency includes only those persons who make, parƟcipate in making, or in any way aƩempt to use their o𿿿cial posiƟon to in񿿿uence a decision in the license, permit, or enƟtlement for use proceeding, or who exercise authority or budgetary control over the agency of o𿿿cers who may do so, and:
(1) Serve in an elected posiƟon, including an o𿿿cial appointed to an elected posiƟon due to an interim vacancy or an elecƟon otherwise canceled because the o𿿿cial was the sole candidate for the posiƟon; (2) Serve as a member of a board or commission;
(3) Serve as the chief execuƟve 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 enƟtlement for use and is also a candidate for elected o𿿿ce or has been a candidate for elecƟve o𿿿ce in the 12 months prior to the proceeding.

A list of Modesto City Council Board Members can be found online at: Modesto City Council hƩps://modestogov.com/706/Council-Members (modestogov.com). The party making this cerƟ𿿿caƟon is responsible for determining whether a recipient of a poliƟcal contribuƟon is a City o𿿿cer prior to answering the following quesƟons:

1. Have you, your company, or any agent on behalf of you or your company, made any poliƟcal contribuƟons of more than $500 to any City o𿿿cer, in the twelve (12) months preceding the date of the submission of your proposals or the anƟcipated date of any Council acƟon related to this contract?
___ YES If yes, please idenƟfy the Councilmember(s):
_X_ NO

2. Do you, or your company, or any agent on behalf of you or your company, anƟcipate or plan to make any poliƟcal contribuƟon of more than $500 to any City o𿿿cer in the twelve (12) months following any Council acƟon related to this contract?
___ YES If yes, please idenƟfy the Councilmember(s):
_X_ NO
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Answering YES to either of the quesƟons above does not preclude the City of Modesto from awarding a contract to your 𿿿rm or taking any subsequent acƟon related to the contract. It may, however, preclude the idenƟ𿿿ed City o𿿿cer from parƟcipaƟng in any acƟons 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. _________________ _____________________________ Date Signature of authorized individual

_Homebase____________________
Company/Applicant Name
Nikka Rapkin (Oct 10, 2025 07:40:56 PDT) 9/10/25
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Modesto Levine Act Statement - Homebase
Final Audit Report 2025-10-10
Created: 2025-10-09
By: Summer Josephson ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAxE1vHtmyR9BdB9hFTxWhlZzR3o_hYwo8 "Modesto Levine Act Statement - Homebase" History
Document created by Summer Josephson ([email protected]) 2025-10-09 - 9:01:59 PM GMT
Document emailed to Nikka Rapkin ([email protected]) for signature 2025-10-09 - 9:02:03 PM GMT
Email viewed by Nikka Rapkin ([email protected])
2025-10-10 - 2:40:28 PM GMT
Document e-signed by Nikka Rapkin ([email protected]) Signature Date: 2025-10-10 - 2:40:56 PM GMT - Time Source: server Agreement completed. 2025-10-10 - 2:40:56 PM GMT
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 28, 2025
Date: October 14, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Kevin Wise, Fire Chief
SUBJECT: Agreement with US Digital Designs by Honeywell for Software Maintenance and Hardware repair services for the Phoenix G2 Fire Station Alerting System CONTACT: Kevin Wise, Fire Chief, [email protected], 209-572-9590 DESCRIPTION:

Consider approving an Agreement with Honeywell International, Inc. DBA US Digital Designs by Honeywell Tempe, Arizona for Software Maintenance and Hardware Repair Services for the Phoenix G2 Fire Station Alerting System for a total amount not to exceed $359,662 over five (5) years. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

This action supports the City of Modesto 2025-2026 Strategic Plan focus on quality of life under Goal A: Improve Community Safety by increasing efficiencies of Fire Department Personnel.

BACKGROUND:

The Modesto Fire Department (MFD) currently uses US Digital Designs by Honeywell (USDD Honeywell) hardware and software to facilitate station alerting across all fire stations. The USDD Honeywell platform is fully integrated with the county’s newly implemented Computer Aided Dispatch (CAD) program, allowing for seamless, automated triggering of station alerts directly from CAD without manual intervention. This integration enhances inter-agency coordination, increases accuracy, and helps maintain optimal response times during emergencies.

Until May 2025, the station alerting hardware and software used by the Modesto Fire Department was funded through a grant administered by Stanislaus County. This grant covered the procurement, maintenance, and ongoing operational costs associated with the alerting system, which plays a critical role in ensuring rapid and efficient emergency response by enabling automated dispatch communications to fire stations. However, the grant funding expired in May 2025 and has not been renewed or replaced. As a result, the responsibility for funding the ongoing costs associated with this essential technology has shifted to the local level. To maintain operational continuity and avoid service disruptions, the Modesto Fire Department must now #7..
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City Council, October 28, 2025
Agreement with US Digital Designs by Honeywell for Software Maintenance and Hardware repair services for the Phoenix G2 Fire Station Alerting System

assume the full cost of the alerting hardware and software. This transition represents a new financial obligation that was previously absorbed by the county's grant support.

DISCUSSION:

The USDD Honeywell system is secure, professionally supported, and maintained to ensure reliability and uptime during critical operations. The department has developed a transition strategy that includes assuming direct payment for software licensing and hardware maintenance beginning in FY 2025-26 when the County’s grant funding ended. The commencement date was May 20, 2025, with a 1-year warranty. The commencement date is based on this go-live date and demonstrates continuous service. This transition ensures the Department retains full use of the existing alerting system, maintains compatibility with regional dispatch operations, and continues to meet the department’s operational needs without compromising emergency response capabilities. Transitioning to an alternative vendor would introduce substantial challenges, including system reintegration with CAD, retraining of personnel, and additional costs for new hardware. Maintaining the current agreement is the most fiscally and operationally sound approach, preserving continuity, maximizing past investments, and sustaining the infrastructure needed to protect lives and property. This agreement ensures uninterrupted emergency alerting services and safeguards public safety operations.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, MMC 8-

3.204(d) Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set forth in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality. Such alternatives may include, but are not limited to, a "two-step" procurement process or a procurement based solely on a technical evaluation.” Here, The City was made financially responsible to take over US Digital Designs by Honeywell’s Software Maintenance and Hardware repair services for the Phoenix G2 Fire Stations Alerting System previously covered under a Stanislaus County grant. Changing to a new service provider would require significant transition costs and prolonged hardware/software updates which pose the potential of disruptions to service.

FISCAL IMPACT:

The anticipated annual cost of $68,507 spread across the five-year agreement for a total of $342,535. A five percent contingency of $17,127 is factored into the total amount of $359,662, to cover costs for any additional hardware if needed. The contracts for service with Oakdale, Ceres, and Salida will absorb the cost for each of their stations at a rate of $4,000 per station per year, which will offset the overall total for Modesto.

FUND TOTAL
0100 – General Fund - Modesto Suppression (Cost Center:
18210)
0100 – Oakdale (Cost Center: 18212)
0100 – Ceres (Cost Center: 18213)
0100 – Salida (Cost Center: 18217)
$342,535
Contingency (if needed) $17,127
FIVE (5) YEAR TOTAL NOT TO EXCEED $359,662
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City Council, October 28, 2025
Agreement with US Digital Designs by Honeywell for Software Maintenance and Hardware repair services for the Phoenix G2 Fire Station Alerting System

COMMITTEE RECOMMENDATION:

This item was presented to the Safety and Communities Committee on October 13, 2025, and the Committee approved forwarding this item to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement with Honeywell International, Inc. DBA US Digital Designs by Honeywell Tempe, Arizona for Software Maintenance and Hardware Repair Services for the Phoenix G2 Fire Station Alerting System for a five-year Agreement in an amount of $342,535 with a 5% contingency in the amount of $17,127 for a total amount not to exceed $359,662 and authorizing the City Manager, or his designee, to execute the Agreement.

Approved by:

Kevin Wise, Fire Chief
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Original Agreement

3. US Digital Designs by Honeywell Quote

4. Financial Interest Disclosure

5. CA Levine Act Disclosure form

6. Bid Waiver
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10/28/2025/FIRE/KWise/Item#XX 1 2025-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-____

RESOLUTION APPROVING AN AGREEMENT WITH HONEYWELL
INTERNATIONAL, INC. DBA US DIGITAL DESIGNS BY HONEYWELL TEMPE,

ARIZONA FOR SOFTWARE MAINTENANCE AND HARDWARE REPAIR SERVICES FOR THE PHOENIX G2 FIRE STATION ALERTING SYSTEM FOR A FIVE-YEAR AGREEMENT IN AN AMOUNT OF $342,535 WITH A 5% CONTINGENCY IN THE AMOUNT OF $17,127 FOR AN ESTIMATED TOTAL AMOUNT NOT TO EXCEED $359,662 AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO

EXECUTE THE AGREEMENT
WHEREAS, the Modesto Fire Department (MFD) currently uses US Digital Designs by Honeywell (USDD Honeywell) hardware and software to facilitate station alerting across all fire stations; and
WHEREAS, the USDD Honeywell platform is fully integrated with the county’s newly implemented Computer Aided Dispatch (CAD) program, allowing for seamless, automated triggering of station alerts directly from CAD without manual intervention. This integration enhances inter-agency coordination, increases accuracy, and helps maintain optimal response times during emergencies; and
WHEREAS, until May 2025, the station alerting hardware and software used by the Modesto Fire Department was funded through a grant administered by Stanislaus County. This grant covered the procurement, maintenance, and ongoing operational costs associated with the alerting system, which plays a critical role in ensuring rapid and efficient emergency response by enabling automated dispatch communications to fire stations; and WHEREAS, the grant funding expired in May 2025 and has not been renewed or replaced.

As a result, the responsibility for funding the ongoing costs associated with this essential technology has shifted to the local level. To maintain operational continuity and avoid service #7..
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10/28/2025/FIRE/KWise/Item#XX 2 2025-XX
disruptions, the Modesto Fire Department must now assume the full cost of the alerting hardware and software; and
WHEREAS, the department has developed a transition strategy that includes assuming direct payment for software licensing and hardware maintenance beginning in FY 2025-26 when the County’s grant funding ended. The commencement date was May 20, 2025, with a 1-year warranty. The commencement date is based on this go-live date and demonstrates continuous service; and
WHEREAS, this transition ensures the Department retains full use of the existing alerting system, maintains compatibility with regional dispatch operations, and continues to meet the department’s operational needs without compromising emergency response capabilities.

Transitioning to an alternative vendor would introduce substantial challenges, including system reintegration with CAD, retraining of personnel, and additional costs for new hardware; and WHEREAS, maintaining the current agreement is the most fiscally and operationally sound approach, preserving continuity, maximizing past investments, and sustaining the infrastructure needed to protect lives and property. This agreement ensures uninterrupted emergency alerting services and safeguards public safety operations; and WHEREAS, Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid.

However, MMC 8-3.204(d) Where the Purchasing Manager, in his or her discretion, determines that a process other than the formal bid procedure set forth in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality. Such alternatives may include, but are not limited to, a "two-step" procurement process or a procurement based solely on a technical evaluation.” Here, The City was made financially responsible to take #7..
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10/28/2025/FIRE/KWise/Item#XX 3 2025-XX
over US Digital Designs by Honeywell’s Software Maintenance and Hardware repair services for the Phoenix G2 Fire Stations Alerting System previously covered under a Stanislaus County grant.

Changing to a new service provider would require significant transition costs and prolonged hardware/software updates which pose the potential of disruptions to service; and WHEREAS, the anticipated annual cost of $68,507 spread across the five-year agreement for a total of $342,535. A five percent contingency of $17,127 is factored into the total amount of $359,662, to cover costs for any additional hardware if needed. The contracts for service with Oakdale, Ceres, and Salida will absorb the cost for each of their stations at a rate of $4,000 per station per year, which will offset the overall total for Modesto.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Agreement with Honeywell International, Inc. DBA US Digital Designs by Honeywell Tempe, Arizona for Software Maintenance and Hardware Repair Services for the Phoenix G2 Fire Station Alerting System for a five-year Agreement in an amount of $342,535 with a 5% contingency in the amount of $17,127 for an estimated total amount not to exceed $359,662.

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

The foregoing resolution was adopted at a regular meeting of the Council of the City of Modesto held on the 28th day of October 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: _________________
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10/28/2025/FIRE/KWise/Item#XX 4 2025-XX
ABSENT: Councilmembers: _________________
ATTEST:

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

By: _______________________________________
JOSE M. SANCHEZ, City Attorney
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US Digital Designs – Service Agreement Page 1 of 11

SERVICE AGREEMENT
This Service Agreement (“Agreement”) is made by and between Honeywell International Inc., through its US Digital Designs group (“Honeywell”), with its principal place of business at 1150 W. Grove Parkway, Suite 110, Tempe, Arizona 85283, and the following entity (“Customer”):

City of Modesto
Modesto Fire Department
Attn: Michael Lillie
409 12th Street
Modesto, CA 95354
Phone:

Email: [email protected]

1. Recitals. Customer requires Honeywell to provide Software maintenance and Hardware repair services for the Phoenix G2 Fire Station Alerting System Products (as those terms are defined below) acquired and implemented by Customer. Honeywell has agreed to service the Customer’s System (as defined below) pursuant to the terms, conditions, and limitations of this Agreement. In consideration of the forgoing, and for other good and valuable consideration, the Parties hereby agree to the terms set forth in this Agreement.

2. Definitions. For purposes of this Agreement, the following terms shall have the following meanings:
a. “Additional Services” shall have the meaning set forth in Section 9 below; b. “Application or App” shall mean the Phoenix G2 FSA Mobile Application for iOS and Android mobile devices.
c. “Commencement Date” shall be May 20, 2025.
d. “Hardware” means a physically tangible electro-mechanical system or sub-system and associated documentation provided to Customer by Honeywell, provided however, Hardware shall not include any televisions or monitors manufactured by third parties;
e. “Emergency Support” means telephone access for Customer’s System Administrator” (as defined below) to Honeywell’s senior staff and engineers in the event of a Mission Critical Failure.
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US Digital Designs – Service Agreement Page 2 of 11
f. “Mission Critical Failure” means a failure in the materials, workmanship or design of the System that causes any fire station served by the System to be incapable of receiving dispatches through all communications paths, provided however, that any such failure caused by operator error, internet or telephony service outages, misuse or neglect of the System or any cause outside of Honeywell’s direct control does not constitute a Mission Critical Failure. g. “Services” shall have the meaning set forth in Section 3, below; h. “Software” means software programs, including embedded software, firmware, executable code, linkable object code, and source code, including any updates, modifications, revisions, customization requested by Customer, copies, documentation, and design data that are licensed to Customer by Honeywell; i. “System” means all Hardware and Software purchased by Customer either directly from Honeywell or authorized Honeywell Reseller under any contract, purchase order, or arrangement that is used exclusively by Customer as part of its fire station alerting system, provided however, that the term “System” specifically excludes any components, hardware, or software provided by third parties, including without limitation Customer’s computers, lap tops, computer peripherals, monitors, televisions, routers, switches, operating systems, computer programs, applications, internet and network connections, and any other parts or items not provided to Customer directly by Honeywell;
j. “Term” means the period of time during which this Agreement is in effect, including the Initial Term and all Additional Terms, as defined in Section 13 below.

3. Honeywell Scope of Services. During the Term of this Agreement, Honeywell agrees to provide Hardware repair service and Software updates and maintenance for the System (collectively the “Services”). Subject to all other terms and conditions contained in the Agreement, the Services shall include the following:
a. Technical phone support Monday through Friday from 08:00 to 17:30 MST, excluding Honeywell holidays;
b. Remote access support Monday through Friday from 08:00 to 17:30 MST, excluding Honeywell holidays;
c. Emergency Support, available 24 hours per day, for Customer’s System Administrator in the event of a Mission Critical Failure; d. Updates for all System Software, as and when released by Honeywell; #7..
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US Digital Designs – Service Agreement Page 3 of 11
e. Twenty-four (24) App licenses per each ATX Station Controller that is part of the System and covered under this Agreement. Use of the App shall be strictly governed by the Mobile Application End User’s Agreement that must be accepted by each user at the time the software is downloaded.
f. Advance replacement of defective or malfunctioning Hardware (not otherwise covered under the Honeywell warranty applicable to the Hardware) subject to Honeywell's Return Material Authorization (“RMA”) Process described below; and
g. Ground shipping for the return of repaired Hardware.

4. Claims. Prior to requesting Services, Customer is encouraged to review Honeywell’s online help resources. Thereafter, to make a valid claim hereunder, either Customer must contact Honeywell technical support and describe the problem or defect with specificity. The first such contact must occur during the Term. Honeywell’s technical support contact information can be found on Honeywell’s web site: http://stationalerting.com/service-support/.

Customer must use its best efforts to assist in diagnosing defects, follow Honeywell’s technical instructions, and fully cooperate in the diagnostic process. Failure to do so shall relieve Honeywell of any further obligation hereunder.

5. Advance Replacement of Hardware. If a Hardware component requires repair during the Term, Customer shall initiate the RMA process as described below. Upon approval, Honeywell will cause shipment of a replacement Hardware component to Customer prior to the defective Hardware component being returned to Honeywell for repair. The replacement Hardware will be a product that is new or equivalent to new in performance and reliability and is at least functionally equivalent to the original Hardware. When a product is exchanged, any replacement item becomes the Customer’s property and the replaced item becomes the property of Honeywell. Replaced Hardware provided by Honeywell in fulfillment of the Services must be used in the System to which this Agreement applies.

6. Return Material Authorization Process. If Customer makes a claim for an advanced replacement of a Hardware component during the Term, Customer shall provide Honeywell with the Hardware component model and serial number and failure information to initiate the RMA process. Upon Honeywell’s issuance of the RMA, Honeywell will send the replacement Hardware, shipped postage paid ground shipping to the address provided by Customer. RMA requests approved between 12:00 a.m. and 2:00 p.m. Mountain Standard Time are shipped on the same business day. After 2:00 p.m. Mountain Standard Time, the replacement Hardware is shipped on the next business day. All RMA requests are processed on the business day on which the request was received, excluding holidays. Included with the shipped package will be return shipment instructions and a pre-paid return shipping label for the hardware that Customer is returning. The original hardware must be returned in the shipping box provided by Honeywell.

No goods will be accepted for exchange or return without a pre-approved RMA number. The original hardware must be shipped back within 10 days of receiving the replacement. Failure to return the original hardware will cause Customer to incur a replacement charge equal to full market value of the replacement Hardware.
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US Digital Designs – Service Agreement Page 4 of 11

7. No Fault Found. Honeywell reserves the right to charge 50% of the standard repair price if the returned Hardware is found to have no fault. Customer understands that this fee is intended to discourage return of Hardware prior to proper troubleshooting or return because the Hardware is “old.” Hardware returns will not be allowed if, upon examination of the returned Hardware component, it is determined that the Hardware was subjected to accident, misuse, neglect, alteration, improper installation, unauthorized repair or improper testing. In such event, Honeywell shall invoice Customer for the full market value of the replacement Hardware.

8. Limitations. The Services specifically and expressly exclude any repair, software installation, update, or other service that is necessitated by the Customer’s misuse or neglect of the System, damage arising from Customer’s failure to follow instructions relating to the product’s use, cosmetic damage, including but not limited to scratches, dents and broken plastic on ports, alterations or repairs to the System made by any person other than an authorized Honeywell representative, failure of environmental controls or improper environmental conditions, modification to alter functionality or capability without the written permission of Honeywell, use with non-Honeywell products, any damage caused by fire, flood, vandalism, terrorism, riot, storm, lightning, or other acts of nature or civil unrest. The Services shall not include disassembly or re-installation of any Hardware at Customer’s site. The Services shall not include the repair of any Hardware that is determined to be obsolete or irreparable in Honeywell’s sole discretion. The Services shall not include repair or replacement of televisions or monitors manufactured by third parties. Repair or replacement of such components shall be subject exclusively to the manufacturer’s warranty, if any. Honeywell shall not be liable to provide Services at any time when Customer is in breach of any obligation to Honeywell under this Agreement or any other contract.

9. Additional Services by Honeywell. Except for the Services, all other acts or performances requested or required of Honeywell by Customer (“Additional Services”) will be charged at Honeywell’s then current rates and will be in addition to all other fees and charges payable by Customer under this Agreement. Additional Services shall include (without limitation) Customer’s use of Emergency Support in the absence of a Mission Critical Failure and any Services provided by Honeywell on a rush basis or during hours not included in the description of the Services set forth above. Customer shall pay all invoices for Additional Services within 30 days. Invoices remaining unpaid for more than 30 days shall bear interest at 18% per annum.

10. Authorized Support Contacts. In order to facilitate Honeywell’s delivery of the Services, Customer shall appoint a minimum of one and a maximum of three contact people who are each authorized to make use of the support services (“Authorized Contacts”). The Customer must ensure that the Authorized Contacts have adequate expertise and experience to make an accurate description of malfunctions to make it possible for Honeywell to handle reports efficiently. Customer is responsible to select those personnel for this task who are suitable for it by means of training and function, and who have knowledge of Customer’s network, hardware, and software systems. The Authorized Contacts must also have completed Honeywell product training.
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US Digital Designs – Service Agreement Page 5 of 11
At least one Authorized Contact should be available to assist Honeywell as needed during the support process. Authorized Contacts are responsible for coordinating any actions needed by Customer’s personnel or contractors including obtaining additional information from field or dispatch personnel, data network or communications system troubleshooting, and physical inspection or actions on the System components.

11. Customer Facilitation of Services. Customer will be responsible for providing the following:
a. The provision of remote access to the System, as more specifically described in Section 12 below;
b. The procurement and/or provision of all computers, peripherals, and consumables (collectively “Customer Equipment”), including printer paper, toner and ink necessary for the operation, testing, troubleshooting, and functionality of the of the System;
c. Any configuration and regular maintenance that is normally undertaken by the user or operator as described in the operating manual for the Customer Equipment, including the replacement of UPS batteries as necessary; d. Providing a stable means of data transmission between the System Gateway and each fire station serviced by the System necessary for the installation, testing and functionality of the of the System; such means of data transmission may include, but is not limited to, TCP/IP, data modems, leased lines, radios, etc; e. The correct use of the System in accordance with Honeywell’s operating instructions; and
f. The security and integrity of the System.

12. Remote Access. Honeywell requires remote network access to Customer’s system, including its Communications Gateways, Station Controllers, and other Honeywell-supplied equipment through Secure Shell (SSH) to perform implementation and support tasks under this Agreement. To enable this the Customer will ensure that Customer will provide Honeywell support personnel VPN or similar remote network access to the System for Honeywell support personnel (“Customer Support”) to effectively troubleshoot critical or complex problems and to expedite resolution of such issues. Remote network access is also used to install core System software upgrades and customized software. Honeywell will only access Customer’s System with the knowledge and consent of Customer.
a. Alternative to Network Access. If Customer elects not to provide remote network access to the System, then Honeywell may not be able to perform some support functions. Customers that elect not to routinely provide network access may temporarily reinstate this access to allow Honeywell to perform the above services. The following services will not be performed without this access:
 System software upgrades
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US Digital Designs – Service Agreement Page 6 of 11
 System software customization
 Network troubleshooting assistance including packet capture and network monitoring on Honeywell devices
 Detailed log analysis
 Bulk updates to System database tables
 Troubleshooting that requires low-level system access or large file transfer b. Timely Access. Customer must ensure that remote access is available prior to notifying Honeywell of a support request. In the event that the remote access cannot be provided, Honeywell will not be required to provide support outside those tasks that do not require remote access, and any corresponding resolution response times will not apply.
c. Physical Security Tokens. Honeywell has multiple software engineers that provide after-hours support and these engineers do not typically take security tokens from the Honeywell office. If Customer requires the use of physical security tokens this may delay after hours service.

13. Ongoing Service Term, Renewal and Termination. The initial term of this Agreement shall begin on the Commencement Date and shall continue for one year (“Initial Term”). Unless previously terminated as set forth in this Section, Customer may renew this agreement for four (4) additional one-year terms (each an “Additional Term”) by giving written notice of Customer’s intent to renew at least 30 days prior to the expiration of the Initial Term or any Additional Term, as the case may be, or by timely payment of the “Annual Fee” (as defined below). This Agreement may be terminated by either party by providing written notice of termination to the other party at least 30 days prior to the expiration of the Initial Term or any Additional Term. Honeywell may terminate this Agreement for any breach hereof upon 30 days written notice. The notice shall specify the nature of the breach. If Customer fails to cure the breach within 30 days, this Agreement shall be terminated. Notwithstanding the foregoing, Honeywell may terminate this Agreement immediately upon non-payment of any sum due from Customer under this Agreement or any other contract. Upon termination of this Agreement, all sums previously paid to Honeywell shall be nonrefundable.

14. Annual Fees. On or before the first day of the Initial Term and each Additional Term (each a “Due Date”), Customer shall pay Honeywell an Annual Fee in advance for the Services and to be delivered hereunder (the “Annual Fee”). The Annual Fee shall be the product of the total cumulative sales price of all Hardware, Software, and other tangible goods or equipment provided to Customer at any time under any circumstances (“Base Amount”), multiplied by .10.

Customer acknowledges and agrees that the Base Amount is cumulative and will increase by the purchase price of all Software, Hardware and Services purchased in the future. Honeywell may calculate the Base Amount, determine the Annual Fee and invoice Customer therefore 45 days #7..
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US Digital Designs – Service Agreement Page 7 of 11
prior to the subject Due Date. Customer shall pay the Annual Fee on or before the Due Date or 30 days after the date of the invoice, whichever is later. Invoices remaining unpaid shall bear interest at 18% per annum. Annual Fees are nonrefundable.

15. Reinstatement. If Customer elects not to renew this Agreement for any Additional Term or otherwise terminates this Agreement, Customer may reinstate this Agreement upon the following terms:
a. Reinstatement of this Agreement must occur within five (5) years from the Initial Term or the last Additional Term elected by Customer, whichever occurs later.

Honeywell reserves the right to reinstate older Systems or not reinstate newer Systems in its sole discretion.
b. The multiplier for calculation of the Annual Fee shall increase by no more than 3 percentage points from the multiplier stated above. The multiplier for the new Annual Fee shall be at the sole discretion of Honeywell. c. Customer shall pay a Reinstatement Fee along with the Annual Fee prior to the Commencement Date. The Reinstatement Fee and Annual Fee shall be calculated using the new multiplier described above. The Reinstatement Fee shall be a sum equal to two times the new Annual Fee, provided, however, if the System has been out of service and support for one year or less, the Reinstatement Fee shall be the amount of the new Annual Fee. The Reinstatement Fee is non-refundable. d. If Customer reinstates this Agreement and then declines to renew this Agreement for an Additional Term or otherwise terminate this Agreement, the System shall be deemed by Honeywell to have been abandoned by Customer. Honeywell will not provide further Services for the System, and Customer will not be allowed to reinstated service and support of the System through another Service Agreement.

16. Exclusions and Limitations. Honeywell warrants that the Services performed hereunder will be carried out with due care and attention by qualified personnel. Defective Hardware subject to repair hereunder will be repaired to good working order. Honeywell does not warrant that the operation of the System, Hardware, Software, or any related peripherals will be uninterrupted or error-free. Honeywell is not responsible for damage arising from Customer’s failure to follow instructions relating to the System’s use. This Agreement does not apply to any Hardware or Software not used in conjunction with the System and for its intended purpose. This Agreement does not apply to monitors or televisions manufactured by third parties. Recovery and reinstallation of Hardware and user data (including passwords) are not covered under this Agreement. This Agreement does not apply to: (a) consumable parts, such as batteries, unless damage has occurred due to a defect in materials or workmanship; (b) cosmetic damage, including but not limited to scratches, dents and broken plastic on ports; (c) damage caused by use with nonHoneywell products; (d) damage caused by accident, abuse, misuse, flood, lightning, fire, earthquake or other external causes; (e) damage caused by operating the Product outside the permitted or intended uses described by Honeywell; (f) damage or failure caused by installation or service (including upgrades and expansions) performed by anyone who is not a representative of #7..
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US Digital Designs – Service Agreement Page 8 of 11
Honeywell or a Honeywell authorized installer or service provider; (g) a Product or part that has been modified to alter functionality or capability without the written permission of Honeywell; or (h) to any Product from which the serial number has been removed or defaced.

TO THE EXTENT PERMITTED BY LAW, THIS AGREEMENT AND THE REMEDIES SET

FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES,

REMEDIES AND CONDITIONS, WHETHER ORAL OR WRITTEN, STATUTORY, EXPRESS, OR IMPLIED. AS PERMITTED BY APPLICABLE LAW, HONEYWELL

SPECIFICALLY DISCLAIMS ANY AND ALL STATUTORY OR IMPLIED

WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
WARRANTIES AGAINST HIDDEN OR LATENT DEFECTS. If Honeywell cannot lawfully disclaim statutory or implied warranties then to the extent permitted by law, all such warranties shall be limited in duration to the duration of this express warranty and to repair or replacement service as determined by Honeywell in its sole discretion. No reseller, agent, or employee is authorized to make any modification, extension, or addition to this warranty. If any term is held to be illegal or unenforceable, the legality or enforceability of the remaining terms shall not be affected or impaired. EXCEPT AS PROVIDED IN THIS AGREEMENT AND TO THE EXTENT

PERMITTED BY LAW, HONEYWELL IS NOT RESPONSIBLE FOR DIRECT, SPECIAL,

INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES RESULTING FROM ANY

BREACH OF WARRANTY OR CONDITION, OR UNDER ANY OTHER LEGAL THEORY, INCLUDING BUT NOT LIMITED TO: LOSS OF USE; LOSS OF REVENUE; LOSS OF THE USE OF MONEY; LOSS OF ANTICIPATED SAVINGS; LOSS OF GOODWILL; LOSS OF REPUTATION; AND LOSS OF, DAMAGE TO OR CORRUPTION OF DATA. HONEYWELL

IS NOT RESPONSIBLE FOR ANY INDIRECT LOSS OR DAMAGE HOWSOEVER CAUSED

INCLUDING THE REPLACEMENT OF EQUIPMENT AND PROPERTY, ANY COSTS OF

RECOVERING PROGRAMMING OR REPRODUCING ANY PROGRAM OR DATA

STORED OR USED WITH HONEYWELL PRODUCTS, AND ANY FAILURE TO MAINTAIN THE CONFIDENTIALITY OF DATA STORED ON THE PRODUCT.

ALL PRODUCT AND SERVICE CLAIMS ARE LIMITED TO THOSE EXCLUSIVE REMEDIES SET FORTH IN THIS SERVICE AGREEMENT. HONEYWELL’S AGGREGATE

LIABILITY IN CONNECTION WITH THE REPAIR OR REPLACEMENT OF HARDWARE

UNDER THIS AGREEMENT SHALL NOT EXCEED THE LESSER OF THE AGGREGATE PURCHASE PRICE OF THE HARDWARE PAID BY CUSTOMER TO HONEYWELL (i) GIVING RISE TO THE CLAIM OR (ii) PROCURED BY CUSTOMER IN THE TWELVE (12) MONTHS PRIOR TO WHEN THE CLAIM AROSE. EXCEPT FOR TORT CLAIMS, HONEYWELL’S AGGREGATE LIABILITY IN CONNECTION WITH SERVICES UNDER

THIS AGREEMENT SHALL BE LIMITED TO CORRECTION OR RE-PERFORMANCE OF

THE DEFECTIVE SERVICES OR REFUND OF FEES PAID FOR THE SERVICES, AT HONEYWELL’S SOLE ELECTION, IF CUSTOMER NOTIFIES HONEYWELL IN WRITING OF DEFECTIVE SERVICES WITHIN NINETY (90) DAYS OF THE DEFECTIVE SERVICES.

CUSTOMER SHALL NOT BRING A LEGAL OR EQUITABLE ACTION AGAINST

HONEYWELL MORE THAN ONE YEAR AFTER THE FIRST EVENT GIVING RISE TO A

CAUSE OF ACTION, UNLESS A SHORTER LIMITATIONS PERIOD IS PROVIDED BY APPLICABLE LAW. Honeywell disclaims any representation that it will be able to repair any #7..
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US Digital Designs – Service Agreement Page 9 of 11
hardware under this Service Agreement or make a product exchange without risk to or loss of the programs or data stored thereon.

17. Force Majeure. Except for Customer’s duty to pay sums due hereunder, neither Honeywell nor Customer will be liable to the other for any failure to meet its obligations due to any Force Majeure Event. As used herein, a “Force Majeure Event” is one that is beyond the reasonable control of the non-performing party and may include, but is not limited to: (a) delays or refusals to grant an export license or the suspension or revocation thereof, (b) embargoes, blockages, seizure or freeze of assets, or any other acts of any government that would limit a Party’s ability to perform the Contract, (c) fires, earthquakes, floods, tropical storms, hurricanes, tornadoes, severe weather conditions, or any other acts of God, (d) quarantines, pandemics, or regional medical crises, (e) labor strikes, lockouts, or pandemic worker shortages, (f) riots, strife, insurrection, civil disobedience, landowner disturbances, armed conflict, terrorism or war, declared or not (or impending threat of any of the foregoing, if such threat might reasonably be expected to cause injury to people or property), and (g) shortages or inability to obtain materials or components. The Party unable to fulfill its obligations due to Force Majeure will promptly:
a. notify the other in writing of the reasons for its failure to fulfill its obligations and the effect of such failure; and
b. use responsible efforts to mitigate and/or perform its obligations.

If a Force Majeure Event results in a delay, then the date of performance will be extended by the period of time that the non-performing Party is actually delayed or for any other period as the Parties may agree in writing. In the event that a Force Majeure Event is ongoing for a period of time which is sixty (60) days or longer, Honeywell may provide notice to Customer that it is cancelling this Service Agreement.

18. Dispute Resolution/Arbitration. Before the Parties initiate any dispute resolution process related to this Agreement, other than for injunctive relief, the Parties must schedule a mandatory executive resolution conference to be held within thirty (30) days of receipt of the other Party’s written request. The conference must be attended by at least one executive from each Party. At the conference, each Party will present its view of the dispute in detail and the executives will enter into good faith negotiations in an attempt to resolve the dispute. If the dispute is not resolved within fifteen (15) days of the end of the conference or if one Party refuses to attend the conference, then the Parties further agree that venue for any remaining dispute between them arising out of or relating to this Agreement shall be in the Superior Court of Stanislaus County.

19. Headings and Usage. The headings, captions, and section numbers contained herein are provided for convenience only and are not part of the terms of this Agreement. When the context of the words used in this Agreement indicate that such is the intent, words in the singular shall include the plural, and vice versa, and the references to the masculine, feminine or neuter shall be construed as the gender of the person, persons, entity, or entities actually referred to require.

20. Waiver. No failure or delay, in any one or more instances, to enforce or require strict compliance with any term of this Agreement shall be deemed to be a waiver of such term nor shall #7..
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US Digital Designs – Service Agreement Page 10 of 11
such failure or delay be deemed a waiver of any other breach of any other term contained in this Agreement.

21. Governing Law; Parties in Interest. This Agreement will be governed by and construed according to the laws of the State of California without regard to conflicts of law principles and will bind and inure to the benefit of the successors and assigns of the Parties.

22. Execution in Counterparts. This Agreement may be executed in counterparts, all of which taken together shall be deemed one original. The date of this Agreement shall be the latest date on which any Party executes this Agreement. The Parties acknowledge that they will be bound by signatures on this document which are made via electronic means (i.e., DocuSign) and which are transmitted by mail, hand delivery, facsimile and/or any other electronic method (email or otherwise) to the other Party. Such electronic signatures will have the same binding effect as any original signature, and electronic copies will be deemed valid.

23. Entire Agreement. This Agreement contains the entire understanding between the Parties and supersedes any prior understandings and agreements between or among them with respect to the subject matter hereof. This Agreement may not be amended, altered, or changed except by the express written agreement of the Parties.

24. Review. The Parties acknowledge that they have had an adequate opportunity to review this Agreement, as well as the opportunity to consult legal counsel regarding this Agreement.

Accordingly, the Parties agree that the rule of construction that a contract be construed against the drafter, if any, shall not be applied in the interpretation and construction of this Agreement.

25. Assignment. The Parties shall not assign, in whole or in part, the Agreement without the prior written consent of the other Party, which consent may not be unreasonably withheld.

Notwithstanding the foregoing, Honeywell may freely transfer its rights under this Agreement in the event of a sale or transfer of all or substantially all of its assets or stock. Each Party binds itself, its successors, assigns, executors, administrators, or other representatives to the other Party hereto and to successors, assigns, executors, administrators, or other representatives of such other Party in connection with all terms and conditions of this Agreement.

26. Savings Clause. In the event any part, provision, or term of this Agreement is deemed to be illegal or unenforceable, this Agreement shall be construed as if such unenforceable part, provision, or term had not been included herein. Such illegal or unenforceable part, provision, or term shall be deemed revised to the extent necessary to cure its defect and such revision and the remainder of the Agreement shall be and remain in full force and effect.

27. Customer Representative. The undersigned representative of Customer hereby represents and warrants that s/he has the authority to bind Customer and that the execution, delivery, and performance by Customer under this Agreement will not violate the provisions of any law, rule, regulation, or policy, and will not conflict with or result in the breach or termination or constitute a default under any agreement or instrument to which Customer is a party. #7..
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US Digital Designs – Service Agreement Page 11 of 11
City of Modesto
Modesto Fire Department Honeywell International Inc.

By: _____________________________ By_________________________________ Name: ___________________________ Name: Susheel Tenguria_____________ Its: ______________________________ Its: General Manager / USDD group_____ Date: ____________________________ Date:_______________________________ #7..
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Quote
Date Quote #
16-Sep-2025 25-MODS-001
Attn: Michael Lillie
Attn: Megan Lee
[email protected]
Terms Rep Project
Net 30
Item Description Qty Cost Total
SrvAgrmt_Annl G2 FSAS Annual Service Agreement (20 May
2025 to 19 May 2026)
Base Amount: $685,060.20
See attached sheet for station breakdown
1 $ 68,506.02 $ 68,506.02
Total $ 68,506.02
This quote is effective until 30 November 2025 Phone # 877-551-USDD E-mail: [email protected]
Modesto, CA 95354
409 12th Street
Thank you for your business
1150 W. Grove Parkway, Suite 110
Tempe, Arizona 85283
Name / Address
[email protected]

ALL AMOUNTS QUOTED ARE IN US DOLLARS
Stanislaus - Modesto Stations
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FINANCIAL INTEREST DISCLOSURE
Any contract award therewith will require approval by a majority vote of the City of Modesto’s City Council.

In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Vendor until all person with a direct or indirect financial interest of greater than $2,000 in the Vendor are identified by name.

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

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

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

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

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

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Vendor meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-10.03(h) are satisfied.

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

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

Bidder Company Name:

Name of Vendor Signatory:

Signature of Vendor Representative:
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California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", 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 "officer" 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 sole 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://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to 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):
_X__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):
_X__ NO
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Answering YES to either of the questions above does not preclude the City of Modesto from awarding 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.
_________________ _____________________________
Date Signature of authorized individual

_____________________________
Company/Applicant Name
09/15/2025
Honeywell International Inc. / Susheel Tenguria
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US Digital Designs by Honeywell 359657
Cathy Miller 6026871739
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&RPPHQWV (Max 630 characters; please attach a memo for more.):

Megan Lee
Andrew Hunter
Kevin Wise
Dameon Booker
Mark Bolden
Dianne Love
DeAnna Christensen
Please see attached justification.

I have read the justification from the dept. regarding their selection; moreover, have communicated with them to work with IT to add USDD to the new Software Maintenance Agreement List Over $100K next year. I approve of this Bid Waiver.
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USDD Station Alerting - Bid Waiver
Final Audit Report 2025-08-07
Created: 2025-07-31
By: Kylie Kik ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAc-KwjxK3g_viv8Vd5U-IIDqXMnKjjiYK "USDD Station Alerting - Bid Waiver" History
Document created by Kylie Kik ([email protected])
2025-07-31 - 8:59:47 PM GMT
Document emailed to Megan Lee ([email protected]) for signature 2025-07-31 - 9:02:04 PM GMT
Email viewed by Megan Lee ([email protected])
2025-07-31 - 9:44:48 PM GMT
Document e-signed by Megan Lee ([email protected])
Signature Date: 2025-07-31 - 10:00:20 PM GMT - Time Source: server Document emailed to Andrew Hunter ([email protected]) for signature 2025-07-31 - 10:00:22 PM GMT
Email viewed by Andrew Hunter ([email protected]) 2025-07-31 - 10:04:50 PM GMT
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#7..
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Email viewed by Dameon Booker ([email protected])
2025-08-01 - 5:07:01 PM GMT
Document e-signed by Dameon Booker ([email protected]) Signature Date: 2025-08-01 - 6:02:42 PM GMT - Time Source: server Document emailed to Mark Bolden ([email protected]) for signature 2025-08-01 - 6:02:59 PM GMT
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

October 28, 2025
Date: September 22, 2025
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Bill Sandhu, Public Works Director
SUBJECT: Equipment and Vehicle Parts Agreement – NFI Parts CONTACT: Patrick Crowley, Senior Public Works Manager, [email protected], 209-342-2274
DESCRIPTION:

Consider approving a Purchasing Agreement for the purchase of Equipment and Vehicle Parts with NFI Parts – The Aftermarket Parts Company, LLC (DBA NFI Parts), Louisville, KY, for a total amount not to exceed $1,175,300 over five years. (Funding Source: Fleet Fund) STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2025-2026 Two-Year Strategic Plan Element:

Governance and Service Delivery: Goal H: “Achieve long-term financial sustainability;” Strategy No. 1: Develop a strategy for long-term financial sustainability.

BACKGROUND:

The City Fleet Services Division (Fleet) maintains and services approximately 155 vehicles, within Stanislaus Regional Transit Authority’s (StanRTA) fleet of buses. Each vehicle or piece of equipment has various components that collectively work to allow proper functioning, including safety and efficiency elements. Failure of parts on any piece of equipment may occur at any time.

Frequently it is impossible to predict these failures and preparing a list of parts that will be required in any given fiscal year is not feasible. Downtime for any piece of equipment impacts productivity, adversely impacts operations, and delays service delivery to the community.

The recommended agreement will allow Fleet to obtain Original Equipment Manufacturers’ (OEM) parts required to maintain and repair buses and specialty equipment. The recommended firm is competitively priced for parts and provides proprietary parts and is the sole source for MCI and New Flyer transit buses as well as parts distributor for ADL, ARBOC, NABI and Orion manufacturers. Additionally Fleet staff consistently validate industry pricing and conduct internal audit checks on items that are purchased in alignment with City policies.

City staff historically utilized citywide blanket purchase orders or obtained individual quotes to purchase these essential replacement and repair parts. The data over several fiscal years shows #8..
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City Council, October 28, 2025
Equipment and Vehicle Parts Agreement – NFI Parts

the blanket purchase orders for these vendors have consistently exceeded the $100,000 threshold. With the increase in inflation, increased fleet inventory, and supply and demand for StanRTA transit buses, the spending limits have reached the Council authority limits.

DISCUSSION:

NFI Parts is the sole source provider for the proprietary components for several transit bus manufacturers and a competitive validation process is continually monitored by Finance and Fleet staff. This firm best meets the City’s needs and increases efficiencies and improves customer service through the distribution channels offering exclusive equipment and parts to repair the transit fleet of buses.

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.

However, MMC 8-3.204(b) provides that a purchase may be exempted from the City's formal bidding requirement where the Purchasing Agency's requirements can be met solely by a single article or process. Here, proprietary parts through sole source agreement with the OEM are available through NFI Parts’ distribution network and will provide proper inventory and access to repair parts and components for maintaining the transit fleet of buses. Therefore, staff recommends the replacement parts and components of this Agreement to NFI Parts should be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-

3.204(b) since NFI Parts is the Sole Provider of MCI and New Flyer replacement and repair parts and components.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year (FY) 2025-2026 to cover the cost for the agreement.

The primary funding source for the agreement will be funded by the Fleet Fund which would be reimbursed through the service level agreement with StanRTA. Entering into an agreement is recommended due to efficient use of staff resources, aging vehicles, and potential increase in failed parts, as well as additional purchases of transit fleet vehicles that will be added to the City’s responsibilities under the Revised and Amended agreement with StanRTA.

Below is a summary of the last five years of spending for the repair and replacement parts.

Description Year 1 Year 2 Year 3 Year 4 Year 5 Total
Repair and
Replacement
Parts
$23,747 $43,154 $139,818 $133,724 $167,104 $507,547
The proposed agreement has an estimated annual amount for years one and two of $220,000 and a combined estimate annual amount for years three, four, and five of $735,300, resulting in a combined estimated five-year not to exceed total of $1,175,300. A 5.5% Consumer Price Index increase has been added for years three, four, and five which are included in the Contracted Services pricing. Funds are budgeted in the Fleet Fund and are reimbursed through invoicing to StanRTA.
#8..
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City Council, October 28, 2025
Equipment and Vehicle Parts Agreement – NFI Parts

COMMITTEE RECOMMENDATION:

This item was presented to the Economic Development Committee on September 8, 2025, and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a Purchasing Agreement for the purchase of Equipment and Vehicle Parts with NFI Parts, Louisville, KY for a two-year Agreement with three one-year extension options, for an annual estimated amount of $235,060 and a total amount not to exceed $1,175,300 over five years; and authorizing the Director of Finance, or her designee, to execute the Agreement.

Approved by:

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

1. Resolution

2. Agreement – NFI Parts

3. Financial Interest Disclosure

4. California Levine Act Disclosure

5. OEM Sole Source Letter

6. Exhibit B Propriety Parts
Description Year 1 Year 2 Year 3 Year 4 Year 5 Total
Repair and
Replacement Parts $220,000 $220,000 $220,000 $232,100 $244,866 $1,136,966 Consumer Price
Index (5.5%) $12,100 $12,766 $13,468 $38,334
Total for 5-Yr
Contract $220,000 $220,000 $232,100 $244,866 $258,334 $1,175,300 #8..
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1 2025-

MODESTO CITY COUNCIL
RESOLUTION NO. 2025-XX

RESOLUTION APPROVING A PURCHASING AGREEMENT FOR THE

PURCHASE OF EQUIPMENT AND VEHICLE PARTS WITH NFI PARTS, LOUISVILLE, KY, FOR A TWO-YEAR AGREEMENT WITH THREE ONEYEAR EXTENSION OPTIONS, FOR AN ANNUAL ESTIMATED AMOUNT OF $235,060 AND A TOTAL AMOUNT NOT TO EXCEED $1,175,300 OVER FIVE YEARS; AND AUTHORIZING THE DIRECTOR OF FINANCE, OR HER

DESIGNEE, TO EXECUTE THE AGREEMENT
WHEREAS, the City Fleet Services Division (Fleet) maintains and services approximately 155 vehicles, within Stanislaus Regional Transit Authority’s (StanRTA) fleet of buses; and
WHEREAS, each vehicle or piece of equipment has various components that collectively work to allow proper functioning, including safety and efficiency elements.

Failure of parts on any piece of equipment may occur at any time; and WHEREAS, frequently it is impossible to predict these failures and preparing a list of parts that will be required in any given Fiscal Year is not feasible; and WHEREAS, downtime for any piece of equipment impacts productivity, adversely impacts operations, and delays service delivery to the community; and WHEREAS, the approved agreement will allow Fleet to obtain Original Equipment Manufacturers’ (OEM) parts required to maintain and repair buses and specialty equipment. The recommended firm is competitively priced for parts and provides proprietary parts and is the sole source for MCI and New Flyer transit buses as well as parts distributor for ADL, ARBOC, NABI and Orion manufacturers. Additionally Fleet staff consistently validate industry pricing and conduct internal audit checks on items that are purchased in alignment with City policies; and #8..
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2 2025-
WHEREAS, Modesto Municipal Code (MMC) 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. However, MMC Section 8-3.204(b) provides that a purchase may be exempted from the City’s formal bidding requirement where the Purchasing Agency’s requirements can be met solely by a single article or process; and WHEREAS, staff recommends the replacement parts and components of this Agreement to NFI Parts should be exempt from the formal bidding procedures in accordance with Modesto Municipal Code 8-3.204(b) since NFI Parts is the Sole Provider of MCI and New Flyer replacement and repair parts and components; and WHEREAS, the proposed agreement has an estimated annual amount for years one and two of $220,000 and a combined estimate annual amount for years three, four, and five of $735,300, resulting in a combined estimated five-year not to exceed total of $1,175,300. A 5.5% Consumer Price Index increase has been added for years three, four, and five which are included in the Contracted Services pricing. Funds are budgeted in the Fleet Fund and are reimbursed through invoicing to StanRTA.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the Purchasing Agreement for the purchase of equipment and vehicle parts with NFI parts, Louisville, KY, for a two-year Agreement with three oneyear extension options, for an annual estimated amount of $235,060 and a total amount not to exceed $1,175,300 over five years.

BE IT FURTHER RESOLVED that the Director of Finance, or her designee, is hereby authorized to execute the Agreement, in a form approved by the City Attorney. #8..
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3 2025-
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 28th day of October 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 NFI PARTS – THE AFTERMARKET PARTS LLC ANNUAL PURCHASE AGREEMENT –

PROPRIETARY PARTS ONLY
AGREEMENT# 295852
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _______ day of ________________, 2025, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and NFI Parts – The Aftermarket Parts LLC , a California Limited Liability Company, hereinafter called VENDOR, WHEREAS, the Modesto City Council adopted Resolution No. 2025-______ authorizing an Agreement for the Proprietary Parts described herein (the “GOODS”) to VENDOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the VENDOR provided a Schedule for Proprietary Parts Discount that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and NOW, THEREFORE, the parties hereto mutually agree as follows:

1. TERM OF AGREEMENT:

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

Year One: OCTOBER 15, 2025 THROUGH OCTOBER 14, 2026
Year Two: OCTOBER 15, 2026 THROUGH OCTOBER 14, 2027
Year Three: OCTOBER 15, 2027 THROUGH OCTOBER 14, 2028
Year Four: OCTOBER 15, 2028 THROUGH OCTOBER 14, 2029
Year Five: OCTOBER 15, 2029 THROUGH OCTOBER 14, 2030
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2 PRICING:
a. Per the aforementioned Council Resolution, the annual estimated amount of the AGREEMENT is $235,060. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $1,175,300.
b. Pricing during AGREEMENT Year one and two shall be as set forth in Exhibit A Pricing, attached hereto and made a part hereof by this reference. c. Pricing shall remain firm for the two (2) years of the AGREEMENT. d. Price increases for each subsequent AGREEMENT years three, four, and five, shall be negotiated in good faith by the parties, but in no instance may exceed the net percentage increase during the prior 12-month period in the Federal Bureau of Labor Statistics’ Consumer Price Index (CPI) for West Urban Area. Requests for price increases in any renewal year shall be submitted by VENDOR in writing at least ninety (90) days prior to the annual anniversary date of the AGREEMENT.

2. USAGE:

Vendor shall provide whatever quantities may be required during the term of this Agreement.

No minimum or maximum quantities are guaranteed or implied by CITY.

3. ORDERING:

Vendor shall deliver GOODS to the location specified within CITY’s purchase order. Unless specified by the Purchasing Division, no GOODS may be delivered to CITY unless a purchase order has been provided by CITY to VENDOR.

4. PAYMENT:

All invoices shall be paid in full by CITY after completion and acceptance of the GOODS by the City, and receipt of a properly prepared invoice submitted by VENDOR via email to [email protected]. As specified by the Purchasing Division, every invoice must reference #8..
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3 this AGREEMENT number or CITY’s purchase order number. VENDOR will be paid by CITY via the following payment method Net 30 terms via CITY’s ePay Program.

5. AMENDMENTS:

No changes to this AGREEMENT shall be effective unless documented by a written amendment to this AGREEMENT and signed by the parties hereto with CITY represented by the Purchasing Division

6. TERMINATION:
a. In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within thirty (30) days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.
b. CITY may terminate this AGREEMENT for convenience upon thirty (30) days prior notice to VENDOR by CITY’s authorized employee.

7. INSPECTION:

All GOODS are subject to inspection and testing by the CITY for compliance with specifications as included herein, within a reasonable time after delivery. In the event GOODS are defective or not in conformity with this AGREEMENT or CITY’s purchase order, the CITY shall have the right to either reject the GOODS or require correction. Defective articles or services shall be removed from CITY premises and/or corrected by and at the expense of VENDOR; provided that should the VENDOR fail, neglect or refuse to do so, the CITY shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. CITY may deduct from any moneys due or that may there after coming due to VENDOR or send an invoice to the VENDOR which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual #8..
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4 cost thereof to the CITY. In the event that the VENDOR fails to make prompt delivery as specified for any item, the same conditions as to the rights of the CITY to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. Failure by CITY to inspect and accept or reject shall not relieve the VENDOR from responsibility for compliance with specifications. Final acceptance shall be conclusive except as regards to latent defects, fraud, or such gross mistakes as amount to fraud.

8. RESPONSIBILITY:

Unless otherwise specified, the VENDOR shall be responsible for all GOODS until delivered at CITY’s designated delivery point and shall bear all risks as to items rejected or requiring correction after notice of such rejection or correction is given.

9. SHIPMENT:

Unless otherwise authorized by CITY’s Purchasing Division, GOODS shall be delivered F.O.B.

Destination Freight Prepaid and Included in Price of GOODS. VENDOR may not collect freight collect or charge shipping expenses otherwise to CITY. Original receipted freight bill must accompany the invoice. Shipment must be made within the time stated on Purchase Order, failing which CITY reserves the right to purchase elsewhere and charge VENDOR with any loss incurred, unless delay in making shipment is due to unforeseeable causes beyond the control and without the fault or negligence of VENDOR.

10. CHANGES:

The AGREEMENT or purchase order may at any time, by written order of the CITY, be changed in regard to the GOODS to be furnished, quantities ordered, unit price, discount, delivery point or arrangements, terms or any other matters affecting a valid purchase order or AGREEMENT. In the event such change causes an increase or decrease in the cost of performance hereunder, and equitable #8..
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5 adjustment will be made for the cost thereof, subject to the approval of the Purchasing Manager, and written notice given, therefore.

11. WARRANTY:

Notwithstanding any other provisions of the purchase order, VENDOR warranties for the GOODS shall extend for 90 days after delivery thereof to CITY, shall meet or exceed all original manufacturer warranties, and that GOODS shall be of the most suitable grade as specified in this AGREEMENT, VENDOR’s own marketing materials and in the purchase order. Moreover, VENDOR warrants and represents that GOODS shall comply with warranties of merchantability and fitness for a particular purpose. If a defect is discovered in any GOODS covered in this AGREEMENT, VENDOR shall correct at its expense, including transportation/freight, such defects as are reported within one year of final acceptance.

12. INSURANCE:

Any AGREEMENT or purchase order where work, maintenance, or service is performed on CITY property requires appropriate insurance. VENDOR shall ensure proper insurance certificates are on file with the CITY prior to performing onsite work. Contact CITY’s Purchasing Division to verify the type of insurance required.

13. TAX EXEMPTIONS:

The CITY is exempt from payment of federal excise tax. All invoices shall be exclusive of such excise tax. Moreover, if the CITY’s purchase is not subject to sales tax, the statement for resale will appear in the body of the purchase order.

14. INDEMNITIES:
a. VENDOR agrees to protect, indemnify and save harmless CITY and its agents, officers, employees, and volunteers from any claim, loss or damage from VENDOR’s, or the GOODs’, infringement of trademarks, patents, copyrights and unfair competition action with to any third party.
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6 b. VENDOR shall hold the CITY and 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 VENDOR, or its agents, officers, employees, or subcontractors 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. VENDOR’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for VENDOR to procure and maintain a policy of insurance VENDOR.

15. GOVERNING LAW:

This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, U.S.A., without giving effect to its conflicts of law provisions or principles.

16. VENUE:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.

17. ATTORNEYS’ FEES.

If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose. #8..
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7 18. LIMITATION OF LIABILITY:

The CITY shall not be responsible for any damage that may accrue by reason of the death or injury of the person of the VENDOR’s officers, agents, employees, invitees, or licensees, or be set up at any time because of personal injury or damage to property sustained by any other person or persons, which may have been caused or contributed to, approximately or remotely, by reason of or in the course of performance of the AGREEMENT. The VENDOR shall assume full responsibility for the defense of any claims arising under the AGREEMENT and the VENDOR shall save, keep, and bear harmless the CITY, all officers and employees thereof, from all damages, costs, or expenses because of personal injury or property damage based on the performance of this AGREEMENT or asserted against it.

19. NOTICES:

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

CONTRACTOR: NFI Parts
Konita Lawler, CSR, Transit Division
7001 Universal Coach Drive
Louisville, KY 40258
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Either party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

20. ASSIGNMENT:

Neither this AGREEMENT nor any portion hereof shall be subcontracted or assigned without the written consent of the CITY in each and every instance. #8..
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8 21. MISCELLANEOUS:

Time is of the essence in each and every provision of this AGREEMENT.

22. ENTIRE AGREEMENT:

This AGREEMENT and its exhibits contain the entire understanding between VENDOR and CITY. Additional or new terms contained in this AGREEMENT which vary from VENDOR’S bid are controlling and are deemed accepted by VENDOR by provision of any GOODS or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

23. 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 anyway.
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9 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this AGREEMENT by its Director of Finance under authority of Resolution No. 2025- ____ adopted by the Council of the City of Modesto on the _________ day of _________________, 2025 and NFI Parts – The Aftermarket Parts LLC has caused this Agreement to be duly executed. #8..
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Exhibit B
NFI - The Aftermarket Parts LLC
Proprietary Parts
Discount: 20% off MSRP
INTERNAL_ITEM DESCRIPTION Proprietary_NFI
010089 FRAME-FIXED WINDOW REAR Y
6307499 SASH LATCH STRIKE Y
6312125 PIN, SLACK ADJ. Y
6312999 WASHER THRUST Y
035780 INSERT-CROSSMEMBER Y
6313082 ANGLE Y
6313085 NUT-M14 X 1.5 DIN 439 183-B1 Y
6313098 BOLT HEX Y
405466 NUT-HEX LOCK M12X1.75 CL10 Y
484765 SCREW-STNCHN, 1/4-20 X .87 SST Y
6303775 CONNECTOR FRAME T-BAR Y
8110741 GASKET FILLER NECK Y
023734 PANEL-LWR SIDE CONSOLE Y
6312928 BRACKET POSITIONING Y
6312939 FITTING 56MM Y
6312994 WASHER LOCK Y
6314711 WRENCH POWER Y
6303766 SASH TENSION INSERT Y
514237 GLASS-EXIT WIDE 1/3 LAM 44% Y
557753 WIN-FLUSH FXD PIX NON-EGRESS RR Y
6314220 LATCH STRIKE, LOCKING SASH Y
425905 PANEL-INFILL, REAR Y
477480 WINDOW-PICTURE FLUSH GLASS Y
6313254 SOCKET WRENCH, STEERING KNUCKLE TUBE Y
6313259 ADAPTER Y
6312877 SCREW LOCK M12 X 40 MM LG Y
6303014 SASH STOP (BLACK) Y
6312850 BOLT HEX Y
6312857 DIFFERENTIAL HOUSING ASSY Y
5927165 DOOR STOP BATT LWR Y
5110055 PILLAR, LOWER SIDE Y
5110099 POST LH Y
5943836 GROMET1.06MT.75H.18T Y
5944550 STRAP LOCKING Y
5969574 SEAL RUBBER Y
266761 ASSY-FUEL TNK 125GL STL Y
266669 CC14PC-BATBUS TO CC Y
070742 CLOSEOUT-RR AIR/ELECT Y
132380 STANDOFF-.5 INCH NYLON Y
131603 WINDOW-FIXED/HOPPER Y
070108 ASSY-SURGE DR MITT Y
6465835 BUSHING-SADDLE LINK Y