Agenda packet — Oxnard City Council, May 6, 2025 (part 6 of 6)

1450
Agreement No. 32500411
i. Any herbicide application with the risk of aquatic contamination must be made with an aquatic safe herbicide.
ii. All chemicals must be applied by or supervised by a licensed applicator and in accordance with label directions.
iii. Herbicide cost should be factored into the Service Provider’s base bid. iv. All herbicide use reports shall be submitted to the Ventura County Agriculture Commissioner and a copy shall be forwarded to the City. v. Service Provider shall notify the City a minimum of one (1) week prior to application of herbicides. For follow-up applications, the Service Provider is to provide a second service date upon completion of the initial application and post notices accordingly.
vi. Service Provider shall ensure proper signage is installed prior to herbicide application per City, County and Federal standards. The current standard to be followed is; all areas to be treated are to be posted with signs no smaller than an 8 ½” x 11” sheet of paper no more than 50 feet apart, one week to two days prior to treatment. Signs will be Service Provider provided at Service Provider’s expense and include a map of the area being treated, the label of the product being applied, and a warning to avoid the area for a time no less than what is recommended on the label.
vii. Service Provider shall ensure that all curbs and gutters, paved walkways, stamped concrete, and joints adjacent to landscaped areas, fence lines, light standard bases, buildings, and structures are free of all weeds. viii. Tree wells will be maintained by a herbicide approved by the City.

4.3 Shrub, Vine, and Groundcover Maintenance
The goal of the Shrub, Vine, and Groundcover Maintenance Program is to maintain an aesthetically pleasing landscape while ensuring proper plant health. The following items shall be addressed through the Service Provider’s Shrub, Vine, and Groundcover Maintenance Program:

4.3.1 Pruning and Edging
i. Pruning of all plant material shall be performed in a manner to create a uniformly dense plant. Service Provider shall selectively thin and tip back annually. Pruning shall be done to enhance the natural branching effect of plants.
ii. Pruning shall be performed by properly trained personnel. Relative sizes and shapes of the respective shrubs shall be appropriate for the type and location and consistent throughout the area.
iii. Service Provider shall prune regularly, as required. Remove dead wood and aesthetically balance the planting following basic horticultural practices. All suckers, water sprouts, and undesired growth shall be removed during pruning services. Tree and shrub branches should be pruned to maintain appropriate clearance from all structures, buildings, light poles, AC units, fences, walkways, etc.
iv. Limbs less than 9’ feet sidewalks and 13’ above streets shall be proactively removed.

Page 21 of 50 ends

1451
Agreement No. 32500411
v. Pruning of formal shrub planting should be minimal and shall be completed as needed to result in a smooth, manicured appearance. vi. “Natural” areas are to be maintained in their native conditions with the exception of visibility and safety related pruning. Included in natural areas are those areas where selective trimming has been done to enhance view corridors and safety. Trimming of woody vegetation in parking lots, picnic areas, and play areas shall be conducted on an as needed basis to ensure limbs/foliage are at least eight feet high and two feet off of each side of the respective amenities.
vii. All debris from pruning shall be removed from the site and disposed of.

4.3.2 Landscaped Beds
i. Service Provider shall control weeds in bed areas by mechanical, physical, and herbicide methods. Bed areas are to be maintained in a manner to control and strive to eliminate weeds.
ii. All landscape beds shall remain free of litter, debris, and weeds. Weeds sprayed with herbicide must be removed after plant death. iii. "Natural” areas are to remain in their natural native conditions with the exception of the removal of dead wood and invasive plant material. iv. Trimming/Deadheading of formal bed plantings and ground covers shall be performed on an as needed basis to achieve a smooth, manicured appearance within established boundaries.
v. Any necessary restructuring shall be reviewed and mutually approved by the City and Service Provider.
vi. Trimming/Deadheading shall be performed by properly trained personnel. Relative sizes and shapes of the respective shrubs shall be appropriate for the type and location and consistent throughout the property. Excess vertical growth of ground cover shall be pruned back in order to maintain a neat ground cover bed.
vii. Shrubs of color (flowers, foliage, fruit) are to be pruned for maximum beauty. This shall be interpreted to mean pruning after flower color fades.
viii. Groundcover shall be pruned as needed, according to the City, to maintain separation away from the base of trees, shrub masses, and hardscapes.
ix. All pruning debris shall be removed from the site at the Service Provider’s expense.

4.4 Tree Care
i. Service Provider to prune trees for traffic clearances no less than nine (9’) feet above right-aways and thirteen (13’) feet above streets shall be proactively removed.
ii. All debris from pruning shall be removed from the site and disposed of. iii. The use of climbing spurs or spike shoes are prohibited, unless specifically approved by the City Arborist.

Page 22 of 50 ends

1452
Agreement No. 32500411

4.5 General Site Maintenance
The goal of the General Site Maintenance Program is to maintain an aesthetically pleasing, clean, and safe maintenance area. The following items shall be addressed through the Service Provider’s General Site Maintenance Program.

4.5.1 Hardscape Management
i. Cracks in hardscaped areas - apply herbicide as needed to control weeds in hardscaped areas, i.e., interior pathways of parks, parking lots, sidewalks, gutters, artificial turf, etc. 3
ii. Cleaning - removal of debris by blowing or sweeping from parking lots, sidewalks, internal park pathways, sports courts, artificial turf, play structures, and other hardscapes (parking areas, picnic areas, and walkways) and softscape areas (i.e. decomposed granite) as scheduled with City representative.

4.5.2 Litter and Debris Control
i. All areas of maintenance responsibility, including but not limited to paved parking lots, shall be kept free of all trimmings, leaves, pine needles, palm fronds, grass cuttings, dirt, mud, and litter, including broken glass or other unattended items.
ii. All trimmings, litter and debris shall be removed and disposed of off-site at the Service Provider’s expense.
iii. All walkway areas should be blown or swept clean during maintenance and should be free of clipping and debris. This includes street, curb, and gutter areas.
iv. Service provider to check all trash receptacles at designated frequency.

Receptacles that are at least half (½)full or more will have their liner replaced. Liners must be properly secured to the inner can by tying a knot to ensure a tight fit.
v. When replacing a liner, the liner must be properly secured to the inner can by tying a knot in the top of the liner to ensure it fits tightly around the rim of the inner can.
vi. If an inner can is not present, the liner must be secured around the rim of the outer can. If the contractor comes upon a liner that does not need changing, but has fallen to the bottom of the can, the liner will be properly secured.
vii. If loose trash is present under the liner in the receptacle. Service Provider is responsible for removing, when changing the liner. viii. Trash liners to be replaced regardless of content fullness if it is emitting a foul odor.
ix. Service Provider to supply liners at their own expense.

Page 23 of 50 ends

1453
Agreement No. 32500411

4.5.3 Drainage
i. Landscape drains inlets and street curb and gutter drains within the maintenance areas of the Agreement should be cleared of vegetation and/or trash and other debris to ensure that flow restrictions do not occur. Special care shall be taken to ensure drains are clear and function as intended.

SECTION 5 Additional Services
In the case additional services are needed outside of the regular maintenance programs, the following items will be bid individually and performed at the discretion of the City.

Materials may be provided by the Service Provider at cost and must be approved by the City prior to any use or installation. Costs must be substantiated by a receipt showing the quantity and total price.

5.1 Additional Labor
These services shall be billed at the hourly rate.
i. Medium Equipment with Operator - Service Provider shall provide a tractor with shovel/forks or other attachments and Turf Tires with a qualified operator on a per hour basis.
ii. Additional General Crew - Hourly rate per each additional crew member requested for extra work which is inclusive of truck and basic hand equipment. iii. Additional Irrigation Tech - Hourly rate per each additional irrigation tech requested for extra irrigation work inclusive of truck and typical irrigation related tools and equipment.

5.2 Piecework
These items shall include costs for all labor, equipment, and materials necessary on a per unit basis per each listed task. City reserves the right to inspect planned materials and method of work proposed prior to execution of each requested task.

All services will be specified in addition to the regular maintenance tasks identified in Section 4.
i. Top Dressing - Top Dressing material shall be of a generic 50/50 mix. Service Provider shall provide a per 1,000 square foot cost to apply top dressing ii. Overseeding - Service Provider shall provide a per 1,000 square foot cost to overseed turf areas with a matching seed species.
iii. Broadcast Fertilizer - Service Provider shall provide a per 1,000 square foot cost to apply a fertilizer at the rate of 1lb. N per 1,000 sq. ft.. iv. Power Washing - Service Provider shall use a high pressure, hot water, no greater than 1,500 pounds per square inch pressure stream to ensure a surface is clean, free of mold, mildew, grim, etc. Service Provider may need to apply a biodegradable cleaner or degreaser and/or algaecide to ensure this desired effect. Price shall be provided per hour.

Page 24 of 50 ends

1454
Agreement No. 32500411
v. Core Aeration - Aeration shall be done with a power driven aerifier using ½ inch coring tine. Service Provider shall take extreme care to not damage irrigation and landscape improvements with equipment. Core aeration will be performed to a depth of 6” with cores mat drug throughout areas that have been aerated.

Price will be per 1,000 square feet.
vi. Dethatching - Thatch removal shall be performed with a power-driver verticutting machine. All grass clippings associated with this process shall be removed from the site and disposed of. Price will be per 1,000 square feet. vii. Mulch - Service Provider will provide a per cubic yard price to install noncolored hardwood mulch where specified. viii. Decomposed Granite - Service Provider will provide a per cubic yard price to install non-colored decomposed granite to a depth of 3" where specified. Price to include any subsurface site prep necessary.
ix. Landscape Pavers - Service Provider will provide a per square foot price to install decorative landscape pavers (determined in cooperation with the City) where specified. Price to include any subsurface site prep necessary. x. Stones - Service Provider to provide a single unit price for the installation of 12” to 24” and 24” to 36” stones.
xi. Sod Installation - Sod shall be of species type specified by the City, price will be per square foot.
xii. Sod Cutting - Sod shall be cut with a mechanical sod cutter 1.5 to 3 inches in depth. Price shall be provided per square foot and should include dumping costs.
xiii. Reel Mowing - use of at least a 72-inch reel mower and operator, with sharp blades and maintained bed reels on a per 1,000 square foot basis. xiv. Rotary Mowing - use of at least a 48-inch riding or standing rotary mower with sharp blades on a per 1,000 square foot basis.
xv. Edging/Line Trimming - use of a string trimmer and operator to where grass and concrete meet to maintain a neat and professional appearance on a linear foot basis.
xvi. Landscape Drainage - Installation of a buried French drain system 3” to 4” in diameter. Price shall be per linear foot.
xvii. Weed Control - Additional weed control visits above and beyond that which is included within Section 4. Use of chemical and manual means to remove and prevent weed growth/regrowth. Price shall be per 1,000 sq. ft.

5.3 Landscape Renovations
i. Landscape Areas - on a per square foot basis, Service Provider shall provide a price for the general renovation of landscape areas. Renovation should include additional soil and amendments where necessary, soil and plant (also turf) removal, mulch, plant material and any other material and equipment necessary to complete the work.
ii. Turf Renovation - a per square foot price will be provided for the following complete service. Upon the completion of Seedbed Preparation; Delivery, Mulching, and Fertilization shall occur within the following 48 hours.

Page 25 of 50 ends

1455
Agreement No. 32500411
a. Seedbed Preparation - The areas to be seeded shall be reasonably smooth. Any debris, including rocks and roots which would interfere with seeding, growth, or maintenance of the vegetation, or as specified elsewhere in these specifications, shall be removed. The surface areas to be seeded, including fill slopes, shall be compacted by first bringing the soil to optimum moisture by drying or adding water, and track walking or rolling firm. The areas shall then be roughened by scarifying, discing, borrowing, or otherwise worked to a depth of 2" to 4". Scarifying operations shall be cross slope, where possible. Cut slopes shall be dressed to neat lines and all loose material raked to the toe and removed.
b. Delivery - All seed shall be delivered to the site tagged and labeled in accordance with California Agricultural Code. The seed shall be of a quality which has a minimum pure live seed content of 80% (% purity x % germination) and weed seed shall not exceed 0.5%. Legume seed shall be pellet inoculated with appropriate bacteria. The seed shall be broadcast with a truck or tractor mounted automatic seeder, where possible. Hand held breast seeders, (belly grinders) are suitable for small areas. Seed varieties are to be pre-approved through the City before application.
c. Renovation Mulching - Straw mulch shall be blown or hand broadcasted onto the ground. The application technique shall create a uniform depth of not less than two to three inches. The straw fibers shall be applied to form a uniform mat of loose straw through which no more than 15 percent of the original ground surface can be seen.

No large clumps or unscattered straw shall be present after application. Straw shall be clean rice, barley or wheat straw. Fibers shall not be chopped less than 6-inches in length.
d. Fertilization - The fertilizer shall be commercial type ammonium phosphate (16-20-0) and shall contain a minimum of 16% nitrogen, 20% available phosphoric acid, and 0% water soluble potash, and shall contain a minimum of 12 percent sulfur. The fertilizer shall be uniform in composition, dry and free flowing, pelleted or granular.

Fertilizer is to be applied at a rate of 1lb per 1000 square feet. e. Germination - The Service Provider shall be responsible for a successful ground cover and its survival through the germination period. This may include, but not be limited to, applying water or additional seed, and fertilizer. Any failed areas shall be replanted and successfully grown into mature plants, at the sole cost of the Service Provider. If it is determined that areas must be fenced to prohibit foot traffic from interfering with proper plant growth, Service Provider is to provide temporary fencing at Service Provider expense for the duration of the renovation.

Page 26 of 50 ends

1456
Agreement No. 32500411

EXHIBIT B

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

SCHEDULE OF COMPENSATION

Page 27 of 50 ends

1457
Agreement No. 32500411

EXHIBIT C

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

INSURANCE REQUIREMENTS
Prior to contract approval, CONSULTANT/SERVICE PROVIDER/SELLER/BIDDER (hereafter referred to as “SERVICE PROVIDER”) must procure, agree to maintain and supply evidence of insurance at the levels listed and in accordance with the other provisions listed in this document.
[SEE NEXT PAGES]

Page 28 of 50 ends

1458
Agreement No. 32500411

Page 29 of 50 ends

1459
Agreement No. 32500411

Page 30 of 50 ends

1460
Agreement No. 32500411

Page 31 of 50 ends

1461
Agreement No. 32500411

Page 32 of 50 ends

1462
Agreement No. 32500411

Page 33 of 50 ends

1463
Agreement No. 32500411

EXHIBIT D

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

LIVING WAGE POLICY
Pursuant to the Living Wage Policy adopted July 9, 2002 by the City Council and effective October 1, 2002, the City Manager and City Attorney are directed to include the following language in all standard trade services contracts and all unique trade services contracts governed by the Living Wage Policy.

A. SERVICE PROVIDER shall compensate any employee of SERVICE PROVIDER who provides services under this Agreement in accordance with the Living Wage Policy, attached hereto and incorporated herein by reference as the Living Wage Policy Exhibit. While this Agreement is in effect, SERVICE PROVIDER shall pay such employee no less than $19.51 per hour for each hour that such employee provides services under this Agreement. In addition, while this Agreement is in effect, SERVICE PROVIDER shall provide to such employee no less than 96 hours of paid leave per calendar year.

B. SERVICE PROVIDER agrees to post, at a location readily accessible to those employees providing services to the CITY, a copy of the Living Wage Policy adopted by City Council on July 9, 2002 and effective October 1, 2002.

C. If SERVICE PROVIDER fails to compensate such employee pursuant to the Living Wage Policy, the City Manager or designee shall terminate this Agreement on written notice to SERVICE PROVIDER, effective immediately.

D. In addition, if SERVICE PROVIDER fails to comply with the Living Wage Policy in any manner, SERVICE PROVIDER shall pay to CITY a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. SERVICE PROVIDER shall pay such fine and penalty within fifteen (15) calendar days after the City Manager or designee provides written notice to SERVICE PROVIDER of the amount owed.

Page 34 of 50 ends

1464
Agreement No. 32500411

CITY OF OXNARD LIVING WAGE REQUIREMENTS
EFFECTIVE JULY 1, 2024
SERVICE PROVIDER shall compensate any employee of SERVICE PROVIDER who provides services under this Agreement in accordance with the Living Wage Policy, attached hereto and incorporated herein by reference as Exhibit D. While this Agreement is in effect, SERVICE PROVIDER shall pay such employee no less than $19.51 per hour for each hour that such employee provides services under this Agreement. This hourly rate shall be adjusted on July 1, 2025, and each July 1 thereafter, according to the percentage change in the Consumer Price Index, all items, prepared by the Bureau of Labor Statistics for the Los Angeles area relating to all urban consumers (CPI-U), index base 1982-84=100, comparing May of the previous year to May of the current year. In addition, while this Agreement is in effect, SERVICE PROVIDER shall provide to such employee no less than 96 hours of paid leave per calendar year. a. SERVICE PROVIDER agrees to post, at a location readily accessible to those employees providing services to the CITY, a copy of the Living Wage Policy adopted by the Oxnard City Council on July 9, 2002 and effective October 1, 2002.
b. If SERVICE PROVIDER fails to compensate such employee pursuant to the Living Wage Policy, the City Manager or designee shall terminate this Agreement on written notice to SERVICE PROVIDER, effective immediately.
c. In addition, if SERVICE PROVIDER fails to comply with the Living Wage Policy in any manner, SERVICE PROVIDER shall pay to CITY a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. SERVICE PROVIDER shall pay such fine and penalty within fifteen (15) calendar days after the City Manager or designee provides written notice to SERVICE PROVIDER of the amount owed.

Page 35 of 50 ends

1465
Agreement No. 32500411

EXHIBIT E

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

PREVAILING WAGE

1. SERVICE PROVIDER acknowledges that the Project defined in the Agreement between SERVICE PROVIDER and CITY is a “public work” as defined in Division 2, Part 7, Chapter 1 of the California Labor Code (“Chapter 1”), and that this Agreement is subject to Chapter 1 and the rules and regulations established by the Director of Industrial Relations (“DIR”) implementing such statutes. SERVICE PROVIDER shall perform the Project as a public work. SERVICE PROVIDER shall comply with and be bound by all the terms, rules and regulations described in Chapter 1 and the DIR’s rules and regulations as though set forth in full herein.

2. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. SERVICE PROVIDER acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and SERVICE PROVIDER shall post such rates at each job site covered by this Agreement.

3. SERVICE PROVIDER is required to post job site notices, as prescribed by regulation. See Labor Code Section 1771.4(a)(2).

4. SERVICE PROVIDER shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. SERVICE PROVIDER shall, as a penalty to CITY, forfeit not more than $200 for each calendar day or portion thereof for each worker paid less than the DIR’s determined prevailing rates for the work or craft in which the worker is employed pursuant to this Agreement by SERVICE PROVIDER or any subcontractor. The Labor Commissioner shall determine the amount of the penalty as described in Section 1775.

5. SERVICE PROVIDER shall comply with Labor Code Section 1776, which requires SERVICE PROVIDER and each subcontractor to (1) keep accurate payroll records and verify such records in writing under penalty of perjury, (2) certify and make such payroll records available for inspection, and (3) inform CITY of the location of the records.

6. SERVICE PROVIDER shall comply with Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects for all apprenticeable occupations. Before commencing work under this Agreement, SERVICE PROVIDER shall provide CITY with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding the Project, SERVICE PROVIDER and each of its subcontractors shall submit to CITY a verified statement of the journeyman and apprentice hours performed under this Agreement.

Page 36 of 50 ends

1466
Agreement No. 32500411

7. SERVICE PROVIDER may not be debarred or suspended throughout the Agreement Term pursuant to Labor Code Section 1777.1 or 1777.7. If he, she or it becomes debarred or suspended in the Agreement Term, SERVICE PROVIDER must immediately notify CITY.

8. SERVICE PROVIDER is not qualified to bid on, be listed in a Bid proposal, or engage in the performance of any contract for public work, as defined in Labor Code Sections 1720 through 1861, unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. SERVICE PROVIDER shall continue without interruption to stay registered and qualified to perform public work pursuant to Section 1725.5 for the duration of the term of this Agreement. This provision does not apply to construction, alteration, demolition, installation or repair work of $25,000 or less or to maintenance work of $15,000 or less.

9. SERVICE PROVIDER acknowledges that 8 hours labor constitutes a legal day’s work.

SERVICE PROVIDER shall comply with and be bound by Labor Code Section 1810.

10. SERVICE PROVIDER shall comply with and be bound by Labor Code Section 1813 concerning penalties for workers who work excess hours. SERVICE PROVIDER shall, as a penalty to CITY, forfeit $25 for each worker employed in the performance of this Agreement by SERVICE PROVIDER or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by SERVICE PROVIDER’s employees in excess of 8 hours per day and 40 hours per week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than 1 ½ times the basic rate of pay.

11. The Project listed in the Agreement is subject to compliance monitoring and enforcement by the DIR.

12. SERVICE PROVIDER shall be responsible for each and every one of its subcontractors’ compliance with Chapter 1, the DIR’s rules and regulations, and Labor Code Sections 1860 and 3700. SERVICE PROVIDER shall include in the written contract between it and each subcontractor a copy of, and a requirement that each subcontractor shall comply with, those statutory provisions. SERVICE PROVIDER shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractors’ compliance, including without limitation, conducting a periodic review of the certified payroll records of each subcontractor, and upon becoming aware of the failure of the subcontractor to pay its workers the specified prevailing rate of wages, SERVICE PROVIDER shall diligently take corrective action to halt or rectify any failure.

13. To the maximum extent, SERVICE PROVIDER shall hold harmless, defend (with counsel approved by the City Attorney) and indemnify CITY, its legislative bodies, and its officials, officers, employees and agents from any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Service Provider, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the

Page 37 of 50 ends

1467
Agreement No. 32500411
Agreement, including without limitation the payment of all attorneys’ fees and other related costs.

All duties of SERVICE PROVIDER under this Section shall survive Agreement termination.

Page 38 of 50 ends

1468
Agreement No.32500411

EXHIBIT F

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

IRAN CONTRACTING ACT CERTIFICATION

Page 39 of 50 ends

1469
Agreement No. 32500411

EXHIBIT G

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

CITATION FORM

[Please see following pages]

Page 40 of 50 ends

1470
Agreement No. 32500411

Page 41 of 50 ends

1471
Agreement No. 32500411

EXHIBIT H

LANDSCAPE MAINTENANCE & SERVICE AGREEMENT
(CITY of Oxnard and GreenCoast Landscapes Inc.)

SERVICE AREA LOCATION MAPS

[Please see following pages]

Page 42 of 50 ends

1472
Agreement No. 32500411

Page 43 of 50 ends

1473
Agreement No. 32500411

Page 44 of 50 ends

1474
Agreement No. 32500411

Page 45 of 50 ends

1475
Agreement No. 32500411

Page 46 of 50 ends

1476
Agreement No. 32500411

Page 47 of 50 ends

1477
Agreement No. 32500411

Page 48 of 50 ends

1478
Agreement No. 32500411

Page 49 of 50 ends

1479
Agreement No. 32500411

Page 50 of 50 ends

1480
RFB #25‐62 Parks Landscape Maintenance
EMTS dba Elite Maintenance Garcia Landscaping GreenCoast Landscapes JAS Landscape Mariposa Landscapes Natural Green Landscape SGD dba Four Seasons Item Description Monthly Cost Monthly Cost Monthly Cost Monthly Cost Monthly Cost Monthly Cost Monthly Cost Region 1 (Weekly) 12,776.00 $ $ 11,000.00 $ 8,968.00 $ 16,500.00 $ 17,113.08 $ 11,895.00 $ 13,500.00 Region 2 (Weekly) 11,229.00 $ $ 10,500.00 $ 8,071.00 $ 12,070.00 $ 14,055.68 $ 8,990.00 $ 12,500.00 Region 3 (Weekly) 24,153.00 $ $ 18,688.00 $ 17,936.00 $ 33,430.00 $ 43,458.20 $ 21,895.00 $ 25,200.00 Region 4 (Weekly) 13,469.00 $ $ 11,500.00 $ 9,864.00 $ 17,240.00 $ 16,269.03 $ 13,895.00 $ 15,200.00 Total Monthly Cost 61,627.00 $ $ 51,688.00 $ 44,839.00 $ 79,240.00 $ 90,895.99 $ 56,675.00 $ 66,400.00 1481
Agreement A-8339 (1st Amendment)
1482
Agreement A-8340 (1st Amendment)
1483
Agreement A-8341 (2nd Amendment)
1484
Agreement A-8342 (1st Amendment)
1485
Rate Sheet for RFP-PW-22-104 Enhanced General Fund Park Maintenance. A-8483 S.L. "A" S.L "B"

2.50% 2.50%
1 Beck Park 600 W Kamala 3 7.75 337,611 1,819.00$ 900.00$ 45.48$ 22.50$ $ 1,864.48 $ 922.50 2 Cabrillo Park 1600 Ebony Drive 1 5.19 226,256 966.00$ 428.00$ 24.15$ 10.70$ $ 990.15 $ 438.70 3 Carty Par
k 3900 S F Street 4 3.3 143,883 937.00$ 477.00$ 23.43$ 11.93$ $ 960.43 $ 488.93 4 College Estate Park 1400 Gary Drive 4 5.58 243,090 1,558.00$ 804.00$ 38.95$ 20.10$ $ 1,596.95 $ 824.105 Colonia Park 170 N Juanita Ave 2 5.42 236,017 1,357.00$ 670.00$ 33.93$ 16.75$ $ 1,390.93 $ 686.756 Community Center Park East 800 Hobson Way 2 5.46 237,963 1,702.00$ 916.00$ 42.55$ 22.90$ $ 1,744.55 $ 938.90 7 Community Center West Par
k 801 Hobson Way 2 5.45 237,304 1,205.00$ 629.00$ 30.13$ 15.73$ $ 644.73 1,235.13 $ 8 Connelly Par
k 2101 Bevra 1 1.85 80,668 783.00$ 490.00$ 19.58$ 12.25$ $ 802.58 $ 502.25 9 Del Sol Park 1500 Camino Del Sol 2 11 479,247 2,383.00$ 1,131.00$ 59.58$ 28.28$ $ 2,442.58 $ 1,159.28 10 Durley Par
k 800W Hill Street 3 6.52 284,004 1,434.00$ 679.00$ 35.85$ 16.98$ $ 695.98 1,469.85 $ 11 Eastwood Park 1401 N F Street 1 3.79 165,086 1,636.00$ 904.00$ 40.90$ 22.60$ $ 1,676.90 $ 926.60 12 Fremont Tot Park 1130 N M Street 1 0.44 19,059 320.00$ 209.00$ 8.00$ 5.23$ $ 328.00 $ 214.2313 Garden City Acres Par k 5302 Cypress Road 4 3.85 167,730 1,199.00$ 630.00$ 29.98$ 15.75$ $ 645.75 1,228.98 $ 14 Johnson Creek Park 501 East Johnson Road 4 7.46 324,808 1,547.00$ 790.00$ 38.68$ 19.75$ $ 1,585.68 $ 809.75 15 Kohala Park Kohala Street 2 1.01 43,948 403.00$ 309.00$ 10.08$ 7.73$ $ 413.08 $ 316.7316 Lathrop Park 600 E Guava Street 4 2.33 101,599 808.00$ 432.00$ 20.20$ 10.80$ $ 828.20 $ 442.8017 Lemonwood Par k 2055 E San Mateo Place 4 7.43 323,808 1,482.00$ 718.00$ 37.05$ 17.95$ $ 1,519.05 $ 735.95 18 Marina West 1300 S Novato Drive 3 5.65 246,020 1,258.00$ 611.00$ 31.45$ 15.28$ $ 1,289.45 $ 626.2819 Neptune Park
Neptune Square 1.24 43,560 157.00$ 100.00$ 3.93$ 2.50$ $ 160.93 $ 102.50 20 Orchard Park 2130 Edelweiss Street 1 9.08 395,507 1,816.00$ 835.00$ 45.40$ 20.88$ $ 1,861.40 $ 855.8821 Oxnard Beach Park 1601 S Harbor Blvd 3 10.1 439,855 5,834.00$ 3,634.00$ 145.85$ 90.85$ $ 5,979.85 $ 3,724.85 22 Plaza Park 500 S C Street 2 1.38 59,939 595.00$ 330.00$ 14.88$ 8.25$ $ 609.88 $ 338.25 23 Pleasant Valley Park 4501 Justin Way 4 8.11 353,077 1,907.00$ 977.00$ 47.68$ 24.43$ $ 1,954.68 $ 1,001.43 24 Rio Lindo Park 841 Blanca Street 1 6.34 276,202 2,289.00$ 1,276.00$ 57.23$ 31.90$ $ 2,346.23 $ 1,307.90 25 Sea Air Park 2011 Ninth Street 3 7.2 313,433 1,844.00$ 924.00$ 46.10$ 23.10$ $ 1,890.10 $ 947.10 26 Seaview Par
k 1001 Offshore Street 3 5.33 232,122 1,880.00$ 1,010.00$ 47.00$ 25.25$ $ 1,927.00 $ 1,035.25 27 Sierra Linda Park 1040 Indigo Place 1 5 217,585 1,412.00$ 718.00$ 35.30$ 17.95$ $ 1,447.30 $ 735.95 28 South Bank Par
k 2610 Woodside Place 1 5.66 246,371 1,233.00$ 611.00$ 30.83$ 15.28$ $ 1,263.83 $ 626.28 29 Southwest Community Par
k 2500 W 5th Street 3 18.39 801,157 3,845.00$ 1,801.00$ 96.13$ 45.03$ $ 3,941.13 $ 1,846.03 30 Southwest Community Park Ext 2500 W 5th Street 3 5.08 221,402 714.00$ 272.00$ 17.85$ 6.80$ $ 731.85 $ 278.80 31 Southwinds Par
k 455 W Clara Street 4 5.91 257,499 1,618.00$ 817.00$ 40.45$ 20.43$ $ 1,658.45 $ 837.43 32 Thompson Park 201 N Imperial Street 2 2.1 91,636 731.00$ 390.00$ 18.28$ 9.75$ $ 749.28 $ 399.7533 Via Marina Park 3301 Keel Way 3 11.11 483,916 2,199.00$ 1,010.00$ 54.98$ 25.25$ $ 2,253.98 $ 1,035.25 34 Wilson Park 350 N C Street 2 1.69 73,573 1,273.00$ 828.00$ 31.83$ 20.70$ $ 1,304.83 $ 848.70 35 -$ 1,412.00$ -$ 35.30$ $ - $ 1,447.30
193.2 8,404,935 52,144.00 $ 28,672.00 $ $1,303.60 $ 716.80 $ 53,447.60 $ 29,388.80 Turf Aeration $ 512.50/ per acre $ 320,685.60 $ 176,332.80 Spot Seeding $ 3,491.15 / per acre
4 Man Crew Hourly Rate $ 200.90 / per
hour
Total Price for a 6-Month Extension>>
Add Level "B" services to 52 additional dog waste containers per proposal dated 9/18/2023 Acres Sq Ft Service Level A Service Level B
Additional Services
Park Location/Address Region Service Level B New Price Service Level A New Price Agreement A-8483 (Updated Rates)
1486
Agreement A-8483
1487
Four Service Agreements with GreenCoast
Landscapes Inc. for Landscape Maintenance
Services for Citywide General Fund Parks
City Council
May 6, 2025
Brandon Lopez
Parks Manager
1488
That the City Council approve and authorize the Mayor to execute the following Agreements with GreenCoast Landscapes Inc. for an initial term of three years each from July 1, 2025, to June 30, 2028, with an option for two consecutive one-year period extensions ending June 30, 2030, for landscape maintenance services in City General Fund Parks:

1. Agreement 32500408 for a total amount not to exceed
$913,000;

2. Agreement 32500409 for a total amount not to exceed
$822,000;

3. Agreement 32500410 for a total amount not to exceed
$1,827,000; and

4. Agreement 32500411 for a total amount not to exceed
$1,008,000.

RECOMMENDATION 2
1489
● Prior to the passing of Measure E, for Fiscal Year 2019-20, there was a reduction in staffing as a result of budget constraints. This included the elimination of 15 full-time Groundworker I/II positions from the Public Works Department.
● After the passing of Measure E in November 2020, staff created a plan for restoring maintenance of the citywide streets, landscapes, and parks. The intent of using contract services was to have the routine maintenance tasks conducted by a
contractor.

● This allowed the eleven remaining Parks Maintenance staff members the flexibility to be assigned reactive and proactive tasks such as repairs that are outside of routine maintenance, as well as park facility improvements, renovating landscapes, and repairing and modernizing the irrigation systems.

BACKGROUND 3
1490
• To provide equal level of service for the park maintenance, the City was divided into four contract areas consisting of eight parks in three of the contract areas and nine parks in one contract area. • On June 29, 2021, the City Council approved Agreements A-8339, A-8340, A-8341, and A-8342 to Mariposa Landscapes, Inc. (Mariposa) as the lowest responsive bidder for each contract area.
• The scope of work for these Agreements provides basic routine mowing and debris removal within the General Fund parks. The total cost for all four Agreements was $2,405,000 for the three-year terms ending June 30, 2024.

BACKGROUND 4
1491
• In September of 2022, the City bid and entered into a fifth Agreement (A-8483) with Mariposa for additional landscape services throughout all four park contract areas, that included additional trash and debris removal outside of the landscaped areas of the parks, trash can services, weed removal,
fertilization, and “Additional Services”.
• The original total for this Agreement for “Additional Services” was not-to-exceed the total amount of $758,919 for a term ending June 30, 2024 and was approved by Council on September 6, 2022.
• On May 21, 2024, the City Council approved the Amendments for all five park landscape Agreements to increase the not-to-exceed value from $3,163,919 to $4,175,880 to cover the park
maintenance services through June 30, 2025.

BACKGROUND 5
1492
• This table shows the final monthly rates for the services in each region along with the additional services Agreement:

BACKGROUND 6
Region Contractor/Agreement Final Monthly Cost
1 Mariposa A-8339 $12,268
2 Mariposa A-8340 $11,094
3 Mariposa A-8341 $25,820
4 Mariposa A-8342 $14,286
Additional Service Mariposa A-8483 $29,532
TOTAL MONTHLY $93,000
1493
• On December 4, 2024, the City released a Request For Bid (RFB 25-62) for Landscape Maintenance Services in General Fund parks.
• Outreach efforts included direct notifications to five potential vendors, publication on www.PublicPurchase.com, and posting on the City’s Purchasing website.
• The proposed Agreements include, turf management, shrub and groundcover pruning, hardscape cleaning, litter and debris removal, weed control, minor tree care, and the capacity for “Additional Services”.

DISCUSSION 7
1494
• The “Additional Services” contained within each of these Agreements are for landscape tasks that are outside of the scheduled maintenance scope of work for General Fund parks. • The City currently uses multiple agreements with various landscape contractors to perform on-call landscape throughout the City. The fifth park maintenance Agreement with Mariposa, for on-call landscape maintenance services, will also expire in June 2025
• Therefore, staff has been consolidating these on-call landscape services into newly awarded landscape agreements.
• This will increase efficiency and eliminate the time required to solicit for new on-call landscape services.

DISCUSSION 8
1495
• These “Additional Services” will only be performed with an approved Task Order from staff and verification of the approved contract costs and available funds.
• The current annual cost for the park’s “Additional Services” Agreement is $354,384 per year.
• The “Additional Services” for these new General Fund Park Maintenance Agreements are budgeted for each fiscal year. • For the first year, the “Additional Services” for all four Agreements total $322,839 ($31,535 less than current
Agreement).

DISCUSSION 9
1496
• However, there is no guarantee to the contactor that these services will be requested or performed.
• Payment for these services will only be paid after a Task Order is issued and the requested service has been verified by staff as completed.
• On December 11, 2024, the City held a mandatory job walk with the potential bidders
• This allowed Staff to go over the expectations of the Scope of Services and provide clarification to contractors.

DISCUSSION 10
1497
• Seven contractors attended the job walk.
• The deadline for proposal submissions was January 7, 2025, and the City received a total of seven proposals.
• GreenCoast Landscapes Inc. (“GreenCoast”) provided the lowest responsible bid in each of the four contact areas (Agreements).

DISCUSSION 11
1498
• The monthly bid amounts from each contractor, to provide weekly services within all four park areas, are as follows:

DISCUSSION 12
Contractor Monthly Bid Amount
GreenCoast Landscapes Inc. $44,839.00*
Garcia’s Landscape $51,688.00*
Natural Green Landscape $56,675.00*
Elite Maintenance $61,627.00*
Four Seasons $66,400.00*
JAS Landscape $79,240.00*
Mariposa Landscapes $90,895.99*
*Each contractor bid lower than the cost for the current Agreements, including the “Additional Services” Agreement.
1499
• On January 16, 2025, Staff met with GreenCoast to ensure they were prepared and capable of meeting the requirements, as stated in the contract documents.
• Staff has confirmed that GreenCoast meets all the required City Contractual provisions, including possession of a City business tax certificate, insurance certificates, and corporate filing with the California Secretary of State.
• Additionally, GreenCoast currently has an Agreement with the City that provides landscape services for the Water,
Wastewater, and Environmental Resources Divisions, as well as the Transportation Center.

DISCUSSION 13
1500
• Since July 1, 2024, GreenCoast has performed these services in accordance with the Agreement.
• Based upon the available information and research performed to date, staff believes that this vendor is capable of satisfactorily meeting the needs of the City.

DISCUSSION 14
1501
• The total cost for all four Agreements with GreenCoast Landscapes Inc. shall not exceed $4,570,000 during the
five-year terms.
• Funding for FY 2025-26 and subsequent fiscal years will be requested through the annual budget process.
• The not-to-exceed amount includes capacity for “Additional Services” for on-call landscaping services and increasing service frequencies.
• These services will only be authorized by staff through Task Orders
FINANCIAL IMPACT 15
1502
• The Agreements allow for a price increase, through a written request with documentation to support the request, not to exceed 3% over the previous year.
• Therefore, these annual not-to-exceed amounts are calculated at the maximum of 3% per year, if authorized by the City.

FINANCIAL IMPACT 16
1503

QUESTIONS
17 1504

CITY COUNCIL AGENDA REPORT

REPORTS
AGENDA ITEM NO. N.5
DATE: May 6, 2025
TO: City Council
FROM: Michael Wolfe, Public Works Director, (805) 385-8055, [email protected] SUBJECT: Fiscal Year 2025-26 Utility Ratepayers Assistance Program (Project Assist) Update. (15 minutes)

RECOMMENDATION
That the City Council:

1. Adopt a resolution for the Utility Ratepayers Assistance Program (Project Assist) for Fiscal Year 2025-26 to assist eligible Oxnard residents and authorize staff to grant financial relief equal to a monthly $25.00 maximum credit per utility bill charged to residential customers who meet the eligibility requirements discussed in this staff report up to the amount funded for Fiscal Year 2025-26; and

2. Authorize staff to fund Project Assist in Fiscal Year 2025-26 by utilizing $270,000 that has been paid to the City for current and prior year late penalties from City utility customers. (Public Works and Transportation Committee approved 3-0 on April 8, 2025) Please click the following link to view the required Measure M pre-recorded presentation video: https://youtu.be/ggPDAKvwclw

BACKGROUND
Project Assist is the City of Oxnard’s utility rate assistance program for eligible solid waste, water, and wastewater residential utility customers. The City Council initially approved this program in May 2017, and it has continued to be renewed by the City Council annually. Late penalties from utility customers fund the program. For Year 8, Fiscal Year 2024-25, the Project Assist budget was $241,500 and the financial relief per customer was $25.00 per month, allowing up to 805 participants for a full 12 months.

Upon initial approval of Project Assist in 2017, the City Council requested staff to return annually with an update on the program. The Program outreach, in English and Spanish, has relied on a multi-faceted social media approach including utility bill inserts, City website posting, press releases, and word-of-mouth. If customers participate in the program for one fiscal year and meet the eligibility requirements for the next Fiscal year, they are still required to reapply for the program.

This is to ensure that participants remain eligible each program year.

The following are some statistics related to applications for Fiscal Year 2024-25 (Year 8):
• Project Assist has accepted and enrolled 846 Oxnard residents from July 2024 through February 28, 2025 • FY 2024-25 is the first time Project Assist program had a waiting list (50 participants on the waiting list as of February 2025)

DISCUSSION
1505
For Project Assist Year 9, Fiscal Year 2025-26, staff is requesting to allocate $270,000, up from $241,500 from last year, from utilities late penalty revenues to fund the Project Assist Program. A $270,000 budget allocation would continue to allow for a maximum $25.00 monthly credit for approximately 900 eligible residential utility customers to participate for 12 months. Please note that the total number of participants may exceed the annual participant amount since some applications are not submitted early enough in the fiscal year to receive the full twelve months of the annual program.

Table 1, is a history of eligible participants, funds expended for Project Assist, and the penalty amount collected since the inception of Project Assist.

Table 1.

Fiscal
Year
Actual
Participants
Max
Monthly
Credit
Participant
Cap
**Actual
Utility
Rate
Assistance
Allocated
Budget Utility Penalties
Year 1
FY 17-18
392 $10 832 $29,520 $100,000 $1.14M/yr
Year 2
FY 18-19
548 $10 832 $37,290 $100,000 $1.34M/yr
Year 3
FY 19-20
531 $15 805 $77,490 $145,000 $1.01M/yr
Year 4
FY 20-21
764 $15 805 $116,145 $145,000 $1.29M/yr
Year 5
FY 21-22
740 $15 805 $117,870 $145,000 $0.00 Covid- No late
penalties collected
Year 6
FY 22-23
784 $15 805 $125,400 $145,000 $1.25M/yr
Year 7
FY 23-24
839 $25 805 216,750 $241,500 $1.3M/yr
Year 8
FY 24-25
846* $25 805 $241,450 $241,500 $1.4M/yr
estimated
1506
Proposed
for Year 9
FY 25-26
900 $25 900 N/A $270,000 $1.3M/yr
estimated
*Actual utility rate assistance committed through February 28, 2025 ** Reflects actual expenditures from the General Ledger, based upon the participant’s effective start date Given the unpredictable revenue of late penalties collected, staff does not recommend going beyond a $25.00 per month credit, for Year 9, FY 25-26. Assuming that utilities late penalties are collected in roughly the same amount as past fiscal years, there will be sufficient penalty revenue to fund Project Assist in FY 2025-26.

Utilities' late penalties incurred by utility customers for failure to timely pay their utility bills are not governed by Article XIII D of the California Constitution, because they are not considered an incident of property ownership for purposes of Proposition 218. Late penalties are imposed to regulate conduct, encouraging prompt payment of utility bills. These are not considered a property-based fee or charges to be used for the cost of providing utility services. Accordingly, the late penalties collected by the utility can be used for purposes unrelated to utility service. The City’s utilities may use late penalties to fund the Project Assist Program.

ELIGIBILITY FOR PROJECT ASSIST
Eligibility is determined by the applicants’ acceptance into the Southern California Edison (SCE) or the SoCalGas Company’s California Alternate Rates for Energy (CARE) programs. The Project Assist Program mirrors the CARE income guidelines shown in Table 2, effective from June 1, 2024, to May 31, 2025:

Table 2.

Household Size Income Eligibility Upper
Limit
1-2 $40,880
3 $51,640
4 $62,400
5 $73,160
6 $83,920
7 $94,680
8 $105,440
Each Additional Person $10,760
Source: https://www.cpuc.ca.gov/industries-and-topics/electrical-energy/electric-costs/care-fera-program Since its inception, the availability of the program is capped by the total amount of funding approved by City Council each year. Applicants are screened annually on a first-come, first-served basis and must apply each year to ensure participants remain eligible for the Project Assist Program. Customers can file applications in English or Spanish online at https://www.oxnard.gov/projectassist; by email [email protected], by phone at 805 200-2202, in person at 111 S. Del Norte Boulevard, or by mail via the United States Postal Service throughout the program year. Year 9 of the Project Assist Program will commence on July 1, 2025, and continue through June 30, 2026.
1507
The following information is provided as context related to other agencies’ similar rate-assist programs and recent active and completed State/Federal funded programs for utility customers as one-time recovery programs related to the pandemic.

OTHER MUNICIPAL UTILITY RATEPAYERS ASSISTANCE PROGRAMS
City of Camarillo
The City of Camarillo offers those residents who are at least sixty-three (63) years of age eligible to qualify for a reduced rate on water service based on their income. Monthly discounts are for sewer and water and are funded by late penalties on utility services.

City of Davis
The City of Davis introduced a Water Assistance Program to help low income homeowners offset water costs.

The first 250 eligible homeowners to apply for the program, will receive a $10 discount on their water bill every month. Homeowners who meet the income qualification requirements and who are enrolled in Pacific Gas & Electric’s (PG&E) CARE Program are eligible. Funds for this program are funded through the City’s customer donations along with additional funding coming from the City’s General Fund.

City of Port Hueneme
The City of Port Hueneme offers a CityCare Program for qualified residents that offers up to seven-percent (7%) discount on a resident’s utility bill. Eligibility for this discount program is based on Southern California Edison’s (SCE) CARE Program; where if a resident qualifies for the SCE CARE Program, then they will qualify for the CityCare Program. The City of Port Hueneme funds its Care Program from an interest rate revenue fund.

City of Tracy
The City of Tracy offers a Low-Income Rate Assistance (LIRA) Program for water, sewer and garbage service.

The LIRA Program waives the minimum monthly meter charge of $18.50, discounts the monthly sewer fee by $2.55, and discounts basic monthly garbage fee by $5.00.

City of Ventura
The City of Ventura directs $75,000 annually from penalties to fund a residential Water Customer Assistance Program. The Ventura program currently has a cap of 551 customers per year. After eligibility is determined, the discount is dependent on the size of the water meter. Discounts are 50% of the cost shown on the metered water bill as a service charge up to approximately $135.96 annually.

FEDERAL AND STATE ASSISTANCE PROGRAMS
Low Income Home Energy Assistance Program (LIHEAP)
LIHEAP is a federally funded program which California continues to receive funding. Funding for LIHEAP is limited and the program prioritizes households with the greatest need. LIHEAP utility assistance provides onetime payments to households struggling to pay their energy bills. LIHEAP is still assisting with utility bills and more information can be found by visiting the website at: www.csd.ca.gov/energybills.

California Low Income Household Water Assistance Program (LIHWAP) In addition to LIHEAP, the California Low Income Household Water Assistance Program (LIHWAP) was available for low-income Oxnard residents to assist with their water and wastewater bills. Unfortunately, as of March 31, 2024, LIHWAP stopped taking applications due to lack of funding and more information can be found by visiting the website at: https://www.csd.ca.gov/lihwap.

Community Action Ventura County (CAVC) - Home Energy Assistance Program (HEAP) The CAVC HEAP Program targets low-income households, especially those home to senior citizens, disabled 1508
individuals, and families with young children. Due to limited funding and in accordance with Federal law, CAVC has activated its priority point system prioritizing applications with higher energy burden, lowest household income and vulnerable household members (seniors citizens, disabled individuals, and families with children under 6 years of age). Further information can be found by visiting: https://ca-vc.org/heap-utilityassistance/. Residents can also contact CAVC at 805-436-4000 or leave a message at 805-436-4021.

STRATEGIC PRIORITIES
This agenda item supports the Quality of Life strategy. The purpose of the Quality of Life strategy is to restore and increase quality services and programs that enrich Oxnard's diverse community, promotes safe neighborhoods, encourages community engagement, and supports our residents in their efforts to improve their quality of life.

FINANCIAL IMPACT
The fiscal impact of approving the Utility Rates Assistance Program for Year 9 in Fiscal Year 2025-26 is $270,000 from utilities late penalty revenues. There are sufficient funds from current and prior year penalties collected to fund Year 9 of the Project Assist Program.

COMMITTEE OUTCOME
The Public Works and Transportation Committee approved 3-0 on April 8, 2025 to approve the staff recommendation and to forward the item for Council approval.

Prepared by: Brian Yanez, Assistant Public Works Director, Eric Zetz, Division Manager

ATTACHMENTS

1. Project Assist Resolution FY 2025-26

2. Presentation
1509

CITY COUNCIL OF THE CITY OF OXNARD
RESOLUTION NO.

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF OXNARD ADOPTING A UTILITY RATEPAYERS ASSISTANCE PROGRAM FOR FISCAL YEAR 2025-26 WHEREAS, the City of Oxnard provides water, wastewater, and solid waste services to residents and businesses within the community; and
WHEREAS, clean water and good sanitation are essential to public health and safety and improve the quality of life of residents; and
WHEREAS, the City desires to assist eligible low-income utility customers with financial assistance to help pay their monthly utility bills; and WHEREAS, ratepayers must meet certain eligibility criteria to receive the financial assistance from the City; and
WHEREAS, the City may fund a ratepayers assistance program using late fee payments; and
WHEREAS, the City Council adopted a ratepayers assistance program in 2017 and now desires to extend this assistance available to eligible ratepayers for Fiscal Year 2025-26.

NOW, THEREFORE, the City Council of the City of Oxnard resolves:

1. The foregoing recitals are true and correct.

2. Adoption of Program. The Utility Ratepayers Assistance Program (Project Assist) that is further explained in Exhibit A, which is attached hereto and incorporated herein by this reference, is hereby adopted. The City Manager is authorized to take all administrative actions necessary to implement Project Assist and to make non-substantive modifications that may be necessary for the operation.

3. If any section, sentence, clause or phrase of this Resolution or exhibit thereto is determined to be invalid, illegal or unconstitutional by a decision or order of any court or agency of competent jurisdiction, then such decision or order will not affect the validity and enforceability of the remaining portions of this Resolution. The City Council declares that it would have adopted the Resolution, and each exhibit, section, sentence, clause or phrase thereof, regardless of the fact that any one or more sections, subsections, sentences, clauses, or phrases be declared invalid or unconstitutional.

4. CEQA. According to Section 15378 of Title 14 of the California Code of Regulations, the California Environmental Quality Act (CEQA) defines a “project” as “the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment.” The term does not apply to general policy and procedure making that does not have the potential for resulting in a direct, or a reasonably foreseeable indirect, physical change in the environment. Project Assist is a policy and procedure making that does not have the potential for resulting in a direct, or a 1510
Resolution No.

Utility Ratepayers Assistance Program for Fiscal Year 2025-26

Page 2 ends

reasonably foreseeable indirect, physical change in the environment as it does not build, install, demolish or otherwise affect land use. Since this is not considered a “project” under CEQA, no further environmental review is required.

5. Resolution No. 15,777, which adopted the Project Assist for Fiscal Year 2024-25, is hereby repealed as of July 1, 2025.

PASSED AND ADOPTED this 6th day of May 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_____________________________________
Luis A Mc Arthur, Mayor
ATTEST:

Luly A. Lopez, City Clerk
APPROVED AS TO FORM:

Stephen M. Fischer, City Attorney
1511
Resolution No.

Utility Ratepayers Assistance Program for Fiscal Year 2025-26

Page 3 ends

EXHIBIT A
Utility Ratepayers Assistance Program (Project Assist)

1. Utility Ratepayers Assistance Program (Project Assist) Description. The City shall provide Project Assist eligible participants in the form of financial assistance to be applied directly to the ratepayer’s monthly bill.

The proposed financial assistance amount is subject only to the restrictions of adequate funding for Project Assist.

Funding. Approve a Rates Assistance Program for Utility Bills to assist Oxnard residents and authorize staff to grant financial relief equal to $25.00 of the monthly City of Oxnard utility bill charge for customers meeting the eligibility requirements described herein effective July 1, 2025; Authorize staff to direct $270,000 annually from penalty fees to fund the Utility Rate Assistance Program for Utility Bills Fiscal Year 2025-26 (July 1, 2025 – June 30, 2026) to assist residential customers.

2. Notices. Community outreach efforts will be used to notify the public about Project Assist and the positive impacts it will have on the community by helping to ensure that eligible ratepayers have access to this vital resource.

3. Application. Eligible ratepayers wishing to participate in Project Assist must complete a written application and declaration of eligibility. Based on this application, City staff will determine whether the ratepayer is eligible to participate.

4. Eligibility. Funds shall only be applied to utility accounts with the City on behalf of ratepayers who meet all the following criteria.

5. Each household or single ratepayer may be eligible for financial assistance equal to $25.00 of the monthly utility charge for customers who qualify for financial assistance.

Eligibility Requirements
Conditions for Participation: Eligibility in the CARE (California Alternate Rates for Energy) Program with Southern California Edison or SoCalGas The utility bill must be in the name of the ratepayer and the address of the ratepayer must be the primary address
The customer cannot be claimed as a dependent on another person’s income tax return other than a spouse
A customer must recertify an application when requested 1512
Resolution No.

Utility Ratepayers Assistance Program for Fiscal Year 2025-26

Page 4 ends

A customer must notify the City of Oxnard within 30 days if they no longer qualify for assistance
The most recent City of Oxnard utility bill
Most recent SoCalGas Company bill or Southern California Edison bill showing CARE Program eligibility
Project Assist application form
Only one discount shall be applied per household
The City will apply funding from penalty revenues on a first-come, first-served basis for eligible participants. The City cannot guarantee that there will be adequate funds for all eligible applicants.

Annual Review. All applications shall be reviewed on an annual basis for continued funding resources and each ratepayer’s eligibility standards.

Eligibility is determined by the applicant’s acceptance into the Southern California Edison (SCE) or the SoCalGas Company’s California Alternate Rates for Energy (CARE) programs. Project Assist mirrors the CARE income guidelines shown in Table 2, effective from June 1, 2024, to May 31, 2025:

2. Authorize staff to fund Project Assist in Fiscal Year 2025-26 by utilizing $270,000 that has been paid to the City for current and prior year late penalties from City utility customers.

RECOMMENDATION 2
1515
That the City Council:

2. Authorize staff to fund Project Assist in Fiscal Year 2025-26 by utilizing $270,000 that has been paid to the City for current and prior year late penalties from City utility customers.

RECOMMENDATION 3
1516
• Project Assist is a utility rate assistance program for eligible solid waste, water and wastewater residential utility customers funded by late penalties from utility customers
• For Year 8, Fiscal Year 2024-25, the Project Assist budget was $241,500 and the financial relief per customer was $25.00 per month, allowing up to 805 participants for a full 12 months • Project Assist has accepted and enrolled 846 Oxnard residents from July 2024 through February 28, 2025
BACKGROUND 4
1517
• FY 2024-25 is the first time Project Assist program had a waiting list (50 participants on the waiting list as of February 2025)
• Project Assist Year 9, Fiscal Year 2025-26, staff is requesting to allocate $270,000, up from $241,500 from last year
• A $270,000 budget allows for a $25.00 monthly credit for approximately 900 eligible residential utility customers to participate for 12 months in the program annually
DISCUSSION 5
1518
DISCUSSION 6
History of Funding and Participation for Project Assist ●
*Actual utility rate assistance through February 28, 2025 ** Reflects actual expenditures from the General Ledger, based upon the participant’s effective start date Fiscal Year
Actual
Participants
Max Monthly
Credit Participant Cap
**Actual
Utility Rate Assistance Allocated Budget Utility Penalties Year 1 FY
17-18
392 $10 832 $29,520 $100,000 $1.14M/yr
Year 2
FY 18-19
548 $10 832 $37,290 $100,000 $1.34M/yr
Year 3
FY 19-20
531 $15 805 $77,490 $145,000 $1.01M/yr
Year 4
FY 20-21
764 $15 805 $116,145 $145,000 $1.29M/yr
Year 5
FY 21-22
740 $15 805 $117,870 $145,000 $0.00 Covid- No late
penalties collected
Year 6
FY 22-23
784 $15 805 $125,400 $145,000 $1.25 M/yr
Year 7
FY
23-24
839 $25 805 216,750 $241,500 $1.3 M/yr
Year 8
FY
24-25
846* $25 805 $241,450 $241,500 $1.4 M/yr
estimated
Proposed for
Year 9
FY 25-26
900 $25 900 N/A $270,000 $1.3 M/yr
estimated
1519
• Given the unpredictable revenue of late penalties collected, staff does not recommend going beyond a $25.00 per month credit for Year 9, FY 25-26 • Assuming that late penalties are collected in roughly the same amount as past fiscal years, there will be sufficient penalty revenue to fund Project Assist in FY 2025-26
• Utilities late penalties incurred by utility customers for failure to timely pay their utility bills are not governed by Article XIII D of the California Constitution, because they are not considered an incident of property ownership for purposes of Proposition 218
• The City’s utilities may use the late penalties to fund the Project Assist Program
DISCUSSION 7
1520
DISCUSSION 8

ELIGIBILITY FOR PROJECT ASSIST
Eligibility is determined by the applicants’ acceptance into the Southern California Edison (SCE) or the
SoCalGas Company’s California Alternate Rates for
Energy (CARE) programs.
https://www.cpuc.ca.gov/industries-and-topics/electrical -energy/electric-costs/care-fera-program
1521
DISCUSSION 9
●
The Project Assist Program mirrors the CARE income eligibility guidelines shown below effective from June 1, 2024, to May 31, 2025:

Source: https://www.cpuc.ca.gov/industries-and-topics/electrical-energy/electric-costs/care-fera-program Household Size CARE Income Eligibility Upper Limit
1-2 $40,880
3 $51,640
4 $62,400
5 $73,160
6 $83,920
7 $94,680
8 $105,440
Each Additional Person $10,760
1522
• The availability of the program is capped by the total amount of funding approved by Council each year
• Customers can file applications in English or Spanish online at • www.oxnard.gov/finance/utility-billing/project-assist • Or by email, in person, or by mail via the United States Postal Service throughout the program year
• Applicants are screened on a first-come, first-served basis and must apply each program year to ensure participants remain eligible • Year 9 of the Project Assist Program will commence on July 1, 2025, and continue through June 30, 2026
DISCUSSION 10
1523

OTHER ASSISTANCE PROGRAMS
DISCUSSION 11
● Low Income Home Energy Assistance Program (LIHEAP)
utility assistance provides one-time payments to households struggling with utility bills:
○ www.csd.ca.gov/energybills
1524
Community Action Ventura County (CAVC) - Home Energy
Assistance Program (HEAP)
• Targets low-income households, especially those home to senior citizens, disabled individuals, and families with young children
• Utilizes a priority point system prioritizing applications with higher energy burden, lowest household income and
vulnerable household members (seniors citizens, disabled individuals, and families with children under 6 years of age) • Residents can contact CAVC
• https://ca-vc.org/heap-utility-assistance/
• By phone 805-436-4000
• Leave a message at 805-436-4021
DISCUSSION 12
1525
The fiscal impact of approving the Utility Rates Assistance Program (Project Assist) for Year 9 in Fiscal Year 2025-26 is $270,000 from late penalty revenues.

FINANCIAL IMPACT 13
1526

QUESTIONS
14 1527

CITY COUNCIL AGENDA REPORT

REPORTS
AGENDA ITEM NO. N.6
DATE: May 6, 2025
TO: City Council
FROM: Michael Wolfe, Public Works Director, (805) 385-8055, [email protected] SUBJECT: Applications to the 2025 Southern California Association of Governments (SCAG) Call for Project Nominations for Surface Transportation Block Grant (STBG) program and Congestion Mitigation and Air Quality (CMAQ) Program Grant Funds. (10 minutes)

RECOMMENDATION
That the City Council approve and authorize the:

1. Submission of four grant applications for Surface Transportation Block Grant (STBG) program and Congestion Mitigation and Air Quality (CMAQ) Improvement Program in various amounts, with an 11.47% match requirement;

2. City Manager, or designee, to execute the grant agreements;

3. Finance Director, or designee, to submit financial reports, grant claims, and approve budget appropriations for the use of grant funds; and

4. Public Works Director, or designee, to submit non-financial reports. (This item did not originate in Committee as it is for capital improvement projects specifically listed in the City's Capital Improvement Program budget, which was previously approved by the City Council.) Please click the following link to view the required Measure M pre-recorded presentation video: https://youtu.be/5lDLAyXNImk

BACKGROUND
The Surface Transportation Block Grant (STBG) program is a federal transportation funding source for projects that preserve and improve the conditions and performance of highways, bridges, and public roads; pedestrian and bicycle infrastructure; and transit capital projects.

The Congestion Mitigation and Air Quality (CMAQ) Improvement Program is a federal transportation funding source for projects and programs that reduce traffic and improve air quality for areas that do not meet the National Ambient Air Quality Standards for ozone, carbon monoxide or particulate matter (nonattainment areas), which the entire Southern California Association of Governments (SCAG) region falls under.

SCAG is responsible for the project selection process for STBG and CMAQ funds in the region. The grant programs require an 11.47% local match.

Capital Improvement Program (CIP) References:

Project No. C2209, Neighborhood Street Resurfacing, CIP 2025-2029 - Adopted June 4, 2024 - Page 114; Project No. C2213, US 101/Del Norte Interchange Upgrade, CIP 2025-2029 - Adopted June 4, 2024 - Page 127; 1528
Project No. C1801, Oxnard Boulevard Bicycle Facilities Installation, CIP 2025-2029 - Adopted June 4, 2024 - Page 115; and
Project No. C2504, Accessible Pedestrian Enhancements, CIP 2025-2029 - Adopted June 4, 2024 - Page 98.

DISCUSSION
On March 31, 2025, SCAG opened the call for project nominations for federal fiscal years 2026-2027 and 2027-2028.

Until May 16, eligible applicants in the SCAG region can submit project nominations through the competitive call for a share of approximately $1.2 billion in federal transportation funding. For the Ventura County region, there is an estimated $80 million available for grant awards.

The two programs include: 1) STBG program, which funds projects that enhance highways, interchanges, bridges, roads, resurfacing, pedestrian infrastructure, and transit capital, and 2) CMAQ program, which supports projects focused on reducing congestion and improving air quality, bicycle, and pedestrian improvement projects.

SCAG’s grant application tool is complex and requires quantitative and narrative responses, with successful projects scoring highest based on the following elements:
• Ventura County Transportation Commission Recommendation, based on:
o Eligibility
o Deliverability and readiness
o Transit coordination
o Community stakeholder engagement
o Inclusion in regional transportation plans
o Accessibility improvements
• Regional Priorities
o Clean transportation, such as alternative fuel and zero-emission transit vehicles o Resilience of at-risk Infrastructure from extreme weather or coastal erosion o Transit and multimodal integration, including new or upgraded transit facilities o Transportation demand management to reduce single-occupancy vehicle use o Transportation system and goods movement to improve traffic flow o Transportation for natural lands, including wildlife crossings o Pavement management
o Complete streets that provide safe use and mobility for all users o Natural lands preservation
o System preservation to maintain existing transportation systems and facilities • Federal Performance Management
o Emissions improvements
o Travel time improvements
o Reduce fatalities
o Transit facilities
o National highway system bridges or pavement rehabilitation • Community Economic Development
o disadvantaged community access improvements to destinations o disadvantaged communities improvements to mobility options o disadvantaged communities biking and walking improvements o disadvantaged communities noise or air quality improvements near railroads o disadvantaged communities grade separations
o disadvantaged communities air quality and noise improvements o disadvantaged communities reduction of truck volumes
o resilience improvements for climate risk areas
• Air Quality Improvements for CMAQ only
o cost effectiveness percentile based on grant application database 1529
o projects that reduce particulate matter emissions
Public Works staff analyzed 23 projects, including existing Capital Improvement Projects as well as new project ideas that may best fit the scoring criteria. Considerations also included the ability to meet environmental clearance, right-ofway acquisition, utility agreements, and federal authorization requirements within federal deadlines to complete these steps by September 30, 2029, for the first fiscal year of funding or September 30, 2030 for the second fiscal year of funding. As a result of this effort, Staff recommends the following four CIP projects for this round of funding:

1. Neighborhood Street Resurfacing (C2209, CIP Page 114): This project includes resurfacing existing asphalt concrete pavement and installing new accessibility elements, such as pedestrian ramps and sidewalks, throughout residential areas that may include: Carriage Square, Wilson, Marina West, Fremont South, Hobson Park East, Blackstock North, Cypress, Golf Course, Terrace Estates, and Cal Gisler, which are consistent with the 5-phase pavement management plan reviewed by the City Council on April 2, 2024. As staff prepare the grant application, final street segments will be selected, which mitigate the number of locations with difficult situations (e.g., requires right-of-way acquisition).

The estimated request for Fiscal Year 26-27, with an authorization deadline of September 30, 2029, will not exceed $14,710,000 with a required match of $1,687,237. Should the grant be successful, this project is anticipated to receive its traditional funding from either Gas Tax, Measure O, and/or the General Fund to account for the required matching funds.

2. US 101/Del Norte Interchange Upgrade (C2213, CIP Page 127): This application will focus on updating an outdated Caltrans Project Report and preparing the draft Environmental Assessment/Draft Environmental Impact Report, both required before moving the project towards the design phase.

The estimated request for Fiscal Year 27-28, with an authorization deadline of September 30, 2030, will not exceed $3,500,000, with a required match of $401,450. This project currently has $250,000 of DIF available for the match. Should the grant be successful, some of the funding sources eligible for the remaining required match are either Developer Impact Fees (DIF) and/or the General Fund. Having a grant source that will fund this phase of a project (i.e., environmental/preliminary engineering) is not always available. As such, despite the match required, staff recommends applying in order not to miss this opportunity to move this project forward to the next phase.

3. Oxnard Boulevard Bicycle Facilities Installation (C1801, CIP Page 115): This project will construct Class II bicycle facilities on Oxnard Boulevard from Town Center Drive to Wagon Wheel Drive, pedestrian signal improvements at the 101 freeway off ramps, new sidewalk from Orchard Village to Vineyard Plaza, signing, striping, and accessibility improvements.

The estimated request for Fiscal Year 26-27, with an authorization deadline of September 30, 2029, will not exceed $1,700,000, with a required match of $194,990. This project already has federal grant funding, among other funding sources, and should this new application be successful, the match can be from the DIF and/or General Fund. As the cost of goods and services continue to increase in many areas, and with the uncertainty of the impact of tariffs, the need to secure additional funding for existing projects is paramount to ensure completion.

4. Accessible Pedestrian Enhancements (C2504, CIP Page 98): This project will construct and install accessible pedestrian countdown signal heads, leading pedestrian intervals, curb extensions, upgraded curb ramps, highvisibility crosswalks, straightened crosswalks, bike lane green conflict striping, advance stop bars, and pedestrian and bicyclist warning signage.

The estimated request for Fiscal Year 26-27, with an authorization deadline of September 30, 2029, will not exceed $650,000, with a required match of $74,555. This project already has federal grant funding and should this new application be successful, the match can be from DIF and/or General Fund. As the cost of goods and services continue to increase in many areas, and with the uncertainty of the impact of tariffs, the need to secure additional funding for existing projects is paramount to ensure completion.

Nineteen CIP projects were deemed as non-competitive for this call for projects for the following reasons:
1530
• 11 are in future years and not yet developed with conceptual design or cost estimates • Three are funded with state funding and would face delay if awarded federal funding • Two are resurfacing projects that would face delay if awarded federal funding • Two do not meet enough of the grant objectives to be competitive • One does not qualify
SCAG estimates the list of successful applications will be released in December 2025. Future Call for Projects are anticipated on a bi-annual basis.

STRATEGIC PRIORITIES
This agenda item supports the Infrastructure and Natural Resources strategy. The purpose of the Infrastructure and Natural Resources strategy is to preserve and improve our roads, utilities, parks, trees, water supply and natural resources through effective planning, prioritization, and an equitable and efficient use of available funding.

FINANCIAL IMPACT
If successful, Staff will appropriate Federal Grant Fund (200) in the amount awarded. The match funding of 11.47% will come from the respective sources identified in the Adopted 2025-2029 CIP for each project, including General Fund, Measure O, Road Maintenance and Rehabilitation Fund, Development Impact Fees, and 2014 Lease Revenue Bond Funds or additional funding requests will be submitted to the City Council for their consideration.

COMMITTEE OUTCOME
This item did not originate in Committee as this is for capital improvement projects specifically listed in the City's Capital Improvement Program budget, which was previously approved by the City Council.

Prepared by: Morgan Kessler, City Engineer

ATTACHMENTS

1. Presentation
1531
Applications to the 2025 Southern California Association of Governments (SCAG) Call for Project Nominations for Surface Transportation Block Grant (STBG) program and Congestion Mitigation and Air Quality (CMAQ) Program Grant Funds
City Council
May 6, 2025
Debbie O’Leary
Transportation Planner
1532
That the City Council approve and authorize the:

2. City Manager, or designee, to execute the grant agreements;

3. Finance Director, or designee, to submit financial reports, grant claims, and approve budget appropriations for the use of grant funds; and

4. Public Works Director, or designee, to submit non-financial reports.

RECOMMENDATION 2
1533
• The Surface Transportation Block Grant (STBG) program is a federal transportation funding source for projects that preserve and improve the conditions and performance of highways, bridges, and public roads; pedestrian and bicycle infrastructure; and transit capital projects.
• The Congestion Mitigation and Air Quality (CMAQ) Improvement Program is a federal transportation funding source for projects and programs that reduce traffic and improve air quality for areas that do not meet the National Ambient Air Quality Standards for ozone, carbon monoxide or particulate matter (nonattainment areas), which the entire Southern California Association of Governments (SCAG) region falls under.
• SCAG is responsible for the project selection process for STBG and CMAQ funds in the region. The grant programs require an 11.47% local match.

BACKGROUND 3
1534
• March 31, 2025, SCAG opened
the call for project nominations
to fund projects in federal fiscal
years 26-27 and 27-28.
• May 16, 2025 applications due
to SCAG through the
competitive call.
• $1.2 billion in federal
transportation funding for the
entire SCAG region.
• $80 million anticipated for
Ventura County.

DISCUSSION
4 1535
The two grant funding programs include STBG and CMAQ. Below are examples of the types of projects commonly awarded funding:

1. STBG program aims to enhance and improve:
• highways
• interchanges
• bridges
• roads
• pavement condition index (resurfacing)
• pedestrian infrastructure
• transit capital

2. CMAQ program supports projects focused on:
• reducing congestion
• improving air quality
• enhancing bicycle infrastructure
• providing pedestrian improvements
DISCUSSION 5
1536
SCAG’s grant application tool is complex and requires quantitative and narrative responses, with successful projects scoring highest based on the following elements:

1. Ventura County Transportation Commission (VCTC) Recommendation based on:
• Eligibility
• Deliverability and readiness
• Transit coordination
• Community stakeholder engagement
• Inclusion in regional transportation plans
• Accessibility improvements
DISCUSSION 6
1537

2. Regional Priorities:
• Clean transportation, such as alternative fuel and zero-emission vehicles • Resilience of at-risk infrastructure from extreme weather or coastal erosion • Transit and multimodal integration, including new or upgraded transit facilities • Transportation demand management to reduce single-occupancy vehicle use • Transportation system and goods movement to improve traffic flow • Transportation for natural lands, including wildlife crossings • Pavement management
• Complete streets that provide safe use and mobility for all users • Natural lands preservation
• System preservation to maintain existing transportation systems and facilities

3. Federal Performance Management:
• emissions improvements
• travel time improvements
• reduce fatalities
• transit facilities
• National highway system bridges or pavement rehabilitation DISCUSSION 7
1538

4. Community Economic Development opportunities:
• disadvantaged community access improvements to destinations • disadvantaged communities improvements to mobility options • disadvantaged communities biking and walking improvements • disadvantaged communities noise or air quality improvements near railroads • disadvantaged communities grade separations
• disadvantaged communities air quality and noise improvements • disadvantaged communities reduction of truck volumes
• resilience improvements for climate risk areas

5. Air Quality Improvements (CMAQ only):
• cost effectiveness percentile based on grant application database • projects that reduce particulate matter emissions
DISCUSSION 8
1539
Public Works staff analyzed 23 projects including existing Capital Improvement Projects as well as new project ideas that best fit the scoring criteria.

Careful consideration was given to projects that can meet federal requirements by the deadline for each programming year: September 30, 2029 for FY 26-27 and September 30, 2030 for FY 27-28. Requirements include:
• Environmental NEPA (National Environmental Policy Act) clearance • Right-of-way acquisition
• Utility agreements
• Federal funding authorization requirements
As a result of this effort, Staff recommends the following four (4) CIP projects for this round of funding:

DISCUSSION 9
1540

1. Neighborhood Street Resurfacing:
• resurfacing existing asphalt concrete pavement
• pedestrian ramps and sidewalk accessibility improvements Locations are expected to include:
• Carriage Square Neighborhood
• Wilson Neighborhood
• Marina West Neighborhood
• Fremont South Neighborhood
• Hobson Park East Neighborhood
• Blackstock North Neighborhood
• Cypress Neighborhood
• Golf Course Neighborhood
• Terrace Estates Neighborhood
Grant Request:
• $14,710,000 in FY 26-27 (September 30, 2029 authorization deadline) • $1,687,237 match from Gas Tax, Measure O, and/or the General Fund DISCUSSION 10
1541

2. US 101/Del Norte Interchange Upgrade: • prepare Caltrans Project Report • prepare draft Environmental Assessment/Environmental Impact
Report
• both documents will be updated from
initial efforts in 2007, which are now
outdated
Location: • Del Norte Boulevard bridge • 101 freeway on and off ramps Grant Request: • $3,500,000 in FY 27-28
(September 30, 2030 authorization
deadline)
• $401,450 match from DIF and/or
General Fund
DISCUSSION 11
1542

3. Oxnard Boulevard Bicycle Facilities Installation:
• class II bicycle facilities
• bike lane green conflict striping
• pedestrian signal improvements at the 101 freeway off ramps • new sidewalk
• signing
• striping
• accessibility improvements
Location:
• Bike lane: Oxnard Boulevard from Town Center Drive to Wagon Wheel Drive • Bike and pedestrian improvements: 101 freeway off-ramps • New sidewalk: Oxnard Boulevard from Orchard Place to Vineyard Plaza Grant Request:
• $1,700,000 in FY 2026-2027 (September 30, 2029 authorization deadline) • $194,990 match from DIF and/or General Fund
DISCUSSION 12
1543

4. Accessible Pedestrian Enhancements: • install accessible pedestrian countdown signal heads
• leading pedestrian intervals • curb extensions • upgraded curb ramps • high-visibility crosswalks • straighten crosswalks • bike lane green striping • advance stop bars • pedestrian and bicyclist signage Locations: • 17 locations Citywide
Grant Request: • $650,000 in FY 2026-2027
(September 30, 2029
authorization deadline)
• $74,555 match from Mobility
Fee Fund and/or General Fund
DISCUSSION 13
1544
Nineteen CIP projects were deemed as non-competitive for this grant cycle for the following reasons:
• Eleven are in future years & not developed w/ conceptual design or estimates • Three have state funding and would face delay if awarded new federal funding • Two are resurfacing projects and would face delay if awarded federal funding • Two do not meet enough of the grant objectives to be competitive • One does not qualify
SCAG estimates the list of successful applications will be released in December.

Future Call for Projects are anticipated on a bi-annual basis.

DISCUSSION 14
1545
If successful, Staff will appropriate Federal Grant Fund (200) in the amount awarded.

The match funding of 11.47% will come from the respective sources identified in the Adopted 2025-2029 CIP for each project, including General Fund, Measure O, Road Maintenance and Rehabilitation Fund, Development Impact Fees, and 2014 Lease Revenue Bond Funds or additional funding requests will be submitted to the City Council for their consideration.

FINANCIAL IMPACT 15
1546

QUESTIONS
16 1547

CITY COUNCIL AGENDA REPORT

REPORTS
AGENDA ITEM NO. N.7
DATE: May 6, 2025
TO: City Council
FROM: Michael Wolfe, Public Works Director, (805) 385-8055, [email protected] SUBJECT: Third Amendment to Professional Services Agreement A-8491 with Tetra Tech, Inc. for Professional Engineering Services for the Kamala and Hobson Cast Iron Pipe Replacement Project. (10 minutes)

RECOMMENDATION
That the City Council approve and authorize the Mayor to execute a Third Amendment to an Agreement with Tetra Tech, Inc. (Tetra Tech) to increase the not-to-exceed amount from $947,000 to $1,051,500 and extend the term through December 31, 2026, for the additional design work required for the Kamala and Hobson Cast Iron Pipe Replacement Project.
(This item did not originate in Committee as this is a capital improvement project specifically listed in the City's Capital Improvement Program budget, which was previously approved by the City Council.) Please click the following link to view the required Measure M pre-recorded presentation video: https://youtu.be/QjvsjvLrHQE

BACKGROUND
Cast iron pipe water lines within the City of Oxnard are typically over 50 years old, in poor physical condition, and beyond their service life. The City has defined replacement projects by neighborhood and prioritized them according to pipe and asphalt conditions.

On October 4, 2022, the City Council approved Agreement A-8491 with Tetra Tech, in the amount of $850,000 for design services for the Kamala and Hobson Cast Iron Pipe Replacement Project. The original scope of work included preparing a preliminary engineering study, design drawings, specifications, and bid documents for the design and construction phase engineering services of new water mains in various locations throughout the Kamala and Hobson Neighborhoods. The Project will replace approximately 48,700 linear feet (over 9 miles) of existing cast iron pipe water distribution mains (ranging from 8” to 12” in diameter), including associated valves, fire hydrants, services, and other appurtenances.

Along with the deterioration due to the use of cast iron pipes in the City’s water distribution system, the Kamala and Hobson neighborhoods have been identified as a priority in the City’s Pavement Management Program. Best practice dictates that underground assets be replaced in advance of investing capital budget to surface paving improvements. Due to the large amount of cast iron pipe in need of replacement identified in both neighborhoods, subsequent paving improvements are delayed until the subject project is completed.

On September 5, 2023, the City Council approved the First Amendment to Agreement A-8491, increasing the value to $947,000 to account for additional design work required for the Kamala and Hobson Cast Iron Pipe Replacement Project.

The additional scope of work for the first amendment included:
1548
• Development of high-lining plans. Due to the density of underground utilities, in some locations pipes will need to be replaced in the same alignment. High-lining plans will maintain water service to residents and businesses during construction.
• Perform an additional 41 potholes recommended in the PDR due to missing as-built plans and limited plan view as-builts provided by Southern California Edison.
• Perform additional pavement repair for potholing and geotechnical investigation. • Divide the Project into three separate construction packages in order to spread the construction costs over a longer period of time, consistent with the recent Water Rate Study.

On March 11, 2024, the Second Amendment to Agreement A-8491 was executed to add the sub-consultant C-Below Subsurface Imaging to the agreement.

As noted in the additional scope of work for the first amendment, due to the 30% engineer’s estimate of $39M, excluding construction management and engineering services during construction, the Project design package has been split into three phases: Kamala West, Kamala East, and Hobson. This is to phase the project into three groups to allow funding to be spread across multiple fiscal years consistent with the capital project execution factor included in the cost of service analysis for the 2023 water rates study.

Capital Improvement Program (CIP) Reference:

Project No. C2227 & C2228 – Kamala and Hobson Cast Iron Pipe Replacement Project, Specification No. PW 22-83 - CIP 2025-2029 - Adopted June 4, 2024 – Pages 160 & 161.

DISCUSSION
Tetra Tech submitted the 90% design level plans in December 2024 and held a meeting in January 2025 with the City, discussing comments to the design package. As a result of the design review meeting, the City requested Tetra Tech to:
• The data received from additional pot-holing and underground utility search, completed as part of the first amendment, resulted in additional field visits, utility relocations, design realignment, and high-lining plans that were not previously known. This is being done to mitigate costly change orders in the field during the construction phase.
• In several circumstances, existing water meter locations have limited access. The design will address each of the identified meters and bring them into the public right-of-way per City standards, while limiting the impact to customers and private property. This is being done to mitigate costly change orders in the field during the construction phase.

The grant funding for the construction phase of the project requires completion of the National Environmental Policy Act (NEPA), in addition to the California Environmental Quality Act (CEQA) included in the original scope of work. The grant was awarded after the design agreement and NEPA was not included in the original scope of work.

The proposal was reviewed by the Project Manager and the Assistant Director of Public Works.

FINANCIAL IMPACT
The total cost for this Third Amendment to Agreement A-8491 with Tetra Tech shall not exceed $104,500 with a new total contract value of $1,051,500 for professional engineering services. 1549
The Kamala and Hobson Cast Iron Pipe Replacement Projects (C2227 & C2228) are funded from the Water Operating Fund (601) with a combined available budget of $1.2M for these projects.

On July 16, 2024, the City Council approved the acceptance of a federal grant from the U.S House Transportation and Infrastructure Committee for $3,806,152 (with 20% local match) for the construction phase of the Project.

COMMITTEE OUTCOME
This item did not originate in Committee as this is a capital improvement project specifically listed in the City's Capital Improvement Program budget, which was previously approved by the City Council.

Prepared by: Timothy Beaman, Assistant Public Works Director

ATTACHMENTS

1. Third Amendment Agreement A-8491 Tetra Tech, Inc.

2. A-8491 Tetra Tech Agreement and Amendments

3. Presentation
1550
Agreement No. A-8491

THIRD AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
This Third Amendment (“Third Amendment”) to the Professional Services Agreement (“Agreement”) is made and entered into in the County of Ventura, State of California, this day of , 2025, by and between the City of Oxnard, a municipal corporation (“City”), and Tetra Tech, Inc. (“Consultant”). This Third Amendment amends the Agreement entered into on October 4, 2022, by City and Consultant. The Agreement previously has been amended on September 5, 2023, by a First Amendment, and on March 11, 2024, by a Second Amendment.

City and Consultant agree as follows:

1. The date in Section 5 of the Agreement is hereby amended to “December 31, 2026.”

2. The amount in Section 6 is hereby amended to “$1,051,500.00.

3. All references to the Scope of Services Exhibit – July 2023 everywhere it is listed in the Agreement is hereby amended to add also the Hobson and Kamala Water Cast Iron Pipe Replacement Project Exhibit Request No.3. The Hobson and Kamala Water Cast Iron Pipe Replacement Project Amendment Request No.3 Exhibit is attached hereto and incorporated herein by this reference.

4. As so amended, the Agreement remains in full force and effect. [Signatures on next page]
THIRD AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (V-01-17-19)) 1551
Agreement No. A-8491
IN WITNESS WHEREOF, the parties hereto have executed the Amendment on the date first written above.

CITY OF OXNARD TETRA TECH, INC.
☐ Luis Mc Arthur, Mayor1 Date Richard A. Lemmon, Date
☐ Jennifer Yates, Purchasing Agent 2 Senior Vice President Preston Hopson, Secretary 3 Date
ATTEST:

Lourdes A. López, City Clerk Date
(only if Mayor signs)
APPROVED AS TO FORM:

Stephen M. Fischer, Date
City Attorney (always required)
1 The City Council must authorize and the Mayor must execute any agreement over $220,000. 2 The Purchasing Agent may execute any authorized agreement up to $220,000. 3 The City requires the following for any contract:
● For a corporation, the signatures of the Board President, CEO or Vice President and of the Board Secretary, Assistant Secretary, CFO or Assistant Treasurer;
● For an LLC, the signatures of at least two managers of the LLC (company directors, not lower-level managers); or ● For a partnership, the signature of a partner. If the partnership is a limited partnership, the signer must be a general partner.

If the company has a different structure, or if the above-listed persons are not the appropriate signers, please submit to the City Attorney legally-binding documentation stating who can sign and bind your company.

THIRD AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (V-01-17-19) 1552

HOBSON AND KAMALA WATER CAST IRON PIPE
REPLACEMENT PROJECT AMENDMENT REQUEST NO. 3
January 23, 2025
Mr. Jorge Espinoza
City of Oxnard
305 West Third Street
East Wing, 2nd Floor
Oxnard, CA 93030
Reference: Hobson and Kamala Water Cast Iron Pipe Replacement Project Amendment Request No. 3
Dear Mr. Espinoza:

Tetra Tech has been working with the City of Oxnard (City) on the Water Cast Iron Pipe Replacement Project since October 2022 under Agreement No. A-8491 with an approved budget of $850,000. In May 2023, during the virtual review meeting of the Draft Preliminary Design Report (PDR) with 30% design level plans, the City requested Tetra Tech include additional work in the amount of $155,000. It was agreed that $58,000 would be transferred from the bid and construction phase budgets to the design budget, thereby adding an overall amount of $97,000 to the approved contract budget. The current approved contract budget is $947,000.

Design continued over the months since. In May 2024 the City requested additional design work to be included in the design packages. This additional work includes an extension of pipeline design, relocation of utilities, details/photos of each meter reconnection in various hardscapes, and field visits to provide these requests.

In October of 2024 the City requested assistance in preparing NEPA documents as part of the City’s pursuit to receive EPA Grant funding. This additional work supports the State’s Historic Preservation Office (SHPO) Section 106 Consultation for the City of Oxnard.

The following correspondence summarizes our understanding of the additional work requested by the City. In addition to providing assistance to the City with the NEPA documents, Tetra Tech will also prepare documentation for the Division of Drinking Water review process. The following summarizes our understanding of the scope of work requested by the City

ADDITIONAL WORK
Task 1 - Additional Plan and Profile:

A. Survey – Our surveyor has the topography available for the additional segment, and therefore there will be no additional cost for survey. However, there will be an additional minor cost to map the desired location.

B. Basemap Preparation - We anticipate one additional plan/profile on an existing sheet depicting about 200 LF of proposed alignment in private property (511 W 5th Street) from the Alley south of 5th Street to 5th Street. This task will include preparation of the preliminary basemap upon which the design will be prepared.

C. Field Visit – Once the additional segment is incorporated into the base map, our design team will visit the site to verify the visible surface features and confirm the existing conditions are reflected in the design plans. We anticipate this will require our Project Engineer and one design engineer for a period of four (4) hours. This time will be part of the site visit of Task 2C to complete one (1) day of a site visit, including travel time and per diem expenses.

D. Plan and Profile – We will include this plan and profile into the 90% design submittals with connection details.

We will address any City comments into the Final design submittal. This task will also include preparation of a record plan for this additional sheet.
17885 Von Karman Avenue, Suite 500, Irvine, CA 92614-5227 Tel 949.809.5000 Fax 949.809.5010 tetratech.com
1553
Mr. Jorge Espinoza
January 23, 2025
Task 2 - Utility Relocation and SCG Coordination:

A. Additional Detail – We anticipate an additional detail depicting the relocation of a 2” gas line located in the Alley South of 5th Street. In addition to a plan design, this task will include coordination with Southern California Gas Company (SCG) and a meeting in the field with their representatives.

B. Field Visit - We anticipate the on-site meeting will require the services of our Project Engineer for a couple of hours. Since Tetra Tech must travel to Oxnard from Irvine, we have also included coordination with the City for any outstanding or required storm drain manhole dips as part of this site visit for a total of four (4) hours.

Task 3 – Additional Meter Details:

A. Meter Details – Because the existing site condition for water meters within the City are unique to each address such that a typical detail is not sufficient, the City has requested additional design details for each of the various types of connections. For water meters in grassy areas, we have already prepared reconnection details that are appropriate. However, we anticipate preparing a new connection detail for each water meter that is surrounded by hardscape (not in grass). For the Kamala East Plan Set, this will add 23 additional plan sheets (with 6 details/sheet) which will show approximately 136 water meter connection details. For the Kamala West Plan Set, this will add 30 additional plan sheets (with 6 details/sheet) which will show approximately 180 water meter connection details. Each detail will include CAD linework, construction notes, and photographs of each site. The construction notes will provide direction to the Contractor on how to connect/abandon each service line, since each condition is unique.

B. Field Visit – Because each site is so varied, we will perform a site visit to capture the existing, detailed condition as well as take photographs of each location to incorporate into the design details. We anticipate this will require our Project Engineer and two design engineers for a period of three (3) days, including travel time and per diem expenses. We expect one design engineer will require an extra day to finalize the work effort.

Task 4 – SHPO Consultation Support
A. EPA Coordination: Tetra Tech, CES will coordinate with the appropriate EPA office cultural resource staff (as appropriate) via a conference call and emails to discuss the Project, the area of potential effect, cultural resources, and reporting. After the completion of the Cultural Resource studies, Tetra Tech will assist the City with drafting the Section 106 Consultation letter to SHPO.

B. Update Records Research: An updated records search via the SCCIC will be conducted for this project within a 0.5-mile radius around the Project area (area of potential effect or APE). As part of the updated records search, a Native American Heritage Commission Sacred Lands File search will also be conducted.

C. Field Survey: Tetra Tech’s cultural resource staff will conduct a reconnaissance survey for the Project area and document-built environment resources of historic age within the APE. For this Project, we anticipate the APE to be limited to the extent of direct ground disturbance caused during construction. Based on preliminary information, Tetra Tech will assume that the resources within the APE will be mostly public roads and alleyways, with the exception being the Community Center grounds in the Hobson neighborhood. Each resource will be photographed and have its location recoded with a GPS receiver. Any structures will be documented from the public right-of-way. Digital photographs will be taken of the survey area. New resources will be recorded on the applicable Department of Parks and Recreation (DPR) 523 forms (as applicable). All locational data will be recorded using Global Positioning System (GPS) receivers in Universal Transverse Mercator (UTM) coordinates referenced to the 1983 North American Datum (NAD83).

D. Report: Following the reconnaissance field survey, Tetra Tech will prepare a Cultural Resource Inventory Report (Archaeological and Architectural combined). The report will include required front matter, an introduction describing the Project and regulatory context, objectives and methods of the survey, a brief summary of the ethnographic, cultural and historical contexts of the Project area, a summary of the results of the records search and NAHC results, a summary of the results of the field survey, current condition photographs, description of any identified resources (e.g., historic era addresses, historical information, and possible date of original construction, integrity), National Register of Historic Properties (NRHP) and 2 TETRA TECH
1554
Mr. Jorge Espinoza
January 23, 2025
California Register of Historical Resources (CRHR) eligibility recommendations for identified resources, cultural resource management measures, and a list of references cited in the report. Additionally, the report will include an appendix of completed DPR 523 resource forms (as applicable), record search results and maps, and maps depicting the Project survey coverage and any identified resources (as applicable). The report will be prepared in accordance with, and under the guidelines of, the Society of California’s Archaeological Fieldwork and Reporting Guidelines for Cultural Resources and the State Historic Preservation Office’s Archaeological Resources (SHPO) Management Reports (ARMR): Recommended Contents and Format.

Deliverables:
• One electronic draft Cultural Resource Inventory Report. Tetra Tech has assumed that only one comment and response session will be required. All comments will be provided to Tetra Tech in a comment and response matrix.
• One electronic Cultural Resource Inventory Report.
• One electronic draft Section 106 SHPO letter.
• One electronic final Section 106 SHPO letter.

Assumptions:
• Tetra Tech will use and rely upon map data of the Project area, aerial photographs, and any other documentation provided by the City of Oxnard as correct. The Project site boundary and components will be provided via GIS compatible electronic file.
• The Project and all related construction activities will take place within the public right-of-way and will not encroach on private property except for the Community Center complex, adjacent to Hobson Street and J Street.
• The SCCIC fee for the records search will not exceed $1,000.00. If the CHRIS facility indicates the cost is higher, the cost will be discussed with the Tt IEW Project Manager and an estimate will be provided for this additional cost. Note: Typical records search results are provided within 4 weeks. Tetra Tech is not responsible for any delays caused by the SCCIC.
• The APE will be limited to the area of physical disturbance and will be approved by the EPA and SHPO prior to the initiation of field work.
• This scope only includes one mobilization and demobilization for the proposed Project for the field survey. The field survey will be conducted in one 10-hour day by two Tetra Tech staff. • No more than 40 architectural resources will be informally documented and completion of DPR 523 forms for built environment resources will not be required. • No more than one archaeological isolate and no archaeological sites will be formally recorded on a DPR 523 form.
• Tetra Tech assumes that sufficient historical records will be available online to determine site NRHP eligibility. Outside of work required at the SCCIC, no in-person archival research will be required. • This scope of work does not include Native American/Tribal coordination/consultation letters or site visits conducted by Tetra Tech. If a local Native American tribe(s) request a site visit or if EPA requests assistance with Section 106 tribal consultation letters, a scope and cost estimate will be submitted for this additional work.
• Tetra Tech will revise the Architectural Resources Survey Report based on client comments and no more than one round of comments and responses on report deliverables will be required. • If significant changes are made to the Project area, Tetra Tech reserves the right to submit a change order.

Scheduling and costs are specific to the tasks described in this proposal and any changes to those tasks or additional mobilizations could change the cost of the investigation. • This scope does not include mitigation or minimization measures. 3 TETRA TECH
1555
Mr. Jorge Espinoza
January 23, 2025
• Tetra Tech has assumed a period of performance initiating in November through January 2025. • This scope does not include collection of artifacts.
• This scope does not include subsurface archaeological testing or excavation.

Task 5 – Preparation of Division of Drinking Water (DDW) Documentation If the location of the new water line is not in compliance with the DDW, Waterworks Standards Section 64572, Tetra Tech will prepare a letter, outlining the scope of work, and exhibits which include horizontal and vertical clearances of the proposed pipeline to existing sewer/storm drain lines. The City will submit and process all documents to DDW for their approval. We have budgeted to respond to a total of two (2) sets of comments from DDW.

SUMMARY
The following is a summary of the budget increase for the requested additional work:

Task No. Description of the Work Requested Budget
Additional Services
1 Additional Plan and Profile $ 6,870
2 Utility Relocation and SCG Coordination $ 4,060
3 Additional Meter Details $56,700
4A EPA Coordination $ 6,075
4B Update Records Research $ 7,320
4C Field Survey $ 9,035
4D Report $ 4,000
5 Preparation of DDW Documentation $10,440
Total Amount $104,500
Acceptance by the City of this Amendment Proposal will increase our approved budget from $947,000 to $1,051,500.

Attached herewith is the cost and labor hour breakdown for the additional work.

Should you have any questions or want to discuss this request in further detail, please do not hesitate to give me a call.

Sincerely,
Neha Gajjar, PE
Senior Project Manager
NG
Attachment
O:\Projects\Irvine\165644\200-165644-23001\ProjMgmt\Contracts\COs\Amendment 3 4 TETRA TECH
1556
Price Proposal
Hobson and Kamala Water Cast Iron Pipe
Replacement Project
Labor Plan
12 Resource
Price Summary / Totals
Task Pricing Totals
Specify Add'l Fees on Setup
Technology Use Fee
104,500
0 Pipeline Replacement Project-Amendment #3
Submitted to: City of Oxnard (Attn: Purchasing Division) Proj Area > Civil/Mech Civil/Mech Civil/Mech Civil/Mech Civil/Mech Civil/Mech CEQA CEQA CEQA CEQA Total Price 104,500 Pricing by Resource
Contract Type: T&M
Project Phases / Tasks
Total
Labor Hrs
679 11 123 188 24 160 8 12 46 12 95
Labor
102,078
ODCs
2,422
Task Pricing
Totals
104,500 3 4 5 6 7 9 11 12 13 14
Task 1 - Additional Plan and Profile
A. Survey Services
B. Basemap Preparation
C. Field Visit
D. Plan/Profile Design (90%, Final, Record Dwgs)
Task 2 - Utility Relocation
A. Design Plan for Gas Relocation
B. Coordination with SCG
C. Field Visit with SCG Representatives (Incl w/ Task 1C) Task 3 - Additional Meter Details
A. Meter Details (53 Sheets; 6 Dtls/Sheet)
B. Field Visit
Task 4 - SHPO Consultation Support
4A- EPA Coordination
Coordinate with EPA office culturalstaff
4B- Update Records Research
Conduct records research via SCCIC
4C-Field Survey
Reconnaissance Survey
4D - Report
Prepare Cultrual Resource Inventory Report
Task 5 - DDW Documentation
Prepare DDW Documentation
Totals
40 5
8 16
11 21
11 2
8 356
260
96 190
31 31 -
40 40 -
95 95 -
24 24 -
72 72
679
1 13
1 2
8 1 2
1 10
1 4
2 4
8 64
8 32
32 1 24
1 24
1 24
- -
- -
- -
- 12
12 11 123
26 4
6 8
8 10
6 4
92 60
32 -
-
-
-
-
60 60
188
- -
- -
24 160
160
24 - -
- -
- -
- -
- -
- -
24 160
- -
- -
8 -
8 - 12
- 6
- 6
- -
-
- -
-
- 6
- 6
- -
8 12
- - -
- - -
- - -
46 12 95
- - -
40 - -
40 - - 95
95 6 12 -
6 12
- - -
46 12 95
6,360
735
1,200
2,640
1,785
3,615
1,905
390
1,320
55,740
40,860
14,880
25,923
6,075
6,075
7,320
7,320
8,550
8,550
3,978
3,978
10,440
10,440
102,078
510
510
445
445
960
960
507
-
-
485
485
22 22
-
2,422
6,870
735
1,200
3,150
1,785
4,060
1,905
390
1,765
56,700
40,860
15,840
26,430
6,075
6,075
7,320
7,320
9,035
9,035
4,000
4,000
10,440
10,440
104,500
Tetra Tech - Confidential and Proprietary Page 1 of 1 Printed 1/23/2025 Civil/Mech Senior Project Manager Project Engineer 2 Engineer 2 Engineer 2 Sr CAD Designer 2 Sr Project Administrator CEQA Sr Planner 3 Project Engineer 2 Enginner Staff Archeologist 1557
1558
1559
1560
1561
1562
1563
1564
1565
1566
1567
1568
1569
1570
1571
1572
1573
1574
1575
1576
1577
1578
1579
1580
1581
1582
1583
1584
1585
1586
1587
1588
1589
1590
1591
1592
1593
1594
1595
1596
Third Amendment to Agreement A-8491 with Tetra
Tech, Inc. for Professional Engineering Services for the Kamala and Hobson Cast Iron Pipe Replacement
Project
City Council
May 6, 2025
Tim Beaman, P.E.

Assistant Public Works Director
1597
RECOMMENDATION 2
That the City Council approve and authorize the Mayor to execute a Third Amendment to an Agreement with Tetra
Tech, Inc. (Tetra Tech) to increase the not-to-exceed
amount from $947,000 to $1,051,500 and extend the term
through December 31, 2026, for the additional design work required for the Kamala and Hobson Cast Iron Pipe
Replacement Project.
1598

BACKGROUND
3 • On Oct. 4, 2022, the City Council approved a $850,000 contract with Tetra Tech for design, specifications, and bid documents for the Kamala and Hobson Cast Iron Pipe Replacement Project
• On September 5, 2023, the City Council approved the first amendment to the contract for a total of $947,000 to cover additional design work. • Additional potholing
• Additional pavement repairs
• Dividing the project into three phases to manage construction costs
• On March 11, 2024 the Second Amendment to Agreement A-8491 was executed to add the sub-consultant C-Below Subsurface Imaging to the agreement.
• On July 16, 2024, the City Council approved acceptance of a federal grant from the U.S House Transportation and Infrastructure Committee in the amount of $3,806,152 (with 20% local match) for the Project. 1599

BACKGROUND
4 • Due to the 30% engineer’s estimate of $39M, excluding construction management and engineering services during construction, the Project design package has been split into three phases; Kamala West, Kamala East, and Hobson.
1600

DISCUSSION
• Tetra Tech submitted the 90% design level plans in December 2024 and held a meeting in January 2025 with the City, discussing comments to the design package. As a result of the design review meeting, and to mitigate costly change orders during construction, the City requested Tetra Tech to:
• Develop highlining plans
• Pipeline alignment relocation
• Additional field visits
• Utility relocation
• Meter relocation details
• The grant funding for the construction phase of the project requires completion of the National Environmental Policy Act (NEPA), in addition to the California Environmental Quality Act (CEQA) included in the original scope of work. • The proposal was reviewed by the Project Manager and the Assistant Director of Public Works.
5 1601

FINANCIAL IMPACT
• The total cost for this Third Amendment to Agreement A8491 with Tetra Tech shall not exceed $104,500 with a new total contract value of $1,051,500 for professional engineering services.
• The Kamala and Hobson Cast Iron Pipe Replacement
Project (C2228 & C2227) are funded from the Water
Operating Fund (601) with an available combined
budget of approximately $1,270,652 to fund these
projects.
6 1602
End of Presentation
1603

CITY COUNCIL AGENDA REPORT

REPORTS
AGENDA ITEM NO. N.8
DATE: May 6, 2025
TO: City Council
FROM: Michael Wolfe, Public Works Director, (805) 385-8055, [email protected] SUBJECT: Golf Management Agreement 32600001. (10 minutes)

RECOMMENDATION
That the City Council approve and authorize the Mayor to execute the Golf Management Agreement with American Golf Corporation for a five-year term ending on June 30, 2030, with an option of a single five-year extension ending on June 30, 2035.
(This item did not originate in Committee since this is a continuation of a previous item approved by the City Council on December 17, 2024)
Please click the following link to view the required Measure M pre-recorded presentation video: https://youtu.be/ZeNgk62v1Fg

BACKGROUND
The City of Oxnard owns the River Ridge Golf Club (“golf operations”), a municipal golf course under the supervision of the Public Works Department. The golf operations consist of two 18-hole golf courses that are currently operated under contract by American Golf Corporation (“AGC”). AGC was awarded the current Golf Management Agreement (“Agreement”) that began on July 1, 2019 and was scheduled to expire on June 30, 2024.

On February 6, 2024, the City Council authorized staff to enter into negotiations with AGC for a new Agreement to manage the River Ridge Golf Club operations (staff report is attached for reference).

On June 4, 2024, the City Council authorized the First Amendment to the Golf Management Agreement with AGC for a time extension ending on February 28, 2025 (Amendment and staff report are attached for reference).

On December 17, 2024, the City Council authorized the Second Amendment to the Golf Management Agreement with AGC for a time extension ending on June 30, 2025 to complete the fiscal year and have the new Agreement begin on July 1, 2025 to coincide with the beginning of Fiscal Year 2025-26 (Amendment and staff report are attached for reference).

DISCUSSION
Some of the major elements in the proposed new Agreement are:

1. Compensation through a Base Management Fee, Variable Fee, and Incentive Fee for Customer Service;

2. Invoicing for all operations and management fee expenses;

3. Clarification about earned interest on bank accounts;

4. Golf course conditions and improvements to the facilities (e.g., event space);

5. Required maintenance as it relates to the closed landfill (Post-Closure Maintenance Plan) 1604
Staff is including language in the new Agreement to address and clarify these major elements to provide specific objectives and criteria for measuring success. In addition to providing financial thresholds and objectives for the operator to meet, there are also thresholds and requirements for customer satisfaction that are contained within the new Agreement.

Base Management Fee
The Base Management Fee is $190,000, up from $100,000 in the current Agreement, for the first year with an annual CPI inflator not to exceed 5% each year. Additionally, AGC has agreed to contribute towards the capital improvements for the event space/reception center for $52,500 annually during the term of the new Agreement. Therefore, the net Base Management Fee for the first year of the new Golf Management Agreement will be $137,500 which is paid in monthly installments of $11,458.

Variable Fee for Performance
The annual Variable Fee is thirty percent (30%) of the Gross Profit from the golf operations that exceeds the Annual Threshold. The Annual Threshold for the first year is based on the average of the most recent 24 months of Gross Profit, which includes the 2023 City Council-approved rate increase. Each year thereafter, the Annual Threshold will then be adjusted annually, up or down, based on the National Golf Foundation’s annual “National Rounds Played Report” (NRPR) for the most recent California Year to Date (YTD) percentage that is contained in their December Report. The current Golf Management Agreement has a tiered structure for the Incentive Fee and for FY 2023-24 AGC collected $327,402. With the new Variable Fee for Gross Profit over the Annual Threshold, the City approves the Annual Threshold amount and shares 30% of the Gross Profit that exceeds the Annual Threshold with the Golf Operator. The estimate for FY 2024-25 is $196,687 as detailed below in Example 2 and assuming a 4% growth on Gross Profits in FY 2024-25.

The new Agreement also changes the perspective of this performance. Under the current Agreement, it incentivized the difference between revenues and expenditures, which can be focused on just decreasing expenditures despite the long term impacts to the golf course and/or the course users. Now, in the new Agreement, the performance measure is focused on Gross Profits, so that it does not incentivize reducing expenditures at the cost of impacting the playability of the golf course and/or the experience of the customers.

Incentive Fee for Customer Service
The Incentive Fee for Customer Service is a $50,000 maximum that is based on a Net Promoter Score (NPS). The NPS consultant, sometimes referred to as a “Secret Shopper”, will work with the City separately from the Golf Management Agreement. The NPS consultant will experience the Golf Operations as an anonymous customer through random and multiple visits during the operating year and provide a report for each visit and an overall customer experience score. This net score will reflect either Average ($10,000 Incentive Fee earned), Good ($25,000 Incentive Fee earned), or Great ($50,000 Incentive Fee earned).

Invoicing
The new Agreement includes new requirements for invoicing to control monthly operating expenses, as well as to track all compensation to the golf operator. The current Agreement pays the annual operating budget in twelve monthly installments. The New Agreement requires the City to deposit the first two months of operating expenses into the operating account for working capital. The golf operator is then required to invoice each month’s expenses, which includes a Monthly Expense Report with support documentation, to the City for review, as required, and reimbursement.

The golf operator will also be responsible for invoicing the golf operations payroll, with support documentation, every two weeks. The Base Management Fee compensation for the golf operator will be a stand-alone line item that is included in the Monthly Operating Invoice and the Variable Fee and Incentive Fee will be invoiced to the City separately at the close-out of the fiscal year. All compensation to the golf operator will be invoiced for tracking and records.

Bank Accounts
1605
As with the current Agreement, the City controls the golf operations Revenue Account. All revenues generated by the golf operations are deposited into the Revenue Account. The golf operator does not have access to draw funds from the Revenue Account.

The golf operator establishes the golf operations Expense Account. The City will deposit the first two months of annual expenses into the golf operations Expense Account as working capital. The golf operator is then responsible for invoicing all expenses to the City for reimbursement to the working capital. The City has access to all records and bank statements for the Expense Account pursuant to the terms of the new Agreement. The golf operator is not permitted to open any other bank accounts for the golf operations.

Any interest earned in either the Revenue Account or the Expense Account is City revenue.

Golf Course Conditions, Improvements (CIP), and Landfill Maintenance During the past five fiscal years, the golf operations has generated capital reserves that will be used for improving the golf course and facilities, and for major capital improvements such as the clubhouse roof, driving range, and event space. The new Agreement contains quarterly inspections for the golf course conditions, parameters for performing major capital improvements, and responsibilities for the Santa Clara Landfill Post-Closure Maintenance Plan.

STRATEGIC PRIORITIES
This agenda item supports Economic Development strategy. The purpose of Economic Development strategy is to focus on the retention and expansion of Oxnard businesses by increasing the skills and employability of our local workforce, invite new business investments, and target site-based redevelopment opportunities.

FINANCIAL IMPACT
The Golf Management Agreement will require the Manager (AGC) to continue to manage and operate the golf operations in accordance with the standards set forth in the Agreement which includes the FY 2025-26 Annual Plan and each Annual Plan thereafter. Therefore, the Golf Enterprise Fund will continue to support the golf operations per the City Councilapproved budgets contained in the Annual Plans and any mid-year adjustments.

Both estimated revenues and expenditures have been programmed in the Proposed Budget for FY 2025-26 for City Council’s consideration within the operating Golf Fund (651).

Here are a few examples and comparisons of compensation between the current and new Agreements:

Example 1: Under the current Agreement, AGC earned a total of $427,402 (Base plus Incentive Fees) for FY 2023-24. If the proposed terms of this new Agreement were in place in FY 2023-24, AGC would have earned $343,649 in total compensation, assuming a “Great” (which is the highest) Net Promoter Score for customer service, accounting for the agreed upon $52,500 event space payment by AGC to the City, and the Annual Threshold being calculated by FY 2022- 23 through 2023-24.

Example 2: Based on the FY 2023-24 totals and with a 4% increase in the estimated Gross Profit for FY 2024-25, under the current Agreement, AGC would earn a total of $439,418 (Base plus Incentive Fees). If the proposed terms for the new Agreement were in place for FY 2024-25, AGC would earn $384,187 in total compensation, assuming a “Great” (which is the highest) Net Promoter Score for customer service, accounting for the agreed upon $52,500 event space payment by AGC to the City, and the Annual Threshold being calculated by FY 2022-23 through 2023-24 plus 4%.

AGC’s average total compensation under the current Agreement for the past three fiscal years has been $392,084. Also, the average net surplus for the golf enterprise fund over the past three fiscal years has been $1,350,883 annually, which can be used for future improvements, such as capital projects.

There is no impact on the General Fund.

COMMITTEE OUTCOME
1606
This item did not originate in Committee since this is a continuation of a previous item approved by the City Council on December 17, 2024.

Prepared by: Steve Howlett, Assistant Public Works Director

ATTACHMENTS

1. Golf Management Agreement #32600001

2. AGC Agreement A-8157 thru Second Amendments

3. February 6, 2024 Staff Report

4. June 4, 2024 Staff Report

5. December 17, 2024 Staff Report

6. Presentation
1607

MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT (“Agreement”) is made and entered into effective as of July 1, 2025 (the “Commencement Date”) by and between the City of Oxnard, California (“Owner”), and American Golf Management, LLC (“Manager”).

RECITALS
A. Owner is the lessee of that certain real property located in Oxnard, California, known as “River Ridge Golf Club”, which includes two golf courses (36 holes), clubhouse (food & beverage services, office space, reception space, pro-shop) driving range, maintenance Golf Operation, and other related amenities that includes buildings, structures, and improvements related thereto, as depicted on Exhibit “A” SITE MAP of this Agreement (the “Golf Operation”).

B. Owner is also the owner of the two football fields located adjacent to the golf course which are currently used by the Dallas Cowboys summer training camp, but are not part of the Golf Operation (the “Practice Fields”).

C. The Golf Operation was previously operated by Manager under an agreement with the Owner which will expire June 30, 2025.

D. Manager, together with its Affiliates, is engaged in the ownership, management, and operations of golf courses and country clubs throughout the United States.

E. Owner desires to utilize the services of Manager for the overall management of the Golf Operation and the maintenance of the Practice Fields in accordance with the terms set forth herein.

NOW, THEREFORE, Owner and Manager hereby agree as follows:

ARTICLE 1 - DEFINITIONS
As used in this Agreement, terms not otherwise defined in the body of this Agreement shall have the respective meanings set forth in Exhibit “B” DEFINITIONS of this Agreement.

ARTICLE 2 - TERM OF AGREEMENT

2.1 Term. The term of this Agreement shall commence on the Commencement Date and shall continue for a period of five (5) years (the “Initial Term”) with the expiration date of June 30, 2030. Upon expiration of the Initial Term, Owner may, in its sole discretion, elect to renew this Agreement for another five (5) year term by setting forth its intention to renew in writing no later than sixty (60) days prior to the expiration of the Initial Term. The Initial Term and Renewal Term (if applicable) are collectively referred to herein as the Term.

ARTICLE 3 - OPERATING RESPONSIBILITIES

3.1 Grant to Manager. Except as otherwise expressly provided in this Agreement, Owner grants to Manager, as an independent contractor, the right to manage and operate the Golf Operation pursuant to the terms of this Agreement, and Manager agrees to operate the Golf Operation in such manner. Subject to the terms of this Agreement, Manager shall have authority and responsibility to: (a) implement the policies, standards, and schedules for the Golf Operation as approved by the City; (b) manage and supervise all dayAgreement No. 32600001 Page 1 of 51 Agreement No. 32600001 Page 1 of 54 1608
to-day Golf Operations, including but not limited to: starting, course marshals, pro shop, building and course maintenance, security, cart rentals, driving range, food and beverage service, event space rental and catering, golf instruction, and administration/management; (c) collection of City approved fees, per Article 3.2 Annual Plan; (d) hire, train, and supervise all employees reasonably and necessarily required to carry out Manager's responsibilities of managing the Golf Operation, including without limitation the General Manager and Golf Course Superintendent; (e) acquire all goods and services necessary to carry out Manager's responsibilities of managing the Golf Operation; (f) acquire and maintain all necessary licenses and permits for the operation of the Golf Operation including those related to food preparation and alcoholic beverage service; (g) manage all course reservations, tee times, and tournaments; (h) manage all marketing and promotional activities and customer service relations; (i) manage accounting and payroll procedures and functions; and prepare the Annual Plan and other plans and reports as set forth herein including but not limited to all reports in Article 6 of this Agreement; (j) procure and maintain all equipment necessary and appropriate for the profitable and efficient operation of the Golf Operation; (k) Owner agrees to cooperate with Manager to assist in carrying out the Manager’s duties under this Agreement; and (l) Manager agrees to work with Owner to adjust the expense and revenue budgets, as necessary, to provide for a profitable operation and positive Net Cash Flow.

3.2 Annual Plan.

To the extent the foregoing duties are discussed, detailed, and/or included in the Annual Plan, Manager will carry out such duties consistent with the Annual Plan. Owner agrees to reasonably cooperate with Manager to permit and assist Manager in carrying out its duties under this Agreement. Manager shall work with, and obtain any necessary approvals from the Owner’s designated Project Manager, the City Manager, and/or Department Director. The Annual Plan shall be split into calendar months commencing in July and ending the following June.

Owner acknowledges that the Annual Plan and the budgets contained therein for each fiscal year are estimates and will not, and do not, constitute a guarantee of the actual revenues and expenses of the Golf Operation.

Both parties understand that, as provided in Article 10 Major Capital Improvements, budgets for Major Capital Improvements will be treated separately and will not form part of the Annual Plans. The Annual Plan for the initial Operating Year of this Agreement is attached as Exhibit “C” Annual Plan.

3.2.1 Preparation. Manager will submit to Owner on or before February 1 of each year of operation within the term of this agreement an Annual Plan for the following Fiscal Year consisting of recommended fees and a budget which shall include for the ensuing year estimates covering the projected Golf Operation revenues and expenses, including food and beverage operations, and the projected expenditures for (a) property operations and ordinary repairs, replacements, alterations, and maintenance, including the landfill post-closure maintenance and consulting services, (b) furnishings and equipment, and Operating Inventory, (c) advertising, sales, and business promotion, (d) employee compensation, and (e) a golf course maintenance agronomy plan that details the schedules for mowing, aeration, topdressing, fertilization, lake and pump maintenance, spraying and weed control, and all other maintenance applications (the “Agronomy Plan”). The Agronomy Plan must provide itemized costs for all maintenance operations, including staff. The annual Agronomy Plan for the Practice Fields will also be included in each year’s Annual Plan (subject to approval by the Owner) as a separate cost that is not a component of the Golf Operation or the Golf Operation expenses.

3.2.2 Fees. The recommended green fees, cart fees, and range fees to be approved as part of the Annual Plan shall be competitive with the fees charged by neighboring public or semi-private golf courses in the Ventura County area. Any increases in fees from one Operating Year to the next must be approved by Owner’s designated Project Manager, the City Manager and/or Department Director as part of the Annual Plan.

Agreement No. 32600001 Page 2 of 54
1609

3.2.3 Approvals. Each Annual Plan shall be subject to the prior written approval of Owner, and shall not go into effect without such written confirmation from the Owner. Such approval will not be unreasonably withheld. It is contemplated by the parties that the Annual Plan will be agreed upon by the parties not later than sixty (60) days following delivery of the Annual Plan by Manager to Owner. If Owner fails to advise Manager of any objections to the Annual Plan within such 60-day period, then Owner shall be deemed to have approved the Annual Plan as submitted.

3.2.4 Negotiations. In the event of negotiations with regard to an Annual Plan, the parties shall use good faith efforts to agree upon an Annual Plan. Pending the outcome of the negotiation, Manager shall continue to manage and operate the Golf Operation in accordance with the standards set forth in this Agreement and the most recent approved Annual Plan and any approved amendments thereto. Manager shall maintain a level of expenditures comparable to the preceding Operating Year, subject to reasonable increases in Operating Expenses as requested by Manager and approved by Owner due to (a) increases in the number of guests using the golf course, (b) increases in Gross Revenues, or (c) other matters beyond the reasonable control of Manager (e.g., without limitation, increases in utility charges, etc.).

3.2.5 Amendments. Once approved, Owner or Manager may propose amendments or revisions to the Annual Plan to take into consideration variables or events that did not exist, or could not be anticipated by Owner / Manager at the time the Annual Plan was prepared. Any such proposed amendments or revisions shall be submitted in writing and shall be subject to mutually agreed final approval by both parties.

3.2.6 Meetings: Further, Manager and Owner shall meet on a monthly basis during the Term to review the Annual Plan, discuss the revenues and expenditures of the prior month and year to date, identify any discrepancies between the Annual Plan and actual expenditures, and to the extent commercially reasonable and practicable in order to permit Manager to continue operating the Golf Operation and maintaining the standards required herein, consider potential revisions to the Annual Plan as may be necessary to address any reduced revenues or increased expenses which were not contemplated in the preparation of the Annual Plan.

3.2.7 Compliance. Manager shall use its best efforts to operate the Golf Operation in accordance with the applicable Annual Plan. If Manager reasonably anticipates that Operating Expenses will exceed amounts so budgeted in the Annual Plan for a given fiscal year, it shall promptly notify Owner of the same. Manager may not expend Operating Expenses in excess of the amounts as set forth in the Annual Plan under any circumstance unless (a) approved by Owner in writing or in accordance with revisions to the Annual Plan as contemplated under Article 3.2.6 or (b) in the event of permitted Emergency Expenditures under Article

3.2.8. 3.2.8 Emergency Expenditures. Notwithstanding anything in this Agreement to the contrary, in the event an emergency arises by act of God or any event or act beyond the control of Manager, or a dangerous condition exists that requires immediate repair, or a governmental directive or order is issued to Owner, Manager is authorized to take such actions as may in its reasonable discretion be required (including expending any funds up to $100,000 per occurrence to respond to such condition or event) to the extent required by that emergency; provided, however, that Manager shall immediately notify Owner of the emergency situation (or governmental directive or order) and the action the Manager proposes to take, or has taken (including the amount of any expenditures). Owner expressly indemnifies and holds harmless Manager from and against any and all liability, loss, personal injuries, damage to or loss of real property or personal property, or any other claims, suits or actions related to an emergency situation (“Emergency Claims”) and resulting directly from the limitation herein that Manager may not exceed $100,000 in emergency expenditures for a particular emergency situation.

Agreement No. 32600001 Page 3 of 54
1610

3.2.9 Capital Expenditures. Manager shall include with each Annual Plan a list of any planned expenditures for any equipment, or ordinary maintenance, repair, replacement, rebuilding, or operation of to the Golf Operation, which can be capitalized in accordance with Generally Accepted Accounting Principles (“GAAP”), of which the total cost for each does not exceed $99,999 and the expenditure has a useful life of more than one year (“Capital Expenditures”). The list shall identify the individual Capital Expenditures, individual costs, and the total costs for all Capital Expenditures being proposed in the Annual Plan.

3.3 Technical Assistance Services. During the Term, Manager will provide, as needed, certain supervisory and consulting services for the Golf Operation from Manager’s regional and corporate technical assistance services program, including business planning and budgeting, Capital Improvement planning (subject to Article 3.4 and Article 10), training, security, marketing and sales, central purchasing, merchandising, food and beverage, maintenance, human resources, and legal compliance that includes ensuring that third party consultants are performing required post-closure landfill maintenance. Except as provided in Article 3.4 Special Consulting Services, these services will be provided by Manager without any additional charge to Owner.

3.4 Special Consulting Services. In addition to the services described in Article 3.3 Technical Assistance Services, upon Owner’s prior written request and approval, Manager may provide to the Golf Operation additional consulting services for Capital Improvement Program (“CIP”) projects not contemplated by this Agreement or Annual Plan which would not otherwise be performed in the ordinary course of day-today operations of the golf course, including but not limited to special legal consultation, environmental mitigation, post-closure landfill projects, construction and design consultation, and construction supervision related to Major Capital Improvements (“Special Services”). Upon Owner’s written request for the performance of a Special Services project, Manager shall prepare a scope of work and budget and submit to Owner for review and approval. The scope of work and budget will include consultant costs as a line-item expense. Manager shall not commence any Special Services project without Owner’s prior approval.

3.5 Responsibilities of Manager. Without in any way limiting Manager’s right and obligation to manage and operate the Golf Operation in accordance with and subject to the Annual Plan, Manager shall, in its own name as the authorized agent of Owner or in the name of the Owner (with Owner’s approval) as may be applicable, perform the following services, or cause the same to be performed for the Golf Operation:
(a) enter into contracts for the furnishing of utilities and maintenance and other services for the Golf Operation, in Manager’s name, provided however that (1) any such contract which is for a term that ends after the next Annual Plan is due and for an aggregate cost in excess of five thousand dollars ($5,000) that is not otherwise approved within the current Annual Plan must be approved in advance and in writing by Owner, and (2) in the event of a termination of this Agreement for any reason, Owner or Owner’s designee shall assume any such contracts which are then in effect and unexpired at the time of such termination and indemnify and hold harmless Manager from and against any additional obligations thereunder which may accrue after termination of this Agreement; Failure of Manager to submit and receive written approval shall result in Manager assuming any such contracts which are then in effect and unexpired at the time of such termination and indemnify and hold harmless Owner from and against any additional obligations thereunder which may accrue after termination of this Agreement.
(b) make all repairs, decorations, revisions, alterations, and improvements to the Golf Operation as shall be reasonably necessary to maintain the facilities in a good, safe and sanitary order, condition, and repair; (c) perform all necessary maintenance, repairs, decorations, revisions, alterations and improvements to the Practice Fields (“Practice Fields Maintenance”) per the most recent Agreement with the Dallas Cowboys Agreement No. 32600001 Page 4 of 51 Agreement No. 32600001 Page 4 of 54 1611
organization, including without limitation, the annual maintenance services described in the Annual Plan Exhibit “C” Annual Plan attached hereto. The costs of the Practice Fields Maintenance are non-golf enterprise expenses, and as such shall be tracked separately from the costs of the Golf Operation for time and materials. Owner understands and agrees that to the extent Manager utilizes labor, equipment and materials in performing the Practice Fields Maintenance that are also utilized in the Golf Operation, Manager will make a reasonably good faith allocation of those costs on a pro rata basis towards the Golf Operation and the Practice Fields Maintenance and Owner shall accept such allocation absent evidence of bad faith or commercial unreasonableness by Manager. Manager shall have no authority to operate, use, or perform any services related to the Practice Fields, other than the maintenance services set forth in the approved Annual Plan, and shall not in any way be deemed to be the operator or manager or insurer of the Practice Fields, or the employer of personnel dedicated solely to the operation of the Practice Fields, or responsible for the Practice Fields in any way other than as set forth in Exhibit C;
(d) incur such expenses, as Operating Expenses of the Golf Operation, as shall be necessary for the operations and maintenance to the quality standards contemplated by this Agreement and the Annual Plan, including, without limitation, incurring lease expenses for Furnishings and Equipment and costs for Operating Inventory and the expenses for insurance premiums in accordance with insurance coverage required hereunder, and payment of attorney’s fees and other costs of legal compliance; (e) maintain a level of maintenance, including Operating Inventory, necessary to satisfy the quality standards contemplated in this Agreement as documented by the Golf Course Operations and Maintenance Standards – Quarterly Review (Exhibit “D”) of this Agreement; (f) apply for, and use its commercially reasonable efforts to obtain and maintain, in addition to the liquor license described in Article 3.8 Liquor License, all licenses and permits reasonably required for Manager (or by applicable Legal Requirements) in connection with the operation and management of the Golf Operation, in Manager’s name (unless any applicable law requires that such license or permit be in the name of Owner); and Owner agrees to execute any and all applications and such other documents as shall be reasonably required and to otherwise cooperate, in all reasonable respects, with Manager in the application for, and obtaining and maintenance of, such licenses and permits;
(g) use its commercially reasonable efforts to do, or cause to be done, all such acts and things in and about the Golf Operation as shall be reasonably necessary to comply with all Legal Requirements, and to discharge any lien, encumbrance, or other charge on the Golf Operation, including, with Owner’s prior written consent, hiring legal representation and paying attorneys’ fees, as an Operating Expense of the Golf Operation, as necessary to comply with Legal Requirements and defend the Golf Operation against legal claims; (h) maintain a method of accounting in accordance with Generally Accepted Accounting Principles consistently applied (“GAAP”) which accurately reflects the Gross Revenues and Operating Expenses and disbursements of Manager in connection with the Golf Operation; (i) routinely, but not less than 4 times per fiscal year (Quarterly), Owner’s designee will inspect and report on the condition of the golf course, improvements, facilities, and equipment; (j) recommend a 5-year golf course CIP, updated every two Operating Years, to Owner by the end of November of that second Operating Year;
(k) assist, as needed, in the development of a Master Plan for the golf improvements; Agreement No. 32600001 Page 5 of 54
1612
(l) work with Owner in establishing realistic goals and practices to reduce golf course irrigation requirements and water consumption;
(m) use commercially reasonable efforts, as lawfully allowed, to eliminate, reduce, or discourage waterfowl populations on the golf course;
(n) comply with all applicable ordinances, resolutions, and local policies, including Owner’s Living Wage Policy Exhibit, which is attached hereto as Exhibit “E” Living Wage; (o) comply with all applicable laws and regulations, including State-required prevailing wages, as this is a “public work,” in accordance with Labor Code Section 1770 et seq. Manager shall pay wages in accordance with the determination of the Director of the Department of Industrial Relations (“DIR”) regarding the prevailing rate of per diem wages. Owner is required to register the Agreement with the DIR within 30 days of award. Copies of those rates are on file with the Public Works Director and are available to any interested party upon request. Manager shall post a copy of the DIR’s determination of the prevailing rate of per diem wages at the job site. Manager shall comply with all provisions of the Prevailing Wage Exhibit, which is attached hereto as Exhibit “F” Prevailing Wage;
(p) conduct quarterly stock counts and report results to Owner. Excessive stock losses and unaccounted variances shall be investigated and Manager will use best efforts to identify, address, and eliminate stock losses to the extent reasonably possible.

3.6 Personnel.

3.6.1 General. Subject to the Annual Plan and the terms of this Agreement, Manager shall employ all of the employees of the Golf Operation, and all such employees shall be deemed employees of Manager and not employees of Owner, or joint employees with Owner.

3.6.2 Management Staff. Manager shall recruit, hire, train, discharge, promote, and supervise the management staff of the Golf Operation (i.e., the General Manager, the Golf Course Superintendent, assistant managers, and department heads). All management employees shall be properly qualified for their positions, and Manager will use best efforts to recruit and hire employees who are qualified as either PGA or GCSAA or equivalent for their position. Management employees will receive similar Employee Compensation to comparable employees with comparable qualifications at other golf facilities within the region. Compensation of management staff is an Operating Expense of the Golf Operation and shall be approved by Owner as part of the Annual Plan (or, in the event that a change in management staff occurs during an operating year and after the Annual Plan has been approved, then as otherwise approved in writing by Owner).

In the event that Owner is dissatisfied with the performance of any management personnel, the following procedure shall be followed: (i) Owner shall communicate any complaints regarding personnel below the rank of General Manager to the General Manager and shall communicate complaints regarding the General Manager to the next highest level of the Manager’s organization, and (ii) Manager shall reasonably and promptly investigate and take appropriate action, as determined by Manager, with respect to Owner’s complaints.

3.6.3 Operations Staff. Manager shall supervise, through the management staff, the recruiting, hiring, training, discharge, promotion, and work of all non-management employees of the Golf Operation All employees of the Golf Operation shall be properly qualified for their positions with Employee Compensation that is no less than the Living Wage (Exhibit “E”). The compensation of the operations staff is an Operating Expense of the Golf Operation and shall be approved by Owner as part of the Annual Plan (or, in the event Agreement No. 32600001 Page 6 of 51 Agreement No. 32600001 Page 6 of 54 1613
that a change in management staff occurs during an Operating Year and after the Annual Plan has been finalized, then as otherwise approved in writing by Owner).

3.6.4 Benefit Plans. Manager shall have the right to provide eligible employees of the Golf Operation with employee retirement benefits, disability, health and welfare benefits, and other benefit plan or plans, now or hereafter available to employees of other Manager Golf Operations, if such benefits have been approved in the Annual Plan, and to charge the Golf Operation with its allocable share of such Manager plan or plans, as an Operating Expense.

3.6.5 Temporary Assignment of Other Manager Personnel. If Manager shall reasonably deem it advisable, and after Owner’s prior written approval, Manager may temporarily assign to the Golf Operation the General Manager, the Golf Course Superintendent, the Head Golf Professional, and other members of the management staff from the employees of Manager, or Affiliates of Manager, or from the staff of other Manager Golf Operations. During such time as these employees are temporarily assigned to the Golf Operation, all such employees will be paid their compensation at the rate that is approved for that position in the current Annual Plan and the pro-rata share of such employees’ compensation is equal to the actual time such employees worked and shall be an Operating Expense of the Golf Operation per the Annual Plan.

3.6.6 Nondiscriminatory Treatment. Manager shall not unlawfully discriminate against any individual based on race, color, religion or religious creed, national origin, ancestry, ethnic group identification, primary language, physical disability, mental disability, medical condition, genetic information, marital status, gender, gender identity, gender expression, sex, sexual orientation, age, immigration status, citizenship or military and veteran status. Manager understands and agrees that it is bound by and will comply with all Legal Requirements including but not limited to legal nondiscrimination mandates. Manager shall take commercially reasonable steps to ensure that its subcontractors, if any, comply with this Article.

3.7 Restrictions on Use of Golf Course.
(a) The golf course shall be used solely for the Golf Operation and related reception and food and beverage services to the extent applicable that includes: a retail golf shop, bar and restaurant, banquet facilities, driving range, and such other uses and amenities as may be approved by Owner and are compatible with the Golf Operation including, by way of illustration and not limitation, golf instruction, sports and entertainment, convention facilities, and Community Special Events.
(b) Manager agrees not to willfully carry on any dangerous activity within the Golf Operation or Practice Fields, or to use any portion of the Golf Operation for any purpose which would increase existing rates of insurance, or cause cancellation of any insurance policy carried by Owner or Manager. Manager shall cause the Golf Operation to comply with all Legal Requirements relating to the condition, use and occupancy, and shall comply with all Legal Requirements in performing Golf Operation and Practice Field maintenance.

3.8 Liquor License. Manager through its permitted Affiliate American Golf Corporation (“AGC”) shall, as an Operating Expense of the Golf Operation, maintain the current liquor license issued by the State of California in AGC’s name, permitting the sale of alcoholic beverages (including beer, wine, and liquor) at the Golf Operation. Manager and AGC, as Owner’s agents, shall be solely responsible for liquor sales at the Golf Operation and agree to comply with all requirements of the rules and regulations of the State of California governing the sale of alcoholic beverages. As an Operating Expense, Manager shall ensure that AGC will maintain in its name (and Owner shall reasonably cooperate with Manager and AGC in maintaining) the liquor license(s) in good standing, pay all required fees in connection therewith, and otherwise ensure the proper right and permission to sell alcoholic beverages. Upon the termination of this Agreement for any reason, Agreement No. 32600001 Page 7 of 54
1614
Manager shall ensure that AGC will cooperate in all respects and take all steps necessary to effectuate the transfer of the Golf Operation’s liquor license to Owner’s designee at no cost to Owner other than ordinary regulatory fees and reasonable attorneys’ fees. From and after the termination date and continuing until the date which is six (6) months thereafter, Manager shall cooperate with Owner in efforts to obtain the liquor licenses (or a transfer of AGC’s liquor licenses) for a new manager or operator to serve alcoholic beverages at the Golf Operation. Manager agrees, on the termination date, to enter into (or cause the holders of the current liquor licenses to enter into) mutually acceptable bills of sale, interim management agreements, concession agreements, leases and other documents reasonably relating to, among other things, the continued sale and service of alcoholic beverages for the Golf Operation pending the transfer or issuance of all appropriate licenses and permits to Owner’s new manager.

ARTICLE 4 - INSURANCE

4.1 Coverage.
(a) Manager agrees to procure and maintain, as an Operating Expense of the Golf Operation, at all times during the Term, the insurance set forth on Exhibit “G”:
(b) Manager shall have the right to raise the minimum amount of any insurance to be maintained with respect to the Golf Operation under Article 4.1(a) to make such coverage comparable to the amount of insurance carried with respect to other Manager facilities, taking into account the size, character, and location of the Golf Operation. At least sixty (60) days prior to the beginning of each Operating Year, the party procuring such insurance will submit to the other party a schedule setting forth any changes to the insurance to be maintained by the procuring party during the ensuing Operating Year in connection with the Golf Operation.
(c) The types of insurance and the coverage amounts specified in Exhibit “G” are the minimum insurance recommended by Manager in connection with the operation of the Golf Operation. Owner acknowledges and understands that Manager has made no representations or warranties that such insurance is adequate to protect Owner. If Owner believes that any such insurance is insufficient, Owner shall provide, at Owner’s expense, such additional insurance as Owner deems adequate. Manager shall not be responsible for any losses, damages, liability, or expenses that may not be covered by any of the insurance specified in Exhibit “G”.

4.2 Policies and Endorsements.

4.2.1 Policies. All insurance coverage provided for under Article 4 shall be secured through policies issued by insurance companies of good reputation and of sound and adequate financial responsibility which are approved to do business in the State of California. The party procuring such insurance shall deliver to the other party all of the policies of insurance so procured, naming the other party as an additional insured, and in the case of insurance about to expire, shall deliver certificates of insurance with respect to renewal policies not less than ten (10) days prior to the respective dates of expiration.

4.2.2 Endorsements. All policies of insurance provided for under this Article 4 shall, to the extent obtainable, have attached an endorsement that such policy shall not be canceled or materially changed without at least thirty (30) days prior written notice to Owner and Manager. All insurance policies required under Article 4.1 shall contain an endorsement to the effect that such insurance shall be primary and noncontributory to any similar insurance that may be carried by the other party.

Agreement No. 32600001 Page 8 of 54
1615

4.2.3 Blanket Policies. Any insurance policies provided by Owner or Manager under this Article 4 may be affected under policies of blanket insurance which cover other properties in addition to the Golf Operation, and in such case an allocable portion of the premiums for such blanket policies of insurance, as established in the approved Annual Plan, shall be charged to the Golf Operation as an Operating Expense.

4.3 Waiver of Subrogation. Neither Manager nor Owner shall assert against the other, and Manager and Owner hereby waive with respect to each other, any claims and rights of recovery for any losses, damages, liability or expenses (including attorneys’ fees) incurred or sustained by either of them on account of injury to persons or damage to property arising out of the ownership, operation and maintenance of the Golf Operation, to the extent that the same are covered by the insurance required under this Article 4. Owner and Manager hereby grant to each other, on behalf of any insurance company providing insurance under this Agreement, a waiver of any right of subrogation which any insurer or party may acquire against the other party by virtue of payment of any loss under any insurance policy. Owner and Manager shall give notice to the insurance companies providing insurance under this Agreement of the mutual waiver of subrogation contained in Article 4.3, and Owner and Manager shall cause each such insurance company to provide a written subrogation waiver indicating that such insurance company waives all right of recovery by way of subrogation which such insurance company may acquire against Owner or Manager (as the case may be) and their insurance companies.

ARTICLE 5 - MANAGEMENT FEES

5.1 Fixed Management Fee. In consideration of Manager’s services during the Term, Owner shall pay to Manager a “Fixed Management Fee” equal to One Hundred Ninety Thousand Dollars ($190,000) the first year with an annual CPI inflator not to exceed 5% each year thereafter. However, Manager agrees to contribute $52,500 of the Fixed Management Fee annually for the term of this Agreement and renewal of Agreement as a contribution to the Reception Center (or Event Space) Project in accordance with Article 10 of this Agreement. Therefore, the net Fixed Management Fee will be $137,500 for the first year and payable in twelve (12) monthly installments of $11,458.33. The Fixed Management Fee shall be paid to Manager in accordance with Article 5.3 of this Agreement.

5.2 Variable and Customer Service Fees.

1. In addition to the Fixed Management Fee, Owner shall further pay to Manager a “Variable Fee” equal to thirty percent (30%) of the amount by which the Gross Profit of the Golf Operation exceeds the Annual Threshold for a given Operating Year. “Gross Profit” is defined as:

1. Greens Fee Revenue

2. Cart Fee Revenue

3. Driving Range Revenue

4. Merchandise Gross Margin (less cost of sales)

5. Food and Beverage Gross Margin (less cost of sales)

6. Facility Rental and Event Revenue

7. All other miscellaneous Revenues
The Annual Threshold shall be set by the average annual Gross Profit of the Golf Operation for the previous twenty-four months from March 1, 2023 to February 28, 2025. The Annual Threshold will then be adjusted annually, up or down, based on the National Golf Foundation’s annual “National Rounds Played Report” (NRPR) for the most recent California Year to Date (YTD) percentage that is contained Agreement No. 32600001 Page 9 of 54
1616
in their December Report (Calendar Year). The Variable Fee shall be paid to Manager in accordance with Article 5.3 of this Agreement.

Example of the Variable Fee Payment Calculation: The average annual Gross Profit for the previous 24 months (Mar. 1, 2023 to Feb. 28 2025) is $6,544,621. Therefore, if the Gross Profit for FY 25 is reported by Manager and confirmed by Owner to be $7,026,640 (4% growth) and the Gross Profit exceeds the Annual Threshold of $6,544,621 within that year’s Annual Plan, then $7,026,640 - $6,544,621 = $482,019; and 30% of $482,019 = $144,606 Variable Fee.

Any future fee increases that are approved by Owner will require a review and may require an adjustment to the Annual Threshold at the Owner’s discretion, beyond that of the annual consideration for the NRPR, to compensate for the increase in revenue as a result of such Owner approved fee increases. At no time will the adjustment to the Annual Threshold, as a result of future increases in fees, be greater than the percentage of said fee increases.

2. In addition to the Fixed Management Fee, and the Variable Fee, Owner shall also pay Manager a “Customer Service Fee” of up to $50,000 in a given Operating Year, if the average Golf Net Promoter (secret shopper) score is rated as either Average ($10,000), Good ($25,000), or Great ($50,000). Golf Net Promoter surveys will be conducted by Owner at Owner’s expense, at least 10 times per year. The results of each visit will be shared with Manager and each result will be recorded and aggregated to an annual mean average for the purposes of qualification for a pro rata payment for Average, Good, or Great service.

The intent of the Incentive is to provide a measurement of customer service with an incentive for Manager to improve customer satisfaction through effective marketing and by delivering a quality experience to all customers of the Golf Operation. The Customer Service Fee shall be paid to Manager in accordance with Article 5.3 of this Agreement.

5.3 Payment Schedule. Manager shall include the proportion of the Fixed Management Fee within that month’s invoice that is supported by the Monthly Expense Reports to Owner pursuant to Article 6.2 below and Owner shall pay Manager the Fixed Management Fee in accordance with Article 5.1 of this Agreement.

Manager shall calculate and invoice to Owner the amount due for the annual Variable Fee based on the closeout financial statements per Article 5.2.1.

Owner shall provide Manager the itemized and aggregated Golf Net Promoter scores for the proceeding Operating Year and provide an itemized detail of such calculation to Manager for its review. verification, and confirmation of the Customer Service Fee per Article 5.2.2. Manager will invoice Owner based on the pro rata Golf Net Promoter Score. Owner will pay Manager the Variable Fee and Customer Service Fee, if any, within thirty (30) days following receipt of the invoice(s) with final calculation of financial results and Golf Net Promoter score for the Golf Operation for the proceeding Operating Year.

In the event Owner disputes Manager’s calculations in writing, Owner and Manager shall meet and confer in good faith to resolve any such dispute. If Owner fails to provide a written notice disputing the Manager’s calculations, with supporting explanation and detail for its position, within thirty (30) days following receipt of Manager’s calculation, the Variable and Customer Service Fees as submitted by Manager shall be deemed approved.

Agreement No. 32600001 Page 10 of 54
1617
ARTICLE 6 - BANK ACCOUNTS

WORKING FUNDS, RECORDS & REPORTS,

AND REMOVAL OF PROPERTY

6.1 Bank Accounts. In connection with operation and management of the Golf Operation, the following bank accounts shall be established by Owner and Manager in a bank or banks approved by Owner.

6.1.1 Owner Account Owner shall establish a bank account (“Owner Account”) to be in the Owner's name. The revenues from the Golf Operation shall be deposited into the Owner Account on a daily basis (excluding days banks are closed) in a safe and secure manner per the approved Cash Handling Policy of Manager. Manager shall only have access to the Owner account for the purposes of making deposits. All Gross Revenues of the Golf Operation shall be collected, received, and deposited by Manager exclusively through the Owner Account.

6.1.2 Operating Account
Manager shall establish a bank account for the Golf Operation at a banking institution or institutions solely at the discretion of Manager, with such account to be in Manager’s name and sole control (the “Operating Account”). Owner shall deposit all funds required to be furnished by Owner as Working Capital funds under Article 6.2 of this Agreement, including all amounts necessary for the maintenance of the Practice Fields, into the Operating Account and Manager will disburse those monies from the Operating Account only for the purposes set forth in this Agreement. Notwithstanding the provisions of the foregoing, Manager shall be entitled to maintain funds in reasonable amounts in “cash register banks” or in petty cash funds at the Golf Operation. However, Manager shall not open any other bank accounts related to the Golf Operation, except for the Operating Account, without explicit written approval from Owner. All records and bank statements for the Operating Account shall be subject to access and inspection by Owner pursuant to the terms recited herein. Upon termination of this Agreement, for any reason, any funds remaining in the Operating Account, after payment of all final expenses, costs, and obligations of the Golf Operation incurred during the Term shall be paid to Owner within 30 days of termination
Manager is authorized to pay from the Operating Account such amounts at such times as are required in connection with the operation, maintenance, repair, and improvement of the Golf Operation and related facilities, and the maintenance of the Practice Fields as set forth in Article 3.5(c), and Manager’s performance under this Agreement in accordance with the approved Annual Plan, subject to the provisions of this Agreement, including but not limited to all amounts specifically payable to or reimbursable to Manager hereunder, such payments not to exceed amounts set forth in the Annual Plan unless otherwise approved pursuant to Article 3.2.7. At no point shall the Manager exceed the Owner approved budget. Any expenditure associated with the maintenance of the Practice Fields shall be tracked separately in accordance with Article

3.5(c) as a non-Golf Operation expense.

Upon termination of the Agreement, Manager shall repay Owner all remaining funds (less encumbered expenses) including any advance for Working Capital within 30 days after termination. Any shortfall in funds will be owed to Owner by Manager’s corporate parent company, should any variance exist at time of termination.

6.2 Account Funding.

Owner shall deposit into the Operating Account the amount equivalent to two months of operating expenditures as “Working Capital” no later than 10 days prior to the Commencement Date of the Agreement.

Agreement No. 32600001 Page 11 of 51 Agreement No. 32600001 Page 11 of 54 1618
During the term, Manager shall provide to Owner by no later than the twentieth (20th) day of each calendar month the invoices requesting reimbursement for authorized non-payroll related Golf Operating expenses.

These invoices shall be supported by a Monthly Expense Report that details all non-payroll Operating Expenses and supported by the third-party vendor invoices for the Golf Operation of the preceding calendar month. Manager shall provide to Owner an invoice with supporting documentation that verifies all payroll expenses on a bi-weekly basis during the Term, no later than ten (10) days following Manager’s regular pay periods (“Payroll Reports”). Monthly Expense Reports and Payroll Reports may be collectively referred to herein as a “Report” or “Reports.” Each Report shall include an itemized listing of all Operating Expenses or payroll expenses, as applicable, with the supporting documentation showing proof of receipt and payment for all expenses, including but not limited to copies of vendor invoices, receipts, the general ledger, Manager’s standard payroll report received from its payroll vendor, and/or any other documentation reasonably necessary and acceptable to Owner, to support the payments made by Manager from the Operating Account as detailed in the applicable Report (collectively “Backup”). Manager shall provide evidence of payment within 15 days upon reasonable request by Owner.

6.3 Monthly Expense Reports. Shall be provided to Owner per Article 6.2 and shall be itemized in accordance with the categorization of the Annual Plan for budgeting purposes, including but not limited to; General and Administrative Costs, Cost of Goods - Merchandise, Cost of Goods - F&B, Maintenance, Food and Beverage Operations, and Pro Shop Operations. Payroll Reports shall be itemized by detailing name, title, number of hours worked, rate of pay, and payment amount to each individual employee. Manager shall redact all social security numbers on any payroll supporting documentation, and shall not share with Owner.

Upon receipt and review of each itemized Monthly Expense Report and each Payroll Report with all Backup to the reasonable satisfaction and verification of Owner, Owner shall process Managers’ invoices for payment to Manager, who in turn shall replenish the Operating Account by depositing this payment. Owner endeavors to make payments for all approved invoices within 30 days of receipt of accurate invoices from Manager.

Manager shall forecast the cash needs for the operation and communicate in advance any specific needs such that it shall not, under any circumstance, be required to, or be deemed to have any duty to, advance any of its own funds for the operation of the Golf Operation or the maintenance of the Practice Fields. Manager shall analyze all invoices received for services, work, and supplies in connection with maintaining and operating the Golf Operation and Practice Fields. Manager shall pay, on behalf of Owner, all such invoices in accordance with the Annual Plan, when the same shall become due and payable. Manager shall exercise commercially reasonable efforts to pay all invoices within the time required to obtain any discounts which may be available.

Owner shall notify Manager within 15 days of receipt, in writing, of any missing Backup or challenge against any line item included in Manager’s Invoice Reports. Manager and Owner shall take reasonable steps to work together in good faith to resolve any such issue.

6.4 Insufficient Funds. Manager shall monitor the Golf Operation cash flow and in the event that Manager forecasts an Operating Deficit to occur within thirty (30) days, Manager shall provide to Owner a report detailing the projected cash flow and the forecast deficit. If at any time funds in the Operating Account, including the anticipated monthly funding of the Working Capital Amount by Owner, shall be forecast to be or are insufficient to pay the Golf Operation expenses or Practice Fields expenses for the following month (“Operating Deficits”), Manager shall notify Owner and request an additional amount (“Additional Working Capital”) sufficient to satisfy same so that Manager will have sufficient funds in the Operating Account to prevent any delinquency in payment for such expenses, and Owner agrees to deposit such funds within seven (7) days after Manager notifies Owner. Manager shall not be obligated to advance any of its own funds to or for the account of the Golf Operation or the Practice Fields or Owner, nor to incur any liability unless Owner has furnished Manager with funds necessary for the discharge thereof. In the event Owner fails to timely provide Manager sufficient Additional Working Capital to pay expenses, Manager shall be under no Agreement No. 32600001 Page 12 of 54
1619
obligation to pay any expense if there are insufficient funds in the Operating Account. Notwithstanding the foregoing, if Manager advances any funds in payment of an expense authorized by the Annual Plan, or an emergency expenditure under Article 3.2.8 herein, Manager may reimburse itself from the Operating Account; provided, however, that in such situation Manager has notified Owner in writing of such reimbursement.

In the event that Manager advances any of its own funds for the operation of the Golf Operation or maintenance of the Practice Fields, due to the failure of Owner to timely fund the Working Capital Amount as required hereunder, or to make any other payment to Manager required hereunder, Manager shall be entitled, without any further approval, or authorization of Owner, to reimburse itself for such advances from the Operating Account upon funding of the Operating Account by Owner; provided, however, that in such situations Manager has notified Owner in writing of such reimbursement. The Working Capital Amount will be periodically reviewed by both Parties and may be adjusted, subject to approval by the Public Works Director and/or City Chief Financial Officer from time to time as deemed necessary by the mutual agreement of both Parties.

6.5 Accounting Procedures.

6.5.1 Inspection and Disclosure of Records. Upon fifteen (15) days advance written notice to Manager, setting forth the time of inspection and records to be inspected, Owner or its authorized auditors and representatives shall have access to and the right to audit and reproduce any of Manager’s records to the extent Owner deems necessary to ensure Owner is receiving all monies to which Owner is entitled under this Agreement or for other purposes relating to this Agreement. Manager acknowledges that the Owner must comply with the California Public Records Act (Cal. Gov. Code §§ 6250 et seq.). Accordingly, any and all records required to be provided to Owner under this Agreement are subject to public disclosure at any time, without notice, pursuant thereto, including but not limited to this Agreement in its entirety.

6.5.2 Records Preservation. Manager shall maintain and preserve all such records for a period of at least three (3) years after termination of this Agreement. If Manager fails to make such records available within Ventura County, California or at a mutually agreed upon place, Manager shall promptly reimburse Owner for all reasonable costs incurred in conducting the inspection at another location, including but not limited to expenses for personnel, salaries, private auditors, travel, lodging, meals, and overhead.

6.5.3 No Default due to Lack of Funds. If Manager is unable to perform any of its agreements or covenants under this Agreement because of the failure on the part of Owner to provide the funds pursuant to Article 6.4, such failure of performance on the part of Manager shall not be deemed a default on the part of Manager and shall not give rise to any right of termination, damages, or any other remedy against Manager, unless the failure to provide the funds is due to the occurrence of a breach of this Agreement by Manager or the gross negligence, willful misconduct, or fraud by Manager.

6.6 Books and Records. Manager shall keep full and accurate books of accounts and such other records as are necessary to reflect the results of the operation of the Golf Operation and maintenance of the Practice Fields. For this purpose, Owner agrees it will make available to Manager, or Manager’s representatives, all books and records in Owner’s possession relating to the Golf Operation and to the maintenance of the Practice Fields, including contract documents, invoices, and construction records. All books and records for the Golf Operation shall be located at the Golf Operation. Owner reserves the right to inspect records unannounced including cash register totals, tee sheets and inventory records.

Agreement No. 32600001 Page 13 of 54
1620

6.7 Reports to Owner. Manager will deliver, or will cause to be delivered, to Owner the following forecasts and statements by the 20th day of each calendar month: an update to the Annual Plan together with monthly and year-to-date financial statements which shall include a balance sheet, a profit and loss statement (on an accrual basis) showing the results of operation of the Golf Operation for such month and for the year to date; and within sixty (60) days after the end of each Operating Year (fiscal year): financial statements, including a balance sheet, a profit and loss statement, and actual versus budget comparison showing the results of operation of the Golf Operation for such year (it being understood and agreed that such annual statement will reflect the annual Fixed Management Fee paid to Manager, calculated as provided in Article 5).

6.8 Accounting Firm; Audit. All documents, books, and accounting and financial records kept by Manager shall be subject to review by Owner and may hire an independent certified public accounting firm selected by Owner to audit the financial statements required under this Agreement and/or all other records or written materials used by Manager in generating the financial statements or perform agreed upon procedures requested by Owner. Manager shall promptly furnish all documents requested by Owner or Owner’s representative, train the accounting firm with respect to the use and application of Manager’s accounting software, and supervise the work of the accounting firm. All fees and charges of the accounting firm shall be an Operating Expense of the Golf Operation, unless the audit determines that an error of greater than five percent (5%) was made by Manager, in which case the costs of the audit will be paid by Manager and not as an Operating Expense of the Golf Operation. Further, the State Auditor may examine and audit Manager for a period of 3 years after final payment under the Agreement. Regardless of whether a State or private audit is performed, Manager shall maintain and preserve all such records for a period of at least 3 years after final payment under the Agreement or until an audit has been completed and accepted by Owner, whichever occurs later.

6.9 Manager Accounting Software; Other Personal Property Owned by Manager. The parties acknowledge and understand that the accounting software used at the Golf Operation is owned or licensed or leased by Manager, and Owner shall have no rights or interests in such software. Upon the expiration or earlier termination of this Agreement, the accounting software and other personal property at the Golf Operation owned by Manager shall be removed from the Golf Operation by Manager within thirty (30) days of such expiration or termination; provided, however, the financial data of and related exclusively to the Golf Operation shall remain the property of Owner including all golfer names and contact details that are recorded by Manager in the database. After the thirty-day period, the accounting software and all other personal property for the Golf Operation shall be owned by Owner (unless such software or personal property is owned by a third-party licensor or lessor) if such was previously owned by Manager and not removed within the thirty-day period following termination, and Manager shall reimburse any costs incurred by Owner in removing or returning any personal property leased by Manager or software licensed by Manager.

ARTICLE 7 - TERMINATION RIGHTS

7.1 Termination by Owner. Owner shall have the right to terminate this Agreement upon the occurrence of any one of the following events:
(a) Manager fails to keep, observe, or perform any material covenant, agreement, term, or provision of this Agreement to be kept, observed, or performed by Manager, and such default continues for a period of thirty (30) days after written notice and a demand to cure such default by Owner to Manager; or
Agreement No. 32600001 Page 14 of 54
1621
(b) Manager applies for or consents to the appointment of a receiver, trustee, or liquidator of Manager or of all or a substantial part of its assets; (ii) Manager files a voluntary petition in bankruptcy or commences a proceeding seeking reorganization, liquidation, or an arrangement with creditors; (iii) Manager files an answer admitting the material allegations of a bankruptcy petition, reorganization proceeding, or insolvency proceeding filed against Manager; (iv) Manager admits in writing its inability to pay its debts as they come due; (v) Manager makes a general assignment for the benefit of creditors; or (vi) an order, judgment or decree is entered by a court of competent jurisdiction, on the application of a creditor, adjudicating Manager a bankrupt or insolvent or approving a petition seeking reorganization of Manager or appointing a receiver, trustee, or liquidator of Manager or of all or a substantial part of its assets, and such order, judgment or decree continues unstayed and in effect for any period of sixty (60) consecutive days.

Owner’s right to terminate pursuant to Article 7.1 shall be exercised upon thirty (30) days additional written notice to Manager given at any time after the applicable cure period has expired. Owner’s termination notice shall specify the effective date of such termination.

7.2 Termination by Manager. Manager shall have the right to terminate this Agreement upon the occurrence of any one of the following events:
(a) Owner fails to keep, observe, or perform any other material covenant, agreement, term, or provision of this Agreement to be kept, observed, or performed by Owner, and such default continues for a period of thirty (30) days after notice of such default by Manager to Owner; or (b) Owner applies for or consents to the appointment of a receiver, trustee, or liquidator of Owner or of all or a substantial part of its assets; (ii) Owner files a voluntary petition in bankruptcy or commences a proceeding seeking reorganization, liquidation, or an arrangement with creditors; (iii) Owner files an answer admitting the material allegations of a bankruptcy petition, reorganization proceeding, or insolvency proceeding filed against Owner; (iv) Owner admits in writing its inability to pay its debts as they come due; (v) Owner makes a general assignment for the benefit of creditors; or (vi) an order, judgment or decree is entered by a court of competent jurisdiction, on the application of a creditor, adjudicating Owner a bankrupt or insolvent or approving a petition seeking reorganization of Owner or appointing a receiver, trustee or liquidator of Owner or of all or a substantial part of the assets of Owner, and such order, judgment or decree continues unstayed and in effect for any period of sixty (60) consecutive days; Manager’s right to terminate pursuant to Article 7.2 shall be exercised upon thirty (30) days additional written notice to Owner given at any time after the applicable cure period has expired. Manager’s termination notice shall specify the effective date of such termination.

7.3 Curing Defaults. Any default by Manager or Owner under the provisions of Articles 7.1 or 7.2, as the case may be, which is susceptible of being cured shall not constitute a basis for termination of this Agreement if the nature of such default shall not permit it to be cured within the cure period allotted; provided that within such cure period the alleged party in default shall have given notice of its intent to cure, has commenced to cure such default, and is proceeding to complete the cure in good faith and with reasonable diligence by a date which is not more than six (6) months after the date of notice of default.

7.4 Effect of Termination.

The termination of this Agreement under the provisions of this Article 7 shall not affect the rights of the terminating party with respect to any damages it has suffered as a result of any breach of this Agreement, nor shall it affect the rights of either party with respect to any liability or claims accrued, or arising out of events occurring, prior to the date of termination.

Agreement No. 32600001 Page 15 of 54
1622

7.5 Remedies Cumulative. Neither the right of termination, nor the right to sue for damages, nor any other remedy available to a party under this Agreement shall be exclusive of any other remedy given under this Agreement or now or hereafter existing at law or in equity.

7.6 Indemnification re Post-Termination Events. Owner shall indemnify and hold harmless Manager and its owners, officers, directors, and employees from all costs, expenses, claims, damages, and liabilities arising or resulting from the failure of Owner following the expiration or earlier termination (for whatever cause) of this Agreement to fulfill its legal obligations to assume and provide any tournaments, banquets, meetings, and other group functions to be held at the Golf Operation (collectively, “Events”) contracted for by Manager prior to such expiration of termination of the Agreement pursuant to its rights and obligations under this Agreement (or contracted for prior to the Commencement Date), which Events are to be provided after the expiration or termination of this Agreement, provided that on or before termination of the Agreement Manager has paid to Owner an amount equal to all deposits received from clients for reservation of such Events.

7.7 Transition. Upon the termination of this Agreement, Owner and Manager shall cooperate, in good faith, to ensure an orderly transition of the management and operation of the Golf Operation and the maintenance of the Practice Fields from Manager to Owner and/or Owner’s new manager or operator.

7.8 Employees.

Subject to the provisions of this Agreement and upon notice of termination of this Agreement, for any reason, Manager shall comply with the WARN Act and provide any notice or other requirements of the Warn Act thereunder with sixty (60) days notice to all employees that are subject to termination by Manager. Further, these employees of Manager shall be eligible for rehire as new employees of the Owner’s newly designated Golf Operator.

7.9 Licenses and Permits.

Upon termination of this Agreement for any reason, Manager shall, at no cost to Manager and Owner, if possible (and if not possible to do so at no cost to either party, then at Owner’s cost), transfer any and all licenses and permits which are in Manager’s name to Owner or Owner’s designated new operator, and/or assist Owner or Owner’s designated new operator in obtaining new licenses and permits as necessary.

ARTICLE 8 - ASSIGNMENT

8.1.1 Assignment.

8.1.2 Prohibited Assignments. Except as provided in Articles 8.1.2 and 8.1.3, neither party shall assign this Agreement without the prior written consent of the other party, which shall not be unreasonably withheld, delayed or conditioned. It is understood and agreed that any consent granted by a party to any such assignment shall not be deemed a waiver of any consent required under Article 8.1.1 as to any future assignment.

8.1.3 Permitted Assignment by Manager. Manager shall have the right, without the consent of Owner, to assign this Agreement to any Affiliate of Manager or in connection with the sale of all or a substantial portion of Manager’s assets by providing a commercially reasonable prior written notice to Owner, provided that the Affiliate or purchaser of Manager’s assets expressly assumes all of Manager’s obligations hereunder, and Agreement No. 32600001 Page 16 of 54
1623
further provided that in the event of a sale of all or a substantial portion of Manager’s assets to a third party, Owner shall have the right but not the obligation to terminate this Agreement with sixty (60) days written notice to Manager.

8.1.4 Permitted Assignment by Owner. Owner shall have the right, without the consent of Manager, to assign this Agreement to any Affiliate or to any third party upon notice to Manager, provided that the Affiliate, assignee or transferee (as applicable) expressly assumes all of Owner’s obligations hereunder. In the event that Owner assigns this Agreement to an unaffiliated third party without the consent of Manager, Manager shall have the right but not the obligation to terminate this Agreement upon sixty (60) days advance written notice to both Owner and its assignee, such notice to be provided no later than thirty (30) days following written notification by Owner to Manager of the assignment and identity of the assignee.

8.1.5 Remedies. Any assignment by either party of this Agreement in violation of the provisions of Article

8.1 shall be null and void and shall result in a termination of this Agreement. In addition to any other remedies available to the parties, the provisions of Article 8.1 shall be enforceable by injunctive proceeding or by a suit for specific performance.

8.2 Successors and Assigns. Subject to the foregoing, this Agreement shall inure to the benefit of and be binding upon the parties and their respective heirs, legal representatives, successors and assigns.

ARTICLE 9 - DAMAGE OR DESTRUCTION; EMINENT DOMAIN

9.1 Damage or Destruction. Should any or all parts of the Golf Operation be destroyed or substantially damaged by fire or other casualty, Owner, by written notice to Manager given within sixty (60) days following the occurrence of such event, shall have the right to terminate this Agreement, and in such event neither party shall have any further obligation to the other party under this Agreement, except with respect to liabilities accruing, or based upon events occurring, prior to the effective date of such termination. For the purpose of Article 9.1, the Golf Operation shall be deemed to have been substantially damaged if, in the reasonable opinion of Owner, full and productive economic use of the Golf Operation cannot be made and the estimated length of time required to restore the Golf Operation substantially to its condition and character just prior to the occurrence of such casualty shall be in excess of six (6) months. If this Agreement is not terminated in the event of damage to the Golf Operation because the damage does not amount to substantial damage as described above, then Owner shall proceed with all due diligence to commence restoration of the Golf Operation, but only to the extent that Owner has received insurance proceeds in connection with such damage or destruction.

9.2 Eminent Domain. If all of the Golf Operation or premises (or such a substantial portion of the premises so to make it unfeasible, in the reasonable opinion of Owner, to restore and continue to operate the remaining portion of the premises for the purposes contemplated in this Agreement) shall be taken through the exercise (or by agreement in lieu of the exercise) of the power of eminent domain, then upon the date that Owner shall be required to surrender possession of the premises or of that substantial portion of the premises, this Agreement shall terminate and neither party shall have any further obligation to the other party under this Agreement except with respect to liabilities accruing, or based upon events occurring, prior to the effective date of such termination. If such taking of a portion of the Golf Operation shall not make it unfeasible, in the reasonable opinion of Owner, to restore and continue to operate the remaining portion of the premises for the purposes contemplated in this Agreement, then this Agreement shall not terminate, and Owner shall proceed to repair any damage to the Golf Operation, but only to the extent that Owner has received compensation in connection with such taking.

Agreement No. 32600001 Page 17 of 54
1624
ARTICLE 10 - MAJOR CAPITAL IMPROVEMENTS
Any Capital Improvement involving an addition to the Golf Operation or Practice Fields or renovation or refurbishment designed to upgrade or change the nature or image of the Golf Operation or Practice Fields, which costs more than $100,000 in the aggregate, shall be deemed to be a “Major Capital Improvement.” Any Major Capital Improvement project is in Owner’s sole control and discretion, and all costs and expenses of any Major Capital Improvement shall be paid solely by Owner. The parties acknowledge and agree that this Agreement imposes no responsibilities or obligations on the part of Manager with respect to any aspect of a Major Capital Improvement project, including design, construction, or supervision. Manager may perform these assignments that are outside of the Annual Plan upon written approval by the Owner in accordance with Article 3.4. Per Article 5.1, Manager agrees to contribute $52,500 of the Fixed Management Fee annually for the term of this Agreement and renewal of Agreement as a contribution to the Reception Center (or Event Space) Project. Manager is also eligible to provide consulting and project management services in accordance with Article 3.4, including but not limited to the Reception Center (or Event Space) Project.

ARTICLE 11 - GENERAL PROVISIONS

11.1 Purchases by Manager. Manager shall use reasonable efforts to obtain the optimum combination of quality, price, and terms for all purchases for the Golf Operation or for items utilized in the maintenance of the Practice Fields by utilizing its extensive contacts and experience in purchasing golf course and facilities management related items. Manager shall not be entitled to any additional compensation for this undertaking other than as set forth herein. In connection with any purchases made by Manager or an Affiliate of Manager for the account of Owner, it is understood that Manager or such Affiliate may perform services as a representative of the manufacturer to secure the benefits of lower costs, and that any resulting savings shall be passed on to Owner, including representatives’ fees. In addition, all trade discounts, rebates, and refunds pertaining directly to purchases for the Golf Operation or for items utilized in the maintenance of the Practice Fields (but excluding refunds and rebates received by Manager in connection with purchasing or leasing related to all Other Manager Facilities) shall accrue to the benefit of Owner.

11.2 Purchases from Manager Affiliates. If any purchases of goods or services for the Golf Operation are made from or through an Affiliate of Manager, the charges to the Golf Operation for such goods or services shall be on the same terms as those made to Other Manager Facilities, and such charges shall not exceed the market prices for such goods and services. Manager shall obtain prior written approval from Owner for each instance. Manager shall also disclose to Owner the prices paid by its Affiliates for any such goods and services.

Further, in case of any actual or potential material conflict of interests as to any purchases, Manager shall (i) disclose to Owner in writing such conflict with sufficient details and specificity; and (ii) obtain a prior written approval from Owner for each instance.

11.3 Indemnities.

11.3.1 Manager’s Indemnity.

Manager agrees to indemnify, protect, defend and hold harmless Owner and Owner’s officials, officers, and employees from and against any and all claims, demands, actions, lawsuits, proceedings, damages, liabilities, judgments, penalties, fines, attorneys’ fees, costs, and expenses: which result from any act or omission constituting gross negligence or willful misconduct or fraud by Manager or any Affiliate, officer, director, agent, independent contractor, or employee of Manager in connection with Manager’s performance under this Agreement; or which result from any action taken by Manager or its Affiliates, employees or agents relating Agreement No. 32600001 Page 18 of 54
1625
to the Golf Operation or the maintenance of the Practice Fields (i) that is expressly prohibited by this Agreement or by any Annual Plan (unless an exception to the Annual Plan was approved by Owner or is otherwise permitted herein), or (ii) that is not within Manager’s delegated authority under this Agreement or under any Annual Plan (unless an exception to the Annual Plan was approved by Owner or is otherwise permitted herein).

Manager’s indemnity obligations under Article 11.3.1 shall not apply to any acts or omissions taken (or in the case of omissions, not taken) to the extent they are at the express direction or with the express approval of Owner or are permitted by the Annual Plan, or to the extent any acts or omissions taken (or in the case of omissions, not taken) constitute gross negligence or willful misconduct by Owner, unless such act or omission constitutes gross negligence or willful misconduct or fraud on the part of any employee of Manager.

11.3.2 Owner’s Indemnity. Owner agrees to indemnify, protect, defend, and hold harmless Manager and its owners, officers, directors, and employees from and against any and all claims, demands, actions, lawsuits, proceedings, damages, liabilities, judgments, penalties, fines, attorneys’ fees, costs and expenses relating to the Golf Operation, or the operations thereof:
(a) To the extent relating to or arising from the presence in, on, under, or about the Golf Operation, or the escape, seepage, leakage, spillage, discharge, emission or release, of any hazardous materials, toxic substances or petroleum products (as defined or regulated under any and all applicable federal, state, and local environmental, health or safety laws, ordinances, and regulations) from or through the Golf Operation (collectively, the “Hazardous Materials”), including without limitation any and all costs of any required or necessary repair, cleanup, remediation, or decontamination of the Golf Operation, and the preparation and implementation of any closure, remedial or other required plans; provided that if the presence or disturbance of the Hazardous Materials was caused by the negligence or willful misconduct on the part of Manager or any of its Affiliates, employees, or agents, Manager shall not be indemnified, protected, defended or held harmless under Article 11.3.2; or
(b) To the extent resulting from any act or omission by Manager in connection with the management and operation of the Golf Operation (i) that is expressly authorized by this Agreement, or (ii) that is within the scope of Manager’s duties under this Agreement, or (iii) that is within Manager’s delegated authority under this Agreement, or (iv) that was at the express direction or with the express approval of Owner, unless and to the extent that such act or omission constitutes gross negligence or willful misconduct or fraud on the part of any employee of Manager (and was neither at the express direction of Owner nor with the express approval of Owner) in which event Manager shall not be indemnified, protected, defended, or held harmless under Article 11.3.2.

11.4 Golf Operation Names.

The Golf Operation and Practice Fields shall be known by such trade names and/or trademarks or logos as may from time to time be determined by Owner. All names, logos, and designs used at the Golf Operation and Practice Fields shall be the exclusive property of Owner. However, during the term of this Agreement, Manager shall have a non-exclusive license to use such names, logos, and designs in connection with the operation of the Golf Operation. Manager may identify the Golf Operation as a golf course managed and operated by Manager and may use the name “American Golf Corporation” or the initials “AGC” or the American Golf Corporation logo alone or in conjunction with other words or names or designs owned by Manager or any of its Affiliates. It is recognized that the name “American Golf Corporation” and the initials “AGC,” together with any other names, logos, or designs owned by Manager or any of its Affiliates and used in the management and operation of the Golf Operation (including without limitation any such names, logos Agreement No. 32600001 Page 19 of 54
1626
or designs used in connection with the restaurant, banquet rooms, and meeting rooms in and about the Golf Course, but accepting any use of the names “Oxnard” or “River Ridge” or use of any version of the Oxnard logo), together with appurtenant goodwill, are the exclusive property of Manager or its Affiliates (collectively, the “Manager -Owned Names”). Accordingly, Owner agrees that no right or remedy of Owner for any default on the part of Manager under this Agreement shall, nor shall any provision of this Agreement, confer upon Owner or its successors or assigns the right to use Manager -Owned Names in the operation of the Golf Operation or otherwise after the termination of this Agreement. In the event of any breach of this covenant by Owner, Manager, in addition to any remedies available to it under this Agreement or at law or in equity, shall have the right to injunctive relief. Anything contained in Article 11.4 to the contrary notwithstanding, upon the expiration or earlier termination of this Agreement, Owner shall have the right to continue to use any and all items of Operating Inventory then on hand bearing any Manager -Owned Names, but shall not have the right to reorder any such items. In lieu of permitting Owner to continue to use such items of Operating Inventory bearing any Manager -Owned Names, Manager shall have the option to purchase any or all of such items at a price equal to Owner’s cost of such items. Nothing herein shall authorize Manager’s use of any version of Oxnard’s logo without prior written authorization from Owner.

11.5 Notices.

All notices, demands, requests, consents, approvals, replies, and other communications (“Notices”) required or permitted by this Agreement shall be in writing and may be delivered by any one of the following methods:
(a) by personal delivery; (b) by deposit with the United States Postal Service as certified or registered mail, return receipt requested, postage prepaid to the addresses stated below; or (c) by deposit with an overnight express delivery service. Notice deposited with the United States Postal Service in the manner described above shall be deemed effective three (3) business days after deposit with the Postal Service. Notice by overnight express delivery service shall be deemed effective one (1) business day after deposit with the express delivery service. Notice by personal delivery shall be deemed effective at the time of personal delivery. Notice also may be given by means of electronic e-mail; provided, however, that in order for the email Notice to be deemed effective, the party giving notice by email shall provide a “hard copy” of the email Notice thereafter to the other party pursuant to one of the three methods of “hard copy” delivery specified in this Article.

For purposes of Notices hereunder, the address of Owner shall be:

City of Oxnard, California
305 W. Third Street, Third Floor
Oxnard, California 93030
Attention: Public Works Director
[email protected]
With a copy to:

City Attorney
City of Oxnard
305 W. Third Street, Suite 100E
Oxnard, California 93030
Email Address
Agreement No. 32600001 Page 20 of 51 Agreement No. 32600001 Page 20 of 54 1627
For purposes of Notices hereunder, the address of Manager shall be:

AGC Management, LLC
c/o American Golf Corporation
10670 N. Central Expressway, Suite 700
Dallas, TX 75231
Attention: Legal Department
[email protected]
With a copy to: [email protected]
Each party shall have the right to designate a different address within the United States of America by the giving of notice in conformity with Article 11.5.

11.6 Mortgages. No mortgage shall in any way affect the rights, duties, or obligations of Owner or Manager, respectively, hereunder, and in the event of any conflict between the terms and conditions of this Agreement and the terms and conditions of any mortgage, the terms and conditions of this Agreement shall control. If the Owner records a mortgage and the mortgagee thereof requests that the terms of this Agreement be subordinate to such mortgage, Manager shall execute a subordination agreement substantially in the form requested by such mortgagee, so long as such subordination agreement is reasonable and contains attornment and non-disturbance provisions reasonably acceptable to Manager. No mortgagee shall have any rights against Manager and Manager shall have no obligations to any Mortgagee except as set forth in Article 11.6.

11.7 No Partnership or Joint Venture.

Nothing contained in this Agreement shall be construed to be or create a partnership or joint venture between Owner and its successors and assigns, on the one part, and Manager and its successors and assigns, on the other part. Manager shall perform all activities hereunder as an independent contractor, and no employeremployee or principal-agent relationship shall be established by this Agreement or the performance hereof.

11.8 Modification and Changes.

This Agreement may be amended or modified only by a writing signed by both parties.

11.9 Understandings and Agreements.

This Agreement constitutes all of the understandings and agreements of whatever nature or kind existing between the parties with respect to Manager’s management and operation of the Golf Operation and maintenance of the Practice Fields.

11.10 Headings.

The Article, Section and Subsection headings contained in this Agreement are for convenience and reference only and are not intended to define, limit or describe the scope or intent of any provision of this Agreement.

11.11 Consents.

Each party agrees that it will not unreasonably withhold any consent or approval requested by the other party pursuant to the terms of the Agreement, and that any such consent or approval shall not be unreasonably delayed or qualified. Similarly, each party agrees that any provision of this Agreement which permits such party to make requests of the other party shall not be construed to permit the making of unreasonable requests.

Agreement No. 32600001 Page 21 of 54
1628

11.12 Survival of Covenants.

Any covenant, term or provision of this Agreement which in order to be effective must survive the termination of this Agreement shall survive any such termination.

11.13 Third Parties. None of the obligations under this Agreement of either party shall run to or be enforceable by any party other than the parties to this Agreement or by a party deriving rights under this Agreement as a result of an assignment, subordination or similar agreement permitted pursuant to the terms hereof.

11.14 Waivers. No failure by Manager or Owner to insist upon the strict performance of any covenant, agreement, term or condition of this Agreement or to exercise any right or remedy consequent upon the breach of this Agreement shall constitute a waiver of any such breach or any subsequent breach of the same covenant, agreement, term or condition. No covenant, agreement, term or condition of this Agreement and no breach of this Agreement shall be waived, altered, or modified except by a written instrument. A waiver of any breach of this Agreement shall only affect this Agreement to the extent of the specific waiver, and all covenants, agreements, terms, and conditions of this Agreement shall continue in full force and effect.

11.15 Applicable Law; Venue. This Agreement shall be construed and interpreted in accordance with, and shall be governed by, the laws of the State of California. Venue for any action relating to this Agreement shall be property in Ventura County, CA, Superior Court. Manager shall comply with all applicable laws in the performances of services hereunder.

11.16 No Presumption Regarding Drafter. Owner and Manager acknowledge and agree that the terms and provisions of this Agreement have been negotiated and discussed between Owner and Manager, and that this Agreement reflects their mutual agreement regarding the subject matter of this Agreement. Because of the nature of such negotiations and discussions, it would be inappropriate to deem either Owner or Manager to be the drafter of this Agreement, and therefore no presumption for or against the drafter shall be applicable in interpreting or enforcing this Agreement.

11.17 Enforceability of Any Provision. If any term, condition, covenant, or obligation of this Agreement shall be determined to be unenforceable, invalid, or void, such determination shall not affect, impair, invalidate, or render unenforceable any other term, condition, covenant, or obligation of this Agreement.

11.18 United States Currency. All amounts payable pursuant to this Agreement shall be paid in lawful money of the United States of America.

11.19 Counterparts. This Agreement and any amendment may be executed in counterparts, and upon all counterparts being so executed each such counterpart shall be considered as an original of this Agreement or any amendment and all counterparts shall be considered together as one agreement. A signed copy of this Agreement transmitted by email to either of Owner or Manager shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement for all purposes.

11.20 Gender and Number. Whenever appropriate in this Agreement, the singular shall be deemed to refer to the plural and the plural to the singular, and pronouns of certain gender shall be deemed to include either of both of the other genders.

11.21 Further Assurance. Owner and Manager agree that at any time or from time to time after the execution of this Agreement, each shall, upon the request of the other, execute and deliver such further Agreement No. 32600001 Page 22 of 51 Agreement No. 32600001 Page 22 of 54 1629
documents and do such further acts and things as such party may reasonably request in order to fully effect the purpose of this Agreement.

11.22 Waiver of Jury Trial. The parties hereby waive trial by jury in any action, proceeding, or counterclaim brought by either of the parties hereto on any matter whatsoever arising out of or in any way connected with this Agreement.

11.23 Documents and Materials. All final computations, exhibits, files, plans, correspondence, reports, drawings, designs, data, photographs, specifications, information, images, video files, media, or other deliverables prepared, created, drawn, calculated, photographed, or developed by Manager pursuant to this Agreement specifically for the Golf Operation and not for use at any other golf operations operated by Manager (“Documents and Materials”) shall be the Owner’s property without restriction or limitation upon its use, duplication or dissemination. All Documents and Materials shall be considered “works made for hire,” and all Documents and Materials and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of the Owner without restriction or limitation upon their use, duplication or dissemination by the Owner.

Manager shall not obtain or attempt to obtain copyright protection as to any Documents and Materials.

Manager hereby assigns to the Owner all ownership and any and all intellectual property rights to the Documents and Materials that are not otherwise vested in the Owner pursuant to Article 11.23. Manager shall deliver all Documents and Materials to Owner’s Project Manager upon completion of the services or termination of this Agreement as an expense of the Golf Operation. Additionally, anytime at Owner’s request, Owner shall be entitled to possession of, and Manager shall furnish to Owner’s Project Manager within 10 calendar days, any or all of the Documents and Materials without additional cost to Owner. In both situations, if Manager prepares Documents and Materials on a computer, Manager shall provide Owner with said Documents and Materials both in a printed format and in an electronic format that is acceptable to the Owner.

Manager may retain copies of these Documents and Materials but must request permission from the Owner before use, duplication or dissemination of these Documents and Materials for any purpose other than for the services provided to the Owner pursuant to this Agreement. Any substantive modification of the Documents and Materials by Owner staff or any use of the completed Documents and Materials for other Owner projects, or any use of incomplete Documents and Materials, without the written consent of Manager, shall be at Owner’s sole risk and without liability or legal exposure to Manager. Manager warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the services and the production of all Documents and Materials, and that the Owner has full legal title to and the right to use, duplicate or disseminate the Documents and Materials. Manager shall defend, indemnify and hold Owner’s officials, officers and employees harmless from any loss, claim or liability in any way related to a claim that any of the Documents and Materials is violating federal, state, or local laws, any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents, or other means of protecting intellectual property rights and/or interests in products or inventions. Manager shall bear all costs arising from the use of patented, copyrighted, trade secret, or trademarked documents, materials, equipment, devices or processes in connection with its provision of the services and Documents and Materials. In the event the use of any of the Documents and Materials by the Owner is held to constitute an infringement and the use of any of the same is enjoined, Manager, at its own expense, shall: secure for Owner the right to continue using the Documents and Materials by suspension of any injunction, or by procuring a license or licenses for Owner; or modify the Documents and Materials so that they become non-infringing while remaining in compliance with the requirements of this Agreement. Article 11.23 shall survive the termination of this Agreement.

Agreement No. 32600001 Page 23 of 54
1630

11.24 Confidential Information.
a. For the purposes of this Agreement, “confidential information” means all data or information, in whatever form transmitted, relating to the past, present, or future business affairs of Owner, including without limitation, (i) technical information, including patent, copyright, trade secret, and other proprietary information, techniques, sketches, drawings, models, inventions, processes, apparatus, equipment, algorithms, software programs, software source documents, and formulas; or (ii) non-technical information, including without limitation finances, financial and accounting data and information, suppliers, customers, customer lists, purchasing data, and any other information belonging to Owner, or to a third party whose information is in Owner’s possession or control under obligations of confidentiality, and which is disclosed to Manager or is developed by Manager in whole or in part at Owner’s expense. b. Said data or information constitutes confidential information pursuant to California Government Code Sections 6254(e), 6254(k), 6254(aa), 6254.9, 6254.16, 6254(n) and 6255, which exempts Owner’s internal programs and network structure and information regarding infrastructure and customer information from disclosure under the California Public Records Act (California Government Code Sections 6250 through 6276.48) (“CPRA”). Without in any way affecting the confidential nature of the information, Owner will provide the requested information to Manager pursuant to the terms of this Agreement, and Owner’s disclosure shall not constitute a public disclosure pursuant to Government Code Section 6254.5. c. All confidential information shall not be reproduced, transmitted, disclosed, or used by Manager without the written consent of Owner, except as may be necessary for Manager to fulfill its obligations to Owner. d. Notwithstanding the above, these limitations shall not apply to information that (i) is already known to Manager at the time of that information’s disclosure or becomes publicly known through no wrongful act or omission of Manager, (ii) is communicated to a third party with the express written consent of Owner and is not subject to restrictions on further use or disclosure, (iii) is independently developed by Manager and has no relation to this Agreement, or (iv) is required by law, court order, court-issued subpoena, or other legal process to be disclosed; provided, however, that before making such disclosure, Manager shall immediately provide Owner with written notice and a reasonable opportunity for Owner to object to the disclosure or to take action to maintain the confidentiality of the information, unless such prior disclosure is legally impermissible.
e. Manager shall use reasonable care to protect the confidential information. In the event of a breach or threatened breach of this Agreement, Owner shall be entitled to obtain an injunction prohibiting any such breach, the costs of which shall be paid by Manager. Any relief granted shall be in addition to and not in lieu of any other legal or equitable relief, including money damages. f. Other than an obligation upon Owner to deal in good faith, Owner makes no warranties and shall bear no liability or responsibility for errors or omissions in any confidential information disclosed under this Agreement or for any business decisions made by Manager in reliance on any confidential information disclosed under this Agreement.
g. Manager will use the confidential information solely for the limited purposes of providing the services and fulfilling its obligations hereunder.
h. Except as otherwise agreed upon by the Parties, Manager shall maintain physical custody or control over all confidential information obtained by it and shall be responsible for ensuring that such confidential information is not disclosed.

Agreement No. 32600001 Page 24 of 54
1631
i. Without prejudice to the rights and remedies otherwise available to Owner, Manager acknowledges and agrees that: the confidential information is valuable to Owner, unique, and contains sensitive information; a breach of this Agreement could cause irreparable harm to Owner; and that Owner could be entitled to seek injunctive relief, specific performance or both if Manager breaches or threatens to breach any of the provisions of this Agreement.
j. All confidential information shall remain the property of Owner. Following Manager’s completion of the Services, Manager shall promptly destroy all such confidential information in its possession or control and certify such destruction to Owner in a writing signed by an authorized representative. k. Article 11.24 shall survive the termination of this Agreement.

11.25 Conflict of Interest. If, in performing the Services set forth in this Agreement, Manager makes, or participates in, a “governmental decision” as described in Title 2, Section 18700(c)(4) of the California Code of Regulations, or performs the same or substantially all the same duties for Owner that would otherwise be performed by an Owner employee holding a position specified in Owner's conflict of interest code, Manager shall be subject to Owner's conflict of interest code, the requirements of which include the filing of one or more statements of economic interests disclosing the relevant financial interests of Manager's personnel providing the services set forth in this Agreement. Furthermore, Manager shall not to accept any employment or representation during the term of this Agreement or within 12 months after completion of the Services which is or may likely make Manager “financially interested,” as provided in California Government Code Sections 1090 and 87100, in any decisions made by Owner on any matter in connection with which Manager has been retained pursuant to this Agreement.

11.26 Force Majeure. Neither Owner nor Manager shall be responsible for delays or failures in performance resulting from acts beyond the control of either party. Such acts shall include but are not be limited to acts of God, riots, acts of war, epidemics, fire, earthquakes, or other disasters.

11.27 Manager’s Representations. Manager warrants and represents that: (a) Manager is experienced in the management of public golf courses, and will to the best of its ability perform the services hereunder in accordance with the terms and conditions as set forth in this Agreement; (b) to the best of Manager’s knowledge, there are no obligations, commitments or impediments of any kind that will prevent Manager’s full performance under this Agreement; (c) to the extent required by the standard of practice, Manager has considered and fully understands the scope of services set forth hereunder.

11.28 Compliance with Laws. In performing the services under this Agreement, Manager shall comply with all applicable laws, ordinances and regulations. Before providing any services under this Agreement, Manager shall, at its own expense, obtain and maintain any certificates, licenses and permits which may be required to permit Manager to do business in the City of Oxnard, including a City of Oxnard business tax certificate. For clarity and the avoidance of doubt, nothing in Article 11.29 shall require Manager to expend its own funds to obtain all necessary licenses, permits and certificates required for the operation of the Golf Operation and the business conducted at the Golf Operation, the costs of which will be an Operating Expense of the Golf Operation.

11.29 Intellectual Property Warranties and Representations. Manager warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the services. Manager shall bear the costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Agreement No. 32600001 Page 25 of 54
1632
services hereunder, provided however that a portion of such costs, commensurate with the usage of the foregoing in the operation of the Golf Operation, shall be allocated as an Operating Expense of the Golf Operation as set forth in the Annual Plan.

11.30 Taxes. Manager shall be liable for and agrees to pay promptly and prior to delinquency, at its own expense and not as an Operating Expense of the Golf Operation, any tax or assessment which may be levied by any governmental authority solely against Manager, related to Manager’s corporate existence or corporate operations, separate and independent from any taxes which are levied by any governmental authority and related to the ownership, operation or possession of the Golf Operation, which shall be Operating Expenses of the Golf Operation.
[REMAINDER OF PAGE IS INTENTIONALLY BLANK]
Agreement No. 32600001 Page 26 of 54
1633
IN WITNESS WHEREOF, the parties have executed or caused this Agreement to be executed effective as of the day and year first written above.
“OWNER”

CITY OF OXNARD, CALIFORNIA
By:

Luis Mc Arthur, Mayor
ATTEST:

Lourdes A. López, City
Clerk
Date
APPROVED AS TO FORM:

Stephen M. Fischer, City Date
Attorney
“MANAGER”
AGC Management, LLC
By:

Name: ________________________
Title: _________________________
By:

Name: ________________________
Title: _________________________
Owner requires the following for any contract:
 For a corporation, the signatures of the Board President, CEO or Vice President and of the Board Secretary, Assistant Secretary, CFO or Assistant Treasurer;
 For an LLC, the signatures of at least two managers of the LLC (company directors, not lower-level managers); or  For a partnership, the signature of a partner. If the partnership is a limited partnership, the signer must be a general partner.

Agreement No. 32600001 Page 27 of 54
1634
[REMAINDER OF PAGE IS INTENTIONALLY BLANK]
Agreement No. 32600001 Page 28 of 54
1635

EXHIBIT A

SITE MAP

EXHIBIT B - DEFINITIONS
Agreement No. 32600001 Page 29 of 54
1636
1 EXHIBIT B

DEFINITIONS
Affiliate means any and all corporations, partnerships, trusts, limited liability companies and other entities directly or indirectly controlled by, controlling, or subject to direct common control of an entity or person.

Annual Plan means the Annual Plan as described in Article 3.2.

Capital Expenditures as defined in Article 3.2.9.

Capital Improvements means any alterations, additions, renovations or improvements to the Golf Operation which are considered a capital expenditure under GAAP.

Community Special Events means hosting a variety of golf and non-golf events such as movie nights, 4th of July, concerts at the course, food/beverage tastings, tournaments, and youth activities/programs.

Comparable Facilities means (i) Olivas Links and Buenaventura both in Ventura, California, (ii) Los Robles in Thousand Oaks, California and (iii) Rustic Canyon Golf Course in Moorpark, California.

Cost of Sales means all monies expended by Manager for the purchase of consumable items at the Golf Course, including by not limited to food and beverage (including liquor) and Pro Shop merchandise adjusted for beginning inventories, ending inventories, sales returns, and allowances of such items.

CPI The United States Department of Labor, Bureau of Labor Statistics, and All Items Consumer Price Index for All Urban Consumers (all items for Los Angeles – Long Beach – Anaheim, California on the basis of 1982 - 1984 equals 100). Notwithstanding the foregoing, if the format or components of the CPI are materially changed after the date hereof, then Owner and Manager shall mutually agree to a substitute index which is published by the Bureau of Labor Statistics or similar agency and which is most nearly equivalent to the CPI in effect as of the date hereof.

Employee Compensation means the direct salaries and wages paid to or accruing for the benefit of any manager or other employee, together with all fringe benefits payable to or accruing for the benefit of such manager or other employee, including employer’s contribution under the Federal Insurance Contributions Act (“FICA”); unemployment compensation, or other employment taxes; pension fund contributions, worker’s compensation, group life and accident and health insurance premiums as well as any payments made by Manager which fall within the deductible amounts of any such policies; profit sharing; retirement; disability; and other similar benefits but only to the extent established in the Annual Plan and approved by Owner or otherwise approved by Owner as set forth in Article 3.6.1.

Force Majeure “Force Majeure” is defined in Article 11.26 Agreement No. 32600001 Page 30 of 54
1637
2 Furnishings and Equipment means all furniture, furnishings, trade fixtures, apparatus and equipment, including golf course maintenance vehicles, golf carts, driving range equipment, cash registers, rental golf clubs, ball washers, benches, uniforms, kitchen equipment, appliances, table ware, glass ware, and other personal property used in or held in storage for use in the operation of the Golf Course, other than Operating Inventory.

Gross Revenues means all amounts received as a result of the operation of the Golf Operation and the sale of goods and services at the Golf Operation, determined on an accrual basis and consistent with the income/operating statements generated by Manager in the ordinary course of business.

Gross Revenues shall include, without limitation, the following generated at the Golf Operation:
all green fees; rental fees for golf carts, golf clubs, and other rental items; range balls; rental and concession payments; food and beverage sales; liquor sales; revenue generated from space rentals and from meetings, banquets, parties, receptions, tournaments, and other group gatherings; merchandise sales; instruction fees; vending sales (or, if applicable, receipts from vending companies); and proceeds from business interruption insurance. Gross Revenues shall not include the following:

Cash refunds or credits allowed on returns by customers; Sales taxes, excise taxes, gross receipts taxes and other similar taxes now or later imposed upon the sale of food, beverages, merchandise or services and paid to the appropriate taxing authority, whether added to or included in the selling price;
Fees charged by a golf professional functioning as an independent contractor for the teaching of golf lessons and instruction to the extent the Golf Operation does not receive revenue from such golf lessons
Receipts in the form of refunds from, or the value of merchandise, supplies or equipment returned to, shippers, suppliers or manufacturers;
Proceeds of insurance other than business interruption insurance or similar types of insurance; Any interest earned on any Owner or Manager provided bank account or funds; The actual uncollectible amount of any check or bank draft received as payments for goods or services and returned from a bank as being uncollectible; and The actual uncollectible amount of any sale of merchandise or services for which a credit card was accepted.

Insurance Requirements “Insurance Requirements” are all requirements of each insurance policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to the Golf Course or the operation of the Golf Course.

Legal Requirements means all laws, statutes, ordinances, orders, rules, regulations, permits, licenses, authorizations, directives and requirements of all governments and governmental authorities, which now or hereafter may be applicable to the Golf Operation and/or the Agreement No. 32600001 Page 31 of 54
1638
3 maintenance of the Practice Fields and the operation of the Golf Operation and/or the maintenance of the Practice Fields.

Major Capital Improvements has the meaning as set forth in Article 10., Master Plan is a comprehensive document to organize and prioritize golf course improvements in a cost-effective manner to address the needs caused by aged and deferred maintenance of infrastructure, changing environmental needs and technology, new regulations, and overall general improvements and replacement of amenities, equipment and landscapes that have reached the end of useful life or lifecycle. The Master Plan is a guiding document that supports the 5-year golf course Capital Improvements Program.

Gross Profit as defined in Article 5.2
Operating Expenses means utility costs, costs of purchasing Operating Inventory, Compensation and expenses of the management staff and other employees directly employed at the Golf Operation, advertising and promotion, ordinary repairs, replacements, alterations and maintenance, cart and equipment lease payments, insurance premiums, the Fixed Management Fee, taxes and all other expenses relating to the operation of the Golf Operation and/or payable under the Annual Plan that would be expensed in accordance with GAAP, except as provided in the next paragraph. Operating Expenses shall not include principal and interest payments on any promissory note or other debt instrument and payments under a deed of trust or mortgage (if any); depreciation; amortization; costs incurred as a result of any assignment of this Agreement or sale of the Golf Operation; income taxes paid or payable by Owner on the income from the Golf Operation.

Operating Inventory means consumable items used in or held in storage for use in the operation of the Golf Operation, including scorecards and cart tickets, driving range balls, professional shop merchandise, food and beverages, paper and plastic ware, fuel, cleaning materials, fertilizers, pesticides, linens, glassware, sanitation supplies and other similar items. Refer to “Cost of Sales” for additional information.

Operating Year means any 365-day period during the Term beginning on the Commencement Date or any anniversary of the Commencement Date, so that each Operating Year will coincide with Owner’s fiscal year.

Other Manager Facilities means all other golf course facilities within the United States owned, leased, managed and/or operated, directly or indirectly, by Manager.

Reception Center (or Event Space) Project means one or more Major Capital Improvements to be determined or developed by the parties during the Term of this Agreement, in accordance with the provisions of Article 10, for the construction or enhancement of one or more facilities designed to improve the ability of the Golf Operation to host private parties, weddings, tournaments, banquets or other events at a larger scale and enhanced level of customer experience in comparison with the Golf Operation’s ability to do so as of the Commencement Date.

Agreement No. 32600001 Page 32 of 54
1639
4 EXHIBIT C
ANNUAL PLAN for

INITIAL OPERATING YEAR
(See Attached)
Agreement No. 32600001 Page 33 of 54
1640

[REMAINDER OF PAGE IS INTENTIONALLY BLANK]
Agreement No. 32600001 Page 34 of 54
1641

EXHIBIT D
GOLF COURSE OPERATIONS AND MAINTENANCE STANDARDS – QUARTERLY REVIEW
(See Attached)
Agreement No. 32600001 Page 35 of 54
1642
[REMAINDER OF PAGE IS INTENTIONALLY BLANK]
Agreement No. 32600001 Page 36 of 54
1643

CITY OF OXNARD

RIVER RIDGE GOLF CLUB

GOLF COURSE OPERATIONS AND MAINTENANCE STANDARDS
Date: ______________________________
Golf Course Manager ______________________________
Superintendent: ______________________________
City Designee: ______________________________
GREENS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Smooth and uniform turf that is firm but not hard, well-defined, consistent and suitable speed for the location. Cups placed in accordance with USGA recommendations. Flags stand up straight:

Cups, poles, and flags are uniform, clean, and in good repair. 100% Turf coverage and the color and texture of the greens are uniform and properly mowed. No diseases, weeds, insects, rodents, or bare spots.

TEES
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Complete turf coverage that is level and firm, but not hard. Clean and properly oriented for the hole with the trash cans, signs, tee markers, and sand and seed containers (as appropriate) in good condition. Consistent and uniform turf coverage and color with no weeds, diseases, insects, or rodents. Adequate top dressing, seeding, and divot repair. Minimal broken tees.

FAIRWAYS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Uniform turf coverage and color, smooth mowing and trimming, clean, firm but not hard, well defined, that properly supports the ball for play. Mowing height of fairways within USGA specifications, mowing frequency is appropriate for the turf type and season. Absence of wet or dry spots in play areas. No weeds, disease, insects, rodents, off-color areas, or bare spots.

Agreement No. 32600001 Page 37 of 54
1644
ROUGH
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Properly mowed and trimmed, clean and uniform for play, distinct in height from fairways.

Mowing height of roughs within USGA specifications, mowing frequency is appropriate for the turf type and season. Absence of wet or dry spots in play areas. No weeds, disease, insects, rodents, off-color areas, or bare spots.

SAND BUNKERS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
There shall be an appropriate level of sand with no standing water or presence of weeds, rocks, or debris. Bunkers shall be raked daily with player rakes placed accordingly and bunker edges trimmed with a defined lip. Sand quality is uniform/coarse and 75% .5-1.0mm.

DRIVING RANGE MAINTENANCE
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Uniform mowing, color, texture of turf, smoothness of surface, and absent of weeds, especially around the perimeter. Season appropriate condition. Adequate top dressing, seeding, and divot repair for driving range tees. Fencing clean and maintained.

TREES AND SHRUBS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Pruned to maintain specimen health and safety to golfers and maintenance employees. Shall be maintained in natural form with no geometric shapes.

LAKES
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Appearance of water-clean, no weeds or noxious growth, no noxious odors, no floating trash/debris. Well defined and marked according to USGA standards.

TRAFFIC CONTROL
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Ropes, stakes, and other traffic control devices are provided as necessary, in good condition and proper appearance. Traffic control devices are used effectively to minimize turf wear in high traffic areas. Worn areas are under repair. Routes used by golf carts are well-maintained, Agreement No. 32600001 Page 38 of 54
1645
free of potholes, and present a generally smooth and clean appearance. Concrete cart paths are clean with edges properly trimmed.

MAINTENANCE RECORDS AND SCHEDULES
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Posted Agronomy Plan from the current Annual Plan

2. Daily Employee Task Board

3. Accessible Safety Data Sheets (SDS)

4. Equipment Maintenance Records

5. Fuel Log

6. Posted Staff Schedule

7. Accessible First Aid Kit

8. Posted State and Federal Employment Postings

MAINTENANCE SHOP AND YARD
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Shop area is orderly, clean, with no obvious safety hazards. Fertilizer and chemical storage is per federal, state, and local laws. No trash in yard or shop. Equipment is in good repair, is clean and properly maintained.

GOLF COURSE RESTROOMS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Ceilings, walls, floors, and toilets are clean; clean tops and under sides; mirrors clean and streak fee; soap dispenser clean and full; paper towel, toilet paper, and seat cover dispensers clean and full; counter top, sink, and faucet fixtures clean and functional. Light fixtures clean, functional and bug-free; room air freshener clean and functional; trash receptacle clean with liner, reasonable empty; napkin receptacles clean with liners.

CLUBHOUSE EXTERIOR
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Parking lot trash-free, lot well striped and in good repair, trash bin area clean.

2. Exterior wall surfaces clean and cobweb-free, windows clean. Paint in good condition. All signage in good condition and uniformed.

3. Ground well-manicured, trash-free, walkways clean and edged, proper planting, planter beds weed and trash-free.

4. Scorecards on carts with pencil, at golf shop counter, and starting tee.

5. Preventative maintenance programs in place for building and equipment.

Agreement No. 32600001 Page 39 of 54
1646

CLUB HOUSE RESTROOMS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Ceilings, walls, floors, and toilets are clean; clean tops and under sides; mirrors clean and streak fee; soap dispenser clean and full; paper towel, toilet paper, and seat cover dispensers clean and full; counter top, sink, and faucet fixtures clean and functional. Light fixtures clean, functional and bug-free; room air freshener clean and functional; trash receptacle clean with liner, reasonable empty; napkin receptacles clean with liners.

DRIVING RANGE OPERATION
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement
Quality and quantity of balls, working ball washer and dispenser, mats in good condition, no trash, employees in uniform with name badge, and baskets picked up on a regular basis.

CLUB HOUSE PRO SHOP
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Managers Office: Clean, files organized, Manager in uniform with name badge.

2. Customer Service: all staff have been trained in and provide first class service to customers (including staff empowered to handle customer problems).

3. Prices marked clearly, approved signage, merchandise hung and folded properly, clean and neat with no old stock.

4. Carpet vacuumed and spot-free, windows and mirrors clean and streak-free, shelves, counter tops, base boards, window ledges are dusted, starter counters clean, and dressing room is clean and not used for storage.

5. Staff in uniform; clean, neat, and clean well-groomed with name badge.

6. Customer message board up and current, customer comment forms are available on counter.

7. Starter's responsibilities: Starter sheet is in ink and legible; all last names only with ring number. Complimentary play sheet by starter sheet, cart tickets dated and signed, car key deposit control used.

8. No employee access to security cameras.

9. First Aid Kit Available

FOOD AND BEVERAGE
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Staff in uniform: logo shirt with name badge.

2. Front counter is clean with condiments fresh and in clean containers. Coffee and soft drink stations are clean, adequately stocked, and ready for use.

3. Snack display well stocked and clean. Storage areas: clean with shelves organized.

Agreement No. 32600001 Page 40 of 54
1647
Food and materials stored per applicable governmental regulations.

4. First aid kit available

DINING ROOM
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Chairs, seats, and tables are clean and in good repair.

2. Dining area: carpet vacuumed and spot-free. Windows clean and streak-free. Tables and chairs neatly arranged.

3. Kitchen: Dish washing machine clean and sanitation procedures followed, garbage disposal operable; pots, pans and all shelving grease-free; garbage cans clean with liners; chopper, slicer and mixer clean and operable; kitchen floors clean; drains operable and clean; hoods and filters clean; refrigerators clean and organized; food stored off of the floor; food (film covered) in refrigerators and freezers; fire extinguishers current; last Health Department inspection.

4. Inventory organized and in locked storage when applicable.

5. Freezers and refrigerators are at correct temperature. Sink areas clean. Grill areas clean.

6. Banquet information available with contracts completed and signed for each booking with deposit. Banquet histories, call reports, and files in place and current.

7. Beverage tracking form being used. Breakage being disposed of properly.

SECURITY
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Alarm system operational, staff trained to use Fire extinguishers.

2. Proper accounting software on P.C.

3. Parking and clubhouse lighting adequate, functional and on time, set properly for the season: off a.m. on p.m.

4. Bank deposits made during daylight hours only/one day or less, of receipts in locked safe/deposits in bank daily/transfers made daily.

5. Safe locked, not on day lock. Combination last changed _____________

6. Tournament contracts files with receipt attached. Deposit rung and recorded day received.

7. Security cameras

GOLF CARTS
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. General Manager and cart mechanic understand and comply with agreement parts, batteries, warranties (copy of agreement in maintenance book).

2. Maintenance records currently maintenance card form in use/battery discharge records kept/all repairs dated/tools available.

Agreement No. 32600001 Page 41 of 54
1648

3. Carts cleaned daily and in good repair. Stocked with water, tees, and scorecard.

4. Cart storage area clean.

PERSONNEL
QUALITY STANDARD: ___ Acceptable ___ Needs Improvement

1. Time clocks operational with cards available.

2. Required state and federal forms posted by time clock.

3. OSHA 200 form posted in clubhouse.

4. Personnel files up to date to include key and uniform issue. Attestation forms on file for all employees.

5. First aid kit available and adequately stocked. Phone number for emergencies, police, and fire posted.

6. New employee forms available, checklist/applications/loss prevention/employee handbook/Reid reports/payroll deduction forms/insurance enrollment cards/liability claim form.

7. Employee background checks
Agreement No. 32600001 Page 42 of 54
1649

LIST COMMENTS / DEFICIENCIES
_____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ _____________________________________________________________________________ Agreement No. 32600001 Page 43 of 54
1650
[REMAINDER OF PAGE IS INTENTIONALLY BLANK]
Agreement No. 32600001 Page 44 of 54
1651

EXHIBIT E

PROFESSIONAL SERVICES AGREEMENT
(City of Oxnard and American Golf Management)

LIVING WAGE POLICY
Pursuant to the Living Wage Policy adopted July 9, 2002 by the City Council and effective October 1, 2002, the City Manager and City Attorney are directed to include the following language in all standard SERVICE PROVIDER /Professional Services contracts that may be governed by the Living Wage Policy.

A. SERVICE PROVIDER shall compensate any employee of SERVICE PROVIDER who provides Services under this Agreement in accordance with the Living Wage Policy, attached hereto and incorporated herein by reference as the Living Wage Policy Exhibit E. While this Agreement is in effect, SERVICE PROVIDER shall pay such employee no less than $19.51 per hour for each hour that such employee provides Services under this Agreement. In addition, while this Agreement is in effect, SERVICE PROVIDER shall provide to such employee no less than 96 hours of paid leave per calendar year.

B. SERVICE PROVIDER agrees to post, at a location readily accessible to those employees providing Services to the City, a copy of the Living Wage Policy adopted by City Council on July 9, 2002 and effective October 1, 2002.

D. In addition, if SERVICE PROVIDER fails to comply with the Living Wage Policy in any manner, SERVICE PROVIDER shall pay to City a fine of $500 and shall pay to any employee providing Services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. SERVICE PROVIDER shall pay such fine and penalty within fifteen (15) calendar days after the City Manager or designee provides written notice to SERVICE PROVIDER of the amount owed.

Agreement No. 32600001 Page 45 of 54
1652

In addition, while this Agreement is in effect, SERVICE PROVIDER shall provide to such employee no less than 96 hours of paid leave per calendar year.
a. SERVICE PROVIDER agrees to post, at a location readily accessible to those employees providing services to the CITY, a copy of the Living Wage Policy adopted by the Oxnard City Council on July 9, 2002 and effective October 1, 2002.
b. If SERVICE PROVIDER fails to compensate such employee pursuant to the Living Wage Policy, the City Manager or designee shall terminate this Agreement on written notice to SERVICE PROVIDER, effective immediately. c. In addition, if SERVICE PROVIDER fails to comply with the Living Wage Policy in any manner, SERVICE PROVIDER shall pay to CITY a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. SERVICE PROVIDER shall pay such fine and penalty within fifteen (15) calendar days after the City Manager or designee provides written notice to SERVICE PROVIDER of the amount owed.

Agreement No. 32600001 Page 46 of 54
1653

EXHIBIT F

PROFESSIONAL SERVICES AGREEMENT
(City of Oxnard and American Golf Management)

PREVAILING WAGE

1. SERVICE PROVIDER acknowledges that the Project defined in the Agreement between SERVICE PROVIDER and City is a “public work” as defined in Division 2, Part 7, Chapter 1 of the California Labor Code (“Chapter 1”), and that this Agreement is subject to Chapter 1 and the rules and regulations established by the Director of Industrial Relations (“DIR”) implementing such statutes. SERVICE PROVIDER shall perform the Project as a public work. SERVICE PROVIDER shall comply with and be bound by all the terms, rules and regulations described in Chapter 1 and the DIR’s rules and regulations as though set forth in full herein.

3. SERVICE PROVIDER is required to post job site notices, as prescribed by regulation. See Labor Code Section 1771.4(a)(2).

4. SERVICE PROVIDER shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. SERVICE PROVIDER shall, as a penalty to City, forfeit not more than $200 for each calendar day or portion thereof for each worker paid less than the DIR’s determined prevailing rates for the work or craft in which the worker is employed pursuant to this Agreement by SERVICE PROVIDER or any subcontractor. The Labor Commissioner shall determine the amount of the penalty as described in Section 1775.

6. SERVICE PROVIDER shall comply with Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects for all apprenticeable occupations. Before commencing work under this Agreement, Agreement No. 32600001 Page 47 of 54
1654
SERVICE PROVIDER shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding the Project, SERVICE PROVIDER and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement.

9. SERVICE PROVIDER acknowledges that 8 hours labor constitutes a legal day’s work. SERVICE PROVIDER shall comply with and be bound by Labor Code Section 1810.

10. SERVICE PROVIDER shall comply with and be bound by Labor Code Section 1813 concerning penalties for workers who work excess hours. SERVICE PROVIDER shall, as a penalty to City, forfeit $25 for each worker employed in the performance of this Agreement by SERVICE PROVIDER or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by SERVICE PROVIDER’S employees in excess of 8 hours per day and 40 hours per week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than 1 ½ times the basic rate of pay.

11. The Project listed in the Agreement is subject to compliance monitoring and enforcement by the DIR.

12. SERVICE PROVIDER shall be responsible for each and every one of its subcontractors’ compliance with Chapter 1, the DIR’s rules and regulations, and Labor Code Sections 1860 and 3700. SERVICE PROVIDER shall include in the written contract between it and each subcontractor a copy of, and a requirement that each subcontractor shall comply with, those statutory provisions. SERVICE PROVIDER shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractors’ compliance, including without limitation, Agreement No. 32600001 Page 48 of 54
1655
conducting a periodic review of the certified payroll records of each subcontractor, and upon becoming aware of the failure of the subcontractor to pay its workers the specified prevailing rate of wages, SERVICE PROVIDER shall diligently take corrective action to halt or rectify any failure.

13. To the maximum extent, SERVICE PROVIDER shall hold harmless, defend (with counsel approved by the City Attorney) and indemnify City, its legislative bodies, and its officials, officers, employees and agents from any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including SERVICE PROVIDER, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all attorneys’ fees and other related costs. All duties of SERVICE PROVIDER under this Section shall survive Agreement termination.

Agreement No. 32600001 Page 49 of 54
1656

EXHIBIT G

INSURANCE
Agreement No. 32600001 Page 50 of 54
1657

ACORD CERTIFICATE OF INSURANCE ISSUE DATE (MM/DD/YY)

PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.

CODE SUB-CODE COMPANIES AFFORDING INSURANCE COVERAGE

INSURED COMPANY

LETTER A SPECIFY COMPANY NAMES IN THIS SPACE

COMPANY

LETTER B

COVERAGES

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY

REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

CO
LTR

TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE

DATE (MM/DD/YY)

POLICY EXPIRATION

DATE (MM/DD/YY)
LIMITS

A GENERAL LIABILITY
[x] COMMERCIAL GENERAL LIABILITY [
] CLAIMS MADE [x] OCCUR.
[x] OWNER’S & CONTRACTOR’S PROT.

GENERAL AGGREGATE $6,000,000
PRODUCTS COMP/OP AGG. $3,000,000
PERSONAL & ADV. INJURY $3,000,000
EACH OCCURRENCE $3,000,000
FIRE DAMAGE (Any one fire) $
MED. EXPENSE (Any one person)$

A AUTOMOBILE LIABILITY
[x] ANY AUTO

ALL OWNED AUTOS

SCHEDULED AUTOS

HIRED AUTOS

NON-OWNED AUTOS

GARAGE LIABILITY
COMBINED SINGLE $2,000,000
LIMIT
BODILY INJURY $
(Per person)
BODILY INJURY $
(Per accident)
PROPERTY DAMAGE $

A EXCESS LIABILITY

UMBRELLA FORM

OTHER THAN UMBRELLA FORM
EACH OCCURRENCE $
AGGREGATE$
A WORKERS’ COMPENSATION
AND
EMPLOYERS’ LIABILITY

STATUTORY LIMITS
EACH ACCIDENT $1,000,000
DISEASE-POLICY LIMIT $1,000,000
DISEASE-EACH EMPLOYEE $1,000,000

A OTHER
Property insurance against all risks of loss to any tenant improvements or betterments
Crime/Employee Dishonesty Policy LIMIT OF INSURANCE $3,000,000

DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/RESTRICTIONS/SPECIAL ITEMS Agreement No. 32600001 Page 51 of 54
1658

CERTIFICATE HOLDER

CITY OF OXNARD
Attn: Insurance Compliance
Reference No._______
P.O. Box 100085 – OX
Duluth, GA 30096
Via Email: [email protected]
Via Fax: 678-259-1007

CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED

TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.

AUTHORIZED REPRESENTATIVE
Agreement No. 32600001 Page 52 of 54
1659
Exhibit INS-K
Page

GENERAL LIABILITY SPECIAL ENDORSEMENT
FOR THE CITY OF OXNARD (the “City”)

SUBMIT IN DUPLICATE
ENDORSEMENT NO. ISSUE DATE (MM/DD/YY)
PRODUCER POLICY INFORMATION:

Insurance Company:

Policy No.:

This insurance pertains to the operations, products and/or tenancy of the named insured under all written agreements and permits in force with the City unless checked here  in which case only the following specific agreements and permits with the City are covered:

TYPE OF INSURANCE CITY AGREEMENTS/PERMITS

GENERAL LIABILITY
❒ COMMERCIAL GENERAL LIABILITY
❒ COMPREHENSIVE GENERAL LIABILITY
❒ OWNERS & CONTRACTORS PROTECTIVE
❒ Claims Made
Retroactive Date
❒ Occurrence

OTHER PROVISIONS

COVERAGES
❒ GENERAL
❒ PRODUCTS/COMPLETED OPERATIONS
❒ PERSONAL & ADVERTISING INJURY
❒ FIRE DAMAGE
❒
❒
LIABILITY LIMITS IN THOUSANDS $
EACH

OCCURRENCE

AGGREGATE
CLAIMS: Underwriter’s representative for claims pursuant to this insurance.

Name:

Address:

Telephone: ( )
In consideration of the premium charged and notwithstanding any inconsistent statement in the policy to which this endorsement is attached or any endorsement now or hereafter attached thereto, insurance company agrees as follows:

1. INSURED. The City, its officers, agents, employees and volunteers are included as insureds with regard to liability and defense of suits arising from the operations, products and activities performed by or on behalf of the named insured.

2. CONTRIBUTION NOT REQUIRED. As respects: (a) work performed by the named insured for or on behalf of the City; or (b) products sold by the named insured to the City; or (c) premises leased by the named insured from the City, the insurance afforded by this policy shall be primary insurance as respects the City, its officers, agents, employees or volunteers; or stand in an unbroken chain of coverage excess of the named insured’s scheduled underlying primary coverage. In either event, any other insurance maintained by the City, its officers, agents, employees or volunteers shall be in excess of this insurance and shall not contribute with it.

3. SEVERABILITY OF INTEREST. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company’s limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included.

4. CANCELLATION NOTICE. With respect to the interests of the City, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days prior written notice by receipted delivery has been given to the City.

5. PROVISIONS REGARDING THE INSURED’S DUTIES. Any failure to comply with reporting provisions of the policy or breaches or violations of warranties shall not affect coverage provided to the City, its officers, agents, employees or volunteers.

6. SCOPE OF COVERAGE. This policy, if primary, affords coverage at least as broad as:
a. Insurance Services Office Commercial General Liability Coverage, “occurrence” form CG0001; or b. If excess, affords coverage which is at least as broad as the primary insurance form CG0001.

Except as stated above nothing herein shall be held to waive, alter or extend any of the limits, conditions, agreements or exclusions of the policy to which this endorsement is attached.

ENDORSEMENT HOLDER
Agreement No. 32600001 Page 53 of 54
1660

AUTOMOBILE LIABILITY SPECIAL ENDORSEMENT
FOR THE CITY OF OXNARD (the “City”)

SUBMIT IN DUPLICATE
ENDORSEMENT NO. ISSUE DATE
(MM/DD/YY)
PRODUCER POLICY INFORMATION:

Insurance Company:

Policy No.:

Policy Period: (from) (to)
LOSS ADJUSTMENT EXPENSE ❒ Included in Limits
❒ In Addition to Limits
Telephone: ❒ Deductible ❒ Self-Insured Retention (check which) of $ with an Aggregate of $ applies to
coverage. ❒ Per Occurrence ❒ Per Claim (which)
NAMED INSURED APPLICABILITY: This insurance pertains to the operations, products and/or tenancy of the named insured under all written agreements and permits in force with the City unless checked here  in which case only the following specific agreements and permits with the City are covered:

CITY AGREEMENTS/PERMITS

TYPE OF INSURANCE OTHER PROVISIONS
❒ COMMERCIAL AUTO POLICY
❒ BUSINESS AUTO POLICY
❒ OTHER

LIMIT OF LIABILITY
$ per accident, for bodily injury and property damage.

CLAIMS:

Underwriter’s representative for claims pursuant to this insurance.

Name:

Address:

Telephone:

Agreement No. 32600001 Page 54 of 54
1661

!" #$%&'(#)*+ ,-./0#1*2 34,5677879:;< =" >?@7 ABC 79:767C D9EF 7G7H:IJ7 ?" KL MNOP QR STUV 3:W7 XYFZ7[H7\7[: ]?E7^_ `a ?b@ `7cd77e :f7 YD:g Fh ij9kl@m Yno=pqr? 3sit7uvwx y9@ z{Y #?9?5|}7b:~ Y ? ]7O?dA67 D8DE7@ =?`Da HF8 ka 3X#?9?57

?576 EF57:W7 dDEW DE" ?D?E7" D" 7[5?57@ D :W7 Fd[76"WD m \?787[: n@
F
7ukD ¡ 5F¡ HF¢£7£ k¤@ HF¥¦E6a H¥§£ E¨F©5ªF¥E «7 ¬9=:7C E?E7"® ¯° ±²76 D" E³7 Fd976 ?9@ 7""77 Fh :f?E H7´µn¶9 67·¸
6F
7´¹a ºFH?:7@ ¹ ijB»¼@½
¾?¿ÀÁ=ÂÃ ÄÅFÆ9 ?" ÇÈDÉ76 Ê=@57 -FËh YÌ§Í dÎ=HW D[HÏC7" :ÐF 5FÑ HFÒ6"7"m HÓ`WFÏ"7 n[@ FEª7 Ô7Â:7@ ?Õ7ÖD:D7"× §ÒDCD95"Ø ":¥H:¥7" Ù@ D8
6FJ7\7Ú:" Û7?:7@ EW77:Fm ?" @7
DH:7C F[
ÜjÝ¿ÞßE àáÍ :F âãä£ ,57787åE 3:W7 æç?HDD:aèé
êë ìí7 î?HDïDEð W?"
67JDF¥"ña `779 F
7l?E7C òa óD5f ôDC7 õ ö77Å -?""Ø ÷9Hø ùXúDF6
û
7üýw ¦C7 A ?57779E ßEf :f7 YDEa dW H
f?" 7j
D67C

d| =" ?"F 7 F976 F EW7 FE§? 7@" FH?:7@ ?@?H7[: EF f7 ç?HDDEa dWDHW A¼7 7¸a £7C ò :Ý|
??" YFd§Fa" 3:
7 sú?HEDH7 çD7
@"

!" d| @7"D67" EF ÓEDD#7 $7 "76%DH7" ?9C 7j&7´'="7 Fh (·9?576 D9 )7 8*?57879E+ ?9C ,-7./E0F1 F2 :W7 3?4D='a A@ 8?D9E79?9H7 F¡ Ef7 ú?H:=H7 çD7C"5 ?[C 67?576 @7"D7" F 679C7 "ÏH8 £79:;<7£ ¥
,[ E=7 :7Û>" ?? @F9@DEDFÅ" "7: A6¹W D[ :

D" &577879EB
%CDE FGHIHJK.L½ iM 76 ?9@ #A[?576 W77§a ?5677 ?£ NOFd"P QRST U VWTXRYRRZ[
\ Ó\7C Då :í=£ ,577879:] E78" [F: F^7ÛdD"7 C7_97@ D9 `7 òFCa F :³D" &5677879E "W?

?Ja :b7 c7"
7H:=É7 \7?[D95" "7: d6¹
D9 /j
D`DE s&efg EF EWD" &5677h7[Ei
QRST j kTQl ZX mQTTnTop
qrU ì7stu v³7 :768 Fh :fD" w577\7x: "W?y HF>8|bH| Fe Ef7 YFZ7[H787[: ]?:7 Ù@ "z?{ H|[D[}7 ~6 ?
7DFC Fh :¨77 3< a7?" 3:³7 s[D:D? v76< F9 7j&D?:DFÚ F¡ E³7 9ED?
ì7 7 }?g ¶e =:" "K7 C"H67E=F] 77H: :F l797d :" &5677\7[E 6 Ó EF EdF 3< ?CCDFb·
F97 g :76t" 7 ?Hí ? 7[7d? 7>
< `a "7¹DB5 6 D" =E7åEDK9 :F "F 6797d =9 6=ED95 F yA¡7¢ :b£ ¤D¥¦g 3§Tw ¨?a"
DF6 EF :³7 7j
D6?E=F[ Fh ¹W7 ©9ª:=n «7l F6 n¬ È797dny v7®¯ vW7
©e°:D± ²7³´ neµ È7å7? ¶76\3"_ 3D¡ ?&
DH?`7è ?7 HF·7H:D%7g 7¸67C :F W767=9¹k" ^7 v|8º »¼ST ½VZ¾TRYm QT¿ÀZY¼Á¼S¼RTÂ
ÃÄÅÆ ÇÈÉÊËÆÌÍÆÎÏÐÏÑÒÓÔÆÕjH7
: ?" FEW76d="7 7j
7"\Ög
FJDC7C D9 :fD" &×77879:
ûdØ7³ ÙÚ?Û:" :Ü Ý?e?7 EW7 D5WE :F 8?b?57 k@ F
7?:7 :Þ7 ç?H=DEa
¥"Ón9: :F E
7 E7u8" Fß fD"
&5®77à7á:â ãä å?¤?æ76 ?5ç77" =E D \n[?57 ?9C F
76?:7 Ef| ç?Hè=Ea D[ ?HHF6C?9H7 dI:³ ³7
?

éê7ë zìíî? ï?[ð ?9C D9 ? ñ?997 HF\
??§ò7 EF ?9@ HFí"ó":|[ô dD:W EW7 8Ù?57\|õ: öC
÷øùúûüýÆþ

ÆÆ

Æ Æ! Æ"#$%&'()*+,Æ -
1662

!"
#$%&
!
'
(!!)

*
+,
!&

-./0
12 34
5 6

'78

9"'
!

'
(:;<
=>
?!@
'

ABC

DEFG
H!

IJK
L

M
2 +N&
0
@!
MOP
QR#S
!
!2
82

T
!@
U!@V

@'W
X
YK@
Z[
\]
^

#_
!
&!
8`'
#a
b
c
'
(@de!"f
?!@L

ghij

k'

Ilm

38!
!&
!
0n
8a
o
pSq
*rs
t!&

BM

'R

(@uvwxy
z

{|}

~
2 !

2
5=

e!

D&
(!n)

*%K

0

1
'
!0
e
M!
#'
L
!00L
!0
&S

9
'

!&

'
R
2
!0

!@
)
e

"R!
5
'L

E

¡¢

£!

M!@¤
)
)!!&!L
¥&

R
2 M
2¦
5 0=

)i§¨
© &
[ª

z

&D«¬!@

L
M®
`!@
!
S¯!
M!
9
a

°¢±²³´µ

¶0
·=
1
'
2q

&S
n0
¸!"RZ
¹
^
º

»¼
½
"'}
6

9¾K¿
0S
À
Á
Â)0Ã
+¯
0

¥
S&&
!

'
(KÄÅq
*q!L
?!@
8

Æ2
)

)Ç
ÈÉÊ
EË!

8Ì'

'
Ín!)

*
nÎ
Ï8,
@
"
8

B!ÐÑ
2 ÒÓ
8R"'

?ÔÕi

Ö×
ØÙ0
Ú

?!@

B2
)

&Û
)!0
'E
(@M!
Ü¡00

?ÝÞi
ßàDáâ

0D¥
!

9
S'
!
Ø!&
!ã
ä!@
a

8å
æ¢
çè
0
é
!
2
!2
¡ê
ëML
'
38!Bì
0@!
&
Ií

eî!@y

#2
ï
ðñòóô0
õö2
÷ø@Bù
n0ú
'
38!û
&@!
0
üýþM

?t!@
8R
!
S1M
þ
"8!

62
5#$=
02
!

&¡%&'i
()

*!@
+
!
,-./q
*
!0
!
K@
1
2

)0@"
8'R'
'

!
&

9
34
567!@
2
RM8
D9@

'
:"&
D!S

2
51®!
08!
!

ê!
;}<
==
>&
?
@A80
6!0B)
C
5RD
IE2

!
!&
&!d2
y

'
*R

0
5¯H

SI'!@
!&

JKLMwN
O[
Pî!@
Q!D!
2R
5S
&D«R!@è

T
!
)!
M!
!0

5¡DiUVWX
YI!!
Z
2=
!
ß!@ú1S!

[
¹
"'
°
2

!@
\7Ì'

M]^}j_¶£
`0
aË

L

'0S
1
&
@
b
'@L
!
Ò!@
'0)

58a'
c

dÔef0}
gÅ
h
î
!
iN&

j!@

D}kÃ

Ml!
!!

!m
n&
"
'
6
!

op
}q
1}r
s

ZL
eMt
&
!0
!"!
u
'0
ã
38!
®vw
x0@
y'i
'
(z){
|
!
!&
S&@
î!0
}!@~)!

¥
!
n0
B!
+ô
ik
0
æ
q
Z

&&
&

!S

@)!

)

¡!S

6

-v£

'}
°q2
'

S!0!0
'"ù

D&0
!
Íê
$y
1)&@

?
"
ID};}Z
8

"0
]
2 &
8%

¹M

Ì
(!!

*
î9
'
-!ÝS

!

"t
!`

3IÚ!@

R
G"'0

a1R

é
S³"

8´
dD

µ¶5·¸
&0

'
,¹
(º9)Ø

|
»
¼

@D!
3"!@
½
º!"
@
!

"
8`

)'

¾-¿©

ÀÁT
'
3Â¥Ã
&@´0
í

e!@L
'
þ2
1 "6!&
Ä
2 ?!@Å
Z&ú

'
ÆæÇ4È
0É 0
ÊiM!
Ë¯
ýÌ
)'
¡ê
!

)!!ê2
8Í'
&Î
Q

ÄÏIe+"[
2

Ð
Ñ#R
Ìz
'
(´S

|
9
8

1
@0
ÒÓ´
2
"'
ÔtÌ
!"

Õ
'!

'kÖ
×ØÙS
&ÖÚ
Ûq
8!@
&
D2

'
(ÜS!
*
s
2
Ý!@
Þ
"8!B¼
Q
"¹¥
ßR

Dàá4
â¶@
ã
!2
äå
!

'
(OS

*
!
8`'R!
)'
æ$ç&2
&L

}!
38!
'

è4é4ê

ëì
íD[

(!!)

*
¥

SÌ0î

'
D!

ïð
8
'
@0

îN
ñKò

ó
,ô

'
tõNö
'
q
)
@
÷'
øùÌ
"

D
)'
0`S
ú
*!0´@
"'

.ûü
ýw
þ
Úr
[ßxT
?!@
'

!
!S
"
M!@
!0

'
°
2
!

i
8E'

Ð
`0B0
"
7"'
!
'
(@M!
&
'
M
!"
ù&
( ,S

!"#$%&'%()*+,-./01234536789:; <
1663
1664
1665
1666
1667
1668
1669
1670
1671
1672
1673
1674
1675
1676
1677
1678
1679
1680
1681
1682
1683
1684
1685
1686
1687
1688
1689
1690
1691
1692
1693
1694
1695
1696
1697

!" #$%&' ()* +,-./012 34567 89:;<
=>?@ABCDEFG HIJKL MNOPQRS TUVWUXYZ[\]^_`ab cd_ef_gh i j k
lmno p
q r
s tu v w ¡x¢y£¤z¥{¦ ¦§|}¨~ ¦¥¦¦© ¦¦ª« ¦¬¦ ¦ ®¦«¦¦ ¯ ° ±
²³ ´µ¶·¸ ¹º»¼ ½¾¿ÀÁ ÂÃÄÅ ÆÇÈÉÊ ËÌÍÎÏÐÑÒÓ ÔÕ Ö×Ø ÙÚÛÜÝÞßàáâãä å æçèé êëììíîïð ñòó ôõö÷

!"#!$
!%&'() *+,-.,/
0
1
1698
1699

!"#!$%&'
()*+,-./0123456789:;<=>?@AB%CDEFGHI
JKLMNOPQRSTUVWXYZ[\]^_`abcdefghijklmnoRpqrstuvwxyz{|}~
3 ¡¢d£¤¥
¦§¨©ª«¬®¯°±²d³´µ¶1`·¸¹º»¼½¾¿ÀÁÂÃÄÅÆÇÈÉÊËÌÍÎÏÐÑÒÓÔÕÖ×Ø ÙÚÛÜÝÞßàáâãäåXæçèéêëìíîïðñòó3ôõö÷øúûù üýþ

!"#$%&'()*+,-./01234567489:;<=>?@AB%CDEFGHIJKLMNOPQ RSTUVWXYZ[\]^_`Cabcdefghijklmnopqrsktuvwxyz{|}~
//
d
õmL^ ¡¢£¤¥¦§¨©ª«ò¬®§¯°±²³´µ¶
¯· ¸¹iº»¼å½¾¿À^Á"ÂÃgÄÅ×ÆÇÈ
ÉÊËÌÍÎÏÐÑÒÓÔÕÖk×ØÙÚÛÜÝÞßàáâãä"åæçèéêëìíîïðñòóôõö÷1øùú6û`âüýþº1

mi

!"#½6$3%&'C(3)*+,-.
/012345678
9:;<= 4>
?@AÄBC¶DEFGHIJKTLMNOPQRSdTUVWXYZ[\]¶^_
`abcdefghijkl1mnopqrstuvwxyz{ó|}~/dÇ
`
Ö/ ¡¢£¤¥m¦§¨©Fªû~«¬®¯ °±²³´µ¶·¸¹º»¼±½¾¿ À¶ÁÂÃDÄÄÅÆÇÈiÉZÊáCd^ËÌÍÎÏ3ÐèÑÒÓdÔÕÖÃ×ØöjTÙÚÛÜÝÞßàáâãäåæçèé êëìíîïðñòóôõö÷øùúûüý/þ e

!"#$%&'()*+,&-./012ß3456789:Ç;<=>?@ABCDEFG{ H¶IJKLMNOPQRS`/TUVWXYZ[\]@^_`abcdefghijklmnopqrstuvw xTyz{ |}3d~Zi±Äi
¶3Úf1p k¡¢£öÏ¤¥¦§¨© ª«l?¬®¯°±-²³´µ ¶ · ¸¹º»¼½¾¿ÀÁ`ÂÃÄMÞ1iÅ÷ÆÇSÈ ÉÊËÌÍÎ"ÏÐÑÒÓÔÕÖ×\ØÙÚÛÜÝÛÞßßPà^C1áâãäÝ åæ¡çèéêìëìíî ïïï
ðñòóôõö÷øùúûüÝýþÎß ¡

±£lUß¡lO

Ä !"
#$%&'()*+
,3-./0]123d456478m9^:;¡<=>1?@ÛAB? CDEF3GHI9|5JÔÄ KLMNOPQRSTUVWXYZ[\]^_`aÕábc/def1ghijklmnÄo
pqrstuvÄwxyzi{|}~è:^ß
áÁ¨3H]
j6 ¡¢£¤¥¦§¨3©ª«¬û®¯°±Hþ²³´µ¶J·¸¹"º»?¼½¾¿ÀîÁÂÃÄÅÆÇ ÈÉÊËdÌÍÎÏÐÑÒÓÔÕÖü×ØÙ3ÚÛÜOÝiÔ?Þßàá0áâãäåæiçèédêëìíîïðñ òóôõö÷øù?úÖûüýþR

ÌÇ !´"#3$
%«&'()*+,-.Ýù/â0k1234567d89:;<=>?@AB3CDEFGv/2ÍGHDIJKLDMNOPQRSTUVW XYZ[O\]ú^_`abcdefghijknflmnopqr\sútuvµwËxyz{|}~ ±çv

ï
¦RåJD&&á ¡¢£¤¥¦§¨©ª3«¬Y®¯°±wîj²³´¿µ¶í·¸¹º» ¼½¾¿ÀÁÂÃÄ1ÅÆÇÈÉÊËÌÍÎÏÐÑÒÓÔÕÖ×ØÙÚÛÕÜÝÄ+Þßàáâóãäåæçå6èé`ê ëìXíîïðñVòó»ôõö÷9øùúûü³ÛýÝÎþ@üA P¼: ª

?|ìF½

!û"¼#$%&&'¼()*/+,-./0§12345
6789:;<=>?L@ABCDEÄFGHIJKLMTN OPQRSTåHU½VWXYZ[\]F^_h`abcd eQ{fghüiájkl+K[m¶nopqrstu/vwxyz{±|}~ d¶
îÔ .7Ukü ¡¢lg£¤
¥¦§î¨j1Ò©ª«Ç2¬®¯FaG°
±²³´µ¶·¸¹Aº»¼½¾ $Ä¿ÀÁÂ
.ÃÄÅÆÇÈÉHf1ú¥Ê1ËÌÓ)ÍÎ{FÏÐ?@ÑÒÓÔÖÕÖ×ØÙÚÛÜÝÞßàáâãäåæçåRèéê ë
ì¿íîïðñòóôÔõöi÷øùú¿ûâõüýþµ½ÂáL æ1

ÑmÉ
o+n

î!¥"#$%&'4()Ý*¡§+,-./0123456789:)¢;< ½!=>?@Ð9ÛÝABC[DEFGHIJKLM;NOPQ&R¶STUVWX YZê[\]fÛ^_`abÇi
cdKilefghij
klmn·Fop4qrst3ufvJwxyû£{z{|~}~?âÔ

¶DiÅ{
¡¢£Â¤¥GmI¦§\¨©ª«¬
¯®¯°ã±Ý²n³´µ¶N·¸
¹¸º»¼½Ë&¾¿À
¦Á¼ÂMÃ&Ä3lÅÆ
Ç{ÈÉKÊËÌÍÎÏÐÑÒÓÔA3Õ!ÖfæÎ×ØÙÚÛÜ3Ý°ÞNßjà\á¶jâã¢ä åæçèÕvòêéÐêÞëì3 íî¦ïðñòóôõö÷øù^úâàûü¥ýÐKHþ_°Q3ªA?Ò
Êc
a
ü

Ó !5Å"#$c9%&U '()m¿*Ô±+F,¬-./0]12345678ß9Ä:;<= hdî>?@AòBCDEFGHI;JKîLùMN.LO âöýP¼QpaRSTUVWXYjZ[\R]^{ _Y`abcdefghijk9lmnoúpqÓrstuvw#xí¦yz{|}D~2¨?/ : &«7DÝ
¡¢"£ÄÔV¤õ¥¦§¨©ª¤«l¬*&®-¯°±`²³´µ·¶·¸Þ¹Õº»¼½¾¿-yÀÁ ÂÃÄÅÆ
ÇÈÉÊÖdËÌÍÎÏÐÑÒÓÔÕÖ×ØÙÚÛÜÝÞß§àáâ´÷ãäåæçèéÓâ¶gêë°ìíîñ ïðñòóô3õö÷øùÖúûüýô/þVá½aoñ

I¨ÖúNP

3

!"#$%½&'()*+,-./0.1®S2Ë3456789:ë;<=>?O>@A§càk¯²k¨BÞ²C DEFGDHIJKLMNOPQRSTJUVWPJXYZ[\]^_`abcdefJghJijklJmnopqrstuvwxJ yJ 1700
1701
1702
1703
1704
1705
1706
1707
1708
1709
1710
1711
1712
1713
1714
1715
1716
1717
1718
1719
1720
1721
1722
1723
1724
1725
1726
1727
1728
Golf Management Agreement 32600001
City Council
May 6, 2025
Steve Howlett, Assistant Director
Public Works Department
1729
That the City Council approve and authorize the Mayor to execute the Golf Management Agreement with American Golf Corporation for a five-year term ending on June 30, 2030, with an option of a single five-year extension ending on June 30, 2035.

RECOMMENDATION
2 1730

BACKGROUND
3 • City owns the River Ridge Golf Club (“golf operations”), a municipal golf course under the supervision of the Public Works Department.

The golf operations consist of two 18-hole golf courses that are currently operated under contract by American Golf Corporation (“AGC”).
• AGC was awarded the Management Agreement (“Agreement”) that began on July 1, 2019.
• On February 6, 2024, the City Council authorized staff to enter into negotiations with AGC for a new Agreement to manage the River Ridge Golf Club operations.
• On June 4, 2024, the City Council authorized the First Amendment to the Golf Management Agreement with AGC for a time extension ending on February 28, 2025
1731

BACKGROUND
4 • On December 17, 2024, the City Council authorized the Second Amendment to the Golf Management Agreement with AGC for a time extension ending on June 30, 2025 to complete the fiscal year and have the new Agreement begin on July 1, 2025 to coincide with the beginning of Fiscal Year 2025-26
1732

DISCUSSION
5 ● Staff from Public Works has been developing updated language for the new Agreement and has been in communication with AGC representatives about the key elements of the proposed new Agreement. Some of the major elements in the proposed new Agreement are:

1. Compensation through a Base Management Fee, Variable Fee, and Incentive Fee for Customer Service;

2. Invoicing for all operations and management fee expenses;

3. Clarification about earned interest on bank accounts;

4. Golf course conditions and improvements to the facilities (e.g., event space);

5. Required maintenance as it relates to the closed landfill (Post-Closure Maintenance Plan)
1733

DISCUSSION
6 Base Management Fee
• The Base Management Fee is $190,000, up from $100,000 in the current Agreement, for the first year with an annual CPI inflator not to exceed 5% each year.
• Additionally, AGC has agreed to contribute towards the capital improvements for the event space/reception center for $52,500 annually during the term of the new Agreement.
1734

DISCUSSION
7 Variable Fee for Performance
• The annual Variable Fee is thirty percent (30%) of the Gross Profit from the golf operations that exceeds the Annual Threshold. • The Annual Threshold for the first year is based on the average of the most recent 24 months of Gross Profit, which includes the 2023 City Council-approved rate increase.
• Each year thereafter, the Annual Threshold will then be adjusted annually, up or down, based on the National Golf Foundation’s annual “National Rounds Played Report” for the most recent California Year to Date percentage that is contained in their December Report.
• The current Golf Management Agreement has a tiered structure for the Incentive Fee and for FY 2023-24 AGC collected $327,402. 1735

DISCUSSION
8 Variable Fee for Performance
• With the new Variable Fee for Gross Profit over the Annual Threshold, the City approves the Annual Threshold amount and shares 30% of the Gross Profit that exceeds the Annual Threshold with the Golf Operator.
• The new Agreement also changes the perspective of this performance. Under the current Agreement, it incentivized the difference between revenues and expenditures, which can be focused on just decreasing expenditures despite the long term impacts to the golf course and/or the course users.
• In the new Agreement, the performance measure is focused on Gross Profits, so that it does not incentivize reducing expenditures at the cost of impacting the playability of the golf course and/or the experience of the customers.
1736

DISCUSSION
9 Incentive Fee for Customer Service
• The Incentive Fee for Customer Service is a $50,000 maximum that is based on a Net Promoter Score (NPS).
• The NPS consultant, sometimes referred to as a “Secret Shopper”, will work with the City separately from the Golf Management Agreement.
• The NPS consultant will experience the Golf Operations as an anonymous customer through random and multiple visits during the operating year and provide a report for each visit and an overall customer experience score. This net score will reflect either Average ($10,000 Incentive Fee earned), Good ($25,000 Incentive Fee earned), or Great ($50,000 Incentive Fee earned).
1737

DISCUSSION
10 Invoicing
• The current Agreement pays the annual operating budget in twelve monthly installments.
• The New Agreement requires the City to deposit the first two months of operating expenses into the operating account for working capital.
• The golf operator is then required to invoice each month’s expenses, which includes a Monthly Expense Report with support documentation, to the City for review, as required, and reimbursement.
1738

DISCUSSION
11 Invoicing
• The golf operator will also be responsible for invoicing the golf operations payroll, with support documentation, every two weeks. • The Base Management Fee compensation for the golf operator will be a stand-alone line item that is included in the Monthly Operating Invoice and the Variable Fee and Incentive Fee will be invoiced to the City separately at the close-out of the fiscal year. • All compensation to the golf operator will be invoiced for tracking and records.
1739

DISCUSSION
12 Bank Accounts
• The City controls the golf operations Revenue Account. All revenues generated by the golf operations are deposited into the Revenue Account and the golf operator does not have access to draw funds.
• The golf operator establishes the golf operations Expense Account. The City will deposit the first two months of annual expenses into the golf operations Expense Account as working capital. The golf operator is then responsible for invoicing all expenses to the City for reimbursement to the working capital. The City has access to all records and bank statements for the Expense Account pursuant to the terms of the new Agreement. 1740

DISCUSSION
13 Bank Accounts
• The golf operator is not permitted to open any other bank accounts for the golf operations.
• Any interest earned in either the Revenue Account or the Expense Account is City revenue.
1741

DISCUSSION
14 Golf Course Conditions, Improvements, and Landfill Maintenance • During the past five fiscal years, the golf operations has generated capital reserves that will be used for improving the golf course and facilities, and for major capital improvements such as the clubhouse roof, driving range, and event space.
• The new Agreement contains quarterly inspections for the golf course conditions, parameters for performing major capital improvements, and responsibilities for the Santa Clara Landfill Post-Closure Maintenance Plan.
1742
• The Golf Management Agreement will require the Manager (AGC) to continue to manage and operate the golf operations in accordance with the standards set forth in the Agreement which includes the FY 2025-26 Annual Plan and each Annual Plan thereafter.
• The Golf Enterprise Fund will continue to support the golf operations per the City Council-approved budgets contained in the Annual Plans and any mid-year adjustments.
• Both estimated revenues and expenditures have been programmed in the Proposed Budget for FY 2025-26 for City Council’s considered within the operating Golf Fund (651).
• Examples and comparisons of compensation between current and new Agreements:

FINANCIAL IMPACT
15 1743
• Example 1: Under the current Agreement, AGC earned a total of $427,402 (Base plus Incentive Fees) for FY 2023-24. If the proposed terms of this new Agreement were in place in FY 2023-24, AGC would have earned $343,649 in total compensation, assuming a “Great” (which is the highest) Net Promoter Score for customer service, accounting for the agreed upon $52,500 event space payment by AGC to the City, and the Annual Threshold being calculated by FY 2022-23 through 2023-24.
• Example 2: Based on the FY 2023-24 totals and with a 4% increase in the estimated Gross Profit for FY 2024-25, under the current Agreement, AGC would earn a total of $439,418 (Base plus Incentive Fees). If the proposed terms for the new Agreement were in place for FY 2024-25, AGC would earn $384,187 in total compensation, assuming a “Great” (which is the highest) Net Promoter Score for customer service, accounting for the agreed upon $52,500 event space payment by AGC to the City, and the Annual Threshold being calculated by FY 2022-23 through 2023-24 plus 4%.

FINANCIAL IMPACT
16 1744
• AGC’s average total compensation under the current Agreement for the past three fiscal years has been $392,084. Also, the average net surplus for the golf enterprise fund over the past three fiscal years has been $1,350,883 annually, which can be used for future improvements, such as capital projects.
• There is no impact on the General Fund.

FINANCIAL IMPACT
17 1745
18 This is the footer. 1746

Oxnard City CouncilMay 6, 2025

Oxnard City Council
May 6, 2025