Roseville City Council
October 16, 2024

documentation included as noted in each question.

Each Section has a minimum rating score and all minimum ratings must be met or exceeded in order to be pre-qualified.

Appeals Process
Where a timely and completed application results in a rating below that necessary to pre -qualify, an appeal can be requested. There is no appeal from a finding that a Contractor is not pre-qualified because of an incomplete or late application. A Contractor may appeal the City of Roseville’s decision with respect to its request for pre-qualification, and request a hearing, by giving written notice of appeal to the Parks, Recreation & Libraries Director, along with a complete written description of all factual and legal bases for the appeal, no later than ten (10) business days after the date of the written notice of its qualification status from the City. Appeals should be delivered to 316 Vernon Street Suite 400 Roseville, CA 95678 Attn: Parks, Recreation & Libraries Director. Unless a Contractor files a timely appeal, the Contractor waives any and all rights to challenge the qualification decision of the City of Roseville, whether by administrative process, judicial process or any other legal process or proceeding.

If the Contractor gives the required notice of appeal and requests a hearing, the hearing shall be conducted so that it is concluded no later than ten (10) business days after the City of Roseville’s receipt of the notice of appeal. The hearing shall be an informal process conducted by a panel to whom the City Manager has delegated responsibility to hear such appeals (the “Appeals Panel”). At or prior to the hearing, the Contractor shall be advised of the basis for the City of Roseville’s pre-qualification determination. The Contractor will be given the opportunity to present evidence and arguments in opposition to the pre-qualification determination. Within three (3) business days after the conclusion of the hearing, the Appeals Panel will render its decision in writing. It is the intention of the City of Roseville

www.roseville.ca.us
that the date for the submission and opening of bids will not be delayed or postponed to allow for completion of an appeal process.

Cancellation of Process

The City may cancel the prequalification process at any time, even after receiving and scoring applications. If the prequalification process is cancelled, the normal competitive bidding rules will apply.

The City assumes no liability for the cost a prospective contractor may have incurred by submitting an application for prequalification, and the submittal of a prequalification application is a waiver to claim any such cost or losses due to cancellation of the process.

Additional information may be obtained by contacting Tara L. Gee, Park Planning & Development Superintendent at the Roseville Parks, Recreation & Libraries Department at 916-774-5253.

Please be assured that all submittals will be fully and objectively considered. We appreciate your interest in becoming partners with the City of Roseville.

Thank You,

Tara L. Gee
Park Planning & Development Manager

Attachments: Contact Information
Pre-Qualifications Questionnaire
Part I: Essential Requirements for Qualification
Part II: Organization, History, Organizational Performance, Compliance with Civil and Criminal Laws Part III: Recent Construction Projects Completed (Note: Ensure projects listed are park & recreation projects)

COUNCIL COMMUNICATION
CC #:
3575
File #:
0704
Title:

After School Education and Safety Program - Memorandum of Understanding Contact:

Jeff Nereson 916-774-5974 [email protected]

Meeting Date: 10/16/2024
Item #: 7.13.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution to approve the Memorandum of Understanding with the Roseville City School District (RCSD) for the After School Education and Safety Program (ASES) and authorize the City Manager to execute it on behalf of the City of Roseville

BACKGROUND
Since 2006, the RCSD has received grant funding from the California Department of Education to provide the ASES Program at both Woodbridge and Cirby Elementary Schools, respectively. ASES is an after-school tutoring and enrichment program that provides opportunity for up to 120 students at Cirby and 100 students Woodbridge at no cost to participating families.

The City of Roseville Parks, Recreation & Libraries Department has collaborated with RCSD to implement this after-school program.

While the City's Adventure Club offers a fee-based program at 21 school sites in Roseville, the ASES program funding enables participation at Cirby Elementary and Woodbridge Elementary for an underserved population of students during after-school hours at no charge. The fee-based Adventure Club program is offered at both campuses or nearby school sites for before school hours, non-school days, and vacation breaks.

FISCAL IMPACT
The RCSD reimburses the City of Roseville $305,000 of the grant funds they receive for this program to offset the City's expense to operate the program. On June 5, 2024, Council adopted resolution 24-198, approving the Youth Development Program Funding Policy, allowing for support from the General Fund for expenses including losses incurred by subsidized programs if needed. If the funds provided by RCSD do not sufficiently cover program expenses, some support may be required from the General Fund. Staff are diligent to manage this program to keep losses, if any, to a minimum.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(b)(3) and §15378. Approval of a Memorandum of Understanding meets the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal E - Deliver exceptional city services
Goal C - Maintain a safe and healthy community
Goal B - Support community engagement and advocacy

Respectfully Submitted,
Jeff Nereson, Parks, Recreation & Libraries Manager
Jill Geller, Parks, Recreation & Libraries Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-345

ASES MOU
RESOLUTION NO. 24-345

APPROVING A MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF

ROSEVILLE AND THE ROSEVILLE CITY SCHOOL DISTRICT, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a Memorandum of Understanding for the After School Education and Safety (ASES) Program, between the City of Roseville and the Roseville City School District, has been reviewed by the City Council;

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Memorandum of Understanding is approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
_______________________________
MAYOR

ATTEST:

__________________________
City Clerk

COUNCIL COMMUNICATION
CC #:
3587
File #:
0800-04 & 0214
Title:

Rubberized Pavement Grant Program - Grant Authorization Contact:

Jesse Khatkar 916-774-5434 [email protected]

Meeting Date: 10/16/2024
Item #: 7.14.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution authorizing the City Manager or his designee to submit a Rubberized Pavement Grant Program application to the California Department of Resources Recycling and Recovery (CalRecycle) for the Rubberized Pavement Grant Project Cycle 17 Fiscal Year 2024-2025 and to execute all related forms and agreements.

BACKGROUND
The City operates a proactive street preventative pavement maintenance program designed to seal, protect, and preserve the underlying pavement of a road by placing relatively affordable asphalt resurfacing products. Preventative maintenance surface treatments provide a waterproof membrane to protect the existing asphalt surfaces and extend the life of the underlying pavement.

The Fairway Dr and Junction Blvd Resurfacing Project will resurface segments of the respective roadways between Blue Oaks Blvd & Stanford Ranch Rd and Washington Blvd & Foothills Blvd.

The project includes removal and replacement of small areas of failed pavement and the application of preventative maintenance surface treatments on the roadways along with other minor civil improvements. The estimated useful life of these improvements is 7 to 10 years.

Construction is scheduled to begin in the summer of 2025 and will continue through the end of the year.

CalRecycle recently released a Notification of Funding Opportunity (NOFO) for the Rubberized Pavement Grant Program. The grant program is a competitive one that provides funding for projects that promote markets for Rubberized Asphalt Concrete (RAC) products with crumb rubber derived from only California-generated waste tires. Staff believes the Fairway Dr and Junction Blvd Resurfacing Project will compete well for this funding, given the nature of the work being performed, and requests the Council’s authorization to apply for these funds.

FISCAL IMPACT
The project is estimated to cost $3,534,000 and is funded by the Roseville Finance Authority Capital Project Fund, from community facility district bond refunding savings, and Regional Surface Transportation Grant Funds. If awarded the Rubberized Pavement Grant, this would allow the City to preserve $100,000 of Roseville Finance Authority Capital Project Funds for another project. No General Fund resources are included on this project.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) only applies to projects which have the potential to cause a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. (CEQA Guidelines §15061(b)(3)).

The submission of the grant application meets the above criteria and is not subject to CEQA. NO additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Jesse Khatkar, Associate Engineer
Jason Shykowski, Public Works Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-351
RESOLUTION NO. 24-351

APPROVING A GRANT APPLICATION TO THE CALIFORNIA DEPARTMENT OF

RESOURCES RECYCLING AND RECOVERY, AND AUTHORIZING THE CITY

MANAGER OR HIS DESIGNEE TO EXECUTE ALL RELATED FORMS AND

AGREEMENTS ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, the City operates a proactive street preventative pavement maintenance program designed to seal, protect, and preserve the underlying pavement of a road by placing relatively affordable asphalt resurfacing products; and

WHEREAS, the California Department of Resources Recycling and Recovery (CalRecycle) recently released a Notification of Funding Opportunity (NOFO) for the Rubberized Pavement Grant Program; and

WHEREAS, staff recommends City Council approval of the submittal of a CalRecycle grant application.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Roseville hereby approves the grant application to the California Department of Resources Recycling and Recovery and that the City Manager or his designee is authorized to execute all related forms and agreements on behalf of the City of Roseville

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of __________________________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR
ATTEST:

________________________
City Clerk

COUNCIL COMMUNICATION
CC #:
3592
File #:
0600-05
Title:

Succession Management Program - Professional Services Agreement Contact:

Janie Carduff 916-774-5205 [email protected]

Meeting Date: 10/16/2024
Item #: 7.15.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution to approve a professional services agreement with Baker Tilly Advisory Group, LP for the development and implementation of a Succession Management Program for the Environmental Utilities (EU) and Electric Departments, and other related services contemplated therein, and authorize the City Manager to execute the agreement.

BACKGROUND
Approximately thirty percent of the current workforce will be eligible to retire within the next three (3) years and at least half of the department heads in the next 5 years. As such, for continuity of City operations and the ability to continue to provide efficient and effective services to our residents, it is critical that the City develops and executes a strategy to prepare for retirements and separations and engage in a robust workforce planning process. The City solicited proposals on June 17, 2024, for the services of a consultant with expertise in succession planning and the ability to create processes that will (1) capture and preserve institutional knowledge of City of Roseville procedures and practices to prevent the loss of critical knowledge and skills; and (2) develop a talent/gap assessment and a succession plan to ensure that employees are being developed for key positions and leadership roles. The proposals received in response to the Request for Proposals (RFP) #11-016, were evaluated based on completion of the proposal, experience, qualifications of the firm and proposed staff/sub consultants, understanding of the project, cost of services, and project approach and schedule.

The City selected Baker Tilly Advisory Group, LP to provide a creative, comprehensive, and state of the art, professional succession management program for the EU and Electric Departments and provide a framework or model for continuous succession management that can be implemented, in a sustained manner, by internal City staff in other City departments.

The professional services agreement includes three (3) optional one (1) year renewals and, if services are required past the initial term, staff will return to Council for approval.

FISCAL IMPACT
The EU, Electric, and Human Resources Departments have included funds in their FY2024-25 budgets for this program. The not-to-exceed amount of the agreement is $128,900 per their cost proposal plus $25,000 for additional work for templating materials and information for other departments. No additional funds are being requested.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) only applies to projects which have the potential to cause a significant effect on the environment. Where it can be seen with certainty that there is no possibility
that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA. (CEQA Guidelines §15061(b)(3)). The adoption of this resolution and approval of this agreement is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal E - Deliver exceptional city services

Respectfully Submitted,
Janie Carduff, Assistant Human Resources Director
Stacey Peterson, Human Resources Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-357
PSA Agreement - Baker Tilly
RESOLUTION NO. 24-357

APPROVING A PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE

CITY OF ROSEVILLE AND BAKER TILLY ADVISORY GROUP, LP, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT

ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a professional services agreement for Succession Management Program, by and between the City of Roseville and Baker Tilly Advisory Group, LP, has been reviewed by the City Council; and

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement, and other related services contemplated herein, is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR

ATTEST:

City Clerk
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024]

PROFESSIONAL SERVICES AGREEMENT
Succession Management Program
THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and Baker Tilly Advisory Group, LP, a Delaware limited partnership (“CONSULTANT”); and

W I T N E S S E T H:

WHEREAS, CITY issued Request for Proposal #11-016 for professional services consisting of development and implementation of a Succession Management Program for the Environmental Utilities and Electric Departments, and materials to replicate the same in other City departments; and
WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated on July 25, 2024, which describes the scope of services, updated on August 29, 2024, to be performed by CONSULTANT, and the hourly rates for performance of such services; and WHEREAS, CONSULTANT is qualified and experienced to provide professional services.

NOW, THEREFORE, the parties agree as follows:

1. Term. The term of this Agreement shall commence upon execution and expire on October 15, 2025. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional three (3) years by giving [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 2 CONSULTANT thirty (30) days advance written notice of each optional one (1) year renewal.

Such extensions shall be memorialized by a written amendment to this Agreement.

2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference.

3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the budget estimate as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Total compensation shall not exceed one hundred fifty-three thousand, nine hundred dollars ($153,900).

CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.

4. Indemnification. To the fullest extent allowed by law, CONSULTANT shall defend, indemnify, and save and hold harmless CITY, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of CONSULTANT's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from CITY's negligence or willful misconduct. The parties intend that this provision shall be broadly construed.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 3 CONSULTANT agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.

CONSULTANT’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.

Notwithstanding the foregoing, CITY hereby releases CONSULTANT and its present and former partners, principals, agents and employees from any liability, damages, fees, expenses and costs, including attorney's fees, relating to the services that arise from or relate to any information, including representations by management, provided by CITY, its personnel or agents, that is not complete, accurate or current.

5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement.

COVERAGE LIMITS OF LIABILITY

Workers’ Compensation Statutory

Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate
Personal Injury:
$1,000,000 each occurrence
$2,000,000 aggregate

Automobile Liability $1,000,000 combined single limit

Professional Liability (errors and $1,000,000 per claim omissions) $2,000,000 aggregate

[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 4 a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Furthermore, the requirements for coverage and limits shall be the minimum coverage and limits specified in this Agreement. c. Cancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 5 e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.

Furthermore, CONSULTANT shall require its subcontractors to agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under this Agreement. Additionally, CONSULTANT shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, regardless of tier. A copy of CITY’s indemnity and insurance provisions will be furnished to the subcontractor or tertiary subcontractor upon request.
f. Self-Insured Retentions. All self-insured retentions (“SIR”) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a complete copy of any relevant insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. Waiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 6 h. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.

6. Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed hereunder and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or expiration of this Agreement. CONSULTANT shall include this provision in its contracts with all subcontractors.

7. Time is of the Essence. Time is of the essence of this Agreement.

8. Prevailing Wages. When applicable, for purposes of this Agreement, CONSULTANT and its subcontractors shall comply with all applicable prevailing wage laws, e.g., but not limited to, California Labor Code Sections 1770 et seq. In accordance with said Section 1775, CONSULTANT shall forfeit as a penalty to the City two hundred dollars ($200) for each calendar day or portion thereof for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any work done on-site under the [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 7 Agreement by CONSULTANT or by any subcontractor in violation of the provisions of the Labor Code and in particular, Labor Code Sections 1770 to 1780, inclusive. In addition to said penalty and pursuant to said Section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage shall be paid to each worker by CONSULTANT or the applicable subcontractor.

Pursuant to the provisions of California Labor Code Section 1773, the contracting department has identified the source, stated below, of the general prevailing rate of wages applicable to the site to be done, for straight time, overtime, and holiday work. The holiday wage rate listed shall be applicable to all holidays recognized in the collective bargaining agreement of the particular craft, classification or type of worker concerned. These wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.

Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.

9. Compliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 8 10. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.

11. Public Contracts: Conflicts of Interest. CONSULTANT’s duties and services under this Agreement shall not include preparing or assisting CITY with any portion of the CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.

CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONSULTANT pursuant to this Agreement.

12. Governing Agreement. In the event of any conflict between this Agreement and its EXHIBITS, the provisions of this Agreement shall govern. In the event of any conflict between any of the EXHIBITS, the provisions of the first in order of attachment shall govern.

13. The Levine Act Disclosure. The Levine Act (Govt. Code, Section 84308) requires a Party (and its agent(s), if any) to a Proceeding before the City of Roseville that involves any action or consideration related to their contract, license, permit, or other entitlement for use, to disclose any campaign contributions made to CITY elected or appointed officers totaling more than $250 within the twelve (12) months prior to the CITY decision and while a proceeding is pending, and includes certain prohibitions on contribution activity thereafter. If applicable campaign contributions have been made by CONSULTANT and/or its agent(s), [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 9 CONSULTANT is responsible for compliance, including for its disclosure obligations, if any, as further described at:
https://www.roseville.ca.us/government/departments/city_clerk/transparency/levine_act.

14. Assignment. CONSULTANT is employed to perform unique personal services.

CONSULTANT shall not assign this Agreement without the prior written consent of CITY.

CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY.

CONSULTANT may, but with prior written notice and consent of CITY, assign and transfer this Agreement and any Statement of Work to any successor that acquires all or substantially all of the business or assets of CONSULTANT by way of merger, consolidation, other business reorganization, or the sale of interests or assets.

15. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.

CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 10 similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement. Though the services may include CONSULTANT’s advice and recommendations, all decisions regarding the implementation of such advice or recommendations shall be the responsibility of, and made by, CITY.

16. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

17. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

18. Copyright, Ownership and Use of Materials. All tangible material (“Material”) created or delivered pursuant to this Agreement is considered a work made for hire under the Copyright Act. To the extent such Material does not qualify as a work made for hire, [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 11 CONSULTANT hereby assigns to CITY all right, title, and interest, including but not limited to all copyrights, in all Material created by CONSULTANT for CITY in its performance under this Agreement. “Material” constitutes the scope of work outlined in Exhibit A and attached hereto, and all written and other tangible material and expressions created by CONSULTANT specifically for CITY as a deliverable under this Agreement, including but not limited to, drawings (including computer aided drawings), papers, documents, reports, surveys, renderings, exhibits, sketches, maps, models, prints, paintings or photographs, in any and all media or formats in which such materials have been created or are maintained. All Material furnished by CONSULTANT is, and shall remain, the property of CITY.

CONSULTANT shall execute any documents necessary to effectuate such assignment.

In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.

Notwithstanding the foregoing, CONSULTANT will maintain all ownership right, title and interest to all of “Consultant’s Knowledge”. For purposes of this Agreement “CONSULTANT’s Knowledge” means CONSULTANT’s proprietary programs, modules, products, inventions, designs, data, or other information, including all copyright, patent, trademark and other intellectual property rights related thereto, that are (1) owned or developed by CONSULTANT prior to the Effective Date of this Contract (“CONSULTANT’s Preexisting Knowledge”) (2) developed or obtained by CONSULTANT after the Effective Date, including during the course of providing services under this Contract, but: (i) which are developed or obtained without using CITY’s Confidential Information or data, or (ii) which CITY has not paid [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 12 for such development; and (3) extensions, enhancements, or modifications of CONSULTANT’s Preexisting Knowledge which do not include or incorporate CITY’s Confidential Information or data. To the extent that any CONSULTANT Knowledge is incorporated into the Deliverables, CONSULTANT grants to CITY a non-exclusive, paid up, perpetual royalty-free worldwide license to use such Consultant Knowledge in connection with the Deliverables, and for no other purpose without the prior written consent of CONSULTANT.

19. Termination of Agreement. The City may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.

CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all Material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any Material, notwithstanding any termination or any dispute regarding the amount to be paid.

20. Attorney’s Fees; Venue; Governing Law. If either party commences any legal action against the other party arising out of this Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.

21. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.

22. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole.

23. Notices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:

CITY OF ROSEVILLE
Jaine Carduff
Assistant Human Resources Director
311 Vernon Street
Roseville, CA 95678

CONSULTANT
Caitlin Humrickhouse
Principal
5020 Franklin Drive
Pleasanton, CA 94588
Either party may amend its address for notice by giving notice to the other party in writing.

24. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.

IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. --~ adopted by the Council of the City of Roseville on the _ day of ___ _ _ , 20 _, and CONSULT ANT has caused this Agreement to be executed.

CITY OF ROSEVILLE, a
municipal corporation
BY: ______ _____ _

DOMINICK CASEY
City Manager

BAKER TILLY ADVISORY GROUP, LP,
a Delaware Limited Partnership
BY: fmt~~
its: 'f1---i viu1o q_,\
and
(SIGNATURES CONTINUED ON NEXT PAGE)
13 f\\RD= ctlrosenctdfslCITY A ITORNEY\CYCOM\ WPDOCSID006\P005100089409 .DOCX:09/2 5/2024 I [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024] 14 ATTEST:

BY: _______________________________
its: _______________________________

BY: _______________________________

CARMEN AVALOS
City Clerk

APPROVED AS TO FORM:

BY: _______________________________

MICHELLE SHEIDENBERGER
City Attorney

APPROVED AS TO SUBSTANCE:

BY: _______________________________

STACEY PETERSON
Human Resources Director

[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024]

EXHIBIT “A”

13 Tab D: Project
understanding

14 We blend technology with the wisdom of our team members to deliver quality and insights. Our succession management program offerings unravel the complexities of the public sector industry to reveal opportunities waiting to be explored.

Creating a customized service plan unique to the City of Roseville Achieving exceptional results requires a tailored approach. The City is a one-of-a-kind organization with unique risks, challenges and opportunities and our service plans reflect that. We customize our succession management service methodologies to fit your specific needs and find new ways to address your challenges.

Your goals, culture and the distinctive factors that impact your industry will play a role in shaping our approach. Our deep understanding of the public sector industry and knowledge of the City's unique needs will fuel our dedication to helping you achieve your goal to:
• Develop a comprehensive program;
• Implement the program in the environmental utilities and electric departments; and • Provide training, materials and strategic plans for City staff to replicate the program in other City departments.

Baker Tilly employs a proven framework for your project, including the appropriate components necessary for client involvement, approval and sign-off on key project activities and deliverables. We also position your project to ensure you have the tools and information you need to realize the return on your investment effectively after we have completed the engagement. Our innovative approach puts strategy first, focusing on your organization’s long-term goals and ensuring that your workforce succession planning supports these objectives. We help you identify and develop future leaders to achieve future leaders to achieve sustainable growth and success. Additionally, we equip your staff with the training, and materials needed to replicate the program across other City departments, ensuring continuity and lasting impact.

15 Tab E: Project plan

16 The most effective solutions are born from a deep industry understanding.

Our decades-long record of serving the public sector industry is how we’ll achieve succession planning for the City of Roseville.

Scope of work
Baker Tilly’s successful workforce succession planning approach will identify staffing resource needs and competency commonalities and specializations needed for key positions across the environmental utilities (EU) and electric departments. The assessment will identify best uses of resources for internal talent pool training, coaching and external search strategies to develop a comprehensive workforce succession plan.

Baker Tilly will partner with City management team to assess the current workforce succession planning practices and develop a workforce succession planning methodology to develop core competencies, optimize professional development for workforce succession planning candidates, consider existing recruitment strategies and integrate performance management and training programs.

Our workforce succession planning approach identifies opportunities to streamline workforce succession planning into human capital annual practices, clearly identify the roles and responsibilities of the management team and creates a cyclical approach that prioritizes resources and informs human capital needs for today and future planning.

Phase 1—Project planning and management
This step includes those tasks necessary to solidify mutual understanding of the project scope, objectives, deliverables and timing as well as ensuring that appropriate client and consultant resources are available and well-coordinated.

1.1—Confirm scope, objectives and timing
This task includes a planning and coordination meeting with the project steering committee within the City. The following subtasks will be completed:
• Finalize project design—The activities will be to:
• Identify communication channels and reporting relationships/responsibilities of project staff • Assign key responsibilities
• Review and confirm study timelines
• Review and confirm products to be delivered including expectations regarding the form and level of detail
These meeting(s) will also help establish the desired working relationship between the City and the consulting team. This will include day-to-day interactions with the staff responsible for managing services provided under the contract.

• Review work plan—The proposal objectives, scope and approach will be reviewed as well as consultant assignments and specific schedules for the project tasks. We will also prepare an information request listing key documents to be collected and will identify individuals for interviews. • Arrange logistics/administrative support—Matters to be addressed include schedules for interviews and data collection, workspace and support requirements, specific dates for status reports, contact persons, any remaining contractual matters, etc.

17 TAB E: PROJECT PLAN
We are sensitive to your busy schedule and competing deadlines. We begin every engagement with a mutually agreed-upon timeline. Using that timeline, we develop and commit to a customized client service plan to ensure there are no surprises along the way. The service plan, when finalized and approved by you, serves as a communication and monitoring tool for both of our teams. Other strategies include:
• Working backward from your identified due dates—Meeting your deadlines is our number one priority and we take significant pride in making sure that there are never any surprises. Like the City, Baker Tilly recognizes that a surprise-free approach is critical to building trust. • Taking an integrated process perspective first, supported by enabling technology, because we have witnessed the challenges when a project is driven in functional silos or with a sole focus on technology. This includes maintaining the right strategic focus coupled with practical/pragmatic execution orientation, which enables our team to be action oriented as needed. • Building trust through hands-on principal and experienced manager involvement—Unlike other large firms, Baker Tilly commits to principal and experienced manager involvement on every engagement. Your principals and experienced managers will actively lead the delivery to support responsiveness, resolve challenges and build trust.
• Flexibility and an ability to “hit the ground running”—This is critical for supporting the City with various projects. We stand ready to serve you when you need us, where you need us, for as long as you need us. We are here for you.
• Setting a clear plan of action—Through our client service timeline, we work to keep members of your team informed and updated on any open items and the status of your projects at all times. • Regular communication with management—In addition to our formal communication plan, we place emphasis on sharing knowledge of the latest regulatory changes and imparting best practice insight.

1.2—Develop stakeholder outreach and engagement plan
Based on information developed through the initial kickoff meetings, the Baker Tilly team will draft and review a plan for the engagement and involvement of the project sponsor and other specific stakeholder interests and groups. The engagement plan will list the various internal stakeholder interests and groups, suggest engagement methods for each, identify those accountable for completion of the proposed engagement activities, propose a tentative implementation schedule and conclude with execution activities.

Key activities
• Conduct virtual project kickoff meeting
• Develop project schedule and key milestones
• Confirm list of stakeholders and engagement approach
• Identify, schedule and invite participants in collaboration with the City

Phase 2—Gather information, conduct preliminary workforce succession planning analysis and develop staffing model
In this phase, Baker Tilly will develop a comprehensive understanding of the current state of the City’s workforce through data analysis and meetings with the project sponsors and other relevant stakeholders.

Our objectives are to identify key workforce trends, potential gaps and areas for improvement.

We will incorporate employee census and vacancy data to custom-build a dashboard using Power BI that visualizes key data points and trends. Baker Tilly will analyze the City’s workforce data in context of upcoming retirement eligibility, turnover rates and other applicable employee census demographics (as available) to ensure all formulas and system output data is properly formatted for future use.

18 TAB E: PROJECT PLAN
Task 2.1—Review background information
• Organization budget, strategic plan and capital improvement plan • Organizational structure
• Staffing levels by position for the department
• Position descriptions
• Workforce succession planning service technology
• Relevant policies, procedures or employee handbooks
• Recruitment, training and development programs
• Key performance indicators and operating metrics
• Collective bargaining agreements
• Previous studies conducted in the last three years
• Other relevant information

Task 2.2—Design and administer gap analysis/workload questionnaire Our first point of engagement with the employees will be through issuing a survey to managers and above to allow them to share their division’s workload and responsibilities. The survey is customizable and created in coordination with the project sponsors. We will review a draft with you before finalizing it and send the questionnaire to you to distribute to your team. Each of these will be returned to Baker Tilly for analysis. They survey may request the respondent to provide:
• Strengths, opportunities and challenges the department and the individual faces to meet City and department goals
• 5-7 primary responsibilities and estimated percent of their time to conduct the work • Desired additional training and development to up-skill and better contribute to the department • Future plans and major projects
• Strengths and challenges with existing technology platforms

Baker Tilly will use the survey responses, the position job descriptions and additional information provided to inform of future meetings. The consultant team will also aggregate survey responses to identify common themes across the organization to inform future reporting.

Task 2.3—Workforce data analysis
• Review provided background data and documentation to develop an understanding of the organization environment and employment policies.
• Develop the Power BI dashboard to analyze a three-year history of position data to identify high turnover positions by department and division (dependent on available data). • Develop the Power BI dashboard to analyze current employee census data, segregating data by department, division and association affiliation (if applicable). Baker Tilly will manipulate the data and build formulas to incorporate retirement eligibility and identify potential vacancies in the coming five years.

19 TAB E: PROJECT PLAN
Task 2.4—Conduct executive visioning meeting (remote)
Conduct an executive visioning meeting with the executive team to gain a comprehensive understanding of the strategic objectives and needs of the departments. This session will guide our project outcomes to ensure seamless alignment with the City’s overarching goals and priorities. By engaging with key decision-makers at the executive level, we aim to foster a deep appreciation for Roseville’s unique challenges and opportunities, thus allowing us to tailor our approach for maximum impact and relevance.

Task 2.5—Onsite interviews
Your project team is comprised of both workforce succession planning generalists and subject matter specialists. The project managers only work with the public sector and are familiar with public sector operations and responsibilities. Our subject matter specialists are former practitioners who know the demands specific to areas. Each of our team members and the overall project leadership have a wide range of experience and expertise allowing us to look at the City from different perspectives. Our team members strengthen our ability to create solutions uniquely designed for the individual project.

Baker Tilly will collaborate with the project steering committee to develop the interview schedule. Our proposed structure and approach for meetings include:
• Begin with one-on-one meetings with human resource representatives to understand current workforce succession planning approach, gaps and challenges. • Meet with department managers and above to discuss department and division priorities, staffing challenges, gaps in services or skillsets and daily responsibilities.

Our questions will focus on strategic goals and priorities, exploring the structure and roles and responsibilities to gain a comprehensive understanding of the City’s needs and challenges.

Key activities and deliverables
• Ongoing status reports or meetings
• Workload questionnaire
• Workforce data analysis (retirement eligibility and vacancies) and dashboard • Executive leadership visioning meeting
• Onsite meetings with human resources and department staff

Phase 3— Conduct talent pool discussions
Building upon the seven existing citywide core competencies, Baker Tilly will integrate the competencies into a 9-box evaluation template in collaboration with the project steering committee. The 9-box grid will be crafted to effectively assess employee potential and performance. We will guide department leadership meetings to assess candidates for internal pool placement. These discussions are crucial for pinpointing candidates ripe for further development and gauging their readiness for workforce succession planning. Additionally, they will help identify roles requiring external recruitment efforts. An internal candidate pool list per key position will be compiled, encompassing various divisions and departments, based on insights from leadership and management meetings. Our process includes:
• Developing a comprehensive 9-box employee assessment grid with City core competencies integrated
• Conduct 9-box facilitation across meetings with the department leadership • Validate our findings and presenting them to the project steering committee virtually

20 TAB E: PROJECT PLAN
Key activities and deliverables
• 9-box employee assessment grid
• Facilitated 9-box employee assessment sessions with department leaders • Full workforce potential/performance evaluation
• Validation meeting with project steering committee

Career ladders
Baker Tilly can develop career ladders to help the client demonstrate upward mobility within different job families for each department. Once one-on-one individual meetings with the department leadership is complete with soft and technical skills confirmed, we will establish a hierarchy of the client’s jobs to identify existing career progressions and develop new ones, as needed.

Sample career ladder deliverable

Phase 4—Reporting
We will prepare a draft report that comprehensively details our methodology, analysis of relevant issues, and recommendations, encompassing the identification of leadership requirements and human capital gaps, and the formulation of a roadmap for sustainable growth. Additionally, our draft recommendations will propose strategies aimed at enhancing identified strengths, addressing weaknesses and bridging management gaps, while exploring methods to retain institutional knowledge effectively and align workforce succession planning goals with broader service objectives.

The draft report will give the project steering committee (and others at the department’s discretion) an opportunity to review and comment on our detailed analysis before the final report is prepared. We take pains to ensure our recommendations are organized in an easy-to-understand format and presented in a positive manner.

In addition to identifying industry software tools for future use, the report includes tools for human resources staff to replicate the program in other departments. One such tool is the talent profile template for employees and managers to use for ongoing coaching and a multi-year implementation plan. This will include:

21 TAB E: PROJECT PLAN
• Instructions for use of the talent profile template to facilitate individual development (or identification to incorporate the concept of the talent profile into an existing workforce succession planning platform) with workflow diagram through each phase
• Employee level differentiation needs for coaching and development • External resources for potential partnership for skills and qualifications development

Additionally, the report will include a knowledge transfer template that serves as a transition plan documenting vital institutional knowledge and ensuring a seamless handover to successors.

We take several discrete steps to ensure quality control. The first is to prepare a draft report for the City leaders to review to ensure that facts are accurate, and ideas are presented clearly. Baker Tilly retains responsibility for our professional recommendations, but we expect that vetting the draft report with management improves its utility. In addition to vetting the report for accuracy, the draft review provides an opportunity to discuss the recommendations and to identify implementation considerations. Baker Tilly is committed to recommending actions that result in meaningful operational improvements and can be implemented in the real world. After comments are received, the final project report will be prepared, peer reviewed and then transmitted to you.

Key activities and deliverables
• Final report includes observations and recommendations • Implementation framework
• Draft report meeting
• Final report delivery

Optional activities
In addition to our core services, we offer three optional activities designed to further enhance your workforce succession planning efforts. These activities can be tailored to your specific needs, with two of them budgeted based on the unique requirements of the client, while one includes an estimated fee.

Organizational structure assessment and staffing model development As an optional activity, we offer a comprehensive structure and staffing analysis to optimize the City’s organizational configuration and staffing levels. This includes analyzing department structures using data from interviews and position analysis questionnaires to identify alignment areas, potential gaps and opportunities for improvement. We will develop organization charts of the current and proposed structures and consider alternative organizational structures and service delivery models. Our analysis aims to ensure that the current setup is optimized for both present and future needs, enhancing overall efficiency and effectiveness.

Additionally, we will perform a detailed staffing analysis against industry standards and departmental objectives. This includes a peer comparison with up to five selected peer agencies, providing insights into appropriate span of control limits and support staffing levels. Based on our findings, we will develop a robust staffing model using Excel architecture, featuring a dashboard and variable factors to maximize utility. The optional fee for this comprehensive structure and staffing analysis service would be $35,000.

Position shared skills
As an optional enhancement, we offer the utilization of a specialized website, starsights.org , designed to
identify positions in the broader market that require similar skills. This tool aids in enhancing your recruitment efforts by pinpointing comparable roles across various industries, allowing for more targeted and effective marketing strategies. We will complete these services for each of the critical positions identified in phase two. This approach not only broadens your recruitment reach but also ensures that

22 TAB E: PROJECT PLAN
your marketing efforts resonate with potential candidates who possess the necessary skills to excel in your organization. The optional fee for this service would be $5,000.

Executive recruitment
Effective succession planning requires a pipeline of talented leaders who can step into key roles as needed. Our executive recruitment service focuses on identifying and attracting top talent to ensure your leadership team remains strong and capable. We will start by collaborating with your organization to understand the specific skills, experiences and qualities needed for your executive roles.

Our recruitment process includes targeted outreach, comprehensive candidate assessments and rigorous interview processes to identify the best candidates. We leverage our extensive network and industry expertise to attract high-caliber individuals who align with your organizational culture and strategic goals.

Throughout the recruitment process, we will provide regular updates and detailed reports on candidate progress. A detailed budget for this service can be provided upon request.

Executive coaching
Investing in the development of your leadership team is essential for fostering a cohesive and high- performing organization. The executive coaching program, working with designated individuals will outline the expectations of the coaching engagement (as defined by the directors of the EU and Electric departments) and then create a coaching work plan.

The coaching plan will contain goals for professional development and a schedule of follow-up coaching.

The executive coaching sessions are interactive and engaging and will be conducted via Microsoft Teams. Typically, we will start by conducting in-depth interviews and then use a self-assessment to gauge initial feedback about skills and abilities. All of this information will be used to create an individualized executive coaching work plan to guide the individual being coached toward future professional development in alignment with the director’s expectations. A detailed budget can be provided upon request.

Timing is everything, so we'll meet or beat the City’s deadlines They say time is money. We agree. That includes the City’s time and your own. Every moment holds opportunity, and we make the most of each moment together. Adding value. Supporting your goals. And always delivering your services on time or ahead of schedule.

The chart below represents our customized approach to deliver succession planning services to the City on time. And it’s just our starting point. We’ll collaborate closely with you to finalize a client service plan that meets all your needs — especially your timing.

ACTIVITY SEP OCT NOV DEC JAN FEB
Phase 1 — Project initiation
Phase 2 — Gather information and conduct
preliminary workforce analysis
Phase 3 — Talent pool identification and
career ladder development
Phase 4 — Reporting

OUR COMMITMENT TO THE CITY OF ROSEVILLE
Working closely with you and your team, we will co-develop a timeline to deliver on time or ahead of schedule.

[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D006\P005\00089409.DOCX;09/25/2024]

EXHIBIT “B”

23 Tab F: Cost proposal

24 When we say value, we mean achieving your objectives and imagining new ones. We mean sharing industry insights, gaining efficiencies and directing our best resources to the City of Roseville.

Sharing our transparent fee estimate
The City's fee estimate is based on what we’ve learned is important to you. We’ll go beyond what’s expected to deliver a return on your investment. We have prepared a not-to-exceed service fee and expenses estimate of $128,900 for phases one through four based on the needs and objectives you have shared and our experience conducting similar engagements with public sector clients. A detailed budget of the optional activities can be provided upon request.

The City will receive service from dedicated, experienced staff who work with you toward your goals, providing high value for fees. Your project managers will work with the City to modify the scope to fit the budget as needed, communicate any anticipated budget impacts to work with the City’s monetary constraints and proactively communicate budget changes for out-of-scope service requests. Baker Tilly can revise the proposed budget to a not-to-exceed structure upon request.

Please refer to the table below for a breakdown of project phases and estimated associated costs.

SERVICES FOR THE CITY OF ROSEVILLE FEES AND EXPENSES
Phase 1 — Project planning and management $15,600
Phase 2 — Gather information and conduct
preliminary workforce analysis $31,200
Phase 3 — Talent pool identification and career
ladder development $48,800
Phase 4 — Reporting $33,300
TOTAL FOR CORE SERVICES $128,900

OUR TRANSPARENT, FAIR FEE ESTIMATE
The City of Roseville can expect a competitive fee arrangement and continuous value.

No unnecessary charges
You won’t see add-on charges for routine calls, emails or quick consultations. They’re included in our fees because we’re here to earn your trust. If your need is out-of-scope, we’ll never perform additional work unless you give us the go-ahead. Our final billing will always be based on the value we deliver to you.

Key assumptions
We based our fee estimate on your needs — and it’s just that — an estimate. If any of the assumptions below change, we’ll share any new requirements, budgetary considerations and options.

25 TAB F: COST PROPOSAL

ASSUMPTIONS
• Adequate support, preparedness, cooperation
and feedback from management
• The City will provide resources to assist with
coordination activities such as scheduling,
gathering contact information and securing
project team space
• Appropriate staff will be available per the
agreed-to schedules
• Baker Tilly will have access to, and be
provided with, electronic or other readily
available data, without the need to conduct
data extraction
• Information will be provided within the
specified timeframes and format
• No significant changes in scope

Delivering services above the standard — at standard hourly rates When you need us, we step in to help, even outside the scope of our engagement. If the service you need is out-of-scope, we’ll let you know and get your approval. Whenever possible, we’ll give you an estimate in advance, outlining the time and expense we believe we’ll need to achieve your objectives.

Any fees will be based on our standard rates shown below. Before we send a final invoice, we confirm that you’ve received the value you deserve.

STANDARD HOURLY RATES
Staff level Hourly rates
Principal $575
Director $475
Senior manager $385
Manager $295
Senior $230
Staff $185

DELIVERING BEYOND THE STANDARD
When the City of Roseville needs additional services, we're flexible and accessible, standing ready to serve your needs beyond the scope of our engagement.

Affirming our commitment to the City of Roseville
Our team will always look for a better way to help you stay ahead of every curve on our journey together.

26 TAB F: COST PROPOSAL

ABOVE ALL, OFFERING INFINITE POTENTIAL
Going above and beyond to exceed the City's expectations is important to us.

COUNCIL COMMUNICATION
CC #:
3588
File #:
0214 & 0721
Title:

Sacramento Emergency Clean Air Transportation Grant - Agreement Amendment Contact:

Ed Scofield 916-774-5449 [email protected]

Meeting Date: 10/16/2024
Item #: 7.16.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution authorizing the City Manager to execute a contract term extension for a Sacramento Emergency Clean Air Transportation (SECAT) grant.

BACKGROUND
On November 28, 2018, the City Council approved a resolution authorizing the City Manager or
his designee to submit a SECAT grant application and to execute all related forms and agreements to purchase up to four zero-emission electric buses.

Roseville was successful with
this grant request and was awarded $400,000 in SECAT funds to help pay for these zero- emission buses. Staff executed a contract with the Sacramento Metropolitan Air Quality Management District (SMAQMD) to provide these funds. This contract terminates on December 31, 2024. Due to circumstances beyond staff’s control, the delivery of these zero-emission buses has taken longer than expected and it has become necessary to extend the termination date to December 31, 2028.

FISCAL IMPACT
There is no fiscal impact if the contract extension is executed. If the contract extension is not executed, staff will have to identify $400,000 in substitute funding to replace the SECAT dollars.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) only applies to projects which have the potential to cause a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA (CEQA Guidelines 15061(b)(3)).

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world Goal C - Maintain a safe and healthy community
Goal E - Deliver exceptional city services

Respectfully Submitted,
Ed Scofield, Alternative Transportation Manager
Jason Shykowski, Public Works Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-352
Executed Original SECAT Agreement
SECAT Contract Extension
RESOLUTION NO. 24-352

APPROVING AN AIR QUALITY GRANT CONTRACT TERM EXTENSION, BY AND

BETWEEN THE SACRAMENTO METROPOLITAN AIR QUALITY MANAGEMENT

DISTRICT AND THE CITY OF ROSEVILLE, AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, the Sacramento Emergency Clean Air Transportation (SECAT) program is a partnership with the Sacramento Metropolitan Air Quality Management District (SMAQMD) and the Sacramento Area Council of Governments (SACOG); and

WHEREAS, on November 28, 2018, the City Council approved the submission of a SECAT grant application and Roseville was awarded $400,000 to assist with funding for zero- emission busses for our transit fleet; and

WHEREAS, the delivery of these zero-emission buses has taken longer than expected and it’s necessary to extend the termination date to December 31, 2028; and

WHEREAS, the Air Quality Grant Contract Term Extension (VET-18-0083) has been reviewed by the City Council.

NOW THEREFORE, BE IT RESOLVED that the City Council of the City of Roseville hereby approves the Air Quality Grant Contract Term Extension (VET-18-0083) and authorizes the City Manager to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR
ATTEST:

________________________
City Clerk

777 12th Street, Ste. 300 • Sacramento, CA 95814
Tel: 279-207-1122 • Toll Free: 800-880-9025
AirQuality.org
September 11, 2024

Ed Scofield, Alternative Transportation Manager
City of Roseville
311 Vernon St Ste 150
Roseville, CA 95678
Phone: (916) 869 9109

Subject: Air Quality Grant Contract Term Extension (VET-18-0083)

Dear Ed Scofield:

Thank you for your participation in a clean air grant program implemented by the Sacramento Metropolitan Air Quality Management District (Sac Metro Air District). We have received your request for a contract term extension to complete the equipment usage obligation. The original end date of the contract is 12/31/2024. After this document has been executed, the contract end date will be extended to 12/31/2028.

Your company’s authorized signatory must sign this document within 30 days. One executed document will be sent to you once the Sac Metro Air District signs the document. Please contact Oliverio Barragan at (916) 201-0802 or [email protected] if you have questions about this letter.

Once this document has been executed, it will be appended to grant agreement VET-18-0083 and it will supersede the contract termination date present in the grant agreement.

Original Termination Date of Contract: 12/31/2024
Extended Termination Date of Contract: 12/31/2028

Approved by the City of Roseville

Date:

Dominick Casey – City Manager

Approved by the Sacramento Metropolitan Air Quality Management District

Date:

Raef Porter – Program Manager, Transportation & Climate Change Division

COUNCIL COMMUNICATION
CC #:
3585
File #:
0704 & 0201-01
Title:

Northwest Park Rehabilitation Project – New Non-Capital Multi-Year Project Approval and Budget Adjustment
Contact:

Tara Gee 916-774-5253 [email protected]

Meeting Date: 10/16/2024
Item #: 7.17.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council approve the establishment of a new Non-Capital Multi- Year Project – Northwest Park Rehabilitation and adopt an ordinance to approve a budget adjustment appropriating $73,062 into the project.

BACKGROUND
Bond Maturity
The Northwest Community Facilities District bond matured in September 2020. A small balance was left and since that time has accrued interest. These funds can be made available to address rehabilitation projects within the Northwest area. The target expenditures are proposed for the Northwest neighborhood parks to offset General Fund obligations for the same activities.

Park Rehabilitation Projects
The Northwest area has nine neighborhood parks and one citywide park that rely on the General Fund for maintenance and rehabilitation. These are Elliott, Mahany, Lunardi, Hall, Wanish, Silverado Oaks, Wood, Doyle, Nelson, and Kaseberg parks. Rehabilitation projects could include:
• Park paving and hardscape repairs
• Shade shelter replacement
• Site furnishing replacement, including drinking fountains • Bark mulch replenishment
• Play area engineered wood fiber replenishment
• Minor landscape and irrigation upgrades

FISCAL IMPACT
This request seeks Council approval of a budget adjustment for the establishment of a new Non- Capital Multi-Year Project – Northwest Park Rehabilitation and adoption of an ordinance to approve a budget adjustment appropriating $73,062 into the project. Funding is provided by available resources in the Northwest CFD 1 Capital Fund in the amount of $54,507, and available resources from the Northwest CFD 1 Fund in the amount of $18,555 being moved into the Northwest CFD 1 Capital Fund. There is no impact to the General Fund.

ENVIRONMENTAL REVIEW
The proposed project involves the replacement of existing structures and amenities. This activity is categorically exempt from CEQA as a Class 2 Exemption (State CEQA Guidelines Section 15302). The Exemption has been prepared and no further CEQA action is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world Goal E - Deliver exceptional city services
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Tara Gee, Park Planning & Development Manager
Jill Geller, Parks, Recreation & Libraries Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
map
Ordinance 6876
CEQA Exemption

ORDINANCE NO. 6876

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY

EFFECTIVE AS AN APPROPRIATION MEASURE

THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. The City of Roseville Annual Budget, Fiscal Year 2024-25, is hereby amended as listed on the attached budget adjustment for the Northwest Park Rehabilitation project.

SECTION 2. This ordinance is hereby declared to be an appropriation measure, immediately effective pursuant to the provisions of Section 5.03 of the Charter.

SECTION 3. The City Clerk is hereby authorized and directed to post a true copy of the foregoing ordinance in each of three (3) conspicuous locations in the City and she shall immediately after such posting enter in the ordinance book, under the record of the ordinance, a certificate under her hand stating the time and place of such publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville, this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

EXPENDITURES/EXPENSES/TRANSFERS OUT

REQUEST FOR BUDGET ADJUSTMENT
Updated 5/24/2024
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment

7411

5569

80701

18,555
Increase budget to move available resources from the
Northwest CFD 1 Fund to the Northwest CFD 1 Capital
Fund
3001 5301 84001 500544 73,062 Establish project expenditure budget

EXPENDITURES/EXPENSES/TRANSFERS OUT TOTAL 91,617

REVENUES/TRANSFERS IN
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment 3001 4780 80301 18,555 Receiving available resources from Northwest CFD 1 Fund

REVENUES/TRANSFERS IN TOTAL 18,555

NET ADJUSTMENT 73,062

FUND BALANCE
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment 7411 3601 00000 000000 (18,555) Decrease Northwest CFD 1 Fund Balance 3001 3601 00000 000000 (54,507) Decrease Northwest CFD 1 Capital Fund Balance 3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
FUND BALANCE TOTAL (73,062)

Justification for Budget Adjustment:

Staff recommends that Council authorize the establishment of a new Non-Capital Multi-Year Project – Northwest Park Rehabilitation (#500544) and adopt an ordinance to approve a budget adjustment appropriating $73,062 into the project. Funding is provided by available resources in the Northwest CFD 1 Capital Fund (3001) in the amount of $54,507, and available resources from the Northwest CFD 1 Fund (7411) in the amount of $18,555 being moved into the Northwest CFD 1 Capital Fund (3001).

The Northwest Community Facilities District bond matured in September 2020. A small balance remained in the fund and since that time has accrued interest. These funds can be made available to address rehabilitation projects within the Northwest area. The target expenditures are proposed for Northwest neighborhood parks. There is no impact on the General Fund.

REQUESTER NAME & TITLE: Tara Gee, Park Planning & Development Manager FISCAL YEAR: 2024-25 PREPARER NAME & TITLE: Lisa Saunders, Management Analyst COUNCIL DATE (if applicable): 10/16/24 DEPARTMENT/DIVISION: Parks, Recreation, and Libraries ORDINANCE:

Notice of Exemption

To: Placer County Clerk From: City of Roseville
Recorder’s Office Development Services Dept.
2954 Richardson Drive 311 Vernon Street
Auburn, CA 95603 Roseville, CA 95678

Project Title: Northwest Park Rehabilitation Projects and Budget Adjustment

Project Location(s): 1420 Cushendall Drive (APN 017- 390-021-000), 1545 Pleasant Grove, Boulevard (APNs 477-110-004-000, 477-11-005-000, and 017-370-006-000), 2501 Country Club Drive (APN 017 -380-003-000), 1401 Raeburn Way (APN 017- 390-003-000), 1351 Junction Boulevard (APN 476-140-002-000), 1430 Badovinac Drive (APN 476-080-056-000), 1213 South Bluff Drive (APN 477 -220-013-000), and 1151 Rand Way (APN 0147- 162-029-000), Roseville, California 95747 and 95678.

Project Description: The Parks, Recreation and Libraries Department propos es a budget adjustment to allow for leftover funds from the now matured Northwest Community Facilities District bond to be used for various rehabilitation projects in parks located within the Northwest Specific Plan Area. These parks include Elliott Park, Mahany Park. Lunardi Park, Hall Park, Wanish Park, Silverado Oaks Park, Nelson Park, and Kaseberg Park. Rehabilitation projects could include, p ark paving and hardscape repairs ; s hade shelter replacement ; s ite furnishing replacement, including drinking fountains; bark mulch replenishment; play area engineered wood fiber replenishment ; and m inor landscape and irrigation upgrades. Any rehabilitation projects funded by this budget amendment would be solely for the purpose of maintenance and upgrading to ensure usability and safety for existing facilities. There would be no rehabilitation projects intended to expand use of the facilities.

Public Agency Approving Project: Roseville City Council

Agency/Individual Carrying Out Project : City of Roseville Park , Recreation and Libraries Department

Reason why this Project is Exempt: This project qualifies for Class 1 and Class 2 Exemptions as described in Section 15301 and Section 15302 of the California Environmental Quality Act (CEQA) guidelines which state:

“Class 1 consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use.”

“Class 2 consists of replacement or reconstruction of existing structures and facilities where the new structure will be located on the same site as the structure replaced and will have substantially the same purpose and capacity as the structure replaced.”

The proposed budget amendment would allow for various maintenance and rehabilitation projects to keep parks located in the Northwest Specific Plan Area safe and up- to-day. This may include some replacement and/or repair of existing structures and equipment, and all facilities will retain the same purpose and capacity as the existing structures and equipment. Therefore, the Class 1 and Class 2 Exemptions are applicable to the proposed project.

Lead Agency Contact Person: Tara Gee, Park, Recreation and Libraries Department, 316 Vernon Street, Roseville, CA 95678. 916-774-5253.

Signature: Date: 8/7/2024
Jessica Lynch, Environmental Coordinator
City of Roseville

COUNCIL COMMUNICATION
CC #:
3593
File #:
0201-01
Title:

Virtual Desktop Exploration - Project Cancellation and Budget Adjustment Contact:

Austin Murray 916-774-5158 [email protected]

Meeting Date: 10/16/2024
Item #: 7.18.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council authorize the cancellation of the Virtual Desktop Exploration project.

Staff also recommends that the City Council adopt an ordinance to approve a budget adjustment to defund the $20,000 project budget and return 100% of the unspent project budget to fund balance in the funds that contributed.

BACKGROUND
The original purpose of the Virtual Desktop Exploration project was to explore potential cost savings in PC hardware and management of the desktop environment. Virtual desktops (VD) use software to allow employees to access their work computers remotely over the internet, from any client device.

Due to a combination of factors including an increase in utilization of remote cloud-based software, current technical and network resource constraints, and existing solutions fulfilling this need for the City, the recommendation to Council is to authorize the cancellation of the Virtual Desktop Exploration project.

FISCAL IMPACT
The recommended budget adjustment will defund the Virtual Desktop Exploration project budget.

The existing $20,000 project budget was funded by the Information Technology Replacement Fund, the Water Rehabilitation Fund, Wastewater Rehabilitation Fund, the Waste Services Rehabilitation fund, and the Electric fund. The recommended budget adjustment will return the $20,000 to fund balance in the following funds as follows: $12,674 to the IT Replacement Fund, $1,309 to the Water Rehabilitation Fund, $1,828 to the Wastewater Rehabilitation Fund, $1,277 to the Solid Waste Rehab Fund, and $2,912 to the Electric Fund.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Cancellation of a project and approval of a budget adjustment meet the above criteria and are not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world

Respectfully Submitted,
Austin Murray, Management Analyst
Hong Sae, Chief Information Officer

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Ordinance 6877
ORDINANCE NO. 6877

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY

EFFECTIVE AS AN APPROPRIATION MEASURE

THE CITY OF ROSEVILLE ORDAINS:

SECTION 1 . The City of Roseville Annual Budget, Fiscal Year 2024 -25, is hereby amended as listed on the attached budget adjustment for the cancellation of the Virtual Desktop Exploration project.

SECTION 2. This ordinance is hereby declared to be an appropriation measure, immediately effective pursuant to the provisions of Section 5.03 of the Charter.

SECTION 3. The City Clerk is hereby authorized and directed to post a true copy of the foregoing ordinance in each of three (3) conspicuous locations in the City and she shall immediately after such posting enter in the ordinance book, under the record of the ordinance, a certificate under her hand stating the time and place of such publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville, this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

REQUEST FOR BUDGET ADJUSTMENT
Updated 8/29/2024

Please complete the cells highlighted in yellow.

REQUESTER NAME & TITLE:

PREPARER NAME & TITLE:

DEPARTMENT/DIVISION:

EXPENDITURES/EXPENSES/TRANSFERS OUT

FISCAL YEAR:

ORDINANCE:

ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment 4105 5421 84001 500138 (12,674) Decrease budget to cancel Project 500138 6130 5421 84001 500138 (1,309) Decrease budget to cancel Project 500138 6230 5421 84001 500138 (1,828) Decrease budget to cancel Project 500138 6330 5421 84001 500138 (1,277) Decrease budget to cancel Project 500138 6001 5421 84701 500138 (2,912) Decrease budget to cancel Project 500138

EXPENDITURES/EXPENSES/TRANSFERS OUT TOTAL (20,000)

REVENUES/TRANSFERS IN
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment

REVENUES/TRANSFERS IN TOTAL -

NET ADJUSTMENT (20,000)

FUND BALANCE
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment 4105 3601 00000 000000 12,674 Increase IT Replacement Fund Balance 6130 3601 00000 000000 1,309 Increase Water Rehabilitation Fund Balance 6230 3601 00000 000000 1,828 Increase Wastewater Rehabilitation Fund Balance 6330 3601 00000 000000 1,277 Increase Solid Waste Rehab Fund Balance 6001 3601 00000 000000 2,912 Increase Electric Fund Balance 3601 00000 000000
FUND BALANCE TOTAL 20,000

Justification for Budget Adjustment:

This budget adjustment is requested to cancel and defund Project #500138 - Virtual Desktop Exploration due to a combination of factors including an increase in utilization of remote cloud-based software, current resource constraints, and already-existing solutions fulfilling this need for the City. This budget adjustment will defund the entire budget of $20,000 and return unspent dollars to fund balances.

2024-25 Austin Murray, IT Management Analyst
Austin Murray, IT Management Analyst
IT Department

COUNCIL COMMUNICATION
CC #:
3582
File #:
0400-02 & 0400-04-17-2
Title:

Second Reading - Infill Parcel 198 (100 Stonehouse Court) WellSpace Health - Rezone
Contact:

Escarlet Mar 916-774-5247 [email protected]

Meeting Date: 10/16/2024
Item #: 7.19.

RECOMMENDATION TO COUNCIL
ORDINANCE NO. 6875 AMENDING ZONING ORDINANCE NO. 5428 OF THE CITY OF

ROSEVILLE CHANGING THE ZONING OF CERTAIN REAL PROPERTY LOCATED

WITHIN THE CITY OF ROSEVILLE
, for second reading and adoption.

BACKGROUND
Not applicable.

FISCAL IMPACT
Not applicable.

ENVIRONMENTAL REVIEW
Not applicable.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Escarlet Mar, Associate Planner
Mike Isom, Development Services Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Ordinance 6875
Exhibit A
Exhibit B
ORDINANCE NO. 6875

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE AMENDING ZONING ORDINANCE NO. 5428 OF THE CITY OF ROSEVILLE

CHANGING THE ZONING OF CERTAIN REAL PROPERTY LOCATED

WITHIN THE CITY OF ROSEVILLE

THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. The Council of the City of Roseville has reviewed the findings of the Planning Commission recommending approval of the rezone specified herein, and makes the following findings pursuant to Section 19.86.050 of the Zoning Ordinance:

1. The rezone is in conformance with the public interest, health, safety, or welfare of the City; and

2. The rezone is consistent with the objectives, policies, programs, and land use designations of the City of Roseville General Plan.

SECTION 2. Section 19.06.020 of the Zoning Ordinance of the City of Roseville, Ordinance No. 5428, is amended to change the zoning of that portion of certain real property located on Parcel 198 of the Infill area in the City of Roseville , as shown and so designated in Exhibit “ A,” attached and inc orporated herein by reference is hereby rezoned from Industrial/Business Park (MP) to Community Commercial/Specia Area (CC/SA) with permitted uses as shown and so designated in Exhibit “B,” attached and incorporated herein by reference.

SECTION 3. This ordinance shall be effective at the expiration of thirty (30) days from the date of adoption.

SECTION 4. The City Clerk is hereby directed to cause this ordinance to be published in full at least once within fourteen (14) days after it is adopted in a newspaper of general circulation in the City, or shall within fourteen (14) days after its adoption cause this ordinance to be posted in full in at least three (3) public places in the City and enter in the Ordinance Book a certificate stating the time and place of said publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2024, by the following vote on roll
call: AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk
E
E
E
AC
AC
C

C CC C CC CC C
S 45°11'43" E 149.50'
S 4°24'26" E 61.90'
S 89°33'17" W 51.00'
S 50°10'17" W 49.53'
S 48°56'43" E 222.00'
N 34°05'47" E 229.00'
N 53°45'14" W 349.82'
S 34°33'17" W 62.50'

STONEHOUSE COURT

TAYLOR ROAD
E
E
E
AC
AC
C

C CC C CC CC C
S 45°11'43" E 149.50'
S 4°24'26" E 61.90'
S 89°33'17" W 51.00'
S 50°10'17" W 49.53'
S 48°56'43" E 222.00'
N 34°05'47" E 229.00'
N 53°45'14" W 349.82'
S 34°33'17" W 62.50'

STONEHOUSE COURT

TAYLOR ROAD

CALIFORNIAROSEVILLE
Project Planning Civil Engineering Landscape Architecture 2940 Spafford Street, Suite 200
Davis, CA 95618
(530) 758-2026
2120 20th Street, Suite Three
Sacramento, CA 95818
(916) 455-2026
Sacramento Office Davis Office
CECWEST.COM
1 FOR

ZONING EXHIBIT
Z-1

EXISTING ZONING DESIGNATIONS

VICINITY MAP
NTS

SUMMARY TABLE

DESIGNATIONZONINGEXISTING PROPOSED
MPINDUSTRIAL / BUSINESS PARK1.691 AC. ±
CC/SACOMMUNITY COMMERCIAL / SPECIAL AREA0
0 1.691 AC.

PROPOSED ZONING DESIGNATIONS
100 STONEHOUSE
COURT

WELLSPACE HEALTH PLACER

COMMUNITY HEALTH CENTER

CC EXHIBIT A
CC Exhibit B
100 STONEHOUSE COURT – WELLSPACE HEALTH

COMMERCIAL ZONE DISTRICTS PERMITTED USES FOR COMMUNITY COMMERCIAL WITH

SPECIAL AREA OVERLAY (CC/SA)
Primary uses are permitted in commercial zones subject to the requirements of this title as designated below:

A. Principally permitted use, designated as “P”;
B. Conditionally permitted use, designated as “CUP”; and C. Administratively permitted use, designated as “A.”

100 STONEHOUSE COURT CC/SA PERMITTED USES
CC/SA

AGRICULTURAL AND OPEN SPACE USE TYPES
Resource Protection and Restoration CUP
Resource Related Recreation P

CIVIC USE TYPES
Community Assembly CUP
Community Services P
Essential Services P
Hospital Services
General Hospital Services -
Psychiatric Hospital Services -
Libraries and Museums, Private -
Public Parking Services P
Schools
College and University P
Public/Private Elementary and Secondary CUP
Social Services
Emergency Shelter -
Food Distribution -
Food Service -
Power Generating Facilities(9)
Emergency A
Supplemental/Individual Use CUP
100 STONEHOUSE COURT CC/SA PERMITTED USES
CC/SA
Passive Power P

RESIDENTIAL USE TYPES
Accessory Dwelling Units(11) -
Caretaker/Employee Housing CUP
Community Care Facilities, Small -
Community Care Facilities, Large -
Dwelling(10)
Multi-Family(13, 14) -
Single-Family(14) -
Two-Family(14) -
Family Day Care Home, Small -
Family Day Care Home, Large -
Single Room Occupant -
Low-Barrier Navigation Centers -

COMMERCIAL USE TYPES
Adult-Oriented Businesses -
Animal Sales and Service
Grooming and Pet Stores P
Kennels -
Veterinary Clinic P
Veterinary Hospital CUP
Automotive and Equipment
Automotive Body and Equipment Repair -
Automotive Rentals -
Automotive Repairs CUP
Automotive Sales CUP
Car Wash and Detailing CUP
Commercial Parking -
100 STONEHOUSE COURT CC/SA PERMITTED USES
CC/SA
Electric Vehicle Charging Center(12) P/CUP
Fuel Sales(12) -
Heavy Equipment Rental and Sales -
Banks and Financial Services P
Bars and Drinking Places -
Broadcasting and Recording Studios -
Building Material Stores CUP
Business Support Services P
Commercial Recreation
Amusement Center -
Indoor Entertainment CUP
Indoor Sports and Recreation P
Large Amusement Complexes -
Outdoor Entertainment -
Outdoor Sports and Recreation -
Community Care Facility -
Day Care Center -
Eating and Drinking Establishments
Fast Food with Drive-Through(12) -
Convenience P
Full Service -
Food and Beverage Retail Sales -
Funeral and Interment Services -
Lodging Services -
Long-Term Care Facility -
Maintenance and Repair P
Medical Services, General CUP
Neighborhood Commercial -
100 STONEHOUSE COURT CC/SA PERMITTED USES
CC/SA
Nightclubs(6) CUP
Nursery, Retail -
Offices, Professional P
Personal Services P
Retail Sales and Services P
Specialized Education and Training
Vocational Schools P
Specialty Schools P
Storage, Personal Storage Facility CUP

INDUSTRIAL USE TYPES
Laundries, Commercial CUP
Printing and Publishing -
Research Services -
Wholesaling and Distribution, Light -

TRANSPORTATION AND COMMUNICATION USE TYPES
Heliport -
Intermodal Facilities(8) CUP
Telecommunication Facilities(7) P/A/CUP
Notes:
(6) Additional requirements are contained in Chapter19.49. (7) Additional requirements are contained in Chapter19.34. (8) Additional requirements are contained in Chapter19.36. (9) Additional requirements are contained in Chapter19.55. (10) Transitional housing and supportive housing are considered residential use types and are permitted (P) where residential uses are permitted (P) or conditionally permitted (CUP).
(11) Accessory dwelling/junior accessory dwelling units are only permitted within areas zoned to allow single - family, two-family or multi-family residential use and must be located on a lot that contains an existing or proposed single -family, two-family or multi-family dwelling unit which has an approved CUP as defined in Sections 19.08.080(F)(1) and (F)(2) (Residential Use Types). See Chapter 19.60 for additional accessory dwelling/junior accessory dwelling unit regulations. (12) A Conditional Use Permit is required for fast food with drive through establishments, fuel sales establishments, or electric vehicle charging centers contiguous to:
(a) properties with a residential zoning designation; (b) parcels designated as a public utilities easement or landscape easement which are contiguous to a property having a residential zoning designation; and (c) any other parcel of land upon which a building cannot be developed and which separates the subject parcel by less than 100 feet which is contiguous to a property having a residential zoning designation. A conditional use permit is not required for these uses if the subject parcel is separated from properties with a residential zoning designation by a public roadway. (13) Multi-family uses are permitted with an Administrative Permit in the NC and CC zone districts when the housing development is const ructed on or adjacent to a site occupied by a non-profit organization, and a non- profit organization will offer supportive services to the proposed residents. Examples of supportive services include transportation, child care, education assistance, and the provision of clothing and other supplies. (14) For sites within a specific plan, residential units are only permitted with a CUP if the specific plan has allocated units to the site. If no units are allocated or if fewer units are allocated than are proposed, a unit transfer or Specific Plan Amendment is required in addition to the CUP

COUNCIL COMMUNICATION
CC #:
3594
File #:
0323
Title:

Second Reading - Roseville Municipal Code Amendment – Kennel Licenses Contact:

Travis Cochran 916-774-5325 [email protected]

Meeting Date: 10/16/2024
Item #: 7.20.

RECOMMENDATION TO COUNCIL
ORDINANCE NO. 6878 AMENDING SECTIONS 7.20.010 AND 7.20.020 OF CHAPTER

7.20 OF TITLE 7 OF THE ROSEVILLE MUNICIPAL CODE REGARDING KENNEL LICENSES, for second reading and adoption.

BACKGROUND
Not applicable.

FISCAL IMPACT
Not applicable.

ENVIRONMENTAL REVIEW
Not applicable.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A – Maintain a safe and healthy community
Goal F – Deliver exceptional City services

Respectfully Submitted,
Travis Cochran, Deputy City Attorney
Michelle Sheidenberger, City Attorney

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Ordinance 6878
ORDINANCE NO. 6878

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE AMENDING SECTIONS

7.20.010 AND 7.20.020 OF CHAPTER 7.20 OF TITLE 7 OF THE ROSEVILLE MUNICIPAL

CODE REGARDING KENNEL LICENSES

THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. Section 7.20.010 of Chapter 7.20 of the Roseville Municipal Code is hereby amended to read as follows:

7.20.010 Kennels-License required.

No more than four dogs over the age of four months shall be kept at or upon any premises or dwelling unit without first securing from the animal control officer a license to operate a kennel regardless of the number of persons residing in such dwelling unit.

SECTION 2. Section 7.20.020 of Chapter 7.20 of the Roseville Municipal Code is hereby amended to read as follows:

7.20.020 License issuance.

The animal control offer shall issue a license to operate a kennel only under the following conditions:

A. When the premises on which the kennel will be located complies with the provisions of the zoning code of the city;
B. When the premises on which the kennel will be located is of sufficient size to accommodate, in the opinion of the animal control officer, the number of dogs which the owner of such kennel anticipates will be on the premises, without causing any disturbance or annoyance to persons in the surrounding area;
C. The applicant has prepared and submitted to the city an animal natural disaster evacuation plan covering the kennel to be operated under the license.

D. No kennel may exist upon any property zoned for residential use.

SECTION 3. This ordinance shall be effective at the expiration of thirty (30) days from the date of adoption.

SECTION 4. The City Clerk is hereby directed to cause this ordinance to be published in full at least once within fourteen (14) days after it is adopted in a newspaper of general circulation in the City, or shall within fourteen (14) days after its adoption cause this ordinance to be posted in full in at least three (3) public places in the City and enter in the Ordinance Book a certificate stating the time and place of said publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of _______________, 20__, by the following vote on roll call:

2 AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR
ATTEST:

_________________________________
City Clerk

COUNCIL COMMUNICATION
CC #:
3583
File #:
0400-07 & 0400-04-04-02
Title:

North Central Roseville Specific Plan PCL 34C - 6718 Stanford Ranch Road - Parcel Map
Contact:

Jeff Hendrix 916-774-5463 [email protected]

Meeting Date: 10/16/2024
Item #: 7.21.

RECOMMENDATION TO COUNCIL
It is recommended that the City Council approve the final map on file with the City Clerk and accept on behalf of the public, the public rights of way and Lot A, offered thereon.

BACKGROUND
On October 11, 2023, the Planning Commission approved a Tentative Parcel Map for the NCRSP PCL 34C - Parcel map, located at 6718 Stanford Ranch Rd that would create two commercial parcels and dedicate a portion of right of way along existing Fairway Drive. The tentative map allowed for the splitting of one existing commercial parcel into two separate parcels.

The subdivision will create two lots. Parcel A will be 13.4 acres and will consist of the buildings north of Five Star Boulevard, and Parcel B will be 6.85 acres and will consist of the buildings south of Five Star Boulevard. No development or grading activities are proposed with the project.

The Development Services - Engineering section has reviewed the subject parcel map and found it to be in compliance with the Subdivision Map Act and the City's Subdivision Ordinance and all conditions of the tentative map have been met.

This map will create two commercial and one
public right of way lot.

FISCAL IMPACT
There is no fiscal impact to the City's General Fund associated with this approval.

ENVIRONMENTAL REVIEW
This project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) Guidelines pursuant to Section 15315, Minor Land Divisions, and pursuant to Section 305 of the City of Roseville CEQA Implementing Procedures. Consistent with this exemption, the project involves the division of property in an urbanized area zoned for commercial use into four or fewer parcels an dis in conformance with the General Plan and zoning; no variances or exceptions are required; all services and access to the proposed parcels to local standards are available; the parcel was not involved in a division of a larger parcel within the previous 2 years; and the parcel does not have an average slope greater than 20 percent.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Jeff Hendrix, Associate Engineer
Mike Isom, Development Services Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Vicinity Map
Parcel Map
SHEET 1 OF 1

NORTHNOT TO SCALE
PLAB

PARCEL MAP
NCRSP PCL 34C - LOT SPLIT
6718 STANFORD RANCH ROAD
Δ
Δ
Δ
NSEW

PLAB STANFORD RANCH ROAD
FAIRWAY DRIVEHIGHWAY 65

FAIRWAYDRIVE

FIVE STARBOULEVARD

FIVE STARDRIVEWAY
PARCEL MAPNCRSP PCL 34C - LOT SPLIT6718 STANFORD RANCH ROAD

COUNCIL COMMUNICATION
CC #:

File #:

Title:

Consent Calendar
Contact:

Meeting Date: 10/16/2024
Item #:

COUNCIL COMMUNICATION
CC #:
3596
File #:
0704-01 & 0201-01
Title:

Roseville Soccer Complex Naming Rights - Sponsorship Agreement and Budget Adjustment
Contact:

Jeff Nereson 916-774-5974 [email protected]

Meeting Date: 10/16/2024
Item #: 8.1.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council:

1)

Adopt a resolution to approve a sponsorship agreement between City of Roseville and South Placer County Tourism Corporation dba Placer Valley Tourism for naming rights of the soccer complex and authorize the City Manager to execute it on behalf of the City of Roseville; and 2)

Adopt an ordinance to approve a budget adjustment for $50,000 in sponsorship revenue to increase the fund balance in the new Soccer Complex Capital Fund.

BACKGROUND
The City’s 10-field, lighted, artificial turf soccer complex located at 2600 Westbrook Drive in Roseville broke ground in June 2023 and is anticipated to officially open by January 1, 2026. The complex will be a sports destination unlike any other in the region, attracting tournaments and outdoor sporting events that draw attendees from far outside of Roseville as well as provide much needed fields for Roseville youth and adult soccer and sports groups. The fields are suited for a variety of sports, including soccer, football, lacrosse, rugby, field hockey, Quadball, and more.

In early August 2023, the Parks, Recreation & Libraries Department (PRL) publicly promoted sponsorship opportunities for the future soccer complex through print and social media, City websites and newsletters, and the Chamber of Commerce. Sponsorship opportunities included a complex naming rights sponsor, plaza sponsors, and individual field sponsors. The call for sponsors was open for 30 days, during which time staff received approximately nine expressions of interest. After follow-up outreach, Placer Valley Tourism (PVT) expressed strong interest in the complex naming rights sponsorship.

Placer Valley Tourism is a Business Improvement District (BID) formed in 2004 with a mission to support the health of the hotel industry in Placer County by promoting the region as a tourism destination. PVT has been a valued partner of the City of Roseville for over 20 years, sharing our goals and priorities of enhancing economic vitality by advancing sports tourism in Roseville.

Soccer complex naming rights sponsorship benefits include:
·
Naming the facility “Placer Valley Soccer Complex”.
·

Sponsor branding on facility monument and entry signs.
·

Sponsor branding on mural and/or backdrop photo/branding locations. ·

Sponsor branding on “wayfinding” signs, facility website and social media, collateral materials and promotions.
·

Sponsor use of the facility without cost for four (4) full weekends during each calendar year.
·

Sponsor use of the facility without cost for not less than six (6) full weekdays during each calendar year.
·

Sponsor use of the facility for not less than ten (10) additional midweek and weekend days during each calendar year at fifty percent (50%) of the usual and customary rental cost.
·

Sponsor will have the right to locate and manage an outdoor promotional space (booth) at events held at the Facility.

FISCAL IMPACT
Under this agreement, the City of Roseville will receive $5,000,000 over twelve years. Payments shall be made as follows:

Payment #
Date of Payment
Payment Period
Payment Amount
1 Effective Date
1/1/2026 through 12/31/2026
$50,000
2 11/1/2025
1/1/2026 through 12/31/2026
$250,000
3 11/1/2026
1/1/2027 through 12/31/2027
$300,000
4 11/1/2027
1/1/2028 through 12/31/2028
$400,000
5 11/1/2028
1/1/2029 through 12/31/2029
$400,000
6 11/1/2029
1/1/2030 through 12/31/2030
$500,000
7 11/1/2030
1/1/2031 through 12/31/2031
$500,000
8 11/1/2031
1/1/2032 through 12/31/2032
$500,000
9 11/1/2032
1/1/2033 through 12/31/2033
$500,000
10 11/1/2033
1/1/2034 through 12/31/2034
$500,000
11 11/1/2034
1/1/2035 through 12/31/2035
$500,000
12 11/1/2035
1/1/2036 through 12/31/2036
$300,000
13 11/1/2036
1/1/2037 through 12/31/2037
$300,000

The sponsorship revenue, along with all other revenue generated by the facility, will be used to pay for operations and to fund deposits to the new Soccer Complex Capital Fund for future replacement of the turf and other capital needs.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Approval of a sponsorship agreement and a budget adjustment meet the above criteria and are not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world Goal D - Enhance economic vitality
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Jeff Nereson, Parks, Recreation & Libraries Manager
Jill Geller, Parks, Recreation & Libraries Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-347
Soccer Complex Naming Rights Sponsor Agreement
Ordinance 6880
RESOLUTION NO. 24-347

APPROVING A SPONSORSHIP AGREEMENT, BY AND BETWEEN THE CITY OF

ROSEVILLE AND SOUTH PLACER COUNTY TOURISM CORPORATION DBA PLACER

VALLEY TOURISM, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON

BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a sponsorship agreement for the naming rights of the Roseville Soccer Complex to be constructed and located at 2600 Westbrook Drive in Roseville, CA, by and between the City of Roseville and South Placer County Tourism Corporation dba Placer Valley Tourism, has been reviewed by the City Council; and

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR

ATTEST:

City Clerk

-1-

-

SPONSORSHIP AGREEMENT

This SPONSORSHIP AGREEMENT ("Agreement"), made and entered into this ___day of ____ ______, 2024 (the “Effective Date” ), by and between the City of Roseville, a municipal corporation (“City”) and South Placer County Tourism Corporation, a California nonprofit mutual benefit corporation, dba Placer Valley Tourism (“Sponsor”) (collectively, the "Parties'').

RECITALS:

WHEREAS, City is soliciting a naming rights sponsor for the Roseville Soccer Complex to be constructed and located at 2600 Westbrook Drive, Roseville, California (“Facility”); and

WHEREAS, Sponsor is a Business Improvement District formed in 2004 by the City of Roseville and classified for tax purposes as a 501(c)(6) entity; and

WHEREAS, Sponsor desires to be the naming rights partner of the Facility.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, the Parties do hereby agree as follows:

AGREEMENT:

1) The Facility. The "Facility'' means the Soccer Complex to be constructed, owned , and managed by City located at 2600 Westbrook Drive, Roseville, California, and which includes, but is not limited to, ten ( 10) regulation artificial turf soccer fields and supporting amenities, nine hundred fifty (950) parking spaces, permanent restrooms and tournament headquarters building, among other amenities, suitable for year-round activities.

2) Sponsorship Relationship. During the Term of the Agreement, including any extension or modification, City hereby designates Sponsor to be the "Official Naming Rights Partner" of the Facility.

(a) During the Term, Sponsor may advertise and promote itself as the "Official Naming Rights Partner" of the Facility.

(b) Sponsor acknowledges and agrees, however, that all reference to and use by Sponsor as the "Official Naming Rights Partner" of the Facility in advertising and promotional materials, in brochures; in radio or television advertisements or otherwise in any manner, shall in all cases be subject to the prior review and written approval by City, which approval shall not be unreasonably withheld, conditioned or delayed. Once approved for use in a specific media, that use shall be deemed appropriate for all future use during the Term of the Agreement.

3) Term.

(a) The Term of this Agreement shall commence on January 1, 2026, or the first calendar day after completion of the construction of the Facility when the fields are programmed for use (“Commencement Date ”) and, unless sooner terminated as provided in this Agreement, shall end on December 31 of the year in which the twelfth (12th) anniversary of the Commencement Date occurs.

(b) In the event the Commencement Date is a date other than January 1, 2026, the Naming Rights Fee specified in Section 5, below, for the year beginning on January 1, 2026, and ending on December 31, 2026 , shall be prorated to an amount equal to the product of $300,000, multiplied by a fraction, the numerator of which is the number of days between the Commencement Date and December 31, 2026, and the denominator of which is 365.

ORDINANCE NO. 6880

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY

EFFECTIVE AS AN APPROPRIATION MEASURE

THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. The City of Roseville Annual Budget, Fiscal Year 2024-25, is hereby amended as listed on the attached budget adjustment for the Roseville Soccer Complex Naming Rights Sponsorship Agreement.

SECTION 2. This ordinance is hereby declared to be an appropriation measure, immediately effective pursuant to the provisions of Section 5.03 of the Charter.

SECTION 3. The City Clerk is hereby authorized and directed to post a true copy of the foregoing ordinance in each of three (3) conspicuous locations in the City and she shall immediately after such posting enter in the ordinance book, under the record of the ordinance, a certificate under her hand stating the time and place of such publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville, this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

REQUEST FOR BUDGET ADJUSTMENT
Updated 8/29/2024

Please complete the cells highlighted in yellow.

REQUESTER NAME & TITLE:

PREPARER NAME & TITLE:

DEPARTMENT/DIVISION:

EXPENDITURES/EXPENSES/TRANSFERS OUT

FISCAL YEAR:

ORDINANCE:

ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment

EXPENDITURES/EXPENSES/TRANSFERS OUT TOTAL -

REVENUES/TRANSFERS IN
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment 3133 4791 58290

50,000 Establish sponsorship revenue budget in the Soccer Complex Capital Fund

REVENUES/TRANSFERS IN TOTAL 50,000

NET ADJUSTMENT (50,000)

FUND BALANCE
ACCOUNT STRING BUDGET ($) DESCRIPTION Fund Account Center Project Adjustment 3133 3601 00000 000000 50,000 Increase - Fund Balance
3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
FUND BALANCE TOTAL 50,000

Justification for Budget Adjustment:

The Parks, Recreation & Libraries Department is requesting a budget adjustment to allocate revenue to the new Soccer Complex Capital Fund (3133).

This adjustment is intended to support the development and future replacement of capital infrastructure at the soccer complex. The department has secured a sponsorship agreement, which include naming rights for specific areas of the complex. As per the agreement with the sponsor, the deposit is expected to be received within the month, which will contribute directly to the capital fund. There is no impact to the General Fund.

2024-25 Rendi Hodge/PRL Manager
Rendi Hodge/PRL Manager
PRL Admin

COUNCIL COMMUNICATION
CC #:
3595
File #:
0704-01 & 0201-01
Title:

Roseville Soccer Complex - Plaza Complex Sponsorship Agreement and Budget Adjustment
Contact:

Jeff Nereson 916-774-5974 [email protected]

Meeting Date: 10/16/2024
Item #: 8.2.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council:

1)

Adopt a resolution approving a sponsorship agreement with the Roseville Automall Association for naming rights of the north and south plaza areas at the Soccer Complex and authorizing the City Manager to execute it on behalf of the City of Roseville; and 2)

Adopt an ordinance to approve a budget adjustment for $10,000 in sponsorship revenue to increase the fund balance in the Soccer Complex Capital Fund.

BACKGROUND
The City’s 10-field, lighted, artificial turf soccer complex located at 2600 Westbrook Drive in Roseville broke ground in June 2023 and is anticipated to officially open by January 1, 2026. The complex will be a sports destination unlike any other in the region, attracting tournaments and outdoor sporting events that draw attendees from far outside of Roseville as well as provide much needed fields for Roseville youth and adult soccer and sports groups. The fields are suited for a variety of sports, including soccer, football, lacrosse, rugby, field hockey, Quadball, and more.

In early August 2023, the Parks, Recreation & Libraries Department (PRL) publicly promoted sponsorship opportunities for the future soccer complex through print and social media, City websites and newsletters, and the Chamber of Commerce. Sponsorship opportunities included a complex naming rights sponsor, plaza sponsors, and individual field sponsors. The call for sponsors was open for 30 days, during which time staff received approximately nine expressions of interest. After follow-up outreach, the Roseville Automall expressed strong interest in sponsorship of both the north and south plazas. The plazas include restroom facilities, concession buildings, dedicated space for food trucks, staff office space, and rooms for officials and tournament headquarters.

Soccer complex plaza sponsorship benefits include:
·

Naming the north plaza “Roseville Automall North Plaza”. ·
Naming the south plaza “Roseville Automall South Plaza”. ·
Sponsor branding on facility’s north and south entry and directional signage. ·

Sponsor branding facility on website and social media, collateral materials and promotions.
·

Sponsor will have the ability to display two vehicles at the north and south plazas.

FISCAL IMPACT
Under this agreement, the City of Roseville will receive $120,000 over three years. Payments shall be made as follows:

Payment #
Date of Payment
Payment Period
Payment Amount
1 Effective Date
1/1/2026 through 12/31/2026
$10,000
2 11/1/2025
1/1/2026 through 12/31/2026
$30,000
3 11/1/2026
1/1/2027 through 12/31/2027
$40,000
4 11/1/2027
1/1/2028 through 12/31/2028
$40,000

The sponsorship revenue, along with all other revenue generated by the facility, will be used to pay for operations and to fund deposits to the new Soccer Complex Capital Fund for future replacement of the turf and other capital needs.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Approval of a sponsorship agreement and a budget adjustment meet the above criteria and are not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world Goal D - Enhance economic vitality
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Jeff Nereson, Parks, Recreation & Libraries Manager
Jill Geller, Parks, Recreation & Libraries Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-358
Automall Agreement
Ordinance 6879
RESOLUTION NO. 24-358

APPROVING A SPONSORSHIP AGREEMENT, BY AND BETWEEN THE CITY OF

ROSEVILLE AND ROSEVILLE AUTOMALL ASSOCIATION, AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a sponsorship agreement for the naming rights of the north and south plaza areas at the Roseville Soccer Complex to be constructed and located at 2600 Westbrook Drive in Roseville, CA, by and between the City of Roseville and Roseville Automall Association, has been reviewed by the City Council; and

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR

ATTEST:

City Clerk

ORDINANCE NO. 6879

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY

EFFECTIVE AS AN APPROPRIATION MEASURE
THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. The City of Roseville Annual Budget, Fiscal Year 2024-25, is hereby amended as listed on the attached budget adjustment for the Roseville Soccer Complex Capital Fund.

SECTION 2. This ordinance is hereby declared to be an appropriation measure, immediately effective pursuant to the provisions of Section 5.03 of the Charter.

SECTION 3. The City Clerk is hereby authorized and directed to post a true copy of the foregoing ordinance in each of three (3) conspicuous locations in the City and she shall immediately after such posting enter in the ordinance book, under the record of the ordinance, a certificate under her hand stating the time and place of such publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville, this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk
REQUESTER NAME & TITLE: FISCAL YEAR: 2024-25
PREPARER NAME & TITLE: ORDINANCE:

DEPARTMENT/DIVISION:

EXPENDITURES/EXPENSES/TRANSFERS OUT
BUDGET ($)
Fund Account Center Project Adjustment
-

REVENUES/TRANSFERS IN
BUDGET ($)
Fund Account Center Project Adjustment
3133 4791 58290 10,000
10,000
(10,000)

FUND BALANCE
BUDGET ($)
Fund Account Center Project Adjustment
3133 3601 00000 000000 10,000
3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
3601 00000 000000
10,000
Justification for Budget Adjustment:

Please complete the cells highlighted in yellow.

Rendi Hodge/PRL Manager
Rendi Hodge/PRL Manager
PRL Admin

DESCRIPTION

REVENUES/TRANSFERS IN TOTAL
Establish sponsorship revenue budget in the Soccer
Complex Capital Fund
The Parks, Recreation & Libraries Department is requesting a budget adjustment to allocate revenue to the new Soccer Complex Capital Fund (3133).

This adjustment is intended to support the development and future replacement of capital infrastructure at the soccer complex. The department has secured a sponsorship agreement, which include naming rights for specific areas of the complex. As per the agreement with the sponsor, the deposit is expected to be received within the month, which will contribute directly to the capital fund. There is no impact to the General Fund.

FUND BALANCE TOTAL

REQUEST FOR BUDGET ADJUSTMENT
Updated 8/29/2024

ACCOUNT STRING DESCRIPTION
Increase - Fund Balance

NET ADJUSTMENT

ACCOUNT STRING DESCRIPTION

ACCOUNT STRING

EXPENDITURES/EXPENSES/TRANSFERS OUT TOTAL

COUNCIL COMMUNICATION
CC #:
3577
File #:
0800-03
Title:

California Department of Water Resources Generating Units - Agreement Amendment
Contact:

William Forsythe
916-774-5619
[email protected]

Meeting Date: 10/16/2024
Item #: 9.1.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution authorizing the City Manager to execute the Second Amended Site Use and Installation Agreement between the City of Roseville and the California Department of Water Resources.

BACKGROUND
In 2021, Roseville executed three agreements with the California Department of Water Resources (CDWR) to site two generating units (Units) at the Roseville Energy Park (REP) as part of the State of California’s overall efforts to improve electric system reliability. The agreements addressed site access, energy services, and operations and maintenance, and all were set to expire on December 31, 2023. One of the fundamental elements of the initial agreements with CDWR included an option for Roseville to purchase and take ownership of the Units.

In December 2023, Roseville executed amendments to all three contracts. The amendment terms resulted in Roseville forgoing fee revenue in exchange for future transfer of title of the Units.

To accelerate title transfer, Roseville had an option to apply and be accepted into the California Energy Commission’s (CEC) Distributed Electricity Backup Assets (DEBA) program and execute agreements to upgrade certain equipment on the generating units (estimated not to exceed $8 million). The original default path to title transfer of the Units was for Roseville to receive one unit in 2026, and the second unit in 2027. Roseville's DEBA project was approved by the CEC on August 14, 2024, and Roseville executed binding contracts with vendors to upgrade equipment (new evaporative coolers and gas compressors) for the Units.

As part of this Second Amended Site Use and Installation Agreement, Roseville and CDWR now seek to complete the accelerated title transfer of the Units from CDWR to Roseville. Additionally, in April 2024, Roseville responded to a request for information (RFI) issued by CDWR seeking suitable sites and reliable partners to locate other CDWR generating units. Recently, CDWR notified Roseville that its RFI response met the criteria for potentially locating its other generators and seeks to have Roseville perform a due diligence study to determine the permitting, licensing, and overall project feasibility of Roseville’s proposed site for meeting CDWR’s requirements.

Related to the due diligence study, CDWR is requesting that a non-disclosure agreement between the parties be executed to protect the critical infrastructure and other information that will be shared to complete the study and possible generator siting.

Roseville and CDWR now seek to execute the Second Amended Site Use and Installation Agreement to promptly complete the title transfer process of the Units from CDWR to Roseville, begin preparing a due diligence study for siting CDWR’s other generating units at Roseville’s proposed site, and enter into a non-disclosure agreement.

FISCAL IMPACT
This amendment will give Roseville immediate title to CDWR’s Units and will enable Roseville to utilize the capacity and energy benefits for Roseville customers, offsetting purchases from other generation sources in high demand months, and enabling energy and capacity sales in low demand months.

ENVIRONMENTAL REVIEW
This action relates to the transfer of title for a project that involved the construction of a limited number of small facilities and minor alteration in the condition of the land, water, and or vegetation which will not remove healthy, mature scenic trees. This activity is categorically exempt from CEQA as a Class 3 Exemption (State CEQA Guidelines Section 15303) and Class 4 Exemption (State CEQA Guidelines Section 15304). The Exemption has been prepared and no further CEQA action is required.

In addition, the California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Approval of the proposed amendments to the CDWR agreements to allow for a due diligence site study meets the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
William Forsythe, Assistant Electric Utility Director
Daniel Beans, Electric Utility Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-360
Amendment
non disclosure agreement

CEQA NOE
RESOLUTION NO. 24-360

APPROVING A SECOND AMENDED SITE USE AND INSTALLATION AGREEMENT

AND NON-DISCLOSURE AGREEMENT, BETWEEN THE CITY OF ROSEVILLE AND

THE CALIFORNIA DEPARTMENT OF WATER RESOURCES, AND AUTHORIZING THE

CITY MANAGER TO EXECUTE THEM ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a Second Amended Site Use and Installation Agreement, regarding electric generation facilities at the Roseville Energy Park, between the City of Roseville and the California Department of Water Resources, has been reviewed by the City Council; and

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Second Amended Site Use and Installation Agreement is hereby approved and the City Manager is authorized to execute it as well as the Non-Disclosure Agreement attached as Exhibit “G” on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Attorney of the City of Roseville is authorized to approve non-substantive changes to the Second Amended Site Use and Installation Agreement.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR

ATTEST:

City Clerk
1 SECOND AMENDED SITE USE AND INSTALLATION AGREEMENT BETWEEN THE CITY OF

ROSEVILLE AND THE CALIFORNIA DEPARTMENT OF WATER RESOURCES

THIS SECOND AMENDED SITE USE AND INSTALLATION AGREEMENT (“Agreement” or “Site Agreement”), dated as of October __, 2024 (“Effective Date”), is made and entered into by and between THE CITY OF ROSEVILLE, a municipal corporation (“Owner”) and the CALIFORNIA DEPARTMENT OF WATER RESOURCES (“CDWR” or “Licensee”). Each of Owner and CDWR are also referred to herein as a “Party” and collectively as the “Parties”.

RECITALS

A. On July 30, 2021, the Governor of the State of California proclaimed a state of emergency due to the accelerating and compounding effects of continuing wildfires, ongoing drought, and extreme heat conditions caused by climate change, which have resulted in an additional projected energy supply shortage of up to 3,500 megawatts during the afternoon- evening “net-peak” period of high power demand on days when there are extreme weather conditions. The proclamation directed CDWR to enter into contracts for the procurement of materials, goods and services necessary for projects likely to be online by October 31, 2021, that would expand energy supply and storage to respond to these projected energy supply shortages.

B. Pursuant to the emergency proclamation, Owner and CDWR entered into this Site Agreement under the State Power Augmentation Program (“Program”) to site, install, and interconnect two General Electric TM2500 combustion turbine generators with selective catalytic reduction systems and their associated equipment (the “Units”) initially through the end of 2023.

Since installation, the Units have been used to provide additional energy to California’s electric grid during grid emergency events.

C. The original Site Agreement was subsequently amended with its Term extended to facilitate Owner’s application to and acceptance into the California Energy Commission’s (“CEC”) Distributed Electricity Backup Assets (“DEBA”) program for the benefit of the California electric grid during grid emergencies.

D. Owner has satisfied its obligations related to “Option 1” in the First Amended and Restated Site Agreement, and therefore by a date certain CDWR desires to transfer title and control of the Units and their Associated Equipment to Owner and Owner desires to accept such title and control for Owner’s uses and for participation in the DEBA program.

E. The Parties have successfully collaborated and continue to collaborate on the Program, and Owner responded to a CDWR Request for Information (RFI) regarding siting for additional General Electric TM2500 generators and associated equipment.

F. The Parties intend to continue discussions regarding Owner’s RFI response, including siting and the potential for further amendments to this Site Agreement, and to the associated First Amended Energy Services Agreement and First Amended Operations and Maintenance Agreement (collectively, the “Agreements”); and

G. Therefore, the Parties intend to extend the Terms of the Agreements and enter into a Non-Disclosure Agreement to facilitate those continued discussions.

NOW, THEREFORE, for good and valuable consideration, the Parties agree as follows:

1. Control Systems Upgrade.
2 Section 3(j)(ii) of the Site Agreement is deleted and replaced with the following language:

CDWR shall upgrade the Units’ control systems, including the human machine interfaces (HMIs) as outlined GE Proposal No. 1644480 R1, which has been provided separately to Owner by CDWR and is incorporated by reference herein. If Owner chooses to execute the services under CDWR’s General Electric service contract, Owner will reimburse CDWR up to three hundred fifty-seven thousand, sixty-seven dollars ($357,067) for control system upgrade contractor labor costs or will pay those costs directly up to the $357,067 cap with any additional costs. The Parties agree that GE Proposal No. 1644480 R1 shall govern the scope of work under this provision.

2. Term.

Section 4 of the First Amended and Restated Site Agreement is deleted and replaced with the following language:

This Agreement will be effective as of the Effective Date and will continue in effect until May 1, 2025, or a later date by mutual agreement of the Parties. The Parties agree that the respective Terms of all three of the Agreements shall be extended to the same date.

3. The Parties’ Rights and Responsibilities Related to Units for Which Title has Transferred.

(a) The Parties agree that Title transfer to the Units and their Associated equipment shall occur on November 1, 2024, and such transfer shall otherwise occur in accordance with the First Amended and Restated Site Agreement.

(b) The Parties agree that for any of the Units and their Associated Equipment for which title has transferred, Owner shall obtain complete and total fee simple title to the tangible property and any associated documentation, as provided in a title transfer document that the Parties anticipate exchanging. Once title has transferred to Owner, Owner at its own cost will schedule the Units as it deems necessary to provide energy and capacity to meet Owner’s load serving, reliability, and other needs. Owner agrees that such scheduling must include operating the Units in accordance with the requirements of the DEBA program both before and after installing the efficiency upgrades, through the end of the term of Owner’s DEBA agreement with the CEC, as described in the First Amended and Restated Site Agreement.

(c) The Parties further agree that for any of the Units and their Associated Equipment for which title has transferred, Owner shall be solely responsible for all obligations in the Agreements for which CDWR is presently responsible that are specific to operating the Units, maintaining the Units, scheduling the Units, permitting the Units, regulatory compliance for the Units and the Site, any premises liability associated with the Site and/or liability to third-parties associated with the Units and/or the Site, CAISO and/or similar market compliance requirements or penalties (i.e. WEIM), and running the Units.
3 4. Due Diligence for Additional Collaboration.

As noted above, the Parties agree that the respective Terms of the three Agreements shall be extended to facilitate additional discussion regarding an extension of their partnership and collaboration on the Program through potential siting of additional General Electric TM2500 generators and their associated equipment. The Parties are presently conducting due diligence on site suitability, permitting, engineering, and similar items. To facilitate those discussions, the Parties have signed a non-disclosure agreement, which is attached hereto as Exhibit G.

5. Unless modified or specified above, all other provisions of the Agreements shall remain unchanged and in full force and effect.

6. Joint Efforts. The Parties acknowledge and agree that each Party and its counsel have read this Agreement in its entirety, fully understand it and accept its terms and conditions.

This Agreement shall be considered for all purposes as prepared through the joint efforts of the Parties and shall not be construed against one Party or the other as a result of the preparation, substitution, submission or other event of negotiation, drafting or execution hereof.

7. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one Agreement after each Party has signed at least one counterpart, and the Parties have exchanged signed counterparts. The exchange of copies of this Agreement and of signature pages by facsimile transmission, in portable document format (pdf) or by other electronic means shall constitute effective execution and delivery of this Agreement and may be used in lieu of the original Agreement for all purposes.

8. Further Assurances. Upon the receipt of a written request from the other Party, each Party shall execute such additional documents, instruments and assurances and take such additional actions as may be reasonably requested by the other Party which are consistent with the provisions of this Agreement and which do not involve the assumptions of obligations other than those provided for in this Agreement, to give full effect to this Agreement and to carry out the intent of this Agreement.

[The next page is the signature page.]

4 IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. , adopted by the Council of the City of Roseville on the day of , 2024, and the CALIFORNIA DEPARTMENT OF WATER RESOURCES represents that it has caused this Agreement to be duly executed.

CITY OF ROSEVILLE, a CALIFORNIA DEPARTMENT OF
municipal corporation WATER RESOURCES

BY: BY:

DOMINICK CASEY DELPHINE HOU
City Manager Deputy Director, Statewide Water
and Energy

ATTEST:

By:

CARMEN AVALOS
City Clerk

APPROVED AS TO FORM: APPROVED AS TO FORM AND LEGAL
SUFFICIENCY:

BY: BY:

MICHELLE SHEIDENBERGER COLIN A. WOOD
City Attorney Attorney IV
APPROVED AS TO SUBSTANCE:

BY:

DAN BEANS
Electric Utility Director
5 Exhibit G
[Non-Disclosure Agreement]

DWR-ROSEVILLE Non-Disclosure Agreement

NON-DISCLOSURE AGREEMENT
Between
The CALIFORNIA DEPARTMENT OF WATER RESOURCES
and
The CITY OF ROSEVILLE

THIS NON-DISCLOSURE AGREEMENT (Agreement) is entered into as of the date of the last signature of the Parties (the Effective Date) by and between the California Department of Water Resources (DWR) and the City of Roseville (Roseville), each of which may be referred to herein separately as a “Party” or collectively as the “Parties.” WHEREAS, Roseville and DWR have successfully collaborated and continue to collaborate on the State Power Augmentation Program (Program) pursuant to authorization by Governor Newsom’s July 2021 Emergency Proclamation related to emergency conditions on California’s electric grid by installing and operating two General Electric TM2500 generators and their associated equipment at the RPeak site, collocated at Roseville’s Roseville Energy Park;
WHEREAS, Roseville responded to a DWR Request for Information (RFI) regarding siting for additional General Electric TM2500 generators and their associated equipment;
WHEREAS, the Parties wish to discuss the potential to extend their partnership and collaboration on the Program for siting additional General Electric TM2500 generators and their associated equipment;
WHEREAS, the Parties will exchange certain Confidential Information, as defined below, in connection with the Program and associated contract negotiations; and WHEREAS, it is to the mutual benefit of each Party hereto to enter into this Agreement and provide for the procedure to exchange and protect Confidential Information, as defined below, pursuant to this Agreement;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

1. The Project

Siting and potential contract discussions between Roseville and DWR regarding Roseville’s RFI response.

DWR-ROSEVILLE Non-Disclosure Agreement

2. Confidential Information
(a) “Confidential Information” means any data or information that a Party (Provider) has furnished or is furnishing to the other Party (Recipient(s)) in connection with or pertaining to the Project, whether furnished before or after the Execution Date of this Agreement, whether in tangible or intangible form, whenever and however disclosed, including, but not limited to: (i) any strategies, financial information, or projections, plans for products or services, including costs and pricing and related information relating to the business of such Party, its affiliates, subsidiaries, and affiliates; (ii) any concepts reports, data, know-how, works-in-progress, and information; and (iii) other information that should reasonably be recognized as confidential information of the Provider. Confidential Information also includes information generated by Recipient or its Representatives, as defined below, that contains Confidential Information or is derived from such Confidential Information, and the Confidential Information is readily identifiable or derivable. Confidential Information need not be novel, unique, patentable, copyrightable or constitute critical electric infrastructure information or intellectual property in order to be designated Confidential Information.
(b) Confidential Information does not include information that:
(i) becomes or has been generally available to the public other than as a result of a disclosure by Recipient or its Representatives in violation of this Agreement;
(ii) Recipient can demonstrate was at the time of the disclosure by Provider already in Recipient’s possession and was not acquired, directly or indirectly, from Provider on a confidential basis; (iii) is independently developed by Recipient without use of or reference to the Confidential Information, except if independently developed in the course of performing under this Agreement;
(iv) becomes rightfully known to the Recipient from a third-party source, provided Recipient is not aware that such source disclosed the information in breach of a confidentiality agreement; or (v) is approved for disclosure or use in writing by the Provider.

3. Nondisclosure / Representatives
(a) Recipient agrees it will maintain the Confidential Information in strict confidence by using a reasonable standard of care, but not less than the degree of care used by it in safeguarding its own confidential information, and that the Confidential Information shall not, without Provider’s prior written consent, be disclosed by Recipient or by its affiliates, or their respective officers, directors, partners, employees, agents, consultants, attorneys,

DWR-ROSEVILLE Non-Disclosure Agreement

contractors, suppliers, or representatives (collectively, Representatives), except as specifically provided herein, in any manner whatsoever, in whole or in part.
(b) Recipient agrees that the Confidential Information will not be used by Recipient or by its Representatives other than solely in connection with the development, execution, or evaluation of the Project.
(c) Recipient may release or disclose Confidential Information to those of its Representatives who in the opinion of Recipient have a need to know the Confidential Information for the sole purpose of assisting Recipient in the Project; provided that, Recipient shall inform those Representatives of this Agreement and secure their agreement to abide in all material respects by it its terms. Except as specifically provided herein or in any subsequent agreement between the Parties related to the Program, Recipient shall not release or disclose Confidential Information to any other person for any other purpose. For the purposes of this section, each of the Recipient’s Representatives shall be disclosed to the other party.
(d) The Parties further agree that, as provided in Government Code section 7921.505, subdivision (c)(5), Confidential Information will only be shared, in writing or orally, with persons authorized in writing by the person in charge of the agency (or by his or her authorized delegate pursuant to law). Each Party shall maintain and update its list of authorized persons as needed and share that list with each agency that is a party to this Agreement upon request, written or oral, within ten working days after such request. (e) To the extent permitted by law, Recipient shall be fully liable for any breach of this Agreement by its Representatives as though committed by Recipient itself.

4. Return/Destruction of Information
Upon written request of the Provider, Recipient shall, at its own expense, either promptly return to the Provider all originals and copies of the writings in its possession (or in its Representatives’ possession) that contain Confidential Information or, by written notice, certify that such writings have been destroyed. The Parties shall destroy (and cause their respective Representatives to destroy) internal documents containing Confidential Information within thirty (30) days of receipt of a written request. Each Recipient and its Representatives may retain one copy of any Confidential Information required to ensure compliance with any applicable state or federal statutes, laws or regulations or its internal compliance procedures and any such Confidential Information so retained shall remain subject to the confidentiality obligations set forth in this Agreement. Recipient shall have no obligation to destroy or return any materials generated by the Recipient.

DWR-ROSEVILLE Non-Disclosure Agreement

A Party shall be deemed to have destroyed any Confidential Information that is provided or maintained in electronic form if such information is deleted from local hard drives, so long as no attempt is made to recover such information from servers or backup sources, and so long as information is also deleted from other electronic or storage devices; provided, however, that non-destruction of materials or summaries containing or reflecting Confidential Information automatically generated through data backup and/or archiving systems, and which are not readily accessible by business personnel, shall not be deemed to violate this Agreement, so long as the Confidential Information contained therein is accorded confidential treatment for so long as it is retained and is not disclosed or used in violation of the other terms of this Agreement.

5. Required Disclosure
Notwithstanding anything in this Agreement to the contrary, Recipient may disclose Confidential Information pursuant to any law or regulation or governmental, judicial, or administrative order, by oral questions, interrogatories, requests for information or documents subpoena, civil investigative demand or similar process, including a request for information under the California Public Records Act (“Required Disclosure”). Prior to any such disclosure of Confidential Information under this Section, the Recipient must promptly notify, to the extent practicable, the Provider in writing of such demand so that the Provider, at its sole expense, may seek to make such disclosure subject to a protective order or other appropriate remedy to preserve the confidentiality of the Confidential Information.

The person claiming that the information is exempt from disclosure shall file in a court of competent jurisdiction within ten (10) days of the notice to the other Party for an order exempting the disclosure of information. If, in the absence of the receipt by recipient of a protective order or the receipt of a waiver hereunder, Recipient is nonetheless, in the written opinion of Recipient’s counsel, legally compelled to disclose any Confidential Information, Recipient may disclose such information without liability hereunder.

The Parties agree that, to the extent possible, each will assert all applicable exemptions, as determined in the written opinion of Recipient’s counsel, to any California Public Records Act request for Confidential Information, including but not limited to, the exemptions found at Government Code sections 7921.505, subdivision (c), and 7927.300.

6. Notice of Breach
Recipient shall notify Provider immediately upon discovery of any unauthorized use or disclosure of Confidential Information by Recipient or its Representatives, or any other breach of this Agreement by Recipient or its Representatives, and will

DWR-ROSEVILLE Non-Disclosure Agreement

cooperate with efforts by the Provider to help the Provider regain possession of Confidential Information and prevent its further unauthorized use.

7. No License Rights
This Agreement and any Confidential Information used or disclosed hereunder shall not be construed as granting, expressly or by implication, Recipient any rights, title or interest, by license or otherwise, to such Confidential Information now or hereafter owned or controlled by Provider. Title to the Confidential Information shall remain solely in the Provider.

8. No Representation or Warranties
NO WARRANTIES ARE MADE BY EITHER PARTY UNDER THIS AGREEMENT.

Confidential Information exchanged under this Agreement shall carry no warranties or representations of any kind, either expressed or implied. Recipient shall not rely on the Confidential Information for any purpose other than to make its own evaluation thereof. No Party shall have any liability to the other or to the other Party’s Representative resulting from any use of the Confidential Information except with respect to disclosure of such Confidential Information in violation of this Agreement.

9. Remedies
The Parties acknowledge and agree that, in the event of any breach of this Agreement, Provider may be irreparably and immediately harmed and monetary damages may not be adequate to make Provider whole. Accordingly, it is agreed that, in addition to any other remedy to which it may be entitled in law or equity, Provider shall be entitled to seek injunctive relief (without the posting of any bond and without proof of actual damages) with respect to any actual or threatened violation of this Agreement and/or to compel specific performance of this Agreement.

Each Party expressly agrees that it shall bear its costs and expenses, including attorneys’ fees and costs that it may incur in enforcing the provisions of this Agreement. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER

PARTY FOR ANY LOST OR PROSPECTIVE PROFITS OR ANY OTHER

SPECIAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL OR

INDIRECT LOSSES OR DAMAGES (IN TORT, CONTRACT OR OTHERWISE)

UNDER OR IN RESPECT TO THIS AGREEMENT OR FOR ANY FAILURE OR PERFORMANCE UNDER THIS AGREEMENT HOWEVER CAUSED.

10. Term and Provisions Surviving Termination
The term of this Agreement shall be from the Effective Date until May 1, 2025, subject to extension by mutual agreement of the Parties. Notwithstanding the foregoing, the Parties’ duty to hold in confidence Confidential Information disclosed

DWR-ROSEVILLE Non-Disclosure Agreement

during the term of this Agreement shall remain in effect until such Confidential Information is returned, destroyed, or is no longer considered confidential as defined in Article 2(b) herein.

11. Miscellaneous
(a) Any waiver of any provision of this Agreement, or a waiver of a breach hereof, must be in writing and signed by the Parties to be effective. Any waiver of a breach of this Agreement, whether express or implied, shall not constitute a waiver of a subsequent breach hereof.
(b) This Agreement constitutes the entire understanding between the Parties and supersedes any and all prior or contemporaneous understandings and agreements, whether oral or written, between the Parties, with respect to the Project. This Agreement can only be modified by a written agreement signed by the Parties.
(c) Any conflict between the language or stamp on any Confidential Information, or any provision of a commercial transaction entered into by and between the Parties in furtherance of or related to the Project regarding Confidential Information provided during the term of this Agreement, on the one hand, and this Agreement, on the other hand, shall be resolved in favor of the language of this Agreement.
(d) This Agreement is for the benefit of each Party. The validity, interpretation, enforceability, and performance of this Agreement shall be governed and construed in accordance with the laws of the State of California. Any recourse to judicial remedy under this Agreement shall be made only to the Superior Court in and for the County of Sacramento, California without regard to conflicts of law rules.
(e) This Agreement shall be binding on the Parties, their successors, and assigns. No Party may assign any of its rights or delegate any of its obligations under this Agreement, except with the prior written consent of the other Party.
(f) If any provision hereof is unenforceable or invalid, it shall be given effect to the extent it may be enforceable or valid, and such unenforceability or invalidity shall not affect the enforceability or validity or any other provision of this Agreement.
(g) Each person signing below represents and warrants that he or she has been duly authorized by the Party for whom he or she signs to execute this Agreement on behalf of that Party.

DWR-ROSEVILLE Non-Disclosure Agreement

(h) This Agreement may be executed in counterparts, each of which shall be deemed an original. This Agreement may be executed and delivered by facsimile or electronic transmission and the Parties agree that such facsimile or electronic (pdf) execution and delivery shall have the same force and effect as delivery of an original document with original signatures, and that each Party may use such facsimile or electronic signatures as evidence of the execution and delivery of this Agreement by the Parties to the same extent that an original signature could be used.

12. Notice
Any notice hereunder shall be made in writing, unless otherwise agreed by the Parties, and shall be delivered in person or sent by certified mail, postage prepaid, by overnight delivery, by a nationally recognized overnight delivery service, or by electronic mail or facsimile with an original sent immediately thereafter by postage prepaid mail, addressed as follows:

To DWR: Delphine Hou
715 P Street
Sacramento, CA 95814
Email: [email protected]

With a copy to:

Colin Wood
715 P Street
Sacramento, CA 95818
Email: [email protected]

To Roseville: Roseville Electric
Attn: Shawn Matchim
116 S. Grant Street
Roseville, CA 95678
Email: [email protected]

With a copy to:

City Attorney’s Office
Attn: Joseph Mandell
311 Vernon Street
Roseville, CA 95678
Email: [email protected]

DWR-ROSEVILLE Non-Disclosure Agreement

All notices shall be effective upon delivery if delivered personally, by overnight delivery, or by electronic mail or facsimile transmission. If delivered by mail, such notices shall be effective three days following deposit in the U.S. mail, postage prepaid.

Each Party may periodically change any address to which notice is to be given it by providing written notice of such change to the other Party.

IN WITNESS WHEREOF, each Party has caused this Agreement to be duly executed by its proper and duly authorized agent as of the date written below:

CALIFORNIA DEPARTMENT CITY OF ROSEVILLE

OF WATER RESOURCES

By: By:

Print Name: Print Name:

Title: Title:

Date: ____________________________ Date: ___________________________

Notice of Exemption

To: Placer County Clerk From: City of Roseville
Recorder’s Office D evelopment Services Dept.
2954 Richardson Drive 311 Vernon Street
Auburn, CA 95603 Roseville, CA 95678

Project Title: Temporary Electric Generation Facilities - Contract Amendments

Project Location(s): APN 017-101-121-000, 5120 Phillip Road, Roseville, CA 95747

Project Description: The City of Roseville executed agreements with the California Department of Water Resources (CDWR) to site temporary generators at the Roseville Energy Park (REP) in 2021. These agreements had a term to December 31, 2023. The existing term will expire and CDWR seeks to extend the term, and to change the arrangement between City and CDWR. The key elements of the amendments are a Site Use and Installation Agreement Amendment; Energy Services Agreement Amendment; and Operations and Maintenance Agreement Amendment. The amendments are intended to reduce the annual cost outlay for CDWR, and reduce the end of term title transfer cost for the City.

Public Agency Approving Project: Roseville City Council

Agency/Individual Carrying Out Project: Roseville Electric

Reason why this Project is Exempt: This project qualifies for a Class 3 Exemption as and Class 4 Exemption as described in Sections 15303 and 15304, respectively, of the California Environmental Quality Act (CEQA) guidelines which state:

“Class 3 consists of …construction and location of limited numbers of new , small facilities or structures…” and

“Class 4 consists of minor public or private alterations in the condition of la nd, water, and/or vegetation which do not involve removal of healthy, mature, s cenic trees except for forestry or agricultural purposes…”

The project is limited to the site adjacent to the existing REP and does not include disturbance of sensitive resources or tree removal. Therefore the Class 3 and Class 4 Exemptions are applicable to the proposed project.

Lead Agency Contact Person: William Forsythe , Roseville Electric , 2090 Hilltop Circle, Roseville, CA 95747, (916) 774-5619.

Signature: Date: 11-17-2023
Jessica Lynch, Environmental Coordinator
City of Roseville