Sanger City Council
December 5, 2024

AVAILABLE FOR REVIEW 72 HOURS

PRIOR TO THE CITY COUNCIL MEETING
AT THE SANGER LIBRARY, CITY CLERK’S

OFFICE AND THE SANGER CITY HALL
LOBBY.

AMENDED AGENDA

JOINT MEETING OF THE SANGER CITY COUNCIL AND THE CITY OF SANGER

AS SUCCESSOR AGENCY TO THE SANGER REDEVELOPMENT AGENCY
T
HURSDAY, DECEMBER 5, 2024
6:00 PM

COUNCIL CHAMBER
1700 7TH Street, Sanger, California 93657
Levine Act Disclosure. Pursuant to the Levine Act (Govt Code Section 84308), any party to a permit, license, contract, or other entitlement before the City Council is required to disclose on the record any contribution, including aggregated contributions, of more than $250 made by the party or the party’s agents within the preceding 12 months to any City official. Participants and agents are requested to make this disclosure as well.

The disclosure should be made when the agenda item is called and must include the name of the party, participant, or agent, and any other person making the contribution, the name of the recipient, the amount of the contribution, and the date the contribution was made. Council Members are also required to make such disclosures and recuse themselves.

Conflicts of Interest. Council Members are required to disclose conflicts of interests and recuse themselves.

P
rior to action by the Council on any item on this agenda, the public may comment on that item.

A. CALL TO ORDER
B. OPENING CEREMONIES
Invocation
Flag Salute
Roll Call
C. AGENDA APPROV AL, ADDITIONS AND/OR DELETIONS
D. PRESENTATIONS

1. T
he CrisCom Company Report to Council.
1 Agenda - Joint Meeting of the Sanger City Council and the City of Sanger as Successor Agency to the Sanger Redevelopment Agency
December 5, 2024

E. PUBLIC FORUM
(This portion of the meeting is reserved for members of the public who wish to address the Council on any matter not listed on the agenda and within the subject matter jurisdiction of the City Council. Each speaker is limited to three minutes. Speakers shall address all comments to the Mayor and the Council as a body and not to any particular Council Member or member of the staff. Speakers are asked, but not required, to state their name and address. The Council is prohibited by law from taking action on items not on the agenda.)
F. CONSENT CALENDAR
(Matters listed under the consent calendar are considered routine and will be enacted by one motion and one vote. There will be no separate discussion of these items. If discussion is desired, a member of the audience or a Council Member may request an item be removed from the Consent Calendar and it will be considered separately.)
S
anger City Council

1. SUBJECT: Minutes of the Regular and Special M eetings held on October 3, Special Meeting held on October 21, and Regular Meeting held on November 21, 2024.

RECOMMENDATION: That the City Council approve.

2. SUBJECT: Affordable Housing and Sustainable Communities Grant, Sanger/Newmark: AHSC Standard Agreements (21-AHSC-16971) – Updated Resolution
RECOMMENDATION: That
the City Council adopt Resolution No. 2024-
71 to list Nathan Olson, Mayor Frank Gonzalez, as authorized to execute Sanger/Newmark: AHSC Standard Agreements (21-AHSC-16971).

3. SUBJECT: P hase 2 Agreement for architectural, and engineering services between LDA Partners, Inc., and the City of Sanger for the creation of New Communications Center.

REC
OMMENDATION: That the City Council approve Phase 2 of the Consultant Services Agreement with LDA Partners, Inc. for architectural and engineering service for the creation of a Police Communications Center for the Sanger Police Department.

4. SUBJECT: A & E Services Administration and Procurement Policies for Federal and State Funded Transportation Projects.

RECOMMENDATION: Sta
ff recommends that the City Council approve
Resolution No. 2024-72 to adopt the Architectural and Engineering (A&E) Services Administration and Procurement Policies for Federal and State Funded Transportation Projects.

5. SUBJECT: Ag reement between City of Sanger and West Hills Community College District for training of Paramedic Students.

RECOMMENDATION: Staf f recommends that the City Council accept the 2 Agenda - Joint Meeting of the Sanger City Council and the City of Sanger as Successor Agency to the Sanger Redevelopment Agency
December 5, 2024

agreement between the City of Sanger and West Hills Community College District (WHCCD) for the training and clinical preceptorship of Paramedic students at the Fire Department and authorize the City Manager to sign the documents on behalf of the City.

6. S
UBJECT: Approve Agreement with Sweeping Corp of America RECOMMENDATION: Staff respectfully recommend City Council approve agreement with Sweeping Corp of America (“SCA”) for continued Street Sweeping services for the City and authorize City Manager to execute the agreement which authorizes payment for July 1, 2024 through June 30, 2025.

7. S
UBJECT: Renewal of Contract with ESO Solutions
RECOMMENDATION: That the City Council approves the renewal contract between the City of Sanger and ESO Solutions for the Fire Department and authorizes the City Manager to sign the necessary documents on behalf of the City.

8. S
UBJECT: Purchasing Policy and Procedures Ordinance.

RECOMMENDATION: Staff recommends that the City Council waive the full second reading and adopt Ordinance No. 2024- 08 Repealing Divisions 2 and 4 of Chapter 2, Article V , and Adding New Division 2 to Chapter 2, Article V of the Sanger Municipal Code Relating to Purchasing Policy and Procedures.

Also Convene as Successor Agency to the Sanger Redevelopment Agency

9. SUBJECT: Right of Way Acquisition – Central Avenue.

RECOMMENDATION: That the Successor Agency to the Sanger Redevelopment Agency and the Sanger City Council adopt joint Resolution No. 24- 05 which both offers, and accepts, the right-of-way dedication for permanent public street and utility purposes along the north side of Central Avenue just east of Academy Avenue.

R ecess as City Council
G. P

UBLIC HEARING

1. S
UBJECT: Consider Approval of Purchase and Sale Agreement with Academy Property Holdings LLC (APN 332-042-94T).

RECOMMENDATION: That t he Board of the Successor Agency to the Sanger Redevelopment Agency adopt Resolution 24-04 approving the Purchase and Sale Agreement with Academy Property Holdings LLC regarding a 6+ -Acre Parcel (5.0+ Acre Net) Located in the Sanger Kings River Technology Park for $489,681.70 and authorizing the Executive Director or Designee to sign the 3 Agenda - Joint Meeting of the Sanger City Council and the City of Sanger as Successor Agency to the Sanger Redevelopment Agency
December 5, 2024

Agreement and related documents following approval by the Oversight Board and California Department of Finance.

Reconvene as City Council and Recess as Successor Agency to the Sanger Redevelopment Agency
H. D

EPARTMENT REPORTS

1. S
UBJECT: A mendment to CSG Consultant Agreement for Building Services and Budget Amendment.

RECOMMENDATION: That t he City Council (1) approve Amendment No. 1 to Agreement with CSG Consultants extend the scope and term to provide as- needed Community Development Services through June 30, 2025; and (2) approve a budget amendment through adoption of Resolution No. 2024-73.

2. S
UBJECT: Pr oposed replacement agreement with Mid-Valley Disposal, LLC RECOMMENDATION: Staff recommends that the City Council adopt Resolution No. 2024-74 approving the Municipal Solid Waste Franchise Agreement with Mid-Valley Disposal, LLC (Mid-Valley) and authorize City Manager to execute the agreement.

I. C

ITY MANAGER/STAFF COMMUNICATIO N
J. R

EPORTS AND MA TTERS INITIATED BY CITY COUNCIL MEMBERS
(This portion of the meeting is reserved for the Mayor and Council M embers (i) to make brief reports on boards, committees, and other public agencies, and at public events, (ii) to initiate new matters and to request updates, and to initiate new agenda items. Under this section, the Council may take action only on any items specifically agendized and which meet other requirements for action.)
K. ADJOURNMENT
I certify under the penalty of perjury, under the laws of the State of California that the foregoing agenda was posted in accordance with the applicable legal requirements. Dated thi s 2nd day of December 2024.

Corina Tamez, City Clerk/Executive Assistant
4 Agenda - Joint Meeting of the Sanger City Council and the City of Sanger as Successor Agency to the Sanger Redevelopment Agency
December 5, 2024

ADA COMPLIANCE AND REASONABLE ACCOMMODATIONS POLICY. The Council has adopted a Reasonable Accommodation Policy which is available on the City website at www.ci.sanger.ca.us or upon request by emailing the City Clerk at [email protected] .

The Policy provides a procedure for receiving and resolving requests for accommodation to participate in this meeting. If you need assistance in order to attend this Council meeting or require auxiliary aids or services, e.g., hearing aids or signing services to make a presentation to the Council, please email the City Clerk or call by phone at (559) 876-6300 extension 1350 so such aids or services can be arranged. Accommodations should be requested as early as possible as additional time may be required in order to provide the requested accommodation.

TRANSLATION SERVICES. Translation services in Spanish will be provided upon request.

NOTICE OF A V AILABILITY OF AGENDA DOCUMENTS . Writings related to the agenda are available at Sanger City Hall, 1700 7 th Street, Sanger, CA 93657 and are posted online at www.ci.sanger.ca.us. Wri tings provided to a majority of the City Council within 72 hours of the meeting regarding any item on this agenda will be made available for public inspection at the City Clerk’s Office located at Sanger City Hall, 1700 7 th Street, Sanger, CA 93567 and will be posted online at www.ci.sanger.ca.us.

5 F-1
Minutes of a Special Meeting of the Sanger City Council THURSDAY, October 3, 2024
5:30 PM

COUNCIL CHAMBER
1700 7rH Street
Sanger, California 93657
A. CALL TO ORDER
The City Council called their Special Meeting to order at 5:30 PM B. ROLL CALL

Present: Mayor Frank Gonzalez, Mayor Pro Tem Martinez, Council Member Michael Montelongo, Council Member Dolores Melendez

Absent: Council Member Esmeralda Hurtado
C. AGENDAAPPROVAL
The Council by motion of Council Member Melendez approved the agenda as posted. The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

AYES: GONZALEZ,MARTINEZ,MONTELONGO,MELENDEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: HURTADO
D. PUBLIC FORUM
None.

E. CLOSED SESSION
The Council adjoumed to Closed Session at 5:32 PM.

Council Member Hurtado joined the closed session.

1. Pursuant to Government Code Section 54956.8

CONFERENCE WITH REAL PROPERTY NEGOTIATORS
a. Property: APN 322-030-36
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: Ben Jue Jr., Trustee
Under Negotiation: Price and Terms
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City Council Special Meeting Minutes
October 3, 2024

b. Property: APN 322-042-09
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: Ovidio R. and Mary Jo W. Gonzalez
Under Negotiation: Price and Terms
c. Property: APN 322-042-10
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: Don H. Helfer
Under Negotiation: Price and Terms
d. Property: APN 322-042-ll
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: Humberto and YolandaGomez & Miriam Gomez Under Negotiation: Price and Terms
e. Property: APN 322-030-49 and322-030-52
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: Danny C. and Phyllis E. Farnesi
Under Negotiation: Price and Terms
f. Property: APN 322-030-45
Agency Negotiator: City Manager and City Engineer
Ncgotiating Parties: Sonia J. Rios
Under Negotiation: Price and Terms
g. Property: APN 322-030-43
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: Benjamin Cliff, Trustee
Under Negotiation: Price and Terms
h. Property: APN 322-030-02
Agency Negotiator: City Manager and City Engineer
Negotiating Parties: James D. and Linda K. Karle
Under Negotiation: Price and Terms
The Council reconvened their Special Meeting at 6:00 PM.

F. CITY ATTORNEY REPORT FROM CLOSED SESSION
City Attorney Hilda Montoy announced no reportable action was taken in Closed Session.

G. ADJOURNMENT
The Council adjourned their Special Meeting at 6:00 PM
ATTEST:

Corina Tanez, City Clerk/Executive Assistant
6 7
F-1
Minutes of a Joint Meeting of the Sanger City Council and the City of Sanger as Successor Agency to the Sanger Redevelopment Agency
THURSDAY, OCTOBER 3, 2024
6:00 PM

COUNCIL CHAMBER
1700 7rH Street, Sanger, California 93657
A. CALLTO ORDER
The City Council called their meeting to order at 6:01 PM.

B. OPENING CEREMONIES
The invocation was offered by Pastor Paul Canaday.

The flag salute was led by Mayor Frank Gonzalez
Roll Call

Present:

Absent:

C. AGENDAAPPROVAL.ADDITIONSAND/ORDELETIONS
City Manager Nathan Olson asked to pulle item G-l from the Agenda.

The Council by motion of Council Member Melendez deleted item G-l and approved the agenda as amended. The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

Mayor Frank Gonzalez, Mayor Pro Tem Daniel Martinez, Council Member Esmeralda Hurtado, Council Member Michael Montelongo, Council Member Dolores Melendez
None

GONZALEZ, MARTINEZ, HURIADO, MONTELONGO, MELENDEZ
NONE
NONE
NONE
AYES:

NOES:

ABSTAIN:

ABSENT:

D. PRESENTATIONS
l. Measure S Grantee Reports
a. Boys & Girls Club
b. SAMAcademy
c. Set Free Sanger
Measure S grantees Boys & Girls Club and Set Free Sanger presented their report to the Council. 7 8
City Council Minutes
October 3, 2024

E. PUBLIC FORUM
Osvaldo Vera said about a week ago, tools were stolen from the Housing Authority building. His son offered to help and found the keys to the building and turned them in, and was then arrested by Sanger Police Department. Mr. Vera said he contacted the police department and a female officer he spoke to behaved horrible. He asked for advice and who he should speak to.

Mayor Gonzalez suggested Mr. Vera speak to staff after the City Council meeting.

Kelly Bans stated that, with all do respect, she would appreciate it if the media present refrained from taking pictures while she is speaking. She expressed her concern regarding residents who lack trucks to transport their trash to the upcoming Community Clean Up event. She inquired whether the City could arrange for curbside pickup. She said that City's like Fresno and Clovis offer curbside trash services.

City Manager Olson will look into her concern and contact her.

Unidentified audience member rcad a grand jury report from several years ago conceming a former City Manager and Council Members. He had questions about various projects, including the incomplete status of Sanger West; delays in the construction of the taj majal (fire department building); the funds awarded by Senator Hurtado for a police communications center. He inquired about the status of the audit and compensation study and why raises were given and new positions filled before the study. The speaker also mentioned a recent sewer odor in Sanger. He said that Sanger was a sinking ship and that he was basically done.

City Manager Olson stated that a compensation study is currently in process. Regarding the $5 million communications center, plans will be available soon. He said that if the fire department project is not complete by a certain date, the contractor will pay a $1,500 daily penaltyto the City. As for the sewer odor, staffhas worked to repair the sewer line that was filled with sand.

Mr. Olson invited the speaker to call or stop by to see him with any future concerns.

F. CONSENTCALENDAR
Mayor Pro Tem Martinez pulled item F.6.

Council Member Montelongo pulled item F.4.

The Council by motion of Council Member Montelongo approved items F.1, F.2,F.3, F.5, F:7.

The motion was seconded by Council Member Melendez and approved by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

GONZALEZ, MARTINEZ, HURTADO, MONTELONGO, MELENDEZ
NONE
NONE
NONE
8 9
City Council Minutes
October 3, 2024

AYES:

NOES:

ABSTAN:

ABSENT:
1 2
Sanser Citv Council
SUBJECT: APPROVED - Minutes of the Special Meeting and Regular Meeting held on September 5,2024.

SUBJECT: REVIEWED - Warrants including Check Nos. 92538 through 927s3.

SUBJECT: APPROVED - Payroll including Direct Deposit Nos. 63816 through 64073; Payroll CheckNos. 59768 through 59850; and Benefit Check Nos.2020 through2027.

SUBJECT: APPROVED - Cesar Chavez Park Lighting Project - CDBG Project No. 22611 - Contract Award.

That the City Council:
l) Find the apparent low bidder, CINQ 818, Inc. dba C3 Electric, to be non- responsive;
2) Awarded the contract for the project to Innovative Engineering Systems, Inc. dbaAgilitech, PO Box 20610, Suite 107, Bakersfield, CA 93390, in the amount of $401,551.00, as lowest responsive and responsible bidder; and 3) Approved a construction contingency for change orders in the amount of $40,000 (10%) for this project; and
4) Authorizedthe City Manager to sign contract documents on behalf of the City.

Public comment: None
The Council by motion of Council Member Hurtado approved item F.4. The motion was seconded by Council Member Montelongo and approved by the following vote:

J
4 5

6. GONZALEZ, MARTINEZ, HURTADO, MONTELONGO, MELENDEZ
NONE
NONE
NONE
SUBJECT: APPROVED - Participation in the Medi-Cal Intergovernmental Rate Range Program.

The City Council approved the Health Plan ProviderAmendment between the City of Sanger and Anthem Blue Cross.

SUBJECT: APPROVED - 2024 Cal Cities Annual Conference Designation of Voting Delegates and Determination of City's Position regarding Proposed Resolutions.

The City Council:
1) Appointed a voting delegate and an alternate to represent the City at the Cal 9 10
City Council Minutes
October 3, 2024

Cities Annual Conference General Assembly on October 18, 2024; and 2) Determined the City's position regarding the proposed Resolution to be considered during the General Assembly.

City Manager Olson presented on item F.6., noting that two volunteers were needed as delegates and read the proposed resolution to be considered at the General Assembly.

Mayor Gonzalez volunteered as Delegate.

Mayor Pro Tem Martinez volunteered as Alternate.

Public comment:

Unidentified audience member asked why the people are not voting for the delegates.

The Council by motion of Mayor Pro Tem Martinez approved item F.6., designating Mayor Gonzalez as Delegate and Mayor Pro Tem Maftinez as Alternate; and supporting the proposed resolution to be considered during the General Assembly. The motion was seconded by Council Member Montelongo and approved by the following vote:

AYES:

NOES:

ABSTAIN
ABSENT:

GONZALEZ, MARTINEZ, HURIADO, MONTELONGO, MELENDEZ
NONE
NONE
NONE
SUBJECT: APPROVED - October 17,2024, Regular City Council Meeting.

The City Council canceled the regular meeting scheduled for Thursday, October 17, 2024, due to an anticipated lack of quorum.

The Council Recessed and Convened as Successor Aeencv to the Sanser Redevelonment Agencv SUBJECT: APPROVED - ConsiderApproval of Revised Purchase and Sale Agreement with KYA Realty LLC (APN 332-042-59T).

The Board of the SuccessorAgency to the Sanger RedevelopmentAgency adopted Resolution 2024-03 approving the revised Purchase and Sale Agreement with KYA Realty LLC regarding the 4.75 -Acre Parcel Located in the Sanger Kings River Technology Park for $725,000, rescinding Resolution 2024-02, and authorizing the Executive Director or Designee to sign the Agreement and related documents following approval by the Oversight Board and California Department of Finance.

City Attorney Hilda Montoy presented on item F.8, explaining that while the agreement's terms and conditions remained unchanged, the language had been reworded.

Public comment: None
7 8.

The Board by motion of Board Member Martinez adopted Resolution 2024-03 approving the 10 11
City Council Minutes
October 3, 2024

revised Purchase and Sale Agreement with KYA Realty LLC regarding the 4.75 -Acre Parcel Located in the Sanger Kings River Technology Park for $725,000, rescinding Resolution 2024- 02, and authorizing the Executive Director or Designee to sign the Agreement and related documents following approval by the Oversight Board and California Department of Finance.

The motion was seconded by Board Member Melendez and approved by the following vote:

AYES: GONZALEZ, MARTINEZ, HURTADO, MONTELONGO, MELENDEZ NOES: NONE
ABSTAN: NONE
ABSENT: NONE
The Board recessed and reconvened as Citv Council
G
1 SUBJECT: REMOVED - Memorandum of Understanding between the City of Sanger and Sanger Firefighters Association.

RECOMMENDATION: That the City Council approve the Memorandum of Understanding (MOU) between the City of Sanger and Sanger Firefighters Association (Association) for the period of July 1,2024 through lune 30,2025 and authorizethe City Manager to execute the MOU.

SUBJECT: APPROVED - Memorandum of Understanding between the City of Sanger and Sanger General Employees Organization.

Assistant City Manager Michelle Speer presented on the item.

Public comment: None
The Council by motion of Council Member Montelongo_approved the Memorandum of Understanding (MOU) between the City of Sanger and Sanger General Employees Organization (General Employees) for the period of July 1,2024 through June 30, 2025 and authorized the City Manager to execute the MOU. The motion was seconded by Council Member Melendez.

SUBJECT: APPROVED - Establish Contingency Budget for the Fire Station Remodel Project.

City Manager Nathan Olson presented on the item
Fire Chief Greg Tarascou presented on item G3, noting a correction on page two is 2%o and not t0%.

Public comment:

Unidentified audience member asked why the project increased to $9 million.

Unidentified audience member expressed concern about the change orders and deadlines )
J
11 12
City Council Minutes
October 3, 2024

The Council by motion of Council Member Montelongo approved a construction contingency for change orders in the amount of $200,000 for this project and authorize the City Manager to sign change orders on behalf of the City. The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

AYES: GONZALEZ, MARTINEZ, HURTADO, MONTELONGO, MELENDEZ NOES: NONE
ABSTAN: NONE
ABSENT: NONE
H. CITY MANAGER/STAFF COMMUNICAIION
City Manager Olson provided a brief update on the waste water treatment plant.

I. REPORTS AND MATTERS INITIATED BY CITY COUNCIL MEMBERS Mayor Pro Tem Martinez
L Appreciated the quick response from City Engineer Rogers and City Manager Olson.

2. Spoke with county supervisors last week; appreciate their good words.

3. Participated in Farmers market, great turnout.

4. Looking forward to trunk or treat.

5. Attended DR Horton ceremony; park amenities are good.

6. Attended Fresno fair yesterday; Sanger rotary club did a good job in display.

7. Asked about a stop light at Indianola and Jensen.

Council Member Hurtado

1. Working with local GSA management board.

2. Serves on the Five Cities Economic Agency board and was appointed to be a representative to attend the ICSC 2025 to represent the region; the travel will be paid by the Agency.

3. Thanks to PW to flush the lines on district 1; appreciate cm with ongoing updates communication.

Council Member Montelongo

1. Commented on the North and Greenwood traffic study.

2. Will be presenting atownhall soon on human traffrcking at SHS NPR. 3 . Is meeting next week with PG&E to discuss proj ects in District 4; will also talk about Cesar Chavezproject.

4. Attended state of the county. Spoke with real estate people, excited about Sanger.

5. Attended ground breaking of DR Horton. Thanks to the Chamber of Commerce and Planning Commissoners who attended.

6. Farmers market was a good event.
7 . He addressed the resident's earlier comment about the grand jury repoft. Being named in the grand jury report, he noted that the report highlighted areas for improvement. Upon returning as a Council Member 20years later, he contributed 12 13
City Council Minutes
October 3, 2024

to the development of an ethics policy for the Council, which previously did not have one.

Council Member Melendez

1. Attended the last farmers market and the DR Horton ground breaking ceremony.

2. Thanked the Public Works Department and City Manager Olson for their work.

3. Asked for an update on the JFK walking trail.

City Manager Olson said a quote was received for $40,000 and will be presented in the budget in November.

Mayor Frank Gonzalez

1. Attended various City functions.

2. Requested that staffprovide Council with an update on vctcrans park.

City Manager Olson said the $1 million dollars has not yet been received.

J. ADJOURNMENT
Being no futher business, the Council adjoumed their meetingatT:40PM.

Attest
Corina Tarnez, City ClerklExecutive Assistant
13 14
Minutes of a Special City Council Meeting
F^1
MONDAY, OCTOBER 21, 2024
5:30 PM

COLTNCIL CHAMBER
1700 7rH Street, Sanger, California 93657
A. CALLTO ORDER
The City Council called their meeting to order at 5:30 PM.

B. OPENING CEREMONI
The invocation was offered by Pastor Paul Canaday
The flag salute was led by Mayor Frank Gonzalez.

Roll Call

Present:

Absent:

C. AGENDAAPPROVAL.ADDITIONSAND/ORDELETIONS
The Council by motion of Council Member Montelongo approved the agenda as presented. The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

Mayor Frank Gonzalez, Mayor Pro Tem Daniel Martinez, Council Member Esmeralda Hurtado, Council Member Michael Montelongo, Council Member Dolores Melendez
None

GONZALEZ, MARTINEZ, HURTADO, MONTELONGO, MELENDEZ
NONE
NONE
NONE
AYES:

NOES:

ABSTAIN
ABSENT:

D. DEPARTMENT REPORTS
SUBJECT: APPROVED - Adoption of Resolution Authorizingan Installment Sale Agreement with the California State Water Resources Board Relating to the Financing of New Water Well Project No. 1010029-022C.

I
14 15
City Council Special Meeting Minutes
October 21,2024

The Council by motion of Council Member Montelongo adopted Resolution 2024-65 Authorizing an Installment Sale Agreement with the California State Water Resources Board Relating to the Financing of New Water Well Project No. 1010029-022c,Authorizing the Authorized Officers to Execute On Behalf of City, and Approving Other Matters In Connection Therewith. The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

AYES:

NOES:

ABSTAN:

ABSENT:

GONZALEZ, MARTINEZ, HURIADO, MONTELONGO, MELENDEZ
NONE
NONE
NONE
E. ADJOURNMENT
Being no further business, the Council adjourned their meeting at 5:39 PM.

Attest:

Corina Tomez, City Clerk/Executive Assistant
15 16
F-1
Minutes of a Regular Meeting of the Sanger City Council THURSDAY, NOVEMBER 21., 2024
6:00 PM

COLINCIL CHAMBER
1700 7rH Street, Sanger, California 93657
A. CALLTO ORDER
The City Council called their meeting to order at 6:00 PM.

B. OPENING CEREMONIES
The invocation was offered by Pastor Paul Canaday.

The flag salute was led by Mayor Frank Gonzalez.

Roll Call

Present: Mayor Frank Gonzalez, Mayor Pro Tem Daniel Martinez, Council Member Michael Montelongo, Council Member Dolores Melendez

Absent: Council Member Esmeralda Hurtado
C. AGENDAAPPROVAL.ADDITIONSAND/ORDELETIONS
The Council by motion of Mayor Pro Tem Martinez approved the agenda as posted. The motion was seconded by Council Member Melendez and approved by the following vote:

AYES: GONZALEZ, MARTINEZ, MONTELONGO, MELENDEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: HURTADO
D. CEREMONIAL MATTERS
I Introduction to Sanger Youth Council presented by Joaquin Zamora, Recreation Supervisor.

Recreation Supervisor Joaquin Zamora introduced the Sanger Youth Council stating that their first meeting is scheduled for December II,2024, at7:30 AM.

E. PRESENTATIONS

1. Pavement Management Program
16 17
City Council Minutes
November 21, 2024

City Engineer Josh Rogers presented on the item
F. PUBLIC FORUM
Public comment:

Osvaldo Verao community activist, spoke about the Sanger boxing program and expressed concern over drugs in the community.

G. CONSENTCALENDAR
Public comment: None
The Council by motion of Council Member Montelongo approved the following items on the Consent Calendar:

SUBJECT:
7,2024.

APPROVED - Minutes of the Regular Meeting held on November SUBJECT: INFORMATIONAL ITEM - Police Department Monthly Report for the months of September and October.

SUBJECT: INFORMATIONAL ITEM - Fire Department Monthly Report for the months of September and October.

SUBJECT: INFORMATIONAL ITEM - Waruants including checkNos. 92952 through 93126 for the month of September; and warrants including checkNos. 93127 through 93315 for the month of October.

SUBJECT: APPROVED - Payroll forthe months of Septemberthrough October including Direct Deposit Nos. 64467 through 64956; Payroll check Nos. 59956 through 60027; and Benefit Check Nos. 2040 through 2055.

SUBJECT: APPROVED - Purchase of Two Patrol Vehicles and Emergency Equipment Installation on Four Patrol Vehicles.

The City Council approved the purchase of two Ford Interceptor patrol vehicles from FahrneyAutomotive Group and forthe purchase and installation of emergency equipment by Cook's Communication on four patrol vehicles. This acquisition will sustain operational readiness for the Sanger Police Department.

SUBJECT: APPROVED - Ratiff Actions and Agreements for Industrial Headworks and Cross Contamination Emergency Work at the Sanger Wastewater Indushial Treatment Facility.

The City Council adopted Resolution No. 2024-67 Reviewing the Emergency Actions Taken by City Manager to Make Emergency Repairs on The Wastewater Treatment Facility Industrial Headworks, Cross Contamination After the Thickener Clarifier, and Emergency Flushing and Debris Clearing Major Sewer Line from I
,)
J
4 5

6. 7
17 18
City Council Minutes
November 21,2024

10. l1
l2
8 9
Wastewater Plant to Academy Avenue and Ratifuing Contracts With Packing Pro Tech, Inc Dba Rockeez Engineering and With Video Inspection Specialists, Inc. ("vIS").

SUBJECT: APPROVED - Sewer Easement Acceptance, SAC Wireless Communication Tower Project.

The City Council adopted Resolution No. 2024-68, which accepts the grant of easement for public sewer purposes through the property known as Assessor Parcel Number (APN) 320-01 1-2 I S.

SUBJECT: APPROVED - Right of WayAcquisitions - BethelAvenue.

The City Council adopted Resolution No.2024-69, which accepts the right-of-way dedications for permanent public street and utility purposes along the west side of Bethel Avenue just south of the CaliforniaAvenue alignment.

SUBJECT: APPROVED - Establishing Procedures for State and Federal-Aid Project Construction Administration - Adoption of Caltrans Local Agency Procedures Manual Chapter 16.

The City Council approved Resolution No.2024-70, which adopts the Caltrans Local Agency Procedures Manual Chapter 16, "Administer Construction Contracts" to establish procedures and guidelines for administering state and federally-funded construction contracts.

SUBJECT: APPROVED - Final Acceptance for Well No. 19 Drilling & Development.

The City Council:

1. Accepted the work for the Well No. 19 Drilling and Development in the amount of $590,579.00; and

2. Authorized recordation of the Notice of Completion with the Fresno County Recorder; and

3. Authorized payment of 5Yo retention in the amount of $29,528.95 to Zim Industries upon expiration of the 35-day lien period.

SUBJECT: APPROVED - Approval of Fresno-Madera Area Agency on Aging (FMAAA) Contract for FY 2024-2025 - Contract No. 25-0191- Amendment #1.

The City Council approved Contract 25-0191- Amendment #1 with the Fresno Madera Area Agency on Aging for the Title III Cl Congregate Nutrition Program For Older Adults And Authorizing their Execution by City Manager for FY 2024- 2025.
18 19
City Council Minutes
November 21,2024

The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

AYES: GONZALEZ, MARTINEZ, MONTELONGO, MELENDEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: HURTADO
H. DEPARTMENT REPORTS

1. SUBJECT: APPROVED - Purchasing Policy and Procedures Ordinance Assistant City Manager Michele Speer presented on the item.

Public comment: None
The Council by motion of Mayor Pro Tem Martinez Waived the Full Reading and Introduced Ordinance No. 2024-08 Repealing Divisions 2 and 4 of Chapter 2, Article Y and Adding New Division 2to Chapter 2, Article V of the Sanger Municipal Code Relating to Purchasing Policy and Procedures. The motion was seconded by Council Member Melendez and approved by the following vote:

AYES: GONZALEZ, MARTINEZ, MONTELONGO, MELENDEZ
NOES: NONE
ABSTAN: NONE
ABSENT: HURTADO
SUBJECT: APPROVED - Memorandum of Understanding between the City of Sanger and Sanger Firefighters Association.

Public comment: None
The Council by motion of Council Member Montelongo approved the Memorandum of Understanding (MOU) between the City of Sanger and Sanger Firefighters Association (Association) for the period of July 1,2024, through June 30, 2025, and authorized the City Manager to execute the MOU. The motion was seconded by Mayor Pro Tem Martinez and approved by the following vote:

AYES: GONZALEZ, MARTINEZ, MONTELONGO, MELENDEZ
NOES: NONE
ABSTAIN: NONE
ABSENT: HURTADO
I. CITY MANAGER/STAFF COMMUNICATION
City Manager Nathan Olson asked for and received consensus for the City Council to consider cancelling the January 2,2025, City Council Meeting.
2 19
20 City Council Minutes
November 21, 2024

J. REPORTS AND MATTERS INITIATED BY CITY COUNCIL MEMBERS Mayor Pro Tern Martinez

1. Commented on roadwork in District 3, easement acquisition on Bethel Ave., and expressed gratitude to the Parnagian family for dedicating the easement.

2. Asked for a timeline about getting a stoplight at Indianola and Jensen, noting a traffic accident that occurred on Monday.

City Engineer Josh Rogers said the stoplight is in the right of way acquisition phase, a request was submitted to PG&E to adjust the power lines, and advertise in the Summer of 2025.

3. Charging station at veterans park is now working.

Council Member Montelongo

1. Commended the Sanger Police Department for investigating and solving recent crimes in District 4.

2. Thanked the Public Works staff for painting over graffiti on the metal transformer at 9th and Bethel, and asked that staff continue monitoring the graffiti.

Council Member Melendez

1. Noted an increase in graffiti in District 2 and requested that City staff address the issue by cleaning it up.

Mayor Gonzalez

1. Reported that he recently attended the National League of Cities in Tampa, Florida. He attended various workshops including traffic cameras, aerial taxi drones for public safety, immigration, downtown corridor, solar panel, creative media, toured police EVs and more.

2. Requested that the City produce a new video showcasing its public safety, housing efforts, downtown development, and other relevant aspects to present at the 2025 ICSC Conference.

3. Requested and received consensus to place an item on a future meeting agenda for out of state travel to the National League of Cities conference scheduled November 2025 in Salt Lake City, Utah.

4. Requested and received consensus for staff to draft a letter inviting President elect Trump to speak at the 100th Trek to the Tree in 2025.

K. ADJOURNMENT
Being no further business, the Council adjourned their meeting at 6:56 PM.

Attest:

Corina Tamez, City Clerk/Executive Assistant
20 21
For the Meeting of: December 5, 2024
AgendaltemNo.: F-�

CITY OF SANGER

REPORT TO THE CITY COUNCIL
To: Mayor and Council Members
From: David Brletic, Community Development Director
Subject: Affordable Housing and Sustainable Communities Grant, Sanger/Newmark:

AHSC Standard Agreements (21-AHSC-16971)- Updated Resolution Attachments:

1. Resolution No. 2024-71

2. July 18, 2024 City Council Staff Report
CONFLICT OF INTEREST:

None known.

RECOMMENDATION:

That the City Council adopt Resolution No. 2024-71, to list Nathan Olson, Mayor Frank Gonzalez, as authorized to execute Sanger/Newmark: AHSC Standard Agreements (21-AHSC-16971).

EXECUTIVE SUMMARY:

The State of California, Department of Housing and Community Development HCD), has requested an updated resolution, listing Frank Gonzalez, Mayor, as authorized to execute Sanger/Newmark: AHSC Standard Agreements (21-AHSC-16971 ).

BACKGROUND:

The City of Sanger, in partnership with PCW Pacific West Communities, Inc. have been awarded an Affordable Housing and Sustainable Communities Grant for Newmark Village I, a 72 unit, all affordable, multiple-family housing development. The grant helps fund development of the housing project, rural transit, and City of Sanger bicycle and pedestrian improvements. The City Council authorized participation Prepared by: David Brletic
REVIEW: City Manager: _NCO __ _
Approved by: _Nathan Olson. ______ _
Finance: _MS __ _ City Attorney: _HCM
TYPE OF ITEM: COUNCIL ACTION: APPROVED DENIED NO ACTION __x__ Consent
Info Item
Action Item
Department Report
Redevelopment Agency
Public Hearing
Matter Initiated by a Council Member
Other
Continued to: ___ _
21 22
in this grant program and submittal of an application on May 20,202l,through adoption of Resolution No. 2021-28. The City Council updated the approval authority on July l8,2024,through adoption ofResolution No.2024-44. The July 18, 2024, staff report to City Council, and Resolution No. 2024-44, are attached.

HCD has requested an update resolution, listing Frank Gorualez, Mayor, as authorized to execute.

Upon executing the Standard Agreement with HCD, the City will be responsible for the entire grant award in the amount of approximately $11,000,000. As a result, should the City or a sub-grantee/co-grantee breach the terms of the Standard Agreement, the City would be liable for repayment of the entire grant award, plus interest, to HCD.

REASON F'OR RECOMMENDATION:

The HCD has requested an update resolution, listing Frank Gorzalez, Mayor, as authorized to execute.

FISCAL IMPACT:

No impact.

ALTERNATIVES:

The City Council may not approve the updated resolution.

ACTIONS F'OLLOWING APPROVAL:

Staffwill submit updated resolution to the State of California, the Strategic Growth Council (SCG), and the Department of Housing and Community Development HCD).
22 23
Attachments
23 24
RESOLUTION NO. 2024.7I

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF' SANGER

AUTHORIZING APPLICATION FOR THE AFFORDABLE HOUSING
AND SUSTAINABLE COMMUNITIES PROGRAM.

WHEREAS, The State of California, the Strategic Growth Council (SGC) and the Department of Housing and Community Development (Department) has issued a Notice of Funding Availability dated February 26, 2021 (NOFA), under the Affordable Housing and Sustainable Communities (AHSC) Program established under Division 44, Pafi 1 of the Public Resources Code commencing with Section75200; and
WHEREAS, the City if Sanger (Applicant) desires to apply forAHSC Program funds and submit the Application Package released by the Department for the AHSC Program; and WHEREAS, the SGC is authorized to approve funding allocations for the AHSC Program, subject to the terms and conditions of the NOFA, Program Guidelines, Application Package, and Standard Agreement. The Department is authorized to administer the approved funding allocations of the AHSC Program.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANGER
RESOLVES AS FOLLOWS:

1. Applicant is hereby authorized and directed to apply for and submit to the Department the AHSC Program Application as detailed in the NOFA dated February 26,2021, for Round 6 in a total amount not to exceed $30,000,000.00 of which up to $20,000,000.00 is requested as a loan for an Affordable Housing Development (AHD) ("AHSC Loan") and up to $10,000,000.00 is requested for a grant for Housing-Related Infrastructure (HRI), Sustainable Transportation Infrastructure (STD, Transit-Related Amenities (TRA) or Program (PGM) activities ("AHSC Grant") as defined the AHSC Program Guidelines adopted by SGC on February 24,202I.If the application is approved, the Applicant is hereby authorized and directed to enter into, execute, and deliver a State of California Standard Agreement (Standard Agreement) in a total amount not to exceed $30,000,000.00 $20,000,000.00 for the AHSC Loan and $10,000,000.00 for the AHSC Grant), and any and all other documents required or deemed necessary or appropriate to secure the AHSC Program funds from the Department, and all amendments thereto (collectively, the "AHSC Documents").

2. Applicant shall be subject to the terms and conditions as specified in the Standard Agreement. Funds are to be used for allowable capital asset project expenditures to be identified in Exhibit A of the Standard Agreement. The application in full is incorporated as part of the Standard Agreement. Any and all activities funded, information provided, and timelines represented in the application are enforceable through the Standard Agreement. Applicant hereby agrees to use the funds for eligible capital asset(s) in the manner presented in the application as approved by the Department and in accordance with the NOFA and Program Guidelines and Application Package. 24 25

3. The \[ayor, FrankGonzalez is authorized to execute inthe name of Applicant the AHSC Program Application Package and the AHSC Program Documents as required by the Department for participation in the AHSC Program.
:|< r|< rF r|< >|< >|< r&:|< >F r|<:|< rl€ {€:|< r&:|<,& The foregoing Resolution was considered by the City Council for the City of Sanger, California, at a regular meeting of said Council held on the 5th day of December, 2024, and adopted by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

COUNCILMEMBERS:

COTJNCILMEMBERS:

COUNCILMEMBERS:

COUNCILMEMBERS:

Corina Tamez, City Clerk/Executive Assistant
25 26
For the Meeting of:July 18,2024
Agenda Item No.: F-10
Crrv oF SexcER

RE,PORT TO THE, CITY COUNCIL
To: Mayor and Council Members
From: David Brletic, Community Development Director
Subject: Affordable Housing and Sustainable Communities Grant, SangerA.{ewmark:

AHSC Standard Agreements (21-AHSC-16971) - Updated Resolution Attachments:

1. ResolutionNo. 2024-44

2. }l4.ay 20,2021City Council Staff Report
CONF'LICT OF' INTEREST:

None known.

RECOMMENDATION:

That the City Council adopt Resolution No.2024-44, to list Nathan Olson, City Manager, as authorized to execute SangerA,Iewmark: AHSC Standard Agreements (2 1 -AHSC- I 697 l).

EXECUTIVE SUMMARY:

The State of Califomia, Department of Housing and Community Development HCD), has requested an updated resolution, listing Nathan Olson, City Manager, as authorizedto execute SangerA.{ewmark: AHSC Standard Agreements (2 1 -AHSC- 1697 l).

BACKGROUND:

The City of Sanger, in partnership with PCW Pacific West Communities, Inc. have been awarded an Affordable Housing and Sustainable Communities Grant for Newmark Village I, a72 unit, all affordable, multiple-family housing development. The grant helps fund development of the housing project, rural transit, and City of Sanger bicycle and pedestrian improvements. The City Council authorized participation in this grant program and submittal of an application on May 20,2021,through adoption of Resolution No.

Prepared by: David Bdetic Aooroved bv: Nathan a)ls^.

REVIETJT: Cirv ManaEer: NCO Finance: MS Ciw Attornev: HCM TYPE OF ITEM:

X Consent
Info Item
Action Item
Department Report
Redevelopment Agency
COUNCILACTION: ! APPROYED ! DENIED ! NO ACTION
Public Hearing
Matter Initiated by a Council Member
Other
Continued to:
153
26 27
2021-28. The May 20,2021, staff report to City Council, and Resolution No. 2021-28, are attached. The HCD has requested an update resolution, listing Nathan Olson, City Manager, as authorizedto execute.

REASON F'OR RECOMMENDATION:

The HCD has requested an update resolution, listingNathan Olson, CityManager, as authorizedto execute.

FISCAL IMPACT:

No impact.

ALTERNATIVES:

The City Council may not approve the updated resolution.

ACTIONS F'OLLOWING APPROVAL:

Staffwill submit updated resolution to the State of California, the Strategic Growth Council (SCG), and the Department of Housing and Community Development HCD).
154
27 28
RESOLUTION NO. 202M4

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANGER

AUTHORIZING APPLICATION FOR THE AFFORDABLE HOUSING
AND SUSTAINABLE COMMUNITIES PROGRAM.

WI{EREAS, The State of California, the Strategic Growth Council (SGC) and the Department of Housing and Community Development (Department) has issued a Notice of Funding Availability dated February 26,2021 (NOFA), under the Affordable Housing and Sustainable Communities (AHSC) Program established under Division 44, part 1 of the public Resources Code commencing with Section75200; and
WHEREAS, thc City if Sanger (Applicant) desires to apply for AHSC Program funds and submit the Application Package released by the Department foi the AHSC Program; and WHEREAS, the SGC is authorized to approve funding allocations for the AHSC program, subject to the terms and conditions of the NOFA, Program Guidelines, Application package, and Standard Agreement. The Department is authorized to administer the approved funding alloiations of the AHSC Program.

Now, THEREFORE, THE CITY COUNCIL oF THE CITY oF SANGER
RESOLVES AS FOLLOWS:

Applicant is hereby authorized and directed to apply for and submit to the Department the AHSC Program Application as detailed in the NOFA dated Febru ary 26,2021, for Round 6 in a total amount not to exceed $30,000,000.00 of which up to $20,000,000.00 is requested as a loan for an Affordable Housing Development (AHD) ("AHSC Loan") and up to $10,000,000.00 is requested for a grant for Housing-Related Infrastructure (HRI), Sustainable Transportation Infrastructure (STI), Transit-Related Amenities (TRA) or Program (PGM) activities ("AHSC Grant") as defined the AHSC program duidelines adopted by SGC on February 24,2021.If the application is approved,lhe applicant is hereby authorized and directed to enter into, exeiute, and deliver a State of California Standard Agreement (Standard Agreement) in a total amount not to exceed $30,000,000.00 $20,000,000.00 for the AHSC Loan and $ 10,000,000.00 for the AHSC Grant), and any and, all other documents required or deemed necessary or appropriate to secure the AHSC Program funds from the Department, and all amendments tliereto (collectively, the "AHSC Documents").
2 Applicant shall be subject to the terms and conditions as specified in the Standard Agreement. Funds are to be used for allowable capital asset pioject expenditures to be identified in Exhibit A of the Standard Agreement. The application in fui is incorporated as part of the Standard Agreement. Any and all activities funded, information prtvided, and timelines represented in the application are enforceable through the Standard Agreement. Applicant hereby agrees to use the funds for eligible capitat asset(s) in the manner presented in the application as approved by the Department and in accordance with the NOFA and Program Guidelines and Application package. 1 155
28 29

3. The City Manager, Nathan Olson, is authorized to execute in the name of Applicant the AHSC Program Application Package and the AHSC Program Documents as required by the Department for participation in the AHSC Program.

F >F tF >l€ rF >F :|< >F :F rF >F >F
The foregoing Resolution was considered by the City Council for the City of Sanger, Califomia, at a regular meeting of said Council held on the 18th day of July 2024, and adopted by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

COUNCILMEMBERS:

COLINCILMEMBERS:

COUNCILMEMBERS:

COLINCILMEMBERS:

ATTEST:

Rebeca Padron, City Clerk
156
29 30
For the Meeting of: May 20,2021
Agenda Item No.:

CrryoF SINGER

REPORT TO THE, CITY COUNCIL
g-l
To:

From:

Subject:

X
Mayor and Councilmembers
David Brletic, Senior Planner
Public I{earing
Affordable Housing and Sustainable Communities Grant Application Attrchments:
l) City Council Resolution No.2021-)g
CONFLICT OX'INTEREST:

None known.

RECOMMENDATION:

That the City Council consider the submittal of an application for Affordable Housing and Sustainable communities "AHSC" Grant through adoption of Resolution No. 2021f I EXECUTIVE SUMMARY:

The Development Serviccs Department has been working with PCW Pacific West Communities, Inc. (PWC) to process an entitlement application for a proposed 7}-unitaffordable housing developmcnt in the vacant area, south of the Almond Avenue alignment between Tucker Avenue and Faller Avenue.

PWC Pacific West Communities,Inc. has retained Community Development Resource Group (CDRG) to prepare a2A2l Affordable l{ousing and Sustainable Communities (AHSC) Program Application to fund the construction of the proposed project. The City of Sanger supports ihe aeu"iopment of affgrdlble housing and desires to apply lor AHSC Program funds and submit the Application Package with PWC Pacific West Communities,Inc.

BACKGROUND:

The California Strategic Growth Council (SGC) and the Department of Housing and Community Prepared by: David Brletic, Senior Planner Apptoved by:

REVIEW: City Finance: Citv Attornev:

TYPE OF ITEM: COUNCILACTION: APPROVED DENIED NOACTION
Conscnt
Info Item
.Action Item
Department Rep<lrt
Successot Agency
x Public I'Ieadng
Mattet Initiated by a Council Member
Other
Continued to:
256
30 31
Development (HCD) issued a Notice of Funding Availability 0.{OF'A) dated February 26,2021, for the availability of approximately $405 million in funding for the Affordable f'Iousing and Sustainable Communities (AIISC) Program. The purpose of the Ai-ISC Program is to reduce greenhouse gas (GHG) emissions through projects implementing land-use, housing, transportation, and agricultural land preservation practices to support infill and compact development and support related and coordinated public policy objectives. Funding for the AHSC Program is provided from the Greenhouse Gas Reduction Fund (GGRF), an account established to receive cap-and-Trade auction proceeds.

The AIISC Program furthers the purposes of AB32 (Chapter 488, Statutes of 2006) and SB 375 (Chapters 728, Statutes of 2008). AHSC is part of the California Climate Investments, a statewide program funded through GGRF thatputs billions of Cap-and-Trade dollars to work, reducing CHG emissions, strengthening the economy, and improving public health and the environment in particularly disadvantaged communities.

The AHSC Program funds are used for loans or grants, or a combination thereof, to projects that will achieve GHG emission reductions to benefit all Califomia communities, particularly through increasing accessibility to affordable housing and key destinations via low-carbon transportation, resulting in fewer vehicles miles traveled (VMT) through shortened or reduced trip length or mode shift from Single Occupancy Vehicle (SOV) use to transit, bicycling or walking.

PWC Pacific West Communities, Inc. (PWC) is proposing to construct a 72-unit affordable housing development in the vacant area, south of the Almond Avenue alignment between Tucker Avenue and Faller Avenue. The development will consist of a72-unit complex that will be available to low, moderately-low, and extremely- low, income families. PWC Pacific West Communities, Inc. has retained Community Development Resource Group (CDRC) to prepare a 2A2l AHSC Application to fund the construction of the project. In order to be eligible for AIISC funding, the project must include improvements that will enhance and promote transit accessibility within the neighborhood by providing a variety of supporting infrastructure imptnvements focused on connecting residents and key neighborhood destinations. Such improvements include active transportation improvements that would encourage walking and biking, safe and accessible street improvements, enhancing the visibility of neighborhood pathways, and improving transit station and express bus stop areas.

Staff has been working with PWC and CDRC in preparing the AHSC Application that will be submitted by June 8,2021. As part of the application, staff is proposing the following improvements:

1. 'fucker Avenue - Sidewalk Improvements
a. Tucker Avenue (in front of Housing site): 530 linear feet

2. Annadale Avenue - Sidewalk Improvement
a. Northcm - Side, J Street to Academy: 1,24A linear feet.

3. Street l'ree Canopy - Streetscape Improvements
a. Annadale Avenue (Faller Avenue to Academy Avenue: 1,900 linear feet.

4. Faller Avenue - Bike Improvements
a. North Avenue to Annadale Avenue (Class III): 0.5 miles. b. Annadale Avenue to 8th Street (Class III): 2,400linear [eet.

5. 9th Street - Bike Improvements
a. Quality Avenue to O Street (Class II):0.77 miles.

6. SW Comer of Edgar Avenue and Sanger Avenue - Sidewalk Improvements a. Pedestrian crossing.
b. Upgrade existing sidewalk on Sanger Avenue south of property. c. Curb ramps on Edgar connecting to Lincoln Elementary School.

A breakdown of the estimated project budget is as follows:
258
31 32
Activity Approximate Budget
Affordable Housing Development-72 units $7,000,000.00
Sustainable Transit Infrastructure (STI) Bicycle and pedestrian - City of Sanger
$ 1,000,000.00
Sustainable Transit Infrastructure (STI) - Cal Vans $ 1,900,000.00 Transit Related Amenities (street trees, street lighting) $100,000.00 Transit Related Amenities (FCRT Scope) $400,000.00
PGM Transit
development)
Bus Passes (for residents at the new housing $94,500.00 PGM Workforce Development Program $200,000.00
Total (approximately) $10,694,500.00
REA$QN r.'OR RECOMMF,NDATTON :

The City of Sanger supports the deveiopment of affordable housing and desires to apply for AHSC Program funds and submit the Application Package released by the Department for the AHSC Program.

FISCAL IMPACT:

There is no fiscal impact at this time. If awarded, the grant funding will be distributed directly to the Affordable Housing Developers, PWC & Associates. For sidewalk and bicycle improvements components to the application, the City and State would enter into a subsequent grant agreement that will come back to council to establish a budget.

ALTERNATIVES:

The Council may not authorize.

ACTI9N,$ FOLLOWTNG AP"F8 QYAT.::

Following approval of City Council Resolution No. 2021- -- PWC & Associates will submit the application for Affordable Housing and Sustainable Communiti.r "AHSC" Grant. 258
32 33
RESOLUTTON NO. 2021_Ul

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANGER

AUTHORIZING APPLICATION FOR THE AFF'ORDABLE HOUSING
AND SUSTAINABLE COMMUI\ITTES PROGRAM.

WIIEREAS, The State of California, the Strategic Growh Council (SGC) and the Department of Flousing and Community Development (Department) has issued a Notice of Funding Availability dated November 26th 2021 (NOFA), under the Affordable Housing and Sustainable Communities (AHSC) Program established under Division 44, Part I of the public Resources Code commencing with SectionT5200; and
WHEREAS, the City if Sanger (Applicant) desires to apply for AHSC Program funds and submit the Application Package released by the Department toi ihe AHSC program; and WHEREAS, the SGC is authorized to approve funding allocations for the AHSC Program, subject to the terms and conditions of the NOFA, Program Guidelines, Application Package, and Standard Agreement. The Department is authorized to administerthe approved funding allocations of the AHSC program.

NOW' THEREFORE, THE CITY COUNCIL OF THE CITY OF SANGER
RESOLVES AS FOLLOWS:
l. Applicant is hereby authorized and directed to apply for and submit to the Department the AHSC Program Application as detailed in the NOFA dated Octob er 2,2017 , for Round 3 in a total amount not to exceed 530,000,000.00 of which up to $20,000,000.00 is requested as a loan for an Affordable I lousing Development (AHD) ("AHSC Loan") and up to $10,000,000.00 is requested for a grant for Housing-Related Infrastructure (HRI), Sustainable Trausportation Infrastructure (STI), Transit-Related Amenities (TRA) or Program (PGM) activities ("AFISC Grant") as defined the AIISC Program Guidelines adopted by SGC on February 24,2021.If the application is approved, ihe Applicant is hereby authorized and directed to enter into, execute, and deliver a State of Cafifornia Standard Agreement (Standard Agreement) in a total amount notto exceed $30,000,000.00 $20,000,000.00 for the AHSC Loan and $10,000,000.00 for the AHSC Grant), and any and all other documents required or deemed necessary or appropriate to secure the AHSC Program funds from the Department, and all amendments thereto (collectively, the "AFISC Documents").
2' Applicant shall be subject to the terms and conditions as specified in the Standard Agreement. Funds are to be used for allowable capital asset project expenditures to be identified in Exhibit A of the Standard Agreement. The application in full is incorporated as part of the Standard Agreement. Any and all activities funded, information provided, and timelines represented in the application are enforceable through the Standard Agreement. Applicant hereby agrees to use the funds for eligible capital asset(s) in the manner presented in the application as approved by the Department and in accordance with the NOFA and Program Guidelines and Application package. 269
33 34

3. The City Manager, Tim Chapa, is authorized to execute inthe name ofApplicant the AHSC Program Application Package and the AHSC Program Documents as required by the Department for participation in the AHSC Program.
* * * *'t * * {. rl * {. tr { * * rF *
The foregoing Resolution was considered by the City Council for the City of Sanger, California, at_a regular meeting of said Council held on the 20th day of May,202l, and adopted by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

COL}NCILMEMBERS:

COIINCILMEMBERS:

COUNCILMEMBERS:

COTINCILMEMBERS:

Rebeca P. Ramirez, City Clerk
260
34 35

SANCD R
For the Meeting of: December 5 2024
E-7
Agenda Item No.: I -,
CrrYoF SINGER
RE,PORTTO THE, CIry COUNCIL
To:

From:

Subject:

Mayor and City Council Members
Greg Garner, Chief of Police
Phase 2 Agreement for architectural, and engineering services between LDA Partners, Inc., and the City of Sanger for the creation of New Communications Center
Attachments: Services Agreement dexhibits
Fee Proposal
CONFLICT OF INTEREST:

None Known.

RECOMMENDATION:

That the City Council approve Phase 2 of the Consultant Services Agreement with LDA Partners, Inc. for architectural and engineering service for the creation of a Police Communications Center for the Sanger Police Department.

EXECUTIVE SUMMARY:

In March of 2023, the City of Sanger approved an agreement with LDA Partners, Inc. for design, architectural and engineering services for the creation of a Police Communication Center for the Sanger Police Department. Phase I (concept design) has been completed. Phase 2 will include the preparation of the following components:

Schematic Desipn & Addi Tonosranhic Survev
Design Development
Construction Documents & Permit Review
Preoared bv: Gtes Gamer Aooroved bv: Nathan
I
2 -t
REVIEW: City Manager: _NCO_ Finance: CityAttomey: _HCM_ TYPE OF ITEM:
_x_
X
Consent
Info Item
Action Item
Department Report
Redevelopment Agency
COUNCIL ACTION: APPROVED DENIED NO ACTION
Public Hearing
Matter Initiated by a Council Member
Other
Continued to:
35 36

4. 5.

Bidding Support
COMPENSATION:

Construction Administration
o SCHEMATIC DESIGN & ADDITIONAL TOPOGRAPHIC SURVEY
o DESIGN DEVELOPMENT
o CONSTRUCTION DOCUMENTS & PERMIT REVIEWS
o BIDDING SUPPORT
o CONSTRUCTIONADMINISTRATION
o REIMBURSABLE
$81,820
$102,400
$148,300
$17,700
$79,600
$5,000
TOTAL $434,820
BACKGROUND:

The City of Sanger's Police Department currently shares its communication function with seven (7) other law enforcement agencies, and the function is a contracted service with the Fresno County Sheriffs' Department (FSO). Often our officers are o'competing" for ooairtime" with agencies providing services more than 40 miles from Sanger, jeopardizing effective communications, and creating officer safety issues. The contract services costs nearly a half-million dollars each year, rising each year by a minimum of ten percent (10%). More than a decade ago, the Sanger Police Department operated its own Communication Center, but the function was eliminated in favor of contracting for these services with FSO.

REASON F'OR RECOMMENDATION:

The in-house communications center would exponentially improve radio communication for the Sanger Police Department and improve officer safety. Approval of an agreement with LDA Partners, Inc. would facilitate the commencement of the project, bringing it a step closer to completion.

FISCAL IMPACT:

These are budgeted expendihres and costs are covered by state-provided firnding specifically for the creation of a new communications center.

ALTERNATIVES:

That we do not approve the Phase 2 fee proposal and do not use any of the services outlined in them by LDA Partners, Inc.

ACTIONS FOLLOWING APPROVAL:

Execution of agreement and commencement of work.
36 37
Attach ments
37 38
AMENDMENT NO. 1

CONSULTANT SERVICES AGREEMENT BETWEEN
CITY OF'SANGER AND LDA PARTNERS INC.

This Amendment No. I to Consultant Services Agreement ("Agreement") is entered into between the CITY OF SANGER, a California general law city ("City") and LDA PARTNERS, lNC. ("Consultant").

RECITALS
A. City issued a Request for Qualifications, to select a consultant to provide design, architectural and engineering service for the creation of a Police Communications Center for the Sanger Police Department.

B. City selected Consultant to perform the requested Services on the basis of Consultant's demonstrated competence and professional qualifications and the parties entered into an Agreement for Professional Services effective March 14,2024.

D. Consultant completed Task I (Concept Design) as outlined in the Scope of Services portion of the Agreement.

E. City desires to retain Consultant, and Consultant desires to provide City with the Services for Phases 2 through 6 on the terms and conditions as set tbrth in this Amendment No 1.

NOW, THEREF'ORE, in consideration of the promises and mutual agreements herein, City and Consultant agree as follows:

AGREEMENT
SECTION 1. Section I of the Agreement is amended by adding the following paragraph:

Tasks 2.0 through 6.0 are hereby added to the Scope of Services as described in Exhibit A which is attached hereto and incorporated by reference.

SECTION 2. Section 2 of the Agreement regarding Commencement of Services; Term of Agreement is amended to add the following text:

The Scope of Services added under this Amendment No. I shall be completed on or before June 1, 2026.

SECTION 3. Section 3 regarding Compensation for Services is amended by adding the following text:
(d) Consultant shall perform the services set forth in Exhibit 1 to Amendment No. I for the total amount of $434,820.

SECTION 4. This First Amendment to Agreement for Consulting Services is effective December 1 38
39 1,2024.

SECTION 5. Except as set forth in this First Amendment to Agreement all terms and conditions in the Agreement for consultant services shall remain in full force and effect.

Now, therefore, the City and Consultant have executed this Amendment No. I to Agreement on the date(s) set forth below.

LDA Partnersn fnc. CITY OF SANGER
By: By
William Oren, AIA Nathan Olson, City Manager
Date: Date:

EXHIBIT A

SCOPE OF SERVICES
TASK 2.0 _ SCHEMATIC DESIGN
The purpose of the proposed investigation is to evaluate the subsurface conditions at the proposed police department expansion and provide supplemental design recommendations for use in the current project planning, design, and preparation of construction specifications. To achieve the objective, we propose the following scope of
services:

1. GEOTECHNICAL INVESTIGATION:
a. We will drill one (1) exploratory test boring within the area of the proposed improvements. The boring will extend to a depth of 26.5 feet below ground surface (bgs) and will be performed with a truck-mounted drill rig using solid-flight augers. During our field investigation, we would obtain both disturbed and undisturbed samples for laboratory analysis. b. We will present the collected data in a supplemental engineering report prepared in accordance with generally accepted geotechnical engineering principles and practices under the direction of a registered engineer containing the following:
2 39
40 ! A description of the proposed project site, including a vicinity map showing the boring locations
I A description of the site surface and subsurface conditions observed during the field investigation, including boring log
! A summary of the field and laboratory testing programs tl Supplemental design recommendations
c. We will present the collected data in an engineering report prepared in accordance with generally accepted geotechnical engineering principles and practices under the direction of a registered engineer.
d. The fieldwork will be supervised by our personnel. We anticipate scheduling and completing the field investigation as soon as possible, likely within2 to 3 weeks after authorization to proceed, weather and Site conditions permiuing. The letter/report will be completed within 2 to 3 weeks upon the completion of fieldwork.

2. CIVI ENGINEERING:
a. Locate and map all existing above ground features within the subject property. b. Locate and map all trees 6" or greater diameter at breast height (DBH) within the mapping limits.
c. Map a 1-foot contour interval
d. Map underground utilities within the entire right-of-way fronting the subject property based on the following hierarchy of information - (1) above ground evidence, (2) locate paint marks, and (3) reference maps made available by the various utility providers. Note - (a) Some utility providers do not release mapping information to the public; (b) Locate paint marks will be limited to those areas within public right-of-way; and (c) Locate paint marks within private property can be coordinated if this service is provided. e. Civil scope of work includes preparing schematic design sketches for the civil engineering scope of work.
f. Provide civil engineering input into the site plan related to fire access and circulation, grading and accessibility. Establish a preliminary finish floor elevation for the new building. g. Perform truck turning analysis on the site and begin to establish horizontal control for the site improvements.
h. Coordinate and develop initial utility points of connection to the building and develop concepts for on and offsite utilities. We anticipate the building to have dedicated sewer and domestic water services.

J

3. ARCHITECTURE:
40 41
a. Prepare schematic level architectural Building Informational Model (BIM) b. Prepare code analysis and preliminary exiting diagrams c. Prepare schematic architectural drawings including: floor plan, reflected ceiling plan, exterior elevations, building sections.
d. Coordinate architectural background for use by sub-consultant engineers. e. Prepare Planning Review Documents depicting building elevation and elements.

4. STRUCTURAL ENGINEERING:
a. Prepare structural engineering narratives and schematic design documents. b. Identiff preliminary structural system concepts
c. Coordinate foundation design with geotechnical investigations.

5. MECHANICAL PLUMBING:
a. Incorporate previous concept design layouts into the schematic drawings. Review utility impacts and availability. Perform initial load calculations and determine space requirements for equipment. Estimate initial building service requirements and coordinate with utility companies for potential points of connection to site services. Attend meetings via teleconference.
b. Deliverables:
! Mechanical, plumbing, and fire sprinkler drawings showing main equipment and basic distribution only in locations necessary for coordination. ll Outline specifications, if required.
n Review initial cost estimate prepared by others.

6. ELECTRICAL ENGINEERING:
a. Review the program requirements for the development of the Schematic Design Package. b. Prepare analysis of the electrical systems as related to the program requirements and offer recommendations.
c. Prepare conceptual design descriptions of alternative electrical systems that will reduce costs and/or improve performance.
d. Attend one meeting with the design team and Owner to obtain and coordinate information related to the electrical systems and site utilities in order to develop the Schematic Design package.
e. Contact utility companies to begin coordination of incoming services. f. Prepare a narrative of the electrical systems as well as drawings that represent the power distribution system for the Schematic Design package
4 7. COST ESTIMATE
41 42
a. Provide 3rd party schematic design cost estimate at the conclusion of phase.

TASK 3.0 - DESIGN DEVELOPMENT
I. CIVL ENGTNEERNG:
a. Scope of work includes preparing Design Development plans for the project, including a demolition plan, grading and drainage plan, utility plan, horizontal control, erosion control, notes and details.
b. Further refine the schematic design for the on and off-site utilities, grading and drainage. During this phase, we will coordinate utility points of connections and pipe sizes with the plumbing consultant, speciS pipe materials, invert elevations and installation details.
c. The design development plans will include grading and elevations for new pavement, walkways, parking, curb, and utility improvements. The plans will include details for the site improvements, utility structures, and pavement sections based on recommendations by the geotechnical engineer.

2. MECHANICAL/PLUMBING ENGNIEERING:
a. Prepare diagrammatic plans and specifications including heating, ventilating and air conditioning systems, and building plumbing systems. Attend meetings via teleconference.
b. Deliverables:
n Drawings showing:
' Equipment schedules with basic information for coordination purposes.
' Main equipment and main distribution components.
' Ceiling and air distribution device preliminary locations. ' Identift plumbing and lighting fixtures and provide preliminary fixture schedules.
' Provide plumbing and lighting fixture cut sheets, if required. ' Fire sprinkler riser location.
' Review cost estimate prepared by others.
! Specifications:
' Preliminary 3-part book specification, if required.
! Narrative / Basis of Design: Update to reflect Design Development, if required
5 42
43 3. ARCHITECTURE
a. Prepare design development architectural Building Informational Model (BIM) b. Prepare design development architectural drawings including: floor plan, reflected ceiling plan, exterior elevations, building sections, interior elevations, preliminary door and window schedule, preliminary hardware schedule. c. Coordinate architectural background for use by sub-consultant engineers.

4. STRUCTURAL ENGINEERING:
a. Prepare structural design development drawings
b. Prepare initial calculations and framing sizes
c. Coordinate with other disciplines.

5. ELECTRICAL ENGINEERING:
a. Affend one meeting with the design team and Owner to obtain further information concerning system requirements for the electronic design. b. Consult with inspection authorities to determine special code requirements. c. Interface with other consultants to coordinate design of electrical systems with other building system requirements and/or features.
d. Obtain information from other consultants concerning electrical load requirements for equipment covered under their Division.
e. Coordinate space requirements with Architect for electrical and telecommunication rooms.
f. Layout electrical equipment to ensure that space allocated is sufficient. g. Review lighting design requirements with the Architect and incorporate layout into our drawings.
h. Prepare an outline specification for electrical systems. i. Preparation of preliminary, in-house calculations to verifr Title24 energy compliance (Title24 documentation will not be issued as a part of the DD package) j. Prepare drawings to include the following:
n Power single line diagram.
n Site electrical plan.
! Electrical room layout plans.
! Floor plans with lighting and device layouts.

6. COST ESTIMATE:
a. Provide 3rd party schematic design cost estimate at the conclusion of phase.

TASK 4.0 - CONSTRUCTION DOCUMENTS:
6 I. CIVIL ENGTNEERING
43 44
a. Coordinate with the team and prepare civil engineering construction documents for the project.
b. Plans will include a grading and drainage plan, utility plan, erosion control plan, horizontal control plan, demolition, notes, details and specifications c. The grading design will utilize the topographic survey as plan backgroundso and provide elevations for the new site improvements, and include existing and proposed contour lines.
d. Prepare calculations to size the onsite sewer piping system based on demands provided by the plumbing consultant
e. Provide pavement details for asphalt grind and overlays, and utility trenching backfill.

2. ARCHITECTURE:
a. Prepare architectural Construction Documents Building Informational Model (BrM)
b. Prepare Construction Document architectural drawings including: life safety plans, accessibility drawings and standards, floor plans, reflected ceiling plan, exterior elevations, building sections, interior elevations, door and window schedules, hardware schedule, interior finish plan and finish schedules, and Cal green compliance documentation,
c. coordinate architectural backgrounds for use by sub-consultant engineers. d. Prepare 3-part material specifications.

3. STRUCTURAL ENGINEERING:
a. Prepare structural construction drawings
b. Finalize calculations and framing members and loading required for building department review
c. Coordinate structure with other disciplines.
d. Provide 3-part structural specifications.

4. MECHANICAL/PLUMBING ENGNIEERING:
a. Prepare construction drawings and technical specifications including heating, ventilating and air conditioning systems, and building plumbing systems. Attend meetings via teleconference
b. Deliverables:
n Final Drawings for building permit and bidding.
! Final 3-part book specifications for building permit and bidding. ! Final mechanical, plumbing systems, Title 24 calculations and forms. ! Review cost estimate prepared by others.
f1 Respond to and incorporate all review comments.
7 5. ELECTRICAL ENGINEERING:
44 45
a. Attend one meeting with the design team to obtain final information conceming system requirements for the electrical design
b. Final interface with other consultants to coordinate connection requirements. c. Final coordination and verification of incoming service requirements with utility companies.
d. Prepare complete set of construction drawings for electrical systems. e. Prepare detailed construction specifications for electrical systems outlining materials and installation requirements.
f. Prepare Title 24 energy compliance documentation for electrical systems. g. Review documents with inspection authorities as required.

6. COST ESTIMATE
a. Provide 3rd party schematic design cost estimate at 50%o Construction documents phase.

TASK 5.0 - AGENCY APPROVALS & BIDDING
I. ALL DISCIPLINES:
a. We will submit our plans to the City of Sanger or include them as part of a submittal by others. Our scope of work includes tracking our submittals and responding to architectural and engineering plan check comments from various departments.
b. Bidding/Contract Award Phase: Prepare addenda and clarification documents, interpret drawings and specifications where required to clarifr the intent of construction documents.
c. Respond to bid RFIs.
d. This proposal was developed assuming that this phase would occur after AHJ approval and does not include reworko addendums and similar that due out of sequence bidding/contract award phase.

TASK 6.0 - CONSTRUCTION ADMINISTRATION:

I. ALL DISCIPLINES
a. During construction we will review submittals and respond to questions from the contractor related to our scope of work. We will conduct up to six site visits and/or attend construction team meetings during the construction phase. tr Review shop drawings, submittal data, and record "as-built" drawings. ! Respond to field RFI's and prepare clarification instructions as needed. ! Visit site to veriff compliance with construction documents, review the final installation and prepare a punch list of all deficient items requiring correction by the contractor
8 45
46 n Interpret construction documents and prepare written responses to questions
b. Title 24,Part 6, California Energy Code Commissioning Requirements c. SCHEDULE:

TASK 2.0 - SCHEMATIC DESIGN 6 weeks
TASK 3.0 - DESIGN DEVELOPMENT 8 weeks
TASK 4.0 - CONSTRUCTION DOCUMENTS l0 weeks
TASK 5.0 - AGENCY APPROVALS & BIDDING 12 weeks
TASK 6.0 _ CONSTRUCTION ADMINISTRATION 9 MONTHS*
*timeline will depend on construction schedule by general contractor, d. FEE
Services described under Section B, Scope of Services, will be performed for the lump sum fee value of:

DESIGN FEE:

1. Concept Design

2. Schematic Design & Additional Topographic Survey

3.Design Development

4. Construction Documents & Permit

5. Bidding Support

6. Construction Adminishation
Complete
$81,820
$102,400
$148,300
$17,700
$79,600
Reimbursable Allowance $5,000
Total Fee: $434,820.. .. . . . ..(four hundred thirty-four thousand, eight hundred twenty dollars) Reimbursable expenses are in addition to the compensation for basic services and shall include the actual expenditures made by the Architect and his employees in the interest of the project, at cost plus, itemized as follows
. Shipping/Postage
. Computer Plotting
. 24 x 36 Plot( in-house): $5.00
.30x42 Plot (in-house): $7.50
. Mileage: Federal Rate
9 46
47 EXHIBIT B

INSURANCE
A. Insurance Requirements
i. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate, and two million dollars ($2,000,000) products and completed operations aggregate for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occuffence limit. Consultant's general liability policies shall be endorsed using Insurance Services Office form CG 20 l0 (or equivalent) to provide that City and its officers, officials, employees, and agents shall be additional insureds under such policies. For construction projects, an endorsement providing completed operations coverage for the additional insured, ISO form CG 20 37 (or equivalent), is also required.
ii. Any failure to comply with reporting provisions of the policies by Consultant shall not affect coverage provided by the City.
iii. Coverage shall state that Consultant insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability.
iv. Coverage shall contain a waiver of subrogation and be endorsed in favor of the City. t0
47 48
v. The policy shall allow and be endorsed as primary and not seek contribution from the City's coverage.

B. Business Automobile Liability
consultant shall provide auto liability coverage for owned, non-owned, and hired autos using ISP Business Auto Coverage form CA 00 0l (or equivalent) with a limit of no less than two million dollars ($2,000,000) per accident.

The policy shall provide and be endorsed that the city, its officers, officials, employees, agents, and volunteers are included or named as additional insureds.

The policy shall allow and be endorsed to include a waiver of subrogation in favor of the City, its officers, officials, employees, and agents. l.
ll.
iii
C. Workers' Compensation and Employers' Liability
i. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employers' Liability Insurance with limits of at least one million dollars ($1,000,000) each accident/disease. Consultant shall submit to City, along with the certificate of insurance, a waiver of subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.

E. Professional Liability
i. Consultant shall maintain professional liability insurance that insures against professional errors and omissions that may be made in performing professional services in the minimum amount of two million dollars (2,000,000) per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of the start of work, and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the work.

E. All Coverages
i' Each insurance policy required by the agreement shall be endorsed to state that coverage shall not be suspended, voided, cancelled, or reduced in limits except after thirty (30) days' prior written notice has been given to the City, except that ten (10) days' prior written notice shall apply in the event of cancellation for nonpayment of premium. ii. All self-insurance, self-insured retentions, and deductibles must be declared and approved by the City.
iii. Evidence of Insurance - Prior to commencement of work, the Consultant shall furnish the City with certificates, additional insured endorsements, and waivers of subrogation evidencing compliance with the insurance requirements above. The Consultant must agree to provide complete, certified copies of all required insurance policies of requested by the City.
iv. Acceptability of Insurers - Insurance shall be placed with insurers admitted in the State of Califomia with an AM Best rating of A- VII or higher.

F. Subcontractors
11 48
49 i. Consultants who will use subcontractors or other parties to provide materials, services, or perform construction or other work for the Consultant must enter into a written and executed contract or agreement with each of its subcontractors, vendorso agents, subconsultants and/or any other parties, collectivelyo "hired parties". The contract or agreement must contain a defense, indemnification and hold harmless provision in favor of the City and its officers, officials, employees, and agents. The contract or agreement shall also cause the hired parties to comply with the insurance requirements required of the Consultant, including providing an additional insured endorsement for ongoing and completed operations in favor of the City and its officers, offrcials, employees, and agents.

Vendor shall obtain certificates of insurance and additional insured endorsements from each of its hired parties and provide a copy to City upon request. t2
49 50
For the Meeting of: December 5,2024
Agenda Item No.: F- +
CrrYoF SINGER

RE,PORT TO THE, CITY COUNCIL
To:

From:

Subject:

Mayor and City Council
Esperanza Rosales, Public Works Director
A & E Services Administration and Procurement Policies for Federal and State Funded Transportation Projects
Attachments: 1) Resolution No. 2024 - 72
2) Exhibit "A"
Coxnucr or INrnRnsr
None known.

RnconnnnrcNDATIoN
Staff recommends that the City Council approve Resolution No.2024-72 to adopt the Architectural and Engineering (A&E) Services Administration and Procurement Policies for Federal and State Funded Transportation Projects.

Exncurrvn SuMvr.c,nv
The City of Sanger has established policies and procedures for the administration and procurement of Architectural and Engineering (A&E) services. These policies are designed to comply with Federal and State regulations, primarily Caltrans' Local Assistance Procedures Manual (LAPM).

B.q,cxcRouxo
The City of Sanger is responsible for constructing transportation projects that are State and Federally funded. Certain services including Architectural and Engineering (A&E) are contracted out to qualified firms. The City has established a set of policies and procedures for the administration and procurement of these services. These policies are designed to comply with Federal and State regulations, which includes regulations in the Caltrans' Local Assistance Procedures Manual (LAPM).

Prepared by: Esperanza Rosales Apptoved by: Nathan Olson REVIEW: Ciw Manaser: NCO Finance: Ciw Attornev: RS
TYPE OF ITEM:
x
x
Consent
Info Item
Action Item
Depaftment Repott
Successot Agency
COUNCIL ACTION: APPROVED DENIED NO ACTION
Public Hearing
Matter Initiated by a Council Membet
Other
Continued to:
50 51
Key Policy Highlights:

Adherence to LAPM: The City will strictly follow the guidelines and procedures outlined in Caltrans'LAPM for all federal and state-funded transportation projects.

Contract Administrator Role: The City Manager will serve as the primary Contract Administrator, overseeing the entire procurement and management process. This includes:
o Advertising for consultant services, selecting qualified consultants, managing consultant contracts, Ensuring compliance with federal and state regulations Contract City Engineer Role: If a Contract City Engineer is engaged, their role will be limited to specific technical tasks, such as design services and construction phase support. They will not have managerial authority over City employees or other contractors.

Public Works Director Role: The Public Works Director will oversee and review project designs and construction activities to ensure compliance with City standards and project goals.

Conflict of Interest: The City will take immediate action to address any potential conflicts of interest, including suspending work or terminating contracts as necessary.

RrlsoN FoR RECoMMENDATToN
By implementing these policies, the City aims to ensure compliance and efficiently deliver state and federally funded transportation proj ects.

Frsc.ql Iiur.lcr
Adoption of Resolution has no fiscal impact on General Fund or other City Funds.

Ar,rnnxluvrs
None Recommended.

AcrroNs For,lowrNc APPRovAL
The adopted Policy will be used for Architectural and Engineering Services Administration and for Federal and State Funded Transportation Projects.
a
a
a
a
51 52
Attachment I
Autho r tzing Res olutio n
52 53
RESOLUTION NO. 2024.72

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANGER ADOPTING

A & E SERVICES ADMINISTRATION AND PROCUREMENT POLICIES

FEDERAL AND STATE FUNDED TRANSPORTATION PROJECTS
WHERAS, the City of Sanger is responsible for constructing transportation projects that are state and federally funded; and
WHEREAS' in order to comply with the State and Federal regulations, and due to limited staffing and expertise, certain services including Architectural and Engineering (A&E) are contracted out to qualified firms; and
WHEREAS, the Federal regulations set forth standards for procuring and administering A&E contracts; and
WHEREAS, the City of Sanger adopted Caltrans' Local Assistance Procedure Manual (LAPM) Chapter 10 by resolution2024-16 on May 2,2024; and
WHEREAS, the City of Sanger recognizes the importance of adhering to established procedures to maintain integrity and accountability in the management of public funds; and WHEREAS, the City of Sanger has developed these policies, to ensure avoidance of conflict of interests in the performance of A&E contracts.

NOW THEREFORE, the City Council of the City of Sanger resolves as follows:

1. The foregoing recitals are true and correct and incorporated by reference.

2. The A & E Services Administration and Procurement Policies developed by the City of Sanger for State and Federal Funded projects are approved and adopted.

3. Authorizes the City Manager to approve amendments to the City's adopted A&E Services Administration and Procurement Policies in consultation with the Federal Highways Administration.

4. This resolution is effective upon adoption.

The foregoing Resolution was considered by the City Council for the City of Sanger, California, at a regular meeting of said Council on the 5th day of Decemb er 2024 and adopted by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST:

Corina Tanrtez, City Clerk
53 54
Attackrment 2
Exhibit A - A & E Services Administration and Procurement Policies
54 55
Exhibit A

CITY OF SANGER

A & E SERVICES ADMINISTRATION AND PROCUREMENT POLICIES

FEDERAL AND STATE FUNDED TRANSPORTATION PROJECTS

INTRODUCTION
In an effort to ensure the avoidance of fraud, waste and abuse in the performance of Architectural and Engineering (A&E) services, the City of Sanger (City) has established the following consultant selection and procurement procedures to be implemented on all federal and state funded transportation projects. The intent of these policies are to facilitate compliance with federal regulations and the State of Califomia Department of Transportation (Caltrans) Local Assistance Procedures Manual. Deviation from these policies should only be considered in special cases and in consultation with Caltrans Local Assistance personnel.

I. Local Assistant Procedures Manual (LAPM)
The City shall adopt and follow the procedures contained within Caltrans' Local Assistance Procedures Manual relating to the procurement and management of A&E contracts on federally and state funded transportation projects.
il. Contract Administrator
The City Manager shall serve as the Contract Administrator and have authority over advertisement, selection, and management of consultant contracts. City Manager shall also have primary responsibility for ensuring compliance with the CSPM and associated federal and state regulations related to the procurement and management of consultant services contracts.
ilI Contract City Engineer
If City has secured the services of a Contract City Engineer, that person or firm shall not serve in a management role related to federal and/or state funded transportation projects.

Specifically, the Contract City Engineer shall not perform any of the following management duties related to federally and state funded transportation projects:
a. Hire, manage or supervise any City employee.
b. Procure the services of any private person or firm to provide the City with contracted services.
c. Approve any payments to City employees or contracted persons and/or firms. d. Approve any changes in the scope of work of a project. e. Approve any changes in the costs associated with a project f. Approve any change orders on aproject.

55 56

A & E SERVICES ADMINISTRATION AND PROCUREMENT POLICIES
The Contract City Engineer may perform the following duties under the supervision of the Contract Administrator :
a. Perform design services
b. Prepare and submit to Caltrans Local Assistance on the City's behalf the following documents subject to the prior review and approval of the Contract Administrator:
i. Authorizations to Proceed
ii. Progress Invoices for Reimbursements
iii. DBE Goals Documentation
iv. Contract Award Documentation
v. Final Report of Expenditures
c. Assist the City in responding to inquiries from Caltrans Local Assistance and/or Federal Highway Administration (FHWA) related to the project(s). d. Provide construction phase services
If the Contract City Engineer has been engaged to provide construction phase services for projects in which the Contract City Engineer also will or has provided design phase services, the following controls shall be followed:
a. Contract City Engineer shall only prepare progress estimates based on field observations of in-place work and such estimates shall be subject to the review and approval by Contract Administrator and/or Public Works Director prior to submission to the City's finance department for payment.
b. Contract City Engineer may respond to RFI's that are merely clarifications of the project plans and specifications or the design intent and which do not result in a change of scope and/or cost of the work. In the event a change in scope and/or cost ofthe work is necessary, the RFI shall be reviewed by the Public Works Director and approved by the Contract Administrator.
c. All change orders shall be reviewed by the Public Works Director and approved by the Contract Admini strator.
d. Federal reimbursement requests may be prepared by the Contract City Engineer, however, must be reviewed and approved by the Contract Administrator prior to submission to Caltrans Local Assistance for processing.

56 57

A & E SERVICES ADMTNISTRATION AND PROCUREMENT POLICIES
IV. PUBLIC WORKS DIRECTOR
V
a. During the course of the design and construction phases of a federally or state funded transportation project, the Public Works Director shall review and oversee proposed designs and related construction activities of public works projects to ensure compliance with City industry standards as well as to ensure the project conforms to the proposed scope of work and goals of the project. In the event of a conflict between the opinion of the Public Works Director and Contract City Engineer, the matter shall be referred to the Contract Administrator to resolve the conflict.

CONFLICT OF INTEREST
a. In the event that a conflict of interest occurs resulting from changes in personnel, contract changes, or other unforeseen conditions, the Contract Administrator shall immediately take steps to remedy the conflict including suspension of work and/or termination of contracts and shall promptly notifu in writing both Caltrans Local Assistance and FHWA of the conflict of interest and steps to remedy and resume the work.

VI. FEDERAL AND STATE REGULATIONS
a. It is the intent of these policies and procedures to ensure the absence of fraud, waste and abuse on federal and state funded transportation projects. As such, these policies will be updated if new regulations are developed not included in these policies or the CSPM. Revisions to these policies will be included in new contracts procured through these policies or will be included by amendment into existing contracts as determined appropriate by the Contract Administrator.

57 58
For the Meeting of: December 5,2024
Agenda Item No.

CrrY oF SINGER
RE,PORT TO THE CIry COUNCIL
F-j
To:

From:

Subject:

Attachments:

Mayor and Councilmembers
Greg Tarascou, Fire Chief
Agreement between City of Sanger and West Hills Community College District for training of Paramedic Students
Agreement between City of Sanger and West Hills Community College District
CONFLICT OF INTEREST:

None.

RECOMMENDATION:

Staff recommends that the City Council accept thc agrccmcnt bctwccn the City of Sanger and West Hills Community College District (WHCCD) for the training and clinical preceptorship of Paramedic students at the Fire Department and authorize the City Manager to sign the documents on behalf of the City.

EXECUTIVE SUMMARY:

WHCCD is an educational institution that provides and conducts Emergency Medical Training programs for students which require clinical field experience in meeting the clinical objectives expressed by the School. Clinical field observation and experience for students is required in accordance with the provisions of California Code of Regulations Title 22, Division 9, Chapter 3.3 state and federal statues pertinent to Paramedic training. The Fire Department will utilize its core of experienced Paramedics to precept, educate and train these students during predetermined sessions at the Fire Department so that the students will receive the experiences required by the respective program.

Preoared bv: Gtes Tarascou Apptoved by:

REVIEW: Ciry Manager: _NCO_ Finance: City Attorney: _RS_ TYPE OF ITEM:

X
X
Consent
Info Item
Action Item
Department Report
Redevelopment Agency
COUNCIL ACTION: APPROVED DENIED NO ACTION
Public Hearing
Matter Initiated by a Council Member
Other
Continued to:
58 59
BACKGROUND:

The Fire Department has had a long history of providing field training officers, or preceptors, to various students including Paramedic students, EMT students and Firefighter academy students from Westned College, College ofthe Sequoias and Fresno State University. The contract between WHCCD and the City of Sanger will add another layer of students to the Fire Departrnent, benefiting the Fire Department in two ways. First, it will expose the Fire Department to Paramedic students who look to seek employment with the City of Sanger and the Fire Service. Secondly, it gives the current Paramedics additional, no-cost training in having the responsibility of a Paramedic student and providing guidance to these students. The program is voluntary by Fire Department Paramedics, and no mandate to accept a student is in effect.

REASON FOR RECOMMENDATION:

Not applicable.

FISCAL IMPACT:

None at this time.

ALTERNATIVES:

None
ACTIONS FOLLOWING APPROVAL:

Upon approval, the agreement will be signed by the City Manager. \\nasl\shared\Forms & Templates
59 60
Attac h ments
60 61

PROT'ESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF SANGER AND

WEST HILLS COMMUNITY COLLEGE DISTRICT
This agreement for professional services ("Agreement") is made and entered into effect on November 19,2024, by and between the City of Sanger, a California municipal corporation ("CITY") and West Hills Community College District ("DISTRICT"), a California community college District and political subdivision of the State of California. DISTzuCT and CITY are also referred to collectively as the "Parties" and individually as o'Party".

RECITALS
WHEREAS, DISTzuCT provides in its curriculum programs for the education of paramedic students in accordance with Local, State, and Federal laws, regulations, and guidance; and
WHEREAS, the CITY is willing, under mutually agreed conditions, to allow the DISTRICT to utilize the personnel, equipment, and patient care environment of the CITY for the clinical training of paramedic students enrolled in the Paramedic Programs of the DISTRICT; and
WHEREAS, it is beneficial to the CITY to contribute to the education of a future supply of healthcare professionals.

AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants and conditions hereinafter contained, the Parties hereto agree as follows:

1. TERM OF AGREEMENT
a. Term. This Agreement shall be effective from November 19,2024 to November 18, 2027 and shall remain in force and effect thereafter until and including the expiration of Term, unless this Agreement is terminated during the Term pursuant to this Agreement. It may be further extended or modified as mutually agreed by the CITY and the DISTRICT. Such extension or modification shall be in writing.

2. TERMINATION
a. Termination without cause. Either party may terminate this Agreement without cause by giving the other Party one full semester advance written notice. Students then enrolled in clinical training experience shall be entitled to complete the full semester prior to the termination of the Agreement.
b. Termination with cause. Either pafi may terminate this Agreement at any time for cause upon delivery of a written notice to the other party if the other party materially defaults in the performance of any provision of this Agreement and such default 61 62
continues for a period of thirty (30) days after delivery of a written notice to the other party stating the specific default.

3. GENERAL OBLIGATIONS OF DISTRICT
a. The DISTRICT shall provide:
i. Paramedic students for field training to the CITY;
ii. Test and select all such Paramedic students;
iii. Provide didactic instructors(s) hired by the DISTRICT; and iv. Provide guidance required in the program unless in specific instances other provisions are made and are mutually satisfactory to the DISTRICT and the CITY. Paramedic preceptors supervising the clinical training shall be mutually acceptable to the parties.

4. GENERAL OBLIGATIONS OF THE CITY
a. The CITY shall provide:
i. The CITY agrees to provide a supervised field training program to the selected paramedic students in accordance with the terms and conditions stated in this agreement and as dictated by local, state, and federal laws, regulations, and guidance;
ii. Will provide paramedic preceptors supervising each paramedic student's field training, which shall be mutually acceptable to both parties;
iii. Provide locker facilities and dressing rooms for paramedic students and DISTRICT employees if available;
iv. Make available to the paramedic student and DISTRICT employees use of medical records library for reference material if available;
v. Allow use of such reference library manuals, and other reference materials by the paramedic student and DISTRICT employees; vi. Allow use of supplies and equipment, charts, procedure manuals, policy manuals, and other reference materials;
vii. Retains professional and administrative responsibility for any services rendered by paramedic students;
viii. Allow use of parking for paramedic students and DISTRICT employees;
ix. Allow use of cafeteria and/or kitchen by paramedic students and DISTRICT employees when applicable;
x. Shall provide first-aid treatment to paramedic students needing such care but shall not be obligated to furnish any other medical or surgical service to any paramedic student. Any paramedic student returning from an absence after 3 or more days caused by any illness or injury shall be cleared by a physician or the private physician of the student prior to returning to the field trainingi and 62 63
Shall not decrease the normal number of its staff as a result of the assignment of paramedic students.

5. The period of time for each paramedic student's field training at CITY shall be mutually agreed upon between CITY and DISTRICT prior to the beginning of each paramedic student's field training. If a particular paramedic student requires additional training, the parties may agree to reasonable extensions.

6. The number of paramedic students to participate in the field training with the CITY at any given time shall be mutually agreed upon by the DISTRICT and CITY prior to the beginning of the field training. This may be modified from time to time by mutual agreement upon the request of either party.

7. The CITY may require the DISTRICT to withdraw any paramedic student from CITY's field training program who CITY determines is not performing satisfactorily, or who refuses to follow CITY's administrative and patient care policies, procedures, rules and regulations.

8. The DISTRICT shall notifr the paramedic student, prior to field training, their responsibilities for:
a. Following the administrative and patient care policies, procedures, rules and regulations of CITY;
b. Acquiring and using the necessary and appropriate uniforms and personal protective equipment when not provided by CITY;
c. Arranging for their own transportation and personal living accommodations and costs when not provided by CITY; and
d. Adhering to program requirements concerning obtaining the necessary health screening. The DISTRICT will provide this information to the CITY.

The CITY shall maintain in its normal course of business complete attendance and progress records and reports on each paramedic student's performance and shall provide an evaluation for each paramedic student to the DISTRICT on forms, electronic and hard copy, provided by the DISTRICT.

The CITY shall, upon reasonable request, permit the DISTRICT and/or appropriate agencies charged with the responsibility of accrediting or approving the paramedic program to inspect the field facilities, services available for field training, paramedic student records, and such other materials, which pertain to the field training.

It is expressly agreed and understood by the DISTRICT and the CITY that the paramedic students under this program are in attendance for the paramedic program at the CITY's location(s) and solely for educational purposes.
xl
9 10.
1l
It is agreed and understood that the parties to this agreement are independent contractors, and that neither is the employee or employer of the other and that the employees of one are not the employees of the other.

12. 63
64 13. INSURANCE.

The DISTRICT agrees to maintain in full force and effect coverage of not less than two million dollars ($2,000,000) per incident and four million dollars ($4,000,000) aggregate coverage for bodily injury, property damage and personal advertising injury coverage, which protects and insures against any and all liability attributable to the DISTRICT or its employees arising from the activities referred to in this Agreement or as contemplated by this Agreement. The policy shall be endorsed to include, the CITY, its officers, officials, employees, agents, and volunteers as additional insureds on ISO form CG 2010 (or equivalent) for ongoing operations. Coverage shall allow and be endorsed to include a waiver of subrogation in favor of the City and its officers, officials, employees, and agents. The policy shall allow and be endorsed as primary and not seek contribution from the City's coverage. The DISTRICT or DISTRICT's insurer shall provide written notice to CITY at least thirty (30) days prior to any cancellation, termination, or change in the insurance coverage referenced in this agreement. If a carrier will not provide the required notice of cancellation, the DISTRICT shall provide written notice to the CITY of a cancellation no later than ten (10) business days before cancellation. In the event that the DISTRICT fails to maintain such insurance coverage in full force and effect during the term of this Agreement, CITY may either (1) terminate this agreement concurrently with such failure by DISTRICT, or (2) obtain such insurance on its own behalf. If CITY obtains such insurance, the DISTRICT shall reimburse the CITY for the costs thereof.

Proof of DISTRICT's insurance coverage and endorsements shall be provided to the cl'l'Y.

The DISTRICT agrees to require each paramedic student, as a condition of participation in the paramedic program, to maintain individual student professional liability insurance coverage which includes coverage of not less than one million dollars ($1,000,000) per incident and three million dollars ($3,000,000) in the aggregate for professional liability protection on covered claims arising from real or alleged negligence.

The DISTRICT agrees to provide proof of statutory Worker's Compensation and Employers Liability coverage of not less than one million dollars ($1,000,000) each accident and disease coverage for DISTRICT employees and paramedic students for inj.rry during clinical training. Coverage shall allow and be endorsed to include a waiver of subrogation in favor of the City and its officers, officials, employees, and agents.

The CITY agrees to maintain in full force and effect coverage of not less than two million ($2,000,000) per incident and four million dollars ($4,000,000) aggregate coverage for bodily injury, property damage and personal advertising injury coverage, which protect and insures against any and all liability attributable to CITY or its employees arising from the activities referred to in this Agreement or as contemplated by this agreement.

The policy shall include, the DISTRICT, its officers, officials, employees, and agents as an additional covered party. The policy shall allow and be endorsed as primary and not seek contribution from the City's coverage. The CITY or CITY's insurer shall provide written notice to the DISTRICT at least thirty (30) days prior to cancellation, termination, or change in the insurance coverage referenced by this Agreement. In the event that the CITY fails to maintain such coverage in full force and effect during the term of this 64 65
agreement, the DISTRICT may either (1) terminate this Agreement concurrently with such failure by the CITY, or (2) obtain such insurance on its own behalf. If DISTRICT obtains such insurance, CITY shall reimburse DISTRICT for the costs thereof. Proof of CITY's insurance coverage shall be provided to the DISTRICT.

In lieu of and notwithstanding the pro rata risk allocation which might otherwise be imposed between the Parties pursuant to Government Code Section 895.6, the Parties agree that all losses or liabilities incurred by aparty shall not be shared pro rata but instead the DISTRICT and CITY agree that pursuant to Govemment Code Section 895.4, each of the parties hereto shall fully indemnifr and hold each of the other parties, their officers, board members, employees, and agents, harmless from any claim, expense or cost, damage or liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the indemnifting party, its officers, employees, or agents, under or in connection with or arising out of any work, authority or jurisdiction delegated to such party under this Agreement. No party, nor any officer, board member, employee, or agent thereof shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of the other parties hereto their officers, board members, employees or agents, under or in connection with or arising out of any work authority or jurisdiction delegated to such other parties under this Agreement.

I4. NOTICES.

All notices, demands, or other writings in the AGREEMENT provided to be given or made or sent, or which may be given or made or sent, by either party hereto to the other, shall be deemed to have been fully given or made or sent when made in writing and deposited in the United States mail, registered or certified, postage prepaid, and addressed as follows:

To CITY
Greg Tarascou
Fire Chief
Sanger Fire Department
1700 7th Street
Sanger, CA93657
(559) 87s-6s68
To the DISTRICT:

Dr. Robert Pimentel
Chancellor

WEST HILLS COMMUNITY COLLEGE

DISTRICT
275 Phelps Ave
Coalinga, CA932l0
(sse) e34-2000
65 66

15. The waiver by either party of a breach or violation of any provision of this Agreement shall not operate as, or be construed to be, a waiver ofany subsequent or other breach hereof.

16. Each Paramedic student shall be subject to related Local, State, and Federal codes, the rules, regulations, policies and procedures of the CITY and the DISTzuCT which are on file in the respective institutions and available to students. This will include the attendance by every student to a mandatory orientation meeting and to read and sign a HIPPA Compliance Agreement. The CITY will provide this meeting and the Agreement.

17. The DISTRICT may, for cause and upon notice, discontinue the assignment of any student(s) atarry time during the period of this Agreement.

18. Paramedic students shall function under the direction and supervision of assigned paramedic instructor(s) of the DISTRICT who shall be licensees for the limited purposes expressed in this Agreement. Such students and instructors shall not be deemed employees of the CITY during the hours in which they are assigned to the Paramedic student.

19. No person shall, on the grounds of sex, race, color, national origin or handicap, be excluded participation in, be denied benefits of, or be subjected to discrimination under any DISTRICT program or service, including those programs expressed in this Agreement.

20.To the fullest extent permitted by law, the DISTRICT agrees to indemniff and hold harmless the CITY, its officers and employees, patients, or clients, against any and all claims, liabilities and losses, by whoever asserted, arising out of acts or omissions on the part of the DISTRICT or its employees in conducting the Paramedic program hereunder, including travel to and from the CITY. And, the CITY will indemniff and hold harmless DISTRICT, its officers and employees against any and all claims, liabilities and losses, by whomever asserted, arising out of acts or omissions on the part of CITY, its ofhcers and employees, patients or clients in conducting the Paramedic program hereunder. 2l . The provision of this agreement shall inure to the benefit of and be binding upon the successors in interest ofthe parties.

22.The DISTRICT's Paramedic Program Course Director, and CITY administrative representative may mutually agree upon, and may formalize by a separate writing, the operational details and per student cost of the field training program, and such separate agreement and writing will be binding on both the DISTRICT and the CITY in the same manner as if they had been part of this agreement.

23. Any controversy, claim or dispute, whether based on contract, tort or statute under either California or federal law, arising out of or relating to this Agreement any alleged breach of it shall be determined and settled by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and a judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. The arbitration 66 67
will be conducted in San Diego, Califomia. The prevailing party in the arbitration proceeding will be entitled to recover its reasonable attomeys' fees and costs expended or incurred relating to or arising out of the arbitration matter.

24. This agreement may be modified or amended without additional consideration at any time by mutual written consent of the parties.

IN WITNESS WHEREOX', the parties hereto have executed this agreement in duplicate by their duly authorized representatives.

WEST HILLS COMMUNITY

COLLEGE

CITY OF SANGER
Dr. Robert Pimentel, Chancellor Nathan Olson, City Manager Date: Date:

Shanna Ahrens, Vice Chancellor of Business
and Fiscal Services
ATTEST
Date: Corina Tamez, City Clerk
Date:

James Preston, President, West Hills College
Lemoore
APPROVED AS TO FORMDate:

Hilda Cantri Montoy, City Attorney
Date
67 68
For the Meeting of December 5,2024
AgendaItemNo.: F -6
CrrYoF SINGER
RE,PORTTO THE, CIry COUNCIL
To:

From:

Subject:

Attachments:

Mayor and Councilmembers
Raymond Martin, Public Works Management Analyst
Approve Agreement with Sweeping Corp of America
1) Agreement
RECOMMENDATION:

Staff respectfully recommend City Council approve agreement with Sweeping Corp of America ("SCA") for continued Street Sweeping services for the City and authorize City Manager to execute the agreement with authorizes payment for July l, 2024through June 30,2025.

EXECUTIVE SUMMARY:

The City intends to seek proposals from qualified contractors to provide Street Sweeping services for all of the City's streets. The Request for Proposal ("RFP") has yet to publicly release, and the current Street Sweeping Contract is expired. The City is seeking a temporary contract until the end of the fiscal year to provide services while an RFP is developed and issued, and a new contract is approved.

BACKGROUND:

The City of Sanger provides its residents with street sweeping service as an effort to maintain a healthy, safe and clean environment for our community. Street sweeping services support our efforts to comply with the Federal Clean Water Act and to conform to the National Pollutants Discharge Elimination System (NPDES)'s Best Management Practices to protect our storm water drain system. SCA is the current provider of street sweeping service for the City and is qualified, able, and willing to provide continued necessary services under this Agreement.

The term ofthe proposed contract shall be until the end of the fiscal year, June 30,2025, commencing on July 1, 2024 as the mutually agreed start date.

Prepared by: Raymond Martin Approved bv: _E. Rosales_
REVIEW: City Managet: _NCO_ Finance: Ciry Attorney: _HCM_ TYPE OF ITEM:
_x_
X
Consent
Info Item
Action Item
Department Repott
Successot Agency
COUNCIL ACTTON: APPROVED DENIED NO ACTION
Public Headng
Matter Initiated by a Council Member
Other
Continued to:
68 69
REASON F'OR RECOMMENDATION:

The recommended company is the current provider of these services to the City of Sanger. It has the experience and staffing to perform the street sweeping services.

FISCAL IMPACT:

Street Sweeping costs are budgeted in the cunent Fiscal Year 2025 budget.

ALTERNATIVES:

The alternative is the City Council could reject the contract, and the City will be without services until an RFP is completed.

ACTIONS FOLLOWING APPROVAL:

The City Manager will execute the agreement with SCA to continue street sweeping services. 69 70
Attach ments
70 71

CONTRACTOR AGREEMENT BETWEEN THE CITY OF SANGER

AND SWEEPING CORP OF AMERICA, LLC
THIS CONTRACTOR AGREEMENT ("Agreement") is made on December 5,2024, by and between the CITY OF SANGER, a municipal corporation of the State of California, ("City") and Sweeping Corp of America,LLc ("Contractor").

RECITALS
A. The City of Sanger provides its residents with street sweeping service as an effort to maintain a healthy, safe and clean environment for our community. Street sweeping services support our efforts to comply with the Federal Clean Water Act and to conform to the National Pollutants Discharge Elimination System (NPDES)'s Best Management Practices to protect our storm water drain system.

B. This Agreement is established to provide the necessary services on a temporary basis until a formal Request for Proposal ("MP") process can be conducted and a subsequent contract awarded.

C. Contractor is the current provider of street sweeping service for the City and is qualified, able, and willing to provide continued necessary services under this Agreement.

D. After review and consideration, City desires to enter a contract with Contractor to provide said services during the interim period of the formal RFP.

AGREEMENT
NOW, THEREFORE, the parties incorporate the foregoing recitals and agree as follows:
l. Services. Contractor agrees to perform the services set forth at the compensation and upon the terms and conditions herein expressed, and Contractor hereby agrees to perform such services for said compensation, and upon said terms and conditions City hereby authorizes Contractor to commence work.

2. Obligations. duties and responsibilities of Contractor. It shall be the duty, obligation and responsibility of the Contractor, in a skilled and professional manner, to perform, furnish and supply to the City the services and supplies in accordance with the service requirements set forth in EXHIBIT A titled "Scope of Work for Sweeper Corp of America" attached hereto and incorporated by reference.

3. Compensation.

A. Payment. Contractor shall provide an invoice to the City for Services completed. Compensation shall be made for Services identified in the invoice that the City in its sole discretion, concludes has been satisfactorily performed. Payment shall be made within thirty (30) calendar days of receipt of the invoice unless the City notifies the Contractor Ihat a dispute as to the invoice exists. Compensation for this Agreement shall Page I of6
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be Seven Thousand One Hundred Seventy-Five dollars and no cents ($7, I 75.00) per month as set forth in EXHIBIT A title "SCA Rate Sheet, Map and Scope." This compensation shall be adjusted beginning on the lst day of January 2025 based upon the Consumer Price Index, California, All Urban Consumers for California (CPf. The CPI shall be calculated by taking the difference between the most recent CPI data available in December and the CPI data available in December of the previous year.

B Limited to Sati Payments to Contractor by City
shall not excuse Contractor from its obligation to replace unsatisfactory deliverables, including equipment, components, materials, or services even if the unsatisfactory character of such deliverables, equipment, components, materials, or services may not have been apparent or detected at the time such payment was made. Deliverables, equipment, components, materials, and services that do not conform to the requirements of this Agreement may be rejected by City zurd in such case must be replaced by Contractor without delay at no cost to the City.

C. Withhold Payments. If Contractor fails to provide Services in accordance with Contractor's obligation under this Agreement, the City may withhold any and all payments due Contractor until such failure to perform is cured, and Contractor shall not stop work as a result of the City's withholding of payments as provided herein.

D. Audit and Inspection of Records. Contractor agrees to maintain and make available to the City, during regular business hours, accurate books and accounting records relating to its Services. Contractor will permit City to audit, examine, and make excerpts and transcripts from such books and records, and to make audits of all invoices, materials, payrolls, records or personnel and other data related to all other matters covered by this Agreement, whether funded in whole or in part under this Agreement. Contractor shall maintain such data and records in an accessible location and condition for a period of not fewer than five years after final payment under this Agreement or until after final audit has been resolved, whichever is later. The State of California or any Federal agency having an interest in the subject matter of this Agreement shall have the same rights as conferred upon City by this Section. Contractor shall include the same audit and inspection rights and record retention requirements in all subcontracts.

4. Effective Date and Term of Aereement. This Agreement shall be effective on July 1,2024 November 1,2024, and shall continue in full force and effectthroughJune 30,2025, unless otherwise terminated earlier by one of the parties pursuant to Section 7 of this Agreement.

5. Independent Contractor. In the fumishing of the services provided herein, the Contractor is acting as an independent contractor and not as an employee of the City. Contractor acknowledges and agrees that at all times, Contractor or any agent or employee of Contractor shall be deemed at all times to be an independent contractor and is wholly responsible for the manner in which it performs the services and work requested by City under this Agreement. Contractor, its agents, and employees will not represent or hold themselves out to be employees of the City at any time. Contractor or any agent or employee of Contractor shall not have employee status with City, not be entitled to participate in any plans, arrangements, or distributions by City pertaining to or in connection with any retirement, health, or other benefits that City may offer its employees.

Page2 of6
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Contractor or any agent or employee of Contractor is liable for the acts and omissions of itself, its employees, and its agents. Contractor shall be responsible for all obligations and payments, whether imposed by federal, state, or local laws, including, but not limited to, FICA, income tax withholdings, unemployment compensation, insurance, and other similar responsibilities related to Contractor's performing services and work, or any agent or employee of Contractor providing same. Nothing in this Agreement shall be construed as creating an employment or agency relationship between City and Contractor or any agent or employee of Contractor. Any terms in this Agreement referring to direction from City shall be construed as providing for direction as to policy and the result of Contractor's work only, and not as to the means by which such a result is obtained. City does not retain the right to control the means or the method by which Contractor performs work under this Agreement.

6. Insurance and Indemnity.

6.1. Indemnification and Waivers. Contractor shall indemnifu, defend, and hold harmless the City, its officers, employees, agents and volunteers ("City indemnitees"), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels' fees and costs of litigation (ooclaims"), arising out of the Contractor's performance of its obligations under this agreement or out of the operations conducted by Contractor, except for such loss or damage arising from the sole negligence or willful misconduct of the City. In the event the City indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Contractor's performance of this agreement, the Contractor shall provide a defense to the City indemnitees, or at the City's option, reimburse the City indemnitees their costs of defense, including reasonable legal counsels' fees, incurred in defense of such claims.

6.2. Insurance. During the term of this Agreement, Contractor shall maintain, keep in force and pay all premiums required to maintain and keep in force liability and property damage insurance. The limits of such policy shall be as required by the City of Sanger. A copy of the City's requirements for such insurance coverage is attached hereto as EXHIBIT B.

6.3 Survival. The Terms of this section 6 shall survive the termination of this Agreement.

7. Termination.

7.I This Agreement may be terminated at any time by either party upon fifteen (15) calendar days written notice. In the event the Agreement is terminated by either party, Contractor shall be compensated for services performed to the date of termination based upon the compensation rates and subject to the maximum amounts payable agreed to together with such additional services performed after termination which are authorized in writing by the City representative to wind up the work performed to date oftermination.

7.2 City may immediately suspend or terminate this Agreement in whole or in part by written notice where, if in the determination of City, there is:

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An illegal use of funds by Contractor;
A failure by Contractor to comply with any material term of this Agreement;
A substantially incorrect or incomplete report submitted by Contractor to City.

In no event shall any payment by City or acceptance by Contractor constitute a waiver by such party of any breach of this Agreement or any default which may then exist on the part of either party. Neither shall such payment impair or prejudice any remedy available to either party with respect to such breach or default. City shall have the right to demand of Contractor the repayment to City of any funds disbursed to Contractor under this Agreement which, as determined by the appropriate court or arbitrator, were not expended in accordance with the terms of this Agreement.

All notices shall be mailed to the City:

City of Sanger
Public Works
1700 7th Street
Sanger, CA93657
To Contractor:

Sweeping Corp. of America
10313 W. Legacy Ave.

Visalia, CA9329l

8. Compliance with Laws.

8.1 Laws Incorporated by Reference. Contractor will comply with all applicable federal, state, and local laws in performing this Agreement. The full text of the laws listed in this Section, including enforcement and penalty provisions, are incorporated by reference into this Agreement. Contractor represents and warrants to the City that it has and will keep in effect during the term of this Agreement all licenses (including but not limited to, the City Sanger business license), permits, and approval of whatever nature which are legally required to perform Contractor's services.

8.2 Prevailing Wages. Contractor shall comply with State of California prevailing wages laws.

8.3 Conflict of Interest. By executing this Agreement, Contractor certifies that it does not know of any fact which constitutes a violation of Title 9, Chapter 7 of the California Government Code (Section 87100 et seq.), or Title 1, Division 4, Chapter l, Article 4 of the Califomia Govemment Code (Section 1090 et seq.), and further agrees promptly to notifu the City if it becomes aware of any such fact during the term of this Agreement.
a.
b,
c.

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8.4 Proprietary Information. In the performance of Services, Contractor may have access to City's proprietary or confidential information, the disclosure of which to third parties may damage City. If City discloses proprietary or confidential information to Contractor, such information must be held by Contractor in confidence and used only in performing the Agreement. Contractor shall exercise the same standard of care to protect such information as a reasonably prudent Contractor would use to protect its own proprietary or confi dential information.

8.5 Nondiscrimination Requirements. Contractor shall comply with all state and federal laws in the administration of this Agreement.

8.6 Alcohol and Drug-Free Workplace. City reserves the rightto deny access to, or require Contractor to remove from, City facilities personnel of any Contractor or subcontractor who City has reasonable grounds to believe has engaged in alcohol abuse or illegal drug activity which in any way impairs City's ability to maintain safe work facilities or to protect the health and well-being of City employees and the general public. City shall have the right of final approval for the entry or re-entry of any such person previously denied access to, or removed from, City facilities. Illegal drug activity means possessing, furnishing, selling, offering, purchasing, using or being under the influence of illegal drugs or other controlled substances for which the individual lacks a valid prescription. Alcohol abuse means possessing, furnishing, selling, offering, or using alcoholic beverages, or being under the influence of alcohol.

8.7 Public Records Act. Contractor acknowledges that this Agreement and all records related to its formation, Contractor's performance of services, and City's payment are subject to the California Public Records Act, (California Government Code $6250 et seq.). Such records are subject to public inspection and copying unless exempt from disclosure under federal, state, or local law.

9. GENERAL PROVISIONS

9.1 Notices. All notices and communications from the Contractor shall be to Public Works Operations Manager. All written notices shall be provided and addressed as indicated above.

9.2 Assisnment. Neither the City nor the Contractor will assign its interest in this Agreement without the written consent of the other.

9.3 Entire Agreement. This contract sets forth the entire Agreement between the parties and supersedes all other oral or written provisions. Any changes to this Agreement requested by either City or Contractor may only be affected if mutually agreed upon in writing by duly authorized representatives of the parties hereto. This Agreement shall not be modified or amended or any rights of a party to it waived except by such a writing.

9.4 Attorney's Fees. In the event that any action is brought to enforce the terms of this Agreement, the party found by the court to be in default agrees to pay reasonable

75 76
attorney's fees to the successful party in an amount to be fixed by the Court.

9.5 Governing Law. The laws of the State of California shall govern the rights and obligations of the parties under this Agreement, including the interpretation of the Agreement. If any part of the Agreement is adjudged to be invalid or unenforceable, such invalidity shall not affect the full force and effect of the remainder of the Agreement.

10. Governing Law. Jurisdiction. Venue. The formation, interpretation, and performance of this Agreement shall be governed by the laws ofthe State of Califomia. Venue for all litigation relative to the formation, interpretation, and performance of this Agreement shall be in the County of Fresno.

I l. Waiver. In the event that either party waives any breach of this Agreement, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or any other term, condition, or obligation.

12. Severability. Should the application of any provision of this Agreement to any particular facts or circumstances be found by a court of competent jurisdiction to be invalid or unenforceable, then (a) the validity of other provisions of this Agreement shall not be affected or impaired thereby, and (b) such provision shall be enforced to the maximum extent possible so as to the effect the intent of the parties and shall be reformed without further action by the parties to the extent necessary to make such provision valid and enforceable.

13. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement. This Agreement shall be effective upon transmission by any Party to the other parties of a fully signed facsimile copy of the Agreement after the formal approval by the governing body of the City. In case of any conflict, the counterpart maintained by the City shall be deemed to be determinative.

IN wITNEss WHEREOF, the parties hereto have executed this Agreement.

CITY OF SANGER CONTRACTOR
By
Nathan Olson, City Manager
Date:

ATTEST:

By
Matthew Bawks, District Manager
Date:

APPROVED AS TO FORM
ByBy:

Corina Tamez, City Clerk

Hilda Cantri Montoy, City Attorney
76 77

EXHIBIT A
"SCA Rate Sheet, Scope of Services, and Map"
77 78

EXHIBIT B
Insurance Requirements for Contractors
Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide, and continuously maintain at its own expense during the term of the Agreement, and shall require any and all Subcontractors and Subconsultants of every Tier to obtain and maintain, policies of insurance of the type and amounts described below and in form satisfactory to the City.

Minimum Scope and Limits of Insurance
C ommer c i al G e ner al Li ab il ity
A. Vendor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than two million dollars ($2,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

Vendor's general liability policies shall be primary and shall not seek contribution from the City's coverage, and be endorsed using Insurance Services Office form CG 20 l0 (or equivalent) to provide that City and its officers, officials, employees, and agents shall be additional insureds under such policies. For construction projects, an endorsement providing completed operations coverage for the additional insured, ISO form CG 20 37 (or equivalent), is also required.

B. Any failure to comply with reporting provisions of the policies by Vendor shall not affect coverage provided the City.

C. Coverage shall state that Vendor insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

D. Coverage shall contain a waiver of subrogation in favor of the City Bus ine s s Automob il e Liability
A. Vendor shall provide auto liability coverage for owned, non-owned, and hired autos using ISO Business Auto Coverage form CA 00 0l (or equivalent) with a limit of no less than five million dollars ($2,000,000) per accident.

Workers' Compensation and Employers' Liability
A. Vendor shall maintain Workers' Compensation Insurance and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000). Vendor shall submit to City, along with the certificate of insurance, a waiver of subrogation endorsement in favor of City, its officers, agents, employees, and volunteers. 2 78
79 All Coverages
A. Each insurance policy required by the agreement shall be endorsed to stat that coverage shall not be suspended, voided, cancelled, or reduced in limits except after thirty (30) days' prior written notice has been given to the City, except that ten (10) days' prior written notice shall apply in the event of cancellation for nonpayment of premium. All self- insurance, self-insured retentions, and deductibles must be declared and approved by the City.

B. Evidence of Insurance - Prior to commencement of work, the Vendor shall furnish the City with certificates, additional insured endorsements, and waivers of subrogation evidencing compliance with the insurance requirements above. The Vendor must agree to provide complete, certified copies of all required insurance policies if requested by the City.

C. Acceptability of Insurers - Insurance shall be placed with insurers admitted in the State of California and with an A.M. Best rating of A- VII or higher.

Subcontractors and Consultants - A category of risk and the applicable insurance requirements will be determined on a "per subcontractor" or "per consultant" basis, considering the particular work to be done by the subcontractor or consultant and the interrelationship of that work to other work being conducted by the Vendor.

Waiver of Subrogation
All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City, its elected or appointed offrcers, agents, offrcials, employees, and volunteers, or shall specifically allow Contractor, or others providing insurance evidence in compliance with these specifications, to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City and shall require similar written express waivers and insurance clauses from each of its subconsultants or subcontractors.

Enforcement of Contract Provisions (non estoppel)
Contractor acknowledges and agrees that any actual or alleged failure on the part ofthe Agency to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City, nor does it waive any rights hereunder.

SpeciJications not Limiting
Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If Contractor maintains higher limits than the minimums required above, the entity shall be entitled to coverage at the higher limits maintained by Contractor.

Notice of Cancellation
Contractor agrees to oblige its insurance agent or broker and insurers to provide to the City with thirty (30) calendar days' notice of cancellation (except for nonpayment for which ten (10) Ex.B-Page2of3
79 80
calendar days' notice is required) or nonrenewal ofcoverage for each required coverage.

Se lf- ins ur e d Re t e nt i on s
Any self-insured retentions must be declared to and approved by the City. The City reserves the right to require that self-insured retentions be eliminated, lowered or replaced by a deductible.

Self-insurance will not be considered to comply with these specifications unless approved by the City's Risk Manager.

Timely Notice of Claims
Contractor shall give the City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.

Additional Insurance
Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgement may be necessary for its proper protection and prosecution of the Work.

Ex.B-Page3of3
80 81
Exhibit A
Scope of Work for Sweeper Corp of America
Objective:

Sweeping Corp of America shat[ provide equipment, [abor, fuel, and any other materiats necessary to maintain clean and safe streets by removing debris, litter, and dirt from roadways and pubtic spaces.

Tasks:

1. Street Sweeping:
o Utitize street sweeping equipment to clean streets, gutters, and pubtic spaces fottowing estabtished detaited routes, schedutes, and areas to be swept as outlined in the attached map (Appendix A).
o Perform street sweeping services twice a month, with each cycte taking five days to complete, to maintain cteantiness and prevent debris buitdup.

Pay speciat attention to high-traffic areas, intersections, and zones with heavy debris accumutation.

2. Debris Collection:
o Cotlect and dispose of collected debris, titter, and dirt according to municipat regulations and environmentaI standards.
o Ensure proper handting and disposal of hazardous materials encountered during sweeping.

3. EquipmentMaintenance:
o Perform routine maintenance and inspections of street sweeping equipment to ensure optimat performance.
o Report any mechanical issues or necessary repairs to the maintenance team promptty.

4. Safety and Comptiance:
o Adhere to att safety protocots and procedures white operating equipment and performing duties.
o Comply with [ocat, state, and federaI regulations regarding street sweeping and waste disposat.

5. Documentation and Reporting:
o Maintain accurate records of work performed, inctuding areas swept, debris cottected, and any incidents or issues encountered.
o Provide regutar reports to supervisors on the status of street sweeping activities. o
Scope of Work for Sweeper Corp of America Page 1 ot 2
81 82
Map Reference:

Ptease refer to the attached map (Appendix A) for detaited routes, schedules, and areas to be swept.

Rates:

Please refer to the attached rate schedute (Appendix B)for detaited information on the costs associated with the street sweeping services.

Scope of Work for Sweeper Corp of America Page 2 of 2
82 83
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Appendix B
SChr
Sweeping Corp af Amerisa
RATE sHEET FoR nRIVATE woRK IN THE 4ft eueRTER oF
THE 2024 SEASON
Mechonical Broom & Regenerotive Air Sweeper Rates Effective la.' December 3 l't'?024 Monday to Friday
Monday to Friday
lvlonday to Friday
Monday to Friday
Monday to Friday
Monday to Friday
Saturday
Saturday
Sunday
Sunday
Hourly Day Rate: $215.00 per hour
Overtirne f)ay Rate: $245,00 per hour
Double Time Day Rate: $285.00 per hour
Hourly Night Rate: $275.00 per hour
Overtime Niglrt Rate: $295.00 per hour
Double Time Night Rate: $3 15.00 per hour
Hourly Day Rate: $3 15.00 per hour
I{ourly Night Rate: $345.00 per hour
Hourly Day Rate: $345.00 per hour
Hourly Night Rate: $365.00 per ltour
Emergency Call Out Rate: $400.00 per hour
Subsistence: $200.00 per day
2 Hour Per Day Minimum Rates will be charged Portal to Portal SCA of CA, LLC has been serving the entire Central Valley since 1977. With over 2,500 scheduled clients, we have the experience and equipment needed to get the job done right...tlre first time! Our job experience includes, but is not limited to: Municipalities, Industrial Properties, Dairies, Highway Construction and Homeownerships. SCA of CA is a local company that puts lnoney back into our Valley.

Equipnrcnt: With a fleet consisting of twenty-five (25) Regenerative Air sweepers and twenty-three (23) Power Mechanical Broom sweeping units and five (5) Water Trucks, Central Valley Sweeping is equipped to handle any job. .. .and prepared with backup machines to cover any breakdown situation. Our large fleet of sweepers allows us to take a machine out of service for general maintenance or repair without disrupting our service schedule.

DUST CONTROL & FUELEFFICIENT EQUIPMENT: Our Regenerative Air & Mechanical Broom sweeping units come equip with PM- 10 conrpliant dust control systerns and AQMD Rule I 186 low emissions packages.

P.O. Box 6787, Visalia, CA 93290-6787 Phone: (559) 739-7532 Fax: (559) 625-2980
84 85
SA NG
,i
ER
Fot the Meeting of: December 5,2024
Agenda Item No.

CrrY oF SINGER
REPORTTO THE, CIry COUNCIL
r-?
To:

From:

Subject:

Attachments:

BACKGROUND:

Prepared bv: Gres Tarascou
Mayor and Councilmembers
Greg Tarascou, Fire Chief
Renewal of Contract with ESO Solutions
Contract between ESO and City of Sanger
Quote from ESO Solutions
CONFLICT OF INTEREST:

None known.

RECOMMENDATION:

That the City Council approves the renewal contract between the City of Sanger and ESO Solutions for the Fire Department and authorizes the City Manager to sign the necessary documents on behalf of the City.

EXECUTIVE SUMMARY:

The Fire Department currently utilizes this software platform for the maintenance our ambulance billing platform. The most utilized section of this software is for the electronic patient care reports (ePCR) and the subsequent billing platform. Over 3000 medical-aid specific calls per year are documented into this oPCR software and the Fire Department's ambulance billing division uses this software to prepare medical bills to our customers. In addition, the Fire Department utilizes ESO Software for quality assurance, fire inspections, properties and permitting features, and a myriad of administrative reports for the delivery of fire and life safety services in Sanger. This agreement is for the ambulance billing software only; the remainder of the software provided by ESO is currently in contract and will be brought back to Council for consideration at renewal.

Apptoved by: lr/t--
REVIEW: Ciry Manager: _NCO_ Finance: Ciw Attornev: RS for HCM TYPE OF ITEM:

X Consent
Info Item
Action Item
X Deoartment Reoort
Redevelooment Asencvlo
COUNCIL ACTION: APPROVED DENIED NO ACTION
Public Hearing
Matter Initiated by a Council Member
Other
Continued to:
85 86
In the early 2000's the Fire Department was directed by the County of Fresno to move towards an ePCR system for the documentation of prehospital patients in the field. The purpose of the ePCR has many different components. First, it provides a way to pull data from the ePCRs that is generated in the field for quality management and statistical analysis of call volumes. Secondly, it provides a link to the local hospitals and EMS Agency to allow these entities to add this computer data generated in the field automatically to the electronic medical records established in the hospitals. Lastly, and most importantly, it allows the ambulance medical billers to extract the necessary data from the ePCR to properly bill the patient's insurance. This software prepares the invoices necessary to bill the nearly two dozen different insurance companies in any given year, keeps track of remittances and patient responsibilities with copayments, and interacts with other software to determine insurance eligibility of patients the Fire Department takes care of during the year. It is estimated that with over 3000 individual requests for medical-aid services, the ambulance billing departrnent works the invoice side of that individual call three to six times before it is closed.

REASON F'OR RECOMMENDATION:

The renewal of this contract for the Fire Department will continue to support our operations to cunent industry standards, complete our mandatory billing requirements with Medicare, eliminate and/or significantly reduce redundant operations, streamline our ambulance billing and enhance our ability to retrieve and recall necessary data for continuous quality improvement.

FISCAL IMPACT:

The billing platform only provided by ESO Solutions is a recurring fee of $11,815.74 per year with a contracted increase of approximately 8.75%o per year. This fee is cunently budgeted in the current FY 2024-25 budget for the Ambulance Division.

ALTERNATIVES:

None.

ACTIONS FOLLOWING APPROVAL:

The city Manager will obtain the agreement and sign on behalf of the city. \\nas I \shared\Forms & Templates
86 87
Attachments
87 88

ESO SUBSCRIPTION AGREEMENT
ThisESoSubscriptionAgreement(this,,Agrcement')isenteredintoasof-(,,EttectiveDate'',,by andbetweenESOSoluiions, lnc.,aTexascorporationhavingitsprincipal placeof business atllS00AlterraParkway,Suitel00 Austin, TX 78758, including its controlled subsidiaries, (collectively, "ESO") and _, having its principal place of business at ("Customel'). This Agreement consists of these lerms and conditions (the"General Terms & Conclitions") below, the Business Associate Agreement, and any Order (as detined below) executed by the parties, including any attachments to such order.

The parties have agreed that ESO will provide Customer certain technology products and/or services and that Customer will pay ESO cerlain fees. Therefore, in consideration of the covenants, agreements and promises set forth below, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties, intending to be legally bound, hereby agree as follows.

GENEML TERMS AND CONDITIONS

1. DEFINITIONS. Capitalized terms not otherwise defined in this Agreement have the meanings below:
"Ad&On Soflware" means any complemenlary sofh,^/are components or reporting service(s) that ESO makes available to customer through its Software.
"Customer Data" means information, data and other content in electronic form that is submitted, posted, or otherwise transmitted by or on behalf of Customer through the Software.
"De-identified Data" means Customer Data which (i) if PHl, has been deidentifled in accordance with HIPAA, or (ii) if not PHl, which has had all personally identiflable information removed, as well as the names and addresses of Cuslomer and any of its Users and/or Customeis clients, and in each *lse as a consequence is neither PHI nor ideniitiable to or by Customer. "Deliverabld' means soflu/are, report, or other work producl created pursuant to a Statement of Work. "Documentatlon" means lhe Sofhrrare's user guides and operating manuals. "Feedbacr' refers to any suggestion or idea for improving or otherwise modifying ESO's products or services. "integ'ated Seryic€" means a third-parly hardware, softv/are, service, website, or data that is integrated with (or interoperates) with a SeNice. Nonexclusive examples of lntegrated Services include computer-aided dispatch (CAD), cardiac monilors and billing software. "lntellectual Propelty''means trade secrets, copyrightable subject matter, patents and patent applications, and other proprietary information, activiliss, and any ideas, concepts, innovations, inventions and designs. "Licensed Software" means the executable, object code version of soft\i/are that ESO provides to Customer for its use and installation on Customeis own equipment. For the avoidance of doubt, Licensed Software does not include Add-on Software or SaaS. "New Version" means any new version of Licensed Software (excluding SaaS Sofl\ilare) that ESO may from time to time introduce and market generally as a dislinct licensed product, as may be indicated by ESO'S designation of a new version number, brand or product.
"O,'der" means a document addressing the order of a specific set of products or services which is executed by authorized representatives of each party. An Order may be (a) an ESO sales form or "Quote", (b) a Statement of Work, or (c) an addendum or otherwriting which is attached orwhich the parties intend to be incorporated by reference into lhis Agreement. Forthe avoidance of doubt, unilateral purchase orders and other similar documents do not constitute an Ordering Document. "OutagC' means Customer is unable to access SaaS, or such access is materially delayed, impalred or disrupted, in each case as caused or controlled by Eso.
"Professional SeNices" means professional services provided by ESO under a Statement of Work. "Prctectecl Health lnfotmalion" or "PHf' has the meaning set forth in HIPAA. All references herein to PHI shall be construed to include electronic PHl, or ePHl, as that term is detined by HIPM. "Repofting Services" means, collectively, the different tools or features in the Software allowing Customer to generate compilations of data, including but not limited to ad-hoc reports, analytics, benchmarking or any other reporling tool provided through the Software. "SaaS' means soflware-as-a-service that ESO hosts (directly or indirectly) for Customefs use on a periodic subscription basis. For the avoidance of doubt, SaaS does not include Licensed Software. "Scheduled Downtime" means periods when ESO intentionally interrupts SaaS to perform system maintenance or otherwise conect service enors during non-peak hours (except for critical circumstances), typically between midnight and 6 a.m. Central Tlme on a fortnightly basis.

CONFIDENTIAL ESOESAv230425 I 1
88 89
"Soflwarc" means any ESO computer program, programming or modules specified in the Agreement or any Order. For the avoidance of doubt, Add-on Software, SaaS, and Licensed Software are collectively refened to as Software. "S/pporl Selrces" means those services described in Exhibit B. "Thfcl-Party Data" means data not owned by ESO but which is (or access to which is) provided by ESO under an Order (such as fire codes or A/d\M AIS codes).
"Thttt-Parly Service" means a service not provided by ESO but which is made available by ESO in connection with its Software under an Order.
"Thitd-Party Software" means software not owned by ESO but which is (or access to which is) provided by ESO under an or Order. "Use Restrictions" means the restrictions imposed on Customefs use of Soffware as described in Seclion 3.3. "User, means any indivldual who uses the Software on Customefs behalf through Custome/s account or passwords.

2. SOFTWARE OROERS. During the Term, Customer may order Software from ESO by signing an appropriate Order. Customer's license to Licensed Software and its subscription to SaaS are set forth below. Each such Order is incorporated herein by reference.

3. LICENSE/SUBSCRIPTIONTOSOFTWARE

3.1. Grant of Subscriotion: SaaS. For SaaS, during the Term Customer may access and use the SaaS and Reporting Services, with the access and volume limitations set forth on the applicable Order, subject to Customer's compliance with the Use Reslrictions and other limitations conlained in this Agreement.

3.2. Grant ofLicense: Licensed Software. For Licensed Software, during the Term ESO hereby grants Cuslomera limited, non- exclusive, non-transferable, non-assignable, non-sublicensable, revocable license to copy and use the Licensed Software, in such quantities as are set forth on the applicable Order and as necessary for Customer's internal business purposes, in each case subiect to Custome/s compliance with the Use Restrictions and other limitations and obligations contained in this Agreement.

3.3. Use Resirictions. Except as provided in this Agreement or as otherwise authorized by ESO, Customer has no right to, and shall not: (a) decompile, reverse engineer, disassemble, print, copy or display the Software or otherwise reduce the Soflware to a human-perceivable form in whole or in part; (b) publish, release, rent, lease, loan, sell, distribute or lransfer the Software to anolher person or entity; (c) reproduce the Software for the use or benelit of anyone other than Customer; (d) alter, modiry or create derivative works based upon the Soflware either in whole or in part; or (e) use or permit the use of the Software for commercial time-sharing arrangements or providing service bureau, data processing, renlal, or other services to any third party (including any affiliate not specilically listed in the appticabte Order).

3.4. Ownership. The rights granted under lhe provisions of this Agreement do not constitute a sale of the Sofiware. ESO retains all right, title, and interest in and to the Software, including without limitation all software used to provide lhe Soflware and all graphics, user interfaces, logos and trademarks reproduced through the Software, and Feedback, except to the limited extent set forth in lhis Agreement. This Agreement does not grant Customer any intellectual property rights in the Software or any of its components, except lo the limited extent that this Agreement specifically sets forth Customer's rights to access, use, or copy lhe Software during the Term. Customer acknowledges that the Software and its components are protected by copyright and other laws.

3.5. Third-Partv Software and Services. This Section 3.5 applies to Third-Party Soflware and Services offered by ESO. Refer to the product table following the Agreement for applicability.

3.5.'1. ESO neither accepts liability for, nor wanants the functionality, utility, availability, reliability or accuracy of, Third-Party Software or Third-Party Services. The Third-Party Software "EMS1 Academy" and/or "FireRescue'l Academy" and/or "EMSI & FireRescuel Academy - lmplementation and Configuration" and/or "Leaming Management System" and/or "EVALS lmplementation" (collectively, "Education") is offered by ESO in collaboration with Lexipol, fI</a The Praetorian Group. If Cuslomer subscribes to Education, Cuslomer acknowledges and agrees to the terms and conditions of the Praetorian license agreement, located at hltps://M.lexipol.com/terms-and-conditions/, which shall supersede this Agreement as it applies to Customer's use of Education and any Customer Data slored therein.

3.5.2.Third-PartvData. lfCustomer(aslndicaledonanOrder)electstolicenseThird-PartyData(e.g.,firecodes),ihensubjectto the terms hereof, ESO hereby grants Customer a non-exclusive, non-sublicensable, and non-transferable license during lhe Term to use such Thkd-Party Data via the Software solely for Custome/s intemal purposes. Customer will not (i) allow greater access than that set forth in the applicable Order, (ii) disclose, release, distribute, or deliver Third-Party Data, or any portion thereof, to any third party (iii) copy, modify, or create derivaiive works of Third-Party Data, (iv) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otheMise make available Third-Party Data, (v) attempt to output in any form more lhan 10olo of lhe Thkd-Party Data or otherwise circumvent the usage limitations included in the Software, (vi) remove any proprietary notices included within Third-Party Data or Software, or (vii) use Third-Party Data in any manner or for any purpose that infringes or otheMise violates any proprietary right of a person, or that violates applicable law. ESO does not warrant lhe CONFIDENTIAL ESOESAv230425 | 2
89 90
functionality, reliability, accuracy, completeness or utility of, Third-Party Data, or accept any liability therefor. Additional terms and limitations applicable to Third-Party Data may be provided on the applicable Order.

3.6. lnteorated Services. Customer is responsible for securing the right for ESO to receive, transmit, process, display, and store all dala ("lntegrated Dala") from and to any lntegrated Service to the extent required for ESO to perform its obligations and exercise its rights under this Agreement. ESO's obligation to support Integrated Services is contingent upon Customer securing such rights. Customer's failure to secure such rights does not terminate or suspend Customefs obligation to pay Fees. Customer bears (and shall hold ESO harmless from) all risks associated with access to and use of lntegrated Services and lntegrated Data. Any lntegrated Data made accessible by ESO in or through the lntegrated Service ls provided on an "as-is" and "as available" basis without any wananty of any kind. Customer acknowledges that ESO is not responsible for and under no obligation lo control, monitor or conect lntegrated Data; provided, however, ESO reserves the right to take remedial action if any such data violates applicable law or this Agreement, including without limitation, the removal of, or disablement of access to, such data and the lntegraied Service. Customer acknowledges that ESO's ability to deliver each Service is contingent upon Customer or User's compliance with this Agreement and any applicable third party's terms of use. Accordingly, if ESO's performance under this Agreement is prevented or delayed by any act or omission of Customer or its agents, subconlraclors, or third-party vendors (other than ESO) ("Customer Delay"), ESO shall not be deemed in breach of its obligations under this Agreement or otherwise be liable for any costs or losses ofCustomer (in each case, to the extent arising directly or indirectly from Customer Delay).

3.7. Third Partv APls. Customer acknowledges that: (i) the nature, type, quality and availability of lntegrated Data and lntegrated Services may change at any time during lhe Term, and (ii) features of the lntegrated Service that integrate or interoperate wilh third parties and lntegraied Data depend on the continuing availability ofsuch third parties' respective application programming interfaces ('APls") for use with the lntegrated Service. ESO may update, change or modify the lntegrated Services under this Agreement because of a change in, or unavailability of, such lntegrated Data or APls. lf any third-party ceases to make its lntegrated Data or APls available on reasonable terms for the Integrated Services, as determined by ESO in its sole discretion, ESO may cease providing access to or support for lhe affected lntegrated Data or lntegrated Service without any liability to Customer. Any changes to lntegrated Data or APls, including their availability or unavailability, during lhe Term does not affect Customer's obligations under this Agreement or the applicable Order, and Customer will not be entitled to any reduction in fees, refund, credit or other compensation due to any such changes.

4. HOSTING,SLA&SUPPORTSERVICES

4.1. Hostino & Manaoement. Customer shall be responsible for hosting and managing any Licensed Software on systems meeting the requiremenls specilied by ESO. ESO shall be responsible for hosting and managing any SaaS.

4.2. Service Level Aoreement. lf an Outage, excluding Scheduled Downtime (as detined below), results in the service level uptime falling below 99% for any three-month period (the "Uptirne Commitment'), then Cuslomer may immediately terminate this Agreement, in which case ESO will refund any prepaid, unearned Fees to Customer. This is Customer's sole remedy for ESO'S breach of the Uptime Commitment.

4.3. Scheduled Downtime. ESO will endeavor to provide reasonable (72 hour) notice of Scheduled Downtime to Cuslomefs Users.

Nolice of Scheduled Downtime may be provided from within the Software or via email. Scheduled Downtime shall never constitute a failure of performance or Outage by ESO. Notification timelines and the frequency of Scheduled Downtime are subject to the emergence of security concerns oulside of ESO's control.

4.4. Support and Updates. During the Term, ESO shall provide to Customer lhe Support Services, in accordance with Exhibit B, which is incorporated herein by reference. ESO may updaie and revise its Software, providing reasonable notice in the case of any material diminishment.

5. FEES

5.1. Fees. ln consideration of the rights granted hereunder, Customer agrees to pay ESO the fees for the Sofhdare and Professional Services as set forth in the Orde(s)) (collectively, "Fees"). The Fees are non-cancelable and non-refundable, except as expressly provided herein. Customer (or Third-Party Payer, if applic€ble) shall pay all invoices within 30 days of receipt.

5.2. Third-Partu Paver. lf Customer desirss to use a third-party to pay some or all of the Fees on behalf of Customet (a "Third-Party Payel'), lhen (i) each applicable Order will identiry such anangement, (ii) the Third-Party Payer will enter into a written agreement with ESO regarding such arrangement, (iii) Customer may replace the Third-Party Payer by written notice to ESO (provided that no such change shall be made unlil the then-cunent Term's renewal), (iv) references within this Section 5 to Customer's responsibility for Fees shall be understood to refer to the Third-Parly Payer when applicable, and (v) Customer shall remain responsible for payment if the Third-Party Payer does not pay the Fees.

5.3. Uolift on Renewal. Fees for Software, which recur annually, shall increase by 8.75olo each year this Agreement is in effect.

5.4. Taxos and Fe€s. The Fees are exclusive of all taxes and credit card processing fees, if applicable. Unless and until Customer provldes ESO a tax exemption certificate, Customer will be responsible for and will remit (or will promptly reimburse ESO for) all taxes of any kind, including sales, use, duty, customs, withholding, property, value-added, and other similar federal, state or local taxes (olher lhan taxes based on ESO'S income) related to lhis Agreement.

CONFIDENTIAL ESOESAv230425 I 3
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5.5. Aopropriation of Funds. lf Customer is a city, county or other govemment entity, Customer may terminate the Agreement at the end of the Customeds fiscal term if Customer provides evidence that ils goveming body did not appropriate sutticient funds for the next fiscal year. Notwithstanding the foregoing, lhis provision shall not excuse Customer from past payment obligations or other Fees eamed and unpaid.

5.6, Usaoe Monitorino. Cuslomer is solely responsible for its own adherence to volume and use limitations indicated on the applicable Order. ESO may monitor Customefs use of the Software, and if Customer's usage exceeds the level indicated in the applicable Order (an "Ovenge"), Customer shall owe ESO the Fee corresponding to such usage level at a rate no higher than ESO's then-standard pricing for new customers at an equivalent usage level. ESO may invoice for Overages immediately.

6. TERM ANO TERMINATION

6.1. Term. The term of this Agreement (the "Ierrn") commences on the Effective Date and continues for a period of one year (or any longer period provided in an Ordeo. Thereafler, the Term will renew for successive one-year periods unless written notice is provided at least 60 days prior to the anniversary of the Effective Date.

6.2. Termination for Cause. Either party may terminate this Agreement or any individual Order for the other party's uncured material breach by providing written notice. The breaching party shall have 30 days from receipt to cure such breach to the reasonable salisfaction of the non-breaching party.

6.3. Effect of Termination. lf Customer terminates this Agreement or any Order as a result of ESO'S material breach, then to the extent Customer prepaid any Fees, ESO shall refund to Customer those prepaid Fees on a pro-rata basis from the date Customer actually ceases use of the Software. Upon termination of this Agreement or any Order, Cuslomer shall cease all use of the Software and delete, destroy or retum all copies of the Documentation and Licensed Software in its possession or control, except as required by law. Customer shall remain obligated to pay appropriate Fees at ESO'S then-current rates if Customer continues to use or access Software after the termination or expiration of this Agreement. lf Customer's Agreement includes a multi-year discount plan with diminishing discounts, and Customer terminates lhe Agreement prior to lhe completion of the discount plan, Customer shall promptly pay ESO's invoice recouping such discounts for a maximum of lwo years prior to the date of termination. Terminalion of this Agreement is without prejudice to any other right or remedy and shall not release a party from any liability.

6.4. Dclivqry_qf_Dala. ESO will provide Customer its Customer Data in a searchable .pdf format upon request made within 60 days of the expiration or termination of this Agreement. Customer acknowledges that ESO has no obligation to retain Customer Data more than 60 days affer expiration or termination of this Agreement.

7. REPRESENTATIONS ANDWARRANTIES

7.1. Material Perfomance of Software. After it is fully implemented (and subject to Customeis adherence to Sections 3.3, 4.1 and '13.4), ESO warrants that the Software will reliably collect, transmit, store and/or pennit access to data in compliance with applicable law and indusiry standards.

7.2, Due Authoritv. Each party's execution, delivery and performance of this Agreement and each agreement or instrument contemplated by this Agreement is duly authorized by all necessary corporate or government action.

7.3. Customer Cooperaiion. Customer agrees to use cunent operating systems and reasonably and timely cooperate with ESO, including providing ESO reasonable access to its equipment, sofrware and data as necessary for the implementation and operation of the Software.

8. DISCLAIMER OF WARMNTIES. EXCEPT AS OTHERWSE PROVIDED IN SECTION 7, ESO DISCLAIMS ALL WARRANTIES,

EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, SUITABILITY, TITLE, NON.INFRINGEMENT, OR ANY IMPLIED WARRANTY ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. EXCEPT AS EXPRESSLY PROVIDEO IN SECTION 7, CUSTOMER ACCEPTS THE SOFTWARE "AS-IS'AND'AS AVAILABLE,"

9. CONFIDENTIALIry

9.!. "Confidential lnfomation" rclets to the following items: (a) any document marked "Contidential"; (b) any information orally designated as "Confidential" at the tlme of disclosure, provided the disclosing party contirms such designation in writing within flve business days; (c) lhe Software and Documentation, whether or not designated confidential; (d) ESO's security controls, policies, procedures, audits, or other infonnation conceming ESO'S internal secudty posture; (e) any other nonpublic, sensitive infonnation reasonably treated as trade secret or olherwise confidential; and (0 Customer Dala which does not comprise PHI .

Notwithstanding the foregoing, Confidential lnformation does not include informalion that: (i) is in the other party's possession at ihe time of disclosure free of duty of non-disclosure: (ii) is independently developed without use of or reference to Confidential lnformalion; (iii) becomes known publicly, before or after disclosure, other than as a result of the receiving party's improper action or inaction; (iv) is approved for release in wriiing by the disclosing party; (v) as to ESO, Customefs Feedback; or (vi) is PHI (which shail be govemed by the Buslness Assoclale Agrcement nther than this Section).

9.2, Nondisclosure. Each parly shall use Contidential lnformation of the other party solely to fulfill the terms of lhis Agreement (the "Putpose"). Each party shall (a) ensure that its employees or contractors are bound by confidentiality obligations no less CONFIDENTIAL ESOESAV230425 | 4
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restrictive than those contained herein, and (b) not disclose Confidential lnformation io any other third party without prior written consentfrom the disclosing party. Wthout limiiing the generality of the foregoing, the receiving party shall protect Confidential lnformation with the same degree of care it usss to protect its own confidential information of similar nature and importance, but with no less than reasonable care. A receiving party shall promptly notify the disclosing party of any misuse or misappropriation of Confidential lnformation of which it is aware.

9.3. Termination & Retum. Wth respect to each item of Confidential lnformation, the obligations of nondisclosure will terminate three years afler the date of disclosure; provided that, such obligations related to Confidential lnformalion constituting ESO's trade secrets shall continue so long as such informalion remains subject to trade secret protection pursuant to applicable law. Upon termination of this Agreement, a party shall return all copies of Confidential lnformalion to the other or certify the destruclion thereof.

9.4. Retention of Riohts. This Agreement does not lransfer ownership of Confidential lnformation or g.ant a license thereto.

9.5. Ooen Records and Other Laws. Notwithstanding anything in this Section to the contrary, lhe parties expressly acknowledge that Confidential lnformation may be disclosed if such Conlidential lnformation is required to be disclosed by law, a lalwul public records request, orjudicial order, provided that prior to such disclosure, written notice of such required disclosure shall be given promptly and without unreasonable delay by the receiving party in order to give the disclosing parly the opportunity to obiect to the disclosure and/or to seek a protective order. The receiving party shall reasonably cooperate in this effort. ln addition, Customer may disclose the conlents of this Agreement solely for the purpose of completing its review and approval processes under its local rules, if applicable.

10. INSURANCE, Throughout the Term (and for a period of at least ihree years thereafter for any insurance wrilten on a claims-made form) ESO shall maintain in effect the insurance coverage described below:

10.1. Commercial general liability insurance with a minimum of 91 million per occurrence and $1 million aggregate;

10.2. Commercial automobile liability insurance covering use of all non-owned and hired automobiles with a minimum limit of $1 million for bodily injury and property damage liability;

10.3. Workels compensation insurance and employefs liability insurance or any altemative plan or coverage as permitted or required by applicable law, with a minimum employeds liability limit of $1 million each accidenl or disease; and

10.4. Computer processor/computer professional liability insurance (a/Ua lechnology errors and omissions) covering the liability for linancial loss due to eror, omission or negligence of ESO, and privacy and network security insurance ("cyber coverage") covering losses arising from a disclosure of contidential information (including PHI) with a combined aggregate amount of $1 million.

11. INDEMNIFICATION

11.1. lP lnfrinoement. Subject to the limiiations in Section 12, ESO shall defend, indemnifu, and hold harmless Customer from any damages, costs, liabilitias, expenses (including reasonable attorney's fees) ("Damages") actually incuned or finally adjudicated as to any third-party claim or action alleging that the Sothvare delivered pursuant to this Agreement infringe or misappropriate any third party's patent, copyright, trade secret, or other intellectual properly rights enforceable in lhe applicable jurisdiction (each,an"lnclemnifiecl Claim").lf Customermakes an lndemnlfied Claim underthis Section orif ESO determines that an lndemnified Claim may occur, ESO may at its option: (a) obtain a right for Customer to continue using such Software; (b) modify such Soflware to make it a non-infringing equivalent or (c) replace such Software with a non-infringing equivalent. lf (a), (b), or (c) above are not reasonably practicable, either party may, at its option, terminate the relevant Order, in which case ESO will refund any pre-paid Fees on a pro-rata basis for such Order. Notwilhstanding lhe foregoing, ESO shall have no obligation hereunder for any claim resulting or arising from (x) Customefs breach of this Agreement; (y) modifications made to the Software not performed or provided by or on behalf of ESO or (z) lhe combination, operation or use by Customer (and/or anyone acting on Customer's behalD of the Software in connection with any other product or service (the combination or joint use of which causes lhe alleged infringement). This Section 1 1 stales ESO's sole obligation and liability, and Customefs sole rcmedy, for potential or actual intellectual property infringement by the Software.

11.2. lndemnification Procedures. Upon becoming aware of any matter which is subject to the provisions of Sections 1 1 .1 (a "Claim"), Customer must give prompt written notice of such CIaim to ESO, accompanied by copies of any written documenlation regarding the Claim received by the Customer. ESO shall compromise or defend, at its own expense and with its own counsel, any such Claim. Customer will have the right, at its option, to participate in the settlement or defense of any such Claim, with its own counsel and at its own expense; provided, however, that ESO will have the right to control such settlement or defense. ESO will not enter into any settlement that imposes any liability or obligation on Customer without the Custome/s prior written consenl.

The parties will cooperate in any such settlement or defense and give each other full access to all relevant information, at ESO'S expense.

12. LIMITATION OF LIABIUry

12.1. LIMITATION OF DAMAGES. NEITHER ESO NOR CUSTOMER SHALL BE LIABLE TO THE OTHER FOR ANY

CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES, INCLUDING CLAIMS FOR DAMAGES CONFIDENTIAL ESOESAv23O425 | 5
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FOR LOST PROFITS, GOODWLI, USE OF MONEY, INTERRUPTED OR IMPAIRED USE OF THE SOFTWARE, AVAILABILITY OF DATA, STOPPAGE OF WORK OR IMPAIRMENT OF OTHER ASSETS RELATING TO THIS AGREEMENT.

12.2. SPECIFIC LIABILITY. LIABILITY SHALL BE LIMITED AS FOLLOWS:
(a) ESO'S OBLIGATIONS UNDER SECTION 11 SHALL BE LIM|TEDTO 1,000,000. (b) DAMAGES ARISING FROM A PARTY'S BREACH OF CONFIDENTIALITY OBLIGATIONS (INCLUDING A BREACH OF

OBLIGATIONS REGARDING PROTECTED HEALTH INFORMATION OR PERSONALLY IDENTIFIABLE INFORMATION (Pil), SHALL BE LtMtTEDTO $3,000,000.
(C) DAMAGES ARISING FROM A PARTY'S WLLFUL MISCONDUCT OR CRIMINAL CONDUCT SHALL NOT BE LIMITED.

12.3. INSURANCE REQUIREMENTS.ESO SHALL MAINTAIN, AT ITS O\^N COST AND EXPENSE, COMMERCIAL GENERAL tlABlLlTY INSURANCE COVERAGE lN AN AMOUNT NOT LESS THAN ONE M|LL|ON DOLLARS ($1,OOO,O0O) pER OCCURRENCE, TWO MILLION DOLLARS (S2,OOO,OOO) IN THE GENERAL AGGREGATE, AND TWO MILLION DOLLARS ($2,OOO,OOO) PRODUCTS AND COMPLETED OPERATIONS AGGREGATE. THE POLICY SHALL PROVIDE AND BE ENDORSED TO INCLUDE CUSTOMER, ITS OFFICERS, OFFICIALS, EMPLOYEES. AND AGENTS AS ADDITIONAL INSUREDS ON ISO FORM CG 20 1O (OR EQUIVALENT) FOR ONGOING OPERATIONS, AND, FOR CONSTRUCTION OR SERVICE AGREEMENTS, ISO FORM CG 20 37 (OR EQUIVALENT) FOR COMPLETED OPEMTIONS. COVERAGE SHALL

ALLOWAND BE ENDORSED TO INCLUDE A WAIVER OF SUBROGATION IN FAVOR OF CUSTOMER, ITS OFFICERS, OFFICIALS, EMPLOYEES, ANO AGENTS. THE POLICY SHALL ALLOWAND BE ENDORSED AS PRIMARY AND NOT SEEK CONTRIBUTION FROM THE CITY'S COVERAGE.

ESO SHALL MAINTAIN AT IT O\A/N COST AND EXPENSE, CYBER LIABITITY INSURANCE IN THE AMOUNT OF ONE MILLION DOLLARS ($l,OOO,OOO). COVERAGE SHALL BE SUFFICIENTLY BROAD TO RESPOND TO THE DUTIES AND

OBLIGATIONS AS IS UNDERTAKEN BY VENDOR IN THIS AGREEMENT AND SHALL INCLUDE, BUT NOT BE LIMITED TO,

CLAIMS INVOLVING INFRINGEMENT OF INTELLECTUAL PROPERTY, INCLUDING BUT NOT LIMITED TO INFRINGEMENT

OF COPYRIGHT, TRADEMARK, TRAOE DRESS, INVASION OF PRIVACY VIOLATIONS, INFORMATION THEFT, DAMAGE

TO OR DESTRUCTION OF ELECTRONIC INFORMATION, RELEASE OF PRIVATE INFORMATION OR PERSONALLY

IDENTIFIABLE INFORMATION (PII), ALTERATION OF ELECTRONIC INFORMATION, EXTORTION, AND NETWORK SECURITY. THE POLICY SHALL PROVIDE COVERAGE FOR BREACH RESPONSE COSTS AS WELL AS REGULATORY

FINES AND PENALTIES, AND CREDIT MONITORING EXPENSES WTH LIMITS SUFFICIENT TO RESPOND TO THESE OBLIGATIONS. ESO SHALL PROVIDE EVIDENCE OF SUCH COVERAGE IN THE FORM OF A CERTIFICATE OF

INSURANCE AND AGREES TO NOTIFY COVERED ENTITY IMMEDIATELY OF ANY REDUCTION OR CANCELLATION OF SUCH COVERAGE.

12.4. THE FOREGOING SHALL APPLY REGARDLESS OF ffiETHER THE CLAIM FOR SUCH DAMAGES IS BASED IN

CONTRACT, WARRANTY, STRICT LIABILITY, NEGLIGENCE, TORT OR OTHERWSE, INSOFAR AS APPLICABLE LAW

PROHIBITS ANY LIMITATION HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION SHALL BE AUTOMATICALLY

MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION PERMITTED TO THE FULLEST EXTENT POSSIBLE UNDER SUCH LAW. THE PARTIES AGREE THAT THE LIMITATIONS SET FORTH HEREIN ARE AGREED

CONDITIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR ESO'S SOFTWARE AND SERVICES TO

CUSTOMER, AND SUCH LIMITATIONS WLL APPLY NOTWTHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSES

OF ANY LIMITED REMEDY AND EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES,

12.5. SECTION .I 1 AND 12 SHALL SURVIVE EXPIRATION OR TERMINATION OF THE AGREEMENT.

13. CUSTOMER DATA & PRIVACY

13.1. Ownershio of Data. As between ESO and Customer, all Cuslomer Dala shall be owned by Cuslomer.

13.2. Use of Customer Data. Unless it receives Customer's priorwritten consent, ESO shall not grant any third-party access to Customer Data, except (a) subcontractors that are subject to a reasonable nondisclosure agreement or (b) authorized participants in the case of Software designed to permit Customer to transmit Customer Data. ESO may only use and disclose Customer Data to fulfill its obligations under this Agreement or as required by applicable law or legal or governmental authority.

ESO shall give Customer prompt notice of any such legal or govemmental demand and reasonably cooperate with Customer in any effort to seek a protective order or otherwise contest such required disclosure, at Customefs expense.

13.3. DE.idENIifiEd DAIA. CUSTOMER ACKNOWLEDGES AND AGREES THAT, NOTWTHSTANDING ANY OTHER PROVISION HEREIN, ESO MAY USE DE-TDENTIFIED DATA FOR TNTERNAL AND EXTERNAL pURpOSES 0NCLUDtNG

BENCHMARKING AND RESEARCH), PROVIDED THAT ESO WLL NOT SELL DE-IDENTIFIED DATA TO THIRD PARTIES FOR COMMERCIAL USE. Vvithout limiting the foregoing, ESO will own all right, title and interest in all lntellectuat Property of any aggregated and de-identified reports, summaries, compilations, analysis, statistics or other information derived therefrom.

13.4. lntemet Access. Customer is solely responsible for obtaining, maintaining, and securing its network conneclions, and acknowledges such connections are essential to the effective operation ofthe Software. ESO makes no representations to Customer regarding the reliability, performance or security of any network or service provider not provided or managed by ESO.

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14. WORK PRODUCT

14.1. Work Product Ownership. ln the event Customer hires ESO to perform Professional Services, ESO alone shall hold all right, title, and interesl to all proprietary and intellectual property rights of the Deliverables (including, without limiiation, patents, kade secrets, copyrights, and trademarks), as well as title to any copy of software made by or for Customer (if applicable). Customer hereby explicitly acknowledges and agrees ihat nothing in this Agreement or a separate Order gives the Customer any right, title, or interest to the intelleclual property or proprietary know-how of the Deliverables. 15, GOVERNMENT PROVISIONS

15.1. Compliance with Laws. Both parties shall comply with and give all notices required by all applicable federal, state and local laws, ordinances, rules, regulations and laMul orders of any public authority bearing on use of the Software and the performance of this Agreement (provided that Customer shall be solely responsible for any such notice required lo be given to its employees, agents or patients). Customer acknowledges and agrees that it must fully and accurately report discounts or oiher incentives under this Agreement on any cost reports or other applicable claims for payment submitted under any federal health care program, including but not limited to Medicare and Medic€id, as required by federal law.

15.2. Business Associate Aoreement. The parties agree to the terms of the Business Associale Agreement attached as Exhibit C and incorporated herein by reference.

15.3. Equal Opportuniv. The parties shall abide by the requirements of 41 CFR 60-1 .4(a), 60-300.5(a) and 60-741 .5(a), and the posting requirements of 29 CFR Part 471, appendix A to subpart A, if applicable (prohibiting discrimination on lhe basis of protected veteran status, disability, race, color, religion, sex, sexual orientation, gender identity or national origin).

15.4. Excluded Parties List. ESO agrees to report to Customer if an employee or contractor is listed by a federal agency as debarred, excluded or otheMise ineligible for participation in federally funded health care programs.

16. PHI ACCURACY & COMPLETENESS

16.1. Customer Responsibilities. The Software allows Customer and its Users to enter, document, and disclose Customer Data, and as such, ESO gives no representations or guarantees about the accuracy or completeness of Customer Data (including PHI) entered, uploaded or disclosed through the Software. Customer is solely responsible for any decisions or actions taken involving patient care or patient care management, whether those decisions or actions were made or taken using information received through the Software.

16.2. HDE Customer Certifications. ln lhe interest of furthering community health through lhe power of data, ESO encourages Customers subscribing to ESO's Health Data Exchange ("HDE") Software lo empowerjoint healthcare providers by incorporating relevant, HIPAA-compliant data elements in Customeds outgoing patient care records delivered through HDE. ESO shall annually accredit qualirying customers with Gold, Silver, or Bronze level certifications in accordance with Exhibit C, and Customer may reference such certilication in marketing materials. 'I7. MISCELLANEOUS

17.1. lndependent Contraetors. The parlies are independent contractors. Neither party is the agent of the other, and neither may make commilments on the othefs behalf. The parties agree that no ESO employee or contractor is or will be considered an employee of Customer.

17.2. Notices. Noiices provided underthis Agreement must be in writing and delivered by (a) certified mail, return receipt requested to a party's principal place of business as forth in the recitals on page 1 ofthis Agreement, (b) hand delivered, (c) facsimile with receipt of a "Transmission Contirmed" acknowledgment, (d) e-mail to a person designated in writing by the receiving party, or (e) delivery by a reputable overnight carrier service. ln lhe case of delivery by facsimile or e-mail, the notice must be followed by a copy of the notice being delivered by a means provided in (a), (b) or (e). The notice will be deemed given on the day the notice is received.

17.3. Meroer Clause. ln entering into this Agreement, neither party is relying upon any representations or statements of the other that are not fully expressed in lhis Agreement: rather, each party is relying on its own iudgment and due diligence and expressly disclaims reliance upon any representations or slatement not expressly set forth in this Agreement. In the event the Customer issues a purchase order, letter or any other document addressing the Software or Services to be provided and performed pursuant to this Agreement, it is hereby specitically agreed and understood that any such writing is for the Customeis internal purposes only, and that any terms, provisions, and conditions contained therein shall in no way modiry this Agreement.

17.4. Severabilitv. To the extent permitted by applicable law, the parties hereby waive any provision of law that would render any clause of this Agreement invalid or olherwise unenforceable in any respect. lf a provision of this Agreement is held to be invalid or otherwise unenforceable, such provision will be interpreted to fultill its intended purpose to the maximum extent permitted by applicable law, and lhe remaining provisions of this Agreement will contlnue in full force and effect.

17.5. Subcontractino. Except for Support Services, and training and implementation services relaled to the Soflware, neither party may subcontract or delegale its obligations to each other hereunder, nor may it contract wilh third parties to perform any of its obligations hereunder except as contemplated in this Agreement, wilhout the other party's prior written consent.

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17.6. Modifications and Amendments. This Agreement may not be amended except through a written agreement signed by authorized representatives of each party, provided that the Customer agrees lhat ESO may rely on informal writings (including emails) of Customer's authorized representatives to (i) terminate Software products and services and (ii) approve or ratiry rate or lier increases for Soflware products and services then in use by Customer.

17.7. Force Maieure. No delay, failure, or default will constitute a breach of this Agreement lo the extent caused by acts ofwar, tenorism, hunicanes, earthquakes, other acts of God or of nalure, sirikes or other labor disputes, riots or other acts of civil disorder, embargoes, or other causes beyond lhe performing party's reasonable control (collectively, "Force Majeure"). ln such event, however, lhe delayed party must promptly provide the other party notice of the Force Majeure. The delayed party's time for performance will be excused for the duration of the Force Majeure, but if lhe event last longer lhan 30 days, the other party may immediately terminate the applicable Order.

17.8. Marketino. lf requested by ESO, Customer agrees to reasonably cooperate with ESO's preparation and issuance of a public announcemenl regarding the relationship of the parties.

17.9. Waiver & Breach. Neither party will be deemed to waive any rights under this Agreement except through an explicit written waiver made by an authorized representative. No waiver of a breach of this Agreement will constitute a waiver of any other breach hereof.

17.10. Survival of Terms. Unless otherwise stated, all of ESO's and Customer's respective obligations, representations and warranties under this Agreement which are not, by the expressed terms of this Agreement, fully lo be performed while this Agreement is in effect shall survive the termination of this Agreement.

17.11. Ambiouous Terms. This Agreement will not be conslrued against any party by reason of its preparation.

17.12. Govemino Law. This Agreement, any claim dispute or controversy hereunder (a "Disput6") will be govemed by (i) the laws of lhe State of Texas, or (ii) if Customer is a city, county, municipality or other govemmental entity, the law of state where Customer is located, in each case foregoing without regard to its conflicts of law. The UN Convention for lhe lntemational Sale of Goods and the Uniform Computer lnformation Transactions Act will not apply. ln any Dispute, each parly will bear its own attomeys' fees and costs and expressly waives any statutory right to attorneys'fees.

17.13.NewVersions&Sunset. lfESOreleasesaNewVersionofLicensedSofhvare(r'.e.,notSaaS),Customermayelecttoreceive such New Version, subject io a relicense fee of 75% of the standard price for such new version. All New Versions provided under this Agreement will constiiute Licensed Software and be subject to the terms and conditions of this Agreement. ESO may discontinue Support Services for Licensed Software upon 12 months' nolice to Customer.

17.14. No Class Actions. NEITHER PARTY SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER

ESO CUSTOMERS, OR PURSUE ANY CLAIM AS A REPRESENTATIVE OR CLASS ACTION OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.

17.15. Dispute Resolution. Customer and ESO will attempt to resolve any Dispute through negotiation or by utilizing a mediator agreed to by the parties, rather than through litigation. Negotiations and mediations will be treated as confidential. lf the parties are unable to reach a resolulion within 30 days of notice of the Dispute to the other party, the parties may pursue all other courses of action available at law or in equity.

17.16.Technoloov Exoort. Customer shall not: (a) permit any third party to access or use the Sof$/are in violation of any U.S. law or regulation; or (b) export any software provided by ESO or olheMise remove it from the United States except in compliance with all applicable U.S. laws and regulations. Wthout limiting lhe generality of the foregoing, Customer shall not permit any third party to access or use lhe Software in, or export such software to, a country subject to a United States embargo (as of the Effective Date - Cuba, lran, North Korea, Sudan, and Syria).

17.17. Order of Precedence. ln the event of any conflict between this Agreement, Addenda or other atlachments incorporated herein, the followlng order of precedence will govern: (1) the General Terms and Conditions; (2) any Business Associate Agreement; (3) the applicable Order, with most recent Order taking precedence over earlier ones; and (4) any ESO policy posted online, including without limitation its privacy policy. No amendments incorporated into this Agreement affer execution of the General Terms and Condiiions will amend such General Terms and Conditions unless il specifically states its inlent to do so and cites the section or sections amended.

17.18. Counterparts. This Agreement may be executed in one or more counterparts. Each counterpart will be an original, and all such counterparts will constitute a single instrument.

17.19. Sionatures. Electronic signatures on this Agreement or on any Order (or copies of signatures sent via electronic means) are the equivalent of handwritten signatures.
lsi gn atu rc page to llowsl
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lN WTNESS WHEREOF, the parties have executed this Agreement as of the Effeciive Date.

Esosolutions, lnc. Customer
(signaturc)
(print name)
Title:_
(prlnt tftte)
(pilnt name)
(print title)
CONFIDENTIAL ESOESAV230425 | 9
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EXHIBIT B

SUPPORT SERVICES
1 . DEFINITIONS. Capitalized lerms not defined below shall have the same meaning as in the General Terms & Condltions.

1.1 . "Enhancement" means a modification, addition or new release of the Software that when added to the Soffwaae, materially changes its utility, efficiency, functional capability or application. 'I .2. "E-mail Support" means ability to make requests for technical support assistance by e-mail at any time concerning the use of the then-cunent release of Soft,vare.
1 .3. "Enol,' means an error in the Software, which significantly degrades performance of such Software as compared to ESO'S then-published Documentation.
1 .4. "Enor Conection" means lhe use of reasonable commercial efforts to conect Errors.

1.5. "Fi)C' means the repair or replacement of object code for the Software or Documentation to remedy an Enor. 1 .6. "lnitial Response" means the first contact by a Support Representative aner the incident has been logged and a ticket generated. This may include an automated email response depending on when the incident is first communicated.

1.7. "Management Escalation" means, if the initial Workaround or Fix does not resolve the Eror, notification of management that such Enor(s) have been reported and of steps being laken lo conect such Enor(s). 1 .8. "Severity 1 Enoi' means an Enor which renders the Software complelely inoperative (e.9., a User cannot access the Soflware due to unscheduled downlime or an Outage).
1 .9. "Severity 2 Eno/' means an Enor in which Soft^/are is still operable; however, one or more signilicant features or functionality are unavailable (e.9., a User cannot access a core component of the Software). 1 .1 0. "Severity 3 Enol' means any other enor that does not prevent a User from accessing a significant feature of lhe Software (e.9., User is experiencing latency in reports).

1.1 1 . "Severity 4 Enof' means any error related to Documentation or a Customer Enhancement request.

1.1 2. "Status Update" means if the initial Workaround or Fix cannot resolve the Error, notitication of the Customer regarding the progress of the Wod(around or Fix.

1.13. "Online Support" means information available through ESO's website (u ary€Se$em), including frequently asked questions and bug reporting via Live Chal.
'l. l4. "Support Representative" shall be ESO employee(s) or agent(s) deslgnated to receive Error notifications from Customer, which Customeis Administrator has been unable to resolve.

1.15. "Update" means an updale or revision to Software, typic€lly for Error Coneclion.

1.16. "Upgrade" means a new version or release of Software or a particular component of Software, which improves the functionality or which adds functional capabilities to the Soflware and is not included in an Update. Upgrades may include Enhancements. 1 .1 7. "Workaround" means a change in the procedures followed or data supplied by Customer to avoid an Enor without substaniially impairing Customer's use of the Software.

2. SUPPORTSERVICES.

2.1. Customer will provide at least one adminislrative employee (the 'Administratof' or 'Administrators") who will handle all requests for tirst-level support from Customefs employees with respect to the Software. Such support is intended to be the "front line" for support and information about the Sofrware to Customefs Users. ESO will provide training, documentation, and materials to the Administrator to enable the Administrator to provide technical support to Customels Users. The Administrator will notiry a Support Representative of any Errors that the Administrator cannol resolve and assist ESO in informalion gathering.

2.2. ESO will provide Support Services consisting of (a) Error Conection(s); (b) Enhancements, Updates and Upgrades that ESO, in its discretion, makes generally available lo its customers without additional charge; and (c) E-mail Support, telephone support, and Online Support. ESO may use multiple forms of communication for purposes of submitting periodic stalus reports CONFIDENTIAL ESOESAV230425 | 10
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to Customer, including but not limited to, messages in the Software, messages appearing upon login to the Soffware or other means of broadcasting Staius Update(s) to multiple customers affected by lhe same Error, such as a customer portal.

2.3. ESO'S support desk will be staffed with competent technical consultanls who are trained in and thoroughly familiar with the Sofiware and with Customer's applicable configuration. Telephone support and all communications will be delivered in intelligible English.

2.4. Normal business hours for ESO'S support desk are Monday through Friday 7:00 am to 7:00 pm CT. Customer will receive a call back ftom a Support Representative after-hours for a Severity 1 Enor.

2.5. ESO will provide responses to a technology and/or security assessment of reasonable detail (a "Tech Assessment") upon request prior to (or in connection with) implementation. ESO will provide responses to any subsequent Tech Assessments provided that Customer compensates ESO at its then-current and standard consulting rates for all work performed in connection with such Tech Assessmenls.

ERROR PRIORITY LEVELS. Customer will report all Enors to ESO vla ESO'S Support Request Form link (NClylaEe E9EL:

ESO) or by telephone (866-760-9471, option #3). ESO shall exercise commercially reasonable efforts to correct any Error reported by Cusiomer in accordance with lhe priority level reasonably assigned to such Error by ESO.

2.6. Severitv I Error. ESO shall (i) commence Eror Corection promptly; (ii) provide an lnitial Response within four hours; (iii) initiate Management Escalation promptly; and (iv) provide Customer with a Status Update within four hours if ESO cannot resolve lhe Enor within four hours.

2.7. Severitv 2 Error. ESO shall (i) commence Error Coneclion promptly; (ii) provide an lnitial Response within eight hours; (iii) initiate Management Escalation within 48 hours if unresolved; and (iv) provide Customer with a Status Update within forty-eight hours if ESO cannot resolve lhe Error within forty-eight hours.

2.8. Severitv 3 Error. ESO shall (i) commence Enor Conection promptly; (ii) provide an lnitial Response within three business days; and (iii) provide Customer with a Slatus Update wilhin seven calendar days if ESO cannot resolve the Error within seven calendar days.

2.9. Severitv 4 Error. ESO shall provide an lnitial Response within seven calendar days.

3. CONSULTING SERVICES. lf ESO reasonably believes that a problem reported by Customer is not due to an Eror in the Software, ESO will so notify Customer. At that time, Customer may request ESO lo proceed with a root cause analysis at Customels expense as set forth herein or in a separate SOW. lf ESO agrees to perform the investigation on behalf of Customer, then ESO'S then-current and standard consulting rates will apply for all work performed in connection with such analysis, plus reasonable related expenses incuned. For the avoidance of doubt, Consulting Services will include customized report writing by ESO on behalf of Customer.

4. EXCLUSTONS.

4.1 . ESO shall have no obligation to perform Error Corrections or otherwise provide support for: (i) Customef s repairs, maintenance or modifications to the Software (if permitted); (ii) Customefs misapplication or unauthorized use of the Soflware; (iii) altered or damaged Software not caused by ESO; (iv) any third-party software; (v) hardware issues; (vi) Customefs breach of the Agreemenl; and (vii) any other causes beyond the ESO'S reasonable control.

4.2. ESO shall have no liability for any changes in Custome/s hardware or soflware systems that may be necessary to use the Software due to a Workaround or Fix.

4.3. ESO ls not required to perform any Enor Conection unless ESO can replicate such Error on ils own software and hardware or lhrough remote access to Customeis software and hardware.

4.4. Customer is solely responsible for its selection of hardware, and ESO shall nol be responsible the performance of such hardware even if ESO makes recommendations regarding lhe same.

5. MISCELLANEOUS. The parties acknowledge thatfrom time{o{ime ESO may update its support processes specitically addressed in this Exhibit and may do so by posting such updates to ESO'S website or otherwise notirying Customer of such updates. Customer will accept updates to ESO'S support procedures and any other terms in this Exhibit; provided however, that they do not materially decrease the level of Support Services ihat Customer will receive from ESO. THESE TERMS AND CONDITIONS DO NOT CONSTITUTE A PRODUCT WARMNTY. THIS EXHIBIT IS AN ADDITIONAL PART OF THE AGREEMENT AND DOES NOT

CHANGE OR SUPERSEDE ANY TERM OF THE AGREEMENT EXCEPT TO THE EXTENT UNAMBIGUOUSLY CONTRARY THERETO.

CONFIDENTIAL ESOESAv230425 | 11
98 99

EXHIBIT C
Business Associate Aoreement
Customer and ESO Solutions, lnc. ("Business Associate") agree that this HIPAA Business Associate Agreemenl is entered into for the benefit of Customer, which is a covered entity under the Privacy Standards ("Covered Entity"). Pursuant to the ESO Subscription Agreement (the'Agreement') into which this HIPAA Business Associate Agreement (this 'BAA) has been incorporated, Business Associate may perform functions or activities involving the use and/or disclosure of PHI on behalf of the Covered Entity, and therefore, Business Associate may funclion as a business associate. Business Associate, therefore, agrees to the following terms and conditions. 1 . Scope. This BM applies to and is hereby automatically incorporated into all present and future agreements and relationships, whether writien, oral or implied, between Covered Entity and Business Associate, pursuant to which PHI is created, maintained, rocoivod or transmitted by Bucine6s Associate from or on bohalf of Covered Entity in any form or medium whatgoever.

2. Definitions. For purposes of this BAA, the terms used herein, unless otherwise delined, shall have the same meanings as used in the Health lnsurance Portability and Accouniability Act of 1996 ("HlPAA"), or the Health lnformation Technology for Economic and Clinical Health Act ('HITECH), and any amendments or implementing regulations, (collectively "HlPM Rules").

3. Compliance with ApDlicable Law. The parties acknowledge and agree that, beginning with the relevant effective date, Business Associate shall comply with its obligalions under this BM and with all obligations of a business associate under HIPAA, HITECH, the HIPAA Rules, and other applicable laws and regulations, as they exist at the time this BAA is executed and as they are amended, for so long as lhis BAA is in place.

4. Permissible Use and Disclosure of PHl. Business Associate may use and disclose PHI as necessary to carry out its duties to a Covered Entity pursuant to the terms of the Agreement, as required by law, or as permitted by the Agreement. Business Associate may also use and disclose PHI (i) for its own proper management and administration, and (ii) to carry out its legal responsibilities. lf Business Associate discloses Protected Health lnformation to a third party for either above reason, prio. to making any such disclosure, Business Associate must oblain: (i) reasonable assurances from lhe receiving party that such PHI will be held contidential and be disclosed only as required by law or for the purposes for which it was disclosed to such receiving party; and (ii) an agreement from such receiving party to immediately notiry Business Associate of any known breaches of the confidentialily of the PHl.

5. Limitations on Use and Disclosure of PHl. Business Associate shall not, and shall ensure that its directors, officers, employees, subcontractors, and agents do not, use or disclose PHI in any manner thal is not permitted by the Agreement or that would violate Subpart E of 45 C.F.R. 164 ("Privacy Rule") if done by a Covered Entily. All uses and disclosures of, and requests by, Business Associate for PHI are subject to the minimum necessary rule of the Privacy Rule.

6. Reouired Safeouards to Protect PHl. Business Associate shall use appropriaie safeguards, and comply wilh Subpart C of45 C.F.R.

Part '164 ("Security Rule") with respect to elec'tronic PHl, lo prevent the use or disclosure of PHI other than puftruant to the lerms and condilions of this BAA.

7. Reoortino to Covered Entitv. Business Associate shall report to the affected Covered Entity without unreasonable delay: (a) any use or disclosure of PHI not provided for by the Agreement of which it becomes aware; (b) any breach of unsecured PHI in accordance with 45 C.F.R. Subpart D of 45 C.F.R. 164 ("Breach Notificalion Rule"); and (c) any security incident of which it becomes aware. \lilth regard to Security lncidents caused by or occuning to Business Associale, Business Associate shall cooperate with the Covered Entity's investigation, analysis, notification and mitigation activities, and exceptfor Security lncidents caused by Covered Entity, shall be responsible for reasonable costs incuned by lhe Covered Entity forthose activities. Notwithstanding the foregoing, Covered Entity acknowledges and shall be deemed to have received advanced notice from Business Associate that there are routine occurrences of: (i) unsuccessful attempts to penetrate compuler nelworks or services maintained by Business Associate; and (ll) immaterial lncidents such as "pinging" or "denial of services" attacks.

8. Mitioation of Harmful Effects. Business Associate agrees to miligate, to the eldent practicable, any harmful effecl of a use or disclosure of PHI by Business Associate in violation of the requirements of the Agreement, including, but not limited to, compliance with any slate law or contractual data breach requirements.

L Aoreements bv Third Parti6s. Business Associate shall enter into an agreement with any subcontractor of Business Associate that creates, receives, maintains or transmits PHI on behalf of Business Associate. Pursuant to such agreement, the subcontractor shall agree to be bound by lhe same or greater restrictions, conditions, and requirements lhat apply to Business Associate under this BAA with respect to such PHl.

10. Access to PHl. Wthin live business days of a request by a Covered Entity for access to PHI about an individual contained in a Designated Record Set, Business Associate shall make available to the Covered Entity such PHI for so long as such information is maintained by Business Associate in the Designated Record Set, as required by 45 C.F.R. '164-524. ln the event any individual delivers direclly to Business Associate a request for access lo PHl, Business Associate shall within tive (5) business days forward such request to lhe Covered Entity.

CONFIDENTIAL ESOESAV230425 I 12
99 100
1 1 . Amendment of PHl. Wthin tive business days of receipt of a requast from a Covered Entity for the amendment of an individual's PHI ora record regarding an individual contained in a Designated Record Set (forso long as lhe PHI is maintained in the Designated Record Set), Business Associate shall provide such information to the Covered Entity for amendment and incorporate any such amendments in lhe PHI as required by 45 C.F.R. 1 64.520. ln the event any individual delivers directly to Business Associate a requesl for amendment to PHl, Business Associale shall within five business days foMard such request to the Covered Entity.

12. Documentation of Disclosures. Business Associate agrees to document disclosures of PHI and informalion related to such disclosures as would be required for a Covered Entity to respond lo a request by an individual for an accounling of disclosures of PHI in accordance with 45 C.F.R. 164.528 and HITECH.

13. Accountino of Disclosures. Wthin five business days of notice by a Covered Entity to Business Associate that it has received a request for an accounling of disclosures of PHl, Business Associate shall make available to a Covered Entity information to permit the Covered Entity to respond to the request for an accounting of disclosures of PHl, as required by 45 C.F.R. 164.528 and HITECH.

14. Other Oblioations. To the e)dent that Business Associate is to carry out one or more of a Covered Entity's obligations under the Privacy Rule, Business Associate shall comply with such requirements that apply to the Covered Entity in the performance of such obligations.

15. JudicialandAdministrativeProceedinos.lntheeventBusinessAssociatereceivesasubpoena,courtoradministrativeorderor other discovery request or mandate for release of PHl, the affected Covered Entity shall have the right to control Business Associate's response to such request, provided that, such control does not have an adverse impac{ on Business Associate's compliance with existing laws. Business Associate shall notiry the Covered Entity of the request as soon as reasonably practicable, but in any event within seven business days of receipt of such request.

16. Availabilitv of Books and Records. Business Associate hereby agrees to make its internal practices, books, and records available to the Secretary of the Deparlment of Healih and Human Services for purposes of determining compliance with the HIPAA Rules.

17. BreachofContractbvBusinessAssociate.lnadditiontoanyotherrightsaparlymayhaveintheAgreement,thisBAAorby operation of law or in equity, either party may: i) immediately lerminate the Agreement if the other party has violated a material term of this BAA; or ii) at the non-breaching party's option, pemit the breaching party to cure or end any such violation within the time specified by the non-breaching party. The non-breaching parly's option to have cured a breach ofthis BAA shall not be construed as a waiver of any other rights the non-breaching party has in the Agreement, this BAA or by operalion of law or in equity. 1 8. Effect of Termination of Aoreement. Upon the termination of the Agreement or this BAA for any reason, Business Associate shall retum to a Covered Enlity or, at the Covered Eniity's direction, destroy all PHI received from the Covered Entity that Business Assoclate maintains in any form, recorded on any medium, or stored in any slorage system. This provision shall apply to PHI that is in the possession of Business Associate, subcontractors, and agents of Business Associate. Business Associate shall retain no copies of the PHl. Business Associate shall remain bound by the provisions of this BAA, even affer terminaiion of the Agreement or BAA, until such time as all PHI has been retumed or olheMise destroyed as provided in this Section. For the avoidance of doubt, de-identified Customer Oata shall not be subject to this provision.

19. lniunctive Relief. Business Associate stipulates that its unauthorized use or disclosure of PHI while performing seryices pursuant to this BAA would cause irreparable harm to a Covered Entity, and in such event, the Covered Entity shall be entiiled to institute proceedings in any court of competent jurisdiction to obtain damages and injunctive relief.

20. Owner of PHl. Under no circumstances shall Business Associate be deemed in any respect to be the owner of any pHl created or received by Business Associate on behalf of a Covered Entity.

21. Saleouards and Aopropriate Use of Protected Health lnformation. Covered Entity is responsible for implementing appropriate privacy and security safeguards to protect its PHI in compliance with HIPAA. Wthout limitation, it is Covered Entity's obligation to:

21.1. Not include PHI in information Covered Entity submits to technical support personnel through a technical support request or to community support forums. ln addition, Business Associate does not act as, or have the obligations of a Business Associate under the HIPM Rules with respect to Customer Data onca it is sent to or from Covered Entity outslde ESO'S Software over the intemet; and

21.2. lmplement privacy and security sateguards in the systems, applications, and soflware Covered Entity controls, conligures and connects to ESO's Software.

22. Third Partv Riohts. The terms of this BAA do not grant any rights to any parties other than Business Associate and the Covered Entity

23. Sionatures. The signatures to the Agreement (or ihe document evidencing the parties' adoption thereof) indicate agreement hereto and shall be deemed signatures hereof, whether manual, electronic or facsimile.

CONFIDENTIAL ESOESAV23O425 | 13
100
101
eso
Quote Date:

Customer Name:

Quote #:

Quote Expiration date:

ESo Account Manager:
oa/06/2024
Sanger Fire Department - CA
Q-77L547
09/o5/2O24
SFDC Admin

CUSTOMER CONTACT
Customer
Name
Email
Phone
Billing - Patient Care Report lmport
Billing Software Subscription

BILLING CONTACT
Payor Sanger Fire Department
CA
Name GregTarascou
Email [email protected]
Phone 559-875-6568
15000 Claims
15000 Claims
Address
Billing Frequency
lnitial Term
601 West Ave.

Sanger CA,93657
Annual
12 months
$0.00
$tL,aL5.74
Recurring
Recurring
Total Recuning Fees
Total On+Time Fees
$
$
t\,8L5.74
o.oo
TOTAL FEES $ tr,8t5.74
Billing
Prduct Volume Tot6l FeeTy,pe
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102
eso
Quote Date:
customer Name:

Quote #:

Quote Expiration date:

ESO Account l\ila na ger:
oe/06/2024
Sanger Fire Department - CA
Q-]-71547
09/o5/2O24
SFDC Admin
TERMS AND CONDITIONS:
1'. lf the Customer indicated above has an existing master agreement with ESO (Agreement) dated on or after January 7,2078, then that Agreement will govern this Quote. Otherwise, Customer intends and agrees that this Quote adopts and incorporates the terms and conditions of the ESA and associated HIPAA business a$sociate agreement hosted at the following web address, and that the products and services ordered above are subject thereto:
httos: /'',ww.eso.com/legal-terms/

2. The Effective Date of this Quote shall be the final date of signature.

3. Customer is responsible for the payment of all Fees shown. ESO will accept Fee payment from a payor (if indicated above) if ESO has an appropriate agreement with the Payor.

4. ESO reserves the right to not accept any Quote signed after the Quote Expiration Date Sanger Fire Department - CA
Signature:

Print Name:

Title:

Date:

For Billing, the following payment terms apply:

The subscription term shall begin 90 calendar days after the Effective Date (Subscription Start Date). All Fees are invoiced on or about the Effective Date. After the lnitial Term, Recurring Fees are due on the anniversary of the Subscription Start Date. 102
103
eso
Quote Date:

Customer Name:

Quote #:

Quote Expiration date:

ESO Account lvlanager:
08/06/2024
Sanger Fire Department - CA
Q-!71s47
o9/o5/2024
SFDC Admin
Dsrlption
Billing
Pr'od{ct
Billing - Patient Care Report
lmport
Billing Software Subscrlption
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For the Meeting of: December 5,2024
Agenda Item No.: F - 8

CITY OF SANGER
REPORT TO TI{E CIry COUNCIL
To:

From:

Subject:

Attachments:

Mayor and Council Members
Michelle Speer, Assistant City Manager / Administrative Services Director Purchasing Policy and Procedures Ordinance
Purchasing Policy and Procedures Ordinance No.2024-08
CONFLICT OF INTEREST:

None known.

RECOMMENDATION:

Staff recommends that the City Council waive the full second reading and adopt Ordinance No. 2024-08 Repealing Divisions 2 and 4 of Chapter 2, Article V, and Adding New Division 2 to Chapter 2, Article V of the Sanger Municipal Code Relating to Purchasing Policy and Procedures.

SUMMARY:

The current City of Sanger purchasing policy was adopted in 2018. The City Attomey, along with Executive Staff, reviewed the existing policy and are recommending changes to the policy to comply with current local, state and federal law, as well as enhancing organizational efficiencies.

BACKGROUND:

The purpose of the Purchasing Ordinance is to establish efhcient procedures for the purchase of supplies, equipment, and services at the lowest possible cost commensurate with quality needed, to exercise positive financial control over purchases, to define purchasing authority, and to assure the quality of purchases.

Preoared bv: Michelle Soeer Approved by: Michelle Speer REVIEW: City Manager: _NCO_ Finance: _MS_ City Attorney: RS HCM TYPE OF ITEM:
_X_ Consent
Info Item
X Action Item
Deoartment Reoort
Redevelooment Asencv
COUNCIL ACTION: APPROVED DENIED NO ACTION
Public Hearing
Matter Initiated by a Council Member
Othet
Continued to:
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The proposed ordinance provides provisions for local, state and federal purchasing requirements, sole source agreements, "piggyback" contracts, professional services, public and non-public projects, clarifies the use of Requests for Proposals, and adds provisions for the disposition of surplus supplies and equipment. The ordinance is more comprehensive than previous versions and sets authority thresholds for the City Manager that are higher than in the current ordinance.

In 2020 the City of Sanger received an audit finding, which indicated that the purchasing ordinance was not in compliance with Uniform Guidance Standards. For all federal awards, the City must follow purchasing practices that are consistent with City policy, or federal procurement regulations, whichever are more stringent. The current purchasing ordinance does not support the practice and corrective action of the previous audit finding must be taken. The proposed ordinance meets the standards are corrects the previously reported dehciency.

Under the new ordinance, the City Manager would have the authority to authorize purchases and contracts under $60,000. The request increases organizational efficiency and reduces the propensity for errors and audit findings. The request is consistent with the practices of other local government agencies and helps to address the issue of rising costs of services and supplies and purchasing delays.

The first reading was introduced at the City Council meeting on November 21,2024.

REASON FOR RECOMMENDATION:

The proposed ordinance addresses issues related to our current purchasing policy and compliance issues with federal procurement practices which affect projects that are grant funded. It also helps to increase organizational efficiency and provide tighter controls on purchasing practices; granting authority to the Purchasing Agent to develop intemal standards to ensure compliance with the Council adopted policy.

FISCAL IMPACT:

None
ALTERNATIVES:

City Council may elect to keep the existing purchasing ordinance, which may result in future audit findings.

ACTIONS FOLLOWING APPROVAL:

If adopted, ordinance 2024-08 will go into effect 31 days following adoption. 105
106
Attach ments
106
107
ORDINANCE NO. 2024.08

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY
OF SANGER, CALIFORNIA REPEALING DIVISIONS 2
AND 4 OF CHAPTER 2, ARTICLE V AND ADDING NEW
DIVISION 2 TO CHAPTER 2, ARTICLE V OF THE SANGER

CITY CODE RELATING TO PURCHASING POLICY AND

PROCEDURES

THE CITY COUNCIL OF THE CITY OF SANGER DOES ORDAIN AS FOLLOWS SECTION 1. Divisions 2 and 4 of Chapter 2, Article V of the Sanger City Code are hereby repealed.

SECTION 2. New Division 2 to Chapter 2, Article V, titled "Purchasing Policy and Procedures" is added to the Sanger City Code to read as follows:

DIVISION 2. PARCHASING POLICY AND PROCEDURES
Section
2-20r
2-202
2-203
2-204
2-205
2-206
2-207
2-208
2-209
2-210
2-2tr
2-2r2
2-213
Purpose and implementation
Expenditure authority
Designation of and responsibility of Purchasing Agent
Purchasing amount authority and signature
Purchases and contracts that are not public projects
Uniform Public Construction Cost Accounting Act procedures for public projects Exceptions : cooperative purchasing agreements and piggyback purchases Sole source purchases
Prevailing wages and public works projects
Requests for proposals and requests for qualifications
Conflict of interest
Design-Build exception
Surplus Equipment and Personal Property
Page I of17
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$ 2-201 PURPOSE AND TMPLEMENTATTON.
(a) Title. This Division 2 of Chapter 2, Article V shall be known as the "City of Sanger Purchasing Ordinance" and is referenced as "Purchasing Ordinance" and "Ordinance." The purpose of this Purchasing Ordinance is to establish efficient procedures for the purchase of supplies, equipment, and services at the lowest possible cost commensurate with quality needed, to exercise positive financial control over purchases, to define purchasing authority, and to assure the quality of purchases.
(b) Compliance with Laws. The adoption of this Purchasing Ordinance is intended to meet the requirements of state law including but not limited to the following:
(1) Cal. Gov't Code $$ 54201to 54205 regarding the purchase of supplies and equipment;
(2) Cal. Public Contract Code $$ 20160 to 20174 regarding city public works construction projects;
(3) Cal. Public Contract Code $$ 22000to22045 regarding the Uniform Public Construction Cost Accounting Procedures;
(4) Cal. Gov't Code $ 4526 regarding professional services; (5) Cal Gov't Code $ 40602 requiring Mayor's signature on contracts unless ordinance authorizes another officer to execute;
Cal. Gov't Code $ 4529.2 regarding architectural engineering services; and
(7) Other applicable laws.
(c) Superseding State and Federal Procurement Requirements. The procurement requirements under this Purchasing Ordinance shall be followed. However, in the event stricter requirements are required by state or federal funding sources, those requirements shall be met to ensure funding compliance and shall supersede the provisions of this Purchasing Ordinance.
(d) Administrative Purchasing Policy. The city's purchasing functions shall be governed by this Purchasing Ordinance and by the city's Administrative Purchasing Policy, which shall be established by the City Manager or his or her designee, both as may be amended from time to time. The Administrative Purchasing Policy shall be in compliance with the Purchasing Ordinance. It will serve to implement the Page2 of 17
(6)
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provisions of this Purchasing Ordinance and will generally contain administrative requirements, responsibilities, and updated best practices to meet the city's needs. s 2-202 EXPENDITURE AUTHORITY.

Purchase and contract expenditures must be authorized in the city's annual budget or pursuant to amendment to the annual budget approved by the City Council. $ 2-203 DESIGNATION AND RESPONSIBILITY OF PURCHASING AGENT. (a) The Assistant City Manager/Administrative Services Director is designated as the City Purchasing Agent with the responsibility to supervise and control the disbursement of all monies and the audit of all purchase orders and related invoices and payments. The duties of the Purchasing Agent may be performed by an authorized representative or be delegated to such city office or position as may be determined by Assistant City Manager/Administrative Services Director in writing. (b) The Purchasing Agent shall have authority to:
(1) Purchase or contract for supplies, equipment and services required by the city in accordance with purchasing procedures prescribed by this Purchasing Ordinance, the Administrative Purchasing Policy, and any requirement as shall be prescribed by state or federal funding agencies; (2) Negotiate and recommend execution of contracts for the purchase of supplies, equipment, and services with the best value to the city; (3) Obtain full and open competition on purchases;
(4) Prepare and recommend to the City Council revisions and amendments to the Purchasing Ordinance;
(5) Prescribe and maintain the forms as are reasonably necessary to the efficient operation of the Purchasing Ordinance and other laws;
(6) Supervise or delegate the inspection of all supplies, equipment and services purchased to ensure conformance with specifications of the product or service;
(7) Maintain a bidders list, vendors catalog file, pre-qualified vendor lists, and records needed for the efficient operation of the Purchasing System; and

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(8) Require that all employees verifu and ensure purchases are made in accordance with the Purchasing Ordinance and with state or federal funding sources.

S 2.204 PURCHASING AMOUNT AUTHORITY AND SIGNATURE.
(a) Citv Manager. Purchases and contracts of less than $60,000 may be awarded and signed by the City Manager or by a Department Director authorized in writing by the City Manager. Such agreements are required to be approved as to form by the City Attorney and Purchasing Agent. Notwithstanding this, the City Council may expressly reserve approval on a particular purchase or contract, or the City Manager may request Council approval.
(b) Citv Council. If the amount of any purchase or contract is $60,000 or more, the contract shall be awarded by the City Council and signed by the Mayor unless a resolution or minute order specific to the particular contract authorizes the City Manager or other designee to sign the contract.

S 2.205 PURCHASES AND CONTRACTS THAT ARE NOT PUBLIC PROJECTS. (a) Procedures for Specific Amounts. The procedures in this section shall be followed when purchasing or leasing materials, supplies, equipment, or services that are:
(i) not public projects as defined in $ 2-2.06 of this Code and (ii) not procured through requests for qualifications or requests for proposals. (1) Less than $10.000. All city employees authorized to purchase or lease materials, supplies, equipment, or services shall ensure that the city pays fair prices and receives commensurate value for amounts expended. (2) $10.000 to Less than $25"000. Price quotes must be solicited in writing from a minimum of three vendors, if available. The low-price quote must be confirmed in writing by the vendor.
(3) $25.000 to Less than $60.000. Written specifications describing the delivery schedule, materials, supplies, equipment, or services must be prepared by city. Price quotes must be solicited in writing from a minimum of three vendors, if available.
(4) $60"000 or Higher. The informal bidding requirements under S 2-2.06(d)(2) ofthis Code relating to public projects shall be followed except that for non- public projects, the city is not required to award to the lowest bidder. The city may award to the best qualified vendor. In determining "best qualified vendor", as used in this section, consideration is to be given to quality and performance of the goods and supplies, equipment or materials to be

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purchased or nonprofessional services to be provided by the vendor. Criteria for determining best qualified vendor includes, but is not limited to, the following:
(i) The cost or best value of the goods and supplies, equipment, materials, or nonprofessional services;
(ii) The ability, capacity, and skill of the vendor to perform the contract and to provide the goods and supplies, equipment, materials, or nonprofessional services requested;
(iiD The ability of vendor to provide the goods and supplies, equipment, materials, or nonprofessional services promptly or within the time specified and without delay;
(iv) The quality of vendor's performance on previous purchases or contracts; and
(") The vendor's responsiveness.
(b) Purchase Order or Written Contract Required. Purchases of supplies, equipment, and services of $10,000 or more shall be made only by written purchase order or by written contract.
(c) Emersency Purchases. In the case of an emergency regarding a non-public project as defined in $ 2-206, the Purchasing Agent may determine to proceed with the immediate purchase of goods, supplies, equipment, materials, or services. The term "emergency" means a sudden, unexpected occurrence that poses a clear and imminent danger requiring immediate action to prevent or mitigate the loss or impairment of life, health, property, or essential services. Such immediate purchase of goods, supplies, equipment, materials, or services still requires the standard terms and conditions for written purchase orders or written contracts. (l) If the dollar amount is within the City Manager's authority, the Purchasing Agent shall promptly file with the City Manager a signed declaration showing that emergency conditions existed and created the necessity for such action, together with an itemized account of all expenditures. (2) If the dollar amount is above the City Manager's authority, the Purchasing Agent shall at the next regular meeting of the Council seek ratification of the purchase by resolution which includes the emergency conditions which existed and the immediate need to take action, together with an itemized account of all expenditures.
(d) Prohibition Against Piecemealing. Splitting or Separating Purchases. It is impermissible to split or separate purchases of materials, supplies, equipment or

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112
services for the pulpose of evading the provisions of the procedures for specific amounts set forth above.
$ 2-206 UNTFORM PUBLIC CONSTRUCTION COST ACCOUNTING ACT PROCEDURES FOR PUBLIC PROJECTS.
(a) California Uniform Public Construction Cost Accounting Act adopted. On March l9,20I5,the City Council adopted ResolutionNo. 4535 electing to become subject to the California Uniform Public Construction Cost Accounting Act (UPCCAA) as authorized under the California Public Contract Code $$ 22000 et seq. On April 2,2015 pursuant to Ordinance No. 1157 prescribing regulations governing contracts awarded by the city for public projects. The City Council. hereby re-reaffirms its election to be subject to the UPCCAA and hereby adopts regulations for its implementation. Nothing contained herein shall preclude the city from utilizing more restrictive procedures if and when required by federal or state law, or when federal or state funds are involved in the contract to be awarded and the funding agency requires more restrictive procedures. (b) Definitions of Terms. As used in this section, the words, terms, and phrases shall have the following meanings, as defined in Cal. Public Contract Code $ 22002, unless otherwise apparent from the context:

FACILITY. Means any plant, building, structure, ground facility, real property, street, highway, or other public work improvement.

MAINTENANCE WORTK. The term "maintenance work" does not constitute a "public project" under the definition of "public project" in this section. The term as used herein does include the following:
(i) Routine, recurring, and usual work for the preservation or protection of any publicly owned or publicly operated facility for its intended pulposes;
(ii) Minor repainting;
(iiD Resurfacing of streets and highways at less than one inch; (iv) Landscape maintenance, including mowing, watering, trimming, pruning, planting, replacement of plants, and servicing of inigation and sprinkler systems; and
(v) Work performed to keep, operate, and maintain city-owned water and wastewater systems.

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PUBLIC PROJECT. The term "public project" means any of the following but does not include "maintenance work" as defined above:

Construction, reconstruction, erection, alteration, renovation, improvement, demolition, and repair work involving any publicly owned, leased, or operated facility;
(ii) Painting or repainting any publicly owned, leased, or operated facility;
(c) Dollar Amount of Public Project Determines Process to be Used. The dollar amount thresholds provided in this section shall automatically adjust upon the effectiveness of any adjustment notification by the State Controller in accordance with Cal.

Public Contract Code $$ 22020 et seq., without the necessity of amending this section or any division herein to reflect any such adjustment. (1) Public projects of $75,000 or less may be performed by city employees by force account, by negotiated contract or by purchase order. (2) Public projects of $220,000 or less may be let to contract by informal bidding procedures as set forth in g2-206(dx2) below.
(3) Public projects of more than$220,000 shall, except as otherwise provided in this section, be let to contract by formal bidding procedure as set forth in $2-206(dX3) below.
(d) Procedures to be Used for Contracts Regarding Public Projects (1) No Bidding Required. Per Cal. Public Contract Code g 22032, public projects of $75,000 or less may be performed by the employees of the city by force account, by negotiated contract, or by purchase order consistent with the procedures in $ 2-205. Such contracts may be approved and executed by City Manager or designee.
(2) Informal Bidding Procedures. Public projects of $75,000.01 to $220,000 shall be awarded to the lowest responsive and responsible bidder in accordance with the Uniform Construction Cost Accounting Act, Cal.

Public Contract Code $$ 22034 et seq., as follows:
(D Contractors List. A list of qualified contractors shall be developed and maintained in accordance with the provisions of Cal. Public Contract Code $ 22034 and criteria promulgated from time to time by the Califomia Uniform Construction Cost Accounting
Commission.
(D
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(ii) Notice Inviting Informal Bids. A notice inviting informal bids shall be prepared, which shall describe the project in general terms, describe how to obtain more detailed information about the project, and state the time and place for the submission of bids. The notice shall be mailed, not less than ten days before bids are due, to either all the contractors on the contractors list for the category of work to be bid or to all construction trade journals specified in the Cal.

Public Contract Code $ 22036, or both, unless the product or service delivery is proprietary.
(iiD The informal bids for public projects shall be awarded by the City Council and signed by the Mayor or by City Council designee. (iv) If all bids received are in excess of $220,000, the City Council may, by adoption of a resolution of four-fifths vote of the members of the Council, award the contract, at $212,500 or less, to the lowest responsible bidder, if it determines the cost estimate of the public agency was reasonable.
(3) Formal Bidding Procedures. Public projects of more than$220,000 shall be awarded pursuant to formal bidding procedures to the lowest responsive and responsible bidder in accordance with, but not limited to, the procedures set forth below.
(i) Notice Invitine Formal Bids. The following are required 1 Contents of Notice. Notice inviting formal bids shall state the time and place for the receiving and opening of sealed bids and distinctly describe the project.

2. J
Publication of Notice. The notice shall be published at least 14 calendar days before the date of opening the bids in a newspaper of general circulation, printed and published in the city, or otherwise comply with the requirements of Cal.

Public Contract Code $ 22037.

Electronic Transmission of Notice. The notice inviting
formal bids shall also be sent electronically, if available, by either facsimile or electronic mail and mailed to all
construction trade journals as required by the Commission as specified in Cal. Public Contract Code g 22036. The
notice shall be sent at least 15 calendar days before the date of opening the bids.

4. Reeistration of Contractors and Subcontractors. Per Cal.

Labor Code $ l77I.l, the notice must state that a contractor

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or subcontractor is not qualified to bid on, be last in a bid proposal for, or perform work on a project unless it is registered and qualified under Cal. Labor Code g 1725.5. (ii) Instructions to Bidders. The notice inviting formal bids should also identiff the contract documents to be considered, the availability of information, dny scheduled pre-bid meetings, bid protest procedures, addenda, and any other procedures to be followed for bids to be considered.
(iii) Bid Package. The bid package should include the following:

1. The proposal form;

2. Submission of sealed bids;

3. A public bid opening;

4. Award to the lowest, responsive and responsible bidder;

5. City reservation in notice inviting bids of the right to reject any or all bids and to waive minor irregularities;

6. Award and execution of a written contract;
Reference to applicable state or federally funded project requirements;
Bid security;
Performance and payment bonds; and
Listing of subcontractors.
(e) Authority to Prepare and Issue Notice Inviting Bids. The Purchasing Agent or designee is authorized to prepare and issue notices inviting bids and to establish such additional bidding procedures which must be consistent with those stated herein.
(0 Prohibition Against Splitting or Separating Projects. It shall be unlawful to split or separate into smaller work orders or projects any project for the purpose of evading the provisions of this Purchasing Ordinance requiring work to be done by contract after competitive bidding. Under Cal. Public Contract Code $ 22033, "It shall be unlawful to split or separate into smaller work orders or projects any project for the purpose of evading the provisions of this article requiring work to be done by contract after competitive bidding."

7 8.

9. 10.
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(g) City Council Authority to Reject. Re-Advertise. or Otherwise Award. In its discretion, the City Council may reject any and all bids presented under the informal and formal bidding procedures described above for public projects, if the city, prior to rejecting all bids, furnishes a written notice to the apparent low bidder.

The notice shall inform the bidder of the city's intent to reject the bid and shall be mailed or emailed at least two business days prior to the Council meeting at which the city intends to reject the bid. If after the first invitation for bids all bids are rejected, after reevaluating its cost estimates of the project, the city shall have the option of either of the following:
(1) Abandoning the project or re-advertising for bids in the manner described in this section;
(2) By passage of a resolution by a four-fifths vote ofthe City Council declaring that the project can be performed more economically by the employees of the city, the city may have the project done by force account without further complying with this section;
If the contract is awarded, it shall be awarded to the lowest responsive and responsible bidder. If two or more bids are the same and the lowest, the city may accept the one it chooses.

If no bids are received through the informal or formal bidding procedures described above, the project may be performed by employees of the city by force account or by negotiated contract as authorized by Cal. Public Contract Code g 22038. (h) Emergency. In case of an emergency regarding a public project which requires formal bidding procedures, the City Council may pass a resolution by a four-fifths vote declaring that the public interest and necessity demand the immediate expenditure of public money to safeguard life, health, or property. The resolution shall specifu findings as required in Cal. Public Contract Code $ 22050.

The term "Emergency" as used in this section means a sudden, unexpected occuffence that poses a clear and imminent danger, requiring immediate action to prevent or mitigate the loss or impairment of life, health, property, or essential public services.
(D Written contracts required. All contracts for public projects shall be in writing; all amendments to contracts shall be in writing. The City Manager or his or her designee shall work with the City Attomey to ensure that the contract includes language protecting the city's interest and language required by law. This language shall include, but is not limited to, specified term, scope of services, termination language, insurance, warranties, indemnification, non-collusion, contractor license, security, bonds, liquidated damages, change orders, retention, delays, claims process, prevailing wages, and compliance with applicable laws.

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c) Chanee order limits for public projects. The award of contracts for public projects shall include a recommended contingency amount not to exceed l1Yo. Any change order must be reasonably related to the scope of the original contract and based on post-award information that requires modification based on unforeseen conditions or by mutual agreement of the parties. Any change order which results in a total contract amount greater than the limits in this provision shall require City Council approval.

S2-207 EXCEPTIONS: COOPERATIVE PURCHASING AGREEMENTS AND PIGGYBACK PURCHASES.
(a) Cooperative Purchasine. The city, through the Purchasing Agent, n&y purchase supplies, equipment, or services through a joint powers or other cooperative purchasing program with any local, county, state, or federal public entity or entities, or any association of public agencies, including the Califomia League of Cities, the California State Association of Counties, and the National Conference of Mayors, provided that:
(1) The selected bidder was selected in compliance with the competitive bidding or proposal process requirements of any participating entity or association; and
(2) The Purchasing Agent determines that the competitive bidding or proposal process utilized is similar to that contained in this Ordinance; and (3) The Purchasing Agent determines that, as a result of cooperative purchasing, the price of the supplies, equipment, or services is likely to be lower than it would be if purchased directly by the city pursuant to this Ordinance.
(b) Piggyback Purchasing. The city may utilize the purchasing practice commonly referred to as "piggyback" purchasing. The city, through the Purchasing Agent, may purchase supplies, equipment, or services without complying with the bidding or proposal procedures in this Ordinance from any supplier who offers the supplies, equipment, or services at the same or better price, terms, and/or conditions as the supplier previously offered to another city or other public agency as the lowest bidder pursuant to the competitive bidding or proposal process required by that city or other public agency, provided that:
(i) The competitive bidding or proposal process required by that city or other public agency is similar to that contained in this Ordinance; and (iD The competitive bidding or proposal process required by that city or other public agency included all known bidders; and

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(iiD The supplier's bid or proposal was for like or greater quantities, and a like or greater quality, of supplies, equipment, or services. (c) Information Technology Goods and Services. In accordance with Cal. Public Contract Code $ 10299, the city, through the Purchasing Agent may, without formal or informal bidding, contract with suppliers who have been awarded contracts by governmental entities for the purchase of goods, information technology, and services under the competitive process in Cal. Public Contract Code $$ 12100 to 12113. Such contracts typically take the form of master agreements, price schedules, or multiple award schedules. The city may make these purchases directly from the vendors or the state may provide assistance to the city in making these acquisitions.
$ 2-208 SOLE SOURCE PURCHASES.
(a) In the event that there is one, and only one, source for a product of $10,000 or more, a sole-source purchase may be used. When a department wishes to make a sole- source purchase, it must make the findings set forth below in writing and file such certification with the Purchasing Agent for the Purchasing Agent's approval. In order to establish a legal basis for a sole-source exception, the following statements and findings must be made:
(1) A statement describing every unique or specialized feature of the product in question;
(2) A statement of the Department Director's, or designee's, efforts to locate all possible suppliers of such product;
(3) A statement that, in spite of its efforts, the Department Director, or designee, has been able to locate only one supplier of the product in question; (4) A statement that indicates the ultimate cost of the product and the process used to determine the cost of the product;
(5) A finding that it is, therefore, proper for the city to dispense with a competitive bidding requirement and to authorize the city to purchase the product in question under the sole-source exception; and/or (6) A disclosure statement of the Department Director, or designee, and each individual involved in evaluating and/or in making a recommendation for the purchase.

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(b) If the purchase exceeds the City Manager's, or designee's, monetary authority to contract, a resolution making the findings set forth above must be submifted with the staff s request for award of a sole-source contract by the City Council. (c) As used in this section the term "designee" means a person in the department authorized in writing by the Department Director to make said statements and findings.
$ 2-209 PREVAILTNG WAGES AND PUBLIC WORKS PROJECTS.
(a) This section applies to prevailing wages under local and state law. The requirements for prevailing wages under the federal Davis-Bacon Act are separate and should be reviewed separately as required by applicable federal funding sources. Under Cal.

Labor Code $ 1771, all work performed under contract for "public works" projects of more than $1,000 shall be subject to prevailing wages. The Cal. Labor Code defines the term "public works project" broader than the Cal. Public Contract Code defines "public project" as per S 2-206 above. There may be instances in which bidding is not required but payment of prevailing wages is required. (b) PUBLIC WORKS PROJECT for the purpose of state prevailing wages means:
(1) Construction, alteration, demolition, installation, or repair work done under contract and paid for in whole or in part from city funds. For purposes of this division, CONSTRUCTION includes work performed during the design and preconstruction phases of construction, including, but not limited to, inspection and land surveying work. For purposes of this division, INSTALLATION includes, but is not limited to, the assembly and disassembly of freestanding and affrxed modular office systems; (2) The laying of carpet done under a building lease-maintenance contract and paid for out of public funds;
(3) Street, sewer, or other improvement work done under the direction and supervision of the city;
(4) Hauling refuse from a public works site to an outside disposal location; or (5) Maintenance work, including routine, recurring, and usual work for the preservation of a city-owned or operated facility, and landscape maintenance work per Cal. Labor Code $ 1771.
(c) Prevailing wage requirements do not apply to work performed by the city with its own forces.

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The City Manager is authorized to establish guidelines for implementing prevailing wages requirements that are consistent with this section and with the Cal. Labor Code.
(e) The City Manager shall designate a person to comply with the contractor registration requirements on all contracts requiring prevailing wages. $ 2-210 REQUESTS FOR PROPOSALS AND REQUESTS FOR QUALTFTCATTONS.

Procurements under a Request for Proposal (RFP) or Request for Qualifications (RFQ) are appropriate for services that are not subject to legal public bidding requirements. Such procurements may include consulting services, professional services, and maintenance services as described in this section.
(a) Use of RFP or RFO. If there are no statutory or funding condition requirements that specifu use of an RFP or RFQ, selection is based on the nature of the procurement.

For example, an RFP is generally the preferred option for project-based procurement where the specific scope of services is known in advance and one of the primary criteria will be the best lump sum price for providing services (although experience and qualifications may also be considered). An RFQ is often preferable for ongoing or on-call professional or consulting services where there is not a single, defined project and the qualifications and experience of the consultant are the primary criteria (although hourly rates may also be considered). (b) RFP/MO Required.
(1) Architectural and Engineering Services. Per Cal. Gov't Code $ 4529.12,aL\ architectural and engineering services shall be procured pursuant to a fair, competitive selection process. Therefore, an RFP/RFQ process must be followed. The term 'oarchitectural and engineering services" includes all architectural, landscape architectural, environmental, engineering, land surveying, and construction project management services (see Cal. Gov't Code $ 4529.10).
(2) Design-Build. An RFQ and RFP must be used for design-build procurement under Cal. Public Contract Code $$ 22160 et seq. and as authorized in S 2-212 of this Ordinance.
(3) Funding Source Requirement. The city shall comply with county, state, or federal funding source requirements for use of an RFP/RFQ. (4) Master Service Agreements. Master service agreements may be entered into with specific vendors for support services on an "as needed" basis pursuant to an RFP process.
(d)

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(c) MP/RFQ Not Required.
(1) Professional/Consultant Services. The city may contract with any specially trained and experienced persons, firms or corporations for special services and advice in financial, economic, accounting, legal or administrative services. Selection shall be on the basis of demonstrated competence, on the professional qualifications necessary for the satisfactory performance of the services required, and at a fair and reasonable price to the city. To obtain the best competitive value for services, the city may employ an RFP or RFQ process dependent on nature of the services, complexity, estimated cost, and immediate needs as determined by the City Manager.
(2) Routine Supplies/Equipment. Procurement ofroutine supplies or equipment where best price is the only objective, there is no need to use an RFP/RFQ.

A clear and specihc request for price quotes or informal bidding requirements per 5 2-205 of this Code is often the most efficient procurement method for obtaining the best price for goods except that factors other than low price may be considered. However, the city may choose to use an RFP/MQ process.
$ 2-211. CONFLTCT OF TNTEREST.

No person shall recommend, participate in any contract evaluation, selection, purchase, or lease which would constitute a conflict of interest defined in the city Conflict of Interest Code or applicable state law.
s2-2r2. DESTGN BUrLD EXCEPTTON.

Nothing in this Purchasing Ordinance shall preclude the city from utilizing the design-build project delivery method where authorized by and in accordance with the provisions set forth in Cal. Public Contract Code $ 22160 et seq., as it may be amended from time to time. $ 2-213. SURPLUS SUPPLTES AND EQUIPMENT
(a) Definitions
(1) "Surplus city property" means supplies or equipment belonging to the city which are no longer used or which have become obsolete or worn out or which are otherwise of no further use.
(2) "Immediate family" means the husband, wife, mother and father of both husband and wife, son, daughter, brother and sister of the employee, or any relative by blood or marriage residing in the same household.

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(b) Duty to report sumlus equipment and supplies. Departments shall submit to the purchasing agent, at such times and in such forms as prescribed, reports listing all available surplus city property. The purchasing agent shall have authority to exchange for, or trade in, such property on new supplies and equipment in accordance with this Ordinance.
(c) Disposal required. The purchasing agent shall determine if any surplus city property can be used by any department of the city. If such supplies or equipment cannot be used or are unsuitable for city use, the purchasing agent shall, in the manner provided in this chapter, dispose of such supplies and equipment that cannot be exchanged for or traded in on new equipment or supplies. (d) Manner of disposal.
(1) If the surplus city property which is not required for city use has been assigned an estimated market value of less than one thousand dollars by the purchasing agent, it may disposed on the open market without advertising for bids.
(2) If the surplus city property which is not required for city use has been assigned an estimated market value of one thousand dollars or more by the purchasing agent, he/she shall dispose of the property:
(i) Through the solicitation of sealed bids, with the award going to the highest responsive, responsible bidder. All notices shall be published by the purchasing agent in a commercially reasonable manner, using any appropriate mediums of printed or electronic commerce which, in the opinion of the purchasing agent, are reasonably likely to ensure an optimum bidding process; (iD Through participation in an auction;
(iii) Through consignment of items to a vendor to sell on behalf of the city. The purchasing agent shall enter into an agreement with the vendor that has the potential of generating the most market interest and, therefore, the highest net proceeds for the city. The consignment vendor shall, at its expense, advertise the item(s) for sale, in accordance with subsection (B)(1) of this section, and shall accept offers on behalf of the city, with the city having final acceptance authority;
(i") Through a negotiated agreement with another public agency, public safety organization, government agency or other nonprofit agency which may have limited funds, and an expressed need for such item(s).
(3) The amount received for any property sold pursuant to this Ordinance shall be deposited in the city's general fund.

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(e) City personnel and immediate family members prohibited from purchasing. No city officer or employee or any member of the immediate family living in the same household of a city officer or employee shall purchase surplus city property sold in accordance with this Ordinance.

SECTION 3. California Environmental OualiW Act. This Ordinance is exempt from the California Environmental Quality Act (CEQA) under g 15061(b)(3) of the CEQA Guidelines, which provides that CEQA only applies to projects that have the potential for causing a significant effect on the environment. Where, as here, it can be seen with certainty that there is no possibility that the activity in question would have a significant effect on the environment, the activity is not subject to CEQA.

SECTION 4. Severability. If any section, subsection, subdivision, sentence, or clause or phrase in this Ordinancc or any part thereof is for any reason held to be unconstitutional, invalid or ineffective by any court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have adopted each section irrespective of the factthat any one or more subsections, subdivisions, sentences, clauses, or phrases are declared unconstitutional, invalid, or ineffective.

SECTION 5. Effective Date. This Ordinance shall become effective thirty (30) days from its adoption.

SECTION 6. Publication. The City Clerk shall certifr to the adoption of this Ordinance and cause it, or a summary of it, to be published in a newspaper of general circulation printed and published within the City of Sanger, pursuant to all legal requirements.

The foregoing ordinance was introduced at a regular meeting of the City Council of the City of Sanger held on and was passed and adopted at a regular meeting of the City Council held on by the following vote:

AYES:

NOES:

ABSENT:

ABSTAN:

ATTEST: APPROVED:

Corina Tamez, City Clerk
City of Sanger
Frank Gonzales, Mayor
City of Sanger
PagelT oflT
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124
SANADR
To:

From:

Subject:

For the Meeting of; December 5,2024
Agenda Item No.: F - 1
CrrYoF SINGER
RE.PORT TO THE. CITY COUNCIL AND

SUCCE,SSOR AGE,NCY TO THE, SANGE,R

RE,DE,VE,LOPME,NT AGE,NCY
Mayor/City Council and Chairman/Board Members
Joshua Rogers, City Engineer
Right of Way Acquisition - Central Avenue
Attachments: 1. Resolution No. 24-05
CONFLICT OF INTEREST:

None known.

RECOMMENDATION:

Staff recommends that the Successor Agency to the Sanger Redevelopment Agency and the Sanger City Council adopt joint Resolution No. 24-05 which both offers, and accepts, the rightof-way dedication for permanent public street and utility purposes along the north side of Central Avenue just east of Academy Avenue.

EXECUTIVE SUMMARY:

Central Avenue is planned to ultimately be widened to a 4-lane minor arterial east of Academy Avenue in conformance to the Southeast Sanger Area Specific Plan. In preparation for the ultimate improvements, and as part of a land sale between the Successor Agency to the Sanger Redevelopment Agency ("Successor Agency") and Academy Property, LLC, the Successor Agency has agreed to grant, and the City has agreed to accept, the necessary right of way (additional 20') along the north side of the roadway for the frontage of the property being sold by the Successor Agency.

Prepared by: Toshua Rosets Approved by: _Nathan Olson_
REVIEW: City Manager: _NCO_ Finance: MS City Attorney: _RS_ TYPE OF ITEM:

Consent
Info Item
Action Item
Depattment Report
Redevelopment Agency
COUNCIL ACTION: APPROVED DENIED NO ACTION
X Public Hearing
Matter Initiated by a Council Member
Other
Continued to:

X
125
BACKGROUND:

In order to account for the ultimate right of way for Central Avenue, Staff is recommending that the Successor Agency grant, and the City of Sanger accept, an additional20' in public street and utility easement so that a future dedication from Academy Property,LLC is not nscessary. This item is a component to effectuate the land sale of property to Academy Property, LLC, which is also being presented for approval this evening. That transfer has already been through compliance with the requirements of the Surplus Land Act (SLA), and the City has received notice from the Department of Housing and Community Development ("HCD") on February 2, 2024, that the City had met all its requirements under the SLA for disposition of the property. As such, the recommended right-of-way dedication for permanent public street and utility purposes is likewise compliant with the requirements of the SLA.

Staff is recommending that this easement dedication and acceptance precede the approval of the agreement for the land sale and that the recording of the easement deed precede the recording of the land sale grant deed so that the easement will run with the land. The dedication has already been factored into the net acreage of the land sale to exclude it from the land which will be available to Academy Property, LLC to develop in the future.

Attached to the Resolution is the Grant of Easement for the associated right of way dedication. Staff recommends that the Successor Agency grant, and the Sanger City Council accept, the dedication on behalf of the public.

REASON FOR RECOMMENDATION:

The right of way is necessary for the future construction of public road and utility improvements for Central Avenue.

FISCAL IMPACT:

There is no fiscal impact associated with the acceptance of the easement deed.

ALTERNATIVES:

None recommended.

ACTIONS FOLLOWING APPROVAL:

The City Clerk will affix a certificate of acceptance to the signed easement deed and record the document with the Fresno County Recorder to the of the deed to
\\nas l\shared\Forms & Templates
126
ATTACHME,NT 1
\\nasl\shared\Forms & Templates
127
RESOLUTION NO. 24-05

A RESOLUTION OF THE SUCCESSOR AGENCY TO THE SANGER REDEVELOPMENT

AGENCY AND THE CITY OF SANGER DEDICATING, AND ACCEPTING, A RIGHT OF

WAY DEED FOR PUBLIC STREET AND UTILITY PURPOSES

FOR CENTRAL AVENUE
WHEREAS, the City of Sanger has planned through its Southeast Sanger Area Specific Plan that Central Avenue be designated as a 4-lane minor arterial east of Academy Avenue; and WHEREAS, a land sale has been negotiated between the City of Sanger as Successor Agency to the Sanger Redevelopment Agency, a separate public entity ("successor Agency"), and Academy Property, LLC ("Buyer"); and
WHEREAS, the land sale involves a portion of the property known as APN 332-042-947 which is adjacent to Central Avenue, east of Academy Avenue ("Property"); and WHEREAS, future development of the Property would necessitate the construction of Central Avenue to its ultimate configuration, including the dedication of sufficient right of way for the construction; and
WHEREAS, prior to sale of the Property from Successor Agency to Buyer, the Successor Agency has agreed to convey by Grant of Easement the portion of the Property deemed by the City Engineer as necessary for the future expansion of Central Avenue to its ultimate build-out; and
WHEREAS, it is in the best interest of the City of Sanger and its residents to accept the Grant of Easement, attached hereto as Attachment 1.

NOW THEREFORE, IT IS HEREBY RESOLVED:

1. That the Successor Agency grant the righfof-way dedication for public street and utility purposes; and

2. That the City Council of the City of Sanger, State of California accepts the right-of- way dedication for public street and utility purposes.
128
I hereby certifr that the foregoing is a full, true and correct copy of a Resolution duly and regularly adopted and passed by the City Council for the City of Sanger, California, at a regular meeting held on the 5th day of December, 2024by the following vote:

AYES:

NOES:

ABSTAIN (RECUSAL):

ABSENT:

AYES:

NOES:

ABSTAIN (RECUSAL)
ABSENT:

BOARD MEMBERS:

BOARD MEMBERS:

BOARD MEMBERS:

BOARD MEMBERS:

COUNCIL MEMBERS:

COUNCIL MEMBERS:

COUNCILMEMBERS:

COUNCIL MEMBERS:

Corina Tamez,Board and City Clerk
129
ATTACHMENT 1
Grant of Easement - APN 332-042-947
130

FREE RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Sanger
1700 71h Street
Sanger, CA 93657
Attn: City Clerk
APN a portion of 332-042-947
THE UNDERSIGNED GRANTOR DECLARES:

Documentary Transfer Tax is: $-0- per R&T 51 1922
(Space Above This Line for Recorder's Office Use Only)
(Exempt from Recording Fee per Gov. Code 56103)

GRANT OF EASEMENT
FOR PUBLIC STREET. UTILITIES AND RELATED PURPOSES
FOR VALUABLE CONSIDERATION, the receipt of which is hereby acknowledged, CITY OF SANGER AS SUCCESSOR AGENCY TO THE SANGER REDEVELOPMENT AGENCY, a separate public entity ("Grantor") hereby GRANTS to the CITY OF SANGER, a California municipal corporation ("Grantee") a non-exclusive easement and right of way for street, utilities and related purposes, in, on, over, under and across the real property described in Exhibit A and depicted in Exhibit B attached hereto and incorporated herein by reference ("Easement"). lN THE WITNESS THEREOF, Grantor has caused this Grant of Easement to be executed by its duly authorized representatives on the date and year set forth below.

Dated 2024 ,.GRANTOR"

CITY OF SANGER AS SUCCESSOR

AGENCY TO THE SANGER

REDEVELOPMENT AGENCY, A
separate public entity
By:

Nathan Olson
City Manager
131

CERTIFICATE OF ACCEPTANCE
This is to certify that the easement interest in real property conveyed by CITY OF

SANGER AS SUCCESSOR AGENCY TO THE SANGER REDEVELOPMENT AGENCY, a separate public entity as Grantor to the CITY OF SANGER ("Grantee"), is hereby accepted by the undersigned officer and agent of Grantee and Grantee consents to the recording of the Grant of Easement for Public Street, Utilities and Related Purposes.

Signedanddatedon-,2024atCityofSanger,California

GRANTEE
CITY OF SANGER, a municipal corporation
By
Corina Tamez, City Clerk
132

EXHIBIT A TO GRANT DEED

LEGAL DESCRIPTION OF EASEMENT
133
EXHIBIT *AOO

PUBLIC STREET AND UTILITY EASEMENT
All that portion of Parcel 2 of Parcel Map No. 3159 according to the map thereof recorded in Book 23 of Parcel Maps at Page 55, Fresno County Records, lying in the Southwest quarter of Section 26, Township l4 South, Range 22Bast, Mount Diablo Base and Meridian, according to the Official United States Govemment Township Plat thereof, in the City of Sanger, County of Fresno, State of Califomia, described as follows:

Commencing at the Southwest corner of said Section 26;
Thence North 89o56'35" East, 539.50 feet along the South line of said Southwest quarter; Thence North 0"05'37" East, 20.00 feet parallel with the West line of said Southwest quarter; Thence continuing North 0o05'37" East to a point on a line 50.00 feet North of and parallel with the South line of said Southwest quarter and the True Point of Beginning of this description; Thence South 89o56'35" West, 479.53 feet along said parallel line to the East line of the land described per Document Number 2008-009641l, Official Records Fresno County; Thence South 44"30' 13" East, 28.02 feet along said East line to the Southeast corner of the land described per said Document Number 2008-009641 I and a point on a line 30.00 feet North of and parallel with said South line;
Thence North 89o56'35" East, 459.86 feet along said parallel line to the True Point of Beginning.

Containing an area of 9,394 square feet, more or less.

No. 8204
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134

EXHIBIT B TO GRANT DEED

DEPICTION OF EASEMENT
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26, TOWNSHIP 14 SOUTH, RANGE
22 EAST, MOUNT DIABLO BASE
AND MERIDIAN.

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28.O2'
N0?5'J7"E

20.00 s8956'35"W 479.53'
N8956'Js"E 459.86',
30, EASEMENT PER VOLUME 197 OF DEEDS, PAGE 353, F.C.R,

GRANT DEED TO THE COUNTY

OF FRESNO PER DOCUMENT
NUMBER 60738, BOOK 7540,
PAGE 451. OFFICIAL RECORDS

FRESNO COUNTY

BAS'S OF BEAR'ATGS
N8956'Js"E 539.50'

CENTRAL AVENUE
LEGEND:

PUBLIC STREET AND
UT]LITY EASEMENT
AREA:9,394 SF +/-
EXIS]ING SECTION LINE

THE GEODETIC OBSERVAT'ION OF THE
WEST LINE OF lHE SOUTHI,I,EST
QUARTER OF SECTION 26, TOWNSHIP
14 SOUTH, RANGE 22 EAST, MOUNT
DIABLO BASE AND MERIDIAN.

TAKEN TO BE NORTH O?5'J7" EAST.

EXISllNG

RIGHT-OF-WAY LINE
T.P.O.B.

F.C.R.

EXIST'ING PROPERTY
LINE

TRUE POINT OF

BEGINNING

FRESNO COUNTY

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PROJECT TITLE
EXHIBIT ''8"

CITY OF SANGER
Dalei 11121124
Scale: As Noted
YH Job No. 21-249
Sheet No. 1
of 1 Sheets

SHEET DESCRIPTION

PUBLIC STREET AND UTILITY EASEMENT
Plot By: Ryan Waggle Plot Date: 11D2nO24 File Location: F:U021u1-24S\dwg\Exhibits\Easment DiagEms\21-249_Easement Deed.dwq 136
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

STATE OF CALIFORNIA

COUNTY OF
On 2024 before me, a notary public,
personally appeared who proved to
me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/herftheir authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WTNESS my hand and officialseal
Notary Public
SEAL
)
)
)
ss.
137
Fot the Meeting of: Decembet 5,2024
Agenda Item No.: 6- |

CITY OF SANGERAS SUCCESSOR

AGENCYTO THE SANGER

REDEVELOPMENT AGENCY
To: Board Members
From: David Brletic, Community Development Director
Subject: Consider Approval of Purchase and Sale Agreement with Academy Property Holdings LLC (APN 332-042-94T)
Attachments: Resolution No. 24-04
Purchase Sale Agreement
RECOMMENDATION:

That the Board of the Successor Agency to the Sanger Redevelopment Agency adopt Resolution 24-04 approving the Purchase and Sale Agreement with Academy Property Holdings LLC regarding a 6+ - Acre Parcel (5.0+ Acre Net) Located in the Sanger Kings River Technology Park for $489,681.70 and authorizing the Executive Director or Designee to sign the Agreement and related documents following approval by the Oversight Board and California Department of Finance.

EXECUTIVE SUMMARY:

The Successor Agency is seeking approval of an agreement to sell 6.01+ gross acres (5.00+ acres net) in the Sanger Kings River Technology Park for $489,681 .70 in accordance with an RFP issued for sale of that property and others in the Technology Park. All requirements specified in the RFP have been met. The sale process is in accordance with the Dissolution Law and the Surplus Land Act.

BACKGROUND:

The City of Sanger serves as the Successor Agency to the former Sanger Redevelopment Agency (RDA). As Successor Agency, the City holds land formerly owned by the Sanger RDA for the purpose of future economic development and job creation. The Sanger RDA owned the property until the Ptepatedby:-DavidBrletic-Approvedby:Nathan r.ll.^-
REVIEW: City Manager: NCO_ Finance: _MS_ City Attorney: _HCM TYPE OF ITEM:

Consent
Info Item
Action Item
X Deoartment Reoott
Successot Asencv
COUNCIL ACTION: APPROVED DENIED NO ACTION
_X_ Public Hearins
Mattet Initiated by a Council Member
Other
Continued to:
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Redevelopment Agency was dissolved pursuant to Assembly Billxl 26 ("Dissolution Law"). The Successor Agency is now responsible for disposing ofthe property, which was included in the Successor Agency's Long Range Property Management Plan ("LRPMP") approved by the California Department of Finance under the Dissolution Law. Sale of the Site is also now subject to the California Surplus Land Act ("SLA") and has been offered for sale in compliance with the SLA.

The City and Successor Agency issued a Request for Proposals (RFP) regarding properties located in the Kings River Technology Park area zoned Heavy Industrial. Proposers could submit proposals to purchase the entire Site or parts thereof. A number ofproposals have been received, are being evaluated, and discussions are being held with the proposers. At this time, the Successor Agency Board is asked to review and consider the sale of 6.01+ acres, to Academy Property Holdings LLC (Randhawa) for $489,681.70. Excluding the street and public utility right-of-way easements considered as part of the prior Agenda item, approximately 5.0+ net acres will be available for use. Randhawa met all the RFP requirements. The sale meets the requirements of the Successor Agency's Long Range Property Management Plan (LRPMP) previously approved by the California Department of Finance and the Surplus Land Act pursuant to HCD's approval of surplus land designations.

REASON FOR RECOMMENDATION:

The Successor Agency's Long Range Property Management Plan provides the guidelines and requirements necessary for the sale of property in the Kings River Industrial Park Area. Currently, the City has approximately 27 acres of land available for sale. The proposed sale would support economic development in the Sanger area and would also support job creation as required under the LRPMP FISCAL IMPACT:

Randhawa will purchase the property for the appraised value of $489,681.70. As this is former RDA properly, the proceeds will be distributed pursuant to tax allocations. The City's share is 18.57% ($90,933.89).

ACTIONS FOLLOWING APPROVAL:

The Purchase and Sale Agreement and its Resolution of approval shall be submitted to the Oversight Board of the County of Fresno for approval and thereafter to the Califomia Deparfinent of Finance for approval.

Following final approval, the Agency's Executive Director or Designee will execute the agreement on behalf of the Successor Agency and a Deed of Trust shall be recorded against the property in the Official Records of Fresno County.

01.236. O70L / r035 668 . I
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RESOLUTION NO. 24.04

A RESOLUTION OF THE CITY OF SANGER AS SUCCESSOR

AGENCY TO THE SANGER REDEVELOPMENT AGENCY

APPROVING THE PURCHASE AND SALE AGREEMENT WITH
ACADEMY PROPERTY HOLDINGS LLC FOR 6 + ACRES

LOCATED IN THE SANGER KINGS RIVER TECHNOLOGY PARK
rN SANGER, CA (APN 332-042-94T)
WHEREAS, the California State Legislature enacted Assembly Bill xl 26 in 20ll to dissolve redevelopment agencies formed under the Community Redevelopment Law (Health and Safety Code sections 33000 et seq., as amended by Assembly Bill 1484 in 2012 and Senate Bill 107 in 2015) hereafter referenced as "Dissolution La#'. All references to Health and Safety Code sections in this Agreement are references to the Dissolution Law.

WHEREAS, on February 1,2012, and upon dissolution of the Former Redevelopment Agency, the City of Sanger, acting in a separate limited capacity and as a separate legal entity, became the Successor Agency of the Former Redevelopment Agency ("Successor Agency").

WHEREAS, prior to the effective date of the Dissolution Law, the City of Sanger Redevelopment Agency ("Former Redevelopment Agency") owned fee interest title in properties known as the Sanger Kings River Technology Park.

WHEREAS, the Successor Agency is responsible for the disposition of the Property in accordance with the procedures and requirements of Dissolution Law. Pursuant to Health and Safety Code Section34177, successor agencies are required to dispose of assets and properties of the Former Redevelopment Agency expeditiously and in a manner aimed at maximizing the value.

WHEREAS, in accordance with Health and Safety Code Section 34191.5, the Successor Agency prepared, and the Oversight Board of the Successor Agency ("Oversight Board") approved a "Long-Range Property Management Plan" ("LRPMP") which was approved by the California Department of Finance on May 24,2013.

WHEREAS, Successor Agency now holds fee title interest in and to the properties listed in the LRPMP.

WHEREAS, the LRPMP requires that sale of any property listed therein requires a fair market value appraisal.

WHEREAS, the Successor Agency has conducted a fair market value appraisal of the Property.

WHEREAS, Academy Property Holdings LLC ("Purchaser") wishes to purchase the Property.

WHEREAS, the Purchaser is potentially locating and expanding their Trucking Yard resulting in job creation.
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WHEREAS, the Successor Agency owns 6.01+ acres ("Property") designated as APN 332-042-94T, which is part of the LRPMP and issued a Request for Proposals for its sale.

Excluding approximately l+ acres in street and public utility right-of-way easements, approximately 5.0+ net acres will be available for use.

WHEREAS, the Califomia Housing and Community Development Department has approved the designation of the Property as surplus land and the Successor Agency has complied with requirements of the Surplus Land Act.

WHEREAS, the Successor Agency wishes to enter into a Purchase Sale Agreement with the Purchaser for the sale of the Property for a sale price of four hundred eighty nine thousand six hundred eighty one dollars and seventy cents ($489,681.70) ("Purchase Price") which represents a determination ofthe current fair market value of the Property by the marketplace via an appraisal.

WHEREAS, making this Property available to Purchaser will fulfill the Successor Agency's obligation to expeditiously dispose of property and will promote job creation.

WHEREAS, the sale will promote the sale of the other parcels in the Sanger Kings River Technology Park which is required under the Dissolution Law and the LRPMP.

WHEREAS, the Purchase Sale Agreement specifies that the sale of the Property by the Successor Agency is conditioned upon the Successor Agency having received the necessary approval under the Dissolution Act by the Oversight Board to the Successor Agency and the California Department of Finance.

NOW THEREFORE, the City of Sanger as Successor Agency to the Sanger Redevelopment Agency, County of Fresno, State of California resolves as follows:

Section 1. The Recitals set forth above are true and correct and incorporated herein by reference.

Section 2. The Successor Agency hereby approves the Purchase and Sale Agreement with Academy Property LLC for the sale of the Property described hereinabove substantially in the form attached hereto. The sale and disposition of the Property shall be carried out in accordance with the terms of the Purchase Sale Agreement.

Section 3. The Successor Agency is directed to utilize the proceeds to reimburse the Successor Agency for costs of the appraisal and escrow.

Section 4. Subject to the terms and conditions contained within the Purchase Sale Agreement, the Successor Agency Executive Director or Designee is authorized to execute the Purchase Sale Agreement and any associated documents on behalf of the Successor Agency following approval of the Agreement by the California Department of Finance.

Section 5. This resolution shall take effect upon adoption subject to all applicable requirements of the Dissolution Law.
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* * * :t rr rF rF * * * rl€ * * * * r* {.

The foregoing Resolution was considered by the Oversight Board of the City of Sanger as Successor Agency to the Sanger Redevelopment Agency at aregular meeting of said Board held on the 5ft day of December 2024 and adopted by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

NONE
NONE
NONE
NONE
ATTEST:

Corina Tatnez, Clerk of the Successor Agency
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Purchase and Sale Agreement
01,236.0101,/1035 668. 1
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AGREEMENT FOR PURCHASE AND SALE

OF REAL PROPERTYAND JOINT ESCROW INSTRUCTIONS

THIS AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTYAND JOINT ESCROW INSTRUCTIONS ("Agreement") is made this _ day of 2024, ("Agreement Date") by and between City ofSanger as Successor Agency to the Sanger Redevelopment Agency, a separate public entity ("Successor Agency" or "Seller") and Academy Property Holdings LLC as ("Buyer"). Seller and Buyer are referred to herein individually as a "Party" and collectively as "Parties."

RECITALS
A. Seller owns that certain real property located in Sanger, Califomi4 in Fresno County and desires to sell said property in fee, more specihcally identified as unimproved land comprised of approximately 6.01+ acres, identified as APN 332-042-94T and legally described in Exhibit A and depicted on Ujbj!-E which are attached hereto and incorporated herein by reference (the "Property"). Excluding approximately l+ acres in street and public utility right- of-way easements, approximately 5.01 net acres will be available for use.

B. The California State Legislature enacted Assembly Bill xl 26 in 201I to dissolve redevelopment agencies formed under the Community Redevelopment Law (Health and Safety Code sections 33000 et seq., as amended by Assembly Bill 1484 in2012 and Senate Bill 107 in 2015) hereafter referenced as "Dissolution Law". All references to Health and Safety Code in this Agreement are references to the Dissolution Law.

C. Prior to the effective date of the Dissolution Law, the Sanger Redevelopment Agency owned a fee interest in the Property.

D. On February 1,2012, and upon dissolution of the Former Redevelopment Agency, the City ofSanger, acting in a separate limited capacity and as a separate legal entity, became the Successor Agency ofthe Sanger Redevelopment Agency ("Successor Agency").

E. The Property was previously owned by the Former Redevelopment Agency.

F, Successor Agency ("Seller") now holds fee title interest in and to the Property.

G. Seller is responsible for the disposition of the Property in accordance with the procedures and requirements of the Dissolution Law. Pursuant to Health and Safety Code Section 34177, successor agencies are required to dispose of assets and properties of the Former Redevelopment Agency expeditiously and in a manner aimed at maximizing the value.

H. Seller represents and warrants to Buyer that it has complied with requirements for the sale of surplus property under the Surplus Land Act (Govemment Code Section54220 et seq.) I. In accordance with Health and Safety Code Section 34191.5, the Seller prepared and the Oversight Board ofthe Successor Agency ("Oversight Board") approved a "Long-Range Property Management Plan" which was approved by the Califomia Department of Finance on May 24,2013.

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J. The Long Range Property Management Plan requires that sale of any property listed therein requires a fair market value appraisal.

K. Seller has conducted a fair market value appraisal ofthe Property.

L. The Parties acknowledge and agree that the purchase and sale of the Property pursuant to this Agreement is subject to approval by the Fresno County Oversight Board and the Califomia Department of Finance ("DOF").

M. Seller desires to convey the fee title interest in and to the Properly to Buyer in a manner consistent with the Dissolution Law requiring, inter alia, the disposition of its former property.

N. Buyer desires to purchase the Property from Seller and Seller desires to sell the Property on the terms and conditions contained in this Agreement.

TERMS AND CONDITIONS

1. PURCHASE AND SALE OF PROPERTY. Pursuant to the terms and conditions ofthis Agreement, and for the consideration herein set forth, Buyer hereby agrees to purchase from Seller and Seller agrees to sell to Buyer, the Property in AS-IS condition. The Parties agree that no personal property shall be included in this transaction.

2. OPENING OF ESCROW. Within five (5) days afterthe execution of this Agreement by Buyer and Seller, the Parties shall open an escrow ("Escrow') with Sue Meyers at Chicago Title "Title Company") with an office located at 7330 N. Palm Avenue, Suite l0l, Fresno, CA 93711, by causing an executed copy of this Ageement to be deposited with Escrow Holder together with Buyer's Deposit (as defined in Section 3.2 below) ("Opening of Escrow").

3. PURCHASE PRICE: DEPOSIT; PAYMENT OF PURCHASE PRICE.

3.1 Purchase Price. The purchase price for the Property is Four Hundred Eighty Nine Thousand Six Hundred Eighty One and 701100 Dollars ($489,681.70) ("Purchase Price") which Buyer and Seller agree is the fair market value ofthe Property. 3,2 Deposit. Buyer submitted a proposal responsive to Request for Proposal ('RFP') issued by City ofSanger and the Successor Agency for purchase ofthe Property and submitted a deposit in the amount of twelve thousand and five hundred Dollars ($12,500.00) (the "Deposit').

Concurrently with Opening of Escrow, the Deposit shall be submitted to the Escrow Holder for the benefit ofthe Parties and applied against the Purchase Price at Closing (as defined in Section 5) or released, refunded or used as liquidated damages in accordance with the terms of this Agreement. The Deposit shall be held by the Escrow Holder in an interest-bearing account and any interest earned and accrued on the Deposit shall become part of the Deposit. The Deposit shall be fully refundable to Buyer on or before the expiration the Due Diligence Period. In the event Buyer expressly waives contingencies in writing and elects to continue and does not terminate this Agreement on or prior to the Due Diligence Period, the Deposit shall become immediately non- refundable and held in Escrow except in the event of a Seller default or as otherwise set forth in 2 131
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this Agreement.

3.3 Pavment of Purchase Price. Upon Escrow Holder's receipt of all Closing Items identified in Section 4 of this Agreement, Buyer shall deposit into Escrow in cash or by wire transfer of immediately available funds the balance of the Purchase Price in Good Funds ("Balance') from a financial institution located in the State of Califomia less the Deposit, plus or minus closing prorations, adjustments, and costs related to the Closing.

4. CLOSING FUNDS AND DOCUMENTS REOUIRED FROM BUYER AND
SELLER.

4.1 $9!!9. Seller agrees that on or before 12:00 noon on the day preceding the Closing Date, Seller will deposit or cause to be deposited with Escrow Holder all of the following:
(a) A grant deed in the form attached hereto as Exhibit C executed by Seller ("Grant Deed").
(b) A Non-Foreign Affidavit as required by federal law
(c) Any additional tax forms, recordation forms, 1099s, or other documents as may be reasonably required by the Escrow Holder or Title Company to consummate the transaction contemplated by this Agreement.

4.2 Buver. Buyer agrees that on or before l2:00 noon on the day preceding the Closing Date, Buyer will deposit with Escrow Holder the Purchase Price and all additional funds, required under this Agreement, and all of the following:
(a) A Preliminary Change of Ownership Report completed in the manner required in Fresno County.
(b) Such funds and other items and instruments as may be necessary in order for Escrow Holder or the Title Company to comply with this Agreement, including, but not limited to, the Deposit, the Balance ofthe Purchase Price, and Buyer's Charges, defined below.

4.3 Recordation. Completion and Distribution of Documents. Escrow Holder shall confirm that any documents signed in counterpart are matching documents and shall combine the signature pages thereof to create fully executed documents. Escrow Holder wilt date all the documents with the date of Close of Escrow.

5. CLOSING DATE: OPTIONS TO EXTEND CLOSING: TIME IS OF ESSENCE.

5.1 Closine Date. Escrow shall close within one hundred twenty (120) days after Opening of Escrow ("Closing Date").

5.2 Delinition of Closine. The terms "Close of Escrow" and/or "Closing" mean the date upon which the Grant Deed is recorded in the Oflicial Records of Fresno County.

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5.3 Time is of Essence. The Parties specifically agree that time is of the essence of this Agreement.

5.4 Possession. Upon the Close of Escrow, possession of the Properly shall be delivered to Buyer.

6. TITLE POLICY.

6.1 Apnroval of Title.
(a) Promptly following execution of this Agreement but in no event later than ten (10) days following Opening of Escrow, a preliminary title report shall be issued by the Title Company, describing the state oftitle ofthe Property, together with legible copies ofall exceptions and a map plotting all easements ("Preliminary Title Report"). Within twenty (20) days after the date of Buyer's receipt of the Preliminary Title Report, Buyer shall notiS Seller in writing ("Buyer's Title Notice") of Buyer's disapproval of any matters contained in the Preliminary Title Report ("Disapproved Exceptions").
(b) In the event Buyer delivers Buyer's Title Notice within said time period, Seller shall have a period often (10) days after the date ofBuyer's receipt ofthe Title Notice in which to notiff Buyer of Seller's election to either (i) agree to attempt to remove the Disapproved Exceptions prior to the Close of Escrow; or (ii) decline to remove any such Disapproved Exceptions ("Seller's Notice"). If the Seller's Notice sets forth Seller's election to decline to remove the Disapproved Exceptions, or the Seller's Notice sets forth Selter's election to attempt to remove the Disapproved Exceptions but Seller is unable to remove the Disapproved Exceptions prior to the Close of Escrow, Buyer may elect either to terminate this Agreement and the Escrow or to accept title to the Property subject to the Disapproved Exception(s) and close Escrow. Buyer shall exercise such election by delivery of written notice to Seller and Escrow Holder within five (5) days following the date ofBuyer's receipt ofthe Seller's Notice. The failure ofSellerto provide the Seller's Notice to Buyer within the time period identified above, shall be deemed Seller's election to decline to remove any Disapproved Exceptions. (c) Upon the issuance of any amendment or supplement to the Preliminary Title Report which adds additional exceptions, the foregoing right ofreview and approval shall also apply to said amendment or supplement; provided, however, that Buyer's initial period of review and approval or disapproval of any such additional exceptions shall be limited to five (5) days following the date ofreceipt of notice of such additional exceptions. (d) Nothing to the contrary herein withstanding, Buyer shall be deemed to have automatically objectedto all leases, deeds of trust, mortgages, judgment liens, federal and state income tax liens, delinquent general and special real property taxes and assessments and similar monetary encurnbrances affecting the Property (collectively "Seller Monetary Liens") (excluding any such items caused by Buyer or its officers, agents, representatives and contractors), and Seller shall discharge any Seller Monetary Liens prior to or concurrently with the Close of Escrow 4 133
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6,2 Owner's Title Policv. At the Close of Escrow, Title Company shall have committed to issue to Buyer, an ALTA owner's non-extended policy of title insurance ("Owner's Title Policy") insuring title to the Property vested in Buyer, containing only (i) non-delinquent real property taxes and assessments and (ii) exceptions approved by Buyer in accordance with Section 6.1. The arnount ofthe insurance coverage shall be in the amount ofthe Pr.rchase Price.

The cost ofthe Owner's Title Policy shall be paid by Seller. IfBuyer elects to obtain an extended ALTA owner's policy, Buyer shall be responsible to secure a survey at its own cost and expense which shall be delivered to the Title Company not less than thirty (30) days prior to Closing and Buyer shall be responsible to pay for any additional premium. The Title Policy shall include extended coverage or endorsements that Buyer may request but at Buyer's expense.

7. DUE DILIGENCE AND DUE DILIGENCE PERIOD. For a period of ninety (90) days following the Opening of Escrow ("Due Diligence Period"), Buyer shall have the right to perform any investigations and inspections ofthe Property, and review ofdocuments related to the Property as Buyer may reasonably determine in order to assess its willingness to purchase the Property pursuant to the terms of this Agreement.

7.1 Review and Anproval of Documents and Materials. Within ten (10) days after the Opening ofEscrow, Seller shall deliver to Buyer any and all documents, reports, surveys, environmental assessments, engineering reports for the Property and other materials in Seller's possession or under its conhol or that of its agents, respecting the Property, including any hazardous substance conditions report conceming the Property, any natwal hazard zone disclosure report, (collectively, "Materials"). During the Due Diligence Period, Buyer may review and evaluate the Materials to determine whether the Property is appropriate for Buyer's proposed use, in its sole discretion. Buyer is advised that there are no leases affecting the Property and there are no third parties in possession ofthe Property.

7.2 Buver's Due Dilisence. During the Due Diligence Period, Buyer and its agents may at Buyer's sole expense, conduct tests and physical inspections ofthe Property, including environmental site assessments desired by Buyer. During the Due Diligence Period, Buyer shall provide evidence to Seller that Buyer has procured and paid premiums for an all-risk public liability insurance policy written on a per occurrence and not claims made basis in a combined single limit of not less than ONE MILLION DOLLARS ($1,000,000) which insurance names Seller as additional insured. Buyer shall keep the Property free and clear ofall mechanic liens, lis pendens and other liens arising out ofthe entry and work performed under this paragraph and shall maintain or assure maintenance of workers' compensation insurance (or state approved self- insurance) on all persons entering the Property in the amounts required by the State ofCalifomia.

Buyer shall promptly restore the Property to the condition that it was in prior to those tests and inspections and shall indemniff, defend and hold Seller harmless from all damages, costs, loss, expense (including attomey fees) and liability resulting from Buyer's and Buyer's officers, employees, agents, representatives and conhactors activities, acts, and omissions on the Property, including, but not limited to, mechanic liens.

Notwithstanding anything to the contrary contained in this Agreement, (i) the defense, indemnity, and hold harmless provision contained in this Section shall not apply to the extent such liabilities arise in connection with the sole negligence or willful misconduct of Seller, its 5 134
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employees, agents, contractors, licensees or invitees and (ii) provided further that Buyer shall have no liability to Seller or to its employees, agents, or contractors by reason of, nor shall Buyer have any duty to indemniff, defend, or hold any person or entity hannless from or against, any claim for diminution in value of the Property or for environmental remediation or clean-up costs, resulting directly from Buyer having merely discovered and./or reported (to the extent required by applicable law) any adverse physical condition, title condition, environmental condition, or other defect with respect to the Property. The provisions ofthis Section 7.2 shall survive the Closing or any termination of this Agreement. At Closing, Buyer shall take the Property subject to any title exceptions caused by Buyer exercising this license to enter the Property.

7.3 Buver's Termination Rieht. Buyer shall have the right at any time on or before 5:00 p.m. California Time on the last day of the Due Diligence Period to terminate this Agreement if, during the course ofBuyer's due diligence investigations ofthe Property, Buyer determines in its sole and absolute discretion that the Property is not acceptable to Buyer. Buyer may exercise its right to terminate by delivering written notice of termination to Seller and Escrow Agent ("Termination Notice") on or before 5:00 p.m. Califomia Time on the last day of the Due Diligence Period. Upon the timely delivery of such Termination Notice, (i) Escrow Agent shall immediately retum the Deposit (less any cancellation charges) to Buyer without the need for further instruction or approval ofthe parties, and (ii) this Agreement shall automatically terminate and be ofno further force or effect and neither Party shall have any further rights or obligations hereunder except for those provisions of this Agreement which survive the termination of this Agreement. Notwithstanding anything contained herein to the contrary, if Buyer fails to provide a Termination Notice to the Seller and Escrow Agent, then Buyer shall be conclusively deemed to have elected to approve its Due Diligence of the Property.

8. CONDITIONS PRECEDENT TO CLOSE OF ESCROW.

8.1 Conditions to Buver's Oblisations. The obligations of Buyer under this Agreement are subject to the satisfaction or written waiver, in whole or in part, by Buyer of each of the following conditions precedent ("Buyer's Conditions Precedent'):
(a) Title Company will commit to issue the Owner's Title Policy as specified in Section 6.2.
(b) Buycr has not issucd a Termination Notice in accordance with Section 7.3. (c) Escrow Holder holds and will deliver to Buyer the instruments and funds, if an5 accruing to Buyer pursuant to this Agreement.
(d) Seller has delivered the fully executed Grant Deed. (e) Seller is not in default of its obligations under this Agreement.

8.2 Conditions to Seller's Oblisations. The obligations of Seller under this Agreement are subject to the satisfaction or written waiver, in whole or in part, by Seller of the following conditions precedent ("Seller's Conditions Precedent'):
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(a) Escrow Holder holds and will deliver to Seller the instruments and funds accruing to Seller pursuant to this Agreement.
(b) Title Company will commit to issue the Owner's Title Policy as specified in Section 6.2.
(c) Buyer is not in default of its obligations under this Agreement.

9. DISCLAIMER OF WARRANTIES. Buyer specifically acknowledges, represents and warrants that prior to Closing, Buyer and Buyer's agents, consultants, contractors and representatives will have thoroughly inspected the Property or had the authority and permission to inspect the Property and observe the physical characteristics and condition of the Property.

Notwithstanding anything to the contrary contained in this Agreement, Buyer further acknowledges and agrees that Buyer is purchasing the Property subject to all applicable laws, rules, regulations, codes, ordinances and orders. Buyer further acknowledges and agrees that except for any representations and warranties expressly made by Seller in this Agreement, Seller does not make any representations, warranties or agreements of any kind whatsoever, whether oral or written, express or implied, statutory or otherwise, as to any matters concerning the Property, the condition ofthe Property, the size ofthe Property and/or the improvements thereon, the present use of the Property or the suitability of Buyer's intended use of the Property. Buyer hereby acknowledges, agrees and represents that the Property is purchased, conveyed and accepted by Buyer in its present condition,'AS IS", "WHERE IS" AND WITH ALL FAULTS. Buyer further acknowledges and agrees that any documents or information provided by Seller to Buyer including, without limitation, the Materials, being made available to Buyer for informational purposes only, and, Seller is making no representations or warranties regarding such documents or other information, including the accuracy or completeness of such documents and of any information contained therein. Buyer hereby represents and warrants to Seller that Buyer will, prior to expiration of the Due Diligence Period, perform an independent inspection and investigation of the Property and will also have investigated and have knowledge of operative or proposed govemmental laws and regulations including land use laws and regulations to which the Property may be subject. Buyer further represents that, except for any representations (if any) expressly made by Seller in this Agreement, Buyer shall acquire the Property solely upon the basis of Buyer's independent inspection and investigation of the Properly. Without limiting the generality ofthe foregoing, Buyer expressly acknowledges and agrees that Buyer is not relying on any representation or warranty of Seller, whether implied, presumed or expressly provided at law or otherwise, arising by virtue of any statute, common law or other legally binding right or remedy in favor of Buyer, except as may be expressly provided in this Agreement.

Sellers'Initials: Buyer's Initials:

9.1 Release. To the maximum extent permitted by law, Seller, and its officials, managers, officers, employees, representatives, agents, attomeys, affiliated and related entities, (collectively, the "Released Parties") shall not be liable for any claim ofany kind or character to any person or property arising from or caused by any of the condition of the Property. Buyer on Buyer's own behalfand on behalfofBuyer's agents, members, partners, shareholders, employees, 7 136
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representatives, related and afliliated entities, successors, assigns, officers and officials (collectively, the "Buyer Parties") hereby releases, waives, discharges, and covenants not to sue Seller or the Released Parties, and each of them, from and against any and all claims arising from, related to or caused by the condition ofthe Property. Buyer and Buyir Parties agree that the above waiver and release extends to all claims of any nafure and kind whatsoever, known or unknown, suspected or unsuspected, and Buyer, for itself and for the Buyer Parties, waives the benefits of California Civil Code Section 1542, which provides as follows:
"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR

OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER

FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY

HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER
SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY."
and all similar provisions or rules of law. Buyer elects to and does assume all risk for such claims against the Released Parties which may be brought by Buyer Parties heretofore and hereafter arising, whether now known or unknown by Buyer Parties. In connection therewith and to the greatest extent permitted by law, Buyer Parties hereby agree, represent and warrant that Buyer Parties realize and acknowledge that factual matters now unknown to Buyer Parties may have given or may hereafter give rise to claims which are presently unknown, unanticipatid and unsuspected, and Buyer Parties further agree, represent and warrant that the waivers and releases herein.have been negotiated and agreed upon in light ofthat realization and that Buyer parties nevertheless hereby intend to release Seller from any such unknown claims which might in any way be included as a material portion ofthe consideration given to Seller by Buyer in-exchange for Seller's performance hereunder. Without limiting the foregoing, if Buyer has knowledge-of (i) a default in any ofthe covenants, agreements or obligations to be performed by Seller rinder this Agreement and/or (ii) any breach or inaccuracy in any representation of Sellei made in this Agreement, and Buyer nonetheless elects to proceed to Closing, then, upon the consummation of the Closing, Buyer shall be conclusively deemed to have waivid any such default and/or breach or inaccuracy and shall have no claim against Seller or hereunder with respect thereto.

Notwithstanding anything to the contrary herein, Seller shall not have any liability whatsoever to Buyer Parties with respect to any matter disclosed to or discovered by Buyer or the Buyer parties prior to the Closing Date.

Without limiting the generality of the foregoing but subject to the immediately following paragraph, Buyer Parties hereby expressly waives, releases and relinquishet any *d all claimsl rights and remedies Buyer Parties may now or hereafter have against the ReleasedPutties, whether known or unknown, under any environmental law(s), or common law, in equity or otherwise, with respect_to (l) any past, present or fufure presence or existence ofhazardous materials on, under or about the Property (including in the groundwater underlying the Property) or (2) any pas! present or future violations of any environmental laws.

Notwithstanding anything in this Section to the contrary, the releases contained in this Section are not intended to and do not include (i) any claims arising from a breach of Seller's express representations or warranties in this Agreement (subject to the limitations, disclaimers and other 8 137
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provisions of this Agreement), or (ii) any obligation or other covenant of Seller under this Agreement which by its express terms suryives the Closing.

Seller has given Buyer material concessions regarding this transaction in exchange for Buyer Parties agreeing to the provisions ofthis Section. Seller and Buyer have each initialed this Section to further indicate their awareness and acceptance of each and every provision hereof. The provisions ofthis Section shall survive the Closing.

Sellers' Initials: Buyer's Initials:

10. ESCROW PROVISIONS.

10.1 Escrow Instructions. Sections I through 6, inclusive; 8, 10, 12 and 13 constitute the escrow instructions to Escrow Holder. If required by Escrow Holder, Buyer and Seller agree to execute Escrow Holder's standard escrow instructions, provided that the same are consistent with and do not conflict with the provisions of this Agreement. In the event of any such conflict, the provisions of this Agreement shall prevail. The terms and conditions in sections of this Agreement not specifically referenced above are additional matters for information of Escrow Holder, but about which Escrow Holder need not be concerned. Buyer and Seller will receive Escrow Holder's general provisions directly from Escrow Holder and will execute such provisions upon Escrow Holder's request. To the extent that the general provisions are inconsistent or conflict with this Agreement, the general provisions will conhol as to the duties and obligations of Escrow Holder only. Buyer and Seller agree to execute additional instructions, documents and forms provided by Escrow Holder that are reasonably necessary to close Escrow.

10.2 General Escrow Provisions. Escrow Holder shall deliver the Owner's Title Policy to the Buyer and instruct the Fresno County Recorder to mail the Grant Deed to Buyer at the address set forth in Section 13 after recordation. All funds received in this Escrow shall be deposited in one or more general escrow accounts ofthe Escrow Holder with any bank doing business in Fresno County, Californi4 and may be disbursed to any other general escrow account or accounts. All disbursements shall be according to that Party's instructions.

10.3 Real Pronertv Taxes. All general and special real property taxes and assessments due for any time period prior to the date of Close of Escrow shall be paid by Seller at the Close of Escrow.

10.4 Pavment of Costs.
(a) Cost Allocation. Seller shall pay the costs for the Owner's Title Policy, documentary transfer taxes and one-half (l/2) of the escrow costs ("Seller's charges"). Buyer shall pay one-half (ll2) ofthe escrow costs and be responsible for any recording charges ("Buyer's Charges"). All other costs of Escrow not otherwise specifically allocated by this Agreement shall be apportioned between the Parties in a manner consistent with the custom and usage of Escrow Holder for major commercial real estate transactions in the Fresno area. (b) Closins Statement. At least two (2) days prior to the Closing Date, Escrow 9 138
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Holder shall fumish Buyer and Seller with a preliminary escrow closing statement which shall include each Party's respective shares of costs. The preliminary closing statement shall be approved in writing by the Parties. As soon as reasonably possible following the Close of Escrow, Escrow Holder shall deliver a copy ofthe final Escrow closing statement to the Parties. (c) Prorations. Seller shall be responsible for any supplemental assessments or reassessments made to the extent attributable to any period prior to the Closing Date, and Buyer shall be responsible for any supplemental assessments or reassessments for all periods thereafter.

Buyer shall pay any supplemental taxes assessed pwsuant to the laws of the State of Califomia resulting from the sale of the Property to Buyer. Escrow Holder shall prorate rents, interest, premiums on insurance, and real and personal property taxes or assessments relating to the Property, including water district charges and assessments, ifany, to the extent attributable to any period prior to the Closing Date to Seller, and to Buyer for all periods thereafter.

10.5 Termination and Cancellation of Escrow. If Escrow fails to close as provided above, either party may elect to cancel this Escrow upon written notice to the other Party and Escrow Holder. Cancellation of Escrow, as provided herein, shall be without prejudice to whatever legal rights Buyer or Seller may have against each other arising from the Escrow or this Agreement.

10.6 Information Reoort. Escrow Holder shall file and Buyer and Seller agree to cooperate with Escrow Holder and with each other in completing any report ("Information Report") and/or other information required to be delivered to the Intemal Revenue Service pursuant to Intemal Revenue Code Section 6045(e) regarding the real estate sales transaction contemplated by this Agreement, including without limitation, Intemal Revenue Service Form 1099-8 as such may be hereinafter modified or amended by the Intemal Revenue Service, or as may be required pursuant to any regulation now or hereinafter promulgated by the Treasury Department with respect thereto. Buyer and Seller also agree that Buyer and Seller, their respective employees and attomeys, and escrow Holder and its employees, may disclose to the Intemal Revenue Service, whether pursuant to such Information Report or otherwise, any information regarding this Agreement or the transactions contemplated herein as such Party reasonably deems to be required to be disclosed to the Internal Revenue Service by such party pursuant to Intemal Revenue Code Section 6045(e), and further agree that neither Buyer nor Seller shall seek to hold any such Party liable for the disclosure to the Internal Revenue Service ofany such information.

10.7 No Withholding as Foreisn Seller. Seller represents and wanants to Buyer that Seller is not, and as of the Close of Escrow will not be, a foreign person within the meaning of Internal Revenue Code Section 1445 or an ouhof-state seller under California Revenue and Tax Code Section 18805 and that it will deliver to Buyer on or before the Close of Escrow a non- foreign affidavit on Escrow Holder's standard form pursuant to Intemal Revenue Code Section 1445(b)(2) and the Regulations promulgated thereunder and a Califomia Form 590-RE.

11. NON-COLLUSION. No official, officer, or employee of the Buyer has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of the Buyer participate in any decision relating to this Agreement which may aflect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is l0
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directly or indirectly interested, or in violation of any interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of "financial interest" shall be consistent with State law and shall not include interest found to be "remote" or "non-interest" pursuant to Califomia Govemment Code Sections 1091 and 1091.5. Seller wanants and represents that (s)he/it has not paid or given, and will not pay or give, to any third party including, but not limited to, any official, officer, or employee of Buyer, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded this Agreement. Seller further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment ofany money, consideration, or other thing ofvalue to any third party including, but not limited to, any offrcial, officer, or employee of Buyer, as a result or consequence ofobtaining or being awarded any agreement. Seller is aware ofand understands that any such act(s), omission(s) or other conduct resulting in the payment ofmoney, consideration, or other thing of value will render this Agreement void and of no force or effect.

Sellers' Initials:

12. DEFAULT

12.1. Default Of Buver: Liquidated Damaees. IF BUYER SHOULD DEFAULT

TJNDER THIS AGREEMENT, THEN BUYER AND SELLER AGREE THAT SELLER WILL

INCUR DAMAGES BY REASON OF SUCH DEFAULT BY BUYER OR FAILURE OF

ESCROW TO CLOSE ON OR BEFORE THE CLOSING DATE, WHICH DAMAGES SHALL

BE IMPRACTICAL AND EXTREMELY DIFFICULT, IF NOT IMPOSSIBLE, TO ASCERTAIN. BUYER AND SELLER, IN A REASONABLE EFFORT TO ASCERTAIN

WHAT SELLER'S DAMAGES WOULD BE IN THE EVENT OF SUCH DEFAULT BY

BUYER HAVE AGREED BY PLACING THEIR INITIALS BELOW TFI,AT THE DEPOSIT

SHALL BE DEEMED TO CONSTITUTE A REASONABLE ESTIMATE OF SELLER'S DAMAGES UNDER THE PROVISIONS OF SECTIONS 1671, 1676 and 1677 OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. IN THE EVENT OF AND FOR SUCH DEFAULT BY BT.IYER, THE DEPOSIT SHALL BE SELLER'S SOLE MONETARY REMEDY

THEREFOR, LINLESS BUYER WRONGFULLY REFUSES TO CAUSE ESCROW HOLDER

TO CANCELTHE ESCROW IN WHICH INSTANCE SELLER SHALL ALSO BE ENTITLED

TO ALL COSTS AND EXPENSES, INCLUDING ACTUAL ATTORNEYS' FEES INCURRED BY SELLER WHICH MAY RESULT FROM BUYER'S WRONGFUL I'AILURT''IO CANCTiL THE ESCROW AND THIS AGREEMENT. FURTHERMORE, THE FOREGOING

LIMITATION OF DAMAGES SHALL NOT APPLY TO ANY INDEMNIFICATION OBLIGATIONS OF BUYER.

Sellers' Initials: Buyer's Initials:

13. NOTICES. All notices required or permitted under this Agreement shall be in writing and shall be served on the Parties at the addresses set forth below. Any such notices shall, unless otherwise provided herein, be given or served (i) by depositing the same in the United States mail, postage paid, certified and addressed to the Party to be notified, with retum receipt requested (ii) by overnight delivery using a nationally recognized ovemight courier, (iii) electronic mail, or l1
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(iv) by personal delivery. Notice deposited in the mail in the manner hereinabove described shall be effective upon receipt or rejection ofsuch notice. A Party's address may be changed by written notice to the other Party; however, no notice of a change of address shall be effective until actual receipt ofsuch notice. Copies ofnotices are for informational purposes only, and a failure to give or receive copies of any notice shall not be deemed a failure to give notice.

To Buyer: Academy Property Holdings LLC
213 Brehler Avenue
Sanger, CA93657
Attention: Johnny Randhawa
Email : [email protected]
To Seller: City of Sanger as Successor Agency to the Sanger Redevelopment Agency
1700 7th Street
Sanger, CA93657
Attention: Nathan Olson, City Manager
Email: [email protected]
To Escrow Holder: Chicago Title
7330 N. Palm Avenue, Suite l0l
Fresno, CA937ll
Attention: Sue Meyer
Email: [email protected]

14. Representations and Warranties. The Parties represent and waxrant to the other Party that to their knowledge, except as set forth or otherwise disclosed in this Agreement or in any exhibit to this Agreement:
l4.l This Agreement has been duly authorized and executed on behalfofeach Party.

As of the Opening of Escrow, this Agreement constitutes a valid and binding agreement, enforceable in accordance with its terms.

14.2 Seller is the fee simple owner of the Property, and Seller is not a party to any contract, agreement or commitment to sell, convey, assign, transfer or otherwise dispose of any portion or portions ofthe Property.

14.3 Seller has not received notice ofviolation ofany applicable law, ordinance, regulation, order or requirement relating to Seller's operation or use or the Property.

14.4 To Seller's actual knowledge: (i) neither the Property nor any part thereof is in breach ofany environmental law; (ii) no part or the Property has ever been used as a landfill, dump, toxic waste disposal site or storage area; (iii) there are no underground storage tanks at the Property or, with respect to removed tanks, at the time or removal, any contaminated soil that was removed; and (iv) the Property is free of any Hazardous Materials that would higger response or remedial action under any environmental laws or any existing common law theory based on nuisance or strict liability. This warranty is limited to matters of which Seller has l2
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actual knowledge, and Buyer acknowledges that Seller has not made any affirmative investigation as to environmental issues affecting the Properly in connection with this Agreement. As used in this Agreement, the term "Hazardous Material" means any flammable items. explosives, radioactive materials, hazardous or toxic substances, material or waste or related materials. including any substance defined as or included in the definition of"hazardous substance," "hazardous wastes," "hazardous materials" or "toxic substances" now or subsequently regulated under any applicable federal, state or local laws or regulations.

14.5 There is no litigation pending or to the actual knowledge of Seller, threatened, against thc Propcrty which rclatcs to, or ifdecided adversely, could have a material adverse effect upon the Property (including condemnation or similar proceedings).

14.6 There are no leases, licenses or other occupancy or use agreements, written or oral, in effect in which Seller has granted any party rights to possession or use ofthe Property or any portion thereof, nor has Seller given any party an option or right of first refusal to purchase any portion ofthe Property.

14.7 The Property is not subject to any operating, maintenance or repair contract or other agreements that will bind the Property or Buyer after the Closing.

14.8 Sellerhas no actual knowledge ofany violations ofhealth, environmental or other applicable law, ordinance, code, order or regulation in any respect with regard to the Property.

14.9 To Seller's actual knowledge there are no bonds or assessments or charges for any public improvements or utilities made against the Property which remain unpaid (or which will remain unpaid by Seller as of the Closing Date).

14.10 No representation, statement or warranty by the Parties contained in this Agreement or in any exhibit attached hereto contains or will contain any untrue statements or omits, or will omit, a material fact necessary to make the statement of fact therein recited not misleading. If, after execution hereof and prior to the Closing, any event occurs or condition exists ofwhich either Parg becomes aware which renders any ofthe representations contained herein untrue or misleading, that Party shall promptly notiff the other Party in writing.

15. GENERALPROVISIONS.

15.1 Assiqnment. Neither Party shall have the right to assign this Agreement or any interest or right hereunder or under the Escrow without the prior written consent ofthe other Party. Notwithstanding the foregoing, this Agreement shall be binding upon and shall inure to the benefit ofBuyer and Seller and their respective heirs, personal representatives, successors and assigns.

15.2 Attorney's Fees. In any action between the Parties hereto, seeking enforcement of any of the terms and provisions of this Agreement or the Escrow, or in connection with the Property, the prevailing Party in such action shall be entitled, to have and to recover from the other party its reasonable attorneys' fees and other reasonable expenses in t3
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connection with such action or proceeding, in addition to its recoverable court costs.

15.3 Interpretation: Governins Law. This Agreement shall be construed according to its fair meaning and as ifprepared by both Parties hereto. This Agreement shall be construed in accordance with the laws of the State of Califomia in eflect at the time of the execution of this Agreement, (without giving eflect to its choice of law principles). Venue shall be in Fresno County, Califomia. Titles and captions are for convenience only and shall not constitute a portion ofthis Agreement. As used in this Agreement, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates.

15.4 No Waiver. No delay or omission by either Party in exercising any right or power accruing upon the compliance or failure of performance by the other Party under the provisions of this Agreement shall impair any such right or power or be construed to be a waiver thereof. A waiver by either Party ofa breach ofany ofthe covenants, conditions or agreements hereofto be performed by the other Party shall not be construed as a waiver ofany succeeding breach ofthe same or other covenants, agreements, restrictions or conditions hereof.

15.5 Modifications. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made by written instrument executed by both Parties hereto.

15.6 Severabilitv. If any term, provision, condition or covenant of this Agreement or the application thereofto any Party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement, or the application of such term, provisions, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision ofthis Agreement shall be valid and enforceable to the fullest extent permitted by law.

15.7 Entire Asreement. This Agreement and other documents incorporated herein by reference contain the entire understanding between the Parties relating to the hansaction contemplated hereby and all prior to contemporaneous agreements, understandings, representations and statements (including letters of intent), oral or written, are merged herein and shall be ofno further force or effect.

15.8 Execution ofDocuments. The Parties agree to execute such instructions to Title Company and such other instruments and to do such further acts as may be reasonably necessary to carry out the provisions ofthis Agreement.

15.9 Inducement. The making, execution and delivery of this Agreement by the parties hereto have been induced by no representations, statements, warranties or agreements other than those expressly set forth herein.

15.10 Relationship of Parties. Notwithstanding anything to the contrary contained herein, this Agreement shall not be deemed or construed to make the Parties hereto partners orjoint venturers, or to render either Party liable for any ofthe debts or obligations of t4
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the other, it being the intention ofthe parties to merely create the relationship of Seller and Buyer with respect to the Property to be conveyed as contemplated hereby.

15.11 Survival. Notwithstanding the Closing, delivery of instruments, conveyances of Property, and payment of consideration therefor, the Parties agree that the respective representations, warranties, covenants, indemnities, and agreements made by each Party pursuant to this Agreement, or any document delivered pursuant to this Agreement, shall survive the Closing.

15.12 Indemnification of Seller. Buyer shall indemniff, defend, and hold harmless the Released Parties, and each of them, against and in respect of any or all claims, demands, losses, costs, expenses, obligations, liabilities, and damages of every nature (including, without limitation, the investigation and/or defense thereof, and reasonable attomeys, paralegals, and other professionals fees and costs resulting from Seller's or its Agent's actions or inactions), that any of them shall incur or suffer that arise out of, in connection with, or are related to (i) any debts, liabilities, responsibilities or obligations relating to the Real Property arising or accruing after the Closing, or (ii) any threatened or actual breach ofany representation, warranty or covenant under this Agreement by Buyer.

15.13 Indemnification of Buver. Seller shall indemni$, defend, and hold harmless Buyer, and Buyer's successors and permitted assigns, and each ofthem, against and in respect of any or all claims, demands, losses, costs, expenses, obligations, liabilities, and damages ofevery nature (including, without limitation, the investigation and/or defense thereof, and reasonable attorneys, paralegals, and other professionals fees and costs, that any ofthem shall incur or suffer that arise out of, in connection with, or are related to any threatened or actual breach of any representation, warranty or covenant of Seller under this Agreement by Seller.

15.14 No Personal Liabilitv. No member, manager, officer, official, employee, agent or contractor of Seller or Buyer shall be personally liable to either Party in the event of any default or breach by Seller or for any amount which may become due under the terms of the Agreement.

15.15 Material Damase or Condemnation Prior to Close of Escrow. Seller will bear the risk of damage to the Property or any portion thereof from any and all causes whatsoever except any damage caused by Buyer or Buyer's representatives, officials, officers, employees, independent contractors or agents, up to the Close of Escrow. Buyer shall have the option in the event that damage to the Property is material, or a material portion of the Property is taken by condemnation prior to the Close of Escrow, to terminate this Agreement, and if Buyer exercises its option to terminate, the Deposit shall be disbursed by Escrow Holder to Buyer within fifteen (15) days after a written demand from Buyer to Escrow Holder. If Buyer does not elect to terminate or if such condemnation or damage is not material, this Agreement shall remain in full force and effect, Seller shall assign to Buyer, at the Close of Escrow, any and all such condemnation or insurance proceeds, and Buyer shall take title to said Property subject to such condemnation or damage.
l5
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15.16 Renresentation bv Counsel. Each Party hereto represents and agrees with each other that it has been represented by or had the opportunity to be represented by, independent counsel ofits own choosing, and that it has had the full right and opportunity to consult with its respective attomey(s), that to the extent, if any, that it desired, it availed itself ofthis right and opportunity, that it or its authorized offrcers (as the case may be) have carefully read and fully understand this Agreement in its entirety and have had it fully explained to them by such Party's respective counsel, that each is fully aware of the contents thereof and its meaning, intent and legal effect, and that it or its authorized officer (as the case may be) is competent to execute this Agreement and has executed this Agreement free from coercion, duress or undue influence.

15.17 Execution in Counterparts. This Agreement may be executed in several counterparts, and all so executed shall constitute one agreement binding on all Parties hereto, notwithstanding that all Parties are not signatories to the original or the same counterpart.

15.18 Exhibits. Exhibits A, B, and C are attached hereto and incorporated herein by reference.

15.19 Brokers. Buyer and Seller each represent and warrant to and for the benefit ofthe other that such Party has not caused any liability for payment ofany broker's commission or finder's fee to be incurred with respect to the transaction which is the subject of this Agreement, and both Buyer and Seller agree to indemnifr and save the other Party harmless from and against any liability for such commission or fee.

15.20 Authoritv. Buyer and Seller each represent and warrant to and for the benefit ofthe other that such party is a duly organized and validly existing corporation or limited liability company formed under the laws of the State of Califomi4 duly qualified to transact business in the State of Califomi4 or State of Delaware and all of its obligations in connection herewith have been duly and validly authorized by all necessary action(s). Buyer and Seller further represent and warrant that each has the authority to sell or purchase the Property, and pay the Purchase Price, as the case may be, and to carry out the terms ofthis Agreement as s€t forth herein. Each Party further warrants and represents that execution ofthis Agreement and performance of each Party's obligations under this Agreement will not violate any agreement, option, covenant, condition, obligation, or undertaking of said Party.

15.21 Force Maieure. If either Party is delayed or prevented from performing any act required by this Agreement by reason of any event beyond the Party's reasonable control, including without limitation, any act of God, fire, tenorism, pandemic, strike lock-out, factory shut-down, embargo, or riot (excluding all financial obligations) shall not be considered a default under this Agreement. No prevention, delay, or stoppage of performance shall be excused unless: (a) the Party notifies the other Party within seven (7) days ofsuch prevention, delay or stoppage that it is claiming excuse of its obligations under this Section; and (b) the Parfy diligently takes all reasonable actions necessary to cwe the prevention, delay or stoppage and the Party effects such cure within a reasonable time. l6
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(Signatarcs on nefi page)
IN WITNESS WHEREOF the Parties hereto have executed this Agreement for Purchase and Sale ofReal Property and Joint Escrow Instructions as ofthe Agreement Date.

BUYER SELLER

ACADEMY PROPERTY HOLDINGS LLC CITY OF SANGERAS SUCCESSOR

AGENCY TO SANGER

REDEVELOPMENT AGENCY
By: By:

Johnny Randhaw4 Agent
Date:

Nathan Olson, Executive Director
Date:
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EXHIBITA

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EXIIIBIT"A"
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All rhat portion of Parcet 2 ofPrcet $tap No. 3 159 accordiry ro lle nup ftereofrccorded in Book 23 ofPrcel lltaps rt Page 55. Fresao Couoty Records. tyhg in the Sornb$-est quartg of Sccrioo 26, Torwship l.l Soutb. Saoge 22 E^rs( Mouor Diabto Base and lleridian according ro the Offcial United St,r€s C,overmetrt Twuship Plat thereof. rn Oe City of Salgt', Couory of Fresno. Snre ofCalifomia described as foltors:

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CITY OF SANGER
t1t1a4
li.do: lsxdd
YH

GRANT DEED
No.
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164

EXHIBIT C
RECOPDING REQUESTED BY:

City of Sanger
AFTER RECORDING RETURN TO:

City of Sanger
City Clerk
1700 7h Street
Sanger, CA 93657
Fee waived per Se clion 21383 of the Government Code No Fee Due APN: 315-021-23 No Doc Tax Due

GRANT DEED

FOR A VALUABLE CONSIDERATION, RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, the Successor Agency to the Sanger Redevelopment Agency does hereby gant to the real property in the City of Sanger, County of Sanger, State of Califomi4 being more particularly described in the Legal Description attached hereto and made a part hereof as EXHIBIT A.

GRANTOR
Successor Agency to the Sanger Redevelopment Agency
Executive Director
Date
(NO TA RY A C K NOWLE D G M E NT RE QU I RE D)
c-l
By:
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165

EXHIBIT A TO GRANT DEED

LEGAL DESCRIPTION
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

STATE OF CALIFORNIA
COT]NTY OF FRESNO
On 2024 before me
personally appeared who proved to me
on the basis-of satis subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.

I certi& under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.
(sEAL)
Notary Public
c-2
ss,
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Exhibit A
Legal Description
..EXHIBIT A"
Legal Description
Parcel I of Parcel Map No. 3159, according to the map thercof recorded on February 22. 1977, in Book 23,Page 55 of Parcel Maps. Fresno County Records.

Excepting Therefiom. that porlion purchased by the City of Sanger described as:

Beginning at the Northwest corner of Parcel I of Parcel Map No. 3259 recorded in Book 23 af Parcel Maps at Page 55, Otlicial Records of Fresno County. said point being 30 feet East of the West line of the Southwest quarter of Section 26 of Township 14 South.

Range 22 East. Mount Diablo Base and Meridian; thence North 89 Degrees 49' 10" East parallel to the North line of said parcel I a distance of 50 tbet: thence South 3l Degrees 57' 16* West 94.47 fbet to a point on the West line of said Parccl 1 that is 80 f'eet South of the Northwest corner of said Parcel l; thence North 80 feet to the Point of Beginning.

APN 332-042-59
01236.0101,/1035668. I
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Exhibit B
Grant Deed

RECORDING REQUESTED BY
City of Sanger
AFTER RECORDTNG RETURN TO:

City of Sanger
City Clerk
1700 7th Street
Sanger, CA 93657
Fee waj-ved per Section 21383 of the Government Code No Fee Due No Doc Tax DueAPN: 3L5-021.-23

GRANT DEED

FOR A VALUABLE CONSTDERATION, RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, City of Sanger as Successor Agency to the Sanger RedeveJ.opment Agency does hereby grant to KYA Real-ty LLC, the real- property in the city ofSanger, County of Fresno, State of Cal-ifornia, being more particularlydescribed in the Legal Description attached hereto and made a parthereof as EXHIBfT A.

GRJA}ITOR
City of Sanger as Successor Agency to the Sanger Redevelopment Agency By:

Nathan Olson, City Manager
Date:

NOTARY ACKNO'{T.EDGMEI;E REQUIRED
oL236.0t01/ 1035668. 1
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S ANC
,,,,;,il.,
8R
For the Meeting of: Decemb et 5,2024
Agenda Item No.: l-\ - t
CrrYoF SnNGER

REPORTTO THE, CITY COUNCIL
To:

X'rom:

Subject:

Mayor and Council Members
David Brletic, Community Development Director
Amendment to CSG Consultant Agreement for Building Services and Budget Amendment.

Attachments: (1) Amendment No. 1
@ Original Agreement
(3) Current Fee Schedule
(4) Resolution No.2024-73 Budget Amendment
RECOMMENDATION:

That the City Council (1) approve Amendment No. 1 to Agreement with CSG Consultants extend the scope and term to provide as-needed Community Development Services through June 30, 2025; and (2) approve a budget amendment through adoption of Resolution No. 2024-73.

EXECUTIVE SUMMARY:
ln202l, the City of Sanger entered an agreement with CSG to provide Community Development Services.

The services provided consist of Building Official Services, Building Inspection Services, and Building Permit Plan Check Services. The scope of services has expanded to include Code Enforcement. The agreement expired June 30, 2024. Staff is requesting City Councilauthorization of Amendment I to extend for one (1) year, through June 30, 2025.

BACKGROUND:

The City of Sanger has historically used contracts services for construction plan check services, building inspections during construction booms, and Building Official services for complex issues as necessary. The City of Sanger has used various vendors in the past but is currently contracting with CSG Consulting for Community Development Services. The Community Development Department has been more reliant on Prepared by: David Btletic Aooroved bv: Nathan Olson
REVIEW: Citv Manaser: NCO Financq _MS_ City Attorney: _RS- TYPE OF ITEM:

X Consent
Info Item
Action Item
Department Report
Redevelopment Agency
COUNCILACTION: APPROVED DENIED NOACTION
Public Hearing
Matter Initiated by a Council Member
Other
Continued to:
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contract services post COVID and with the last year has relied on contract services for Code Enforcement services following repeated efforts to filI budgeted positions. The Community Development Department has filled several positions and is building back to full staffing. As we fill positions and train staff, we will continue to be somewhat reliant upon contract services to ensure completion of necessary work in the Community Development Department.

The most recent agreement CSG Consulting, Inc, was approved in202I. The agreement expired June 30, 2024. Staff is requesting City Council authoization of Amendment 1 to extend for one (1) year, through June 30, 2025.

REASON F'OR RECOMMENDATION:

Currently operating with CSG services for Building Official, Building Inspection, Plan Check, and Code Enforcement. Continue to be somewhat reliant upon contract services to ensure completion of necessary work in the Community Development Department as we filIpositions and train staff, F'ISCAL IMPACT:

Budget amendment for $375,000 to cover Community Development Services costs through June 30,2025.

Portions of these costs are offset through revenue (Building Construction Plan Check, Building Permit, Inspection Fees, etc.). The total cost of the contract, and the revenue received, will not be known until the end ofthe fiscal year.

ALTERNATIVES:

The City Council can deny the amendment to extend the consulting services agreement and direct staff accordingly.

ACTIONS FOLLOWING APPROVAL:

The City Manager will sign the amendment to extend the agreement with CSG Consultants. Staff will record the budget amendment.
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AMENDMENT NO. 1 TO CITY OF SANGER
AGREEMENT WITH CSG CONSULTING, INC.

This Amendment No.1 to the City of Sanger Agreement with CSG Consulting, Inc. is entered by and between the City of Sanger, Califomia, a municipal corporation, ("City") and CSG CONSULTING, INC. (Consultant).

RECITALS
WHEREAS, the City and Consultant entered into an agreement on May 6, 202lfor Community Development Services (Building Offrcial, Building Inspection, Building Construction Plan Check, Fire Plan Check, and Code Enforcement).

WHEREAS, the agreement expired on June 30,2024.

WHEREAS, the Consultant has continued to provide services.

WHEREAS, the Consultant has provided an updated fee schedule (attached).

WHEREAS, the parties wish to expressly extend the Agreement through June 30, 2025.

AGREEMENT
NOW THEREFORE, in consideration of the foregoing recitals and covenants herein, the parties agree as follows:

SECTION 1. Section 1 of the Agreement regarding Scope of Services is amended by adding the following paragraph:

Effective July l, 2024, the Scope of Services attached as Exhibit A to the Agreement is replaced by an updated Scope of Services attached hereto and incorporated by reference as Exhibit A.

SECTION 2. Section 2 of the Agreement regarding the Term is amended to add aparagraphto read as follows:

The term of this Agreement is extended to June 30,2025.

SECTION 3. Section 3 of the Agreement regarding Compensation is amended by adding the following paragraph:

Effective July 1, 2024, the Fee Schedule attached as Exhibit B to the Agreement is replaced by an updated Fee Schedule attached hereto and incorporated by reference as Exhibit B.

SECTION 4. This AmendmentNo. 1 is effective July 1, 2024.

SECTION 5. Except as amended by this Amendment No. 1, all terms and conditions of the Agreement shall remain in full force and effect.
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below:

IN WITI\"ESS WHEREOF, the parties have executed this Amendment No. 1 as set forth

CITY OF SANGER
Nathan Olson, City Manager
Date:

ATTEST:

Corina Tanrez, City Clerk
APPROVED AS TO FORM:

Hilda Cantu Montoy, City Attorney
CSG CONSULTING, INC.

Cyrus Kianpour, President
Date:
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AGREEMENT BETWEEN TIIE CITY OF SANGER ANI'
CSG CONSULTANTS ['OR BUILDING SERVICES
'fhis Agrecment is made and cntcrcd into effcctiv, on Aa'L{a .2021by and betwcen the City of Sanger, a Califomia municipal corporation, (hereinafter fefcrred to as "CITY") and CSG Consultants, Inc, (hereinafter'referred to as "CONSULTANT").

RECITALS
WHEREAS, CITY desires to obtain consultant services from a qualified oonsultant to provide building department services.

WHEREAS, CONSULTANT warrants that it is specially trained, experienced, expert, and competent to perform such services and hereby r€presents that it desires to and is professionally and legally oapable of performing the services oalled for by this Agreement.

AGREEMENT
NOW, THEREFORE, in oonsideration of the foregoing recitals which are part of this Agreement and tho terms and conditions hereinafter contained, it is mutually agreed as follows:

Scope of Services. CONSULTANT shall perform to the satisfaction of CITI services as requested by CITY as specifioally set forth in Exhibit "A", which is attached hereto.

Z Term of As,recmont. This Agreement shall be effective li'om 2021 to June 30,2024, subject to any carlier termination in accordance with this Agreement. Thereafter, this agreement rnay be extended annually by mutual agreement of CITY and CONSULTANT.

3. Compcnsation. CONSULTANT'S sole compensation for satisfactory performance of all services required or rendered punsuant to this Agreement shall be at the rates and schedules attached hereto as Exhibit "B".

TermiJration.
(a) This Agreement and all obligations hsreunder may be terminated at any time, with or without cause, by the CITY upon written notioe to the CONSIILTANT upon thirty (30) day's written notice. CONSULTANT may terminate this Agreement upon 60 days' written notice.
(b) If Consultant fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice.
(c) Upon termination with or without cause, all finished and unfinishcd documents, project data and reports shall, at the option of the City, become its sole property and shall, at Consultant's expense, be delivered to the City or to any party it may so designate.
1 l.

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(0 In the event termination is without cause, Consultant shall be entitled to any compensation owing it hereunder up to the time of such termination, it being understood that any payments are full oompensation for services rendered prior to the time of payment; provided, however, that Consultant shall be entitled to compensation for work in progress at the time oftermination. (e) Notice oftermination shall be mailed as follows:

To the City:

City of
Sanger
Attn: Tom Navaro, Community Development Director
1700 7th Street
Sanger, C493657
To the Consultant:

CSG Consultants,lnc.

Attn: Cyrus Kianpour, President
550 Pilgrim Drive
Foster City, CA 944A4
With a copy to:

CSG Consultants, Inc.

Attn: Crickett M. Brinkman, Regional Operations Manager 930 Fresno Street
' Newman,CA 95360
Indemnification. To the furthest extent allowed by law, CONSULTANT agrees to indemnify, including the cost to defend, City and each of its officerso offrcials, employees, agents, and volunteers from and against all claims, demands, costs, or liability, and €xpenses including attomey's fees arising out of the performance of the work desoribed in this Agroement, caused in whole or in part by the sole negligence, recklessness, or willful misconduot of CONSULTANT, its principals, officers, employees, agents, or volunteers in the performanco of this Agreement or anyone for whose acts any of them may be liable excluding, however, suoh claims, demands, loss, damages, or arising from City's sole ncgligenoc or willful acts.

6. Insurance.
(a) Throughout the life of this Agreement, CONSULTANT shall pay for and maintain in full force and effect all insurance as required in Exhibit "C" or as may be authorized, and any additional insuranco as may be required, in writing by City Manager or his or her designee at any time and in her sole discretion. (b) Any failure to maintain the required insurance shall be sufficient cause for CITY to terminate this Agrecment. No action taken by CITY pursuant to this section shall in sny rvay relieve CONSULTANT of its responsibilities under this Agreement.

5. 1
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7 8.

Nondiscrimination. To the extent required by controlling federal, state, and local law, CONSULTANT shall not employ discriminatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, marital status, sex, age, sexual orientation, cthnicity, status as a disabled veteran, or veteran ofthe Vietnam era.
lndspcndcnt Contractor. In the fumishing of the services provided for herein, CONSULTANT is aoting solely as an independent contractor. Neilher CONSULTANT, norany of its officers, agents, or employoes shall be deemed an officer, agent, employee, joint venture, partner, or associate of CITY for any purpose. CITY shall have no right to control or supervise or diroct the manner or method by which CONSULTANT shall perform its work and functions. However, CITY shall retain the right to administer this Agreement so as to verifr that CONSULTANT is performing its obligations in accordance with the terms and conditions thereof.

Nolices. Any notice required or intended to be given to either party under the terms of this Agreement shall be in writing and shall be deemed to be duly given if delivered personally, transmitted by facsimile followed by telephone confirmation of receipt, or sent by United States registered or certified mail, with postage prepaid, return receipt reque sted, addressed to the parfy which notice is to be given at the party's address set forth on the signature page ofthis Agreement or at such other address as thE parties may from time to time designate by written notice. Notices served by United States mail in the mannor above described shall be deemed sufficiently served or given at the time of mailingthereof.

Assignment. This agreement is personal to CONSULTANT and there shall be no assignment by CONSULTANT of its rights of obligations under this Agreement without the prior written approval of the City Manager or herdesignee.

Cornnliance with Law. In providing the servicEs required under this Agreement, CONSULTANT shall at all times comply with all applicable laws of the United States, the State of California, and CITY, and with all applicable regulations promulgated by federal, state, regional, or looal administrative and regutatory agenoies, now in force and as they may be enacted, issued, or amended during the term of this Agroement.

Waiver. The waiver by either party of a breach by the other of any provision of this Agreemont shall not constitute a oontinuing waiver or a waiver of any subsequent breach of either the same or a different provision of this Agreement. No provisions of this Agreement may be waived unless in writing and signed by all parties to this Agreement.

Waiver of any one provision herein shall not be deemed to be a waiver of any other provision herein.

9. 10.

I t.

12. 2
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13. Govcmine l-aw and VeElrc. This Agreement shall be govemed by, and construed and enforced in accordance with, the laws ofthe State ofCalifornia, excluding, however, any conflict of laws rule which would apply the law of another jurisdiction, Venue for purposes of the filing of any action tegarding enforcement or interpretation of this Agreement and any rights and duties hereunder shall be San Francisco, California.

14. Fleadines. The section headings in this Agreement are for convenience and reference only and shall not be construed or held in any way to explain, modifi, or add to thE interpretation or meaning of the provisions ofthis Agreement. 15' Scverability. The provisions of this Agreement are severable. The invalidity or unenforceability of any one provision in this Agreement shall not affect the other provisions.
16' lntcprctation. The parties aoknowledge that this Agreement in its final form is the result ofthe combined efforts ofthe parties and that, should any provision of this Agreementbe found to be ambiguous in any way, suoh ambiguity shall not be resolved by construing this Agreement in fqvor of or against either parry, but rather by oonstruingihe terms in accordance with their generally accepted meaning.

17. Attorncys' Fses. If either paffy is required to commence any pr$eeding or legal action to enforce or intetpret any term, covenant, or condition ofthis Agreemenl, the prevailing party in such procecding or aotion shall be cnlitled to recover irom the othei party iti reasonable afiorneys' fees and legal expenses.
l& Exhibits. Each exhibit and attachment referenced in this Agreement is, by the referenoe, incorporated into and made a part ofthis Agreement.

19. Preccdenceof Documents.Inthe eventofany conflictbetween the body ofthis Agreement and any Exhibit or Attachment hereto, the terms and conditions of the body of this Agreement shall control and take precedcnce over the terms and conditions expressed within the Exhibit or Attachment. Furthermore, any terms or conditions contained'within any Exhibit or Attachment hereto which purport to modify the allocation of risk between the parties, provided for within the body of this Agreement, shall be null and void. n, Cumulativc Remcdies. No remedy or olection hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.

21. Np'l'hird-Partv Beneliciaries. The rights, interests, duties and obligations defined within this Agreement are intended for the specific parties hereto as identified in the preamble of this Agreement. Notwithstanding anything stated to the conhary n this Agreement, it is not intended that any rights or interests in this Agreement benefiior flow tolhe interest ofany third parties.
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CITYOF SANGER
A municipal oorporation
$ignaturo:
csc, CoNSLTLTAI{TS, INC,
Cyrus President
Datez .2021
fim Chap{, CityManager
pate: S/ |v .zozt
5 163
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Exhibit rA'

SCOPE OX'SERVICES
See ExhibitB.

Consultant to perform sewioes in conformance with City of Sanger City Code Chapter 14 and any other applicable, local State orNational codes on behalf ofthe City. 6 164
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Exhibit'B'

FEE SCHEDULE
CSG services are billed on a time-and-materials basis aocording to our Standard Rates, shownbelow.

AII hourly rates include overhead costs including, but not limited to, salaries, benefls, Worlrers Compensation Insurance, lravel and ffice exrynses. CSGwill coordinale the pichrp and return of plans to andfrom CSG via a licensed courien On each anniversary of the contract start date, CSG will initiate a rate increase based on the change in CPIfor the applicable region. CSG will mail an irwoice every monthfor services rendered during the previous month.

FullPlan Review 75o/o of Citv's Bulldinc Plan Check Fees Structural Plan Review 5O% of Citv's Buildins Plan Check Fees Exoedited Plan Review 95% of Citv's Buildins Plan Check Fees llan Review Engineer S13s
CC Certified Plans Examiner Srro
3uildine Official s160
lASo Consultation S13s
lombination Buildins lnsoector sss
CASo lnsoection S13s
Overtime 1.5 x Hourlv Rate
Holidavs & Weekends 2.O x Hourlv Rate
Sertified Permit Technicia n $zs
:[re Plans Examlner/ lnspector $rrs
IiliVtli!\' T'\'lrli / R()l,t /\l.L lN('LtlSl\/li lf l,lli / llOtll{1,Y ltA'l'li 7 165
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Exhibit'C'

INSURANCE REQUIREMENTS
CONSULTANT shall procure and maintain for thc duration of the conhact insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, its agents, reprcsentatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
l. Commercial General Liability (CGL): Insurance Servioes Office Form CG 00 0l covering CGL on an "oocuncnce" basis for bodily injury and property damage, inoludingproducts- completed operations, personal ir{ury and advertising injury, with limits no less than S 1,000,000 per occurence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code I (any auto), Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per acoident for bodily iqiury and property damage'

3. Workers' Compensation insurance as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily i4iury ordisease.
4 Professional Liability (Enors and Omissions) Insurance appropriates to the CONSULTANT's profcssion, with limit no less than $1,000,000 per ooourrence or claim, $2,000,000 aggregate.

If the CONSULTANT maintains higher limits than the minimums shown above, CITY shall be entitled to coverage for the higher limits maintained by CONSULTANT.

Other Insuranoe Provisions
The insuranoe policies are to contain, or be endorsed to contain, the following provisions:

Additionat Insured Status The CITY, its of-Iicers, officials, employees, and volunteers are to be covered as additional insureds on the auto policy with respect to liability arising out of automobiles owned, teased, hired or borrowed by or on behalf ofthe CONSULTANT; and on the CGL policy with respect to liability arising out of work or operations performed by or on behalf ofthe CONSULTANT including materials, parts, or equipment fumished in connection with such work or operations. General liability ooverage can be provided in the form of an endorsement to 8 166
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the CONSULTANT's insurance (at least as broad as ISO Form CG 20 10, I I 85 or both CG 20 l0 and CG 20 37 forms if later revisions used).

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

Waiver ofSubrogationCONSULTANT hereby grants to CITY a waiver of any right to subrogation which any insurer of said CONSULTANT may acquire against the CITY by virtue of the payment of any loss under such insurance. CONSULTANT agrees to obtain any endorsement that may be neoessary to effect this waiver of subrogation, but this provision applies regardlessof whether or not the CITY has received a waiver of subrogation ondorsement from the insurer.

Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions will be declared to and approved by the CITY.

Acceptability of Insurers Insurance will be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwisp acceptable to the CITY.

Claims Made Policies If any of the required policies provide coverage on a olaims-made basis:
l. The Retroaotive Date will be shown and must bs before the date of the contractorthe beginning of contract work.

2. CONSULTANT will maintain insurance for a minimum of three (3) years aJier completion of the services under this Agreement.

3. If coverage is canceled or non-renewed, and not replacedwilh another claims-made policy form with a Retroaclive Date prior to the oontract effeotive date, the CONSULTANT must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contraot work,
VeriJication of Coverage CONSULTANT shall furnish the CITY with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this olause, All certificates and endorsements are to be received and approved by the CITY before work commences. However, failure to obtain the required documents prior to the work beginning shallnot waive the CONSULTANT's obligation to provide them.

Subconlraclors CONSULTANT shall require and veri$ that all suboontractors maintain insurance mceting all the requiroments stated herein, and CONSULTANT shall ensure that CITY is an additional insured on insurance required from subcontractors. 9 167
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^4.csc

CONSULTANTS
\/
Employee-Owned
550 Pilgrim Drive
Foster City, CA94404
Phone: 650,522.2500
Fax: 650.522.2599
www,csgengr,com
08/23/2024
City of Sanger
1700 7th st.

Sanger, CA 93657
Re: CSG's Compensation Schedule for 2024
Dear Mr. Brletic,
CSG Consultants is grateful for the opportunity to serve City of Sanger and its community and looks forward to our continued partnership.

To uphold our commitment to providing the client with the highest level of service and achieving the expected quality standards, we will be adjusting our rates based on change in Consumer Price lndex (CPl) for the region, This change is or.rtlined in the terms of the contract and ensures that we can attract and retain the best talent on our team, which directly contributes to the quality of work we can deliver to the client.

Starting 0710t/2024, our new rates will apply. The adjusted rate schedule is attached to this letter as Exhibit A, which also includes our current rates for reference.

Should you have any questions regarding the adjusted rates, please feel free to contact Crickett Brinkman, at (209)862-9511 or [email protected].

We look forward to the continuation of our successful partnership in the coming year Sincerely,
Cyrus Kianpour, PE, PLS
President, CSG Consultants, lnc.
cc: Crickett Brinkman, CSG Consultants
Accounting Department, CSG Consultants
SANGER'1 0-CAz1 000
FOSTtRCITY I PTEASANTON I SANJOSE I SACRAMENTO I NEWMAN I pASOROBTES I FRESNO I ORANGE 168
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^^.

GSG

CONSULTANTS
\r/
Employee-Owned
Exhibit A
Fee Schedule
Effective August 1, 2024
CSG Consultants' hourly rates for its current contract, as well as adjusted rates for the coming year are provided in the table below.

Terms
All hourly rates include overhead costs including, but not limited to, salaries, benefits, Workers Compensation lnsurance, and office expenses. Should the scope of work change, or circumstances develop which necessitate special handling, CSG will notify the City prior to proceeding. On each anniversary of the contract start date, CSG will initiate a rate increase based on the change in CPI for the applicable region. CSG will invoice on a monthly basis for services rendered during the prior month. Unless otherwise agreed, payment terms are 30- days from receipt of invoice. 2 Building Plan Check by Percentage 75% of Jurisdiction's Fee 75% of Jurisdiction's Fee
CASp Consultation S14s S1s3
CASp lnspector Sr+s s1s3
Certified Permit Tech Sae s86
Chief Building Official S176 s182
Code Enforcement Manager S17o S176
Code Enforcement Officer $1oo S1o4
Code Enforcement Officer I s110 5tt4
Code Enforcement Officer ll s'120 $t24
Combo Building lnspector Slos Si.os
Expedited Review by Percentage 95% of Jurisdiction's
Fee 95% of Jurisdiction's Fee
Fire lnspector s126 S13o
ICC Licensed Plan Examiner $12r s12s
Plan Review Engineer 5148 s1s3
Senior Code Enforcement Officer Si.3s s140
Structural Only Review by
Percentage
50% of Jurisdiction's
Fee 50% of Jurisdiction's Fee
Overtime 1.5 x Hourly Rate 1.5 x Hourly Rate
Holidays and Weekends 2 x Hourly Rate 2 x Hourly Rate

CURRENT
AtL INCLUSTVE FEE I

HOURLY RATE
07 / 0L / 2024 - 06 / 30 / 2O2s

ALL TNCLUSTVE FEE / HOURTY
RATE

REVIEW TVPE / ROLE
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RESOLUTION NO. 2024.73

A RESOLUTION OF'THE CITY COUNCIL OF'THE CITY OF' SANGER APPROVING 42024.2025 F'ISCAL YEAR BUDGET AMENDMENT FOR COMMUNITY

DEVELOPMENT SERVICES
WHERAS, the City of Sanger Annual budget requires amendments to adjust the estimated revenues and appropriations to reflect the City's financial plan; and WHEREAS, the annual budget contains the estimated revenue and appropriations necessary to implement the city council's policies, goals and objectives; and WHEREAS, during the fiscal year, unforeseen circumstances, changed economic conditions or spending priorities may require budget adjustments; and WHEREAS, the City Council of the City of Sanger does hereby find that it would be in the best interest of the city to revise the estimated appropriations; and WHEREAS, budget amendment appropriating funds in the amount $375,000 to account 101-060-20I-6290, is necessary to cover the cost of Community Development Services.

NOW THEREFORE,IT IS HERBY RESOLVED by the City Council of the City of Sanger as follows:

1. The foregoing recitals arc truc and correct and are incorporated by reference.

2. The Council approves the amendment to the Annual Budget as set forth in Exhibit "A" for Revenue Adjustments and Appropriation Adjustments which is attached hereto and incorporated herein by reference.

3. The Administrative Services Director or his designated staff is hereby authorized and directed to record the appropriate accounting entries.

4. This resolution is effective upon adoption.
*******{.t<**{.**,l<
The foregoing Resolution was considered by the City Council for the City of Sanger, California, ataregular meeting of said Council on the 5ft day of Decemb er 2024,and adopted by the following vote:

AYES:

NOES:

ABSTAIN (RECUSAL):

ABSENT:

AITEST:

Corina Tamez, City Clerk
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EXHIBIT A

SCOPE OF SERVICES
The Scope of Services may include Building Official services, Building Inspection services, Building Construction Plan Check, Fire Construction Plan - Plan Check, Civil Engineering Plan Check, and Code Enforcement services. The services are on an as needed basis to be determined by the City.
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For the Meeting of:

Agenda Item No.:
5,2024
-a

CITY OF SANGER
REPORT TO THE CITY COL]NCIL
To:

From:

Subject:

Attachment:

Mayor and the City Council
Esperanza Rosales, Public Works Director
Proposed replacement agreement with Mid-Valley Disposal, LLC 1) Resolution No. 2024-74
2) Municipal Solid Waste Franchise Agreement between City of Sanger and Mid-Valley Disposal, LLC
CoNnr.rcr or Inrnnnsr
None known.

RncouvrnNnlttoN
Staff recommends that the City Council adopt Resolution No.2024-74 approving the Municipal Solid Waste Franchise Agreement with Mid-Valley Disposal, LLC (Mid-Valley) and authorize City Manager to execute the agreement.

Expcurrvn Sumvr,lRy
Mid-Valley has been the City of Sanger's dedicated disposal service provider since 2014, following the adoption of an agreement initially established with Sunset Waste. That agreement has been amended three times to date. The implementation of SB1383 on January I,2022, marked a significant change.

This state legislation requires refuse customers to separate organic materials and recyclable materials from landfill waste. Consequently, Mid-Valley has taken on additional collection and reporting responsibilities to ensure the City stays in compliance with state law.

BacrcnouNn
Mid-Valley has been serving the City of Sanger since 2014 after adopting the assigned agreement in place with Sunset Waste. The Agreement has been amended three times since 2014. Though Mid-Valley fees for organic waste collection were added in20l9, Mid-Valley has not charged commercial customers for recycling services. Further, SB 1383 became effective January 1,2022. It is California's "Short-Lived Ptepared by; Esoetanza Rosales Aooroved bv: Nathan Olson REVIEW: Citv Manaser: NCO Finance: CitvAttomev: HCM
TYPE OF ITEM:
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Consent
Info Item
Action Item
Department Repot
Redevelopment Agency
COUNCILACTION: APPROVED DENIED NOACTION
Public Hearing
Matter Initiated by a Council Member
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Climate Pollutant Reduction Strategy," requiring refuse customers to separate organic materials (such as plant debris, food waste, food soiled papers, untreated wood waste) and recyclable materials from land fill materials.

The SB 1383 Regulations have added significant new requirements on cities, waste haulers, and producers of organic waste for both businesses and residents. SB 1383 Regulations require the City to implement collection programs, meet processing facility requirements, conduct contamination monitoring, provide education, maintain records, submit reports, monitor compliance, conduct enforcement, and fulfill other requirements. Based on Mid-Valley's experience and it satisfactory services, the City has determined to delegate some of its responsibilities to Mid-Valley through the proposed Agreement. Failure to implement the SB 1383 mandates include serious penalties for non-compliance.

While the City has adopted an ordinance to comply with the SB 1383 requirements, it now needs to implement the requirements. Staff has determined that Mid-Valley Disposal is best capable of ensuring that the City is able to meet the SB 1383 requirements as set forth in the City's SB 1383 ordinance.

To comply with the requirements of SB 1383, Mid-Valley will implement the programs contained in Exhibit "B" of the Agreement. In summary:
' All residential lids must be clearly labeled with materials accepted and not accepted ' Customer education must be increased regarding proper waste handling . Perform waste evaluations of customers' disposed materials . Make available annually up to 1,200 tons of compost to the City ' Inform the city annually which customers are higher edible food generators . Collect data and prepare required reports
The result is additional collection and reporting effort by Mid-Valley on the City's behalf to be following California law. Mid-Valley has done an outstanding job over the years for the City. It is a locally owned company that is vested in the Southern San Joaquin Valley. The Agreement also provides for fees to be paid for commercial recycling services. Such fees have not previously been charged for such services.

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Significant monitoring and compliance are required under SB 1383 and the City's SB 1383 Ordinance.

Approval of the City's agreement with Mid-Valley is necessary to ensure compliance.

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The combination of increased fees to Mid-Valley, combined with added commercial recycling fees is an initial increase of $57,900 per month, or 30 percent on top of the existing average of approximately $196,000 per month. The breakdown of increased fees is:

Single-Family
Commercial Land Fill and Organics
New Commercial Recycling
Total
$23,800
14,400

19.700
$57,900
t7%
26%
New
per month
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This is the fiscal impact of the changes in Mid-Valley fees. Though it is an indication of the additional revenue needed for the Disposal Enterprise, the increases in rates for customers will not follow the same percentages but will be based on cost-of-service determinations for each service type.

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These are potential altematles if City Council elects not to approve the Agreement.

1. Conduct further negotiations with Mid-Valley based on City Council's direction.

2. Issue a request for proposals to obtain information from other companies.

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Following approval of the proposed Mid-Valley agreement the City's rates charged to customers must be adjusted. Dan Bergmann of IGService has been working closely with staff and following the negotiation process with Mid-Valley for the purpose of setting appropriate rates for customers. He is also working on a rate study which is required as part of the Proposition 218 process. 174
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Attachments
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RESOLUTION NO. 2024.74

A RESOLUTION OF THE CITY OF' SANGER APPROVING A

MUMCIPAL SOLID WASTE F'RANCHISE AGREEMENT
BETWEEN THE CITY OF'SAIIGERAND MID.VALLEY
DISPOSAL, LLC, EFFECTIVE DECEMBER 5, 2024
WHEREAS, the City of Sanger ("City") is responsible for providing solid waste, recycling, and organic waste service to residential, commercial, and industrial customers within the City's service nea; and
WHEREAS, Mid-Valley Disposal, LLC ("Mid-Valley") has been the City's contracted service provider since September 30,2014, having adopted an assigned agreement from Sunset Waste; and
WHEREAS, Mid-Valley has provided outstanding services to the City; and WHEREAS, Mid-Valley has requested increases to its existing collection fees, and requested added new fees to increase services in compliance with the requirements of SB 1383 regarding reduction of greenhouse gases from organic materials; and WHEREAS, Mid-Valley has further requested a new form of agreement containing updated terms and conditions, and combining the relevant terms and conditions of three amendments following the original assigned agreement; and WHEREAS, the City and Mid-Valley have mutually agreed on terms, conditions and fees to be paid to Mid-Valley under the new agreement.

NOW THEREFORE, THE CITY COTINCIL OF TFIE CITY OF SANGER DOES HEREBY RESOLVE:

Section 1. The above recitals are true and correct and are incorporated by reference.

Section 2. The new agreement between the City and Mid-Valley is attached as the..MUNICPAL SOLID WASTE FRANCHISE AGREEMENT BETWEEN CITY OF SANGER, CALIFORNIA AND MID-VALLEY DISPOSAL, LLC" ('Agreement").

Section 3. The effective date of the Agreement shall be December 5, 2024.

Section 4. The effective date of the new fees shown in Exhibit "D" of the Agreement shall be March 1,2025. Until then, the existing Mid-Valley fees shall stay in place.

Section 5. The Agreement shall have a term of 15 years and expire on June 30,2039.

Section 6. All resolutions in conflict with this resolution are repealed.

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Section 7. The City Manager is authofized to execute the Agreement and administer the Agreement.

Section 8. This resolution is effective upon adoption.
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The foregoing Resolution was considered by the City Council of the City of Sanger at a regular meeting of said Council held on December 5,2024, and adopted by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST:

Corina Tamez, City ClerkiExecutive Assistant
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Municipal Solid Waste
Franchise Agreement
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TABLE OF CONTENTS
sEcTtoN 1 - covENANTS, REPRESENTATTONS AND WARRANTTES ...4 SECTION 3. GRANT AND ACCEPTANCE OF EXCTUSIVE FRANCHISE RESIDENTIAT AND COMMERCIAT FRANCHISE...5 sEcTtoN 6 - SERV|CES PROV|DED By CONTRACTOR.................. ..................7 SECTION 7 - OWNERSHIP OF SOTID WASTE INCLUDING RECYCTABTE MATERIATS .,,,..,,T2 sEcTfoN I - wAsTE DEUVERY DES|GNAT|ON ................. ......t2 sEcTfoN 9 - |NDEMN|F|CAT|ON AND TNSURANCE, AND PERFORMANCE BOND...... ......t2 sEcTtoN 10 - FAttuRE TO PERFORM AND REMEDTES .............. .................16 sEcTtoN 11 - FRANCHTSE TRANSFER.................. ...................20 sEcTtoN 13 - COMPENSATTON .........................23
sEcTroN 14 - FORCE MAJEURE .........................28
sEcTtoN 15 - OTHER pROVtStONS ....................29
SECTION 17 - ENTIRE AGREEMENT; AMENDMENT.................. ..................30 sEcTtoN 18 - CONSTRUCTTON OF FRANCH|SE.................. ........................31 EXHIB|T "B',- SB 1383 COMPUANCE PROGRAMS............ .........................35 EXH|B|T "D',- FEES pAtD TO CONTRACTOR AS OF ApRtL 1, 2025............ ......................45 Municipal Solid Waste Collection Agreement - Between City of Sanger, Califomia and Mid-Valley Disposal, LLC