Agenda packet — Santa Cruz City Council, August 12, 2025 (part 1 of 5)

CITY COUNCIL AGENDA
Regular Meeting - August 12, 2025
Council Chambers
809 Center Street
Santa Cruz
1:30 P.M. CLOSED SESSION
2:45 P.M. ORAL COMMUNICATIONS, CONSENT, AND PUBLIC HEARING 5:00 P.M. PUBLIC HEARING
Council meetings are hybrid, and may be viewed remotely, using any of the following sources:
 Click on Zoom link (no time delay): https://zoom.us/j/94684401344  Online at http://www.cityofsantacruz.com/government/city-council/council-meetings  Online at Watch – Community Television of Santa Cruz County  Comcast Channel 25
Or: Call any of the numbers below. If one is busy, try the next one.  1-833-548-0276 (Toll Free)
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 1-669-900-9128
 Enter the meeting ID number: 946 8440 1344
 When prompted for a Participant ID, press #.
 Press *9 on your phone to “raise your hand” when the Mayor calls for public comment.  It will be your turn to speak when the Mayor calls on you. Press *6 to unmute yourself. The timer will then be set.

Correspondence to be included in the agenda packet must be received by 5:00 pm on Monday, August 11th
PLEASE NOTE:
 Council may take a break(s) as needed.
 Requests for extra speaking time on items other than Oral Communications must be made by 5:00 p.m. on Sunday, August 10th by emailing the Mayor and the City Clerk.

Approval will be confirmed via email.
[email protected] [email protected]
August 12, 2025 City Council 2
The City of Santa Cruz does not discriminate against persons with disabilities. Out of consideration for people with chemical sensitivities we ask that you attend fragrance free. Upon request, the agenda can be provided in a format to accommodate special needs. Additionally, if you wish to attend this public meeting and will require assistance such as an interpreter for American Sign Language, Spanish, or other special equipment, please call the City Clerk’s Department at 420-5030 at least five days in advance so that we can arrange for such special assistance, or email [email protected]. The CalRelay system number: 1-800-735-2922.

Si desea asistir a esta reunión pública y necesita ayuda - como un intérprete de lenguaje de señas americano, español u otro equipo especial - favor de llamar al Departamento de la Secretaría de la Ciudad al 420-5030 al menos cinco días antes para que podamos coordinar dicha asistencia especial o envié un correo electrónico a [email protected]. El número del sistema Cal-Relay es: 1-800-735-2922.

Agenda and Agenda Packet Materials: The City Council agenda and the complete agenda packet containing public records, which are not exempt from disclosure pursuant to the California Public Records Act, are available for review on the City’s website:
www.cityofsantacruz.com/government/city-council-meetings and at the Office of the City Clerk located at 809 Center Street, Room 8, Santa Cruz, California, during normal business hours.

Agenda Materials Submitted after Publication of the Agenda Packet: Pursuant to Government Code §54957.5, public records related to an open session agenda item submitted after distribution of the agenda packet are available at the same time they are distributed or made available to the legislative body on the City’s website at: www.cityofsantacruz.com/government/city-councilmeetings and are also available for public inspection at the Office of the City Clerk, 809 Center Street Room 8, Santa Cruz, California, during normal business hours, and at the Council meeting.

Need more information? Contact the City Clerk’s office at 831-420-5030.

Closed Session
1:30 PM
Statements of Disqualification

1. Conference With Legal Counsel – Liability Claims (Government Code §54956.95)
1) Claimant: Braden Coolidge
2) Claimant: Frank Iadiano
3) Claimant: William Scott Buerger
4) Claimant: Alexander R. Reyes
Claims against the City of Santa Cruz
August 12, 2025 City Council 3
Closed Session (continued)

2. Real Property Negotiations (Government Code §54956.8) Property: 1016 Cedar Street
APN: 005-042-36
Owner: City of Santa Cruz
City Negotiator: Bonnie Lipscomb
Negotiating Parties: City of Santa Cruz and Joshua Bradley and Amanda Frazier (DBA Switch Bakery)
Under Negotiation: Price, terms of payment, or both

3. Conference with Labor Negotiators (Government Code §54957.6) SEIU Temporary Employees
SEIU Service Employees
Mid Managers, OE3
Fire Management
Fire, IAFF
City Negotiator - Sara De Leon
August 12, 2025 City Council 4
City Council
2:45 PM
Call to Order
Roll Call
Oral Communications Announcement – Members of the public may address Council on matters not on the agenda, but within the jurisdiction of the Council. 30 minutes is allocated for Oral Communications. No extra time for groups will be granted.

Oral Communications
Presentations

4. Mayoral Proclamation Declaring August 2025 as Breastfeeding Awareness Month

5. Santa Cruz Small Business Development Center
Presiding Officer's Announcements
Statements of Disqualification
Additions and Deletions
City Attorney Report on Closed Session
Council Meeting Calendar

6. The City Council will review the meeting calendar attached to the agenda and revise it as necessary.

August 12, 2025 City Council 5
Consent Agenda

7. Resolution Extending the Emergency Declaration in Connection with the December 2024 Municipal Wharf Emergency (CA/CM)
LOCATION: District 4
Motion to adopt a resolution extending by sixty days the Local Emergency Declaration in connection with the December 2024 Municipal Wharf emergency.

8. Resolution Extending the Emergency Declarations in Connection with the 2022/2023 Winter Storms and 2023/2024 Winter Storms (CA) LOCATION: Citywide
Motion to adopt a resolution extending by sixty days the Local Emergency Declarations in connection with the 2022/2023 and 2023/2024 Winter Storms.

9. Minutes of the June 24, 2025 City Council Meeting (CC) LOCATION: None
Motion to approve as submitted.

10. Minutes of the August 4, 2025 City Council Special Meeting (CC) LOCATION: None
Motion to approve as submitted.

11. Parks and Recreation Commission Appointment (CC)
LOCATION: Citywide
Motion to approve Councilmember Newsome’s nomination of Melissa Begin to the Parks and Recreation Commission, with a term ending January 31, 2027.

12. Award Contract to Encompass Community Services for Downtown Outreach Worker (DOW) Program (CM)
LOCATION: District 4
Motion to award a contract to Encompass Community Services for the Downtown Outreach Worker (DOW) Program in the amount of $175,928.00 and to authorize the City Manager to execute an agreement in a form approved by the City Attorney. The Director of Homelessness Response and Community Programs is authorized to execute change orders within the approved budget.

August 12, 2025 City Council 6
Consent Agenda (continued)

13. Endorsement of the Ocean Rise and Coastal Resilience Coalition (CM) LOCATION: Districts 2, 3, 4, and 6
Motion to approve endorsement of the Ocean Rise & Coastal Resilience Coalition, as described in the attached Charter and supporting materials, and to authorize the Mayor, or designee, to execute the endorsement on behalf of the City of Santa Cruz.

14. Actions to Support Seabright and Harbor Businesses Impacted by the Murray Street Bridge Project (CN)
LOCATION: District 2, Citywide
Motion to direct staff to take the following actions immediately:
1) Work with the Santa Cruz County Regional Transportation Commission (RTC) to explore the feasibility of utilizing the Harbor Rail Bridge on a temporary basis for a pedestrian and cyclist pathway and return within the next two Council meetings for further direction; 2) Explore free or reduced-cost parking in the Seabright area to support local businesses impacted by the construction;
3) Design and install new signage in prominent locations announcing to the community and visitors that Seabright and Harbor businesses are open during construction;
4) Implement a series of city-wide marketing efforts and promotional events that extend and expand on initial outreach and business support efforts in the area; and
5) Approve the CEQA determination contained in this agenda report, including the application of categorical exemptions under CEQA Guidelines Section 15301 (existing facilities) and Section 15304 (minor alterations to land), which relate to the Council direction regarding signage installation.

August 12, 2025 City Council 7
Consent Agenda (continued)

15. Approval of Coastal Development Permit Deed Restrictions for 302, 326, and 328 Front Street for The Cruz Hotel Project (EDH) LOCATION: District 4
Motion to:
1) Authorize and direct the City Manager to execute and record deed restrictions for City-owned real property at 302, 326, and 328 Front Street (APNs 005-151-034, -35, and -48) as conditioned by the Coastal Development Permit requirements for The Cruz Hotel Project (A-3-STC24-0016); and 2) Approve the CEQA determination contained in this Agenda Report.

The Council’s action is exempt from CEQA under Section 15321 - Enforcement Actions by Regulatory Agencies.

16. Lease Agreement with Frazley Adventures, LLC dba Switch Bakery for City-owned Commercial Space at 1016 Cedar Street (EDH)
LOCATION: District 4
Motion to:
1) Approve and authorize the City Manager to execute the Lease Agreement with Frazley Adventures, LLC, and any documents, amendments or extensions of a non-substantive nature, in a form approved by the City Attorney, for the commercial cafe space located at 1016 Cedar Street;
2) Adopt a resolution amending the Fiscal Year 2026 budget to budget revenue in the amount of $13,800 in the Parking Fund (Fund 741); and 3) Approve the CEQA determination contained in this Agenda Report, including the application of the following exemptions in the event that this Council action is deemed a CEQA “project”: 14 CCR 15301 (exemption for existing facilities) and 14 CCR 15061(b)(3) (common sense exemption).

August 12, 2025 City Council 8
Consent Agenda (continued)

17. Approve Purchase of Pierce Enforcer Pumper Fire Engine and Lease Agreement with PNC Equipment Finance (FD)
LOCATION: Citywide
Motion to:
1) Award a contract for the purchase of a Pierce Enforcer Pumper Fire Engine (Apparatus) to Golden State Fire Apparatus in the amount of $1,081,832.19; and
2) Adopt a resolution approving a lease agreement between the City and PNC Equipment Finance to prepay for the purchase and to finance the Apparatus with a 4.18% interest rate over five (5) years for a total cost of $1,221,194.80; and authorizing the City Manager to execute the agreement and related documents in a form to be approved by the City Attorney.

18. Resolution Amending the FY26 Budget to Appropriate Funds into a Project for the UCSC Fire Station Remodel (FD)
Location: District 5
Motion to:
1) Adopt a resolution to amend the FY26 budget by appropriating $98,846.59 received from the University of California Santa Cruz (UCSC) into the Fire Department’s facilities improvement project to support the remodel at the UCSC Fire Station; and
2) Approve the CEQA determination contained in this agenda report, including the application of the following exemptions in the event that the proposed remodel project is deemed a CEQA “project”: 14 CCR §15301 (Existing Facilities); 14 CCR §15302 (Replacement or Reconstruction); and 14 CCR §15061(b)(3)(Common Sense Exemption).

August 12, 2025 City Council 9
Consent Agenda (continued)

19. Liability Claims Filed Against the City of Santa Cruz (FN) Motion to reject the liability claims of 1) Braden Coolidge, 2) Frank Iadiano, and 3) William Scott Buerger, and to return as late claim of 4) Alexander R. Reyes, based on staff recommendation.

20. Santa Cruz Wharf Ad Hoc Subcommittee Final Report and Recommendations (PR)
LOCATION: District 4
Motion to:
1) Direct staff to complete the City’s Extreme Weather Protocol, engage regional partners, and provide training to City staff on procedures; and develop a draft policy regarding Wharf business support following closures;
2) Direct staff to develop a comprehensive accounting methodology for Wharf and beach area expenditures and revenues in line with State reporting requirements and City budgeting and strategic planning; and 3) Direct staff to develop a Wharf business and operations plan that a) prioritizes operational efficiencies and cost reductions; b) enhances revenues; c) establishes clear strategies for investment in the Wharf structure and buildings; d) maintain market lease rates for businesses; and e) establishes clear roles and responsibilities for City staff related to Wharf operations and maintenance.

August 12, 2025 City Council 10
Consent Agenda (continued)

21. Santa Cruz Wharf Repairs and Recovery (PR)
LOCATION: District 4
Motion to:
1) Adopt a resolution approving the plans and specifications for the 2025 Santa Cruz Wharf End Interim Repair Project (c302612); 2) Authorize staff to advertise for bids and award the contract for the 2025 Santa Cruz Wharf End Interim Repair Project. The City Manager is hereby authorized and directed to execute an agreement in a form approved by the City Attorney. The Director of Parks and Recreation is authorized to execute change orders within the approved project budget;
3) Adopt a resolution approving the plans and specifications for the 2025 Santa Cruz Wharf Bent 103-104 Repair Project (c302613) and authorizing the City, via an emergency procurement, to execute contracts without formal bids for construction. The resolution further:
authorizes staff to award the contract to Power Engineering Construction Company, authorizes and directs the City Manager to execute an agreement in a form approved by the City Attorney, and authorizes the Director of Parks and Recreation to execute change orders within the approved budget;
4) Adopt a resolution amending the FY 2026 budget to appropriate $1,000,000 of funds into the 2025 Santa Cruz Wharf End Interim Repair Project (c302612);
5) Adopt a resolution amending the FY 2026 budget to appropriate $500,000 of funds into the 2025 Santa Cruz Wharf Bent 103-104 Repair Project (c302613); and
6) Adopt the CEQA determination included in this agenda report finding both projects exempt under the following statutory and categorical exemptions: Public Resources Code Section 21080(b)(2) - emergency repairs to public service facilities necessary to maintain service; CEQA Guidelines Section 15301 (Existing Facilities); Section 15302 (Replacement or Reconstruction); and Section 15303 (New Construction or Conversion of Small Structures).

August 12, 2025 City Council 11
Consent Agenda (continued)

22. Placement of a Memorial Marker in Honor of Umpire Jay Luich at DeLaveaga Park (PR)
LOCATION: District 1
Motion to approve the installation of a memorial marker to be located at lower DeLaveaga Park in honor of Jay Luich, a longtime recreation sports referee and umpire.

23. Dissolution of Sister City Status with Puerto La Cruz, Venezuela (PR) LOCATION: Citywide
Resolution to 1) officially dissolve the formal sister city relationship between Puerto La Cruz, Venezuela and Santa Cruz, California; 2) rescind Resolution No. NS-8246 that authorized the original relationship; and 3) designate the relationship with Puerto La Cruz as “Emeritus.”

24. Purchase of Three Refuse Trucks (PW)
LOCATION: Citywide
Motion to authorize the purchase of one CNG Side loader vehicle and one Roll-off vehicle from TEC of California (Oakland, CA) in the amount of $885,000.00, and purchase one Split Rear Loader vehicle from Dobbs Peterbilt (Sacramento, CA) in the amount of $625,000.00

25. Bethany Culvert Storm Damage Repair – Notice of Completion (c402407) (PW)
LOCATION: Districts 3 and 6
Motion to accept the work of Granite Construction (Watsonville, CA) as completed and authorize the filing of the Notice of Completion for the Bethany Culvert Storm Damage Repair (c402407), authorize the Public Works Director to sign the Notice of Completion as the Owner’s Authorized Agent.

August 12, 2025 City Council 12
Consent Agenda (continued)

26. Traffic Calming Pilot Program (c402404): Award Contract (PW) LOCATION: Districts 1, 2, and 6
Motion to:
1) Award a contract to WGJ Enterprises, Inc. (Azusa, CA) in the amount of $176,646.80 for the Traffic Calming Pilot Program project. The City Manager is hereby authorized and directed to execute an agreement in a form approved by the City Attorney. The Public Works Director is authorized to execute change orders within the approved project budget; and
2) Acknowledge the project is exempt from CEQA under Section 15301(c), Existing Facilities.

27. 800 West Cliff Drive Temporary Erosion Control and Path Reopening (c402515) – Notice of Completion (PW)
LOCATION: Districts 3 and 6
Motion to:
1) Ratify contract for emergency response and stabilization measures in the amount of $107,678 with Granite Construction (Watsonville, CA); and
2) Accept the work of Granite Construction as completed and authorize the filing of the Notice of Completion for the 800 West Cliff Drive Temporary Erosion Control and Path Reopening (c402515) and authorize the Public Works Director to sign the Notice of Completion as the Owner’s Authorized Agent.

28. Award Contract for Wastewater Treatment Facility Biosolids End-Use Services (PW)
LOCATION: Citywide
Motion to award a three-year contract for Wastewater Treatment Facility biosolids end-use services from Synagro WWT Inc. (Baltimore, MD) in the amount of $895,000 for the first year of the agreement, reject all other proposals and authorize the City Manager to execute an agreement in a form approved by the City Attorney. The Director of Public Works is authorized to execute contract amendments within the approved budget.

August 12, 2025 City Council 13
Consent Agenda (continued)

29. Ratify Purchase Orders with Core & Main LP, Ferguson Enterprises LLC, Iconix Waterworks, Underground Republic, and Pace Supply for Water Distribution Parts and Materials (WT)
LOCATION: None
Motion to ratify Fiscal Year 2026 purchase orders exceeding the formal bid limit for Core & Main LP (St Louis, MO), Ferguson Enterprises LLC (Newport News, VA), Underground Republic Waterworks (San Jose, CA), Iconix Waterworks Inc. (Snohomish, WA), and Pace Supply (Santa Clara, CA) for Water Distribution waterworks materials as needed, and authorize the Purchasing Manager to approve future purchase orders and change orders through Fiscal Year 2030.

End Consent Agenda
Public Hearing

30. Heritage Tree Mitigation/Replanting In Lieu Fee and Tree Bond Update (PR)
LOCATION: Citywide
This item is continued to a future meeting, with the date to be determined. It will not be discussed on August 12th.

Recess - The City Council will recess to the 5:00 p.m. session.

August 12, 2025 City Council 14
City Council
5:00 PM
Call to Order
Roll Call
Public Hearing

31. 2020 N. Pacific Avenue, 113-115 Knight Street: (CP24-0124) (APNs 006- 364-01, -02) – Appeal of the Decision of the Planning Commission to Approve the Nonresidential Demolition Authorization Permit, Design Permit, Density Bonus Request, Administrative Use Permit, Lot-Line Adjustment, and Heritage Tree Removal Permit to Allow Demolition of the Existing Structures and Construction of an Eight-Story, Approximately 169,791 Square-Foot Mixed-Use Project Including 178 Residential Units, Approximately 2,727 Square Feet of Commercial/ Residential Amenity Space, and 100 Parking Spaces on a Site Located in the CBD/FP-O (Central Business District/Floodplain Overlay) Zone District and Within the North Pacific Subarea of the Downtown Plan. (Owner: Clocktower Center LLC; Applicant: Workbench) (Environmental Review: Categorical Exemption) (PL) LOCATION: District 5 Motion to adopt a resolution to deny the appeals of Clay Toombs and Gillian Greensite and uphold the Planning Commission’s
acknowledgement of the environmental determination and approve the Nonresidential Demolition Authorization Permit, Design Permit, Density Bonus Request, Administrative Use Permit, Lot-Line Adjustment, and Heritage Tree Removal Permit, based on the Findings with Conditions of Approval listed in the draft resolution attached as Exhibit “A.” (Environmental Review: Categorical Exemption, CEQA Section 15332) Adjournment
August 12, 2025 City Council 15

INFORMATION ITEMS PREVIOUSLY DISTRIBUTED TO CITY COUNCILMEMBERS ADDENDUM TO CITY COUNCIL AGENDA – August 12, 2025

32. City Manager: Quarterly Grant Report – Fiscal Year 2025 as of March 31, 2025 - 6/18/25 (CMFYI 271)

33. Economic Development and Housing Department: Santa Cruz Municipal Wharf Wi-Fi Project - 7/28/25 (EDHFYI 003)

34. Library: Incident Report – Santa Cruz Public Library 4th Quarter 2024– 2025 - 7/29/25 (LBFYI 022)

MAYOR'S PROCLAMATIONS
ADDENDUM TO CITY COUNCIL AGENDA – AUGUST 12, 2025

35. Proclaiming June 15, 2025 as “World Elder Abuse Awareness Day” and the month of June 2025 as “Elder Abuse Awareness Month” and encouraging all citizens to join in this observance and in helping prevent elder abuse and supporting the well-being of all older adults in the City.

36. Proclaiming June 26, 2025 as “Torch Run Day” and encouraging all citizens to join with participating law enforcement personnel in support of Special Olympics Northern California.

37. Proclaiming June 27, 2025 as “Santa Cruz Rotary Club President Jill Stone Day” and encouraging all citizens to celebrate her service to the community and the Santa Cruz Rotary Club’s tradition of doing so with fun and fellowship.

38. Proclaiming July 2025 as “Parks and Recreation Month” and encouraging all residents to take time to enjoy, celebrate, and support our parks, public spaces, and the people who care for them.

August 12, 2025 City Council 16
MAYOR'S PROCLAMATIONS (continued)

39. Proclaiming May 28, 2025 as “Shane Klein Day” and encouraging all citizens to join in extending deep appreciation and gratitude to him for his unwavering dedication, exceptional service, and significant contributions to maintaining the cleanliness and well-being of our downtown community and wishing him and his family all the best.

40. Proclaiming July 23, 2025 as “Wallace J. Nichols Day” and “World Blue Mind Day” and encouraging all citizens to join in expressing heartfelt appreciation for his numerous contributions and to carry forward his vision and passion—ensuring that his blue legacy flows onward, ripple by ripple, across the waters he so deeply loved.

41. Proclaiming July 11, 2025 as “Good Times Day” and encouraging all citizens to join in congratulating it on its golden anniversary and proudly recognizing and commending it for 50 years of journalistic excellence, innovation, and service—may the next 50 years be just as bold, inspiring, and impactful.

42. Proclaiming July 18, 2025 as “Coastal Watershed Council Day” and urging all residents to join in honoring the Coastal Watershed Council as a champion of the San Lorenzo River, reflecting on the many benefits that the river brings to our lives, and visiting this beautiful natural place in the heart of our City.

43. Proclaiming July 19, 2025 as “Princes of Surf Day” and urging all residents, visitors, businesses, and civic organizations to join in honoring the Three Hawaiian Princes for introducing surfing to our community and to the mainland, and in thanking those in the Santa Cruz community who have worked tirelessly to commemorate this important event in our City’s history.

August 12, 2025 City Council 17
Advisory Body Appointments
The following positions are either currently vacant or the terms are due to expire.

Council will make appointments at a future meeting.

Arts Commission One opening – appointed by
Councilmember Brunner
Board of Building and Fire Appeals One opening – at-large nomination.

County Latino Affairs Commission One opening - at-large nomination.

Historic Preservation Commission One opening – appointed by Mayor Keeley.

Public Hearing
If, in the future, you wish to challenge in court any of the matters on this agenda for which a public hearing is to be conducted, you may be limited to raising only those issues which you (or someone else) raised orally at the public hearing or in written correspondence received by the City at or before the hearing.

Any person seeking to challenge a City Council decision made as a result of a proceeding in which, by law, a hearing is required to be given, evidence is required to be taken, and the discretion in the determination of facts is vested in the City Council, shall be required to commence that action either 60 days or 90 days following the date on which the decision becomes final as provided in Code of Civil Procedure Section 1094.6 Please refer to code of Civil Procedure 1094.6 to determine how to calculate when a decision becomes “final.” The 60-day rule applies to all public hearings conducted pursuant to the City’s Zoning Ordinance, Title 24, Santa Cruz Municipal Code. The 90-day rule applies to all other public hearings.

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Courtyard Conf. Room Closed Session - Closed to the Public Council Chambers Council Regular Meeting - Open to the Public September 1
Courtyard Conf. Room Closed Session - Closed to the Public Council Chambers Council Regular Meeting - Open to the Public September 22/23
Courtyard Conf. Room Closed Session - Closed to the Public Council Chambers Council Regular Meeting - Open to the Public October 1/2
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Courtyard Conf. Room Closed Session - Closed to the Public Council Chambers Council Regular Meeting - Open to the Public November 27
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December 25
City Council Meeting Calendar for 2025
December 9
City Hall Closure - Thanksgiving Day
City Hall Closure - Day After Thanksgiving Day
September 9
September 30
City Hall Closure - Labor Day
August 26
December 23 Meeting Cancelled
City Hall Closure - Christmas Day
Rosh Hashanah (City observed - sundown to sundown)
October 14
October 28
City Hall Closure - Veteran's Day (observed)
Hanukkah (City observed - sundown to sundown)
Yom Kippur (City observed - sundown to sundown)
November 18

6.1 City Council

AGENDA REPORT
DATE: 07/24/2025
AGENDA OF: 08/12/2025
DEPARTMENT: City Attorney/City Manager
SUBJECT: Resolution Extending the Emergency Declaration in Connection with the December 2024 Municipal Wharf Emergency (CA/CM)
LOCATION: District 4
RECOMMENDATION: Motion to adopt a resolution extending by sixty days the Local Emergency Declaration in connection with the December 2024 Municipal Wharf emergency.

BACKGROUND: On December 23, 2024, at approximately 12:45 p.m., approximately 180 ft. at the southernmost end of the Santa Cruz Municipal Wharf collapsed into the ocean following a historic wave event. The collapsed section, which had been damaged in the 2023/2024 Winter Storms, was under construction for repairs at the time of the collapse. As a result of the damage, the Wharf, Cowell Beach, and Main Beach were temporarily closed out of concerns for public safety and impacted multiple small businesses. On December 24, 2024, the City Manager issued a “Proclamation of Existence of Local Emergency.” The City Manager re-issued the Proclamation of Existence of Local Emergency on December 31, 2024, and January 7, 2025.

Debris cleanup efforts remain ongoing. On June 6, 7, and 8, the City, in coordination with the United States Coast Guard and Power Engineering Construction Company, conducted operations to remove heavy equipment and debris from the sea floor adjacent to the Wharf. However, debris from the Wharf remains along portions of the California coastline and requires further cleanup efforts.

Wharf repairs from this storm event have not yet been completed.

7.1 In light of the circumstances described above, the City Manager declared the existence of a local emergency in the City of Santa Cruz on December 24, 2024, and declared the continued existence of a local emergency on December 31, 2024, and January 7, 2025. The City Council ratified the emergency declaration by Resolution No. NS-30,423 at its January 14, 2025 regular meeting.

The attached resolution, if adopted by the City Council, would extend the emergency declaration related to the December 2024 Wharf emergency by an additional 60 days, to October 11, 2025.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed Council action is not a “project” under CEQA because it will not “cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment.” (Pub. Resources Code, § 21065.)
HEALTH IN ALL POLICIES (HiAP): This action is consistent with the three pillars of HiAP.

Specifically, the pillars of public health and sustainability in that the resolution is intended to aid the City in clean up and recovery efforts to protect the environment and public health and safety along the Wharf and City beaches.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: None.

Prepared By:

Kaylen Anderson
Law Fellow
Submitted By:

Tony Condotti
City Attorney
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. RESOLUTION.DOCX

7.2 RESOLUTION NO. NS-XX,XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ EXTENDING

THE LOCAL EMERGENCY DECLARATION IN CONNECTION WITH
THE DECEMBER 2024 WHARF EMERGENCY
WHEREAS, Government Code section 8630 authorizes the City Council or an official designated by ordinance to proclaim the existence of a local emergency; and WHEREAS, Santa Cruz Municipal Code section 2.20.030 empowers the City Manager, as the director of emergency services, to proclaim the existence or threatened existence of a local emergency when the City of Santa Cruz (“City”) is affected or likely to be affected by a public calamity, subject to confirmation by the City Council at the earliest practicable time; and WHEREAS, on December 23, 2024, at approximately 12:45 p.m., the City experienced a high surf event causing approximately 180 feet of a section of the Santa Cruz Municipal Wharf (the “Wharf”) to collapse into the ocean; and
WHEREAS, the City temporarily closed the remaining portions of the Wharf, Cowell Beach, and Main Beach to ensure the safety of the public. The Wharf remained closed for nearly two weeks, significantly impacting small businesses; and WHEREAS, damage to the Wharf is significant and is estimated at over $18 million and as a result, the City’s emergency response to the December 2024 Wharf Emergency is ongoing as City staff continues to assess the damage to the Wharf and impact of the debris from the Wharf; and
WHEREAS, on June 6, 7, and 8, 2025, the City coordinated with the United States Coast Guard and Power Engineering Construction Company to remove heavy equipment and debris from the sea floor adjacent to the Wharf, which remained in the ocean and posed a potential threat to the shoreline and vessels on the water until their removal; and WHEREAS, debris from the Wharf remains along the California coastline, requiring continued cleanup efforts at impacted sites, including the Santa Cruz Harbor and Corcoran Lagoon; and
WHEREAS, as a result of the incident at the Wharf, the City Manager, as the director of emergency services, declared the existence of a local emergency on December 24, 2024, and declared the continued existence of a local emergency on December 31, 2024, and January 7, 2025; and

7.3 RESOLUTION NO. NS-XX,XXX
WHEREAS, at its January 14, 2025 meeting, the City Council adopted Resolution No.

NS-30,423 declaring the existence of a State of Emergency in connection with the December 2024 Wharf Emergency, confirming the December 24, 2024, December 31, 2024, and January 7, 2025 Emergency Proclamations by the City Manager, as the director of emergency services; and
WHEREAS, on February 14, 2025, Gavin Newsom, Governor of the State of California, proclaimed the existence of a state of emergency in the County of Santa Cruz due to the December 2024 winter storm that resulted in damage to the Wharf, further highlighting the significant impact of the storm and resulting damage.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Cruz (City Council) as follows:

A. That the City Council hereby declares that the local emergency declaration adopted at its June 24, 2025 regular meeting by Resolution No. NS-30,518, shall be extended an additional sixty (60) days pursuant to California Government Code Section 8630, et seq.; and
B. This Resolution shall remain in full force and effect and shall thereafter terminate on the sixtieth (60th) day after its adoption, unless earlier terminated or further extended by subsequent City Council action.

PASSED AND ADOPTED this 12th day of August 2025 by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: ____________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator

7.4 City Council

AGENDA REPORT
DATE: 07/24/2025
AGENDA OF: 08/12/2025
DEPARTMENT: City Attorney
SUBJECT: Resolution Extending the Emergency Declarations in Connection with the 2022/2023 Winter Storms and 2023/2024 Winter Storms (CA) LOCATION: Citywide
RECOMMENDATION: Motion to adopt a resolution extending by sixty days the Local Emergency Declarations in connection with the 2022/2023 and 2023/2024 Winter Storms.

BACKGROUND: On January 4, 2023, the City Manager declared the existence of a local emergency following storms in December 2022 and January 2023 (“2022/2023 Winter Storms”) that caused significant flooding, infrastructure damage, and other storm impacts, including downed trees and impacts to persons experiencing homelessness.

A year later, and while responses to the 2022/2023 Winter Storms remained ongoing, the City of Santa Cruz (“City”) experienced another significant storm event that resulted in flooding and significant damage to City infrastructure (“2023/2024 Winter Storms”). The City Manager again declared the existence of a local emergency as a result of the 2023/2024 Winter Storms on February 6, 2024.

DISCUSSION: Government Code section 8630 authorizes a governing body of a city or an official designated by ordinance to proclaim the existence of a local emergency. Santa Cruz Municipal Code section 2.20.030 empowers the Director of Emergency Services to proclaim the existence or threatened existence of a local emergency when the City is affected or likely to be affected by a public calamity or disaster, subject to confirmation by the City Council at the “earliest practicable time.” During the existence of such emergency, the Director of Emergency Services is also authorized, pursuant to Section 2.20.040(1), to “[m]ake and issue rules and regulations on matters reasonably related to the protection of life and property as affected by such emergency,” also subject to confirmation by the City Council “at the earliest practicable time.”
In view of the facts and circumstances described above and damage caused by the 2022/2023 and 2023/2024 Winter Storms, the City Council ratified the City Manager’s January 4, 2023 emergency declaration by Resolution No. NS-30,085 at its January 10, 2023 regular meeting, and ratified the City Manager’s February 6, 2024 emergency declaration by Resolution No. NS30,286 at its February 13, 2024 regular meeting.

8.1 At its September 10, 2024 regular meeting the City Council received an update from the Director of Public Works on the City’s response to the 2022/2023 and 2023/2024 Winter Storms. The City’s emergency response and recovery efforts remain ongoing and are expected to continue through Summer 2025, and potentially Summer 2026.

The attached resolution, if adopted by the City Council, would extend the 2022/2023 Winter Storms emergency declaration and 2023/2024 Winter Storms emergency declaration by an additional 60 days, to October 11, 2025.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed Council action is not a “project” under CEQA because it will not “cause either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment[.]” (Pub. Resources Code, § 21065.)
HEALTH IN ALL POLICIES (HiAP): This action is consistent with the three pillars of HiAP.

Specifically, the action has a nexus with public health in that the resolution is intended to help the City obtain reimbursement for recovery efforts along West Cliff Drive. Recovery efforts in this area will ensure accessible and safe biking, pedestrian, and recreational access for future public use and enjoyment.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: Actions taken by the City during a declared emergency are potentially recoverable from Cal OES (California Governor’s Office of Emergency Services) and FEMA (Federal Emergency Management Agency).

Prepared By:

Kaylen Anderson
Law Fellow
Submitted By:

Tony Condotti
City Attorney
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. RESOLUTION.DOCX

8.2 RESOLUTION NO. NS-XX,XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ EXTENDING THE LOCAL EMERGENCY DECLARATIONS IN CONNECTION WITH THE 2022/2023 WINTER STORMS AND 2023/2024 WINTER STORMS
WHEREAS, Government Code section 8630 authorizes the City Council or an official designated by ordinance to proclaim the existence of a local emergency; and WHEREAS, Santa Cruz Municipal Code section 2.20.030 empowers the City Manager, as the director of emergency services, to proclaim the existence or threatened existence of a local emergency when the City of Santa Cruz (“City”) is affected or likely to be affected by a public calamity, subject to confirmation by the City Council at the earliest practicable time; and
WHEREAS, on December 30 and 31st, 2022, the City experienced an atmospheric river storm rain event, followed by another powerful storm event on January 4 and 5th, 2023 (the “2022/2023 Winter Storms”). As a result of the 2022/2023 Winter Storms, flooding, debris from trees, and mud impacted the San Lorenzo River and adjacent areas, including the Tannery area, San Lorenzo Park, and the beach. The San Lorenzo River reached 22.1 feet.

Rainfall amounts exceeded 7 inches in the mountains over a 24-hour period. The 2022/2023 Winter Storms resulted in flooding, downed trees, major infrastructure damage, and impacts to persons experiencing homelessness; and
WHEREAS, the County of Santa Cruz proclaimed the existence of a local emergency in the County on January 3, 2023 in response to the 2022/2023 Winter Storms; and WHEREAS, in light of the 2022/2023 Winter Storms and pursuant to his authority as Emergency Services Director, on January 4, 2023, the City Manager declared the existence of a local emergency (the “2022/2023 Emergency Proclamation”). At its January 10, 2023 meeting, the City Council adopted Resolution No. NS-30,085 declaring the existence of a State of Emergency in connection with the 2022/2023 Winter Storms, confirming the 2022/2023 Emergency Proclamation; and
WHEREAS, the City Council has continued to review the need for the 2022/2023 Winter Storms emergency declaration and most recently adopted Resolution No. NS-30,517 at its June 24, 2025 regular meeting, further extending the declaration of emergency by 60 days; and
WHEREAS, a year after the 2022/2023 Winter Storms, on December 28 and 30th, 2023, the City of Santa Cruz experienced a large winter swell event involving significant rain and hazardous ocean conditions, causing an estimate of $2.5 million in damage along West Cliff Drive and the Santa Cruz Wharf, followed by atmospheric river storms throughout January and February 2024 (the “2023/2024 Winter Storms”). The 2023/2024 Winter Storms included significant rainfall on January 22, 2024 that contributed to flooding within the City and specifically to Cypress Point Apartments; and

8.3 RESOLUTION NO. NS-XX,XXX
WHEREAS, on January 30, 2024, the County of Santa Cruz Board of Supervisors ratified Local Emergency for the December 2023 Coastal Storms, as proclaimed by the County Administrative Officer as the Director of Emergency Services on January 3, 2024; and WHEREAS, in light of the 2023/2024 Winter Storms and pursuant to his authority as Emergency Services Director, on February 6, 2024, the City Manager declared the existence of a local emergency (the “2023/2024 Emergency Proclamation”). At its February 13, 2024 meeting, the City Council adopted Resolution No. NS-30,286 declaring the existence of a State of Emergency in connection with the 2023/2024 Winter Storms, confirming the 2023/2024 Winter Storms Emergency Proclamation; and
WHEREAS, the City Council has continued to review the need for the 2023/2024 Winter Storms emergency declaration and most recently adopted Resolution No. NS-30,517 at its June 24, 2025 regular meeting, further extending the declaration of emergency by 60 days; and
WHEREAS, at its September 10, 2024 regular meeting the City Council received an update from the Director of Public Works on the City’s response to the 2022/2023 and 2023/2024 Winter Storms. The City’s emergency response and recovery efforts remain ongoing and are expected to continue into Summer 2025, and potentially Summer 2026.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Cruz (City Council) as follows:

A. That the City Council hereby declares that the local emergency declaration adopted at its January 10, 2023 regular meeting by Resolution No. NS-30,085, and extended on January 24, 2023 by Resolution NS-30,095, on March 14, 2023 by Resolution NS-30,116, on May 9, 2023 by Resolution NS-30,145, on June 27, 2023 by Resolution NS-30,166, on August 22, 2023 by Resolution NS-30,187, on October 10, 2023 by Resolution NS-30,208, on November 28, 2023 by Resolution NS-30,239, on January 23, 2024 by Resolution NS-30,274, on March 12, 2024 by Resolution NS-30,296, on April 30, 2024 by Resolution NS-30,315, on June 25, 2024 by Resolution NS-30,349, on August 13, 2024 by Resolution NS-30,362, on October 8, 2024 by Resolution NS30,393, on December 10, 2024 by Resolution NS-30,414, on January 28, 2025 by Resolution NS-30,428, on March 25, 2025 by Resolution NS-30,452, on May 13, 2025 by Resolution NS-30,479, and on June 24, 2025 by Resolution NS-30,517 shall be extended an additional sixty (60) days from pursuant to California Government Code Section 8630, et seq.; and
B. That the City Council hereby declares that the local emergency declaration adopted at its February 13, 2024 regular meeting by Resolution NS-30,286, and extended on April 9, 2024 by Resolution NS-30,311, on April 30, 2024 by Resolution NS-30,315, on June 25, 2024 by Resolution NS-30,349, on August 13, 2024 by Resolution NS30,362, on October 8, 2024 by Resolution NS-30,393, on December 10, 2024 by Resolution NS-30,414, on January 28, 2025 by Resolution NS-30,428, on March 25, 2025 by Resolution NS-30,452, on May 13, 2025 by Resolution NS-30,479,

8.4 RESOLUTION NO. NS-XX,XXX
and on June 24, 2025 by Resolution NS-30,517 shall be extended an additional sixty (60) days pursuant to California Government Code Section 8630, et seq.; and C. This Resolution shall remain in full force and effect and shall thereafter terminate on the sixtieth (60th) day after its adoption, unless earlier terminated or further extended by subsequent City Council action.

PASSED AND ADOPTED this 12th day of August 2025 by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: ________________________________
Bonnie Bush, City Clerk Administrator

8.5 MINUTES ARE UNOFFICIAL UNTIL APPROVED BY COUNCIL
City of Santa Cruz
809 Center Street
Santa Cruz, California 95060

MINUTES OF A CITY COUNCIL MEETING
June 24, 2025
1:30 PM
Mayor Keeley opened the City Council Closed Session at 1:31 p.m. in a public meeting via Zoom and in Council Chambers, for the purpose of announcing the agenda, and receiving public testimony.

Roll Call

Present: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

Absent: None.

Staff: City Manager M. Huffaker, City Attorney T. Condotti, Deputy City Manager/Director of Economic Development and Housing B. Lipscomb, Deputy City Clerk Administrator J. Wood, City Clerk Administrator B.

Bush.

Statements of Disqualification – None.

Public Comment
Mayor Keeley opened the public comment period at 1:32 p.m. There were no speakers. Mayor Keeley closed the public comment period at 1:33 p.m., at which time the meeting was closed to the public and Council adjourned to the Courtyard Conference Room.

9.1 June 24, 2025 CITY COUNCIL MINUTES 7972
Closed Session

1. Conference With Legal Counsel – Liability Claims (Government Code §54956.95) 1) Claimant: Miah Murray
2) Claimant: Christina Olsen
3) Claimant: Armando Tellez
4) Claimant: Michael Bradley Alerich
5) Claimant: Installed Building Products
Claims against the City of Santa Cruz
Council received a status report, took up under agenda item 22, and no reportable action was taken.

2. Conference with Legal Counsel – Anticipated Litigation (Government Code §54956.9(d)(2))
Significant exposure to litigation (one potential case to be discussed).

Council received a status report, gave direction, and took no reportable action.

9.2 June 24, 2025 CITY COUNCIL MINUTES 7973
City of Santa Cruz
809 Center Street
Santa Cruz, California 95060

MINUTES OF A CITY COUNCIL MEETING
June 24, 2025
2:00 PM
Call to Order – Mayor Keeley called the meeting to order at 2:02 p.m. in Council Chambers.

Roll Call

Present: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

Absent: None.

Staff: City Manager M. Huffaker, Assistant City Manager M. Templeton, City Attorney T. Condotti, Director of Public Works N. Nguyen, Deputy City Manager/Director of Economic Development and Housing B. Lipscomb, Director of Finance E. Cabell, Director of Parks and Recreation T. Elliot, Director of Water H. Luckenbach, Chief of Fire R. Oatey, Director of Planning and Community Development L. Butler, Deputy Chief of Police J. Bush, Director of Information Technology K. Morgan (via Zoom), Supervisor of Special Events, Classes, and Promotions A. Bryant, Superintendent of Recreation T. Hedden-Jones, Principal Transportation Planner C. Gallogly, Asset and Development Manager D. McCormic, Senior Planner R. Zhou, Deputy City Clerk Administrator J. Wood, City Clerk Administrator B. Bush.

Oral Communications Announcement - The Mayor provided a brief announcement about Oral Communications.

Oral Communications
At 2:03 p.m. Mayor Keeley opened Oral Communications for members of the public who wished to speak regarding items not listed on the City Council agenda.

Unidentified person spoke regarding the Harvey West Pool.

Kevin Cummings spoke regarding the St. George settlement and thanked Council for prioritizing tenant protections.

9.3 June 24, 2025 CITY COUNCIL MINUTES 7974
Oral Communications (continued)
Unidentified person spoke regarding AB 1243 and SB 684 and asked Council to show their support for these bills by adopting a resolution.

Kevin Norton spoke regarding community and social trust.

Unidentified person spoke regarding the word “indivisible” and the “No Kings” demonstrations.

Michael Spatafore spoke regarding the Murray Street Bridge construction.

Pauline Seales spoke regarding the “No Kings” demonstrations.

Bradley Snyder spoke regarding the US Open and the New York City Mayoral election.

James Ewing-Whitman spoke regarding the items he will be speaking on, the US flag, and read from an article about Iran.

Greg Cole spoke regarding Three Princes Surf Point.

At 2:22 p.m. Mayor Keeley closed Oral Communications.

Presentations

3. Mayoral Proclamation Declaring June 2025 as Elder Abuse Awareness Month Councilmember Trigueiro read from a proclamation declaring June 2025 as Elder Abuse Awareness Month. Tracey Heggum, Senior Social Worker with Adult Protective Services, spoke.

4. Mayoral Proclamation Declaring July 2025 as Parks and Recreation Month Councilmember Golder read from a proclamation declaring July 2025 as Parks and Recreation Month. Supervisor of Special Events, Classes, and Promotions A. Bryant gave a presentation.

Presiding Officer's Announcements – Councilmembers spoke in honor of Mike Rotkin and his service and dedication to Santa Cruz.

Statements of Disqualification – Councilmember Brunner announced she will be recusing herself from item 20 as it relates to her employment.

9.4 June 24, 2025 CITY COUNCIL MINUTES 7975
Additions and Deletions – None.

City Attorney Report on Closed Session – See page 7972 for the report.

Council Meeting Calendar

5. The City Council reviewed the meeting calendar - City Clerk Administrator B.

Bush reminded Council of the special meeting scheduled for August 4, 2025.

Consent Agenda
Councilmember Golder pulled item 20 for further discussion and made a comment on items 18 and 19.

Councilmember O’Hara made a comment on items 9, 10, and 11.

Vice Mayor Kalantari-Johnson made a comment on items 12, 16, 17, and 19.

Councilmember Newsome made a comment on items 16, 17, 19, and 34.

Councilmember Brunner made a comment on items 12, 16, 17, 34, and 35.

Councilmember Trigueiro made a comment on items 16, 17, and 26, and 29.

Principal Transportation Planner C. Gallogly responded to Council questions regarding item 29.

Mayor Keeley opened the public comment period. The following people spoke:

Unidentified person spoke regarding items 8, 16, and 17.

Unidentified person spoke regarding items 18, 16, and 17.

Jasmine spoke regarding item 40.

Gillian Greensite spoke regarding item 18.

Unidentified person spoke regarding item 26, 35, 16, and 7.

Judi Grunstra spoke regarding item 19.

Sherry Deng spoke regarding item 40.

Unidentified person spoke regarding item 17.

Mayor Keeley closed the public comment period.

9.5 June 24, 2025 CITY COUNCIL MINUTES 7976
Consent Agenda (continued)
MOTION: Councilmember Golder moved, seconded by Councilmember O’Hara, to approve the remaining Consent Agenda.

ACTION: The motion carried with the following vote.

AYES: Councilmembers Trigueiro (with the exception of item 8), Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: None.

ABSENT: None.

DISQUALIFIED: Councilmember Trigueiro (item 8, due to her absence from the June 10th meeting).

6. Resolution Extending the Emergency Declarations in Connection with the 2022/2023 Winter Storms and 2023/2024 Winter Storms (CA) LOCATION: Citywide
Resolution No. NS-30,517 was adopted extending by sixty days the Local Emergency Declarations in connection with the 2022/2023 and 2023/2024 winter storms.

7. Resolution Extending the Emergency Declaration in Connection with the December 2024 Municipal Wharf Emergency (CA/CM)
LOCATION: District 4
Resolution No. NS-30,518 was adopted extending by sixty days the Local Emergency Declaration in connection with the December 2024 Municipal Wharf emergency.

8. Minutes of the June 10, 2025 City Council Meeting (CC) LOCATION: None
Motion carried to approve as submitted.

9.6 June 24, 2025 CITY COUNCIL MINUTES 7977
Consent Agenda (continued)

9. Long-Term Safe Parking Operations and Management Award Contract (CM) LOCATION: District 1
Motion carried to award a contract to People First of Santa Cruz County for the Long-Term Safe Parking Program operations and management in the amount of $489,732 and to authorize the City Manager to execute an agreement in a form approved by the City Attorney pending adoption of the FY 2026 approved budget. The Director of Homelessness Response and Community Programs is authorized to execute change orders within the approved budget.

10. Emergency Shelter Transportation Program Operations and Management Award Contract (CM)
LOCATION: District 1
Motion carried to award a contract to Community Bridges/Lift Line, Santa Cruz, CA for transportation operations for the Emergency Shelter Program in the amount of $437,994 and to authorize the City Manager to execute an agreement in a form approved by the City Attorney pending adoption of the FY 2026 approved budget. The Director of Homelessness Response and Community Programs is authorized to execute change orders.

11. City Overlook Emergency Shelter Operations and Management Award Contract (CM)
LOCATION: District 1
Motion carried to award a contract to People First of Santa Cruz County for the City Overlook emergency shelter operations and management in the amount of $4,292,879, and to authorize the City Manager to execute an agreement in a form approved by the City Attorney pending adoption of the FY 2026 approved budget. The Director of Homelessness Response and Community Programs is authorized to execute change orders within the approved budget.

9.7 June 24, 2025 CITY COUNCIL MINUTES 7978
Consent Agenda (continued)

12. Award Contract for California Youth Service Corps Grant (CM) LOCATION: Citywide
Motion carried to award a contract to Central Coast Energy Services (CCES) in the amount of $1,758,097.44 to implement the Monterey Bay Green Youth Service Corps project funded through a grant from California Volunteers State General Funds 0650-0001-001 and authorize the City Manager to execute an agreement in a form approved by the City Attorney.

13. Approval of Three (3) Professional Service Agreements for Qualified Consulting Firms to Provide On-call Environmental Consulting Services for California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) Compliance and Environmental Permitting Services (CM) LOCATION: Citywide
Motion carried to approve the Professional Service Agreements for Qualified Consulting Firms to provide On-call Environmental Consulting Services for California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) Compliance and Environmental Permitting Services (CM).

14. Award Contract for Resilient Coast 2.0: Shoreline Adaptation Management Plans Funded by Ocean Protection Council Senate Bill 1 Grant Award - Budget Adjustment (CM)
LOCATION: Districts 2, 3, 4, and 6
Motion carried to:
 Adopt Resolution No. NS-30,519 amending the Fiscal Year 2025 budget in the amount of $509,970.00 to carry out the Ocean Protection Council grant funded project Resilient Coast Santa Cruz 2.0; and
 Award a contract for coastal climate adaptation and environmental planning services to complete the Resilient Santa Cruz 2.0: Shoreline Adaptation Management Plans Project (Project) to AECOM Technical Services, Inc. (AECOM) in the amount of $395,999.35, reject all other proposals, and authorize the City Manager, or designee, to execute a contract in a form approved by the City Attorney with AECOM. The Purchasing Manager is authorized to execute change orders within the approved budget.

9.8 June 24, 2025 CITY COUNCIL MINUTES 7979
Consent Agenda (continued)

15. Designation of Voting Delegate to Attend the League of California Cities (LOCC) Annual Conference (CN)
LOCATION: Citywide
Motion carried to designate Councilmember Brunner as the voting delegate to attend the League of California Cities Annual Conference in Long Beach on October 8-10, 2025.

16. A Resolution Condemning the Use of Military Force in Civilian Communities, Recognizing the Contributions of Immigrants Locally and Nationally, and Affirming Santa Cruz’s Commitment to the Constitutional Rights of All People (CN)
LOCATION: Citywide
Resolution No. NS-30,520 was adopted condemning the use of military force in civilian communities, recognizing the contributions of immigrants locally and nationally, and affirming the City of Santa Cruz’s commitment to the Constitutional rights of all people.

17. A Resolution Affirming the City of Santa Cruz’s Commitment to Abide by the California Trans State of Refuge Act and Support for the Transgender, Gender Queer, Non-binary, Gender Fluid, Gender Non-conforming, and Intersex Community (CN)
LOCATION: Citywide
Resolution No. NS-30,521 was adopted affirming the City of Santa Cruz’s (City) commitment to abide by the California Trans State of Refuge Act and support for the transgender, gender queer, non-binary, gender fluid, gender nonconforming, and intersex community.

9.9 June 24, 2025 CITY COUNCIL MINUTES 7980
Consent Agenda (continued)

18. Award Contract for Bethany Curve Bridge Culvert Community Mosaic Public Art - Budget Adjustment (EDH)
LOCATION: District 6
Motion carried to:
 Award a contract to Community Arts & Empowerment for the Bethany Curve Bridge Culvert Community Mosaic Public Art in the amount of $188,204;  Authorize the City Manager to execute an agreement, amendments, and any related documents, in a form approved by the City Attorney, with Community Arts & Empowerment for the Bethany Curve Bridge Culvert Community Mosaic Public Art; and
 Adopt Resolution No. NS-30,522 amending the FY 2026 budget to transfer funding from the Water Department Percent for Public Art (Fund 714) to the CIP Public Art Fund (Fund 313) for the Bethany Curve Bridge Culvert Community Mosaic Public Art project.

19. Downtown Play and Paseos Project – Conceptual Design (EDH) LOCATION: District 4
Motion carried to:
 Accept the staff recommendation for landscape and paseo improvements, and authorize and direct staff to proceed with Phase 2 of the Downtown Play and Paseos Project, including contracting with SWA Landscape Architects to prepare construction plans and specifications within the approved budget (ED IIG Parks and Paseos - c512402); together with execution of any necessary actions and documents; and
 Approve the CEQA determination contained in this agenda report. The Council’s action is exempt from CEQA under Section 15262 – Feasibility and Planning Studies, Sections 15301 – Existing Facilities, and 15304 – Minor Alterations to Land.

9.10 June 24, 2025 CITY COUNCIL MINUTES 7981
At this time, Councilmember Brunner left the dais.

Consent Agenda (continued)

20. Resolution to Authorize the City Manager to Finalize and Execute Agreements, in a Form Approved by the City Attorney, to Facilitate the Financial Closing Necessary for the Construction of the Downtown Library and Affordable Housing/Downtown Library Mixed-Use Project (DLAHP or DTLMU) Developed by Eden Housing, Inc. and For the Future Housing Inc. (Affordable Housing Developers) (EDH)
LOCATION: District 4
Mayor Keeley opened the public comment period. The following people spoke.

John Hall
Unidentified person
Unidentified person
Unidentified person
Unidentified person
James Ewing
Mayor Keeley closed the public comment period.

Deputy City Manager/Director of Economic Development and Housing B.

Lipscomb responded to Council questions.

MOTION: Councilmember Newsome moved, seconded by Councilmember Golder, to adopt Resolution No. NS-30,523 authorizing the City Manager, or their designee, to:
 Execute and record a final Parcel Map for 119 Lincoln Street dividing the City of Santa Cruz's (City) existing property into two separate legal parcels (Affordable Housing/ Residential Components parcel and City Components parcel) and execute and record in the official records a Reciprocal Easements/Covenants, Conditions and Restrictions (CC&Rs) Agreement governing the joint use and operation of the parcels and the separate projects constructed on each parcel in a form approved by the City Attorney.

9.11 June 24, 2025 CITY COUNCIL MINUTES 7982
Consent Agenda (continued)

20. Resolution to Facilitate the Financial Closing Necessary for the Construction of the Downtown Library and Affordable Housing/Downtown Library Mixed-Use Project (EDH) LOCATION: District 4 (continued)
MOTION (continued):
 Execute two ground leases to facilitate development of the Downtown Library Affordable Housing Project (DLAHP or DTMLU): Lease 1, a shortterm lease, for Parcel 1 to develop and construct a Parking Garage, Library, and Commercial Retail Space (collectively, City Components) to be conveyed by the lessee and, thereafter, owned by the City, following completion of construction of the City Components; and Lease 2, a longterm lease, for Parcel 2 to develop, construct, own, and operate 123 affordable housing units (plus 1 manager's unit), and a daycare center (collectively, Residential Components) in a form approved by the City Attorney.
 Finalize and execute an Improvements Agreement and any other additional required documents with the affordable housing developers Eden Housing, Inc. and For the Future Housing, Inc. (and/or their affiliates) to identify terms and commitments and conditions necessary to develop, construct and fund the City Components of the DLAHP in a form approved by the City Attorney.
 Execute loan documents and regulatory agreements as required for the City's affordable housing funding sources in an amount not to exceed $7,255,621 for the Residential Components based on previous funding commitments, in forms approved by the City Attorney.
 Execute and negotiate any additional requested documents as required by the lender(s) and investor for the Residential Components, consistent with approved project terms, in a form approved by the City Attorney, to facilitate the financial closing for the DTLMU project, and the subsequent construction of the DTLMU project.

ACTION: The motion carried with the following vote.

AYES: Councilmembers Trigueiro, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: None.

ABSENT: None.

DISQUALIFIED: Councilmember Brunner.

9.12 June 24, 2025 CITY COUNCIL MINUTES 7983
Consent Agenda (continued)

21. Second Amendment to the Agreement for Fire Protection and Emergency Response Services and First Amendment of Lease of the UCSC Fire Station (FD) LOCATION: Citywide
Motion carried to authorize the City Manager to execute the Second Amendment to the Agreement for Fire Protection and Emergency Response Services (Service Agreement) and the Second Amendment of Lease of the UCSC Fire Station (Lease Agreement) between the City of Santa Cruz (City) and the Regents of the University of California, on behalf of its Santa Cruz Campus (UCSC), extending the term for one (1) year with minor modifications.

22. Liability Claims Filed Against the City of Santa Cruz (FN) Motion carried to reject the liability claims of 1) Miah Murray, 2) Christina Olsen 3) Armando Tellez, 4) Michael Bradley Alerich, and to return as late the claim of 5) Installed Building Products, based on staff recommendation.

23. Pass-Through Agreement with Volunteer Center of Santa Cruz County - TDA Claimant (FN)
LOCATION: Citywide
Motion carried to authorize and direct the City Manager to execute an agreement with Volunteer Center of Santa Cruz County, allowing the City of Santa Cruz (City) to act as claimant for funds obtained from the Santa Cruz County Regional Transportation Commission (SCCRTC) for FY 2026.

24. Pass-Through Agreement with Community Bridges - TDA Claimant (FN) LOCATION: Citywide
Motion carried to authorize and direct the City Manager to execute an agreement with Community Bridges, allowing the City of Santa Cruz (City) to act as claimant for funds obtained from the Santa Cruz County Regional Transportation Commission (SCCRTC) for FY 2026.

9.13 June 24, 2025 CITY COUNCIL MINUTES 7984
Consent Agenda (continued)

25. Proposition 4 GANN Appropriations Limit Adjustment Factors (FN) LOCATION: Citywide
Resolution No. NS-30,524 was adopted to approve the selection of the annual adjustment factors to be utilized in the calculation of the City’s Proposition 4 Appropriations Limit (GANN Limit) based on the adopted budget for FY 2026, with amendments thereto, if any.

26. Authorize the Transfer and Use of Police Public Safety Impact Fee Funds to Outfit Three (3) Replacement Ford Explorer Police Interceptor Vehicles - Budget Adjustment (PD/PW)
LOCATION: Citywide
Motion carried to:
 Adopt Resolution No. NS-30,525 authorizing the City Manager of the City of Santa Cruz to transfer funds from the Public Safety Impact Fee Fund 215, in the amount of $74,480.91, to the FY 2026 General Fund budget to cover labor and equipment costs for outfitting three (3) replacement Ford Explorer Police Interceptor vehicles; and
 Direct staff to utilize a County of Placer cooperative purchasing agreement (Contract No. SCN107418) with Lehr Auto (Hollister, CA) to procure the labor and equipment necessary to outfit the three (3) replacement Ford Explorer Police Interceptor vehicles, applying available PSIF funds in the amount of $74,480.91 and $8,406.60 from the Santa Cruz Police Department operational budget.

27. Contract Award for French Broom and Acacia Removal (PR) District: Citywide
Motion carried to approve a contract with The Davey Tree Expert Company for the revised total amount of $123,540 for French Broom and Acacia removal services.

9.14 June 24, 2025 CITY COUNCIL MINUTES 7985
Consent Agenda (continued)

28. 2025 Update to City of Santa Cruz Public Works Standard Details (PW) LOCATION: Citywide
Motion carried to:
 Approve the City of Santa Cruz Public Works Standard Details;  Adopt Resolution No. NS-30,526 to approve the Standard Details and authorize the City Engineer to approve future revisions pursuant to Government Code section 830.6; and
 Find the City’s Standard Details Categorically Exempt under CEQA Guidelines 14 CCR section 15301(c).

29. Contract Amendment 3 for Santa Cruz County Regional Bike Share Program (PW)
LOCATION: Citywide
Motion carried to authorize the City Manager to execute the Third Amendment to the Professional Service Agreement for Santa Cruz County Regional Bike Share Program in a form acceptable to the City Attorney and authorize the Public Works Director to execute future contract amendments within the project budget.

30. Resource Recovery Facility Permanent Stormwater Treatment System Project - Request for Proposals and Authorization to Advertise and Award (PW) LOCATION: District 6
Motion carried to approve the plans and specifications and authorize staff to advertise and award a Request for Proposals (RFP) for Design, Construction, and Maintenance Services for the Resource Recovery Facility Stormwater Treatment System Project (c402111). The City Manager is hereby authorized and directed to execute the contract in a form approved by the City Attorney, as authorized by Resolution No. NS-27,563. The Public Works Director is authorized to execute change orders within the approved project budget.

9.15 June 24, 2025 CITY COUNCIL MINUTES 7986
Consent Agenda (continued)

31. Amendment to the Transportation and Public Works Commission’s Bylaws (PW) LOCATION: Citywide
Motion carried to approve the amended Transportation and Public Works Commission Bylaws as amended by the Transportation and Public Works Commission on May 19, 2025.

32. DeLaveaga Golf Course – Roofing Repair Project (c402604) (PW) LOCATION: District 1
Motion carried to:
 Authorize the issuance of an Invitation for Bid (IFB) for the DeLaveaga Roofing Repairs Project (c402604) and award the contract. The City Manager is hereby authorized and directed to execute the contract in a form approved by the City Attorney. The Director of Public Works is authorized to execute change orders within the approved project budget; and
 Approve the California Environmental Quality Act (CEQA) determination contained in this Agenda Report, including the application of the following exemptions: (1) Class 1 Categorical Exemption (14 CCR 15301) for existing facilities, and (2) Common Sense Exemption (14 CCR 15061).

33. Escalona Drive Storm Drain Rehabilitation (c401610) – Notice of Completion (PW)
LOCATION: District 6
Motion carried to accept the work of Visionbuild Construction, LLC (Pacifica, CA) as completed per plans and specifications, authorize the filing of the Notice of Completion for the Escalona Drive Storm Drain Rehabilitation (c401610), and authorize the Public Works Director to sign the Notice of Completion as the Owner’s Authorized Agent.

9.16 June 24, 2025 CITY COUNCIL MINUTES 7987
Consent Agenda (continued)

34. Emergency San Lorenzo River Lagoon Culvert Repair (e602302) – Contract Ratification - Budget Adjustment (PW)
LOCATION: Districts 2 and 4
Motion carried to:
 Ratify a contract for emergency work with Syblon Reid (Folsom, CA) for repair of the San Lorenzo River Lagoon Culvert in the amount of $222,849 and;
 Adopt Resolution No. NS-30,527 to amend the FY 2025 budget to appropriate funds in the amount of $222,849 Project (e602302) for emergency work to repair damages to the culvert system from a federally declared disaster.

35. Soquel/Front and Locust Street Garage Elevator Repairs (c401509 and c402106) (PW)
LOCATION: District 4
Motion carried to:
 Authorize the Public Works Department to issue an Invitation for Bid (IFB) for the Soquel/Front and Locust Street Garage Elevator Repairs (c401509 and c402106) and award the contract. The City Manager is hereby authorized to execute the contract in a form approved by the City Attorney.

The Director of Public Works is authorized to execute change orders within the approved project budget; and
 Approve the California Environmental Quality Act (CEQA) determination contained in this Agenda Report. The Council’s action is exempt from CEQA review under (1) Class 1 Categorical Exemption (14 CCR 15301) for existing facilities, and (2) Common Sense Exemption (14 CCR 15061).

36. Outside Repair Services to Citywide Assets – Budget Adjustment (PW) LOCATION: Citywide
Resolution NO. NS-30,528 was adopted to amend the FY 2025 budget to appropriate funds in the amount for $85,000 for outside repair services for Citywide assets.

9.17 June 24, 2025 CITY COUNCIL MINUTES 7988
Consent Agenda (continued)

37. Purchase of NewWay Rear Loader Refuse Truck (PW)
LOCATION: Citywide
Motion carried to approve the purchase a NewWay Diamondback rear loader refuse truck from Ray Gaskin Service (Sacramento, CA) in the amount of $190,000.

38. Contract Amendment 2026-01 with HDR, Inc. for Capital Program Management Services (WT)
LOCATION: None.

Motion carried authorizing the City Manager to execute Contract Amendment 2026-01 with HDR, Inc. for Service Order No. 11 in the amount of $6,129,557 in a form to be approved by the City Attorney.

End Consent Agenda
At this time, Councilmember Brunner returned to the dais.

Consent Public Hearing
Mayor Keeley opened the public comment period. The following people spoke:

Kirk Dicicco spoke regarding item 40.

Dan spoke regarding item 40.

Elizabeth Graham spoke regarding item 40.

Unintelligible spoke regarding item 40.

Amir Hassan spoke regarding item 40.

Jimmy spoke regarding item 40.

Unidentified person spoke regarding item 40.

Ann Sekhon spoke regarding item 40.

Unidentified person spoke regarding item 40.

9.18 June 24, 2025 CITY COUNCIL MINUTES 7989
Consent Public Hearing (continued)
Leigh spoke regarding item 40.

Sam Ruple spoke regarding item 40.

Raleigh spoke regarding item 40.

Unidentified person spoke regarding item 40.

Samir Fidel spoke regarding item 40.

Unidentified person spoke regarding item 40.

Katie Thompson spoke regarding item 40.

Dani Mae Dawn spoke regarding item 40.

Unidentified person spoke regarding item 40.

Unintelligible spoke regarding item 40.

Tara Leonard spoke regarding item 40.

Unidentified person spoke regarding item 40.

Mayor Keeley closed the public comment period.

MOTION: Vice Mayor Kalantari-Johnson moved, seconded by Councilmember O’Hara, to approve the Consent Public Hearing Agenda.

9.19 June 24, 2025 CITY COUNCIL MINUTES 7990
Consent Public Hearing (continued)
FRIENDLY AMENDMENT: Councilmember O’Hara requested to amend item 40 to add the following:
 Direct staff to return to Council on or before the enforcement initiation date of the proposed ordinance, January 1, 2027, with a summary briefing to include:
 The outcome of the City/County/local stakeholder collaborative effort to implement educational outreach for affected retailers, assisting them in the transition away from selling filtered tobacco products.  The recommended reporting template for the annual performance review of the filtered tobacco ordinance once implemented.

Vice Mayor Kalantari-Johnson accepted.

ACTION: The amended motion carried unanimously with the following vote.

AYES: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: None.

ABSENT: None.

DISQUALIFIED: None.

39. 2nd Reading and Final Adoption of Ordinance No. 2025-16 Designating Fire Hazard Severity Zones within the City of Santa Cruz’s Local Responsibility Areas (LRAs) as recommended by the California Department of Forestry and Fire Protection (CalFIRE) pursuant to Government Code Section 51178 (FD) LOCATION: Citywide
Ordinance No. 2025-16 was adopted adding Chapter 19.20 to the Santa Cruz Municipal Code to designate Fire Hazard Severity Zones within the City of Santa Cruz’s Local Responsibility Area (LRA) as recommended by the California Department of Forestry and Fire Protection (CalFIRE) pursuant to Government Code Section 51178.

9.20 June 24, 2025 CITY COUNCIL MINUTES 7991
Consent Public Hearing (continued)

40. 2nd Reading and Final Adoption of Ordinance No. 2025-17 Amending Santa Cruz Municipal Code Chapter 6.07 to Prohibit the Sale of Filtered Tobacco Products (CM)
LOCATION: Citywide
Ordinance No. 2025-17 was adopted amending Chapter 6.07 “Tobacco Retailer Licenses” of the Santa Cruz Municipal Code to prohibit the sale of filtered tobacco products.

Council took a break at 5:05 p.m. and returned at 5:27 p.m.

General Business

41. Ocean Street Beautification Project (EDH)
LOCATION: District 1
Asset and Development Manager D. McCormic gave a presentation and responded to Council questions.

Mayor Keeley opened the public comment period. The following people spoke.

Unidentified person
Chris Mosley
Melissa Marzan
Mayor Keeley closed the public comment period.

MOTION: Councilmember Trigueiro moved, seconded by Councilmember Brunner, to:
 Authorize the City Manager or designee to take actions necessary to prepare construction plans and specifications for the Ocean Street Beautification Project.
 Authorize the City Manager to enter into contracts with Melissa Marzan and Idea Fab Labs for art signage, and Chris Mosley for public art, including execution of related actions and documents in forms approved by the City Attorney, in an amount not to exceed the approved project budget.  Direct staff to identify other locations throughout the city for consideration of public art generated from concepts created for the Ocean Street Beautification Project.

9.21 June 24, 2025 CITY COUNCIL MINUTES 7992
General Business (continued)

41. Ocean Street Beautification Project (EDH)
LOCATION: District 1
MOTION (continued):
 Approve the CEQA determination contained in this Agenda Report. The Council’s action is exempt from CEQA under Section 15262 – Feasibility and Planning Studies, Sections 15301 – Existing Facilities, and 15304 – Minor Alterations to Land.

FRIENDLY AMENDMENT: Councilmember Trigueiro requested to amend the motion to include the following:
 Direct staff to try to reserve $25,000—$50,000 for future adaptive measures within the design.

Councilmember Brunner accepted.

FRIENDLY AMENDMENT: Mayor Keeley requested to add:
 Direct staff to provide various fencing design alternatives intended to deter or restrict public access to the area.

Councilmembers Trigueiro and Brunner accepted.

ACTION: The amended motion carried unanimously with the following vote.

AYES: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: None.

ABSENT: None.

DISQUALIFIED: None.

9.22 June 24, 2025 CITY COUNCIL MINUTES 7993
Public Hearings

42. Heritage Tree Mitigation/Replanting In Lieu Fee and Tree Bond Update (PR) LOCATION: Citywide
This item was continued to the meeting of August 12, 2025 and was not discussed.

The City Council took a break at 6:09 p.m. and returned at 6:15 p.m.

43. 530/542/548 Ocean Street: CP24-0071 (APN 010-011-16, -30, -31) Appeal of the Planning Commission Approval of a Nonresidential Demolition Authorization Permit, Lot Line Adjustment, Watercourse Development Permit, Design Permit, Heritage Tree Permits, Density Bonus Request, and Sign Permit to Demolish Four Commercial Buildings, Combine Three Lots into One Lot, Remove Four Heritage-sized Trees and Prune more than 25-percent of the Canopy of One Heritage-sized Tree, and Construct a Six-story Mixed Use Building with 225 Residential Units and Ground Floor Commercial Area within the Development Setback Area of a Category B Creek on Property Located in the C-C/FP-O (Community Commercial / Floodplain Overlay) Zone Districts and within the Ocean Street Area Plan. Environmental Review: Categorical Exemption 15332, In-Fill Development Projects. Owner: Riaz Capital. (PL) LOCATION: District 2
Senior Planner R. Zhou gave a presentation and responded to Council questions.

Director of Public Works N. Nguyen and Principal Transportation Planner C.

Gallogly responded to Council questions.

Appellant Eric Grabiel and his representative, Elise Cossart-Daly, attorney with Cossart-Daly Law, A.P.C., gave a presentation.

Applicant Lisa Vilhauer, Lead of Entitlements and Design with Riaz Capital, gave a presentation and responded to Council questions.

Mayor Keeley opened the public comment period. The following people spoke.

Brian Shields
Leslie Wooding
Dave Willis
Eric Grodberg
Sean Ledingham
Deborah Marx

9.23 June 24, 2025 CITY COUNCIL MINUTES 7994
Public Hearings (continued)

43. 530/542/548 Ocean Street: CP24-0071 (APN 010-011-16, -30, -31) Appeal of the Planning Commission Approval (PL) LOCATION: District 2 (continued) Public comment (continued):

Jennifer Merchant
Don Landis
Gillian Greensite
Liz Lindsay
Gavin Roth
Janine Roth
Mayor Keeley closed the public comment period.

Appellants Eric Grabiel and Elise Cossart-Daly gave a rebuttal.

MOTION: Councilmember Brunner moved, seconded by Councilmember Golder, to adopt Resolution No. NS-30,529 denying the appeal thereby upholding the Planning Commission’s acknowledgement of the environmental determination (Categorical Exemption Section 15332, Class 32) and approval of the Nonresidential Demolition Authorization Permit, Lot Line Adjustment, Watercourse Development Permit, Design Permit, Heritage Tree Permits, Density Bonus request, and Sign Permit, based on the findings listed in the draft resolution and the Conditions of Approval attached as Exhibit “A,” ensuring the voluntary changes to date are included in the Conditions of Approval.

Director of Planning and Community Development L. Butler responded to Council questions.

9.24 June 24, 2025 CITY COUNCIL MINUTES 7995
Public Hearings (continued)

43. 530/542/548 Ocean Street: CP24-0071 (APN 010-011-16, -30, -31) Appeal of the Planning Commission Approval (PL) LOCATION: District 2 (continued) FRIENDLY AMENDMENT: Councilmember O’Hara requested to amend the motion to add:
 Direct staff to add a condition of approval of a $50/annual reimbursement to residents with proof of monthly transit pass purchase.  Direct staff to incorporate new/amended objective design standards as part of the regular standards update process, with a focus on improving privacy and neighborhood transitions in mixed-use and commercial zones abutting residential areas. The recommendations should consider:
 Standards or guidelines for balcony and window placement to reduce privacy impacts at rear-yard interfaces;
 Requirements for privacy-enhancing window treatments, such as topdown blinds or partial frosting, where appropriate;  Enhanced standards for landscape buffers and rear yard screening, including evergreen plantings;
 Objective fencing requirements along rear and side property lines, with attention to material compatibility and site feasibility;  Feasibility of applying privacy screening to rear-facing balconies; and  Improved clarity and consistency around lighting, transition planes, and other elements that affect adjacent lower-density neighborhoods.  Direct staff to, within the next 12 months, provide a report to Council to include:
 Summary of opportunities to update the Ocean Street Plan to maximize the use of objective design standards.
 Legal analysis of local interpretation and application of AB2097, codified in Government Code section 65863.2, as well as Municipal Code section

24.12.220, which permits the City to eliminate any parking requirements for projects that are within one half mile of a major transit stop, to establish an intent for the prescribed maximum distance to be path of travel rather than a straight line.

Councilmembers Brunner and Golder accepted.

9.25 June 24, 2025 CITY COUNCIL MINUTES 7996
Public Hearings (continued)

43. 530/542/548 Ocean Street: CP24-0071 (APN 010-011-16, -30, -31) Appeal of the Planning Commission Approval (PL) LOCATION: District 2 (continued) ACTION: The amended motion carried with the following vote.

AYES: Councilmembers Brunner, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: Councilmembers Trigueiro, Newsome.

ABSENT: None.

DISQUALIFIED: None.

Adjournment – Councilmember Trigueiro moved, seconded by Councilmember Golder, to adjourn. By consensus City Council adjourned at 9:20 p.m.

Respectfully Submitted:

Julia Wood, Deputy City Clerk Administrator
Attest:

Bonnie Bush, City Clerk Administrator
Approved:

Fred Keeley, Mayor

9.26 MINUTES ARE UNOFFICIAL UNTIL APPROVED BY COUNCIL
City of Santa Cruz
809 Center Street
Santa Cruz, California 95060

MINUTES OF A CITY COUNCIL SPECIAL MEETING
August 4, 2025
1:00 PM
Call to Order – Mayor Keeley called the meeting to order at 1:01 p.m. in Council Chambers.

Roll Call

Present: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara (arrived at 1:02 p.m.); Vice Mayor Kalantari-Johnson; Mayor Keeley.

Absent: None.

Staff: City Manager M. Huffaker, City Attorney T. Condotti, Assistant City Manager M. Templeton, Deputy City Manager/Director of Economic Development and Housing B. Lipscomb, Director of Planning and Community Development L. Butler, Director of Finance E. Cabell, Director of Water H. Luckenbach (via Zoom), Director of Public Works N. Nguyen (via Zoom), Chief of Fire R. Oatey (via Zoom), Director of Parks and Recreation T. Elliot (via Zoom), Deputy City Clerk Administrator J. Wood, City Clerk Administrator B. Bush.

Oral Communications Announcement - The Mayor provided a brief announcement about Oral Communications.

Oral Communications
At 1:02 p.m. Mayor Keeley opened Oral Communications for members of the public who wished to speak regarding items not listed on the City Council agenda.

Marv Lewis spoke regarding Lot 4 and asked Council to agendize a discussion item to discuss the project’s tax credit eligibility.

Elise Casby requested Council to agendize an item regarding Lot 4, to disclose all financial details and to allow full public participation.

10.1 August 4, 2025 CITY COUNCIL MINUTES 4917
Oral Communications (continued)
Patrice Boyle spoke regarding the Murray Street Bridge construction and the negative impact it is having on the lower Seabright businesses.

Michael Spadafora spoke regarding the negative impact the Murray Street Bridge construction is having on the lower Seabright businesses.

Unidentified person spoke regarding the Significant Tree Walk she attended with Urban Forester Leslie Keeley.

At 1:13 p.m. Mayor Keeley closed Oral Communications.

Consent Agenda
Mayor Keeley pulled item 2 for further discussion.

Mayor Keeley opened the public comment period. There were no speakers. Mayor Keeley closed the public comment period.

MOTION: Councilmember Golder moved, seconded by Councilmember O’Hara, to approve the remaining Consent Agenda.

ACTION: The motion carried unanimously with the following vote.

AYES: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: None.

ABSENT: None.

DISQUALIFIED: None.

1. San Lorenzo River Levee Burrowing Rodent Mitigation Project (PW) LOCATION: Districts 1, 2, 4, and 5
Motion carried to
 Reject all bids for the San Lorenzo River Levee Burrowing Rodent Mitigation Project (c402112); and
 Authorize staff to re-advertise the project for bids and award the contract.

The City Manager is hereby authorized and directed to execute an agreement on a form approved by the City Attorney. The Director of Public Works is authorized to execute change orders within the approved project budget.

10.2 August 4, 2025 CITY COUNCIL MINUTES 4918
Consent Agenda (continued)

2. Resolution Ordering an Election, Requesting the County to Conduct the Election, and Requesting Consolidation of the Election to be Held on November 4, 2025 (CC)
LOCATION: Citywide
Mayor Keeley opened the public comment period. The following people spoke.

Unintelligible name
Unidentified person
Unintelligible name
James Lapp
Elise Casby
Laz Meiman
Andrew Goldenkranz
Karen Menehan
Dave Pattee
Unidentified person
Unidentified person
Unidentified person
Mayor Keeley closed the public comment period.

MOTION: Councilmember Golder moved, seconded by Vice Mayor Kalantari-Johnson, to adopt Resolution No. NS-30,531 ordering and consolidating an election to be held on November 4, 2025, adding the following two citizen initiative measures to the ballot:
1) Workforce Housing Affordability Act of 2025
2) Workforce Housing and Climate Protection Act of 2025 ACTION: The motion carried unanimously with the following vote.

AYES: Councilmembers Trigueiro, Brunner, Newsome, Golder, O’Hara; Vice Mayor Kalantari-Johnson; Mayor Keeley.

NOES: None.

ABSENT: None.

DISQUALIFIED: None.

Adjournment – Councilmember Golder moved, seconded by Councilmember Trigueiro, to adjourn. By consensus City Council adjourned at 1:49 p.m.

10.3 August 4, 2025 CITY COUNCIL MINUTES 4919
Respectfully Submitted:

Julia Wood, Deputy City Clerk Administrator
Attest:

Bonnie Bush, City Clerk Administrator
Approved:

Fred Keeley, Mayor

10.4 City Council

AGENDA REPORT
DATE: 07/24/2025
AGENDA OF: 08/12/2025
DEPARTMENT: City Clerk
SUBJECT: Parks and Recreation Commission Appointment (CC) LOCATION: Citywide
RECOMMENDATION: Motion to approve Councilmember Newsome’s nomination of Melissa Begin to the Parks and Recreation Commission, with a term ending January 31, 2027.

BACKGROUND: The Parks and Recreation Commission is comprised of members who have been nominated by each member of the Council. When a new member is elected, or if there is a vacancy for any reason, new commissioners must be nominated.

DISCUSSION: Due to the resignation of Nikolas Strong-Cvetich, Councilmember Newsome has a nomination to the Parks and Recreation Commission, which Council must vote to approve.

Councilmember Newsome would like to nominate Melissa Begin to serve on the Commission for the duration of Commissioner Strong-Cvetich’s term ending January, 31, 2027, eligible for reappointment.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: Does not require CEQA review as it does not meet the definition of a “Project” under CEQA. The proposed Council action will not result in “a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment[.]” (Public Resources Code § 21065.)
HEALTH IN ALL POLICIES (HiAP): This is an administrative process and is not directly related to Health in All Policies.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: No impact.

11.1 Prepared By:

Bonnie Bush
City Clerk
Submitted By:

Michelle Templeton
Assistant City Manager
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. MELISSA BEGIN APPLICATION.PDF

11.2 11.3
Please note: his application is considered a public document and will be available for release upon request. The Demographic Survey is for data collection only - it is not public information and will be redacted prior to release.

Please answer the following questions. *required fields (Feel free to attach additional sheets.)

1. Why are you interested in this position? What particular skills would you bring to the Commission/Committee/ Board?

2. What types of diverse interests/experiences would you bring to the Commission/Committee/Board?

3. List community/volunteer activities with which you have been involved in the last five (5) years.

Demographic Survey (optional)
Please indicate gender: Male Female Non-Binary or Third Gender Prefer to self-describe:

Select your age range: Describe your Housing:
18—35 36—55 56 and over Renter Owner Unhoused
Please indicate racial/ethnic category to which you most closely identify: (check one or more boxes.) CAUCASIAN/NON-HISPANIC: All persons having origin in any of the original peoples of Europe, North Africa, or the Middle East.

AFRICAN AMERICAN/BLACK: All persons having origin in any of the Black racial groups of Africa.

HISPANIC: All persons of Mexican, Puerto Rican, Cuban, Central/South American, or Spanish culture or origin. Regardless of race.

ASIAN/PACIFIC ISLANDER: All persons having origins of the peoples of Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands. This area includes, for example, China, Japan, Korea, and Samoa.

AMERICAN INDIAN/ALASKAN NATIVE: All persons having origins in any of the original peoples of North America, and who maintain cultural identification through tribal affiliation or community recognition. Please identify the tribe to which you are affiliated:

OTHER/MULTI-RACIAL: Persons who do not identify with any of the above categories or who have mixed or unknown racial/ethnic origins.

My interest in Parks & Rec stems from my working near San Lorenzo Park and living near Grant St Park. The focus on both parks have been to provide a safe, fun and beautiful space for the community. My interest in what effects the community stems from my growing up and raising a family in Santa Cruz. Our present and future residences should have the opportunity to enjoy the green spaces in their neighborhoods.

I have the strong desire to learn what options we have in improving the parks so that we are giving Santa Cruz the opportunity to enhance what's working in the parks and alter what can be better for the community.

I have the ability to bring people together, the creativity to curate events and the desire to continue to build the community up.

As Guest Experiences Manager at Hotel Paradox, I have the attention of the hotel's leadership to continue to be a part of bringing out the best in San Lorenzo Park. This has taught me to keep my heart in my hand and my head on straight.

I bring passion for safe and beautiful green spaces that are unique to the neighborhoods they're in.

Co-Founder of Bridging the Gap | River Beautifications efforts (2019) where we partnered with Coastal Watershed Council in their river restoration projects and partnered with Save our Shores with their clean-up efforts, particularly between Water St & Broadway St bridges (Adopt-a-Levee Program). Quarterly we pull together neighboring businesses and residences to focus on these efforts.

Volunteer with San Lorenzo Park Neighbors in their clean-up efforts.

Sanctuary Steward with Save Our Shores to ensure a representative is present to guide in the river clean-ups.

Marketing Chair with Santa Cruz Pride (2021 - 20230
✔
✔ ✔
✔

11.4 City Council

AGENDA REPORT
DATE: 07/24/2025
AGENDA OF: 08/12/2025
DEPARTMENT: City Manager
SUBJECT: Award Contract to Encompass Community Services for Downtown Outreach Worker (DOW) Program (CM)
LOCATION: District 4
RECOMMENDATION: Motion to award a contract to Encompass Community Services for the Downtown Outreach Worker (DOW) Program in the amount of $175,928.00 and to authorize the City Manager to execute an agreement in a form approved by the City Attorney. The Director of Homelessness Response and Community Programs is authorized to execute change orders within the approved budget.

BACKGROUND: The purpose of the Downtown Outreach Worker (DOW) program is to have outreach workers operating in the downtown area to provide services to people in need of social services, outreach, evaluation, and linkage to health agencies and other organizations that can be used to improve their quality of life and to reduce their potential need for emergency room visits, inpatient psychiatric hospitalization and/or the criminal justice system. In particular, DOW outreach workers work to identify the public benefits and service needs of people experiencing homelessness and other at-risk individuals who congregate in the downtown area. This work is conducted through direct client contact, as well as interface with law enforcement and the business community. Once a need is identified, resources will be offered and, when necessary, the outreach person will bring the case to a multi-disciplinary team to develop realistic short and long range solutions to the unique needs and problems of each client.

The City of Santa Cruz has long had an ongoing need for this type of onsite outreach support in the downtown area. From 1994 through 2012, the City’s Redevelopment Agency contracted with Santa Cruz County to provide these services. After the Agency’s dissolution in 2012, the City continued to support this service in collaboration with the County of Santa Cruz, which served as the administrative entity for the DOW contract annually through the most recent fiscal year (FY25).

DISCUSSION: The City and the County have jointly provided consistent financial support for the DOW services for many years and anticipated continuing joint support of the DOW program in FY 2026. However, due to significant health and human services funding reductions at the federal and state levels, the County of Santa Cruz made the difficult decision late in the budget process to discontinue supporting the DOW program in FY 2026. Despite the County’s

12.1 decision, the community need addressed by DOW remains critically important and impactful to the City. Staff therefore recommends that the City enter into a contract directly with Encompass Community Services to enable the DOW program to continue to provide the same level and scope of service that has been in place for the past year. The full annual proposed cost of the DOW program is $366,375. This supports the deployment of three full-time outreach workers who provide service in the downtown area five days-a-week (Monday-Friday). Last fiscal year, the City provided $97,128 to support DOW and the County provided approximately $200,000. In addition, Encompass was able to direct some one-time grant funds to cover the remainder of the program cost. At this time, staff is requesting approval of an initial 6-month contract (July 1 – December 31, 2025) with $175,928 in funds that have already been budgeted for this fiscal year.

Staff is currently exploring funding options that would allow for the extension of the contract through the fiscal year including potential options that would increase the downtown coverage into the weekends and will return to Council in the next few months with additional options for consideration.

Given the urgency of continuing services without interruption—to assist vulnerable individuals and to address public health and safety issues including encampments and environmental hazards, this Single Source exception is necessary. A Single Source procurement request to contract with Encompass Community Services has been submitted to the Purchasing Manager.

Reason for Single Source Procurement
Encompass is uniquely qualified these services due to the following:
• Proven experience providing direct services to at-risk populations in Santa Cruz; • Existing trained staff and operational capacity;
• Established ability to perform services efficiently and effectively.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed Council action is not a “project” under CEQA because it does not have the potential to cause a physical change in the environment directly or indirectly.

HEALTH IN ALL POLICIES (HiAP): HiAP is a collaborative framework designed to improve population health by integrating health considerations into decision-making processes across sectors and policy areas. HiAP is built on three core pillars: equity, public health, and sustainability. Its primary goal is to ensure that policymakers fully consider the health, equity, and sustainability impacts of various policy options during development. The proposed program aligns HiAP principles by promoting public health and equity, ensuring that lower-income individuals have access to onsite outreach support. By prioritizing the welfare of vulnerable populations, this initiative reinforces commitment to a healthier, more resilient community.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: Yes

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: FY 2026 funding to support the DOW Program will come from the General Fund. The FY 2026 approved budget has already allocated $97,198.00 to support this program. In addition, the HOPES contract with the County of Santa Cruz will not be renewed as the County is discontinuing that program. This provides an additional $78,200 already budgeted in the Community Programs activity that can be reallocated to support the

12.2 DOW program this fiscal year. This provides a total of $175,928 already budgeted in Community Programs to support this contract with Encompass for the DOW program.

Prepared By:

Larry Imwalle
Director Homelessness
Response and Community
Programs
Submitted By:

Michelle Templeton
Assistant City Manager
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. PROFESSIONAL SERVICES AGREEMENT.DOCX

12.3 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 1
Professional Services Agreement With

CITY OF SANTA CRUZ DOWNTOWN OUTREACH WORKER PROGRAM
with ENCOMPASS COMMUNITY SERVICES
THIS AGREEMENT for professional services is made by and between the City of Santa Cruz (“City”) and Encompass Community Services (“Encompass” or “Consultant”), a not-for-profit corporation, (each is referred to individually as a “Party” and collectively, as the “Parties”) as of July 1, 2025 (the “Effective Date”).

NOW, THEREFORE, in consideration of each other’s mutual promises, the Parties hereto agree as follows:

SECTION 1: SCOPE OF WORK
Consultant will furnish services as defined and described in the Scope of Work, attached hereto as Exhibit A, and incorporated herein.

SECTION 2: RESPONSIBILITIES OF CONSULTANT
All work performed by Consultant, or under Consultant’s direction, shall be rendered in accordance with the generally accepted practices, and to the standards of Consultant's profession. Consultant represents and agrees that Consultant: (i) is fully experienced and properly qualified to perform the work and services provided for herein, (ii) has the financial capability required for the performance of the work and services, and (iii) is properly equipped and organized to perform the work and services in a competent, timely, and proper manner, in accordance with the requirements of this Agreement.

Consultant shall not undertake any work beyond the Scope of Work set forth in Exhibit A unless such additional work is approved in advance and in writing by City. The cost of such additional work shall be reimbursed to Consultant by City on the same basis as provided for in Section 4.

If, in performing the work, it is necessary to conduct field operations, security and safety of the job site will be the Consultant's responsibility excluding the security and safety of any facility of City within the job site which is not under the Consultant's control.

Consultant shall meet with Larry Imwalle, Director Homelessness Response & Community Programs, hereinafter called "Director", or other designated and authorized City personnel, or third parties as necessary, on all matters connected with carrying out of Consultant’s services described in Exhibit A. Such meetings shall be held at the request of either Party. Review and City approval of completed work shall be obtained monthly, or at other intervals as may be mutually agreed upon during this Agreement. Review, approval, or acceptance of Consultant’s work by City or others shall not relieve Consultant from responsibility for errors and omissions in Consultant’s work.

SECTION 3: RESPONSIBILITIES OF THE CITY
City shall make available to Consultant all necessary data and information in the City's possession and shall actively assist Consultant in obtaining such information from other agencies and individuals as needed. Consultant is entitled to reasonably rely upon the accuracy and completeness of such data and information, and Consultant shall provide City prompt written notice of any known defects in such data and information.

The Director may authorize a staff person to serve as his or her representative. The work in progress shall be reviewed at such intervals as may be mutually agreed upon between the Parties. The City will be the sole judge of acceptable work, provided that such approval will not be unreasonably withheld or delayed. If the work is not acceptable, City will inform Consultant of the changes or revisions necessary to secure approval.

12.4 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 2
SECTION 4: FEES AND PAYMENT
For services actually performed, the City will compensate Consultant at the rates set forth in the Fee Schedule detailed in Exhibit B and in accordance with the terms set forth therein. Payment for Consultant's services in carrying out the entire Scope of Work shall be made within the budget limit, or limits shown, upon Exhibit B.

Consultant agrees that the payments to Consultant specified in this Section 4 will constitute full and complete compensation for all obligations assumed by Consultant under this Agreement. Such payments shall be considered the full compensation for all personnel, materials, supplies, and equipment used by Consultant in the Scope of Work. Where conflicts regarding compensation may occur, the provisions of this section shall apply.

Variations from the budget for each task which are justified by statements indicating personnel time expended and submittal of a revised budget are only allowed with prior City approval; however, in no event shall the total fee charged for the Scope of Work set forth in Exhibit A exceed the budget of $175,928.00 without advance written City authorization in the form of an amendment or change order.

Invoices shall detail the time worked by each class of employee on each task and the expenses incurred for which billing is made. Unless otherwise specified in the fee schedule, payments shall be made monthly by the City within 30 days based on itemized invoices from the Consultant which list the actual costs and expenses.

All invoices shall contain the following affidavit signed by an authorized representative of Consultant (if Consultant is an entity):
“As an authorized representative of Consultant, I hereby certify that the charge of (Insert invoice amount) as summarized above and shown in detail on the attachments is in accordance with the terms of the Agreement by and between the City of Santa Cruz and (Insert Party Name) dated (Insert Agreement Date) and has not been previously paid." This Agreement is contingent upon the appropriation of sufficient funding by the City for the Scope of Work covered by this Agreement. If funding is reduced or deleted for the Scope of Work covered by this Agreement, the City has the option without penalty or liability to either terminate this Agreement or to offer an amendment to this Agreement indicating any reduced amount.

SECTION 5: TRAVEL REIMBURSEMENT POLICY
The City shall not be responsible for any travel, meal, or lodging reimbursements to Consultant and/or Consultant’s employees.

SECTION 6: CHANGES IN WORK
City may negotiate changes to the Scope of Work. No changes to the Scope of Work shall be made without the prior written agreement between City and Consultant. Any change requiring compensation in excess of the sum specified in Exhibit B shall be approved in advance in writing by the City. Only City’s authorized representative(s) is authorized to approve changes to this Agreement on behalf of City.

SECTION 7: TERM AND SCHEDULE
The term of this Agreement shall be on the effective date of this Agreement and terminating on December 31, 2025.

At the option of the City, this Agreement may be renewed annually under the same contractual terms and conditions by letter agreement for up to five additional years.

12.5 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 3
Consultant shall begin the Scope of Work as specified in a written authorization (e.g., Notice to Proceed) to perform services issued by the City. The written authorization to perform work shall not be issued until after this Agreement has been approved and executed by the City.

The Work Schedule for completion of the work shall be as shown upon Exhibit C. In the event there are major changes to the Scope of Work, the schedule for completion as stated in Exhibit C may be adjusted with the City’s approval to allow Consultant a reasonable period of time within which to complete any additional work which may be required as a result of the changes to the Scope of Work.

Neither party shall be held responsible for delay or default caused by declared emergencies, natural disasters, or any Force Majeure event which is beyond the party's reasonable control. Consultant will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of the cause, diligently pursue performance of its obligations under this Agreement.

The City reserves the right to obtain the item(s) and/or services covered by this Agreement from another source during any on-going suspension of service due to the circumstances outlined above.

Consultant acknowledges that it is necessary for Consultant to complete its work on or before the completion date set forth in Exhibit C in order to allow the City to achieve its objectives for entering into this Agreement. The Parties therefore agree that time is of the essence in the performance of this Agreement.

SECTION 8: TERMINATION
The City may terminate the Agreement for any reason by providing written notice to Consultant not less than 10 calendar days prior to an effective termination date.

The City may, at its option, allow Consultant to cure its failure to perform within 10 business days (or longer period authorized in writing by the City) from the date of the City’s termination notice. The termination shall be become effective if Consultant has not cured within the specified time period to the City’s satisfaction.

Consultant may terminate this Agreement for cause if the City fails to cure a material default in performance of its obligations under this Agreement within a period of 30 calendar days (or such longer period agreed to by the Consultant), from the date of the Consultant’s written termination notice specifying the default in performance. Consultant must provide a written notice of termination to the City not less than 60 calendar days of the effective termination date.

Upon notice of termination by either the City or Consultant, the Consultant will immediately act to not incur any additional obligations, costs or expenses, except as may be reasonably necessary to terminate its activities. The City’s only obligation to the Consultant will be just and equitable payment for services authorized by, and received to the satisfaction of, the City up to and including the effective date of termination less any amounts withheld. All finished or unfinished work or documents procured or produced under the Agreement will become property of the City upon the termination date. In the event of Consultant’s failure to perform pursuant to the Agreement, the City reserves the right to obtain services elsewhere and Consultant will be liable for the difference between the prices set forth in the terminated Agreement and the actual cost to the City. Termination of the Agreement pursuant to this paragraph shall not relieve the Consultant of any liability to City for additional costs, expenses, or damages sustained by City due to failure of the Consultant to perform pursuant to the Agreement. City may withhold any payments to Consultant for the purpose of set-off until such time as the exact amount of damages due City from Consultant is determined. After the effective date of termination, Consultant will have no further claims against the City under the Agreement. No other compensation will be payable for anticipated profit on unperformed services.

SECTION 9: INSURANCE
Prior to the beginning of and throughout the duration of the Agreement, Consultant will maintain and comply with the Insurance Requirements as set forth in Exhibit D. Consultant will insure the City against claims for injuries to

12.6 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 4
persons or damages to property which may arise from or in connection with the performance of the work hereunder.

The insurance coverages required shall not in any way limit the liability of the Consultant.

SECTION 10: INDEMNIFICATION
Consultant agrees, to the fullest extent permitted by law, to indemnify, defend, and hold harmless the City, its officials, officers, employees, agents, and volunteers (collectively, “Indemnitees”) from and against any and all liability, claim, action, loss, injury, damage, judgment, or expense, including attorneys’ fees and costs (“Losses”) caused by or resulting from the negligence, recklessness, or willful misconduct of Consultant, Consultant’s officers, employees, agents, or subcontractors in any way related to this Agreement. Consultant’s duty to indemnify and hold harmless Indemnitees shall not apply to the extent such Losses are caused by the sole or active negligence or willful misconduct of Indemnitees.

Consultant’s obligation to defend shall arise regardless of any claim or assertion that Indemnitees caused or contributed to the Losses.

In the event this Agreement involves the performance of design professional services by Consultant, Consultant’s officers, employees, agents, or subcontractors, Consultant’s costs to defend Indemnitees shall not exceed the Consultant’s proportionate percentage of fault per Civil Code §2782.8. This section shall survive the termination or expiration of this Agreement.

SECTION 11: EQUAL EMPLOYMENT OPPORTUNITY/NON-DISCRIMINATION POLICIES City’s policies promote a working environment free from abusive conduct, discrimination, harassment, and retaliation; and require equal opportunity in employment for all regardless of race, religious creed (including religious dress and grooming practices), color, national origin (including language use restrictions), ancestry, religion, disability (mental and physical), medical condition, sex, gender (including gender identity and gender expression), physical characteristics, marital status, age, sexual orientation, genetic information (including family health history and genetic test results), organizational affiliation, and military or veteran status, or any other consideration made unlawful by local, State or Federal law. City requires Consultant to comply with all applicable Federal and State and local equal employment opportunity laws and regulations, and Consultant is responsible for ensuring that effective policies and procedures concerning the prevention of abusive conduct, discrimination, harassment, and retaliation exist in Consultant’s business organization. The City’s current Equal Employment Opportunity and Non-Discrimination policies to which this Section applies may be viewed at http://www.codepublishing.com/CA/SantaCruz/?SantaCruz09/SantaCruz0983.html and http://www.cityofsantacruz.com/home/showdocument?id=59192.

SECTION 12: LEGAL ACTION/ATTORNEYS’ FEES
If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief. The laws of the State of California, with jurisdiction in the Santa Cruz County Superior Court, shall govern all matters relating to the validity, interpretation, and effect of this Agreement and any authorized or alleged changes, the performance of any of its terms, as well as the rights and obligations of Consultant and the City.

SECTION 13: AMENDMENTS
This Agreement may not be amended in any respect except by way of a written instrument which expressly references and identifies this particular Agreement, which expressly states that its purpose is to amend this particular Agreement, and which is duly executed by the City and Consultant. Consultant acknowledges that no such amendment shall be effective until approved and authorized by the City’s authorized representative. No representative of the City is authorized to obligate the City to pay the cost or value of services beyond the scope of services set forth in Exhibit A. Such authority is retained solely by the City Manager, Director, or their designee. Unless expressly authorized by the City Manager or Director, Consultant’s compensation shall be limited to that set forth in Exhibit B, Fee Schedule.

12.7 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 5
SECTION 14: MISCELLANEOUS PROVISIONS

1. Project Manager/Key Staff. Director reserves the right to evaluate and confer with Consultant regarding the project manager or other key staff assigned by Consultant to perform the work under this Agreement. Consultant shall replace the project manager or key staff upon Director’s request due to Director’s concern about their performance. Otherwise, no change in assignment by the Consultant may occur without prior written approval of the City.

2. Consultant Services Only. Consultant is employed to render professional services only and any payments made to Consultant are compensation solely for such professional services.

3. Independent Contractor. In the performance of this Agreement, it is expressly understood that Consultant, including each of Consultant’s employees, agents, subcontractors or others under Consultant’s supervision or control, is an independent contractor solely responsible for its own acts and omissions, and shall not be considered an employee of the City for any purpose. Consultant agrees to indemnify, defend and hold harmless the City, its officials, officers, employees, and agents against any claim or liability, including attorneys’ fees and costs, arising in any manner related to this Agreement that an employee, agent or others under Consultant’s supervision or control was misclassified.

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

4. Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.

5. Subcontractors. Consultant shall obtain prior approval of the City prior to subcontracting of any work pursuant to this Agreement. If at any time, the City determines any subcontractor is incompetent or unqualified, Consultant will be notified and will be expected to immediately cancel the subcontract. Consultant shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein, including naming the City of Santa Cruz, its officers, officials, employees, agents, and volunteers as additional insureds. Any modification to the insurance requirements for subcontractors must be agreed to by the City in writing.

Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors or subconsultants, and of persons either directly or indirectly employed by them, or acting on Consultant’s behalf pursuant to this Agreement, as it is for the acts and omissions of persons directly employed by Consultant. Consultant’s obligation to pay its subconsultants is an independent obligation from the City’s obligation to make payments to the Consultant.

6. Assignment. This Agreement shall not be assigned without first obtaining the express written consent of the Director or after approval of the City Council. Neither party may assign this Agreement unless this Agreement is amended in accordance with its terms.

7. Conflicts of Interest. Consultant agrees to comply with conflict of interest laws in performing the work and services under this Agreement. Consultant covenants (on behalf of Consultant and Consultant’s employees, agents, representatives, and subcontractors) that there is no direct or indirect interest, financial or otherwise, which would conflict in any manner or degree with the performance of services required under this Agreement. Consultant acknowledges and agrees to comply with applicable provisions of conflict of interest law and regulations, including the CA Political Reform Act, (Gov’t. Code §§1090, 87100), Levine Act (Gov’t. Code §84308), and the City’s conflict of interest code. Consultant will immediately advise City if Consultant learns of a conflicting financial interest of Consultant during the term of this Agreement.

12.8 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 6

8. City Property. The work, or any portion, of Consultant in performing this Agreement shall become the property of City.

The Consultant may be permitted to retain copies of such work for information and reference in connection only with the provision of services for the City. All materials and work product, whether finished or unfinished, shall be delivered to City upon completion of contract services or termination of this Agreement for any reason. Consultant acknowledges and agrees that the work product shall be considered a work made for hire within the meaning of the patent and copyright laws of the United States; and Consultant agrees that all copyrights which arise from creation of project-related documents and materials pursuant to this Agreement shall be vested in the City and Consultant waives and relinquishes all claims to copyright or other intellectual property rights in favor of City. Any work product related to this Agreement shall be confidential, not to be used by the Consultant on other projects or disclosed to any third party, except by agreement in writing by the City, or except as otherwise provided herein. Consultant’s final deliverables shall comply with Section 508 (29 U.S.C. Section 794d) accessibility requirements, as applicable. Notwithstanding any other provision of this Agreement to the contrary, Consultant shall retain the rights in any pre-existing standard drawing details, designs, specifications, databases, computer software, proprietary information, documents, templates, and any other property owned by Consultant on the date of this Agreement or developed outside of this Agreement.

9. Intellectual Property and Indemnity.
a. Consultant represents to City that, to the best of Consultant’s knowledge, any Intellectual Property (including but not limited to: patent, patent application, trade secret, copyright and any applications or right to apply for registration, computer software programs or applications, tangible or intangible proprietary information, or any other intellectual property right) in connection with any services and/or products related to this Agreement does not violate or infringe upon any Intellectual Property rights of any other person or entity. b. To the fullest extent permitted by law, Consultant agrees to indemnify, defend, and hold harmless City, its officials, officers, employees, and agents, from any and all claims, demands, actions, liabilities, damages, or expenses (including reasonable attorneys’ fees and costs) arising out of a claim of infringement, actual or alleged, direct or contributory, of any Intellectual Property rights in any way related to Consultant’s performance under this Agreement or to the City’s authorized intended or actual use of Consultant’s product or service under this Agreement. This provision shall survive termination or expiration of this Agreement. c. If any product or service becomes, or in the Consultant’s opinion is likely to become, the subject of a claim of infringement, the Consultant shall, at its sole expense: (i) provide the City the right to continue using the product or service; or (ii) replace or modify the product or service so that it becomes non-infringing; or (iii) if none of the foregoing alternatives are possible even after Consultant’s commercially reasonable efforts, in addition to other available legal remedies, City will have the right to return the product or service and receive a full or partial refund of an amount equal to the value of the returned product or service, less the unpaid portion of the purchase price and any other amounts, which may be due to the Consultant. City shall have the right to retrieve its data and proprietary information at no charge prior to any return of the product or termination of service.

10. Confidentiality.
a. Consultant shall not acquire any ownership interest in data and information (“City Data”) received by Consultant from City, which shall remain the property of the City. Certain information may be considered confidential (“Confidential Information”). Confidential Information shall mean all information or proprietary materials (in every form and media) not generally known to the public and which has been or is hereafter disclosed or made available directly or indirectly to Consultant through any means of communication, either verbally or in writing even if it has not been designated in writing as “Confidential” to Consultant in connection with this Agreement. Unless otherwise required by law, Consultant shall not, without City’s written permission, use or disclose City Data and/or Confidential Information other than in the performance of the obligations under this Agreement. As between Consultant and City, all City Confidential Information shall remain the property of the City. Consultant shall not acquire ownership interest in the City’s Confidential Information.

12.9 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 7
b. Consultant shall be responsible for ensuring and maintaining the security and confidentiality of City Data and Confidential Information, protect against any anticipated threats or hazards to the security or integrity of City Data and Confidential Information, protect against unauthorized access to or use of City Data and Confidential Information that could result in substantial harm or inconvenience to City or any end users; and ensure the proper return and/or disposal of City Data and Confidential Information upon termination of this Agreement with notice to the City. c. Consultant shall take appropriate action to address any incident of unauthorized access to City Data and Confidential Information, including addressing and/or remedying the issue that resulted in such unauthorized access, notifying City as soon as possible of any incident of unauthorized access to City Data and Confidential Information, or any other breach in Consultant’s security that materially affects City or end users; and be responsible for ensuring compliance by its officers, employees, agents, and subcontractors with the confidentiality provisions hereof. Should confidential and/or legally protected City Data be divulged to unauthorized third parties, Consultant shall comply with all applicable federal and state laws and regulations, including but not limited to California Civil Code sections 1798.29 and 1798.82 at Consultant’s sole expense. Consultant shall not charge City for any expenses associated with Consultant’s compliance with these obligations.
d. Consultant shall defend, indemnify and hold harmless City, its officials, officers, employees and agents against any claim, liability, loss, injury or damage (including attorneys’ fee and costs) arising out of, or in connection with, the unauthorized use, access, and/or disclosure of City Data and/or Confidential Information by Consultant and/or its agents, employees or subcontractors, excepting only loss, injury or damage caused by the sole negligence or willful misconduct of the City. This provision shall survive the termination or expiration of this Agreement.

11. Consultant's Records/Audits. Consultant shall maintain accurate accounting records and other written documentation pertaining to the costs incurred relating to this Agreement for examination and audit by the City, State, or federal government, as applicable, in compliance with Gov. Code §8546.7 for a contract in excess of $10,000, or in compliance with other applicable federal laws (e.g. 48 CFR 31) or regulations for a period of three (3) years from: the date of the final City payment for Consultant's services, or from the date of final disposition of real property or equipment acquired with federal funds, or date of the termination of this Agreement, whichever is later. If Consultant engages a subcontractor to perform work related to this Agreement with a cost of $10,000 or more over a 12-month period, such subcontract shall contain these same requirements. This provision shall survive the termination of this Agreement.

12. California Public Records Act. City is a public agency subject to the disclosure requirements of the California Public Records Act (“CPRA”). If Consultant’s proprietary information is contained in documents or information submitted to City, and Consultant claims that such information falls within one or more CPRA exemptions, Consultant must clearly mark such information “Confidential and Proprietary,” and identify the specific lines containing the information. In the event of a request for such information, City will make best efforts to provide notice to Consultant prior to such disclosure. If Consultant contends that any documents are exempt from the CPRA and wishes to prevent disclosure, it is required to obtain a protective order, injunctive relief, or other appropriate remedy from a court of law in Santa Cruz County before the City is required to respond to the CPRA request. If Consultant fails to obtain such remedy within the time the City is required to respond to the CPRA request, City may disclose the requested information without any liability. Consultant further agrees that it shall defend, indemnify and hold City harmless against any claim, action or litigation (including but not limited to all judgments, costs, and attorney’s fees) that may result from denial by City of a CPRA request for information arising from any representation, or any action (or inaction), by the Consultant.

13. Compliance with Laws. All activities of Consultant, its employees, subcontractors and/or agents will be carried out in compliance with all applicable federal, state, and local laws and regulations. Consultant further agrees to comply with the covenant of good faith and fair dealing and other provisions of Santa Cruz Municipal Ordinance chapter 3.09, or otherwise Consultant may be subject to penalties including being declared an irresponsible contractor.

14. Licensure. Consultant agrees that Consultant, its subcontractors and/or agents (if any) has/have complied with all applicable federal, state, and local licensing requirements and agrees to provide proof of the current City of Santa

12.10 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 8
Cruz Business Tax Certificate if:
 Consultant, its subcontractor(s) and agent(s) or its business is/are located in the City of Santa Cruz;  Will perform actual work in the City of Santa Cruz for 6 or more days annually; or  Will use company vehicles to deliver within the City of Santa Cruz for 6 or more days annually.

For additional information and licensing requirements, view the City’s Business Licenses and Permits webpage or call the Revenue and Taxation division at 831/420-5070.

15. Living Wage. Every contract for services to the City for $10,000 or more is subject to City of Santa Cruz Living Wage Ordinance number 2000-25. If applicable, Consultant agrees to comply with the requirements of the Living Wage ordinance as provided in Santa Cruz Municipal Code Chapter 5.10.

16. Prevailing Wages for Public Work. To the extent that the work or services to be performed under this Agreement may be considered a “public work” (construction, alteration, demolition, or repair work) pursuant and subject to Labor Code section 1720 et seq., Consultant (and any subconsultant performing the work or services) shall conform to any and all prevailing wage requirements applicable to such work/and or services under this Agreement. Consultant (and any subconsultant) shall adhere to the prevailing wage determinations made by the Director of Industrial Relations (DIR) pursuant to California Labor Code Part 7, Chapter 1, Article 2, applicable to the work, if any. All workers employed in the execution of a public works contract (as such term is defined California Labor Code section 1720 et seq. and section 1782(d)(1)) must be paid not less than the specified prevailing wage rates for the type of work performed. (CA Labor Code sections 1720, 1774 and 1782.) To the extent applicable to the scope of work and services under this Agreement, Consultant agrees to be bound by the state prevailing wage requirements, including, but not limited to, the following:
a. If a worker is paid less than the applicable prevailing wage rate owed for a calendar day (or any portion thereof), Consultant shall pay the worker the difference between the prevailing wage rate and the amount actually paid for each calendar day (or portion thereof) for which the worker(s) was paid less than the prevailing wage rate, as specified in Labor Code section 1775;
b. Consultant shall maintain and make available payroll and worker records in accordance with Labor Code sections 1776 and 1812;
c. If Consultant employs (and/or is legally required to employ) apprentices in performing the work and/or services under this Agreement, Consultant shall ensure compliance with Labor Code section 1777.5; d. Consultant is aware of the limitations imposed on overtime work by Labor Code sections 1810 et seq. and shall be responsible for any penalties levied in accordance with Labor Code section 1813 for failing to pay required overtime wages;
e. Consultant shall post a copy of the applicable wage rates at each jobsite at a location readily available to its workers.
f. Any failure of Consultant and/or its subconsultant to comply with the above requirements relating to a public work project shall constitute a breach of this Agreement that excuses the City’s performance of this Agreement at the City’s sole and absolute option and shall be at the sole risk of Consultant. Consultant on behalf of itself and any subconsultant, agree to indemnify, defend and hold harmless the City and its officials, officers, employees, and agents from and against any and all claims, liabilities, losses, costs, expenses, attorney’s fees, damages, expenses, fines, financial consequences, interest, and penalties, of any kind or nature, arising from or relating to any failure (or alleged failure) of the Consultant and any subconsultant to pay prevailing wages or to otherwise comply with the requirements of prevailing wage law relating to a public work. g. Consultant acknowledges that it and/or any subconsultant may not engage in the performance of any contract for public work unless currently registered with the DIR and qualified to perform public work pursuant to Labor Code

12.11 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 9
section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].

17. Storm Water Requirements. To the extent applicable to the Scope of Work under this Agreement, Consultant, Consultant’s employees, subcontractors, and agents are required to abide by the applicable City of Santa Cruz Storm Water Best Management Practices (BMPs) for the duration of the work. The City’s mandatory Storm Water BMPs, which are listed according to the type of work, operations, or business, are located on the City website at:
https://www.cityofsantacruz.com/government/city-departments/public-works/stormwater/best-managementpractices

18. Dispute Resolution. The Parties agree to attempt in good faith to resolve through negotiation any dispute, claim or controversy arising out of or relating to this Agreement. Either party may initiate negotiations by providing written notice in letter form to the other party, setting forth the subject of the dispute and the relief requested. Promptly upon such notification, the Parties shall meet at a mutually agreeable time and place in order to exchange relevant information and perspective, and to attempt to resolve the dispute. In the event that no resolution is achieved, and if, but only if, the parties mutually agree, then prior to pursuing formal legal action, the parties shall make a good faith effort to resolve the dispute by non-binding mediation or negotiations between representatives with decision-making power, who, to the extent possible, shall not have had substantive involvement in the matters of the dispute. To the extent that the dispute involves or relates to a public works project, the Parties agree to attempt to resolve the dispute by complying with the claims process as set forth in Public Contract Code sections 9204(e), 20104-20104.6, but without waiving the requirements of the California Tort Claims Act, Gov’t Code section 800 et seq. unless otherwise agreed to by the Parties.

19. Force Majeure. Neither party hereto shall be considered in default in the performance of its obligation hereunder to the extent that the performance of any such obligation is prevented or delayed by an act of God, natural disaster, pandemic, acts of terrorism, war, a strike, lockout or other labor difficulty, or other peril, which is beyond the reasonable control of the affected party and without the negligence of the respective Parties. Each party hereto shall give notice promptly to the other of the nature and extent of any Force Majeure claimed to delay, hinder or prevent performance of the services under this Agreement. Each Party will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of the cause, diligently pursue performance of its obligations in this Agreement. In the event either party is prevented or delayed in the performance of its respective obligation by reason of such Force Majeure, the only remedy is that there may be an equitable adjustment of the schedule based on City’s sole discretion.

20. Complete Agreement. This Agreement, along with any attachments, is the full and complete integration of the Parties’ agreement with respect to the matters addressed herein, and that this Agreement supersedes any previous written or oral agreements between the Parties with respect to the matters addressed herein. Unless otherwise stated, to the extent there is any conflict between this Agreement and any other agreement (written or oral), the terms of this Agreement shall control.

21. Severability. The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the other provisions unenforceable, invalid or illegal.

22. Waiver. Waiver by any party of any portion of this Agreement shall not constitute a waiver of the same or any other portion hereof.

23. Governing Law. This Agreement shall be governed by and interpreted in accordance with California law.

24. Contract Interpretation. Each party acknowledges that it has reviewed this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.

25. MacBride Principles/Peace Charter. City of Santa Cruz Resolution NS-19,378 (7/24/90) encourages all companies doing

12.12 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 10
business in Northern Ireland to abide by the MacBride Principles and Peace Charter.

26. Notices. If either party shall desire or is required to give notice to the other, such notice shall be given in writing, via email, and concurrently delivered by: (a) personal delivery, in which case notice is effective upon delivery; (b) overnight courier (i.e., Federal Express) with charges prepaid or charged to the sender’s account, in which case notice is effective when delivered; (c) priority U.S. Mail, in which case notice shall be deemed delivered on the second business day after the deposit thereof with the U.S. Postal Service. Notices shall be addressed to recipient as follows:

To CITY:

City Manager’s Office
Larry Imwalle
809 Center St., Rm 10
Santa Cruz, CA 95062
[email protected]
831-420-5405
To CONSULTANT:

Encompass Community Services
Shellee Stopera
380 Encinal St, Suite 200
Santa Cruz, CA 95060
[email protected]
831-469-1700
The Parties must provide notice of any changes to the above information in writing at least ten (10) business days before the change is effective.

27. Counterparts. The Parties may execute this Agreement in two or more counterparts, which shall, in the aggregate, be deemed an original but all of which, together, shall constitute one and the same instrument. A scanned, electronic, facsimile or other copy of a party’s signature shall be accepted and valid as an original.

28. Warranty of Authority. The signatories to this Agreement warrant and represent that each is authorized to execute this Agreement and that their respective signatures serve to legally obligate their respective representatives, agents, successors and assigns to comply with the provisions of this Agreement. [SIGNATURES ON FOLLOWING PAGE]

12.13 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 11
Approved As To Form:

By: ______________________________ Date: __________________ Office of the City Attorney,

CITY OF SANTA CRUZ
By: ______________________________ Date: __________________ Matt Huffaker
City Manager

CONSULTANT
By: ______________________________ Date: __________________ Printed: ___________________________ Title: __________________ By: ______________________________ Date: __________________ Printed: ___________________________ Title: __________________

12.14 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 12
EXHIBIT A: SCOPE OF WORK
Downtown Outreach Worker (DOW): The DOW's function as homeless outreach and case management workers in the downtown area of the City of Santa Cruz. The DOWs will provide intensive targeted case management services with the goal of establishing treatment and movement toward recovery. DOWs will attend HPHP, HOPES, and other homeless service coordination team multidisciplinary meetings to ensure coordination of care.

Resource Caseload Services .

FTE Outreach Workers >8 clients/month Homeless outreach Service linkage
Street intervention
Crisis services
Targeted case management
Local businesses support

12.15 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 13
EXHIBIT B: FEE SCHEDULE
The total amount payable under this agreement shall not exceed $178,3928.00. 5 Day Street Outreach DOW 25-26 (Paired
Outreach) FTE Wage Salary Benefits
Manager 5, Director $3,163.93 0.04 $60.84 $5,062.28 $1,265.57 Case Manager $39,000.00 1.00 $30.00 $62,400.00 $15,600.00 Case Manager $39,000.00 1.00 $30.00 $62,400.00 $15,600.00 Case Manager $39,000.00 1.00 $30.00 $62,400.00 $15,600.00 Manager 3, Program
Manager $17,219.30 0.31 $42.73 $27,550.89 $6,887.72
Client Food $2,600.00
Client Clothing $510.00
Client Transportation $1,500.00
Occupancy $8,056.50
Equipment & Supplies $2,475.00
Staff Development $560.00
Staff Travel $1,600.00
Indirect $24,243.33
Total $178,928

12.16 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 14
EXHIBIT C: WORK SCHEDULE
Consultant shall operate a five day per week (paired outreach) Downtown Outreach Worker Program.

12.17 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 15
EXHIBIT D: INSURANCE REQUIREMENTS
Consultant shall procure and maintain insurance against claims for injuries to persons or damages to property and otherwise which may arise from or in connection with the performance of the work under this Agreement and the results of that work by Consultant, its agents, representatives, employees, or subcontractors.

A. CERTIFICATE REQUIREMENTS
The City will be issued a Certificate of Insurance (a Memorandum of Understanding will not be accepted) with the following minimum requirements:
 Certificate(s) will show current policy number(s) and effective dates,  Coverage and policy limits will meet, or exceed, requirements below,  The Certificate Holder will be City of Santa Cruz, Risk Management, 1200 Pacific Ave., Suite 290, Santa Cruz, CA 95060,
 Certificate will be signed by an authorized representative,  An endorsement, if required below, will be provided to show the City, its officers, officials, employees, and volunteers as additional insureds, and
 Coverages must be maintained during the term of the Agreement with the City, unless a longer duration is required as specified below.

B. MINIMUM SCOPE AND LIMITS OF INSURANCE
Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. If Consultant maintains broader insurance coverage and/or higher limits than the minimums shown below, the City of Santa Cruz requires and shall be entitled to the broader insurance coverage and/or higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Cruz.

Coverage will be at least as broad as:
 COMMERCIAL GENERAL LIABILITY (CGL): $2,000,000 PER OCCURRENCE; $2,000,000 AGGREGATE Proof of coverage for $2 Million per occurrence and $2 Million in the aggregate including products and completed operations, property damage, bodily injury, personal and advertising injury will be provided on Insurance Services Office (ISO) Form CG 00 01 covering CGL.
 SEXUAL ABUSE OR MOLESTATION (SAM) LIABILITY: If the work will include contact with minors, and the CGL policy referenced above is not endorsed to include affirmative coverage for sexual abuse or molestation, Contractor shall obtain and maintain a policy covering Sexual Abuse and Molestation with a limit no less than $1,000,000 per occurrence or claim.  PROFESSIONAL LIABILITY (ERRORS AND OMISSIONS): $2,000,000 PER OCCURRENCE OR CLAIM, $2,000,000 AGGREGATE.

Consultant will maintain insurance appropriate to Consultant’s profession; with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after date of completion of the services under this Agreement. If coverage is canceled or non-renewed and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date or start of work date, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the contract of work.

12.18 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 16
 AUTOMOBILE LIABILITY:

Proof of coverage for $1,000,000 provided on ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non-owned autos (Code 9), per accident for bodily injury and property damage.
 WORKERS’ COMPENSATION AS REQUIRED BY THE STATE OF CALIFORNIA, WITH STATUTORY LIMITS, AND EMPLOYER’S LIABILITY INSURANCE: $1,000,000 per accident for bodily injury or disease.

The Worker’s Compensation policy must be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant and its employees.
(Not required if Consultant provides written verification it has no employees) - If Consultant has no employees, Consultant shall complete and sign a Workers’ Compensation Exemption Declaration and Release of Liability.

C. OTHER INSURANCE PROVISIONS
The insurance policies are to comply with the following provisions:
 ADDITIONAL INSURED STATUS
The City, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Consultant including materials, parts, or equipment furnished in connection with such work or operations, products and completed operations. General liability coverage will be provided in the form of an endorsement to Consultant’s insurance at least as broad as ISO Form CG 20 10 11 85, or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 (if a later edition is used).  PRIMARY COVERAGE
For any claims related to this Agreement, Consultant’s and all subcontractor’s insurance coverage will be primary and non-contributory as respects the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents, or volunteers will be excess of Consultant’s and all subcontractor’s insurance and will not contribute with it.  NOTICE OF CANCELLATION
Each insurance policy required above state that the coverage shall not be canceled, except with notice to the City.  WAIVER OF SUBROGATION
Consultant hereby grants to the City a waiver of any right to subrogation, except as otherwise not applicable, which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss, including attorney’s fees under such insurance. Consultant agrees to obtain any endorsement that may be necessary to effectuate this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.
 EXCESS LIABILITY/UMBRELLA INSURANCE POLICIES
Consultant may use excess liability/umbrella policies to meet the required liability limits on the condition that they provide all of the insurance coverages required herein, including, but not limited to, primary and noncontributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The excess liability/umbrella insurance policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying CGL insurance. No insurance policies maintained by the additional insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant’s primary and excess liability policies are exhausted.
 SELF-INSURED RETENTIONS (SIR)
Self-insured retentions must be declared to and approved by the City. City may require Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related expenses. The policy language

12.19 City of Santa Cruz
Professional Services Agreement for
City of Santa Cruz Downtown Outreach Worker Program with Encompass Community Services
July 2025 (Form Rev.03/25) Page 17
shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City.
 ACCEPTABILITY OF INSURERS
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A: VII, unless otherwise acceptable to the City.
 CLAIMS MADE POLICIES
If any of the required policies provide coverage on a claims-made basis:

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

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

3. If coverage is canceled or non-renewed and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.  VERIFICATION OF COVERAGE
Consultant will furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to be approved by the City before work commences. However, failure to obtain the required documents prior to the beginning of work will not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

D. SUBCONTRACTORS
Consultant shall include their subcontractor(s) as additional insured(s) under the policies or shall furnish separate certificates and endorsements for each contractor and subcontractor. Consultant shall require and verify that all contractors and subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City, its officers, officials, employees, agents, and volunteers are named as additional insureds on insurance required from its contractor(s) and subcontractor(s).

E. SPECIAL RISKS/CIRCUMSTANCES
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances and provide notice to Consultant.

12.20 Brittany Inclan
From: Big Joe 77 <[email protected]>
Sent: Monday, August 11, 2025 6:28 AM
To: City Council
Subject: Public Correspondence: Item 12: “award a contract to Encompass Community Services for the Downtown Outreach Worker (DOW) Program.”
So… City Hall staff are requesting approval of an initial 6-month contract (July 1 – December 31, 2025) with a for-profit contracted service provider in the amount $175,928. Allegedly with funds that have already been budgeted for this fiscal year.

I realize that this proposal has been agendized as a Consent Agenda item, and therefore its passage is guaranteed, but it would be nice if members of this elected body would at least consider:
 The DOW program has been largely ineffectual. Incident reports from the Downtown Library show 2025 had a 30% increase in violence from the prior year. Based on my research, all incidents have a transient(s) as the suspect(s).
 That the DOW program funding come from the City’s Homeless Response $10 million dollar budget.

Imwalle just received a 25% hike in his approved annual budget. He shouldn’t be returning to the trough every 2-3 months with his empty cup extended.

At some point, you are going to have to understand how money works, and to expend it with prudence. --
Big Joe 77
Keepin' it Real

12.21 Brittany Inclan
From: [email protected]
Sent: Monday, August 11, 2025 3:48 PM
To: City Council; City Council
Subject: Downtown Outreach Workers
Dear City Council Members,
I am writing in support of city funding for Downtown Outreach Workers, which is #12 on the Consent Agenda for your approval at tomorrow’s meeting.

Downtown Outreach Workers (DOW) are social workers who develop relationships with people in need, in order to connect them to available services in our community. The Downtown district is the closest place for everyone released from the County jail, and has a consistently high concentration of Santa Cruz homelessness.

The support that Downtown Outreach Workers (DOW) provide to the Downtown community is critical. Many people living on our streets have disabling physical and mental health conditions. DOW are the only trained clinicians in our community’s care system who can ably respond to individuals on the street experiencing a crisis.

For people willing to accept assistance, they are a life line, and support system for rebuilding lives.

When DOW can’t respond, an individual’s crisis inevitably becomes a crisis for the whole concerned neighborhood. When citizens observe people in distress, citizens call 911. When Downtown Outreach Workers are not available, then other valuable city resources are deployed to respond (SCPD, Fire Department, etc.) which results in less favorable outcomes than contacts by DOW who develop beneficial relationships over time. This also wastes city resources by using our critical emergency responders for non-emergencies they can’t address.

Thank you again for funding Downtown Outreach Workers who play such an important role in making Downtown Santa Cruz a safe environment for all our residents and families, by ensuring everyone in our community has access to available supports.

Warmly,
Jorian Wilkins
Cell | 303-905-1424
Executive Director
Downtown Association of Santa Cruz
www.DowntownSantaCruz.com
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New for Locals Summer Season!

12.22 *Be a Downtown Event Sponsor*

12.23 City Council

AGENDA REPORT
DATE: 07/21/2025
AGENDA OF: 08/12/2025
DEPARTMENT: City Manager
SUBJECT: Endorsement of the Ocean Rise and Coastal Resilience Coalition (CM) LOCATION: Districts 2, 3, 4, and 6
RECOMMENDATION: Motion to approve endorsement of the Ocean Rise & Coastal Resilience Coalition, as described in the attached Charter and supporting materials, and to authorize the Mayor, or designee, to execute the endorsement on behalf of the City of Santa Cruz.

BACKGROUND: The City of Santa Cruz has a longstanding commitment to climate action, coastal adaptation, and equitable community resilience, as recognized regionally and internationally. In June 2025, Vice Mayor Shebreh Kalantari-Johnson and Dr. Tiffany WiseWest, the City’s Sustainability and Resiliency Officer, participated in the launch of the Ocean Rise & Coastal Resilience Coalition at a Summit affiliated with the third United Nations Ocean Conference in Nice, France and attended by over 300 local government officials from around the world. This Coalition—an initiative of the Ocean & Climate Platform and its global partners— unites coastal cities and regions to share knowledge, advocate for resources, and lead adaptation to sea level rise and other climate-driven ocean challenges. The City has previously collaborated with the Ocean & Climate Platform, a French nonprofit, to co-host an international sea level rise workshop in Santa Cruz in 2023 and promote coastal management exchanges at the Waves of Change conferences in 2021 and 2022 in Sister City, Biarritz, France.

At the launch of the coalition, the Vice Mayor joined other elected leaders from around the world on a panel to share Santa Cruz’s local leadership story, highlighting the City's dedication to nature-based solutions, community-driven planning, and inclusive engagement of historically underrepresented groups. The Ocean & Climate Platform celebrated Santa Cruz’s example as a model of proactive, equitable coastal adaptation.

By joining the Coalition, the City formalizes its alignment with other coastal local governments working to secure financing, build capacity, and implement forward-looking, transformative solutions that safeguard communities, economies, and ecosystems.

DISCUSSION: The City’s coastal zone—including low-lying beaches, coastal bluffs, recreational areas, and critical infrastructure—faces urgent and escalating threats. As shared in

13.1 the Attachment: City’s Charter Endorsement to the Coalition, Santa Cruz has recently suffered repeated storm damage and erosion:
• The 2023 bomb cyclone caused failures along West Cliff Drive. • A 2024 storm led to further bluff erosion and damage to coastal trails and roads. • In 2025, significant wave action damaged the Santa Cruz Wharf, including collapse of the last 180 feet and a restroom on this iconic economic and cultural asset.

In early planning for and response to these events, the City completed a series of initiatives and projects, including:
• Resilient Coast Santa Cruz (2019–2022): vulnerability assessments showing over $1 billion of coastal property and infrastructure assets exposed to coastal climate hazards on West Cliff alone.
• The West Cliff Drive Adaptation and Management Plan and subsequent Vision and Roadmap emphasizing nature-based approaches, phased adaptation, and infrastructure resilience.
• Development of a new Local Coastal Program Beaches and Bluffs chapter (targeted for adoption in late 2025).
• A Nature-Based Solutions Feasibility Study leading to design of the Main Beach Living Shoreline (implementation by 2028) and the upcoming Lighthouse Point Hazard Analysis.
• Shoreline Adaptation Blueprints (2025–2026) for Main Beaches, East Cliff, and West Cliff areas in development, grounded in equity and deep community engagement. • Development of a Local Coastal Program Beaches and Bluffs Chapter to integrate sea level rise policies and guidance from California Coastal Commission into coastal management and development activities
• Deployment of a coastal change monitoring network, including a tide gauge at the Wharf and upcoming real-time monitoring cameras and a decision support tool.

These efforts illustrate Santa Cruz’s commitment to transformative adaptation that is sciencebased, locally relevant, and equity-centered—directly aligned with the Coalition’s five pillars:

Mobilization, Advocacy, Knowledge, Finance, Capacity Building.

Endorsing the Coalition does not create legal or financial obligations but:
• Amplifies Santa Cruz’s voice in global policy and planning dialogues. • Supports access to technical resources and potential funding. • Aligns with the City's Local Hazard Mitigation and Climate Adaptation Plan (2025– 2030) goals and existing climate partnerships.

Joining the Coalition also builds on the City’s history of leadership, as highlighted by the Vice Mayor’s remarks in Nice and the City’s visible role on international platforms.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: This action is not considered a project under CEQA, in that the action is solely making recommendations on to endorse the charter of the new coalition.

13.2 HEALTH IN ALL POLICIES (HiAP): The goal of HiAP is to ensure that decision-makers are informed about the impacts on the three HiAP pillars of health, equity, and sustainability when reviewing projects and policy options. The recommendations herein support continued equitable engagement with frontline communities and other historically underserved groups in coastal management and adaptation planning and implementation. It also addresses the sustainability pillar by supporting the implementation of the Local Hazard Mitigation and Climate Adaptation Plan 2025-2030 adopted in March 2025, which indirectly supports public health and life safety.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: There is no direct fiscal impact to the City’s General Fund from endorsing or joining the Coalition. Participation in Coalition activities will be supported within the existing work program and staffing of the Climate Action Program. Any future grant opportunities, technical projects, or pilot programs arising from Coalition membership will be evaluated and brought to Council for separate consideration and approval as needed.

Prepared By:

Tiffany Wise-West
Sustainability and Resiliency
Officer
Submitted By:

Michelle Templeton
Assistant City Manager
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. OCEAN RISE AND COASTAL RESILIENCE COALITION CHARTER
ENDORSEMENT.PDF

13.3 THE

CHARTER

13.4 The Ocean Rise & Coastal Resilience Coalition:

A turning point for cities and regions
facing ocean changes
Table of contents
The Call from the Ocean Rise
& Coastal Resilience Coalition
Endorsing the Ocean Rise
& Coastal Resilience Coalition
Joining the Ocean Rise
& Coastal Resilience Coalition
1 Sharing your Challenges and Initiatives

13.5 There is an urgent need for a collective
mobilisation and political leadership to
support coastal cities and regions in
accelerating adaptation and resilience to
sea level rise and ocean changes. To that
end, the third United Nations Ocean
Conference will mark the launch of the
Ocean Rise & Coastal Resilience Coalition
for Cities and Regions fostering
collaboration between coastal cities and
regions, scientific institutions, financial
players, and committed stakeholders.

Coastal cities and regions are at the
forefront of climate-induced ocean
changes, acting as both first responders
and long-term planners. The impacts of
rising sea levels, extreme climate events
such as heavy rainfall, storms and
cyclones, extreme sea levels, and of
human activities pose significant threats,
including land loss, chronic flooding,
coastal erosion, subsidence, and the
salinisation of freshwater reserves. These
challenges endanger local identities and
cultures, vital infrastructure, economic
activities, natural ecosystems, and the
well-being of communities, with the most
vulnerable populations at risk of
irreversible loss and damage to their
livelihoods. While adaptation efforts are
underway, they would benefit from being
more coordinated, transformative, just
and sustainable to rise to the challenge of
climate change. By looking beyond past
and present conditions, cities and regions
can design strategies that truly prepare
communities for future challenges.

Cities and regions are uniquely positioned
to lead on adaptation strategies and
initiatives. With their deep understanding
of local needs and challenges, local
governments are already driving
ambitious adaptation strategies that
protect communities and enhance
resilience. By strengthening financial,
human, and technical capacities, cities
and regions could better move from
planning to implementation, ensuring that
adaptation efforts are transformative and
proactive rather than reactive and
fragmented.

Ultimately, the sustainability of any
adaptation strategy depends on the early,
sustained, and inclusive involvement of
local communities and stakeholders. By
co-defining clear objectives with local
populations, cities and regions can
maximise the social benefits of
adaptation measures and planning,
creating more inclusive and resilient
futures, ensuring that communities most
affected by climate change are actively
involved in shaping solutions and a
desirable future for the coast.

The Ocean Rise & Coastal
Resilience Coalition:

A Turning Point for Cities and
Regions Facing Ocean Changes
2 13.6
The Ocean Rise & Coastal Resilience Coalition responds to an urgent call from Mayors, Governors, Presidents, Ministers, and all heads of local governments for practical action and lasting partnerships. Designed as a collective platform, the Coalition aims to secure resources, connect expertise, and amplify local leadership on the global stage.

Heads of local governments, therefore, urge the international community, along with national, regional, and local governments, financial institutions, and scientific organisations, to support the Coalition’s core priorities:

The Call from the Ocean Rise
& Coastal Resilience Coalition
3 MOBILISATION
Connecting coastal leaders and practitioners to share real-world and locally viable solutions and lessons learnt, promoting dynamic, hybrid and naturebased approaches to safeguard people, infrastructure, and ecosystems;

ADVOCACY
Elevating the voice and needs of coastal cities and regions in global and national decision-making spaces.

KNOWLEDGE
Mobilising scientific expertise, local and Indigenous knowledge to guide riskinformed adaptation and resilience planning;

FINANCE
Accelerating access to public funding and private finance to support locallyled, scalable and sustainable adaptation solutions and strategies;

CAPACITY BUILDING
Facilitating access to strategic partnerships and capacity-building opportunities to empower local players in driving community-led adaptation efforts.

13.7 The Coalition aims to enable coastal cities and regions to lead the way in building resilient and desirable coastal futures, with the backing and resources they need.

By joining the Coalition, cities and regions will gain access to direct capacitybuilding, partnerships, and financing opportunities to accelerate site-specific adaptation.

Joining the Ocean Rise & Coastal Resilience Coalition is:

A pledge to contribute to a global vision of sustainable and equitable coastal development, as the Coalition provides a platform to advocate for the needs of coastal cities and regions, ensuring their voices are heard in shaping international and local policies and initiatives.

An act of voluntary commitment to adaptation, as the Coalition offers access to advanced resources, including cutting-edge scientific knowledge, indigenous and local knowledge, innovative data tools, and proven methodologies, empowering Members to develop and implement robust, locally relevant adaptation strategies and related sustainable transition plans.

Becoming part of a forward-thinking and proactive community of leaders dedicated to safeguarding coastal territories, as the Coalition fosters meaningful collaborations among its Members, creating opportunities to connect with like-minded leaders, experts, and organizations worldwide.

A strategic opportunity to unlock funding and technical support for local adaptation efforts, as the Coalition serves as a catalyst for securing investments and connecting Members with climate finance mechanisms, grants, and tailored funding opportunities to accelerate and scale impactful adaptation projects.

Joining the Ocean Rise
& Coastal Resilience Coalition
4 To support the implementation of adaptation strategies, the Coalition will bring together a diverse network of partners, including networks of local governments, scientific organisations, civil society organisations, financial institutions, and other key stakeholders providing essential resources and expertise to coastal cities and regions. Their contributions may take various forms, including funding, technical expertise, and advocacy for coastal resilience, ensuring that local adaptation efforts are effectively supported, implemented, and scaled.

13.8 Joining the Ocean Rise
& Coastal Resilience Coalition
4 As Title: Mayor of City/Region: Santa Cruz, California USA, , I acknowledge the urgent need to adapt our coastal communities to the growing threats of climate change.

I pledge to join the Ocean Rise & Coastal Resilience Coalition and volountarily commit to work alongside fellow national and local governments, and key stakeholders to drive meaningful change and build a sustainable and thriving future for our coastal cities and regions.

SIGNATURE
Name: Fred Keeley
Title: Mayor
Date:

13.9 The Coalition’s membership is open to coastal local governments and is formally established through the official endorsement of the Charter by the competent local governing body. Each Member shall designate two focal points: (1) one representative from the Heads of Local Governments’ Office or the relevant department in charge of foreign relations, and (2) one technical representative with appropriate expertise (e.g., urban planning, land use management, coastal and environmental management, nature-based solutions, sustainable development).

Membership is voluntary, free of charge, and does not create any legal obligations or liabilities for the participating entities.

However, by endorsing the Coalition, Members are making the voluntary commitment to implement actions aligned with the Coalition’s objectives to adapt and strengthen their resilience, falling under multiple categories:

Learning
Actively engage in training activities, workshops, and learning sessions to build capacity for addressing coastal climate challenges.

Sharing
Foster collaboration and accelerate the implementation of best practices by sharing critical data, strategies, and outcomes from local adaptation initiatives.

Regulating
Develop and enforce policies, guidelines, and regulations that promote sustainable coastal management and resilience-building measures.

Implementing
Participate in developing a resilience roadmap, initiating public awareness campaigns, leading advocacy efforts, or implementing tangible adaptation projects to protect communities.

Raising awareness
Promote ocean literacy and community engagement through public campaigns, educational programs, and stakeholder dialogues to enhance understanding of coastal resilience challenges and solutions.

Endorsing the Ocean Rise
& Coastal Resilience Coalition
5 13.10
FOCAL POINT 1
Name: Shebreh Kalantari-Johnson
Function: Vice Mayor
Email: [email protected]
Phone number:+1 831 227 8228
Endorsing the Ocean Rise
& Coastal Resilience Coalition
6 FOCAL POINT 2
Name: Dr. Tiffany Wise-West
Function: Sustainability and Resilience Officer
Email: [email protected]
Phone number: +1 831 345 1328

13.11 Sharing your Challenges and
Initiatives
7 In accordance with the commitments outlined in the Charter, Heads of local governments are invited to share their experiences and insights regarding the challenges identified in the Roadmap of the Coalition.

We encourage signatories of the Charter to indicate which of these challenges they are currently facing, provide relevant details on their impact, and highlight any ongoing projects or initiatives implemented to address them.

This exchange of challenges and best practices will help the Coalition Secretariat develop effective and sustainable activities for its Members.

13.12 oceanrise-coalition.org
© Ocean Rise & Coastal Resilience
Secretariat, 2025, Charter of the Ocean Rise
& Coastal Resilience Coalition, Paris, France.

An initiative of
With the support of

13.13 ENDORSING THE OCEAN RISE + COASTAL RESILIENCE COALITION ATTACHMENT: SHARING YOUR CHALLENGES + INITIATIVES
In accordance with the Charter, the City of Santa Cruz shares the following update regarding its experience with priority challenges identified in the Coalition Roadmap:
extreme climate events; erosion and submersion; and economic repercussions impacting tourism, public health and safety, and overall community well-being. Santa Cruz’s 4.5- mile coastline includes low-lying beaches, coastal bluffs, and vital recreational and transportation corridors, all of which are increasingly vulnerable to both episodic and gradual coastal bluff erosion, sea level rise, groundwater rise, coastal flooding, wave overtopping, and stormwater impacts—hazards identified in the City’s 2025 Local Hazard Mitigation and Climate Adaptation Plan (LHMCAP) . The City's coastline has faced successive years of damage from intensifying storms, including:
• The 2023 bomb cyclone, which caused major failures along West Cliff Drive and forced road closures and emergency shoreline protection measures. • 2024 storm event, which caused further bluff erosion, damages to shoreline trails and the coastal road corridor.
• 2025 storm and significant wave damage to the Santa Cruz Wharf, causing collapse of a restroom and the last 150-ft of the wharf, a critical economic and cultural asset.

Recognizing the growing climate threat, the City has taken strategic steps to reduce risk and implement long-term coastal adaptation solutions:
• Resilient Coast Santa Cruz (2019–2022) conducted detailed vulnerability assessments, projecting that over $1 billion in coastal infrastructure and property is at risk from climate hazards—excluding the additional value of ecosystem services and tourism - and set forth an adaptation pathways approach to managing coastal risk • The West Cliff Drive Adaptation and Management Plan (2021) and West Cliff Vision (2024) and Roadmap (2025) outline a comprehensive, community-driven strategy for resilience that prioritizes nature-based solutions, updated stormwater infrastructure, and phased adaptation of this iconic 3-mile corridor.

13.14 • Developing a Local Coastal Program Beaches and Bluffs chapter that will be adopted in late 2025 to put policies into place for development in the coastal zone under the context of climate change and natural and climate hazards. • The Nature-Based Solutions Feasibility Study (2024–2025) offers technical guidance on shoreline restoration alternatives and adaptive protection strategies.

It also resulted in the design of the Main Beach Living Shoreline which will be permitted and implemented by 2028. As an extension to this work, in late 2025 the City will undertake the Lighthouse Point Hazard Analysis which will include specific focus on understanding erosion and possible solutions' impact on world class surf resources and the historical lighthouse.
• The City is advancing Shoreline Adaptation Blueprints (2025–2026) for three key coastal subareas—East Cliff, Main Beaches, and West Cliff—grounded in equity, science, and community engagement. These will help align regional, local, and capital planning efforts with near-term implementation and funding. • The City is incrementally deploying a coastal change monitoring network to operationalize the City's adaptation pathways approach. A tidal gauge was installed at the Wharf in 2024 and cameras will be installed in 2025 enabling real time monitoring of coastal conditions both east and west of the Wharf. All this work includes deep community collaboration with residents, businesses, tribal groups, recreation and environmental nonprofits as well as other historically under-represented and under-served groups such as the differently abled, people of color, spanish speaking people etc. Collectively, the City and its partners are working towards a climate-resilient future while protecting vulnerable communities, natural systems, and the City’s economy.

13.15 Brittany Inclan
From: Garrett <[email protected]>
Sent: Friday, August 8, 2025 12:02 PM
To: City Council
Subject: 8.12./25 Agenda Item #13

8.12./25 Agenda Item #13
By passing Item #13 all of you are promising the following:
"However, by endorsing the Coalition, Members are making the voluntary commitment to implement actions aligned with the Coalition’s objectives to adapt and strengthen their resilience, falling under multiple categories:"
Item #13 is endorsing and a commitment to join and support, as yet in some undefined fashion, I SURE HOPE not with money, a GLOBALIST organization.

Globalist organizations are mostly run buy countries that do not share the values of the United States, and defy our nations interests preferring globalist notions and ideas that may run contrary to ours.

They are not our national democracy.

This is not the representative government of the United States I pledge allegiance to. (Remember the pledge of allegiance you got rid of?)
It should not be your loyalty and external control system either.

Further, sea levels have been rising for millennia, and some day glacial periods and lower sea levels will return, and Item 13 isn't going to change any of that.

13.16 Some of sea level rise is actually the earth sinking, some by over drawing water basins, some by earth movement. Item 13 isn't going to change that.

We have seen the sea level rise less than a foot over the last 100 years and it is most probable we can expect at least that to continue, item #13 is not going to change that.

Please explain the benefit, the actual demonstrable benefit as in how it will benefit my life, of item #13. I'm thinking you cannot.

It is based on controversial ideas of climate change as an existential threat requiring net zero policies. There are plenty of real scientists who make a strong case the cost benefit ratio of net zero is prohibitively poor and will markedly increase human suffering, I'd say in one of the worlds great scams in a quests for power and profit by some.

We need not be part of that.

You have made it clear your intent is one of managed retreat in response to erosion caused by sea wave action, rising sea levels or not. I don't see how joining this organization changes that.

When you cite historical disasters such as the wharf collapse or strong winter storms as reasons to join, I would point out the wharf collapse did not have to happen with better maintenance, is side stepping responsibility, and that repeated misinformation that weather events are getting more damaging or stronger or more frequent have been debunked yes scientifically as fear mongering and we see it every day on the news played out as if those falsehoods were true.

13.17 Weather is not climate. Your homework will be to repeat that until you get it.

Three years ago the fear mongering was drought leading to a 600 million $ obligation ion water charges. Then it rained for 3 years. What drought? While not exactly the same, you should get the idea some things are fear mongering for profit and
control. Climate change as existential threat is one of them.

Some day the ice age will return. THAT will be a threat.

Garrett Philipp

13.18 City Council

AGENDA REPORT
DATE: 08/04/2025
AGENDA OF: 08/12/2025
DEPARTMENT: City Council
SUBJECT: Actions to Support Seabright and Harbor Businesses Impacted by the Murray Street Bridge Project (CN)
LOCATION: District 2, Citywide
RECOMMENDATION: Motion to direct staff to take the following actions immediately:
1) Work with the Santa Cruz County Regional Transportation Commission (RTC) to explore the feasibility of utilizing the Harbor Rail Bridge on a temporary basis for a pedestrian and cyclist pathway and return within the next two Council meetings for further direction; 2) Explore free or reduced-cost parking in the Seabright area to support local businesses impacted by the construction;
3) Design and install new signage in prominent locations announcing to the community and visitors that Seabright and Harbor businesses are open during construction; 4) Implement a series of city-wide marketing efforts and promotional events that extend and expand on initial outreach and business support efforts in the area; and 5) Approve the CEQA determination contained in this agenda report, including the application of categorical exemptions under CEQA Guidelines Section 15301 (existing facilities) and Section 15304 (minor alterations to land), which relate to the Council direction regarding signage installation.

BACKGROUND: The City of Santa Cruz Murray Street Bridge Seismic Retrofit and Barrier Replacement Project (project) began in January 2025 and aims to enhance public safety, improve seismic resilience, and upgrade traffic barriers on the Murray Street Bridge. On March 24, 2025, the westbound lane of the bridge was closed for vehicles and bicycles. Beginning the week of June 23, 2025, both the westbound and eastbound lanes of the Murray Street Bridge were closed for vehicles, bicycles and pedestrians to facilitate demolition and construction activities. The current phase of full closure is expected to last a total of seven months. It is anticipated that the eastbound vehicle and bicycle traffic will resume in February 2026 along with two-way pedestrian traffic across the bridge. This essential infrastructure project is scheduled to be completed by January 2028. The project cost is $50 million.

14.1 The project will install new piles, extend the existing pile caps to incorporate the new piles, construct a new line of columns, place new bent caps, and widen the bridge deck. In addition to making the bridge more resilient to earthquakes, the project will result in a bridge deck with 6- foot-wide bike lanes and a 7.5-foot-wide sidewalk along the south (ocean) side to support a twoway pedestrian path of travel. The current elevated curbs along the bike lanes will be replaced with standard 6-inch-high curbs to improve the bicycle user experience. In addition, the current solid concrete vehicular barrier will be replaced with see-through barrier rails, allowing for better harbor and ocean views. A new County sewer force main serving Live Oak, Capitola, Soquel, and Aptos will also be upsized and included in the project.

The Murray Street Bridge is the last bridge in the City of Santa Cruz that requires a seismic retrofit. All other City bridges were completed in the early 2000s.

DISCUSSION: While the community will greatly benefit from the newly retrofitted and improved bridge, the construction and limited access to the Seabright and Harbor is particularly impactful to the businesses and residents in the area. To date, marketing and promotional efforts have been implemented including City and partner promotions, event planning, paid advertising and installation of signs and banners in the area. An attached document (Murray Street Bridge Project: City Marketing and Business Promotions), prepared by staff, summarizes the marketing and promotional efforts to date. Additionally, Councilmember Brunner has dedicated considerable time walking and meeting with businesses in the area to hear concerns and provide assistance and is continuing to provide weekly support. Assemblymember Pellerin has also heard from impacted businesses in the area and is working at the state level to help on permitting issues to expand the working window for construction which would shorten the overall construction timetable. While support is ongoing, more is needed to support the businesses and community impacted by the construction project.

The following actions are immediate steps to help address the impacts on businesses and the community in the Seabright and Harbor areas.
1) Work with the Santa Cruz County Regional Transportation Commission (RTC) to explore the feasibility of utilizing the Harbor Rail Bridge on a temporary basis for a pedestrian and cyclist pathway. Community members and businesses would greatly benefit from pedestrian and bicycle access across the harbor during both the full and partial bridge closure phases of construction.

The current full closure is expected to be concluded by February 2026. Interested business and community members have identified the Harbor Rail Bridge as a potential solution for addressing the pedestrian and cyclist needs to access the Seabright/Murray Street area during this time. It is important to note the following considerations:
a) The RTC, as well as its rail operator, Progressive Rail, will need to approve utilization of the Harbor Rail Bridge for a temporary pedestrian and cyclist pathway. b) A temporary pedestrian and cyclist pathway will likely require engineered design, construction drawings, and exploration of any permits needed for the bridge to be modified to meet regulatory and legal requirements, such as ADA access. c) Staff will need to identify potential other regulatory agencies with jurisdiction for approval.
d) Staff will need to develop a tentative schedule and probable cost of proposed project and funding for the design and construction will need to be identified.

14.2 2) Explore free or reduced parking fees in the Seabright area to support local businesses impacted by the construction. Businesses have identified the cost of parking as an additional impediment to visiting the Seabright area during the construction period. 3) Design and install new signage in prominent locations announcing to the community and visitors that Seabright and Harbor businesses are open during construction. Prominent signage is needed at key locations along corridors before entering the Seabright/Murray Street area to communicate this message. Large banners, new installed signage on posts and other options shall be considered and installed within the next several months. 4) Implement a series of marketing efforts and promotional events that extend and expand on initial outreach and business support efforts in the area. Feedback from businesses have suggested numerous ideas for bolstering the City’s efforts to date. Promotional events including events with the mayor and other officials at Seabright and Harbor businesses as well as videos highlighting the amazing businesses in the area are ideas worth implementing. Councilmember Brunner and Assemblymember Pellerin are working together on several social media efforts promoting businesses in the area. Staff are currently exploring additional options including extending the temporary outdoor dining permits in the area an additional year beyond the current expiration in July 2026 and providing specific business assistance in partnership with UCSC to support free digital and web development for interested businesses. Additional paid advertising and promotions will continue through the current calendar year and will include radio and digital ads, paid content promotion and featured articles and social media promotions. A digital banner was added to www.cityofsantacruz.com reminding the community that businesses in the area are open during the construction project.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The direction to staff to explore actions would not result in any immediate changes to the physical environment and is therefore not a project subject to CEQA review. The direction to staff to design and install signage leading up to the Seabright and Murray Street area will be temporary in nature and qualifies for a Class 1 Categorical Exemption for minor alterations to existing facilities (14 CCR § 15301) and also a Class 4 Categorical Exemption for minor alterations to land. (14 CCR § 15304).

HEALTH IN ALL POLICIES (HiAP): The proposed actions will support businesses in the Seabright and Murray Street area and provide greater pedestrian and bicycle access to the Seabright area through improved alternative transportation connections. This potential new pathway will benefit the health and wellbeing of the entire community which supports positive outcomes of the social determinants of health. A temporary pedestrian and bicycle pathway will further reduce emission and pollution impacts, while improving visitor health and the vitality of the local economy.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: Yes

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The proposed actions will impact the City’s General Fund; however; it is possible that the expenditures will result in increased visitation to the Seabright and Harbor which will provide additional sales tax to the General Fund that could

14.3 offset the signage, promotional and marketing efforts which will be funded through the Economic Development and Housing Department’s FY26 approved budget. Costs for a temporary pedestrian and bicycle pathway, unknown at this time, could be eligible for a consolidated block grant award from RTC or other funding outside of the General Fund.

Submitted By:

Fred Keeley
Mayor
Submitted By:

Shebreh Kalantari-Johnson
Vice Mayor, District 3
Submitted By:

Sonja Brunner
District 2
ATTACHMENTS:

1. MURRAY STREET BRIDGE PROJECT - CITY MARKETING AND BUSINESS PROMOTIONS.DOCX

14.4 Murray Street Bridge Project
City Marketing and Promotions in Seabright Area
(new/in-progress actions in bold)
o City & Partner promotions
 Visit Santa Cruz article published July 2025:
https://www.santacruz.org/blog/beachside-bliss-seabright/  Social Media promotions including Event Santa Cruz shared Seabright article in their newsletter, cross promotions at Midtown Fridays to shop Seabright businesses – ongoing
 Seabright businesses highlighted in Choose Santa Cruz newsletter dates: 3/27, 6/26, ongoing
 Social media promotions on Choose Santa Cruz Instagram – ongoing  Added web banner to main City webpage supporting Seabright businesses:
businesses are open- Shop, Dine Seabright
 Create and hang additional banners at 2-4 key locations in midtown including banners/signage on construction fencing at Murray Street and Seabright to drive message that Seabright businesses are open and to remind community and visitors to Shop Dine Seabright
o Event Planning
 Convened meetings with Ecology Action, Chamber of Commerce, Think Local First and Seabright Social and Collective Santa Cruz to discuss potential special events in the neighborhood including a wine walk and other activations - ongoing  Exploring potential bike event with Pacific Edge Climbing Gym and Ecology Actionongoing  Pursuing Pop-Up Options at Midtown Fridays and Downtown -Lot 16 for Seabright businesses-exploring options, interest and cost o Paid Advertising
 Completed initial round of City funded marketing in Lookout Local o Promoted content article - https://lookout.co/where-to-eat-drink-shop-havethe-best-day-ever-in-seabright/story o Exploring extending article on Lookout homepage
o Exploring additional promoted content
o Digital Display ads and newsletter ads in Lookout for 6 weeks-ongoing  Radio ads - 12 weeks of ads on KSQD and 4 weeks of ads KAZU.  Will continue Radio ads on both stations with refreshed message AugDec.  Newspaper/Digital Advertising
o New promotional ad placements August through December 2025 o Habor Water Taxi
 Met with Harbormaster regarding current expanded water taxi hours and potential expansion. Water Taxi is currently running Thursday evening with additional hours Friday-Sunday.

14.5  Will revisit additional expanded hours and days after the harbor assesses ridership on current expanded water taxi hours. If ridership supports expansion, City will partner with Harbor on costs of expanded service. Costs TBD.

14.6 Brittany Inclan
From: Frank Rimicci Jr. <[email protected]>
Sent: Sunday, August 10, 2025 10:27 AM
To: City Council
Subject: Fwd: Boosting harbor area businesses
---------- Forwarded message ---------
From: Frank Rimicci Jr. <[email protected]>
Date: Sat, Aug 9, 2025 at 10:49 AM
Subject: Boosting harbor area businesses
To: Jody Biehl <[email protected]>
Cc: <[email protected]>
There is some talk of the RTC allowing the city of Santa Cruz to build an interim trail on the rail bridge spanning the yacht harbor. While the idea is sound, to do a study, obtain permits,clear coastal commission requirements, design plans and actually fund the thing will take Who knows how long? Meanwhile the completely intact rails, which were used for the clean electric rail vehicle demonstration in 2022 are sitting, already existing and needing only a rail vehicle and approval from the rail operator If the goal is to move pedestrians from the Seabright side to 7th Ave. would it not suffice for the rails to be utilized? It likely would become an attraction in itself, drawing folks to the businesses that are currently suffering a considerable decline in revenue. As a plus, it gets folks onto a potential public transit alternative, which We all know has been sorely needed in Our county for decades now. Frank Rimicci Jr. Corralitos

14.7 City Council

AGENDA REPORT
DATE: 07/23/2025
AGENDA OF: 08/12/2025
DEPARTMENT: Economic Development and Housing
SUBJECT: Approval of Coastal Development Permit Deed Restrictions for 302, 326, and 328 Front Street for The Cruz Hotel Project (EDH)
LOCATION: District 4
RECOMMENDATION: Motion to:
1) Authorize and direct the City Manager to execute and record deed restrictions for City-owned real property at 302, 326, and 328 Front Street (APNs 005-151-034, -35, and -48) as conditioned by the Coastal Development Permit requirements for The Cruz Hotel Project (A-3-STC-24- 0016); and
2) Approve the CEQA determination contained in this Agenda Report. The Council’s action is exempt from CEQA under Section 15321 - Enforcement Actions by Regulatory Agencies.

BACKGROUND: On March 26, 2024 the City Council approved the entitlement permits (CP21-0051) for development of The Santa Cruz Hotel Project (Project), generally located at 324 Front Street (APNs 005-151-29, -43, and -51) and an Option and Purchase Sale Agreement (PSA) between the City of Santa Cruz and SCFS Venture LLC (Developer) for the City-owned property, located at 302 and 326 Front Street (APNs 005-151-35 and -48). Conditions of Approval (COAs) for the Project also required the Developer to construct public paseo improvements on the adjoining City-owned property at 328 Front Street (APN 005-151-34).

The Project was subsequently appealed to the Coastal Commission, which then assumed jurisdiction over the Coastal Development Permit (CDP) for the Project. To satisfy concerns over lower cost accommodation cited in the appeal, the City and Developer met with Coastal Commission staff and negotiated additional conditions and requirements related to affordable workforce housing and lower cost accommodations. On June 25, 2024, the City Council approved a Major Modification (CP24-0097) to the Project with those updated conditions.

The appeal was maintained however, and the Coastal Commission heard the issue on September 12, 2024. The Coastal Commission then granted a finding of substantial issue in that the Project did not sufficiently provide lower cost accommodation for coastal access, among other matters.

The Coastal Commission considered voluntary community benefits that were included in the original City approved CDP as measures to mitigate potential impacts, including modifications

15.1 and additional mitigation measures for Coastal Commission approval. These were codified as COAs for the revised CDP issued by the Coastal Commission. To enforce these COAs, the Coastal Commission required the Developer, and by extension the City, to record deed restrictions on properties included in the Project. As mentioned above, three (3) City-owned properties are central to the Project and require recorded deed restrictions before the Coastal Commission will issue the final CDP allowing the Project to proceed. These properties are generally known as 302, 326, and 328 Front Street (APNs 005-151-34, -35, and -48). Issuance of the CDP is also crucial for Project financing and construction of the Maple Paseo/Riverwalk connection.

DISCUSSION: The proposed deed restrictions are consistent with approved CDP conditions.

Most of the restrictions focus on design and construction considerations for the Project to codify COAs in perpetuity for the Project. Specific restrictions include public access to specified areas as shown in the attached Public Access Plan, provision of lower cost accommodations, workforce and affordable housing, and public benefit in-lieu fees. Implications for the improved City properties (Paseo and Riverwalk) are largely consistent or easily adaptable to existing construction requirements, align with the City’s intended public use of the space, and entail limited obligations on the City compared to the multiple public benefits provided by the Project.

To realize these benefits, the City must record the CDP-required deed restrictions so the Project can attract and secure financing. The City’s sale of surplus City-owned property is likewise dependent on the Developer’s ability to secure financing and proceed. Public benefits resulting from the Project and/or currently required in the COAs include:
• Sale of two parcels of surplus property to benefit the City’s Affordable Housing Trust Fund in the amount of $2,050,000 + $500,000 upon construction, totaling $2,550,000. • New accessible bike and pedestrian public space connecting the Riverwalk to Santa Cuz METRO transit at Pacific Station.
• Publicly accessible patio and open space improvements along the Riverwalk, including access to restrooms and the hotel roof-top.
• Lower cost accommodations - Twenty (20) dedicated rooms, six (6) family suites, discounts for hotel workers and visitors from disadvantaged communities (such as lower income, communities of color, school groups, and similar groups who have historically faced barriers to coastal access), and marketing in multiple languages to promote diversity in access. • Workforce housing - No fewer than four (4) units to accommodate employees with the lowest pay at 30% maximum rent to income.
• Affordable Housing - $727,500 to the City’s Affordable Housing Trust Fund. • Boys and Girls Club - $50,000 contribution to support youth sports and activities. • Santa Cruz Hostel at Carmelita Cottages - $50,000 contribution. • Regional low-cost coastal lodging - $5,000,000 to support development of low-cost lodging at Greyhound Rock State Park or alternate sites in the County Coastal Zone to be determined in future coordination with the City.
• Santa Cruzer Beach and Downtown Shuttle - $10,000 contribution per year for 10 years. • Non-profit use of roof-top and conference facilities – At least three (3) reserved days per year for local non-profits, at cost or less.
• Transient Occupancy Tax - Estimated at $2,400,000 in the first year.

Staff recommend the City Council authorize the City Manager to record the deed restrictions as required by the Coastal Commission in recognition of the many benefits provided by the Project.

15.2 CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The staff recommendation would not result in any immediate changes to the physical environment and is exempt from CEQA under Section 15321 - Enforcement Actions by Regulatory Agencies.

Specifically, the proposed action is required enforcement of mitigation measures instituted by the California Coastal Commission, a state regulatory body.

HEALTH IN ALL POLICIES (HiAP): The proposed action will advance the Project and Maple Paseo, both of which provide multiple benefits to public health. COAs for the Project included in the deed restrictions will provide well-maintained and secure public open space along the Riverwalk and safely connect pedestrians and bicyclists to transit at Pacific Station.

Lower cost accommodations for visitors from disadvantaged backgrounds promotes access to the health benefits of quality lodging along the coast. Workforce and affordable housing contributions provide housing security for low-income workers, which supports positive outcomes of the social determinants of health. The provision of new high-quality lodging Downtown will also encourage visitors to walk and use active transportation or transit throughout the community, reducing emission and pollution impacts, while improving visitor health and the vitality of the local economy.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The Project will not immediately impact the City’s General Fund. The City will, however, realize increased tax revenues, including approximately $2,400,000 in Transient Occupancy Taxes in the Cruz Hotel’s first year of operations. Should the Project proceed as planned, the Cruz Hotel will assume maintenance responsibility for adjoining public spaces along the Riverwalk and the Maple Paseo connection thereto.

Prepared By:

David McCormic
Development Manager
Submitted By:

Bonnie Lipscomb
Deputy City Manager
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. DEED RESTRICTIONS.PDF

2. PUBLIC ACCESS PLAN.PDF

15.3 1
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27 RECORDING REQUESTED BY:

WHEN RECORDED MAIL TO:

California Coastal Commission
455 Market Street, Suite 300
San Francisco, CA 94105
Attn: Legal Division
APNs: 005-151-34, 005-151-35, and 005-151-48

DEED RESTRICTION
I. WHEREAS, the City of Santa Cruz, a California incorporated city, (hereinafter referred to as “Owner”) is the record owner of the real property described in Exhibit A, attached hereto and incorporated herein by reference (hereinafter referred to as the “Property”); and II. WHEREAS, the California Coastal Commission (hereinafter referred to as the “Commission”) is a public agency created and existing under the authority of section 30300 of the California Public Resources Code (hereinafter referred to as the “PRC”), a section of the California Coastal Act of 1976 (Division 20 of the PRC; hereinafter referred to as the “Act”); and III. WHEREAS, the Property is located within the coastal zone as defined in the Act (PRC § 30103); and
IV. WHEREAS, pursuant to section 30600(a) of the PRC, Owner applied to the Commission for a coastal development permit to undertake development, as defined in the Act (PRC § 30106), on the Property; and
V. WHEREAS, on September 12, 2024, the Commission conditionally approved coastal development permit number A-3-STC-24-0016 (hereinafter referred to as the “Permit”), subject to, among other conditions, the conditions listed under the heading “Special Conditions” in the Notice of Intent to Issue Permit dated September 23, 2024, attached hereto as EXHIBIT B and incorporated herein by reference (hereinafter referred to as the “Special Conditions”), for the reasons stated in the “Findings

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27 and Declarations” adopted by the Commission in support of its action, which findings and declarations (along with any other documents that the Permit required to be submitted to the Commission and with which the Permit requires compliance) are available from the Commission upon request; and VI. WHEREAS, the Commission found that, but for the imposition of the Special Conditions, the proposed development could not be found consistent with the provisions of the Act and that a permit could therefore not have been granted; and VII. WHEREAS, Owner has elected to comply with the Special Conditions, which require, among other things, execution and recordation of this Deed Restriction, so as to enable Owner to undertake the development authorized by the Permit;
NOW, THEREFORE, in consideration of the issuance of the Permit to Owner by the Commission, the undersigned Owner, for themselves and for their heirs, assigns, and successors-ininterest, hereby irrevocably covenants with the Commission that the Special Conditions (shown in Exhibit B hereto) shall at all times on and after the date on which this Deed Restriction is recorded constitute for all purposes covenants, conditions and restrictions on the use and enjoyment of the Property that are hereby attached to the deed to the Property as fully effective components thereof.

1. DURATION. (a) This Deed Restriction shall remain in full force and effect and shall bind Owner and all their assigns or successors-in-interest during the period that either the development authorized by the Permit, or any part or modification thereof, or the Permit, or any modification or amendment thereof, remains in existence on or with respect to, and thereby confers benefit upon, the Property.
(b) Furthermore, in the event of a termination or extinguishment of this Deed Restriction other than pursuant to a Commission-approved amendment to the Permit, the Special Conditions shall, notwithstanding any such termination or extinguishment, continue to restrict the use and enjoyment of the Property as they did prior to that termination or extinguishment and to bind Owner and their successors-in-interest, so long as either or both of the conditions described in paragraph (a) continue to exist on or with respect to the Property.

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27 2. TAXES AND ASSESSMENTS. It is intended that this Deed Restriction is irrevocable and shall constitute an enforceable restriction within the meaning of a) Article XIII, section 8, of the California Constitution; and b) section 402.1 of the California Revenue and Taxation Code or successor statute. Furthermore, this Deed Restriction shall be deemed to constitute a servitude upon and burden to the Property within the meaning of section 3712(d) of the California Revenue and Taxation Code, or successor statute, which survives a sale of tax-deeded property.

3. RIGHT OF ENTRY. The Commission or its agent may enter onto the Property at times reasonably acceptable to Owner to ascertain whether the use restrictions set forth above are being observed.

4. REMEDIES. Any act, conveyance, contract, or authorization by Owner whether written or oral which uses or would cause to be used or would permit use of the Property contrary to the terms of this Deed Restriction will be deemed a violation and a breach hereof. The Commission and Owner may pursue any and all available legal and/or equitable remedies to enforce the terms and conditions of this Deed Restriction. In the event of a breach, any forbearance on the part of either party to enforce the terms and provisions hereof shall not be deemed a waiver of enforcement rights regarding any subsequent breach.

5. SEVERABILITY. If any provision of these restrictions is held to be invalid, or for any reason becomes unenforceable, no other provision shall be affected or impaired.

Dated: ______________________, 2025
City of Santa Cruz,
By:___________________________
Name:

Its:
** NOTARY ACKNOWLEDGEMENT ON THE NEXT PAGE **

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27 State of California
County of ___________________
On ______________________ 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/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 certify 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.

Signature ____________________________ (Seal)
State of California
County of ___________________
On ______________________ 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/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 certify 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.

Signature ____________________________ (Seal)
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.

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.

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EXHIBIT A
(Legal Description of Property)
[SEE ATTACHED]

15.8 2

EXHIBIT B
(Notice of Intent to Issue Permit)
[SEE ATTACHED]
.

15.9 STATE OF CALIFORNIA — NATURAL RESOURCES AGENCY GAVIN NEWSOM, GOVERNOR

CALIFORNIA COASTAL COMMISSION CENTRAL COAST DISTRICT
725 FRONT STREET, SUITE 300
SANTA CRUZ, CA 95060
PHONE: (831) 427-4863
WEB: WWW.COASTAL.CA.GOV
NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

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Please note: this is NOT a coastal development permit
A coastal development permit (CDP) for the development described below has been approved but is not yet effective. Development on the site cannot commence until the CDP is effective. The sole purpose of this notice of intent (NOI) is to inform the Permittee(s) of the steps necessary to obtain a valid and effective CDP. In order for the CDP to be effective, Commission staff must issue the CDP, and the Permittee(s) must sign and return a copy of the CDP to the Commission. Commission staff cannot issue the CDP until each of the “Prior to Issuance” (PTI) conditions have been fulfilled (all of the conditions, including the PTI conditions, for this CDP are identified later in this notice).

Unless otherwise specified, the Commission’s approval of this CDP is valid for two years from the date of approval. To prevent expiration of the CDP, the Permittee(s) must fulfill the PTI conditions, obtain and sign the CDP, and commence development within two years of the approval date specified below (unless otherwise specified). The Permittee(s) may also apply for an extension of the CDP pursuant to California Code of Regulations, Title 14, Section 13169.

CDP A-3-STC-24-0016 was approved by the California Coastal Commission on September 12, 2024 and allows for the demolition of an existing commercial building; lot merger and boundary adjustment to consolidate six existing parcels into two (one private parcel and one public parcel); construction of a new six-story, 190-room hotel with related development (e.g., a rooftop pool, a spa and fitness center, restaurant/bar, cafe, banquet/meeting rooms, underground parking garage, retail space, and riverwalk amenities (including a publicly accessible outdoor extension area with tables, chairs, and benches, and a public restroom)) totaling approximately 154,000 square feet; construction of a linear public promenade between Front Street and the riverwalk; affordable housing (i.e., $727,500 contribution to the City and four workforce housing units) and lower-cost accommodations (e.g., 20 on-site lower-cost units, $5 million inlieu fee, lower-cost programming and hotel worker stays, etc.) provisions, and related development. CDP A-3-STC-24-0016 is subject to certain terms and conditions, including the standard and special conditions beginning on page 2 of this NOI.

If you have any questions regarding this notice, including regarding how to fulfill the PTI conditions, please contact Kiana Ford at [email protected] or at the Central Coast District Office at the address and phone number above. Please sign the

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2 “Acknowledgement” on page 2 and return a signed copy of this NOI to the Central Coast District Office.

NOI issued
By my signature below, this notice of intent to issue a CDP is issued on behalf of the California Coastal Commission on September 23, 2024.
______________________________________________________________________ Kevin Kahn, Central Coast District Manager, for Kate Huckelbridge, Executive Director Acknowledgement
The undersigned permittee acknowledges receipt of this notice and fully understands its contents, including all conditions imposed. Please sign and return a copy of this notice to the Central Coast District Office at 725 Front Street Suite 300, Santa Cruz, CA 95060.

SCFS Ventures LLC Date
Standard Conditions:

This permit is granted subject to the following standard conditions:

1. Notice of Receipt and Acknowledgment. The permit is not valid and development shall not commence until a copy of the permit, signed by the Permittee or authorized agent, acknowledging receipt of the permit and acceptance of the terms and conditions, is returned to the Commission office.

2. Expiration. If development has not commenced, the permit will expire two years from the date on which the Commission voted on the application. Development shall be pursued in a diligent manner and completed in a reasonable period of time. Application for extension of the permit must be made prior to the expiration date.

3. Interpretation. Any questions of intent of interpretation of any condition will be resolved by the Executive Director or the Commission.

4. Assignment. The permit may be assigned to any qualified person, provided assignee files with the Commission an affidavit accepting all terms and conditions of the permit.

5. Terms and Conditions Run with the Land. These terms and conditions shall be perpetual, and it is the intention of the Commission and the Permittee to bind all future owners and possessors of the subject property to the terms and conditions.

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3 Special Conditions:

This permit is granted subject to the following special conditions:

1. Revised Final Plans. PRIOR TO ISSUANCE OF THE CDP, the Permittee shall submit two full size paper sets and one electronic set of Revised Final Plans to the Executive Director for review and written approval. The Plans shall be prepared by a licensed professional or professionals (i.e., architect, surveyor, geotechnical engineer, etc.), shall be based on current professionally surveyed topographic elevations for the entire site, shall include a graphic scale, and shall be accompanied by documentation clearly demonstrating compliance with all aspects of this condition.

The Revised Final Plans shall be substantially in conformance with the proposed plans (titled “The Cruz Hotel” dated prepared April 12, 2021 and updated July 6, 2021 by BCV Architecture and Interiors, and dated received in the Coastal Commission’s Central Coast District Office on April 2, 2024), but shall be modified to meet the following requirements and incorporate all of the following special conditions:
a. Rooms/Parking. The total number of hotel rooms inclusive of the lower cost rooms, market rate rooms, and family suites shall be reduced to 190, and one floor of underground parking shall be eliminated.
b. Design. All development shall incorporate architectural details, varied materials, building offsets, and other such building elements to avoid a box-like appearance, including as seen from pedestrian scale. Variations in wall planes, detailing, materials, and siding shall be used to create interest and promote variations, including between adjacent buildings. Roof styles and roof lines shall match, unless differences better protect public views. Exterior development shall complement building development and help provide visual transition to taller shapes. All surfaces shall use/effectively mimic natural materials and colors and be sited and designed to help reduce perceived mass and scale, and to best integrate seamlessly into the coastal environment and required landscaping at maturity; garish and/or bright colors shall be prohibited. c. Water Conservation. All interior and exterior water-using fixtures, appliances, equipment, irrigation infrastructure, and other such components (e.g., faucets, toilets, showers, ice machines, dishwashers, irrigation etc.) shall be certified for low-flow (or ultra-low flow) and high-water efficiency use, and water conservation measures (e.g., easily accessible shut off valves, recirculating pumps, drip and/or micro-spray irrigation, etc.) shall be applied to the maximum extent feasible. d. Landscaping. All existing landscaping shall be removed; new landscaping shall be planted and maintained in all site areas not covered in hardscape, where the landscaping shall use species (at maturity) and topographic relief that can

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4 provide for screening and softening of all development in public views as much as possible. All landscaping shall consist of low water-using, locally sourced, native, non-invasive species appropriate to the Santa Cruz/San Lorenzo River area, and shall be maintained in a litter-free, weed-free, and healthy growing condition (including through replanting and/or remediation to achieve consistency with this condition). No plant species listed as problematic and/or invasive by the California Native Plant Society, the California Invasive Plant Council, or as may be so identified from time to time by the State of California, and no plant species listed as a “noxious weed” by the State of California or the U.S. Federal Government shall be planted or allowed to naturalize or persist on the site. e. Irrigation. All irrigation systems shall limit potable water use to the maximum extent feasible, including via using greywater as much as possible and using irrigation measures designed to facilitate reduced water use overall (e.g., microspray and drip irrigation, weather-based irrigation controllers, etc.). Irrigation system components shall be hidden from view as much as possible. f. Lighting. Exterior lighting shall be wildlife-friendly, shall use lamps that minimize the blue end of the visible spectrum, and shall be limited to the maximum extent feasible to the minimum lighting necessary for safe ingress, egress, and use purposes. All lighting (exterior and interior) shall be sited and designed so that it limits the amount of light or glare visible from both public viewing and natural (e.g., San Lorenzo River, etc.) areas to the maximum extent feasible (i.e., through using the lowest luminosity possible, directing lighting downward and away from public and natural areas, shielding bulbs/light sources from view, prohibiting lighting that blinks or flashes, etc.). Lighting that does not meet the aforementioned parameters shall be prohibited.
g. Windows and Other Surfaces. All windows shall be non-glare glass, all other surfaces shall be similarly treated to avoid reflecting light, and all windows on building exteriors within 40 feet of finished grade and facing the San Lorenzo River shall be bird-safe (i.e., windows shall be frosted, partially frosted, or otherwise treated with visually permeable barriers that are designed to prevent bird strikes).
h. Utilities. All utilities (e.g., sewer, water, stormwater, gas, electrical, telephone, data, etc.) shall be clearly identified (including the manner in which they will connect to offsite distribution networks) and shall be located underground, and any existing overhead utilities on the site shall be removed. i. Stormwater and Drainage. All stormwater, drainage, and related water quality infrastructure (e.g., pervious pavements, etc.), with preference given to natural BMPs (e.g., bioswales, vegetated filter strips, etc.), shall be clearly identified. All

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5 project area stormwater and drainage shall be filtered and treated to remove expected pollutants prior to discharge and/or direction to offsite areas; shall retain runoff from the project onsite to the maximum extent feasible (e.g., through the use of pervious areas, percolation pits, engineered storm drain systems, etc.); shall be sized and designed to accommodate runoff from the site produced from each and every storm event up to and including the 85th percentile 24-hour runoff event; shall, in extreme storm situations (i.e., greater than the 85th percentile 24-hour runoff event storm) where such runoff cannot be adequately accommodated on-site through the project’s stormwater and drainage infrastructure, ensure that any excess runoff is conveyed off-site in a non-erosive manner; and shall be permanently operated and maintained (where all maintenance parameters for such infrastructure, including based on manufacturers recommendations, shall be provided), where all such operation and maintenance activities shall be documented and shall be provided upon Executive Director request.
j. Signs. All signs and related project components shall be identified (including details showing their location, materials, design, and text), and all sign development shall be sited and designed: (1) to limit the number and visibility of all signs; (2) to minimize visibility in public views; (3) to seamlessly integrate into the surrounding environment to the maximum extent feasible (e.g., using natural materials, earth tone colors and graphics, etc.); (4) to limit lighting as much as possible (and be consistent with the lighting requirements specified in Special Condition 1(e) at a minimum); and (5) to be subordinate to the project setting, all to the maximum extent feasible.
k. Lower Cost Rooms. The Permittee shall provide 20 lower cost rooms where each such room shall be at least 250 square feet and shall have either one or two beds sized at least as large as a queen or two twins, respectively, a full-sized bathroom, and at least a mini-fridge and microwave. The lower cost rooms and related facilities (e.g., entrances, common areas, etc.) shall be effectively integrated into the overall hotel layout.
l. Family Suites. The Permittee shall provide at least six 'family suite' hotel rooms that are designed to accommodate families of at least four people, where the rooms shall at a minimum include at least 3 beds, kitchenette facilities (refrigerator, microwave, kitchen sink, dishes, and two hot plates/stovetop burners), and an enclosed restroom.
m. Site Access. Any areas of the site for which specific requirements for access are necessary shall be identified (i.e., employee only, paying customers only, overnight guests only, etc.), where other areas shall be allowed general public access (see also Special Condition 3 for additional detail).

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6 n. Public Access Requirements. All public access areas (including but not limited to general public access to the expanded San Lorenzo Riverwalk, public paseo, public bathroom, paths, etc.) and amenities (e.g., bench seating, bike racks, signs, educational kiosk, bike share/rentals, etc.) associated with the approved Public Access Management Plan (see Special Condition 3) shall be identified. o. Construction Requirements. All construction requirements associated with the approved Construction Plan (see Special Condition 2) shall be identified as “Required Construction Measures”.

All requirements above and all requirements of the approved Revised Final Plans shall be enforceable components of this CDP, and the Permittee shall undertake development in accordance with this condition and the approved Revised Final Plans.

2. Construction Plan. PRIOR TO CONSTRUCTION, the Permittee shall submit two copies of a Construction Plan to the Executive Director for review and written approval. The Construction Plan shall, at a minimum, include the following:
a. Construction Areas. All construction activity, staging, storage, and access corridor areas shall be clearly identified in site plan view, where construction areas shall be minimized to the maximum extent feasible, and shall be sited and designed to have the least impact on coastal resources (including by using onsite areas for these purposes unless it is impossible to do so). Construction, including but not limited to construction activities and materials and equipment storage, shall be prohibited outside of such defined construction areas. Special attention shall be given to siting and designing construction areas to minimize impacts on the ambiance and aesthetic values of the San Lorenzo Riverwalk. b. Construction Methods. All construction methods to be used, including all methods to be used to keep the construction areas separate from public recreational use areas as much as possible (including using unobtrusive temporary fencing or equivalent measures to delineate construction areas), and including verification that operation and storage of equipment and materials will not, to the maximum extent feasible, significantly degrade public access and public views during construction, shall be clearly identified. Special attention shall be given to using construction methods that will minimize impacts on the ambiance and aesthetic values of the San Lorenzo Riverwalk. c. Construction Timing/Lighting. Construction shall avoid weekends from Memorial Day weekend until Labor Day, state holidays, and between 10pm and 8am to the maximum extent feasible, and lighting of construction areas affecting public access and public view areas shall be prohibited, unless due to

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7 extenuating circumstances the Executive Director authorizes such work or lighting in writing, and subject to all measures determined by the Executive Director to be necessary to ensure maximum coastal resource protection. d. Construction BMPs. All erosion control/water quality best management practices (BMPs) that will be implemented during construction to protect coastal water quality shall be clearly identified, including at a minimum all of the following:
a. Runoff Protection. Silt fences, straw wattles, or equivalent apparatus shall be installed at the perimeter of the construction areas to prevent constructionrelated runoff and sediment from discharging from the construction areas or entering into storm drains or otherwise offsite or towards the river and ocean.

Special attention shall be given to appropriate filtering and treating of all runoff, and all drainage points, including storm drains, shall be equipped with appropriate construction-related containment, filtration, and treatment equipment.
b. Equipment BMPs. Equipment washing, refueling, and servicing shall take place at an appropriate on-site (or offsite and more inland, if more protective of coastal resources), hard-surfaced, level location where collection of materials is facilitated to help contain leaks and spills of hazardous materials to the project site.
c. Good Housekeeping BMPs. The construction site shall maintain good construction housekeeping controls and procedures at all times (e.g., clean up all leaks, drips, and other spills immediately; keep materials covered and out of the rain, including covering exposed piles of soil and wastes; dispose of all wastes properly, place trash receptacles on site for that purpose, and cover open trash receptacles during wet weather; remove all construction debris from the site; establish a hazardous materials spill response protocol, and maintain appropriate materials to address spills; etc.). d. Erosion and Sediment Controls. All erosion and sediment controls shall be in place prior to the commencement of construction as well as at the end of each workday.
e. Archaeological/Tribal Cultural Resource Protection. All archaeological/tribal cultural resource protection requirements identified in Special Condition 9 shall be identified as “Required Cultural Resource Protection Measures”. f. Property Owner Consent. Clear evidence shall be provided indicating that the owners of any properties on which construction activities are to take place,

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8 including properties to be crossed in accessing the site, consent to such use of their properties and subject to the terms and conditions of this CDP. g. Construction Site Documents. Copies of the signed CDP and the approved Construction Plan shall be maintained in a conspicuous location at the construction job site at all times, and such copies shall be available for public review on request. All persons involved with the construction shall be briefed on the content and meaning of the CDP and the approved Construction Plan, as well as the public review requirements applicable to them, prior to commencement of construction.
h. Construction Coordinator. A construction coordinator shall be designated to be the main point of contact during construction should questions arise regarding the construction (in case of both regular inquiries and emergencies), and the coordinator’s contact information (i.e., address, phone numbers, email address, etc.) including, at a minimum, a telephone number and an email that will be made available 24 hours a day for the duration of construction, shall be conspicuously posted at the job site where such contact information is readily visible from public viewing areas while still minimizing impacts to public views, along with indication that the construction coordinator should be contacted in the case of questions regarding the construction (in case of both regular inquiries and emergencies).

The construction coordinator shall record the contact information (i.e., address, email, phone number, etc.) and nature of all complaints received regarding the construction, and shall investigate complaints and take remedial action, if necessary, within 24 hours of receipt of the complaint or inquiry. All complaints and all actions taken in response shall be summarized and provided to the Executive Director on at least a weekly basis during construction. i. Construction Specifications. All construction specifications and materials shall include appropriate penalty provisions that require remediation for any work done inconsistent with the terms and conditions of the CDP.
j. Notification. The Permittee shall notify planning staff of the Coastal Commission’s Central Coast District Office at least 3 working days in advance of commencement of construction, and immediately upon completion of construction.

All requirements above and all requirements of the approved Construction Plan shall be enforceable components of this CDP, and the Permittee shall undertake construction in accordance with this condition and the approved Construction Plan.

3. Public Access Management Plan. PRIOR TO CONSTRUCTION, the Permittee shall submit two copies of a Public Access Management Plan to the Executive

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9 Director for review and written approval. The Plan shall clearly describe the manner in which general public access associated with the approved development is to be provided and managed, with the objective of maximizing public access and recreational use of all available general public access areas and amenities (including restrooms, rooftop area (and access thereto), tower viewers, riverwalk-adjacent areas, paths, etc.) and all related areas and public access amenities (e.g., bench seating, bike racks, signs, bike share/rentals (free for first 90 minutes), free Wi-Fi, etc.) as described in this condition. The Plan shall be consistent with the approved Revised Final Plans, and shall at a minimum include the following:
a. Public Access Areas and Amenities. All public access areas and amenities, including all of the areas and amenities described above and in this condition, shall be clearly identified as public (including with hatching and closed polygons so that it is clear what areas are available for public access use). At least one public restroom with easy, well-signed, and direct access from the riverwalk/riverwalk extension area shall be provided. The areas adjacent to the riverwalk and other appropriate access areas (such as the Maple Alley paseo) shall provide publicly available amenities, such as picnic tables, viewing benches/sitting areas, enclosed trash and recycling receptacles, doggie mitt stations, and/or other publicly available amenities commensurate with expected use and in a manner that maximizes their public utility and enjoyment. All public access areas and amenities shall be sited, designed, and operated to facilitate general public use and enjoyment, and appropriate measures shall be identified and applied to ensure that these areas appear as public, and do not appear as private and/or as areas/amenities that require one to be a paying hotel customer to use.
b. Public Access Signs/Materials. All signs and any other project elements that will be used to facilitate, manage, and provide public access to the approved development shall be clearly identified. Sign details showing the location, materials, design, and text of all public access signs shall be provided. The signs shall be sited and designed to provide clear information without impacting public views and site character. Signs shall include the California Coastal Trail and California Coastal Commission emblems and recognition of the Coastal Commission’s role in providing public access at this location. All signs shall be sited and designed to maximize their utility and minimize their impacts on public views.
c. Public Access Disruption Prohibited. No development or use of the property governed by this CDP may disrupt and/or degrade public access or recreational use of any public access areas and amenities associated with the approved development, such as by setting aside areas for private uses or installing barriers to public access (e.g., furniture, planters, temporary structures, private use signs,

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10 fences, barriers, ropes, etc.). The public use areas shall be maintained consistent with the approved Plan and in a manner that maximizes public use and enjoyment.
d. Public Access Use Hours/Fees. All public access areas and amenities shall be available for general public access use at all times, except that the public restrooms may be closed between 9pm and 7am and the rooftop hours can be limited to the hours of operation. All public access areas and amenities shall be provided free of charge.
e. Public Access Provided. All public access areas and amenities shall be constructed/provided and made available for public use as soon as possible, and at least prior to hotel occupancy.
f. Public Access Areas and Amenities Maintained. All public access areas and amenities shall be constructed in a structurally sound manner, shall be sited and designed to maximize public use and enjoyment, and shall be maintained consistent with the terms and conditions of this CDP, including through ongoing repair and maintenance of all such public access improvements.

All requirements above and all requirements of the approved Public Access Management Plan shall be enforceable components of this CDP, and the Permittee shall undertake development in accordance with this condition and the approved Public Access Management Plan.

4. Lower Cost Overnight Accommodation Related Requirements. The Permittee shall provide on-site lower cost rooms, in-lieu fees, workforce housing, worker discount program, underserved community programming, marketing and engagement, and monitoring consistent with the provisions of this condition that follow.
a. Minimum On-Site Lower Cost Rooms. The Permittee shall provide at least 20 standard double-occupancy lower cost hotel rooms,
1 where the cost to rent such
rooms overnight shall not at any time exceed the Applicant’s proposed lower cost threshold (which as of 2024 is $150), and which may be adjusted no more than once per year to reflect any increases or decreases in the peak-season statewide ADR2 and where the above costs shall be inclusive of all service and other fees 1 Where each such room shall be at least 250 square feet and shall have either one or two beds sized at least as large as a queen or two twins, respectively, a full-sized bathroom, and at least a mini-fridge and microwave.
2 The proposed Average Daily Rate (ADR) is based on 75% of the peak summer (July/August) rates for standard double-occupancy (2-person) rooms at hotels with the equivalent of AAA one- and two-diamond ratings.

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11 (e.g., parking, cleaning, resort, administrative) but may be exclusive of any government-mandated fees (e.g., sales tax, transient occupancy taxes). All lower cost rooms and related facilities (e.g., entrances, common areas, etc.) shall be effectively integrated into the overall hotel layout in a way that maximizes their utility, shall be clearly identified on the Revised Final Plans (see Special Condition 1), and all lower cost room guests shall have access to all the same hotel amenities as all other hotel guests.
b. In-Lieu Fees.
a. Santa Cruz Hostel. PRIOR TO CONSTRUCTION, the Permittee shall pay an in-lieu fee of at least $50,000 (which shall be increased annually in accordance with any increases in the California Construction Cost Index) to the Santa Cruz Hostel Society. The fee shall only be used for improvements and maintenance at the Carmelita Cottages Hostel complex, with preference for improvements that can increase rooms and/or beds and a secondary preference for maintenance that helps preserve the existing facilities and lower cost accommodations.
b. Greyhound Rock County Park Cabins. PRIOR TO CONSTRUCTION, the Permittee shall pay an in-lieu fee of $5,000,000 (which shall be subject to annual percentage increases in accordance with any increases in the California Construction Cost Index) to the City of Santa Cruz (the City). Upon the City receipt of the payment, the fee shall be timely deposited into an interest-bearing account to be established and managed by the City, where the funds in the account shall only be used to provide for lower cost overnight visitor accommodations in the Santa Cruz County coastal zone, with the preference for the funds to be used for new lower cost accommodations at Greyhound Rock County Park. If any funds remain in the account 7 years after the initial deposit, the funds may be directed elsewhere by the City if the Executive Director and City Manager make a written determination that the original intent of the in-lieu fee would be better utilized by reassigning the funds to public and/or non-profit entities providing lower cost overnight accommodations in the Santa Cruz County coastal zone.

Prior to expenditure of any funds, the Executive Director and the City Manager shall review and approve, in writing, the proposed use of the funds as being consistent with the intent and purpose of this condition, and the entity accepting the funds shall enter into a memorandum of understanding

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12 (MOU) with the Commission,3 which shall include, but not be limited to: a description of how the funds will be used; a requirement that any lower cost overnight accommodations created or supported by these funds will be maintained at lower cost rates for as long as the project approved herein by this CDP remains operational; an agreement that the entity accepting the funds will obtain all required authorizations (including a CDP in the coastal zone) for development associated with use of the funds; and a requirement for use of the funds to be consistent with this condition. c. Hotel Worker Discount Program/Reduced Rate Rooms. PRIOR TO HOTEL OCCUPANCY, the Permittee shall submit to the Executive Director for review and written approval a plan to establish a hotel worker discount program. The intent of the program is to provide free or lower cost overnight access to the coast for all hotel employees and/or their families. The program shall specify the number of room nights that will be provided to all such employees either free of charge or at cost ($80 per night as of 2024), which may be modified by no more than the increase in the California Consumer Price Index for Urban Consumers one time per calendar year, and shall not exceed the lower cost room rate for the 20 rooms as described above. The rate, if charged, shall be inclusive of all service and other fees (e.g., parking, cleaning, resort, administrative) but may be exclusive of any government-mandated fees (e.g., sales tax, transient occupancy taxes). Within 30 days of the hotel occupancy, the Permittee shall implement the program and advertise it to eligible employees.
d. Underserved Communities Programming/Reduced Rate Rooms. Market rate hotel rooms (i.e., one or more standard, double-occupancy hotel rooms that would otherwise charge market rates (i.e., not any of the above described 20 lower cost units)) shall be provided for at least 150 room nights per year at reduced rates for members of underserved communities, the intent of which is to provide overnight access to the coast to: (1) lower income communities, communities of color, and other communities that have been historically marginalized and face greater barriers to coastal access; (2) school groups, prioritizing those school groups from underserved communities; and (3) other entities and groups similar to the first two, including groups that have faced barriers to accessing coastal outdoor spaces and outdoor recreation opportunities. The cost to rent such rooms overnight shall not at any time exceed the Applicant’s proposed reduced rate of $80 per night (as of 2024), which rate may be modified by no more than the increase in the California Consumer Price Index for Urban Consumers one time per calendar year (e.g., in 2025, 2026, and 3 If such funds are transferred to the State Coastal Conservancy and/or State Parks, then the funds shall be used pursuant to the existing MOUs between the Commission and the Conservancy (dated August 2018) and State Parks (dated June 2022), respectively.

15.21 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 13 of 20 ends

13 so on), and where the rate shall be inclusive of all service and other fees (e.g., parking, cleaning, resort, administrative) but may be exclusive of any government-mandated fees (e.g., sales tax, transient occupancy taxes). The annual monitoring report specified in subsection (g) below shall include a detailed analysis of the previous year’s programming (including the groups and number of people served, the rates charged, etc.), and shall include other information that can help to assess the effectiveness of the program in carrying out its objectives.

The report shall also specify the programming efforts for the upcoming year, and any relevant changes necessary to improve upon its effectiveness. e. Workforce Housing Units. By acceptance of this CDP, and as proposed by the Permittee, the Permittee agrees that the selection process shall begin by hotel occupancy, and that within 3 months of hotel occupancy, no fewer than four workforce housing units shall be occupied by full-time employees in the bottom quartile of hotel earners (i.e., those averaging 30 hours or more per week and whose average hourly wage is up to the 25% threshold compared to other hotel employees) authorized by this CDP on a first right of refusal basis for a period of at least 20 years. Such units shall be located within the City of Santa Cruz, with a preference for location in the downtown area. Rents shall be set such that the hotel employee would pay no more than 30% of their gross income toward rent. If all the hotel’s bottom quartile of full-time employees choose to exercise their right of first refusal, then the workforce housing units shall be made available on a right of first refusal basis to the bottom quartile of full-time employees of other overnight accommodation facilities (i.e., those averaging 30 hours or more per week and whose average hourly wage is up to the 25% threshold compared to other hotel employees) located in the City of Santa Cruz. If all such hotel/overnight accommodation employees choose to exercise their rights of first refusal, then such units shall be made available to any very low- or low-income qualified households in the City of Santa Cruz.

No earlier than 6 months prior to the 20th anniversary of the date the hotel officially opens to the public, the Permittee shall submit an evaluation of the feasibility of operating such units beyond the original minimum 20-year period, where such evaluation shall include a summary of the operation of such units since hotel opening (e.g., management, occupants, financial aspects, etc.) and a discussion on the feasibility of continuing to operate such units beyond the original 20-year period. Commission staff will present that evaluation to the Commission as an agendized condition compliance public hearing matter, where the Commission will review such evaluation, and shall determine whether it is feasible to extend the workforce housing unit requirements beyond the initial 20- year period.

PRIOR TO HOTEL OCCUPANCY, the Permittee shall provide to the Executive

15.22 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 14 of 20 ends

14 Director evidence of the recorded agreement required in Condition 29 of the City’s approval (see Exhibit 3 page 54) for the creation of the workforce housing units that addresses the process for determining income eligibility (as applicable), calculating rent, compliance monitoring, and all other required terms. In the event that the Permittee demonstrates that, despite good faith efforts, it is not feasible to implement the program described above prior to occupancy, the Permittee may alternatively provide an in-lieu fee equivalent to the average construction cost of providing four affordable housing units, which shall be calculated based on the average production cost per unit of the three most recently completed affordable housing projects in the City of Santa Cruz, to be used for the creation of four workforce housing units in the City of Santa Cruz more broadly or new lower cost accommodations at Greyhound Rock County Park or another location in Santa Cruz County.
f. Marketing and Engagement Plan. The Permittee shall actively promote and publicize the availability of the lower cost on-site rooms and the underserved communities reduced rate on-site rooms, including specifically to underserved communities such as lower income communities, communities of color, and other communities that have been historically marginalized and face greater barriers to coastal access. PRIOR TO HOTEL OCCUPANCY, the Permittee shall provide a Marketing and Engagement Plan designed to accomplish the above-stated objective to the Executive Director for review and written approval, where the Plan shall at a minimum provide for the following:
a. Outreach. All measures and avenues to be used to advertise, increase awareness of, and facilitate use of the lower cost on-site rooms and the underserved communities reduced rate on-site rooms shall be clearly identified. Promotional methods shall include, but are expected to not be limited to: hotel websites, press releases, and calendar listings; local media (e.g., Santa Cruz Sentinel, Lookout Santa Cruz) and ads on radio (e.g., local radio stations and others); print ads; social media (e.g., Facebook, Twitter/X, Instagram, TikTok); and contacts with community organizations who may be able to help facilitate awareness (e.g., non-profits, environmental justice groups, labor unions, recipients of public benefits programs (by coordinating with local program administrators)), as well as schools. The Plan shall identify sample language to be used in describing the availability and price for the lower cost on-site rooms and the and the underserved communities reduced rate on-site rooms (where said language shall be required to be consistent with the terms and conditions of this CDP), and shall provide a schedule for each type of outreach, with the goal being to reach as many potential users as possible, including audiences beyond the City of Santa Cruz that might not normally be reached through traditional and local means (e.g., communities such as Watsonville, Marina, Seaside, Del Rey Oaks, Castroville, Prunedale,

15.23 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 15 of 20 ends

15 Salinas, Gonzales, Gilroy, King City). The Plan shall also include a notice or disclaimer to be included on the project’s booking website, where the notice shall alert customers that the lower cost rooms and the underserved communities reduced rate rooms are intended to be utilized by lower income visitors to the coast. All materials shall acknowledge the California Coastal Commission’s and City of Santa Cruz’s role in providing the lower cost on-site rooms and the underserved communities reduced rate on-site rooms. b. Non-English Languages Provided. All outreach described in this condition shall include a language-access element inclusive of non-English languages spoken in the targeted communities, including but not limited to Spanish, tailored to be culturally relevant, and written in plain language to help prevent educational and cultural barriers to access to the lower cost rooms. c. Monitoring. The Plan shall describe how the Permittee will monitor and track the Plan’s execution so that the Permittee and the Coastal Commission can note the effectiveness of the Plan and make changes as needed. g. Reporting. The Permittee shall provide an annual report (with the first report due by December 31st of the first year of hotel occupancy, and subsequent reports due by on December 31st of subsequent years) to the Executive Director for review and written approval that provides clear evidence of compliance with all aspects of this condition, including providing sufficient detail to demonstrate occupancy of and rates charged for the identified on-site rooms, implementation and use of the hotel worker program and the workforce housing units, and implementation of the approved Marketing and Engagement Plan (where the latter shall at least describe all outreach efforts, with samples of outreach materials; all implementation challenges and successes; and all feedback and public comments received, and any responses to same), and providing recommendations for additional and/or modified measures to enhance awareness, use, and public utility of all required measures specified in this condition. Every third such annual report shall also include an audit performed by an independent auditing company evaluating compliance with this condition.

All requirements above and all requirements of all above Executive Director approved plans/materials shall be enforceable components of this CDP, and the Permittee shall undertake development in accordance with this condition and all such approved plans/materials.

5. Other Public Benefits. Consistent with the Permittee’s proposal, this CDP requires all of the following:
a. Affordable Housing. Prior to construction, the Permittee shall pay $727,500 to

15.24 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 16 of 20 ends

16 the City of Santa Cruz’s Affordable Housing Trust Fund. b. Boys and Girls Club. Prior to construction, the Permittee shall pay at least $50,000 (which shall be increased annually in accordance with any increases in the California Construction Cost Index) to the Boys and Girls Club of Santa Cruz County.
c. Santa Cruzer. The Permittee shall pay at least $10,000 per year (by December 31st of each year for a period of 10 years, starting in the first calendar year associated with hotel occupancy) to the City of Santa Cruz to be used solely for help funding the Santa Cruzer beach and downtown shuttle bus operation. d. Nonprofit Use. At least three days per year, the Permittee shall allow hotel conference and rooftop facilities to be used free of cost or at cost by a local California registered nonprofit organization (e.g., Boys and Girls Club of Santa Cruz County, Nueva Vista Community Resources, and similar organizations).

The Permittee shall provide evidence to the Executive Director for review and written approval on a yearly basis (by December 31st of each year) that all requirements of this condition have been satisfied.

6. General Occupancy Requirements. By acceptance of this CDP, the Permittee acknowledges and agrees, on behalf of itself and all successors and assigns, that:
a. Hotel Length of Stay Provisions. All overnight rooms shall be open and available for rental to the general public. Rooms shall not be rented to any individual, family, or group for more than 30 consecutive days, and not for more than 14 days between the Friday of Memorial Day weekend and Labor Day inclusive. No individual ownership or long-term occupancy of hotel rooms shall be allowed.
b. Conversion Prohibited. This CDP authorizes the construction and operation of a traditional hotel-style overnight product for transient occupancy only. The conversion of any of the overnight rooms to limited use overnight visitor accommodation units (e.g., timeshare, fractional ownership, etc.) or to full-time occupancy condominium units or to any other units with use arrangements that differ from the approved development shall be prohibited.

7. Transportation Demand Management Plan. PRIOR TO HOTEL OCCUPANCY, the Permittee shall submit two copies of a Transportation Demand Management Plan to the Executive Director for review and written approval. The Plan shall be designed to maximize employee and guest travel commutes via non-single-occupant vehicle means, e.g. through use of shared vehicles/carpooling, transit, bicycle/pedestrian means, etc. The Permittee shall actively encourage employee

15.25 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 17 of 20 ends

17 and guest participation in alternative transportation trips/programs including providing information on the City’s array of alternative transportation options, such as the Santa Cruzer Beach shuttle, the City of Santa Cruz’s Go Santa Cruz County transportation program (which includes unlimited free transit cards, free BCycle memberships, and rewards for those utilizing any method of alternative transportation including biking, carpooling, walking, and public transit with “Downtown Dollars” currency), the hotels’ free bicycle rentals, etc.

The Plan shall provide for a commuter information area centrally located and accessible to all employees as a part of the approved project, in which employees are provided information on available transportation alternatives to the singleoccupancy vehicle (i.e., current maps, routes and schedules for public transit, ridesharing match lists, available employee incentives, ridesharing promotional material supplied by commuter-oriented organizations, etc.). In addition, the Plan shall detail bicycle parking and shower/locker facilities for employee who walk/jog and/or bike to and from the workplace, including detailing the location and type of bicycle parking available (e.g., bicycle lockers, rooms, cages, etc.). All requirements above and all requirements of the approved Transportation Demand Management Plan shall be enforceable components of this CDP, and the Permittee shall undertake development in accordance with this condition and the approved Transportation Demand Management Plan.

8. Plastic Reduction Program. PRIOR TO CONSTRUCTION, the Permittee shall submit two copies of a Plastics Reduction Program to the Executive Director for review and written approval. The Program shall minimize, to the maximum extent possible, the use of single-use plastics in all aspects of hotel operations, including as part of hotel room occupancy, conferences, restaurant/bar operations, etc. At a minimum, the Program shall meet any City requirements related to “Environmentally Acceptable Food Packaging” and the City of Santa Cruz “Bag Reduction Ordinance” and shall additionally identify/include the following provisions: educational signage for staff and guests promoting and encouraging reusable items instead of single-use plastics; maximizing use of reusable food ware for all dining purposes (for dinnerware, drinkware, silverware, and ramekins/containers), and prohibiting the following items: plastic straws (and allowing only reusable straws, paper straws, or straws made from naturally occurring materials, and only upon request), Styrofoam, plastic bags, plastic bottles, and plastic single-use shampoo/conditioner/lotion bottles in hotel rooms. The Program shall also provide water bottle refill stations (at a minimum in the lobby, conference area, pool area, and any other high-use areas).

To the maximum extent possible, only biodegradable or compostable materials for single-use products shall be employed.

9. Protection of Archaeological and/or Tribal Cultural Resources. The Permittee shall undertake the approved project in compliance with the following measures to

15.26 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 18 of 20 ends

18 protect archaeological and/or tribal cultural resources to the maximum extent feasible.
a. Notification. At least one month prior to commencement of any grounddisturbing construction activities, the Permittee shall (1) notify the representatives of Native American Tribes listed on an updated Native American Heritage Commission (NAHC) contact list, including but not necessarily limited to the Amah Mutsen Tribe and Muwekma Ohlone Indian Tribe; (2) invite all Tribal representatives on that list to be present and to monitor ground-disturbing activities; and (3) arrange for any invited Tribal representative that requests to monitor and/or a qualified archaeological monitor to be present to observe project activities with the potential to impact archaeological and/or tribal cultural resources.
b. Monitoring. A qualified, locally experienced archaeologist and a tribal monitor, approved by relevant tribe(s), shall be on site to monitor all activities with the potential to impact archaeological and/or tribal cultural resources, including all ground excavation/grading activities. The monitor(s) shall have experience monitoring for archaeological resources of the local area during excavation projects, be competent to identify significant resource types, and be aware of recommended tribal procedures for the inadvertent discovery of tribal cultural and/or archaeological resources and/or human remains.
c. Discovery Protocol. If any tribal cultural deposits are discovered during the course of the project, all construction within 200 feet of such deposits shall cease and shall not re-commence until a qualified cultural resource specialist (which could be a person identified in subpart (b), above), in consultation with the relevant tribe(s), analyzes the significance of the find and, if deemed significant, prepares a supplementary archaeological plan for the review and approval of the Executive Director that evaluates and provides suggested measures related to the discovery. The Executive Director shall review the plan and either: (1) approve it and determine that its recommended changes to the project or mitigation measures do not necessitate an amendment to this CDP, or (2) determine that the changes proposed therein necessitate a CDP amendment.

The location of any and all identified archaeological and tribal cultural resources shall be kept confidential, and only those with a “need to know” shall be informed of their locations.
d. Human Remains. Should human remains be discovered on-site during the course of the project, immediately after such discovery, the on-site archaeologist and/or tribal monitor shall notify the Santa Cruz County Coroner within 24 hours of such discovery, and all construction activities shall be temporarily halted until the remains can be identified. If the County Coroner determines that the human

15.27 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 19 of 20 ends

19 remains are those of a Native American, the Coroner shall contact the NAHC within 24 hours, pursuant to Health and Safety Code Section 7050.5. The NAHC shall deem the Native American most likely descendant (MLD) to be invited to participate in the identification process pursuant to Public Resources Code Section 5097.98. The Permittee shall comply with the requirements of Section 5097.98 and work with the MLD person(s) to discuss and confer with the descendants all reasonable options regarding the descendants' preference for treatment. Within 5 calendar days of notification to NAHC, the Permittee shall notify the Coastal Commission’s Executive Director of the discovery of human remains. The Executive Director shall maintain confidentiality regarding the presence of human remains on the project site.

10. Other Authorizations. PRIOR TO CONSTRUCTION, the Permittee shall provide to the Executive Director evidence of other required authorizations for, or alternatively evidence that no such authorizations are needed, for the development authorized by this CDP (e.g., from U.S. Army Corps of Engineers, Santa Cruz County Environmental Health Department, City of Santa Cruz, etc.). The Permittee shall inform the Executive Director of any changes to the project required by other agencies/entities, and such changes shall not be incorporated into the project until the Permittee obtains a Commission-approved amendment to this CDP, unless the Executive Director determines that an amendment is not legally required.

11.City of Santa Cruz Conditions. This CDP has no effect on conditions imposed by the City of Santa Cruz pursuant to an authority other than the Coastal Act, except as provided in this condition. The Permittee is responsible for compliance with all terms and conditions of this CDP in addition to any other requirements imposed by the City pursuant to the City’s non-Coastal Act authority (e.g., the City’s Design Permit, Building Permit, etc.). In the event of conflicts between terms and conditions imposed by the City and those of this CDP, the terms and conditions of this CDP shall prevail.

12.Future Permitting. Any and all future proposed development related to this project, this project area, and/or this CDP shall be subject to the Coastal Commission’s continuing CDP jurisdiction. This CDP authorizes limited future repair, maintenance, and/or improvement development that is determined by the Executive Director to: 1) fall within the overall scope and intent of this CDP; 2) be consistent with the City of Santa Cruz LCP; and 3) not have any significant adverse impacts to coastal resources. Any development that the Executive Director determines does not meet such criteria shall require a separate CDP or a CDP amendment, as directed by the Executive Director.

13.Minor Adjustments. Minor adjustments to these special condition requirements, including to any Executive Director-approved plans, that do not require CDP

15.28 NOTICE OF INTENT TO ISSUE CDP A-3-STC-24-0016
SCFS Ventures LLC
NOI Issue Date: September 23, 2024

Page 20 of 20 ends

20 amendments or new CDPs (as determined by the Executive Director) may be allowed by the Executive Director if such adjustments: (1) are deemed reasonable and necessary; and (2) do not adversely impact coastal resources.

14.Liability for Costs and Attorneys’ Fees. The Permittee shall reimburse the Coastal Commission in full for all Coastal Commission costs and attorneys’ fees (including but not limited to such costs/fees that are: (1) charged by the Office of the Attorney General; and/or (2) required by a court) that the Coastal Commission incurs in connection with the defense of any action brought by a party other than the Permittee against the Coastal Commission, its officers, employees, agents, successors and assigns challenging the approval or issuance of these CDPs, the interpretation and/or enforcement of CDP conditions, or any other matter related to these CDPs. The Permittee shall reimburse the Coastal Commission within 60 days of being informed by the Executive Director of the amount of such costs/fees. The Coastal Commission retains complete authority to conduct and direct the defense of any such action against the Coastal Commission.

15.Deed Restriction. PRIOR TO ISSUANCE OF THE CDP, the Permittee shall submit to the Executive Director for review and written approval documentation demonstrating that the landowners have executed and recorded against the properties governed by this CDP (i.e., APNs 005-151-29, -34, -35, -43, -48, and -51) a deed restriction, in a form and content acceptable to the Executive Director indicating that, pursuant to this CDP, the California Coastal Commission has authorized development on the subject property, subject to terms and conditions that restrict the use and enjoyment of that property, and that such terms and conditions shall be imposed as covenants, conditions and restrictions on the use and enjoyment of the property. The deed restriction shall include a legal description of all of the properties governed by this CDP. The deed restriction shall also indicate that, in the event of an extinguishment or termination of the deed restriction for any reason, the terms and conditions of this CDP shall continue to restrict the use and enjoyment of the subject property so long as either this CDP or the development it authorizes – or any part, modification, or amendment thereof – remains in existence on or with respect to the subject property.

15.29 A1.02
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

LANDSCAPE ARCHITECTURE
444 BRYANT STREET
SAN FRANCISCO, CA 94107
(415) 495-3070
[email protected]
CMGSITE.COM
1730 N. FIRST STREET, SUITE 600
SAN JOSE, CA 95112
(408) 467-9100
BKF.COM324 FRONT STREET
SANTA CRUZ, CA 95060

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12-22-22 PLANNING

RESUBMITTAL
COPYRIGHT © 2022 BCV ARCHITECTURE + INTERIORS, ALL RIGHTS RESERVED 1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
UP

FRONT LEFT
S
5'-8"
7'-91
2 "
KITCHEN PREP2
ABOVE ON LEVEL 2

BAR ABOVE
ON LEVEL 2
UP
DN

OVERHEAD UTILITY ROUTING

OVERHEAD UTILITY

ROUTING

FACE OF BUILDING ABOVE
UP

UTILITY ACCESS
HOTEL
ENTRY

WATER ENTRY
ROOM

COFFEE BAR
CAFE

POTENTIAL

LOADING
ZONE

ELEVATOR

MACHINE
ROOM
LOBBY
LOUNGE
LOBBY
STEPS

ADMIN/EMPLOYEE

SUPPORT

TELECOM
ROOM

MECHANICAL

ELEVATOR

MACHINE
ROOM

ENGINEERING

GENERATOR
ROOM

ELECTRICAL
ROOM

GAS METER
ROOM
VALET

FIRE PUMP/

CONTROL
ROOM
BIKE

STORAGE
PORTE

COCHERE

VALET OFFICE/LUGGAGE/

SECURITY

TRASH ROOM PG&E
VAULT
TENANT
SPACE
MAIN

ELEC RM
BIKE

STORAGE
UPDN

LOADING/
BOH

VAN VAN
BOH
20'-3" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 17'-11 2 "
26'-4" 26'-4" 26'-4"
21'-3"
17'-10"
21'-81
2 " 19'-4" 21'-3"
9'-7"
10'
10'
21'-81
2 "
10'
20'-3"
2'-10"
2'-10"
2'-10"
2'-10"
11'-6"
FLOOR PLAN - LEVEL 1
(FRONT STREET)
FLOOR PLAN - LEVEL 1 (FRONT STREET)
A
A
C
C

FRONT STREET
NOTE: CORNER CAFE IN COMBINATION

WITH EXTERIOR PATIO TO ACTIVATE FRONT
STREET
NOT TO SCALE@11x17
SCALE: 1/16 “= 1’-0” @ 24x36
12 48FT
N
NOTE: RECESSED BUILDING BREAK
PER SCDP SECT. H.2.d.i
9’
NOTE: ACCESS TO

THE RIVERWALK
PER SCDP SECT. E.5
NOTE: ADDTIONAL RECESSED

BUILDING BREAK
PER SCDP SECT. H.2.d.i

LAUREL STREET
D D
NOTE: CORNER COMMERCIAL SPACE IN

COMBINATION WITH EXTERIOR PATIO

TO ACTIVATE FRONT STREET
NOTE: 9’ SIDEWALK
(2’ DEDICATION)
B
B
VALET GARAGE LEVEL 1:
3 PARKING SPACES
(1 STD + 2 ADA VAN)

EMPLOYEE

ACCESS ONLY

EMPLOYEE / GUEST

ACCESS ONLY GENERAL LANDSCAPING GENERAL HARDSCAPING

PUBLIC SEATING AREAS

ASSOCIATED WITH COMMERCIAL

SPACES PUBLIC ACCESS BIKE RACK LOCATIONS PUBLIC BENCH SEATING

SEMI-PUBLIC LAWN SPACE AVAILABLE TO

PUBLIC EXCEPT FOR WHEN CLOSED FOR

PRIVATE HOTEL/MEETING ROOM

FUNCTIONS

PUBLIC RESTROOMS AVAILABLE

DURING BAR/RESTAURANT HOURS

HOTEL LOBBY

ENTRANCE

EMPLOYEE

ACCESS ONLY

EMPLOYEE
ACCESS ONLY 26'-4"
NOTE: ACCESS TO

THE RIVERWALK
PER SCDP SECT. E.5 EMPLOYEE / GUEST

ACCESS ONLY

PUBLIC ACCESS TO

ROOF DECK ACCESS TO BUILDING ELEVATOR

FOR ROOF TOP ACCESS

15.30 A1.03
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12-22-22 PLANNING

RESUBMITTAL
COPYRIGHT © 2022 BCV ARCHITECTURE + INTERIORS, ALL RIGHTS RESERVED BN-1 TA-11
CH-1
CH-2 CH-2 CH-2 CH-2 CH-2 CH-2
CH-2 CH-2 CH-2 CH-2 CH-2 CH-2
TA-10
BN-2
CH-1
CH-1
CH-1
CH-1
TA-5
BN-2
BN-1 TA-11 BN-1 BN-1 TA-11 BN-1 BN-1 TA-11 BN-1 BN-1 TA-11 BN-1 BN-1 TA-11 BN-1 BN-1 TA-11 BN-1 BN-1 TA-11 BN-1 UP
UP
DN

FRONT LEFT
S
5'-8"
7'-91
2 "
DN
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
LINEN
CART
UP
DN
20'-3" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 17'-11 2 "
26'-4" 26'-4" 26'-4"
21'-3"
17'-10"
21'-81
2 " 19'-4" 21'-3"
9'-7"
10'
10'
21'-81
2 "
10'
20'-3"
2'-10"
2'-10"
2'-10"
2'-10"
11'-6"
6'-01
2 "

MEETING
ROOM

RESTAURANT
CHECK

IN HOUSEKEEPING

MEETING
ROOM
OFFICE
SOUTH
PORCH
PREP

KITCHEN

MEETING
ROOM
STOR.

STOR.

LINEN
CHUTE

WOMEN MEN
REF.

RECEIVING

LUGGAGE

STORAGE

GALLERY DISPLAY

COLD ELEV
PREP
FREZ.

EXHIBITION

KITCHEN
DRY

SERVICE GALLERY

FREIGHT

SERVICE
ELEV
ELEV

HOLDING
AREA
REF.

ELEV

TO GARAGE

RESTAURANT

TERRACE
BAR

TERRACE
EVENTS
LAWN

PRE FUNCTION

LUGGAGE

STORAGE
WORK
PERCH

GATHERING
STEPS
LOBBY
LOUNGE
BAR
BAR
LOUNGE

ELEVATOR RECEPTION
LOBBY

GALLERY DISPLAY

GALLERY
STOR,

GM OFFICE

HOUSEKEEPING
STOR.

WEST

BALLROOM
EAST

BALLROOM

WEST BALLROOM
PORCH

EAST BALLROOM

TERRACE
DNUP
10'-91
4 "
FLOOR PLAN - LEVEL 2
(RIVERWALK)
FLOOR PLAN - LEVEL 2 (RIVERWALK)
NOT TO SCALE@11x17
SCALE: 1/16 “= 1’-0” @ 24x36
12 48FT
N

SAN LORENZO RIVER
A
A
B
B
C
C

FRONT STREET

SAN LORENZO RIVERWALK
NOTE: RECESSED BUILDING BREAK
PER SCDP SECT. H.2.d.i
NOTE: 10’ RIVERWALK STEPBACK
PER SCDP SECT. E.4.d

COMMERCIAL/AMENITIES DESIGNED TO ACTIVATE THE

LENGTH OF THE RIVERWALK FRONTAGE
NOTE: 50’ MAPLE ALLEY

PASEO PER SANTA CRUZ

DOWNTOWN PLAN

LAUREL STREET
NOTE: GATEWAY

LANDSCAPING SETBACK
NOTE: ACCESS TO

THE RIVERWALK
PER SCDP SECT. E.5
D D
NOTE: ADDTIONAL RECESSED

BUILDING BREAK
PER SCDP SECT. H.2.d.i
NOTE: 50’ MAPLE ALLEY

PASEO PER SANTA CRUZ

DOWNTOWN PLAN

EMPLOYEE

ACCESS ONLY

EMPLOYEE / GUEST

ACCESS ONLY

PUBLIC RESTROOMS

AVAILABLE DURING

BAR/RESTAURANT
HOURS.

SEMI-PUBLIC LAWN SPACE.

AVAILABLE TO PUBLIC EXCEPT FOR

WHEN CLOSED FOR PRIVATE

HOTEL/MEETING ROOM FUNCTIONS

GENERAL LANDSCAPING GENERAL HARDSCAPING

PUBLIC SEATING AREAS

ASSOCIATED WITH COMMERCIAL

SPACES PUBLIC ACCESS BIKE RACK LOCATIONS PUBLIC BENCH SEATING

SEMI-PUBLIC LAWN SPACE AVAILABLE TO

PUBLIC EXCEPT FOR WHEN CLOSED FOR

PRIVATE HOTEL/MEETING ROOM

FUNCTIONS

PUBLIC RESTROOMS AVAILABLE

DURING BAR/RESTAURANT HOURS

EMPLOYEE / GUEST

ACCESS ONLY
(EGRESS DOOR) 26'-4"
NOTE: ACCESS TO

THE RIVERWALK
PER SCDP SECT. E.5

AREA AT SIDEWALK
LEVEL BELOW. SEE
SHEET A1.02

15.31 A1.08
04-12-21
07-06-21
0 1

PLANNING

SUBMITTAL

REVISED DESIGN

THE CRUZ HOTEL

LANDSCAPE ARCHITECTURE
515 SWIFT ST.

SANTA CRUZ, CA 95060
(831) 423-6040
JLJA.COM
2 12-22-22 PLANNING

RESUBMITTAL
COPYRIGHT © 2022 BCV ARCHITECTURE + INTERIORS, ALL RIGHTS RESERVED 50'

MAPLE STREET PASSAGEWAY

PER SANTA CRUZ

DOWNTOWN PLAN
UP

ROOFTOP

MECHANICAL
T.B.D.
20'-3" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 19'-4" 20'-3" 20'-3" 19'-4" 19'-4" 17'-11 2 "
26'-4" 26'-4" 26'-4"
21'-3"
17'-10"
21'-81
2 " 19'-4" 21'-3"
9'-7"
10'
10'
21'-81
2 "
10'
20'-3"
2'-10"
2'-10"
2'-10"
2'-10"
11'-6"
DN
BOH
BAR
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
1'-6 9/16"
[472]
2'-1 9/16"
[650]

TOP EXIT
BK=6'-9 5/16"
[2066]
BG=4'-0 1/2"
[1232]
DN
BOH

POOL SPA

POOLSIDE LOUNGE SEATING

POOLSIDE LOUNGE SEATING
PLUNGE
POOL

WOMEN MEN
PREP

KITCHEN

LIGHTWELL

TO BELOW LIGHTWELL

TO BELOW

LIGHTWELL

TO BELOW LIGHTWELL

TO BELOW
PLUNGE
POOL
LOUNGE

SEATING

ROOF PLAN

SAN LORENZO RIVER
A
A
B
B
C
C

LAUREL STREET

FRONT STREET

SAN LORENZO RIVERWALK
NOT TO SCALE@11x17
SCALE: 1/16 “= 1’-0” @ 24x36
12 48FT
N
NOTE: INTEGRATED

SCREENED MECHANICAL PENTHOUSE
& ROOFTOP ACCESS STAIR
PER SCDP SECT. H.2.c.ii
D D

ACCESS TO BUILDING ELEVATOR

FOR ROOF TOP ACCESS

PUBLIC RESTROOMS AVAILABLE

DURING OPERATIONAL HOURS LANDSCAPING

15.32 City Council

AGENDA REPORT
DATE: 07/23/2025
AGENDA OF: 08/12/2025
DEPARTMENT: Economic Development and Housing
SUBJECT: Lease Agreement with Frazley Adventures, LLC dba Switch Bakery for City-owned Commercial Space at 1016 Cedar Street (EDH)
LOCATION: District 4
RECOMMENDATION: Motion to:
1) Approve and authorize the City Manager to execute the Lease Agreement with Frazley Adventures, LLC, and any documents, amendments or extensions of a non-substantive nature, in a form approved by the City Attorney, for the commercial cafe space located at 1016 Cedar Street;
2) Adopt a resolution amending the Fiscal Year 2026 budget to budget revenue in the amount of $13,800 in the Parking Fund (Fund 741); and
3) Approve the CEQA determination contained in this Agenda Report, including the application of the following exemptions in the event that this Council action is deemed a CEQA “project”:
14 CCR 15301 (exemption for existing facilities) and 14 CCR 15061(b)(3) (common sense exemption).

BACKGROUND: The City owned commercial cafe space at 1016 Cedar Street in the Locust Street Garage has been vacant since 2022, when the former tenant, Cafe Limelight, ceased operations during the COVID-19 pandemic. Despite the desirable location, the space has been challenging to lease as a food service venue due to needed tenant improvements to meet current health and building code requirements. The space has been listed for several years and City staff have vetted several prospective tenants. In April 2025, the City received a letter of interest from Frazley Adventures, LLC, doing business as (DBA) Switch Bakery, which currently operates a health-conscious gluten free bakery at local farmers markets and provides numerous local restaurants with gluten free products. City staff published a last call for proposals and received one additional proposal before the closure period in early June.

DISCUSSION: Of the two proposals received, staff recommend Switch Bakery as the preferred tenant for the 1016 Cedar Street location both for the quality of the proposal which included thorough financial projections and a marketing plan as well as for the unique blend of products and experiences not otherwise available downtown.

16.1 Switch Bakery proposes to run a production bakery at 1016 Cedar Street with sandwiches and flatbreads made on their signature gluten free bread, as well as a dessert lounge, serving a variety of zero-proof mocktails and small bites. They have evaluated the space and are excited that it suits their needs, as is, with only minor improvements needed before occupancy.

City staff recommend that the City enter into a Lease Agreement with Frazley Adventures, LLC dba Switch Bakery for the space at 1016 Cedar Street. The owners, Joshua Bradley and Amanda Frazier, bring more than 40 years of related entrepreneurial experience in marketing, operations, fine dining andbrand development to their new venture. Joshua is also a published cookbook author who was commissioned to publish his first cookbook providing health-conscious options for those struggling with Crohn’s Diseases – the Crohn’s Disease Autoimmune Protocol (AIP) Cookbook.

Proposed lease terms are outlined below:
• Commencement Date: The earlier of 1) December 31, 2025; or, 2) the issuance of all required permits and approvals.
• Lease Term: Four (4) years, terminating December 31, 2029, with up to three (3) extensions for two (2) years, subject to mutual agreement to extend occupancy. • Monthly Rent: Tenant shall pay the greater of; 1) $2,300.00 per month (Base Rent); or, 2) 10% of Adjusted Gross Monthly Sales. Base Rent shall be adjusted annually as indexed to the Consumer Price Index (CPI) for San Francisco-Oakland-San Jose, capped at 3%.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed Council action is not a “project” under CEQA because it will not have a “direct physical change in the environment, or a reasonably foreseeable indirect physical change to the environment.” (Public Resources Code § 21065.) And, even if deemed a a CEQA “project” the proposed action is exempt from CEQA under: (1) 14 CCR 15301 – Class 1 Categorical Exemption - because the Council action relates to the lease of an existing facility involving negligible or no expansion of existing or former use; and (2) 14 CCR 15061(b)(3) – common sense exemption - as an activity that, with certainty, does not have an effect on the environment.

HEALTH IN ALL POLICIES (HiAP): Promoting locally owned businesses helps support social and community bonds, improves community economic resilience, reduces commute times and pollution from owner operators, and generally aligns business activities with local culture and initiatives. While these factors have been shown to have a positive impact on the social determinants of health and support overall well-being in the community. In addition, the owners’ business model proposed a unique health forward focus that will increase options for diners with special needs or preferences.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: Yes

3. The recommendation creates an on-going expenditure commitment: No

16.2 FISCAL IMPACT DESCRIPTION: The Base Rent of $2,300.00 per month is expected to yield annual revenues of $27,600, at minimum. For Fiscal Year 2026, the minimum revenue is expected at $13,800 for the remainder of the fiscal year. The Percentage Rent increases the potential revenue yield for the unit, should sales exceed the Base Rent. Lease revenue from the commercial space is maintained in City’s Parking Fund (Fund 741) and helps support property management activities for the Locust Garage, general parking services, and other uses allocated through the annual budget process. Rents will be adjusted annually in line with CPI.

Prepared By:

David McCormic
Development Manager
Submitted By:

Bonnie Lipscomb
Deputy City Manager
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. DRAFT LEASE - SWITCH BAKERY.DOC

2. BUDGET ADJUSTMENT.PDF

16.3 LEASE AGREEMENT

BETWEEN

THE CITY OF SANTA CRUZ
AND

FRAZLEY ADVENTURES, LLC

DBA SWITCH BAKERY
1016 CEDAR STREET
(AT LOCUST STREET GARAGE)

16.4 i
Table of Contents
ARTICLE 1. BASIC LEASE PROVISIONS.....................................................................................................................1

1.01. Tenant's Trade Name.......................................................................................................................................................1

1.02. Commencement of Term.................................................................................................................................................1

1.03. Term.................................................................................................................................................................................1

1.04. Property Address and Premises Location.......................................................................................................................1

1.05. Rentable Area ..................................................................................................................................................................1

1.06. Tenant's Deadline to Complete Tenant's Work..............................................................................................................1

1.07. Rent ..............................................................................................................................................................................1

1.08. Security Deposit ..............................................................................................................................................................1

1.09. Use of Premises...............................................................................................................................................................1

1.10. Business Hours ................................................................................................................................................................1

1.11. Guarantor of Lease ..........................................................................................................................................................1

1.12. Address for Notices to Tenant ........................................................................................................................................2

1.13. Landlord's Address for Notices and Payment of Rent ...................................................................................................2 ARTICLE 2. LEASE OF PREMISES.................................................................................................................................3

2.01. City of Santa Cruz as Landlord......................................................................................................................................3

2.02. Premises..........................................................................................................................................................................3

2.03. Reservations....................................................................................................................................................................3

2.04. Tenant Improvements.....................................................................................................................................................3

2.05. Condition of Premises ....................................................................................................................................................3

2.06. Common Areas...............................................................................................................................................................3 ARTICLE 3. TERM...............................................................................................................................................................4

3.01. Commencement of Term................................................................................................................................................4

3.02. Early Access ...................................................................................................................................................................4

3.03. Extension of Term.........................................................................................................................................................4

3.04. Expiration; Holding Over...............................................................................................................................................5 ARTICLE 4. RENT................................................................................................................................................................5

4.01 Base Rent........................................................................................................................................................................5

4.02 Additional Rent ..............................................................................................................................................................5

4.03 Commencement of Rent.................................................................................................................................................7

4.04. Annual Adjustment To Rent ..........................................................................................................................................7

4.05. Payment of Rent .............................................................................................................................................................7

4.06. Late Charges & Interest..................................................................................................................................................7 ARTICLE 5. SECURITY DEPOSIT...................................................................................................................................8

5.01. Amount of Deposit .........................................................................................................................................................8

5.02. Use and Return of Deposit.............................................................................................................................................8

5.03. Transfer of Security Deposit..........................................................................................................................................8 ARTICLE 6. TAXES; ASSESSMENTS...........................................................................................................................8

6.01. Personal Property Taxes.................................................................................................................................................8

16.5 ii

6.02. Possessory Interest Taxes...............................................................................................................................................8

6.03. Parking and Business Improvement Area Zone and Charges.......................................................................................8

6.04. Parking Deficiency Fees; Title 12 Santa Cruz Municipal Code - Local Improvements..............................................8

6.05. Tenant Taxes Paid by Landlord.....................................................................................................................................9 ARTICLE 7. USE...................................................................................................................................................................9

7.01. Use of Premises..............................................................................................................................................................9

7.02. Storage; Office Space.....................................................................................................................................................9

7.03. Operation of Business/Covenant of Continuous Operation..........................................................................................9

7.04. Hazardous or Toxic Materials........................................................................................................................................9

7.05. Tenant's Indemnification..............................................................................................................................................10

7.06. Definition of Hazardous Material................................................................................................................................10

7.07. Compliance with Governmental Regulations............................................................................................................10

7.08. Americans With Disabilities Act...............................................................................................................................10

7.09. CASp Inspection .......................................................................................................................................................11 ARTICLE 8. ALTERATIONS AND ADDITIONS.........................................................................................................12

8.01. Consent .........................................................................................................................................................................12

8.02. Notices..........................................................................................................................................................................12

8.03. Trade Fixtures...............................................................................................................................................................12

8.04. Restoration....................................................................................................................................................................12

8.05. Sign and Advertising Matter........................................................................................................................................12 ARTICLE 9. UTILITIES....................................................................................................................................................13

9.01. Separate Charges..........................................................................................................................................................13

9.02. Interruption...................................................................................................................................................................13

9.03. Efficiency......................................................................................................................................................................13 ARTICLE 10. INDEMNIFICATION ...............................................................................................................................13

10.01. Landlord's Indemnification of Tenant .......................................................................................................................13

10.02. Tenant's Indemnification of Landlord .......................................................................................................................13

10.03. Damage to Tenant's Property.....................................................................................................................................14

10.04. Survival ...................................................................................................................................................................14 ARTICLE 11. INSURANCE ..............................................................................................................................................14

11.01. Insurance Requirements.............................................................................................................................................14

11.02. Review of Coverage/Contractor Insurance ...............................................................................................................14

11.03. Tenant's Failure To Maintain Insurance....................................................................................................................14

11.04. Landlord's Insurance ..................................................................................................................................................15

11.05. Mutual Waiver of Subrogation ..................................................................................................................................15

11.07. Waiver of Subrogation............................................................................................................................................15 ARTICLE 12. MAINTENANCE AND REPAIRS..........................................................................................................15

12.01. Landlord's Maintenance Obligations.........................................................................................................................15

12.02. Landlord's Right of Entry...........................................................................................................................................16

12.03. Tenant's Maintenance Obligations.............................................................................................................................16

16.6 iii

12.04. Plate Glass ..................................................................................................................................................................16

12.05. Notice by Tenant........................................................................................................................................................16 ARTICLE 13. PARKING ...................................................................................................................................................16 ARTICLE 14. ASSIGNMENT AND SUBLETTING .....................................................................................................17

14.01. Prohibition Against Voluntary Assignment, Subletting, and Encumbering; Tenant's Request to Landlord.......................................................................................................17

14.02. Involuntary Assignment .............................................................................................................................................17

14.03. Consent Required.......................................................................................................................................................17

14.04. Deemed Assignment ..................................................................................................................................................17

14.05. Unauthorized Assignment or Sublease......................................................................................................................18

14.06. Effect of Consent........................................................................................................................................................18

14.07. Expenses and Attorneys' Fees....................................................................................................................................18

14.08. Excess Consideration .................................................................................................................................................18

14.09. Surrender of Lease .....................................................................................................................................................18 ARTICLE 15. DEFAULT...................................................................................................................................................18

15.01. Events of Default........................................................................................................................................................18

15.02. Landlord Election.......................................................................................................................................................19

15.03. Landlord's Right to Perform.......................................................................................................................................19

15.04. Remedies ....................................................................................................................................................................19

15.05. Covenants and Conditions .........................................................................................................................................21 ARTICLE 16. DAMAGE OR DESTRUCTION..............................................................................................................21

16.01. Landlord's Duty To Repair and Right to Terminate .................................................................................................21

16.02. Tenant's Duty to Repair or Replacement...................................................................................................................22

16.03. Tenant's Right to Terminate.......................................................................................................................................22

16.04. Waiver.....................................................................................................................................................................22 ARTICLE 17. ESTOPPEL CERTIFICATES; ATTORNMENT.................................................................................22

17.01. Tenant to Furnish Certificate .....................................................................................................................................22

17.02. Attornment..................................................................................................................................................................22

17.03. Additional Documents ...............................................................................................................................................22 ARTICLE 18. OTHER MUNICIPAL RULES AND REGULATIONS......................................................................22 ARTICLE 19. MISCELLANEOUS...................................................................................................................................23

19.01. Attorneys' Fees ...........................................................................................................................................................23

19.02. Sale or Lease of the Property by Landlord................................................................................................................23

19.03. Joint and Several Liability to Successors ..................................................................................................................23

19.04. Interpretation ..............................................................................................................................................................23

19.05. Time............................................................................................................................................................................24

19.06. Force Majeure ............................................................................................................................................................24

19.07. Notices........................................................................................................................................................................24

19.08. Relationship of Parties ...............................................................................................................................................24

16.7 iv

19.09. Waiver ........................................................................................................................................................................24

19.10. Accord and Satisfaction .............................................................................................................................................24

19.11. Permits and Approvals...............................................................................................................................................24

19.12. Guaranty of Lease ......................................................................................................................................................24

19.13. Recycling Activities ...................................................................................................................................................25

19.14. MacBride Principles and the Peace Charter..............................................................................................................25

19.15. Compliance with Fire Department Rules and Regulations.......................................................................................25

19.16. Severability.................................................................................................................................................................25

19.17. Authority.....................................................................................................................................................................25

19.18. Counterparts ...............................................................................................................................................................25

EXHIBITS
Exhibit A – Diagram of 1016 Cedar Street and Property
Exhibit B –Landlord's and Tenant's Work
Exhibit C – Current Common Areas
Exhibit D – Insurance Requirements
Exhibit E –Sign Criteria
Exhibit F - Guaranty of Lease

16.8 1

LEASE AGREEMENT
THIS LEASE AGREEMENT (“Lease”) is made this __th day of August, 2025 (“Commencement Date”) between the CITY OF SANTA CRUZ, a municipal corporation ("Landlord") and FRAZLEY ADVENTURES, LLC, a California limited liability corporation ("Tenant"), dba Switch Bakery. Landlord and Tenant agree to all of the terms and conditions of this Lease as follows:

ARTICLE 1. BASIC LEASE PROVISIONS.

The following are basic terms applicable to this Lease. The Sections and Exhibits referenced below in parentheses explain and define the basic terms specified below and are to be read in conjunction with basic terms herein:

1.01. Tenant's Trade Name: Switch Bakery (Section 8.01).

1.02. Commencement of Term. The earlier of December 31, 2025 or issuance of all required permits for operations of Tenant’s business(Section 3.01).

1.03. Term. Four (4) year(s) from the Commencement of the Term, expiring December 31, 2029. (Section

3.01), plus three (3) optional two-year (2) extensions as described in Section 3.03.

1.04. Property Address and Premises Location. Address: 1016 Cedar Street, Santa Cruz, CA 95060 (Section 2.02, Exhibit A).

1.05. Rentable Area. 1208 square feet (Interior Portion) of 142,910 square footage of building on Property, plus approximately 208 square feet of outdoor patio. (Section 2.02, Exhibit A).

1.06. Tenant's Deadline to Complete Tenant's Work. December_____, 2025, equivalent to four (4) months from Commencement of Term. (Exhibit B).

1.07. Rent.

Tenant shall pay to the City the greater of (Section 4.02):
(a) $2,300/month in Base Rent; or,
(b) 10% of gross sales.

1.08. Security Deposit: $ 4,600, equivalent to two (2) month’s rent (Section 6.01).

1.09. Use of Premises: Lessee shall have use of the premises for preparation and retail sales of prepared & packaged foods, non-alcoholic beverages, and related food items or merchandise that fit within the capabilities of permits and certifications issued or obtained for the space from the City and/or County of Santa Cruz (collectively, the “Permitted Use”) and for no other use without Landlord's prior written consent. (Section 8.01).

1.10. Business Hours. Tenant's hours of operation unless otherwise agreed in writing shall be at least eight (8) hours per day between the hours of 9:00 AM and 12:00 AM, five (5) days per week, including weekends, or as may be modified with approval of the Landlord (Section 8.02).

1.11. Guarantor of Lease. Joshua Bradley and Amanda Frazier (Exhibit F).

16.9 2

1.12. Address for Notices to Tenant.
_________________________
_________________________
_________________________
Phone: ___________________
Email: ___________________

1.13. Landlord’s Address for Notices and Payment of Rent.

City of Santa Cruz
City Manager
Attn: Asset Manager
337 Locust Street
Santa Cruz, CA 95060
Phone: 831.420.5156
Email: [email protected]

16.10 3
ARTICLE 2. LEASE OF PREMISES

2.01. City of Santa Cruz as Landlord. Tenant acknowledges and understands that the Landlord is a municipality consisting of numerous offices, departments, agencies and districts. Whenever a provision contained in this Lease, or any extension, modification or amendment, requires the "written consent" of the Landlord, such consent must be obtained from the then acting City Manager or Assistant City Manager for the City of Santa Cruz. Tenant may not rely on any statement or representation by any other employee, agent or representative of Landlord in obtaining such consent and any such statement or representation other than the express written consent of the City Manager or Assistant City Manager shall be null and void and have no effect. Nothing contained in this Section shall limit in any way the authority of any office, department, agency or district of the City or County of Santa Cruz California from approving or withholding consent to any event or activity regulated by local law.

2.02. Premises. Landlord leases to Tenant and Tenant leases from Landlord the commercial space at the address designated in Section 1.04, (the "Premises") located in the office building belonging to the City of Santa Cruz and commonly known as the 1016 Cedar Street (the "Property"). The approximate configuration and location of the Premises is shown on Exhibit “A”. Landlord and Tenant agree that the rentable area of the Premises for all purposes under this Lease shall be the Rentable Area specified in Section 1.05 of the Basic Lease Provisions.

2.03. Reservations This Lease confers no rights either with regard to the subsurface of the land below the ground level of the Premises or with regard to airspace above the roof of the Premises. Landlord reserves the right to enter and access the roof of the Premises or Property to repair and maintain the roof and to use any space within walls or above the ceiling finish and beneath the floor surface for utility lines and conduits. Except as otherwise expressly provided herein, Landlord shall not unreasonably interfere with the Tenant's quiet enjoyment of the Premises.

2.04. Tenant Improvements. If applicable, the respective obligations of the Landlord and Tenant regarding preparation of and initial improvements to the Premises for Tenant's use are set forth in Exhibit "B" attached to this Lease and are defined as either Landlord's Work or Tenant's Work, as the case may be. Any improvement, installation of fixture or item of equipment that is not listed on Exhibit B as “Landlord’s Work” is the Tenant's obligation at its sole cost; and any such work must be approved in writing by the Landlord before such improvement or installation of said fixture or equipment commences.

2.05. Condition of Premises. Tenant acknowledges that it recognizes the uniqueness of the Premises and Property and accepts them in their current and disclosed “AS IS, IN ITS CURRENT CONDITION, WITH ALL FAULTS” condition existing on the date of execution of this Lease, subject to all applicable zoning, municipal county or state laws, ordinances and regulations affecting the use of the Premises, and subject to those items, if any, included on Exhibit B as Landlord's Work. Tenant acknowledges that it has satisfied itself, by its own independent investigation, that the Premises are suitable for its intended use and neither Landlord nor its agents or representatives have made any representation or warranty as to the present or future suitability of the Premises for the conduct of Tenant's business.

2.06. Common Areas.
(a) The term "common areas" means those shared facilities outside the Premises and within the boundaries of the Property that are provided and designated by Landlord from time to time for the general use and convenience of Tenant and of other tenants of the Property and their respective authorized representatives and invitees. Common areas may include, without limitation, pedestrian walkways and patios (except patio area leased by Tenant or any other tenant), landscaped areas, service corridors, decorative walls, plazas, throughways, restrooms, and loading areas. The present designation of common areas is provided in Exhibit “C” attached hereto. (b) Tenant's Right to Use. Landlord gives to Tenant and its authorized representatives and invitees the nonexclusive right to use the common areas, with others who are entitled to use the common areas, subject to Landlord's rights set forth in Section 2.06 (a).
(c) Landlord's Maintenance and Management. Landlord shall maintain the common areas in good condition at all times. Landlord shall have the right to:

16.11 4
i. Establish and enforce reasonable rules and regulations applicable to all tenants concerning the maintenance, management, use, and operation of the common areas. ii. Close any of the common areas to whatever extent required to prevent a dedication of any of the common areas or the accrual of any rights of any person or of the public to the common areas. iii. Close temporarily any of the common areas for maintenance purposes. If closure is for repair or for other than routine maintenance, and will require more than four hours, Tenant will be provided three (3) working days’ notice, except in case of emergency. Work is to be completed in a timely manner. iv. Designate other property outside the boundaries of the Property to become part of the common areas.
v. Select a person to maintain and operate any of the common areas if at any time Landlord determines that the best interests of the Property will be served by having any of the common areas maintained and operated by that third party. Landlord shall have the right to negotiate and enter into a contract with that third party on such terms and conditions and for such period of time as Landlord deems reasonable and proper both as to service and as to cost.
vi. Make changes to the common areas, including what is to be considered common areas. vii. Charge Tenant a reasonable share of the costs associated with maintaining and managing the common areas as part of Additional Rent as set forth under the Lease.

ARTICLE 3. TERM.

3.01. Commencement of Term.
(a) This Agreement shall be effective as of the Commencement Date (defined above). The rights and obligations of Landlord and Tenant under this Agreement are binding as of the Effective Date, unless a provision of this Agreement specifically sets forth another commencement date for the performance of an obligation.

The initial term of this Lease (the “Initial Term”) shall commence on the date specified in Section 1.02 (“Commencement Date”) and shall continue until the date of termination specified in Section 1.03, unless extended at City’s sole discretion or terminated earlier. Upon termination of this Lease, Tenant shall remove any fixtures and improvements in the Premises at Tenant’s sole expense and return the Premises to the condition it was in immediately prior to Tenant’s use, or better, excepting normal wear and tear or written approval by the Landlord.

3.02. Early Access. Tenant is entitled to access the Premises at any time after Commencement Date for the purpose of installing Tenant's systems, furniture, telecommunications cabling, and other fixtures and equipment, but not for the purpose of operating Tenant's business on the Premises, provided that the Lease and Guaranty have been executed by all parties on or before this date, and provided further that Tenant has provided to Landlord certificates of insurance for all insurance that Tenant is required to maintain under this Lease. If Tenant is provided access to the Premises before the Commencement Date under this section, all of the terms and provisions of this Lease will apply to Tenant's use of the Premises except for the requirement for the payment of Rent, and Tenant must abide by all of such terms and provisions.

3.03. Option for Extension of Term.
(a) If Tenant fully and faithfully performs all of the terms and conditions of this Lease and is not in default at any time during the Initial Term of this Lease, Tenant may request an extension to the Initial Term by giving written notice (“Extension Request”) to Landlord at least one hundred twenty (120) days but not more than one hundred eighty (180) days before the expiration of the Initial Term. Landlord shall have the sole option to extend the Initial Term of this Lease for up to three (3) additional two (2) year periods (the “Extended Term”) immediately following the

16.12 5
expiration of the Initial Term, upon the same terms and provisions contained in this Agreement except for the amount of the Base Rent, which shall be adjusted as provided in Article 4 (Rent). The Initial Term and Extended Term are collectively referred to herein as the “Term.”
(b) If Tenant has failed to cure a default in accordance with Article 15 (Default) of this Lease, at any time during the Initial Term of this Lease, Tenant’s request to extend the Initial Term of this Lease shall be totally ineffective and this Lease shall expire at the end of the Initial Term, unless otherwise agreed to by Landlord as provided in section (c) or terminated earlier in accordance with this Lease. (c) Landlord may (in its sole and absolute discretion and without any obligation to do so) elect to accept the Extension Request notwithstanding the default of Tenant (which acceptance shall not waive or otherwise relieve Tenant of its obligations to promptly correct such default(s) and fully comply with all terms and conditions of this Agreement).
(d) Tenant’s failure to timely give the Extension Request to Landlord shall constitute an election by Tenant not to request an extension. In that event, Tenant’s right to request an extension of the Initial Term shall automatically and immediately terminate without notice and this Lease shall expire at the end of the Initial Term. Tenant shall have no other rights to extend the Initial Term.
(e) Any extension granted to Tenant in this Lease is personal to the original Tenant and cannot be assigned or exercised by anyone other than said original Tenant without Landlord’s prior written consent, which may be given or withheld in Landlord’s sole and absolute discretion, and only while the original Tenant is in full possession of the Premises and, if requested by Landlord, with Tenant certifying that Tenant has no intention of thereafter assigning or subletting.

3.04. Expiration; Holding Over. The Term will expire at 5:00 p.m. on the date specified as the termination date of this Lease, unless extended as provided herein. If Tenant should remain in possession of the Premises after the expiration of the Term of this Lease, or after Landlord has declared a forfeiture of this Lease as a result of Tenant's default, then such holding over shall be construed as a tenancy from month-to-month, subject to all of the terms, conditions, provisions and obligations of this Lease at the time this Lease expires or upon the Tenant's default, as the case may be, except the Base Rent shall be [one and one-half (1.5)] times the amount of such rent in effect prior to the Tenant's holdover. Unless the Tenant obtains the express written consent of Landlord to holding over, Landlord does not waive its right to pursue any legal or equitable remedy against Tenant with regard to Tenant's continued possession of the Premises after the expiration of the term of this Lease. Under a month-to-month tenancy, either party may terminate this Lease, by providing no less than thirty (30) day written notice to the other party.

ARTICLE 4. RENT.

4.01. Base Rent.

Beginning with the Commencement Date, Tenant shall pay to Landlord on the first day of each month during the Term of this Lease, the greater of the following, together with any Additional Rent due, as may be applicable:
(a) A monthly Base Rent, without deduction, setoff, prior notice, or demand, in the amounts set forth in section 1.07, subject to adjustment set forth in Section 4.04.a; Base Rent for any partial month shall be prorated at the rate of 1/30th of the Base Rent per day; or (b) A sum equal to ten percent (10%) of Tenant’s annual Gross Sales (Section 4.07) and business transacted through the onsite sale of food, beverage, and merchandise, and excepting any sales tax, returns, or regulatory fees collected.

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4.02. Additional Rent.
(a) In addition to paying Base Rent, Tenant shall pay as “Additional Rent,” Tenant’s Share of the Operating Costs as set forth below in this section, and as indicated elsewhere in the Lease. All amounts due as Additional Rent are payable for the same periods and in the same manner as the Base Rent; or, within thirty-days (30) of notice by Lessor, if not charged regularly. As used herein, “rent” includes both Base Rent and Additional Rent. Tenant's obligations to pay the Additional Rent shall survive the expiration of the Lease. (b) Tenant shall pay to Landlord as Additional Rent, the Tenant’s share (“Tenant’s Share”) of the following “Operating Costs”:–
(i) the costs of managing, operating, repairing the Property (including maintenance, repair and replacement of glass, HVAC systems, electrical systems, the roof covering or membrane, landscaping, janitorial services, security services);
(ii) utilities and services paid by Landlord (including, without limitation, water, gas, electricity, telecommunications facilities and equipment, sewer, recycling programs and trash removal); (iii) administrative costs related to operation, maintenance, repair of the Property; (iv) costs of licenses, permits, and inspections, or otherwise to comply with applicable laws or regulations;
(v) property management fees;
(vi) accounting, legal, and other professional services incurred in connection with the operation of the Property and calculation of Operating Costs, and enforcement of Lease; (vii) costs and expenses of operating, managing, maintaining, or repairing any shared or common areas of the Property;
(viii) any real property taxes paid or incurred by Landlord due to the ownership, leasing or operation of the Property; and
(ix) other cost, expenditure, fee or charge, whether or not described hereinbefore, which in accordance with generally accepted property management practices would be considered an expense of managing, operating, maintaining and repairing the Property. Operating Costs for any calendar year during which average occupancy of the Property is less than one hundred percent (100%) shall be calculated based upon the Operating Costs that would have been incurred if the Property had an average occupancy of one hundred percent (100%) during the entire calendar year.
(c) The Tenant’s Share of Operating Costs set forth in Section 1.07 of the Basic Lease Provisions is a percentage calculated by the Rentable Area of the Premises divided by the total Rentable Area of the Property. Tenant’s Share of Operating Costs chargeable as Additional Rent shall be based on that percentage multiplied by the applicable sum of the Operating Costs. The amount of Additional Rent is subject to adjustment based on Landlord’s statement of actual Operating Costs. If the Rentable Area of the Premises or the Rentable Area of the Property is changed by Tenant’s leasing of additional space hereunder or for any other reason, Tenant’s Share shall be adjusted accordingly. (d) Prior to the Commencement Date and prior to the end of each accounting period during the Term of the Lease, Landlord shall notify Tenant of Landlord’s estimate of Tenant’s Share of the Operating Costs to be paid as Tenant’s Additional Rent for the following accounting period. Tenant shall pay to Landlord one-twelfth (1/12th) of the estimated Additional Rent. Landlord can adjust the monthly Additional Rent at the end of each accounting period on the basis of Landlord's reasonably anticipated Operating Costs for the following accounting period. An accounting period is a calendar year or other 12-month period, except that the first accounting period shall commence on the date the term commences and the last accounting period shall end on the date the term expires or terminates. (e) Annually, within 60 days after the end of each accounting period, Landlord shall furnish to Tenant a statement covering the accounting period just ended showing Tenant’s Share of the Operating Costs as finally determined and the Additional Rent payments made by Tenant during the accounting period. If the actual Tenant's Share

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of the Operating Costs for the prior accounting period exceeds the Additional Rent payments made by Tenant, Tenant shall pay Landlord the deficiency within 30 days after receipt of the statement. If Tenant's Additional Rent payments made during the accounting period exceed Tenant's Share of Operating Costs, Landlord shall reimburse Tenant the excess at the time Landlord furnishes the statement to Tenant, or shall apply a credit in the amount of the overage to future Additional Rent due. The obligations of Landlord to refund any overpayment of Additional Rent and of Tenant to pay any Additional Rent not previously paid shall survive the expiration of the Term. (f) Unless Tenant raises any objections to Landlord’s statement of Tenant’s Share of Operating Costs within thirty (30) days after receipt of the same, such statement shall conclusively be deemed correct and Tenant shall have no right thereafter to dispute such statement or any item therein or the computation of Additional Rent based thereon. If Tenant does object to such statement, then Landlord shall provide Tenant with reasonable verification of the figures shown on the statement and the parties shall negotiate in good faith to resolve any disputes. Any objection of Tenant to Landlord’s statement and resolution of any dispute shall not postpone the time for payment of any amounts due Tenant or Landlord based on Landlord’s statement, nor shall any failure of Landlord to deliver Landlord’s statement in a timely manner relieve Tenant of Tenant’s obligation to pay any amounts due Landlord based on Landlord’s statement. (g) Landlord shall keep full, accurate, and separate books of account covering the Operating Costs, and the statement to Tenant shall accurately reflect the total Operating Costs and Tenant's Share. The books of account shall be retained by Landlord for at least 12 months after the expiration of each accounting period. Tenant shall have the right at all reasonable times during the term to inspect the books of account.

4.03. Commencement of Rent.
(a) Tenant's obligation to pay the rent under this Lease shall commence on the date set forth in Section 1.02. (b) In the event that Tenant's obligation to pay rent does not commence on the first (1st) day of a calendar month, Tenant shall pay rent for the fractional month on a per-diem basis (calculated on the basis of a thirty (30)-day month) until the first (1st) day of the calendar month following the commencement of Tenant's obligation to pay rent.

4.04. Annual Adjustment To Rent. Base Rent specified herein shall be subject to adjustment at the commencement of the second year of the Initial Term and each year thereafter on the anniversary of the Commencement Date including all extensions thereto (the "Adjustment Date") as follows:
(a) The base for computing the adjustment is the Consumer Price Index, All Urban Consumers, San FranciscoOakland-Hayward, All Items (1982-1984 = 100), as published by the United States Department of Labor, Bureau of Labor Statistics ("Index"), which is in effect on the date of the commencement of the term ("Beginning Index"). The Index published most immediately preceding the Adjustment Date in question ("Extension Index") is to be used in determining the amount of the adjustment. If the Extension Index is increased over the Beginning Index, the Base Rent for the following year (until the next rent adjustment) shall be set by multiplying the Base Rent set forth above by a fraction, the numerator of which is the Extension Index and the denominator of which is the Beginning Index. (b) In no case shall the Base Rent be less than the Base Rent set forth in Section 1.07, nor shall the Base Rent be less than the Base Rent in effect immediately prior to the adjustment date then occurring. On adjustment of the Base Rent as provided in this Lease, the Landlord shall notify the Tenant in writing of the new Base Rent. If the Index has changed so that the base differs from that in effect when the term commences, the Index shall be converted in accordance with the conversion factor published by the United States Department of Labor, Bureau of Labor Statistics.

If the Index is discontinued or revised during the term, such other government index or computation with which it is replaced shall be used in order to obtain substantially the same result as would be obtained if the index had not been discontinued or revised.

4.05. Payment of Rent. All amounts payable or reimbursable by Tenant under this Lease, including Base Rent, Additional Rent, late charges, and interest constitute rent and shall be payable and recoverable as rent in the manner provided in this Lease on the first day of each and every month throughout the term of this Lease and any

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extension periods. All sums payable to Landlord on demand under the terms of this Lease shall be payable within thirty (30) days after notice from Landlord of the amounts due. All rent shall be paid without offset, recoupment or deduction in lawful money of the United States of America to Landlord at Landlord’s Address for Payment of Rent as set forth in the Basic Lease Provision.

4.06. Late Charges & Interest.
(a) Late Charge. If any payment is not received by Landlord when due, Tenant shall pay to Landlord on demand as a late charge an additional amount equal to ten percent (10%) of the overdue payment. (b) Interest. In addition to the late charges referred to above, which are intended to defray Landlord’s costs resulting from late payments, any payment from Tenant to Landlord not paid when due shall bear interest from the date due until paid to Landlord by Tenant at the rate of one and one half percent (1 1/2%) per month, or the maximum rate of interest allowed by law, whichever is less (“Interest Rate”). (c) The parties agree that said late charges and interest represents a fair and reasonable estimate of the costs that Landlord will incur by reason of late payment by Tenant. The acceptance by Landlord of any late charge shall not constitute a waiver of Tenant's default with respect to the overdue amount, nor prevent Landlord from exercising any of the other rights and remedies available to Landlord under this Lease or as provided by law.

4.07. Gross Sales. The term "Gross Sales" as used in this Agreement means all gross receipts of every kind and nature from sales and services from all business conducted by Tenant on, in, at or from the Premises, unless explicitly exempted below, whether upon credit or for cash, in every department operating in the Premises, whether operated by the Tenant or by any subtenant or concessionaire, excepting therefrom any rebates or refunds to customers and the amount of all sales or excise tax receipts collected from customers and paid by Tenant to any government agency. Sales upon credit shall be included in the Gross Sales for the period in which the merchandise is delivered or service rendered to the customer, regardless of when payment is made.

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ARTICLE 5. SECURITY DEPOSIT.

5.01 Amount of Deposit. Upon execution of this Lease, Tenant shall deposit with Landlord the sum set forth in Section 1.08 herein ("Security Deposit"), equivalent to two months rent. This Security Deposit shall serve as partial security for the full and faithful performance by Tenant of all the terms, covenants and conditions of this Lease to be performed by Tenant. Landlord shall not be required to keep this security deposit separate from its general funds in a trust account, and Tenant shall not be entitled to any interest on such deposit.

5.02 Use and Return of Deposit. If Tenant fails to abide by any of the terms, covenants and conditions of this Lease, then Landlord, at its option, may use any amount of the Security Deposit to compensate Landlord for any loss or damage sustained or suffered due to such failure by Tenant. The entire Security Deposit, or any portion thereof, may be applied by Landlord for the payment of overdue rent or other sums due and payable to Landlord by Tenant hereunder.

Tenant shall, upon the written demand of Landlord, immediately remit to Landlord a sufficient amount in the form of a cashier's check to restore the Security Deposit to the original sum deposited. Failure to do so within five (5) days after such demand shall constitute a material breach of this Lease. Should Tenant comply with all of the terms, covenants and conditions of this Lease and promptly pay when due all of the rent herein provided and all other sums payable to Tenant to Landlord, the Security Deposit will be returned in full to Tenant within thirty (30) days following the end of the Term or earlier termination of this Lease.

5.03. Transfer of Security Deposit. Landlord may deliver the Security Deposit to Landlord's assignee or successor in interest in the Premises, in the event that Landlord's interest is sold, conveyed, transferred or assigned, and upon delivery, Landlord shall be discharged from any further liability with respect to repayment of the Security Deposit to Tenant.

ARTICLE 6. TAXES; ASSESSMENTS.

6.01. Personal Property Taxes. Tenant shall pay before delinquency all federal, state or local taxes, assessments, license fees, and other charges that are levied and assessed against Tenant's personal property installed or located in or on the Premises, including the Property, and that become payable during the term. On demand by Landlord, Tenant shall furnish Landlord with satisfactory evidence of these payments.

6.02. Possessory Interest Taxes. Tenant shall pay before delinquency all Possessory interest taxes, assessments, license fees, and other charges that are levied and assessed against the leasehold interest, including leasehold improvements made in or to the Premises by or for Tenant regardless of whether title to those improvements is vested in Tenant or Landlord. "Possessory Interest Tax" means that tax imposed pursuant to laws of the State of California on leaseholds of tax-exempt property and does not include taxes on Tenant's inventory, personal, or any other tax or assessment that is presently or may, in the future be levied. On demand by Landlord, Tenant shall furnish Landlord with satisfactory evidence of these payments.

6.03. Parking and Business Improvement Area Zone and Charges. Tenant shall pay before delinquency all taxes, assessments, license fees, and other charges that are levied, assessed, charged or imposed upon businesses within any Parking and Business Improvement Area Zones established by the City of Santa Cruz. On demand by Landlord, Tenant shall furnish Landlord with satisfactory evidence of these payments.

6.04. Parking Deficiency Fees; Title 12 Santa Cruz Municipal Code — Local Improvements. Tenant shall pay before delinquency its proportionate share of all taxes, assessments, license fees, and other charges that are levied, and assessed against the Property, other improvements, and land of which the Premises are part by any improvement and/or maintenance district under Title 12 Santa Cruz Municipal Code — Local Improvements as amended (Chapter 12:32.420, Resolutions NS-2233, 20190, and 20424) or any revised or successor ordinances or resolutions thereto. This shall include, but not be limited to, parking deficiency fees. On demand by Landlord, Tenant shall furnish Landlord with satisfactory evidence of these payments.

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6.05 Tenant Taxes Paid by Landlord. If Landlord pays any taxes, assessments, fees, or other governmental charges levied against Tenant arising out of this Lease, Tenant shall reimburse Landlord upon demand for the amount of such payment, together with interest at the Interest Rate from the date of Landlord’s payment to the date of Tenant’s reimbursement.

ARTICLE 7. USE.

7.01. Use of Premises.
(a) Tenant shall use the Premises under the trade name, and solely for the use specified, in Sections 1.09 and 1.10, herein, and in compliance with all laws and regulations now existing or which shall exist. (b) Tenant shall not commit or suffer to be committed any waste upon the Premises or any nuisance or other act or thing which may disturb the quiet enjoyment of any other tenants or their customers in the Property. (c) Tenant shall not use or permit the Premises or any part thereof to be used, for any purpose other than the purpose for which the Premises are hereby leased. No use shall be made or permitted to be made of the Premises, nor acts done, which will increase the existing rate of insurance upon the Premises, or cause a cancellation of any insurance policy covering the Premises or any part thereof. Nor shall Tenant sell or permit to be kept, used, stored or sold in or about the Premises any article which may be prohibited by any policy of fire insurance obtained by the Landlord. Tenant shall, at its sole cost, comply with any and all requirements regarding the use of the Premises by any company that issues a policy of fire, casualty, or public liability insurance to the Landlord. If Tenant's use of the Premises results in a rate increase for the Premises or the Property, Tenant shall pay as additional rent within ten (10) days written notice, a sum equal to the additional premium caused by such rate increase.

7.02. Storage; Office Space. Tenant shall warehouse, store and stock within the Premises only such goods, as Tenant intends to use on or about the Premises for Tenant's business operation on the Premises.

7.03. Operation of Business/Covenant of Continuous Operation. Tenant shall continuously use the Premises for the uses specified in this Lease and shall continuously operate the Premises, during all usual business hours on all such days as comparable businesses of like nature in the area are open, but in no event less than those hours of operation stated in Section 1.10. If the Premises are partially destroyed or condemned and this Lease remains in full force and effect, Tenant shall continue operation of its business at the Premises to the extent reasonably practical from the standpoint of good business judgment during any period of reconstruction.

In the event that Tenant intends to terminate this Lease for any reason, or abandon the Premises, prior to the expiration of the Term of this Lease without the prior written consent of the Landlord, Tenant shall immediately notify Landlord in writing of its intention to terminate or abandon. Except for the expiration of the Term of this Agreement, Tenant agrees to keep the Premises open for business during regular business hours for a period of ninety (90) days following notice of termination or abandonment. During this ninety (90) day period, Tenant shall keep the Premises adequately stocked with merchandise and maintain sufficient personnel in order to conduct its business in accordance with sound business practices.

7.04. Hazardous or Toxic Materials. Tenant shall comply, at its expense, with all federal, state and local statutes or regulations concerning environmental conditions, emissions, pollutants and controls. Tenant shall not cause, store, use, or permit any Hazardous Material, including without limitation asbestos or polychlorinated biphenyls, to be brought upon, kept or used in or about the Premises or Property by Tenant, its agents, employees, contractors or invitees, without the prior written consent of Landlord, which Landlord shall not unreasonably withhold as long as Tenant demonstrates to Landlord's reasonable satisfaction that such Hazardous Material is necessary or useful to Tenant's business, does not violate any requirements of the Landlord's policies of fire, causality or public liability insurance and will be used, kept and stored in a manner that complies with all laws regulating any such Hazardous Material so brought upon or used or kept in or about the Premises or Property.

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7.05. Tenant’s Indemnification. If Tenant breaches any of its obligation stated herein, or if the presence of Hazardous Material on the Premises or Property caused or permitted by Tenant results in contamination of the Premises or Property or poses a danger to public safety, then Tenant shall indemnify, defend and hold Landlord harmless from any and all claims, judgment, damages, penalties, fines, costs, liabilities or losses, including, without limitation, diminution in value of the Premises, damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, damages arising from any adverse impact on marketing of space in the Property, and sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees or other costs which arise during or after the lease term as a result of such contamination. Without limiting the foregoing, if the presence of any Hazardous Material on the Premises caused or permitted by Tenant results in any contamination of the Premises or Property or poses a danger to public safety, Tenant shall promptly take all actions at its sole expense as are necessary to return the Premises and Property to the condition existing prior to the introduction of any such Hazardous Material to the Premises; provided that Landlord's approval of such actions shall first be obtained, which approval shall not be unreasonably withheld so long as such actions would not potentially have any material adverse long-term or short-term effect on the Premises or Property.

7.06. Definition of Hazardous Material. As used herein, the term "Hazardous Material" means any hazardous or toxic substance, material or waste which is or becomes regulated by any local governmental authority, the State of California or the United States Government. The term "Hazardous Material" shall include without limitation, any material or substance which is (i) defined as a "hazardous waste," "extremely hazardous waste" or "restricted hazardous waste" under Sections 25115, 25117 or 25122.7, or listed pursuant to Section 25140, of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law); (ii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act); (iii) defined as a "hazardous material," "hazardous substance," or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory); (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances); (v) petroleum; (vi) asbestos; (vii) listed under Article 9 or defined as hazardous or extremely hazardous pursuant to Article 11 of Titled 22 of the California Administrative Code, Division 4, Chapter 20; (viii) designated as a "hazardous substance" pursuant to Section 311 of the Federal Water Pollution Control Act (33 U.S.C. § 1317); (ix) defined as a "hazardous waste" pursuant to Section 1004 of the Federal Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq. (42 U.S.C. § 6903); or (x) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 9601 et seq. (42 U.S.C. § 9601), and any amendments or successor statutes thereto.

7.07. Compliance with Governmental Regulations. Tenant shall, at its sole cost and expense, comply with all of the requirements of all local, state and federal authorities now in force, or which may hereafter be in force, pertaining to the Premises or Property. With regard to the use of the Premises or Property, Tenant shall faithfully observe all local ordinances and state and federal statutes now in force or which may hereafter be in force.

7.08. Americans With Disabilities Act.

If the Premises requires modifications to comply with the Americans With Disabilities Act (ADA) or any other local, state or federal law or regulation regarding the accessibility of the Premises by disabled individuals, Tenant shall be fully responsible for the cost thereof, provided however, that if expenditures are required during the last six (6) months of this Lease, or Extended Term, and the cost thereof exceeds six (6) months’ rent, Tenant may instead terminate this Lease unless Landlord notifies Tenant, in writing, within ten (10) days after receipt of Tenant’s termination notice that Landlord has elected to pay the difference between the actual cost thereof and the amount equal to six (6) months’ rent. If Tenant elects termination, Tenant shall immediately cease the use of the Premises and deliver to Landlord written notice specifying a termination date at least ninety (90) days thereafter. Such termination date shall, however, in no event be earlier than the last day that Tenant could legally utilize the Premises without commencing such modifications. Termination of the Lease does not relieve Tenant of any duty to assume legal responsibility as stated below for any third-party claims related to compliance with the ADA.

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Notwithstanding the above, Tenant acknowledges and expressly accepts full responsibility for compliance with the requirements of the Americans with Disabilities Act (ADA) and any other local, state or federal law or regulation regarding the accessibility of the Premises by disabled individuals. Tenant agrees to release, indemnify, defend, and hold harmless the Landlord its officials, officers, and employees for any claim, loss, expense, or liability arising from Tenant's failure to fully comply with all such laws or regulations.]

7.09. CASp Inspection.

Landlord states that the Premises and Property has not been inspected by a Certified Access Specialist (CASp) Accordingly, this notice is provided by Landlord pursuant to California Civil Code Section 1938:
“A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law.

Although state law does not require a CASp inspection of the subject premises, the commercial property owner or Landlord may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the Tenant or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of the construction-related accessibility standards within the premises.” Unless otherwise expressly stated in this Lease and subject to the terms of this Lease: (a) Tenant may elect at any time to perform a CASp inspection of the Premises and Property at Tenant’s expense; (b) any repairs or modifications necessary to correct violations of applicable construction-related accessibility standards within or about Premises are the responsibility of Tenant; (c) any construction-related accessibility improvements by Tenant or alterations of or improvements to the Premises or Property are the responsibility of the Tenant; (d) any repairs or modifications to correct violations of applicable construction-related accessibility standards are the responsibility of Tenant.

7.10. Existing equipment. Landlord authorizes Tenant’s use of existing equipment listed on Exhibit B, subject to Tenant’s care, maintenance, and stewardship of the equipment during Tenant’s period of use. In no event shall Landlord be responsible for the repair, replacement, or removal of any equipment on site. Tenant shall notify Landlord at least fifteen (15) days prior to Tenant’s intent to discontinue use or dispose of such equipment. Landlord reserves the right to reclaim any such equipment for Landlord‘s use, by providing Tenant with sixty (6) days prior written notice.

ARTICLE 8. ALTERATIONS AND ADDITIONS.

8.01. Consent. Tenant shall not make any improvements, alterations, or additions to the Premises or Property exceeding $10,000 without Landlord's prior written consent. All improvements, alterations and additions shall be in conformity with the laws, directives, rules or regulations of all applicable public and governmental agencies. The improvements proposed on the attached Landlord’s and Tenant’s Work summary as Exhibit B are hereby approved by City as Landlord, but must be submitted for plan review, permits, and approval as required by the City’s Planning and Building Department.

8.02. Notices. At least fifteen (15) days prior to commencing any work relating to any improvements, alterations or additions approved by Landlord, Tenant shall notify Landlord in writing of the expected commencement date. Landlord shall have the right thereafter to post and maintain on the Premises or Property such notices as Landlord deems necessary to protect Landlord and the Property from mechanics' liens, materialmen's liens or any other liens.

Tenant shall pay, when due, all claims for labor and materials furnished to or for Tenant for use in improving the Premises or Property. Tenant shall not permit any mechanics' or materialmen's liens to be levied against the Premises or Property arising out of work performed, materials furnished or obligations to have been performed on the Premises or Property by or at the request of Tenant. Tenant hereby indemnifies and holds Landlord harmless against loss, damage, attorneys' fees and all other expenses on account of claims of lien of laborers or materialmen or others for work performed or materials or supplies furnished to Tenant or persons claiming under it.

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8.03. Trade Fixtures. Tenant may install trade fixtures, display items, machinery or other trade equipment in conformance with all laws, ordinances, directives, rules or regulations of all applicable public and governmental agencies. With the exception of furniture, equipment, and trade fixtures that may be removed by Tenant without causing damage to the Premises, all improvements, alterations or additions shall become part of the realty and belong to Landlord at termination of the Lease. Tenant shall not remove any trade fixtures, display items, machinery or other trade equipment from the Premises or Property, without Landlord's written consent, if the removal of any such item would cause damage to the Premises or Property and, in the absence of Landlord's written consent to removal, any such item shall be deemed a part of the realty and belong to the Landlord at termination of the Lease.

8.04. Restoration. Except as otherwise provided herein, upon termination of the Lease, Tenant shall return the Premises and Property to the same clean condition as existed at the date of execution of the Lease, reasonable wear and tear excepted. In addition, Landlord, at its election, may require Tenant to remove, at Tenant's sole cost, any improvements, alterations, or additions approved by Landlord in accordance with this Lease. Tenant shall repair, at its sole cost, any damage resulting from the removal of any alterations, improvements, additions, equipment, machinery or trade fixtures.

8.05. Signs and Advertising Matter. Tenant will not place, install, maintain or construct or allow any third party to place, install, maintain or construct any sign, banner, flag, awning or canopy, covering, or advertising matter on the roof, or on any exterior door, wall or windows of the Premises or Property, or any interior portions of the Premises that may be visible from the exterior of the Premises or Property, without Landlord's prior written consent. Landlord, at Tenant's cost, may remove any item placed, constructed, or maintained that does not comply with the provisions of this paragraph. Tenant further agrees to maintain such sign, awning, canopy, decoration, lettering, advertising matter or window coverings in good condition and repair at all times. Tenant shall not display or sell any merchandise or allow carts, portable signs, devices, vending machines or other objects to be stored or remain on the sidewalk or elsewhere outside of the defined exterior of the Premises or Property without the prior written consent of the Landlord.

No advertising medium shall be used or allowed to be used by Tenant which can be heard or experienced outside the Premises, including without limitation, flashing lights, searchlights, loudspeakers, phonographs, radios or television. Except with Landlord's prior written consent, Tenant shall not display, paint or place, or cause to be displayed, painted or placed, any handbills, bumper stickers or other advertising devices on any vehicle parked near the Premises or the Property.

Tenant agrees, at Tenant's sole cost, to construct and install signs as may be required or allowed by Landlord in strict conformance with Landlord's sign criteria specified in Exhibit "D" attached to this Lease ("Sign Criteria") which specifies the permissible design, material, color, location, size and letter style of any such signs. Tenant's signs shall not be installed without the written consent of Landlord. Tenant, at its sole cost, shall obtain all necessary permits before installing, erecting or constructing any such sign. Signs shall be installed prior to the commencement of Tenant's business and thereafter shall be maintained by Tenant at Tenant's sole expense. If Tenant fails to maintain any such sign(s), Landlord shall have the right to maintain any such sign(s) and Tenant shall reimburse Landlord for such cost, plus a twenty percent (20%) overhead fee. If Tenant installs a sign without the Landlord's prior written consent, or said sign does not conform to Landlord's Sign Criteria, Landlord shall have the right, at its sole discretion, to remove and store Tenant's sign at Tenant's sole expense. The removal and storage costs shall bear interest at the Interest until paid.

Landlord reserves the right to revise the Sign Criteria for any reason, at any time, including without limitation changes in any governmental requirement or Landlord's renovation of the Premises or the Property. Within ninety (90) days of Landlord's request, Tenant shall remove Tenant's existing sign, patch the underlying attachment surface, and install a new sign, at Tenant's sole cost and expense, in accordance with Landlord's then existing Sign Criteria.

ARTICLE 9. UTILITIES.

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9.01. Separate Charges. Tenant shall pay for all water, gas, heat, light, power, sewer, refuse, internet and telephone service and any other utilities or services metered or otherwise separately charged to the Premises.

9.02. Interruption. Landlord shall not be liable for any failure or interruption of any utility service being furnished to the Premises, and no such failure or interruption shall entitle Tenant to terminate this Lease.

9.03. Efficiency. Tenant shall endeavor to manage electrical and water usage through the use of energy and water efficient equipment, light bulbs, appliances, or other such point of use fixtures, as available; and, shall turn-off all non-essential, non-security or food safety related equipment or lighting when not in use.

ARTICLE 10. INDEMNIFICATION

10.01. Landlord’s Indemnification of Tenant. Because Landlord is required to maintain insurance on the Building and Tenant compensates Landlord for such insurance as part of Tenant's Share of Operating Expenses, Landlord shall indemnify, defend, and hold harmless Tenant from and against any claims, actions, liabilities, damages, costs or expenses, including reasonable attorneys’ fees and costs incurred in defending against the same ("Claims") asserted by any third party against Tenant for loss, injury or damage, to the extent such loss, injury or damage is caused by the willful misconduct or negligent acts or omissions of Landlord or its authorized representatives in, on, about the Property, or by the breach of Landlord’s obligations under the Lease.

This obligation does not apply to: 1) any Claims caused in part or in whole by Tenant, its employees, agents, representatives, guests, invitees, customers, contractors, subcontractors, suppliers, trespassers, or others acting on Tenant’s behalf or under Tenant’s authority or control; or 2) Claims for damage to Tenant improvements and Tenant’s personal property, fixtures, furniture, and equipment in the Premises and is covered by insurance that Tenant is required to obtain under this Lease (or would have been covered had Tenant carried the insurance required under this Lease).

10.02. Tenant’s Indemnification of Landlord.
(a) Tenant agrees to defend, indemnify, and hold harmless Landlord, its officials, officers, employees, volunteers, and agents from any loss, claim, liability, judgment, expense, including attorney’s fees and costs for any injury or damage to person or property, or of any kind or nature (“collectively, the “Claims”) arising out of or relating to this Lease or the Premises, including: (i) the obligations of Tenant, its employees, and agents under this Lease; (ii) the acts or omissions, or negligence of Tenant or its employees, agents, representatives, guests, invitees, customers, contractors, subcontractors, suppliers, trespassers, or others acting on Tenant’s behalf or under Tenant’s authority or control; (iii) the occupancy and/or use of the Premises (including, but not limited to any improvements or personal property located therein) or Property by Tenant, or by its employees, agents, representatives, guests, invitees, customers, contractors, subcontractors, suppliers, trespassers, or others acting on Tenant’s behalf or under Tenant’s authority or control; or (iv) any breach or default under this Lease by Tenant. (b) Tenant’s indemnification obligations shall not apply to Claims for any injury or damage to person or property to the extent such Claims are caused by the negligence or willful misconduct of Landlord, its officials, officers, employees, volunteers, agents, and invitees, as determined by an adjudicatory body or court of competent jurisdiction, if applicable. Tenant’s obligation to defend shall arise regardless of any claim or assertion that Landlord caused or contributed to the Claims.

10.03. Damage to Tenant’s Property. Landlord shall not be liable for any damage to inventory or other property of Tenant, or others, located in, on or about the Premises or Property, nor for the loss of or damage to any personal property of Tenant or of others by theft or otherwise, which is not the direct result of Landlord's gross negligence, and Tenant waives any claim against Landlord with respect to such personal property, including loss of use, economic losses, and consequential or resulting damage of any kind. Landlord shall not be liable to Tenant, Tenant's employees or representatives for any injury or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water, rain, or leaks from any part of the Premises or Property or from the pipes, appliances or plumbing, or from the roof, street or subsurface or from any other places or by dampness or by any other cause of whatsoever nature. Landlord shall not be liable to Tenant, Tenant's employees or representatives for any such

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damage caused by other tenants, persons, or occupants of adjacent spaces on the Property, or the public, or caused by operations in construction of any private, public or quasi-public work. All property of Tenant kept or stored on the Premises shall be so kept or stored at the sole risk of Tenant, and Tenant shall hold Landlord harmless from any claims arising out of damage to the same, including subrogation claims by Tenant's insurance carriers, unless such damage shall be caused by the willful act or gross neglect of Landlord.

10.04. Survival. The indemnification provisions herein and any other indemnification provided elsewhere in this Lease shall survive the termination of this Lease.

ARTICLE 11. INSURANCE

11.01. Insurance Requirements. Tenant shall procure and maintain for the duration of the Lease, insurance as required in Exhibit E to protect against claims for injuries to persons or damages to the Premises and to loss or damage to Tenant’s trade fixtures, personal property, and improvements which may arise from or in connection with the Tenant’s operation and use of the leased Premises. The cost of such insurance shall be borne by the Tenant.

11.02. Review of Coverage/Contractor Insurance. Landlord may increase or decrease the amount of commercial general liability insurance required herein, based upon a general review by Landlord of the standard insurance requirements. Changes in insurance amounts shall occur not more frequently than once a year. Landlord will notify Tenant of any changes under this provision of this Lease. Landlord may also require Tenant’s contractor or subcontractor to obtain insurance sufficient in coverage, form and amount to provide adequate protection for Landlord, Tenant, and/or those using the Premises or Property.

11.03. Tenant's Failure To Maintain Insurance.
(a) Tenant agrees that if Tenant does not maintain any insurance policy required under this Lease or fails to pay any premiums when due, Landlord may, at its election, either terminate this Lease, require that the Premises be immediately closed for business pending reinstatement of insurance by Tenant, or obtain the necessary insurance and pay the premium, and the repayment thereof shall be deemed to be additional rent due by the Tenant and payable on the next date upon which a payment of rent is due.
(b) Landlord has the right at any time to demand a copy of a Certificate of Insurance from Tenant for the policies of insurance required herein and any other reasonable evidence proving compliance with these provisions. The failure to provide the Landlord with such evidence within five (5) calendar days of such demand shall constitute a material breach of this Lease.
(c) If Tenant is unable to obtain any policy of insurance required by Landlord under this Lease, then Landlord, at its sole discretion, and subject to the availability of coverage, may purchase such policy of insurance and Tenant shall reimburse Landlord for Tenant's pro rata share of the cost of such insurance as Additional Rent. In determining Tenant's pro rata share of the premiums for any such insurance specified herein, the schedule issued by the organization making the insurance rate on the improvements, areas and/or risks covered, showing the various components of such rates, shall be conclusive evidence of the charges which make up the insurance rate and the pro rata share to be charged to the Premises. If such a schedule cannot be obtained, then Tenant's pro rata share shall be based upon the ratio that the gross floor area of the Premises bears to the total gross leasable floor area of the Property for which said insurance policy relates. Landlord may estimate the cost of insurance and collect and impound Tenant's share of these costs upon written notice to Tenant. Tenant’s failure to repay at that time any amount expended by Landlord shall be considered the same as a failure to pay rent and a default by Tenant under this Lease.

11.04. Landlord’s Insurance. Landlord shall maintain in effect insurance on the Property with responsible insurers, on an "all risk" or "special form" basis, insuring the Premises in an amount equal to 100% of the replacement cost thereof, excluding land, foundations, footings and underground installations. Landlord may, but shall not be obligated to, carry insurance against additional perils and/or in greater amounts. Tenant acknowledges and agrees that Landlord is not required to maintain any insurance with respect to any of Tenant’s trade fixtures, personal property, or

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improvements; and that to the extent Landlord maintains any of such insurance Landlord shall retain the proceeds of such insurance.

11.05. Mutual Waiver of Subrogation. Tenant and Landlord each waive its respective right of recovery against the other, and their respective successors, assigns, directors, agents, and representatives in connection with any loss or damage which is covered by any insurance policy of either the Tenant or Landlord maintained by either party or required by this Lease with respect to the Premises or the Property. Tenant and Landlord hereby waive, on behalf of each party's insurance carriers, any right of subrogation it may have against the other party and each shall notify its carriers of the waiver contained herein.

ARTICLE 12. MAINTENANCE AND REPAIRS.

12.01. Landlord's Maintenance Obligations.
(a) Except as otherwise stated in the Lease, Landlord, on behalf of Tenant and the other occupants of the Property, shall maintain in good condition and repair the following:
(i) structural parts of the building and other improvements in which the Premises are located, which structural parts include only the foundations, bearing and exterior walls (exclusive of doors, door frame, door checks, windows, window frames and store fronts), (ii) unexposed electrical, plumbing and sewage systems lying outside the Premises, (iii) roof (excluding skylights and areas penetrated for purposes of installing any heating, ventilating, or air conditioning equipment), roof drainage systems on the Property in which the Premises are located,
(iv) main sanitary sewer lateral, and
(v) public and common areas of the Property, such as elevators, stairs, corridors, restrooms, and landscaping.
(b) The cost of such repairs and replacements in Section 12.01(a), however, shall be the sole obligation of Tenant, if any repairs or replacements are necessitated by the negligence, gross negligence or willful acts of Tenant, its officers, employees, representatives, agents, customers, invitees or trespassers or by reason of Tenant's failure to observe or perform any provisions contained in this Lease or caused by alterations, additions or improvements made by Tenant or its officers, employees, representatives, agents, contractors, subcontractors, laborers or materialmen. (c) In the event Tenant fails to maintain, repair, or replace HVAC systems in accordance with Section 12.03, Landlord in its sole discretion, may contract with a service company licensed and experienced in servicing HVAC equipment for regular maintenance, repairs, and replacement, if required, of the HVAC equipment serving the Premises.

Tenant shall be responsible for the reasonable costs of such maintenance, repairs, or replacement as set forth in this Lease.
(d) Unless Tenant notifies Landlord in writing of the need for repairs under Section 12.01, Landlord shall not be liable for its failure to make such repairs. Landlord shall be entitled to a reasonable period of time to make such repairs upon receipt of said written notice from Tenant. Tenant waives any right of offset against any rent due hereunder and agrees not to assert as an affirmative defense in any judicial proceeding or arbitration brought by Landlord against Tenant on claims made under this Lease the provisions of Sections 1932(1), 1941 and 1942 of the California Civil Code, or any superseding statute, and of any other law permitting Tenant to make repairs at Landlord's expense. (e) In the event, that Tenant’s use of shared restrooms or other common areas results in the need for, or request by the Tenant for, additional cleaning above existing established schedules, the Parties agree to negotiate in good faith to establish a schedule of services and to payments for their respective portion of the cost share for any additional cleaning services. The schedule of services and cost share shall be documented in writing and considered as an addendum to this lease upon execution of both parties.

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12.02. Landlord's Right of Entry. Landlord, its agents, contractors, employees and assigns may enter the Premises at any time and from time to time with prior notice to Tenant or as soon as practicable in the case of an emergency, without liability to Tenant or entitling Tenant to any abatement of rent to: (a) examine the Premises; (b) perform any obligation of, or exercise any right or remedy of, Landlord under this Lease (c) make repairs, alterations, improvements or additions to the Premises or to the Property as Landlord deems necessary; (d) perform work necessary to comply with laws, ordinances, rules or regulations of any public authority or of any insurance underwriter; (e) to post "for rent" or "for lease" signs, or to show prospective tenants the Premises, during the last six (6) months of the Term; and (f) perform work that Landlord deems necessary to prevent waste or deterioration in connection with the Premises should Tenant fail to commence to make, and diligently pursue to completion, its required repairs within three (3) days after written demand therefor by Landlord. Landlord will give a minimum of twenty-four (24) hours advance notice of such entry when practicable.

12.03. Tenant's Maintenance Obligations.
(a) Tenant shall be solely responsible for all repairs to and maintenance of the Premises which are not expressly allocated to the Landlord under this Lease or by separate written agreement between the Landlord and Tenant. Except as provided elsewhere in this Lease, Tenant, at its sole cost and expense, shall keep the Premises in good clean order, condition and repair and shall make all replacements necessary to keep the Premises in such condition, including maintenance, and repair and replacement of grease traps, interior walls, floor coverings, ceiling, fixtures, any appliances, HVAC systems and vents, electrical systems and outlets, window and sidewalk cleaning, graffiti abatement, and maintenance and inspection of fire sprinkler systems.
(b) All replacement equipment shall be of a quality equal to or exceeding that of the original equipment or improvements. Should Tenant fail to make these repairs and replacements or otherwise maintain the Premises for a period of three (3) days after delivery of a written demand by Landlord, or should Tenant commence, but fail to complete, any maintenance, repairs or replacements within a reasonable time after written demand by Landlord, Landlord shall have the right to maintain, or make such repairs or replacements without liability to Tenant for any loss or damage that may occur to Tenant's business, and Tenant shall pay for all costs incurred by Landlord in making such repairs or replacements plus an administrative overhead fee of twenty percent (20%) from the date of commencement of the work through the date of payment. Tenant shall, at its expense, repair promptly any damage to the Premises or to the Property caused by Tenant, its agents, employees, customers, invitees, subtenants, assignees or concessionaires, or caused by the installation or removal of Tenant's personal property. (c) Tenant shall, at its own expense, comply with all requirements of the Landlord's insurance underwriters and any other governmental authority having jurisdiction thereof, regarding the installation and periodic maintenance of fire suppression systems or apparatus.

12.04. Plate Glass. Tenant shall replace, at its expense, any and all damaged or broken glass and plate glass components on or about the Premises resulting from any cause whatsoever other than the direct negligence of Landlord.

Tenant shall have full responsibility, at its sole discretion, to either self-insure or obtain insurance policies covering damage or replacement of said glass and plate glass components.

12.05. Notice by Tenant. Tenant shall give immediate notice to Landlord in case of fire or accidents in or around the Premises or Property, or of any damage or defects in the Premises or Property, or any fixtures or equipment therein.

ARTICLE 13. PARKING

13.01 Parking Passes. Parking permits may be purchased through the City’s Parking Division at the Tenant’s sole cost.

Landlord makes no guarantee of the availability or permit access.

13.02 Onsite Parking. No onsite or reserved parking is included with this Lease.

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ARTICLE 14. ASSIGNMENT AND SUBLETTING.

14.01. Prohibition Against Voluntary Assignment, Subletting, and Encumbering; Tenant's Request to Landlord. Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant's authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord's express written consent, which consent shall be at the sole and absolute discretion of the Landlord. Any assignment, encumbrance, or sublease without Landlord's consent shall be voidable, and at Landlord's election, shall constitute a default. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the requirements of this provision.

For purposes of this provision, the consent of the Landlord shall be construed as meaning the express approval of any assignment, encumbrance or sublease of the Premises by the City Council of Santa Cruz, California, or any agent or representative authorized by said City Council to give said consent. Unless otherwise provided in writing by Landlord, the term of this Lease shall not be extended under any option(s) to extend or renew the term of this Lease granted herein that have not already commenced at the time of said assignment or sublease.

14.02. Involuntary Assignment. No interest of Tenant in this Lease shall be assignable by operation of law including, without limitation, the transfer of this Lease by testate or intestate succession. Each of the following acts shall be considered an involuntary assignment:
(a) If Tenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors, or institutes a proceeding under the Bankruptcy Act in which Tenant is the bankrupt; or, if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; (b) If a writ of attachment or execution is levied on this Lease; (c) If, in any proceeding or action to which Tenant is a party, a receiver is appointed with authority to take possession of the premises.

An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Lease, in which case this Lease shall not be treated as an asset of Tenant.

If a writ of attachment or execution is levied on this Lease, Tenant shall have 15 days in which to cause the attachment or execution to be removed. If any involuntary proceeding in bankruptcy is brought against Tenant, or if a receiver is appointed, Tenant shall have 30 days in which to have the involuntary proceeding dismissed or the receiver removed.

14.03. Consent Required. Tenant shall not, without Landlord's consent, assign, mortgage or hypothecate this Lease or any interest in this Lease or any right or privilege appurtenant hereto or permit use of the Premises by any person or persons other than Tenant, its employees and invitees. Tenant must deliver to Landlord a form of a Consent to Assignment or Consent to Sublease to be executed by Landlord to confirm the consent to any transfer, which is also executed by the Tenant and the assignee/or sublessee confirming their respective obligations to this Lease. It is agreed that Landlord will not be acting unreasonably in refusing to consent to an assignment or sublease if, in Landlord's opinion, the quality of the operation of the proposed assignee or subtenant is not equal to or better than that of the Tenant, such assignee or subtenant may adversely affect the business of the other tenants or the tenant mix in the Property or Landlord's ability to obtain rent or if the net worth of such assignee or subtenant is less than that of Tenant.

If Tenant assigns this Lease or sublets the Premises to a third party who is not in any way affiliated or connected with Tenant by way of a merger, reorganization, consolidation or otherwise, any rent or additional rent paid to Tenant in addition to the rent payable to Landlord as set forth in this Lease shall be paid by Tenant to Landlord as Additional Rent.

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14.04. Deemed Assignment. Any transfer of this Lease from Tenant by merger, consolidation, liquidation or sale of a controlling interest of corporate stock shall constitute an assignment.

14.05. Unauthorized Assignment or Sublease. Any attempted assignment or subletting without Landlord's required consent shall be void and shall, at the option of Landlord, terminate this Lease. Any assignee, subtenant or other recipient of Tenant's interest in this Lease is hereby notified that such transfer is of no force or effect without Landlord's prior written consent.

14.06. Effect of Consent. Consent by Landlord to an assignment or subletting shall not release Tenant from its primary liability under this Lease, and Landlord's consent to one assignment, subletting or occupation by other parties shall not be deemed a consent to other subleases, assignments or use by other parties. Each assignee/sublessee shall be jointly and severally liable with Tenant (and Tenant shall be jointly and severally liable with each assignee/sublessee) for the payment of rent (or, in the case of a sublease, rent in the amount set forth in the sublease) and for the performance of all other terms and provisions of this Lease.

14.07. Expenses and Attorneys’ Fees. Tenant shall pay to Landlord on demand all costs and expenses (including reasonable attorneys’ fees) incurred by Landlord in connection with reviewing or consenting to any proposed assignment or sublease (including any request for consent to, or any waiver of Landlord’s rights in connection with, any security interest in any of Tenant’s property at the Premises).

14.08. Excess Consideration. If Landlord consents to an assignment or sublease, Tenant shall pay to Landlord as Additional Rent, within thirty (30) days after receipt by Tenant, any consideration paid by any assignee or sublessee which is in excess of the amount of Base Rent and Additional Rent that is payable to Landlord by Tenant hereunder applicable to the subleased space.

14.09. Surrender of Lease. The voluntary or other surrender of this Lease by Tenant or a mutual cancellation of this Lease by Landlord and Tenant, shall not work a merger, and shall, at the election of Landlord, either terminate all or any existing subleases or subtenancies or may operate as an assignment to it of any or all of such subleases or subtenancies. Landlord shall exercise its election within thirty (30) days of the event so requiring.

ARTICLE 15. DEFAULT.

15.01. Events of Default. The occurrence of any of the following shall constitute a breach and material default of this Lease by Tenant:
(a) The failure of Tenant to pay or cause to be paid any rent, monies or other charges due Landlord as set forth in this Lease on or before the due date for payment of any such amounts; (b) The failure of Tenant to maintain all insurance coverage as set forth in Article 12. (c) The abandonment of the Premises by Tenant, which shall mean failure to operate as set forth in this Lease for five (5) consecutive days, except by prior written notice by Tenant and with the written consent of Landlord; (d) Except as otherwise provided in this Lease, the failure of Tenant to do or cause to be done any act as set forth in this Lease, or to do or cause to be done any act prohibited by this Lease or by applicable law or regulations, if the action or failure continues for fifteen (15) consecutive days after notice has been given to Tenant (if applicable).

However, Tenant shall not be in default of this Lease if Tenant commences to cure the default within said fifteen (15) day period and diligently and in good faith continues to cure the default to the satisfaction of the Landlord; (e) Tenant causing, permitting or suffering, without the prior written consent of Landlord, any act when this Lease requires Landlord's prior written consent or prohibits such act; or

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(f) Any act of bankruptcy caused, suffered or permitted by Tenant. For the purposes of this Lease, "act of bankruptcy" shall include any of the following:
(1) Any general assignment or general arrangement for the benefit of creditors; (2) The filing of any petition by or against Tenant to have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy, unless such petition is filed against Tenant and the same is dismissed within sixty (60) days; (3) The appointment of a trustee or receiver to take possession of substantially all of Tenant's assets located in the Premises or of Tenant's interest in this Lease; or (4) The attachment, execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease.

15.02. Landlord Election. After the occurrence of an Event of Default, Landlord, in addition to or in lieu of exercising other remedies, may, but without any obligation to do so, cure the breach underlying the Event of Default for the account and at the expense of Tenant. However, Landlord shall by prior notice first allow Tenant a reasonable opportunity to cure, except in cases of emergency, where Landlord may proceed without prior notice to Tenant. Tenant shall, upon demand, immediately reimburse Landlord for all costs, including but not limited to: costs of settlements, defense, court costs, attorney fees, and administrative staff costs and fees that Landlord may incur in the course of any cure.
(a) No security or guaranty for the performance of Tenant’s obligations that Landlord may now or later hold shall in any way constitute a bar or defense to any action initiated by Landlord for unlawful detainer or for the recovery of the Premises, for enforcement of any obligation of Tenant, or for the recovery of damages caused by a breach of this Lease by Tenant or by an Event of Default.
(b) Except where this is inconsistent with or contrary to any provisions of this Lease, no right or remedy conferred upon or reserved to either party is intended to be exclusive of any other right or remedy, or any right or remedy given or now or later existing at law or in equity or by statute. Except to the extent that either party may have otherwise agreed in writing, no waiver by a party of any violation or nonperformance by the other party of any obligations, agreements, or covenants under this Lease shall be deemed to be a waiver of any subsequent violation or nonperformance of the same or any other covenant, agreement, or obligation, nor shall any forbearance by either party to exercise a remedy for any violation or nonperformance by the other party be deemed a waiver by that party of the rights or remedies with respect to that violation or nonperformance.

15.03. Landlord’s Right to Perform. All terms, covenants and conditions of this Lease to be performed or observed by Tenant shall be performed or observed by Tenant at Tenant’s sole cost and expense, and without any reduction of rent. If Tenant shall fail to pay any sum of money, or other rent, required to be paid by it hereunder, or shall fail to perform any other term or covenant hereunder on its part to be performed, and such failure shall continue for ten (10) days after written notice thereof by Landlord, Landlord, without waiving or releasing Tenant from any obligation of Tenant hereunder, may, but shall not be obligated to, make any such payment or perform any such other term or covenant on Tenant’s part to be performed. All sums so paid by Landlord and all necessary costs of such performance by Landlord plus an administrative overhead fee of twenty percent (20%), together with interest thereon at the rate of the prime rate of interest per annum as quoted by the Bank of America from the date of such payment or performance by Landlord, shall be paid (and Tenant covenants to make such payment) to Landlord on Landlord’s demand, and Landlord shall have (in addition to any other right or remedy of Landlord) the same rights and remedies in the event of nonpayment by Tenant as in the case of failure by Tenant in the payment of Base Rent hereunder.

15.04. Remedies. The remedies granted to Landlord shall not be exclusive but shall be cumulative. In the event of any breach by Tenant, in addition to other rights or remedies of Landlord at law or in equity, Landlord shall have the following remedies:

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(a) Landlord may elect to continue this Lease in effect by not terminating Tenant’s right to possession of the Premises, in which case Landlord shall be entitled to enforce all Landlord’s rights and remedies under this Lease, including the right to cure the breach underlying the Event of Default for the account and at the expense of Tenant and Landlord shall recover all costs, including costs of settlements, court costs and attorney’s fees, administrative fees and costs that Landlord may incur in the course of curing Tenant’s breach; and Landlord may also recover all rent specified in this Lease as it becomes due under this Lease, and seek any other damages proximately caused by Tenant’s failure to perform the obligations under this Lease;
(b) Landlord shall have the right to terminate and recover against Tenant:
(1) The worth at the time of award of the unpaid rent that had been earned at the time of termination;
(2) The worth at the time of award of the amount by which the unpaid rent that would have been earned after termination until the time of award exceeds the amount of this rental loss that Tenant proves could have been reasonably avoided;
(3) The worth at the time of award of the amount by which the unpaid rent for the balance of the Term after the time of award exceeds the amount of this rental loss that Tenant proves could be reasonably avoided; and
(4) Any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform Tenant's obligations under the Lease.

The worth at the time of award of the amounts referred to in subsection (b) shall be computed by allowing interest at ten percent (10%) per annum. The worth at the time of award of the amount referred to in subparagraph (b)(3) shall be computed by discounting this amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). (c) Efforts Landlord may make to mitigate the damages caused by Tenant's breach of this Lease shall not constitute a waiver of Landlord's right to recover damages against Tenant, nor shall anything contained in this Lease affect Landlord's right to indemnification against Tenant for any liability arising prior to the termination of this Lease for personal injuries or property damage, and Tenant agrees to indemnify and hold Landlord harmless from any injuries and damages, including all reasonable attorney fees and costs incurred by Landlord in defending any action brought against Landlord for any recovery, and in enforcing the terms and provisions of this indemnification against Tenant. (d) However, the breach of this Lease by Tenant, or an abandonment of the Premises by Tenant, shall not constitute a termination of this Lease, nor of Tenant's right of possession under this Lease, unless and until Landlord elects to do so, and until that time Landlord shall have the right to recover all rent and all other payments to be made by Tenant under this Lease as they become due; provided, that until Landlord elects to terminate this Lease and Tenant's right of possession under this Lease, Tenant shall have the right to sublet the Premises or to assign interests in this Lease, or both, subject only to the written consent of Landlord, which consent shall not be unreasonably withheld. (e) As security for the performance by Tenant of all duties and obligations under the Lease, Tenant assigns to Landlord the right, power, and authority, during the continuance of this Lease, to collect the rents, issues, and profits of the Premises, reserving to Tenant the right, prior to any breach or default by Tenant under this Lease, to collect and retain the rents, (solely in the case of a sublease previously approved by Landlord) issues, and profits, from the operation of Tenant's approved business use, as they become due and payable, and so long as payments to Landlord are also kept current. Upon any breach or default, Landlord shall have the right at any time afterward, without notice except as provided for previously, either in person, by agent, or by a receiver to be appointed by a court, enter and take possession of the Premises and collect rents, issues, and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney fees, upon any secured indebtedness, and in an order as Landlord may determine.

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(f) In the event that Landlord should take any act to maintain or preserve the Premises on Tenant's behalf, or seek the appointment of a receiver to protect Landlord's interests under this Lease, such acts shall not constitute a termination of Tenant's right of possession unless Tenant receives written notice from Landlord to regarding Landlord's election to terminate.
(g) Tenant acknowledges that Landlord has executed this Lease in reliance on the financial information furnished by Tenant to Landlord as to Tenant's financial condition. If it is determined at any time subsequent to the date of this Lease that any of the financial information furnished by Tenant and relied upon by Landlord in executing this Lease is substantially untrue or inaccurate, Tenant shall be deemed to be in default under this Lease, which default shall not be subject to cure, and which shall entitle Landlord to exercise all remedies reserved to Landlord under this Lease or otherwise available to Landlord at law.
(h) Landlord may remove all Tenant’s property from the Premises, and such property may be stored by Landlord in a public warehouse or elsewhere at the sole cost and for the account of Tenant. If Landlord does not elect to store any or all of Tenant’s property left in the Premises, Landlord may consider such property to be abandoned by Tenant, and Landlord may thereupon dispose of such property in any manner deemed appropriate by Landlord. Any proceeds realized by Landlord on the disposal of any such property shall be applied first to offset all expenses of storage and sale, then credited against Tenant’s outstanding obligations to Landlord under this Lease, and any balance remaining after satisfaction of all obligations of Tenant under this Lease shall be delivered to Tenant.

15.05. Covenants and Conditions. All covenants made by Tenant hereby are conditions of this Lease; therefore, in the event of any default by Tenant in fulfilling any of the same, Landlord may at any time thereafter at its option declare a forfeiture of this Lease. Landlord shall not be obligated to perform any covenant made by him under this Lease which accrues after the date of any default by Tenant hereunder.

ARTICLE 16. DAMAGE OR DESTRUCTION.

16.01. Landlord's Duty To Repair and Right to Terminate. (a) If the Premises are destroyed or materially damaged from a cause not insured against under a fire or casualty insurance required herein, or if the amount of available insurance proceeds, including deductible costs, is not sufficient to completely repair or restore any such damage or destruction, Landlord shall have the right to terminate this Lease by giving written notice of termination to Tenant within ninety (90) days after the date of the damage or destruction. If the Lease is not terminated, then Landlord shall diligently proceed to repair and restore the Premises to the extent that insurance proceeds, including deductible costs, are sufficient to repair or restore any such damage or destruction.
(b) If the Premises are materially damaged or destroyed from a cause covered by a fire or casualty insurance required herein, and it can be repaired or restored within ninety (90) days after commencement of repair or restoration, then Landlord shall diligently proceed to repair and restore the Premises. If Landlord determines that the Premises cannot be repaired or restored within this period, then Landlord shall have the right to terminate this Lease by written notice to Tenant given within ninety (90) days after the date of the damage or destruction, and Tenant's obligation to pay Rent and other charges under this Lease shall terminate as of the date of the damage or destruction, or the date Tenant ceases to do business at the Premises, whichever date is later. (c) If the Premises are damaged to the extent of fifty percent (50%) or more of the replacement cost, Landlord may elect to terminate this Lease by written notice to Tenant given within ninety (90) days after the date of the destruction.
(d) If Landlord elects or is required to make repairs under this Article, Tenant shall be entitled to a reduction in rent, equal to that portion of the Premises in which the floor area rendered unusable bears to the gross floor area of the Premises, from the date of damage to the earlier of the date Tenant can occupy the Premises or thirty (30) days from completion of Landlord's repair work. Tenant waives the provisions of Civil Code Sections 1932(2) and 1933(4) with respect to any destruction of the Premises.

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(e) Except as otherwise provided in this Lease, damage to or destruction of the Premises shall not terminate this Lease or result in the abatement of any rent or other charges payable under this Lease. Tenant expressly waives any right it may have, in law or equity, to offset any cost incurred by Tenant for repairs or restoration to the Premises against Tenant's obligations to pay rent in connection with Landlord's duties of repair and restoration under this Lease. In no event shall Landlord be liable to Tenant by reason of any injury to or interference with Tenant’s business or property arising from fire or other casualty or by reason of any repairs to any part of the Property necessitated by such casualty. (f) Landlord's duties of repair and restoration under the provisions of this Lease shall extend only to those portions of the Premises insured under a policy of fire or casualty insurance required herein, and Landlord shall not be responsible for any loss, damage, or destruction to Tenant's personal property, trade fixtures, merchandise, inventory or equipment.
(g) Landlord shall give Tenant notice within ninety (90) days after the date of the casualty, specifying whether Landlord elects to terminate this Lease as provided above and, if not, Landlord’s estimate of the time required to complete Landlord’s repair obligations under this Lease.

16.02. Tenant's Duty to Repair or Replacement. Except as otherwise provided herein, Landlord's obligation to restore shall not include the restoration or replacement of Tenant's personal property, trade fixtures, merchandise, inventory, or equipment. Tenant shall restore and replace said items in the event that Landlord is obligated or elects to repair any damage or destruction of the Premises.

16.03. Tenant’s Right to Terminate. If all or a substantial part of the Premises are rendered untenantable or inaccessible by damage to all or any part of the Property from fire or other casualty, and Landlord does not elect to terminate as provided above, then Tenant may elect to terminate this Lease if Landlord’s estimate of the time required to complete Landlord’s repair obligations under this Lease is greater than nine (9) months after the date permits are issued for the performance of such repair work, in which event Tenant may elect to terminate this Lease by giving Landlord notice of such election to terminate within thirty (30) days after Landlord’s notice to Tenant pursuant to Section 16.01.

16.04. Waiver. Landlord and Tenant each hereby waive the provisions of California Civil Code Sections 1932(2), 1933(4) and any other applicable existing or future Law permitting the termination of a lease agreement in the event of damage or destruction under any circumstances other than as provided in this Article 16.

ARTICLE 17. ESTOPPEL CERTIFICATES; ATTORNMENT.

17.01. Tenant to Furnish Certificate. Tenant shall, within ten (10) business days of written notice from Landlord, execute and deliver to Landlord a written statement certifying that this Lease is unmodified and in full force and effect or, if modified, stating the nature of such modification. Tenant's statement shall include other details requested by Landlord, such as the date to which rent and other charges are paid and Tenant's knowledge concerning any uncured defaults in Landlord's obligations under this Lease and the nature of such defaults if they are claimed. Any such statement may be relied upon conclusively by any prospective purchaser or encumbrancer of the Premises. Tenant's failure to deliver such statements within such time shall be conclusive upon the Tenant that this Lease is in full force and effect, except as and to the extent any modification has been represented by Landlord, and that there are no uncured defaults in Landlord's performance and that not more than one (1) month's rent has been paid in advance.

17.02. Attornment. If any proceedings are brought for foreclosure, or if the power of sale is exercised under any mortgage or deed of trust made by Landlord covering the Premises, Tenant shall attorn to the purchaser upon any such foreclosure or sale and recognize such purchaser as Landlord under this Lease.

17.03. Additional Documents. Tenant, upon request of any party in interest, shall execute promptly such instruments and certificates necessary to carry out the intent of the foregoing Sections as shall be requested by Landlord.

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ARTICLE 18. OTHER MUNICIPAL RULES AND REGULATIONS
[This section intentionally left blank.]
ARTICLE 19. MISCELLANEOUS.

19.01. Attorneys' Fees. In the event of any legal action, arbitration or proceeding between the parties, the prevailing party shall be entitled to reasonable attorneys' fees and expenses as a part of the judgment or award resulting therefrom.

19.02. Sale or Lease of the Property by Landlord. Notwithstanding any provisions of this Lease, Landlord may assign in whole or in part Landlord's interest in this Lease and may sell all or part of Landlord's leasehold interest in the real estate of which the Premises are a part. In the event of any sale or exchange of the Property by Landlord and assignment by Landlord of this Lease, Landlord shall be entirely freed and relieved of all liability under all covenants and obligations contained in or derived from this Lease or arising out of any act, occurrence or omission relating to the Premises which occurs after the consummation of such sale, exchange or assignment.

19.03. Joint and Several Liability. If more than one individual or entity comprises Tenant, the obligations and liabilities imposed on each individual or entity that comprises Tenant under this Lease will be joint and several.

19.04. Interpretation. Whenever the singular number is used in this Lease, the same shall include the plural.

Reference to any gender shall include the masculine, feminine and neuter genders, and the word "person" shall include corporation, firm or association, when required by the content.

The headings or titles to the paragraphs of this Lease are for convenience only and do not in any way define, limit or construe the contents of such paragraphs.

This instrument contains all of the Leases and conditions made between the parties with respect to the hiring of the Premises and may not be modified orally or in any manner except by a written instrument signed by all the parties to this Lease.

The laws of the State of California shall govern the validity, performance and enforcement of this Lease. If any provision of this Lease is determined to be void by any court of competent jurisdiction, such determination shall not affect any other provision of this Lease and such other provisions shall remain in full force and effect. If any provision of this Lease is capable of two constructions, one which would render the provision void and one which would render the provision valid, the provision shall be interpreted in the manner which would render it valid.

Except as may otherwise be expressly stated, each payment required to be made by the Tenant shall be in addition to and not in substitution for other payments to be made by Tenant.

19.05. Time. Time is of the essence in this Lease.

19.06. Force Majeure. Any prevention, delay or stoppage due to strikes, lockouts, labor disputes, acts of God, inability to obtain labor or materials or reasonable substitutes therefor, governmental restrictions, regulations or controls, enemy or hostile government action, civil commotion, fire or other casualty, and other causes beyond the reasonable control of the party obligated to perform, shall excuse the performance by such party for a period equal to that resulting from such prevention, delay or stoppage. Nothing in this section shall excuse the prompt payment of rent and other charges by Tenant as required by this Lease or the performance of any act rendered difficult solely because of the financial condition of the party required to perform the act.

19.07. Notices. All notices to be given by one party to the other or options to be exercised under this Lease shall be in writing, mailed or delivered to Tenant at the address shown in Section 1.12 and Landlord at the address shown in Section 1.13.

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Mailed notices shall be sent by electronic mail and United States Postal Service, priority mail, postage prepaid, and shall be deemed to have been given on the date of posting in the United States Postal Service.

Either party may, by proper notice, at any time designate a different address to which notices shall be sent.

19.08. Relationship of Parties. The relationship of the parties hereto is that of Landlord and Tenant and it is expressly understood and agreed that Landlord is not in any way or for any purpose a partner of Tenant, or a joint venturer with Tenant in the conduct of Tenant’s business or otherwise.

19.09. Waiver. The waiver by Landlord of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of any other term, covenant or condition or any subsequent breach of the same or any other term, covenant or condition herein contained. The subsequent acceptance of rent hereunder by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant or condition of this Lease, other than the failure of Tenant to pay the particular rental so accepted, regardless of Landlord's knowledge of such preceding breach at the time of acceptance of such rent. No covenant, term or condition of this Lease shall be deemed to have been waived by Landlord, unless such waiver is in writing by Landlord.

19.10. Accord and Satisfaction. No payment by Tenant or receipt by Landlord of a lesser amount than the rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as rent be deemed an accord and satisfaction, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy in this Lease provided.

19.11. Permits and Approvals. Tenant is responsible for obtaining all applicable and required government permits or approvals. Approval by Landlord of any action requiring approval does not constitute approval by the City of any required permits or applications, and in no way limits the discretion of the City in the permit, regulatory, and approval process. Landlord and Tenant will render to each other reasonable assistance in obtaining necessary City and other governmental permits or approvals. Any consent or approval of the City of Santa Cruz for any permit, application, or regulatory matter does not constitute consent or approval by the Landlord under the terms of this Lease.

19.12. Guaranty of Lease. If Section 1.12 specifies the name of one or more Guarantor(s), Tenant’s obligations under this Lease are guaranteed by that Guarantor(s), and Landlord reserves the right to enforce this Lease against Guarantor(s). In that event, this Lease shall not be effective until the named Guarantor(s) execute a written Guaranty in the form attached hereto as Exhibit "G". If Section 1.12 is blank or marked "Not Applicable" then Tenant shall be solely responsible for all payments and performance required by this Lease and this Lease shall be effective upon execution by Landlord and Tenant.

19.13. Recycling Activities. Tenant agrees to participate, to the greatest extent possible, in all existing or future recycling activities initiated or arranged by Landlord or by other City of Santa Cruz department or entity.

19.14. MacBride Principles and the Peace Charter. The City Council of the City of Santa Cruz approved Resolution No. NS-19,378 on the 24th day of July 1990, endorsing the MacBride Principles and Peace Charter and encourages all companies doing business in Northern Ireland to abide by the MacBride Principles and Peace Charter.

19.15. Compliance with Fire Department Rules and Regulations. Tenant agrees to comply with all rules and regulations imposed by the City's Fire Department.

19.16. Severability. In the event any of the provisions, or applications thereof, of this Lease are held to be unenforceable or invalid by any court of competent jurisdiction, the validity and enforceability of the remaining provisions, or applications thereof, shall not be affected.

19.17. Authority. If Tenant is a corporation or partnership, each individual executing this Lease on behalf of such entity represents or warrants that he/she/they is/are duly authorized to execute and deliver this Lease on behalf of

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such entity and that their signatures serve to legally obligate their respective representatives, agents, successors, and assigns to be bound by all the terms and provisions hereof.

19.18. Counterparts. This Lease may be executed on one or more copies and each counterpart will be considered an original and binding to the party executing it. A scanned, electronic, facsimile or other copy of a party’s signature shall be treated the same as an original.
[SIGNATURES ON FOLLOWING PAGE]

16.34 27
The parties have executed this Lease as of the date first written above.

LANDLORD: CITY OF SANTA CRUZ, a California
municipal corporation
By:

Matt Huffaker, City Manager
APPROVED AS TO FORM:

Office of the City Attorney Date
TENANT: FRAZLEY ADVENTURES, LLC, a
California Limited Liability Company
By:

NAME
TITLE:

By: _______________________________________
NAME
TITLE:
(Signature Requirements for Corporation – 2 officer signatures required (one from each group, unless person signing holds officer positions in both Group 1 and 2):

Group 1: Chief Executive Officer, Chairman of the Board, President, or Vice President
Group 2: Secretary, Assistant Secretary, Chief Financial Officer, Treasurer, Assistant Treasurer)

16.35 28
EXHIBIT A – DIAGRAM OF 1016 CEDAR STREET AND PROPERTY

16.36 29

16.37 30

16.38 31

EXHIBIT B
LANDLORD’S AND TENANT’S WORK
Tenant’s Work
Tenants work is anticipated to include the following, subject to Landlord approval of final plans.  Site furnishings, including tables, chairs, and other features desired by the Lessee;
 Equipment, Fixtures, and Furnishings (FFE) necessary for operations (counters).

Landlord’s Work
Lessor shall furnish the space in occupiable condition, including:

1. Glass replacement of damaged glass

2. Installation of anti-graffiti glass coating

3. Minor plumbing repairs, not to exceed $5,000;
Any additional costs will be at Lessee’s expense.

4. Removal of wooden enclosure in kitchen area

5. Testing of fire sprinkler system

6. Relocation of Dishwasher and Ice Machine

7. Replacement of door for ADA compliance

8. Initial cleaning prior to occupancy.

Existing Equipment
Tenant may use and shall maintain the following equipment for the duration of use (Section 7.10).

Tenant shall notify City of intent to dispose of any equipment, at least fourteen (14) days prior to planned disposal.
 La Marzocco Espresso Machine, grinders (2), and related equipment  White Refrigerator (1)
 Double Door Refrigerator (1)
 Glass Display refrigerator (1)
 Stainless Steel Tables (5)
 Movable Deli Fridge Tables (2)
 Deli Slicer (1)
 Projector and Projection Screen (1 each)
 Sound system
 Soup warmers (2)
 Storage Rack (1)
 Dishwasher (1) and racks
 Ice Machine (1)
 Bar fridge (1)
 Tables (3) and chairs (16)
 Wire Storage Rack (1)

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EXHIBIT C – CURRENT COMMON AREAS
Current Common Areas are as described below. Interior Common Areas are depicted on Exhibit A as reference.
 Public Restrooms
 Shared Private Restroom
 Parking garage access to unit
 Landscape areas
 Walkways and sidewalk

16.40 EXHIBIT D

INSURANCE REQUIREMENTS
Upon executing this Lease Agreement, Tenant shall procure and maintain for the duration of the Lease and for so long as may be necessary to fully protect Landlord, insurance against claims for injuries to persons and/or damages to property which may arise from or in connection with the Tenant’s operations on, access to, and/or use of the Premises and Property. The cost of such insurance shall be borne by the Tenant.

CERTIFICATE REQUIREMENTS
The City will be issued a Certificate of Insurance (a Memorandum of Understanding will not be accepted) with the following minimum requirements:
 Certificate(s) will show current policy number(s) and effective dates,  Coverage and policy limits will meet, or exceed, requirements below,  The Certificate Holder will be City of Santa Cruz, Risk Management, 1200 Pacific Ave., Suite 290, Santa Cruz, CA 95060,
 Certificate will be signed by an authorized representative,  An endorsement, if required below, will be provided to show the City, its officers, officials, employees, and volunteers as additional insureds, and
 Coverages must be maintained during the term of the Lease with the City, unless a longer duration is required.

A. MINIMUM SCOPE AND LIMIT OF INSURANCE
Tenant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. If Tenant maintains broader insurance coverage and/or higher limits than the minimums shown below, Landlord shall be entitled to the broader insurance coverage and/or higher limits maintained by Tenant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Landlord.

Coverage shall be at least as broad as the following:

1. Commercial General Liability (CGL): Commercial Liability Insurance. During the term of this Lease, including any extensions or renewals thereof, Tenant, at its sole cost, shall keep in full force and effect a policy of standard form commercial general liability insurance, including coverage for contractual liability, personal injury, property damage, products liability, acts of independent contractors, and, if applicable, liability for the sale and distribution of liquor and alcoholic beverages, with a single combined liability limit of not less than Two Million Dollars ($2,000,000.00) per occurrence; Two Million Dollars ($2,000,000) in the aggregate, for bodily injury and property damage insuring against all liability of Tenant and its employees, agents, representatives, subtenants, assignees and concessionaires arising out of and in connection with Tenant's use or occupancy of the Premises.

The liability insurance policy required herein shall insure Tenant's performance of the indemnity provisions of this Lease, and Landlord, and its officials, officers, employees, and agents shall be named as additional insureds with cross-liability endorsements. The Landlord, and any person, firms or corporations designated by Landlord, by reason of their inclusion under said policy, shall not incur liability for payment of any premium for any policy of insurance required herein. If available, any policy of insurance required herein shall contain a provision requiring the insurer to give the Landlord thirty (30) days' prior written notice before canceling or changing any such coverage.

16.41 2. Automobile Liability: Tenant shall procure automobile insurance on an “Any Auto” Basis: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 combined single limit each occurrence/per accident for bodily injury and property damage.

3. Workers’ Compensation and Employer’s Liability Insurance. Tenant shall obtain policies as required by applicable law against liability arising on account of injuries or death to workers or employees on the Premises or any improvement of Tenant. Such workers’ compensation insurance shall be in amounts at least equal to the maximum liability of Tenant, its agents, and contractors under the Workers’ Compensation Insurance and Safety Act of the State of California and the Federal Longshore and Harbor Workers’ Compensation Act, as applicable. Tenant shall also maintain Employer’s Liability insurance with limits no less than One Million Dollars ($1,000,000) per accident for bodily injury or disease, $1,000,000 disease – policy limit, $1,000,000 disease – each employee.

Such insurance shall include a waiver of subrogation in favor of Landlord.

4. Property Insurance
“All Risk” Property Insurance Coverage. Tenant shall, at Tenant's sole expense, obtain and keep in full force and effect an insurance policy covering all of Tenant's personal property, trade fixtures, equipment and merchandise located in or upon the Premises in an amount sufficient to cover not less than one hundred percent (100%) of the replacement value thereof, providing protection against any peril included within including sprinkler damage, vandalism and malicious mischief endorsements ordinarily included in extended coverage casualty insurance policies. Tenant shall be solely responsible for any uninsured loss or damage caused to Tenant's personal property, trade fixtures, equipment and merchandise located in or upon the Premises for any reason.

5. Business Interruption Insurance. Policy with adequate limits to cover the term(s) of this Lease and shall contain an inflation endorsement if the Premises or Tenant improvements are destroyed or rendered inaccessible by a risk insured against by a policy of standard fire and extended coverage insurance, with vandalism and malicious mischief endorsements. Insurance proceeds thereunder shall be payable to Landlord for loss of rents.

B. OTHER INSURANCE PROVISIONS
Insurance Limits, Rating, and Proof of Coverages:

All insurance policies required hereunder shall be issued by an insurance company having not less than a financial rating of Class A VIII or better as rated in the most current available Best's Key Rating Guide.

Prior to the commencement of the term of this Lease, Tenant shall provide Landlord with evidence of any insurance policies required herein and shall continue to provide such evidence of insurance upon the request of Landlord during the remaining term of this Lease, including all extensions and renewals thereto. All public liability, property damage and other casualty policies shall be written as primary policies, not contributing with and not in excess of coverage which the Landlord may carry. Tenant will provide a copy of all insurance policies required under this Lease to the Risk Manager of the City of Santa Cruz.

C. SPECIAL RISKS/CIRCUMSTANCES
Landlord reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances and provide notice to Tenant.

16.42 EXHIBIT E – SIGN CRITERIA
Part 4: ADVERTISING DEVICES, SIGNS AND BILLBOARDS

24.12.300 PURPOSE.

Regulations in this ordinance governing signs (not in public right-of-way) are established in order to:

1. Accommodate the community’s need to communicate political, civic, public service, religious and other noncommercial messages with a minimum of restraint and to regulate commercial signs;

2. Protect the aesthetic amenities on which the city’s economy and quality of life depend;

3. Promote traffic safety and minimize structural hazards posed by unsafe signs;

4. Achieve consistency between General Plan goals and regulations dealing with size, location and content of exterior signs.
(Ord. 2020-22 § 18, 2020; Ord. 85-05 § 1 (part), 1985).

24.12.310 CLASSIFICATION AND REGULATION.

The zoning administrator shall designate an appropriate classification from the following categories (Sections 24.12.320 through 24.12.342 inclusive) for each sign. This section shall apply to all signs citywide unless superseded by regulations specific to an area plan, overlay district, or similar special regulations. Disputes concerning the proper sign category may be appealed to the planning commission. In calculating the area of signs, only one side of a two-sided sign shall be counted if the parallel planes are not more than twenty inches apart. Time and temperature devices are not included in the sign area, but may not exceed twenty percent of the allowed sign area. (Ord. 2020-22 § 18, 2020; Ord. 85-05 § 1 (part), 1985).

24.12.312 DEFINITIONS.
a. “A-frame sign/sandwich board” shall mean a portable freestanding sign in the shape of the letter “A” as viewed from the side, typically with two sides facing opposite directions. b. “Animated sign” shall mean a sign or any device designed to attract attention by visual means through the movement or semblance of movement of the whole or any part of the sign. c. “Canopy/awning sign” shall mean any sign that is part of a structural protective cover over a door or entrance.

16.43 d. “Freestanding sign” shall mean any sign standing on the ground or the support for which stands or rests on the ground. Such signs are usually, but not necessarily, supported from the ground by one or more poles or posts, or similar uprights, with or without braces. e. “Halo illumination” shall mean a light source that is not visible, where the light fixture is placed on the back side of the letter or sign face, resulting in a glow around the outside of the lettering or sign.
f. “Hanging sign” shall mean a projecting sign which is suspended from an overhang, canopy, marquee, or awning, or from a mounting attached directly to the building wall. g. “Icon sign” shall mean hanging or projecting signs that depict a physical object, such as a shoe, as opposed to signs that utilize lettering to convey the sign message. Icon signs may or may not include the name of the establishment.
h. “Master sign program” shall refer to a program established to integrate all signs into a site or building design to achieve a unified architectural statement. A master sign program provides a means for flexible application of sign regulations for properties with multiple signs, multi-tenant properties, and other properties with unified development, in order to encourage creativity and provide incentives to achieve, not circumvent, the intent of this division. i. “Projecting sign” shall mean any sign which uses a building structure as its main source of support and contains copy that is mounted at an angle to the building face. Projecting signs may be mounted vertically or horizontally on the support structure. j. “Public art” shall mean original works of art in any medium, whether two- or three-dimensional, created for placement in public places or integrated projects where the artwork is a part of the underlying architecture or landscape design and that is not prefabricated or a standard design.

Artwork should not use letters, words, numerals, figures, emblems, logos or any part or combinations thereof for the purpose of advertising goods, services, or merchandise. Public art should enhance rather than impair pedestrian use of the area, particularly with respect to pedestrian visibility and circulation.
k. “Roof sign” shall mean any sign erected upon or over the roof or parapet of any building. l. “Sign” shall mean any structure, device, or design and appurtenant light structures used principally to advertise or attract attention of the public. The term shall not include the United States flag, or any governmental flag, properly displayed in an approved manner, patriotic bunting, historic building plaques, and donor’s memorial plaques.
m. “Sign area” shall mean the area which is framed either physically or visually by the construction, design, or layout of the sign itself, but not including supporting structures. n. “Sign valuation” shall mean the valuation of a sign shall prima facie be the total cost or contract price of the sign. In the event such a cost or price is not available or does not fairly represent the true value of the sign, the valuation shall be based on a reasonable value estimate established by the building official.

16.44 o. “Temporary sign” shall mean sign(s) placed for a time not to exceed thirty consecutive calendar days. These signs are generally used for special events or grand openings, but may include the name of a business. Banners are a type of temporary sign which hang over a public street, walkway, or wall to advertise a special event or business.
p. “Time and temperature device” shall mean any mechanism that displays the time and/or temperature, but does not display any advertising or establishment identification. q. “Wall sign” shall mean any sign posted or painted on, suspended from, or otherwise affixed to the wall of any building or structure in an essentially flat position, or with the exposed face of the sign in a plane approximately parallel and in close proximity to the plane of such wall. r. “Wind sign” shall mean a flag, pennant, whirligig, or any device which is designed to wave, flutter, rotate, or display other movement under the influence of wind. s. “Window sign/graphics” shall mean any building sign, pictures, symbols, or combination thereof, designed to communicate information about an activity, business, commodity, event, sale, or service, that is placed inside a window or upon the window pane or glass and is visible from the exterior of the window.
(Ord. 2020-22 § 18, 2020).

24.12.315 TEMPORARY SIGNS.

1. Temporary signs not exceeding two in number and six square feet in total area for each business are allowed provided they meet the description in Section 24.12.312. Such signs shall be professionally designed and printed.

2. Temporary signs such as hastily hand-painted “Sale” signs printed on paper and plastered in windows are not permitted and shall be subject to the enforcement procedures provided under Title 4.

3. Temporary signs shall be allowed no more than three times per year for each individual business.
(Ord. 2020-22 § 18, 2020).

24.12.317 MASTER SIGN PROGRAM.

A master sign program as described in Section 24.12.312 may be created to allow for a coordinated, long-term sign plan for a multi-tenant building or property, subject to approval of a sign permit per Chapter 24.08, Part 6.
(Ord. 2020-22 § 18, 2020).

16.45 24.12.320 FREESTANDING SIGNS.

1. Freestanding Signs Five Feet or Under. Freestanding signs five feet or less in height shall be permitted in all districts subject to the limitations in this chapter. Specific regulations for the CBD district are contained in Section 24.12.352.
a. Area. The area of such signs may be one-half square foot per lineal foot of frontage with a maximum area of thirty-two square feet.
b. Location. Except for projecting signs, every such sign shall be wholly on the owner’s property.
c. Number. There may be no more than one such sign for each frontage. In the case of shopping centers and other multiple occupancies sharing a common frontage, the frontage shall be deemed to be that of the shopping center or commonly used parcel and not the frontages of the individual businesses or occupancies.

2. Freestanding Signs Over Five Feet. Freestanding signs over five feet in height shall be permitted only in accordance with the terms of a sign permit. a. Area. The maximum area of such signs shall be as indicated on Table 1, Section 24.12.390.
b. Height. No such sign shall exceed thirty feet in height. c. Location. Subject to obtaining an encroachment permit, such signs may project over public property, or public vehicular or pedestrian easements or ways, a distance determined by the clearance of the bottoms thereof above the level of the sidewalk or grade of the public property immediately below, as set forth in the following table:

Clearance Maximum Projection
Less than 8
feet
Not permitted
8 to 14 feet 1 foot plus 6 inches for each foot of
clearance in excess of 8 feet
Over 14 feet 4 feet
No sign shall project within two feet of the curbline. No sign or sign structure shall project into any public alley whatsoever, below a height of fourteen feet above grade, nor more than six inches when over fourteen feet.
d. Number. Subject to the provisions of Section 24.12.334, there may be one such sign for each street frontage. In the case of shopping centers and other multiple occupancies having a common frontage, the frontage shall be deemed to be that of the shopping center or commonly used parcel and not the frontage of the individual businesses or occupancies.

16.46 e. Distance Apart. Where two or more signs are permitted because of multiple frontages (two or more street frontages), such signs shall be at least thirty feet apart.

3. Sandwich Board and Movable Freestanding Signs. Sandwich board and movable freestanding signs shall be prohibited.
(Ord. 2020-22 § 18, 2020; Ord. 85-05 § 1 (part), 1985).

24.12.322 WALL SIGNS.

1. Except as otherwise provided in this chapter, every wall sign shall comply with the requirements of subsections (2) through (5) below, inclusive.

2. Area. The maximum wall sign area for each building face shall be as indicated on Table 2, Section 24.12.390.
a. The wall area of single-story buildings will be determined by multiplying the wall length by sixteen feet, or by using the actual wall area, whichever is greater. b. The external walls of buildings containing multiple businesses or tenants may be utilized for signs by all occupants of such buildings, regardless of whether said business or tenant is located adjacent to such wall; provided, however, that the aggregate area of such signs on any wall shall not exceed the maximum allowable area permitted for each such wall.

3. Height. No part of any such sign shall extend above the top level of the wall upon or in front of which it is situated. Any such sign which is suspended or projects over any public walkway or walk area shall have an overhead clearance of at least eight feet.

4. Depth of Projection. No such sign, including any light box or other structural part, shall project more than twelve inches from the building face.

5. Number. The number of wall signs permitted on each building face shall be no greater than the number of tenants in said building, and in no case shall the total wall sign area for each face exceed that shown on Table 2, Section 24.12.390. No building shall be deemed to have more than four building faces.
(Ord. 85-05 § 1 (part), 1985).

24.12.324 WINDOW SIGNS.

A permanent sign, or combination of permanent signs painted on, or attached to, windows shall not exceed twenty-five percent of the window area and shall be considered part of the allowable wall sign area.
(Ord. 85-05 § 1 (part), 1985).

16.47 24.12.326 PROJECTING SIGNS.

Every projecting sign shall comply with the requirements of subsections 1, and 2, below.

1. Projecting Signs in Nonresidential Zones.
a. Area. The permitted area of such signs shall be as set forth in the following table:

Building
Frontage
(Lineal Feet)
Maximum Area (Square Feet)
25 feet or
less
25 25 feet to 64
feet
25, plus 1 square foot for each
foot of frontage in excess of 25
feet
More than 64
feet
64 b. Height. No such sign shall extend above the top level of the wall upon or in front of which it is situated, or, in the case of buildings having sloping roofs, above the roof ridge.

Any such sign which projects over public property shall have a clearance of eight feet above the ground, and a fourteen-foot clearance above vehicle way. On multistory buildings, no such sign shall exceed the height of the building roof or parapet line. c. Location. Subject to obtaining an encroachment permit, such signs may project over public property, public vehicular or pedestrian easements or ways, a distance determined by the clearance of the bottoms thereof above the level of the sidewalk or grade immediately below, as set forth in the following table.

Clearance Maximum Projection
Less than 8
feet
Not permitted
8 to 14 feet 1 foot plus 6 inches for each
foot of clearance in excess of 8
feet
Over 14 feet 4 feet
d. Projection. No sign shall project within two feet of the curbline.

No sign or sign structure shall project into any public alley whatsoever, below a height of fourteen feet above grade, nor more than six inches when over fourteen feet. No sign, except a sign projecting not more than one foot, shall project a distance greater than one-fourth of its height.
e. Number. Subject to the provisions of Section 24.12.334, there may be one such sign for each street frontage.

2. Projecting Signs in Residential Zones.

16.48 a. Area. No such sign shall exceed five square feet in area. b. Height. No part of any projecting sign shall exceed a height of twelve feet, nor shall any part of such sign extend above the top level of the wall upon, or in front of, which it is situated. Any such sign over any public or private sidewalk or walkway shall have a minimum clearance above the same of eight feet.
c. Number. Subject to the provisions of Section 24.12.334 below, there may be no more than one projecting sign for each place of business for each building face. (Ord. 85-05 § 1 (part), 1985).

24.12.328 ROOF SIGNS.

Roof signs are prohibited.
(Ord. 85-05 § 1 (part), 1985).

24.12.330 FLAGS, BANNERS, WIND SIGNS.

1. Wind Signs. Wind signs are prohibited.

2. House Flags or Banners. Each separate business may display, only in conjunction with the display of the United States Flag, or in conjunction with the display of the United States Flag and governmental flags, one house flag or banner containing only the name, symbol, or logotype of the business; provided, however, that the United States Flag and any other governmental flag shall be displayed in an appropriate manner, and that the house flag or banner is displayed in a similar manner, and is not larger in size than the United States Flag. (Ord. 85-05 § 1 (part), 1985).

24.12.332 CANOPY SIGNS.

Signs painted on or affixed to canopies which are a part of a building shall be considered part of the total allowable area of wall signs for the wall from which the canopy projects. Signs painted on or affixed to canopies which are freestanding shall be considered part of the total allowable area of freestanding signs for that use. Signs suspended under canopies (marquees) which project over public rights-of-way shall be limited to three square feet. No sign placed on the fascia or roof of the canopy shall be more than one foot in height, or project more than two feet above the canopy. (Ord. 85-05 § 1 (part), 1985).

24.12.334 COMBINATION OF SIGN TYPES.

16.49 There may be permitted for each place of business or occupancy, a combination of not more than two types of signs; freestanding, wall, or projecting.
(Ord. 85-05 § 1 (part), 1985).

24.12.336 CHURCH AND QUASI-PUBLIC ORGANIZATION SIGNS IN RESIDENTIAL ZONES.

In all residential districts, churches and quasi-public organizations may erect signs on the premises identifying the premises or announcing activities thereon. (Ord. 85-05 § 1 (part), 1985).

24.12.338 SIGNS ON BENCHES.

Signs on benches maintained pursuant to a valid encroachment permit issued in accordance with Chapter 15.34 shall not be governed by the provisions hereof. Signs or advertising matter now existing on benches which do not require a permit issued in accordance with Chapter 15.34 because the benches are not on public property, but which benches are placed to serve persons awaiting transportation and are located in close proximity to public property, shall be removed from said benches prior to October 13, 1971.
(Ord. 85-05 § 1 (part), 1985).

24.12.340 SIGNS ON FREEWAYS.

Notwithstanding anything elsewhere contained in this part, no commercial sign shall be erected on any property so as to be visible from a freeway if such sign is designed to have or has advertising thereon maintained primarily to be viewed from the freeway.

1. Signs on Freeways – Exceptions. The provisions of Section 24.12.336 shall not apply to a single sign on an entire premises; provided, that said sign is used exclusively for noncommercial messages or to designate the name of the owner or occupant of the premises upon which the sign is situated, or to identify such premises. The total area of such sign shall be determined by using the standards set forth in this part, but shall not exceed fifty square feet.
(Ord. 85-05 § 1 (part), 1985).

24.12.342 OFF-SITE COMMERCIAL ADVERTISING AND BILLBOARDS.

1. Signs for Business Purposes Generally. Except as provided elsewhere in this part, commercial signs shall be erected or used for business purposes of any kind only on the site of the business or enterprise, and used solely for naming, designating or identifying said business or enterprise, product or services available on or within the premises.

16.50 2. Off-Site Signs in the Central Business District (CBD) Zone. Painted wall signs may be considered for a limited number of Pacific Avenue corner buildings to provide direction to side street businesses located on east-west streets. A sign permit is required to include a master sign program developed by the property owner and shall include the following items: demonstration that the building wall can accommodate the number of potential business names, specific location, design of the lettering style, size and color of the business names; and a mechanism and timing for change of business names and sign removal.
(Ord. 2016-04 § 8, 2016; Ord. 90-23 § 1, 1990: Ord. 85-05 § 1 (part), 1985).

24.12.344 PROHIBITED LOCATIONS.

1. Prohibited Locations Generally. All signs shall comply with the following location requirements:
a. Residential Districts. No sign shall be erected in any residential district except as provided in Section 24.12.326(2), Section 24.12.336 and Section 24.12.350(1), (4), and (5) through (7) or in conjunction with an approved use permit for commercial uses in residential districts. b. Public Places. Except as authorized by an encroachment permit or as authorized elsewhere in this code, no sign shall be erected upon or over any public street, sidewalk, parking lot or other public way or place.
c. Fire Escapes, Etc. No sign shall be erected in such a manner that any portion of the sign or its support is attached to or will interfere with the free use of any fire escape, exit or standpipe, or obstruct any required stairway, door, ventilator or window. d. Traffic. No sign shall be erected in such a manner that it will or may reasonably be expected to interfere with, obstruct, confuse or mislead traffic. e. Intersections. No freestanding or projecting sign shall be erected at the intersection of any street improved for vehicular traffic, within the clear corner triangle or clear vision areas as defined in Sections 24.22.202 and 24.22.206 of this title; unless the same, in compliance with the provisions of this part, is less than two feet or more than eight feet above curb grade, and no part of its means of support has a single or combined horizontal cross-section exceeding eight inches.
f. Setback Area. No sign erected in a residential zone shall be located in any front or exterior side yard, except special purpose signs placed in accordance with Section 24.12.350, subsections (1) through (7), inclusive.
g. Fence. No sign shall be placed, in any manner, or maintained on any fence. h. R-T Districts. All signs over sixty square feet in area shall be prohibited in any R-T District.

Freestanding signs shall be prohibited in the portions of Subdistricts B and C which are adjacent to and/or within two hundred feet of Subdistrict A. (Ord. 85-05 § 1 (part), 1985).

16.51 24.12.350 SPECIAL PURPOSE SIGN REGULATIONS.

1. Construction Project Signs.
a. Signs may be erected in conjunction with construction projects on site and used for the purpose of publicizing the future occupants of the building, or the architects, engineers and construction organizations participating in the project. b. In all districts, no such sign shall exceed twelve square feet in area, and no freestanding sign shall exceed five feet in height.
c. All such signs shall be removed before a final release on the construction is given by the building official.

2. On-Site Directional Signs.
a. Directional signs may be erected for the purpose of facilitating or controlling the efficient or safe movement of pedestrians or vehicles on or onto private property and shall be located on the property to which they pertain.
b. Such signs shall not be used for advertising purposes. c. Such signs shall not exceed an area of six square feet nor a height of five feet, and shall be located at least twenty feet from the nearest property line. A directional sign within twenty feet of a property line may be approved through express written permission by the director of planning or public works.

3. Off-Site Directional Signs. Off-site directional signs designating community service facilities (e.g., hospital, fire stations, municipal wharf, etc.) shall be permitted subject to the issuance of an administrative use permit for each such sign or series of signs.

4. Open House Signs. Open house signs, advertising real estate open for inspection for prospective sale, may be placed off the site of the open house only on private property in all districts, with the consent of the owner, lessee or occupant of the property on which the sign is to be placed. Such signs shall contain only the words “Open House” and a directional arrow, and may also contain the address of the open house. Such signs shall not exceed four square feet in area, nor three in number for any one sale.

5. Noncommercial Signs. Noncommercial signs containing political, civic, public service, religious or other noncommercial messages may be erected in conformity with this part in all districts. Such signs may be located on or off site.

6. Nameplate. One nameplate or marker shall be allowed for each dwelling unit, to indicate the occupant’s name; and shall not exceed one square foot in area, nor shall it contain an occupation designation.

7. Subdivision Signs.

16.52 a. Signs offering real estate or homes for sale in an approved subdivision may be erected under the following conditions:
(1) Not more than two such signs shall be allowed per subdivision. (2) Such signs shall be located on the subdivision being advertised. (3) No such sign shall be erected on or situated within one hundred feet of any occupied residential property.
(4) No such sign shall exceed forty square feet in area. (5) No such sign shall be illuminated.
(6) Such signs shall be removed when all lots and houses in the subdivision have been sold.
b. The application for a permit for any such sign shall be accompanied, in addition to the permit fee, by a deposit of fifty dollars for each sign to guarantee proper maintenance and ultimate removal thereof.
(1) The permit for any such sign shall be issued for a period not to exceed twelve months. At the end of such period, additional extensions of six months each may be granted by the building official for good cause.
(2) Upon expiration of the permit or any extension thereof, the sign shall be removed by the applicant. Following the removal of the sign, and upon request, the deposit shall be refunded to the applicant.
(3) If for any reason the applicant fails to remove the sign, the city may cause it to be removed and shall apply the cost of such removal against the deposit, and return the remainder to the applicant.
(Ord. 2020-22 § 18, 2020; Ord. 85-05 § 1 (part), 1985).

24.12.351 PUBLIC ART EXCEPTION.

The zoning administrator shall determine whether a proposal contains the characteristics of a sign, i.e., whether its principal function is to serve as an advertisement or notice of a business entity location. If the zoning administrator determines that the proposal is a sign, it shall be subject to the requirements of this part and may be subject to building and construction codes or other requirements of the municipal code.
(Ord. 2020-22 § 18, 2020).

24.12.352 SIGN REGULATIONS FOR CENTRAL BUSINESS DISTRICT (CBD) ZONE.

16.53 1. Purpose. The sign regulations have been created in order to: ensure the visibility of Central Business District (CBD) zoned businesses; to maintain safe and accessible public pedestrian areas; to ensure that signs are integrated with and harmonious to the buildings and sites which they occupy; to eliminate excessive and confusing sign displays; to preserve and improve the appearance of the CBD zone as a place in which to live and to work as an attraction to nonresidents; and to restrict signs which increase the probability of accidents by distracting attention or obstructing vision.

2. Permitting Requirements. Signs within the CBD zone are subject to the sign permit requirements of Chapter 24.08, Part 6, except as modified by this chapter. a. Projecting signs and hanging signs that conform to all provisions provided under subsection (5)(b) shall be permitted and do not require a sign permit. b. Exceptions and variations to the requirements may be considered by the zoning administrator without a public hearing, subject to the exception procedure set forth in Section 24.08.580; sign permit findings set forth in Section 24.08.530; and the following criteria:

The alternate sign design is necessary to achieve visibility due to: 1) the location of existing, permitted sign, awnings/canopies, or other architectural features on surrounding structures, 2) the location of existing vegetation, required landscaping, or other natural elements worthy of preservation, or 3) the physical location of the building.

3. Prohibited Signs. Signs prohibited within the CBD zone are subject to the regulations in Part 4 of Chapter 24.12. Additional types of signs prohibited include:
a. Sandwich board/A-frame signs.
b. Temporary signs that are displayed for longer than thirty days and/or that are prohibited under subsection (5)(f).

4. Definitions. The definitions listed in Section 24.12.312 apply to the CBD District sign regulations.

5. General Guidelines. The following statements are general rules for signs which apply to all parcels within the Central Business District zone.

General • Wall signs with large areas of dark colors, and which read as billboards because of size and corporate message, are out of place in the Central Business District zone.

Location • Shall not cover windows, roof shapes, or dominate trim.

Number • A maximum of 2 different types of the following signs per business:
• wall sign
• projecting sign
• hanging sign
• awning sign

16.54 • Internally illuminated signs shall be limited to illuminated lettering with an opaque background, neon signs, or halo illumination.

Lighting
• Exterior Lighting for Signs. All signs should have the capacity of being lit for evening visibility.

Materials and
Methods of
Construction
• Any materials or methods of construction are acceptable; however, signs shall be legible and shall be constructed of durable, high quality materials.

Exceptions • A Master Sign Program may be created to allow for a coordinated long-term sign plan for a multi-tenant building.

Maintenance • All signs, together with all supports, braces, guys and anchors, shall be free from excessive deterioration, rot, rust and loosening, and shall be maintained in safe condition as determined by the building official or community development director.

The display surface of all signs shall be kept neat and clean at all times.

6. Development and Design Standards.
a. Wall Signs.
• The total area of all signs on a building shall be limited to a size equal to 1 square foot of sign per linear foot of frontage of building face, with a minimum allowance of
25 square feet regardless of front footage.
• Multiple Tenants. If the ground floor is occupied by more than 1 tenant, each tenant is entitled to a pro-rata share footage based on frontage used by that tenant. Each
tenant is entitled to minimum allowance of 25 square
feet regardless of frontage.

Area
• If a continuous, solid band sign is used, only the area encompassed by the lettering shall be counted toward
the total sign area.
• Either on or above a tenant space fronting a public
street, alley or public parking lot.

Location
• Shall not cover windows, roof shapes, or other
distinguishing architectural features.

Height • No part of any sign shall extend above the top level of the wall upon or in front of which it is situated.

Projection • Not to exceed 12 inches from building face. • One, with the exception of corner buildings, which may have one sign per building face fronting a street.

Number
• Window signs are not included in the maximum number
b. Projecting Signs and Hanging Signs.

Area • A maximum of 6 square feet in area for projecting signs

16.55 on Pacific Avenue and 8 square feet in area on all other streets, as measured on one side of a two-sided sign.
• A maximum of 6 square feet in area for hanging signs as measured on one side of a two-sided sign.

Location • Determined by visibility.
• Shall be located directly above or to the side of an
entrance of a tenant space.

Number • A maximum of one projecting sign or one hanging sign per frontage face.

Height • A minimum clearance of 8 feet.
• For signs with an 8-14 foot clearance, signs may project 2 feet and may project 6 additional inches for each foot of clearance in excess of 8 feet.

Projection
• Not to exceed 4 feet.

Lettering • Usage of establishment’s name on the sign is preferred • An icon which has only the symbol or image of the store should suggest as nearly as possible those services
which are offered, or products which are sold, inside the establishment.

Projecting Sign
Hanging Sign
c. Window Graphics.

Area • Not to exceed more than 25% of the area of any
one window.

Location • Shall not obscure pedestrian’s visibility into shop. • Shall be integrated into store window displays.

Colors • Complementary and suitably contrasting accent
colors shall be used.
• Hand painted directly onto glass.
• Vinyl letters applied to glass.

Methods of
Application
• Clear acrylic panel hung or posted behind glass.
d. Street Address Numbers. Where consistent with the requirements of the city of Santa Cruz fire department, bold number graphics can be used to highlight a store’s address and location. This is especially effective when there is more than one shop per building. e. Canopy/Awning Signs. Signs painted on or affixed to canopies or awnings which are a part of a building shall be counted toward the total allowable area of wall signs. Signs suspended under canopies shall meet the requirements for a hanging sign provided under subsection (6)(b).

16.56 f. Temporary Signs.
(1) Temporary signs, such as hastily, hand-painted “Sale” signs printed on paper and plastered in windows, are not permitted and shall be subject to the enforcement procedures provided under Title 4 of the City of Santa Cruz Municipal Code. (2) Temporary signs not exceeding two in number and six square feet in total area for each business are allowed.
g. Public Art Exception. The zoning administrator shall determine whether a proposal contains the characteristics of a sign, i.e., whether its principal function is to serve as an advertisement. If the zoning administrator determines that the proposal is a sign, it shall be subject to the requirements of this part and may be subject to building and construction codes or other requirements of the municipal code.
(Ord. 2020-22 § 18, 2020; Ord. 2016-11 § 41, 2016; Ord. 2016-04 § 9, 2016).

24.12.360 PERFORMANCE REGULATIONS – LIGHTING, MOVEMENT, SOUND.

1. Lighting.
a. Lighting of Signs. Where a sign is externally illuminated the light source must be shielded such that it is not visible from the front of the sign or lighting fixture, or from beyond the property line. Illuminated signs are prohibited in residential zone districts. Intermittent or flashing lighting shall be prohibited. Illuminated surfaces with an integral light source, such as electroluminescent paneling, may be used if their illumination intensity does not interfere with surrounding land uses. Lighted signs in the Beach Recreational Area and time and temperature devices in any district are not subject to these restrictions. b. Searchlights. Portable shielded arc-type searchlights shall be permitted as temporary signs, in commercial and industrial districts only, provided that the beam of the searchlight shall not be projected at less than a forty-five degree angle measured from a horizontal plane, and shall not project upon or reflect upon property or buildings other than the property or buildings of permittee.

2. Movement and Sound.
a. Animated Signs. Movement or semblance of movement of signs shall be limited to three cycles per minute, except that in the Beach Recreational Area, there shall be no limit. b. Sound. No sign shall be designated for the purpose of emitting sound. See also Section 24.12.328 above (roof signs) and Section 24.12.330 above (flags, etc., regulations). (Ord. 85-05 § 1 (part), 1985).

24.12.370 CONSTRUCTION AND MAINTENANCE.

16.57 The appropriate sections of the Building Code shall apply to the construction of signs. (Ord. 85-05 § 1 (part), 1985).

24.12.380 NONCONFORMING SIGNS.

1. Nonconforming Signs, Amortization. There are hereby declared to be the following time periods beginning with October 13, 1966 within which all signs within the city shall be altered, removed, or otherwise made to comply with the provisions of this part. a. Temporary, sandwich board, movable freestanding, tire stacks, and wind signs: sixty days.
b. Signs painted on buildings, walls, or fences: two years. c. Signs of less than $100.00 in valuation: two years.
d. All off-site advertising signs together with all other signs: seven years.

2. Exceptions. Except that the following time periods shall apply to signs legally erected pursuant to a valid sign permit issued within two years immediately preceding the effective date of this part. a. Signs painted on buildings, walls, or fences: three years from permit date. b. Signs of less than $100.00 in valuation: three years from permit date. c. All other signs: ten years from permit date.

3. Signs Hereafter Rendered Nonconforming.
a. Any sign which becomes nonconforming subsequent to the effective date of this part either by reason of the annexation to the city of the territory upon which the sign is located, or the amendment of this part to render such sign noncomplying or otherwise, shall also be subject to the provisions hereof.
b. The period within which such sign must be abated as provided above, shall commence to run upon the effective date of such annexation or of such amendment, or the date upon which the sign otherwise becomes nonconforming.

4. Abatement. Nonconforming signs shall either be made to conform with the provisions of this part, or abated within the applicable period of time as provided in this part. In the event they are not, the building official shall order the same abated by the owner of the property and any other person known to be responsible for the maintenance of the sign. It shall thereafter be unlawful for any such person to maintain or suffer to be maintained any such sign on any property owned or controlled by him.

16.58 5. Manner of Abatement. Unless some other mode of abatement is approved by the building official, in writing, abatement of nonconforming signs shall be accomplished in the following manner. a. Signs painted on buildings, walls or fences: by removal of the paint constituting the sign or by permanently painting over it in a way that the sign shall not thereafter be or become visible. b. Other signs: by removal of the sign, including its dependent structures and supports; or pursuant to a sign permit duly issued by modification, alteration, or replacement thereof, in conformity with the provisions of this part.

6. Modification of Nonconforming Signs. No nonconforming sign shall be in any manner altered, reconstructed or moved without being made to comply in all respects with the provisions of this chapter; provided, however, that nothing herein shall prohibit the normal maintenance or repair of any nonconforming sign nor the painting or repainting of the face thereof. (Ord. 85-05 § 1 (part), 1985).

24.12.390 SIGN AREA TABLES.*
* Editor’s Note: The previous edition of this code did not contain Section 24.12.390, although the section was referred to in other sections of the code. This section was added into the code by the publisher at the time of the 1995 republication.

A. Table 1 – FREESTANDING SIGNS OVER FIVE FEET HIGH

16.59 Where total area of parcel of property involved exceeds 100,000 square feet, but has a frontage over 100 and less than 200 feet, sign area may be the same as where frontage is 200 feet.

B. Table 2 – WALL SIGNS (other than residential districts)

16.60 Where wall area exceeds 5,000 square feet, sign area may be increased by 10 square feet for each additional 50 square feet of wall area; but no sign shall exceed 300 square feet.

16.61 EXHIBIT F

GUARANTY OF LEASE
[NOT APPLICABLE- INTENTIONALLY LEFT BLANK]
OR

1. In consideration of the execution of the attached Lease dated ______________, 20__, by and between City of Santa Cruz, a municipal corporation (“Landlord”) and ___________, a “______________ company”, (“Tenant”) for the premises known as ________________ in Santa Cruz, California, the undersigned Guarantor(s) hereby unconditionally and irrevocably guarantee(s) to Landlord, its successors and assigns, the prompt payment by Tenant of the rent and all other sums required under the Lease, and the faithful performance by Tenant of all the terms, covenants, and conditions contained in the Lease. The lease is incorporated herein by reference.

2. This Guaranty shall not be affected by any deviation from or alteration of the terms, covenants, or conditions of the Lease or by any permitted assignment or subletting of all or any part of the interest of Tenant in the Lease. This Guaranty shall not be released, extinguished, modified, or in any way affected by failure on the part of Landlord to enforce any or all of its rights or remedies whether pursuant to the terms of the Lease or at law or in equity.

3. This Guaranty is a continuing one and shall terminate only on payment by Tenant of all the rent and other sums required under the Lease and on performance by Tenant of all duties and obligations contained in the Lease.

4. The undersigned waives notice: (a) of any default by Tenant (i) in payment by Tenant of any of the rent or other sums hereby guaranteed and (ii) in performance by Tenant of the terms, covenants, and conditions of the Lease, and (b) of acceptance by Landlord of this Guaranty. Landlord agrees to give written notice to the undersigned prior to commencing legal action against the Tenant or against the undersigned.

5. The undersigned consents that Landlord may from time to time extend the time for performance or otherwise modify, alter, or change the Lease and any or all of its provisions and may extend the time for payment of the rent and all other sums hereby guaranteed and may receive and accept notes, checks, and other instruments for the payment of money made by Tenant and extensions and renewals thereon without in any way releasing or discharging the undersigned from its obligations under this Guaranty. Notice of presentment of any such note or notes and/or notice of default in the payment thereof at maturity and/or protest or notice of protest thereof is expressly waived.

6. The undersigned further consents and agrees that Landlord shall not be

16.62 required, in order to enforce this Guaranty, to first institute suit or exhaust its legal remedies against Tenant. This Guaranty of Lease shall not be extinguished as a result of any bankruptcy proceeding.

7. This Guaranty may be immediately enforced against the undersigned (jointly and/or severally if more than one guarantor) on any default by Tenant, and the insolvency of Tenant shall be deemed a default.

8. In the event any action should be commenced by Landlord against the undersigned to enforce any of the terms or conditions of this Guaranty, Landlord shall be entitled to recover from the undersigned hereunder in any action in which it shall prevail, reasonable attorneys’ fees and expenses.

9. This Guaranty shall inure to the benefit of Landlord, its successors and assigns, and shall bind the successors and assigns of the undersigned.

10. The unenforceability, invalidity, or illegality of any provision(s) of this Guaranty shall not render the other provisions unenforceable, invalid, or illegal.

11. The undersigned Guarantor(s) acknowledge(s) that he/she has/have reviewed this Guaranty and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Guaranty.

12. The undersigned Guarantor(s) acknowledge(s) giving mature and careful thought to this Guaranty and has the legal capacity and standing to enter into this Guaranty.

The undersigned Guarantor(s) acknowledges understanding the meaning and legal consequences of this Guaranty.

13. This Guaranty may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the undersigned has executed this Guaranty this ______ day of _____________, 20__.

Guarantor:
______________________

16.63 _____________________, individually and
as ______________ of _______________________
Guarantor:
_______________________
_____________________, individually and
as ______________ of _______________________

16.64 CERTIFICATE OF ACKNOWLEDGMENT OF NOTARY PUBLIC
State of California)
County of Santa Cruz)
On ______________________ before me, ,
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/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 certify 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.
(This area for official notary seal)
Signature ______________________________
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.

16.65 City of Santa Cruz

BUDGET ADJUSTMENT REQUEST
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REQUESTED BY DEPARTMENT HEAD

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FINANCE DIRECTOR

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CITYMANAGER

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Clear Form
2026
08/12/2025
To budget rent revenue for the premises located at 1016 Cedar. 741-40-64-0000-46202 Rents - real property - Cedar/Locust 13,800 13,800
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Jennifer
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Digitally signed by
Jennifer Shelton
Date: 2025.07.21
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Kathryn
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Digitally signed by
Kathryn L. Mintz
Date: 2025.07.23
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by Emily Burton
Date: 2025.07.24
'08:09:02 -07'00
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Digitally signed by
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Date: 2025.07.24
09:34:39 -07'00' 16.66
City Council

AGENDA REPORT
DATE: 07/22/2025
AGENDA OF: 08/12/2025
DEPARTMENT: Fire
SUBJECT: Approve Purchase of Pierce Enforcer Pumper Fire Engine and Lease Agreement with PNC Equipment Finance (FD)
LOCATION: Citywide
RECOMMENDATION: Motion to:
1) Award a contract for the purchase of a Pierce Enforcer Pumper Fire Engine (Apparatus) to Golden State Fire Apparatus in the amount of $1,081,832.19; and 2) Adopt a resolution approving a lease agreement between the City and PNC Equipment Finance to prepay for the purchase and to finance the Apparatus with a 4.18% interest rate over five (5) years for a total cost of $1,221,194.80; and authorizing the City Manager to execute the agreement and related documents in a form to be approved by the City Attorney.

BACKGROUND: The Fire Department follows an apparatus replacement program according to NFPA 1911 standards. Following NFPA 1911 standards allows the Fire Department to be equipped with reliable apparatus to meet and enhance public safety within the community. In FY26 one (1) Apparatus is due to be replaced per NFPA 1911. Apparatus build time is currently

32.5 - 36 months, orders must be placed accordingly for apparatus to be delivered in time to maintain compliance with NFPA 1911 standards.

DISCUSSION: The Finance Department, City Manager’s Office, and Fire Department explored multiple options to purchase an Apparatus in FY26. It was mutually agreed upon to execute an agreement with Golden State Fire Apparatus, Pierce Manufacturing’s California dealer/distributor, utilizing a 5-year lease agreement with PNC Equipment Finance. Pierce Manufacturing and PNC Equipment Finance will partner to provide a tax-exempt municipal leasing program for the Apparatus (a sample template is attached for reference). Utilizing a lease agreement allows the City to take advantage of the 100% prepay discount in the amount of $127,877. The City will pay for the Apparatus in annual installments, over five (5) years, beginning in FY27 with a 4.18% interest rate. The Apparatus will be owned outright by the City of Santa Cruz (City) after the final installment is paid. This purchase agreement with Golden State Fire Apparatus will be executed by August 15th to avoid a price increase.

17.1 The City is a member of Cooperative Sourcewell and will utilize the Sourcewell cooperative contract to purchase this Apparatus. Sourcewell contract #113021-OKC-1 is effective through February 10, 2026. The cooperative contract has been awarded through a formal RFP procurement process. Cooperative agreements result from a procurement process completed by a consortium and then are authorized for use by participating agencies, of which the City is a member.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed Council action is not a “Project” under CEQA because it will not result in a “direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment.” (Public Resources Code § 21065.)
HEALTH IN ALL POLICIES (HiAP): This Apparatus purchase directly supports the City’s HiAP pillar of public health as it enables fire fighters to provide critical fire protection, fire suppression, and emergency response services within the City and surrounding jurisdictions.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: Yes FISCAL IMPACT DESCRIPTION: There will be no fiscal impact to the General Fund in FY 2026. PNC Equipment Finance will complete prepayment to Golden State Fire Apparatus in the amount of $1,081,832.19. In FY 2027, the City will commence a five (5) year payment plan in the amount of $244,238.96 annually to PNC Equipment Finance in the total amount of $1,221,194.80. These funds will begin to be budgeted in FY 2027 and the source of funding will be the Fire Department’s Public Safety Impact Fees and the established apparatus sinking fund.

Prepared By:

Megan Nutt
Principal Management
Analyst
Submitted By:

Rob Oatey
Fire Chief
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. PIERCE PURCHASE AGREEMENT.PDF

2. PNC LEASE PURCHASE.PDF

3. PNC LEASE RESOLUTION.DOCX

4. PNC LEASE SAMPLE AGREEMENT.PDF

17.2 PREPARED ESPECIALLY FOR:

CITY OF SANTA CRUZ
One (1) Pierce Manufacturing, Inc.

Enforcer 1250 GPM Type 1 Engine

17.3 Product Proposal
Standard Terms and Conditions (Exhibit A)
Product Specifications (Exhibit B)
▪ Supporting Documents (If Applicable)
◦ Electrical Analysis
◦ Turning Radius Report
Product Warranties (Exhibit C)
Dealer Supplied Products and/or Services (Exhibit D)

TABLE OF CONTENTS
1 2
3 4
5 goldenstatefire.com

17.4 JROGHQVWDWHĆUHFRP
PRODUCT 1 PROPOSAL

17.5 OPTION A
100% PRE-PAYMENT
This will be the price of the Product(s)
contingent upon the Customer paying the
Grand Total Purchase Price to GSFA within
thirty (30) calendar days of the Executed Date
pursuant to the Payment Terms
Please note this discount is also available contingent upon a Third Party (Leasing Company) paying 100% of the Grand Total Purchase Price on behalf of the Customer to GSFA within thirty (30) calendar days of the Executed Date pursuant to the Payment Terms

IF YOU ELECT THIS OPTION,

IT RESULTS IN A SAVINGS OF
($140,631.01) OFF

OF THE GRAND TOTAL OF OPTION B

17.6 goldenstatefire.com
7400 Reese Road, Sacramento, CA 95828 | 916.330.1638
PRODUCT PROPOSAL FOR:

City of Santa Cruz
230 Walnut Avenue
Santa Cruz, CA 95060
Sales Consultant
Rich Myers
[email protected]
Mobile: (831) 251-8931
Golden State Fire Apparatus, Inc. (“GSFA”) is pleased to provide this proposal for the fire apparatus(es) and equipment identified below (the "Product”) to CITY OF SANTA CRUZ (“Customer”) for consideration. This proposal (this “Product Proposal”) includes the following exhibits attached hereto: the Standard Terms and Conditions attached as Exhibit A (the “Terms and Conditions”); the Product Specifications attached as Exhibit B (the “Specifications”); the Product Warranties attached as Exhibit C; and the Dealer Supplied Products and/or Services attached as Exhibit D (the “Dealer Supplied Products/Services List”) (all of the foregoing, collectively, the “Agreement”). Through its signature below or other Acceptance (as defined on page 2), Customer acknowledges having received and read, and agrees to be bound by, the Agreement. The Agreement shall be effective as of the latest date appearing in the signature blocks below (the “Executed Date”).

PAYMENT TERMS – Customer shall pay the total purchase price set forth directly above (the “Grand Total Purchase Price”) to GSFA within thirty (30) calendar days of the Executed Date. If payment of the Grand Total Purchase Price is late, a late fee as specified in section 6 of the Terms and Conditions may be applied, and the Prepayment Discount may be adjusted, and the Grand Total Purchase Price increased in accordance with section 2.c of the Terms and Conditions. Customer shall pay any balance due as a result of Change Orders as described in the Terms and Conditions.

MANUFACTURER – Customer acknowledges that GSFA is not an agent of the Product manufacturer identified above (“Manufacturer”) and is not capable of binding Manufacturer. Within five (5) business days of the Executed Date, GSFA shall submit an order form to the Manufacturer for the Product. GSFA’s further performance under the Agreement is contingent upon Manufacturer’s acceptance of such order form at the price and on the terms GSFA believed to be available when submitting this Product Proposal to Customer. If Manufacturer rejects such order as submitted or fails to respond to GSFA within a reasonable SUBMITTED DATE EXPIRATION DATE GSFA PROPOSAL # MANUFACTURER BID # MANUFACTURER CONSORTIUM 07/15/2025 08/15/2025 70715-25A 962 Pierce
Manufacturing Inc.

Sourcewell #113021-
OKC, ID #259,
Member # 26502

ITEM PRODUCT DESCRIPTION UNIT PRICE
A One (1) Pierce Manufacturing, Inc. Enforcer 1250 GPM Type 1 Engine 1,111,402.00 B Pre-Payment Discount for 100% Payment at Time of Order (the “Prepayment Discount”) (127,877.00) C SUBTOTAL 983,525.00
D 9.75% State Sales Tax 95,893.69
E California Tire Fee 10.50
F 100% Performance Bond 2,403.00
G GRAND TOTAL PURCHASE PRICE 1,081,832.19

17.7 goldenstatefire.com
7400 Reese Road, Sacramento, CA 95828 | 916.330.1638
amount of time, GSFA shall notify Customer in writing, and unless GSFA and Customer otherwise agree in writing, the Agreement shall then terminate and have no further force or effect.

PRODUCT COMPLETION – The Product shall be ready for final inspection by Customer at the manufacturing facility within approximately 31.5 to 34.5 MONTHS after the Executed Date. The foregoing estimate is provided as a good faith approximation as of the date of submission of this Product Proposal and is subject to the Terms and Conditions.

PREDELIVERY SERVICE – If applicable, after transportation from the manufacturing facility and prior to final delivery or pick up, the Product shall receive those additional Products and/or services identified on the Dealer Supplied Products/Services List. It is estimated that such a service will add approximately 1 to 1.5 MONTH(S) to the above Product completion estimate. The foregoing estimate is provided as a good faith approximation as of the date of submission of this Product Proposal and is subject to the Terms and Conditions.

PROPOSAL EXPIRATION – This Product Proposal supersedes any previous proposal(s) presented to Customer by GSFA and its employees and may be accepted by Customer on or before the Expiration Date identified above. Unless accepted by the Expiration Date, GSFA reserves the right to withdraw this Product Proposal or to alter its terms (including by providing updated Product pricing) prior to an order being accepted.

PURCHASE ORDER – Any PO shall be made out to: Golden State Fire Apparatus, Inc. – 7400 Reese Road – Sacramento, CA 95828.

ACCEPTANCE – ACCEPTANCE OF THIS PROPOSAL CREATES AN ENFORCEABLE BINDING AGREEMENT BETWEEN GSFA AND CUSTOMER. “ACCEPTANCE” MEANS THAT THE CUSTOMER DELIVERS TO GSFA: (A) A SIGNED COPY OF THIS PRODUCT PROPOSAL, OR (B) A SIGNED COPY OF A PURCHASE ORDER INCORPORATING THE AGREEMENT IN ITS ENTIRETY. ANY ADDITIONAL OR DIFFERENT TERMS, WHETHER CONTAINED IN CUSTOMER’S FORMS OR OTHERWISE PRESENTED BY CUSTOMER AT ANY TIME, ARE HEREBY REJECTED AND OF NO EFFECT UNLESS APPROVED IN WRITING SIGNED BY GSFA.

COUNTERPARTS - This Product Proposal may be executed in multiple counterparts, each of which shall be deemed an original (including copies sent to a party by electronic transmission) as against the party signing such counterpart, but which together shall constitute one and the same instrument. A signed copy of this Product Proposal delivered by facsimile, email or other means of electronic transmission will be deemed to have the same legal effect as delivery of an original signed copy of this Product Proposal.

If this Product Proposal is returned to GSFA with the signature of Customer’s authorized representative but without an attestation or co-signers signature, then absent Customer’s written notice to the contrary, GSFA shall be entitled to rely on such single signature as sufficient evidence of the signatory’s authority to execute the Agreement and bind Customer thereby.

INTENDING TO CREATE A BINDING AGREEMENT, Customer and GSFA have each caused this Product Proposal dated 07/15/2025, GSFA Proposal Number 70715-25A to be executed by their duly authorized representatives effective as of the Executed Date.

ACCEPTED AND AGREED TO BY CUSTOMER ACCEPTED AND AGREED TO BY GSFA __________________________________________________ _________________________________________________ Signature of Authorized Customer Representative Signature of Authorized GSFA Representative

__________________________________________________ _________________________________________________ Print Name Print Name

__________________________________________________ _________________________________________________ Title Title

__________________________________________________ _________________________________________________ Date Date

17.8 OPTION B

PAYMENT AT TIME OF DELIVERY OR PICKUP
This will be the price of the Product(s) contingent
upon the Customer paying the Grand Total
Purchase Price to GSFA at time of delivery or pickup
pursuant to the Payment Terms

17.9 goldenstatefire.com
7400 Reese Road, Sacramento, CA 95828 | 916.330.1638
PRODUCT PROPOSAL FOR:

PAYMENT TERMS – Customer shall pay the total purchase price set forth directly above (the “Grand Total Purchase Price”) to GSFA no later than the time of GSFA’s delivery of the applicable Product to Customer’s address listed above (or Customer’s pick up of such Product at GSFA’s facilities, if approved by GSFA). GSFA shall have no obligation to deliver, or permit pick up of the Product if the Customer does not have full payment ready when the Product is complete and ready to deliver or pick up, as applicable. Customer shall pay any balance due as a result of Change Orders as described in the Terms and Conditions.

MANUFACTURER – Customer acknowledges that GSFA is not an agent of the Product manufacturer identified above (“Manufacturer”) and is not capable of binding Manufacturer. Within five (5) business days of the Executed Date, GSFA shall submit an order form to the Manufacturer for the Product. GSFA’s further performance under the Agreement is contingent upon Manufacturer’s acceptance of such order form at the price and on the terms GSFA believed to be available when submitting this Product Proposal to Customer. If Manufacturer rejects such order as submitted or fails to respond to GSFA within a reasonable amount of time, GSFA shall notify Customer in writing, and unless GSFA and Customer otherwise agree in writing, the Agreement shall then terminate and have no further force or effect.

SUBMITTED DATE EXPIRATION DATE GSFA PROPOSAL # MANUFACTURER BID # MANUFACTURER CONSORTIUM 07/15/2025 08/15/2025 70715-25B 962 Pierce
Manufacturing Inc.

Sourcewell #113021-
OKC, ID #259,
Member # 26502

ITEM PRODUCT DESCRIPTION UNIT PRICE
A One (1) Pierce Manufacturing, Inc. Enforcer 1250 GPM Type 1 Engine 1,111,402.00 B 9.75% State Sales Tax 108,361.70
C California Tire Fee 10.50
D 100% Performance Bond 2,689.00
E GRAND TOTAL PURCHASE PRICE 1,222,463.20

17.10 goldenstatefire.com
7400 Reese Road, Sacramento, CA 95828 | 916.330.1638
PRODUCT COMPLETION – The Product shall be ready for final inspection by Customer at the manufacturing facility within approximately 31.5 to 34.5 MONTHS after the Executed Date. The foregoing estimate is provided as a good faith approximation as of the date of submission of this Product Proposal and is subject to the Terms and Conditions.

PURCHASE ORDER – Any PO shall be made out to: Golden State Fire Apparatus, Inc. – 7400 Reese Road – Sacramento, CA 95828.

INTENDING TO CREATE A BINDING AGREEMENT, Customer and GSFA have each caused this Product Proposal dated 07/15/2025, GSFA Proposal Number 70715-25B to be executed by their duly authorized representatives effective as of the Executed Date.

__________________________________________________ _________________________________________________ Print Name Print Name

__________________________________________________ _________________________________________________ Title Title

__________________________________________________ _________________________________________________ Date Date

17.11 JROGHQVWDWHĆUHFRP

STANDARD TERMS

AND CONDITIONS
Exhibit “A”
2 17.12
1 STANDARD TERMS AND CONDITIONS

1. Definitions.

a. “Agreement” has the meaning given in the Product Proposal. b. “Customer” means the customer identified in the Product Proposal. c. “Dealer Preparation,” if applicable, means additional product(s) and/or services added or provided by GSFA after Manufacturer’s completion of the Product and transportation to GSFA’s premises prior to delivery to Customer, in accordance with the Dealer Supplied Products/Services List and/or a valid Change Order(s). d. “Dealer Supplied Products/Services List” means the Dealer Supplied Products and/or Services List attached to the Product Proposal as Exhibit D, which reflects all Dealer Preparation under the Agreement absent a valid Change Order(s).
e. “Grand Total Purchase Price” means the total purchase price for the Product identified in the Product Proposal (subject to any adjustments required or permitted by these Terms and Conditions, including by the execution of a valid Change Order(s)).
f. “GSFA” means Golden State Fire Apparatus, Inc., a California corporation. g. “Manufacturer” means the person or persons, company, firm, corporation, partnership, or other organization identified in the Product Proposal as responsible for manufacturing the Product. h. “Party” or “Parties” means GSFA and/or Customer, as applicable. i. “Prepayment Discount” means a discount to the purchase price for the Product granted to Customer in connection with Customer’s advance payment of the Grand Total Purchase Price (or portion thereof, as specified in the Product Proposal), if applicable.
j. “Product” means the fire apparatus(es) and any associated equipment listed in the Product Proposal and further described in the Specifications.
k. “Product Proposal” means the GSFA proposal executed by Customer to which these Terms and Conditions are attached.
l. “Product Warranties” means the Manufacturer warranties for the Product attached to the Product Proposal as Exhibit C.
m. “Specifications” means the specifications for the Product attached to the Product Proposal as Exhibit B. n. “Terms and Conditions” means these Standard Terms and Conditions, which are attached to the Product Proposal as Exhibit A.

2. Purchase and Payment.
a. Purchase. Customer agrees to purchase the Product at the Grand Total Purchase Price (as such amount may be adjusted in accordance with these Terms and Conditions), pursuant to the payment terms set forth in the Product Proposal. The Grand Total Purchase Price is payable in U.S. dollars. b. Contingency Reserve Fund. The Grand Total Purchase Price may include an amount to be set aside for the purpose of funding any future costs or financial obligations incurred by Customer under the Product Proposal or any valid Change Order(s) (the “Contingency Reserve Fund”). If applicable, the amount of any required Contingency Reserve Fund will be set forth in either the Product Proposal or Exhibit D. The Contingency Reserve Fund may be withdrawn against by Customer or GSFA for the purpose of satisfying Customer’s payment obligations under the initial Product Proposal or any valid Change Order(s) (including, without limitation, a Change Order submitted by GSFA pursuant to Section 8.b). If a Contingency Reserve Fund is required under the Agreement, the amount of such fund is not intended as an estimate of the actual additional costs of contingencies, Change Orders, unforeseen items or other required work that may be incurred under the Agreement after submission of the Product Proposal to Customer, which amounts Customer acknowledges may exceed the Contingency Reserve Fund amount. The balance of any Contingency Reserve Fund will be credited against Customer’s payment obligations, or otherwise returned to Customer within thirty (30) calendar days of delivery of all Products under the Agreement (provided that Customer has paid all amounts owed under the Agreement as of such date).

17.13 2
c. Prepayment Discount. If GSFA has granted Customer a Prepayment Discount, Customer must provide each associated prepayment (each, a “Prepayment”) within the time frame specified in the Product Proposal in order to receive such discount. Customer’s failure to timely make any Prepayment may result in: (i) GSFA’s termination of the Agreement; and/or (ii) Customer’s loss of the Prepayment Discount for the portion of the Grand Total Purchase Price represented by such outstanding Prepayment and the application of a late fee as set forth in Section 6, in each case in GSFA’s sole discretion.
d. State Sales Tax. Customer shall be responsible for the cost of state sales tax associated with, or attributable to, the Product. The taxes stated in the Product Proposal are subject to adjustment for the applicable state sales tax rate in effect at the time of delivery. Therefore, the sales tax set forth on the Product Proposal is only an estimate of such taxes and will be increased or decreased at the time of delivery if a change in the applicable sales tax rate has occurred, in which case Customer shall pay GSFA (or be refunded by GSFA) the difference in the applicable sales tax.

3. Product Completion Date. Within thirty (30) calendar days of the date on which the last required signatory executes the Product Proposal (such date, the “Executed Date”), GSFA shall submit to Customer a tentative Product completion date based on the then-estimated time to complete the manufacturing of the Product(s) and for the Product(s) to be ready for inspection and final approval by Customer at the manufacturing facility (which may differ from the Product completion estimate contained in the Product Proposal). Due to global supply chain constraints, any Product completion date contained herein, or in the Product Proposal, or otherwise provided to Customer, is a good faith estimate only as of the date provided to Customer, and merely an approximation based on current information available to GSFA and Manufacturer. Customer shall not be entitled to rely on any such estimate, and GSFA shall have no liability to Customer for a failure by GSFA or Manufacturer to meet any such estimate. All Product completion estimates are subject to modification and, if applicable, GSFA will provide updates to such estimates to Customer when available.

4. Stock / Demo Units. Notwithstanding any other provision contained in the Agreement (including Section 12 hereof concerning warranties), any Products constituting stock/demo unit(s) are sold to Customer on an as-is, first-come and first-served basis and GSFA makes no further representation or warranty to any customer with respect to such unit(s). Regardless of the terms of the Product Proposal, GSFA shall only be obligated to sell such stock/demo unit(s) to the first customer to enter into a purchase agreement with GSFA identifying such unit(s), and after the execution by GSFA of such agreement any subsequent purchase agreement (including the Agreement, as applicable) shall have no further force or effect with respect to such unit(s).

5. Multiple Unit Purchase. If the Grand Total Purchase Price includes pricing for multiple Products, the Product price stated in the Product Proposal shall only be valid if the quantity of Products being proposed are purchased at the same time, pursuant to the same Agreement. GSFA shall have no obligation to offer the same price for any Product if purchased by Customer pursuant to a later purchase agreement.

6. Late Fee; Storage Fee. A late fee equal to 0.033% of the outstanding portion of the Grand Total Purchase Price will be charged per calendar day for overdue payments beginning ten (10) calendar days after the payment is due and continuing for the first thirty (30) calendar days thereafter. After such thirty (30) calendar day period, the late fee shall increase to 0.044% per calendar day until payment of the outstanding portion of the Grand Total Purchase Price is received; provided that if Customer is a public agency, the foregoing late fees shall not exceed the statutory limit set forth in Section 926.10 of the California Government Code. If Customer is unable to satisfy the delivery requirements hereunder or is unwilling to take delivery of the Product, then GSFA shall be entitled to a storage charge running from the earlier of: (i) the date of delivery agreed to between GSFA and Customer (provided GSFA is willing and able to deliver the Product on such date), or (ii) twenty-one (21) calendar days after GSFA notifies Customer that the Product is available for delivery. The storage charge is equal to: (i) $175.00 per calendar day per apparatus stored, or (ii) the actual charges incurred by GSFA with a third party for storage of the Product, whichever is greater. Such storage charge shall continue until the actual time of delivery and Customer’s possession of the Product, and any such storage by GSFA or such third party shall be at the sole risk of Customer.

17.14 3

7. Delivery; Inspection and Acceptance.
a. Delivery. Subject to Section 5 hereof, the Product is scheduled to be delivered to the location and within the time period specified in the Product Proposal. Such delivery date is an estimate, and GSFA is, notwithstanding this Section 7.a, not bound to such date unless it otherwise agrees in a separate writing to complete delivery by a date certain. For the avoidance of doubt, GSFA is not responsible for delivery delays caused by or because of actions, omissions or conduct of Customer, the Manufacturer, or their respective employees, affiliates, suppliers, contractors, and carriers. Risk of loss for the Product shall pass to Customer at the point and time of delivery (which shall include an attempted delivery by GSFA which cannot be completed due to any act or omission of Customer).

However, title to the Product shall only pass to Customer upon delivery if Customer has then fully paid GSFA all amounts due hereunder (including additional amounts due under any valid Change Order). Absent GSFA’s separate written agreement, which it may or may not provide in its sole and absolute discretion, delivery of the Product will not occur before Customer has fully paid all amounts due under the Agreement and provided proof of insurance reasonably satisfactory to GSFA. If GSFA permits Customer to take possession of the Product prior to such payment, Customer may not mount equipment, conduct training, or place the Product into service until all amounts due under the Agreement have been paid. If Customer has ordered multiple Products, GSFA reserves the right to deliver such Products in installments and to separately invoice Customer for such Products. b. Inspection and Acceptance. Upon delivery, Customer shall have ten (10) calendar days within which to inspect the Product for substantial conformance to the Specifications, and in the event of substantial nonconformance to the Specifications to furnish GSFA with written notice sufficient to permit GSFA to evaluate such non-conformance (“Notice of Nonconformance to Specifications”). Contingent upon part availability and Customer’s cooperation, any Product not in substantial conformance to material Specifications shall be remedied by GSFA (by repair or replacement, at GSFA’s election) within thirty (30) calendar days from GSFA’s receipt of the Notice of Nonconformance to Specifications. In the event GSFA does not receive a Notice of Nonconformance to Specifications within ten (10) calendar days of delivery, the Product will be deemed to be in conformance with Specifications and accepted by Customer.

8. Changes to Agreement Terms.
a. Change Orders. The Customer may request that GSFA incorporate a change to the Product or the Specifications for the Product, or GSFA may submit changes to the Agreement required or permitted to be made by GSFA (pursuant to Section 8.b or otherwise), by delivering a written Change Order to the other party hereto, which shall include a description of the proposed change sufficient to permit the receiving party to evaluate such change (either, a “Change Order”). For any Change Order submitted by Customer, GSFA will provide Customer a written response (a “Response”) stating (i) whether GSFA will accommodate such Change Order (which GSFA may decide in its sole and absolute discretion); and (ii) the terms of the modification to the order, including any increase or decrease in the Grand Total Purchase Price resulting from such Change Order, a date on which any increase in the Grand Total Purchase Price must be paid, and an estimate of any effect on production scheduling or delivery resulting from such Change Order. Customer shall have seven (7) calendar days after receipt of the Response to notify GSFA as to whether Customer desires to make the changes GSFA has approved in the Response. In the event Customer countersigns GSFA’s Response, Customer shall pay the increase (or be refunded the decrease) in the Grand Total Purchase Price by the date specified in the Response. GSFA may also send Customer a Change Order to account for any changes to the Agreement required or permitted to be made by GSFA (including those changes required pursuant to Section 8.b hereof), and such Change Order shall be effective upon delivery to Customer unless Customer elects to terminate the applicable Product order under the Agreement in accordance with Section 9. b. Additional Changes.
i. Component Price Volatility; Increases Imposed by Manufacturer. GSFA shall not be responsible for (i) any unforeseen price increase or surcharge enacted by suppliers of major components of the Product (including but not limited to commercial chassis, engine, transmission, and fire pump); or (ii) price increases imposed on GSFA by Manufacturer pursuant to Manufacturer’s terms and conditions for sale of the Product (a “Manufacturer

17.15 4
Price Increase”), after Customer becomes bound by the Agreement. Customer shall be responsible for all amounts arising from any price increases for major components of the Product (including all associated taxes and fees thereon) or any Manufacturer Price Increases occurring after the execution of the Agreement which increase the cost of the Product to GSFA, and such amounts will be documented on a Change Order adjusting the Grand Total Purchase Price accordingly. Customer shall pay any such price increase prior to Product delivery. A Manufacturer Price Increase may include, but shall not be limited to, an increase in Product price resulting from an increase in the Producer Price Index of Components for Manufacturing (see www.bls.gov Series ID: WPUID6112) in excess of a compounded annual growth rate of five percent (5%), as measured between the month Manufacturer accepts the applicable Product order and the month that is fourteen (14) months prior to the then-current estimated Product completion date (the foregoing, a “PPI-Based Price Increase”). If, upon Customer’s receipt of a Change Order reflecting a PPI-Based Price Increase, Customer elects to terminate the applicable Product order in accordance with Section 8.b.iii rather than pay such increase, then in lieu of the cancellation fees described in Section 9.a hereof GSFA shall be entitled to recover and Customer shall pay GSFA’s actual non-reimbursable costs incurred in connection with the Product order through the date of Customer’s termination of such Product order. ii. New Legal Standards. In the event the Product design, materials or specifications require an alteration arising from new regulations issued by any governmental entity or trade association, including, but not limited to, the NFPA, DOT, and EPA, and such alteration increases the cost of the Product to GSFA, Customer shall be responsible for changes to the Grand Total Purchase Price arising from such alteration. GSFA shall promptly notify Customer when it becomes aware of any potential or required change in regulations occurring prior to delivery that would impact the Product purchased.
iii. Change Orders. Customer shall execute any Change Order submitted by GSFA documenting any of the changes required or permitted by Sections 8.b.i and 8.b.ii above (which shall, to the extent practicable, itemize any increases in the Grant Total Purchase Price and specify a commercially reasonable date by which Customer must pay such increase), unless Customer instead elects to terminate the applicable Product order under the Agreement within fifteen (15) calendar days of Customer’s receipt of such Change Order and in accordance with Section 9.

Absent such a termination, failure or refusal to execute a Change Order does not alter Customer’s obligations under this Section 8.b.
c. Changes in Commercial Specifications. Specifications for all components of the Product manufactured by companies other than the Manufacturer are subject to change without notice. Specifications for such components will be as available at the time of manufacture of the Product. GSFA shall not be liable for any deviations in such specifications arising from a substitution of components or changes in the design of any component by their original manufacturer.

9. Termination.
a. By Customer. Customer may terminate a Product order identified in the Product Proposal or a Change Order by providing written notice to GSFA in accordance with Section 16 hereof. If Customer elects to terminate a Product order, Customer shall pay GSFA a cancellation fee as follows: (a) after the Product order is accepted and entered by GSFA, 10% of the portion of the Grand Total Purchase Price applicable to such Product (including all associated taxes, fees and costs) (such amount, the “Product Purchase Price”); (b) after completion of the preconstruction phase of the order process, 20% of the Product Purchase Price; and (c) after the requisition of any materials or commencement of any manufacturing or assembly of the Product by either GSFA or Manufacturer but before substantial completion of such Product, 50% of the Product Purchase Price. Customer shall not be permitted to terminate a Product order after substantial completion of manufacturing and assembly of such Product (excluding any Dealer Preparation or other pre-delivery services or untypical Product customization, if applicable).

Notwithstanding the foregoing, if the applicable tier of cancellation fee is not sufficient to cover all actual costs and fees incurred by GSFA with Manufacturer in connection with Customer’s termination of the Product order (“Manufacturer Termination Fees”), then in addition to such cancellation fee Customer shall pay the balance of all Manufacturer Termination Fees. If Customer received a Prepayment Discount, such discount shall not be considered for the purpose of calculating the above cancellation fee. The tier of cancellation fee applicable to any cancellation,

17.16 5
as well as the determination of whether a Product has reached substantial completion, shall be in the sole and absolute discretion of GSFA. Customer may request a fee waiver, and GSFA, in its sole discretion, may agree to waive and/or adjust such fee. GSFA will return the balance of the Grand Total Purchase Price or Product Purchase Price, as applicable, within thirty (30) calendar days of the effective date of the cancellation of the Product order or termination of the Agreement.

Customer may terminate the Agreement for an Event of Default by GSFA after providing GSFA with written notice in accordance with Section 16 (which notice shall describe with reasonably particularity the Event of Default justifying such termination) if such Event of Default remains uncured (if capable of cure) thirty (30) days following GSFA’s receipt of such notice; provided, however, that the foregoing cure period shall continue if and for so long as GSFA has commenced and is continuing to undertake commercially reasonable efforts to cure such Event of Default as promptly as reasonably practicable.
b. By GSFA. GSFA may terminate the Agreement for an Event of Default by Customer after providing Customer with written notice in accordance with Section 16 (which notice shall describe with reasonably particularity the Event of Default justifying such termination) if such Event of Default remains uncured (if capable of cure) thirty (30) days following Customer’s receipt of such notice; provided, however, that the foregoing cure period shall continue if and for so long as Customer has commenced and is continuing to undertake commercially reasonable efforts to cure such Event of Default as promptly as reasonably practicable. Notwithstanding the foregoing, GSFA may terminate the Agreement effective immediately upon written notice to Customer for Customer’s failure to pay any amount owed under the Agreement when due.

Notwithstanding any other provision of this Agreement, if Customer terminates a Product order in accordance with Section 9.a above, GSFA may elect to instead terminate the Agreement upon notice to Customer in accordance with Section 16 hereof. If GSFA terminates the Agreement in accordance with this Section 9.b, Customer shall pay the applicable tier of cancellation fee for all Products pursuant to Section 9.a above as if Customer had elected to terminate each applicable Product order.
c. Based on Discontinuation or Cancellation by Manufacturer. In the event that Manufacturer cancels a Product order (provided that such cancellation is not the result of an act by Customer in violation of the Agreement) or discontinues the manufacture of a Product prior to its completion and delivery: (i) if such Product is the only Product contemplated under the Agreement, then the Agreement shall terminate; or (ii) if additional Products are contemplated under the Agreement, then only the Product order for the applicable cancelled or discontinued Product shall be terminated. Such Agreement termination or Product termination, as applicable, shall be effective upon GSFA’s written notice to Customer of such cancellation or discontinuance in accordance with Section 16 hereof.

GSFA’s only obligation to Customer in such event shall be the return of any Prepayment paid by Customer for the cancelled or discontinued Product. For the avoidance of doubt, the cancellation fees contemplated in Section 9.a hereof shall not apply in the event of a termination pursuant to this Section 9.c.

10. Customer’s Obligations. Customer shall provide its timely and best efforts to cooperate with GSFA and Manufacturer during the Product manufacturing and Dealer Preparation process. Reasonable and timely cooperation includes, without limitation, Customer’s providing timely information in response to any requests from Manufacturer or GSFA and the participation of Customer’s authorized representatives in traveling to Manufacturer’s facility for inspections and approval of the Product, including a final approval before the Product leaves Manufacturer’s facility.

11. Representations and Warranties. Customer hereby represents and warrants to GSFA as of the Executed Date that the execution of the Agreement and the purchase of the Product(s) and performance of the other obligations of Customer under the Agreement have been approved by Customer in accordance with applicable general laws and, as applicable, Customer’s charter, ordinances, purchasing policies, and other governing documents, and executed by the appropriate Customer employees, officials, and/or representatives, and funding for Customer’s performance of its obligations under the Agreement has been duly budgeted and appropriated by Customer.

17.17 6

12. Standard Warranty. All applicable Manufacturer warranties are contained in the Product Warranties. Any additional warranties must be expressly approved in a writing signed by GSFA, and Customer acknowledges and agrees that Manufacturer will not be liable for any such additional warranties. a. Disclaimer. OTHER THAN AS EXPRESSLY SET FORTH IN THE AGREEMENT, GSFA, ITS AFFILIATES, AND THEIR

RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, OR REPRESENTATIVES, DO NOT MAKE

ANY EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE PRODUCT (WHETHER RELATING TO THE CONDITION

OR QUALITY OF THE PRODUCT, OR OTHERWISE) PROVIDED HEREUNDER OR OTHERWISE REGARDING THE

AGREEMENT (INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO ANY APPLICABLE DEALER PREPARATION), WHETHER ORAL OR WRITTEN, EXPRESS, IMPLIED OR STATUTORY. WITHOUT LIMITING THE FOREGOING, ANY

IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, THE IMPLIED WARRANTY AGAINST INFRINGEMENT, THE

IMPLIED WARRANTY OR CONDITION OF FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE ARE EXPRESSLY EXCLUDED AND DISCLAIMED BY GSFA.

STATEMENTS MADE BY SALES CONSULTANTS OR IN PROMOTIONAL MATERIALS DO NOT CONSTITUTE WARRANTIES. b. Exclusions of Incidental and Consequential Damages. In no event shall GSFA be liable for special, consequential, incidental, indirect or punitive damages incurred by Customer in connection with any matter arising out of or relating to the Agreement, or the breach thereof, even if GSFA has been advised of the possibility of such damages, and regardless of whether such damages arise out of breach of warranty, the Agreement, indemnity, whether resulting from non-delivery or from GSFA’s own negligence, or otherwise, except and solely to the extent such damages arise from the gross negligence or willful misconduct of GSFA.

13. Default. The occurrence of one or more of the following events (each, an “Event of Default”) shall constitute a default under the Agreement: (a) Customer’s failure to pay any amounts due or to perform any of its obligations under the Agreement; (b) GSFA’s failure to perform any of its obligations under the Agreement; (c) either Party becoming insolvent or becoming subject to bankruptcy or insolvency proceedings; (d) any representation made by either Party under the Agreement which is false in any material respect; (e) any action by Customer to dissolve, merge, consolidate or transfer a substantial portion of its property to another entity during the term of the Agreement; (f) any other material breach of the terms of the Agreement by a Party; or (g) a default or breach by Customer under any other agreement with GSFA or its affiliates.

14. Indemnification of GSFA. Customer shall indemnify, defend, and hold harmless GSFA, its agents, servants, successors and assigns from and against all losses, damages, injuries, claims, demands and expenses, including attorneys’ fees and other legal expenses, of whatever nature (“Damages”), to the extent such Damages arise out of or in connection with: (i) Customer’s breach of the Agreement, or (ii) Customer’s use, storage, or operation of the Product following delivery, regardless of where, how, and by whom operated (excluding any negligent operation by GSFA). The indemnification and assumptions of liability and obligation herein provided shall continue in full force and effect notwithstanding the termination of the Agreement, whether by expiration of time, by operation of law or otherwise. This provision is not intended to and shall not constitute the exclusive remedy of the Parties under the Agreement; the Parties may seek indemnity from one another under other legal principles, whether based in equity or law, so long as they do not nullify or cancel the effects of this paragraph.

15. Force Majeure. GSFA shall not be responsible nor deemed to be in default of any provision of the Agreement on account of delays in performance due to causes which are beyond GSFA’s or Manufacturer’s control and which make GSFA’s performance impracticable, including but not limited to wars, insurrections, strikes or labor unrest, riots, fires, storms, floods, other acts of nature, explosions, earthquakes, accidents, any act of federal, state or local government, failure or delays in transportation, inability to obtain necessary labor, supplies or manufacturing facilities, supply chain issues, allocation regulations or orders affecting materials, equipment, facilities or completed products, failure to obtain any required license or certificates, acts of God or the public enemy or terrorism, failure of transportation, disease, pandemics or epidemics, quarantine restrictions, failure of vendors (due to causes similar to those within the scope of this clause) to perform their agreements or labor troubles causing cessation, slowdown, or interruption of work.

17.18 7

16. Notice. Any notices, requests, consents, claims, demands, waivers and other communications required or permitted to be given hereunder must be given in writing at the address of each Party set forth below, or to such other address as either Party may substitute by written notice to the other in accordance with this Section 16, by one of the following methods: hand delivery; registered, express, or certified mail, return receipt requested, postage prepaid; or nationally recognized private express courier. All such communications will be deemed to have been given: (i) when delivered by hand (with written confirmation of receipt); (ii) on the third (3rd) calendar day after the date mailed, by registered, express or certified mail; or (iii) when delivered by the addressee if sent by a nationally recognized private express courier.

GSFA: CUSTOMER:

Golden State Fire Apparatus Inc. To the address listed in the Product Proposal 7400 Reese Road
Sacramento, CA 95828

17. Contradictions. In the event of a conflict between the Agreement and any Change Order, or between Change Orders, the terms of the latest executed Change Order shall control.

18. Manufacturer’s Statement of Origin. It is agreed that the manufacturer’s statement of origin (“MSO”) for the Product covered by the Agreement, if applicable, shall be retained and remain in the possession of GSFA per California Department of Vehicles (DMV) directives. Notwithstanding the foregoing, GSFA shall provide Customer with the original MSO if the Customer is self-registering, and Customer shall comply with all good-faith Process of Duty and other DMV requirements applicable to the Product and retain its own MSO.

19. Assignment. The relationship of the Parties established under the Agreement is that of independent contractors and neither Party is a partner, employee, agent, or joint venturer of or with the other. Neither Party may assign its rights and obligations under the Agreement unless it has obtained the prior written approval of the other Party.

20. Governing Law; Jurisdiction; Disputes. Without regard to any conflict of laws provisions, the Agreement is to be governed by and under the laws of the state of California. Prior to taking any legal action that may and/or can arise out of the Agreement, the Parties shall first attempt mediation with an agreed upon mediator. If the Parties cannot agree upon a mediator within thirty (30) calendar days of the submission of written notice of a dispute in accordance with Section 16 hereof, if any disputed matter remain unresolved within thirty (30) calendar days of the commencement of discussions, or if any party refuses to meet, then either party may submit any remaining disputes concerning and/or claim regarding the Agreement and/or the terms and conditions herein to the Superior Court, County of Sacramento (and the parties expressly consent to exclusive personal jurisdiction and venue before such court).

21. Entire Agreement; Amendments. The Agreement, including the Product Proposal, its exhibits and all valid Change Orders, is the exclusive agreement between the Parties regarding the subject matter contained herein and therein.

No change in, modification of, or revision of the Agreement shall be valid unless in writing and signed by duly authorized representatives of both Parties with authority to sign such amendments to the Agreement.

END OF STANDARD TERMS AND CONDITIONS

17.19 JROGHQVWDWHĆUHFRP

PRODUCT

SPECIFICATIONS
Exhibit “B”
3 17.20
Proposal Details Report
OptionCode Type Option ProposalText
0766611 Boiler Plates, Pumper

GSFA is pleased to submit a proposal to the City of Santa Cruz Fire Department for a Pierce® triple combination pumper per your request for quotation. The following paragraphs will describe in detail the apparatus, construction methods, and equipment proposed. This proposal will indicate size, type, model and make of components parts and equipment, providing proof of compliance with each and every item (except where noted) in the departments advertised specifications.

PIERCE MANUFACTURING was founded in 1913. Since then, we have been building bodies with one philosophy, "BUILD THE FINEST". Our skilled craftsmen take pride in their work, which is reflected, in the final product. We have been building fire apparatus since the early "forties" giving Pierce Manufacturing over 75 years of experience in the fire apparatus market. Pierce Manufacturing has built and put into service more than 62,500 apparatus, including more than 33,900 on Pierce custom chassis designed and built specifically for fire and emergency applications. Our Appleton, Wisconsin facility has over 870,000 total square feet of floor space situated on approximately 105 acres of land. Our Bradenton, Florida facility has 300,000 square feet of floor space situated on approximately 38 acres of land.

Our beliefs in high ethical standards are carried through in all of our commitments and to everyone with whom we do business. Honesty, Integrity, Accountability and Citizenship are global tenets by which we all live and work. Consequently, we neither engage in, nor have we ever been convicted of price fixing, bid rigging, or collusion in any domestic or international fire apparatus market.

Pierce has only one brand of fire apparatus "Pierce", ensuring you are receiving top of the line product that meets your specification.

In accordance with the current edition of applicable NFPA standards, this proposal will specify whether the fire department, manufacturer, or apparatus dealership will provide required loose equipment.

Images and illustrative material in this proposal are as accurate as known at the time of publication, but are subject to change without notice. Images and illustrative material is for reference only, and may include optional equipment and accessories and may not include all standard equipment.

GENERAL DESIGN AND CONSTRUCTION
To control quality, ensure compatibility, and provide a single source for service and warranty, the custom cab, chassis, pump module and body will be entirely designed, assembled/welded and painted in Pierce owned manufacturing facilities. This includes, but not limited to the cab weldment, the pumphouse module assembly, the chassis assembly, the body and the electrical system.

QUALITY AND WORKMANSHIP
Pierce has set the pace for quality and workmanship in the fire apparatus field. Our tradition of building the highest quality units with craftsmen second to none has been the rule right from the beginning and we demonstrate that ongoing commitment by: Ensuring all steel welding follows American Welding Society D1.1-2004 recommendations for structural steel welding. All aluminum welding follows American Welding society and ANSI D1.2-2003 requirements for structural welding of aluminum. All sheet metal welding follows American welding Society B2.1-2000 requirements for structural welding of sheet metal. Our flux core arc welding uses alloy rods, type 7000 and is performed to American Welding Society standards A5.20-E70T1. Furthermore, all employees classified as welders are tested and certified to meet the American welding Society codes upon hire and every three (3) years thereafter. Pierce also employs and American Welding Society certified welding inspector in plant during working hours to monitor weld quality.

Pierce Manufacturing operates a Quality Management System under the requirements of ISO 9001. These standards sponsored by the International Organization for Standardization (ISO) specify the quality systems that are established by the manufacturer for design, manufacture, installation and service. A copy of the certificate of compliance is included with this proposal.

In addition to the Quality Management system, we also employ a Quality Achievement Supplier program to ensure the vendors and suppliers that we utilize meet the high standards we demand.

That is just part of our overall "Quality at the Source" program at Pierce.

To demonstrate the quality of our products and services, a list of at least twenty (20) fire departments/municipalities that have purchased vehicles for a second time is provided.

DELIVERY
The apparatus will be delivered under its own power to ensure proper break-in of all components while the apparatus is still under warranty. A qualified delivery representative shall deliver the apparatus and remain for a sufficient length of time to instruct personnel in proper operation, care and maintenance of the equipment delivered.

MANUAL AND SERVICE INFORMATION
At time of delivery, complete operation and maintenance manuals covering the apparatus will be provided. A permanent plate will be mounted in the driver's compartment specifying the quantity and type of fluids required including engine oil, engine coolant, transmission, pump transmission lubrication, pump primer and drive axle.

SAFETY VIDEO
At the time of delivery Pierce will also provide one (1) 39-minute, professionally produced apparatus safety video, in DVD format. A link to the video is also available on the Pierce Training website. This video will address key safety considerations for personnel to follow when they are driving, operating, and maintaining the apparatus, including the following: vehicle pre-trip inspection, chassis operation, pump operation, aerial operation, and safety during maintenance.

PERFORMANCE TESTS
4/3/2025
Customer: CITY OF SANTA CRUZ FIRE
DEPT
Bid Number: 962
Representative Myers, Rich Job Number:

Requirements Manager: Organization: Golden State Fire Apparatus, Inc Description: Santa Cruz FD 1500 gpm Pump
Chassis: Enforcer Chassis
Body: Pumper, Medium, Aluminum, 2nd Gen
Bid #: 962 1

17.21 A road test will be conducted with the apparatus fully loaded and a continuous run of no less than ten (10) miles. During that time the apparatus will show no loss of power, nor will it overheat. The transmission drive shaft or shafts and the axles will run quietly and be free of abnormal vibration or noise. The apparatus when fully loaded will not have less than 25 percent nor more than 50 percent on the front axle, and not less than 50 percent nor more than 75 percent on the rear axle.

The apparatus will meet the current edition of applicable NFPA standards acceleration and braking requirements.

SERVICE AND WARRANTY SUPPORT
Pierce dealership support will be provided by GSEVS by operating a Pierce authorized service center. The service center will have factory-trained mechanics on staff versed in Pierce fire apparatus. The service facility will be located within one hundred (100) miles of the fire department.

In addition to the dealership, Pierce has service facilities located in both, Weyauwega, Wisconsin and Bradenton, Florida. Pierce also maintains a dedicated parts facility of over 100,000 square feet in Appleton, Wisconsin. The parts facility stocks in excess of $5,000,000 in parts dedicated to service and replacement parts. The parts facility employs a staff dedicated solely for the distribution and shipment of service and replacement parts.

Service parts for the apparatus being proposed can be found via Pierceparts.com which, is an interactive online tool that delivers information regarding your specific apparatus as well as the opportunity to register for training classes.

As a Pierce customer you have the ability to view the complete bill of materials for your specific apparatus, including assembly drawings, piece part drawings, and beneficial parts notations. You will also have the ability to search the complete Pierce item master through a parts search function which offers all Pierce SKU's and descriptions offered on all Pierce apparatus. Published component catalogs, which include proprietary systems along with an extensive operator's manual library is available for easy reference.

Pierce Manufacturing maintains a dedicated service and warranty staff of over 35 personnel, dedicated to customer support, which also maintains a 24 hour 7 day a week toll free hot line, four (4) on staff EVTs, and offers hands-on repair and maintenance training classes multiple times a year.

LIABILITY
The successful bidder will defend any and all suits and assume all liability for the use of any patented process including any device or article forming a part of the apparatus or any appliance furnished under the contract.

INSURANCE PROVIDED BY BIDDER
Commercial General Liability Insurance
The successful bidder will, during the performance of the contract and for three (3) years following acceptance of the product, keep in force at least the following minimum limits of commercial general liability insurance:

Each Occurrence:
$1,000,000
Products/Completed Operations Aggregate:
$1,000,000
Personal and Advertising Injury:
$1,000,000
General Aggregate:
$2,000,000
Coverage will be written on a Commercial General Liability form. The policy will be written on an occurrence form and will include Contractual Liability coverage for bodily injury and property damage subject to the terms and conditions of the policy. The policy will include Owner as an additional insured when required by written contract.

Commercial Automobile Liability Insurance
The successful bidder will, during the performance of the contract, keep in force at least the following minimum limits of commercial automobile liability insurance and coverage will be written on a Commercial Automobile liability form:

Each Accident Combined Single Limit:
$1,000,000
Umbrella/Excess Liability Insurance
The successful bidder will, during the performance of the contract and for three (3) years following acceptance of the product, keep in force at least the following minimum limits of umbrella liability insurance:

Aggregate:
$3,000,000
Each Occurrence:
$3,000,000
The umbrella policy will be written on an occurrence basis and at a minimum provide excess to the bidder's General Liability and Automobile Liability policies.

The required limits can be provided by one (1) or more policies provided all other insurance requirements are met.

Coverage will be provided by a carrier(s) rated A- or better by A.M. Best.

All policies will provide a 30-day notice of cancellation to the named insured. The Certificate of Insurance will provide the following cancellation clause: Should any of the above described polices be cancelled before the expiration date thereof, notice will be delivered in accordance with the policy provisions.

Bidder agrees to furnish owner with a current Certificate of Insurance with the coverages listed above along with the bid. The certificate will show the purchaser as certificate holder.

INSURANCE PROVIDED BY MANUFACTURER
Product Liability Insurance
The manufacturer will, during the performance of the contract and for three (3) years following acceptance of the product, keep in force at least the following minimum limits of Product Liability insurance:

Each Occurrence:
$1,000,000
Products/Completed Operations Aggregate:
$1,000,000
Coverage will be written on a Commercial General Liability form. The policy will be written on an occurrence form. The manufacturer's policy will include the owner as additional insured when Bid #: 962 2

17.22 required by written contract between the Owner and a Pierce authorized dealer.

Umbrella/Excess Liability Insurance
The manufacturer will, during the performance of the contract and for three (3) years following acceptance of the product, keep in force at least the following minimum limits of umbrella liability insurance:

Each Occurrence:
$25,000,000
Aggregate:
$25,000,000
The umbrella policy will be written on an occurrence basis and provide excess to the manufacturer's General Liability/Products policies.

The required limits can be provided by one (1) or more policies provided all other insurance requirements are met.

Coverage will be provided by a carrier(s) rated A- or better by A.M. Best.

Manufacturer agrees to furnish owner with a current Certificate of Insurance with the coverages listed above along with the bid. The certificate will show the purchaser as the certificate holder. 0661794 Single Source Compliance

SINGLE SOURCE MANUFACTURER
Pierce Manufacturing, Inc. provides an integrated approach to the design and manufacture of our products that delivers superior apparatus and a dedicated support team. From our facilities, the chassis, cab weldment, cab, pumphouse (including the sheet metal enclosure, valve controls, piping and operators panel) and body will be entirely designed, tested, and hand assembled to the customer's exact specifications. The electrical system either hardwired or multiplexed, will be both designed and integrated by Pierce Manufacturing. The warranties relative to these major components (excluding component warranties such as engine, transmission, axles, pump, etc.) will be provided by Pierce as a single source manufacturer. Pierce's single source solution adds value by providing a fully engineered product that offers durability, reliability, maintainability, performance, and a high level of quality.
0584456 Manufacture Location, Appleton,
Wisconsin
Your apparatus will be manufactured in Appleton, Wisconsin. 0584452 RFP Location: Appleton, Wisconsin

0588609 Vehicle Destination, US
0791096 SP Build My Pierce™ Truck SPECIAL INSTRUCTIONS
Booked with 485 Options, 2 SP's
0816491 Comply NFPA 1900 Changes
Effective Jan 1, 2024, With
Exceptions
NFPA 2024 STANDARDS
This unit will comply with the NFPA standards effective January 1, 2024, except for fire department directed exceptions. These exceptions will be set forth in the Statement of Exceptions.

Certification of slip resistance of all stepping, standing and walking surfaces will be supplied with delivery of the apparatus.

All horizontal surfaces designated as a standing or walking surface that are greater than 48.00" above the ground must be defined by a 1.00" wide line along its outside perimeter. Perimeter markings and designated access paths to destination points will be identified on the customer approval print and are shown as approximate. Actual location(s) will be determined based on materials used and actual conditions at final build. Access paths may pass through hose storage areas and opening or removal of covers or restraints may be required. Access paths may require the operation of devices and equipment such as the aerial device or ladder rack.

A plate that is highly visible to the driver while seated will be provided. This plate will show the overall height, length, and gross vehicle weight rating.

The manufacturer will have programs in place for training, proficiency testing and performance for any staff involved with certifications.

An official of the company will designate, in writing, who is qualified to witness and certify test results.
0533347 Pumper/Pumper with Aerial Device
Fire Apparatus
0588611 Vehicle Certification, Pumper

Bid #: 962 3

17.23 0661778 Agency, Apparatus Certification,
Pumper/Tanker, U.L.

NFPA COMPLIANCY
Apparatus proposed by the bidder will meet the applicable requirements of the National Fire Protection Association (NFPA) as stated in current edition at time of contract execution. Fire department's specifications that differ from NFPA specifications will be indicated in the proposal as "non-NFPA".

PUMP TEST
Underwriters Laboratory (UL) will test, approved, and certify the pump. The test results and the pump manufacturer's certification of hydrostatic test; the engine manufacturer's certified brake horsepower curve; and the pump manufacturer's record of pump construction details will be forwarded to the Fire Department.

GENERATOR TEST
If the unit has a generator, Underwriters Laboratory (UL) will test, approved, and certify the generator. The test results will be provided to the Fire Department at the time of delivery.

BREATHING AIR TEST
If the unit has breathing air, Pierce Manufacturing will draw an air sample from the air system and have the sample certified that the air quality meets the requirements of NFPA 1989, Standard on Breathing Air Quality for Fire and Emergency Services Respiratory Protection. 0816495 Certification, Vehicle Inspection
Program, NFPA 1900

VEHICLE INSPECTION PROGRAM CERTIFICATION
To assure the vehicle is built to current NFPA 1900 standards, the apparatus, in its entirety, will be third-party, independent, audit-certified through Underwriters Laboratory (UL) that it is built and complies to all applicable standards in the current edition. The certification includes: all design, production, operational, and performance testing of not only the apparatus, but those components that are installed on the apparatus.

A placard will be affixed in the driver's side area stating the third party agency, the date, the standard and the certificate number of the whole vehicle audit. 0766110 Consortium, Sourcewell

0537375 Unit of Measure, US Gallons

0030006 Bid Bond Not Requested

BID BOND NOT REQUESTED
A bid bond will not be included. If requested, the following will apply:

All bidders will provide a bid bond as security for the bid in the form of a 5 percent bid bond to accompany their bid. This bid bond will be issued by a Surety Company who is listed on the U.S.

Treasury Departments list of acceptable sureties as published in Department Circular 570. The bid bond will be issued by an authorized representative of the Surety Company and will be accompanied by a certified power of attorney dated on or before the date of bid. The bid bond will include language, which assures that the bidder/principal will give a bond or bonds as may be specified in the bidding or contract documents, with good and sufficient surety for the faithful performance of the contract, including the Basic One (1) Year Limited Warranty, and for the prompt payment of labor and material furnished in the prosecution of the contract.

Notwithstanding any document or assertion to the contrary, any surety bond related to the sale of a vehicle will apply only to the Basic One (1) Year Limited Warranty for such vehicle. Any surety bond related to the sale of a vehicle will not apply to any other warranties that are included within this bid (OEM or otherwise) or to the warranties (if any) of any third party of any part, component, attachment or accessory that is incorporated into or attached to the vehicle. In the event of any contradiction or inconsistency between this provision and any other document or assertion, this provision will prevail.
0816571 Performance Bond, 100% with 25%
Warranty Bond, 1 Yr, and Payment
Bond, PPI Terms
PERFORMANCE BOND, 1 YEAR
The successful bidder will furnish a Performance and Payment bond (Bond) equal to 100 percent of the total contract amount within 30 days of the notice of award. Such Bond will be in a form acceptable to the Owner and issued by a surety company included within the Department of Treasury's Listing of Approved Sureties (Department Circular 570) with a minimum A.M. Best Financial Strength Rating of A and Size Category of XV. In the event of a bond issued by a surety of a lesser Size Category, a minimum Financial Strength rating of A+ is required.

Bidder and Bidder's surety agree that the Bond issued hereunder, whether expressly stated or not, also includes the surety's guarantee of the vehicle manufacturer's Basic One (1) Year Limited Warranty period included within this proposal. Owner agrees that the penal amount of this bond will be simultaneously amended to 25 percent of the total contract amount upon satisfactory acceptance and delivery of the vehicle(s) included herein. Notwithstanding anything contained within this contract to the contrary, the surety's liability for any warranties of any type will not exceed one (1) year from the date of such satisfactory acceptance and delivery, or the actual Basic One (1) Year Limited Warranty period, whichever is shorter.

Due to global supply chain constraints, any delivery date contained herein is a good faith estimate as of the date of this order/contract, and merely an approximation based on current information. Delivery updates will be made available, and a final firm delivery date will be provided as soon as possible.

If the Producer Price Index of Components for Manufacturing [www.bls.gov Series ID:

WPUID6112] ("PPI") has increased at a compounded annual growth rate of 5.0% or more between the month Pierce accepts the order ("Order Month") and a month 14 months prior to the then predicted Ready For Pickup date ("Evaluation Month"), then pricing may be updated in an amount equal to the increase in PPI over 5.0% for each year or fractional year between the Order Month and the Evaluation Month.

The seller will document any such updated price for the customer's approval before proceeding and provide an option to cancel the order.

Bid #: 962 4

17.24 0000007 Approval Drawing APPROVAL DRAWING
A drawing of the proposed apparatus will be prepared and provided to the purchaser for approval before construction begins. The Pierce sales representative will also be provided with a copy of the same drawing. The finalized and approved drawing will become part of the contract documents. This drawing will indicate the chassis make and model, location of the lights, siren, horns, compartments, major components, etc.

A "revised" approval drawing of the apparatus will be prepared and submitted by Pierce to the purchaser showing any changes made to the approval drawing. 0002928 Electrical Diagrams ELECTRICAL WIRING DIAGRAMS
Two (2) electrical wiring diagrams, prepared for the model of chassis and body, will be provided. 0649754 Enforcer Chassis

ENFORCER CHASSIS
The Pierce Enforcer™ is the custom chassis developed exclusively for the fire service. Chassis provided will be a new, tilt-type custom fire apparatus. The chassis will be manufactured in the apparatus body builder's facility eliminating any split responsibility. The chassis will be designed and manufactured for heavy-duty service, with adequate strength, capacity for the intended load to be sustained, and the type of service required. The chassis will be the manufacturer's first line tilt cab.
0021008 Overall Height, Target TARGET OVERALL HEIGHT
The target overall height of the apparatus will be 117.00-118.00". 0000110 Wheelbase WHEELBASE
The wheelbase of the vehicle will be 184.50.
0000070 GVW Rating GVW RATING
The gross vehicle weight rating will be 46,800.
0729280 Frame Rails, 13.38 x 3.50 x .375,
Enforcer
FRAME
The chassis frame will be built with two (2) steel channels bolted to five (5) cross members or more, depending on other options of the apparatus. The side rails will have a 13.38" tall web over the front and mid sections of the chassis, with a continuous smooth taper to 10.75" over the rear axle. Each rail will have a section modulus of 25.992 cubic inches and a resisting bending moment (rbm) of 3,119,040 in-lb over the critical regions of the frame assembly, with a section modulus of 18.96 cubic inches with an rbm of 2,275,200 in-lb over the rear axle. The frame rails will be constructed of 120,000 psi yield strength heat-treated 0.38" thick steel with 3.50" wide flanges.
0889469 Frame Liner, "C/Inv L" 12.50" x 3.00"
x .25", AXT/Vel/Imp/Enf, 56" QVal

FRAME REINFORCEMENT
In addition, a mainframe internal liner will be provided. The liner will be an internal "C" design that steps to an internal "L" design over the rear axle. It will be heat-treated steel measuring 12.50" x

3.00" x 0.25" through the front portion of the liner, stepping to 9.38" x 3.00" x 0.25" through the rear portion of the liner. Each liner will have a section modulus of 13.58 cubic inches, yield strength of 110,000 psi, and rbm of 1,494,042 in-lb. Total rbm at wheelbase center will be 4,391,869 in-lb.

The frame liner will be mounted inside of the chassis frame rail and extend the full length of the frame.
0629940 Axle, Front, Oshkosh TAK-4, Non
Drive, 22,800 lb, Enforcer

FRONT NON DRIVE AXLE
The Oshkosh TAK-4® front axle will be of the independent suspension design with a ground rating of 22,800 lb.

Upper and lower control arms will be used on each side of the axle. Upper control arm castings will be made of 100,000-psi yield strength 8630 steel and the lower control arm casting will be made of 55,000-psi yield ductile iron.

The center cross members and side plates will be constructed out of 80,000-psi yield strength steel.

Each control arm will be mounted to the center section using elastomer bushings. These rubber bushings will rotate on low friction plain bearings and be lubricated for life. Each bushing will also have a flange end to absorb longitudinal impact loads, reducing noise and vibrations.

There will be nine (9) grease fittings supplied, one (1) on each control arm pivot and one (1) on the steering gear extension.

The upper control arm will be shorter than the lower arm so that wheel end geometry provides positive camber when deflected below rated load and negative camber above rated load.

Camber at load will be zero degrees for optimum tire life.

The ball joint bearing will be of low friction design and be maintenance free.

Toe links that are adjustable for alignment of the wheel to the center of the chassis will be provided.

The wheel ends will have little to no bump steer when the chassis encounters a hole or obstacle.

The steering linkage will provide proper steering angles for the inside and outside wheel, based on the vehicle wheelbase.

The axle will have a turning angle of up to 45 degrees.

Bid #: 962 5

17.25 0010427 Suspension, Front TAK-4, 22,800 lb,
Qtm/AXT/Imp/Vel/Enf/SFR

FRONT SUSPENSION
Front Oshkosh TAK-4™ independent suspension will be provided with a minimum ground rating of 22,800 lb.

The independent suspension system will be designed to provide maximum ride comfort. The design will allow the vehicle to travel at highway speeds over improved road surfaces and at moderate speeds over rough terrain with minimal transfer of road shock and vibration to the vehicle's crew compartment.

Each wheel will have torsion bar type spring. In addition, each front wheel end will also have energy absorbing jounce bumpers to prevent bottoming of the suspension.

The suspension design will be such that there is at least 10.00" of total wheel travel and a minimum of 3.75" before suspension bottoms.

The torsion bar anchor lock system allows for simple lean adjustments, without the use of shims.

One can adjust for a lean within 15 minutes per side. Anchor adjustment design is such that it allows for ride height adjustment on each side.

The independent suspension was put through a durability test that simulated 140,000 miles of inner city driving.
0087572 Shock Absorbers, KONI, TAK-4,
Qtm/AXT/Imp/Vel/DCF/Enf

FRONT SHOCK ABSORBERS
KONI heavy-duty telescoping shock absorbers will be provided on the front suspension. 0000322 Oil Seals, Front Axle FRONT OIL SEALS
Oil seals with viewing window will be provided on the front axle. 0899438 Tires, Front, Goodyear, Armor MAX
MSA, 425/65R22.50, 20 ply

FRONT TIRES
Front tires will be Goodyear 425/65R22.50 radials, 20 ply Armor Max MSA, rated for 22,800 lb maximum axle load and 68 mph maximum speed.
0890369 Wheels, Front, 22.50" x 12.25", Steel,
Hub Pilot
The tires will be mounted on 22.50" x 12.25" steel disc type wheels with a ten (10)-stud, 11.25" bolt circle.
0530457 Axle, Rear, Meritor RS23-186, 24,000
lb Saber/Enforcer

REAR AXLE
The rear axle will be a Meritor™, Model RS-23-186, with a capacity of 24,000 lb. 0544253 Top Speed of Vehicle, 68 MPH /109
KPH

TOP SPEED OF VEHICLE
A rear axle ratio will be furnished to allow the vehicle to reach a top speed of 68 mph / 109 kph. 0565379 Suspen, Rear, Single Slipper Spring,
24,000 lb, Saber/Enforcer

REAR SUSPENSION
The rear suspension will be Standens, semi-elliptical, 3.00" wide x 52.50" long, with a ground rating of 24,000 lb. The spring hangers will be castings.

The two (2) top leaves will wrap the forward spring hanger pin, and the rear of the spring will be a slipper style end that will ride in a rear slipper hanger.

A steel encased rubber bushing will be used in the spring eye. The steel encased rubber bushing will be maintenance free and require no lubrication.
0000485 Oil Seals, Rear Axle

REAR OIL SEALS
Oil seals will be provided on the rear axle(s).
0782552 Tires, Rear, Goodyear, Endurance
RSA, 12R22.50, LRH, Single

REAR TIRES
Rear tires will be four (4) Goodyear 12R22.50 radials, load range H, Endurance RSA highway tread, rated for 27,120 lb maximum axle load and 75 mph maximum speed. 0654806 Wheels, Rear, Accuride, 22.50" x

8.25", Steel, Hub Pilot, Single

The tires will be mounted on Accuride® 22.50" x 8.25" steel disc type wheels with a ten (10) stud,

11.25" bolt circle.
0568081 Tire Balancing, Counteract Beads

TIRE BALANCE
All tires will be balanced with Counteract balancing beads. The beads will be inserted into the tire and eliminate the need for wheel weights.
0819008 No Tire Pressure Indicator, Fire
Department Omits, Non-NFPA 2024
Compliant

TIRE PRESSURE INDICATOR
NFPA 1900, 2024 edition, section 7.14.6 requires each tire be equipped with a visual indicator or monitoring system that indicates tire pressure.

Per Fire Department specification, a tire pressure indicator is not on the apparatus as manufactured. This apparatus will be non-compliant to NFPA 1900 standards effective at time of contract execution.

Bid #: 962 6

17.26 0001960 Axle Hub Covers, Rear, S/S, High
Hat (Pair)

REAR HUB COVERS
A pair of stainless steel high hat hub covers will be provided on rear axle hubs. 0002045 Mud Flap, Front and Rear, Pierce
Logo

MUD FLAPS
Mud flaps with a Pierce logo will be installed behind the front and rear wheels. 0544802 Chocks, Wheel, SAC-44-E, Folding,
(Up to 44" Diameter Tires)

WHEEL CHOCKS
There will be one (1) pair of folding Ziamatic, Model SAC-44-E, aluminum alloy, Quick-Choc wheel blocks, with easy-grip handle provided.
0544806 Mounting Brackets, Chocks, SAC-44-
E, Folding, Horizontal
Wheel Chock Brackets
There will be one (1) pair of Zico, Model SQCH-44-H, horizontal mounting wheel chock brackets provided for the Ziamatic, Model SAC-44-E, folding wheel chocks. The brackets will be made of aluminum and consist of a quick release spring loaded rod to hold the wheel chocks in place. The brackets will be mounted below the left side rear compartment and forward of the left side rear tire.
0820509 ESC/ABS/ATC Wabco Brake
System, Single Rear Axle, NFPA
1900/ULC

ELECTRONIC STABILITY CONTROL
A vehicle control system will be provided as an integral part of the ABS brake system from Meritor Wabco.

The system will monitor and update the lateral acceleration of the vehicle and compare it to a critical threshold where a side roll event may occur. If the critical threshold is met, the vehicle control system will automatically reduce engine RPM, engage the engine retarder (if equipped), and selectively apply brakes to the individual wheel ends of the front and rear axles to reduce the possibility of a side roll event.

The system will monitor directional stability through a lateral accelerometer, steer angle sensor and yaw rate sensor. If spinout or drift out is detected, the vehicle control system will selectively apply brakes to the individual wheel ends of the front and rear axles to bring the vehicle back to its intended direction.

ANTI-LOCK BRAKE SYSTEM
The vehicle will be equipped with a Wabco 4S4M, anti-lock braking system. The ABS will provide a four (4) channel anti-lock braking control on both the front and rear wheels. A digitally controlled system that utilizes microprocessor technology will control the anti-lock braking system. Each wheel will be monitored by the system. When any wheel begins to lockup, a signal will be sent to the control unit. This control unit will then reduce the braking of that wheel for a fraction of a second and then reapply the brake. This anti-lock brake system will eliminate the lockup of any wheel thus helping to prevent the apparatus from skidding out of control.

AUTOMATIC TRACTION CONTROL
An anti-slip feature will be included with the ABS. The Automatic Traction Control will be used for traction in poor road and weather conditions. The Automatic Traction Control will act as an electronic differential lock that will not allow a driving wheel to spin, thereby supplying traction at all times. The ABS electronic control unit (ECU) will work with the engine ECU, sharing information concerning wheel slip. Engine ECU will use information to control engine speed, allowing only as much throttle application as required for the available traction, regardless of how much the driver is asking for. An "off road traction" switch will be provided on the instrument panel. Activation of the switch will allow additional tire slip to let the truck climb out and get on top of deep snow or mud.
0030185 Brakes, Knorr/Bendix 17", Disc,
Front, TAK-4
BRAKES
The service brake system will be full air type.

The front brakes will be Knorr/Bendix disc type with a 17.00" ventilated rotor for improved stopping distance.

The brake system will be certified, third party inspected, for improved stopping distance. 0509206 Brakes, Meritor, EX225, Disc Plus,
Rear, Single Axle
The rear brakes will be Meritor™, Disc Plus, Model EX225, disc operated with automatic slack adjusters and a 17.00" ventilated rotor for improved stopping distance. 0020784 Air Compressor, Brake,
Cummins/Wabco 18.7 CFM

BRAKE SYSTEM AIR COMPRESSOR
The air compressor will be a Cummins/WABCO with 18.7 cubic feet per minute output.

Bid #: 962 7

17.27 0644232 Brake Reservoirs, 4,272 Cubic Inch
Minimum Capacity, Saber
FR/Enforcer

BRAKE SYSTEM
The brake system will include:

Brake treadle valve
Heated automatic moisture ejector on air dryer
Total air system minimum capacity of 4,272 cubic inches Two (2) air pressure gauges with a red warning light and an audible alarm, that activates when air pressure falls below 60 psi
Spring set parking brake system
Parking brake operated by a push-pull style control valve A parking "brake on" indicator light on instrument panel Park brake relay/inversion and anti-compounding valve, in conjunction with a double check valve system, with an automatic spring brake application at 40 psi A pressure protection valve to prevent all air operated accessories from drawing air from the air system when the system pressure drops below 80 psi (550 kPa) 1/4 turn drain valves on each air tank
The air tank will be primed and painted to meet a minimum 750 hour salt spray test.

The air tanks will be painted black #98.

To reduce the effects of corrosion, the air tank will be mounted with stainless steel brackets. 0568012 Air Dryer, Wabco System Saver
1200, Heater, 2010

BRAKE SYSTEM AIR DRYER
The air dryer will be WABCO System Saver 1200 with spin-on coalescing filter cartridge and 100 watt heater.
0000790 Brake Lines, Nylon BRAKE LINES
Color-coded nylon brake lines will be provided. The lines will be wrapped in a heat protective loom in the chassis areas that are subject to excessive heat. 0813346 Inlet/Outlet, Air, w/Disconnect Fitting,
1/4 Turn Valve, Location

AIR INLET/OUTLET
One (1) air inlet/outlet will be installed with the female coupling located on the driver side pump panel. This system will tie into the "wet" tank of the brake system and include a check valve in the inlet line and an 85 psi pressure protection valve in the outlet line. The air outlet will be controlled by a 1/4 turn valve.

A mating male fitting will be provided with the loose equipment.

The air inlet will allow a shoreline air hose to be connected to the vehicle. This will allow station air to be supplied to the brake system of the vehicle to insure constant air pressure. 0808497 Engine, Cummins X15, 565 hp, 1850
lb-ft, W/OBD, EPA 2027, Enforcer
ENGINE
The chassis will be powered by an electronically controlled engine as described below:

Make:

Cummins®
Model:

X15
Power:
565 hp at 1700 rpm
Torque:
1850 lb-ft at 1150 rpm
Governed Speed:
2100 rpm
Emissions Level:

EPA 2027
Fuel:

Diesel
Cylinders:

Six (6)
Displacement:
912 cubic inches (14.9L)
Starter:

Delco 39MT+™
Fuel Filters:

Frame mounted spin-on style filter from Cummins®.

The engine will include On-board diagnostics (OBD), which provides self diagnostic and reporting. The system will give the owner or repair technician access to state of health information for various vehicle sub systems. The system will monitor vehicle systems, engine and after treatment. The system will illuminate a malfunction indicator light on the dash console if a problem is detected.

The engine will be filled with FA-4 10W30 oil as required by Cummins. 0811409 Not Required, Engine Contingency
Adjustment
0730808 Filters, Remote Mounted, Oil, Fuel,
X15, VEL/AXT/Enf

REMOTE MOUNTED ENGINE FILTERS
The engine fuel and oil filters will be remote mounted for ease of maintenance.

Bid #: 962 8

17.28 0001244 High Idle w/Electronic Engine,
Custom

HIGH IDLE
A high idle switch will be provided, inside the cab, on the instrument panel, that will automatically maintain a preset engine rpm. A switch will be installed, at the cab instrument panel, for activation/deactivation.

The high idle will be operational only when the parking brake is on and the truck transmission is in neutral. A green indicator light will be provided, adjacent to the switch. The light will illuminate when the above conditions are met. The light will be labeled "OK to Engage High Idle." 0687994 Engine Brake, Jacobs Compression
Brake, Cummins Engine

ENGINE BRAKE
A Jacobs® engine brake is to be installed with the controls located on the instrument panel within easy reach of the driver.

The driver will be able to turn the engine brake system on/off and have a high, medium and low setting.

The engine brake will activate when the system is on and the throttle is released.

The high setting of the brake application will activate and work simultaneously with the variable geometry turbo (VGT) provided on the engine.

The engine brake will be installed in such a manner that when the engine brake is slowing the vehicle the brake lights are activated.

The ABS system will automatically disengage the auxiliary braking device, when required. 0552334 Clutch, Fan, Air Actuated, Horton
Drive Master

CLUTCH FAN
A Horton® fan clutch will be provided. The fan clutch will be automatic when the pump transmission is in "Road" position, and fully engaged in "Pump" position. 0657451 Heater, 1500 Watt Immersion,
Thermostatically Controlled,
Shoreline

ENGINE HEATER
A 1,500 watt, 120 volt, immersion type engine heater will be installed. The AC power inlet will be connected to the shoreline. The heater is thermostatically controlled. 0644573 Air Intake, Water & Ember Screen,
Saber FR/Enforcer

ENGINE AIR INTAKE
The engine air intake will be located above the engine cooling package. It will draw fresh air from the front of the apparatus through the radiator grille.

The ember separator is designed to prevent road dirt and recirculating hot air from entering the engine.

The ember separator will be easily accessible by tilting the cab. 0814375 Exhaust System, Horizontal, Right
Side

EXHAUST SYSTEM
The exhaust system will be stainless steel from the turbo to the engine's aftertreatment device.

The exhaust system will include an aftertreatment device to meet current EPA standards. An insulation wrap will be provided on all exhaust pipe between the turbo and the aftertreatment device to minimize the transfer of heat to the cab.

The exhaust will terminate horizontally ahead of the right side rear wheels and will be flush with the body rub rail. The exhaust pipes will be aluminized steel.

There will be an aluminized steel exhaust diffuser reduced to 5.00" in the center to accommodate the fire department's air recovery system with a standard straight tip on the end provided to reduce the temperature of the exhaust as it exits. Heat deflector shields will be provided to isolate chassis and body components from the heat of the tailpipe diffuser. 0829493 Radiator, Enforcer X15 RADIATOR
The radiator and the complete cooling system will meet or exceed the current edition of applicable NFPA and engine manufacturer cooling system standards.

For maximum corrosion resistance and cooling performance, the entire radiator core will be constructed using long life aluminum alloy. The radiator core will consist of aluminum fins, having a serpentine design, brazed to aluminum tubes.

The radiator core will have a minimum front area of 1060 square inches.

The radiator will be compatible with commercial antifreeze solutions.

The radiator assembly will be isolated from the chassis frame rails with rubber isolators to prevent the development of leaks caused by twisting or straining when the apparatus operates over uneven terrain.

The radiator will include a de-aeration/expansion tank. For visual coolant level inspection, the radiator will have a built-in sight glass. The radiator will be equipped with a 15 psi pressure relief cap.

A drain port will be located at the lowest point of the cooling system and/or the bottom of the radiator to permit complete flushing of the coolant from the system.

Shields or baffles will be provided to prevent recirculation of hot air to the inlet side of the radiator. 0001090 Cooling Hoses, Rubber

COOLANT LINES
Gates, or Goodyear, rubber hose will be used for all engine coolant lines installed by Pierce Manufacturing.

Hose clamps will be stainless steel constant torque type to prevent coolant leakage. They will expand and contract according to coolant system temperature thereby keeping a constant clamping pressure on the hose.

Bid #: 962 9

17.29 0001125 Fuel Tank, 65 Gallon, Left Side Fill

FUEL TANK
A 65 gallon fuel tank will be provided and mounted at the rear of the chassis. The tank will be constructed of 12-gauge, hot rolled steel. It will be equipped with swash partitions and a vent. To eliminate the effects of corrosion, the fuel tank will be mounted with stainless steel straps.

A 0.75" drain plug will be located in a low point of the tank for drainage.

A fill inlet will be located on the left hand side of the body and is covered with a hinged, spring loaded, stainless steel door that is marked "Ultra Low Sulfur - Diesel Fuel Only." A 0.50" diameter vent will be installed from tank top to just below fuel fill inlet.

The fuel tank will meet all FHWA 393.67 requirements including a fill capacity of 95 percent of tank volume.
0001129 Lines, Fuel All fuel lines will be provided as recommended by the engine manufacturer. 0662965 DEF Tank, 4.5 Gallon, DS Fill, Rear
of Axle, Common Air Bottle Door

DIESEL EXHAUST FLUID TANK
A 4.5 gallon diesel exhaust fluid (DEF) tank will be provided and mounted in the driver's side body rearward of the rear axle.

A 0.50" drain plug will be provided in a low point of the tank for drainage.

A fill inlet will be provided and marked "Diesel Exhaust Fluid Only". The fill inlet will be located adjacent to the air bottle storage behind a common door on the driver side of the vehicle.

The tank will meet the engine manufacturers requirement for 10 percent expansion space in the event of tank freezing.

The tank will include an integrated heater unit that utilizes engine coolant to thaw the DEF in the event of freezing.
0723716 Fuel Priming Pump, Electronic,
Automatic, Cummins, No Swt Req'd

FUEL PRIMING PUMP
A Cummins automatic electronic fuel priming pump will be integrated as part of the engine. 0552712 Not Required, Shutoff Valve, Fuel
Line
0699437 Cooler, Chassis Fuel, Not Req'd.

0578959 Fuel/Water Separator, Racor Inline

FUEL SEPARATOR
The engine will be equipped with a Racor in-line spin-on fuel and water separator in addition to the engine fuel filters.
0887546 Trans, Allison 6th Gen, 4000 EVS P,
w/Prognostics, Imp/Vel/SFR/Enf

TRANSMISSION
An Allison 6th generation, Model EVS 4000P, electronic, torque converting, automatic transmission will be provided.

The transmission will be equipped with prognostics to monitor oil life, filter life, and transmission health. A wrench icon on the shift selector's digital display will indicate when service is due.

Two (2) PTO openings will be located on left side and top of converter housing (positions 8 o'clock and 1 o'clock).

A transmission temperature gauge with an amber light and buzzer will be installed on the cab instrument panel.
0625331 Transmission, Shifter, 6-Spd, Push
Button, 4000 EVS

TRANSMISSION SHIFTER
A six (6)-speed push button shift module will be mounted to right of driver on console. Shift position indicator will be indirectly lit for after dark operation.

The transmission ratio will be:
1st

3.51 to 1.00
2nd

1.91 to 1.00
3rd

1.43 to 1.00
4th

1.00 to 1.00
5th

0.75 to 1.00
6th

0.64 to 1.00
R

4.80 to 1.00
0684459 Transmission Oil Cooler, Modine,
External

TRANSMISSION COOLER
A Modine plate and fin transmission oil cooler will be provided using engine coolant to control the transmission oil temperature.

Bid #: 962 10 17.30
0522824 Mode, Downshift, Aggressive
downshift to 3rd, w/engine brake, 6
speed
DOWNSHIFT MODE (w/engine brake)
The transmission will be provided with an aggressive downshift mode.

This will provide earlier transmission downshifts to 3rd gear from 6th gear, resulting in improved engine braking performance.
0801876 Fluid, 4000 Series Trans, Allison
Approved TES-668 Synthetic, IPOS,
Custom

TRANSMISSION FLUID
The transmission will be provided with TranSynd, or other Allison approved TES-668 heavy duty synthetic transmission fluid.
0001375 Driveline, Spicer 1810 DRIVELINE
Drivelines will be a heavy-duty metal tube and be equipped with Spicer® 1810 universal joints.

The shafts will be dynamically balanced before installation.

A splined slip joint will be provided in each driveshaft where the driveline design requires it. The slip joint will be coated with Glidecoat® or equivalent. 0669988 Steering, Sheppard M110 w/Tilt,
TAK-4, Eaton Pump, w/Cooler

STEERING
Dual Sheppard, Model M110, steering gears, with integral heavy-duty power steering, will be provided. For reduced system temperatures, the power steering will incorporate an air to oil cooler and an Eaton, Model VN20, hydraulic pump with integral pressure and flow control. All power steering lines will have wire braded lines with crimped fittings.

A tilt and telescopic steering column will be provided to improve fit for a broader range of driver configurations.
0605356 Steering Wheel, 4 Spoke without
Controls, Saber FR/Enforcer

STEERING WHEEL
The steering wheel will be 18.00" in diameter, have tilting and telescoping capabilities, and a 4- spoke design.
0550144 Logo/Emblem, on Horn Button

LOGO AND CUSTOMER DESIGNATION ON HORN BUTTON
The steering wheel will have an emblem containing the Pierce logo and customer name. The emblem will have three (3) rows of text for the customer's department name. There will be a maximum of eight (8) characters in the first row, 11 characters in the second row and 11 characters in the third row.

The first row of text will be: BLANK
The second row of text will be: SANTA CRUZ
The third row of text will be: FIRE DEPT
0630342 Bumper, 16" Extended, Steel
Painted, Saber FR/Enforcer

BUMPER
A one (1) piece bumper manufactured from 0.25" formed steel with a 0.38" bend radius will be provided. The bumper will be a minimum of 10.00" high with a 1.50" top and bottom flange, and will extend 16.00" from the face of the cab. The bumper will be 95.28" wide with 45 degree corners and side plates. The bumper will be metal finished and painted job color.

To provide adequate support strength, the bumper will be mounted directly to the front of the C channel frame. The frame will be a bolted modular extension frame constructed of 50,000 psi tensile steel.

Gravel Pan
A gravel pan, constructed of bright aluminum treadplate, will be furnished between the bumper and the cab face. The pan will be properly supported from the underside to prevent flexing and vibration.
0725516 No Selection Required, No Bumper
Tray Selected
0637794 Tray, (1) Hose Left Side of Bumper,
Special Capacity

LEFT SIDE HOSE TRAY
A hose tray will be placed in the left side of the extended bumper.

The tray will have a capacity of 200' of 1.00" forestry hose Black rubber grating will be provided at the bottom of the tray. Drain holes will be provided. 0633467 Hose Restraint, Bumper Tray, Velcro
Straps, Pair
Left Side Hose Tray Restraint
There will be one (1) pair hose tray restraint straps located over the left side mounted tray.

The restraints will be a pair of 2.00" wide black nylon straps with Velcro® fasteners provided. The strap(s) will be used to secure the hose in the tray.
0663647 Tray, (1) Hose Right Side of Bumper RIGHT SIDE HOSE TRAY A hose tray will be placed in the right side of the extended bumper.

The tray will have a capacity of 70' of 1.75" double jacket cotton-polyester hose.

Black rubber grating will be provided at the bottom of the tray. Drain holes will be provided.

Bid #: 962 11 17.31
0633453 Hose Restraint, Bumper Tray, Velcro
Straps, Pair
Right Side Hose Tray Restraint
There will be one (1) pair hose tray restraint straps over the right side hose tray.

The restraints will be a pair of 2.00" wide black nylon straps with Velcro® fasteners provided. The strap(s) will be used to secure the hose in the tray.
0778092 Lift & Tow Package, Enforcer

LIFT AND TOW MOUNTS
Mounted to the frame extension will be lift and tow mounts. The lift and tow mounts will be designed and positioned to adapt to certain tow truck lift systems.

The lift and tow mounts with eyes will be painted the same color as the frame. 0049964 Tow Eyes, Painted Black, Extended
Out Front of Bumper

TOW EYES
Two (2) tow eyes will be mounted through the front face of the bumper.

The inner and outer edges of the tow eyes will have a .25" radius.

The tow eyes will be mounted directly to the bumper frame.

Cutouts will be provided in the front face of the stainless steel bumper to allow the tow eyes to extend out the front.

The tow eyes will be designed and positioned to allow up to a 9,000 lb straight horizontal pull in line with the centerline of the vehicle. The tow eyes will not be used for lifting of the apparatus.

The tow eyes will be painted black.
0543824 Angle Tray Flooring, 45 deg, Increase
Angle of Approach, Reduce Capacity

SPECIAL TRAY FLOORING
The bottom of the front bumper trays will be angled at 45 degrees to ensure that they will not decrease the trucks angle of approach.
0516238 Partition, Adjustable, Aluminum in
Hose Tray, Qty, Location

ADJUSTABLE HOSE TRAY PARTITION
There will be one (1) adjustable aluminum partition(s) provided in the bumper hose tray located driver side tray, mounted side to side, with the divider positioned 3.00" from the rear wall of the tray, match 26143.
0698960 Coating, Top Flange, Front Bumper,
Outside Exterior, UL-LX Coating,
Black

FRONT BUMPER UL-LX COATING
Protective black UL-LX® coating will be provided on the outside exterior of the top front bumper flange. It will not be sprayed on the underside of the flange.

The lining will be properly installed by an authorized UL-LX dealer.

Bid #: 962 12 17.32
0625650 Cab, Enforcer, 7000 CAB
The Enforcer cab will be designed specifically for the fire service and manufactured by the chassis builder.

The cab will be built by the apparatus manufacturer in a facility located on the manufacturer's premises.

For reasons of structural integrity and enhanced occupant protection, the cab will be a heavy duty design, constructed to the following minimal standards.

The cab will have 12 main vertical structural members located in the A-pillar (front cab corner posts), B-pillar (side center posts), C-pillar (rear corner posts), and rear wall areas. The A-pillar will be constructed of solid A356-T5 aluminum castings. The B-pillar and C-pillar will be constructed from 0.13" wall extrusions. The rear wall will be constructed of two (2) 2.00" x 2.00" outer aluminum extrusions and two (2) 2.00" x 1.00" inner aluminum extrusions. All main vertical structural members will run from the floor to 4.625" x 3.864" x 0.090" thick roof extrusions to provide a cage-like structure with the A-pillar and roof extrusions being welded into a 0.25" thick corner casting at each of the front corners of the roof assembly.

The front of the cab will be constructed of a 0.13" firewall plate, covered with a minimum 0.090" front skin thickness, and reinforced with a full width x 0.50" thick cross-cab support located just below the windshield and fully welded to the engine tunnel. The cross-cab support will run the full width of the cab and weld to each A-pillar, the 0.13" firewall plate, and the front skin.

The cab floors will be constructed of 0.125" thick aluminum plate and reinforced at the firewall with an additional 0.25" thick cross-floor support providing a total thickness of 0.375" of structural material at the front floor area. The front floor area will also be supported with two (2) triangular

0.30" wall extrusions that also provides the mounting point for the cab lift. This tubing will run from the floor wireway of the cab to the engine tunnel side plates, creating the structure to support the forces created when lifting the cab.

The cab will be 96.00" wide (outside door skin to outside door skin) to maintain maximum maneuverability.

The centerline of front axle to the rear of the cab will be 70.00" long.

The overall height (from the cab roof to the ground) of approximately 99.00". The overall height listed will be calculated based on a truck configuration with the lowest suspension weight rating, the smallest diameter tires for the suspension, no water weight, no loose equipment weight, and no personnel weight. Larger tires, wheels, and suspension will increase the overall height listed.

The floor to ceiling height inside the crew cab will be 54.50" in the center and outboard positions.

The crew cab floor will measure 46.00" from the rear wall to the back side of the rear facing seat risers.

The medium block engine tunnel, at the rearward highest point (knee level), will measure 61.50" to the rear wall. The big block engine tunnel will measure 51.50" to the rear wall.

The crew cab will be a totally enclosed design with the interior area completely open to improve visibility and verbal communication between the occupants.

The cab will be a full tilt cab style.

A 3-point cab mount system with rubber isolators will improve ride quality by isolating chassis vibrations from the cab.

CAB ROOF DRIP RAIL
For enhanced protection from inclement weather, a drip rail will be furnished on the sides of the cab. The drip rail will be painted to match the cab roof, and bonded to the sides of the cab. The drip rail will extend the full length of the cab roof.

FENDER LINERS
Full circular inner fender liners in the wheel wells will be provided.

PANORAMIC WINDSHIELD
A one (1)-piece safety glass windshield will be provided with over 2,775 square inches of clear viewing area. The windshield will be full width and will provide the occupants with a panoramic view. The windshield will consist of three (3) layers: outer light, middle safety laminate, and inner light. The outer light layer will provide superior chip resistance. The middle safety laminate layer will prevent the windshield glass pieces from detaching in the event of breakage. The inner light will provide yet another chip resistant layer. The cab windshield will be bonded to the aluminum windshield frame using a urethane adhesive. A custom frit pattern will be applied on the outside perimeter of the windshield for a finished automotive appearance.

WINDSHIELD WIPERS
Three (3) electric windshield wipers with washer will be provided that meet FMVSS and SAE requirements.

The washer reservoir will be able to be filled without raising the cab. 0727969 Engine Tunnel, X15, Foil Insulation
w/Mech Fasteners, Enforcer

ENGINE TUNNEL
Engine tunnel side walls will be constructed of 0.375" aluminum. The top will be constructed of

0.125" aluminum and will be tapered at the top to allow for more driver and passenger elbow room.

The engine tunnel will be insulated for protection from heat and sound. Perforated foil faced insulation will be over a 1.00" thick closed cell foam affixed with pressure sensitive adhesive and further secured with mechanical fasteners. Thermal rating for this insulation will be -40 degrees Fahrenheit to 300 degrees Fahrenheit. The noise insulation keeps the dBA level within the limits stated in the current edition of applicable NFPA standards.

The engine tunnel will be no higher than 18.00" off the crew cab floor. 0887601 Cab Insulation, Enforcer/Saber FR INTERIOR CAB INSULATION The cab will include 1.00" insulation in the ceiling, 1.50" insulation in the side walls, a minimum of

1.00" insulation in the crew cab floor, and 2.00" insulation in the rear wall to maximize acoustic absorption and thermal insulation.

Bid #: 962 13 17.33
0633594 Rear Wall, Interior, Adjustable
Seating

INTERIOR CREW CAB REAR WALL ADJUSTABLE SEATING (PATENT PENDING) The interior rear wall of the crew cab will have mounting holes every 2.75" to allow for adjustability of the forward facing crew cab seating along the rear wall. Seats will be adjustable with use of simple hand tools allowing departments flexibility of their seating arrangement should their department needs change.
0632103 Rear Wall, Exterior, Cab, Saber
FR/Enforcer

CAB REAR WALL EXTERIOR COVERING
The exterior surface of the rear wall of the cab will be overlaid with bright aluminum treadplate except for areas that are not typically visible when the cab is lowered. 0639727 Cab Lift, Elec/Hyd, Manual Override,
Saber FR/Enforcer

CAB LIFT
A hydraulic cab lift system will be provided consisting of an electric powered hydraulic pump, dual lift cylinders, and necessary hoses and valves.

Hydraulic pump will have a manual override for backup in the event of electrical failure.

Lift controls will be located on the right side pump panel or front area of the body in a convenient location.

The cab will be capable of tilting 43 degrees to accommodate engine maintenance and removal.

The cab will be locked down by a 2-point normally closed spring loaded hook type latch that fully engages after the cab has been lowered. The system will be hydraulically actuated to release the normally closed locks when the cab lift control is in the raised position and cab lift system is under pressure. When the cab is completely lowered and system pressure has been relieved, the spring loaded latch mechanisms will return to the normally closed and locked position.

The hydraulic cylinders will be equipped with a velocity fuse that protects the cab from accidentally descending when the control is located in the tilt position.

For increased safety, a redundant mechanical stay arm will be provided that must be manually put in place on the left side between the chassis and cab frame when the cab is in the raised position. This device will be manually stowed to its original position before the cab can be lowered.

Cab Lift Interlock
The cab lift system will be interlocked to the parking brake. The cab tilt mechanism will be active only when the parking brake is set and the ignition switch is in the on position. If the parking brake is released, the cab tilt mechanism will be disabled. 0695930 Grille, Bright Finished, Front of Cab,
Enforcer
GRILLE
A bright finished aluminum mesh grille screen, inserted behind a bright finished grille surround, will be provided on the front center of the cab.
0647932 Not Required, Trim, S/S Band,
Across Cab Face,
AXT/Saber/Enforcer
0087357 Molding, Chrome on Side of Cab

SIDE OF CAB MOLDING
Chrome molding will be provided on both sides of cab.
0521669 Mirrors, Retrac, West Coast Style,
Htd/Rmt, w/Htd/Rmt Convex

MIRRORS
A Retrac, Model 613423, dual vision, motorized, west coast style mirror, with chrome finish, will be mounted on each side of the front cab door with spring loaded retractable arms. The flat glass and convex glass will be heated and adjustable with remote control within reach of the driver. 0648171 Door, Half-Height, Saber FR/Enforcer
4-Door Cab, Level Roof
DOORS
To enhance entry and egress to the cab, the forward cab door openings will be a minimum of

Santa Cruz City CouncilAugust 12, 2025

Santa Cruz City Council
August 12, 2025