This AGREEMENT is entered into this 1st day of July, 2024, by and between the CITY OF SANTA PAULA, a general law city a municipal corporation (“CITY”) and Solid Waste Solutions, Inc., a California Corporation (“CONSULTANT”).
R E C I T A L S
A. The City does not have the personnel able and/or available to perform the services required under this agreement.
B. Therefore, the City desires to continue contracting out for consulting services relating to the Solid Waste and Project Management Services.
C. The Consultant warrants to the City that it has the qualifications, experience and facilities to perform properly and timely the services under this Agreement.
D. The City desires to contract with the Consultant to perform the services as described in Exhibit A of this Agreement.
NOW, THEREFORE, based on the foregoing recitals, the City and the Consultant agree as follows:
1. CONSIDERATION AND COMPENSATION
A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, attached as EXHIBIT A;
B. As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement;
C. As additional consideration, CITY agrees to pay CONSULTANT an amount not to exceed Thirty One Thousand Seven Hundred dollars and no cents ($31,700.00), unless otherwise specified by written amendment to this Agreement.
D. No additional compensation shall be paid for any other expenses incurred, unless first approved by the City Manager or his designee.
E. CONSULTANT shall submit to CITY, by not later than the 10th day of each month, its bill for services itemizing the fees and costs incurred during the File No. 1020-2024
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previous month. The City shall pay the Consultant all uncontested amounts set forth in the Consultant's bill within 30 days after it is received.
2. SCOPE OF SERVICES.
A. CONSULTANT will perform the services and activities set forth in the SCOPE OF SERVICE attached hereto as Exhibit A and incorporated herein by this reference.
B. Except as herein otherwise expressly specified to be furnished by CITY, CONSULTANT will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space, and facilities necessary or proper to perform and complete the work and provide the professional services required of CONSULTANT by this Agreement.
3. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit an invoice to CITY which lists the reimbursable costs, the specific tasks performed, and, for work that includes deliverables, the percentage of the task completed during the billing period.
4. TIME OF PERFORMANCE. The services of the CONTRACTOR are to commence upon receipt of a notice to proceed from the CITY and shall continue until all authorized work is completed to the CITY’s reasonable satisfaction, in accordance with the schedule incorporated in “Exhibit A,” unless extended in writing by the CITY.
5. FAMILIARITY WITH WORK. By executing this Agreement, CONSULTANT represents that CONSULTANT has (a) thoroughly investigated and considered the scope of services to be performed; (b) carefully considered how the services should be performed; and (c) understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.
6. KEY PERSONNEL. CONSULTANT’s key person assigned to perform work under this Agreement is Kimberly Nilsson. CONSULTANT shall not assign another person to be in charge of the work contemplated by this Agreement without the prior written authorization of the City.
7. TERM OF AGREEMENT. The term of this Agreement shall commence on July 1, 2024 by both parties and shall expire on June 30, 2025, unless earlier termination occurs under Section 11 of this Agreement, or extended in writing in advance by both parties.
8. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing, executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties.
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9. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number.
10. PERMITS AND LICENSES. CONTRACTOR will obtain and maintain during the term of this Agreement all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.
11. TERMINATION.
A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. Notice of termination shall be in writing.
B. CONSULTANT may terminate this Agreement. Notice will be in writing at least 30 days before the effective termination date.
C. In the event of such termination, the CONTRACTOR shall cease services as of the date of termination, all finished or unfinished documents, data, drawings, maps, and other materials prepared by CONSULTANT shall, at CITY’s option, become CITY’s property, and CONSULTANT will receive just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination.
D. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated.
12. INDEMNIFICATION.
A. CONSULTANT shall indemnify, defend with counsel approved by CITY, and hold harmless CITY, its officers, officials, employees and volunteers from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with CONSULTANT's performance of work hereunder or its failure to comply with any of its obligations contained in this AGREEMENT, regardless of CITY’S passive negligence, but excepting such loss or damage which is caused by the sole active negligence or willful misconduct of the CITY. Should CITY in its sole discretion find CONSULTANT’S legal counsel unacceptable, then CONSULTANT shall reimburse the CITY its costs of defense, including without limitation reasonable attorneys fees, expert fees and all other costs and fees of litigation. The CONSULTANT shall promptly pay any final judgment rendered against the CITY (and its officers, officials, employees and volunteers) covered by this indemnity obligation. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.
B. The requirements as to the types and limits of insurance coverage to be maintained DocuSign Envelope ID: DA8C43BF-5488-47DC-9515-BE678C2D42F3 267
by CONSULTANT as required by Section 17, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONSULTANT pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification.
13. ASSIGNABILITY. This Agreement is for CONSULTANT’s professional services.
CONSULTANT’s attempts to assign the benefits or burdens of this Agreement without CITY’s written approval are prohibited and will be null and void.
14. INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which is it performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY. CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work or to exercise a measure of control over the work means that CONSULTANT will follow the direction of the CITY as to end results of the work only.
15. AUDIT OF RECORDS.
A. CONSULTANT agrees that CITY, or designee, has the right to review, obtain, and copy all records pertaining to the performance of this Agreement. CONSULTANT agrees to provide CITY, or designee, with any relevant information requested and will permit CITY, or designee, access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this Agreement. CONSULTANT further agrees to maintain such records for a period of three (3) years following final payment under this Agreement.
B. CONSULTANT will keep all books, records, accounts and documents pertaining to this Agreement separate from other activities unrelated to this Agreement.
16. CORRECTIVE MEASURES. CONSULTANT will promptly implement any corrective measures required by CITY regarding the requirements and obligations of this Agreement.
CONSULTANT will be given a reasonable amount of time as determined by the City to implement said corrective measures. Failure of CONSULTANT to implement required corrective measures shall result in immediate termination of this Agreement.
17. INSURANCE REQUIREMENTS.
A. The CONSULTANT, at the CONSULTANT’s own cost and expense, shall procure and maintain, for the duration of the contract, the following insurance policies:
1. Workers Compensation Insurance as required by law. The Consultant shall require all subcontractors similarly to provide such compensation insurance for their respective DocuSign Envelope ID: DA8C43BF-5488-47DC-9515-BE678C2D42F3 268
employees. Any notice of cancellation or non-renewal of all Workers’ Compensation policies must be received by the CITY at least thirty (30) days prior to such change.
The insurer shall agree to waive all rights of subrogation against the CITY, its officers, agents, employees, and volunteers for losses arising from work performed by the CONTRACTOR for City.
2. General Liability Coverage. The CONSULTANT shall maintain commercial general liability insurance in an amount of not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage. If a commercial general liability insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit.
3. Automobile Liability Coverage. The CONSULTANT shall maintain automobile liability insurance covering bodily injury and property damage for all activities of the CONSULTANT arising out of or in connection with the work to be performed under this Agreement, including coverage for owned, hired, and non-owned vehicles, in an amount of not less than one million dollars ($1,000,000) combined single limit for each occurrence.
4. Professional Liability Coverage. The CONSULTANT shall maintain professional errors and omissions liability insurance for protection against claims alleging negligent acts, errors, or omissions which may arise from the CONSULTANT’S operations under this Agreement, whether such operations be by the CONSULTANT or by its employees, subcontractors, or subconsultants. The amount of this insurance shall not be less than one million dollars ($1,000,000) on a claims-made annual aggregate basis, or a combined single-limit-per-occurrence basis. When coverage is provided on a “claims made basis,” CONSULTANT will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated.
Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONSULTANT for all claims made by CITY arising out of any errors or omissions of CONSULTANT, or its officers, employees or agents during the time this Agreement was in effect.
B. Endorsements. Each general liability, automobile liability and professional liability insurance policy shall be issued by a financially responsible insurance company or companies admitted and authorized to do business in the State of California, or which is approved in writing by City, and shall be endorsed as follows. CONSULTANT also agrees to require all contractors, and subcontractors to do likewise.
1. “The CITY, its elected or appointed officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the CONSULTANT, including materials, parts, or equipment furnished in connection with such work or operations.”
2. This policy shall be considered primary insurance as respects the CITY, its elected or appointed officers, officials, employees, agents, and volunteers. Any insurance DocuSign Envelope ID: DA8C43BF-5488-47DC-9515-BE678C2D42F3 269
maintained by the CITY, including any self-insured retention the CITY may have, shall be considered excess insurance only and shall not contribute with this policy.
3. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company.
4. The insurer waives all rights of subrogation against the CITY, its elected or appointed officers, officials, employees, or agents.
5. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its elected or appointed officers, officials, employees, agents, or volunteers.
6. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits except after thirty (30) days’ written notice has been received by the CITY.
C. CONSULTANT agrees to provide immediate notice to CITY of any claim or loss against Contractor arising out of the work performed under this agreement. CITY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve CITY.
D. Any deductibles or self-insured retentions must be declared to and approved by the CITY. At the CITY’s option, the CONSULTANT shall demonstrate financial capability for payment of such deductibles or self-insured retentions.
E. The CONSULTANT shall provide certificates of insurance with original endorsements to the CITY as evidence of the insurance coverage required herein. Certificates of such insurance shall be filed with the CITY on or before commencement of performance of this Agreement. Current certification of insurance shall be kept on file with the CITY at all times during the term of this Agreement.
F. Failure on the part of the CONSULTANT to procure or maintain required insurance shall constitute a material breach of contract under which the CITY may terminate this Agreement pursuant to Section 11 above.
18. USE OF OTHER CONSULTANTS. CONSULTANT must obtain CITY’s prior written approval to use any consultants while performing any portion of this Agreement. Such approval must include approval of the proposed consultant and the terms of compensation.
19. FINAL PAYMENT ACCEPTANCE CONSTITUTES RELEASE. The acceptance by the CONSULTANT of the final payment made under this Agreement shall operate as and be a release of the CITY from all claims and liabilities for compensation to the CONSULTANT for anything done, furnished or relating to the CONSULTANT’S work or services. Acceptance of payment shall be any negotiation of the CITY’S check or the failure to make a written extra compensation claim within ten (10) calendar days of the receipt of that check. However, approval or payment by the CITY shall not constitute, nor be deemed, a release of the responsibility and liability of the DocuSign Envelope ID: DA8C43BF-5488-47DC-9515-BE678C2D42F3 270
CONSULTANT, its employees, sub-consultants and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by the CITY for any defect or error in the work prepared by the Consultant, its employees, sub-consultants and agents.
20. CORRECTIONS. In addition to the above indemnification obligations, the CONSULTANT shall correct, at its expense, all errors in the work which may be disclosed during the City’s review of the Consultant’s report or plans. Should the Consultant fail to make such correction in a reasonably timely manner, such correction shall be made by the CITY, and the cost thereof shall be charged to the CONSULTANT. In addition to all other available remedies, the City may deduct the cost of such correction from any retention amount held by the City or may withhold payment otherwise owed CONSULTANT under this Agreement up to the amount of the cost of correction.
21. NON-APPROPRIATION OF FUNDS. Payments to be made to CONSULTANT by CITY for services preformed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. In the event that CITY does not appropriate sufficient funds for payment of CONSULTANT’S services beyond the current fiscal year, the Agreement shall cover payment for CONSULTANT’S only to the conclusion of the last fiscal year in which CITY appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year.
22. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows:
CITY CONSULTANT
City of Santa Paula
970 Ventura Street
Santa Paula, CA 93060
ATTN: Clete Saunier, Public Works
Director
Solid Waste Solutions, Inc.
25 W. Rolling Oaks Drive, Ste. 201
Thousand Oaks, CA 91361
ATTN: Kimberly Nilsson,
President
Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. Courtesy copies of notices may be sent via electronic mail, provided that the original notice is deposited in the U.S. mail or personally delivered as specified in this Section.
23. SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT’s bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed to pay any company or person, other than CONSULTANT’s bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability.
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24. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of any other party.
There will be no incidental or other beneficiaries of any of CONSULTANT’s or CITY’s obligations under this Agreement.
25. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County.
26. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written.
27. RULES OF CONSTRUCTION. Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party.
28. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment with signatures of all parties to this Agreement. CITY’s city administrator, or designee, may execute any such amendment on behalf of CITY.
29. ACCEPTANCE OF FACSIMILE OR ELECTRONIC SIGNATURES. The Parties agree that this Contract, agreements ancillary to this Contract, and related documents to be entered into in connection with this Contract will be considered signed when the signature of a party is delivered by facsimile transmission or scanned and delivered via electronic mail. Such facsimile or electronic mail copies will be treated in all respects as having the same effect as an original signature.
30. FORCE MAJEURE. Should performance of this Agreement be impossible due to fire, flood, explosion, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties’ control, then the Agreement will immediately terminate without obligation of either party to the other.
31. TIME IS OF ESSENCE. Time is of the essence to comply with dates and schedules to be provided.
32. ATTORNEY’S FEES. The parties hereto acknowledge and agree that each will bear his or its own costs, expenses and attorneys' fees arising out of and/or connected with the negotiation, drafting and execution of the Agreement, and all matters arising out of or connected therewith except that, in the event any action is brought by any party hereto to enforce this Agreement, the prevailing party in such action shall be entitled to reasonable attorneys' fees and costs in addition to all other relief to which that party or those parties may be entitled.
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33. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public agency.
34. DISCLOSURE REQUIRED. (City and Consultant initials required at one of the following paragraphs)
By their respective initials next to this paragraph, City and Consultant hereby acknowledge that Consultant is a “consultant” for the purposes of the California Political Reform Act because Consultant’s duties would require him or her to make one or more of the governmental decisions set forth in Fair Political Practices Commission Regulation 18701(a) (2) or otherwise serves in a staff capacity for which disclosure would otherwise be required were Consultant employed by the City. Consultant hereby acknowledges his or her assuming-office, annual, and leaving-office financial reporting obligations under the California Political Reform Act and the City’s Conflict of Interest Code and agrees to comply with those obligations at his or her expense. Prior to consultant commencing services hereunder, the City’s Manager shall prepare and deliver to consultant a memorandum detailing the extent of Consultant’s disclosure obligations in accordance with the City’s Conflict of Interest Code.
City Initials ______
Consultant Initials ______
OR
By their initials next to this paragraph, City and Consultant hereby acknowledge that Consultant is not a “consultant” for the purpose of the California Political Reform Act because Consultant’s duties and responsibilities are not within the scope of the definition of consultant in Fair Political Practice Commission Regulation 18701(a) (2) (A) and is otherwise not serving in staff capacity in accordance with the City’s Conflict of Interest Code.
City Initials ______
Consultant Initials ______
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IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written.
CITY OF SANTA PAULA SOLID WASTE SOLUTIONS, INC.
DAN SINGER, CITY MANAGER By: KIMBERLY NILSSON, PRESIDENT ATTEST:
JULIE LATSHAW,
CITY CLERK
Tax ID No.
APPROVED AS TO FORM:
MONICA CASTILLO,
CITY ATTORNEY
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EXHIBIT A
SCOPE OF SERVICES
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To: Honorable Mayor and Members of the City Council
From: Greg Barnes, Parks and Recreation Director
Subject: PURCHASE OF FORD F150 LIGHTNING EV TO COMPLY WITH CARB
ADVANCED CLEAN FLEETS REGULATIONS
Date: August 6, 2025
Agenda Item: 10.G
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends that the City Council:
1. Authorize the City Manager to purchase a 2025 Ford F-150 Lightning EV truck for the Parks and Recreation Department in an amount not to exceed $85,000.
2. Waive the formal bidding process pursuant SPMC 41.10 due to the high demand and limited availability of these vehicles.
3. Authorize any unspent funds from the $85,000 allocation to be used for the purchase and installation of a light bar and other truck accessories.
BACKGROUND:
In response to the California Air Resources Board (CARB) Advanced Clean Fleets regulations, the City of Santa Paula has begun transitioning its municipal fleet to zero-emission vehicles (ZEVs). These regulations mandate that public agencies begin phasing in ZEVs for mediumand heavy-duty vehicles over 8,500 pounds to reduce greenhouse gas emissions and support California’s goal of carbon neutrality by 2045.
At its December 11, 2024 regular meeting, the City Council selected the “ZEV Milestones Option” for compliance. Under this pathway, the City must meet specific electrification benchmarks, including replacing at least 10% of applicable fleet vehicles by 2027. While not all Parks and Recreation fleet vehicles fall under the CARB mandate due to weight classifications, the department is committed to supporting the City's broader sustainability and fleet modernization goals.
The requested electric vehicle will replace an aging gas-powered unit and serve as a reliable, environmentally friendly option for transporting tools, equipment, and staff for park maintenance, field preparation, and city event support.
ANALYSIS:
The Parks and Recreation Department performs essential operations across the city’s park system, including daily maintenance, landscaping, irrigation repairs, recreation program setup, and support for public events. These tasks require a dependable and durable vehicle with 280
ample towing and payload capacity, extended range, and operational versatility.
After evaluating several vehicle options, staff has determined that the 2025 Ford F-150 Lightning EV meets the department’s functional requirements while also aligning with the City’s broader environmental and fleet compliance goals. The Lightning offers the following benefits:
Municipal-grade performance: The truck provides the necessary utility for towing trailers, transporting equipment and staff, and navigating various park and field environments. It has a maximum payload capacity of over 2,000 lbs. and available allwheel drive, making it well-suited for Parks and Recreation use cases.
Extended range and battery options: With available extended battery configurations, the Lightning can support full workdays without interruption for charging—key to uninterrupted maintenance and service delivery.
Integrated technology: The model includes features such as Pro Power Onboard, which allows staff to power tools and equipment directly from the vehicle while in the field—reducing reliance on portable generators and improving efficiency.
Cost savings: The total cost of ownership over the vehicle’s lifetime is expected to be significantly lower than a comparable internal combustion engine (ICE) truck due to reduced fuel costs, fewer moving parts, and less frequent maintenance.
Environmental stewardship: The EV purchase supports the City’s commitment to reducing greenhouse gas emissions and improving local air quality, especially in neighborhoods where park services are concentrated.
Fleet modernization and public perception: Integrating EVs into high-visibility departments like Parks and Recreation helps demonstrate leadership in sustainability and enhances the City’s image as a forward-thinking, environmentally responsible municipality.
Council may waive the formal bidding process if it finds the purchase is " required or desirable" and in conformance with state law. (SPMC 41.10.) Due to the current popularity and limited availability of electric trucks, staff recommends waiving the formal bidding process.
Additionally, delays in procurement can result in lost opportunities, as vendors may be unable to hold vehicles even after issuing quotes. By allowing the City Manager to act quickly within the approved budget, the City will be positioned to purchase the vehicle when an appropriate opportunity arises.
Staff has conducted due diligence by reviewing multiple quotes and pricing structures to ensure that the recommended approach is both fiscally sound and responsive to operational needs. If the final purchase price is below the $85,000 allocation, any unspent funds will be used to install a light bar, an essential safety feature for visibility during early morning, late evening, or event-based work.
This purchase not only helps meet practical field needs but also contributes to citywide goals of sustainability, regulatory compliance, and responsible fiscal planning.
Lastly, the purchase does not violate state law which permits cities to establish purchasing 281
ordinances, including grounds for waivers.
STRATEGIC PLAN:
Approval of this item addresses goal A. Infrastructure, Transportation, & Mobility, Objective #2 Green Initiatives - Explore funding opportunities and partnerships to implement Energy Efficiency projects, solar, and electric vehicle (EV) technologies.
FISCAL IMPACTS:
Funding for this purchase is included in the adopted Fiscal Year 2025-2026 budget in Account #108-5-1531-610, in an amount not to exceed $85,000.
OPTIONS:
The City Council has the following alternative options to staff's recommendation:
1. Do not approve purchase of vehicle.
2. Provide alternate direction to staff.
ATTACHMENTS:
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To: Honorable Mayor and Members of the City Council
From: Greg Barnes, Parks and Recreation Director
Subject: LICENSE AGREEMENTS WITH POTENTIAL UNION OIL BUILDING USERS
Date: August 6, 2025
Agenda Item: 10.H
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff Recommends that the City Council:
1. Authorize the City Manager to enter into license agreements with the Santa Paula Historical Society and Leap Lab: Ventura County Science Center for use of the Union Oil Building.
BACKGROUND:
Since July 1, 1993, the City of Santa Paula ("City") has leased the Union Oil Building, located at 1001 East Main Street, from Chevron through its affiliate, Union Oil Company of California.
The lease allowed the City to use the property to operate an Oil Museum.
In an unprecedented and unexpected move on November 16, 2022, Chevron offered to donate the Union Oil Building property to the City. This donation includes the main building, the rig building, and the adjacent parking lot. Additionally, Chevron committed to providing a $2-million grant to cover deferred maintenance costs and, for a nominal fee, offered various pieces of memorabilia and artifacts.
On October 18, 2023, the City Council authorized the City Manager to execute a Transfer Agreement to formally acquire the Union Oil Building property.
As the transfer process began, the City Council formed an Ad-Hoc Committee to collaborate with staff in creating a Request for Proposals (RFP) to identify potential users for the building.
To ensure community input, three public workshops were held to gather feedback on the building’s future use.
The RFP process resulted in five proposals. Following a thorough review, the Ad-Hoc Committee and staff presented a recommendation to the City Council during the October 15, 2024, Study Session to proceed with three of the proposed organizations and enter into lease/license agreements with them.
Staff returned to Council on June 4, 2025, with draft license agreements for Leap Lab and the Santa Paula Historical Society. Council provided feedback and requested some additional 283
language be added to each agreement.
1. Add language that allows for negotiation of licensing fee after each five-year term. (See Exhibit A, Section 5.b.)
2. Add language that addresses recognition of the building's historical significance and that all exhibits, language, etc. be respectful of that heritage. (See Exhibit A, Section 10.e.) To treat the two licensees equally, staff incorporated the same language for item #1 into the proposed license agreement with the Santa Paula Historical Society. (See Exhibit B, Section
4.b.)
ANALYSIS:
Since the October 15, 2024, Study Session, staff has been working closely with the three organizations to finalize a license agreement for each. These organizations include:
California Oil Museum Foundation
Leap Lab: Ventura County Science Center
Santa Paula Historical Society
The meetings not only focused on negotiating the terms of the license agreements, but also on the development of Memorandums of Understanding (MOUs) between each organization.
However, during this process, the California Oil Museum Board determined that they no longer wish to occupy space in the Union Oil Building. As a result, staff is now bringing forward only two of the original three recommendations for Council’s consideration—those involving Leap Lab and the Santa Paula Historical Society.
Leap Lab: Ventura County Science Center
Leap Lab will occupy the downstairs portion of the Union Oil Building along with a portion of the Rig Room. This will allow Leap Lab to offer interactive exhibits, hands-on workshops, and after-school programs aimed at engaging young learners in scientific exploration.
As per the agreement, Leap Lab will be responsible for the maintenance of their portion of the space, including ensuring that exhibits and educational materials meet safety standards. The License Agreement includes a nominal rent, with the understanding that Leap Lab will offer community programs free or at a reduced cost to Santa Paula residents. All other terms and conditions are articulated in the attached agreement.
Santa Paula Historical Society
The Santa Paula Historical Society will utilize some space on the second floor of the Union Oil Building to house its historical collections related to the city’s past. In addition, per their MOU with Leap Lab, they will host an occasional exhibit on the first floor for public viewing.
The Society will also be responsible for maintaining their designated area of the building, including ensuring that exhibits are properly cared for. The Historical Society will host regular 284
events to engage local residents and visitors in learning about Santa Paula's history.
Both agreements are for five years with the option to extend in five-year increments.
STRATEGIC PLAN:
This item furthers the City Council's Strategic Plan in that it will allow the City to preserve a historic resource, attract tourism, and promote the City's standing as a regional leader of the arts, culture, and entertainment reflective of the City's values and history.
FISCAL IMPACTS:
With the exception of year one, the two license agreements will result in annual revenue in the amount of $40,518.00. The funds will be used to support the ongoing facility maintenance program for the Union Oil Building, in accordance with the adopted policy. The revenues projected have been included in the adopted FY 25/26 & 26/27 Budget.
Monthly payments will begin February 1, 2026.
Fiscal Year License Fee / Revenue Total
25/26 $16,882.50
26/27 $40,518.00
27/28 $40,518.00
28/29 $40,518.00
29/30 $40,518.00 $178,954.50
OPTIONS:
The City Council has the following alternative options to staff's recommendation:
1. Do not approve one or both license agreements.
2. Provide alternative direction to staff.
If Council chooses not to approve one or both license agreements staff will reevaluate uses for the Union Oil Building and return with those finding / options to present to City Council.
ATTACHMENTS:
EXHIBIT A - Leap Lab License Agreement.pdf
EXHBIT B - SPHS License Agreement.pdf
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1 Agreement No. [_____________________]
FACILITY LICENSE AGREEMENT
BETWEEN
THE CITY OF SANTA PAULA
AND LEAP LAB: VENTURA COUNTY SCIENCE CENTER
(Union Oil Building)
THIS FACILITY LICENSE AGREEMENT (“Agreement”) is entered into this 6th day of August, 2025, by and between the City of Santa Paula, a municipal corporation (“City”) and Leap Lab: Ventura County Science Center, a 501(c)(3) corporation, (“Licensee”). City and Licensee are sometimes individually referred to as “Party” and collectively as “Parties.”
RECITALS
A. WHEREAS, the City owns, operates, and maintains the Union Oil Building located at 1001 E. Main Street, Santa Paula CA 93060 and all appurtenant buildings, structures, grounds, parking areas, and facilities located thereon (“Property”).
B. WHEREAS, the City wishes to grant a license to Licensee to enter the Property for the purpose of offering a Science Center to the surrounding community (“Activity”) within the Union Oil Building and Rig Room (“Facility”), which is located on the Property, subject to the City’s oversight and approval as set forth herein.
C. WHEREAS, the City desires to make the Facility available to Licensee to conduct the Activity within the Facility in accordance with the terms in this Agreement.
NOW, THEREFORE, in consideration of the mutual promises contained herein, the Parties agree as follows:
1. Purpose. The purpose of this Agreement is to set forth the common understandings and cooperative relationship between the Parties that relate to the Licensee’s access to the Property and use of the Facility for the Activity.
2. Grant of License.
a. License. Subject to the terms and conditions in this Agreement, City hereby grants to Licensee a revocable, non-exclusive license for the right to enter upon the Property and use the Facility for the Activity (the “License”). The Licensee acknowledges and agrees that this License is granted solely for use of the Facility for the Activity, is subordinate to the City’s rights to use and manage the Property and Facility, and does not confer any possessory or proprietary interest beyond the limited scope herein defined.
b. License Area. The License gives Licensee the right to use a total of 6,276 square feet of the Facility, which will include the majority of the first floor, and a portion 286
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2 of the Rig Room, as shown in Exhibit A (“License Area”). Within 12 months of the Effective Date, City will consider expanding the Licensee Area to include any available office space on the second floor, provided Licensee has not committed a material breach that is continuing at the time of negotiations. Licensee acknowledges that the City will enter a concurrent license agreement with The Santa Paula Historical Society, a 501(c)(3) corporation, (“SPHS) for use of Facility areas and that Licensee has entered a separate Memorandum of Understanding (“MOU”) with SPHS outlining the cooperative, shared use of the Facility. With respect to any other Facility licensee, the License Area shall be for Licensee’s exclusive use. Licensee may also use the Facility as described in Section 10.
3. Term; Effective Date. The term of this Agreement and License shall be a 5-year term from September 1, 2025 (“Effective Date”) to July 30, 2030, inclusive, unless earlier terminated or as provided herein (“Initial Term”). The Agreement may be extended beyond the Initial Term for three (3) consecutive five-year terms upon mutual written agreement of the Parties for a total potential extended term of 20 years.
4. Right of First Refusal.
a. Right Granted. Provided that Licensee has not committed a material breach as defined in Section 6 (Termination), below, that is continuing at the time the rights provided in this Section are exercisable by Licensee, City hereby grants to Licensee a right of first refusal to license the License Area and other areas of the Facility not under a current license agreement (“Right of First Refusal”). Such right shall be exercisable before the start of each additional five-year term described in Section 3 (Term).
b. Licensee Exercise of Right. At least six (6) months before the end of the Initial Term, and each additional five-year term thereafter, if any, City shall give Licensee written notice of the availability of the License Area and other areas of the Facility not under a current license agreement (“New License Area”). Upon notice, the Parties shall have 90 days to negotiate a reasonable fee for the License Area and New License Area, if applicable, for the next five-year term. At or before the end of 90-day negotiation period, City shall extend an offer to Licensee, which Licensee must accept within 15 days in writing. If an amendment to this Agreement reflecting Licensee’s exercise of its Right of First Refusal is not entered before the Agreement terminates, Licensee’s right shall terminate, unless the Parties agree otherwise, and City may license the License Area and New License Area to a third party.
5. Licensee Fee; Costs.
a. SPHS MOU. Pursuant to the Memorandum of Understanding between Licensee and the SPHS, a 501 (c) (3) corporation, attached hereto as Exhibit B (“SPHS 287
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3 MOU”), Licensee will pay City a portion of SPHS’s license fee and utility costs for 477 square feet of the Facility, necessary to perform SPHS’s “Activity” defined in its license agreement with the City, attached hereto as Exhibit C (“SPHS License”).
b. Amount. Licensee shall pay City a monthly fee of $3,376.50 on behalf of itself and SPHS (“Full License Fee”), payable on the first day of each month, calculated as shown in subparagraphs (1) and (2) below. Monthly payment will commence March 1, 2026, i.e. six (6) months after the Effective Date of the Agreement. (1) For Licensee: 6,276 square feet at $.50 per square foot for a total of $3,138.00 per month (“Leap Lab License Fee”). This includes 511 square feet in the Rig Room and 5765 square feet in the first floor of the main building.
(2) For SPHS: 477 square feet of the second floor at $.50 per square foot (per the SPHS MOU) for a total of $238.50 per month.
c. Utilities Arrangement.
(1) Account Holder. The Licensee will be the account holder for the Facility utilities. These utilities include water, gas, trash, electrical and internet.
Licensee shall pay for all utility costs except as otherwise stated herein. (2) SPHS. Pursuant to the SPHS MOU, Licensee shall be responsible for 100% of SPHS’s utility costs, including but not limited to water, gas, trash, electrical, and internet.
(3) City. If the city decides to use the facility for municipal functions, then the city agrees to pro-rate all operational costs for the duration of use. d. Operational & Other Cost Arrangements.
(1) Licensee. Leap Lab will pay for the following:
(a) Costs of operating the Rig Room and the first floor of the main building, including admissions.
(b) Custodial services for the Rig Room and the first floor and second floor offices with the storage space being used by SPHS. (2) City. The fire alarm and other alarm systems in the Rig Room and main building will be the responsibility of City to maintain. Landscaping in the courtyard will be managed by City.
e. Late Payment. It is the Licensee’s responsibility to ensure the payment 288
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4 obligations in this Agreement are met. Failure to meet the obligations will constitute a material breach of this Agreement by Licensee. If payments are late, the Licensee must pay an additional 5% fee. After 90 days, this License may be terminated. Payments are due by the 1st of each month with a five (5) day grace period.
6. Termination.
a. City, through its City Manager or his or her designee, may terminate this Agreement in the event of Licensee’s material breach of this Agreement.
Material breach of this Agreement is limited to failure to comply with payment obligations after 90 days, unauthorized alterations to the historical properties of the Facility, making copies of the Facility’s keys or changing its locks without City permission, or unsafe use of the Facility as determined by the Americans with Disabilities Act (ADA) and public safety codes. The Agreement may also be terminated if the Licensee fails to perform its duties as a mission-driven 501c(3) non-profit organization in service to the public. The City understands that the Licensee’s operations as a science center includes significant investment in the fabrication of exhibits, installation of the Makerspace and display of fragile artifacts. The dismantling and removal of all Licensee assets will require significant time and costs, therefore upon termination, the Licensee will have 180 days to vacate the Property and return it to the condition in which it was received.
The Licensee will not be obligated to make payments during this time. b. Licensee may terminate this Agreement without cause upon providing written notice to City no less than thirty (30) days prior to the effective date of termination, provided all obligations under this Agreement, including restoration and payment, are fully satisfied prior to such termination.
7. Release of Liability. All Licensee members, invitees, visitors, and guests (collectively, “Visitors”) shall sign a City-provided release of liability form prior to participation in the Maker Space activities, day camps, overnight events, and any on-site activities with a reasonably foreseeable risk of physical harm. City agrees to provide all said forms to the Licensee upon request. Licensee shall maintain a record of all signed forms for seven years and provide copies to City upon request within two (2) business days. To satisfy the requirements of this Section, Licensee may digitize the unsigned forms, and have them completed by Visitors and stored on a digital platform that the Licensee and City can access. Each digitized signed form will be stored for seven years.
8. Equipment; Exhibits. Licensee shall provide City with a list of equipment and exhibit items owned by the Licensee that the Licensee is storing, or intends to store, at the Facility.
Licensee shall provide this list to City and update it yearly no later than July 1. City assumes no responsibility or liability for the equipment, exhibit items, or any other personal property (together, “Personal Property”), brought to the Facility by the Licensee or Licensee’s invitees, whether or not included on the list, unless damage or loss to Personal 289
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5 Property is due to the sole negligence or willful misconduct of the City. Moving exhibit items without Licensee’s consent or support from professional services that package and transport antiquities and fragile items will be considered “negligence” or “willful misconduct” by the City.
9. Keys to Facility. City will issue Licensee up to four (4) sets of keys to the Facility that will be monitored by the Licensee’s Board President. Licensee shall return the keys to the City upon termination or expiration of the term of this Agreement. Licensee shall not make any copies of the keys or change any locks to the Facility without the prior written permission of City.
10. Facility Use.
a. Time of Use. Licensee and its invitees may access and use the Facility as needed.
Before Licensee opens the Facility to the public, Licensee will provide City with its regular hours of operation and will promptly notify City of any change to said hours. Outside of its regular hours of operation, Licensee may use the Facility for science center operations, including student use of the Makerspace, evening exhibit openings, lecture events, as well as educational programs, including family overnight sleepovers.
b. City Use. City reserves the right to access the Facility to conduct maintenance, repairs or inspections as needed. Unless there is an emergency or when deemed necessary for public safety, the city will schedule access as not to disrupt the operations of the Licensee.
c. Common Use Areas; Reservations. Licensee shall have access to Facility restrooms and common areas, subject to City’s prior approval and any restrictions imposed by the City to maintain such areas. Common areas, including but not limited to the 2nd floor conference room and the courtyard, may be used by Licensee by submitting a reservation request through the Parks & Recreation Department. All requests shall be provided at least one week in advance, and approval is subject to availability and City discretion. d. Licensee Disagreements. City shall be the final arbitrator of any disagreements between Licensee and any other licensee regarding the use of the Facility or Property, including without limitation, uses with respect to common areas, the Rig Room, exhibits, or language used within exhibits. City’s decisions will be binding on Licensee.
e. Exhibit Displays. The City has a strong interest in preserving and honoring the heritage of the Union Oil Building, a California Historical Landmark and a listed site on the National Register of Historic Places. To that end, Licensee agrees that exhibits and programming presented within the Facility will be presented in a respectful, educational manner. In the event of a concern, the City and Licensee 290
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6 shall meet in good faith to address and resolve the issue collaboratively.
11. Property Improvements. The Licensee shall make no improvements, alterations, or repairs to the Facility or Property without prior written consent from the City, which may be withheld in the City’s sole discretion. This prohibition includes, but is not limited to, painting walls, replacing carpet, removing or altering any existing memorabilia, artifacts, or City-owned property, or installing fixtures or equipment that affect the structural integrity or aesthetic of the Facility. Licensee shall submit detailed plans and specifications for any proposed improvements to the Parks & Recreation Department Director for review at least sixty (60) days prior to the intended start date, and any approved work shall be performed by licensed contractors at Licensee’s sole expense, with proof of permits and compliance with all applicable laws provided to the City prior to commencement. Prior to the Effective Date of this Agreement, the Licensee and City will prepare a list of agreed upon alterations, modifications, artifacts, exhibits and memorabilia to be removed, painting requests, changes to flooring, or any other proposed changes.
12. Maintenance. Licensee shall maintain the Facility and the area immediately surrounding the Facility free of litter, trash and other debris. Licensee shall cooperate with City staff as requested and shall conduct the Activity in a safe, sane and reasonable manner so as not to cause injury to persons or property. Licensee shall promptly report any damage, hazards, or maintenance issues to City within 24 hours of discovery.
13. Restoration. Upon termination or expiration of the term of this Agreement, Licensee shall, at its sole cost and expense, promptly, safely, and carefully remove all Personal Property and any debris and trash from the Facility and restore the Facility to its original condition in which the Facility existed immediately prior to the Effective Date of this Agreement.
Prior to the Effective Date, City and Licensee shall conduct a walk-through of the Facility to document the Facility’s condition with video and photographs. If Licensee fails to commence performing the work required by this Section within ninety (90) calendar days following expiration or the earlier termination of this Agreement, or if Licensee fails to diligently perform all work required by this Section to its completion, then City shall have the right to perform such work without risk, exposure, or liability and without further notice to Licensee for all Personal Property except exhibit items. Exhibit items, such as dinosaur skeletons or other fossils, natural history items or historical artifacts, must be removed by a professional mover of antiquities, at the expense of the Licensee. In such event, Licensee shall reimburse City for all costs and expenses reasonably incurred by City in performing such work, within thirty (30) calendar days of written notice. Upon receipt of payment, City shall return any personal property and other equipment removed by City pursuant to this Section. The provisions of this Section shall survive the expiration or earlier termination of this Agreement. Any Personal Property left at the Facility shall be deemed abandoned if Licensee does not claim the property and pay within thirty (30) calendar days of written notice any: (i) outstanding restoration costs; (ii) storage fees; and (iii) other reasonable costs paid by City. In addition to the remedies contained in this Section, City may avail itself of all other rights and remedies under any applicable law, including, but not limited to disposal of abandoned property pursuant to California Civil Code Section 291
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7 2080.6.
14. No Real Property Interest. It is expressly understood that this Agreement does not in any way whatsoever grant or convey any permanent easement, lease, fee or other interest in the Facility or Property to Licensee.
15. Liens. Licensee shall not permit to be placed against the Property, or any part thereof, any design professionals’, mechanics’, materialmen’s, contractors’ or subcontractors’ liens with regard to Licensee’s actions upon the Property. Licensee agrees to hold City harmless for any loss or expense, including reasonable attorneys’ fees and costs, arising from any such liens which might be filed against the Property.
16. Indemnification.
a. To the fullest extent permitted by law, each Party shall (1) immediately defend; (2) indemnify; and (3) hold the other Party harmless, including its directors, officers, employees, agents, volunteers, invitees, guests, or visitors, and representatives (the “Indemnified Party”) from and against all liabilities regardless of nature, type, or cause, arising out of or resulting from or in connection with: (i) this Agreement; (ii) the License; (iii) use of the Property and Facility; (iv) state of repair of the Facility; or (v) presence of the other Party’s personal property, including but not limited to any acts or omissions of the indemnifying Party. Liabilities subject to the duties to defend and indemnify include, without limitation, all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution except such loss or damage caused by the sole negligence or willful misconduct of the Indemnified Party. Each Party’s obligation to indemnify the other applies unless it is adjudicated that any of the liabilities covered by this Section are the result of the sole active negligence or sole willful misconduct of the Indemnified Party. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the Indemnified Party, then a Party’s indemnification obligation shall be reduced in proportion to the established comparative liability. b. The duty to defend is a separate and distinct obligation from a Party’s duty to indemnify. A Party shall be obligated to defend the other Party, in all legal, equitable, administrative, or special proceedings immediately upon tender to of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination of negligence or willful misconduct by the Indemnified Party shall not relieve the indemnifying Party from its separate and distinct obligation to defend the Indemnified Party. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes the obligation to provide independent defense counsel if the indemnifying Party asserts that liability is caused in whole or in part by the negligence or willful misconduct of the Indemnified Party. If it is finally adjudicated that liability was caused by the comparative active negligence or willful misconduct of the Indemnified Party, the indemnifying Party shall submit a claim to the 292
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8 Indemnified Party for reimbursement of reasonable attorneys’ fees and defense costs in proportion to the established comparative liability of the Indemnified Party. c. This Section shall survive the termination or expiration of this Agreement.
The provisions of this Section shall not be restricted by and do not affect the provisions of this Agreement relating to insurance.
17. Insurance. Licensee shall obtain and maintain during the term of the License insurance coverages as specified by the City, by a company satisfactory to the Risk Manager, unless the Risk Manager waives, in writing, the requirement that Licensee obtain and maintain such insurance coverages. At a minimum, Licensee shall procure and maintain: (i) Commercial General Liability insurance with limits of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate, naming the City as an additional insured; (ii) Property insurance covering Licensee’s personal property at the Facility; and (iii) Workers’ Compensation insurance as required by California law, if applicable. Licensee shall provide certificates of insurance and endorsements to the City prior to the Effective Date of this Agreement and annually thereafter by July 1st of each year, or upon request by the City. Failure to maintain required insurance shall constitute a material breach of this Agreement, authorizing immediate termination by the City. Licensee shall, within a reasonable time, provide City with evidence of its compliance with these insurance requirements upon City’s request.
18. Assumption of Risk and Waiver. Except as expressly stated in Sections 8 and 16 or otherwise and to the maximum extent allowed by law, Licensee assumes any and all risk of loss, damage or injury of any kind to any person or property, including without limitation, any loss, damage or injury to personal property or Personnel, or any loss damage or injury to any other property of, or under the control or custody of, Licensee, which is on or near the Property. Licensee’s assumption of risk shall include, without limitation, loss or damage caused by defects in any structure or improvement on the Property or any accident, fire or other casualty on the Property. Licensee, on behalf of itself and its Personnel as a material part of the consideration for this Agreement, hereby waives all claims and demands against City for any such loss, damage or injury of Licensee and/or its Personnel. In that connection, Licensee waives the benefit of California Civil Code section 1542, which provides as follows:
A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
_____________________
INITIALS OF LICENSEE
The provisions of this Section shall survive the termination or expiration of this Agreement. 293
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9 As used in this Section, “Personnel” means the Licensee, its officers, directors, affiliates, members, invitees (except Visitors as defined in Section 7), volunteers, or anyone directly or indirectly employed or contracted by Licensee or for whose acts for the Licensee is liable.
19. Notices. Any notices, requests or approvals given under this Agreement from one party to another shall be in writing and shall be personally delivered or deposited with the United States Postal Service for mailing, postage prepaid, by certified mail, return receipt requested to the addresses of the other party as stated in this Section, and shall be deemed to have been received at the time of personal delivery or three (3) days after the date of deposit for mailing. Notices shall be sent to:
If to City: Parks & Recreation Director
City of Santa Paula
P.O. Box 569
Santa Paula, CA 93061
If to Licensee: Executive Director
Leap Lab: Ventura County Science Center
1001 E. Main St.
Santa Paula, CA 93061
Any Party may at any time, by notice to the other Party, change the designation or address of the person specified to receive notice on its behalf.
20. Successors and Assigns. All the covenants and provisions of this Agreement shall be binding upon and inure to the benefit of successors, legal representatives and assigns of City and Licensee to the same extent and effect as the same are binding upon and inure to the benefit of the Parties hereto, provided that Licensee’s rights hereunder shall not be assigned or transferred except as expressly permitted in Section 20 of this Agreement.
21. Assignment. This Agreement is personal to the Licensee. Licensee shall not assign or transfer (whether voluntary or involuntary) this Agreement in whole or in part, or permit any other person or entity to use the rights or privileges hereby conveyed, without the prior written consent of City, which may be withheld in City’s sole and absolute discretion. Any attempted act in violation of this section shall be void and without effect and give City the right to immediately terminate this Agreement.
22. Amendments and Modification. This Agreement may be amended, modified or supplemented only by a written Agreement signed by all of the Parties hereto.
23. Governing Law. This Agreement shall be governed by the laws of the State of California.
24. Venue. Any legal action brought under this Agreement shall be instituted in the Superior 294
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10 Court of Ventura County, State of California, in an appropriate court in that county, or in the Federal District Court in the Central District of California.
25. Attorneys’ Fees. In the event of a dispute between the Parties with respect to the terms and conditions of this Agreement, the prevailing Party shall be entitled to collect from the other its reasonable attorneys’ fees as established by the judge or arbitrator presiding over such dispute.
26. Severability. If any term, covenant, condition or provision of this Agreement, or the application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions, or provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.
27. Counterparts. This Agreement may be executed in separate counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute one and the same Agreement.
28. Authority to Enter Agreement. Each of the persons executing this Agreement on behalf of a Party hereto warrants that: (i) such party is duly organized and existing; (ii) the signer is duly authorized to execute and deliver the Agreement on behalf of said party; (iii) by so executing this Agreement, such party is formally bound; and (iv) there is no litigation or legal proceeding that would prevent said party from entering into this Agreement.
29. Entire Agreement. This Agreement and the exhibits referenced or attached hereto constitute the entire agreement between the parties with respect to the subject matter hereof and shall supersede all prior agreements, understandings and negotiations, both written and oral, between the Parties with respect to the subject matter hereof. This Agreement is not intended to confer upon any person other than the Parties hereto any rights and remedies hereunder.
30. Force Majeure. Other than for Licensee’s obligations under this License Agreement that can be performed by the payment of money and, whenever a period of time is herein prescribed for action to be taken by either Party hereto, such Party shall not be liable or responsible for, and there shall be excluded from the computation of any such period of time, any delays due to strikes, riots, acts of God, shortage of labor or materials, pandemics, epidemics, war, acts of terrorism, governmental laws, regulations or restrictions, or any other causes of any kind whatsoever which are beyond the control of such Party.
31. Captions. The captions used herein are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope or the intent of any section hereof.
32. Waiver. No provision, requirement, default or breach of this Agreement shall be deemed waived by either Party except in writing.
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11 33. Facsimile or Electronic Signatures. Signatures delivered by facsimile or electronically shall be binding as originals upon the Party so signing and delivering.
34. No Partnership. Nothing contained in this Agreement will be construed to create a partnership or joint venture between the Parties or their successors in interest or permitted assigns.
35. Drafting. Each Party has participated in the preparation of this Agreement and has had the opportunity to consult with legal counsel and any other advisors of its choice to its satisfaction regarding the terms and conditions of this Agreement. As a result, the rule of construction that an agreement be construed against the drafter will not be asserted or applied to this Agreement.
[SIGNATURES ON FOLLOWING PAGE]
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12 SIGNATURE PAGE TO FACILITY LICENSE AGREEMENT
IN WITNESS WHEREOF, the Parties have executed this Agreement which shall be effective as of the day and year first written above.
CITY OF SANTA PAULA LEAP LAB – VENTURA COUNTY SCIENCE
CENTER
Dan Singer, City Manager Board President
APPROVED AS TO FORM: _________________________________________ Board Member
Monica Castillo, City Attorney
ATTESTED BY:
________________________________________
Julie Latshaw, City Clerk
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13 EXHIBIT A
LICENSE AREA
[attached behind]
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14 EXHIBIT B
SPHS MOU
[attached behind]
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15 EXHIBIT C
SPHS LICENSE
[attached behind]
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EXHIBIT B
Santa Paula Historical Society
Union Oil Building License Agreement
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1 Agreement No. [_____________________]
FACILITY LICENSE AGREEMENT
BETWEEN
THE CITY OF SANTA PAULA
AND THE SANTA PAULA HISTORICAL SOCIETY
(Union Oil Building)
THIS FACILITY LICENSE AGREEMENT (“Agreement”) is entered into this 6th day of August, 2025, by and between the City of Santa Paula, a municipal corporation (“City”) and The Santa Paula Historical Society, a 501 (c) (3) corporation, (“Licensee”). City and Licensee are sometimes individually referred to as “Party” and collectively as “Parties.”
RECITALS
A. WHEREAS, the City owns, operates, and maintains the Union Oil Building located at 1001 E. Main Street, Santa Paula CA 93060 and all appurtenant buildings, structures, grounds, parking areas, and facilities located thereon (“Property”).
B. WHEREAS, the City wishes to grant a license to Licensee to enter the Property for the purpose of archiving important Santa Paula historical items and occasionally offering an exhibit of such items (“Activity”) within the Union Oil Building (“Facility”), which is located on the Property, subject to the City’s oversight and approval as set forth herein.
C. WHEREAS, the City desires to make the Facility available to Licensee to conduct the Activity within the Facility in accordance with the terms in this Agreement.
NOW, THEREFORE, in consideration of the mutual promises contained herein, the Parties agree as follows:
1. Purpose. The purpose of this Agreement is to set forth the common understandings and cooperative relationships between the Parties that relate to the Licensee’s access to the Property and use of the Facility for the Activity.
2. Grant of License.
a. License. Subject to the terms and conditions in this Agreement, City hereby grants to Licensee a revocable, non-exclusive license for the right to enter upon the Property and use the Facility for the Activity (the “License”). The Licensee acknowledges and agrees that this License is granted solely for use of the Facility for the Activity, is subordinate to the City’s rights to use and manage the Property and Facility, and does not confer any possessory or proprietary interest beyond the limited scope herein defined.
b. License Area. The License gives Licensee the right to use a total of 477 square feet of the Facility, which will include a storage room on the second floor and office space known as the Orcutt Office, as shown in Exhibit A (“License Area”).Licensee acknowledges that the City will enter into a concurrent license agreement with Leap Lab: Ventura County Science 302
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2 Center (“Leap Lab”) for use of Facility areas and that Licensee has entered into a separate Memorandum of Understanding (“MOU”) with Leap Lab outlining the cooperative, shared use of the Facility. The MOU is attached hereto and incorporated herewith as Exhibit B. With respect to any other licensee of the Facility, this License Area shall be for Licensee’s exclusive use. Licensee may also use the Facility as described in Section 10.
3. Term; Effective Date. The term of this Agreement and License shall be a 5-year term from September 1, 2025 (“Effective Date”) to July 30, 2030, unless earlier terminated as provided herein (“Initial Term”). The Agreement may be extended beyond the Initial Term for three (3) consecutive five-year terms upon mutual written agreement of the Parties for a total potential extended term of 20 years.
4. Right of First Refusal.
a. Right Granted. Provided that Licensee has not committed a material breach as defined in Section 6 (Termination), below, that is continuing at the time the rights provided in this Section are exercisable by Licensee, City hereby grants to Licensee a right of first refusal to license the License Area and other areas of the Facility not under a current license agreement (“Right of First Refusal”). Such right shall be exercisable before the start of each additional five-year term described in Section 3 (Term). b. Licensee Exercise of Right. No later than six (6) months before the end of the Initial Term, and additional five-year term thereafter, if any, City shall offer Licensee, in writing, the option to continue licensing the License Area and license other areas of the Facility not under a current license agreement (“New License Area”). For the New License Area, Licensee agrees to pay reasonably higher fees. Licensee must accept the City’s offer within 15 days in writing. If an amendment to this Agreement reflecting Licensee’s exercise of its Right of First Refusal is not entered before the Agreement terminates, Licensee’s right shall terminate, unless the Parties agree otherwise, and City may license the License Area and New License Area to a third party.
5. Licensee Fee; Costs.
a. Leap Lab MOU. Pursuant to the MOU, Leap Lab will pay to City Licensee’s License Fee and utility costs for 477 square feet of the Facility, necessary to perform Licensee’s Activity as defined in this Agreement. ’“”
b. Amount. Pursuant to the MOU, Leap Lab shall pay City a monthly fee of $238.50 on behalf of Licensee (“License Fee”), calculated at $0.50 per square foot for 477 square feet.
6. Utilities Arrangement.
a. Account Holder. Pursuant to the MOU, Leap Lab will be the account holder for the Facility utilities. These utilities include water, gas, trash, electrical and internet. Leap Lab shall pay for all utility costs except as otherwise stated herein. 303
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3 b. Leap Lab. Pursuant to the MOU, Leap Lab shall be responsible for 100% of Licensee’s utility costs, including but not limited to water, gas, trash, electrical, and internet. c. City. If the City decides to use the License Area for municipal functions, then the City agrees to pro-rate all operational costs in connection with the License Area for the duration of use.
7. Operational & Other Cost Arrangements.
a. Leap Lab. Pursuant to the Leap Lab License, Leap Lab will pay City the following:
(1) Costs of operating the Rig Room and the first floor of the main building, including admissions.
(2) Custodial services for the Rig Room and the first floor and second floor offices with the storage space being used by Licensee. b. City. The fire alarm and other alarm systems in the Facility will be the responsibility of City to maintain. Landscaping in the courtyard will be managed by City.
8. Late Payment. Pursuant to the MOU and Leap Lab License, Leap Lab will timely pay Licensee’s Licensee Fee directly to City. Notwithstanding Leap Lab’s responsibility for timely payment, it is the Licensee’s responsibility to ensure the payment obligations in this Agreement are met, whether paid by Leap Lab or Licensee. Failure to meet the obligations will constitute a material breach of this Agreement by Licensee. If payments are late, the City may charge an additional 5% fee. After 90 days, this License may be terminated. Payments are due by the 1st of each month with a five (5) day grace period. City may not charge fees against both Leap Lab and Licensee for late payment that would result in twice the fees.
9. Termination.
a. City, through its City Manager or his or her designee, may terminate this Agreement in the event of Licensee’s material breach of this Agreement. Material breach of this Agreement is limited to failure to comply with payment obligations after 90 days, unauthorized alterations to the historical properties of the Facility, making copies of the Facility’s keys or changing its locks without City permission, or unsafe use of the Facility, as determined by the Americans with Disabilities Act (ADA) and public safety codes. The Agreement may also be terminated if the Licensee fails to perform its duties as a mission-driven 501(c)(3) non-profit organization in service to the public.
b. Licensee may terminate this Agreement without cause upon providing written notice to City no less than thirty (30) days prior to the effective date of termination, provided all obligations under this Agreement, including restoration and payment, are fully satisfied prior to such termination.
10. Release of Liability. All Licensee members, invitees, visitors, and guests (collectively, “Visitors”) shall sign a City-provided release of liability form prior to participation 304
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4 in the Activity. City agrees to provide all said forms to the Licensee upon request. Licensee shall maintain a record of all signed forms for seven years and provide copies to City upon request within two (2) business days. To satisfy the requirements of this Section, Licensee may digitize the unsigned forms, and have them completed by Visitors and stored on a digital platform that the Licensee and City can access. Each digitized signed form will be stored for seven years.
11. Equipment; Exhibits. Licensee shall provide City with a list of equipment and exhibit items owned by the Licensee that the Licensee is storing, or intends to store, at the Facility.
Licensee shall provide this list to City and update it yearly no later than July 1. City assumes no responsibility or liability for the equipment, exhibit items, or any other personal property (together “Personal Property”), brought to the Facility by the Licensee or Licensee’s invitees, whether or not included on the list, unless damage or loss to Personal Property is due to the sole negligence or willful misconduct of the City. Moving exhibit items without Licensee’s consent or support from professional services that package and transport historical items will be considered “negligence” or “willful misconduct” by the City. Professional services will not be required if Licensee gives City written permission to package and move historical items itself.
12. Keys to Facility. City will issue Licensee up to four (4) sets of keys to the Facility that will be monitored by the Licensee’s Board President. Licensee shall return the keys to the City upon termination or expiration of the term of this Agreement. Licensee shall not make any copies of the keys or change any locks to the Facility without the prior written permission of City.
13. Facility Use.
a. Time of Use. Licensee and its invitees may access and use the Facility as needed.
b. City Use. City reserves the right to access the Facility to conduct maintenance, repairs, or inspections as needed. Unless there is an emergency or when deemed necessary for public safety, the City will schedule access so as not to disrupt Licensee’s Activity. c. Common Use Areas; Reservations. Licensee shall have access to Facility restrooms and common areas, subject to City’s prior approval and any restrictions imposed by the City to maintain such areas. Common areas, including but not limited to the 2nd floor conference room and the courtyard, may be used by Licensee by submitting a reservation request through the Parks & Recreation Department. All requests shall be provided at least one week in advance, and approval is subject to availability and City discretion. d. Licensee Disagreements. City shall be the final arbitrator of any disagreements between Licensee and any other licensee regarding the use of the Facility or Property, including without limitation, uses with respect to common areas, the Rig Room, exhibits, or language used within exhibits. City’s decisions will be binding on Licensee.
14. Property Improvements. The Licensee shall make no improvements, alterations, or repairs to the Facility or Property without prior written consent from the City, which may be withheld in the City’s sole discretion. This prohibition includes, but is not limited to, painting walls, replacing carpet, removing or altering any existing memorabilia, artifacts, or City-owned 305
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5 property, or installing fixtures or equipment that affect the structural integrity or aesthetic of the Facility. Licensee shall submit detailed plans and specifications for any proposed improvements to the Parks & Recreation Department Director for review at least sixty (60) days prior to the intended start date, and any approved work shall be performed by licensed contractors at Licensee’s sole expense, with proof of permits and compliance with all applicable laws provided to the City prior to commencement. Prior to the Effective Date of this Agreement, the Licensee and City will prepare a list of agreed-upon alterations, modifications, artifacts, exhibits, and memorabilia to be removed, painting requests, changes to flooring, or any other proposed changes.
15. Maintenance. Licensee shall maintain the Facility and the area immediately surrounding the Facility free of litter, trash and other debris. Licensee shall cooperate with City staff as requested and shall conduct the Activity in a safe, sane and reasonable manner so as not to cause injury to persons or property. Licensee shall promptly report any damage, hazards, or maintenance issues to City within 24 hours of discovery.
16. Restoration. Upon termination or expiration of the term of this Agreement, Licensee shall, at its sole cost and expense, promptly, safely, and carefully remove all Personal Property and any debris and trash from the Facility and restore the Facility to its original condition in which the Facility existed immediately prior to the Effective Date of this Agreement. Prior to the Effective Date, City and Licensee shall conduct a walk-through of the Facility to document the Facility’s condition with video and photographs. If Licensee fails to commence performing the work required by this Section within ninety (90) calendar days following expiration or the earlier termination of this Agreement, or if Licensee fails to diligently perform all work required by this Section to its completion, then City shall have the right to perform such work without risk, exposure, or liability and without further notice to Licensee. In such event, Licensee shall reimburse City for all costs and expenses reasonably incurred by City in performing such work, within thirty (30) calendar days of written notice. Upon receipt of payment, City shall return any Personal Property and other equipment removed by City pursuant to this Section. The provisions of this Section shall survive the expiration or earlier termination of this Agreement. Any Personal Property left at the Facility shall be deemed abandoned if Licensee does not claim the property and pay within thirty (30) calendar days of written notice any: (i) outstanding restoration costs; (ii) storage fees; and (iii) other reasonable costs paid by City. In addition to the remedies contained in this Section, City may avail itself of all other rights and remedies under any applicable law, including, but not limited to disposal of abandoned property pursuant to California Civil Code Section 2080.6.
17. No Real Property Interest. It is expressly understood that this Agreement does not in any way whatsoever grant or convey any permanent easement, lease, fee or other interest in the Facility or Property to Licensee.
18. Liens. Licensee shall not permit to be placed against the Property, or any part thereof, any design professionals’, mechanics’, materialmen’s, contractors’ or subcontractors’ liens with regard to Licensee’s actions upon the Property. Licensee agrees to hold City harmless for any loss or expense, including reasonable attorneys’ fees and costs, arising from any such liens which might be filed against the Property.
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6 19. Indemnification.
a. To the fullest extent permitted by law, each Party shall (1) immediately defend; (2) indemnify; and (3) hold the other Party harmless, including its directors, officers, and employees, agents, volunteers, invitees, guests, or visitors, and representatives (the “Indemnified Party”) from and against all liabilities regardless of nature, type, or cause, arising out of or resulting from or in connection with: (i) this Agreement; (ii) the License; (iii) ’ use of the Property and Facility; (iv) state of repair of the Facility; or (v) presence of ’the other Party’s personal property, including but not limited to any acts or omissions of ’ the indemnifying Party. Liabilities subject to the duties to defend and indemnify include, without limitation, all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution except such loss or damage caused by the sole negligence or willful misconduct of the Indemnified Party. Each Party’s obligation to indemnify the other applies unless it is adjudicated that any of the liabilities covered by this Section are the result of the sole active negligence or sole willful misconduct of the Indemnified Party. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the Indemnified Party, then a Party’s indemnification obligation shall be reduced in proportion to the established comparative liability.
b. The duty to defend is a separate and distinct obligation from ’a Party’s duty to indemnify. A Party shall be obligated to defend the other Party, in all legal, equitable, administrative, or special proceedings immediately upon tender to of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination of negligence or willful misconduct by the Indemnified Party shall not relieve the indemnifying Party from its separate and distinct obligation to defend the Indemnified Party. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes the obligation to provide independent defense counsel if the indemnifying Party asserts that liability is caused in whole or in part by the negligence or willful misconduct of the Indemnified Party. If it is finally adjudicated that liability was caused by the comparative active negligence or willful misconduct of the Indemnified Party, the indemnifying Party shall submit a claim to the Indemnified Party for reimbursement of reasonable attorneys’ fees and defense costs in proportion to the established comparative liability of the Indemnified Party.
c. This Section shall survive the termination or expiration of this Agreement.
The provisions of this Section shall not be restricted by and do not affect the provisions of this Agreement relating to insurance.
20. Insurance. Licensee shall obtain and maintain during the term of the License insurance coverages as specified by the City, by a company satisfactory to the Risk Manager, unless the Risk Manager waives, in writing, the requirement that Licensee obtain and maintain such insurance coverages. At a minimum, Licensee shall procure and maintain: (i) Commercial General Liability insurance with limits of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate, naming the City as an additional insured; (ii) Property insurance covering Licensee’s personal property at the Facility; and (iii) Workers’ Compensation insurance as required by California law, if applicable. Licensee shall provide certificates of insurance and 307
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7 endorsements to the City prior to the Effective Date of this Agreement and annually thereafter by July 1st of each year, or upon request by the City. Failure to maintain required insurance shall constitute a material breach of this Agreement, authorizing immediate termination by the City.
Licensee shall, within a reasonable time, provide City with evidence of its compliance with these insurance requirements upon City’s request.
21. Assumption of Risk and Waiver. Except as expressly stated otherwise and to the maximum extent allowed by law, Licensee assumes any and all risk of loss, damage or injury of any kind to any person or property, including without limitation, any loss, damage or injury to personal property or Personnel, or any loss damage or injury to any other property of, or under the control or custody of, Licensee, which is on or near the Property. Licensee’s assumption of risk shall include, without limitation, loss or damage caused by defects in any structure or improvement on the Property or any accident, fire or other casualty on the Property. Licensee, on behalf of itself and its Personnel as a material part of the consideration for this Agreement, hereby waives all claims and demands against City for any such loss, damage or injury of Licensee and/or its Personnel. In that connection, Licensee waives the benefit of California Civil Code section 1542, which provides as follows:
A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
_____________________
INITIALS OF LICENSEE
The provisions of this Section shall survive the termination or expiration of this Agreement. As used in this Section, “Personnel” means the Licensee, its officers, directors, affiliates, members, invitees (except Visitors as defined in Section 7), volunteers, or anyone directly or indirectly employed or contracted by Licensee or for whose acts for the Licensee is liable.
22. Notices. Any notices, requests or approvals given under this Agreement from one party to another shall be in writing and shall be personally delivered or deposited with the United States Postal Service for mailing, postage prepaid, by certified mail, return receipt requested to the addresses of the other party as stated in this Section, and shall be deemed to have been received at the time of personal delivery or three (3) days after the date of deposit for mailing. Notices shall be sent to:
If to City: Parks & Recreation Director
City of Santa Paula
P.O. Box 569
Santa Paula, Ca 93061
If to Licensee: Board President The Santa Paula Historical Society P.O. Box 842
Santa Paula, Ca. 93061
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8 Any Party may at any time, by notice to the other Party, change the designation or address of the person specified to receive notice on its behalf.
23. Successors and Assigns. All the covenants and provisions of this Agreement shall be binding upon and inure to the benefit of successors, legal representatives and assigns of City and Licensee to the same extent and effect as the same are binding upon and inure to the benefit of the Parties hereto, provided that Licensee’s rights hereunder shall not be assigned or transferred except as expressly permitted in Section 21 of this Agreement.
24. Assignment. This Agreement is personal to the Licensee. Licensee shall not assign or transfer (whether voluntary or involuntary) this Agreement in whole or in part, or permit any other person or entity to use the rights or privileges hereby conveyed, without the prior written consent of City, which may be withheld in City’s sole and absolute discretion. Any attempted act in violation of this section shall be void and without effect and give City the right to immediately terminate this Agreement.
25. Amendments and Modification. This Agreement may be amended, modified or supplemented only by a written Agreement signed by all of the Parties hereto.
26. Governing Law. This Agreement shall be governed by the laws of the State of California.
27. Venue. Any legal action brought under this Agreement shall be instituted in the Superior Court of Ventura County, State of California, in an appropriate court in that county, or in the Federal District Court in the Central District of California.
28. Attorneys’ Fees. In the event of a dispute between the Parties with respect to the terms and conditions of this Agreement, the prevailing Party shall be entitled to collect from the other its reasonable attorneys’ fees as established by the judge or arbitrator presiding over such dispute.
29. Severability. If any term, covenant, condition or provision of this Agreement, or the application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions, or provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.
30. Counterparts. This Agreement may be executed in separate counterparts, each of which shall be deemed an original and all of which, when taken together, shall constitute one and the same Agreement.
31. Authority to Enter Agreement. Each of the persons executing this Agreement on behalf of a Party hereto warrants that: (i) such party is duly organized and existing; (ii) the signer is duly authorized to execute and deliver the Agreement on behalf of said party; (iii) by so executing this Agreement, such party is formally bound; and (iv) there is no litigation or legal proceeding that would prevent said party from entering into this Agreement. 309
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9 32. Entire Agreement. This Agreement and the exhibits referenced or attached hereto constitute the entire agreement between the parties with respect to the subject matter hereof and shall supersede all prior agreements, understandings and negotiations, both written and oral, between the Parties with respect to the subject matter hereof. This Agreement is not intended to confer upon any person other than the Parties hereto any rights and remedies hereunder.
33. Force Majeure. Other than for Licensee’s obligations under this License Agreement that can be performed by the payment of money and, whenever a period of time is herein prescribed for action to be taken by either Party hereto, such Party shall not be liable or responsible for, and there shall be excluded from the computation of any such period of time, any delays due to strikes, riots, acts of God, shortage of labor or materials, pandemics, epidemics, war, acts of terrorism, governmental laws, regulations or restrictions, or any other causes of any kind whatsoever which are beyond the control of such Party.
34. Captions. The captions used herein are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope or the intent of any section hereof.
a. Waiver. No provision, requirement, default or breach of this Agreement shall be deemed waived by either Party except in writing. b. Facsimile or Electronic Signatures. Signatures delivered by facsimile or electronically shall be binding as originals upon the Party so signing and delivering; provided, however, that original signature(s) of each Party shall be required for each document to be recorded.
35. No Partnership. Nothing contained in this Agreement will be construed to create a partnership or joint venture between the Parties or their successors in interest or permitted assigns.
36. Drafting. Each Party has participated in the preparation of this Agreement and has had the opportunity to consult with legal counsel and any other advisors of its choice to its satisfaction regarding the terms and conditions of this Agreement. As a result, the rule of construction that an agreement be construed against the drafter will not be asserted or applied to this Agreement.
[SIGNATURES ON FOLLOWING PAGE]
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10 SIGNATURE PAGE TO FACILITY LICENSE AGREEMENT
IN WITNESS WHEREOF, the Parties have executed this Agreement which shall be effective as of the day and year first written above.
CITY OF SANTA PAULA THE SANTA PAULA HISTORICAL SOCIETY
Dan Singer, City Manager Board President
APPROVED AS TO FORM: _________________________________________ Board Member
Monica Castillo, City Attorney
ATTESTED BY:
________________________________________
Julie Latshaw, City Clerk
311
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11 EXHIBIT A
LICENSE AREA
[attached behind]
312
SAFE
SAFE
LOWER
ROOF
HVAC
ROOF HATCH
(ABOVE)
DN
DN
CUPOLA
WITH
FLAGPOLE
SECOND FLOOR PLAN
STG. STG. OIL MUSEUM BUILDING
NOT TO SCALE NORTH
LEGEND
EXTERIOR WALLS
INTERIOR PARTITIONS
CARPET FLOORING
VINYL FLOORING
BEAMS ABOVE
SOFFIT ABOVE
LIBRARY
396 sq. ft.
OFFICE #2
198 sq. ft.
MUSEUM
DIRECTOR
218 sq. ft.
PR TOIL. 73 sq. ft.
BALC.
32 sq. ft.
VEST. 73 sq. ft.
OFFICE #1
376 sq. ft.
CONFERENCE
ROOM
374 sq. ft.
ACCT'G
ROOM
142 sq. ft.
WRITING
ROOM
268 sq. ft.
REC. AREA
224 sq. ft.
FOYER
269 sq. ft.
RUSHING
ROOM
294 sq. ft.
ORCUTT
OFFICE
288 sq. ft.
BEDROOM
336 sq. ft.
KITCHEN
324 sq. ft.
VEST. 23 sq. ft. VEST. 20 sq. ft.
HALL
142 sq. ft.
HALL
153 sq. ft.
ELEC.
16 sq. ft.
STORAGE
189 sq. ft.
STAIRS
97 sq. ft.
STAIR
95 sq. ft.
313
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12 EXHIBIT B
MOU
[attached behind]
314
1 May 23, 2025
Subject: Memorandum of Understanding – Union Oil Building This Memorandum of Understanding (“MOU”) is entered into between Leap Lab: Science Center of Ventura County (hereina�er referred to as the “Leap Lab”), and the Santa Paula Historical Society (hereina�er referred to as “SPHS”) on this 23rd day of May 2025. Collec�vely, Leap Lab and the SPHS are referred to as the "Par�es." Leap Lab and SPHS have agreed to this Memorandum of Understanding with regard to space within the Union Oil Building (the “Building”) located at 1001 E Main Street.
Purpose of this Memorandum of Understanding:
As of the date of this MOU, Leap Lab and the Santa Paula Historical Society agree to collaborate to create temporary exhibits in the Building, restricted to the space provided for Rota�ng Exhibits, and restricted to a maximum of 90 days, unless mutually agreed to extend the dura�on of the exhibit or create another exhibit in the same calendar year.
Scope of Collabora�on
1. Use of Rota�ng Exhibit Space
o SPHS will have the right to install a temporary exhibit (“SPHS Exhibit”) up to 90 days inside the Building in the space Leap Lab assigns to Rota�ng Exhibits licensed by City to Leap Lab . o SPHS and Leap Lab will work collabora�vely to blend history and science concepts in temporary exhibi�ons.
2. Rota�ng Exhibit Space hours of opera�on, building and restroom access o Opera�ng hours: The SPHS Exhibitwill be accessible during the hours of Leap Lab’s normal hours of opera�ons. Hours of opera�ons will likely be 9am-5pm, 6 days per week. o Restrooms: During opera�ng hours, restrooms will be accessible to all visitors.
3. U�li�es pertaining to the Rota�ng Exhibit Space opera�on o Leap Lab will be responsible for all costs of u�li�es associated with the SPHS Exhibit.
4. License fees and u�li�es pertaining to the building
o License Fees: Leap lab will license 6570sq. ft. and the Historical Society will license 477 square feet of the Building from owner the City of Santa Paula (“City”). The monthly license fee is $.50/sq.ft. In addition to its own license fee, Leap Lab will pay to City the cost of the Historical Society’s 477 sq. footage, equal to a monthly license fee of $238.50. 315
2 o Utilities: Leap Lab will be the account holder for the utilities and manage operational costs for the Building. The utilities include electrical, water, gas, internet, and operations including landscaping and custodial. Leap Lab will absorb the Historical Society’s portion of utilities and operational costs.
o Time of Payment: The Parties will coordinate payment of their respective license fees to the City such that City is timely paid in accordance with their respective licensese agreements with the City. Leap Lab may pay City the combined fees of both Parties. Regardless of the how the Parties ensure timely payment to the City, each Party agrees it will be liable to the City under the terms of its respective license agreement with the City.
5. Responsibili�es
o Leap Lab Responsibili�es:
Provide SPHS timely feedback on the proposed SPHS Exhibit. Ensure that SPHS has access to the Building for up to 30 days prior to the opening of the SPHS Exhibit, unless another exhibit is in the space. If another exhibit is in the space, then SPHS will be given a minimum of one week to install the SPHS Exhibit. o SPHS Responsibili�es:
Provide Leap Lab a 1-year notice to request time in the rotating exhibit calendar. Work with Leap Lab to blend history and science in the design and content of the proposed SPHS Exhibit, and complete the proposal at least 90 days prior to the scheduled opening date.
Be prepared to set up the SPHS Exhibitduring hours outside normal operating hours. Provide staff and volunteers as needed during hours of the SPHS Exhibitoperation.
6. Financial Arrangements
o SPHS will be responsible for all costs to design, fabricate and install the SPHS Exhibit. o Any shared costs and expenses will be mutually agreed upon in writing prior to the incurrence of such cost and expenses.
7. Dura�on and Termina�on
o This MOU will be effec�ve on the same date as the effec�ve date of Leap Lab and SPHS license agreements with the City and will remain effect for the dura�on of their terms, including any extensions. This MOU may only be extended by mutual writen agreement of the Par�es. .
8. Confiden�ality
o The Par�es agree to keep confiden�al shared sensi�ve informa�on or informa�on deemed by the other Party to be confiden�al during the term of this MOU, except as required by law.
9. Dispute Resolu�on
316
3 o Any disputes arising out of or in connec�on with this MOU will be resolved through good faith nego�a�ons between the Par�es. If the dispute cannot be resolved through nego�a�on, the Par�es agree to seek media�on through the City of Santa Paula. The City is the final arbitrator of disputes.
10. Miscellaneous
o This MOU does not create any legal or financial obligations beyond those expressly stated herein. o Any amendments to this MOU must be in writing and signed by both Parties. o This MOU is non transferrable
Signatures
In witness whereof, the Par�es hereto have executed this MOU as of the day and year first above writen.
Santa Paula Historical Society
By: _____________________________________
Name: Jennifer Heighton
Title: _____________ _________________
Leap Lab: Science Center of Ventura County
By:
Name: ____Marcus Eriksen__________________
Title: ___Execu�ve Director__________________
President
317
To: Honorable Mayor and Members of the City Council
From: Greg Barnes, Parks and Recreation Director
Subject: NOTICE OF COMPLETION FOR THE POLICE STATION REMODEL
PHASE I
Date: August 6, 2025
Agenda Item: 10.I
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends that the City Council:
1. Accept the work performed by Zuma Construction Group, Inc.
2. Authorize staff to file the Notice of Completion with the County Recorder.
BACKGROUND:
On August 21, 2024, the City Council awarded a public works contract to Zuma Construction Group, Inc. for the Police Station Site Improvements Project. This involved interior improvements to the Police Station. Staff issued a Notice to Proceed on July 23, 2024.
ANALYSIS:
Upon inspection conducted by City staff and the project manager (RWC, LLC), construction was deemed to have been completed in conformance with the submitted scope of work and specifications. Staff recommends that the Notice of Completion form be filed with the County Recorder. The City has been retaining approximately five percent of the construction contract from Zuma Construction Group, Inc., ($40,292.55) to ensure that all subcontractors and suppliers have been paid.
The procedure for releasing these monies is the City Council's formal acceptance of the work with authorization to issue and record a Notice of Completion. If there are no claims filed within 30 days of recording notice, the final payment of the retained amount can be made to the contractor.
The record of completion establishes the beginning of the warranty period, which is typically one year. The warranty requires that the contractor guarantee the work performed under the contract and address any defects in workmanship and materials.
STRATEGIC PLAN:
318
This item addresses City Council's two-year Strategic Plan, Section C, Public Safety & Emergency Preparedness, SPPD Facility Upgrades.
FISCAL IMPACTS:
City Council approved a total funding amount of $805,851.00 for this project. The project has been completed within budget.
OPTIONS:
City Council has the following alternative options to staff's recommendations:
1. Do not authorize staff to file the Notice of Completion.
By not authorizing staff to file the Notice of Completion, staff will not be able to close out the project and pay the final invoice (retention amount) to the contractor.
ATTACHMENTS:
EXHIBIT A - ZUMA NOC 2025.pdf
319
EXHIBIT A
Zuma Construction Group, Inc.
Notice of Completion
320
Recording Requested by
and When Recorded Mail To:
City Clerk, City of Santa Paula
P. O. Box 569
Santa Paula, CA 93061
NO FEE GOV’T CODE 27383
__________________________________________________________________________________________
NOTICE OF COMPLETION OF CONSTRUCTION PROJECT
Project Name: Police Station Remodel Phase I
CIP Project No.: 20240527271
Notice is hereby given pursuant to State of California Civil Code Section 3093 et seq that:
1. The undersigned is an officer of the owner of the interest stated below in the property hereinafter described.
2. The full name of the owner is: City of Santa Paula
3. The full address of the owner is: Santa Paula Police Department, 214 South 10th Street, Santa Paula, CA 93060
4. The nature of the interest of the owner is: Police Station Remodel Phase I
5. A work of improvement on the property hereinafter described was field reviewed by the City Parks & Recreation Director on July 28, 2025. The work done was: Police Station Remodel Phase I.
6. On August 6, 2025, the City of Santa Paula accepted the work of this contract as being complete and directed the recording of this Notice of Completion in the Office of the County Recorder.
7. The name of the Contractor for such work of improvement was: Zuma Construction Group, Inc.
8. The properties on which said work of improvement was completed is within the City of Santa Paula, County of Ventura, State of California.
9. The address of said property is 214 South 10th Street.
Dated: _____________________________________
Gregory Barnes, Parks & Recreation Director
City of Santa Paula
_________________________________________________________________________________________________
VERIFICATION
I, the undersigned, say: I am the Parks & Recreation Director of the City of Santa Paula, the declarant of the foregoing Notice of Completion; I have read said Notice of Completion and know the contents thereof; the same is true of my own knowledge.
I declare under penalty of perjury the foregoing is true and correct.
Executed on ______________, 2025 at Santa Paula, California. ____________________________
Gregory Barnes
Parks & Recreation Director
City of Santa Paula
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To: Honorable Mayor and Members of the City Council
From: James Mason, Community & Economic Development Director Subject: CITY LEASE AGREEMENT WITH THE INDEPENDENT ORDER OF ODD FELLOWS AT 866 E. MAIN STREET FOR CITY OFFICES AND
SUBLEASE TO ATHENS SERVICES
Date: August 6, 2025
Agenda Item: 10.J
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends that the City Council:
1. Approve a five-year lease agreement with option to extend an additional five-years between the City and the Independent Order of Odd Fellows for 3,400 square feet of commercial property at 866 E. Main Street; and
2. Approve the sublease agreement with Athens Services for 488 square feet of office space at 866 East Main Street for customer service and general office use; and
3. Authorize the City Manager to execute the agreements in a form approved by the City Attorney.
BACKGROUND:
The City is seeking to update the Master Lease for the Odd Fellows Property at 866 East Main Street in order to improve the building's efficiency and offset operational costs. To achieve this, the City has subleased portions of the building to various community-focused organizations.
On January 21, 2015, the City signed a lease agreement with Odd Fellows for space to house the Public Works Department. Additionally, on March 5, 2015, the City entered into a sublease agreement with Recology, the City's waste-hauling contractor, for space within the building.
Following Recology’s acquisition by Athens Services on April 18, 2017, Athens assumed the sublease.
The sublease continued under the third amendment to the franchise agreement signed on July 17, 2017, which covers residential, commercial, industrial, and multifamily waste collection.
This agreement is set to replace the previous sublease, which expired on December 3, 2024.
Under the new arrangement, Athens will share the subleased space with the Santa Paula Chamber of Commerce, which entered into a lease with the City following City Council approval on July 2, 2025.
ANALYSIS:
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The City currently leases approximately 3,400 square feet, which is composed of the main floor of the Odd Fellows building, which has been leased since 2015. The purpose of the amended agreements is to update the rent and terms of the lease agreement between the City and the Odd Fellows; and the sublease between the City and Athens Services; the sublease between City and Santa Paula Chamber of Commerce was approved by Council on July 2, 2025.
The City's monthly rent under the Odd Fellows Master Lease will increase every two years by the lesser of three percent (3%) above the previous two years’ rent or the percentage increase in the U.S. Consumer Price Index for All Urban Consumers (CPI-U), West Region, as published by Bureau of Labor Statistics, not to exceed four percent (4%) per adjustment.
The City has a current sublease agreement with Athens services which has the rent payment of $1,648.84 per month inclusive of utilities for 488 square feet for customer service and general office use. The City and sub-lessees will share the use of common areas to include conference room, restrooms and break room.
Athens Services Sublease
The City currently has a sublease agreement with Athens Services. Athens Services occupies approximately 488 square feet of space at the Odd Fellows building for customer service and general administrative use. This sublease supports Athens' operations within the City and provides a convenient, local presence for residents seeking service.
Shared Use of Common Areas
Both sub-lessees—Athens Services and the Chamber of Commerce—will have access to shared common areas, including the conference room, restrooms, and break room. This shared use arrangement maximizes space efficiency and creates opportunities for interagency cooperation.
STRATEGIC PLAN:
None
FISCAL IMPACTS:
The sublease agreement will help offset the City’s lease expenses for the Odd Fellows' property. This cost recovery helps reduce the City’s net facility expenses. The assignment of the lease agreement between the City and the Odd Fellows will result in annual lease payments of $33,387.12 by the city with a biannual adjustment of 3%.
The sublease agreement with Athens Services will generate approximately $16,053.66 annually (with an additional utility fee of approximately $4,200) of with a biannual 3% increase; and the sublease with the Santa Paula Chamber of Commerce will generate $3,000 annually, with a biannual 3% increase. This will result in a net budget expense of approximately $10,133.46 annually.
OPTIONS:
1. Do not approve the lease and sublease agreements
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2. Provide alternative direction to staff regarding tenant use and lease terms ATTACHMENTS:
ATTACHMENT_A_ODDFELLOWS_LEASE_2025_jm1__BBK_-mc-c1.doc
ATTACHMENT_B__Santa_Paula_oddfellows_athens_sublease-c17.28.25mc-44019983-v2- c1.docx
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ATTACHMENT A
LEASE AGREEMENT
BETWEEN
CITY OF SANTA PAULA
&
ODD FELLOWS
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PARCEL NO.: 103-0-102-17
PROJECT: Lease of Property at 866 E. Main Street, Santa Paula City AGREEMENT NO.:____________________________
LEASE AGREEMENT BETWEEN THE INDEPENDENT ORDER OF ODD
FELLOWS, INC AND THE CITY OF SANTA PAULA
This lease (“Lease”) is entered into on August _____, 2025 (“Effective Date”) by and between Santa Paula Lodge 314, Independent Order of Odd Fellows, Inc., as “LANDLORD”, and the City of Santa Paula, a Municipal Corporation, hereafter referred to as “LESSEE” or “City.”
RECITALS. This Lease is made with reference to the following facts and objectives:
A. LANDLORD leases to LESSEE the ground floor of the multi-story commercial building known as the Santa Paula Odd Fellows Lodge and/or Clock Tower located at 866 East Main Street, Santa Paula, California 93060 (“Premises”). The rest of the building, used for Lodge activities, includes the basement, the second and third stories, and clock tower, located at 868 East Main Street, Santa Paula, California 93060. The property located at 866 and 868 East Main Street, Santa Paula, California 93060; APN: 103-0-102-17 is herein referred to as the Property. The Property is depicted on Exhibit A, and the Premises are depicted on Exhibit B, both attached hereto and incorporated herein by reference.
B. The Property is zoned Santa Paula Central Business District (CBD).
LESSEE seeks to lease the Premises for general office purposes and to sublease portions for office, administration, customer service, and visitor center uses, subject to LANDLORD’S approval as provided in Section 19.
C. The Property has been historically used for general office/institutional uses and such uses are permitted by right at the Property.
D. LANDLORD and LESSEE agree that the Premises are suitable for LESSEE’s proposed use, including subleasing uses, and enter into this Lease to support the City’s administrative and community development goals.
1. LEASE; DESCRIPTION OF PROPERTY. LANDLORD leases to LESSEE the Premises for use under the terms of this Lease. LESSEE may use the ground floor (approximately 3,400 square feet) for general office purposes and, with LANDLORD’S prior written approval, for subleasing for office, visitor center, or community service uses, as provided in Section 19.
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2. RENT. LESSEE shall pay LANDLORD as rent for the Premises Three Thousand Sixty Dollars and Forty-Eight Cents ($3,060.48) per month in advance on or before the 1st day of each month, commencing July 1, 2025. Rent shall be paid to LANDLORD at the address specified in this Lease for service of notices on LANDLORD, or at any other place designated by LANDLORD in a written notice served on LESSEE.
3. ANNUAL ADJUSTMENT TO RENT. The monthly rent will increase annually by the lesser of three percent (3%) above the previous year’s rent or the percentage increase in the U.S. Consumer Price Index for All Urban Consumers (CPI-U), West Region, as published by Bureau of Labor Statistics, not to exceed four percent (4%) per adjustment. The first increase occurs on July 1, 2026. In no event shall the annual rent decrease. LANDLORD shall provide LESSEE with written notice of the adjusted rent, including CPI calculations, at least ninety (90) days prior to the effective date of the adjusted rent.
4. TERM.
A. Term. This Lease is for a term of ten (10) years commencing on the 1 st day of July
2025, subject to the terms and conditions of this Lease (“Term”).
B. Extension Option. LESSEE, if in compliance with this Lease, may extend the Lease for an additional five (5) years, through June 30, 2035, by delivering written notice via certified mail to LANDLORD by January 1, 2030.
C. Holdover. Holding over by LESSEE at the expiration of this lease, or any extension thereof, with the consent of LANDLORD, shall be treated as month-to-month tenancy, with rent to be paid at the same monthly rate that was in effect during the month before the expiration of the Lease or any extension thereof, subject to all Lease terms and terminable by either party with thirty (30) days’ written notice.
D. Late Charges: If rent is more than ten (10) days late, or a check is returned for NonSufficient Funds (“NSF”), LESSEE shall pay a late charge of $125.00 and a $25 NSF fee (only if LANDLORD is charged NSF fee by its bank), plus interest at 10% per annum on the past late amount(s) which LESSEE shall promptly pay to LANDLORD on demand. Acceptance of a payment more than 5-days late, or acceptance of any late charge, NSF fee, or interest, does not constitute a waiver of any amount due under this Lease.
5. USE OF PROPERTY. LESSEE shall use the Premises exclusively for City of Santa Paula staff offices and, with LANDLORD’S approval per Section 19, for subleases for office, administrative, and community services uses. LANDLORD represents that the Premises are legally adequate for such uses as of the Effective Date. LESSEE shall comply with all City, County, State and Federal laws and LANDLORD shall ensure its activities in the retained building areas (868 East Main Street) do not cause LESSEE to violate such laws.
6. ADDITIONAL REQUIREMENTS. LESSEE shall not permit activities in the Premises that unreasonably interfere with LANDLORD’s rights to use the Property, 327
neighbors’ rights to use their property, and shall not allow an unlawful use in the Premises.
LESSEE shall not operate radios, televisions or other sound devices at disruptive volumes, cause nuisances, or commit waste. LESSEE shall not erect any exterior antennas or roof equipment without LANDLORD’s prior written consent, which shall not be unreasonably withheld. LESSEE shall keep the Premises’ exterior (doorways, rear entrance, porch, steps, loading area) free and clear of trash, garbage, boxes, cleaning equipment and supplies, and other personal property. Plumbing fixtures shall be used only for intended purposes.
7. USE OF THE REST OF THE BUILDING BY LANDLORD AND OTHERS.
LESSEE acknowledges LANDLORD’s use of the basement, stairways, second and third floors, roof and clock tower for events, which may involve noise. LANDLORD shall limit noise for events to 70 decibels at the Premises’ boundary during LESSEE’s business hours (8 AM to 5 PM, Monday through Friday). For example, LANDLORD has a longstanding practice of renting a portion of the second floor for clock repair classes three to five times a year. These classes typically start on Friday at 8AM and end on the following Monday at 5PM and there is often some noise associated with those classes, such as hammering, drilling and the like. LANDLORD, however, will not schedule live music or other noisy activities during the above normal working days and hours, although such activities may occur any time after the above normal working hours. LESSEE also agrees to LANDLORD’s hosting of what is known as “Cruise Night” in front of the ground floor of the building, which is limited to the first Fridays of the month from April through October of each year, provided musical groups do not use LESSEE’s electrical service without prior City approval, and LANDLORD reimburses LESSEE for any additional utility costs within fifteen (15) days. Events shall not obstruct LESSEE’s access to the Premises.
8. CONDITION OF PREMISES. LESSEE accepts the Property in an “as is” condition on the Effective Date, provided LANDLORD warrants that, to its knowledge, the Premises are free of hazardous materials, structural defects, and code violations as of the Effective Date. LESSEE’s maintenance obligations are limited to those specified in Section 14, and LANDLORD shall maintain the building’s structural integrity, roof, and shared systems (e.g., water, sewer) to prevent adverse impacts on the Premises. LESSEE and LANDLORD shall jointly ensure the Premises comply with the Americans with Disabilities Act (ADA) and other building codes, with costs shared equitably based on the benefit to each party’s use of the Property. Title to approved improvements vests with LANDLORD upon termination and must be left in place upon termination of this Lease.
9. UTILITIES.
LESSEE shall pay for electricity, gas, telephone, , and cable television for 866 East Main Street. If shared meters exist, LANDLORD and LESSEE shall allocate costs based on square footage or usage, with LANDLORD paying for 866 East Main.
LANDLORD shall control the TV and telephone service for 868 East Main. LESSEE will be responsible for pest control for 866 East Main.
10. TRASH AND GARBAGE. LESSEE shall pay for refuse disposal from its operations, ensuring no sewer contamination. LANDLORD shall provide adequate refuse storage areas for 866 East Main Street at no cost to LESSEE.
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ll. ALTERATIONS AND REPAIRS. LESSEE shall make no alterations to the Premises and shall install no fixtures, without the prior written consent of LANDLORD, which shall not be unreasonably withheld, conditioned, or delayed. Any alteration made to the Premises by LESSEE after that consent has been given and any fixtures installed as part of that work, shall become, at LANDLORD’s option, the property of LANDLORD on the expiration or earlier termination of this Lease, except that LANDLORD shall also have the option of requiring LESSEE to remove such fixtures at the termination of the Lease.
LESSEE shall repair any dilapidations or other defective conditions caused by LESSEE or persons under LESSEE’s control. LESSEE shall promptly notify LANDLORD of any other dilapidations or defective conditions that require repairs and provide LANDLORD with a reasonable opportunity to inspect such conditions to determine the nature and extent of the conditions, and to determine who should be responsible for correcting the conditions. Provided LESSEE has not caused or contributed to the problem, LANDLORD shall be responsible for roof repairs and repairs for other items on the upper floors and the basement that are not under LESSEE’s control. Any alterations to the leased Premises required by ordinance or law shall be the responsibility of LESSEE, subject to LANDLORD’s approval.
12. SIGNS. LESSEE may install professional signage compatible with the building’s historic character, subject to the approval of LANDLORD, which shall not be unreasonably withheld. All temporary and other signs, for example on the windows and doors, are subject to the approval of LANDLORD, which shall not be unreasonably withheld. Political advertising shall not be affixed to the building by either party.
13. USE OF IMAGE. LESSEE may use the image of the building and historic clock tower in its promotional materials, provided such utilization is done in a dignified manner that does not detract from the good name and image of the LANDLORD as a Lodge of the Independent Order of Odd Fellows. LANDLORD may also continue to use the image of the building and clock tower in its promotional material, provided such utilization is done in a dignified manner that does not detract from the good name and image of LESSEE.
14. MAINTENANCE: LESSEE shall maintain the Premises’ ground floor, entrances, storefront and windows, including HVAC, electrical, plumbing, and water systems provided the HVAC system is warranted by LANDLORD to be in good working order as of the Effective Date. LESSEE shall keep the windows and doors in clean and operable condition, and shall maintain the interior and exterior of the ground floor entrances, at LESSEE’s expense, free and clear from graffiti within 24 hours of the appearance of such graffiti.
LANDLORD shall maintain the roof, upper floors, basement, and structural components, ensuring no disruption to LESSEE’s operations. LESSEE may implement energy-efficient upgrades (e.g., HVAC controls) with LANDLORD’s consent.
15. QUIET ENJOYMENT. LANDLORD agrees that LESSEE, upon compliance with this Lease, shall lawfully and quietly hold, occupy, and enjoy the Premises during the term of this Lease.
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16. ENTRY BY LANDLORD. LANDLORD may enter the Premises during normal business hours, upon seventy-two (72) hours’ notice, as provided for in this Lease; and after normal business hours when an emergency exists so long as notice is provided via phone call to LESSEE at the number identified below, LANDLORD will respect LESSEE’s privacy expectations.
17. LOCKS AND KEYS. LESSEE may not change or add any locks to the Premises without LANDLORD’s prior written consent and without providing LANDLORD with a key to the changed or added lock.
18. ASSIGNMENT AND SUBLETTING. LESSEE may not assign or sublet all or any portion of the leased Premises without LANDLORD’s prior written consent. Any attempted assignment or subletting of the premises without LANDLORD’s prior written consent, shall be null and void and shall, at LANDLORD’s option, terminate this Lease. LANDLORD hereby agrees, however, that LESSEE may sublet to its franchise trash hauler a portion of the leased office space to service its Santa Paula customers and to the Santa Paula Chamber of Commerce (“Chamber”) the ground floor comprised of a conference room, an office space, and a customer service counter, provided LESSEE itself continues to occupy the majority of the leased premises, and provided that LANDLORD shall have the right to approve the number and designation of rooms and areas to be sublet, hours of operation, and proposed signage for the franchise trash hauler and Chamber, which shall not be unreasonably refused.
19. DEFAULT BY LESSEE. LANDLORD and LESSEE agree that every covenant and provision of this Lease is material and reasonable. Any breach of a condition, covenant or provision of this Lease will constitute a material breach of this lease. LANDLORD may issue a forty-five (45) day written notice to cure. If uncured, or incurable, LANDLORD may terminate the Lease. The parties shall meet within ten (10) days of notice to resolve disputes informally before termination. LESSEE cannot extend the Lease if in default.
20. WAIVER. The waiver by LANDLORD of any breach by LESSEE of any of the conditions, covenants and provisions of this lease shall not constitute a continuing waiver or a waiver of any subsequent breach by LESSEE of either the same or of another provision of this lease. LANDLORD’s acceptance of rent following a breach of the Lease by LESSEE, with or without LANDLORD’s knowledge of the breach, will not be deemed to be a waiver of LANDLORD’s right to enforce any provision of this lease.
21. TENANCY STATEMENT (ESTOPPEL CERTIFICATE) LESSEE shall execute and deliver a statement to LANDLORD or LANDLORD’s designee within 10 days after receipt of a request, acknowledging that this Lease is unmodified and in full force, or in full force as modified, and state the modifications. Failure to comply with this requirement shall:
A) be deemed LESSEE’s acknowledgement that the Tenancy Statement is true and correct, and may be relied upon by a prospective lender or purchaser, and B) may be treated by LANDLORD as a material breach.
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23. MEDIATION. LANDLORD and LESSEE agree to participate in a mediation proceeding of any dispute or claim arising out of this Lease prior to resorting to arbitration or court action, (other than an action brought by LANDLORD against LESSEE for unlawful detainer). Mediation fees shall be divided equally between the parties. If a party initiates a court action (other than unlawful detainer) without first attempting to resolve the matter through mediation, or refuses to participate in mediation after a request has been made, then that party shall not be entitled to attorney fees even if the decision in that court action favors that party.
24. BINDING ON HEIRS and SUCCESSORS, This Lease shall be binding on and inure to the benefit of the heirs, executors, administrators, successors and assignees of LANDLORD and LESSEE; provided, however, that nothing in this section shall be construed as a consent by LANDLORD to any attempted assignment of this lease or any interest therein by LESSEE.
25. SOLE AND ONLY AGREEMENT. This instrument constitutes the sole and only agreement between LANDLORD and LESSEE concerning the leased Premises, the conditions and terms of the Lease, and it correctly sets forth the agreed-upon obligations of LANDLORD and LESSEE with regard to each other. Any agreements between the parties not specifically set forth in this lease are null and void.
26. TERMINATION. This Lease may be terminated as follows:
A. At the expiration of the term;
B. Upon mutual written agreement between the parties; or C. Should LESSEE materially breach this Lease and fail to cure such breach within forty five (45) days of being notified by LANDLORD regarding such breach to LANDLORD’S reasonable satisfaction.
27. CONDITION OF PROPERTY UPON TERMINATION. Upon termination of this Lease for any reason, LESSEE will vacate the Property and deliver it to LANDLORD in good order and condition, damage by the elements, earthquake, and ordinary wear and tear excepted.
28. SALE OR TRANSFER. Should LANDLORD, at any time during the term of this Lease, sell, lease, transfer, or otherwise convey all or any part of the Property to any transferee other than LESSEE, then such transfer will be under and subject to this Lease and all of LESSEE’s rights hereunder.
29. NO PUBLIC PROJECT. All rights given to LESSEE pursuant to this Lease are for LESSEE’s use of the Premises. Any trespass, use, or other utilization of private property by LESSEE is done at its own risk. This Lease is not intended, nor should it be construed, to constitute a public project.
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30. FORCE MAJEURE. Should performance of this Lease be prevented due to fire, flood, explosion, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties’ control, then it will immediately terminate without obligation of either party to the other.
31. NO FIXTURES. Improvements and facilities that currently exist, or may be constructed during the term of this Lease, will not constitute fixtures attached to the Property. Any such facilities may be removed by LESSEE upon termination of the Lease.
32. ALTERATIONS, MECHANICS’ LIENS. Except as provided by this Lease, LESSEE will not make, or cause to be made, any alterations to the property, or any part thereof, without LANDLORD’s prior written consent. LESSEE will keep the property free from any liens arising out of any work performed, material furnished, or obligations incurred by LESSEE.
34. INDEMNIFICATION.
A. LESSEE indemnifies and holds LANDLORD harmless from and against any claim, action, damages, costs (including, without limitation, attorney’s fees), injuries, or liability, arising out of this Lease except for LANDLORD’s sole active negligence, willful misconduct, or failure to maintain 868 East Main Street. Should LANDLORD be named in any suit, or should any claim be against it, by suit or otherwise, whether the same be groundless or not, arising out of this Lease, LESSEE will defend LANDLORD with mutually agreed counsel.
B. For purposes of this section “LANDLORD” includes officers, officials, employees, and agents.
C. LESSEE expressly agrees that this hold harmless and indemnification provision is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect.
D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Lease.
E. The requirements as to the types and limits of insurance coverage to be maintained by LESSEE as required by Section 35 below, and any approval of such insurance by LANDLORD, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by LESSEE pursuant to this Lease, including but not limited to the provisions concerning indemnification.
35. INSURANCE. LESSEE must procure and maintain insurance of the type, for the period, with the coverages and limits, and in accordance with the terms, conditions, and requirements that follow:
A. LESSEE will provide Commercial General Liability, Broad Form General Liability and Business Automobile Liability insurance that meet or exceed 332
the requirement of ISO Forms GL0002, GL0404 and CA0001, Code 1, respectively, in the most current State of California approved forms, in connection with LESSEE’s performance in the amount of not less than $1,000,000 combined single limit per occurrence for bodily injury, personal injury, and property damage for each policy coverage.
B. Commercial General Liability, Broad Form General Liability and Business Automobile Liability policies required in this Lease will be endorsed to name LANDLORD, its officials, volunteers, and employees as “additional insureds” under said insurance coverage, to state that such insurance will be deemed “primary” such that any other insurance that may be carried by LANDLORD will be excess thereto, and to state that the policy(ies) will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to LANDLORD.
C. LESSEE will furnish to LANDLORD a certificate of insurance, in the standard form required by LANDLORD, duly authenticated, evidencing maintenance of the insurance required under this Lease and such other evidence of insurance or copies of policies as may be reasonably required by LANDLORD from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of “A:
VII” or through City self-insurance, verified as equivalent. LANDLORD shall provide at least reciprocal levels and types of insurance for 866 and 868 East Main Street, Santa Paula.
D. LESSEE shall provide fire and other hazard insurance for the Premises, naming LANDLORD as an additional insured, in an amount not less than $1,000,000, adjusted every three years to reflect replacement cost. LESSEE shall provide liability insurance of $2,000,000 per occurrence, $4,000,000 aggregate, or as consistent with City municipal policies. LANDLORD shall receive insurance certificates, with LESSEE paying the premiums on all policies. Policies require 30 days’ cancellation notice to LANDLORD.
LESSEE may satisfy requirements through self-insurance or existing City policies, provided coverage is equivalent. LANDLORD shall maintain comparable liability and property insurance for 866 and 868 East Main Street, naming LESSEE as an additional insured.
36. COMPLIANCE WITH LAW. LESSEE will, at its sole cost and expense, comply with all of the requirements of all federal, state, and local authorities now in force, or which may hereafter be in force, pertaining to the Premises and will faithfully observe in the use of the Premises all applicable laws. The judgment of any court of competent jurisdiction that LESSEE has violated any such ordinance or statute in the use of the Property will be conclusive of that fact as between LANDLORD and LESSEE. 333
37. INSPECTIONS. LANDLORD has the right at all reasonable times, and as often as it deems necessary, to inspect the Premises with seventy-two (72) hours’ notice, except in emergencies per Section 17.
38. WAIVER OF BREACH. Any express or implied waiver of a breach of any term of this Lease will not constitute a waiver of any further breach of the same or other term of this Lease.
39. INSOLVENCY; RECEIVER. Either the appointment of a receiver to take possession of all or substantially all of the assets of LESSEE, or a general assignment by LESSEE for the benefit of creditors, or any action taken or offered by LESSEE under any insolvency or bankruptcy action, will constitute a breach of this Lease by LESSEE, and in such event this Lease will automatically cease and terminate.
40. NOTICES. Except as otherwise expressly provided by law, all notices or other communications required or permitted by this Lease or by law to be served on or given to either party to this Lease by the other party will be in writing and will be deemed served when personally delivered to the party to whom they are directed, or in lieu of the personal service, upon deposit in the United States Mail, certified or registered mail, return receipt requested, postage prepaid, addressed to:
LESSEE at: SANTA PAULA LODGE
314 INDEPENDENT ORDER OF ODD FELLOWS, INC
Attn: Michael Binsley, Trustee
P.O. Box 304
Santa Paula CA 93061
Telephone: 805-625-4517
[email protected]
LANDLORD at: City of Santa Paula
Attn: James Mason, Community & Economic Development Director 970 Ventura Street
P. O. Box 569
Santa Paula, CA 93060
Telephone: 805-933-4214
[email protected]_______________________
Either party may change its address or other information for the purpose of this Section by giving written notice of the change to the other party.
41. GOVERNING LAW. This Lease has been made in and will be construed in accordance with the laws of the State of California and exclusive venue for any action involving this Lease will be in Ventura County.
42. PARTIAL INVALIDITY. Should any provision of this Lease be held by a court of competent jurisdiction to be either invalid or unenforceable, the remaining provisions of this Lease will remain in effect, unimpaired by the holding. 334
43. INTEGRATION. This instrument and its attachments constitute the sole agreement between LANDLORD and LESSEE respecting the Property, the use of the Property by LESSEE, and the specified term, and correctly sets forth the obligations of LANDLORD and LESSEE. Any Lease or representations respecting the Property or its leasing by LANDLORD to LESSEE not expressly set forth in this instrument are void. Exhibits “A” and “B” are incorporated into this Lease.
44. CONSTRUCTION. The language of each part of this Lease will be construed simply and according to its fair meaning, and this Lease will never be construed either for or against either party.
45. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Lease and to engage in the actions described herein. This Lease may be modified by written amendment.
LANDLORD’s trustee, or designee, may execute any such amendment on behalf of LANDLORD. LESSEE’S city manager, or designee, may execute this Lease and any such amendment on behalf of LESSEE. Notwithstanding the foregoing, LESSEE’s city manager reserves the right to seek city council approval to execute amendments when appropriate in the city manager’s judgment.
46. COUNTERPARTS. This Lease may be executed in any number of counterparts, each of which will be an original, but all of which together will constitute one instrument executed on the same date.
[Signatures on next page]
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SIGNATURE PAGE TO LEASE
IN WITNESS WHEREOF the parties hereto have executed this Lease on the day and year first hereinabove written.
CITY OF SANTA PAULA Independent Order of
Odd Fellows, Inc..
_____________________________ ____________________________ Dan Singer,
City Manager Trustee
ATTEST:
_____________________________ ____________________________ Trustee
____________________________ Taxpayer ID No. _______________ Julie Latshaw,
City Clerk
APPROVED AS TO FORM:
_________________________________
Monica Castillo, City Attorney
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EXHIBIT A
PROPERTY
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EXHIBIT B
LEASED PREMISES
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ATTACHMENT B
SUBLEASE AGREEMENT BETWEEN THE
CITY OF SANTA PAULA AND
ATHENS SERVICES
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SUBLEASE AGREEMENT BETWEEN THE
CITY OF SANTA PAULA AND
ATHENS SERVICES
THIS SUBLEASE is made and executed this 2
nd day of July, 2025, between the CITY OF SANTA
PAULA, a municipal corporation and general law city (“CITY”), and ARAKELIAN ENTERPRISES, INC. dba ATHENS SERVICES, a California corporation (“LESSEE”).
1. RECITALS. This Sublease is made with reference to the following facts and objectives:
A. The CITY leases real property located at 866 Main Street, Santa Paula, CA 93060 (“Premises”), pursuant to a least agreement with Santa Paula Lodge 314, Independent Order of Odd Fellows, Inc. (“Landlord”), dated July 1, 2025 (“Master Lease”). The Premises are part of the Property, shown in Exhibit A and described as Assessor Parcel Number 103-0-102-17, comprising 866 and 868 East Main Street.
B. The Property, including the Oddfellows Building, is in the Santa Paula Central Business District (CBD) zone.
C. The CITY intends to sublease the Premises’ ground floor, comprising office space, a customer service counter, and shared conference room access (approximately 488 square feet), as depicted in Exhibit B, attached hereto and incorporated herein by reference (“Subleased Area”).
D. LESSEE must obtain prior written approval from the City’s Director of Public Works for use of the Premises’ shared lobby and/or conference room for events, with approval granted within five (5) business days if the space is unscheduled, provided LESSEE cleans the spaces and reimburses CITY for supplies post-event within ten (10) business days.
E. LESSEE intends to use the Subleased Area for office, customer service, and administrative activities related to its solid waste franchise services, consistent with the Master Lease and CBD zoning.
2. LEASE; DESCRIPTION OF PROPERTY. CITY subleases to LESSEE the Subleased Area for use under the terms and conditions of this Sublease, subject to the Master Lease, a copy of which is provided to LESSEE and governs the Premises.
3. RENT. LESSEE agrees to pay to CITY as rent (“Base Rent”) for the Premises [47%] of the rent payable by CITY to Landlord pursuant to Paragraph 3 of the Master Lease (the “Master Base Rental Amount”). Base rent is initially in the amount of One Thousand Three Hundred 340
Thirty- Seven Dollars and Eighty cents ($1,337.80) per month, payable in advance on the first (1st) day of each month during the Sublease term. The Master Base Rental Amount shall be in the amount of the base rental payments described in Paragraph 3 of the Master Lease only and shall not include any interest, late fees, operating expense and tax payments, or any other amounts that CITY owed or pays to ODD FELLOW pursuant to the Master Lease. In no event shall CITY amend the Master Lease in any way that increases the Master Base Rental Amount without first obtaining the prior written consent of LESSEE, which consent may be withheld in LESSEE’S sole discretion. If the Master Lease is amended in a manner that increases the Master Base Rental Amount without first obtaining LESSEE’S consent thereto, then the Base Rent payable hereunder shall continue to be escalated pursuant to Section 4 of this Sublease based on the Master Base Rental Amount applicable prior to such amendment.
4. BIANNUAL ADJUSTMENT TO RENT. The monthly rent will increase every two years by the lesser of three percent (3%) above the previous two years’ rent or the percentage increase in the U.S. Consumer Price Index for All Urban Consumers (CPI-U), West Region, as published by Bureau of Labor Statistics, not to exceed four percent (4%) per adjustment. The first increase occurs on July 1, 2027. In no event shall the annual rent decrease. LANDLORD shall provide LESSEE with written notice of the adjusted rent, including CPI calcluations, at least ninety (90) days prior to the effective date of the adjusted rent.
5. UTILITIES. CITY shall cause water, sewer, gas, electricity, telecommunications, internet, cable television, trash service, custodial and pest control services and any other required utilities (collectively "Utilities") to be supplied to the Property, including the Premises. In addition to Base Rent, LESSEE shall pay to CITY additional rent ("Additional Rent") in the amount of fifty percent (50%) of the cost of supplying the Utilities to the Property ("Utility Expenses") as reasonably determined by CITY; except that in no event shall Additional Rent exceed Seven Hundred Dollars ($700.00) per month. Upon request, the CITY will provide LESSEE with periodic statements for Additional Rent, including copies of bills for the Utility Expenses and LESSEE shall pay Additional Rent in full with its monthly payment of Base Rent.
6. TERM
A. Term. The term is five (5) years, from July 2, 2025, to June 30, 2030, unless extended or terminated as provided herein.
B. Extension Option. LESSEE, if in compliance, may extend the term for an additional five (5) years, to June 30, 2035, by delivering written notice via email or certified mail to CITY by January 15, 2030, subject to CITY’s approval, not unreasonably withheld, and Landlord’s prior written consent per the Master Lease.
C. Holdover. Holding over with CITY’s written consent shall be a month-to-month tenancy at the rent in effect at the time, subject to all Sublease terms, terminable by either party with thirty (30) days’ written notice.
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D. Late Charges. If rent is more than ten (10) days late, or a check is returned for NonSufficient Funds (NSF), LESSEE shall pay a $50.00 late charge and a $25.00 NSF fee (if CITY incurs a bank fee), plus interest at the lesser of five percent (5%) per annum or the legal maximum rate. Acceptance of fees does not waive CITY’s rights and remedies.
7. USE OF PROPERTY. LESSEE shall use the Subleased Area exclusively foroffice and administrative activities related to its solid waste franchise operations, including customer services, billing, and SB 1383 compliance (e.g. organic waste sorting education), subject to all local, state and federal laws and regulations. The Property may not be used for any other purpose.
8. MAINTENANCE QUALITY. CITY or its designees may inspect the Subleased Area during business hours (8 AM to 5 PM, Monday through Friday) with forty-eight (48) hours’ written notice via email or certified mail to verify maintenance standards. If the quality of maintenance is inadequate, CITY will provide written notice to LESSEE specifying deficiencies.
If LESSEE fails to correct within thirty (30) days of CITY’s notice, CITY may perform such maintenance and LESSEE shall reimburse CITY for the cost of maintenance, plus ten percent (10%) for CITY’s administrative overhead. LESSEE’s maintenance is limited to the Subleased Area’s interior (e.g., cleaning, minor repairs). CITY shall maintain HVAC, electrical, plumbing, and shared systems per the Master Lease.
9. HAZARDOUS WASTE. CITY has not, nor, to CITY’s knowledge, has any third party used, generated, stored, or disposed of, or permitted the use, generation, storage, or disposal of, any hazardous material (as defined below) on, under, or within the Property in violation of any law or regulation. LESSEE agrees that it will not use, generate, store, or dispose of any hazardous material (as defined below) on, under, or within the Property in violation of any law or regulation.
LESSEE agrees to defend and indemnify CITY, as provided in this Sublease, against any and all losses, liabilities, claims, and/or costs arising from any breach by LESSEE of any warranty or agreement contained in this section. As used in this section, “hazardous material” means any substance, chemical or waste that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation (including petroleum and asbestos). LESSEE shall notify CITY immediately of any suspected hazardous materials, and CITY shall coordinate with Landlord per the Master Lease.
10. POSSESSORY INTEREST TAXES. LESSEE is informed by CITY pursuant to Revenue & Taxation Code § 107.6 that its property interest in the Property may be subject to property taxation if created and that LESSEE may be subject to the payment of property taxes levied on its interest. LESSEE may not deduct such amount from payments to CITY.
11. QUIET ENJOYMENT. CITY agrees that LESSEE, upon compliance, shall quietly hold, occupy, and enjoy the Property during the term of this Sublease.
12. CITY’S LIMITED WARRANTY. CITY warrants that it is under no disability, restriction or prohibition, whether contractual or otherwise, with respect to its right to execute this Sublease, having obtained Landlord’s written consent per the Master Lease.
13. TERMINATION. This Sublease may be terminated as follows:
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A. At the expiration of the term;
B. Upon mutual written agreement between the parties;
C. Upon LESSEE’s material breach, uncured within forty-five (45) days of CITY’s written notice, with the parties meeting within ten (10) days to resolve informally; D. Upon termination of the Master Lease, with CITY providing ninety (90) days’ written notice;
E. Upon the Subleased Area being condemned, per Section 16.
14. CONDITION OF PROPERTY UPON TERMINATION. Upon termination of this Sublease for any reason, LESSEE will vacate the Property and deliver it to CITY in good order and condition, damage by the elements, earthquake, and ordinary wear and tear excepted.
15. SALE OR TRANSFER. Should the Master Lease be assigned or the Property sold, any transfer shall be subject to this Sublease, with the assignee or buyer assuming all CITY obligations in writing.
16. CONDEMNATION. If all or part of the Subleased Area is acquired by eminent domain or purchase in lieu thereof, LESSEE acknowledges that it will have no claim to any compensation awarded for the taking of the Subleased Area or any portion thereof or for loss of or damage to LESSEE’s improvements.
17. NO PUBLIC PROJECT. All rights given to LESSEE pursuant to this Sublease are for LESSEE’s use of the public property identified herein. Any trespass, use, or other utilization of private property by LESSEE is done at its own risk; LESSEE is not an agent of CITY and this Sublease is not intended, nor should it be construed, to constitute a public project.
18. FORCE MAJEURE. Should performance of this Sublease be prevented due to fire, flood, explosion, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties’ control, then it will immediately terminate without obligation of either party to the other.
19. NO FIXTURES. Improvements and facilities that currently exist, or may be constructed during the ‘term of this Sublease, will not constitute fixtures attached to the Property. Any such facilities may be removed by LESSEE upon termination of the Sublease.
20. ALTERATIONS, MECHANICS’ LIENS. Except as provided by this Sublease, LESSEE will not make, or cause to be made, any alterations to the Property, or any part thereof, without CITY’s prior written consent. LESSEE will keep the Property free from any liens arising out of any work performed, material furnished, or obligations incurred by LESSEE.
21. ASSIGNMENT AND SUBLETTING. This Sublease may not be assigned, transferred, or sublet by LESSEE, court order, or through any other means. Any such purported transfer will be null and void.
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22. INDEMNIFICATION.
A. To the fullest extent permitted by law, LESSEE shall (1) immediately defend; (2) indemnify; and (3) hold harmless the City of Santa Paula, its City Council, each member thereof, and its directors, officers, and employees, agents, volunteers, and representatives (the “Indemnified Party”) from and against all liabilities regardless of nature, type, or cause, arising out of or resulting from or in connection with: (i) this Sublease; (ii) LESSEE’s use of the Subleased Area; (iii) presence of LESSEE’s personal property, including but not limited to any acts or omissions of LESSEE’s members, invitees, guests, or visitors. Liabilities subject to the duties to defend and indemnify include, without limitation, all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution except such loss or damage caused by the sole negligence or willful misconduct of the City. LESSEE’s obligation to indemnify applies unless it is adjudicated that any of the liabilities covered by this Section are the result of the sole active negligence or sole willful misconduct of the Indemnified Party. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the Indemnified Party, then LESSEE’s indemnification obligation shall be reduced in proportion to the established comparative liability.
B. The duty to defend is a separate and distinct obligation from LESSEE’s duty to indemnify. LESSEE shall be obligated to defend, in all legal, equitable, administrative, or special proceedings immediately upon tender to of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination of negligence or willful misconduct by the Indemnified Party shall not relieve LESSEE from its separate and distinct obligation to defend the Indemnified Party. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes the obligation to provide independent defense counsel if LESSEE asserts that liability is caused in whole or in part by the negligence or willful misconduct of the Indemnified Party. If it is finally adjudicated that liability was caused by the comparative active negligence or willful misconduct of the Indemnified Party, LESSEE shall submit a claim to the City of Santa Paula for reimbursement of reasonable attorneys’ fees and defense costs in proportion to the established comparative liability of the Indemnified Party.
C. This Section shall survive the termination or expiration of this Sublease. The provisions of this Section shall not be restricted by and do not affect the provisions of this Sublease relating to insurance.
23. INSURANCE. LESSEE shall obtain and maintain during the term of this Sublease insurance coverages as specified by the City, by a company satisfactory to the Risk Manager, unless the Risk Manager waives, in writing, the requirement that LESSEE obtain and maintain such insurance coverages. At a minimum, LESSEE shall procure and maintain: (i) Commercial General Liability insurance with limits of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate, naming the City as an additional insured; (ii) Property insurance covering LESSEE’s personal property at the Subleased Area; and (iii) Workers’ Compensation insurance as required by California law, if applicable. LESSEE shall provide certificates of insurance and endorsements to the City prior to the Effective Date of this Sublease and annually thereafter by 344
July 1st of each year, or upon request by the City. Failure to maintain required insurance shall constitute a material breach of this Sublease, authorizing immediate termination by the City.
LESSEE shall, within a reasonable time, provide City with evidence of its compliance with these insurance requirements upon City’s request.
24. COMPLIANCE WITH LAW. LESSEE will, at its sole cost and expense, comply with all of the requirements of all federal, state, and local authorities now in force, or which may hereafter be in force, pertaining to the Property and will faithfully observe in the use of the Property all applicable laws. The judgment of any court of competent jurisdiction that LESSEE has violated any such ordinance or statute in the use of the Property will be conclusive of that fact as between CITY and LESSEE.
25. WAIVER OF BREACH. Any express or implied waiver of a breach of any term of this Sublease will not constitute a waiver of any further breach of the same or other term of this Sublease.
26. INSOLVENCY; RECEIVER. Either the appointment of a receiver to take possession of all or substantially all of the assets of LESSEE, or a general assignment by LESSEE for the benefit of creditors, or any action taken or offered by LESSEE under any insolvency or bankruptcy action, will constitute a breach of this Sublease by LESSEE, and in such event this Sublease will automatically cease and terminate.
27. NOTICES. Except as otherwise expressly provided by law, all notices or other communications required or permitted by this Sublease or by law to be served on or given to either party to this Sublease by the other party will be in writing and will be deemed served when personally delivered to the party to whom they are directed, or in lieu of the personal service, upon deposit in the United States Mail, certified or registered mail, return receipt requested, postage prepaid, addressed to:
LESSEE at: Athens Services
Attn: Paul Yanez
14048 E. Valley Blvd
City of Industry, CA 91746
Telephone: 626-474-6150
CITY at: City of Santa Paula
Attn: City Manager’s Office
P.O. Box 569
Santa Paula, CA 93060
Telephone: 805-933-4201
Either party may change its address for the purpose of this Section by giving written notice of the change to the other party.
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28. GOVERNING LAW. This Sublease has been made in and will be in accordance with the laws of the State of California and exclusive venue for any action involving this Sublease will be in Ventura County.
29. PARTIAL INVALIDITY. Should any provision of this Sublease be held by a court of competent jurisdiction to be either invalid or unenforceable, the remaining provisions of this Sublease will remain in effect, unimpaired by the holding.
30. INTEGRATION. This instrument and its attachments constitute the sole agreement between CITY and LESSEE respecting the Property, the use of the Property by LESSEE, and the specified term, and correctly sets forth the obligations of CITY and LESSEE. Any Sublease or representations respecting the Property or its licensing by CITY to LESSEE not expressly set forth in this instrument are void. There is one (1) attachments to this Sublease.
31. CONSTRUCTION. The language of each part of this Sublease will be construed simply and according to its fair meaning, and this Sublease will never be construed either for or against either party.
32. AUTHORITY/MODIFICATION. Each of the persons executing this Sublease on behalf of a Party hereto warrants that: (i) such party is duly organized and existing; (ii) the signer is duly authorized to execute and deliver the Sublease on behalf of said party; (iii) by so executing this Sublease, such party is formally bound; and (iv) there is no litigation or legal proceeding that would prevent said party from entering into this Sublease. This Sublease may be modified by written amendment. CITY’s city manager, or designee, may execute any such amendment on behalf of CITY. Notwithstanding the foregoing, LESSEE’s city manager reserves the right to seek city council approval to execute amendments when appropriate in the city manager’s judgment.
33. COUNTERPARTS. This Sublease may be executed in any number or counterparts, each of which will be an original, but all of which together will constitute one instrument executed on the same date.
[Signatures on Next Page]
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SIGNATURE PAGE TO SUBLEASE AGREEMENT BETWEEN THE CITY OF SANTA
PAULA AND ATHENS SERVICES
IN WITNESS WHEREOF the parties hereto have executed this Sublease on the day and year first hereinabove written.
CITY OF SANTA PAULA ATHENS SERVICES
___________________________ By: ___________________________ Dan Singer Name:
City Manager Its:
ATTEST
____________________________
Julie Latshaw
City Clerk
APPROVED AS TO FORM Taxpayer ID No_____________
____________________________
Monica Castillo
City Attorney
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EXHIBIT A
PROPERTY
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EXHIBIT B
FLOORPLAN 866 EAST MAIN ST
(ATHENS SUBLEASE)
(488 SQUARE FEET)LEASED AREA
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To: Honorable Mayor and Members of the City Council
From: Caesar Hernandez, Management Analyst
Subject: SERVICE AGREEMENT FOR PERMIT MANAGEMENT SOFTWARE Date: August 6, 2025
Agenda Item: 10.K
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to enter into a service agreement with GovWell to establish an online submittal and permitting system for Building & Safety permits and Planning applications.
BACKGROUND:
Assembly Bill 2234 ("AB 2234") effective January 1, 2023, establishes new requirements aimed at streamlining the processing of post-entitlement residential housing development permits. The new requirements mandates cities and counties to: (1) prepare a post entitlement permit application list with required material, (2) post an example of a complete, approved application and an example of a complete set of post-entitlement phase permits for at least five types of housing development projects, (3) issue post-entitlement permits within mandatory time limits and (4) establish a digital platform that allows for the online submission of development applications and provides real-time status updates for permits related to housing projects.
AB 2234 is part of the state’s broader effort to promote housing production, reduce administrative delays, and enhance transparency and accountability in the development review process. The law specifically targets post-entitlement permits, which are commonly seen as a bottleneck in moving approved housing projects into the construction phase. This item enables and facilitates City's compliance with AB 2234's online application submission requirement and mandatory processing time limits.
Summary of AB 2234 Requirements:
Cities with populations over 75,000 are required to comply with the following by January 1, 2024. However, local agencies like Santa Paula with populations fewer than 75,000 residing in a county with population of less than 1,100,000 must comply by January 1, 2028:
1. Online Application Submission Platform
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Cities must provide the capability to accept applications for post-entitlement housing development permits through a digital platform.
Post-entitlement permits include those necessary to begin construction after a project has already received land use approvals, such as grading, building, and encroachment permits.
2. Status Tracking Tool
The platform must include a status tracking feature that enables applicants and the public to monitor the progress of each permit application in real-time.
This includes key milestones such as application submittal, completeness determination, review comments, resubmittals, and final approval or issuance.
3. Standard Processing Timelines
AB 2234 establishes standard timelines for permit processing:
15 business days to review and determine whether an application is complete.
30 or 60 business days, depending on units in the project, to approve or deny a permit application deemed complete.
Cities must notify applicants in writing if additional information is needed and must clearly identify all deficiencies in the application.
4. Transparency and Public Access
The online platform must be accessible to the public and updated regularly to reflect the current status of applications.
Cities must also post standard checklists and required documentation to assist applicants in navigating the process.
ANALYSIS:
City of Santa Paula Compliance Overview:
For the past two years, the City of Santa Paula has been evaluating its internal workflows and digital infrastructure to ensure compliance with AB 2234. Staff has been coordinating with the Information Technology Division, Building & Safety, and the Finance departments to assess available solutions and identify gaps in the City’s current permitting system.
Key considerations include:
Leveraging or upgrading the City’s existing permit management software (e.g., Tyler EnerGov) to support online applications and public tracking.
Reviewing other permit management software proposals (e.g. Central Square, OpenGov, GovWell, Clariti, and SmartGov)
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Standardizing internal permit review procedures to meet the mandated response timelines.
Ensuring interdepartmental coordination to provide seamless and timely updates on application status.
The City currently uses an internal platform (Access database) that requires manual entry of all application data for processing permits related to building, planning, and licensing. This system has been in place for many years and has become increasingly inefficient, lacking in key features, and unable to meet the demands of residents, developers, and city staff.
In recent years, the volume of permit applications has grown significantly, and the current system’s limitations have led to increased processing times, customer service challenges, and limited transparency in tracking and reporting.
Transitioning to an electronic format for building permits is a vital step in modernizing Santa Paula’s Community & Economic Development Department operations. It streamlines the permitting process, increases transparency, reduces paperwork, and significantly improves efficiency for both municipal staff and applicants. An online system enables faster application review, real-time status updates, all while also reducing the cost and space impact of printing and storing physical documents. This shift enhances accessibility across the board. Overall, an electronic permitting platform represents a smart, sustainable, and citizen-focused solution that is geared up for the growth that is forthcoming in Santa Paula.
The City selected GovWell over the other three bidders based on a combination of factors that aligned more closely with the City’s operational goals and service expectations. GovWell demonstrated a comprehensive understanding of municipal permitting and licensing workflows and provided a customizable, user-friendly platform specifically tailored for local government processes. In addition, GovWell offered strong customer support, a competitive implementation timeline, and a pricing structure that represented the best overall value. Their proposal also included features and integrations not offered by other bidders, giving the City confidence in GovWell’s ability to support both current needs and future scalability.
STRATEGIC PLAN:
This action is consistent with Goal B: Economic Development, in the City's newly adopted Strategic Plan. Objective B.5 Streamline application and permitting processes by implementing software systems to reduce cycle time for applicants.
FISCAL IMPACTS:
The total cost of the GovWell service agreement is $40,000 for Year 1 and $40,000 for Year 2.
The funding for year 1 ($40,000) and Year 2 ($20,000) will funded through the approved twoyear budget for Fiscal Years 2025–2026 and 2026–2027, under General Ledger No. 800-5- 3001-207 (Professional/Contract Services – Computer/Software). The remaining $20,000 in year 2 will be funded through an additional budget appropriation from General Ledger No. 800-5-3001-215 (General Plan Maintenance Fund).
OPTIONS:
City Council has the following options:
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1. Approve Staff's recommendation.
2. Do not approve the service agreement.
3. Provide alternative direction to Staff.
ATTACHMENTS:
Attachment A_GovWell Order Form - Santa Paula CA 6.2.25.docx-2.pdf ATTACHMENT B, Bids (Plan Check Software).pdf
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GOVWELL ORDER FORM
This Order Form, dated as of the Effective Date, is entered into by and between GovWell Technologies Inc. (“GovWell”) and the customer identified below (“Customer”), and is subject to the Terms of Service (as defined below), which are incorporated by reference herein.
Customer: City of Santa Paula, CA Effective Date:
Customer Contact: James Mason Contact Email: [email protected] Contact Phone: 805-933-4214 Ext. 251 Billing Contact:
Billing Email: Billing Phone:
1. SOFTWARE MODULES, LICENSES, AND SUPPORT.
Beginning on the Effective Date, GovWell will make available to Customer the following software modules:
Licenses: GovWell will provide unlimited user licenses to Customer.
Support: GovWell will provide email, phone, and chat-based support to Customer Monday through Friday, 9am to 5pm EST. GovWell will provide responses to all Customer inquiries within 1 business day.
2. IMPLEMENTATION & DATA MIGRATION SERVICES
Beginning on the Effective Date, GovWell will provide implementation services to Customer to ensure the successful launch and adoption of the software. These implementation services may include, but are not limited to: GIS integration, integration with payment processing software, data migration, system configuration, system modifications, and staff training.
Software Module Description Price in Year
1 and Year 2
(Annual)
Price in Year 3
and Year 4
(Annual)
Building Permits &
Inspections
Manage building permits, inspections, and plan review.
Includes online portal for improving access and transparency to the public. Includes Contractor Registration.
$17,000 $25,000
Code Enforcement Online citizen complaints + code enforcement case management.
$11,500 $17,000
Planning & Zoning Online planning & zoning applications, workflow management, and plan review.
$11,500 $17,000
TOTAL: $40,000 $59,000
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3. SUMMARY OF FEES AND TERMS
4. INITIAL TERM
Initial Term: Four (4) years, beginning on the Effective Date and ending on _____________.
5. TERMS OF SERVICE. The parties expressly acknowledge and agree that this Order Form, any appendices attached, and any amendments hereto signed by the parties, is subject to and conditioned upon Customer’s agreement to the Terms of Service located at http://www.govwelltech.com/terms (as Service Description Price (one-time)
Implementation -
Standard
Full-service configuration of system, including:
● Online forms / applications
● Workflows for each record type
● Document templates (Permit cards, COs, notices of violation) ● Inspection templates
● Reports
● Staff training
$20,000
WAIVED
Data Migration
(Raw Data + Files)
- Standard
Migration of historical data to GovWell including data in CSV, Excel, PDF and JPG format. Customer is responsible for exporting the data in the aforementioned format(s) and providing it to GovWell, and GovWell is responsible for importing it.
To ensure a successful migration of files, Customer is additionally responsible for providing GovWell data in a CSV or Excel format that details an explicit connection between files and other records - e.g. a CSV file specifying that file “ABC.pdf” is connected to Building Permit #24-0001.
Modules included:
● Building Permits & Inspections (Raw Data + Files for open applications)
● Planning & Zoning (Raw Data + Files for open applications) ● Code Enforcement (Raw Data)
$9,000
WAIVED
TOTAL: WAIVED
Item Description
Year 1& Year 2 Annual Cost $40,000
Year 3 & Year 4 Annual Cost $59,000
Annual Uplift 5% (not applicable during initial term)
Initial Term Invoice Schedule Annual, invoiced on signing Renewal Procedure Automatic 1 year renewal term, unless 60 days notice provided prior to renewal date 355
amended from time to time, the “Terms of Service”). By signing below, Customer expressly acknowledges and agrees that it has reviewed the Terms of Service and agrees to be bound thereby. In the event of any inconsistency or conflict between the terms of this Order Form and the Terms of Service, the terms of this Order Form shall take precedence and govern solely with respect to the specific services, fees, and terms outlined herein, unless otherwise stated in the Terms of Service. All other provisions of the Terms of Service shall remain in full force and effect. Customer further acknowledges and agrees that by signing below, the person signing this Order Form has the authority to execute this Order Form on behalf of Customer. This Order Form may not be amended or modified, except in a writing signed by both Customer and GovWell.
AGREED AND ACCEPTED on behalf of the parties by their duly authorized representatives as of the Order Form Effective Date.
CUSTOMER: City of Santa Paula, CA GOVWELL TECHNOLOGIES INC.:
By (Signature): By (Signature):
Name (Printed): Name (Printed):
Title: Title:
Date signed: Date signed:
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To: Honorable Mayor and Members of the City Council
From: James Mason, Community & Economic Development Director Subject: PLACER AI DATA ANALYTICS SOFTWARE ORDER FORM
AMENDMENT 2025 - 2027
Date: August 6, 2025
Agenda Item: 10.L
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends that the City Council:
Approve the Amendment to the Order Form with Placer Labs, Inc., extending the agreement term for an additional 24-months, beginning August 29, 2025, and authorizing an increase in the annual license fee.
BACKGROUND:
Placer AI provides analytic services that leverages location data collected from third-party mobile apps to estimate visit volume, frequency, and dwell time at physical places like stores, commercial corridors, downtown, public spaces and places of employment. The data is aggregated and anonymized to protect privacy. The data provides structured insights into consumer behavior—who visits, when, and how often. City staff and the Chamber of Commerce have utilized the Placer AI data to determine visitor and consumer patterns in retail, tourism, special events and employment to evaluate performance, analyze trade areas, and drive strategic decisions
On August 29, 2023, the City of Santa Paula entered into an agreement, referred to as the "Order Form", with Placer Labs, Inc. to utilize its data analytics and location intelligence platform to support economic development, planning, and community engagement efforts. The Order Form included an Initial Term of two (2) years at an annual license fee of $12,000.
ANALYSIS:
This proposed Amendment, effective as of July 16, 2025, modifies the original Order Form with Placer Labs, Inc. as follows:
1. Renewal Term:
The agreement is renewed for an additional 24-month term, beginning August 29, 2025.
2. Annual License Fee Adjustments:
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Effective August 29, 2025, the annual license fee increases from $12,000 to $12,600.
Effective August 29, 2026, the annual license fee increases from $12,600 to $13,230.
3. Invoicing:
The City will receive the first invoice for the renewed term on the renewal date (August 29, 2025).
4. Automatic Renewal Clause Revised:
Section 3 of the Order Form has been amended to state that the agreement may be extended for additional terms of equal duration (i.e., 24 months) upon mutual written agreement by both parties, with email communication deemed sufficient.
All other terms and provisions of the original Order Form remain in full force and effect.
Additionally, two years ago bids were received and at that time Placer AI had the most competitive price. We are now renewing this software service. In the previous two year contract cycle the Downtown Property Business Improvement District (PBID) paid for half of the cost and while we do not have that commitment at this time, staff will be going to PBID to request reimbursement for half the costs for this contract period.
STRATEGIC PLAN:
The use of data analytics is in alignment with the Economic Development Strategic Goal to enhance the economic vitality of the community through measures targeted towards development and business retention and expansion and attraction, resulting in diverse housing options, increased revenue generation, job creation, and a business-friendly community. Specific identified objectives include:
Marketing; with the following metric:
Utilizing data and software analytics along with business-related data to capture business-related analytics.
Business Attraction; with the following metrics:
Contract out data analytics capture to determine opportunities for retention and attraction based on data related to leakage and the city’s employment base.
Assemble metrics to better demonstrate the city’s marketability.
Utilize data analytics capture software for informed decision making FISCAL IMPACTS:
The amended agreement includes an annual increase of 5% in year one and 5% in year two of the renewal term. Funding is available within the approved budget under the professional Services other-Economic development (GL100-5-3002-209 account) in the amount of $25,830 for the two year contract.
OPTIONS:
City Council can decide not to renew the contract which would eliminate a valuable research and strategic planning tool.
402
ATTACHMENTS:
ATTACHMENT A, 2025-2027 CONTRACT.pdf
ATTACHMENT B,2023-2025 agreement Placer AI.pdf
403
ATTACHMENT A
PLACER AI CONTRACT
404
405
406
407
408
409
410
To: Honorable Mayor and Members of the City Council
From: Julie Latshaw, City Clerk
Subject: APPROVAL OF MINUTES
City Council Special Meeting May 7, 2025
City Council Regular Meeting May 7, 2025
City Council Special Meeting May 14, 2025
City Council Special Meeting May 21, 2025
City Council Regular Meeting May 21, 2025
City Council Special Meeting June 4, 2025
City Council Regular Meeting June 4, 2025
City Council Special Meeting June 9, 2025
City Council Special Meeting June 12, 2025
Date: August 6, 2025
Agenda Item: 10.M
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends Council approve minutes.
BACKGROUND:
An account of all proceedings of the Legislative Body in open meetings shall be kept by the Clerk/Secretary. The Clerk/Secretary shall prepare an abbreviated record of the meeting proceedings for approval by the Legislative Body which when adopted by the Legislative Body shall be the official Minutes of the meeting. Amendment of the minutes may be made only as to factual accuracy and not as to a change of intent. The Minutes of the meeting need not be verbatim. Only the best and most complete available recording of the meeting shall constitute the official record of the Legislative Body, but the Minutes shall constitute the official record of the Legislative Body meeting where a verbatim record of the meeting is not available. Unless requested by a majority of the quorum, the minutes may be approved without reading.
ANALYSIS:
None.
STRATEGIC PLAN:
This item is not a goal or objective in the City Council's two-year Strategic Plan, however, the Minutes shall constitute the official record of the Legislative Body.
FISCAL IMPACTS:
411
There are no fiscal impacts for this item.
OPTIONS:
None.
ATTACHMENTS:
2025.05.07 City Council Special Minutes.pdf
2025.05.07 City Council Regular Minutes.pdf
2025.05.14 City Council Special Minutes.pdf
2025.05.21 City Council Special Minutes.pdf
2025.05.21 City Council Regular Minutes.pdf
2025.06.04 City Council Special Meeting.pdf
2025.06.04 City Council Regular Minutes.pdf
2025.06.09 City Council Special Minutes.pdf
2025.06.12 City Council Special Minutes.pdf
412
CITY OF SANTA PAULA
City Council Special Meeting
May 7, 2025, 4:30 PM
MINUTES
SPECIAL MEETING - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Chavez called the meeting to order at 4:34 p.m.
2) FLAG SALUTE
3) ROLL CALL
Members Present: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, and Leslie Cornejo
Members Absent: Gabriela Ornelas
4) PUBLIC COMMENT
None.
5) ORDER OF BUSINESS
5.A) COUNCIL PROCEDURAL GUIDELINES UPDATE STUDY SESSION City Attorney Monica Castillo presented this item.
Council discussed updating the Manual of Procedural Guidelines for the Conduct of City Council and Constituent Body/Commission Meetings for the City of Santa Paula.
6) CLOSED SESSION
6.A) CONFERENCE WITH LABOR NEGOTIATORS PURSUANT
TO GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; Mid-Management Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); 413
Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
Council recessed to closed session at 5:30 p.m.
7) CLOSED SESSION REPORT
City Attorney Monica Castillo reported there was no reportable action taken. 8) ADJOURNMENT
Mayor Chavez adjourned the meeting at 6:40 p.m.
Julie Latshaw, City Clerk
ATTEST:
414
CITY OF SANTA PAULA
City Council Regular Meeting
May 7, 2025, 6:30 PM
MINUTES
REGULAR MATTERS - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Chavez called the meeting to order at 6:44 p.m.
2) INVOCATION
Rev Seikai provided the Invocation.
3) FLAG SALUTE
Councilmember Juarez led the flag salute.
4) ROLL CALL
Members Present: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, and Leslie Cornejo
Members Absent: Gabriela Ornelas
5) CLOSED SESSION REPORT
City Attorney Monica Castillo reported no reportable action taken on the following:
CONFERENCE WITH LABOR NEGOTIATORS PURSUANT
TO GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; MidManagement Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
6) PUBLIC COMMENT
415
Mary Ann Krause was called to speak regarding the proposed Medicaid cuts and the impact on the County.
7) PRESENTATIONS
7.A) OLDER AMERICANS’ MONTH PROCLAMATION
Mayor Chavez presented the Older Americans' Month Proclamation.
7.B) PARKS & RECREATION DEPARTMENT ACTIVITY REPORT
Item pulled for a future agenda.
7.C) PUBLIC WORKS DEPARTMENT ACTIVITY STATUS REPORT
DECEMBER 2024 - MARCH 2025
Public Works Director Dale Goodman presented the Public Works Department Activity Report December 2024 through March 2025.
7.D) SANTA PAULA BIKE TRAIL CONNECTIVITY PROJECT UPDATE Deputy City Manager Jonathan Royas provided the Santa Paula Bike Trail connectivity Project Update.
Joy Cummings was called to speak in support of the access point at Arbor Homes.
8) CITY COUNCIL REPORTS
Councilmember Crosswhite:
Announced that she was voted in as the Second Vice President for Southern California Association of Governments; attended the Clean Power Alliance meeting; read at the Library for Take 5; and attended the grand opening of the Sports Park.
Councilmember Cornejo:
Attended the continuing Labor Negotiation meetings; the Harding Park Advisory Board meeting; volunteered at the Santa Paula Police and K9 Foundation fundraising event; and attended the Ventura Regional Sanitation District meeting.
Vice Mayor Carlos:
Volunteered to give the history of the Police Department to the newest Officer Mendez; attended Cruise Night; the grand opening of the Sports Park; and the Senior Wellness Fair.
Mayo Chavez:
Attended the grand opening of the Sports Park.
9) CITY MANAGER REPORTS
Attended the grand opening of the Sports Park; the Measure R Committee Orientation meeting; the Southern California Association of Governments Conference; the VCLA awards lunch; and the Santa Paula Police and K9 416
Foundation fundraising event.
Police Chief Aguilar announced the upcoming Santa Paula Police Memorial event; and celebrating National Police Week.
10) CONSENT CALENDAR
10.A) APPROVAL OF MINUTES
City Council Special Meeting March 31, 2025
City Council Special Meeting April 1, 2025
City Council special Meeting April 2, 2025
City Council Regular Meeting April 2, 2025
City Council Special Meeting April 14, 2025
10.B) RESOLUTION INCREASING CITY MANAGER AUTHORITY TO
ALLOW, COMPROMISE, OR SETTLE CLAIMS AGAINST THE CITY
TO FIFTY THOUSAND DOLLARS
Motion: Approve as amended Consent Calendar with amended item 10.B redline resolution.
Moved by Carlos Juarez, seconded by Leslie Cornejo
Vote: Motion carried 4-0
Yes: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, Leslie Cornejo 11) ACTION ITEMS
11.A) DRAFT SANTA PAULA CITY COUNCIL 2-YEAR STRATEGIC PLAN FOR 2025-2027
This item was presented by Deputy City Manager Jonathan Royas.
Council provided staff with feedback for additional changes to the Council's 2025-2027 Strategic Plan.
11.B) ORDINANCE AMENDING SANTA PAULA MUNICIPAL CODE
CHAPTER 130 FIREWORKS
Police Chief Aguliar provided a presentation on the citations for fireworks and explained the changes in the redline version provided to Council at the Dias.
Council provided direction on bringing back a resolution to update the current administrative citation fine schedule that applies to the Fireworks Ordinance with fines doubled.
Motion: Approve as amended Introduce, read by title only, and waive first reading of Ordinance No. 1344 entitled: AN ORDINANCE OF THE
CITY COUNCIL OF THE CITY OF SANTA PAULA, CALIFORNIA
AMENDING CHAPTER 103 OF THE SANTA PAULA MUNICIPAL CODE
REGARDING FIREWORKS, including the redline items.
Moved by Carlos Juarez, seconded by Jenny Crosswhite
Vote: Motion carried 4-0
Yes: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, Leslie Cornejo 417
12) ITEMS FOR FUTURE AGENDAS
12.A) FUTURE AGENDA ITEMS
13) ADJOURNMENT
Mayor Chavez adjourned the meeting at 9:39 p.m.
Julie Latshaw, City Clerk
ATTEST:
418
CITY OF SANTA PAULA
City Council Special Meeting
May 14, 2025, 7:30 AM
MINUTES
SPECIAL MEETING - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Chavez called the meeting to order at 7:30 a.m.
2) ROLL CALL
Members Present: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, and Leslie Cornejo
Members Absent: Gabriela Ornelas
Vice Mayor Juarez was present via remote participation pursuant to Government Code 54953(b). The Peppermill Resort and Casino, 2707 South Virginia Street, Reno Nevada 89502, Room 530.
3) PUBLIC COMMENT
None.
4) CLOSED SESSION
4.A) CONFERENCE WITH LABOR NEGOTIATORS PURSUANT
TO GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; Mid-Management Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
Council recessed to closed session at 7:32 a.m.
5) CLOSED SESSION REPORT
419
City Attorney Monica Castillo reported there was no reportable action taken. 6) ADJOURNMENT
Mayor Chavez adjourned the meeting at 8:35 a.m.
Julie Latshaw, City Clerk
ATTEST:
420
CITY OF SANTA PAULA
City Council Special Meeting
May 21, 2025, 5:00 PM
MINUTES
SPECIAL MEETING - COUNCIL CHAMBERS
1) CALL TO ORDER
Mayor Chavez called the meeting to order at 5:00 p.m.
2) ROLL CALL
Members Present: Pedro A Chavez, Carlos Juarez, and Gabriela Ornelas Members Absent: Jenny Crosswhite, and Leslie Cornejo
3) PUBLIC COMMENT
None.
4) CLOSED SESSION
4.A) CONFERENCE WITH LABOR NEGOTIATORS PURSUANT
TO GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; Mid-Management Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
Council recessed to closed session.
5) CLOSED SESSION REPORT
City Attorney Monica Castillo reported there was no reportable action taken. 6) ADJOURNMENT
Mayor Chavez adjourned the meeting at 6:20 p.m.
421
Julie Latshaw, City Clerk
ATTEST:
422
CITY OF SANTA PAULA
City Council Regular Meeting
May 21, 2025, 6:30 PM
MINUTES
1) CALL TO ORDER
Mayor Chavez called the meeting to order at 6:31 p.m.
2) INVOCATION
Chaplain Kay Wilson-Bolton provided the Invocation.
3) FLAG SALUTE
Councilmember Ornelas led the flag salute.
4) ROLL CALL
Members Present: Pedro A Chavez, Carlos Juarez, and Gabriela Ornelas Members Absent: Jenny Crosswhite, and Leslie Cornejo
5) CLOSED SESSION REPORT
City Attorney Monica Castillo announced Council met in closed session on the below item, reporting there was no reportable action taken.
CONFERENCE WITH LABOR NEGOTIATORS PURSUANT T O
GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; Mid- Management Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
6) PUBLIC COMMENT
Ginger Gherardi was called to speak of the new location of the Fourth of July Event with activities the full day.
7) PRESENTATIONS
423
7.A) PARKS & RECREATION DEPARTMENT ACTIVITY REPORT
Parks & Recreation Director Gregory Barnes provided the Parks & Recreation Department's Activity Report for the period of January 1st through April 30th, 2025.
8) CITY COUNCIL REPORTS
Vice Mayor Carlos Juarez:
Attended the Police Memorial; Blue Ribbon Committee meeting; Rotary scholarship ceremony; swearing in of two Santa Paula Police Officers, and the memorial service of Ventura County Officers.
Councilmember Ornelas:
Attended the Sports Park Grand Opening, and Día de la Mujer event in Veterans Park.
Mayor Chavez:
Announced he gave his written report for the quarter and announced to everyone that Santa Paula will have a lot of visitors as the Santo Niño de Atocha will be at Our Guadelupe Church which takes place on Saturday.
Attended the Rose Garden dedication for late Carmen Ramirez. 9) CITY MANAGER REPORTS
10) CONSENT CALENDAR
10.A) APPROVAL OF MINUTES
City Council Special Meeting April 16, 2025
City Council Regular Meeting April 16, 2025
City Council Special Meeting April 24, 2025
10.B) APRIL 2025 WARRANTS AND CERTIFICATIONS
10.C) FIRST AMENDMENT TO THE CONTRACT WITH HUNT DESIGN
ASSOCIATES INC. FOR A CITYWIDE WAYFINDING PROGRAM
10.D) FISCAL YEAR 2025-2026 PROJECT LIST FOR SENATE BILL 1 ROAD
MAINENANCE AND REHABILITATION FUNDING
10.E) AGREEMENT WITH CLP ENGINEERING FOR SOUTHERN
CALIFORNIA EDISON’S MICROGRID INCENTIVE PROGRAM
10.F) ORDINANCE AMENDING SANTA PAULA MUNICIPAL CODE
CHAPTER 103 FIREWORKS
This item was pulled for separate discussion and vote. Police Chief Don Aguilar provided the proposed Ordinance.
Motion: Approve Ordinance No. 1344 entitled: AN ORDINANCE OF THE
CITY COUNCIL OF THE CITY OF SANTA PAULA, CALIFORNIA
AMENDING CHAPTER 103 OF THE SANTA PAULA MUNICIPAL CODE
424
REGARDING FIREWORKS and Adopt Resolution No. 7566 increasing administrative citation fine amounts for violations of Chapter 103 of the Santa Paula Municipal Code regarding fireworks.
Moved by Gabriela Ornelas, seconded by Carlos Juarez
Vote: Motion carried 3-0
Yes: Pedro A Chavez, Carlos Juarez, Gabriela Ornelas
10.G) PLANS AND SPECIFICATIONS FOR THE SR 150 CROSSWALK
IMPROVEMENTS PROJECT
Yovani Mancilla and Ximena Lozano was called to speak on their High School project regarding the safety in crosswalks.
Motion: Approve Resolution No. 7565 approving the plans and specifications for the SR 150 Crosswalk Improvements Project Authorize Staff to advertise for Project bids.
Moved by Carlos Juarez, seconded by Gabriela Ornelas
Vote: Motion carried 3-0
Yes: Pedro A Chavez, Carlos Juarez, Gabriela Ornelas
Items 10F and 10G were pulled for separate discussion and vote.
Motion: Approve Consent Calendar Items 10.A through 10.E.
Moved by Carlos Juarez, seconded by Gabriela Ornelas
Vote: Motion carried 3-0
Yes: Pedro A Chavez, Carlos Juarez, Gabriela Ornelas
11) PUBLIC HEARING
11.A) VENTURA COUNTY WATERSHED PROTECTION DISTRICT’S
BENEFIT ASSESSMENT PROGRAM FOR FY 2025-2026
Mayor Chavez opened the public hearing. With no public comments the public hearing was closed.
Motion: Approve Resolution No. 7563 requesting the Ventura County Watershed Protection District to continue the City’s assessment of $37.74 per Benefit Assessment Unit (BAU) per year to fund a portion of the City’s Stormwater Management Program.
Moved by Carlos Juarez, seconded by Gabriela Ornelas
Vote: Motion carried 3-0
Yes: Pedro A Chavez, Carlos Juarez, Gabriela Ornelas
11.B) INTRODUCTION OF ORDINANCE NO. 1345 AMENDING CHAPTERS
16.07, 16.09, 16.11, 16.21, AND 16.27 OF THE SANTA PAULA
MUNICIPAL CODE IN ORDER TO CORRECT INCONSISTENCIES,
OUTDATED LANGUAGE AND FORMATTING, AND THE GENERAL
PLAN ZONING MAP TO CHANGE THE ZONE ON VARIOUS
PROPERTIES GENERALLY LOCATED NORTH OF AND ADJACENT
TO THE SANTA PAULA AIRPORT AND SOUTH OF HIGHWAY 126
425
FROM MANUFACTURING (M-1) TO AIRPORT OPERATIONAL (KO),
AND FINDING THE ACTIONS TO BE STATUTORILY EXEMPT FROM
CEQA
City Attorney Monica Castillo and Planning & Economic Development Manager Tom Tarantino provided a presentation on Amending Chapters of the Santa Paula Municipal Code.
Mayor Chavez opened the public hearing. With no public comments, the public hearing was closed.
Motion: Approve as amended Waive first reading, read by title only, and introduce Ordinance No. 1345, entitled "An Ordinance amending Chapters 16.07, 16.09, 16.11, 16.21, and 16.27 of the Santa Paula Municipal Code in order to correct inconsistencies, outdated language and formatting, and the General Plan Zoning Map to change the zone on various properties generally located north of and adjacent to the Santa Paula Airport and south of Highway 126 from Manufacturing (M-1) to Airport Operational (KO), and finding the actions to be statutorily exempt from CEQA", with redline changes.
Moved by Carlos Juarez, seconded by Gabriela Ornelas
Vote: Motion carried 3-0
Yes: Pedro A Chavez, Carlos Juarez, Gabriela Ornelas
12) ACTION ITEMS
12.A) THIRD QUARTER FISCAL REPORT
Finance Director Christy Ramirez presented the third Quarter Fiscal Report.
Motion: Approve as amended budget allocations noted in the Fiscal Impacts Section with the allocation of $8,000 for professional services to the City Manager's department.
Moved by Carlos Juarez, seconded by Gabriela Ornelas
Vote: Motion carried 3-0
Yes: Pedro A Chavez, Carlos Juarez, Gabriela Ornelas
13) ITEMS FOR FUTURE AGENDAS
13.A) FUTURE AGENDA ITEMS
City Manager Dan Singer explained the process of placement for future agendas items by submitting requests for Council to consider. Mayor Chavez has submitted an Agenda Request Form requesting that staff review amending its Mobile Home Park Rental Ordinance to allow the Santa Paula City Council to serve as the Final decision-making body on its appeal process to ensure public transparency and accountability.
Following public comments, Council was in consensus for this request on the June 4th agenda meeting.
426
Maria Cancino was called to speak in support of amending the mobile home park ordinance.
Lina Partida was called to speak in support of amending the mobile home park ordinance.
Daniel Melendez was called to speak in support of amending the mobile home park ordinance.
Angel Garza was called to speak in support of amending the mobile home park ordinance.
Gladys Valdvinos was called to speak in support of amending the mobile home park ordinance.
Trino Lopez was called to speak in support of amending the mobile home park ordinance.
14) ADJOURNMENT
Mayor Chavez adjourned the meeting in honor of the late Ventura County Supervisor Carmen Ramirez at 9:04pm.
Julie Latshaw, City Clerk
ATTEST:
427
CITY OF SANTA PAULA
City Council Special Meeting
June 4, 2025, 4:00 PM
MINUTES
1) CALL TO ORDER
Mayor Chavez called the meeting to order at 4:02 p.m.
2) ROLL CALL
Councilmember Ornelas was absent at time of roll call, arriving at 4:04 p.m.
Members Present: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, Leslie Cornejo, and Gabriela Ornelas
3) PRESENTATIONS
3.A) MEASURE R OVERSITE COMMITTEE PRESENTATION - CHAIR
CHERYL MONZON
Chair Cheryl Monzon provided the Measure R Oversite Committee Presentation.
Council discussed the possibility of not including Homeless and option of swapping Homeless with Measure T Street funds.
3.B) MEASURE T OVERSITE COMMITTEE PRESENTATION - CHAIR
ALICE STRAETZ
Chair Alice Straetz provided the Measure T Oversite Committee Presentation.
4) PUBLIC COMMENT
5) ORDER OF BUSINESS
5.A) BUDGET WORKSHOP FY 25.26 26.27
Finance Director Christy Ramirez provided a presentation on Revenue and City Manager Dan Singer provided a presentation on Expenses and Personnel Changes on the Budget Workshop #1 FY 25.26 & 26.27. 428
6) CLOSED SESSION
6.A) CONFERENCE WITH LABOR NEGOTIATORS PURSUANT
TO GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; Mid-Management Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
Council recessed to closed session.
7) CLOSED SESSION REPORT
City Attorney Monica Castillo reported there was no reportable action taken. 8) ADJOURNMENT
Mayor Chavez adjourned the meeting at 6:35 p.m.
Julie Latshaw, City Clerk
ATTEST:
429
CITY OF SANTA PAULA
City Council Regular Meeting
June 4, 2025, 6:30 PM
MINUTES
1) CALL TO ORDER
Mayor Chavez the meeting to order at 6:47pm.
2) INVOCATION
Thomas Weisbecker, Congregational Director Universalist Unitarian Church of Santa Paula, provided the Invocation.
3) FLAG SALUTE
Councilmember Cornejo led the flag salute.
Members Present: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, Leslie Cornejo, and Gabriela Ornelas
4) ROLL CALL
Members Present: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, Leslie Cornejo, and Gabriela Ornelas
5) CLOSED SESSION REPORT
City Manager Dan Singer reported Council met in closed session on the below item, reporting no reportable action taken.
CONFERENCE WITH LABOR NEGOTIATORS PURSUANT
TO GOVERNMENT CODE §54957.6 - City Representatives: Chief Labor Negotiator Irma Rodriguez Moisa, City Manager Dan Singer, Finance Director Christy Ramirez, and Human Resources Administrator Lorena Alvarez; Employee Organizations: Community Services Officer Association; MidManagement Association; Professional & Supervisory Association; Service Employee International Union, Local 721 (SEIU); Santa Paula Police Officers Association (SPPOA); and Unrepresented Employees: Executive Management; Confidential employees; Part-time employees.
6) PUBLIC COMMENT
430
Ginger Gherardi was called to speak with a reminder of the new location for fireworks and activities to be held at the new community park.
Cytlaili Salgado was called to speak with support of the mobile home park hoping for the city support. Provided information on the upcoming notice of hearing.
Constance Leshin was called to speak on the 5-year management pavement plan. Constance would like work to be done on Ernest, Bruce and Roger Road. 7) PRESENTATIONS
7.A) PRIDE MONTH PROCLAMATION
Mayor Chavez presented the Pride Month Proclamation.
7.B) RAY FRUTOS PROCLAMATION
Mayor Chavez presented Rey Frutos with a Proclamation.
7.C) INTERFACE CHILDREN & FAMILY SERVICES PRESENTATION
Executor Director Eric Sternad provided a presentation on Interface Children & Family Services.
7.D) CITY MANAGER’S DEPARTMENT REPORT - JANUARY 2025 - MAY 2025
City Manager Dan Singer provided the City Manager Department Report Jan-May 2025.
8) CITY COUNCIL REPORTS
Vice Mayor Juarez:
Attended the Business Roundtable; 2x2 meeting; fundraiser at Wilson Ranch for impacted families with family members who were picked up by ICE; and the Homeless and Housing meeting. Announced that there will be an up-andcoming Senior Advisory Committee meeting on Thursday and that this Friday is Cruise Night. Reminded everyone about the upcoming Time Capsule unveiling happening in front of City Hall this upcoming Monday the 16th.
Councilmember Crosswhite:
Attended the Ventura County Transportation Commission meeting; the Legislative meeting for the Southern California Association of Governments; the Heritage Valley Policy Advisory Committee meeting; the Southern California Association of Governments trip to Washington DC; the California Council of Governments meeting; Coffee with the Cops; the Torch Run; the Memorial Day ceremony; seniors' awards night at Santa Paula High School presenting the Southern California Association of Governments scholarship.
Councilmember Cornejo:
Attended the Ventura Council of Governments meeting; and Coffee with the Cops.
431
Mayor Chavez:
Participated with the County on the proclamation given in honor of pride month; and participated with Our Lady of Guadalupe Church in the Santo Niño de Atocha event.
9) CITY MANAGER REPORTS
10) CONSENT CALENDAR
10.A) CRAGOE PEST SERVICES, INC. AMENDMENT NO. 1
10.B) AWARD OF CONSTRUCTION CONTRACT FOR THE WATER
RECYCLING FACILITY PHASE 1 BLOWER REPLACEMENT
PROJECT
10.C) AGREEMENT WITH STAR EDUCATION FOR SUMMER PROGRAM
SERVICES
10.D) NOTICE OF COMPLETION FOR THE POLICE STATION SITE
IMPROVEMENT PROJECT
10.E) SECOND READING AND ADOPTION OF ORDINANCE NO. 1345 AMENDING CHAPTERS 16.07, 16.09, 16.11, 16.21, AND 16.27 OF
THE SANTA PAULA MUNICIPAL CODE IN ORDER TO CORRECT
INCONSISTENCIES, OUTDATED LANGUAGE AND FORMATTING,
AND THE GENERAL PLAN ZONING MAP TO CHANGE THE ZONE
ON VARIOUS PROPERTIES GENERALLY LOCATED NORTH OF AND
ADJACENT TO THE SANTA PAULA AIRPORT AND SOUTH OF
HIGHWAY 126 FROM MANUFACTURING (M-1) TO AIRPORT
OPERATIONAL (KO), AND FINDING THE ACTIONS TO BE
STATUTORILY EXEMPT FROM CEQA
Motion: Approve 10) CONSENT CALENDAR
Moved by Carlos Juarez, seconded by Jenny Crosswhite
Vote: Motion carried 5-0
Yes: Pedro A Chavez, Carlos Juarez, Jenny Crosswhite, Leslie Cornejo, Gabriela Ornelas
11) ACTION ITEMS
11.A) DISCUSSION TO AMEND SANTA PAULA MUNICIPAL CODE
CHAPTER 152 MOBILE PARK RENT STABILIZATION ORDINANCE
TO ADD THE RIGHT TO APPEAL TO CITY COUNCIL
This item was presented by City Attorney Monica Castillo.
Council discussed the possibility and options of amending Chapter 152 of the Santa Paula Municipal Code to allow appeal of Mobile Home Rent Review Commission decisions to City Council. Council also suggests researching potential stipend.
A future Study Session for this topic will be held.
Nidia Bello was called to speak on behalf of the residents of the Mobile Home Park and the difficulty with rents raised. Support changes to the 432
rent ordinance.
11.B) LICENSE AGREEMENTS WITH POTENTIAL UNION OIL BUILDING USERS
Mayor Juarez abstained from this item and left the Dias.
Parks & Recreation Director Greg Barnes presented this item.
Council provided direction to staff to bring back on consent with amendments.
11.C) FUNDING OPTIONS FOR THE CITY’S PAVEMENT MANAGEMENT
PROGRAM
City Engineer Robert Woodward provided information on the 5 year Pavement Management Program.
Christian Sprunger with NHA Advisors provided a presentation on funding options.
Council was not in consensus on this item.
11.D) SOLAR STREET LIGHT PILOT PROJECT (SSLPP)
Public Works Director Dale Goodman provided a presentation on Solar Street Light Pilot Project.
Council provided direction to staff to move forward with project to research.
11.E) DRAFT CITY COUNCIL 2-YEAR STRATEGIC PLAN FOR 2025-2027 This item was presented by Deputy City Manager Jonathan Royas.
Council provided feedback with final changes. Staff will return with final Resolution.
12) ITEMS FOR FUTURE AGENDAS
12.A) FUTURE AGENDA ITEMS
Study sessions and special meeting to approve budget.
13) ADJOURNMENT
Mayor Chavez adjourned this meeting at 10:31pm.
Julie Latshaw, City Clerk
ATTEST:
433
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434
CITY OF SANTA PAULA
City Council Special Meeting
June 12, 2025, 5:00 PM
MINUTES
SPECIAL MEETING
Held at Ventura County Agricultural Museum, 926 Railroad Avenue, Santa Paula, CA 93060
This meeting was held as a Special Council meeting to comply with the Brown Act.
1) PRESENTATION
1.A) CITY OF SANTA PAULA STATE OF THE CITY
Councilmembers attended the City of Santa Paula State of the City, providing an update to the public on the current state of the city.
Julie Latshaw, City Clerk
ATTEST:
435
To: Honorable Mayor and Members of the City Council
From: Beatriz Jimenez, Assistant Finance Director
Subject: JUNE 2025 WARRANTS AND CERTIFICATIONS
Date: August 6, 2025
Agenda Item: 10.N
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends that the City Council:
1. Review and accept the "Certification of Accounts Payable" for the accounts payable payment cycles for June 2025, starting check number 341044 and ending check number 341320.
2. Review and accept the "Certification of Salaries" for the pay period ending dates May 30th, 2025, through June 13th, 2025.
BACKGROUND:
This staff report certifies the separation of duties between the Preparer (Accounting and Payroll Specialist) and the Reviewer (Finance Director and Assistant Finance Director).
Presented in the attached documents:
a) CERTIFICATION OF ACCOUNTS PAYABLE CHECKS by check number range and dates.
It also discloses any voided checks.
b) EXPENSE REPORTS showing the amount and funds accounts payable came from.
The "Check Report" depicts the following columns:
c) AP-ACCOUNTS PAYABLE for the vendors (non-City staff) by the vendor number, vendor name, payment date, payment amount and check number (entitled 'number'). d) PY-PAYROLL for benefit payments, insurance, retirement, etc. Benefits payable on behalf of City staff.
e) Bank Code Summary by payment type.
f) Fund Summary by fund the accounts payables utilized. 436
CERTIFICATION OF SALARIES
This is the certification (separation of duties between "preparer" and the "reviewer") of salaries and benefits (payroll checks) by fund. It lists salary (payroll) issued checks by beginning and ending check number, payroll ending dates May 30th, 2025, through June 13th, 2025.
ANALYSIS:
See the attachment to this staff report for expense breakdown by respective fund.
STRATEGIC PLAN:
None.
FISCAL IMPACTS:
None.
OPTIONS:
As an alternative to staff's recommendation, the City Council may:
1. Decline to receive and file June 2025 Certifications of Accounts Payable Checks and Certifications of Salaries.
ATTACHMENTS:
June 2025 Payroll and AP Certifications.pdf
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452
To: Honorable Mayor and Members of the City Council
From: Monica Castillo, City Attorney
Subject: ACCEPTANCE OF GATE DETECTOR MAINTENANCE EASEMENT
FROM LENNAR - HARVEST AT LIMONEIRA
Date: August 6, 2025
Agenda Item: 10.O
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
1. Adopt Resolution No. 7586 to accept an easement from Lennar to maintain gate loop detectors associated with the three-million gallon tank improvements.
BACKGROUND:
On July 2, 2025, City Council adopted Resolution No. 7573 authorizing conditional sequential acceptance of three-million gallon tank improvements located within East Area 1 (Tract 6001) also known as the Harvest at Limoneira. Home builder Lennar Homes of California LLC (Lennar) and master developer Limoneira Lewis Community Home Builders, LLC (LLBC) are responsible for construction of the improvements for the City to maintain after completion.
At the July 2, 2025, the Council authorized a number of property interests around the site to be conveyed to and from the City and the developers. By way of the adopted resolution and minute order, the Council authorized acceptance of storm drain easements from Lennar.
Inadvertently omitted was a request to to accept an easement from Lennar to maintain tank site automatic entry gate loop detectors (see brown-colored are in attached Exhibit B). The proposed resolution (Exhibit A) would authorize the City to accept the easement.
ANALYSIS:
Acceptance of the easement is necessary to allow City access to, and the ability to maintain detectors for, entry to the future city-owned tank site and other water distribution facilities. A depiction of the tank site and property interests that will be conveyed to and from the developers is attached as Exhibit B.
STRATEGIC PLAN:
This item furthers the following general goal: "Create an environment within the City in which our residents feel safe and which promotes the City as a location of choice for living, working, visiting and recreating."
FISCAL IMPACTS:
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There are no immediate fiscal impacts. Future tank maintenance costs will need to be programmed into the City Water Division facility maintenance program.
OPTIONS:
Alternative to staff's recommended action, Council may:
1. Decline to adopt Resolution 7586 and not accept the maintenance easement.
ATTACHMENTS:
Exhibit B - Tank Site Exhibit
Exhibit A - Reso 7586
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EXISTING
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LEGEND
TANK PROPERTY LINE
5' ACCESS, MAINTENANCE & PLACEMENT EASEMENT
STORM DRAIN IN 3MG TANK SITE (FUTURE CITY OWNED)
STORM DRAIN IN LOT E-2 OF TRACT 6001-1 (LLCB OWNED)
STORM DRAIN IN LOT S OF TRACT 6001-8 EASTCLIFFE
TERRACE (LENNAR OWNED)
N:\projects\0629\engineering\acad\exhibits\0629_overal_site.dwg 07/28/2025 LOWER TANK EXHIBIT TR 6001 FOOTHILL AT HARVEST AT LIMONEIRA
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EASTCLIFFE TERRACE
EASEMENT FROM LENNAR TO CITY FOR LOOP DETECTORS
LOCATED WITHIN HOA PRIVATE STREET
10' WIDE GATE
LOOP DETECTOR
SYSTEM EASEMENT
EXHIBIT B
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EXHIBIT A
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RESOLUTION NO. 7586
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA PAULA
AUTHORIZING ACCEPTANCE OF AUTOMATIC GATE LOOP DETECTORS
MAINTENANCE EASEMENT FOR EAST AREA ONE THREE-MILLION GALLON
TANK IMPROVEMENTS
The City Council of the City of Santa Paula hereby resolves:
SECTION 1: Recitals.
A. On July 2, 2025, City Council adopted Resolution No. 7573 authorizing conditional sequential acceptance of three-million gallon tank improvements located within East Area 1 (Tract 6001) also known as the Harvest at Limoneira.
B. The recitals in Resolution No. 7573 are incorporated by reference as though fully set forth herein.
C. The purpose of this Resolution is to accept from Lennar Homes of California, LLC (“Lennar”) an easement to maintain tank site automatic entry gate loop detectors inadvertently omitted from Resolution No. 7573.
SECTION 2: The recitals set forth above are true and correct.
SECTION 3: The City Manager or designee is authorized to accept an easement from Lennar to maintain automatic entry gate loop detectors located at or adjacent to the threemillion gallon tank site conceptually shown in the attached Exhibit A shaded in brown.
PASSED AND ADOPTED by the City Council of the City of Santa Paula this 6th day of August, 2025.
Pedro Chavez, Mayor
ATTEST:
Julie Latshaw, CMC, City Clerk
APPROVED AS TO FORM:
____________________________
Monica Castillo, City Attorney
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EXHIBIT A
[attached behind]
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STORM DRAIN IN 3MG TANK SITE (FUTURE CITY OWNED)
STORM DRAIN IN LOT E-2 OF TRACT 6001-1 (LLCB OWNED)
STORM DRAIN IN LOT S OF TRACT 6001-8 EASTCLIFFE
TERRACE (LENNAR OWNED)
N:\projects\0629\engineering\acad\exhibits\0629_overal_site.dwg 07/28/2025 LOWER TANK EXHIBIT TR 6001 FOOTHILL AT HARVEST AT LIMONEIRA
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STORM DRAIN EASEMENT
EASTCLIFFE TERRACE
EASEMENT FROM LENNAR TO CITY FOR LOOP DETECTORS
LOCATED WITHIN HOA PRIVATE STREET
10' WIDE GATE
LOOP DETECTOR
SYSTEM EASEMENT
459
To: Honorable Mayor and Members of the City Council
From: Christy Ramirez, Finance Director
Subject: INVESTMENT POLICY UPDATE
Date: August 6, 2025
Agenda Item: 10.P
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends the City Council approve the proposed Investment Policy updates to be in line with industry standards.
BACKGROUND:
On May 6, 2020, the City Council approved an investment policy in order to establish strategies, practices and procedures to be used in investing public funds in a prudent manner, which provided the maximum security while meeting daily cash flow needs and conforming to all statutes governing the investment of public funds. The policy also identified practices that enhanced opportunities for a prudent and systematic investment of public funds. The policy is intended to guide the investment of City funds toward the goals of safety, liquidity and yield.
ANALYSIS:
City staff, along with the City's investment advisory firm, Chandler Asset Management, has reviewed the investment policy and proposed changes in accordance with the following reasons:
AB2618 (2025): Allows Cities to invest up to 50% (rather than 30%) of total portfolio with the Placement Deposit Services.
Best Practice: Clarified retirement plans are out of scope for the policy.
Best Practice: Updated “portfolio” to “total portfolio” to reflect compliance is assessed across the entire client relationship [New CDIAC LAIG FAQ 2024].
Best Practice: Added term to glossary that often is an FAQ The redline and clean version of the updated policy have been included as attachments to this staff report.
STRATEGIC PLAN:
While this item is not a direct goal or objective in City Council's two-year strategic plan, it is important to maintain fiscal policies updated to remain in compliance with industry standards and within state and federal regulations.
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FISCAL IMPACTS:
There are no direct fiscal impacts related to the recommended action. Staff believes the updated Investment policy will serve in its goal to best guide the investment of City funds toward the goals of safety, liquidity and yield.
OPTIONS:
Council may reject the Investment Policy changes and provide further direction to staff.
ATTACHMENTS:
Santa Paula Investment Policy FY2025 REDLINE
Santa Paula Investment Policy FY2025 CLEAN
461
Investment Policy
Approved 10/9/2023
For Fiscal Year 2023/2024 or Calendar Year 2023
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City of Santa Paula
Investment Policy
Table of Contents
1.0 Purpose .................................................................................................................... 3
2.0 Policy ........................................................................................................................ 3
3.0 Scope ....................................................................................................................... 3
3.1 Funds Included by this Policy............................................................................. 3
3.2 Pooling of Funds ................................................................................................ 4
3.3 Investments Held Separately ............................................................................. 4
4.0 Prudence .................................................................................................................. 4
5.0 Objectives................................................................................................................. 4
5.1 Safety................................................................................................................. 5
5.2 Liquidity.............................................................................................................. 5
5.3 Yield (Return on Investment).............................................................................. 5
6.0 Delegation of Authority ............................................................................................. 5
7.0 Ethics and Conflicts of Interest ................................................................................. 6
8.0 Authorized Financial Institutions and Broker/Dealers ............................................... 6
8.1 Authorized Financial Institutions......................................................................... 7
8.2 Authorized Broker/Dealers ................................................................................. 7
9.0 Authorized and Suitable Investments ....................................................................... 7
9.1 Authorized Investment Types............................................................................. 7
9.2 Unauthorized Investments ............................................................................... 12
10.0 Collateralization................................................................................................ 13
11.0 Safekeeping and Custody ................................................................................ 13
12.0 Diversification................................................................................................... 14
13.0 Maximum Maturities ......................................................................................... 14
14.0 Internal Control................................................................................................. 14
15.0 Performance Standards ................................................................................... 15
16.0 Investment Reporting ....................................................................................... 15
17.0 Investment Policy Adoption.............................................................................. 16
18.0 Exceptions........................................................................................................ 16
19.0 Glossary........................................................................................................... 17 463
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Investment Policy
3 1.0 Purpose
It is the purpose of the City’s investment policy to establish strategies, practices and procedures to be used in investing public funds in a prudent manner, which will provide the maximum security while meeting daily cash flow needs and conforming to all statutes governing the investment of public funds.
Secondly, this document will identify policies that enhance opportunities for a prudent and systematic investment of public funds. This policy is intended to guide the investment of City funds toward the goals of safety, liquidity and yield.
2.0 Policy
It is the policy of the City of Santa Paula, hereafter referred to as the “City”, to invest public funds not required for immediate day-to-day operations, also referred to as idle funds, in safe and liquid investments having acceptable rates of return while conforming to all state statutes and this City's Investment Policy.
California Government Code Section 53646 (a)(2) states that the City Treasurer may annually submit an investment policy to the City Council for consideration at a public meeting. This investment policy conforms to all pertinent existing laws of the State of California, including California Government Code Sections 53600 et seq. Any conflict between this City Investment Policy and California Government Code Section 53600 et. seq., shall be interpreted in favor of the California Government Code.
3.0 Scope
This investment policy applies to all financial assets and investment activities of the City. These funds are reflected in the City’s audited Comprehensive Annual Financial Report (CAFR). If the City invests funds on behalf of another agency and, if that agency does not have its own policy, the City’s investment policy shall govern the agency’s investments. Any additional funds that may be created from time to time shall also be administered within the provisions of this policy and comply with the California State Government Code. This policy covers the investment activities of idle funds under the direct authority of the City.
3.1 Funds Included by this Policy
General Fund
Enterprise Funds
Special Revenue Funds
Debt Service Funds
Capital Project Funds
Fiduciary Funds
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Investment Policy
4 3.2 Pooling of Funds
Except for cash in funds prohibited from pooling as described in Section
3.3, the City shall consolidate cash balances from all funds to maximize investment earnings. Investment income shall be allocated to various Cfunds in accordance with generally accepted accounting principles.
3.3 Investments Held Separately
In some instances, investments cannot be included in the City's investment pool. These may include investments of bond proceeds, CalPERS, OPEB trusts, and the investment of employees’ deferred compensation funds invested pursuant to Government Code Section 53609. In such cases the funds will be held separately when required by law, contract or other authority.
4.0 Prudence
The City Treasurer is authorized to make investment decisions on behalf of the City investing public funds subject to the prudent investment standard. The Prudent Investor Standard of the California Government Code Section 53600.3 states, “when investing, reinvesting, purchasing, acquiring, exchanging, selling or managing public funds, a trustee shall act with care, skill, prudence and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated need of the [City], that a prudent person in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the [City]”. The standard of prudence to be used by investment officials shall be applied in the context of managing the overall portfolio.
Trustees are those persons authorized to make investment decisions on behalf of a local agency. Trustees or City investment officials, acting in accordance with written procedures, the investment policy and exercising due diligence, shall be relieved of personal responsibility for an individual security's credit risk changes or market price changes, provided deviations from expectations are reported in a timely manner and appropriate action is taken to control adverse developments.
5.0 Objectives
Section 53600.5 of the California Government Code outlines the primary objectives of a trustee investing public money. The primary objectives, in order of priority, of the City’s investment activities shall be:
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Investment Policy
5 5.1 Safety
Safety of principal is the foremost objective of the investment program.
Investments by the City shall be undertaken in a manner that seeks to ensure preservation of capital in the overall portfolio and reduce both credit and market risk. The type of investment instruments and diversification of investments are critical components to ensuring investment portfolio safety.
5.2 Liquidity
The City's investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements which might be reasonably anticipated. Liquidity also refers to the ability to convert an investment to cash without loss of principal and minimal loss of interest.
5.3 Yield (Return on Investment)
The City’s investment portfolio shall have the objective of attaining a comparative performance measurement or an acceptable rate of return throughout budgetary and economic cycles. These measurements should be commensurate with the City’s investment risk constraints identified in the Investment Policy and the cash flow characteristics of the portfolio.
Return on investment becomes a consideration only after the basic requirements of safety and liquidity have been met.
The City Treasurer shall strive to maintain the level of investment of all idle funds as close to 100% as possible. While the objectives of safety and liquidity must first be met, it is recognized that investment assets represent a potential source of significant revenues. It is to the benefit of the City that these assets be managed to produce optimum revenues consistent with State statutes and local policies.
6.0 Delegation of Authority
Authority to manage the City’s investment program is derived from the California Government Code Sections 53600 through 53609. The management of idle cash and the investment of funds identified in paragraph 3.1 is the responsibility of the City Treasurer (Treasurer). The Treasurer is an appointed position by the City Manager. Management responsibility for the investment program is hereby delegated to the Treasurer as directed by the City Council. Under this authority granted by the City Council, no person may engage in an investment transaction covered by the terms of this policy unless directed by the Treasurer. 466
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Investment Policy
6 In the execution of this delegated authority, the Treasurer may establish accounts with qualified financial institutions and brokers/dealers for the purpose of effecting investment transactions in accordance with this policy.
Transactions, including wiring instructions, must be identified in advance and approved in writing by the Treasurer or designee. All investment transactions in excess of $250,000 (except for deposits or withdrawals from the Local Agency Investment Fund, Ventura County Investment Pool or Other Pools) shall also require the signature of the City Manager or his/her designee.
The City may engage the services of one or more external investment advisers, who are registered under the Investment Advisers Act of 1940, to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives. External investment advisers may be granted discretion to purchase and sell investment securities in accordance with this investment policy. The City Council may renew the authority annually and may revoke the authority at any time.
7.0 Ethics and Conflicts of Interest
All participants in the City's investment process shall act responsibly as custodians of the public trust. Elected officials and employees involved in the investment process shall refrain from personal business activity that could conflict with proper execution of the investment program or which could impair or create the appearance of an impairment of their ability to make impartial investment recommendations and decisions. Investment officials and employees shall make all disclosures appropriate under the Fair Political Practices Act and shall seek and follow the advice of the City Attorney and the Fair Political Practices Commission whenever there is a question of personal, financial or investment positions that could represent potential conflicts of interest.
8.0 Authorized Financial Institutions and Broker/Dealers Investments shall be purchased only through well-established, financially sound institutions. All financial institutions and broker/dealers who desire to become qualified vendors for investment transactions will be given a copy of the City's investment policy and certification form. The completion and submission of the certification form by a broker-dealer or financial institution shall constitute proof that it has received the City’s Statement of Investment Policy, read it, and intends to comply with it. Qualified financial institutions and Broker/dealers must provide current audited financial statements and meet the applicable criteria established in Sections 8.1 or 8.2 of this policy.
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Investment Policy
7 8.1 Authorized Financial Institutions
The City shall only deposit public monies in financial institutions that have:
(1) at least $500 million in total assets; (2) a core capital-to-total assets ratio of at least five percent; (3) favorable ratings from a recognized financial institution rating service, as determined by the City Treasurer; (4) a federal or a state charter; or are eligible institutions per the California Government Code and (5) a branch office within Ventura County, and/or a 50 mile radius of the City.
Under no circumstances shall the City’s deposits in a financial institution exceed the total shareholders’ equity of that institution.
8.2 Authorized Broker/Dealers
The City will only utilize investment services of financial institutions and security broker/dealers selected by credit worthiness who are authorized to provide investment services in the State of California. These may include primary dealers or regional dealers that qualify under Securities and Exchange Commission Rule 15C3-1 (uniform new capital rule).
All financial institutions and broker-dealers for investment transactions must supply the following to the City as appropriate:
Current audited financial statements
Proof of Financial Industry Regulatory Authority (FINRA) certification, Proof of State of California registration
Trading resolution
Completed City of Santa Paula broker-dealer questionnaire, which contains a certification of having read, understood and agreeing to comply with the City’s Investment Policy and depository contracts
9.0 Authorized and Suitable Investments
All investments and deposits of the City shall be made in accordance with California Government Code, Sections 16429.1, 53600-53609, and 53630-53686 et seq., and as further limited in this policy.
The City is empowered by statute to invest in the following types of securities:
9.1 Authorized Investment Types
9.1.1 California State Treasurer's Local Agency Investment Fund (LAIF) as authorized by Gov. Code Section 16429.1(b).
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Investment Policy
8 9.1.2 Ventura County Investment Pool — Ventura County Treasurer's Investment Pool as authorized by Gov. Code Section 53684.
9.1.3 Other Pools — Shares of beneficial interest issued by a joint powers authority organized in the State of California pursuant to Gov. Code Section 6509.7 that invests in the securities and obligations authorized in Gov. Code Section 53601 subdivisions (a) to (q), inclusive. Each share shall represent an equal proportional interest in the underlying pool of securities owned by the joint powers authority. Purchases are limited to those pools that seek to maintain a constant net asset value and are rated in the highest category by a nationally recognized statistical-rating organization (NRSRO). To be eligible under this section, the joint powers authority issuing the shares shall have retained an investment adviser that meets all of the following criteria: (1) The adviser is registered or exempt from registration with the Securities and Exchange Commission; (2) the adviser has not less than five years of experience investing in the securities and obligations authorized in subdivisions (a) to (q), inclusive, of [Gov.
Code] section 53601; and (3) the adviser has assets under management in excess of five hundred million dollars
($500,000,000). Gov. Code § 6509.7(a).
9.1.4 U.S. Government — United States Treasury bills, notes, & bonds, or certificates of indebtedness, or those for which the full faith and credit of the United States Government are pledged for the payment of principal and interest.
9.1.5 U.S. Agencies — Federal agency or United States government senior debt- sponsored enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises. No more than 30% of the total portfolio may be invested in any single Agency/GSE issuer.
The maximum percent of agency callable securities in the total portfolio will be 20%.
9.1.6 State Municipal Securities — Registered treasury notes or bonds issued by any of the 50 United States, including bonds payable solely out of the revenues from a revenue producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any state. Securities eligible for investment under this paragraph shall be rated in the rating category of at least “AA” or “A-1” (for short-term securities), their respective equivalents, or higher by a NRSRO. A maximum of 30 469
City of Santa Paula
Investment Policy
9 percent of the City’s total portfolio may be invested in State and local municipal securities.
9.1.7 California Local Agency Municipal Securities — Bonds, notes, warrants or other evidence of debt issued by a local agency or municipality located within the State of California, including debt securities issued by the City. Securities eligible for investment under this paragraph shall be rated in a rating categories at least “AA” or “A-1”, their respective equivalents, or higher by a NRSRO.
A maximum of 30 percent of the City’s total portfolio may be invested in State and local municipal securities.
9.1.8 Non-Negotiable Certificates of Deposit (CDs) — Non-negotiable deposits in a state or national bank, savings association or federal association, federal or state credit union in the State of California as authorized by CGC Section 53652. In accordance with CGC Section 53635.2, to be eligible to receive City deposits, a financial institution shall have received an overall rating of not less than “satisfactory” in its most recent evaluation by the appropriate federal financial supervisory agency of its record of meeting the credit needs of California’s communities. CDs are required to be collateralized as specified under Gov. Code Section 53630 et seq.
The Treasurer, at his/her discretion, may waive the
collateralization requirements for any portion that is covered by federal deposit insurance. Deposits in excess of the Federal Deposit Insurance Corporation (FDIC) or National Credit Union Administration (NCUA) insured shall be secured pursuant to California Government Code Section 53651 and 53652. The City shall have a signed agreement with any depository accepting City funds per Gov. Code Section 53649. In accordance with CGC Section 53638, any deposit shall not exceed that total
shareholder’s equity of any depository bank, nor shall the deposit exceed the total net worth of any institution. A maximum of 20 percent of the City’s total portfolio may be invested in CDs.
9.1.9 Negotiable Certificates of Deposit – Negotiable CDs issued by a nationally or state chartered bank or a state or federal savings and loan association, a state or federal credit union, or by a federally- or state-licensed branch of a foreign bank. Negotiable CDs issued with maturities in excess of one year must be rated in a rating category of “A”, the equivalent or higher by a NRSRO.
Negotiable CDs with maturities under one year must be rated in a rating category of “A-1,” the equivalent, or higher by a NRSRO.
Purchases of negotiable CDs may not exceed 30 percent (in 470
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Investment Policy
10 combination with CDs purchased through a deposit placement service) of the City's total portfolio.
9.1.10 Placement Service Deposits — The City may deposit a portion of its funds with commercial bank, savings bank, savings and loan association, or credit union that uses a private sector entity that assists in the placement of federally insured deposits. The selected depository for placement services must be: a nationally or state chartered commercial bank, savings bank, savings and loan association, or credit union in California. Further, the selected depository institution may submit the funds to a private sector entity that assists in the placement of certificates of deposit with one or more commercial banks, savings banks, savings and loan associations, or credit unions that are located in the United States, for the City’s account. The full amount of the principal and the interest that may be accrued during the maximum term of each certificate of deposit shall at all times be insured by the FDIC or the NCUA. The selected depository institution shall serve as a custodian for each certificate of deposit that is issued with the placement service for the City’s account. Under a provision sunsetting on January 1, 2031, no more than 50% of the portfolio may be invested in deposits through a placement service, including Certificates of Deposit.
9.1.11 Medium-Term Corporate Notes — Medium term notes issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States that are rated in the rating category of “A” or its equivalent or better by at least one NRSRO. Purchases of medium term notes may not exceed 30 percent of the City's total portfolio.
9.1.12 Asset-Backed Security – Any mortgage pass-through security, collateralized mortgage obligation, mortgage-backed or other paythrough bond, equipment leaseback certificate, consumer receivable pass-through certificate, or consumer receivablebacked bond. Eligible securities must be rated in a rating category, by a NRSRO, of “AA”, the equivalent or higher. No more than 20 percent of the City's total portfolio may be invested in this type of security.
9.1.13 Commercial Paper — Commercial paper of "prime" quality of the highest ranking or of the highest letter and number rating as provided for by a NRSRO. The entity that issues the commercial 471
City of Santa Paula
Investment Policy
11 paper shall meet all of the following conditions in either paragraph (1) or paragraph (2) below:
1. The entity meets the following criteria: (A) is organized and operating in the United States as a general corporation. (B) has total assets in excess of five hundred million dollars
($500,000,000). (C) has debt other than commercial paper, if any, that is rated in a rating category of “A”, the equivalent or higher by a NRSRO.
2. The entity meets the following criteria: (a) is organized within the United States as a special purpose corporation, trust, or limited liability company. (b) Has program wide credit
enhancements including, but not limited to, over collateralization, letters of credit, or surety bond. (c) Has commercial paper that is rated in a rating category of “A-1” or the equivalent or higher by a NRSRO.
Eligible commercial paper shall have a maximum maturity of 270 days or less. No more than 25 percent of the City’s total portfolio may be invested in eligible commercial paper. Under a provision sunsetting on January 1, 2026, no more than 40% of the total portfolio may be invested in Commercial Paper if the City’s investment assets under management are greater than
$100,000,000. The City may purchase no more than 10 percent of the outstanding commercial paper of any single issuer.
9.1.14 Bankers’ Acceptances — Bills of exchange or time drafts drawn on and accepted by a commercial bank, otherwise known as bankers' acceptances. Eligible bankers' acceptances are restricted to issuing financial institutions with short-term paper rated in the highest category by a NRSRO. Purchases of bankers' acceptances shall have a maximum maturity of 180 days or less, and no more than 40 percent of the City's total portfolio.
9.1.15 Money Market and Mutual Funds — Shares of beneficial interest issued by diversified management companies that are money market funds registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-1 et seq.). Such funds must carry the highest rating of at least two of the three largest national rating agencies.
All such investments shall be placed only in money market or mutual funds intended to maintain constant net asset value and that invest solely in U.S. Treasuries and Federal Agency 472
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12 obligations and repurchase agreements invested in such obligations. Investment in Money Market or Mutual Funds shall not exceed 20% of the total portfolio or more than 20 percent in any one fund.
9.1.16 Sweep account for the investment of overnight funds when the funds are swept into investments authorized by this policy.
9.1.17 Passbook accounts maintained solely to provide for ongoing operational needs shall be subject to the requirements of this policy.
9.1.18 Bonds, notes, or other forms of indebtedness issued by the City, including bonds payable solely out of the revenues from a revenue producing property owned, controlled, or operated by the City or by a department, board, agency, or authority of the local agency.
9.1.19 Supranationals: Issues are that are US dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or InterAmerican Development Bank. The securities are rated in a rating category of “AA” or its equivalent or better by a NRSRO. No more than 30% of the total portfolio may be invested in these securities.
No more than 10% of the total portfolio may be invested in any single issuer.
9.2 Unauthorized Investments
Investments not specifically authorized herein are disallowed. Additionally, Section 53601.6 of the California Government Code disallows the following:
inverse floaters, range notes, or interest-only strips that are derived from a pool of mortgages. Futures, options, all leveraged purchases, reverse repurchases, and speculations on interest rates are specifically not allowed by this policy. Investment in any security that could result in a zero interest accrual if held to maturity is prohibited. Under a provision sunsetting on January 1, 2026, securities backed by the U.S. Government that could result in a zero- or negative-interest accrual if held to maturity are permitted. The purchase of securities with a forward settlement of longer than 45 days is prohibited.
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13 10.0 Investment Pools/Mutual Funds
The City shall conduct a thorough investigation of any pool or mutual fund prior to making an investment, and on a continual basis thereafter. The Treasurer shall develop a questionnaire which will answer the following general questions:
A description of eligible investment securities, and a written statement of investment policy and objectives.
A description of interest calculations and how it is distributed, and how gains and losses are treated.
A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited.
A description of who may invest in the program, how often, what size deposit and withdrawal are allowed.
A schedule for receiving statements and portfolio listings. Are reserves, retained earnings, etc. utilized by the pool/fund? A fee schedule, and when and how is it assessed.
Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds?
11.0 Collateralization
Investments in certificates of deposit, sweep accounts and passport accounts shall be fully insured up to the limit set by the Federal Deposit Insurance Corporation or National Credit Union Administration. Investments in certificates of deposit, sweep accounts and passport accounts in excess of the FDIC or NCUA limit shall be properly collateralized as required by law.
12.0 Safekeeping and Custody
All security transactions entered by the City shall be conducted on a delivery-vs.- payment (DVP) basis. Securities owned by the City, (except the collateral for certificates of deposit in banks and/or savings and loans) shall be held by a thirdparty custodian/safekeeping account designated by the City Treasurer and evidenced by safekeeping receipts. Said securities shall be held in a manner that establishes the City’s right of ownership. The only exception to the foregoing shall be depository accounts and security purchases made with: LAIF, time certificates of deposit and money market mutual funds held directly with issuing institution, since the purchased securities are not deliverable.
The third-party custodian/safekeeping account shall annually provide a copy of their most recent report of internal controls and provide periodic statements of the securities owned by the City listing the specific instrument, rate, maturity and other pertinent information.
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14 13.0 Diversification
The City recognizes that investment risks can result from the issuer defaults, market price changes, or various technical complications leading to temporary liquidity. To minimize the City’s exposure to these types of risk, the portfolio should be diversified among several types of institutions, instruments, and maturities. The Treasurer shall minimize default risk by prudently selecting only instruments and institutions, which at the time of placement have been evaluated for their financial viability and compliance with this policy. No individual transaction shall be undertaken that jeopardizes the total capital position of the overall portfolio.
The portfolio instrument composition shall be diversified to the extent feasible to avoid incurring unreasonable and avoidable risks regarding specific security types indicated in Section 9 of this investment policy. No more than five percent (5%) of the value of the City's portfolio will be placed with any single issuer, except for the U.S. Treasury/Federal agency securities, authorized pools, mutual funds, Supranationals and collateralized investments.
14.0 Maximum Maturities
To the extent possible, the Treasurer will attempt to match investments with anticipated cash flow requirements and investments shall have a maturity no more than five (5) years from the date of purchase.
For the purpose of these investments, the compliance with the investment percentage(s), in regards to the total investment portfolio, shall be calculated on the date the investment is acquired. If the percentage is legally compliant on the date of purchase, then compliance with the law shall have been met.
15.0 Internal Control
The City Treasurer shall establish and maintain a system of appropriate internal controls to ensure compliance with policies and procedures. The controls should be designed to prevent losses of public funds arising from fraud, error, or imprudent actions by employees and officers of the City. The following procedures shall generally be followed:
Proper documentation obtained from confirmation and cash disbursement wire transfers is required for each investment transaction. Timely bank reconciliation is conducted to ensure proper handling of all transactions
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15 The investment portfolio and all related transactions are reviewed and balanced to appropriate general ledger accounts by the Finance Department at a minimum on a quarterly basis.
16.0 Performance Standards
15.1 Investment Strategy
The investment portfolio shall be designed to attain a market-average rate of return throughout budgetary and economic cycles, taking into account the City’s risk constraints, the cash flow characteristics of the portfolio, and state and local laws, ordinances or resolutions that restrict investments.
The City may elect to sell a security prior to its maturity and record a capital gain or loss in order to manage the quality, liquidity or yield of the portfolio in response to market conditions or City’s risk preferences. If a security owned by the City is downgraded to a level below the requirements of this policy, making the security ineligible for additional purchases, the following steps will be taken:
• Any actions taken related to the downgrade by the investment manager will be communicated to the Treasurer in a timely manner. • If a decision is made to retain the security, the credit situation will be monitored and reported to the City Council.
The Treasurer shall periodically, but no less than quarterly, review the portfolio to identify investments that do not comply with this investment policy and establish protocols for reporting major and critical incidences of noncompliance to the City Council.
15.2 Benchmark
The Treasurer shall monitor and evaluate the portfolio’s performance relative to the chosen market benchmark(s), which will be included in the Treasurer’s quarterly report. The Treasurer shall select an appropriate, readily available index to use as a market benchmark. The duration of the portfolio will generally be approximately equal to the duration (typically, plus or minus 20%) of a Market Benchmark, an index selected by the City based on the City’s investment objectives, constraints and risk tolerances. . The benchmarks and investment performance will be reviewed by the Treasurer and City Manager as market conditions warrant or when the benchmarks are not met for a consecutive one-year period.
17.0 Investment Reporting
As suggested in California Government Code Section 53607, the investment report shall be submitted to the City Council on a quarterly basis by the Treasurer 476
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16 within 45 days of the end of the reporting period. The Treasurer shall review and render monthly and quarterly investment reports and include the following:
The monthly report shall include an accounting of all receipts, disbursements and fund balances.
The quarterly report shall include an itemized listing of portfolio investments by type, date of maturity, yield to maturity, issuer, par value, dollar amount invested, book value and current market value if applicable. The source of the market values will be cited.
The quarterly report will include a statement of compliance of the portfolio with the City's investment policy or an explanation as to why the portfolio is not in compliance per California Government Code Section 53646(b)(2). The quarterly report shall include a statement of compliance that the investment portfolio has the ability to meet the City's expenditure requirements for the next six months, or provide an explanation as to why sufficient money shall, or may, not be available, per California Government Code Section 53646 (b)(3).
18.0 Investment Policy Adoption
The City's investment policy shall be adopted by resolution by the City Council.
The policy may be reviewed annually by the City Council and any modifications to the investment policy must be approved by the City Council.
19.0 Exceptions
Occasionally, exceptions to some of the requirements specified in this investment policy may occur for pooled investments because of events subsequent to the purchase of investment instruments. State law is silent as to how exceptions should be corrected. Exceptions may be temporary or more lasting; they may be self-correcting or require specific action. If specific action is required, the Treasurer should determine the course of action that would correct exceptions to move the portfolio into compliance with State law and City policy. Disclosure of exceptions lasting more than 183 days shall be done in the quarterly investment report immediately following the 183 days. Decisions to correct exceptions should not expose the assets of the portfolio to undue risk and should not impair the meeting of financial obligations as they fall due. Any subsequent investments should not extend existing exceptions.
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17 20.0 Glossary
Asset-Backed Securities (ABS): Securities whose income payments and hence value is derived from and collateralized (or "backed") by a specified pool of underlying assets which are receivables. Pooling the assets into financial instruments allows them to be sold to general investors, a process called securitization, and allows the risk of investing in the underlying assets to be diversified because each security will represent a fraction of the total value of the diverse pool of underlying assets. The pools of underlying assets can comprise common payments credit cards, auto loans, mortgage loans, and other types of assets. Interest and principal is paid to investors from borrowers who are paying down their debt.
Banker’s Acceptance: A money market instrument created to facilitate international trade transactions. It is highly liquid and safe because the risk of the trade transaction is transferred to the bank which “accepts” the obligation to pay the investor.
Benchmark: A comparative base for measuring the performance or risk tolerance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio’s investments.
Bond Indenture (or Trust Indenture): Written agreement specifying the terms and conditions for issuing bonds, stating the form of the bond being offered for sale, interest to be paid, the maturity date, call provisions and protective covenants, if any, collateral pledged, the repayment schedule, and other terms. It describes the legal obligations of a bond issuer and the powers of the bond trustee, who has the responsibility for ensuring that interest payments are made to registered bondholders.
Broker-Dealer: A person or a firm who can act as a broker or a dealer depending on the transaction. A broker brings buyers and sellers together for a commission. They do not take a position. A dealer acts as a principal in all transactions, buying and selling for his own account.
Buy and Hold Strategy: Investments in which management has the positive intent and ability to hold each issue until maturity.
CALLABLE: A callable security gives the issuer the option to call it from the investor prior to its maturity. The main cause of a call is a decline in interest rates. If interest rates decline, the issuer will likely call its current securities and reissue them at a lower rate of interest.
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18 Certificate of Deposit (CD): A time deposit with a specific maturity evidenced by a Certificate. Large-denomination CDs are typically negotiable.
City Treasurer: The City Treasurer is appointed by the City Manager.
Collateralization: To secure a debt in part or in full by pledge of collateral, asset pledged as security to ensure payment or performance of an obligation. Also refers to securities pledged by a bank to secure deposits of public monies.
Collateralized Mortgage Obligations (CMO: Classes of bonds that redistribute the cash flows of mortgage securities (and whole loans) to create securities that have different levels of prepayment risk, as compared to the underlying mortgage securities.
Commercial Paper: The short-term unsecured debt of corporations.
Coupon: The rate of return at which interest is paid on a bond.
Credit Risk: The risk that principal and/or interest on an investment will not be paid in a timely manner due to changes in the condition of the issuer.
Current Yield: The interest paid on an investment expressed as a percentage of the current price of the security.
Custody: Safekeeping services offered by a bank, financial institution or trust company, referred to as the “custodian.” Service normally includes the holding and reporting of the customer’s securities, the collection and disbursement of income, securities settlement and market values.
Delivery versus Payment: A type of securities transaction in which the purchaser pays for the securities when they are delivered either to the purchaser or custodian. It ensures that securities are deposited in an eligible financial institution prior to the release of funds.
Disallowed Investments: Prohibited investments include any investments not specifically authorized within this policy, inverse floaters, range notes, interestonly strips that are derived from a pool of mortgages; futures, option, all leveraged purchases, reverse repurchases, and speculations on interest rates.
Diversification: Dividing investment funds among a variety of securities offering independent returns.
Duration: A measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a 479
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19 number of years. Rising interest rates means falling bond prices, while declining interest rates mean rising bond prices.
Federal Agency Obligation: A debt instrument issued by one of the federal agencies. Federal agencies are considered second in credit quality and liquidity only to U.S. Treasuries.
Federal Deposit Insurance Corporation (FDIC): The federal agency that insures bank deposits up to $250,000 per deposit at participating banking institutions. To increase consumer confidence in the banking system, the previous $100,000 insurance limit was temporarily increased to $250,000 in 2008, extended to 2013, and then permanently increased on July 21, 2010 with the passage of the Wall Street Reform and Consumer Protection Act.
Federal Reserve System: The central bank of the United States which consists of a seven-member Board of Governors, 12 regional banks, and 5,700 commercial banks that are members.
Fiduciary. A person or organization that acts on behalf of another person(s) or organization that puts their clients’ interest ahead of their own as they are bound both legally and ethically to act in other’s best interests.
Fiduciary Funds: Funds held in a trustee or agency capacity for outside parties.
Interest Rate: The annual yield earned on an investment, expressed as a percentage.
Liquidity: Refers to the ability to rapidly convert an investment into cash without a substantial loss of value.
Laddered Portfolio: Bond investment portfolio with securities in each maturity range (e.g. monthly) over a specified period (e.g. five years).
Leverage: Investing with borrowed money with the exception that the interest earned on the investment will exceed the interest paid on the borrowed money.
Local Agency Investment Fund (LAIF): A voluntary investment program offering participating agencies the opportunity to participate in a major portfolio which daily invests hundreds of millions of dollars, using the investment expertise of the State Treasurer's Office investment staff at no additional cost to the taxpayer. Investment in LAIF, considered a short-term investment, is readily available for cash withdrawal daily.
Market Risk: Defined as market value fluctuations due to overall changes in the general level of interest rates. Adverse fluctuation possibilities shall be mitigated 480
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20 by limiting the maximum maturity of any one security to five years, structuring the portfolio based on historic and current cash flow analysis, and eliminating the need to sell securities prior to maturity. Also, avoiding the purchase of long-term securities for the sole purpose of short-term speculation mitigates market risk.
Market Value: The price at which a security is trading and could presumably be purchased or sold on a specific date.
Maturity: The date the principal or stated value of an investment becomes due and payable. An investment’s term or remaining maturity is measured from the settlement date to final maturity.
Modified Duration: The percent change in price for a 100-basis point change in yields. Modified duration is the best single measure of a portfolio’s or security’s exposure to market risk.
Money Market Fund: A type of safe investment comprising a variety of shortterm securities with high quality and high liquidity. The fund provides interest to shareholders and must maintain a stable net asset value (NAV) of $1 per share.
Mortgage Pass-Through Securities: A securitized participation in the interest and principal cash flows from a specified pool of mortgages. Principal and interest payments made on the mortgages are passed through to the holder of the security.
Municipal Securities: Securities issued by state and local agencies to finance capital and operating expenses.
Mutual Fund: An entity which pools the funds of investors and invests those funds in a set of securities which is specifically defined in the fund’s prospectus.
Mutual funds can be invested in various types of domestic and/or international stocks, bonds, and money market instruments, as set forth in the individual fund’s prospectus. For most large, institutional investors, the costs associated with investing in mutual funds are higher than the investor can obtain through an individually managed portfolio.
Nationally Recognized Statistical Rating Organization (NRSRO).
A credit rating agency that the Securities and Exchange Commission in the United States uses for regulatory purposes. Credit rating agencies provide assessments of an investment's risk. The issuers of investments, especially debt securities, pay credit rating agencies to provide them with ratings. The three most prominent NRSROs are Fitch, S&P, and Moody's.
National Credit Union Administration (NCUA): An independent federal agency that insures deposits at federally insured credit unions, currently up to $250,000. 481
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21 Negotiable Certificates of Deposit: Typically large-denomination Certificates of Deposit that can be transferred, bought, sold, or exchanged.
Nominee: Registered owner of a stock or bond if difference from the beneficial owner, who acts as holder of record for securities and other assets. Typically, this arrangement is done to facilitate the transfer of securities when it is inconvenient to obtain the signature of the real owner, or the actual owner may not wish to be identified. Nominee ownership simplifies the registration and transfer of securities.
Non-Negotiable Certificates of Deposit: Certificates of Deposit that cannot be transferred, bought, sold, or exchanged.
Pooled Investments: Grouping of resources for the advantage of the participants.
Principal: The original cost of a security. It represents the amount of capital or money that the investor pays for the investment.
Portfolio: Collection of securities held by an investor.
Primary Dealer: A group of government securities dealers who submit daily reports of market activity and positions and monthly financial statements to the Federal Reserve Bank of New York and subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC) registered securities broker-dealers, banks and a few unregulated firms.
Prime Commercial Paper: Short-term IOU, or unsecured money market obligation, issued by prime rated commercial firms and financial companies, with maturities from 2 days up to 270 days. A promissory note of the issuer used to finance current obligations and is a negotiable instrument.
Principal: (1) The face amount of par value of a debt instrument. (2) One who acts as a dealer buying or selling for his own account.
Prudent Investor Standard: An investment standard that all investments should be made with care, skill, prudence and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the City, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the City.
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22 Safekeeping: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the bank’s vault for protection.
Secondary Market: A market is made for the purchase and sale of outstanding issues following the initial distribution.
Sweep Account: Short-term income fund into which all un-invested cash balances from the non-interest-bearing checking account are automatically transferred daily.
Supranational: A Supranational is a multi-national organization whereby member states transcend national boundaries or interests to share in the decision making to promote economic development in the member countries.
Third-Party Custodian: Corporate agent, usually a commercial bank, who, acting as trustee, holds securities under a written agreement for a corporate client and buys and sells securities when instructed. Custody service includes securities safekeeping, and collection of dividends and interest. The bank acts only as a transfer agent and makes no buy-sell recommendations.
Treasury Bills: A non-interest bearing discount security issued by the U.S.
Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year.
Treasury Bonds: Long-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of more than 10 years.
Treasury Notes: Medium-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of from two to 10 years.
Trustee: (1) All governing bodies of local agencies or persons authorized (city investment officials) to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. (2) A financial institution with trust powers that acts in a fiduciary capacity for the benefit of the bondholders in enforcing the terms of the bond contract.
Total Rate of Return: A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains, and losses in the portfolio.
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23 U.S. Agencies: Federal agency securities and/or Government-sponsored enterprises.
U.S. Government Securities: Securities issued by the U.S. Government and its agencies which are either directly or indirectly backed by the full faith and credit of the United States. U.S. Government securities include Treasury Bills, Notes and Bonds. Agency securities include those issued by the Federal National Mortgage Association, Federal Home Loan Bank, and similar agencies.
Yield to Maturity: The rate of annual income return on an investment expressed as a percentage, adjusted for any discounts, and spread over the period from the date of purchase to the date of maturity.
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Approved 10/9/2023
For Fiscal Year 2024/2025 or Calendar Year 2025
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Table of Contents
1.0 Purpose .................................................................................................................... 3
2.0 Policy ........................................................................................................................ 3
3.0 Scope ....................................................................................................................... 3
3.1 Funds Included by this Policy............................................................................. 3
3.2 Pooling of Funds ................................................................................................ 4
3.3 Investments Held Separately ............................................................................. 4
4.0 Prudence .................................................................................................................. 4
5.0 Objectives................................................................................................................. 4
5.1 Safety................................................................................................................. 5
5.2 Liquidity.............................................................................................................. 5
5.3 Yield (Return on Investment).............................................................................. 5
6.0 Delegation of Authority ............................................................................................. 5
7.0 Ethics and Conflicts of Interest ................................................................................. 6
8.0 Authorized Financial Institutions and Broker/Dealers ............................................... 6
8.1 Authorized Financial Institutions......................................................................... 7
8.2 Authorized Broker/Dealers ................................................................................. 7
9.0 Authorized and Suitable Investments ....................................................................... 7
9.1 Authorized Investment Types............................................................................. 7
9.2 Unauthorized Investments ............................................................................... 12
10.0 Collateralization................................................................................................ 13
11.0 Safekeeping and Custody ................................................................................ 13
12.0 Diversification................................................................................................... 14
13.0 Maximum Maturities ......................................................................................... 14
14.0 Internal Control................................................................................................. 14
15.0 Performance Standards ................................................................................... 15
16.0 Investment Reporting ....................................................................................... 15
17.0 Investment Policy Adoption.............................................................................. 16
18.0 Exceptions........................................................................................................ 16
19.0 Glossary........................................................................................................... 17 486
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3 1.0 Purpose
It is the purpose of the City’s investment policy to establish strategies, practices and procedures to be used in investing public funds in a prudent manner, which will provide the maximum security while meeting daily cash flow needs and conforming to all statutes governing the investment of public funds.
Secondly, this document will identify policies that enhance opportunities for a prudent and systematic investment of public funds. This policy is intended to guide the investment of City funds toward the goals of safety, liquidity and yield.
2.0 Policy
It is the policy of the City of Santa Paula, hereafter referred to as the “City”, to invest public funds not required for immediate day-to-day operations, also referred to as idle funds, in safe and liquid investments having acceptable rates of return while conforming to all state statutes and this City's Investment Policy.
California Government Code Section 53646 (a)(2) states that the City Treasurer may annually submit an investment policy to the City Council for consideration at a public meeting. This investment policy conforms to all pertinent existing laws of the State of California, including California Government Code Sections 53600 et seq. Any conflict between this City Investment Policy and California Government Code Section 53600 et. seq., shall be interpreted in favor of the California Government Code.
3.0 Scope
This investment policy applies to all financial assets and investment activities of the City. These funds are reflected in the City’s audited Comprehensive Annual Financial Report (CAFR). If the City invests funds on behalf of another agency and, if that agency does not have its own policy, the City’s investment policy shall govern the agency’s investments. Any additional funds that may be created from time to time shall also be administered within the provisions of this policy and comply with the California State Government Code. This policy covers the investment activities of idle funds under the direct authority of the City.
3.1 Funds Included by this Policy
General Fund
Enterprise Funds
Special Revenue Funds
Debt Service Funds
Capital Project Funds
Fiduciary Funds
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4 3.2 Pooling of Funds
Except for cash in funds prohibited from pooling as described in Section
3.3, the City shall consolidate cash balances from all funds to maximize investment earnings. Investment income shall be allocated to various Cfunds in accordance with generally accepted accounting principles.
3.3 Investments Held Separately
In some instances, investments cannot be included in the City's investment pool. These may include investments of bond proceeds, CalPERS, OPEB trusts, and the investment of employees’ deferred compensation funds invested pursuant to Government Code Section 53609. In such cases the funds will be held separately when required by law, contract or other authority.
4.0 Prudence
The City Treasurer is authorized to make investment decisions on behalf of the City investing public funds subject to the prudent investment standard. The Prudent Investor Standard of the California Government Code Section 53600.3 states, “when investing, reinvesting, purchasing, acquiring, exchanging, selling or managing public funds, a trustee shall act with care, skill, prudence and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated need of the [City], that a prudent person in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the [City]”. The standard of prudence to be used by investment officials shall be applied in the context of managing the overall portfolio.
Trustees are those persons authorized to make investment decisions on behalf of a local agency. Trustees or City investment officials, acting in accordance with written procedures, the investment policy and exercising due diligence, shall be relieved of personal responsibility for an individual security's credit risk changes or market price changes, provided deviations from expectations are reported in a timely manner and appropriate action is taken to control adverse developments.
5.0 Objectives
Section 53600.5 of the California Government Code outlines the primary objectives of a trustee investing public money. The primary objectives, in order of priority, of the City’s investment activities shall be:
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5 5.1 Safety
Safety of principal is the foremost objective of the investment program.
Investments by the City shall be undertaken in a manner that seeks to ensure preservation of capital in the overall portfolio and reduce both credit and market risk. The type of investment instruments and diversification of investments are critical components to ensuring investment portfolio safety.
5.2 Liquidity
The City's investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements which might be reasonably anticipated. Liquidity also refers to the ability to convert an investment to cash without loss of principal and minimal loss of interest.
5.3 Yield (Return on Investment)
The City’s investment portfolio shall have the objective of attaining a comparative performance measurement or an acceptable rate of return throughout budgetary and economic cycles. These measurements should be commensurate with the City’s investment risk constraints identified in the Investment Policy and the cash flow characteristics of the portfolio.
Return on investment becomes a consideration only after the basic requirements of safety and liquidity have been met.
The City Treasurer shall strive to maintain the level of investment of all idle funds as close to 100% as possible. While the objectives of safety and liquidity must first be met, it is recognized that investment assets represent a potential source of significant revenues. It is to the benefit of the City that these assets be managed to produce optimum revenues consistent with State statutes and local policies.
6.0 Delegation of Authority
Authority to manage the City’s investment program is derived from the California Government Code Sections 53600 through 53609. The management of idle cash and the investment of funds identified in paragraph 3.1 is the responsibility of the City Treasurer (Treasurer). The Treasurer is an appointed position by the City Manager. Management responsibility for the investment program is hereby delegated to the Treasurer as directed by the City Council. Under this authority granted by the City Council, no person may engage in an investment transaction covered by the terms of this policy unless directed by the Treasurer. 489
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6 In the execution of this delegated authority, the Treasurer may establish accounts with qualified financial institutions and brokers/dealers for the purpose of effecting investment transactions in accordance with this policy.
Transactions, including wiring instructions, must be identified in advance and approved in writing by the Treasurer or designee. All investment transactions in excess of $250,000 (except for deposits or withdrawals from the Local Agency Investment Fund, Ventura County Investment Pool or Other Pools) shall also require the signature of the City Manager or his/her designee.
The City may engage the services of one or more external investment advisers, who are registered under the Investment Advisers Act of 1940, to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives. External investment advisers may be granted discretion to purchase and sell investment securities in accordance with this investment policy. The City Council may renew the authority annually and may revoke the authority at any time.
7.0 Ethics and Conflicts of Interest
All participants in the City's investment process shall act responsibly as custodians of the public trust. Elected officials and employees involved in the investment process shall refrain from personal business activity that could conflict with proper execution of the investment program or which could impair or create the appearance of an impairment of their ability to make impartial investment recommendations and decisions. Investment officials and employees shall make all disclosures appropriate under the Fair Political Practices Act and shall seek and follow the advice of the City Attorney and the Fair Political Practices Commission whenever there is a question of personal, financial or investment positions that could represent potential conflicts of interest.
8.0 Authorized Financial Institutions and Broker/Dealers Investments shall be purchased only through well-established, financially sound institutions. All financial institutions and broker/dealers who desire to become qualified vendors for investment transactions will be given a copy of the City's investment policy and certification form. The completion and submission of the certification form by a broker-dealer or financial institution shall constitute proof that it has received the City’s Statement of Investment Policy, read it, and intends to comply with it. Qualified financial institutions and Broker/dealers must provide current audited financial statements and meet the applicable criteria established in Sections 8.1 or 8.2 of this policy.
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7 8.1 Authorized Financial Institutions
The City shall only deposit public monies in financial institutions that have:
(1) at least $500 million in total assets; (2) a core capital-to-total assets ratio of at least five percent; (3) favorable ratings from a recognized financial institution rating service, as determined by the City Treasurer; (4) a federal or a state charter; or are eligible institutions per the California Government Code and (5) a branch office within Ventura County, and/or a 50 mile radius of the City.
Under no circumstances shall the City’s deposits in a financial institution exceed the total shareholders’ equity of that institution.
8.2 Authorized Broker/Dealers
The City will only utilize investment services of financial institutions and security broker/dealers selected by credit worthiness who are authorized to provide investment services in the State of California. These may include primary dealers or regional dealers that qualify under Securities and Exchange Commission Rule 15C3-1 (uniform new capital rule).
All financial institutions and broker-dealers for investment transactions must supply the following to the City as appropriate:
Current audited financial statements
Proof of Financial Industry Regulatory Authority (FINRA) certification, Proof of State of California registration
Trading resolution
Completed City of Santa Paula broker-dealer questionnaire, which contains a certification of having read, understood and agreeing to comply with the City’s Investment Policy and depository contracts
9.0 Authorized and Suitable Investments
All investments and deposits of the City shall be made in accordance with California Government Code, Sections 16429.1, 53600-53609, and 53630-53686 et seq., and as further limited in this policy.
The City is empowered by statute to invest in the following types of securities:
9.1 Authorized Investment Types
9.1.1 California State Treasurer's Local Agency Investment Fund (LAIF) as authorized by Gov. Code Section 16429.1(b).
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8 9.1.2 Ventura County Investment Pool — Ventura County Treasurer's Investment Pool as authorized by Gov. Code Section 53684.
9.1.3 Other Pools — Shares of beneficial interest issued by a joint powers authority organized in the State of California pursuant to Gov. Code Section 6509.7 that invests in the securities and obligations authorized in Gov. Code Section 53601 subdivisions (a) to (q), inclusive. Each share shall represent an equal proportional interest in the underlying pool of securities owned by the joint powers authority. Purchases are limited to those pools that seek to maintain a constant net asset value and are rated in the highest category by a nationally recognized statistical-rating organization (NRSRO). To be eligible under this section, the joint powers authority issuing the shares shall have retained an investment adviser that meets all of the following criteria: (1) The adviser is registered or exempt from registration with the Securities and Exchange Commission; (2) the adviser has not less than five years of experience investing in the securities and obligations authorized in subdivisions (a) to (q), inclusive, of [Gov.
Code] section 53601; and (3) the adviser has assets under management in excess of five hundred million dollars
($500,000,000). Gov. Code § 6509.7(a).
9.1.4 U.S. Government — United States Treasury bills, notes, & bonds, or certificates of indebtedness, or those for which the full faith and credit of the United States Government are pledged for the payment of principal and interest.
9.1.5 U.S. Agencies — Federal agency or United States government senior debt- sponsored enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises. No more than 30% of the total portfolio may be invested in any single Agency/GSE issuer.
The maximum percent of agency callable securities in the total portfolio will be 20%.
9.1.6 State Municipal Securities — Registered treasury notes or bonds issued by any of the 50 United States, including bonds payable solely out of the revenues from a revenue producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any state. Securities eligible for investment under this paragraph shall be rated in the rating category of at least “AA” or “A-1” (for short-term securities), their respective equivalents, or higher by a NRSRO. A maximum of 30 492
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9 percent of the City’s total portfolio may be invested in State and local municipal securities.
9.1.7 California Local Agency Municipal Securities — Bonds, notes, warrants or other evidence of debt issued by a local agency or municipality located within the State of California, including debt securities issued by the City. Securities eligible for investment under this paragraph shall be rated in a rating categories at least “AA” or “A-1”, their respective equivalents, or higher by a NRSRO.
A maximum of 30 percent of the City’s total portfolio may be invested in State and local municipal securities.
9.1.8 Non-Negotiable Certificates of Deposit (CDs) — Non-negotiable deposits in a state or national bank, savings association or federal association, federal or state credit union in the State of California as authorized by CGC Section 53652. In accordance with CGC Section 53635.2, to be eligible to receive City deposits, a financial institution shall have received an overall rating of not less than “satisfactory” in its most recent evaluation by the appropriate federal financial supervisory agency of its record of meeting the credit needs of California’s communities. CDs are required to be collateralized as specified under Gov. Code Section 53630 et seq.
The Treasurer, at his/her discretion, may waive the
collateralization requirements for any portion that is covered by federal deposit insurance. Deposits in excess of the Federal Deposit Insurance Corporation (FDIC) or National Credit Union Administration (NCUA) insured shall be secured pursuant to California Government Code Section 53651 and 53652. The City shall have a signed agreement with any depository accepting City funds per Gov. Code Section 53649. In accordance with CGC Section 53638, any deposit shall not exceed that total
shareholder’s equity of any depository bank, nor shall the deposit exceed the total net worth of any institution. A maximum of 20 percent of the City’s total portfolio may be invested in CDs.
9.1.9 Negotiable Certificates of Deposit – Negotiable CDs issued by a nationally or state chartered bank or a state or federal savings and loan association, a state or federal credit union, or by a federally- or state-licensed branch of a foreign bank. Negotiable CDs issued with maturities in excess of one year must be rated in a rating category of “A”, the equivalent or higher by a NRSRO.
Negotiable CDs with maturities under one year must be rated in a rating category of “A-1,” the equivalent, or higher by a NRSRO.
Purchases of negotiable CDs may not exceed 30 percent (in 493
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10 combination with CDs purchased through a deposit placement service) of the City's total portfolio.
9.1.10 Placement Service Deposits — The City may deposit a portion of its funds with commercial bank, savings bank, savings and loan association, or credit union that uses a private sector entity that assists in the placement of federally insured deposits. The selected depository for placement services must be: a nationally or state chartered commercial bank, savings bank, savings and loan association, or credit union in California. Further, the selected depository institution may submit the funds to a private sector entity that assists in the placement of certificates of deposit with one or more commercial banks, savings banks, savings and loan associations, or credit unions that are located in the United States, for the City’s account. The full amount of the principal and the interest that may be accrued during the maximum term of each certificate of deposit shall at all times be insured by the FDIC or the NCUA. The selected depository institution shall serve as a custodian for each certificate of deposit that is issued with the placement service for the City’s account. Under a provision sunsetting on January 1, 2031, no more than 50% of the portfolio may be invested in deposits through a placement service, including Certificates of Deposit.
9.1.11 Medium-Term Corporate Notes — Medium term notes issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States that are rated in the rating category of “A” or its equivalent or better by at least one NRSRO. Purchases of medium term notes may not exceed 30 percent of the City's total portfolio.
9.1.12 Asset-Backed Security – Any mortgage pass-through security, collateralized mortgage obligation, mortgage-backed or other paythrough bond, equipment leaseback certificate, consumer receivable pass-through certificate, or consumer receivablebacked bond. Eligible securities must be rated in a rating category, by a NRSRO, of “AA”, the equivalent or higher. No more than 20 percent of the City's total portfolio may be invested in this type of security.
9.1.13 Commercial Paper — Commercial paper of "prime" quality of the highest ranking or of the highest letter and number rating as provided for by a NRSRO. The entity that issues the commercial 494
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11 paper shall meet all of the following conditions in either paragraph (1) or paragraph (2) below:
1. The entity meets the following criteria: (A) is organized and operating in the United States as a general corporation. (B) has total assets in excess of five hundred million dollars
($500,000,000). (C) has debt other than commercial paper, if any, that is rated in a rating category of “A”, the equivalent or higher by a NRSRO.
2. The entity meets the following criteria: (a) is organized within the United States as a special purpose corporation, trust, or limited liability company. (b) Has program wide credit
enhancements including, but not limited to, over collateralization, letters of credit, or surety bond. (c) Has commercial paper that is rated in a rating category of “A-1” or the equivalent or higher by a NRSRO.
Eligible commercial paper shall have a maximum maturity of 270 days or less. No more than 25 percent of the City’s total portfolio may be invested in eligible commercial paper. Under a provision sunsetting on January 1, 2026, no more than 40% of the total portfolio may be invested in Commercial Paper if the City’s investment assets under management are greater than
$100,000,000. The City may purchase no more than 10 percent of the outstanding commercial paper of any single issuer.
9.1.14 Bankers’ Acceptances — Bills of exchange or time drafts drawn on and accepted by a commercial bank, otherwise known as bankers' acceptances. Eligible bankers' acceptances are restricted to issuing financial institutions with short-term paper rated in the highest category by a NRSRO. Purchases of bankers' acceptances shall have a maximum maturity of 180 days or less, and no more than 40 percent of the City's total portfolio.
9.1.15 Money Market and Mutual Funds — Shares of beneficial interest issued by diversified management companies that are money market funds registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-1 et seq.). Such funds must carry the highest rating of at least two of the three largest national rating agencies.
All such investments shall be placed only in money market or mutual funds intended to maintain constant net asset value and that invest solely in U.S. Treasuries and Federal Agency 495
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12 obligations and repurchase agreements invested in such obligations. Investment in Money Market or Mutual Funds shall not exceed 20% of the total portfolio or more than 20 percent in any one fund.
9.1.16 Sweep account for the investment of overnight funds when the funds are swept into investments authorized by this policy.
9.1.17 Passbook accounts maintained solely to provide for ongoing operational needs shall be subject to the requirements of this policy.
9.1.18 Bonds, notes, or other forms of indebtedness issued by the City, including bonds payable solely out of the revenues from a revenue producing property owned, controlled, or operated by the City or by a department, board, agency, or authority of the local agency.
9.1.19 Supranationals: Issues are that are US dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or InterAmerican Development Bank. The securities are rated in a rating category of “AA” or its equivalent or better by a NRSRO. No more than 30% of the total portfolio may be invested in these securities.
No more than 10% of the total portfolio may be invested in any single issuer.
9.2 Unauthorized Investments
Investments not specifically authorized herein are disallowed. Additionally, Section 53601.6 of the California Government Code disallows the following:
inverse floaters, range notes, or interest-only strips that are derived from a pool of mortgages. Futures, options, all leveraged purchases, reverse repurchases, and speculations on interest rates are specifically not allowed by this policy. Investment in any security that could result in a zero interest accrual if held to maturity is prohibited. Under a provision sunsetting on January 1, 2026, securities backed by the U.S. Government that could result in a zero- or negative-interest accrual if held to maturity are permitted. The purchase of securities with a forward settlement of longer than 45 days is prohibited.
.
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13 10.0 Investment Pools/Mutual Funds
The City shall conduct a thorough investigation of any pool or mutual fund prior to making an investment, and on a continual basis thereafter. The Treasurer shall develop a questionnaire which will answer the following general questions:
A description of eligible investment securities, and a written statement of investment policy and objectives.
A description of interest calculations and how it is distributed, and how gains and losses are treated.
A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited.
A description of who may invest in the program, how often, what size deposit and withdrawal are allowed.
A schedule for receiving statements and portfolio listings. Are reserves, retained earnings, etc. utilized by the pool/fund? A fee schedule, and when and how is it assessed.
Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds?
11.0 Collateralization
Investments in certificates of deposit, sweep accounts and passport accounts shall be fully insured up to the limit set by the Federal Deposit Insurance Corporation or National Credit Union Administration. Investments in certificates of deposit, sweep accounts and passport accounts in excess of the FDIC or NCUA limit shall be properly collateralized as required by law.
12.0 Safekeeping and Custody
All security transactions entered by the City shall be conducted on a delivery-vs.- payment (DVP) basis. Securities owned by the City, (except the collateral for certificates of deposit in banks and/or savings and loans) shall be held by a thirdparty custodian/safekeeping account designated by the City Treasurer and evidenced by safekeeping receipts. Said securities shall be held in a manner that establishes the City’s right of ownership. The only exception to the foregoing shall be depository accounts and security purchases made with: LAIF, time certificates of deposit and money market mutual funds held directly with issuing institution, since the purchased securities are not deliverable.
The third-party custodian/safekeeping account shall annually provide a copy of their most recent report of internal controls and provide periodic statements of the securities owned by the City listing the specific instrument, rate, maturity and other pertinent information.
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14 13.0 Diversification
The City recognizes that investment risks can result from the issuer defaults, market price changes, or various technical complications leading to temporary liquidity. To minimize the City’s exposure to these types of risk, the portfolio should be diversified among several types of institutions, instruments, and maturities. The Treasurer shall minimize default risk by prudently selecting only instruments and institutions, which at the time of placement have been evaluated for their financial viability and compliance with this policy. No individual transaction shall be undertaken that jeopardizes the total capital position of the overall portfolio.
The portfolio instrument composition shall be diversified to the extent feasible to avoid incurring unreasonable and avoidable risks regarding specific security types indicated in Section 9 of this investment policy. No more than five percent (5%) of the value of the City's portfolio will be placed with any single issuer, except for the U.S. Treasury/Federal agency securities, authorized pools, mutual funds, Supranationals and collateralized investments.
14.0 Maximum Maturities
To the extent possible, the Treasurer will attempt to match investments with anticipated cash flow requirements and investments shall have a maturity no more than five (5) years from the date of purchase.
For the purpose of these investments, the compliance with the investment percentage(s), in regards to the total investment portfolio, shall be calculated on the date the investment is acquired. If the percentage is legally compliant on the date of purchase, then compliance with the law shall have been met.
15.0 Internal Control
The City Treasurer shall establish and maintain a system of appropriate internal controls to ensure compliance with policies and procedures. The controls should be designed to prevent losses of public funds arising from fraud, error, or imprudent actions by employees and officers of the City. The following procedures shall generally be followed:
Proper documentation obtained from confirmation and cash disbursement wire transfers is required for each investment transaction. Timely bank reconciliation is conducted to ensure proper handling of all transactions
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15 The investment portfolio and all related transactions are reviewed and balanced to appropriate general ledger accounts by the Finance Department at a minimum on a quarterly basis.
16.0 Performance Standards
15.1 Investment Strategy
The investment portfolio shall be designed to attain a market-average rate of return throughout budgetary and economic cycles, taking into account the City’s risk constraints, the cash flow characteristics of the portfolio, and state and local laws, ordinances or resolutions that restrict investments.
The City may elect to sell a security prior to its maturity and record a capital gain or loss in order to manage the quality, liquidity or yield of the portfolio in response to market conditions or City’s risk preferences. If a security owned by the City is downgraded to a level below the requirements of this policy, making the security ineligible for additional purchases, the following steps will be taken:
• Any actions taken related to the downgrade by the investment manager will be communicated to the Treasurer in a timely manner. • If a decision is made to retain the security, the credit situation will be monitored and reported to the City Council.
The Treasurer shall periodically, but no less than quarterly, review the portfolio to identify investments that do not comply with this investment policy and establish protocols for reporting major and critical incidences of noncompliance to the City Council.
15.2 Benchmark
The Treasurer shall monitor and evaluate the portfolio’s performance relative to the chosen market benchmark(s), which will be included in the Treasurer’s quarterly report. The Treasurer shall select an appropriate, readily available index to use as a market benchmark. The duration of the portfolio will generally be approximately equal to the duration (typically, plus or minus 20%) of a Market Benchmark, an index selected by the City based on the City’s investment objectives, constraints and risk tolerances. . The benchmarks and investment performance will be reviewed by the Treasurer and City Manager as market conditions warrant or when the benchmarks are not met for a consecutive one-year period.
17.0 Investment Reporting
As suggested in California Government Code Section 53607, the investment report shall be submitted to the City Council on a quarterly basis by the Treasurer 499
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16 within 45 days of the end of the reporting period. The Treasurer shall review and render monthly and quarterly investment reports and include the following:
The monthly report shall include an accounting of all receipts, disbursements and fund balances.
The quarterly report shall include an itemized listing of portfolio investments by type, date of maturity, yield to maturity, issuer, par value, dollar amount invested, book value and current market value if applicable. The source of the market values will be cited.
The quarterly report will include a statement of compliance of the portfolio with the City's investment policy or an explanation as to why the portfolio is not in compliance per California Government Code Section 53646(b)(2). The quarterly report shall include a statement of compliance that the investment portfolio has the ability to meet the City's expenditure requirements for the next six months, or provide an explanation as to why sufficient money shall, or may, not be available, per California Government Code Section 53646 (b)(3).
18.0 Investment Policy Adoption
The City's investment policy shall be adopted by resolution by the City Council.
The policy may be reviewed annually by the City Council and any modifications to the investment policy must be approved by the City Council.
19.0 Exceptions
Occasionally, exceptions to some of the requirements specified in this investment policy may occur for pooled investments because of events subsequent to the purchase of investment instruments. State law is silent as to how exceptions should be corrected. Exceptions may be temporary or more lasting; they may be self-correcting or require specific action. If specific action is required, the Treasurer should determine the course of action that would correct exceptions to move the portfolio into compliance with State law and City policy. Disclosure of exceptions lasting more than 183 days shall be done in the quarterly investment report immediately following the 183 days. Decisions to correct exceptions should not expose the assets of the portfolio to undue risk and should not impair the meeting of financial obligations as they fall due. Any subsequent investments should not extend existing exceptions.
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17 20.0 Glossary
Asset-Backed Securities (ABS): Securities whose income payments and hence value is derived from and collateralized (or "backed") by a specified pool of underlying assets which are receivables. Pooling the assets into financial instruments allows them to be sold to general investors, a process called securitization, and allows the risk of investing in the underlying assets to be diversified because each security will represent a fraction of the total value of the diverse pool of underlying assets. The pools of underlying assets can comprise common payments credit cards, auto loans, mortgage loans, and other types of assets. Interest and principal is paid to investors from borrowers who are paying down their debt.
Banker’s Acceptance: A money market instrument created to facilitate international trade transactions. It is highly liquid and safe because the risk of the trade transaction is transferred to the bank which “accepts” the obligation to pay the investor.
Benchmark: A comparative base for measuring the performance or risk tolerance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio’s investments.
Bond Indenture (or Trust Indenture): Written agreement specifying the terms and conditions for issuing bonds, stating the form of the bond being offered for sale, interest to be paid, the maturity date, call provisions and protective covenants, if any, collateral pledged, the repayment schedule, and other terms. It describes the legal obligations of a bond issuer and the powers of the bond trustee, who has the responsibility for ensuring that interest payments are made to registered bondholders.
Broker-Dealer: A person or a firm who can act as a broker or a dealer depending on the transaction. A broker brings buyers and sellers together for a commission. They do not take a position. A dealer acts as a principal in all transactions, buying and selling for his own account.
Buy and Hold Strategy: Investments in which management has the positive intent and ability to hold each issue until maturity.
CALLABLE: A callable security gives the issuer the option to call it from the investor prior to its maturity. The main cause of a call is a decline in interest rates. If interest rates decline, the issuer will likely call its current securities and reissue them at a lower rate of interest.
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18 Certificate of Deposit (CD): A time deposit with a specific maturity evidenced by a Certificate. Large-denomination CDs are typically negotiable.
City Treasurer: The City Treasurer is appointed by the City Manager.
Collateralization: To secure a debt in part or in full by pledge of collateral, asset pledged as security to ensure payment or performance of an obligation. Also refers to securities pledged by a bank to secure deposits of public monies.
Collateralized Mortgage Obligations (CMO: Classes of bonds that redistribute the cash flows of mortgage securities (and whole loans) to create securities that have different levels of prepayment risk, as compared to the underlying mortgage securities.
Commercial Paper: The short-term unsecured debt of corporations.
Coupon: The rate of return at which interest is paid on a bond.
Credit Risk: The risk that principal and/or interest on an investment will not be paid in a timely manner due to changes in the condition of the issuer.
Current Yield: The interest paid on an investment expressed as a percentage of the current price of the security.
Custody: Safekeeping services offered by a bank, financial institution or trust company, referred to as the “custodian.” Service normally includes the holding and reporting of the customer’s securities, the collection and disbursement of income, securities settlement and market values.
Delivery versus Payment: A type of securities transaction in which the purchaser pays for the securities when they are delivered either to the purchaser or custodian. It ensures that securities are deposited in an eligible financial institution prior to the release of funds.
Disallowed Investments: Prohibited investments include any investments not specifically authorized within this policy, inverse floaters, range notes, interestonly strips that are derived from a pool of mortgages; futures, option, all leveraged purchases, reverse repurchases, and speculations on interest rates.
Diversification: Dividing investment funds among a variety of securities offering independent returns.
Duration: A measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a 502
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19 number of years. Rising interest rates means falling bond prices, while declining interest rates mean rising bond prices.
Federal Agency Obligation: A debt instrument issued by one of the federal agencies. Federal agencies are considered second in credit quality and liquidity only to U.S. Treasuries.
Federal Deposit Insurance Corporation (FDIC): The federal agency that insures bank deposits up to $250,000 per deposit at participating banking institutions. To increase consumer confidence in the banking system, the previous $100,000 insurance limit was temporarily increased to $250,000 in 2008, extended to 2013, and then permanently increased on July 21, 2010 with the passage of the Wall Street Reform and Consumer Protection Act.
Federal Reserve System: The central bank of the United States which consists of a seven-member Board of Governors, 12 regional banks, and 5,700 commercial banks that are members.
Fiduciary. A person or organization that acts on behalf of another person(s) or organization that puts their clients’ interest ahead of their own as they are bound both legally and ethically to act in other’s best interests.
Fiduciary Funds: Funds held in a trustee or agency capacity for outside parties.
Interest Rate: The annual yield earned on an investment, expressed as a percentage.
Liquidity: Refers to the ability to rapidly convert an investment into cash without a substantial loss of value.
Laddered Portfolio: Bond investment portfolio with securities in each maturity range (e.g. monthly) over a specified period (e.g. five years).
Leverage: Investing with borrowed money with the exception that the interest earned on the investment will exceed the interest paid on the borrowed money.
Local Agency Investment Fund (LAIF): A voluntary investment program offering participating agencies the opportunity to participate in a major portfolio which daily invests hundreds of millions of dollars, using the investment expertise of the State Treasurer's Office investment staff at no additional cost to the taxpayer. Investment in LAIF, considered a short-term investment, is readily available for cash withdrawal daily.
Market Risk: Defined as market value fluctuations due to overall changes in the general level of interest rates. Adverse fluctuation possibilities shall be mitigated 503
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20 by limiting the maximum maturity of any one security to five years, structuring the portfolio based on historic and current cash flow analysis, and eliminating the need to sell securities prior to maturity. Also, avoiding the purchase of long-term securities for the sole purpose of short-term speculation mitigates market risk.
Market Value: The price at which a security is trading and could presumably be purchased or sold on a specific date.
Maturity: The date the principal or stated value of an investment becomes due and payable. An investment’s term or remaining maturity is measured from the settlement date to final maturity.
Modified Duration: The percent change in price for a 100-basis point change in yields. Modified duration is the best single measure of a portfolio’s or security’s exposure to market risk.
Money Market Fund: A type of safe investment comprising a variety of shortterm securities with high quality and high liquidity. The fund provides interest to shareholders and must maintain a stable net asset value (NAV) of $1 per share.
Mortgage Pass-Through Securities: A securitized participation in the interest and principal cash flows from a specified pool of mortgages. Principal and interest payments made on the mortgages are passed through to the holder of the security.
Municipal Securities: Securities issued by state and local agencies to finance capital and operating expenses.
Mutual Fund: An entity which pools the funds of investors and invests those funds in a set of securities which is specifically defined in the fund’s prospectus.
Mutual funds can be invested in various types of domestic and/or international stocks, bonds, and money market instruments, as set forth in the individual fund’s prospectus. For most large, institutional investors, the costs associated with investing in mutual funds are higher than the investor can obtain through an individually managed portfolio.
Nationally Recognized Statistical Rating Organization (NRSRO).
A credit rating agency that the Securities and Exchange Commission in the United States uses for regulatory purposes. Credit rating agencies provide assessments of an investment's risk. The issuers of investments, especially debt securities, pay credit rating agencies to provide them with ratings. The three most prominent NRSROs are Fitch, S&P, and Moody's.
National Credit Union Administration (NCUA): An independent federal agency that insures deposits at federally insured credit unions, currently up to $250,000. 504
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21 Negotiable Certificates of Deposit: Typically large-denomination Certificates of Deposit that can be transferred, bought, sold, or exchanged.
Nominee: Registered owner of a stock or bond if difference from the beneficial owner, who acts as holder of record for securities and other assets. Typically, this arrangement is done to facilitate the transfer of securities when it is inconvenient to obtain the signature of the real owner, or the actual owner may not wish to be identified. Nominee ownership simplifies the registration and transfer of securities.
Non-Negotiable Certificates of Deposit: Certificates of Deposit that cannot be transferred, bought, sold, or exchanged.
Pooled Investments: Grouping of resources for the advantage of the participants.
Principal: The original cost of a security. It represents the amount of capital or money that the investor pays for the investment.
Portfolio: Collection of securities held by an investor.
Primary Dealer: A group of government securities dealers who submit daily reports of market activity and positions and monthly financial statements to the Federal Reserve Bank of New York and subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC) registered securities broker-dealers, banks and a few unregulated firms.
Prime Commercial Paper: Short-term IOU, or unsecured money market obligation, issued by prime rated commercial firms and financial companies, with maturities from 2 days up to 270 days. A promissory note of the issuer used to finance current obligations and is a negotiable instrument.
Principal: (1) The face amount of par value of a debt instrument. (2) One who acts as a dealer buying or selling for his own account.
Prudent Investor Standard: An investment standard that all investments should be made with care, skill, prudence and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the City, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the City.
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22 Safekeeping: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the bank’s vault for protection.
Secondary Market: A market is made for the purchase and sale of outstanding issues following the initial distribution.
Sweep Account: Short-term income fund into which all un-invested cash balances from the non-interest-bearing checking account are automatically transferred daily.
Supranational: A Supranational is a multi-national organization whereby member states transcend national boundaries or interests to share in the decision making to promote economic development in the member countries.
Third-Party Custodian: Corporate agent, usually a commercial bank, who, acting as trustee, holds securities under a written agreement for a corporate client and buys and sells securities when instructed. Custody service includes securities safekeeping, and collection of dividends and interest. The bank acts only as a transfer agent and makes no buy-sell recommendations.
Treasury Bills: A non-interest bearing discount security issued by the U.S.
Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year.
Treasury Bonds: Long-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of more than 10 years.
Treasury Notes: Medium-term coupon-bearing U.S. Treasury securities issued as direct obligations of the U.S. Government and having initial maturities of from two to 10 years.
Trustee: (1) All governing bodies of local agencies or persons authorized (city investment officials) to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. (2) A financial institution with trust powers that acts in a fiduciary capacity for the benefit of the bondholders in enforcing the terms of the bond contract.
Total Rate of Return: A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains, and losses in the portfolio.
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23 U.S. Agencies: Federal agency securities and/or Government-sponsored enterprises.
U.S. Government Securities: Securities issued by the U.S. Government and its agencies which are either directly or indirectly backed by the full faith and credit of the United States. U.S. Government securities include Treasury Bills, Notes and Bonds. Agency securities include those issued by the Federal National Mortgage Association, Federal Home Loan Bank, and similar agencies.
Yield to Maturity: The rate of annual income return on an investment expressed as a percentage, adjusted for any discounts, and spread over the period from the date of purchase to the date of maturity.
507
To: Honorable Mayor and Members of the City Council
From: Christy Ramirez, Finance Director
Subject: DESIGNATED LOCAL AUTHORITY DISSOLUTION AND RELEASE OF FUNDS
Date: August 6, 2025
Agenda Item: 10.Q
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends City Council:
1. Authorize City staff to work with the County to finalize the Santa Paula Designated Local Authority's ("DLA") dissolution.
2. Authorize the City Manager or designee the ability to release the remaining DLA funds to the County.
3. Approve a budget adjustment of up to $400,000 in expenses to release the fund balance to the County in GL 804-5-5501-199.
BACKGROUND:
Pursuant to AB1X26, as modified by the California Supreme Court decision in California Redevelopment Association v. Matosantos, all redevelopment agencies in the State of California were dissolved effective February 1, 2012 (as amended to date, the " Dissolution Law"). The City Council of the City of Santa Paula exercised its right under AB1X26 and elected that the City of Santa Paula not be the successor agency to the Santa Paula Redevelopment Agency (the " Agency"). As a result, the Santa Paula Designated Local Authority, as Successor Agency to the Santa Paula Redevelopment Agency ( the "DLA") was formed by operation of law on February 1, 2012 and was charged with implementing recognized enforceable obligations and winding down the affairs of the former Agency in accordance with the Dissolution Law.
ANALYSIS:
On April 24, 2025, the legal counsel for the Santa Paula Designated Local Authority submitted a request to the Ventura County Consolidated Oversight Board to consider the dissolution of the DLA at its next regularly scheduled meeting on Wednesday, May 28, 2025. A request was forwarded to the Department of Finance to continue the dissolution process. On June 25, 2025 staff received notification from the Department of Finance that the dissolution was approved.
The letter is included as an attachment to this report.
In order to complete the dissolution, the County will do an audit of the fund, and the remaining 508
fund balances must be distributed back to the County. In order for staff to distribute the remaining fund balances, for accounting purposes, we request a budget allocation be authorized. The estimated fund balance is $300,000 however the County has authorized the City to withhold some funds to pay for additional legal counsel costs that are necessary as we complete the dissolution process. A request of up to $400,000 is requested, in the event any addition corrections are discovered during the audit process.
STRATEGIC PLAN:
None.
FISCAL IMPACTS:
The distribution of monies will leave the fund with only a small amount to pay the estimated legal costs associated with the dissolution.
OPTIONS:
Council may seek to not approve the budget request, however it is mandatory under applicable law that the timeframes for the dissolution be met, as set forth in the statute.
ATTACHMENTS:
Santa Paula Initial Agency Dissolution Approved.pdf
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Transmitted via e-mail
June 12, 2025
Dan Singer, City Manager
City of Santa Paula
970 E. Ventura Street
Santa Paula, CA 93060
Approval of Redevelopment Successor Agency Dissolution
The City of Santa Paula Successor Agency (Agency) notified the California Department of Finance (Finance) of its May 14, 2025 Oversight Board (OB) resolution on May 22, 2025, requesting to dissolve the Agency. Pursuant to Health and Safety Code (HSC) section 34187 (d), Finance has completed its review of the OB action.
Based on our review and application of the law, and documentation and representations made by the City of Santa Paula officials, OB Resolution No. 2025-01, approving the dissolution of the Agency, is approved. It is our understanding the Agency has met the conditions per HSC section 34187 (b) as follows:
• All enforceable obligations identified in the Recognized Obligation Payment Schedule have been retired or paid off.
• All real property has been disposed of pursuant to HSC section 34181 or 34191.4.
• All outstanding litigation has been resolved.
Pursuant to HSC section 34187 (e), within 100 days upon receipt of this letter, the Agency shall dispose of any remaining assets as directed by the OB and proceeds from asset dispositions are to be transferred to the County Auditor-Controller. In addition, the Agency is to notify the OB of its compliance related to any remaining assets. Upon notification of the Agency’s compliance, and within 14 days of verification, the OB shall submit to Finance a final resolution of the Agency’s dissolution, which shall be effective immediately.
Please direct inquiries to [email protected].
Sincerely,
Cheryl L. McCormick, CPA
Chief, Office of State Audits and Evaluations
cc: Dan Singer, City Manager, City of Santa Paula
Christy Ramirez, Finance Director, City of Santa Paula
Kathleen O'Keefe, Chief Deputy Director, Ventura County Robert Bravo, Countywide Oversight Board Representative 510
To: Honorable Mayor and Members of the City Council
From: Greg Barnes, Parks and Recreation Director
Subject: SANTA PAULA UNIFIED SCHOOL DISTRICT JOINT USE AGREEMENT Date: August 6, 2025
Agenda Item: 11.A
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
1. Authorize the City Manager to execute a Joint Use Agreement with the Santa Paula Unified School District.
Presented by: Greg Barnes, Parks & Recreation Director
BACKGROUND:
The City of Santa Paula and the Santa Paula Unified School District (SPUSD) share a common goal of maximizing public access to community facilities that support youth development, recreation, and civic engagement. Recognizing the benefits of coordinated use of each other’s facilities, staff from both agencies have been working collaboratively over the past several months to develop a formal Joint Use Agreement.
This agreement is intended to streamline scheduling, clarify operational responsibilities, and formalize a cooperative relationship that has existed informally for many years. It covers the shared use of gymnasiums, athletic fields, meeting rooms, parks, and other facilities to support recreational programs, school athletics, events, and educational activities.
The draft agreement was presented to the Santa Paula Unified School District Board of Trustees and approved at their regular meeting on July 30, 2025.
ANALYSIS:
The Joint Use Agreement establishes a comprehensive framework that enables the City and SPUSD to maximize the use of public spaces while maintaining clear boundaries around responsibility and liability. Key components of the agreement include:
1. Cooperative Scheduling:
Establishes a process to coordinate scheduling of facilities owned by both the City and the School District.
Provides access for City programs at school facilities during non-school hours, and for 511
District use of City facilities when available.
2. Responsibilities for Maintenance and Operations:
Each party maintains its own facilities but agrees to return shared facilities to a clean, usable state after each use.
3. Liability and Insurance:
Requires each party to provide appropriate liability insurance.
Mutual indemnification clauses protect both parties from claims arising out of the other party’s use.
4. Terms and Termination:
Initial term of five (5) years with the option to renew.
Either party may terminate the agreement with 90 days' written notice.
BENEFITS TO THE COMMUNITY:
Increases public access to recreation and educational facilities.
Enhances youth programming and community event opportunities.
Reduces duplication of infrastructure and promotes fiscal responsibility.
Formalizes cooperation, reducing conflicts and misunderstandings.
STRATEGIC PLAN:
Approval of this item completes goal D. Healthy, Connected & Thriving Community, Objective #9 SPUSD Partnerships - Work with Santa Paula Unified School District to create a joint use agreement for school and city facilities.
FISCAL IMPACTS:
This agreement will result in lost revenue for facility and field reservations. The estimated loss in revenue is estimated at $3,000 per fiscal year.
Staff does not anticipate any fees for use of district facilities, but should any cost related to use of district facilities arise, those costs will be covered by existing Council approved budget allocations.
OPTIONS:
The City Council has the following alternative options to staff's recommendation:
1. Provide additional direction to staff.
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2. Do not approve Joint Use Agreement.
ATTACHMENTS:
EXHIBIT A - Joint Use Agreement CITY SPUSD 2025.pdf
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EXHIBIT A
City and School District Joint Use
Agreement
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JOINT USE AGREEMENT
BETWEEN THE CITY OF SANTA PAULA AND
THE SANTA PAULA UNIFIED SCHOOL DISTRICT
This Joint Use Agreement (“Agreement”) is entered into as of this 6th day of August, 2025, by and between the City of Santa Paula, a municipal corporation organized and existing under the laws of the State of California (“City”), and the Santa Paula Unified School District, a public school district organized and existing under the laws of the State of California (“District”).
RECITALS
WHEREAS, the City and the District share a common interest in promoting recreational, educational, and cultural opportunities for the Santa Paula community; and WHEREAS, both parties desire to maximize the use of their respective facilities in a mutually beneficial and cost-effective manner; and
WHEREAS, the City and the District wish to enter into a cooperative arrangement that permits the joint use of certain facilities while ensuring that each party retains primary use of its own facilities;
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows:
1. PURPOSE
The purpose of this Agreement is to establish a framework for the joint use of designated facilities owned or operated by the City and the District for the benefit of the community and the respective programs of each party.
2. DESIGNATED FACILITIES
The facilities subject to this Agreement shall include, but are not limited to:
City-owned parks, recreation centers, and sports fields District-owned gymnasiums, auditoriums, multipurpose rooms, classrooms, and sports fields
Specific facilities available for joint use shall be listed in an attached Exhibit A, which may be updated from time to time upon mutual written agreement of both parties.
3. PRIORITY USE
Each party shall retain priority use of its own facilities for its own programs, events, and operational needs. Specifically:
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The District shall have first priority to use District facilities for curricular, extracurricular, and administrative purposes.
The City shall have first priority to use City facilities for municipal programs, recreation services, community events, and city-sponsored functions.
Joint use of any facility shall be subject to availability and shall not interfere with the primary use of the facility by its owner.
4. SCHEDULING AND REQUESTS
Each party shall designate a liaison to coordinate joint use requests. The parties agree to:
Submit facility use requests in writing with reasonable advance notice (no less than 30 days whenever possible).
Make reasonable efforts to accommodate each other’s requests, subject to availability and operational constraints.
Resolve scheduling conflicts collaboratively and in good faith.
5. MAINTENANCE AND OPERATIONS
Each party shall be responsible for the routine maintenance and operation of its own facilities.
When one party uses the other’s facility, the using party shall:
Leave the facility in the same condition as it was found. Be responsible for damages beyond normal wear and tear caused during their use.
Additional custodial or operational costs associated with joint use may be billed to the using party as mutually agreed. Each party shall bear the cost of maintaining and repairing all turfed areas, shrubs, trees, and other landscaping on its own property. If maintenance or repairs are caused in part or in whole by the act, neglect, fault, or omission of the using party, its agents, employees, invitees, or licensees, the using party shall reimburse the owning party for the actual cost of such maintenance or repairs. Major repairs, defined as those not resulting from normal wear and tear and caused by the using party’s negligence or willful misconduct, shall be fully reimbursed by the using party.
Each party shall ensure that its facilities comply with all applicable federal, state, and local laws, including accessibility requirements under the Americans with Disabilities Act (ADA). The owning party shall promptly notify the using party of any known safety hazards or maintenance issues affecting a facility’s usability.
6. SUPERVISION AND SUPPLIES
All activities conducted by the City on District facilities or grounds shall be supervised and managed by City personnel. All activities conducted by the District on City facilities or grounds shall be supervised and managed by District personnel. Each party shall bear the cost of all necessary supervision, supplies, and equipment during its period of use. Each party shall ensure 516
that its personnel are adequately trained and that activities comply with all applicable laws, regulations, and safety standards. Cleanup after use shall be the responsibility of the using party, ensuring the facility is returned to its original condition, unless otherwise agreed in writing.
7. NOTICES
All notices required or permitted under this Agreement shall be in writing and shall be deemed sufficiently given if sent by United States mail, hand-delivered, or sent by facsimile or email transmission, addressed as follows:
If to DISTRICT: If to CITY:
Superintendent City Manager
Santa Paula Unified School District City of Santa Paula 201 South Steckel Drive P.O. Box 569
Santa Paula, CA 93060
Email: [email protected]
Santa Paula, CA 93061- 0569
Email: [email protected]
Either party may change its address or contact person by giving written notice to the other party.
Notices shall be deemed received upon actual delivery, or three (3) business days after mailing if sent by United States mail.
8. INSURANCE AND LIABILITY
Each Party may utilize a program of self-insurance to meet the insurance requirements of this Agreement.
Each party shall maintain liability insurance coverage consistent with applicable law and standards for public agencies. The parties agree to indemnify, defend, and hold each other harmless from any claims arising from their own negligence or willful misconduct in connection with the use of the facilities.
9. INDEMNIFICATION.
a. District shall be responsible for all damages to persons or property that occur as a result of District or its officers, agents, employees, independent contractors, and volunteers’ fault or negligence in connection with District’s use of City facilities under this Agreement. Further, District shall indemnify and save harmless the City, its officers, agents, employees, independent contractors, and volunteers from all claims, suits, or actions of every name, kind, description, brought for, or on account of, injuries to or death of any person or damage to property arising from or related to the fault or negligence of District, its officers, agents, employees, independent contractors, and volunteers in connection with this Agreement. b. City shall indemnify and save harmless District, its officers, agents, employees, independent contractors, and volunteers from all claims, suits, or actions of every name, kind, description, 517
brought for, or on account of, injuries to or death of any person or damage to property arising from or related to the fault or negligence of the City, its officers, agents, employees, independent contractors, and volunteers in connection with this Agreement.
It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement
10. TERM AND TERMINATION
This Agreement shall take effect on the date first written above and remain in effect for five (5) years, unless terminated earlier by either party upon 90 days’ written notice.
This Agreement may be extended or modified by mutual written agreement of both parties.
11. GENERAL PROVISIONS
Governing Law: This Agreement shall be governed by the laws of the State of California.
Entire Agreement: This document constitutes the entire agreement between the parties regarding the subject matter herein and supersedes all prior oral or written agreements.
Amendments: Any amendment to this Agreement must be in writing and signed by both parties.
Severability: If any provision of this Agreement is held invalid, the remainder shall continue in full force and effect.
Force Majeure: Neither party shall be liable for failure to perform its obligations under this Agreement due to events beyond its reasonable control, including but not limited to severe weather, natural disasters, epidemics, riots, wars, acts of terrorism, or governmental actions. The affected party shall notify the other promptly and use best efforts to resume performance as soon as possible.
No Assignment: No rights or obligations under this Agreement may be assigned to any other person, entity, agency, or corporation without the prior written consent of the other party.
Employees: No employee of one party shall be deemed an employee of the other party, nor shall they be entitled to any benefits, civil service, or other status of the other party.
Execution in Counterparts: This Agreement may be executed in counterparts, each of which shall constitute one agreement binding on the parties, even if not all parties are signatories to the same counterpart.
Third Party Beneficiaries: Nothing in this Agreement shall confer any rights upon any party not a signatory to this Agreement.
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Joint Preparation: This Agreement shall be deemed jointly prepared by the parties, and no provision shall be construed against the drafter.
Effect of Recitals: The recitals and exhibits herein are deemed true and correct, are incorporated into this Agreement as though fully set forth herein, and the parties acknowledge and agree that they are bound by the same.
IN WITNESS WHEREOF, the parties have executed this Joint Use Agreement as of the date first written above.
Signatures on next page
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CITY OF SANTA PAULA SANTA PAULA UNIFIED SCHOOL DISTRICT Dan Singer Jeffrey Weinstein
CITY MANAGER SUPERINTENDENT
ATTEST:
Julie Latshaw, City Clerk
APPROVED AS TO FORM:
Monica Castillo, City Attorney
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EXHIBIT A
CITY FACILITIES
Harding Park Softball & Baseball Fields
Santa Paula Creek Sports Park
Teague Park Sports Field
Las Piedras Park Sports Field
Las Piedras Park Youth Center
Community Center
Cultural Arts Building
City Council Chambers
*Excluded: City Hall, Community Development, Police Station
SCHOOL DISTRICT FACILITIES
Barbara Webster Elementary
Bedell Elementary
Blanchard Elementary
Glen City Elementary
Grace Thille Elementary
McKevett Elementary
Isbell Middle School
Renaissance High School
Santa Paula High School
*Excluded: District Offices and District Farm
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To: Honorable Mayor and Members of the City Council
From: Caesar Hernandez, Management Analyst
Subject: CONSIDERATION OF FIRST AMENDMENT TO THE JOINT
AGREEMENT FOR OPERATIONAL FUNDING OF THE SPIRIT OF
SANTA PAULA HARVARD SHELTER
Date: August 6, 2025
Agenda Item: 11.B
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends the City Council:
1. Approve the First Amendment to the Joint Agreement between the County of Ventura, the City of Santa Paula, and the City of Fillmore for operational funding of the Spirit of Santa Paula Harvard Shelter.
2. Approve a budget allocation of $30,000.08 from an anticipated positive General Fund balance from fiscal year 2024/2025 (General Ledger No. 800-2284).
Presented by: James Mason
BACKGROUND:
On August 8, 2023, the Santa Paula City Council approved entering an "Agreement to Provide Financial Support for the Operation of a Permanent, Year-Round Shelter Serving Homeless Individuals in Santa Clara Valley Communities including the City of Santa Paula, City of Fillmore, and Unincorporated Area of Piru" ("Funding Agreement"). The two-year joint costsharing agreement was initiated with the County of Ventura, the City of Fillmore and the City of Santa Paula to fund operations at the Spirit of Santa Paula Harvard Shelter ("Spirit"), located at 1498 East Harvard Boulevard in the City of Santa Paula. This agreement was developed after several meetings held in June and July 2023 between staff from the City of Fillmore, City of Santa Paula, and Ventura County ("Parties") as well as State Assemblymember Steve Bennett.
The shelter provides 49 beds and critical wraparound services to individuals experiencing homelessness in the Santa Clara Valley. The original agreement was structured with fixed annual contributions budgeted by each agency, with the understanding that actual operational costs would be refined over time. Santa Paula's original contribution was to be $24,000 for 24 months FY 2023/2024 and FY 2024/2025 (See Attachment A), however the City only budgeted a contribution in the amount of $200,000 per fiscal year.
ANALYSIS:
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During a recent progress meeting attended by staff from the County of Ventura, the City of Santa Paula, and the City of Fillmore, updates on actual operational costs and funding commitments were reviewed. It was identified that the original budgeted contributions exceeded the actual cost of operations. In particular, the City of Santa Paula had only received Council approval to contribute $200,000 for each fiscal year (FY 2023-2024 and 2024-2025)— short of the contract commitment of $288,000. Due to this discrepancy and the overall revised financial picture, the City agreed with the County of Ventura and the City of Fillmore to amend their respective contribution amounts. Under the proposed First Amendment, the City of Santa Paula’s contribution will be revised to $17,916.67 per month over a 24-month period or $215,000.04 for each fiscal year. Although this represents an amount higher than the City's budget, the total funding due to Spirit would decrease from the original agreement and the City of Fillmore's contribution, in particular, would decrease from $144,000 for the most recent fiscal year to $120,000.
In a recent discussion with the County of Ventura, it was noted that the First Amendment draft to the Joint Agreement for Operational Funding incorrectly reflects the effective date in Section 6 of the First Amendment (See Attachment B). This discrepancy has been identified as an administrative error in the drafting of the amendment and will be addressed accordingly in coordination with the County and the City of Fillmore to ensure the correction is formally reflected in their adopted agreements.
These adjustments will not impact the shelter's ability to deliver services and reflects a fair distribution of costs among the participating agencies.
STRATEGIC PLAN:
E. Public Safety & Emergency Preparedness
Goal: Create an environment within the City in which our residents feel safe and which promotes the City as a location of choice for living, working, and recreating. The City may enhance the safety and quality of life for all residents including the un-housed by supporting such facilities, services and programs.
FISCAL IMPACTS:
The First Amendment to the Memorandum of Understanding will reflect the City's revised contribution of $215,000.04 per each fiscal year. Should the Council agree, the additional amount of $30,000.08 would be funded through a budget allocation of an anticipated positive General Fund balance from fiscal year 2024/2025 (General Ledger No. 800-2284).
OPTIONS:
In addition to staff's recommendations, the City Council has the following options:
1. Approve Amendment No.1 recommending that the City Council allocate an additional $30,000.08 in support of the Spirit of Santa Paula Harvard Shelter.
2. Provide alternate direction.
ATTACHMENTS:
Attachment A_Signed Shelter Agreement_8-8-2023.pdf
Attachment B_Shelter Agreement_Amendment One.pdf
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1 FIRST AMENDMENT
to
AGREEMENT TO PROVIDE FINANCIAL SUPPORT FOR THE OPERATION OF A
PERMANENT, YEAR-ROUND SHELTER SERVING HOMELESS INDIVIDUALS IN
SANTA CLARA VALLEY COMMUNITIES INCLUDING THE CITY OF SANTA
PAULA, CITY OF FILLMORE, AND UNINCORPORATED AREA OF PIRU FISCAL YEARS 2023-2024 AND 2024-2025
The County of Ventura, City of Santa Paula, and City of Fillmore (collectively, “Parties”) hereby enter into this first amendment (“First Amendment”) to the Parties’ existing Agreement to Provide Financial Support for the Operation of a Permanent, Year-Round Shelter Serving Homeless Individuals in Santa Clara Valley Communities Including the City of Santa Paula, City of Fillmore, and Unincorporated Area of Piru (“Agreement”) dated August 8, 2023, as follows:
1. The financial contribution amounts by the respective Parties specified in Sections 1.b,
1.c, and 1.d of the Agreement are reduced as specified in this First Amendment.
2. Section 1.b is replaced in its entirety with the following:
b. City of Santa Paula
i. Santa Paula’s Contribution. The City of Santa Paula, one of the Participating Cities, shall enter into an Operating Agreement with the Shelter Operator to operate the Shelter with a maximum of forty-nine (49) beds year-round. Unless expressly stated otherwise in this Agreement, County and the City of Fillmore shall not be a party to any contract with the Shelter Operator or for any construction contracts for the Shelter. The City of Santa Paula agrees to fund $17,916.67 per month for 24 months as part of the Operating Agreement it enters into with the Shelter Operator. ii. Fiscal Year 2023-2024: Parties’ Payments from Santa Paula to Shelter.
Excluding the $150,000 direct payment from the City of Fillmore to Shelter Operator for fiscal year 2023-2024 in paragraph c. below, all County and City of Fillmore payments to the Shelter Operator required under this Agreement for fiscal year 2023-2024 will be given to the City of Santa Paula for transfer to the Shelter Operator. No later than thirty-five (35) days after the Operating Agreement is entered, and provided that the City of Santa Paula has received $109,500 from County pursuant to paragraph d. below, and provided that the City of Fillmore has paid the Shelter Operator $150,000 pursuant to paragraph c. below, the City of Santa Paula shall make its first payment to the Shelter Operator in an amount equal to $45,833 per 538
2 month, inclusive of Santa Paula’s share, retroactive to July 1, 2023 and prorated. Thereafter, for the remainder of fiscal year 2023-2024, the City of Santa Paula will pay $45,833.33 to the Shelter Operator on the 1st of each month, inclusive of Santa Paula’s share, such that by June 30, 2024 Shelter Operator will have received a total of $550,000 toward the Base Operating Expense.
iii. Fiscal Year 2024-2025: Parties’ Payments from Santa Paula to Shelter. All County and City of Fillmore payments to the Shelter Operator required under this Agreement for fiscal year 2024-2025 will be given to the City of Santa Paula for transfer to the Shelter Operator. Provided the City of Santa Paula has received payments from County and City of Fillmore for fiscal year 2024-2025 in accordance with paragraphs c. and d. below, the city will pay $58,333.33 to the Shelter Operator on the 1st of each month of said fiscal year, inclusive of Santa Paula’s share, such that by June 30, 2025 Shelter Operator will have received a total of $700,000 toward the Base Operating Expense for the 2024-2025 fiscal year.
3. Section 1.c is replaced in its entirety with the following:
c. City of Fillmore
The City of Fillmore, one of the Participating Cities, agrees to contribute the sum of $270,000 toward the Shelter’s Base Operating Expense for fiscal years 2023-2024 and 2024-2025. Pursuant to a separate agreement between Fillmore and the Shelter Operator, Fillmore will contribute a lump sum payment in the amount of $150,000 for fiscal year 2023-2024 directly to the Shelter Operator. For fiscal year 2024-2025, Fillmore will pay the remaining $120,000 contribution to the City of Santa Paula, on a quarterly basis, for transfer to the Shelter Operator. Starting the first day of July 2024, Fillmore will pay Santa Paula $36,000 for the first quarter, $36,000 for the second quarter, $24,000 for the third quarter, and $24,000 for the fourth quarter to cover its share of Shelter operating expenses from July 1, 2024 through June 30, 2025. At the end of each fiscal quarter, Santa Paula will submit to Fillmore a statement evidencing Santa Paula’s payment of appropriate amounts to Shelter Operator for the fiscal quarter. Payments by Fillmore for any period after June 30, 2025, are contingent on approval by the governing body of each Party of a budget for the upcoming year of operation and apportionment of the budget between the Parties, as set forth in section 1.a above.
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3 For purposes of clarity, the following table illustrates the payment schedule in this subsection:
Fillmore Payment Due
to Santa Paula
July 1, 2024 Oct. 1, 2024 Jan. 1, 2025 April 1, 2025
Amount Due to Santa
Paula
$36,000 $36,000 $24,000 $24,000
Santa Paula Statement
Due to Fillmore
Sept. 30, 2024 Dec. 31, 2024 March 31,
2025
June 30, 2025
4. Subsections (i) through (iv) of Section 1.d are replaced in their entirety with the following:
i. County’s Contribution. In consideration for the City of Santa Paula entering an Operating Agreement with the Shelter pursuant to the terms of this Agreement, the County agrees to contribute the sum of $700,000 toward the Shelter’s Base Operating Expense for fiscal years 2023-2024 and 2024- 2025. For each fiscal year, the County has agreed to match the combined contributions of Santa Paula and Fillmore. As such, County’s total contribution is split between the two fiscal years as follows: $350,000 for fiscal year 2023-2024 and $350,000 for fiscal year 2024-2025. ii. Fiscal Year 2023-2024 Contribution. The County’s first payment under this Agreement will be an advance of $109,500 from the $750,000 reserve fund identified in section 1.d.v. to cover its share of Shelter operating expenses from July 1, 2023 through September 30, 2023, the first fiscal quarter. For the rest of the 2023-2024 fiscal year, County will pay Santa Paula $109,500 at the end of the second quarter, $93,500 for the third quarter and $37,500 for the fourth quarter. All payments for fiscal year 2023-2024 will be made to Santa Paula for transfer to the Shelter Operator. Before the start of each new fiscal quarter, Santa Paula will submit to County a statement evidencing Santa Paula’s payment of appropriate amounts to Shelter Operator for the prior fiscal quarter.
iii. Fiscal Year 2024-2025 Contribution. Matching the combined contributions of Fillmore and Santa Paula in fiscal year 2024-2025, County will pay Santa Paula $108,000 at the end of the first quarter, $108,000 at the end of the second quarter, $67,000 for the third quarter, and $67,000 for the fourth quarter. All payments for fiscal year 2024-2025 will be made to the Shelter Operator by Santa Paula. Before the start of each new fiscal quarter, Santa 540
4 Paula will submit to County a statement evidencing Santa Paula’s payment of appropriate amounts to Shelter Operator for the prior fiscal quarter. iv. For purposes of clarity, the following tables illustrate the payment schedule for fiscal years 2023-2024 and 2024-2025 in this subsection:
County Payment Due to
Santa Paula
August 1,
2023
Oct. 31, 2023 Jan. 31, 2024 April 30, 2024
Amount Due to Santa
Paula
$109,500 $109,500 $93,500 $37,500
Santa Paula Statement
Due to County
Oct. 31, 2023 Jan.. 31, 2024 April 30, 2024 July 31, 2024 County Payment Due to
Santa Paula
July 31, 2024 Oct. 31, 2024 Jan. 31, 2025 April 30, 2025 Amount Due to Santa
Paula
$108,000 $108,000 $67,000 $67,000
Santa Paula Statement
Due to County
Oct. 31, 2024 Jan. 31, 2024 April 31, 2025 June 30, 2025
5. Except as expressly provided in this First Amendment, all of the terms and conditions of the Agreement shall remain unchanged and in full force and effect.
6. Upon execution by all Parties, this First Amendment shall be deemed to take effect on June 19, 2025 August 8, 2023.
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5 COUNTY OF VENTURA CITY OF SANTA PAULA
_____________________________ ______________________________ Janice Parvin Dan Singer
Chair of the Board of Supervisors City Manager
ATTEST: ATTEST:
_____________________________ ______________________________ Deputy Clerk of the Board Julie Latshaw
County of Ventura City Clerk
APPROVED AS TO FORM APPROVED AS TO FORM
_____________________________ ______________________________ County Counsel Monica Castillo
County of Ventura Interim City Attorney
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6 CITY OF FILLMORE
______________________________
Carrie Broggie
Mayor
ATTEST:
______________________________
Olivia Carrera Lopez
City Clerk
APPROVED AS TO FORM
______________________________
Tiffany Israel
City Attorney
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To: Honorable Mayor and Members of the City Council
From: Dale Goodman, Public Works Director
Subject: FALL PAVEMENT PROGRAM
Date: August 6, 2025
Agenda Item: 11.C
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends that the City Council:
1. Authorize the City Manager to issue a work order for J & H Engineering, to provide street maintenance services in accordance with the three-year street maintenance agreement.
Presented by: Robert Woodward, City Engineer
BACKGROUND:
On June 19, 2019, staff presented to the City Council a 5-Year Pavement Management Plan (PMP) within a 20-year forecast. The PMP is used as a roadmap for the development of the City's Capital Improvement Program (CIP) that includes ongoing pavement repair, resurfacing, and rehabilitation of the City’s streets. With the development of the City’s PMP the City’s Public Works Department established a systematic approach to the assessment, repair and maintenance of roadways Citywide. The integration of innovative pavement resurfacing and preservation treatments into this program of pavement management allows for the maximizing of available funding while systematically improving the City’s overall Pavement Condition Index (PCI). Public Works developed the PMP using the 2016 Pavement Condition Index data (updated 2020) and best pavement management practices. The PMP contemplated four (4) 5- year cycles of paving, organized geographically throughout the City. On May 6, 2020, the City Council approved Resolution 7270 adopting the Cycle 1, 5-year Pavement Management Plan (FY 2020-2021 to FY 2024-2025), requiring staff to annually update the plan and address the status of road pavement conditions throughout the City.
The City completed an extensive program of paving in fiscal year 2024/2025, which included previously projected Fall and Spring streets. Streets associated with the two water main replacement projects planned for portions of Mill Street between Mill Place and Terracina, as well as within the Park/Orchard neighborhood were not completed by this past effort.
Additional tonnage of asphalt required to address streets with either poor subgrade conditions, or those with concrete decks exposed by grinding, consumed paving capacity for the large project effort, resulting in McKevett Heights and an adjacent portion of Teague Drive not being completed.
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Additionally, paving associated with the Main Street Crosswalks project was completed for portions of Main Street at Lucada, Cameron, Dean and 4
th Streets as part of the installation of
improvements associated with crosswalk safety improvements which also consumed funding capacity.
ANALYSIS:
The Street Maintenance Program for FY 2024-2025 consisted of road repair and maintenance including dig-outs and micro-surfacing to extend the service life of road surfaces in multiple areas of the City, as well as extensive repair and replacement of adjacent sidewalks, curb and gutter and curb ramps. The following streets were completed in conjunction with the FY 2024- 2025 PMP.
SUMMER/FALL 2024 STREET
MAINTENANCE
STREET NAME FROM TO
Loma Vista Place N. 10th Street 375' W/O McKevett Heights La Vuelta Place N. 10th Street McKevett Road
McKevett Road N. Mill Street McKevett Heights
McKevett Heights Loma Vista Place McKevett Road
Teague Drive La Vuelta Place E. Virginia Terrace
N. 9th Street E. Santa Paula Street End
E. Virginia Terrance N. Mill Street End
Glen Way N. Mill Street N. 9th Street
Glen Way E. Virginia Terrace N. 8th Street
E. Pleasant Street N. Mill Street N. 6th Street
Walnut Street E. Pleasant Street E. Santa Paula Street
N. 7th Street E. Virginia Terrace E. Santa Paula Street View Drive N. 6th Street Bradley Street
Palm Avenue Pleasant Street Main Street
The current Street Maintenance Program proposes the completion of street paving for those portions of Terracina, Loma Vista, La Vuelta and Mill Street not paved due to conflicts with the Mill Street Water Main Replacement Project, as well as those portions of McKevett Heights and Teague Drive previously programmed. Additionally programmed is paving for portions of Main Street, which has experienced accelerated pavement deterioration due to the detouring of traffic from Harvard Boulevard during the extensive period of utility construction and street improvements associated with the project. Additionally, the section of Main Street between 7 th
and Peck was partially paved.
The Street Maintenance Program is essential for the necessary maintenance and minor rehabilitation of City roads to be completed in a systematic manner. The current program consists of road repair and maintenance including dig-outs and micro-surfacing to extend the service life of road surfaces. The proposed Street Maintenance Program is expected to commence in the summer of 2025. Specific street segments are summarized in the table below.
SUMMER/FALL 2025 STREET
MAINTENANCE
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STREET NAME FROM TO
Terracina Drive N. Mill Street N. 10th Street
Loma Vista Place N. Mill Street N. 10th Street
La Vuelta Place N. Mill Street N. 10th Street
McKevett Heights Loma Vista Place McKevett Road
Teague Drive McKevett Heights N. 6th Street
N. Mill Street 10th Street Terracina Drive
Mill Place N. Mill Street End
Main Street 7th Street Peck Road
Main Street 12th Street Harvard Boulevard
In addition to the maintenance of street paving along these roadway segments, the scope of maintenance work includes the repair of damaged curb and gutter as well as curb ramp upgrades to address mobility issues along these streets.
The second cycle of the PMP (FY 2025-2026 to FY 2029-2030) will be brought to Council this fall in anticipation of the first cycle beginning in spring, 2026.
On October 4, 2023, City Council a uthorized the City Manager to execute a three-year street maintenance agreement with J & H Engineering (Exhibit B). This agreement ensured that the City would be able to carry out all aspects of the Street Maintenance Program. Staff recommends the City Council approve the street maintenance work order and related funding appropriation as requested. With Council’s approval of the proposed street maintenance work order (Exhibit A), staff will schedule the street maintenance work as outlined above.
STRATEGIC PLAN:
This item supports the Infrastructure, Transportation & Mobility section of the Strategic Plan by increasing funding for street, sidewalk and storm drain maintenance.
FISCAL IMPACTS:
There is available funding from Measure T, Citywide Street Preservation Project and SB1 Funds to address the Street Maintenance Program for FY 2025-2026. The total project cost is $1,363,712 and includes the proposed work order cost from J&H Engineering for $1,239,737.86 and a 10% contingency of $123,974 to cover unforeseen additional work. Staff requests that the City Council approve an allocation of $1,363,712 in accordance with the account breakdown shown below:
Table 1: Funding Sources & Appropriation Request for Part 1, FY 2025 – 2026 Fund Source Account No. Available Amount for Street
Maintenance
General Fund 100-9-9359-660 $13,712
Measure T 104-5-9285-660 $440,000
Measure T 104-5-9359-660 $100,000
SB1 283-5-9285-660 $510,000
Measure R 108-5-9359-660 $300,000
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Total $1,363,712
OPTIONS:
The Council has the following available alternative options to Staff’s recommendations:
1. Do not approve the agreement with J & H Engineering and delay street maintenance work that is essential for compliance with the adopted Pavement Management Plan.
ATTACHMENTS:
Exhibit A - Street Maintenance Work Order
Exhibit B - J & H Engineering 3-Year Agreement
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EXHIBIT A
Street Maintenance Work Order – J & H Engineering
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City of Santa Paula
866 East Main Street
Santa Paula, CA 93061 July 28, 2025
Attention: Bob Woodward
Subject: Santa Paula Citywide Street Maintenance
QUOTATION #3171
DESCRIPTION QTY UNIT UNIT PRICE TOTAL
Provide labor, equipment and materials to perform the
2025 Summer / Fall Citywide Street Maintenance
Contract. Quantities per the attached breakdown. 1 LS $1,239,737.86 $1,239,737.86 TOTAL BID $1,239,737.86
Thank you
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Item Quantity Value
General
1 Mobilization 1 $ 25,000.00 LS $ 25,000.00
2 Traffic Control 1 $ 32,600.00 LS $ 32,600.00
3 Bond Fee 1 $ 21,000.00 LS $ 21,000.00
4 Striping 1 $ 65,075.00 LS $ 65,075.00
$ -
$ -
5 Digouts (5% of Area) 900 $ 4.50 SF $ 4,050.00
6 Full Width Grind 18,000 $ 0.27 SF $ 4,860.00
7 Thin Overlay 218 $ 178.00 Tons $ 38,804.00
$ -
$ -
8 Digouts (5% of Area) 975 $ SF 4.50 $ 4,387.50
9 Full Width Grind 19,500 $ SF 0.27 $ 5,265.00
10 Thin Overlay 236 $ 178.00 Tons $ 42,008.00
$ -
$ -
11 Digouts (5% of Area) 945 $ SF 4.50 $ 4,252.50
12 Full Width Grind 18,900 $ SF 0.33 $ 6,237.00
13 Thin Overlay 228 $ 178.00 Tons $ 40,584.00
$ -
$ -
14 Digouts (5% of Area) 1,340 $ 4.50 SF $ 6,030.00
15 Full Width Grind 26,800 $ 0.33 SF $ 8,844.00
16 Thin Overlay 324 $ 178.00 Tons $ 57,672.00
$ -
$ -
17 Digouts (5% of Area) 650 $ 4.50 SF $ 2,925.00
18 Full Width Grind 13,000 $ 0.33 SF $ 4,290.00
19 Thin Overlay 79 $ 178.00 Tons $ 13,979.86
N. Mill Street (Tenth St to Terracina Dr)(Includes Mill Pl) Teague Drive (McKevett Heights to N. 6th Street)
La Vuelta Place (N. Mill Street to 10th St)
Estimate - Fall 2025
Unit Price
Terracina Drive (N. Mill Street to N. 10th Street)
Loma Vista Place (N. Mill Street to 10th St)
550
20 Speed Hump per SPSS 415 L=20' 2 $ 2,200.00 EA $ 4,400.00 21 R&R 6" Curb and 24" Gutter 5 $ 65.00 LF $ 325.00
$ -
$ -
22 Digouts (See "Locations" Sheet) 2,970 $ 4.50 SF $ 13,365.00 23 Full Width Grind 30,330 $ 0.33 SF $ 10,008.90
24 Thin Overlay 366 $ 178.00 Tons $ 65,148.00
26 Curb and Gutter (See "Locations" Sheet) 297 $ 65.00 LF $ 19,305.00 $ -
$ -
27 Digouts (5% of Area) 3,720 $ 4.50 SF $ 16,740.00
28 Full Width Grind 74,400 $ 0.33 SF $ 24,552.00
29 Thin Overlay 449 $ 178.00 Tons $ 80,007.80
$ -
$ -
30 Digouts (5% of Area) 9,683 $ 4.50 SF $ 43,571.25
31 Full Width Grind 193,650 $ 0.33 SF $ 63,904.50
32 Thin Overlay 1,170 $ 178.00 Tons $ 208,246.11
$ -
$ -
33 Digouts (5% of Area) 6,750 $ 4.50 SF $ 30,375.00
34 Full Width Grind 135,000 $ 0.33 SF $ 44,550.00
35 Thin Overlay 816 $ 178.00 Tons $ 145,175.44
Misc New curb ramps at 8 locations (SPPWC 111-5 Case B Type 1, 6’ contiguous sidewalk 8
$ EA 8,500.00 $ 68,000.00
Truncated domes - wet set 8 $ 1,775.00 EA $ 14,200.00
Total = $ 1,239,737.86
Note:
1. Bond fee for material and labor only. Performance not required.
2. Sweeping and surface prep with tackcoat are included in the price.
3. Temporary tabs included.
Main St ( Steckel Rd to Peck Rd)
McKevett Heights (Loma Vista Pl to N 8th St)
Main St (12th St to Harvard Blvd)
Main St (7th St to Steckel Rd)
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EXHIBIT B
Maintenance Services Agreement between the City of Santa Paula and J & H Engineering
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To: Honorable Mayor and Members of the City Council
From: Dale Goodman, Public Works Director
Subject: ATHENS SERVICES REQUEST FOR EXTRAORDINARY ADJUSTMENT
TO MAXIMUM SERVICE RATES FOR RESIDENTIAL AND
COMMERCIAL WASTE COLLECTION SERVICES
Date: August 6, 2025
Agenda Item: 11.D
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Staff recommends the City Council:
1. Choose one of the following options in response to Athens' Services (Athens) request for an Extraordinary Adjustment to Maximum Service Rates:
a. Reject one or both of Athens’ requested rate increases; b. Allow one or both rate increases as requested or at rate levels different than those requested by Athens;
c. Allow one or both rate increases as requested or for periods different than those requested by Athens; or
d. A combination of items b. and c. above.
2. Require Athens to provide an attorney-prepared draft amendment, if an amendment is necessary, incorporating all Council decisions relating to Athens’ subject rate increase request, for City review. The amendment shall incorporate the solid waste collection services currently provided by Athens at the City-owned 903 Corporation Street facility.
3. Require Athens to reimburse the City for all costs, including City’s legal costs, related to any Proposition 218 hearing process if the City Council agrees to increase rates.
4. Authorize the City Manager to Sign a City Attorney-approved amendment, if an amendment is necessary, to the Exclusive Collection Services Agreement (“Agreement”) between the City and Arakelian Enterprises, Inc. (d/b/a Athens Services (“Athens”) dated October 1, 2022 which incorporates City Council’s decisions regarding item 1. above.
Presented by: Bruce Belluschi, Management Analyst, Public Works BACKGROUND:
On November 22, 2024, Athens Services provided a written request to the City outlining local impacts which the company felt justified requesting an Extraordinary Adjustment to Maximum Service Rates pursuant to § 4.08 of the Exclusive Collection Services Agreement (Agreement) between the City and Athens dated October 1, 2022 due to unanticipated costs related to Athens’s management of solid waste collected from the City. More specifically, the facility to 571
which Athens has chosen to deliver collected solid waste, green waste and organic material, the Del Norte Regional Recycling and Transfer Station located in, and owned and operated by, the City of Oxnard, raised its disposal gate rates (i.e., “tip fees”) significantly on July 1, 2024.
Additionally, on October 7, 2023, this same facility informed Athens the disposal facility would no longer accept green waste collected from within the greater Santa Paula area due to concerns about such waste being collected from within the California Department of Food and Agriculture’s active quarantine zone and potentially being contaminated by the Huaglongbing (HLB) disease. Due to the manner in which Athens currently collects green waste (mixing green and unbagged organic (including food) waste together), Athens cannot deliver all of the company’s collected green waste to local, Ventura County-based processors, but, instead, is now delivering the material to a processing facility in Sun Valley, CA, approximately 35 miles farther away than the prior destination in Oxnard.
Since receiving Athens’s letter in November 2024 requesting an increase in the solid waste collection rates charged to City residents and businesses, City staff has met with Athens several times and spent significant time reviewing various aspects of the company’s rate increase request within the context of regional solid waste management practices, processing infrastructure and disposal costs. Over this same time, Athens has been able to implement additional cost-savings processes among other beneficial measures, including cultivating more cooperative arrangements with regional processing facilities owned by other waste collection companies. Consequently, Athens’s most recent, revised letter to the City dated June 30, 2025 (Exhibit 1) reflects net, long-term cost increases significantly lower to City residents and businesses than those originally presented to, and rejected by, City staff.
Significantly, § 4.08 of the Exclusive Collection Services Agreement between the City and Athens permits Athens “to apply to the City Council for consideration of a special, interim rate review should an event or circumstance arise which results in an increase in the cost of operations by Contractor.” However, neither of the two above justifications provided by Athens meets either of the two standards requiring the City to approve a rate increase, those being 1) a city-directed change of destination of collected waste or 2) a change in state law having a direct and adverse impact on collection costs.
Further, § 4.08 of the Agreement also permits other modifications to the Agreement when a Maximum Service Rate Adjustment is being considered. Accordingly, should the City Council approve any or all of Athens’s rate increase request, City staff wants to ensure all solid waste collection services currently being provided by Athens at no expense to the City at the City’s 903 Corporation Street, and inadvertently omitted from the Agreement when executed by both parties in 2022, remain at no expense and are incorporated into the forthcoming Agreement amendment as such.
If City Council approves an increase in residential and commercial collection service in response to Athens’s request, thereby necessitating an amendment to the Agreement, the City Attorney recommends the City also conduct a noticed Proposition 218 proceeding. Under Section 4.10 of the Agreement, Athens agreed that any proposed adjustment to the maximum service rates are subject to a Proposition 218 proceeding at the City’s discretion and at Athens's expense. The Proposition 218 proceeding conducted in 2022 approved rates through June 30, 2029. The 2022 approval did not authorize the requested increase. The requested increase would instead exceed what the City Council approved at that time. A noticed 572
Proposition 218 proceeding is therefore the safest approach for the City.
It should be noted that if the Proposition 218 results in a rejection of the increase by majority protest, Athens will have the right within 30 days of notice to request that the City negotiate in good faith regarding reductions in programs, services, or fees to compensate for any negative impact from the unapproved rate increase.
ANALYSIS:
There are two primary reasons provided by Athens to justify the company’s requested rate increases. First, Athens states the citrus quarantine declared by the California Department of Food and Agriculture on October 23, 2023 resulted in a decision by the operators of the City of Oxnard-owned Del Norte Regional Recycling Center and Transfer Station (Del Norte), located in Oxnard, CA, to no longer accept Athens’s green waste because of a fear of contamination.
The second reason provided by Athens for the company’s requested rate increase is the significant increase in gate rates at the same Oxnard-based facility, effective July 1, 2024.
Regarding the quarantine, Athens states the company’s inability to take their green waste to Del Norte requires the company to now deliver green waste to a processing facility in Sun Valley, CA, approximately 35 miles farther away than Athens’s prior, preferred destination in Oxnard. This specific decision by Del Norte personnel to ban Athens’s green waste, according to Athens personnel, has forced the company to spend an additional $490,000 to date since October 7, 2023, in unplanned disposal and logistical costs. To offset these multi-year, unanticipated “costs” (as opposed to “losses”), Athens is requesting City Council to approve either a one-year rate increase equal to 9.4% or to support a two-year increase of 4.7% which, after either term disappears. At that time, the company will have recouped all prior costs and projected lost revenue due to the Del Norte green waste ban.
Significantly, the rate increase associated with this request disappears after one or two years because the citrus quarantine is only a temporary measure, according to staff at the California Department of Food and Agriculture. The requested rate increase is also temporary because Athens anticipates having access to a new local organics processing facility (i.e., Agromin’s planned anaerobic digester facility at Limoneira in Santa Paula) in the not too distant future, according to Athens, and, because the facility will be able to accept organic waste in the form as how Athens currently collects it, the company will no longer have to deliver material to Sun Valley.
Further, to offset the significant increases (ranging from 27.4%-68.9%) in Del Norte’s gate rates, and a new $4/ton fee on all waste not generated from within the City of Oxnard and delivered to Del Norte, effective July 1, 2024, Athens is requesting a permanent increase of
3.55% on all solid waste related costs paid by City of Santa Paula residents and businesses, a change only allowed through an amendment. This increase is in addition to all previous Council-approved annual solid waste-related cost increases, including the 6.9% annual increases through June 30, 2029 (see Exhibit 2 for rates summary). According to Athens’s personnel, this requested increase will allow the company to recoup lost revenue of approximately $198,000 due to unanticipated costs at Del Norte since July 1, 2024.
Significantly, there are other important aspects to Athens’s rate increase request City Council members must consider, including:
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First, neither of the two justifications provided by Athens meets either contractual standard requiring the City to approve such a rate increase, those being 1) a city-directed change of destination of collected waste or 2) a change in state law having a direct and adverse impact on collection costs. Therefore, the City Council’s decision to grant Athens any rate increase is entirely discretionary.
Second, Council members should consider the current rates charged to City residents for basic waste collection service compared to other Ventura County jurisdictions, in addition to the percentage of fees the City collects compared to other local cities. Based upon a summary of regional cost of service comparisons (Exhibit 2), if Council members accepted Athens’s requested rate increases, cumulative residential and commercial rates would be 13.46% and
6.5% higher respectively than the average of comparable countywide basic service rates.
Also, included as Exhibit 2a, is a regional cost of service comparison reflecting the impact upon City residential and commercial rates if only Athens's 3.55% rate increase request is approved by Council members. Should Council members select this option, City residential and commercial collection service rates would be 3.75% and 4.15% higher respectively than the average of comparable countywide basic service rates.
Third, Athens’s lack of local, Ventura County-based solid waste processing infrastructure inherently makes the company vulnerable to entrenched local competitors and other market forces and was a known and accepted business risk by the company’s principals prior to Athens entering the local Ventura County market from Los Angeles. Accordingly, Council members must consider the following:
1. Is it appropriate for City residents and business owners to be asked to pay significantly higher monthly solid waste service bills to make Athens financially whole, even though Athens knew the inherent business risk prior to entering the Ventura County marketplace to compete for Santa Paula’s business? Should the rate increase justifications provided by Athens be considered unanticipated “costs of doing business” rather than “extraordinary”?
2. Should City of Santa Paula residents and business owners have to pay unexpectedly (i.e., previously unapproved by the Council Council) higher monthly solid waste collection service bills to reimburse Athens for marketplace disruptions and corresponding revenue impacts extending back to 2023, especially when, by the terms of the franchise Agreement, the City is not obligated to approve such requests? Fourth, the manner in which Athens chose to collect residential organics now hinders the company from utilizing other local, more convenient and less expensive alternative processing sites. In contrast, if Athens had decided to implement an organics collection process similar to other local collectors, notably E.J. Harrison & Sons, and more compatible with local processing facilities’ requirements, less expensive long-term green waste and organic processing options would be available to Athens. Should the City’s residents and businesses be forced to bear the cost of this now costly business decision by Athens’s principals? Fifth, and lastly, Council members should know that of the three Ventura County jurisdictions served by Athens (Thousand Oaks, unincorporated Ventura County, and Santa Paula), Athens has only requested an extraordinary rate increase from Santa Paula. Athens has provided reasonable justifications for this situation, however, including, primarily, the City’s 574
location with respect to desired disposal and processing facilities.
STRATEGIC PLAN:
This agenda item supports the City’s goal of maintaining the City’s infrastructure to be safe and sustainable by ensuring comprehensive solid waste collection and recycling services.
FISCAL IMPACTS:
1. There is no fiscal impact if the City Council votes to deny Athens’ entire rate increase request.
2. Residents and businesses will receive a temporary cost increase to their Athens Services bills for one year of an additional 9.4% per year above the rates previously approved by the City Council for the period from October 1, 2025 thru September 30, 2026, or for a two year period at 4.7% per year, beginning as soon as a resulting Proposition 218 hearing process concludes.
3. Residents and businesses will experience an additional, permanent 3.55% cost increase to their Athens Services bills above the rates already approved by the City Council for the remaining duration of the Agreement term, if the City Council approves Athens’s rate increase request.
4. City will receive a 3.55% increase in annual franchise fee revenues for the remaining duration of the Agreement term, if the City Council approves Athens’s rate increase request.
5. City will receive an additional 9.4% increase in franchise fee revenue for the period from October 1, 2025 to October 1, 2026, or an additional 4.7% increase for a two year period beginning as soon as a resulting Proposition 218 hearing process concludes, if the City Council approves Athens’s rate increase request.
OPTIONS:
The City Council is under no legal obligation to award a rate increase to Athens in any amount, or can support a different amount, subject to the Proposition 218 process.
ATTACHMENTS:
Athens's Rate Increase Request_Exhibit 1.pdf
Regional Cost of Service Rate Comparison_Cumulative Increases_EXHIBIT 2.pdf Regional Cost of Service Rate Comparison_3.55% Increase_EXHIBIT 2a.pdf 575
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To: Honorable Mayor and Members of the City Council
From: Dale Goodman, Public Works Director
Subject: RESPONSE TO GRAND JURY REPORT ENTITLED PRIORITIZING
BEST PRACTICE STREET MAINTENANCE
Date: August 6, 2025
Agenda Item: 11.E
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
Approve the form response letter to the Ventura County Grand Jury and authorize the Mayor to sign the letter.
Presented by: Dale Goodman, Public Works Director
BACKGROUND:
In the State of California, civil grand juries are authorized to “investigate and report upon the operations, accounts, and records of the officers, department, functions, and the method or system of performing the duties of any such city or joint powers agency and make such recommendations as it may deem proper and fit.” (Cal. Penal Code 925(a)).
On December 5, 2024, the Ventura County Grand Jury met with, and interviewed Dale Goodman, the City’s Director of Public Works, regarding the City’s pavement management practices and funding. After the interview, they drove some of the City’s streets to get an overall impression of the current conditions of Santa Paula's roads.
On June 5, 2025, the Ventura County Grand Jury issued its report titled “Prioritizing Best Practice Street Maintenance” (the “Report”). In the Report, the Grand Jury had two “Findings”, one “Recommendation”, and one “Commendation” related to Santa Paula.
Finding 1 (F-02) The Civil Grand Jury finds that Santa Paula does not maintain its streets in a best practice condition resulting in costlier deferred maintenance on streets and a hidden cost on residents due to extra vehicle wear.
Finding 2 (F-07) The Civil Grand Jury finds that Santa Paula, with its dedicated and knowledgeable staff, would make effective use of the funds allocated for street maintenance.
Recommendation 1 (R-03) The Civil Grand Jury recommends that Santa Paula set a goal to reach best practice pavement conditions within 10 years, and create a plan to accomplish that goal by December 2025.
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Commendation The Civil Grand Jury commends Santa Paula for its positive action in improving conditions by passing two sales tax measures that prioritize street maintenance.
ANALYSIS:
Within 90 days after a Grand Jury’s issuance of the report, the City Council must comment to the Presiding Judge of the Superior Court on the findings and recommendations contained in the report. The attached proposed response to the Report, prepared by the Public Works Director and other key City staff, addresses the Grand Jury’s findings and recommendations.
The City is in agreement with the Findings and will meet or exceed the one Recommendation, as denoted in the attached response.
STRATEGIC PLAN:
The approval of this agenda item does not directly address the strategic goals within the City’s adopted Strategic Plan.
FISCAL IMPACTS:
There are no fiscal impacts associated with this item outside of staff's time to respond to the report.
OPTIONS:
In addition to the recommended action, the Council can:
1. Propose alternative language and direct that the response be revised.
ATTACHMENTS:
Santa Paula Response to VCGJ Report.pdf
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To: Honorable Mayor and Members of the City Council
From: Monica Castillo, City Attorney
Subject: FOURTH AMENDMENT TO CITY MANAGEMENT EMPLOYMENT
AGREEMENT
Date: August 6, 2025
Agenda Item: 11.F
CITY OF SANTA PAULA
MEMORANDUM
RECOMMENDATION:
1. Approve the Fourth Amendment to the City Manager Employment Agreement.
Presented by: Monica Castillo, City Attorney
BACKGROUND:
On December 4, 2019, the City entered into an employment agreement with Dan Singer for the provision of City Manager services (the "Original Agreement"). The Original Agreement was amended on November 4, 2020, to extend the term through June 30, 2024, and to synchronize future performance evaluations with the City's fiscal year (the "First Amendment"). On July 7, 2021, the City again amended the Original Agreement to increase Mr. Singer's salary by two steps, with the second step of $202,883.20 going into effect July 31, 2022 (the "Second Amendment").
In June 2023, the Original Agreement was amended a third time to (1) extend the term through June 30, 2027 (i.e. 3 more years); (2) apply a cost of living adjustment matching that of the Executive Management unit for the next two fiscal years; (3) increase the City’s retirement plan percentage contribution from 3% to 4%; (4) match cafeteria benefits with those of the Executive Management unit for the next two fiscal years; and (5) incorporate the limitations to City Manager removal stated in SPMC § 31.10(E). For evaluation year 2024, no amendments to the agreement were made. The Original Agreement as amended by the First Amendment, Second Amendment, and Third Amendment are referred to hereafter as the "Agreement."
Section 17 of the Agreement requires the Council to, at minimum, review Mr. Singer's performance on or about July 1, 2020, and each year thereafter. As part of that evaluation, under Section 5.B., Council must also review Mr. Singer's base salary and consider whether it may be increased in its sole discretion.
Council held a closed session on April 16 to kick off Mr. Singer's performance evaluation, with 612
subsequent closed sessions held June 9, June 30, July 2, and July 9.
ANALYSIS:
During the closed sessions, Council directed the City Attorney to prepare a fourth amendment to the Agreement ("Fourth Amendment") to apply a cost of living adjustment matching that of the Executive Management unit for the next two fiscal years. (Exhibit A.) Effective the first full pay period following July 1, 2025, Mr. Singer would receive a three percent (3%) cost of living adjustment to his base salary, and effective the first full pay period following July 1, 2026 he would receive a three percent (3%) cost of living adjustment.
STRATEGIC PLAN:
The City Manager annual review process and approval of the proposed Fourth Amendment to the City Manager Agreement promotes Goal G (Operational Excellence) of the 2023-2025 Strategic Plan: "Provide excellent service to the community in a cost-effective manner with an engaged workforce with a focus on continuous improvement and outstanding customer service."
FISCAL IMPACTS:
Approval of the cost-of-living adjustment in the Fourth Amendment will have fiscal impacts that has been accounted for in the adopted 2025-2027 Budget.
OPTIONS:
In addition to the recommended action, Council may:
1. Provide additional direction to staff relative to the Fourth Amendment.
2. Take no action.
ATTACHMENTS:
Fourth Amendment to Singer Employment Agreement-c1.doc
Salary Schedules 25.26
Salary Schedules 26.27
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