Agenda — Sonoma City Council, July 16, 2025 (part 2 of 3)

Maintenance Service Agreement
(City of Sonoma / Sonoma Ecology Center)
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Approved for use: 1/1/2025
David J. Ruderman, Sonoma City Attorney
Colantuono, Highsmith & Whatley, PC
670 W. Napa Street, Suite F
Sonoma, CA 95476
Telephone: (707) 986-8091
Facsimile: (707) 509-7295
Email: [email protected]

15. SURVIVING COVENANTS
The parties agree that the covenants contained in paragraph 5.14 (Records), section 11 (Indemnification), paragraph 12.8 (Claims-Made Policies), paragraph 13.2 (Contractor Cooperation in Defense of Claims), and paragraph 18.1 (Confidentiality) of this Agreement shall survive the expiration or termination of this Agreement, subject to the provisions and limitations of this Agreement and all otherwise applicable statutes of limitations and repose.

16. TERMINATION

16.1 City Termination. The City may, in its sole and unfettered discretion and without cause, terminate this Agreement at any time prior to completion by Contractor of the services required. Notice of termination of this Agreement shall be given in writing to Contractor and shall be sufficient and complete when same is emailed to Contractor and simultaneously deposited in the United States mail postage prepaid and certified, addressed as set forth in section 14 of this Agreement. The Agreement shall be terminated upon receipt of the notice of termination by Contractor. Contractor agrees to cease all work under this Agreement on or before the effective date of any notice of termination. All City data, documents, objects, materials or other tangible things shall be returned to City upon the termination or expiration of this Agreement.

16.2 Contractor Termination. Contractor may terminate this Agreement for a material breach of this Agreement upon 30 days’ notice.

16.3 Compensation Following Termination. Upon termination, Contractor shall be paid based on the work satisfactorily performed at the time of termination. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of Agenda Item #7.3:

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the services required by this Agreement. The City shall have the benefit of such work as may have been completed up to the time of such termination.

16.4 Remedies. City retains any and all available legal and equitable remedies for Contractor’s breach of this Agreement.

17. INTERPRETATION OF AGREEMENT

17.1 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California.

17.2 Integration of Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Contractor with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on by City and Contractor.

17.3 Headings. The headings and captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such heading, and the section or paragraph thereof at the head of which it appears, the language of the section or paragraph shall control and govern in the construction of this Agreement.

17.4 Pronouns. Masculine or feminine pronouns shall be substituted for the neuter form and vice versa, and the plural shall be substituted for the singular form and vice versa, in any place or places herein in which the context requires such substitution(s).

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to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

17.6 No Presumption Against Drafter. Each party had an opportunity to consult with an attorney in reviewing and drafting this Agreement. Any uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting to any party.

18. GENERAL PROVISIONS

18.1 Confidentiality. All data, documents, discussion, or other information developed or received by Contractor for performance of this Agreement are deemed confidential and Contractor shall not disclose it without prior written consent by City. City shall grant such consent if disclosure is legally required. All City data shall be returned to City upon the termination or expiration of this Agreement.

18.2 Conflicts of Interest. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractor to file, a Statement of Economic Interest with the City’s Filing Officer if required under state law in the performance of the services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

18.3 Non-assignment. Both parties shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without the other party’s prior written consent, and any attempt to do so shall be Agenda Item #7.3:

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void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Contractor.

18.4 Binding on Successors. This Agreement shall be binding on the successors and assigns of the parties.

18.5 No Third-Party Beneficiaries. Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.

18.6 Time of the Essence. Time is of the essence for each and every provision of this Agreement.

18.7 Non-Discrimination. Contractor shall not discriminate against any employee or applicant for employment because of race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, or sexual orientation, or any other unlawful basis, including without limitation, the City’s NonDiscrimination Policy adopted as Resolution #25-2019. Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, sexual orientation, or any other unlawful basis. Employment actions to which this provision applies shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training.

Contractor agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.

18.8 Waiver. No provision, covenant, or condition of this Agreement shall be deemed to have been waived by City or Contractor unless in writing signed by one authorized to bind the party asserted to have consented to the waiver. The waiver by City or Contractor of any breach of any Agenda Item #7.3:

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provision, covenant, or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other provision, covenant, or condition.

18.9 Excused Failure to Perform. Contractor shall not be liable for any failure to perform if Contractor presents acceptable evidence, in City’s sole judgment, that such failure was due to causes beyond the control and without the fault or negligence of Contractor.

18.10 Remedies Non-Exclusive. Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance from the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any or all of such other rights, powers or remedies.

18.11 Attorneys’ Fees. In the event of a dispute arising out of the terms of this Agreement, including any action brought to declare the rights granted herein or to enforce any of the terms of this Agreement, the party prevailing in such dispute shall be entitled to all reasonable costs and litigation expenses actually incurred, including fees of attorneys and expert witnesses.

18.12 Venue. The venue for any litigation shall be Sonoma County, California and Contractor hereby consents to jurisdiction in Sonoma County for purposes of resolving any dispute or enforcing any obligation arising under this Agreement.

18.13 Living Wage. Nonprofit service contractors which receive contracts from the City of $75,000 or more in a 12-month period, and for-profit service contractors who receive contracts from the City of $10,000 or more in a 12- month period, provided they have more than six employees, may be subject to the City’s Living Wage Ordinance. Sub-contractors with $50,000 or more in annual gross receipts may also be subject to the Living Wage Ordinance. Unless otherwise exempt in accordance with the provisions of the Ordinance (Sonoma Municipal Code Chapter 2.70), this Agreement is Agenda Item #7.3:

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subject to applicable provisions of the Living Wage Ordinance of the City as amended from time to time and available on the City’s website.

18.14 Counterparts; Electronic Signatures. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument. The parties acknowledge and agree that this Agreement may be executed by electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. Without limitation, “electronic signature” shall include faxed or emailed versions of an original signature, electronically scanned and transmitted versions (e.g., via pdf) of an original signature, or a digital signature.

18.15 Recitals. The Recitals are incorporated by this reference. [Signatures on following page]
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TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement as of the last date indicated below:
“City”
City of Sonoma
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
“Contractor”
Sonoma Ecology Center
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Attest:

By:__________________________________
Rebekah Barr, MMC, City Clerk
Date:________________________
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Approved as to form:

By:__________________________________
David J. Ruderman, City Attorney
Date:________________________
Agenda Item #7.3:

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WORKER’S COMPENSATION INSURANCE ACKNOWLEDGEMENT
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. If any class of employees engaged in work under this contract at the site of the Project is not protected under any Worker’s Compensation law, Contractor shall provide and shall cause each subcontractor to provide adequate insurance for the protection of employees not otherwise protected. Contractor shall indemnify and hold harmless City for any damage resulting from failure of either Contractor or any subcontractor to take out or maintain such insurance.

Date:________________________ _____________________________________ Signature
_____________________________________
Printed Name
_____________________________________
Title
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Maintenance Service Agreement
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Approved for use 12/29/2023
“EXHIBIT A”
Scope of Work
Agenda Item #7.3:

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336593.3
“EXHIBIT B”
Approved Fee Schedule
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Exhibit A and B
Sonoma Ecology Center-City of Sonoma
Site Task Checklist
Nathanson Creek
Nathanson Demonstration (D.) Garden:
• Maintain medians along the road of both sides of the demonstration garden through a • combination of both weeding and mulching
• Limb dead branches and remove woody debris from the D. garden • Prune low hanging branches to 8-10 feet for clearance in the walkways of the D. garden • Prune plants to maintain clear paths throughout D. garden • Control weeds within the various habitat areas of the D. garden • Maintain irrigation system for the D. garden and perform repairs as needed • Provide botanical signage for plants within the D. garden and perform repairs to the signs when necessary
Nathanson Oxbow:
• Maintain a weed free area between the fence and sidewalk of the Oxbow area • Care for drought tolerant native plants between sidewalk and fence for aesthetics • Continue weed prevention through a combination of fabric and mulch from the fence line to the top edge of the berm
• Continue to weed control through targeted mowing or weed whacking from the sidewalk to the berm
• Mow or weed whack fence line for fuel reduction heading into fire season Sonoma Ecology Center will notify the City when work is planned at this location via email. In addition, progress reports will be submitted to the City with specific details of each of the tasks listed above, including before and after photos..

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336593.3
“EXHIBIT C”
Campaign Contribution Disclosure Form
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336593.3

CAMPAIGNCONTRIBUTIONDISCLOSUREPROVISIONS
Cities are subject to the campaign disclosure provisions detailed in Government Code Section 84308.

Please carefully read the following information to determine if the provisions apply to you. If you determine that the
provisions are applicable, the Campaign Disclosure Form must be completed and returnedtothe Citywithyourapplication.

1. No City councilmember or commissioner shall accept,
solicit, or direct a contribution of more than $500 from any party,1 financially interested participant,2 or agent3 while a proceeding is pending or for 12 months subsequent to the date a final decision isrendered by the City. This prohibition commences when your application has been filed, or the
proceeding is otherwise initiated.

2. A party to a City proceeding shall disclose on the record of the proceeding any contribution of more than $500 made to any councilmember or commissioner by the party, or agent, during the preceding 12 months. No party to or participant in a City proceeding shall make a contribution of more than $500 to a councilmember or commissioner during the proceeding and for 12 monthsfollowing the date a final decision is rendered by the City. No agent to a party or participant shall make a contribution in any amount to a councilmember of
commissioner during the proceeding and for 12 months
following the date a final decision is rendered by the City.

3. Prior to rendering a decision on a City proceeding, any councilmember or commissioner who received
contribution of more than $500 within the preceding 12
months from any party, or agent, to a proceeding shall
disclose that fact on the record of the proceeding, and shall be disqualified from participating in the proceeding. However, if any councilmember or commissioner receives a
contribution that otherwise would require disqualification, and returns the contribution within 30 days of making the decision, or knowing about the contribution and the
relevant proceeding, whichever comes last, that
councilmember or commissioner shall be permitted to
participate in the proceeding.
1 “Party” is defined as any person who files an application for, or is the subject of, a proceeding.
2 “Participant” is defined as any person who actively supports or opposes a particular decision in a proceeding.
3 “Agent” is defined as a person who represents a party in connection with a proceeding for compensation who appears before or otherwise communicates with the City for the purpose of influencing the proceeding. If an individual acting as an agent also is acting as an employee or member of a law, architectural, engineering, or consulting firm, or a similar entity or corporation, both the individual and the entity or corporation are agents. When a closed corporation is a party to a
proceeding, the majority shareholder is subject to these provisions.

To determinewhether a campaign contribution ofmore than $500 has been made by you or your agent to a
councilmember or commissioner within the preceding
12 months, all contributions made by you or your agent
during that period must be aggregated.

Names of currentCity councilmembers and commissioners
are available on the City’s website. If you have questions about Government Code Section 84308, FPPC
regulations, or the Campaign Disclosure Form, please
contact the City Clerk.

CAMPAIGN CONTRIBUTION DISCLOSURE FORM
(a) Document:
□ License
□ Lease
□ Permit
□ Franchise
□ Other Contract
□ Other Entitlement
Name and address of any party, participant, or agent who has contributed more than $500 to any councilmember or
commissioner within the preceding 12 months:

1. ____________________________________

2. ____________________________________

3. ____________________________________
(b) Date and amount of contribution:

Date Amount $
Date Amount $
Date Amount $
(c) Name of councilmember or commissioner to whom
contribution was made:

1. ____________________________________

2. ____________________________________

3. ____________________________________
(d) I certify that the above information is provided to the best of my knowledge.

Printed Name
Signature
Date Phone
To be completed by City:

Document No: ______________________________
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Professional Services Agreement — Design Professionals
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PROFESSIONAL SERVICES AGREEMENT

FOR DESIGN PROFESSIONALS
(City of Sonoma / Olaunu, LLC)

1. IDENTIFICATION
This PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is entered into by and between the City of Sonoma, a California municipal corporation (“City”), and Olaunu, LLC a California Limited Liability Corporation (“Consultant”) (collectively, “parties”).

2. RECITALS

2.1 City has determined that it requires the following professional services from a consultant: grant procurement services and as needed project management assistance.

2.2 Consultant represents that it is fully qualified to perform such professional services by virtue of its experience and the training, education and expertise of its principals and employees. Consultant further represents that it is willing to accept responsibility for performing such services in accordance with the terms and conditions set forth in this Agreement.

2.3 City has relied upon the professional ability and training of the Consultant as a material inducement to enter into this Agreement. Consultant shall perform in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state and local laws, it being understood that acceptance of Consultant’s work by City shall not operate as a waiver or release. Consultant represents and warrants to City that (a) it has all licenses, permits, qualifications, insurance and approvals of whatever nature which are legally required for Consultant to practice its profession, and (b) it shall, at its sole cost, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, insurance and approvals which are legally required for Consultant to practice its profession. Consultant shall indemnify and hold harmless the City from and against any and all claims or expenses caused or occasioned directly or indirectly by Consultant’s failure to so perform.

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NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Consultant agree as follows:

3. DEFINITIONS

3.1 “Agreement Administrator”: The Agreement Administrator for this project is Mike Berger, Director of Public Works. The Agreement Administrator shall be the principal point of contact at the City for this project. All services under this Agreement shall be performed at the request of the Agreement Administrator. The Agreement Administrator will establish the timetable for completion of services and any interim milestones. City reserves the right to change this designation upon written notice to Consultant.

3.2 “Approved Fee Schedule” means such compensation rates are set forth in the Consultant’s 2025 fee schedule to City attached hereto as “Exhibit B” and fully incorporated herein by this reference. This fee schedule shall remain in effect for the duration of this Agreement unless modified in writing by mutual agreement of the parties.

3.3 “Commencement Date” means July 1, 2025.

3.4 “Design Professional”: A Design Professional is any individual satisfying one or more of the following: (1) licensed as an architect pursuant to Business and Professions Code 5500 et seq., (2) licensed as a landscape architect pursuant to Business and Professions Code 5615 et seq., (3) licensed as a professional land surveyor pursuant to Business and Professions Code 8700 et seq., or (4) registered as a professional engineer pursuant to Business and Professions Code 6700 et seq.

3.5 “Design Professional Project Administrator” is Tom Bonigut, and will be the principal point of contact for the Consultant.

3.6 “Maximum Amount” means the highest total compensation and costs payable to Consultant by City under this Agreement. The Maximum Amount under this Agreement is Twenty Five Thousand Dollars ($25,000).

3.7 “Scope of Services” means such professional services as are set forth in Consultant’s 2025 Scope of Work proposal to City attached hereto as Exhibit A and incorporated herein by this reference.

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3.8 “Termination Date” means June 30th, 2026.

4. TERM
The term of this Agreement shall commence at 12:00 a.m. on the Commencement Date and shall expire at 11:59 p.m. on the Termination Date unless extended in writing by mutual agreement of the parties or terminated earlier in accordance with section 16 (“Termination”) below. Consultant may request extensions of time to perform the services required hereunder. Such extensions shall be effective if authorized in advance by City in writing and incorporated in written amendments to this Agreement.

5. CONSULTANT’S DUTIES

5.1 Services. Consultant shall perform the services identified in the Scope of Services. City shall have the right to request, in writing, changes in the Scope of Services. Any such changes mutually agreed upon by the parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement. In performing services under this Agreement, Consultant shall coordinate all contact with the City through its Agreement Administrator. All changes and/or extra work shall be performed and paid for in accordance with the following:

5.1.1 Only the City Public Works Director or City Council may authorize extra and/or changed work. Consultant expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Consultant to secure the Council’s or City Public Works Director’s authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in the Maximum Amount due to such unauthorized work and Consultant thereafter shall be entitled to no compensation whatsoever for performance of such work.

5.1.2 If the Consultant is of the opinion that any work s/he has been directed to perform is beyond the scope of this Agreement and constitutes extra work, s/he shall promptly notify the Agreement Administrator of this opinion. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Agreement and constitutes extra work. In the event that the City determines that such work does constitute extra work, it shall Agenda Item #7.3:

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provide extra compensation to the Consultant on a fair and equitable basis. A Supplemental Agreement providing for such compensation for extra work shall be negotiated between the City and the Consultant. Such Supplemental Agreement shall be executed by the Consultant and be approved by the City in accordance with its purchasing policy.

5.1.3 In the event City determines that such work does not constitute extra work, Consultant shall not be paid extra compensation above that provided herein and if such determination is made by City staff, this determination may be appealed to the City Council as long as a written appeal is submitted to the City Manager within five (5) days after the staff’s determination is received by the Consultant. Any written appeal shall include a description of each and every ground upon which Consultant challenges the staff’s determination. The City Council’s decision shall be final.

5.2 Consultant Standards. Consultant shall perform all work to the highest standards of Consultant’s profession and in a manner reasonably satisfactory to City. Consultant shall keep itself fully informed of and in compliance with all local, state, and federal laws, rules, and regulations in any manner affecting the performance of this Agreement, including all Cal/OSHA requirements, the conflict of interest provisions of Government Code § 1090 and the Political Reform Act (Government Code § 81000 et seq.).

5.3 Coordination with City. In performing services under this Agreement, Consultant shall coordinate all contact with City through its Agreement Administrator.

5.4 Budgetary Notification. In no event shall the total compensation and costs payable to Consultant under this Agreement exceed the Maximum Amount unless specifically approved in advance and in writing by City.

Consultant shall notify the Agreement Administrator, in writing, when fees and expenses incurred under this Agreement have reached eighty percent (80%) of the Maximum Amount. Consultant shall concurrently inform the Agreement Administrator, in writing, of Consultant’s estimate of total expenditures required to complete its current assignments before proceeding, when the remaining work on such assignments would exceed the Maximum Amount.

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5.5 Business License. Consultant shall obtain and maintain in force a City business license for the duration of this Agreement.

5.6 No Known Relationships. Consultant represents that it has no known relationships with third parties, City Council members, or employees of City which would (i) present a conflict of interest with the rendering of services under this Agreement under Government Code Section 1090, the Political Reform Act (Government Code Section 81000 et seq.), or other applicable law, (ii) prevent Consultant from performing the terms of this Agreement, or (iii) present a significant opportunity for the disclosure of confidential information.

5.7 Avoid Conflicts. During the term of this Agreement, Consultant shall not perform any work for another person or entity for whom Consultant was not working at the Commencement Date if both (i) such work would require Consultant to abstain from a decision under this Agreement pursuant to a conflict of interest statute and (ii) City has not consented in writing to Consultant’s performance of such work.

5.8 Campaign Contribution Disclosure. This Agreement is subject to Government Code section 84308, as amended by Senate Bill 1439 (2022), Senate Bill 1181 (2024), and Senate Bill 1243 (2024). Consultant shall disclose any contribution to an elected or appointed City official’s campaign or committee in an amount of more than five hundred dollars ($500) made within 12 months preceding the Commencement Date, by Consultant, its, her, or his agent, or another party affiliated with Consultant. Consultant shall provide a signed copy of the attached Campaign Contribution Disclosure Form, Exhibit C, to City prior to, or concurrent with, Consultant’s execution of this Agreement and no later than the Commencement Date.

5.9 Multi-Phased Projects. Pursuant to Government Code section 1097.6, Consultant’s duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City.

The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project.

Consultant’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, Agenda Item #7.3:

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

5.10 Appropriate Personnel. Consultant represents that it has, or will secure at its own expense, all personnel required to perform the services identified in the Scope of Services. All such services shall be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such services. Design Professional Project Administrator shall be Consultant’s project administrator and shall have direct responsibility for management of Consultant’s performance under this Agreement. No change shall be made in Consultant’s project administrator without City’s prior written consent.

5.11 Substitution of Personnel. Any persons named in the proposal or Scope of Services constitutes a promise to the City that those persons will perform and coordinate their respective services under this Agreement.

Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. If City and Consultant cannot agree as to the substitution of key personnel, City may terminate this Agreement for cause.

5.12 Permits and Approvals. Consultant shall obtain, at its sole cost and expense, all permits and regulatory approvals necessary for Consultant’s performance of this Agreement. This includes, but shall not be limited to, professional licenses, encroachment permits and building and safety permits and inspections.

5.13 Notification of Organizational Changes. Consultant shall notify the Agreement Administrator, in writing, of any change in name, ownership or control of Consultant’s firm or of any subcontractor. Change of ownership or control of Consultant’s firm may require an amendment to this Agreement.

5.14 Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and Agenda Item #7.3:

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disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such documents shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. In addition, pursuant to Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

6. SUBCONTRACTING

6.1 General Prohibition. This Agreement covers professional services of a specific and unique nature. Except as otherwise provided herein, Consultant shall not assign or transfer its interest in this Agreement or subcontract any services to be performed without amending this Agreement.

6.2 Consultant Responsible. Consultant shall be responsible to City for all services to be performed under this Agreement.

6.3 Identification in Fee Schedule. All subcontractors shall be specifically listed and their billing rates identified in the Approved Fee Schedule, Exhibit B. City shall pay Consultant for work performed by its subcontractors (including labor) only at Consultant’s actual cost plus an approved mark up as set forth in the Approved Fee Schedule, Exhibit B.

Consultant shall be liable and accountable for all payments, compensation, and federal and state taxes to all subcontractors performing services under this Agreement. City shall not be liable for any payment, compensation, or federal and state taxes for any subcontractors.

Any changes must be approved by the Agreement Administrator in writing as an amendment to this Agreement.

7. COMPENSATION

7.1 General. City agrees to compensate Consultant for the services provided under this Agreement, and Consultant agrees to accept payment in accordance with the Fee Schedule in full satisfaction for such services.

Compensation shall not exceed the Maximum Amount. Consultant shall Agenda Item #7.3:

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not be reimbursed for any expenses unless provided for in this Agreement or authorized in writing by City in advance.

7.2 Invoices. Consultant shall submit to City an invoice, on a monthly basis or as otherwise agreed to by the Agreement Administrator, for services performed pursuant to this Agreement. Each invoice shall identify the Maximum Amount, the services rendered during the billing period, the amount due for the invoice, and the total amount previously invoiced. All labor charges shall be itemized by employee name and classification or position with the firm, the corresponding hourly rate, the hours worked, a description of each labor charge, and the total amount due for labor charges.

7.3 Taxes. City shall not withhold applicable taxes or other payroll deductions from payments made to Consultant except as otherwise required by law. Consultant shall be solely responsible for calculating, withholding, and paying all taxes.

7.4 Disputes. The parties agree to meet and confer at mutually agreeable times to resolve any disputed amounts contained in an invoice submitted by Consultant.

7.5 Additional Work. Consultant shall not be reimbursed for any expenses incurred for work performed outside the Scope of Services unless prior written approval is given by the City through a fully executed written amendment. Consultant shall not undertake any such work without prior written approval of the City.

7.6 City Satisfaction as Precondition to Payment. Notwithstanding any other terms of this Agreement, no payments shall be made to Consultant until City is satisfied that the services are satisfactory.

7.7 Right to Withhold Payments. If Consultant fails to provide a deposit or promptly satisfy an indemnity obligation described in section 11, City shall have the right to withhold payments under this Agreement to offset that amount.

8. PREVAILING WAGE

8.1 Prevailing Wage Law Applies. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as Agenda Item #7.3:

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California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects including the design and preconstruction phases of a covered public works project. This Agreement is subject to prevailing wage law, for all work performed under the Agreement for which the payment of prevailing wages is required under the California Labor Code.

8.2 Indemnification; Prevailing Wage Law. Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless from any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.

9. OWNERSHIP OF WRITTEN PRODUCTS
All reports, documents or other written material, and all electronic files, including computer-aided design files, developed by Consultant in the performance of this Agreement (such written material and electronic files are collectively known as “written products”) shall be and remain the property of City without restriction or limitation upon its use or dissemination by City except as provided by law. Consultant may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by Consultant.

10. RELATIONSHIP OF PARTIES

10.1 General. Consultant is, and shall at all times remain as to City, a wholly independent contractor.

10.2 No Agent Authority. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise to act on behalf of City as an agent. Consultant, its officers, employees and agents shall not have any power to bind or commit the City to any decision or course of action, and Consultant, its officers, employees and agents shall not represent to any person or party that it or they are acting as agents of the City or that it or they have the power to bind or commit the City. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not represent that it is, or that any of its agents or employees are, in any manner employees of City.

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10.3 Independent Contractor Status. Under no circumstances shall Consultant or its employees look to the City as an employer. Consultant shall not be entitled to any benefits. City makes no representation as to the effect of this independent contractor relationship on Consultant’s previously earned California Public Employees Retirement System (“CalPERS”) retirement benefits, if any, and Consultant specifically assumes the responsibility for making such a determination. Consultant shall be responsible for all reports and obligations including, but not limited to:
social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation, and other applicable federal and state taxes.

11. INDEMNIFICATION

11.1 Definitions. For purposes of this section 11, “Consultant” shall include Consultant, its officers, employees, servants, agents, or subcontractors, or anyone directly or indirectly employed by either Consultant or its subcontractors, in the performance of this Agreement. “City” shall include City, its officials, officers, agents, employees and volunteers.

11.2 Consultant to Indemnify City. Where the services to be provided by Consultant under this Agreement are design professional services, as that term is defined under Civil Code Section 2782.8, Consultant agrees to indemnify, defend and hold harmless, the City, its officers, officials, employees and volunteers from any and all claims, demands, costs or liability that actually or allegedly arise out of, or pertain to, or relate to the negligence, recklessness or willful misconduct of Consultant and its agents in the performance of services under this Agreement, but this indemnity does not apply to liability for damages for bodily injury, property damage or other loss, arising from the sole negligence, active negligence or willful misconduct by the City, its officers, official employees, and volunteers. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the City, then Consultant’s indemnification and defense obligations shall be reduced in proportion to the established comparative liability of the City and shall not exceed the Consultant’s proportionate percentage of fault.

Accordingly, the parties intend the provisions of this indemnity provision to be interpreted and construed to provide the City with the fullest protection possible under the law, subject to the caveats included in this Agreement. Consultant acknowledges that City would not enter into this Agenda Item #7.3:

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Agreement in the absence of Consultant’s commitment to indemnify and protect City as set forth herein.

As respects all acts or omissions which do not arise directly out of the performance of design professional services, including but not limited to those acts or omissions normally covered by general and automobile liability insurance, and to the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City from and against any claims, demands, losses, liability of any kind or nature (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorney’s fees and costs, court costs, interest, defense costs, and expert witness fees) where the same arise out of, are in connection with, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant, excepting those which arise out of the active negligence, sole negligence or willful misconduct of the City, its officers, officials, employees and volunteers.

11.3 Scope of Indemnity. Personal injury shall include injury or damage due to death or injury to any person, whether physical, emotional, consequential or otherwise. Property damage shall include injury to any personal or real property. Consultant shall not be required to indemnify City for such loss or damage as is caused by the sole negligence, active negligence or willful misconduct of the City. If it is finally adjudicated that liability is caused by the comparative negligence or willful misconduct of an indemnified party, then Consultant’s indemnification obligation shall be reduced in proportion to the established comparative liability.

11.4 Attorneys’ Fees. Such costs and expenses shall include reasonable attorneys’ fees for counsel of City’s choice, expert fees and all other costs and fees of litigation. Consultant shall not be entitled to any refund of attorneys’ fees, defense costs or expenses in the event that it is adjudicated to have been non-negligent.

11.5 Defense Deposit. The City may request a deposit for defense costs from Consultant with respect to a claim. If the City requests a defense deposit, Consultant shall provide it within 15 days of the request.

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11.6 Waiver of Statutory Immunity. The obligations of Consultant under this section 11 are not limited by the provisions of any workers’ compensation act or similar act. Consultant expressly waives its statutory immunity under such statutes or laws as to City.

11.7 Indemnification by Subcontractors. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section 11 from each and every subcontractor or any other person or entity involved in the performance of this Agreement on Consultant’s behalf. If Consultant fails to obtain such indemnity obligations from others, Consultant agrees to indemnify, hold harmless and defend City, from and against any and all claims, losses, costs and expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of Consultant’s subcontractors or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of City’s choice.

11.8 Offset. City shall have the right to offset against any compensation due Consultant under this Agreement any amount due City from Consultant as a result of Consultant’s failure to pay City promptly any indemnification arising under this section 11 of this Agreement and any amount due City from Consultant arising from Consultant’s failure either to (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

11.9 Insurance Not a Substitute. City does not waive any indemnity rights by accepting any insurance policy or certificate required pursuant to this Agreement. Consultant’s indemnification obligations apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.

11.10 Civil Code. The parties are aware of the provisions of Civil Code Section 2782.8 relating to the indemnification and the duty and the cost to defend a public agency by a Design Professional and agree that this section 11 complies therewith.

11.11 Indemnification of CalPERS Determination. In the event that Consultant claims or is determined by a court of competent jurisdiction or CalPERS to Agenda Item #7.3:

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be eligible for enrollment in CalPERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

11.12 No Employment Benefits. Notwithstanding any federal, state, or local policy, rule, regulation, law or ordinance to the contrary, Consultant shall not qualify for or become entitled to, and hereby agrees to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in CalPERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for CalPERS benefits.

12. INSURANCE

12.1 Insurance Required. Consultant shall maintain insurance as described in this section and shall require all of its subcontractors, consultants, and other agents to do the same. Approval of the insurance by the City shall not relieve or decrease any liability of Consultant. Any requirement for insurance to be maintained after completion of the work shall survive this Agreement.

12.2 Documentation of Insurance. City will not execute this Agreement until it has received a complete set of all required documentation of insurance coverage. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. Consultant shall file with City:
• Certificate of Insurance, indicating companies acceptable to City, with a Best’s Rating of no less than A:VII showing. The Certificate of Insurance must include the following reference: Grant Procurement and Project Management.
• Documentation of Best’s rating acceptable to the City. • Original endorsements effecting coverage for all policies required by this Agreement.
• Complete, certified copies of all required insurance policies, including endorsements affecting the coverage.

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12.3 Coverage Amounts. Insurance coverage shall be at least in the following minimum amounts:
• Professional Liability Insurance: $2,000,000 per occurrence, $4,000,000 aggregate
• General Liability:
• General Aggregate: $4,000,000
• Products Comp/Op Aggregate $4,000,000
• Personal & Advertising Injury $2,000,000
• Each Occurrence $2,000,000
• Fire Damage (any one fire) $ 100,000
• Medical Expense (any 1 person) $ 10,000
• Workers’ Compensation:
• Workers’ Compensation Statutory Limits
• EL Each Accident $1,000,000
• EL Disease - Policy Limit $1,000,000
• EL Disease - Each Employee $1,000,000
• Automobile Liability
• Any vehicle, combined single limit $1,000,000
Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements or limits shall be available to the City as additional insured. Furthermore, the requirements for coverage and limits shall be the greater of (i) the minimum coverage and limits specified in this Agreement, or (ii) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured.

12.4 General Liability Insurance. Commercial General Liability Insurance shall be no less broad than ISO form CG 00 01. Coverage must be on a standard Occurrence form. Claims-Made, modified, limited or restricted Occurrence forms are not acceptable.

12.5 Worker’s Compensation Insurance. Consultant is aware of the provisions of Section 3700 of the Labor Code which requires every employer to carry Workers’ Compensation (or to undertake equivalent self-insurance), and Consultant will comply with such provisions before commencing the performance of the work of this Agreement. If such insurance is Agenda Item #7.3:

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underwritten by any agency other than the State Compensation Fund, such agency shall be a company authorized to do business in the State of California.

12.6 Automobile Liability Insurance. Covered vehicles shall include owned if any, non-owned, and hired automobiles and, trucks. Automobile liability insurance shall be evidenced by ISO Form Number CA 0001 covering Code 1 (any auto) or, if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned).

12.7 Professional Liability Insurance or Errors & Omissions Coverage. The deductible or self-insured retention may not exceed $50,000. If the insurance is on a Claims-Made basis, the retroactive date shall be no later than the commencement of the work. Coverage shall be continued for three years after the completion of the work by one of the following: (i) renewal of the existing policy; (ii) an extended reporting period endorsement; or (iii) replacement insurance with a retroactive date no later than the commencement of the work under this Agreement.

12.8 Claims-Made Policies. If any of the required policies provide coverage on a claims-made basis the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. ClaimsMade Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.

12.9 Subcontractors. Consultant shall require each of its subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement provided however, that the Agreement Administrator may waive the provision of Errors and Omissions Insurance by subcontractors in his or her sole discretion.

Consultant agrees that if it does not keep the insurance coverages required by this Agreement in full force and effect, City may either (i) immediately terminate this Agreement; or (ii) take out the necessary insurance and pay the premium(s) thereon at Consultant’s expense.

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12.10 Proof of Renewal. Consultant shall provide proof that policies of insurance required by this Agreement expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages.

12.11 Additional Insured Endorsements. The City, its City Council, Commissions, officers, and employees of Sonoma must be endorsed as an additional insured for each policy required herein, including the general liability and automobile policies, other than Professional Errors and Omissions, for liability arising out of ongoing and completed operations by or on behalf of the Consultant. Consultant’s insurance policies shall be primary as respects any claims related to or as the result of the Consultant’s work. Any insurance, pooled coverage or self-insurance maintained by the City, its elected or appointed officials, directors, officers, agents, employees, volunteers, or consultants shall be noncontributory. All of the policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty days’ prior written notice to City. Consultant agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions. All endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. General liability coverage can be provided using an endorsement to the Consultant’s insurance at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 and CG 20 37.

12.12 Failure to Maintain Coverage. In the event any policy is canceled prior to the completion of the project and the Consultant does not furnish a new certificate of insurance prior to cancellation, City has the right, but not the duty, to obtain the required insurance and deduct the premium(s) from any amounts due the Consultant under this Agreement. Failure of the Consultant to maintain the insurance required by this Agreement, or to comply with any of the requirements of this section, shall constitute a material breach of this Agreement.

12.13 Notices. Contractor shall provide immediate written notice if (i) any of the required insurance policies is terminated; (ii) the limits of any of the required policies are reduced; (iii) or the deductible or self-insured Agenda Item #7.3:

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retention is increased. Consultant shall provide no less than 30 days’ notice of any cancellation or material change to policies required by this Agreement. Consultant shall provide proof that cancelled or expired policies of insurance have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages. The name and address for Additional Insured Endorsements, Certificates of Insurance and Notices of Cancellation is: City of Sonoma, Attn: Public Works, No. 1 The Plaza, Sonoma, California 95476.

12.14 Consultant’s Insurance Primary. The insurance provided by Consultant, including all endorsements, shall be primary to any coverage available to City. Any insurance or self-insurance maintained by City and/or its officers, employees, agents or volunteers, shall be in excess of Consultant’s insurance and shall not contribute with it.

12.15 Waiver of Subrogation. Consultant hereby waives all rights of subrogation against the City. Consultant shall additionally waive such rights either by endorsement to each policy or provide proof of such waiver in the policy itself. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant, its employees, agents and subcontractors.

12.16 Report of Claims to City. Consultant shall report to the City, in addition to the Consultant’s insurer, any and all insurance claims submitted to Consultant’s insurer in connection with the services under this Agreement.

12.17 Premium Payments and Deductibles. Consultant must disclose all deductibles and self-insured retention amounts to the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within retention amounts. Ultimately, City must approve all such amounts prior to execution of this Agreement. City has no obligation to pay any premiums, assessments, or deductibles under any policy required in this Agreement. Consultant shall be responsible for all premiums and Agenda Item #7.3:

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deductibles in all of Consultant’s insurance policies. The amount of deductibles for insurance coverage required herein are subject to City’s approval.

12.18 Duty to Defend and Indemnify. Consultant’s duties to defend and indemnify City under this Agreement shall not be limited by the foregoing insurance requirements and shall survive the expiration of this Agreement.

13. MUTUAL COOPERATION

13.1 City Cooperation in Performance. City shall provide Consultant with all pertinent data, documents and other requested information as is reasonably available for the proper performance of Consultant’s services under this Agreement.

13.2 Consultant Cooperation in Defense of Claims. If any claim or action is brought against City relating to Consultant’s performance in connection with this Agreement, Consultant shall render any reasonable assistance that City may require in the defense of that claim or action.

14. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, facsimile or overnight courier service during Consultant’s and City’s regular business hours; (ii) the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing); or (iii) the day of delivery if emailed to the email address listed below and simultaneously deposited in the U.S. mail, postage prepaid, to the address(es) listed below (or to such other addresses as the parties may, from time to time, designate in writing).

If to City:

Mike Berger
City of Sonoma
Public Works
No. 1 The Plaza
Sonoma, CA 95476
Telephone: (707) 938-3681
If to Consultant:

Daniel Apt
Olaunu, LLC
940 Avenida Presido
San Clemente, CA, 92672
Telephone: 949-449-7980
Email: [email protected]
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Facsimile: (707) 938-3240
Email: [email protected]
With courtesy copy to:

David J. Ruderman, Sonoma City Attorney
Colantuono, Highsmith & Whatley, PC
670 W. Napa Street, Suite F
Sonoma, CA 95476
Telephone: (707) 986-8091
Facsimile: (707) 509-7295
Email: [email protected]

15. SURVIVING COVENANTS
The parties agree that the covenants contained in paragraph 5.14 (Records), section 11 (Indemnity), paragraph 12.8 (Claims-Made Policies), paragraph 13.2 (Consultant Cooperation in Defense of Claims), and paragraph 18.1 (Confidentiality) of this Agreement shall survive the expiration or termination of this Agreement, subject to the provisions and limitations of this Agreement and all otherwise applicable statutes of limitations and repose.

16. TERMINATION

16.1 City Termination. The City may, in its sole and unfettered discretion and without cause, terminate this Agreement at any time prior to completion by Consultant of the services required. Notice of Termination of this Agreement shall be given in writing to Consultant and shall be sufficient and complete when same is emailed to Consultant and simultaneously deposited in the United States mail postage prepaid and certified, addressed as set forth in section 14 of this Agreement. The Agreement shall be terminated upon receipt of the Notice of Termination by Consultant. If City should terminate this Agreement, the Consultant shall be compensated for all work satisfactorily performed prior to time of Agenda Item #7.3:

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receipt of termination notice, and shall be compensated for materials ordered by the Consultant or his/her employees, or services of others ordered by the Consultant or his/her employees prior to receipt of Notice of Termination whether or not such materials or final instruments of services of others have actually been delivered, provided that the Consultant or its employees are not able to cancel such orders for materials or services of others. Compensation for the Consultant in the event of termination by the City shall be determined by the City Public Works Director in accordance with the percentage of project completed. In the event that this Agreement is terminated pursuant to this paragraph

16.1, Consultant shall not be entitled to any additional compensation over that provided herein; nor shall Consultant be entitled to payment for any alleged damages or injuries (including lost opportunity damages) purportedly caused by the termination of this Agreement by the City pursuant hereto.

16.2 Consultant Termination. Consultant may terminate this Agreement upon thirty (30) days written notice to the City only for good cause.

Consultant’s written notice of termination shall contain a full explanation of the facts and circumstances constituting good cause. In the event of termination, all notes, sketches, computations, drawings and specifications, or other data, whether complete or not, produced through the time of the City’s last payment shall be relinquished to the City. The City may, at its own expense, make copies or extract information from any such notes, sketches, computations, drawings, and specifications, or other data whether complete or not.

16.3 Termination for Material Breach. Should the Consultant fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Agreement, the City may terminate this Agreement by giving written notice of such termination, stating the reasons for such termination in such event.

Consultant shall be compensated as above, provided, however, there shall be deducted from such amount the amount of damage if any, sustained by City by virtue of the Consultant’s breach of this Agreement.

16.4 Remedies. In no event shall Consultant be entitled to receive more than the Maximum Amount that would be paid to Consultant for the full performance of the services required by this Agreement as provided in paragraph 3.6 above and as otherwise provided in this Agreement.

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17. INTERPRETATION OF AGREEMENT

17.1 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California.

17.2 Integration of Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Consultant with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on by City and Consultant.

17.5 Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to the extent necessary to, cure such invalidity or unenforceability, and shall be enforceable in its amended form. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

17.6 No Presumption Against Drafter. Each party had an opportunity to consult with an attorney in reviewing and drafting this Agreement. Any Agenda Item #7.3:

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uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting to any party.

18. GENERAL PROVISIONS

18.1 Confidentiality. All data, documents, discussion, or other information developed or received by Consultant for performance of this Agreement are deemed confidential and Consultant shall not disclose it without prior written consent by City. City shall grant such consent if disclosure is legally required. All City data shall be returned to City upon the termination or expiration of this Agreement.

18.2 Conflicts of Interest. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, 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 a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subcontractor to file, a Statement of Economic Interest with the City’s Filing Officer if required under state law in the performance of the services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

18.4 Binding on Successors. This Agreement shall be binding on the successors and assigns of the parties.

18.5 No Third-Party Beneficiaries. Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.

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18.6 Time of the Essence. Time is of the essence for each and every provision of this Agreement.

18.7 Non-Discrimination. Consultant shall not discriminate against any employee or applicant for employment because of race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, or sexual orientation, or any other unlawful basis, including without limitation, the City’s NonDiscrimination Policy adopted as Resolution #25-2019. Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, sexual orientation, or any other unlawful basis. Employment actions to which this provision applies shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training.

Consultant agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.

18.8 Waiver. No provision, covenant, or condition of this Agreement shall be deemed to have been waived by City or Consultant unless in writing signed by one authorized to bind the party asserted to have consented to the waiver. The waiver by City or Consultant of any breach of any provision, covenant, or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other provision, covenant, or condition.

18.9 Excused Failure to Perform. Consultant shall not be liable for any failure to perform if Consultant presents acceptable evidence, in City’s sole judgment, that such failure was due to causes beyond the control and without the fault or negligence of Consultant.

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18.12 Venue. The venue for any litigation shall be Sonoma County, California and Consultant hereby consents to jurisdiction in Sonoma County for purposes of resolving any dispute or enforcing any obligation arising under this Agreement.

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emailed versions of an original signature, electronically scanned and transmitted versions (e.g., via pdf) of an original signature, or a digital signature.

18.15 Recitals. The Recitals are incorporated by this reference. [Signatures on following page]
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TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement as of the last date indicated below:
“City”
City of Sonoma
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
“Consultant”
Olaunu, LLC
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Attest:

By:__________________________________
David J. Ruderman, City Attorney
Date:________________________
Agenda Item #7.3:

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Professional Services Agreement — Design Professionals
(City of Sonoma / Olaunu, LLC)
336577.3 Page 27 of 1
Approved for use: 1/1/2025
“EXHIBIT A”
Scope of Work
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336577.3
“EXHIBIT B”
Approved Fee Schedule
Agenda Item #7.3:

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EXHIBIT A and B
Olaunu
Grant Procurement Assistanceand As Needed
Project ManagementFor the City of Sonoma
July 1, 2025
Scope of Work
• Provide grant procurement consulting to Department of Public Works. • Develop Requests for Proposals for as-needed structural engineering and electrical engineering & maintenance services, plus tree maintenance/arborist services. Provide coordination support to manage the RFP process through issuance of RFPs to City Council award of agreements with selected consultants.
• Inspection and closeout of private development project work (primarily related to work required within the public right-of-way and compliance with various Conditions of Approval related to Public Works). The City has a staffed engineering technician position and environmental compliance technician to handle this. My role will be to help coordinate staff and provide guidance and training/mentoring to improve effectiveness and efficiency of these activities.
• Manage designated Capital Improvement Projects (CIP), including coordination of various consultants and staff to track schedule and budget and consistency with project objectives. Review consultant and contractor deliverables and submittals, including pay estimates, invoices and other documentation. This may also include support to ensure compliance with California Department of Industrial Relations (DIR) public contracting and prevailing wage requirements.
• Other activities that may arise as needed (e.g. assist with annual budget development, monitoring and implementation, grant management, Water Board/regulatory documentation, Caltrans coordination and billing, etc.) Agenda Item #7.3:

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EXHIBIT A and B
Meetings and Overall Coordination
With all of the projects and activities above, Mr. Bonigut’s role will be to assist staff with gran procurement to increase the capabilities of the City’s programs with grant funds. The City will be kept updated on activities and obtain concurrence/approval when appropriate before proceeding on key issues. Mr. Bonigut will provide routine updates and check-ins, and will prepare a concise weekly summary of key activities and time spent on each.

Work Location and Hours
Except during the initial startup period of this contract, most work will be conducted remotely.

However, in-person meetings, project site visits, etc., will be conducted as needed. Services will be provided on a part-time basis at roughly 20-24 hours per week on average.

Information and Resource Needs
To access and use various project files, continued access to the City’s network and key information/financial systems will be needed.

Deliverables
The varied types of projects and activities will dictate the specific work products to be completed. However, the primary deliverable under this agreement will be a weekly summary of activities and time spent on each.

Cost
The hourly billing rate will be $150.00. There will be no mileage charge for vehicle travel that may be required to attend meetings, visit project sites, meet with outside agencies, etc.

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336577.3
“EXHIBIT C”
Campaign Contribution Disclosure Form
Agenda Item #7.3:

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336577.3

CAMPAIGNCONTRIBUTIONDISCLOSUREPROVISIONS
Cities are subject to the campaign disclosure provisions detailed in Government Code Section 84308.

1. ____________________________________

2. ____________________________________

3. ____________________________________
(b) Date and amount of contribution:

Date Amount $
Date Amount $
Date Amount $
(c) Name of councilmember or commissioner to whom
contribution was made:

1. ____________________________________

2. ____________________________________

3. ____________________________________
(d) I certify that the above information is provided to the best of my knowledge.

Printed Name
Signature
Date Phone
To be completed by City:

Document No: ______________________________
Agenda Item #7.3:

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336577.3
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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
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Approved for use: 1/1/2025

PROFESSIONAL SERVICES AGREEMENT

FOR CONSULTANT SERVICES
(City of Sonoma / Two Lynchpin Road)

1. IDENTIFICATION
This PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is entered into as of the last date indicated below by and between the City of Sonoma, a California municipal corporation (“City”), and Two Lynchpin Road (“TLR”), a California S Corporation (“Consultant”) (collectively, “parties”).

2. RECITALS

2.1 City has determined that it requires the following professional services from a consultant: Emergency Planning.

2.3 City has relied upon the professional ability and training of Consultant as a material inducement to enter into this Agreement. Consultant shall perform in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state and local laws, it being understood that acceptance of Consultant’s work by City shall not operate as a waiver or release. Consultant represents and warrants to City that (a) it has all licenses, permits, qualifications, insurance and approvals of whatever nature which are legally required for Consultant to practice its profession, and (b) it shall, at its sole cost, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, insurance and approvals which are legally required for Consultant to practice its profession. Consultant shall indemnify and hold harmless the City from and against any and all claims or expenses caused or occasioned directly or indirectly by Consultant’s failure to so perform.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Consultant agree as follows:

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3. DEFINITIONS

3.1 “Agreement Administrator” for this project means Sarah Tracy, Senior Management Analyst. The Agreement Administrator shall be the principal point of contact at the City for this project. All services under this Agreement shall be performed at the request of the Agreement Administrator. The Agreement Administrator will establish the timetable for completion of services and any interim milestones. City reserves the right to change this designation upon written notice to Contractor.

3.2 “Approved Fee Schedule” means such compensation rates as are set forth in Consultant’s July 1, 2025 fee schedule to City attached hereto as “Exhibit A” and fully incorporated herein by this reference. This fee schedule shall remain in effect for the duration of this Agreement unless modified in writing by mutual agreement of the parties.

3.3 “Commencement Date” means July 1, 2025.

3.4 “Consultant Project Administrator” means Alicia Johnson. The Consultant Project Administrator will be the principal point of contact for the Consultant.

3.5 “Maximum Amount” means the highest total compensation and costs payable to Consultant by City under this Agreement. The Maximum Amount under this Agreement is Thirty Thousand Dollars ($30,000).

3.6 “Scope of Services” means such professional services as are set forth in Consultant’s July 2025 proposal to City attached hereto as “Exhibit A” proposal to City attached hereto as “Exhibit A” and fully incorporated herein by this reference.

3.7 “Termination Date” means June 20, 2026.

3.8 4. TERM
The term of this Agreement shall commence at 12:00 a.m. on the Commencement Date and shall terminate at 11:59 p.m. on the Termination Date unless extended in writing by mutual agreement of the parties or terminated earlier in accordance with Section 18 (“Termination”) below. Consultant may request extensions of time to perform the services required hereunder. Such extensions shall be effective if Agenda Item #7.3:

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authorized in advance by City in writing and incorporated in written amendments to this Agreement.

5. CONSULTANT’S SERVICES

5.1 Time is of the essence in Consultant’s performance of services under this Agreement.

5.2 Consultant shall perform the services identified in the Scope of Services.

City shall have the right to request, in writing, changes in the Scope of Services. Any such changes mutually agreed upon by the parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement. In performing services under this Agreement, Consultant shall coordinate all contact with City through its Agreement Administrator. All changes and/or extra work shall be performed and paid for in accordance with the following:

5.2.1 Only the City Manager or City Council may authorize extra and/or changed work. Consultant expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Consultant to secure the Council’s or City Manager’s authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in the Maximum Amount due to such unauthorized work and Consultant thereafter shall be entitled to no compensation whatsoever for performance of such work.

5.2.2 If the Consultant is of the opinion that any work s/he has been directed to perform is beyond the scope of this Agreement and constitutes extra work, s/he shall promptly notify the Agreement Administrator of this opinion. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Agreement and constitutes extra work. In the event that the City determines that such work does constitute extra work, it shall provide extra compensation to the Consultant on a fair and equitable basis. A Supplemental Agreement providing for such compensation for extra work shall be negotiated between the City and the Consultant. Such Supplemental Agreement shall be executed by the Consultant and be approved by the City in accordance with its purchasing policy.

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5.2.3 In the event City determines that such work does not constitute extra work, Consultant shall not be paid extra compensation above that provided herein and if such determination is made by City staff, this determination may be appealed to the City Council as long as a written appeal is submitted to the City Manager within five (5) days after the staff’s determination is received by the Consultant. Any written appeal shall include a description of each and every ground upon which Consultant challenges the staff’s determination. The City Council’s decision shall be final.

5.3 In no event shall the total compensation and costs payable to Consultant under this Agreement exceed the Maximum Amount unless specifically approved in advance and in writing by City. Consultant shall notify the Agreement Administrator, in writing, when fees and expenses incurred under this Agreement have reached eighty percent (80%) of the Maximum Amount payable above. Consultant shall concurrently inform the Agreement Administrator, in writing, of Consultant’s estimate of total expenditures required to complete its current assignments before proceeding, when the remaining work on such assignments would exceed the Maximum Amount payable above.

5.4 Consultant shall perform all work to the highest standards of Consultant’s profession and in a manner reasonably satisfactory to City. Consultant shall comply with all applicable federal, state and local laws and regulations, including the conflict-of-interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.).

5.5 Consultant shall obtain and maintain in force a City business license for the term of this Agreement.

5.6 Consultant represents that it has no known relationships with third parties, City Council Members, or employees of City which would (i) present a conflict of interest with the rendering of services under this Agreement under Government Code Section 1090, the Political Reform Act (Government Code Section 81000 et seq.), or other applicable law, (ii) prevent Consultant from performing the terms of this Agreement, or (iii) present a significant opportunity for the disclosure of confidential information.

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5.7 During the term of this Agreement, Consultant shall not perform any work for another person or entity for whom Consultant was not working at the Commencement Date if both (i) such work would require Consultant to abstain from a decision under this Agreement pursuant to a conflict of interest statute and (ii) City has not consented in writing to Consultant’s performance of such work.

5.8 This Agreement is subject to Government Code section 84308, as amended by Senate Bill 1439 (2022), Senate Bill 1181 (2024), and Senate Bill 1243 (2024). Consultant shall disclose any contribution to an elected or appointed City official’s campaign or committee in an amount of more than five hundred dollars ($500) made within 12 months preceding the Commencement Date, by Consultant, its, her, or his agent, or another party affiliated with Consultant. Consultant shall provide a signed copy of the attached Campaign Contribution Disclosure Form, Exhibit C, to City prior to, or concurrent with, Consultant’s execution of this Agreement and no later than the Commencement Date.

5.9 Pursuant to Government Code section 1097.6, Consultant’s duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the City. The City shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Consultant’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.

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

5.10 Consultant represents that it has, or will secure at its own expense, all personnel required to perform the services identified in the Scope of Services. All such services shall be performed by Consultant or under its supervision, and all personnel engaged in the work shall be qualified to perform such services. The Consultant Project Administrator shall have direct responsibility for management of Consultant’s performance under Agenda Item #7.3:

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this Agreement. No other person shall serve as Consultant Project Administrator without City’s prior written consent.

5.11 This Agreement covers professional services of a specific and unique nature. Except as otherwise provided herein, Consultant shall not assign or transfer its interest in this Agreement or subcontract any services to be performed without amending this Agreement.

5.12 Consultant shall be responsible to City for all services to be performed under this Agreement. All subconsultants shall be approved by the Agreement Administrator and their billing rates identified in the Approved Fee Schedule, Exhibit A. City shall pay Consultant for work performed by its subconsultants (including labor) only at Consultant’s actual cost plus an approved mark-up as set forth in the Approved Fee Schedule, Exhibit A. Consultant shall be liable and accountable for any and all payments, compensation, and federal and state taxes to all subconsultants performing services under this Agreement. City shall not be liable for any payment, compensation, or federal and state taxes for any subconsultants.

5.13 Consultant shall notify the Agreement Administrator, in writing, of any change in name, ownership or control of Consultant’s firm or of any subconsultant. Change of ownership or control of Consultant’s firm may require an amendment to the Agreement.

5.14 Prevailing Wage Notice.

5.14.1 This Agreement is subject to prevailing wage law, for all work performed under the Agreement for which the payment of
prevailing wages is required under the California Labor Code. In particular, Consultant acknowledges that prevailing wage determinations are available for the performance of inspection and survey work.

5.14.2 In the event Consultant will perform inspection services, City or authorized representatives of the City shall have the right to inspect the work of such services whenever such representatives may deem such inspection to be desirable or necessary. Inspections by the City do not in any way relieve or minimize the responsibility of Consultant to conduct the inspections Consultant has expressly agreed to perform pursuant to this Agreement. Consultant shall be Agenda Item #7.3:

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solely liable for said inspections performed by Consultant.

Consultant shall certify in writing to the City as to the completeness and acceptability of each inspection of improvement or
construction which Consultant agrees to inspect hereunder.

6. COMPENSATION

6.1 City agrees to compensate Consultant for the services provided under this Agreement and Consultant agrees to accept payment in accordance with the Approved Fee Schedule in full satisfaction for such services.

6.2 Consultant shall submit to City an invoice, on a monthly basis or less frequently, for services performed pursuant to this Agreement. Each invoice shall identify the Maximum Amount, the services rendered during the billing period, the amount due for the invoice, and the total amount previously invoiced. All labor charges shall be itemized by employee name and classification/position with the firm, the corresponding hourly rate, the hours worked, a description of each labor charge, and the total amount due for labor charges. Consultant shall include a copy of each subconsultant invoice for which reimbursement is sought in the invoice.

6.3 City shall not withhold applicable taxes or other payroll deductions from payments made to Consultant except as otherwise required by law.

Consultant shall be solely responsible for calculating, withholding, and paying all taxes.

6.4 The parties agree to meet and confer at mutually agreeable times to resolve any disputed amounts contained in an invoice submitted by Consultant.

7. OWNERSHIP OF WRITTEN PRODUCTS
All reports, documents or other written material, and all electronic files, including computer-aided design files, developed by Consultant in the performance of this Agreement (such written material and electronic files are collectively known as “written products”) shall be and remain the property of City without restriction or limitation upon its use or dissemination by City except as provided by law. Consultant may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by Consultant.

8. RELATIONSHIP OF PARTIES
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8.1 Consultant is, and shall at all times remain as to City, a wholly independent contractor. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise to act on behalf of City as an agent. Consultant, its officers, employees and agents shall not have any power to bind or commit the City to any decision or course of action, and Consultant, its officers, employees and agents shall not represent to any person or party that it or they are acting as agents of the City or that it or they have the power to bind or commit the City. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not represent that it is, or that any of its agents or employees are, in any manner employees of City.

8.2 Under no circumstances shall Consultant look to the City as its employer.

Consultant shall not be entitled to any benefits. City makes no representation as to the effect of this independent contractor relationship on Consultant’s previously earned California Public Employees Retirement System (“CalPERS”) retirement benefits, if any, and Consultant specifically assumes the responsibility for making such a determination. Consultant shall be responsible for all reports and obligations including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation, and other applicable federal and state taxes.

9. CONSULTANT PROJECT ADMINISTRATOR
In performing services under this Agreement, Consultant shall coordinate all contact with City through its Agreement Administrator. City reserves the right to change this designation upon written notice to Consultant. All services under this Agreement shall be performed at the request of the Agreement Administrator, who will establish the timetable for completion of services and any interim milestones.

10. INDEMNIFICATION

10.1 The parties agree that City, its officers, agents, employees, and volunteers should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, taxes, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the parties intend the provisions of this indemnity provision to be interpreted and construed to Agenda Item #7.3:

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provide the City with the fullest protection possible under the law.

Consultant acknowledges that City would not enter into this Agreement in the absence of Consultant’s commitment to indemnify and protect City as set forth herein.

10.2 To the fullest extent permitted by law, Consultant shall indemnify, hold harmless, and when the City requests with respect to a claim provide a deposit for the defense of, and defend (with counsel satisfactory to City) City, its officers, agents, employees and volunteers from and against any and all claims, losses, costs and expenses for any damage due to death or injury to any person, whether physical, emotional, consequential or otherwise, and injury to any property arising out of or in connection with Consultant’s alleged negligence, recklessness or willful misconduct or other wrongful acts, errors or omissions of Consultant or any of its officers, employees, servants, agents, or subconsultants, or anyone directly or indirectly employed by either Consultant or its subconsultants, in the performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole active negligence or willful misconduct of the City. Such costs and expenses shall include reasonable attorneys’ fees due to counsel of City’s choice, expert fees and all other expenses of litigation.

Consultant shall not be entitled to any refund of attorneys’ fees, defense costs or expenses in the event that it is adjudicated to have been nonnegligent.

10.3 City shall have the right to offset against any compensation due Consultant under this Agreement any amount due City from Consultant as a result of Consultant’s failure to pay City promptly any indemnification arising under this Section 10 of this Agreement and any amount due City from Consultant arising from Consultant’s failure either to (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

10.4 The obligations of Consultant under this Section 10 of this Agreement are not limited by the provisions of any workers’ compensation or similar statute. Consultant expressly waives its statutory immunity under such statutes as to City, its officers, agents, employees and volunteers.

10.5 Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in Section 10 of this Agreement Agenda Item #7.3:

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from each and every subconsultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations from others, Consultant agrees to indemnify, hold harmless and defend City, its officers, agents, employees and volunteers from and against any and all claims, losses, costs and expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of Consultant’s subconsultants or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of City’s choice.

10.6 City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement.

This hold harmless and indemnification provision shall apply whether or not any insurance policies apply to a claim, demand, damage, liability, loss, cost or expense.

10.7 In the event that Consultant or any employee, agent, or subconsultant of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Consultant or its employees, agents, or subconsultants, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

10.8 Notwithstanding any federal, state, or local policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subconsultants providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in CalPERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for CalPERS benefits.

Agenda Item #7.3:

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11. INSURANCE

11.1 During the term of this Agreement, Consultant shall carry, maintain, and keep in full force and effect insurance against claims for death or injuries to persons or damages to property that may arise from or in connection with Consultant’s performance of this Agreement.

11.2 Any available insurance proceeds broader than or in excess of the specified minimum Insurance coverage requirements or limits shall be available to City as an Additional Insured as provided below.

Furthermore, the requirements for coverage and limits shall be the greater of (1) the minimum coverage and limits specified in this Agreement, or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named Insured.

11.3 Insurance required under this Agreement shall be of the types set forth below, with minimum coverage as described:

11.3.1 Comprehensive General Liability Insurance written on a per occurrence basis with coverage limits of not less than Two Million Dollars ($2,000,000) per occurrence and Four Million Dollars ($4,000,000) general aggregate, including products and operations hazard, contractual insurance, broad form property damage, independent consultants, personal injury, underground hazard, and explosion and collapse hazard where applicable.

11.3.2 Automobile Liability Insurance for vehicles used in connection with the performance of this Agreement with minimum limits of Two Million Dollars ($2,000,000) per claimant and Two Million dollars ($2,000,000) per incident. Automobile liability insurance shall be evidenced by ISO Form Number CA 0001 covering Code 1 (any auto) or, if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned).

11.3.3 Worker’s Compensation insurance if and as required by the laws of the State of California.

11.3.4 Professional Errors and Omissions Insurance with coverage limits of not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate. In the event Consultant’s policy is a “claims made” policy only covering those Agenda Item #7.3:

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claims made during the policy period, then Consultant agrees to maintain the professional liability insurance required hereunder and with respect to this project in effect for at least three (3) years after acceptance of the work. The retroactive date of the policy must be shown and must be before the Commencement Date of this Agreement. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date before the Commencement Date of this Agreement, the Consultant must purchase “extended reporting” coverage for a minimum of three (3) years after completion of work.

11.4 Consultant shall require each of its subconsultants to maintain insurance coverage that meets all of the requirements of this Agreement provided however, that the Agreement Administrator may waive the provision of Errors and Omissions Insurance by subconsultants in his or her sole discretion.

11.5 The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least A:VII in the latest edition of Best’s Insurance Guide.

11.6 Consultant agrees that if it does not keep the insurance coverages required by this Agreement in full force and effect, City may either (i) immediately terminate this Agreement; or (ii) take out the necessary insurance and pay the premium(s) thereon at Consultant’s expense.

11.7 At all times during the term of this Agreement, Consultant shall maintain on file with City’s Risk Manager a certificate or certificates of insurance showing that the required coverages are in effect and naming City and its officers, employees, agents and volunteers as Additional Insureds. Prior to commencement of work under this Agreement, Consultant shall file with City’s Risk Manager such certificate(s) and Forms CG 20 10 07 04 and CG 20 37 07 04 or the substantial equivalent showing City as an Additional Insured.

11.8 Consultant shall provide proof that policies of insurance required by this Agreement expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages.

Agenda Item #7.3:

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Approved for use: 1/1/2025

11.9 The general liability and automobile policies of insurance required by this Agreement shall contain an endorsement naming City and its officers, employees, agents and volunteers as Additional Insureds. All of the policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty days’ prior written notice to City. Consultant agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions.

11.10 The insurance provided by Consultant shall be primary to any other coverage available to City. Any insurance or self-insurance maintained by City and/or its officers, employees, agents or volunteers shall be in excess of Consultant’s insurance and shall not contribute with it.

11.11 All insurance coverage provided pursuant to this Agreement shall not prohibit Consultant, and Consultant’s employees, agents or subconsultants, from waiving the right of subrogation prior to a loss.

Consultant hereby waives all rights of subrogation against the City.

Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant, its employees, agents and subconsultants.

11.12 Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of City, Consultant shall either reduce or eliminate the deductibles or self-insured retentions with respect to City, or Consultant shall procure a bond in the amount of the deductible or selfinsured retention to guarantee payment of losses and expenses.

11.13 Procurement of insurance by Consultant shall not be construed as a limitation of Consultant’s liability or as full performance of Consultant’s duties to indemnify, hold harmless and defend under Section 10 of this Agreement.

11.14 Consultant may be self-insured under the terms of this Agreement only with express written approval from the City.

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Approved for use: 1/1/2025

11.14.1All self-insured retentions (SIR) must be disclosed to the City for approval and shall not reduce the limits of liability.

11.14.2Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named Insured or the City.

11.15 City reserves the right to obtain a full certified copy of any Insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of the right to exercise later.

12. MUTUAL COOPERATION

12.1 City shall provide Consultant with all pertinent data, documents and other requested information as is reasonably available for the proper performance of Consultant’s services under this Agreement.

12.2 If any claim, action, or proceeding is brought against City relating to Consultant’s performance in connection with this Agreement, Consultant shall render any reasonable assistance that City may require in the defense of that claim, action, or proceeding.

13. CONFIDENTIALITY
All data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without prior written consent by City. City shall grant such consent if disclosure is legally required. Upon request, all City data shall be returned to City upon the termination or expiration of this Agreement.

14. RECORDS AND INSPECTIONS
Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such documents shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. City shall further have the right to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
336531.3 Page 15 of 21
Approved for use: 1/1/2025
In addition, pursuant to Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under the Agreement.

15. PERMITS AND APPROVALS
Consultant shall obtain, at its sole cost and expense, all permits and regulatory approvals necessary for Consultant’s performance of this Agreement. This includes, but shall not be limited to, professional licenses, encroachment permits and building and safety permits and inspections.

16. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, facsimile or overnight courier service during Consultant’s and City’s regular business hours; (ii) the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing); or (iii) the day of delivery if emailed to the email address listed below and simultaneously deposited in the U.S. mail, postage prepaid, to the address(es) listed below (or to such other addresses as the parties may, from time to time, designate in writing).

If to City:

Sarah Tracy
City of Sonoma
City Manager’s Office
No. 1 The Plaza
Sonoma, CA 95476
Telephone: (707) 938-3681
Email: [email protected]
If to Consultant:

Alicia Johnson
Two Lynchpin Road
500 Westover Drive # 32694
Sanford NC 27330
Telephone: 801-833-4952
Email: [email protected]
With courtesy copy to:

David J. Ruderman, Sonoma City Attorney
Colantuono, Highsmith & Whatley, PC
670 W. Napa Street, Suite F
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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
336531.3 Page 16 of 21
Approved for use: 1/1/2025
Sonoma, CA 95476
Telephone: (707) 986-8091
Facsimile: (707) 509-7295
Email: [email protected]

17. SURVIVING COVENANTS
The parties agree that the covenants contained in Paragraph 8.2, Section 10, Paragraph 12.2, Section 13, and Section 14 of this Agreement shall survive the expiration or termination of this Agreement.

18. TERMINATION

18.1 The City may, in its sole and unfettered discretion and without cause, terminate this Agreement at any time prior to completion by Consultant of the services required. Notice of Termination of this Agreement shall be given in writing to Consultant and shall be sufficient and complete when same is emailed to Consultant and simultaneously deposited in the United States mail postage prepaid and certified, addressed as set forth in Section 16 of this Agreement. The Agreement shall be terminated upon receipt of the Notice of Termination by Consultant. If City should terminate this Agreement, the Consultant shall be compensated for all work satisfactorily performed prior to time of receipt of termination notice, and shall be compensated for materials ordered by the Consultant or his/her employees, or services of others ordered by the Consultant or his/her employees prior to receipt of Notice of Termination whether or not such materials or final instruments of services of others have actually been delivered, provided that the Consultant or its employees are not able to cancel such orders for materials or services of others. Compensation for the Consultant in the event of termination by the City shall be determined by the City Cemeteries Manager in accordance with the percentage of project completed. In the event that this Agreement is terminated pursuant to this Paragraph 18.1, Consultant shall not be entitled to any additional compensation over that provided herein; nor shall Consultant be entitled to payment for any alleged damages or injuries (including lost opportunity damages) purportedly caused by the termination of this Agreement by the City pursuant hereto.

18.2 Consultant may terminate this Agreement upon thirty (30) days written notice to the City only for good cause. Consultant’s written notice of Agenda Item #7.3:

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336531.3 Page 17 of 21
Approved for use: 1/1/2025
termination shall contain a full explanation of the facts and circumstances constituting good cause. In the event of termination, all notes, sketches, computations, drawings and specifications, or other data, whether complete or not, produced through the time of the City’s last payment shall be relinquished to the City. The City may, at its own expense, make copies or extract information from any such notes, sketches, computations, drawings, and specifications, or other data whether complete or not.

18.3 Should the Consultant fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Agreement, the City may terminate this Agreement by giving written notice of such termination, stating the reasons for such termination in such event. Consultant shall be compensated as above, provided, however, there shall be deducted from such amount the amount of damage if any, sustained by City by virtue of the Consultant’s breach of this Agreement.

18.4 In no event shall Consultant be entitled to receive more than the Maximum Amount that would be paid to Consultant for the full performance of the services required by this Agreement as provided in Paragraph 3.5 above and as otherwise provided in this Agreement.

19. GENERAL PROVISIONS

19.1 Consultant shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without City’s prior written consent, and any attempt to do so shall be void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Consultant.

19.2 In the performance of this Agreement, Consultant shall not discriminate against any employee, subconsultant, or applicant for employment because of race, color, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, sexual orientation, or any other unlawful basis, including without limitation, the City’s Non-Discrimination Policy adopted as Resolution #25-2019.

Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without Agenda Item #7.3:

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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
336531.3 Page 18 of 21
Approved for use: 1/1/2025
regard to race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, sexual orientation, or any other unlawful basis. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training, Consultant agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.

19.3 Each party had an opportunity to consult with an attorney in reviewing and drafting this Agreement. Any uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting.

19.4 The captions appearing at the commencement of the Sections hereof, and in any paragraph thereof, are for convenience in reference to this Agreement. Should there be any conflict between such heading, and the Section or Paragraph thereof at the head of which it appears, the Section or Paragraph shall govern construction of this Agreement. Masculine or feminine pronouns shall be substituted for the neuter form and vice versa, and the plural shall be substituted for the singular and vice versa, in any place or places herein in which the context requires such substitution(s).

19.5 The waiver by City or Consultant of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of any other term, covenant or condition or of any subsequent breach of the same or any other term, covenant or condition herein contained. No term, covenant or condition of this Agreement shall be deemed to have been waived by City or Consultant unless in writing signed by one authorized to bind the party to be charged with the waiver.

19.6 Consultant shall not be liable for any failure to perform if Consultant presents acceptable evidence, in City’s sole judgment, that such failure was due to causes beyond the control and without the fault or negligence of Consultant.

19.7 Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and Agenda Item #7.3:

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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
336531.3 Page 19 of 21
Approved for use: 1/1/2025
shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance from the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any or all of such other rights, powers or remedies. If legal action shall be necessary to enforce any term, covenant or condition contained in this Agreement, the party prevailing in such action, whether or not reduced to judgment, shall be entitled to its reasonable court costs, including any accountants’ and attorneys’ fees expended in the action. The venue for any litigation shall be Sonoma County, California and Consultant hereby consents to jurisdiction in Sonoma County for purposes of resolving any dispute or enforcing any obligation arising under this Agreement.

19.8 If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to the extent necessary to, cure such invalidity or unenforceability, and in its amended form shall be enforceable. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.

19.9 This Agreement shall be governed and construed in accordance with the laws of the State of California.

19.10 All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of any material discrepancy between the provisions of this Agreement and those of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Consultant with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on behalf of the City and Consultant.

Agenda Item #7.3:

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(City of Sonoma / Two Lynchpin Road)
336531.3 Page 20 of 21
Approved for use: 1/1/2025

19.11 Nonprofit service contractors which receive contracts from the City of $75,000 or more in a 12-month period, and for-profit service contractors who receive contracts from the City of $10,000 or more in a 12-month period, provided they have more than six employees, may be subject to the City’s Living Wage Ordinance. Sub-contractors with $50,000 or more in annual gross receipts may also be subject to the Living Wage Ordinance. Unless otherwise exempt in accordance with the provisions of the Ordinance (Sonoma Municipal Code Chapter 2.70), this Agreement is subject to applicable provisions of the Living Wage Ordinance of the City as amended from time to time and available on the City’s website.

19.12 This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument. The parties acknowledge and agree that this Agreement may be executed by electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. Without limitation, “electronic signature” shall include faxed or emailed versions of an original signature, electronically scanned and transmitted versions (e.g., via pdf) of an original signature, or a digital signature.

19.13 This Agreement shall be binding on successors and assigns of the parties.

19.14 Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.

19.15 The recitals are incorporated by this reference.
[Signatures on following page]
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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
336531.3 Page 21 of 21
Approved for use: 1/1/2025
TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement as of the last date indicated below:
“City”
City of Sonoma
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
“Consultant”
Two Lynchpin road
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Attest:

By:__________________________________
David J. Ruderman, City Attorney
Date:________________________
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Professional Services Agreement
(City of Sonoma / Two Lynchpin Road)
336531.3 Page 22 of 1
Approved for use: 1/1/2025
“EXHIBIT A”
Scope of Work
Agenda Item #7.3:

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336531.3
“EXHIBIT B”
Scope of Work
Agenda Item #7.3:

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336531.3
“EXHIBIT C”
Campaign Contribution Disclosure Form
Agenda Item #7.3:

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336531.3

CAMPAIGN CONTRIBUTION

DISCLOSURE PROVISIONS
Cities are subject to the campaign disclosure provisions detailed in Government Code Section 84308.

Please carefully read the following information to
determine if the provisions apply to you. If you determine that the provisions are applicable, the Campaign Disclosure Form must be completed and returned to the City with your application.

1. No City councilmember or commissioner shall accept,
solicit, or direct a contribution of more than $500 from any party,1 financially interested participant,2 or agent3 while a proceeding is pending or for 12 months
subsequent to the date a final decision is rendered by the City. This prohibition commences when your application
has been filed, or the proceeding is otherwise initiated.

2. A party to a City proceeding shall disclose on the record of the proceeding any contribution of more than $500 made to any councilmember or commissioner by the party, or
agent, during the preceding 12 months. No party to or
participant in a City proceeding shall make a contribution of more than $500 to a councilmember or commissioner during the proceeding and for 12 months following the date a final decision is rendered by the City. No agent to a party or participant shall make a contribution in any amount to a councilmember of commissioner during the proceeding
and for 12 months following the date a final decision is rendered by the City.

However, if any councilmember or commissioner receives a contribution that otherwise would require disqualification, and returns the contribution within 30 days of making the decision, or knowing about the contribution and the
relevant proceeding, whichever comes last, that
councilmember or commissioner shall be permitted to
participate in the proceeding.
1 “Party” is defined as any person who files an application for, or is the subject of, a proceeding.
2 “Participant” is defined as any person who actively
supports or opposes a particular decision in a
proceeding.
3 “Agent” is defined as a person who represents a party in connection with a proceeding for compensation who
appears before or otherwise communicates with the City
for the purpose of influencing the proceeding. If an
To determine whether a campaign contribution of more
than $500 has been made by you or your agent to a
councilmember or commissioner within the preceding
12 months, all contributions made by you or your agent
during that period must be aggregated.

Names of current City councilmembers and
commissioners are available on the City’s website. If you have questions about Government Code Section 84308,
FPPC regulations, or the Campaign Disclosure Form,
please contact the City Clerk.

CAMPAIGN CONTRIBUTION

DISCLOSURE FORM
(a) Document:
□ License
□ Lease
□ Permit
□ Franchise
□ Other Contract
□ Other Entitlement
Name and address of any party, participant, or agent who has contributed more than $500 to any councilmember
or commissioner within the preceding 12 months:

1. ____________________________________

2. ____________________________________

3. ____________________________________
(b) Date and amount of contribution:

Date Amount $
Date Amount $
Date Amount $
(c) Name of councilmember or commissioner to
whom contribution was made:

1. ____________________________________

2. ____________________________________

3. ____________________________________
(d) I certify that the above information is provided to the best of my knowledge.

Printed Name
Signature
Date Phone
Agenda Item #7.3:

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336531.3
individual acting as an agent also is acting as an employee or member of a law, architectural, engineering, or
consulting firm, or a similar entity or corporation, both the individual and the entity or corporation are agents. When a closed corporation is a party to a proceeding, the
majority shareholder is subject to these provisions.

To be completed by City:

Document No: ______________________________
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381983.1 Initials: (City) _______ (Consultant) _______
AMENDMENT No. 1 TO PROFESSIONAL SERVICES AGREEMENT
(City of Sonoma and R3 Consulting Group, Inc.)
This Amendment No. 1 (“Amendment”) to Professional Services Agreement (“Agreement”) is made on this 4th day of June, 2025 at Sonoma, California, by and between the City of Sonoma, a municipal corporation, No. 1 The Plaza, Sonoma, CA 95476 (“City”) and R3 Consulting Group, Inc. , 1512 Eureka Road, Ste, 220, Roseville, CA, 95661 (“Consultant”).

This Amendment modifies the original Agreement between the City and the Consultant dated August 1, 2024 in the following fashion:

A. City and Consultant desire to amend the Agreement by modifying section 3.7 – Termination Date of the “Agreement” to read as follows:

3.7 “Termination Date”: June 30th, 2026.

B. City and Consultant desire to amend the Agreement by modifying the total compensation and costs payable to Consultant under this Agreement to a not-to-exceed sum of $50,000.00
Unless expressly amended in this Amendment, all provisions, conditions, covenants, and terms of the Agreement shall remain in full force and effect. [Signatures on following page]
X
X
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Professional Services Agreement
City of Sonoma / R3 Consulting, Inc.
381983.1 Page 2 of 2
TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement on the dates set forth below.
“City”
City of Sonoma
By: ______________________________
David Guhin, City Manager
Date: _______________
Attest:

By: ______________________________
Rebekah Barr, City Clerk
Date: _______________
Approved as to form:

By: ______________________________
David J. Ruderman, City Attorney
Date: _______________
“Consultant”
R3 Consulting, Inc.

By:______________________________
Garth Schultz, President
Date: __________________
By:______________________________
Janet Barile, Vice President
Date: __________________
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AMENDMENT TO AGREEMENT BETWEEN THE CITY OF SONOMA AND SONOMA

COMMUNITY CENTER

FOR COMMUNITY SERVICES AND EMERGENCY VOLUNTEER MANAGEMENT FISCAL YEAR 2025–2026
This Amendment is made and entered into this ___ day of ___________, 2025, by and between the City of Sonoma, a municipal corporation (“CITY”), and the Sonoma Community Center, a California non-profit corporation (“CENTER”).

RECITALS
WHEREAS, the CITY and CENTER entered into an Agreement dated July 1, 2024, for the provision of arts, cultural, community services, and emergency volunteer coordination through June 30, 2027; and
WHEREAS, the Agreement includes a provision for funding emergency services and support in FY 2024–2025 in the amount of $15,000, subject to additional approval for future years; and WHEREAS, the CITY wishes to continue funding these emergency services and support activities in FY 2025–2026, in recognition of the CENTER’s role as the Emergency Volunteer Center for Sonoma Valley.

NOW, THEREFORE, the parties agree to amend the Agreement as follows:

1. Additional Funding - For Fiscal Year 2025–2026, the CITY agrees to provide the CENTER with an additional $15,000 for continued emergency volunteer coordination services. These services include recruitment, maintenance, and management of the CITY’s Emergency Volunteer List; monthly communications with volunteers; coordination of training opportunities in English and Spanish; and support of the CITY’s Emergency Volunteer Center operations as needed.

2. Clarification of Services - The parties acknowledge that references in all documents to managing the Emergency Volunteer List shall be understood to include recruitment, retention, and engagement of new and existing volunteers.

3. No Other Changes - All other terms and conditions of the original Agreement dated July 1, 2024, shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Amendment the day and year first above written.

CITY OF SONOMA
By: ___________________________________ Date: _________________________________ David Guhin, City Manager

SONOMA COMMUNITY CENTER
By: ___________________________________ Date: _________________________________ Vanessa Rognlien, Executive Director
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City of Sonoma
Agenda Item Summary
Meeting: City Council - 16 Jul 2025
Department
Administration
Staff Contact
David Guhin, City Manager
Agenda Item Title
Adopt a Resolution to Approve the Allocation of $5,000 in Discretionary Community Funding to Secure Families Collaborative
Summary
Founded in 2018 as a trustee-advised fund under the Community Foundation Sonoma County, the Secure Families Collaborative (SFC) became a standalone 501(c)(3) nonprofit in 2022. The SFC serves as a backbone organization for eight formal partner agencies and additional informal partners, delivering pro bono immigration legal assistance and culturally responsive wraparound social services.

The seven core partner organizations that comprise the SFC in Sonoma County include:
 University of San Francisco Deportation Defense Clinic (Healdsburg) – Provided by USF School of Law with nationally recognized attorneys specializing in removal defense (e.g., asylum, SIJS)
 Immigration Institute of the Bay Area (IIBA) – Petaluma – Offers affirmative immigration relief services such as DACA, U-T-Visas, T-Visas, TPS, and humanitarian parole
 Sonoma Immigrant Services (Sonoma) – Handles both affirmative and removal defense cases, including asylum and U-Visa applications  Catholic Charities of the Diocese of Santa Rosa – Supports internal and external referrals to wrap-around social services, including assistance with housing, food, and other culturally responsive care
 Queer Asylum Accompaniment (QAA) – A specialized team providing wrap-around support to LGBTQIA+ asylum seekers including legal guidance, housing, and food assistance
 Legal Aid of Sonoma County – Offers legal representation and support for qualifying clients of SFC.
 North Bay Organizing Project (NBOP) – Collaborates within the network by providing advocacy, outreach, and community-based engagement
Since its inception, the Collaborative has served more than 2,100 individuals, addressing both affirmative and defensive immigration cases. It remains the only countywide organization providing an integrated legal and social service system to Sonoma residents—critical support for an estimated 42,000 undocumented residents countywide, many from mixed-status households.

In Sonoma Valley, SFC services are directly accessible through key local partner organizations:
 Sonoma Immigrant Services (SIS): Based in Sonoma, SIS offers direct immigration legal assistance, Know Your Rights education, and removal defense support. SIS is a formal SFC partner and receives Collaborative funding.

Agenda Item #7.4:

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 La Luz Center: A culturally rooted, wraparound service provider, La Luz connects clients to immigration legal services via referral to SIS and other SFC partners. They also cohost legal education events and coordinate family support services in alignment with the Collaborative.

This local infrastructure allows residents to access services without having to travel to Santa Rosa, helping reduce barriers for families with limited transportation. The Collaborative supports:
 Cross-referrals between legal and social service partners (e.g., SIS ↔ La Luz)  Community-based Know Your Rights workshops hosted in Sonoma Valley  Shared planning and service alignment to streamline access Residents can connect with the Collaborative through:
 Sonoma Immigrant Services
 La Luz Center
 Secure Families Collaborative at securefamilies.org or (707) 600-2782 Historically, the Sonoma County Board of Supervisors has invested over $1.5 million in the Collaborative since 2017—from initial Graton Tribal Mitigation allocations to annual General Fund grants reaching $300,000 for 2024–25.

In February 2025, the County of Sonoma Board of Supervisors approved an additional $500,000 in one-time discretionary funding to scale “Know Your Rights” legal-education outreach, equitably distributed through the Collaborative to partner organizations.

Immigration is essential in maintaining community diversity, workforce strength, and cultural resilience. Enabling legal resolution supports sustainable local economic growth.

By coordinating among multiple agencies, the Collaborative reduces inefficiencies and duplication, ensuring timely and holistic service delivery.

While the County funds the core infrastructure, smaller contributions—like this proposed allocation from the City of Sonoma—can help ensure that Sonoma Valley residents specifically benefit from this critical safety-net. Funding will help extend legal workshops, bolster outreach, and fill service gaps in one of the County’s most underserved geographic areas.

Staff recommends the City Council adopt a resolution to approve the proposed allocation of $5,000 in Discretionary Community Funding to Secure Families Collaborative.

Recommended Council Action
Adopt a resolution to approve the allocation of $5,000 in Discretionary Community Funding to the Secure Families Collaborative (formerly "Secure Communities Collaboration') to support their ongoing immigration legal and wraparound social services in Sonoma County.

Alternative Actions
Decline approval of the proposed allocation at this time.

Agenda Item #7.4:

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Financial Impact
There is sufficient funding available in the Discretionary Community Fund for the proposed $5,000 allocation.

Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
Resolution - Secure Families Collaborative Funding
Agenda Item #7.4:

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City of Sonoma
RESOLUTION # ______ - 2025

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA APPROVING THE ALLOCATION OF $5,000 FROM FY 2025/26 DISCRETIONARY COMMUNITY FUNDING TO THE SECURE FAMILIES COLLABORATIVE (FORMERLY “SECURE COMMUNITIES COLLABORATION”) TO SUPPORT THEIR ONGOING IMMIGRATION LEGAL AND

WRAPAROUND SOCIAL SERVICES
WHEREAS, the City Council of the City of Sonoma has reviewed the proposed final Operating Budget for FY25-26 and held a public meeting on May 22, 2025, prior to adoption of the final budget; and
WHEREAS, THE City Council approved the FY25-26 Operating Budget via Resolution 37-2025 on June 18, 2025; and
WHEREAS, the City Council has approved Discretionary Community funding for FY25-26 in the approved budget for services to be offered starting July 1, 2025; and WHEREAS, the Secure Families Collaborative is the only countywide organization providing critical support for integrated legal and social services for Sonoma residents; and WHEREAS, Secure Families Collaborative services are directly accessible to Sonoma Valley residents through local partnerships to reduce barriers for families with limited transportation receive immigration education and support.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Sonoma authorizes the allocation of $5,000 in FY2025/26 Community Discretionary Funding to the Secure Families Collaborative (formerly “Secure Communities Collaboration” to support ongoing immigration legal and wraparound services in Sonoma County.

PASSED, RESOLVED, AND ADOPTED, at a Regular meeting of the City Council of the City of Sonoma on this 16th day of July 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Patricia Farrar-Rivas, Mayor
ATTEST:

Rebekah Barr, MMC, City Clerk
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City of Sonoma
Agenda Item Summary
Meeting: City Council - 16 Jul 2025
Department
Community Development
Department
Staff Contact
Jennifer Gates, AICP
Community Development Director
Agenda Item Title
An Ordinance Repealing and Replacing Chapter 7.40, Permits for Motion Picture and Television Production and adding Chapter 7.42, Unmanned Aircraft Systems, of the Sonoma Municipal Code and Finding the Ordinance Exempt from the California Environmental Act (CEQA) Pursuant to Section 15061(b)(3) - General Rule - of the CEQA Guidelines Summary
The increased availability and use of drones have raised concerns regarding public safety, privacy, and airspace management. The Federal Aviation Administration (FAA) regulates national airspace, but municipalities retain limited authority to address local impacts, including takeoff and landing locations, use over public property, and enforcement of time, place, and manner restrictions.

To regulate drone use in the city, especially use over public property and for commercial uses, the City reviewed policies adopted by other jurisdictions and consulted with legal counsel and the police department to draft a proposed ordinance that adds a new chapter to the municipal code.

The proposed ordinance includes:
 Establish guidelines for drone takeoff and landing in public spaces;  Prohibit drone use in sensitive areas such as near schools, government facilities, and emergency operations;
 Restrict operations during permitted public events or where crowds are present;  Reinforce FAA rules regarding altitude and line-of-sight operations;  Provide exemptions for law enforcement and permitted commercial uses; and  Establish enforcement and penalty provisions for violations.

In addition to the new regulations for drones, the City proposes to amend existing Chapter 7.40 regulating city film permits. Staff proposes to simplify the existing code, clarify its applicability, and move the sections related to the application process, submittal requirements, and operation of filming activities and place into a policy to be adopted by the City Council. A draft of the film policy is attached for discussion and will be brought to City Council for approval if the attached Ordinance is introduced at this hearing.

Environmental Review:

City Planning Staff has determined that the adoption and implementation of the Ordinance is exempt from further environmental review under the general rule in California Environmental Quality Act (CEQA) Guidelines Section 15061(b)(3) that CEQA only applies to projects that have the potential for causing a significant effect on the environment.

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Recommended Council Action

1. Introduce an Ordinance of the City Council of the City of Sonoma repealing and replacing Chapter 7.40, Permits for Motion Picture and Television Production, and adding Chapter 7.42, Unmanned Aircraft Systems, of the Sonoma Municipal Code and finding the Ordinance exempt from the California Environmental Act (CEQA) Pursuant to Section 15061(b)(3) - General Rule - of the CEQA Guidelines.

2. Review proposed draft film policy and procedures.

Alternative Actions
Council discretion.

Financial Impact
Not Applicable.

Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
Drone & Film Permit Ordinance
Film Permit Policy
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City of Sonoma
ORDINANCE #_____ - 2025

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SONOMA
REPEALING AND REPLACING CHAPTER 7.40, PERMITS FOR MOTION

PICTURE AND TELEVISION PRODUCTION, AND ADDING CHAPTER

7.42, UNMANNED AIRCRAFT SYSTEMS, TO THE CITY OF SONOMA

MUNICIPAL CODE AND FINDING THIS ACTION IS EXEMPT FROM

FURTHER ENVIRONMENTAL REVIEW UNDER THE GENERAL RULE IN

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) GUIDELINES
SECTION 15061(b)(3) THAT CEQA ONLY APPLIES TO PROJECTS

THAT HAVE THE POTENTIAL FOR CAUSING A SIGNIFICANT EFFECT

ON THE ENVIRONMENT
CITY COUNCIL OF THE CITY OF SONOMA DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. MUNICIPAL CODE AMENDMENTS
Chapter 7.40, Permits for Motion Picture and Television Production, of the Sonoma Municipal Code is hereby repealed and replaced as set forth in Exhibit A, attached hereto and incorporated by this reference.

Chapter 7.42, Unmanned Aircraft Systems, is hereby added to the Sonoma Municipal Code as set forth in Exhibit B, attached hereto and incorporated by this reference.

SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT
This ordinance has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the city. City Planning Staff has determined that the adoption and implementation of the ordinance is exempt from further environmental review under the general rule in California Environmental Quality Act (CEQA) Guidelines Section 15061(b)(3) that CEQA only applies to projects that have the potential for causing a significant effect on the environment. As the project is adding regulations regarding the operation of unmanned aircraft systems without any physical project being approved and modifying the permit process for commercial filming, it can be seen with certainty that there is no possibility that the ordinance will have a significant effect on the environment. Furthermore, this ordinance will not cause a direct or indirect physical change to the environment and is therefore not a project under CEQA Guidelines Section 15378. The proposed ordinance is therefore exempt CEQA because it does not involve a commitment to any specific project that may result in a potentially significant physical impact on the environment. The City Council concurs in these findings and adopts them as its own. The City Council, therefore, directs that a Notice of Exemption be filed with the County Clerk of the County of Sonoma in accordance with CEQA Guidelines.

SECTION 3. SEVERABILITY
If any section, subsection, subdivision, sentence, clause, phrase, or portion of this ordinance for any reason is held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance.

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The City Council hereby declares that it would have adopted this ordinance, and each section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared invalid or unconstitutional.

SECTION 4. EFFECTIVE DATE
This ordinance shall take effect thirty (30) days after passage thereof.

SECTION 5. PUBLICATION
This ordinance shall be published in accordance with the provisions of Government Code section 36933, subdivision (c)(1).

SECTION 6. THIS ORDINANCE PREVAILS WHERE THERE IS CONFLICT To the extent that this ordinance conflicts with any other provision in the Sonoma Municipal Code or city ordinance (urgency or otherwise), policy or regulation, this ordinance will control.

PASSED AND ADOPTED at a regular Council Meeting of the City Council of the City of Sonoma held on the _______________ by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:
_________________________
Patricia Farrar-Rivas, Mayor
ATTEST:

Rebekah Barr, MMC, City Clerk
Date: ___________________________
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“EXHIBIT A”
Chapter 7.40

PERMITS FOR COMMERCIAL PHOTOGRAPHY, FILMING, AND RECORDING

7.40.010 Title.

This chapter shall be known and may be cited as the Sonoma film permit ordinance.

7.40.020 Purpose.

It is the purpose of this chapter to provide for rules governing the issuance of permits for filming activities on location within the city. The intent of this chapter is to ensure that motion picture, television, commercial, and nontheatrical filming companies will be encouraged to use locations for filming activities within the city so long as those activities are consistent with the public health and safety and the protection of property.

7.40.030 Definitions.

A. "City manager" shall mean the city manager of the city of Sonoma or his/her designee.

B. "City produced or city sponsored government or educational access productions" shall mean motion picture, television, or still photography produced by or in association with the city.

C. “Charitable films” shall mean commercials, motion pictures, television, digital media or still photography produced by a nonprofit organization, which qualifies under Section 501(c)(3) of the Internal Revenue Code as a charitable organization. No person, directly or indirectly, shall receive a profit from the marketing and production of the film or from showing the films, tapes, or photos
D. "Family videos" shall mean the filming or videotaping of motion pictures or taking of still photographs solely for private use.

E. "Film permit" shall mean written authorization from the city manager to conduct the filming activity described in the permit.

F. “Motion picture, television, still photography” shall mean and include all activity attendant to staging or shooting commercial motion pictures, television shows or programs, commercials, digital media, still photography in any medium including film, tape or digital format.

G. “News media” shall mean the photographing, filming or videotaping for the purpose of spontaneous, unplanned television news broadcasts (“breaking news”) or reporting for print media by reporters, photographers or camerapersons.

H. "Student films" shall mean motion picture, television, or still photography produced to satisfy a course or curriculum requirement at an educational institution. The student must supply proof that he/she is currently enrolled in an educational institution.

I. “Studio productions” shall mean a fixed place of business certified as such by a local fire authority having jurisdiction where filming activities (motion or still photography) are regularly conducted upon the premises.

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7.40.040 Permit required.

No person shall use any public or private property, facility or residence for the purpose of taking motion pictures, television, digital media or commercial still photography without first applying for and receiving a permit from the city manager or designee. No such permit shall be issued until the permit applicant has paid the application fee and the use and service charge required in connection therewith, and until the permit applicant has furnished proof of insurance with coverage as required by the city.

7.40.050 Permit exemptions.

This chapter shall not apply to the following:

A. News media.

B. Family videos.

C. Studio productions.

D. City produced or city sponsored government or educational access productions.

7.40.060 Application required.

Any person requesting a permit under the provisions of this chapter shall complete an application provided by the city manager, or designee. The form must be signed and accompanied by all applicable fees, deposits, indemnification agreement, and insurance certificate required before the permit will be processed. City council will establish by resolution an administrative policy to regulate the application, permitting, conditions, and operating requirements of film permit operations in the city.

7.40.070 Fees.

A permit application processing fee in an amount established by city council resolution shall be paid by the applicant at the time the application is filed.

7.40.080 Revocation of city film permit.

A. A city film permit may be revoked in writing by the city manager for the following reasons:

1. Misrepresentation of production parameters or special effects on the permit application.

2. Any violations of the Sonoma Municipal Code, state or federal law, and/or this section.

3. Any violation of the conditions imposed on the city film permit.

B. The police and fire departments are authorized to suspend the following film or photography activity:

1. Unpermitted film or photography activity.

2. Permitted film or photography activity that violates federal, state, or local law, including the Sonoma Municipal Code.

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3. Permitted film or photography activity that interferes with the provision of emergency services or city business.

C. If either the police or fire departments suspend film or photography activity, such suspension shall be reported to the city manager who may revoke the permittee's city film permit under this section.

7.40.090 Appeals.

The permit applicant may appeal a permit denial, permit condition, or permit revocation or refusal to waive a deadline under this chapter by filing an appeal of the city manager’s decision with the city clerk. All appeals shall follow the procedures as established in Chapter 1.24 SMC.

7.40.100 Penalties.

The violation of any provision of this chapter shall be an infraction which shall be punished pursuant to Chapter 1.12 SMC. Such violations may also be addressed in a civil action, through a restraining order, a preliminary or permanent injunction, or by any other means available by law.

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“EXHIBIT B”
CHAPTER 7.42

UNMANNED AIRCRAFT SYSTEMS

7.42.010. Purpose.

The purpose of this chapter is to provide regulations to maintain the quality of life of residents, businesses, property owners, and visitors through regulation of unmanned aircraft systems within city limits.

7.42.020. Definitions.

For the purpose of this chapter, the following words and phrases shall have the meanings set forth below, unless another or different meaning is clearly intended from the context in which the phrase or words are used.
“Drone” or “UAS” refers to any civil small unmanned aircraft system as those terms are used in title 14, part 107 of the Code of Federal Regulations.
“FAA” means the Federal Aviation Administration.
“Person” means any individual, partnership, corporation, joint venture, or other legal entity including those defined in Section 1.28.020 of the Sonoma Municipal Code. “Public UAS” means a UAS that is used or operated by any government agency under section 40102 of title 49 of the United States Code.
“Visual line of sight” means that the operator has an unobstructed view of the UAS, unaided by any device other than corrective lenses, as that term is used in section 107.31 of title 14 of the Code of Federal Regulations.
“UAS operator” means both a “remote pilot in command” and/or a “visual observer” as defined in sections 107.12, 107.19, and 107.33 of title 14 of the Code of Federal Regulations. “Public safety event” means an event, condition, or situation that has caused, or may cause, injury to persons or damage to property including, but not limited to, conditions of emergency as defined in Government Code section 8558, law enforcement operations, emergency medical or fire responses, search and rescue operations, and natural disasters.

7.42.030. Regulation of UAS Takeoff, Operation, and Landing.

A. No person shall takeoff or land a UAS outside of the person’s visual line of sight.

B. No person shall takeoff or land a UAS within 25 feet of another individual, except the UAS Operator, unless granted written permission by the city, including without limitation pursuant to Chapter 7.40, Permits for Motion Picture and Television Production, of the Sonoma Municipal Code.

C. No person shall takeoff or land a UAS on private property without the consent of the property owner.

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D. No person shall takeoff or land a UAS within the visual line of sight of permitted public events unless granted written permission by the city.

E. No person shall takeoff or land a UAS within 1,500 horizontal feet of any aircraft.

F. No person shall takeoff or land a UAS that has any type of weapon attached to it.

G. No person shall takeoff or land a UAS within the visual line of sight any emergency vehicle that is operating with lights and/or sirens.

H. No person shall takeoff or land a UAS within 500 feet of any active law enforcement or emergency response incident.

I. No person shall be located within the visual line of sight of any of the following while conducting drone operations:

1. An event sponsored by the city and open to the general public,

2. An event for which a special event permit has been issued or is otherwise subject to the city’s special events policy,

3. A law enforcement or emergency response vehicle that is operating with lights and/or sirens, or

4. A public safety event.

J. No person shall takeoff or land a UAS in violation of any temporary flight restriction or notice to airmen issued by the FAA.

K. No person shall takeoff or land a UAS within 100 feet of a school facility without prior notification and authorization of school officials.

L. No person shall takeoff or land a UAS within 500 feet of any county or city owned jails, holding facilities, law enforcement facility, or within 100 feet of any designated publicly owned building chosen by the city.

M. In addition to the specific requirements set forth above, the city directs and delegates to its city manager the authority to develop rules for the operation of Unmanned Aircraft within the city limits, consistent with this ordinance. The city manager must publish such rules on the city’s website.

7.42.040. No reckless endangerment.

No person shall takeoff or land a UAS in a reckless manner so as to create a substantial risk of serious physical injury to any person or substantial risk of damage to the property of another.

The standard for what constitutes reckless operation under this section shall be the same as the standard set forth in any federal statutes or regulations governing aeronautics including but not limited to Federal Aviation Rule 91.13
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7.42.050. Exemptions.

This chapter shall not apply to any publicly owned UAS that is operated by the city, or by any other public agency for government related purposes in compliance with all federal laws and regulations and operated in compliance with city policies.

7.42.060. Drones for commercial filming.

Any person who uses a drone for a filming activity, as that term is defined in SMC 7.40.030, shall obtain a film permit as required by SMC chapter 7.40.

7.42.070. Violations—penalties.

A. Any violation of the provisions of this chapter shall be a misdemeanor and punishable as provided in SMC 1.12.010(B).

B. All violations of Code of Federal Regulations title 14, part 101 and title 14, part 107 will be reported to the FAA.

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404703.1
City of Sonoma Film Permit Policy & Procedures
Purpose
To establish clear guidelines for the application, approval, and operation of filming activities in Sonoma per SMC Chapter 7.40 Permits for Commercial Photography, Filming, and Recording.

Approval Process
A. Completed applications will be approved or denied within two business days.

B. The City Manager approves permits unless one or more of the following conditions apply:

1. Filming disrupts traffic, emergency services, or street maintenance.

2. Conflicts with other permitted events or city functions.

3. Poses risks to people, property, or public improvements.

4. Involves false or incomplete application information.

5. Violates any federal, state, or local law.

C. If issues can be resolved with conditions, the City Manager will impose conditions rather than deny the permit.

Application Requirements
A. Applications must be submitted at least 10 business days in advance and include:

1. Contact information for applicant and on-site person in charge.

2. Filming dates, crew/cast numbers, locations, with times.

3. Description of scenes (include stunts, animals, special effects, pyrotechnics, etc.).

4. Traffic control plan (street closures and intermittent traffic control limited to 5 minutes).

5. Description and parking plan with list of equipment and vehicle types.

6. Publicity plan showing when and where notices will be posted and delivered (at least 48 hours in advance).

7. A list of affected businesses and any businesses opposing the filming.

8. Proof of permission for filming on private property (may be submitted after application but must be on file before permit issuance).

9. Additional information if requested by the City Manager.

10. Accompanying materials:
a) Fees and deposits.
b) Liability insurance for the duration of the filming activity as prescribed by the city.

A. The applicant for a film permit must possess or obtain liability insurance to protect against loss from liability imposed by law for damages on account of bodily injury and property damage arising from the filming activity. Such insurance shall name on the policy or by endorsement as insureds the city of Sonoma, its officers, employees and agents.

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404703.1
Insurance coverage must be maintained for the duration of the filming activity.

B. Coverage shall be provided by a comprehensive general liability insurance policy in the amount prescribed by city. The insurance coverage afforded by the policy shall provide at a minimum the equivalent of insurance coverage provided by insurance service office (ISO) comprehensive general liability insurance coverage.
c) An executed indemnification agreement, on a form approved by the city attorney.

A. Prior to the issuance of the film permit, the permit applicant must sign an agreement to reimburse the city of Sonoma for any costs incurred to repair or replace city property which is damaged as the result of the filming activity.

B. The agreement shall also provide that the permittee shall defend, indemnify, and hold harmless the city, its officers, agents, or employees from all claims and liability of any kind whatsoever resulting from or arising out of the filming activity or issuance of the film permit.

C. The city shall not be responsible for filming on private property or any fee arrangements between the private party and the filming company. d) Proof of coordination with other public agencies (if applicable).

Operating Conditions
A. The City Manager may impose reasonable restrictions, including:

1. Requiring Police, Fire, or Public Works staff on-site (at applicant’s cost).

2. Posting of No Parking signs and traffic control.

3. Limits on noise (e.g., gunfire, explosions).

4. Filming hours.

5. Notice requirements to affected properties.

6. Temporary changes to public property must be fully reversible.

Permittee Responsibilities
A. Follow all permit terms—violations may result in revocation.

B. Restore all City property to its original condition after filming.

C. Keep a copy of the permit on-site during filming.

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City of Sonoma
Agenda Item Summary
Meeting: City Council - 16 Jul 2025
Department
Community Development
Department
Staff Contact
Jennifer Gates, AICP
Community Development Director
Agenda Item Title
Ordinances Amending Sonoma Municipal Code to Clarify the Responsibilities of the Review Authorities and Modify Regulations Pertaining to Design Review to Further Streamline City Entitlement Process, and Finding the Ordinances are Exempt from the California Environmental Act (CEQA) Pursuant to Section 15061(b)(3) - General Rule - of the CEQA Guidelines Summary
In December 2024, the Planning Commission Streamlining ad hoc committee provided recommendations to the Planning Commission for changes to the Design Review Ordinance that were discussed by the Commission. (Agenda, Video, and Staff Report) Staff further refined the types of projects that would require design review, levels of design review, and a new administrative noticing process which were reviewed with the ad hoc committee of Matt Wirick and Therese Nugent, and Commissioner Willers in April. On April 17, 2025, the Planning Commission (Agenda, Video, and Staff Report) reviewed the draft ordinance changes and provided comments. Comments were provided and further refinement was provided for Planning Commission consideration on June 17, 2025. Planning Commission recommended approval of the proposed ordinance. (Agenda, Video, and Staff Report) Modifications to design review process include:
 Planning Commission to review major design review.
 Removal of the table and outline what qualifies for the different levels of design review or an exemption.
 Only structures that are nonresidential, and residential structures that are located in the historic overlay or are listed or determined eligible for listing as a historic resource will be required to have a design review permit.
 Continue to require Historic Resource Evaluations until Citywide survey is complete.  New administrative process for a minor design review.  Increase in projects that are exempt from design review.

With the modifications to the design review process, code amendments are required to clarify the new responsibilities for the renamed Historic Preservation Commission, expand application of multifamily objective standards to all development of two or more units, and add two new definitions for new construction and multifamily development included in Exhibits A and B of the attached ordinance amending Title 19. The ordinance also moves responsibility for consideration of certain demolition permits to the Planning Commission.

A second ordinance is provided for City Council consideration that modifies additional sections of the Municipal Code that are not under the purview of Planning Commission and therefore do not require its recommendation. This ordinance also clarifies the responsibilities of the renamed Historic Preservation Commission.

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Environmental Review:

Recommended Council Action

1. Introduce an Ordinance of the City Council of the City of Sonoma amending provisions of Title 19 of the Sonoma Municipal Code to clarify the responsibilities of the review authorities and modify regulations pertaining to design review to further streamline city entitlement process; and

2. Introduce an Ordinance of the City Council of the City of Sonoma amending provisions of Chapters 2.60, 12.04, 12.08, 12.12 and 14.24 of the Sonoma Municipal Code to clarify the responsibilities of the review authorities and modify regulations pertaining to design review to further streamline city entitlement process.

Alternative Actions
Council discretion.

Financial Impact
Not applicable.

Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
Ordinance Design Review - PC
Design Review Ordinance PC - Exhibit A
Design Review Ordinance PC - Exhibit B
Ordinance Design Review - CC
Design Review CC - Exhibit A
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City of Sonoma
ORDINANCE #_____ - 2025

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SONOMA AMENDING PROVISIONS OF TITLE 19 OF THE SONOMA MUNICIPAL CODE TO CLARIFY THE

RESPONSIBILITIES OF THE REVIEW AUTHORITIES AND MODIFY REGULATIONS

PERTAINING TO DESIGN REVIEW TO FURTHER STREAMLINE CITY ENTITLEMENT

PROCESS
WHEREAS, the City of Sonoma desires to amend the Sonoma development code to streamline the design review process; and
WHEREAS, adoption of this Ordinance is consistent with the goals, policies, and actions of Sonoma General Plan, would not be detrimental to the public interest, health, safety, convenience, or welfare of the city, and is internally consistent with other applicable provisions of the City’s development code for the reasons expressed in this Ordinance, the accompanying staff reports, and other substantial evidence presented; and WHEREAS, the proposed Ordinance was reviewed by the Planning Commission at a duly noticed public hearing on June 17, 2025; and
WHEREAS, the proposed Ordinance was introduced by the Sonoma City Council on July 16, 2025.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SONOMA DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. RECITALS
The recitals above are each incorporated by reference and adopted as findings by the City Council.

SECTION 2. MUNICIPAL CODE AMENDMENTS
The Sonoma Municipal Code is hereby amended as shown in Exhibit A that clarifies responsibilities of the review authorities and Exhibit B that modifies the design review process, attached hereto and incorporated herein by this reference.

SECTION 3. FINDINGS FOR DEVELOPMENT CODE AMENDMENTS
Pursuant to Section 19.86.070(B) of the Sonoma Municipal Code, the City Council finds proposed amendments of the development code under this ordinance are as follows:

A. The proposed amendment is consistent with the goal, policies, and actions of the General Plan.

The City of Sonoma Development Code carries out the policies and implementation measures of the General Plan and State Law. Consistency between Sections of the Development Code and State Law ensure accuracy of the Development Code review Agenda Item #8.2:

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process and therefore the amendments are consistent with the goals, policies, and actions of the General Plan.

B. The proposed amendment would not be detrimental to the public interest, health, safety, convenience, or welfare of the city.

The proposed amendment is to streamline the design review process and clarify the responsibilities of the renamed Historic Preservation Commission and other review authorities. It does not modify uses. Therefore the proposed amendment would not be detrimental to the public interest, health, safety, convenience, or welfare of the city.

C. The proposed amendment complies with the provisions of the California Environmental Quality Act (CEQA) as described in Section 4 below.

The amendments fall under CEQA Guidelines Section 15061 (B)(3) General Rule. The General Rule, also known as the “Common Sense Exemption” applies to projects in which it is clear and definitive that the project will not have any significant impacts on the environments.

D. The proposed amendment is internally consistent with other applicable provisions of this development code.

The purpose of the amendments is to streamline the design review process to reduce the applicability to only nonresidential properties or residential properties listed or eligible historic resources or located in the historic overlay and provide clarity for staff, applicants, and residents and clarify responsibilities by the review authorities in the municipal code.

SECTION 4. CALIFORNIA ENVIRONMENTAL QUALITY ACT
This ordinance has been assessed in accordance with the authority and criteria contained in CEQA, the State CEQA Guidelines, and the environmental regulations of the city. City Planning Staff has determined that the adoption and implementation of the ordinance is exempt from further environmental review under the general rule in California Environmental Quality Act (CEQA) Guidelines Section 15061(b)(3) that CEQA only applies to projects that have the potential for causing a significant effect on the environment. As a series of text amendments and additions without any physical project being approved, and not involving a commitment to any specific project that may result in a potentially significant physical impact on the environment, it can be seen with certainty that there is no possibility that the ordinance will have a significant effect on the environment. The City Council concurs in these findings and adopts them as its own. The City Council, therefore, directs that a Notice of Exemption be filed with the County Clerk of the County of Sonoma in accordance with CEQA Guidelines.

SECTION 5. SEVERABILITY
If any section, subsection, subdivision, sentence, clause, phrase, or portion of this ordinance for any reason is held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance.

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any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared invalid or unconstitutional.

SECTION 6. EFFECTIVE DATE
This ordinance shall take effect thirty (30) days after passage thereof.

SECTION 7. PUBLICATION
This ordinance shall be published in accordance with the provisions of Government Code section 36933, subdivision (c)(1).

SECTION 8. THIS ORDINANCE PREVAILS WHERE THERE IS CONFLICT To the extent that this ordinance conflicts with any other provision in the Sonoma Municipal Code or city ordinance (urgency or otherwise), policy or regulation, this ordinance will control.

PASSED AND ADOPTED at a regular Council Meeting of the City Council of the City of Sonoma held on the _______________ by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:
_________________________
Mayor
ATTEST:

Rebekah Barr, MMC, City Clerk
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I HEREBY CERTIFY that the foregoing ordinance was duly and regularly adopted by the City Council of the City of Sonoma, Sonoma County, California, at a meeting thereof, held on the _____________, by the following vote, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Rebekah Barr, MMC, City Clerk
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Exhibit A
The following sections of the Sonoma Municipal Code is hereby amended to read as follows (strikeout is used to denote existing text being deleted; underline is used to denote new text being added):

A. Section 19.01.070 (Responsibility for administration) of Chapter 19.01 (Purpose and Effect of Development Code) is amended as follows:

19.01.070 Responsibility for administration.

This development code shall be administered by the Sonoma city council, the planning commission, the design review and historic preservation commission, and relevant city officials, in compliance with SMC Title 2, Administration and Personnel, and Chapter 19.80 SMC, Administrative Responsibility.

B. Section 19.10.030(C)(2) (Overlay zoning districts and their requirements) of Chapter

19.01 (Zones and Allowable Uses) is amended as follows:

2. /H (Historic) District. The /H overlay district is intended to preserve structures that are historically and/or culturally significant.
a. Applicability. The /H overlay district is applied to historic sites and areas as identified on the zoning map.
b. Permit Requirements for Increased Residential Densities and Alternative Uses. As set forth in Chapter 19.42 SMC, Historic Preservation and Infill in the Historic Zone, increased residential densities and limited office or commercial land uses may be allowed with use permit approval if found to be consistent with the intent of preserving existing historic structures and the historic context of the site.
c. Permit Requirements for New Construction, Additions, Renovations, and Relocations. Design Review permit approval is required for specific types of development within the district Aas set forth in SMC 19.54.080, Design review., the design review and historic preservation commission shall review any new commercial buildings and additions or exterior changes to existing commercial buildings, new multifamily development and additions or exterior changes to multifamily structures, additions to single-family dwellings resulting in a 50 percent or greater increase in floor area, and the relocation of any primary structure. d. Permit Requirements for Demolition. Demolitions of structures within the district require Demolition permit approval Aas set forth in SMC 19.54.090, Demolition permit., the design review and historic preservation commission (DRHPC) shall review proposed demolitions of structures within the district.

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C. Section 19.30.020(B)(2) (Building Design) of Chapter 19.30 (Gateway District) is amended as follows:

2. Building Types – Guidelines for Commercial, Mixed Use and Multifamily Residential Structures. New construction and alterations to existing structures should be designed to establish the Four Corners area as a distinctive gateway to Sonoma. In reviewing proposals for new development and redevelopment, the review authority (the planning commission or the design review and historic preservation commission, as applicable) shall make use of the following guidelines:
…
D. Section 19.32.020(B)(3) (Building Design) of Chapter 19.32 (Broadway Corridor) is amended as follows:

3. Building Types – Guidelines for Commercial and Mixed Use Structures. New commercial and mixed use buildings and alterations to existing structures should contribute to the established Broadway streetscape. In reviewing proposals for commercial and mixed development and redevelopment, the review authority (the planning commission or the design review and historic preservation commission, as applicable) shall make use of the following guidelines:
…
E. Section 19.34.020(B)(3) (Building Design) of Chapter 19.34 (Downtown District) is amended as follows:

3. Building Types – Guidelines for Commercial and Mixed Use Structures. New commercial and mixed use buildings and alterations to existing structures should reinforce the authentic historic character of the Downtown district. In reviewing proposals for commercial and mixed use development and redevelopment, the review authority (the planning commission or the design review and historic preservation commission, as applicable) shall make use of the following guidelines:
…
F. Section 19.36.020(B)(3) (Building Design) of Chapter 19.36 (West Napa Street/Sonoma Highway Corridor) is amended as follows:

3. Building Types – Guidelines for Commercial and Mixed Use Structures. New commercial and mixed use buildings and alterations to existing structures should enhance the character of the West Napa Street/Sonoma Highway corridor and preserve significant historic elements. In reviewing proposals for commercial and mixed development and redevelopment, the review authority (the planning commission or the design review and historic preservation commission, as applicable) shall make use of the following guidelines:
…
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G. Section 19.40.060(E)(1) and (3) (Landscape Requirements) of Chapter 19.40 (General Property Development and Use Standards) is amended as follows:

E. Landscape Plan Requirements.

1. Preliminary Landscape Plan. A preliminary landscape plan shall be submitted in conjunction with or following the approval of an application for a land use entitlement (e.g., use permit, tentative map, planned unit development), for new development, or the significant expansion or redevelopment of an existing use subject to review by the review authority. design review and historic preservation commission.

2. Content. Preliminary landscape plans and final landscape plans shall contain information as specified in the instructions for preparing landscape plans, provided by the department.

Properties where more than 2,500 square feet of impervious surface are being developed or replaced must meet the BASMAA low impact development (LID) stormwater standards to treat flows unable to be infiltrated on site, which must meet the performance standard requirement to function as designed. Sites meeting or exceeding 2,500 square feet of impervious surface and are doubling the impervious surfaces extant on the parcel must treat 100 percent of all stormwater generated on site.

3. Review and Approval. After initial application review in compliance with SMC 19.52.060, Initial application review, the review authority design review and historic preservation commission shall review each preliminary landscape plan to verify its compliance with the provisions of this section. The review authority design review and historic preservation commission may approve the submittal in compliance with this section, or may disapprove or require changes to a submittal that is not in compliance. WELO calculations are not required for the preliminary landscape plan.
…
H. Section 19.40.080(F) (Exemptions) of Chapter 19.40 (General Property Development and Use Standards) is amended as follows:

F. Exemptions. The provision of required open space may be reduced or waived by the review authority (planning commission or design review and historic preservation commission) under the following circumstances:

1. Minor commercial development or additions involving less than 500 square feet of new building area;

2. Infill or replacement development in the downtown district.

I. Section 19.40.100(A)(2) (Screening Between Different Uses) and Section

19.40.100(B)(2) (Architectural Compatibility) of Chapter 19.40 (General Property Development and Use Standards) is amended as follows:

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19.40.100 Screening and buffering.
…

2. Wall Treatment. The walls or fences shall be architecturally treated on both sides, subject to the approval of the review authority city planner or the design review and historic preservation commission, as applicable.
…

2. Architectural Compatibility. The method of screening shall be architecturally compatible with other on-site development in terms of colors, materials, architectural style, and shall include appropriately installed and maintained landscaping subject to SMC 19.40.060, Landscape standards, and the approval of the review authority city planner or the design review and historic preservation commission, as applicable.
…
J. Section 19.40.110(D)(1) (Projections into the Public Right of Way) of Chapter 19.40 (General Property Development and Use Standards) is amended as follows:

D. Projections into the Public Right-of-Way. In commercial and mixed use zoning districts, projections into the public right-of-way may be allowed as provided for below:

1. Signs, Awnings and Canopies. Subject to the approval of the design review and historic preservation commission in accordance with SMC 19.54.080, Design review, signs, awnings, and similar nonpermanent structures may project into the public right-of-way. The minimum clearance of such structures shall be seven feet and the minimum distance from an adjoining curb or street edge shall be three feet. Supporting posts or columns shall not be permitted under this provision.
…
K. Section 19.42.020 (Designation of a local historic resource or district) of Chapter 19.42 (Historic Preservation and Infill in the Historic Zone) is amended as follows:

19.42.020 Designation of a local historic resource or district.

A. Purpose. In order to recognize and promote the preservation of sites, structures, and areas that are important to the history of Sonoma, this section provides for the nomination and designation of locally significant historic resources and districts.

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B. Designation Process – Local Historic Resources. Local historic resources shall be designated by the design review and historic preservation commission in the following manner:

1. Initiation of Designation. Designation of an historical resource may be initiated by the design review and historic preservation commission or by the owner of the property that is proposed for designation. Applications for designation originating from outside the commission must be accompanied by such historical and architectural information as is required by the commission to make an informed recommendation concerning the application, together with the fee set by the city council.

2. Review, Notice and Hearing. The design review and historic preservation commission shall conduct a public hearing on a nomination for local historic resource designation. Notice of the public hearing shall be provided, and the hearing shall be conducted in compliance with Chapter 19.88 SMC (Public Hearings), including mailed notice to the owners of any property proposed for such designation.

3. Findings, Decision. Following a public hearing, the design review and historic preservation commission may approve or disapprove a nomination for designation as a local historic resource. The commission shall record the decision and the findings upon which the decision is based. The design review and historic preservation commission may approve such designation only if it finds that the resource meets at least one of the following criteria:
a. It is associated with events that have made a significant contribution to Sonoma’s history and cultural heritage; or
b. It is associated with the lives of persons important in Sonoma’s past; or c. It embodies the distinctive characteristics of a type, period, region, or method of construction, or represents the work of an important creative individual, or possesses high artistic values; or
d. It has yielded, or may be likely to yield, information important in Sonoma’s prehistory or history.

C. Designation Process – Local Historic Districts. Local historic districts shall be designated by the city council upon the recommendation of the design review and historic preservation commission in the following manner:

1. Initiation of Designation. The designation of a local historic district may be initiated by the city council or the design review and historic preservation commission.

2. Requirements for Designation. The designation of a local historic district is subject to finding by the review authority that all of the following requirements are met:
a. The proposed district is a geographically definable area. b. The proposed district possesses either a significant concentration or continuity of buildings unified by past events or aesthetically by plan or physical development.

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c. Considered as a whole, a sufficient concentration of buildings within the proposed district demonstrates integrity of design, setting, materials, workmanship and association. d. The collective historic value of the buildings and structures in the proposed district is greater than the historic value of each individual building or structure. e. The designation of the area as a historic district is reasonable, appropriate and necessary to protect, promote and further the goals and purposes of this chapter and is not inconsistent with other goals and policies of the city.

3. Design Review and Historic Preservation Commission Hearing and Recommendation. The design review and historic preservation commission shall conduct a public hearing on a nomination for local historic resource district. Notice of the public hearing shall be provided, and the hearing shall be conducted in compliance with Chapter 19.88 SMC (Public Hearings), including mailed notice to the owners of any property proposed for such designation. Following the public hearing, the commission shall recommend approval in whole or in part or disapproval of the application for designation in writing to the city council, setting forth the reasons for the decision. The design review and historic preservation commission may approve a recommendation for a local historic district only if it makes the findings set forth in subsection (B) of this section.

4. City Council Hearing and Decision. The city council shall conduct a public hearing on a nomination for local historic district. Notice of the public hearing shall be provided, and the hearing shall be conducted in compliance with Chapter 19.88 SMC (Public Hearings), including mailed notice to the owners of any property proposed for such designation. Following the public hearing, the city council shall by resolution approve the recommendations in whole or in part, or shall by motion disapprove them in their entirety. The city council may approve a designation as a local historic district only if it makes the findings set forth in subsection (B) of this section. If the city council approves a local historic district, notice of the decision shall be sent to property owners within the district.

D. Amendment or Rescission. The design review and historic preservation commission and the city council may amend or rescind any designation of an historical resource or historic district in the same manner and procedure as are followed for designation.

E. Previously Designated Historic Resources. The sites and structures previously designated by the city council as having local historic significance through the adoption of Resolution 18- 2006 are hereby designated as local historic resources as defined in this chapter.

F. Register. The design review and historic preservation commission shall maintain a register of designated local historic resources and districts.

L. Section 19.46.070(A) (Special wall and fencing guidelines) of Chapter 19.46 (Fences, Hedges and Walls) is amended as follows:

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A. Fence and Wall Design. In new development for which architectural review is required (see SMC 19.54.080), the review authority design review and historic preservation commission shall make reference to the following guidelines:
…
M. Section 19.48.080 (Development guidelines for parking facilities) of Chapter 19.48 (Parking and Loading Standards) is amended as follows:

19.48.080 Development guidelines for parking facilities.

The following guidelines shall be considered by the review authority planning commission or the design review and historic preservation commission, as applicable, in the review of discretionary planning applications involving the creation or modification of parking facilities:
…
N. Section 19.50.100(C)(6)(d) (Service Stations) of Chapter 19.50 (Special Use Standards) is amended as follows:
d. Colors, design, materials, and textures of the wall shall be compatible with on-site development and adjoining properties and subject to the approval of the review authority design review and historic preservation commission;
O. Table 5-1 Review Authority for Planning Permits of Section 19.52.060 (Initial application review) of Chapter 19.52 (Applications: Filing and Processing) is amended as follows:

Table 5-1 Review Authority for Planning Permits
Type of Role of Review Authority
Decision
City
Planner
Planning
Commission
Design Review and Historic
Preservation Commission
City
Council
P. Section 19.54.090 (Demolition Permit) of Chapter 19.54 (Planning Permit Approval or Disapproval) is amended as follows:

19.54.090 Demolition permit.

A. Purpose. Sonoma has a significant heritage of historic buildings, as exemplified by the designation of the Sonoma Plaza as a National Historic Landmark. These buildings provide a Agenda Item #8.2:

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tangible link to the city’s past, foster civic pride and a sense of community, and constitute an important aesthetic, cultural, and economic resource. In order to preserve this heritage while respecting the rights of the property owners, this chapter establishes provisions for the review of demolitions, including a requirement for demolition permits.

B. Applicability. For any proposed demolition, a demolition permit shall be obtained prior to the issuance of a building permit, unless the demolition is exempted by subsection (C) of this section. Applications for a demolition permit shall be subject to the review and approval by the design review and historic preservation planning commission (DRHPC).

C. Exemptions. The following categories of demolition shall be exempt from DRHPC review:

1. Structures that are less than 45 years of age and that are not located in the historic overlay or listed or determined eligible for listing identified on the city of Sonoma inventory of historic sites and structures;

2. Detached accessory structures less than 45 years of age that are not listed or determined eligible for listing identified on the city of Sonoma inventory of historic sites and structures;

3. Structures that the building official has determined present a clear and immediate threat to public safety.

D. Timing. When an application for demolition is associated with a development proposal that requires a discretionary permit, the review of the demolition application shall be completed concurrent with review of any other application for a discretionary permit.

E. Application Requirements and Procedures. Any person seeking approval of a nonexempt demolition in compliance with this chapter shall make application for a demolition permit prior to an application for a building permit, in compliance with SMC 19.52.040, Application preparation and filing. It is the responsibility of the applicant to provide evidence in support of the findings required by subsection (G) of this section, Findings, Decision.

1. Commencement of Review. The review of an application for a demolition permit shall not be initiated until the planning division receives a complete application, including all required documentation as specified in the application form and any additional information required by the city planner in order to conduct a thorough review of the proposed demolition, including, if applicable, a historic resource evaluation (HRE) prepared by a qualified architectural historian meeting the Secretary of the Interior’s Professional Qualifications Standards for Architectural History or Historic Architecture. An HRE shall be submitted for all primary and detached accessory structures over 45 years old. The HRE shall evaluate the potential significance of the existing structures and their eligibility for listing on the California Register. The architectural historian shall be selected and retained by the city planner from a list of qualified members historians selected by the planning and community services director. Alternatively, at the discretion of the planning and community services director, an applicant-submitted HRE prepared by a qualified architectural historian meeting the Secretary of the Interior’s Professional Qualifications Standards for Architectural History or Historic Architecture may be peer reviewed by an architectural historian selected and retained by the city planner from a list Agenda Item #8.2:

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of qualified members historians. All costs and fees for the services of the HRE shall be paid by the applicant and shall be paid in full at the time of the project application.

2. Notice and Hearing. The design review and historic preservation planning commission shall conduct a public hearing on an application for a demolition permit. Notice of the public hearing shall be provided, and the hearing shall be conducted in compliance with Chapter 19.88 SMC, Public Hearings, and may approve, approve with conditions, or disapprove the demolition permit in compliance with this section.

3. Factors to Be Considered. In the course of demolition permit review, the consideration of the design review and historic preservation planning commission shall include the following factors:
a. The historical significance, if any, of the structure proposed for demolition; b. The contribution, if any, the structure makes to a historic context; c. The cost of preserving or rehabilitating the structure; d. The potential for adaptive reuse; and
e. The potential for relocating the structure.

F. Determination of Significance. For purposes of requiring an application for a demolition permit, it shall be presumed that a structure possesses historic significance if said structure is listed or determined eligible for listing over 45 years old and/or identified on the city of Sonoma inventory of historic sites and structures or found during previous or current evaluation to be eligible for listing in the California Register. However, in its review of an application for a demolition permit, the design review and historic preservation planning commission may determine that a listed structure is not historically significant if, based on evidence in the record, it finds that:

1. The listing in the inventory or finding or eligibility is based on erroneous or incomplete information; or

2. The property no longer meets the eligibility criteria for listing due to loss of integrity.

G. Findings, Decision. Following the public hearing, the design review and historic preservation planning commission may approve or approve with conditions or disapprove a demolition permit application. In order to approve an application for a demolition permit, the design review and historic preservation planning commission must find that:

1. The structure is not historically significant, based upon the criteria established by the State Office of Historic Preservation; or

2. The structure does not represent a unique and irreplaceable historic or architectural resource;

3. The community benefit of preserving the structure is outweighed by the cost of preservation and rehabilitation;
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4. The adaptive reuse of the structure is infeasible or inappropriate, due to economic considerations, structural conditions or land use incompatibility; and

5. The relocation of the structure is infeasible due to cost, structural conditions or lack of an interested taker.

H. Review of Replacement Structures. Notwithstanding the limitations on the design review set forth in SMC 19.54.080(B), the planning commission DRHPC may require, as a condition of approval for a demolition permit issued within the historic overlay district, that any replacement structures, including single-family residences, be subject to design review in order to ensure that the new construction is compatible with the historic context of the site.

I. Post-Approval Procedures. Post-approval procedures shall comply with Chapters 19.56 (Permit Implementation, Time Limits, Extensions) and 19.84 (Appeals) SMC after the decision on a demolition permit application.

Q. Section 19.54.100(D)(3) (Request for reasonable accommodation) of Chapter 19.54 (Planning Permit Approval or Disapproval) is amended as follows:

3. Referral to Other Review Authority. The planning director shall have the authority, upon his or her sole discretion, to refer any reasonable accommodation application to any other reviewing authority, including, but not limited to, the planning commission and the design review and historic preservation commission, to review the reasonable accommodation application and make a determination on the same in accordance with the applicable sections of the development code.

R. Section 19.80.020 (Planning agency defined) of Chapter 19.80 (Administrative Responsibility) is amended as follows:

19.80.020 Planning agency defined.

The functions of a planning agency shall be performed by the Sonoma city council, planning commission, design review and historic preservation commission and department of planning, building community development and public works, in compliance with state law (Government Code Section 65100).

S. Section 19.80.060 (Design review and historic preservation commission) of Chapter

19.80 (Administrative Responsibility) is amended as follows:

19.80.060 Design review and hHistoric preservation commission.

A. Establishment. The Sonoma design review and historic preservation commission is established by Chapter 2.60 SMC, Design Review and Historic Preservation Commission, which identifies the membership, terms of office, removal, rules of order, and general responsibilities.

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B. Duties and Authority. The design review and historic preservation commission shall perform the duties and functions prescribed in this development code, including:

1. The review of and determination of sign applications in accordance with SMC Title 18;

2. Initiation, review and designation of a local historic resource or district, in accordance with SMC 19.42.020, Designation of a local historic resource or district.

2. The review of applications for the demolition or relocation of structures within the historic overlay zone and of potentially historic structures located outside of the historic overlay zone, in accordance with SMC 19.54.090, Demolition permit;

3. Architectural review, in accordance with SMC 19.54.080, Design review.

The above listed duties and functions shall be performed in compliance with SMC 19.52.020, Authority for land use and zoning decisions, Table 5-1, Review Authority for Planning Permits, and the California Environmental Quality Act (CEQA).

T. Section 19.84.020 (Appeal subjects and jurisdiction) of Chapter 19.84 (Appeals) is amended as follows:

19.84.020 Appeal subjects and jurisdiction.

Determinations and actions that may be appealed, and the authority to act upon an appeal shall be as follows:

A. Code Administration and Interpretation. The following determinations and actions of the city planner and department staff may be appealed to the planning commission or the design review and historic preservation commission, as applicable, and then to the council:

1. Determinations on the meaning or applicability of the provisions of this development code that are believed to be in error, and cannot be resolved with staff;

2. Any determination that a permit application or information submitted with the application is incomplete, in compliance with state law (Government Code Section 65943); and

3. Any enforcement action in compliance with Chapter 19.90 SMC, Enforcement of Development Code Provisions.

B. Land Use Permit and Hearing Decisions. Decisions of the city planner on zoning clearances may be appealed to the planning commission or the design review and historic preservation commission, as applicable. Decisions by a commission may be appealed to the council.

U. Section 19.92.020 (Definitions of specialized terms and phrases) of Chapter 19.92 (Definitions) is amended as follows:
…
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Commission. See “Design review and hHistoric preservation commission” and “Planning commission.”
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“Design review and hHistoric preservation commission” means the city of Sonoma design review and historic preservation commission, appointed by the Sonoma city council in compliance with Government Code Section 65101 and Chapter 2.60 SMC.

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Exhibit B
The following sections of the Sonoma Municipal Code is hereby amended to read as follows:

A. Section 19.43.010 (Purpose) of Chapter 19.43 (Multifamily Objective Standards) is amended as follows (strikeout is used to denote existing text being deleted; underline is used to denote new text being added):

19.43.010 Purpose.

The intent of this chapter is to provide objective design standards for multifamily residential projects that are eligible for ministerial project review under state law. Multifamily residential projects that are not consistent with one or more of the following standards shall be subject to design review in accordance with SMC Section 19.54.080.

B. Section 19.54.080 (Design Review) of Chapter 19.54 (Planning Permit Approval or Disapproval) is repealed and replaced in its entirety as follows:

19.54.080 Design review.

A. Purpose. This section establishes the review procedures necessary to ensure that all applicable development projects comply with the required standards, design guidelines and ordinances of the city; minimize potential adverse effects on surrounding properties and the environment; implement general plan policies regarding community design; and promote the general health, safety, welfare, and economy of the residents of the city. Therefore, it is the purpose of this section to:

1. Protect and enhance historic buildings and the city’s historic character;

2. Encourage the orderly and harmonious appearance of structures and property within the city along with associated facilities, landscaping, parking areas, and streets;

3. Recognize the interdependence of land values and aesthetics and provide a method by which the city may implement this interdependence; and

4. Ensure that new developments, including residential, institutional, commercial, and industrial developments, build on the city’s character and do not have an adverse aesthetic impact upon existing adjoining properties, the natural environment, or the city in general.

B. Development Subject to Major Design Review. Major design review shall be required for the following, unless eligible for minor design review as provided for in subsection C of this section or exempt as provided for in subsection D of this section:

1. Nonresidential buildings:
a. Any new construction of primary structures.

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b. Additions greater than or equal to 25 percent or eight hundred (800) square feet of existing gross floor area, whichever is less.
c. Any exterior modifications visible to the public from the public right-of-way or areas accessible to the public.

2. Residential buildings located in the historic overlay or listed or determined eligible for listing in the local historical register:
a. Any new construction of primary structures.
b. Additions greater than or equal to 25 percent or five hundred (500) square feet of existing gross floor area, whichever is less.
c. Additions that create a new upper story or exceed a height of 15 feet above the adjacent finished grade elevation measured in accordance with SMC 19.40.040 (Structure height measurement and height limit exceptions). d. Any exterior modifications visible from the public right of way or areas accessible to the public.

3. New single family residential subdivision.

4. New multifamily development that does not comply with the applicable design standards of Chapter 19.43 SMC (Multifamily objective design standards).

5. New parking facilities with ten or more parking spaces or improvements to existing parking facilities of the same size either before or after the proposed improvement.

6. Modifications of previously approved design review plans, except as otherwise provided in subsections C and D of this section.

C. Development Subject to Minor Design Review. Minor design review shall be required for the following, unless exempt as provided for in subsection D of this section:

1. Nonresidential buildings:
a. Additions of less than 25 percent or eight hundred (800) square feet of existing gross floor area, whichever is less.
b. Any exterior modifications not visible to the public from the public right-of-way or areas accessible to the public.

2. Residential buildings located in the historic overlay or listed or determined eligible for listing in the local historical register:
a. New accessory structure in keeping with all development criteria. b. Additions less than 25 percent or five hundred (500) square feet of existing gross floor area, whichever is less.
c. Additions that do not create a new upper story and do not exceed a height of 15 feet above the adjacent ground elevation measured in accordance with SMC

19.40.040 (Structure height measurement and height limit exceptions). d. Any exterior modifications not visible from the public right of way or areas accessible to the public.

3. New parking facilities with less than ten parking spaces or improvements to existing parking facilities of the same size.

4. Modifications of previously approved design review plans, except as otherwise provided in Sections B and D of this section.

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5. Any new construction not in compliance with the development standards that are determined by the community development director or designee to pose unusual or substantial impacts to neighboring properties.

6. Those projects normally exempt under Section D that are determined by the community development director or designee to pose potential impacts to neighboring properties.

D. Development Exempt from Design Review. The following improvements shall be exempt from the design review process. The community development director has the discretion to refer applications to the appropriate design review authority for consideration and final action. Exemptions shall be reviewed through the plan check process to ensure compliance with zoning standards.

1. New residential structures and residential accessory structures not located in the historic overlay or in a listed or eligible historic district.

2. Modifications to existing residential structures not listed or determined eligible for listing on the local historical register.

3. New multifamily development that complies with the applicable design standards of Chapter 19.43 SMC (Multifamily objective design standards).

4. Window replacement.
a. Structures that are listed or determined eligible for listing on the local historical register - original windows must be replaced like for like in material, type, size and style.
b. Non residential structures and residential structures in the historic overlay – replacement windows shall match the predominant window material type and there are no changes to the dimensions.
c. Vinyl and vinyl clad windows should not be used in the historic overlay or on listed or eligible historic resources that are visible from the public right-of-way. d. Public facing windows shall all be consistent in material and design.

5. Repainting structures that are listed or determined eligible for listing on the local historical register that are consistent with the historic architectural style.

6. Re-roofing buildings and structures.
a. Structures that are listed or determined eligible for listing on the local historical register - roof materials shall be replaced like for like in material, size and style. b. Non residential structures and residential structures in the historic overlay – roof materials shall be Class A roofing that is consistent with the architectural style and surrounding neighborhood, provided there are no changes to the dimensions, square footage, or roof pitch.

7. Exterior wildfire resistant construction materials and methods in accordance with Chapter 7A of the California Building Code, including, but not limited to, replacement of natural wood siding with fire resistant materials that simulate the appearance of wood, enclosing of roof eaves and wrapping of decks, except for buildings listed or determined eligible for listing on the local historical register.

8. Involves reconstruction of a conforming structure has been destroyed by a natural disaster or accident and the proposal to reconstruct uses the same materials and Agenda Item #8.2:

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design, is located on the same footprint, and does not increase the gross floor area of the previously existing structure.

E. Historic Resource Evaluation Required. A historic resource evaluation (HRE) prepared by a qualified architectural historian meeting the Secretary of the Interior’s professional qualifications standards for architectural history or historic architecture shall be submitted for all projects impacting primary and detached accessory structures over 45 years old to determine eligibility for listing as a historic resource. The architectural historian shall be selected and retained by the community development director from a list of qualified historians selected by the community development director. Alternatively, at the discretion of the community development director, an applicant-submitted HRE prepared by a qualified architectural historian meeting the Secretary of the Interior’s professional qualifications standards for architectural history or historic architecture shall be peer reviewed by an architectural historian selected and retained by the director from a list of qualified historians. All costs and fees for the services of the HRE shall be paid by the applicant and shall be paid in full at the time of the project application. The HRE shall evaluate the potential significance of the existing structures and their eligibility for listing on the local historical register.

F. Application Requirements. An application for design review shall be prepared, filed, and processed in compliance with SMC 19.52.040 (Application preparation and filing), before the application for a building permit.

1. The application shall provide a site plan, building elevations, narrative, and any other information, plans and maps prescribed by the community development director.

2. For those structures listed or determined to be eligible for listing in the local historical register or a contributing resource to a historic district, a report prepared by a qualified architectural historian meeting the Secretary of the Interior’s professional qualifications standards for architectural history or historic architecture shall be provided which evaluates the proposed project according to the Secretary of the Interior’s standards for the treatment of historic properties. This report shall determine whether the proposed project would cause a significant impact to a historical resource and shall be prepared by an architectural historian selected and retained by the community development director from a list of qualified historians. All costs and fees for the services of the report and shall be paid in full at the time of the project application.

3. It is the responsibility of the applicant to provide evidence in support of the findings required by subsection (J) of this section (Findings, Decision).

G. Review Procedures and Authority. Each design review application shall be reviewed by the community development director to ensure that the application is consistent with the purpose and intent of this section.

1. Major Design Review. The planning commission shall hold a public hearing in compliance with Chapter 19.88 SMC (Public Hearings) and may approve, approve with conditions, or deny a major design review permit application in compliance with this chapter.

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2. Minor Design Review. The community development director may approve, approve with conditions, or deny a minor design review permit application in compliance with this chapter. a. Noticing. Prior to a decision, the director shall notice pending decisions in compliance with SMC 19.88.020 (Notice of hearing). The notice shall state that the community development director will decide whether to approve or deny the minor design permit application on a date specified in the notice, and that a planning commission public hearing will be held only if requested in writing by any interested person before the specified date for the decision.
b. Hearing. When a hearing is requested, notice of the planning commission public hearing shall be provided in compliance with Chapter 19.88 SMC (Public Hearings).

H. Factors to Be Considered.

1. In the course of design review, the consideration of the review authority shall include the following factors:
a. The historical significance, if any, of the site or buildings or other features on the site; b. Environmental features on or adjacent to the site;
c. The context of uses and architecture established by adjacent development; and d. The location, design, site plan configuration, and effect of the proposed development.

2. These factors shall be considered in relation to the development standards of this development code, other applicable ordinances of the city, and applicable general plan policies.

I. Findings, Decision. The review authority may approve, approve subject to conditions, or deny an application for design review. The review authority may approve an application, with or without conditions, only if it first makes the findings set forth below.

1. Basic Findings. To approve any application for design review, the review authority must make the following findings:
a. The project complies with applicable policies and regulations, as set forth in this development code (except for approved variances and exceptions), other city ordinances, and the general plan;
b. On balance, the project is consistent with the intent of applicable design standards set forth in this development code;
c. The project responds appropriately to the context of adjacent development, as well as existing site conditions and environmental features; and d. The proposed development will not be detrimental to the public health, safety or welfare, or materially injurious to properties and improvements in the vicinity.

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2. Projects Within the Historic Overlay District. In addition to the basic findings set forth in subsection (I)(1) of this section, the review authority must make the following additional findings for any project located within the historic overlay district:
a. The project will not impair the historic character of adjacent historic resources; b. The project substantially complies with the applicable guidelines set forth in Chapter

19.42 SMC (Historic Preservation and Infill in the Historic Zone); and c. The project substantially complies with any applicable preservation plan or other guidelines or requirements pertaining to a local historic district as designated through SMC 19.42.020 (Designation of a local historic resource or district) and adopted by the city of Sonoma.

3. Projects Involving Historically Significant Resources. In addition to the basic findings set forth in subsection (I)(1) of this section, the review authority must make the following additional findings for any project located on a site that contains a resource that is listed or eligible for listing in the local historical register or located in a historic district:
a. The project will not impair the historic character of adjacent historic resources; b. The project substantially complies with the applicable guidelines set forth in Chapter

J. Post-Approval Procedures. Post-approval procedures shall comply with Chapters 19.56 (Permit Implementation, Time Limits, Extensions) and 19.84 (Appeals) SMC after the decision on a design review application.

C. Section 19.92.020 (Definitions of specialized terms and phrases) of Chapter 19.92 (Definitions) is amended as follows (underline is used to denote new text being added in alphabetical order):
“New Construction” A structure that has never before been used or occupied for any purpose or a nonconforming structure that has been modified by the replacement of more than 50 percent of the original floor area or more than 50 percent of the total length of all exterior walls.

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“Multifamily development” means a residential structure or structures on a single lot containing more than two dwelling units. An accessory dwelling unit constructed in accordance with Sonoma Municipal Code Chapter 19.45 shall not be counted as a dwelling unit for purposes of this definition.

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City of Sonoma
ORDINANCE #_____ - 2025

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SONOMA AMENDING PROVISIONS OF CHAPTERS 2.60, 12.04, 12.08, 12.12 AND 14.24 OF THE SONOMA

MUNICIPAL CODE TO CLARIFY THE RESPONSIBILITIES OF THE REVIEW AUTHORITIES

AND MODIFY REGULATIONS PERTAINING TO DESIGN REVIEW TO FURTHER

STREAMLINE CITY ENTITLEMENT PROCESS
WHEREAS, the City of Sonoma desires to amend the municipal code to streamline the design review process; and
WHEREAS, adoption of this Ordinance is consistent with the goals, policies, and actions of Sonoma General Plan, would not be detrimental to the public interest, health, safety, convenience, or welfare of the city, and is internally consistent with other applicable provisions of the City’s development code for the reasons expressed in this Ordinance, the accompanying staff reports, and other substantial evidence presented; and WHEREAS, the proposed Ordinance was introduced by the Sonoma City Council on ____________.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SONOMA DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. RECITALS
The recitals above are each incorporated by reference and adopted as findings by the City Council.

SECTION 2. MUNICIPAL CODE AMENDMENTS
The Sonoma Municipal Code is hereby amended as shown in Exhibit A that clarifies responsibilities of the review authorities, attached hereto and incorporated herein by this reference.

SECTION 3. CALIFORNIA ENVIRONMENTAL QUALITY ACT
This ordinance has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the city. City Planning Staff has determined that the adoption and implementation of the ordinance is exempt from further environmental review under the general rule in CEQA Guidelines Section 15061(b)(3) that CEQA only applies to projects that have the potential for causing a significant effect on the environment. As a series of text amendments and additions without any physical project being approved, and not involving a commitment to any specific project that may result in a potentially significant physical impact on the environment, it can be seen with certainty that there is no possibility that the ordinance will have Agenda Item #8.2:

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a significant effect on the environment. The City Council concurs in these findings and adopts them as its own. The City Council, therefore, directs that a Notice of Exemption be filed with the County Clerk of the County of Sonoma in accordance with CEQA Guidelines.

SECTION 4. SEVERABILITY
If any section, subsection, subdivision, sentence, clause, phrase, or portion of this ordinance for any reason is held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance.

SECTION 5. EFFECTIVE DATE
This ordinance shall take effect thirty (30) days after passage thereof.

SECTION 6. PUBLICATION
This ordinance shall be published in accordance with the provisions of Government Code section 36933, subdivision (c)(1).

SECTION 7. THIS ORDINANCE PREVAILS WHERE THERE IS CONFLICT To the extent that this Ordinance conflicts with any other provision in the Sonoma Municipal Code or city ordinance (urgency or otherwise), policy or regulation, this Ordinance will control.

PASSED AND ADOPTED at a regular Council Meeting of the City Council of the City of Sonoma held on the _______________ by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:
_________________________
Mayor
ATTEST:

Rebekah Barr, MMC, City Clerk
Agenda Item #8.2:

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AYES:

NOES:

ABSTAIN:

ABSENT:

Rebekah Barr, MMC, City Clerk
Agenda Item #8.2:

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Exhibit A
The following sections of the Sonoma Municipal Code are hereby amended to read as follows (strikeout is used to denote existing text being deleted; underline is used to denote new text being added):

A. Chapter 2.60 (Design Review and Historic Preservation Commission) is amended as follows:

Chapter 2.60 DESIGN REVIEW AND HISTORIC PRESERVATION COMMISSION Sections:

2.60.010 Purpose.

2.60.020 Composition – Design review and historic preservation commission.

2.60.030 Duties and responsibilities.

2.60.040 City council review.

2.60.010 Purpose.

The purpose of the design review and historic preservation commission shall be to protect the architectural heritage of Sonoma, identify and preserve significant historic resources, enhance the visual character of the built environment, and promote excellence in town design and architecture through its review of projects in accordance with this chapter and other applicable provisions of the Sonoma Municipal Code.

2.60.020 Composition – Design review and historic preservation commission.

The design review and historic preservation commission shall consist of seven voting members who are at least 18 years of age. All members shall be appointed and hold office in accordance with Chapter 2.40 SMC and rules and procedures established by city council resolution. Each council member will directly appoint one voting member who shall be a resident of the city. The remaining voting members will be referred to as-large members and at least one shall be a resident of Sonoma Valley, as defined by the council commission and committee appointment policy. The members of the commission shall include persons who have demonstrated special interest, competence, experience or knowledge in the following areas: historic preservation, cultural geography, or other historic preservation-related discipline; architecture and architectural history; prehistoric and historic archaeology; urban planning; landscape architecture; or related disciplines, to the extent such persons are available in the community.

All members must have demonstrated interest in and knowledge of the cultural heritage of the city.

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2.60.030 Duties and responsibilities.

The design review and historic preservation commission shall have the following responsibilities:

A. Exercise the authority set forth in this chapter and as otherwise provided in the municipal code.

B. Recommend to the city council policies and programs in support of historic preservation including but not limited to goals and policies for the general plan and other regulatory plans as well as programs for historic preservation incentives.

C. Review and make recommendation to the State Office of Historic Preservation regarding nominations of property located within the city to the National Register of Historic Places.

D. Perform the duties pursuant to the certified local government provisions of the National Historic Preservation Act of 1966. This shall include undertaking review and comment upon those projects on which the city as a certified local government has an obligation or opportunity to provide review and comment under the National Historic Preservation Act including but not limited to private and public projects undertaken within the Sonoma Plaza National Landmark District, in accordance with the applicable provisions of the municipal code.

E. Administer the nomination, designation, and registry of local historic resources and districts as set forth in SMC 19.42.020.

F. Develop and administer historic preservation plans, historic resource inventories, context statements, design guidelines and other information, plans and procedures related to historic preservation.

G. Implement the applicable provisions of the California Environmental Quality Act pertaining to historic and cultural resources, consistent with its authority under the provisions of Chapter

19.54 SMC.

H. Conduct the review of applications for the demolition or relocation of buildings and structures within the historic overlay zone and of potentially historic buildings and structures located outside of the historic overlay zone, in accordance with SMC 19.54.090 (Demolition permit).

I. Conduct architectural review, in accordance with SMC 19.54.080 (Design review).

J. Conduct sign review in accordance with the provisions of SMC Title 18.

K. Consult with, advise, and report to the city council on a regular basis in connection with the exercise of the commission’s duties and functions.

The above-listed duties and functions shall be performed in compliance with SMC 19.52.020 (Authority for land use and zoning decisions), SMC 19.52.060, Table 5-1 (Review Authority for Planning Permits), and the California Environmental Quality Act (CEQA), as applicable.

2.60.040 City council review.

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The city council shall review the duties, responsibilities and effectiveness of the design review and historic preservation commission on an annual basis commencing one year from the effective date of this section.

B. Sections 12.04.040(E)(1) and 12.04.040(H) (Outdoor display of merchandise on sidewalk areas) of Chapter 12.04 (Obstructions to Streets and Public Ways) is amended as follows:
…
E. Requirements for Outdoor Display Areas. Outdoor displays shall be subject to the following requirements:

1. Maximum Area. The area devoted to outdoor display of merchandise shall not exceed a footprint of 16 square feet per business, unless approved by the review authority design review and historic preservation commission.
…
H. Permit Process. Applicants for outside merchandise display permits shall submit an written application to the planning division on a city form. Outdoor merchandise display permit applications shall be considered and acted upon administratively by the planning and community services community development director or his/her designee, or by the review authority design review and historic preservation commission, subject to the regulations in this title and Section 19.50.060. Permit applications must include a site plan and proof of insurance, and shall be accompanied by a fee set by the city council by resolution. If the application is found to be complete and in compliance with the provisions of this section, a permit shall be granted. Proof of insurance must be provided on an annual basis thereafter. …
C. Section 12.08.020(G) (Definitions) of Chapter 12.08 (Tree Ordinance) is amended as follows:

G. “Landscape tree” means any tree required under a landscaping plan, approved by the design review and historic preservation commission, associated with commercial or multifamily development, except for trees located in private yard areas associated with an individual dwelling.

D. Section 12.08.035(A) through (E) (Applications for New Development) of Chapter 12.08 (Tree Ordinance) is amended as follows:

12.08.035 Applications for new development.

A. Rule. Applications for new development, as defined by this chapter, requiring the review and approval of the review authority planning commission or design review and historic preservation Agenda Item #8.2:

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commission shall also be subject to the review of the tree committee. Said review shall be advisory in nature and shall occur prior to any consideration of the project by the review authority planning commission or design review and historic preservation commission when the project is not otherwise subject to planning commission review. In those instances when a project may be subject to the review of both the more than one review authority planning commission or design review and historic preservation commission, the planning commission shall have the sole decision-making authority over tree-related matters governed by this chapter, except in the event of an appeal to the city council.

B. Scope of Tree Committee Authority. The scope of the review by the tree committee shall be limited to the identification of potential impacts of the proposed development to existing trees on or adjacent to the project site, and recommendations to the review authority planning commission or design review and historic preservation commission relative to the mitigation of identified impacts, including but not limited to a replacement program.

C. Authority of Review Authority planning commission or design review and historic preservation commission to Impose Conditions. The review authority planning commission or design review and historic preservation commission, under their its authority to approve, conditionally approve, or deny a project application, may, based on the recommendations of the tree committee and the arborist’s report, modify the project site plan, adopt conditions of approval, or take any other relevant action deemed necessary to preserve, protect or replace existing trees on or adjacent to the project site. Failure to comply with requirements or conditions of approval, established by the review authority planning commission or design review and historic preservation commission, shall be considered a violation of the provisions of this chapter.

D. Tree Information Required at Time of Application. An arborist’s report, prepared by an ISA (International Society of Arboriculture) certified arborist, shall be a requirement of all new development. The report shall provide the necessary information to determine the appropriate extent of tree preservation and protection and tree replacement requirements.

An arborist shall be selected and retained by the city planner from a list of qualified members provided by the tree committee. All costs and fees for the services of the arborist shall be paid by the applicant and shall be paid in full at the time of the project application.

The requirement of an arborist’s report may be waived by the determination of the city planner upon the finding of no significant trees on:

1. The project site;

2. On adjoining property that could reasonably be affected by the project construction.

Agenda Item #8.2:

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The arborist’s report shall clearly describe in writing all trees on the property. The report shall indicate the genus and species, the shape, the trunk diameter of each tree and the nonintrusion zone around each tree as determined by the table in SMC 12.08.020(H), and shall indicate those trees which are proposed to be altered, removed, or relocated and the reasons therefor.

Tree delineations by trunk location and an accurate outline of each tree’s nonintrusion zone must be shown on the project site plan or tentative map, and on every page of the development and improvement plans where any work is proposed within the nonintrusion zone of any protected tree. The property owner of the property and the person in control of the proposed development shall protect and preserve each tree situated within the site of the proposed development during the period the application(s) for the proposed development is being considered by the city.

E. Tree Replacement Program. A person owning or controlling a new development project shall be required to replace trees designated for removal as part of the approval of the project in accordance with the conditions of approval established by the review authority planning commission or design review and historic preservation commission as follows:
…
E. Section 12.08.065(B) (Maintenance and replacement) of Chapter 12.08 (Tree Ordinance) is amended as follows:

B. Replacement. In the event that a landscape tree, as defined in this chapter, dies or is substantially damaged within one year of its planting, the property owner shall be responsible for replacing the tree within 60 days with a tree of the same or similar species, unless an alternative is approved by the review authority design review and historic preservation commission.

F. Sections 12.12.015(C)(3) and 12.12.015(E) (Additional regulations) of Chapter 12.12 (Sidewalk and Driveway Constructions) is amended as follows:
…

3. For new development, for which the applicant has received the approval of the review authority design review and historic preservation commission of a landscaping plan for the affected portion of the property, the implementation of the approved plan shall be required as a condition of issuance of the permit.
…
E. The decision of the community development director may be appealed to the review authority design review and historic preservation commission within 15 days of the date of decision.

Agenda Item #8.2:

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…
G. Sections 14.24.100(B) (Abatement – Rehabilitation or demolition) is amended as follows:

B. Demolition. Buildings subject to the requirements of this chapter which do not meet the requirements of this chapter may be abated by demolition. Owners of buildings located within the historic overlay district must receive approval from the review authority design review and historic preservation commission prior to obtaining a demolition permit to demolish the structure.

Prior to obtaining a demolition permit for the demolition of a qualified historical building or property, the proposed building demolition shall be reviewed by the city’s environmental review committee and shall comply with the guidelines of the California Environmental Quality Act and the requirements of this chapter.

Agenda Item #8.2:

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City of Sonoma
Agenda Item Summary
Meeting: City Council - 16 Jul 2025
Department
Administration
Staff Contact
Sarah Tracy, Senior Management Analyst/PIO
Agenda Item Title
A Resolution to Approve the 9/11 Memorial Public Art Installation at Sonoma Valley Fire District Station 1
Summary
The Sonoma Valley Fire District (SVFD) has proposed the installation of a 9/11 Memorial at Fire Station 1, located at 630 Second Street West (Attachment 2). The memorial includes a salvaged steel beam from the World Trade Center, a commemorative bell, LED uplighting, and an interpretive plaque, and is intended to honor both the lives lost on September 11, 2001, and local fallen firefighters. The memorial would be installed in a landscaped area in front of the station, adjacent to the existing monument sign and memorial wall (Attachment 1).

This item was reviewed by the Cultural and Fine Arts Commission (CFAC) at their April 15, 2025, meeting (Attachment 4). The Commission recommended the project for City Council consideration as a public art installation but did not recommend allocation of Public Art Funds at that time, citing the need for a clearer understanding of the Public Art Fund balance and the need for a more formalized funding request should fundraising efforts fall short. SVFD may return to CFAC in August 2025 to request funding.

Because the project is located on City property and did not follow the standard public art development process outlined in the City’s Public Art Policy, an interdepartmental review was conducted prior to Council consideration. A checklist and project timeline were provided to SVFD to support due diligence and streamline the process (Attachment 4). That review confirmed that accessibility at the site is already addressed, no public works or infrastructure conflicts are anticipated, and that utility clearances will be handled through standard contractor practices. The lighting design was reviewed and must be equipped with a timer or photocell to ensure limited operational hours, consistent with other city lighting standards. The Building Division requires basic foundation and anchoring details, as well as electrical plans and permit review, all of which can be accommodated through the regular permitting process.

The lease agreement governing the Fire Station property was reviewed, and the terms are sufficient to cover installation, display, maintenance, and potential relocation of the memorial.

The Fire District's Certificate of Liability Insurance was also reviewed by the City’s insurance provider, who reported no concerns or adjustments needed to existing coverage at this time.

Recommended Council Action
Adopt a resolution to approve the installation of the 9/11 Memorial proposed by Sonoma Valley Fire District at Fire Station 1, subject to the following conditions:
 All required building and encroachment permits must be obtained prior to installation.  Foundation and anchoring details must be reviewed and approved by the Building Department.

Agenda Item #9.1:

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 Any electrical work must comply with applicable code requirements.  Lighting must be installed with timers or photocells per the direction of the Community Development Director.
 SVFD must assume responsibility for all ongoing maintenance of the installation.

Alternative Actions
 Refer the item back to staff for additional review or revisions.  Decline approval of the proposed memorial at this time.

Financial Impact
There is no financial impact to the City at this time. While SVFD has indicated the project is estimated to cost $57,000 (Attachment 3), the Commission has not recommended Public Art Fund support. Should SVFD return with a formal funding request, any proposed use of Public Art Funds must be reviewed for eligibility in accordance with Sections 5.6 and 5.7 of the Public Art Policy. Ineligible expenses include general construction or site improvements not directly related to artistic elements.

Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
9-11 Memorial Resolution
Attachment 1_SVFD_9_11 Memorial Site Plan and Drawings
Attachment 2_SVFD_9_11 Memorial Public Art Proposal
Attachment 3_SVFD_9_11 Memorial Cost Estimate
Attachment 4_CFAC Agenda Report - SVFD 9_11 Memorial Public Art Proposal Attachment 5_SVFD_9_11_Memorial_PreCouncil_Checklist
Agenda Item #9.1:

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City of Sonoma
RESOLUTION # _____- 2025

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA, CALIFORNIA, APPROVING THE INSTALLATION OF A 9/11 MEMORIAL PROPOSED BY THE SONOMA VALLEY FIRE DISTRICT AT FIRE STATION 1, SUBJECT TO CERTAIN CONDITIONS
WHEREAS, the Sonoma Valley Fire District (SVFD) has proposed the installation of a 9/11 Memorial at Fire Station 1, located at 630 Second Street West, to honor the lives lost on September 11, 2001, and local fallen firefighters; and
WHEREAS, the memorial includes a salvaged steel beam from the World Trade Center, a commemorative bell, LED uplighting, and an interpretive plaque, to be installed in a landscaped area in front of Fire Station 1, adjacent to the existing monument sign and memorial wall; and WHEREAS, the proposed installation was reviewed by the Cultural and Fine Arts Commission (CFAC) at their meeting on April 15, 2025, which recommended the project for City Council consideration as a public art installation, but did not recommend allocation of Public Art Funds, pending further clarification of available funds; and
WHEREAS, an interdepartmental review of the project was conducted and confirmed that all necessary conditions have been addressed, including accessibility, utility clearances, and compliance with the City’s public art policies; and
WHEREAS, the lease agreement governing the Fire Station property was reviewed, and the terms are sufficient to cover installation, display, maintenance, and potential relocation of the memorial, and the City’s insurance provider has confirmed that no adjustments to existing coverage are necessary.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Sonoma does hereby approve the installation of the 9/11 Memorial proposed by the Sonoma Valley Fire District at Fire Station 1, subject to the following conditions:

1. Permits: All required building and encroachment permits must be obtained before installation.

2. Foundation: Foundation and anchoring details must be reviewed and approved by the Building Department.

3. Electrical: All electrical work must comply with applicable code requirements.

4. Lighting: Lighting must include timers or photocells as directed by the Community Development Director.

5. Maintenance: SVFD is responsible for ongoing maintenance of the memorial.

PASSED, RESOLVED, AND ADOPTED, at a Regular meeting of the City Council of the City of Sonoma on this 16th day of July 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
____________________________
Patricia Farrar-Rivas, Mayor
ATTEST:
____________________________
Rebekah Barr, MMC, City Clerk
Agenda Item #9.1:

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SONOMA VALLEY FIRE DISTRICT
9/11 MEMORIAL
Agenda Item #9.1:

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83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

PRODUCTION
These drawings are for the intended
recipient(s) only and it may be privileged
and condential. If you are not the
intended recipient(s), or agent responsible,
any review, e-transmission, conversion to
hard copy, copying, circulation or other use
of these documents & drawings is strictly
prohibited and may be illegal. Concepts
shown are proprietary until released by
WELL DESIGN, and at the point of client
approval and payment of services in full.

SONOMA VALLEY

FIRE DISTRICT
STAT ION 1_9/11 MEMORIAL
DRAWING VERSION:
03/31/2025
Agenda Item #9.1:

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83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

STATION 1_9/11 MEMORIAL

SONOMA VALLEY

FIRE DISTRICT
DRAWING VERSION:
03/31/2025
Agenda Item #9.1:

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83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

PRODUCTION
These drawings are for the intended
recipient(s) only and it may be privileged
and confidential. If you are not the
intended recipient(s), or agent responsible,
any review, e-transmission, conversion to
hard copy, copying, circulation or other use
of these documents & drawings is strictly
prohibited and may be illegal. Concepts
shown are proprietary until released by
WELL DESIGN, and at the point of client
approval and payment of services in full.

STATION 1_9/11 MEMORIAL
DRAWING VERSION:
03/31/2025

SONOMA VALLEY

FIRE DISTRICT
2nd St W 2nd St W
N

EXISTING

MONUMENT
SIGN

PROPOSED
9/11 MEMORIAL

LOCATION
SVFD

COURTYARD

FLAG POLE

VIEWED FROM WITHIN COURTYARD
( FACING 2ND ST W )

SITE PLAN - LOCATION DETAIL
BACKSIDE VISIBILITY – CONTEXTUAL NOTE
THE VERTICAL STEEL BEAM, ANGLED AT 45º TO THE ROAD, HAS LIMITED VISIBILITY FROM THE

NORTH AND SOUTH DUE TO OBSTRUCTION BY THE MONUMENT SIGN AND ADJACENT BUILDING WALL.

SVFD HAS INTENTIONALLY ORIENTED THIS ELEMENT TOWARD THE COURTYARD, ADJACENT TO THEIR "IN MEMORIAM" WALL. BENCHES WILL BE ADDED TO SUPPORT A REFLECTIVE, VISITOR-FACING EXPERIENCE WITHIN THIS DEFINED SPACE.

Agenda Item #9.1:

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83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

40.00"
PLAN
Scale: NTS 2

ELEVATION
Scale: NTS 3

SITE PLAN
Scale: NTS 1

THIS SITE
630 Second St West - Sonoma, CA 95476
8 1/4" 19 1/2" 8 3/4"
36 1/2"
3" 9 7/8" 1 7/8"
1 5/8" 1 5/8"
43 1/4"
4 1/8" 12 1/4" 10" 48 1/4"
74 5/8"
1" 4" 1 3/4"
36"
3 3/4" 9" 2" 14" 2" 9" 3 1/2"
43 1/4"
10" 9 7/8" 10"
4" 5" 10" 1" 9 1/4"
STATION 1_9/11 MEMORIAL

SONOMA VALLEY

FIRE DISTRICT
DRAWING VERSION:
03/31/2025
Agenda Item #9.1:

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Public Art Proposal Submission
Project Title: 9/11 Memorial – Sonoma Valley Fire Station 1 Submitted by: Bob Norrbom, Deputy Chief, Sonoma Valley Fire District Date: 05/09/2025
Project Description
This memorial will honor the lives lost on September 11, 2001, as well as fallen firefighters, by displaying a salvaged steel beam from the World Trade Center. It will serve as a reflective space for the community and a tribute to first responders’ courage and sacrifice. Creating a 9/11 memorial that honors both the national tragedy and local heroes is a profound endeavor. Incorporating steel from the World Trade Center, obtained through our connections with the City of San Rafael and its Fire Department, adds a tangible link to the events of September 11, 2001. To honor the memory of those who lost their lives on September 11, 2001, and to pay tribute to our local heroes whose courage reflects the resilience of our community. This memorial, incorporating steel from the World Trade Center, stands as an enduring symbol of remembrance, unity, and the spirit of Sonoma.

This memorial also includes a bell that can be utilized to sound the “last alarm” for any department members who have passed.

Site Description and Placement
This memorial will be located in front of Fire Station 1 at 630 Second St. West. As there are no site access restrictions it will always be available for public viewing. It will have lighting for nighttime viewing as well. There will be benches installed adjacent to the memorial after the installation is complete. This memorial will be placed right next to our existing sign that will have a “memorial wall” on the back of it. Please reference the attached site plan for further details.

Design Details & Materials
The steel beam will be left in its natural state with a commercial grade “Matte” clear coat applied to preserve it. It will be secured to a concrete base that will be “poured in place” over the existing concrete slab. After approval of this project, we will send the design to a structural engineer to detail out the anchoring of it. This project will Agenda Item #9.1:

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also be submitted to the building department for review and approval prior to any work being started.

There will be a plaque attached with a narrative describing the significance of this monument. The cast-in-place concrete pedestal features incised line art of the New York City Skyline with Towers intact. A brass bell will be secured onto the concrete base, a national symbol . The monument will be lighted with LED accent lights activated by a photo cell. Please refer to the attached drawing for reference.

Significance of the Brass Bell
A brass bell is included in the memorial to honor a longstanding fire service tradition. For generations, the ringing of a bell has signified the end of a firefighter’s final call — a ceremonial tribute known as the “Last Alarm.” It serves as a powerful symbol of respect and remembrance for those who have made the ultimate sacrifice in the line of duty.

Uplights
Two subtle LED up-lights are positioned to echo the Tribute in Light installation at Ground Zero, symbolizing hope, resilience, and the enduring memory of those lost on September 11, 2001. The LED lights are 3-watts each, 4000k white color.

Dedication Plaque Content
The Bronze dedication plaque will feature the following content:
9/11 Memorial Steel Beam
This steel beam was recovered from the ruins of the World Trade Center in New York City. It stands as a powerful reminder of the nearly 3,000 lives lost during the attacks of September 11, 2001 — including 343 firefighters and countless first responders who made the ultimate sacrifice in the line of duty.

May we never forget.

Durability and Maintenance
Sonoma Valley Fire District personnel will handle routine maintenance including cleaning, bulb replacement, and any repairs necessary due to wear or weather.

Page 274 of 373 ends

of funding up to $50,000, for this project. I feel that this location is an ideal spot for this project, as the Sonoma Fire Station is already listed as one of five locations designated in the city as having public art on display. As this is a site-built memorial (cast-in-place concrete), with 100% of the activities directly relating to the production of the piece, 100% of the project cost is eligible (art-related).

Public Access Plan
All members of the public will be able to access the memorial, via the pedestrian sidewalk on 2nd St. West, to the ADA accessible walkway leading to the SVFD front courtyard. There is 44” minimum clear wheelchair access from the public sidewalk all the way to the front of the memorial display.

Timeline
Once approval is obtained from both the Cultural and Fine Arts Committee and the City Council, the project will be reviewed by a Structural Engineer. After engineering is complete, a building permit will be obtained from the building department and construction can be begin. The goal is to have this project completed by the end of the year.

Attachments
Site Plan
Concept Drawing
Power Point Presentation
Agenda Item #9.1:

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ESTIMATE

WELL DESIGN
83 Sheehy Ct
Napa, CA 94558
[email protected]
+1 (707) 933-0307
www.welldesigninc.com
Bill to
Sonoma Valley Fire District
630 2nd St W
Sonoma, CA 95476
Ship to
Sonoma Valley Fire District
630 2nd St W
Sonoma, CA 95476
Estimate details
Estimate no.: 3695
Estimate date: 02/10/2025
Expiration date: 03/10/2025
Project: 9/11 Memorial (Fabrication)
# Date Product or service Description Qty Rate Amount

1. Custom Display Production & Installation of 9/11
Memorial Display, including concrete
pedestal; city skyline; illumination;
dedication plaque; client supplied bell
and World Trade Tower steel beam.

Final construction drawings to be
provided. ROM quote based on
concept 01/30/2025
Donated design and professional
services have been provided thus far.

Non-profit discount has been applied
to the fabrication scope of this project
as well.
1 $57,000.00 $57,000.00

2. Assumptions / Exclusions Assumes base plate welded to bottom of World Trade Tower steel beam, by
others.

Engineered drawings may be required.

First set included.

Permitting services not included. Billed
hourly, invoiced monthly.

3. Terms & Conditions Proofs to be provided upon receipt of approved estimate & 50% deposit.

Well Design will not commence any
Services until the Retainer/Deposit is
received.

Hourly Rate: Well Design will bill the
Agenda Item #9.1:

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Client at an hourly rate of $150 for
Services performed.

Monthly Billing: Well Design will submit
invoices on a monthly basis for work
completed during the preceding month.

Payment Terms: Payment for each
invoice is due within ten (10) days of the
invoice date.

Client caused delays, resulting in
extended project timelines, will incur a
3% increase every 90 days, from the
point of project initiation.

Additional Services: Any additional
services provided at the client's
request beyond the initial agreement
that are not covered by the
Retainer/Deposit, including, but not
limited to surveys, consultation, design,
project management, change order
assessments, value engineering, or
permit acquisition services will be billed
at $150/hr and invoiced monthly.

Termination: Either party may terminate
this Agreement with written notice.

Upon termination, the Client will pay for
all Services rendered up to the date of
termination, and any remaining balance
of the Retainer will be refunded if
applicable.

Applicable taxes will be added to
invoice billings.

Total $57,000.00
Expiry
date
03/10/2025
Accepted date Accepted by
Agenda Item #9.1:

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City of Sonoma
Agenda Item Summary
Meeting: Cultural & Fine Arts
Commission - 15 Apr 2025
Department
Administration
Staff Contact
Sarah Tracy, Senior Management Analyst/PIO
Agenda Item Title
Discussion, consideration, and possible action of the 9/11 Memorial Public Art Proposal Submitted by the Sonoma Valley Fire District (SVFD)
Summary
The Sonoma Valley Fire District (SVFD) has submitted a proposal for a 9/11 memorial to be installed at Fire Station 1, located at 630 Second Street West. The proposed memorial includes a salvaged steel beam from the World Trade Center, a brass bell, LED lighting, and a commemorative plaque. The installation is intended to serve as a reflective space honoring the lives lost on September 11, 2001, as well as fallen firefighters.

The applicant reports that the project is estimated to cost approximately $50,000. The Sonoma Volunteer Firefighters’ Association has stated that they could partially support the project financially, but requests that the Sonoma Valley Fire District pursue alternate funding.

SVFD is requesting funding of up to $50,000 from the City’s Public Art Fund.

The City’s Public Art Policy guides the appropriate use of Public Art Program funds. Section

5.6 outlines eligible uses, including the selection, acquisition, and installation of public art.

Section 5.7 identifies ineligible expenses, such as general construction costs or enhancements that are not directly related to an artwork. A detailed cost breakdown will be required to determine whether requested expenses qualify under these guidelines.

This project did not follow the typical public art development process, which usually includes early engagement with the Commission and evaluation through artist selection panels or competitive processes. Additionally, the project’s commemorative and civic focus differs from the program’s general emphasis on supporting local artists and artist-led public works, as described in the policy’s introduction and policy statement.

The Commission has full discretion to determine whether to recommend the project for designation as public art and/or recommend funding from the Public Art Fund.

Recommended Council Action
The Commission may take one of the following actions:
 Recommend approval of the project to City Council as public art and recommend allocation of full or partial funding from the Public Art Fund;  Recommend approval of the project to City Council without recommending any Public Art Fund support;
 Request additional information or revisions and defer a recommendation until a future meeting (next scheduled for August);
 Decline to recommend the project for designation as public art or for funding at this time.

Agenda Item #9.1:

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Alternative Actions
Financial Impact
The proposal includes a request for up to $50,000 from the City’s Public Art Fund, which currently has a total available balance of approximately $70,000. Allocation of such a large portion would limit the Commission’s ability to fund other upcoming projects. Any recommendation involving Public Art Fund expenditures must comply with Sections 5.6 and

5.7 of the Public Art Policy.

Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
SVFD_Public_Art_Proposal
SV Fire District Station Memorial Planning_Zoning Drawing Site Plan - SV Fire District Station Memorial Drawing
SV Fire District_9_11 Memorial_Cost Estimate

SVFD PPT
Alignment with Council Goals:

Not Applicable
Agenda Item #9.1:

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Public Art Proposal Submission
Project Title: 9/11 Memorial – Sonoma Valley Fire Station 1 Submitted by: Bob Norrbom, Deputy Chief, Sonoma Valley Fire District Date: 04/08/2025
Project Description
This memorial will honor the lives lost on September 11, 2001, as well as fallen firefighters, by displaying a salvaged steel beam from the World Trade Center. It will serve as a reflective space for the community and a tribute to first responders’ courage and sacrifice. Creating a 9/11 memorial that honors both the national tragedy and local heroes is a profound endeavor. Incorporating steel from the World Trade Center, obtained through our connections with the City of San Rafael and its Fire Department, adds a tangible link to the events of September 11, 2001. To honor the memory of those who lost their lives on September 11, 2001, and to pay tribute to our local heroes whose courage reflects the resilience of our community. This memorial, incorporating steel from the World Trade Center, stands as an enduring symbol of remembrance, unity, and the spirit of Sonoma.

This memorial also includes a bell that can be utilized to sound the “last alarm” for any department members who have passed.

Agenda Item #9.1:

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There will be a plaque attached with a narrative describing the significance of this monument. The concrete will provide a durable and long-lasting base. The brass bell will be secured onto the concrete base. The monument will be lighted with LED accent lights activated by a photo cell. Please refer to the attached drawing for reference.

Durability and Maintenance
Sonoma Valley Fire District personnel will handle routine maintenance including cleaning, bulb replacement, and any repairs necessary due to wear or weather.

Funding and Budget
The Sonoma Volunteer Firefighter’s Association has committed to providing funding for this project, with the ask that outside funding sources be obtained to assist in supporting the project cost. It is estimated to cost approximately $50,000.00 to properly construct, secure and display this piece of steel. I am seeking any amount of funding up to $50,000, for this project. I feel that this location is an ideal spot for this project, as the Sonoma Fire Station is already listed as one of five locations designated in the city as having public art on display.

Attachments
Site Plan
Concept Drawing
Power Point Presentation
Agenda Item #9.1:

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SONOMA VALLEY FIRE DISTRICT
9/11 MEMORIAL
Agenda Item #9.1:

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83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

SONOMA VALLEY

FIRE DISTRICT
STAT ION 1_9/11 MEMORIAL
DRAWING VERSION:
03/31/2025
Agenda Item #9.1:

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83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

STATION 1_9/11 MEMORIAL

SONOMA VALLEY

FIRE DISTRICT
DRAWING VERSION:
03/31/2025
Agenda Item #9.1:

Page 284 of 373 ends

83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

STATION 1_9/11 MEMORIAL
DRAWING VERSION:
03/31/2025

SONOMA VALLEY

FIRE DISTRICT
2nd St W 2nd St W
N

EXISTING

MONUMENT
SIGN

PROPOSED
9/11 MEMORIAL

LOCATION
SVFD

COURTYARD

FLAG POLE

VIEWED FROM WITHIN COURTYARD
( FACING 2ND ST W )

SITE PLAN - LOCATION DETAIL
BACKSIDE VISIBILITY – CONTEXTUAL NOTE
THE VERTICAL STEEL BEAM, ANGLED AT 45º TO THE ROAD, HAS LIMITED VISIBILITY FROM THE

NORTH AND SOUTH DUE TO OBSTRUCTION BY THE MONUMENT SIGN AND ADJACENT BUILDING WALL.

Agenda Item #9.1:

Page 285 of 373 ends

83 Sheehy Ct.

Napa, CA 94558
707.933.0307
[email protected]
License #945459
CLIENT:

DRAWING TYPE:

PROJECT:

CONCEPTUAL

PLANNING/ZONING

BUILDING

40.00"
PLAN
Scale: NTS 2

ELEVATION
Scale: NTS 3

SITE PLAN
Scale: NTS 1

SONOMA VALLEY

FIRE DISTRICT
DRAWING VERSION:
03/31/2025
Agenda Item #9.1:

Page 286 of 373 ends

ESTIMATE

Final construction drawings to be
provided. ROM quote based on
concept 01/30/2025
Donated design and professional
services have been provided thus far.

Non-profit discount has been applied
to the fabrication scope of this project
as well.
1 $57,000.00 $57,000.00

2. Assumptions / Exclusions Assumes base plate welded to bottom of World Trade Tower steel beam, by
others.

Engineered drawings may be required.

First set included.

Permitting services not included. Billed
hourly, invoiced monthly.

3. Terms & Conditions Proofs to be provided upon receipt of approved estimate & 50% deposit.

Well Design will not commence any
Services until the Retainer/Deposit is
received.

Hourly Rate: Well Design will bill the
Agenda Item #9.1:

Page 287 of 373 ends

Client at an hourly rate of $150 for
Services performed.

Monthly Billing: Well Design will submit
invoices on a monthly basis for work
completed during the preceding month.

Payment Terms: Payment for each
invoice is due within ten (10) days of the
invoice date.

Client caused delays, resulting in
extended project timelines, will incur a
3% increase every 90 days, from the
point of project initiation.

Termination: Either party may terminate
this Agreement with written notice.

Upon termination, the Client will pay for
all Services rendered up to the date of
termination, and any remaining balance
of the Retainer will be refunded if
applicable.

Applicable taxes will be added to
invoice billings.

Total $57,000.00
Expiry
date
03/10/2025
Accepted date Accepted by
Agenda Item #9.1:

Page 288 of 373 ends

Sonoma City CouncilJuly 16, 2025

Sonoma City Council
July 16, 2025