Agenda packet — Suisun City City Council, June 18, 2024 (part 1 of 5)

CITY COUNCIL
Alma Hernandez, Mayor
Princess Washington, Mayor Pro Tem
Jenalee Dawson, Councilmember
Marlon L Osum, Councilmember
Amit Pal, Councilmember

CITY COUNCIL MEETING

A G E N D A

REGULAR MEETING OF THE SUISUN CITY COUNCIL,

SUISUN CITY COUNCIL ACTING AS SUCCESSOR AGENCY TO THE

REDEVELOPMENT AGENCY OF THE CITY OF SUISUN CITY,

AND SUISUN CITY HOUSING AUTHORITY
TUESDAY, JUNE 18, 2024
5:00 PM

Suisun City Council Chambers - 701 Civic Center Boulevard - Suisun City, California

MEETINGS ARE HELD IN-PERSON, PUBLIC PARTICIPATION IS ALSO AVAILABLE VIA ZOOM

ZOOM MEETING INFORMATION:

WEBSITE: https://zoom.us/join
MEETING ID:
876 3943 2102
CALL IN PHONE NUMBER: (707) 438-1720

REMOTE PUBLIC COMMENT IS AVAILABLE FOR THE CITY COUNCIL MEETING BY EMAILING [email protected] (PRIOR TO 4 PM), VIA WEBSITE, OR ZOOM CALL IN PHONE NUMBER (707) 438-1720
(If attending the meeting via phone press *9 to raise your hand and *6 to unmute/mute for public comment.) (Next Ord. No. – 809)
(Next City Council Res. No. 2024 – 74)
Next Suisun City Council Acting as Successor Agency Res. No. SA2024 - 01) (Next Housing Authority Res. No. HA2024 – 01)

CALL TO ORDER
Mayor Hernandez

ROLL CALL
Council / Board Members

PLEDGE OF ALLEGIANCE

INVOCATION

APPROVAL OF REORDERING OF AGENDA
1 1.

City Manager Update - (Prebula: [email protected]).

2. City Attorney Report - (Taylor/Andrews).

3. Proclamations Not Presented
- (Hernandez: [email protected]):
a
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Proclamation Proclaiming June 19, 2024, as Juneteenth.

4. Council/Board Member Updates.

City Council

5. Council Adoption of Resolution No. 2024-___: Adopting the 9th Amendment to the Annual Appropriation Resolution No. 2023-88 to Allocate Budget for PG&E On-Bill Financing for the Inclusion of Four Landscaping & Lighting Districts in the ENGIE Energy Saving Capital Improvement Project - Vue ([email protected]).

6. Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Enter into a Construction Contract on Behalf of the City with Color New Co. for the Joe Nelson Community Center Painting Project - (Vue: [email protected]).

7. Council Adoption of Resolution No. 2024-___: Accepting Grant Funds from the Proposition 68 Community and Economic Enhancement Grant Program and Authorizing the City Manager to Sign the Grant Agreement with Sacramento-San Joaquin Delta Conservancy - (Lofthus - [email protected]).

8. Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Kosmont & Associates, Inc. to Prepare a Waterfront District Specific Plan Economic Development Strategy and

CONFLICT OF INTEREST NOTIFICATION
(Any items on the regular meeting agenda that might be a conflict of interest to any Councilmembers / Boardmembers should be identified at this time.)

REPORTS (Informational items only.)

PUBLIC COMMENT
(Request by citizens to discuss any matter under our jurisdiction other than an item posted on this agenda per California Government Code §54954.3. Comments are limited to no more than 3 minutes unless allowable by the Mayor/Chair. Speaker cards are available on the table near the entry of the meeting room and should be given to the City Clerk. By law, no prolonged discussion or action may be taken on any item raised during the public comment period, although informational answers to questions may be given and matters may be referred for placement on a future agenda.)

PRESENTATIONS/APPOINTMENTS
(Presentations, Awards, Proclamations, Appointments).

COUNCIL COMMENTS

CONSENT CALENDAR
Consent calendar items requiring little or no discussion may be acted upon with one motion.

2 Implementation Plan - (Bermudez: [email protected]).

9. Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Fehr & Peers to Complete a Traffic Operations Assessment for the Railroad Avenue Realignment Project - (Bermudez:
[email protected]).

10. Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Sign an MOU with Shelter Solano to Sponsor Three Shelter Beds to Provide Services to the Unhoused from Suisun City - (Roth: [email protected]).

11. Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Execute a Professional Services Agreement on the City's Behalf with Baker Tilly US, LLP to Develop a Five-Year Strategic Plan for 2025-2030 - (Prebula: [email protected]).

Joint City Council/Suisun City Council Acting as Successor Agency

12. Council/Agency Approval of May 2024 Accounts Payable and Payroll Warrants - (Deol:
[email protected]).

City Council

13. Conduct a Public Hearing, Approve Final Engineer’s Report, and Order the Levy and Collection of Assessments for the McCoy Creek Parking Benefit Assessment District - (Vue:
[email protected]):

a
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Council Adoption of Resolution No. 2024-___: Amending and/or Approving the Final Engineer’s Annual Levy Report for the McCoy Creek Parking Benefit Assessment District for FY 2024-25; and
b
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Council Adoption of Resolution No. 2024-___: Ordering the Levy and Collection of Assessments within the McCoy Creek Parking Benefit Assessment District for FY 2024-25.

14. Conduct a Public Hearing, Approve Final Engineer’s Report, and Order the Levy and Collection of Assessments for Maintenance Assessment Districts - (Vue: [email protected]):

a
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Council Adoption of Resolution No. 2024-__: Amending and/or Approving the Final Engineer’s Annual Levy Reports for the Suisun City Maintenance Assessment Districts for FY 2024-25; and
b
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Council Adoption of Resolution No. 2024-__: Ordering the Levy and Collection of Assessments within the Suisun City Maintenance Assessment Districts for FY 2024-25.

Joint City Council / Suisun City Council Acting as Successor Agency / Housing Authority

15. Adoption of the Fiscal Year 2024-25 Annual Budget - (Deol: [email protected]).

a
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Council Adopt Resolution No. 2024-___: Adopting the Annual Budget for the Fiscal Year 2024-25; and

PUBLIC HEARING

3 b
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Agency Adopt Resolution No. SA 2024-___: Adopting the Annual Budget for the Fiscal Year 2024-25; and
c
.

Authority Adopt Resolution No. HA 2024-___: Adopting the Annual Budget for the Fiscal Year 2024-25; and
d
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Council Adopt Resolution No. 2024-___: Adopting the Appropriations Limit for Fiscal Year 2024-25; and
e
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Council Adopt Resolution No. 2024-___: Adopting an Annual Update of the Master Fee Schedule.

City Council

16. Council Adoption of Resolution No. 2024-___: Approving Heritage Park Enhancement Project Recommended by the Recreation, Parks, Marina, and Arts Commission - (Lofthus - [email protected]).

17. HEARING:

Council Adoption of Resolution No. 2024-___: Placing Liens for Unpaid Waste Collection Service Charges on Certain Lands Situated in the City of Suisun City, County of Solano, State of California - (Deol: [email protected]).

18. Mayoral Update - (Hernandez: [email protected]).

19. Non-Discussion Items.

GENERAL BUSINESS

REPORTS: (Informational items only)

ADJOURNMENT
Public Access To Agenda Documents
A complete packet of information containing staff reports and exhibits related to each item for the open session of this meeting, and provided to the City Council, are available for public review at least 72 hours prior to a Council/Agency/Authority Meeting at Suisun City Hall 701 Civic Center Blvd., Suisun City. Agenda related writings or documents provided to a majority of the Council/Board/Commissioners less than 72 hours prior to a Council/Agency/Authority meeting related to an agenda item for the open session of this meeting will be made available for public inspection during normal business hours. An agenda packet is also located at the entrance to the Council Chambers during the meeting for public review. The city may charge photocopying charges for requested copies of such documents. To the extent feasible, the agenda packet is available for online public viewing on the City’s website: https://www.suisun.com/Government/City-Council/Agendas

The City Council/Agency/Authority hopes to conclude its public business by 10:00 p.m. No new items will be taken up after 10:00 p.m., unless so moved by a majority of the City Council, and any items remaining will be agendized for the next meeting. The agendas have been prepared with the hope that all items scheduled will be discussed within the time allowed.

Accommodations
If you require an accommodation to participate in this meeting, please contact the City Clerk at (707) 421-7302 or [email protected]. The City’s reasonable accommodation policy is available for review on the City’s website at www.suisun.com/government/city-council/, you may request an electronic copy or have a copy mailed to you.

Please note that for accommodations that are not readily available, you must make your request as soon as you can prior to the time of the meeting.

4 Decorum
All participants are expected to conduct themselves with mutual respect. Conduct that disrupts meetings will be addressed in accordance with Section 54957.95 of the Government Code.

Ordinances
Ordinances are city laws contained in the Suisun City Municipal Code. Enacting a new city law or changing an existing one is a two-step process. Government Code 36934 provides, except when, after reading the title, further reading is waived by regular motion adopted by majority vote all ordinances shall be read in full either at the time of introduction or passage; provided, however, that a reading of the title or ordinance shall not be required if the title is included on the published agenda and a copy of the full ordinance is made available to the public online and in print at the meeting prior to the introduction or passage.

Certification Of Posting
Agendas for regular and special meetings are posted in accordance with the Brown Act at Suisun City Hall, 701 Civic Center Boulevard, Suisun City, CA. Agendas may be posted at other Suisun City locations including:

Suisun City Fire Station, 621 Pintail Drive, Suisun City, CA; Joe Nelson Center, 611 Village Drive, Suisun City, CA;
Harbor Master Office, 800 Kellogg Street, Suisun City, CA.

I, Donna Pock, Deputy City Clerk for the City of Suisun City, declare under penalty of perjury that the above agenda was posted and available for review, in compliance with the Brown Act. 5 THIS PAGE INTENTIONALLY LEFT BLANK
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8 AGENDA ITEM NO. 5.

AGENDA TRANSMITTAL

MEETING DATE:

June 18, 2024

AGENDA ITEM:

Council Adoption of Resolution No. 2024-___: Adopting the 9th Amendment to the Annual Appropriation Resolution No. 2023-88 to Allocate Budget for PG&E On-Bill Financing for the Inclusion of Four Landscaping & Lighting Districts in the ENGIE Energy Saving Capital Improvement Project.

FISCAL IMPACT:

There will be no impact to the General Fund from this item. The following Landscaping & Lighting Districts (LLDs) will register on-going budget impacts from this item:

Blossom, Heritage Park, Lawler Ranch, and Montebello Vista. The charges to each LLD will continue for 94 months and will be included with each future budget until the repayment is completed.

STRATEGIC PLAN:

Provide Good Governance. Enhance Environment.

BACKGROUND:

On November 20, 20218, the City entered into a contract with ENGIE for implementation of multiple energy savings project. Projects included conversion of high-pressure sodium streetlights to LED. After completion of the streetlight conversion portion of the overall project, it was determined that the streetlights within some of the Landscaping & Lighting Districts (LLD) were inadvertently left out of the conversion process. It was necessary to convert these streetlights, and the City and ENGIE coordinated with PG&E to have missing streetlights addressed. The was accomplished through a Contract Change Order (CCO) which was brought to Council on July 30, 2019, for approval and the Council authorized the City Manager to entered into an Interest-Free On-Bill-Financing Agreement with PG&E to convert the streetlights that were not included in the initial changeover to LED.

STAFF REPORT:

It is now necessary to recognize the need for an Annual Appropriate Resolution (AAR) to ensure that the impacted LLD budgets for FY2023-24 reflect each District’s cost portion of the On-Bill Financing associated with this Project. The four (4) District budgets that will be impacted are Blossom, Heritage Park, Lawler Ranch, and Montebello Vista.

STAFF RECOMMENDATION:

It is recommended that the City Council adopt Resolution No. 2024- ___: Adopting the 9th Amendment to the Annual Appropriation Resolution (AAR) No. 2023-88 to Allocate Budget for the PG&E On-Bill Financing for the Inclusion of Four Landscaping & Lighting Districts in the ENGIE Energy Savings Capital Improvement Project.

DOCUMENTS ATTACHED:
1 .

Resolution No. 2024-___: Adopting the 9th Amendment to the Annual Appropriation Resolution No. 2023-88 to Allocate Budget for PG&E On-Bill Financing for the Inclusion of Four Landscaping & Lighting Districts in the ENGIE Energy Saving Capital Improvement Project.

PREPARED BY:

Amanda Dum, Management Analyst II
REVIEWED BY:

Nouae Vue, Public Works Director
9 APPROVED BY:

Bret Prebula, City Manager

ATTACHMENTS:

1. Resolution No. 2024-___: Adopting the 9th Amendment to the Annual Appropriation Resolution No. 2023-88
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12 AGENDA ITEM NO. 6.

AGENDA TRANSMITTAL

MEETING DATE:

June 18, 2024

AGENDA ITEM:

Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Enter into a Construction Contract on Behalf of the City with Color New Co. for the Joe Nelson Community Center Painting Project.

FISCAL IMPACT:

Funds are available within the General Fund (Building Maintenance – 010-3350) to cover the costs of the Nelson Community Center Painting Project (Project). The lowest returned base bid for the Project was $195,420. The contract award amount is $214,962 which includes a 10% contingency.

STRATEGIC PLAN:

Provide Good Governance.

BACKGROUND:

The Community Center was constructed in 2002 and has had no exterior painting maintenance completed to date. It is now appropriate to paint the entire exterior area as well as the completion minor repairs to help the longevity of building's exterior.

STAFF REPORT:

The bid package for this Project included a base project for painting of the Community Center along with two additive alternates for the painting of the Harbor Theater. Due to budgetary restraints, only the base bid for painting of the Community Center will be awarded at this time.

This painting project will ensure that the Community Center building stays in good condition and prevents any water intrusion to the building. The building was constructed in 2002 and needs exterior painting and minor repairs. This Project includes the stucco walls and iron fencing around the Preschool as well as the trash enclosure wall in the parking lot. Minor repairs on the exterior will include repairing damage to the top of the decorative columns, repairing & repainting of the overhangs, repair of a previous patch, and painting of the lights & other exterior elements. This Project will ensure that the building will remain watertight and also refresh its look.

Bids were due by 2:00pm on Tuesday, May 28, 2024. The bid results for the base bid are as follows:

Color New Co. ($195,420)
Pro-Ex Construction, Inc. ($235,160)

GEMS Environmental Management Services, Inc. ($290,700) Jerry’s Painting General Contractor (Non-Responsive)

STAFF RECOMMENDATION:

It is recommended the Council Adoption of Resolution No. 2024- ___: Authorizing the City Manager to Enter into a Construction Contract on Behalf of the City with Color New Co. for the Joe Nelson Community Center Painting Project.

DOCUMENTS ATTACHED:
1 .

Resolution No. 2024-__: Authorizing the City Manager to Enter into a Construction Contract on 13 Behalf of the City with Color New Co. for the Joe Nelson Community Center Painting Project. 2 .

Agreement with Color New Co.

PREPARED BY:

Amanda Dum, Management Analyst II
REVIEWED BY:

Nouae Vue, Public Works Director
APPROVED BY:

Bret Prebula, City Manager

ATTACHMENTS:

1. Resolution No. 2024-__: Authorizing the City Manager to Enter into a Construction Contract on Behalf of the City with Color New Co. for the Joe Nelson Community Center Painting Project.

2. Agreement with Color New Co
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28 RESOLUTION NO. 2024- __

RESOLUTION OF THE CITY OF SUISUN CITY AUTHORIZING THE CITY

MANAGER TO ENTER INTO A CONSTRUCTION CONTRACT ON BEHALF OF THE CITY WITH COLOR NEW CO. FOR THE JOE NELSON COMMUNITY

CENTER PAINTING PROJECT
WHEREAS, the City is responsible for the maintenance of City facilities including maintenance of the Joe Nelson Community Center (Community Center); and WHEREAS, the Community Center was constructed in 2002 and is now in need of exterior painting and minor building repairs in order to preserve the exterior of the building in a satisfactory manner; and
WHEREAS, the City advertised the plans and specifications for this Project in late April 2024, and the plans and specifications included painting of the Community Center as the base bid item; and
WHEREAS, four (4) bids were received and opened on May 28, 2024, and to identify the lowest responsible bidder, at that time it was noted that the bids came in at a much higher amount than anticipated; and
WHEREAS, Color New Co. was identified as the lowest responsible bidder providing a base bid in the amount of $195,420 for the painting of the Community Center, including a contingency of 10% ($19,542) brings the total award amount to $214,962; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Suisun City authorizes the City Manager to enter into a construction contract on behalf of the City with Color New Co. for the Community Center Project in the amount of $214,962.

PASSED AND ADOPTEDat a Regular Meeting of the City Council of the City of Suisun City duly held on Tuesday, the 18th day of June 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

WITNESS my hand and the seal of said City this 18th day of June 2024.

Anita Skinner
City Clerk
15 21
Suisun City Public Works Department ◆ Joe Nelson Community Center and Harbor Thater Exterior Painting Project

AGREEMENT

THIS AGREEMENT, made and entered into this __________day of _________________, 2024, by and between the City of Suisun City, California, hereinafter called "City", and________________________ hereinafter called "Contractor".

WITNESSETH: That the parties hereto do mutually agree as follows:

ARTICLE I

For and in consideration of the payments and agreements hereinafter mentioned to be made and performed by said City said Contractor agrees with said City to perform, and complete in a workmanlike manner all work required under the City's Drawings and Specifications entitled:

Joe Nelson Community Center and Harbor Theater
Exterior Wall Painting Project

In accordance with the Specifications and Drawings therefore, to furnish at his own expense all labor, materials, equipment and services as may be stipulated in said Specifications to be furnished by said City, and to do everything required by this Agreement and the said Specifications.

ARTICLE II

For furnishing all said labor, materials, equipment, scaffolding, and all other necessary equipment and supplies to perform all work involved in completing the Project including cleaning, pressure washing, prepping of surfaces, patching masonry wall and columns where needed, and applying painting of the masonry wall panels and columns, entrance sign, and neighborhood signs, and doing everything required by this Agreement and the said Specifications; also, for all losses and damage arising out of the nature of the work aforesaid, or from the action of the elements, or from any unforeseen difficulties which may arise during the prosecution of the work until its acceptance by City, and for all risks of every description co nnected with the work; also, for all expenses resulting from the suspension or discontinuance of work, except as in the said Specifications are expressly stipulated to be borne by City; and for completing the work in accordance with the requirements of sai d Drawings and Specifications as directed by the Engineer, City will pay and Contractor shall receive, in full compensation therefore, the price(s) named in the Proposal.

ARTICLE III

The City hereby employs Contractor to perform the work according to the terms of this Agreement for price(s) named in the Proposal, and agrees to pay the same at the time, in the manner, and upon the conditions stipulated in the Specifications; and the parties for themselves, their heirs, executors, administrators, successors, and assigns, do hereby agree to the full performance of the covenants herein contained.

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Suisun City Public Works Department ◆ Joe Nelson Community Center and Harbor Thater Exterior Painting Project

ARTICLE IV

The Notice to Contractors, Special Notice, Special Provisions Book, Bidder’s Book including the Proposal, and Information Required of Bidder, along with the Contract Documents and all addenda issued by the City with respect to the foregoing prior to the opening of bids, are hereby incorporated in and made part of this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this contract to be executed the day and year first above written.

CITY OF SUISUN CITY, CALIFORNIA

By
(City Manager)

(SEAL)
(City Clerk)

CONTRACTOR

(Contractor)

By
(Signature)

(Title)

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18 AGENDA ITEM NO. 7.

AGENDA TRANSMITTAL

MEETING DATE:

June 18, 2024

AGENDA ITEM:

Council Adoption of Resolution No. 2024-___: Accepting Grant Funds from the Proposition 68 Community and Economic Enhancement Grant Program and Authorizing the City Manager to Sign the Grant Agreement with Sacramento-San Joaquin Delta Conservancy.

FISCAL IMPACT:
$715,680 in grant funding. The grant does not require any contribution or match.

STRATEGIC PLAN:

Provide Good Governance.

BACKGROUND:

In June 2023, the Sacramento-San Joaquin Delta Conservancy released details for the FY23-24 Proposition 68 Community and Economic Enhancement Grant program. The non- competitive grant program focuses on increasing public access to the Sacramento-San Joaquin Delta through recreation and tourism opportunities, historic and cultural preservation, and environmental education in order to promote a robust Delta economy. The grant opportunity was non-competitive and was only available to public agencies and non-profits with projects within or benefitting the Delta and Suisun Marsh. There is no match required for the grant, and each application required an initial consultation with Delta Conservancy representatives to discuss the potential project, if goals of the project aligned with Delta Conservancy’s mission and intent of the funding, and whether or not they invited the applicant to submit a full application.

The current public fishing dock is beyond repair, and in an inaccessible area of the City’s Marina.

Because of this, it does not see use, and those looking for recreational fishing opportunities often fish in the north basin from the walking pathway. This creates safety hazards for those trying to utilize the sidewalk with the casting of fishing hooks and weights. This dispersed fishing around the north basin also leads to litter on the ground and in the waterway. There are garbage cans dispersed throughout the north basin, but some choose not to utilize them. A fishing pier will help contain fishing and related debris in one centralized location.

At the initial consultation, the Recreation, Parks, and Marina (RPM) Department proposed to the Delta Conservancy the building of a new fishing dock behind and north of Suisun City Hall, adjacent to the existing City parking lot. The new fishing dock will serve as a recreational and educational hub, promoting tourism and environmental education in the region. It will also create a sustainable and inclusive space for fishing and learning about the local ecosystem.

After consultation with Delta Conservancy officials, it was recommended that the City submit a full application towards a "planning" grant. Planning grants are specifically for pre-construction work, including project scoping, planning and design, and environmental compliance.

The intent of this planning grant is to make this a “shovel-ready” project with the anticipation of future funding being made available through the Delta Conservancy for the implementation and construction of the fishing dock project.

In December 2023, RPM Department submitted a project proposal for the planning project to the 19 Sacramento-San Joaquin Delta Conservancy for $715,680.

STAFF REPORT:

In January 2024, RPM Department staff were informed that the project application was accepted, pending approval from the Sacramento-San Joaquin Delta Conservancy Board. At its January 24, 2024, meeting, the Delta Conservancy Board approved the project unanimously.

The planning project will complete all pre-construction requirements for the fishing dock project, including community outreach and appropriate equity assessments, the securing of necessary permits, environmental studies, community outreach, design, and the preparation of 65% plans, specifications, and estimates (PS&E). The City will contract the necessary services to fulfill the obligations of the grant.

In May 2024, RPM Department and Delta Conservancy staff finalized grant deliverables and a formal grant agreement.

STAFF RECOMMENDATION:

It is recommended that City Council adopt the following resolution:

Resolution No. 2024-___: Accepting Grant Funds from the Proposition 68 Community and Economic Enhancement Grant Program and Authorizing the City Manager to Sign the Grant Agreement with Sacramento-San Joaquin Delta Conservancy

DOCUMENTS ATTACHED:
1 .

Grant Agreement with Sacramento-San Joaquin Delta Conservancy

PREPARED BY:

Marvin
Mora, Management Analyst II
REVIEWED BY:

Kris Lofthus, Recreation, Parks and Marina
Director

APPROVED BY:

Bret Prebula, City Manager

ATTACHMENTS:

1. Reso No. 2024-___ Accepting Grant Funds from the Prop 68 Community and Economic Enhancement Grant Program and Authorizing the City Manager to Sign the Grand Agreement with Sacramento-San Joaquin Delta Conservancy

2. Grant Agreement with Sacramento-San Joaquin Delta Conservancy 20 1
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28 RESOLUTION NO. 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SUISUN CITY ACCEPTING GRANT FUNDS FROM THE PROPOSITION 68 COMMUNITY AND

ECONOMIC ENHANCEMENT GRANT PROGRAM AND AUTHORIZING THE CITY

MANAGER TO SIGN THE GRANT AGREEEMENT WITH THE SACRAMENTO-

SAN JOAQUIN DELTA CONSERVANCY
WHEREAS, the Sacramento-San Joaquin Delta Conservancy has been delegated responsibility by the Legislature of the State of California for the administration of the Proposition 68 Community and Economic Enhancement Grant program; and WHEREAS, the Recreation, Parks, and Marina Department (RPM) has identified the project need of a new public fishing dock located adjacent to City Hall and presented that project Sacramento-San Joaquin Delta Conservancy representatives; and WHEREAS, RPM was invited by the Sacramento-San Joaquin Delta Conservancy to submit a full planning project proposal; and
WHEREAS, RPM’s proposal was unanimously approved for funding at the Sacramento-San Joaquin Delta Conservancy Board of Director at its January 24, 2024 meeting; and
WHEREAS, the planning project will complete all pre-construction requirements for the future construction and implementation of the fishing dock project; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Suisun City Authorizes the Acceptance of Grant Funds from the Proposition 68 Community and Economic Enhancement Grant Program and Authorizes the City Manager to Sign the Grant Agreement with Sacramento-San Joaquin Delta Conservancy PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Suisun City duly held on Tuesday, the 18th day of June 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:

WITNESS my hand and the seal of said City this 18th day of June 2024.

Anita Skinner
City Clerk
21 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

3 Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

AUTHORITY
The Community and Economic Enhancement Grant Program was developed in response to the California Drought, Water, Climate, Coastal Protection, and Outdoor Access for All Act of 2018 (Proposition 68). Proposition 68 amended the Public Resources Code to add, among other articles, section 80110, authorizing the Legislature to appropriate funds to the Sacramento-San Joaquin Delta Conservancy (Grantor) to use according to its governing statute for its specified purposes. Public Resources Code 32320 et. seq. establishes the Grantor and gives it the authority to enter into Grant Agreements. To further the goals of Proposition 68, the Grantor is entering into this planning project Grant Agreement (Agreement) with the City of Suisun City (Grantee) to provide funding for the completion of the activities set forth in this Agreement. Unless otherwise specified in this Agreement, the Grantee will complete the Suisun City Public Fishing Dock Planning as stated in and using the information specified by the Grantee’s proposal approved in the Community and Economic Enhancement Grant Program solicitation process.

GRANTEE’S AUTHORITY
The Grantee is a California Public Agency, validly existing, and in good standing under the laws of California. The Grantee has full power and authority to transact the business in which it is engaged and full power, authority, and legal right to execute and deliver this Agreement and incur and perform its obligations hereunder. Pursuant to state law, provisions applying to contractors apply equally to the Grantee for the purposes of this Agreement. By signing this Agreement, Grantee certifies that it is the Grantee’s responsibility to comply with all federal, state, and local laws that apply to the project.

TERM OF AGREEMENT
This Agreement shall run from its Effective Start Date through March 15, 2027. All work for which reimbursement of approved expenditures is requested shall end by March 15, 2027.

PROJECT STATEMENT
A. Overview
i. The purpose of this project is to complete pre-construction planning activities for the Suisun City Public Fishing Dock by conducting community engagement and an equity assessment; preparing architectural planning and design documents; completing required environmental compliance; and securing necessary permits. ii. This project is necessary because it addresses the community’s concern regarding the disrepair and inaccessibility of the current Suisun City (City) fishing dock. Currently, there no designated space available for public fishing. Instead, people fish off Suisun Slough basin or sidewalks adjacent to waterways. This creates a safety hazard for pedestrians due to casting of fishing lines and lures in public walkways. This project is located on the Suisun Slough and is hydrologically connected to the Suisun Marsh, but 22 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

4 is outside the legal Delta; the project will benefit Delta communities by providing public access opportunities and environmental education to the Delta and Suisun Marsh. iii. The Project Team is comprised of the Grantee, in partnership with to-be-determined (TBD) subcontractors for Architectural Design and Community Engagement and a potential consultant to assist with environmental permitting. The subcontractors will be selected through a competitive process by soliciting bids and selecting the most cost- effective subcontractor(s).
iv. Previous and projected future phases of the project include public requests to the City Council to improve fishing access which is what resulted in the Grantee’s proposal for this planning project. Once complete, this planning project will result in complete planning documents and permits which will allow for final construction documents and project construction. The final phase of the project is implementation of design plans which will proceed when funding is in place.
v. The goals of this project are to complete planning documents for the construction of a 12- foot by 100-foot public fishing dock in the Suisun Slough, located within the City.

Once constructed, the new fishing dock will be easily accessible via an existing parking lot, provide a designated place for fishing, and support tourism and recreation within the community. Once constructed, the fishing dock will serve as a recreational and educational hub, promoting tourism, and environmental education throughout the region.

B. Project Location
The project is located at 701 Civic Center Blvd. behind and North of Suisun City Hall at 701 Civic Center Blvd in Suisun City, California. There is a pre-existing park lot adjacent to the site. The GPS coordinates are Latitude (Decimal Degrees) 38.238837, Longitude (Decimal Degrees) -122.037499 See EXHIBIT A.

C. Disadvantaged Community/Severely Disadvantaged Community (DAC/SDAC) This project serves an SDAC. The project is located in the City of Suisun City which serves areas defined as a SDAC by the Parks for All California website (https://www.parksforcalifornia.org/outdoorequity/?overlays=parks).

PROJECT IMPLEMENTATION
Although the Grantee, as authorized by the Agreement, may utilize other entities to complete certain tasks identified within this Scope of Work, the Grantee is ultimately responsible for the completion of all activities set forth herein. The Grantee’s use of the grant funds is limited to those expenditures necessary to implement the project and that are eligible under applicable State of California law. Furthermore, the Grantee’s expenditure of grant funds must be in accordance with SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS.

The Grantee will complete the tasks listed below.
23 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

5 A. Task 1) Grant Management, Administration, and Reporting This task will be completed by the Grantee. The costs of completing this task will be covered by Grantor funds.
i. Task 1) Grant Management, Administration, and Reporting a. Conditions
 Site Access/Land Tenure Agreement. Where relevant, site access or land tenure agreement required prior to disbursement of funds.  Covered Action. For a project that is a Covered Action, Certification of Consistency with Delta Plan is required prior to disbursement of construction, improvement, or acquisition fund.
 Permits. For implementation projects, receipt of all permits is required prior to payment of construction, improvement, or acquisition funds.  Recognition and Signage. For implementation projects, required signage must be in place prior to final distribution of grant funds.  Data. For projects that generate data, all project data must be submitted prior to final distribution of grant funds.

Deliverables and Key Project Milestones Completion Dates i. Site Access/Land Tenure. See Section
I.5.G
Not applicable
ii. Delta Plan Consistency. See Section
I.5.I
Not applicable
iii. Invoices. See Section II.2 Between the sixth and tenth of the second month following the end of the quarter (see
Section II.2)
iv. Quarterly Progress Reports. See
Section I.7.B
Between the sixth and tenth of the second
month following the end of the quarter (see
Section I.7.B Progress Reports)
v. Annual Progress Reports. See Section
I.7.B
Between February sixth and tenth through
the Funding Term (see Section I.7.B
Progress Reports)
vi. Draft Final Report. See Section I.7.C 30 days prior to Funding End Date vii. Final Report. See Section I.7.C 60 days post Funding End Date 24 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

6 viii. Final Invoice. See Section II.2 60 days post Funding End Date ix. Submission of Project Data. See
Section I.5.E
Final submission of data due 60 days post
Funding End Date
B. Task 2) Community Outreach and Equity Assessment
The Grantee will solicit bids and enter into contract with a community outreach subcontractor, with expertise in conducting equity assessments. This task is dedicated to coordinating and facilitating public meetings with community and relevant interested parties, and to ensure that the design of the fishing dock reflects the needs of disadvantaged communities in the area.

This includes the following:
 The subcontractor will work with the Grantee on appropriate communication channels to inform the public about the project, including through social media, at informational booths at City events, in local newsletters and newspaper, relevant signage, and postcard mailers.
 Facilitation of at least three public meetings to gather feedback and to keep the public informed regarding the project’s progress.
 Facilitation of meetings with interested parties, including presentations to the Suisun City Recreation, Parks, Marina, and Arts (RPMA) Commission and Suisun City Council on community outreach findings and concept plan, and presentations for design approval.  Construction of survey, in person meetings, or focus group to ensure project design will promote and provide access to all affected populations. This will result in a formal equity assessment report for the project, and will include recommendations that will be reflected in the final project design (e.g., languages, hours of operation, opportunities for partnership with local schools or agencies).

This task will be completed by the Grantee and a TBD community outreach subcontractor. The costs of completing this task will be covered by Grantor funds.

Deliverables:
a. Conditions
 None
Deliverables and Key Project Milestones Completion Dates i. PDF copy of signed contract with
community engagement subcontractor
September 20, 2024
ii. Summary report of community
engagement efforts including audiences
reached and key findings
October 1, 2025
25 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

7 iii. PDF copies of at least three of
community meetings which include
meeting agendas or announcements,
number of attendees, and participant
organizations
Quarterly, when applicable, as part of
Quarterly Progress Report
iv. Equity Assessment Report October 1, 2025

C. Task 3) Planning and Design
The Grantee will solicit bids and enter into a contract with an architect and design subcontractor. This task will develop the pre-work that needs to be performed prior to permitting and the development of the 65 Percent Design Plans which includes site analysis and assessment; determining general grades, confirming utilities and drainage, site conditions; development of relevant surveys including geotechnical and topographic; development of a schematic master plan, including 3-dimensional or Virtual Reality renderings and detailed cost analysis for project implementation; development of 30 and 65 Percent Design Plan documents.

This task will be completed by the Grantee and a TBD architect and design subcontractor(s).

The costs of completing this task will be covered by Grantor funds. a. Conditions
 None
Deliverables and Key Project Milestones Completion Dates i. PDF copy of signed contract with
architect and design consultant
October 20, 2024
ii. PDF copy of Topographic Survey January 25, 2025
iii. PDF copy of Geotechnical Study January 25, 2025
iv. PDF copy of Site Plan April 1, 2025
v. PDF copy of Schematic Master Plan June 1, 2025
vi. PDF copy of 30 Percent Design Plans July 1, 2026
vii. PDF copy of 65 Percent Design Plans January 1, 2027

26 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

8 D. Task 4) Environmental Compliance and Permitting
The Grantee will solicit bids and enter into a contract with an environmental compliance and permitting subcontractor. The Grantee will submit documents and pay fees to obtain necessary permits prior to construction of improvements to the Project site. Documents include, but are not limited to, California Environmental Quality Act (CEQA) which is anticipated to be a Notice of Exemption; California Clean Water Act 401 Certification, United States Clean Water Act 404 Permit, State Water Resources Control Board (SWRCB) Construction Activities Storm Water General Permit; California Department of Fish and Wildlife (CDFW) Take Permit and Lake/Streambed Modification; State Lands Commission Lease Amendment; and Delta Plan Consistency Determination.

This task will be completed by the Grantee and a TBD environmental compliance and permitting subcontractor. The costs of completing this task will be covered by Grantor funds. a. Conditions
 None
Deliverables and Key Project Milestones Completion Dates i. PDF copy of signed contract with
environmental compliance and
permitting consultant
October 4, 2024
ii. PDF copy of proposed CEQA Findings
for the Grantor
April 1, 2026
iii. PDF copy of California Clean Water Act
401 Certification
December 31, 2025
iv. PDF copy of United States Clean Water
Act 404 Permit
December 31, 2025
v. PDF copy of SWRCB Construction
Activities Storm Water General Permit
December 31, 2025
vi. PDF copy CDFW Incidental Take Permit December 31, 2025 vii. PDF copy of State Lands Commission
Lease Amendment
December 31, 2025
27 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

9 viii. PDF copy of CDFW Lake/Streambed
Modification Permit
April 1, 2026
ix. PDF copy of Delta Plan Consistency
Determination
August 31, 2026

E. Data Rights and Management
The Grantor will retain rights to all final products produced as a result of this Agreement.

The Grantee will have full rights to reproducing the product(s) as long as they are not used for commercial purposes. The Grantor has the right to: (1) obtain, reproduce, publish, or otherwise use the data first produced in performing this grant; and (2) authorize others to receive, reproduce, publish, or otherwise use such data by or on behalf of the Grantor.

All data must be made publicly available prior to the end of the grant term. The Grantee is responsible for ensuring that data are collected using peer-approved methods, undergo a quality control and accuracy assessment process and include documentation of the methods and quality assessments utilized, and are properly stored and protected until the project has been submitted as specified below. Unless specified elsewhere in this Agreement, the Grantee must provide these elements upon Grantor request.

F. Monitoring and Management Plan
Monitoring and Management Plan is not applicable to this project. Planning projects do not require a Monitoring and Management Plan.

G. Site Access/Land Tenure
If, to complete this Agreement, the Grantee proposes to use a project site not owned by the Grantee, proof of permission to access the site must be provided to the Grantor prior to the start of work on the site.

H. California Environmental Quality Act (CEQA)
This Project is a planning project. CEQA is not applicable to this project.

I. Delta Plan Consistency
This Project is a planning project. The Grantee will prepare a Delta Plan Consistency Determination as a deliverable of the Project. The certification filed with the Delta Stewardship Council must allow 30 days from filing the certification with no valid appeals in order to be consistent with the Delta Plan.

J. Other Regulatory Compliance
The Grantee will ensure that all permits, licenses, and certifications necessary to implement the project have been secured prior to construction, improvement, or acquisition of a capital 28 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

10 asset. As may be necessary, the Grantee shall be responsible for obtaining the services of appropriately licensed professionals to comply with the applicable requirements of the Business and Professions Code including but not limited to section 6700 et seq. (Professional Engineers Act) or section 7800 et seq. (Geologists and Geophysicists Act).

The Grantee is solely responsible for ensuring that the project meets all legal requirements.

The Grantor will not issue construction, improvement, or acquisition funds until all permits are approved.

K. Equipment Purchases
The Grantor funds may be used to purchase equipment under this Agreement only if specified in the budget tables in SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS and equipment will only be considered for purchase approval if no other equipment owned by the applicant is available and suitable for the project. Equipment includes nonexpendable, tangible personal property having a useful life of more than one (1) year and an approximate unit price of $5,000 or more, as well as theft-sensitive items of equipment costing less than $5,000 (such as electronics). All equipment purchased or built by the Grantee is owned by the Grantee during the Funding Term. The Grantee is required to provide documentation that the equipment costs are fair and reasonable and maintain accountability for all property purchased and to keep, and make available to the Grantor, adequate and appropriate records of all equipment purchased with grant funds.

The Grantor may, at its option, repair any damage or replace any lost or stolen items and deduct the cost thereof from the Grantee’s invoice to the Grantor, or require the Grantee to repair or replace any damaged, lost, or stolen equipment to the satisfaction of the Grantor with no expense to the Grantor. In the event of theft, a report must be filed immediately with the California Highway Patrol (State Administrative Manual (SAM), § 8643). i. Equipment Records
The Grantee shall maintain an inventory record for each piece of equipment purchased with funds provided under the terms of this Agreement. At a minimum, the inventory record of each piece of equipment shall include:
a. The date acquired.
b. The cost of the equipment, including the cost of any necessary accessories and all incidental costs incurred to put the asset into place and ready for its intended use. c. A serial number.
d. The model identification number (on purchased equipment). e. Any other information or description of the equipment. f. Identification of the grant program and Grant Agreement number under which the equipment is acquired.
g. The location, use, and condition of the equipment.
h. Any ultimate disposition information including date of disposal and sale price of the equipment.
ii. Disposition of Equipment
29 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

11 If the fair market value of equipment purchased with grant funds is $5,000 or more per item at the Funding End Date of this Grant Agreement or if the equipment is theft- sensitive, the use and management of the equipment after the funding term is subject to approval by the Grantor. Title may be retained by the Grantee or Grantor upon end of the Funding Term; final disposition will be determined and approved by the Grantor. The Grantee agrees to promptly initiate arrangements to account for and return said equipment if required by Grantor.
a. A request for disposition of equipment shall be submitted in writing to the Grantor for approval, not less than 90 calendar days prior to the Funding End Date. The request shall include:
 The current fair market value of each piece of equipment purchased with grant funds.
 A description of the proposed disposition.
b. Requests shall be approved or denied, or an alternate disposition offered, by the Grantor no later than 60 business days from the date the request for disposition is received.

Should this Agreement be cancelled for any reason, any equipment purchased with grant funds may be retained by the Grantee or Grantor, at the Grantor’s sole discretion.

The Grantee agrees to promptly initiate arrangements to account for and return said equipment if required by Grantor.

L. Equipment Rental
The Grantor funds may be used to rent equipment. All rental equipment expenses shall be identified in the budget tables in SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS. The Grantee must provide documentation that the equipment costs are fair and reasonable. Equipment may be rented for this project’s use only, and equipment rental agreement(s) shall be provided to the Grantor with any invoices for reimbursement of expenses. The Grantor is not responsible for loss or damage to rented equipment.

M. Recognition and Signage
The Grantee shall inform the public that the project received funds through the Sacramento-San Joaquin Delta Conservancy and from the California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access for All Act of 2018 (Proposition 68) (PRC, § 80110(b)). The Grantee shall include appropriate acknowledgement of credit when using any data and/or information developed under this Agreement (e.g., on signs, websites, press or promotional materials, advertisements, publications, exhibits, posters, reports, or presentations prepared or approved by the Grantee). The Grantee shall notify the Grantor at least ten (10) working days prior to any public event or media feature publicizing the accomplishments and/or results of this Agreement and provide the opportunity for attendance and participation by Grantor representatives.

For implementation projects, the Grantee shall post signs at the project site informing the public that the project received funds through the Sacramento-San Joaquin Delta 30 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

12 Conservancy from the California Drought, Water, Parks, Climate, Coastal Protection and Outdoor Access for All Act of 2018. The size, location, number of signs and draft design shall be approved by the Grantor as part of the Plan for Signage. Required signage must be in place when physical work starts at the project site. Photographs of the Signage must be in place 30 days prior to the Funding End Date and included in the Final Report.

KEY CONTACTS
The Project Officials during the term of this Agreement are:

Sacramento-San Joaquin Delta
Conservancy:

City of Suisun City:

Name: Maya Garrett, Grant Manager
Address: 1450 Halyard Drive, Suite 6
West Sacramento, CA 95691
Phone: (916) 634-3743
Email:
[email protected]
Name: Bret Prebula, City Manager
Address: 701 Civic Center Blvd
Suisun City, CA 94585
Phone: (707) 422-8074
Email: [email protected]
Direct all administrative inquiries:

Sacramento-San Joaquin Delta
Conservancy:

City of Suisun City:

Name: Chelsea Martinez, Grant & Contract
Analyst
Address: 1450 Halyard Drive, Suite 6
West Sacramento, CA 95691
Phone: (916) 606-8010
Email: [email protected]
Name: Janet Hull, Recreation Manager
Address: 701 Civic Center Blvd
Suisun City, CA 94585
Phone: (707) 421-7201
Email: [email protected]
Either party may change the point of contact at any time by providing ten (10) days’ advance written notice to the other party.

REPORTS
A. Report Schedule
The following reports must be submitted to the Grant Manager in accordance with the Scope of Work and all other terms and conditions of this Agreement.

Report Description Period Covered Date Due
First Quarter Progress Report January 1-March 31 Between May 6-10 Second Quarter Progress Report April 1-June 30 Between August 6-10 Third Quarter Progress Report July 1-September 30 Between November 6-10 Fourth Quarter Progress Report October 1-December 31 Between February 6-10 Annual Progress Report January 1-December 31 Between February 6-10 through the Funding Term
Draft Final Report Effective Start Date-Funding
End Date
30 days prior to Funding
End Date
31 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

13 Final Report Effective Start Date-Funding
End Date
60 days post Funding
End Date
Annual Status Report January 1-December 31 Between February 6-10 from the end of the
Funding Term through the
Grant End Date
B. Progress Reports
The Grantee ensures that the Agreement requirements are met by submitting Quarterly and Annual Progress Reports to the Grant Manager. Reporting is required even if no grant- related activities occurred during the reporting period. The Grantee shall document all activities and expenditures in Progress Reports, including work performed by subcontractors. Reports must use the template provided by the Grantor. The current Quarterly and Annual Progress Report templates can be found on the Grantor’s website:
http://deltaconservancy.ca.gov/proposition-68/. Reports must be submitted electronically to the Grant Manager and to the following emails: [email protected] and [email protected]. Grantor will not accept reports submitted through the mail.
i. Quarterly Progress Reports
The Quarterly Progress Report shall directly address tasks, timelines, deliverables, and associated costs as scheduled in SECTION I: SCOPE OF WORK and SECTION II:

BUDGET DETAIL AND PAYMENT PROVISIONS; deliverables should be included as attachments to the report. The Grantee must document steps taken in soliciting and awarding subcontracts and submit the documentation to the Grantor for review and shall document all subcontractor activities in the Quarterly Progress Report. The description of activities shall be in sufficient detail to provide a basis for payment of invoices. The Grantor reserves the right to require reports more frequently than on a quarterly basis if necessary, but no more than once a month. The last Quarterly Progress Report is due at the time of the Final Report. ii. Annual Progress Report
At the end of each calendar year of the Funding Term of this Agreement, the Grantee shall submit an Annual Progress Report, in the template provided by the Grantor, as a supplement to the Fourth Quarter Progress Report. The Annual Progress Report will include information on progress made during that calendar year and plans for the next calendar year. The last Annual Progress Report is due at the time of the Final Report.

The Annual Progress Report shall not replace any Quarterly Progress Reports, except when the last Quarterly Progress Report and last Annual Progress report cover identical dates and the Grantee has received prior approval from the Grant Manager.

C. Final Report
The Grantee must submit a Draft Final Report to the Grant Manager for review and approval no less than 30 days prior to the Funding End Date. The Draft Final Report shall 32 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION I: SCOPE OF WORK

14 use the Grantor’s report template and will summarize the life of the Grant Agreement and describe the results of the work and of the project. Following any comments from the Grant Manager, the Grantee shall submit the revised Final Report for review and approval within 60 days after the Funding End Date. The current Final Report template can be found on the Grantor’s website: http://deltaconservancy.ca.gov/proposition-68/.

D. Annual Status Report
For implementation projects, until the Grant End Date, the Grantee is required to submit Annual Status Reports between February 6 and 10 which cover the preceding calendar year using the template provided by the Grantor. Annual Status Reports must provide updates to each element of the Monitoring and Management Plan (see Section I.5.F); updates regarding site ownership and condition; progress toward achieving outcomes and objectives; communication of challenges, findings, conclusions, and/or lessons learned. If there have been any changes to the Project as compared with any previous Annual Status Reports, the most recent Annual Status Report shall identify, explain and assess the changes and any necessary corrective action. Grantee will include a summary of any activity by Landowner or Grantee to establish carbon credits or other emissions offsets with respect to the Property and to provide Grantor with such further information as Grantor may reasonably request regarding such activity. The current Annual Status Report template can be found on the Grantor’s website: http://deltaconservancy.ca.gov/proposition-68. 33 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

15 SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

BUDGET DETAIL
D. Budget
The Grantee agrees to perform and complete the work described in SECTION I:

SCOPE OF WORK within the budget specified below for a total budget not to exceed $715,180.00.

There are no Indirect Costs included in this budget.

Indirect Costs must be calculated as a percentage of direct expenses and claimed at the same time as the applicable direct expenses. Indirect Costs must benefit the project, are subject to audit, and must be documented by the Grantee. If Indirect Costs are included in the Line Item Budget by Budget Category table, the Grantor will reimburse the Grantee for allowable indirect expenses up to the amount equal to the Grantee’s actual indirect rate as stated above, or 20 percent of the Personnel Services and Operating Expenses (General) cost categories, whichever is less. If Grantee’s indirect rate changes, the Grantee shall notify Grantor of the change. Changes to the Grantee’s approved Indirect Cost Allocation Plan must be submitted to the Grantor and are subject to Grantor approval.
34 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

16 Line Item Budget by Budget Category
A. Personnel Services and Travel Total
Subtotal A. Personnel Services and Travel $ 18,680
B. Operating Expenses (General)
Supplies $ 0
Permits & Fees $ 79,000
Subtotal B. Operating Expenses (General) $ 79,000
C. Operating Expenses (Subcontractor(s))
Subcontractor(s) $ 617,500
Subtotal C. Operating Expenses (Subcontractor(s)) $ 617,500 D. Operating Expenses (Equipment)
See General Grant Provisions for definitions of electronic and purchased equipment definitions.

Equipment $ 0
Subtotal D. Operating Expenses (Equipment) $ 0
E. Acquisition Costs
Acquisition $ 0
Subtotal E. Acquisitions $ 0
F. TOTAL DIRECT COSTS
F. TOTAL DIRECT COSTS (Sum of A-E) $ 715,180
G. INDIRECT COSTS
Indirect Cost A. Personnel Services $ 0
Indirect Cost B. Operating Expenses (General) $ 0
G. TOTAL INDIRECT COSTS $ 0
GRAND TOTAL (Sum of F and G): $ 715,180

35 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

17 Cost Share and State Leveraged Funds by Source
The Grantee may not transfer grant funds between or among budget line items without written approval from the Grantor as specified in Section II.E Budget Modifications.

E. Budget Modifications
Budget revisions that modify line items but remain within the grant amount and do not alter the Scope of Work are permitted in certain circumstances. Subject to the prior review and approval of the Grant Manager, line item shifts of up to $25,000 or 10 percent of the Agreement total, whichever is less, are permitted. The process to make such a change is as follows.
i. The Grantee submits a written request for budget modification to the Grant Manager, explains the need for change(s), and specifically identifies item(s) to be reduced or increased.
ii. The Grant Manager approves or denies such changes in writing prior to implementation. The Grantor shall have 30 calendar days from receipt of the request to approve or deny the request for the exchange of funds between line items.

Any budget change not meeting the above conditions, including the addition of new line items, shall be by formal Agreement Amendment pursuant to Section III.2.

Notwithstanding the above provisions, the Grantor may, within its discretion, proceed with a formal Amendment to this Agreement for any budget revisions.

INVOICING AND PAYMENT
For tasks satisfactorily rendered, in accordance with the terms and conditions of this Agreement, and upon receipt and approval of itemized invoice(s), the Grantor agrees to reimburse Grantee for actual expenditures, no more frequently than quarterly in arrears.

The Grantor will only reimburse for expenses incurred from Agreement execution through the Funding End Date of the Agreement. The Grantee will use the invoice template provided by the Grantor.

Source of Funds - Non-State Cash In-Kind Total
Not applicable $ 0 $ 0 $ 0
Subtotal Cost Share $ 0 $ 0 $ 0
Source of Funds - State Cash In-Kind Total
Not applicable $ 0 $ 0 $ 0
Subtotal State Leveraged Funds $ 0 $ 0 $ 0
Total Cost Share & State Leveraged
Funds $ 0 $ 0 $ 0
36 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

18 A. Invoice Submission Process
i. All invoices except final invoices must be properly submitted for payment between the sixth and the tenth of the second month following the end of the calendar quarter in which the costs were incurred, as specified in the schedule below.

Invoice Period Covered Date Due
First Quarter Invoice January 1-March 31 Between May 6-10 Second Quarter Invoice April 1-June 30 Between August 6-10 Third Quarter Invoice July 1-September 30 Between November 6-10 Fourth Quarter Invoice October 1-December 31 Between February 6-10 For submission of final invoices, unless the Grant Manager agrees to a later or alternate deadline in writing, a final invoice shall be submitted for payment no more than 60 calendar days following the Funding End Date or termination date of this Agreement, whichever occurs first. The final invoice must be clearly marked “FINAL INVOICE” and “Grantee’s Release” (EXHIBIT E: GRANTEE’S RELEASE) must be attached, thus indicating that all payment obligations of the Grantor under this Agreement have ceased and that no further payments are due or outstanding.

The Grantor may, at its discretion, choose not to honor any delinquent final invoice if the Grantee fails to obtain prior written Grantor approval of an alternate final invoice submission deadline. Such written Grantor approval shall be obtained from the Grant Manager prior to the Funding End Date of this Agreement. ii. In addition to the information provided in the invoice template, invoices must also include the following information.
a. Copies of receipts, grantee timesheets, and other supporting documentation of actual Grantee-paid expenses.
b. Subcontractor invoices for any subcontractor expenses being billed to the grant and documentation that provides proof of Grantee’s payment to subcontractor(s). iii. Before equipment purchases made by the Grantee are reimbursed by the Grantor, the Grantee shall submit receipts showing payment by the Grantee and a copy of the Grantee’s inventory record, as specified in Section K Equipment Purchases.

Said paid receipts shall be attached to the Grantee’s invoice(s). iv. Invoices must be submitted electronically to the Grant Manager and to the following emails: [email protected] and
[email protected]. Improperly submitted invoices may be rejected in whole or in part. The Grantor will not accept invoices submitted through the mail. v. Invoices will not be approved for payment until the Grantee has submitted satisfactory reports and deliverables as outlined in Section I.5. (PROJECT IMPLEMENTATION).
37 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

19 vi. Invoices that are not approved will be disputed, short-paid, or rejected depending on Grantor assessment.
vii. If there is cost share involved with the project, the Grantee must provide a budget summary of cost share expenditures by fund source. Cost share expenditure information must be provided quarterly with the invoice and progress reports. Cost share funds must be spent between the start of the Funding Term and the end of the Funding Term to qualify as fulfilling the Grantee’s cost share obligations. viii. Grantee will not be reimbursed if any of the following conditions occur. a. The Grantee has been non-responsive or does not meet the conditions outlined in the Grant Agreement.
b. The project has received alternative funding from other sources that duplicates the portion of work or costs funded by a Conservancy grant. c. The project has changed and is no longer eligible for funding. d. The Grantee requests to end the project; however, any costs incurred up to the requested end date may be reimbursed.

B. Travel Expenses
Reimbursement rates for travel shall not exceed the amounts identified by CalHR state rates in effect at the time of travel, see www.calhr.ca.gov/employees/Pages/travel- reimbursements.aspx. No travel outside the State of California by Grantee shall be reimbursed unless there is prior written authorization obtained from the Grantor.

REVIEWS
The Grantor reserves the right to review service levels and billing procedures such as timesheets or other supporting documentation as these impact charges against this Agreement. It is the responsibility of the Grantee to comply with all of the Grantee’s internal organizational protocols and to maintain financial records related to all expenses related to this Agreement (noted in SECTION III: GENERAL TERMS AND CONDITIONS Item 4.

Audit)

RECOVERY OF OVERPAYMENT
The Grantee agrees that claims based upon findings from an audit of the Agreement (see in SECTION III: GENERAL TERMS AND CONDITIONS Item 4. Audit) and/or audit findings that are appealed and upheld will be recovered by the State government by one of the following options.

A. Grantee’s remittance to the State of the full amount of the overpayment within 30 days following the State’s request for repayment.

B. A repayment schedule, which is agreeable in writing to both the Grantor and the Grantee.
38 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION II: BUDGET DETAIL AND PAYMENT PROVISIONS

20 The State reserves the right to select which option will be enforced and the Grantee will be notified by the State in writing of the option to be utilized.

If the Grantee has filed a valid appeal regarding the report of audit findings, recovery of the overpayments will be deferred until a final administrative decision on the appeal has been reached.

BUDGET CONTINGENCY CLAUSE
A. It is mutually-agreed that if the California State Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the program, this Agreement shall be of no further force and effect. In this event, the State shall have no liability to pay any funds whatsoever to Grantee or to furnish any other considerations under this Agreement and Grantee shall not be obligated to perform any provisions of this Agreement.

B. If funding for any fiscal year is reduced or deleted by the California State Budget Act for purposes of this program, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an Agreement Amendment to Grantee to reflect the reduced amount.

C. If funding for any fiscal year is not obligated by the Grantor, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an Agreement Amendment to the Grantee to reflect the reduced amount.

PROMPT PAYMENT CLAUSE
Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with section 927. Time specified for prompt payment in Government Code Chapter 4.5, section 927.4 commences upon proper submission of a complete and undisputed invoice.
39 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

21 SECTION III: GENERAL TERMS AND CONDITIONS

APPROVAL
This Agreement is of no force or effect until signed by both parties and approved by the Grantor. The Grantee may not commence performance until such approval has been obtained.

AMENDMENT
No Amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by the parties and approved as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties. To request an Amendment, the Grantee must submit a formal, justified Amendment request in writing to the Grant Manager.

ASSIGNMENT
This Agreement is not assignable by the Grantee, either in whole or in part, without the consent of the Grantor in the form of a formal written Amendment.

AUDIT
The Grantee agrees that the awarding department, the Department of General Services, the Department of Finance, the California State Auditor, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. The Grantee agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. The Grantee agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, the Grantee agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement (Gov. Code, § 8546.7; Pub.

Contract Code, § 10115 et seq.; Cal. Code Regs. tit. 2, § 1896).

INDEMNIFICATION
The Grantee agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all Grantees, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by the Grantee, its subcontractors, supplies laborers, and any other person, firm or corporation furnishing services on behalf of the Grantee in the performance of this Agreement.

DISPUTES
Any claim that the Grantee may have regarding the performance of this Agreement including, but not limited to, claims for additional compensation or extension of time, shall 40 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

22 be submitted to the Grant Manager in writing within ten (10) days of discovery of the problem. The Grantee and the Grantor Executive Officer or Executive Officer’s designee will then attempt to negotiate a resolution of the claim, if appropriate, and process an Amendment to this Agreement to implement the terms of any such resolution. If the Grantee and the Grantor are unable to resolve the dispute, the decision of the Executive Officer or Executive Officer’s designee will be final, unless appealed to a court of competent jurisdiction. The Grantee will continue with the responsibilities under this Agreement during any dispute. In the event of a dispute, the language contained within this Agreement will prevail over any other language.

All proceedings concerning the validity and operation of this Agreement and the performance of the obligations imposed upon the parties hereunder shall be held in Sacramento County, California. The parties hereby waive any right to any other venue.

TERMINATION FOR CAUSE
The Grantor may terminate this Agreement and be relieved of any payments should the Grantee fail to perform the requirements of this Agreement at the time and in the manner herein provided. If the Grantee fails to complete the project on time in accordance with this Agreement prior to the termination date, the Grantee shall be liable for immediate repayment to the Grantor of all amounts disbursed by the Grantor under this Agreement, plus accrued interest. The Grantor may, in its sole discretion, consider extenuating circumstances and not require repayment for work partially completed. This paragraph shall not be deemed to limit any other remedies the Grantor may have for breach of this Agreement.

TERMINATION WITHOUT CAUSE
The Grantor may terminate this Agreement without cause upon 30 days’ advance written notice. The Grantee will be reimbursed, in accordance with SECTION II of the Agreement, for all reasonable and eligible expenses incurred up to the date of termination.

INDEPENDENT GRANTEE
The Grantee, and the agents and employees of the Grantee, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the Grantor.

RECYCLING CERTIFICATION
The Grantee shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post-consumer material, as defined in Public Contract Code section 12200, in products, materials, goods, or supplies offered or sold to the State regardless of whether the product meets the requirements of Public Contract Code section 12209. With respect to printer or duplication cartridges that comply with the requirements of section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (Pub.

Contract Code, § 12205).
41 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

23 NON-DISCRIMINATION CLAUSE
During the performance of this Agreement, Grantee and its subcontractors shall not deny the contract’s benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Grantee shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. Grantee and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code, § 12900 et seq.), the regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, title 2 of the Government Code (Gov. Code, §§ 11135-11139.5). Grantee shall permit access by representatives of the Department of Fair Employment and Housing and the awarding State agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or Agency shall require to ascertain compliance with this clause. Grantee and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement (Cal. Code Regs., tit. 2, § 11105).

Grantee shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.

GRANTEE CERTIFICATION CLAUSES
The Grantee Certification Clauses is incorporated in this Agreement (See EXHIBIT F:

GRANTEE CERTIFICATION CLAUSES). The Grantee will renew the Grantee Certification Clauses or successor documents as changes occur.

TIMELINESS
Time is of the essence in this Agreement.

STANDARD OF PROFESSIONALISM
The Grantee will conduct all work consistent with the professional standards of the industry and type of work being performed under the Agreement.

GOVERNING LAW
This grant is governed by and shall be interpreted in accordance with the laws of the State of California.
42 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

24 ANTITRUST CLAIMS
The Grantee by signing this Agreement hereby certifies that if these services or goods are obtained by means of a competitive bid, the Grantee shall comply with the requirements of the Government Codes Sections set out below.

A. The Government Code Chapter on Antitrust claims contains the following definitions. i. "Public purchase" means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of section 16750 of the Business and Professions Code. ii. "Public purchasing body" means the State or the subdivision or agency making a public purchase (Gov. Code, § 4550).

B. In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C., § 15) or under the Cartwright Act (Chapter 2 [commencing with section 16700] of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid.

Such assignment shall be made and become effective at the time the purchasing body tenders final payment to the bidder (Gov. Code, § 4552).

C. If an awarding body or public purchasing body receives, either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be entitled to receive reimbursement for actual legal costs incurred and may, upon demand, recover from the public body any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the public body as part of the bid price, less the expenses incurred in obtaining that portion of the recovery (Gov. Code, § 4553).

D. Upon demand in writing by the assignor, the assignee shall, within one (1) year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (a) the assignee has not been injured thereby, or (b) the assignee declines to file a court action for the cause of action (Gov. Code, § 4554).

CHILD SUPPORT COMPLIANCE ACT
For any Agreement in excess of $100,000, the Grantee acknowledges in accordance with Public Contract Code 7110, that:

A. The Grantee recognizes the importance of child and family support obligations and shall fully comply with all applicable State and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code.
43 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

25 B. The Grantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.

UNENFORCEABLE PROVISION
In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby.

PRIORITY HIRING CONSIDERATIONS
If this grant includes services in excess of $200,000, the Grantee shall give priority consideration in filling vacancies in positions funded by the grant to qualified recipients of aid under Welfare and Institutions Code section 11200 in accordance with Public Contract Code section 10353.

SMALL BUSINESS PARTICIPATION AND DVBE PARTICIPATION REPORTING

REQUIREMENTS
A. If for this Grant Agreement Grantee made a commitment to achieve small business participation, then Grantee must within 60 days of receiving final payment under this Agreement (or within such other time period as may be specified elsewhere in this Agreement) report to the awarding department the actual percentage of small business participation that was achieved (Gov. Code, § 14841).

B. If for this Agreement Grantee made a commitment to achieve disabled veteran business enterprise (DVBE) participation, then Grantee must within 60 days of receiving final payment under this Agreement (or within such other time period as may be specified elsewhere in this Agreement) certify in a report to the awarding department: (1) the total amount the prime Grantee received under the Agreement; (2) the name and address of the DVBE(s) that participated in the performance of the Agreement; (3) the amount each DVBE received from the prime Grantee; (4) that all payments under the Agreement have been made to the DVBE; and (5) the actual percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation (Military and Veterans Code, § 999.5(d); Gov. Code, § 14841).

LOSS LEADER
If this Agreement involves the furnishing of equipment, materials, or supplies then the following statement is incorporated: It is unlawful for any person engaged in business within this state to sell or use any article or product as a “loss leader” as defined in section 17030 of the Business and Professions Code (PCC, § 10344(e)). 44 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

26 COMPUTER SOFTWARE
Procurement of software requires prior approval by the Grant Manager. Only approved software purchases will be reimbursed.

COPYRIGHT
All rights in copyright works created by Grantee in the performance of work under this Agreement are the property of the Grantor. The Grantor will extend Grantee a royalty-free, nonexclusive, nontransferable, irrevocable license to reproduce, prepare derivative works, and distribute copies of deliverables so long as such deliverables are not used for commercial purposes.

INTELLECTUAL PROPERTY
Grantee represents that it is the owner or authorized user of any third-party Intellectual Property used in association with this Agreement and that the Grantor is authorized to use any such third-party Intellectual Property for purposes of the project and this Agreement.

SUBCONTRACTING
Nothing contained in this Agreement or otherwise shall create any contractual relation between the Grantor and any subcontractor, and no subcontract shall relieve the Grantee of its responsibilities and obligations hereunder. The Grantee agrees to be as fully responsible to the Grantor for the acts and omissions of its subcontractor and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Grantee. The Grantee's obligation to pay its subcontractors is an independent obligation from the Grantor’s obligation to make payments to the Grantee. As a result, the Grantor shall have no obligation to pay or enforce the payment of any money to any subcontractor.

The Grantee is responsible for any work it subcontracts. Subcontracts must include all applicable terms and conditions of this Agreement. Should Grantor determine that the work performed by a subcontractor is substantially unsatisfactory and is not in substantial accordance with the Agreement terms and conditions, or that the subcontractor is substantially delaying or disrupting the process of work, the Grantor may request substitution of the subcontractor.

The Grantee is responsible for adhering to their organization’s policies for soliciting and awarding contracts and providing to the Grantor a copy of any subcontract agreements.

Grantee must provide Grantor an explanation of the basis for determining the subcontractor costs to be fair and reasonable and disclose any relationship between the Grantee and any proposed subcontractor prior to using the subcontractor to provide goods or services for which the Grantee will claim cost share or reimbursement from the Grantor. Related-party contracts are prohibited.
45 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

27 LABOR CODE COMPLIANCE
Grants awarded through the Conservancy’s Community and Economic Enhancement Grant Program may be subject to prevailing wage provisions of Part 7 of Division 2 of the California Labor Code (CLC), commencing with section 1720. Prevailing wages are generally required for construction, alteration, demolition, installation, or repair work done under contract and paid for in whole or in part out of public funds. Any work performed by volunteers is not subject to prevailing wage provisions (CLC, § 1720.4). The Grantee shall pay prevailing wage to all persons employed in the performance of any part of the project if required by law to do so. Any questions of interpretation regarding the CLC should be directed to the Director of the Department of Industrial Relations (DIR), the state department having jurisdiction in these matters. For more details, please refer to the DIR website at www.dir.ca.gov.

FORCE MAJEURE
Neither party will be liable to the other for any delay in or failure of performance, nor will any such delay in or failure of performance constitute a default, if such delay or failure is caused by "Force Majeure." As used in this section, "Force Majeure" is defined as follows:

Acts of war and acts of nature such as earthquakes, floods, and other natural disasters such that performance is impossible.

INSURANCE REQUIREMENTS
When Grantee submits a signed Agreement to the Grantor, the Grantee shall furnish to the Grantor a certificate of insurance, stating that there is liability insurance presently in effect for the Grantee of not less than $1,000,000 per occurrence for bodily injury and property damage liability combined. The certificate of insurance will include provisions A, B, and C, in their entirety.

A. That the insurer will not cancel the insured’s coverage without 30 days’ prior written notice to the Grantor.

B. That the Grantor, its officers, agents, employees, and servants are included as additional insured, but only insofar as the operations under this Agreement are concerned.

C. That the Grantor will not be responsible for any premiums or assessment on the policy.

The Grantee agrees that the bodily injury liability insurance herein provided for shall be in effect at all times during the term of this Agreement from the Effective Start Date through the Funding End Date. In the event said insurance coverage expires at any time or times during the term of this Agreement, the Grantee agrees to provide at least 30 days prior to said expiration date, a new certificate of insurance evidencing insurance coverage as provided for herein for not less than the remainder of the term of the Agreement, or for a period of not less than one (1) year. New certificates of insurance 46 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning
SECTION III: GENERAL TERMS AND CONDITIONS

28 are subject to the approval of the Department of General Services, and Grantee agrees that no work or services shall be performed prior to the giving of such approval. 47 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT A

29 EXHIBIT A

PROJECT MAP
48 Sacramento-San Joaquin Delta Conservancy
And City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT B
30 EXHIBIT B

LONG-TERM MANAGEMENT AND MAINTENANCE
This Exhibit is not relevant to this Grant Agreement.
49 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT C
31 EXHIBIT C

GRANTOR RESPONSIBLE AGENCY FINDINGS BOARD RESOLUTION
This Exhibit is not relevant to this Grant Agreement.
50 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT D
32 EXHIBIT D

DELTA PLAN COVERED ACTIONS CHECKLIST
51 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT E
33 EXHIBIT E
GRANTEE’S RELEASE
Submission of Final Invoice
Pursuant to Grant Agreement number P6819 entered into between the Grantor and the Grantee (identified below) the Grantee does acknowledge that final payment has been requested via invoice number(s) in the amount(s) of $___________ and dated . If necessary, enter "See Attached" in the appropriate blocks and attach a list of invoice numbers dollar amounts and invoice dates.

Release of all Obligations
By signing this form, and upon receipt of the amount specified in the invoice number(s) referenced above, the Grantee does hereby release and discharge the Conservancy, its officers, agents and employees of and from any and all liabilities, obligations, claims, and demands whatsoever arising from the above referenced Agreement.

Repayments Due to Audit Exceptions / Record Retention
By signing this form, the Grantee acknowledges that expenses authorized for reimbursement does not guarantee final allowance of said expenses. The Grantee agrees that the amount of any sustained audit exceptions resulting from any subsequent audit made after final payment will be refunded to the Conservancy.

All expense and accounting records related to the above referenced Agreement must be maintained for audit purposes for no less than three (3) years beyond the date of final payment unless a longer term is stated in said Agreement.

State Equipment/Property (Applies only if equipment was purchased with or reimbursed by Agreement funds)
Title or ownership to all equipment purchased with grant funds with a fair market value of $5,000 or more per item at the Fund End Date of this Grant Agreement, or the equipment is theft-sensitive, may be retained by the Grantee or Grantor upon end of the Funding Term; final disposition will be determined and approved by the Grantor. The Grantee agrees to promptly initiate arrangements to account for and return said equipment if required by Grantor as defined in the above referenced Agreement.

Patents / Other Issues
By signing this form, the Grantee further agrees, in connection with patent matters and with any claims that are not specifically released as set forth above, that it will comply with all of the 52 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT E
34 provisions contained in the above referenced Agreement, including, but not limited to, those provisions relating to notification to the State and related to the defense or prosecution of litigation.

SIGN AND DATE THIS DOCUMENT ONLY WHEN ATTACHING TO FINAL INVOICE Grantee’s Legal Name (as on Agreement):

Grantee Authorized Signature: Date:

Printed Name/Title of Person Signing:

53 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT F
35 EXHIBIT F

GRANTEE CERTIFICATION CLAUSES

CERTIFICATION

I, the official named below, CERTIFY UNDER PENALTY OF PERJURY that I am duly authorized to legally bind the prospective Grantee to the clause(s) listed below. This certification is made under the laws of the State of California.

Grantee Name (Printed): Federal ID
Number:

By (Authorized Signature):

Printed Name and Title of Person Signing:

Date Executed: Executed in
the County of:

GRANTEE CERTIFICATION CLAUSES

1. STATEMENT OF COMPLIANCE
Grantee has, unless exempted, complied with the nondiscrimination program requirements (Gov.

Code, § 12990 (a-f); CCR, tit. 2, § 11102). (Not applicable to public entities.)

2. DRUG-FREE WORKPLACE REQUIREMENTS
Grantee will comply with the requirements of the Drug-Free Workplace Act of 1990 and will provide a drug-free workplace by taking the following actions.

A. Publish a statement notifying employees that unlawful manufacture, distribution, dispensation, possession or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations.

B. Establish a Drug-Free Awareness Program to inform employees about:
i. The dangers of drug abuse in the workplace.
ii. The person's or organization's policy of maintaining a drug-free workplace. iii. Any available counseling, rehabilitation and employee assistance programs. iv. Penalties that may be imposed upon employees for drug abuse violations.

C. Provide that every employee who works on the proposed Agreement will:
i. Receive a copy of the company's drug-free workplace policy statement. ii. Agree to abide by the terms of the company's statement as a condition of employment on the Agreement.

Failure to comply with these requirements may result in suspension of payments under the Agreement or termination of the Agreement or both and Grantee may be ineligible for award of any future State Agreements if the department determines that any of the following has occurred:
54 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT F
36 the Grantee has made false certification, or violated the certification by failing to carry out the requirements as noted above (Gov. Code, § 8350 et seq.).

3. NATIONAL LABOR RELATIONS BOARD CERTIFICATION
Grantee certifies that no more than one (1) final unappealable finding of contempt of court by a federal court has been issued against Grantee within the immediately preceding two (2)-year period because of Grantee's failure to comply with an order of a Federal court, which orders Grantee to comply with an order of the National Labor Relations Board (Pub. Contract Code, § 10296). (Not applicable to public entities.)

4. EXPATRIATE CORPORATIONS
Grantee hereby declares that it is not an expatriate corporation or subsidiary of an expatriate corporation within the meaning of Public Contract Code sections 10286 and 10286.1, and is eligible to contract with the State of California.

5. SWEATFREE CODE OF CONDUCT
A. All Grantees contracting for the procurement or laundering of apparel, garments or corresponding accessories, or the procurement of equipment, materials, or supplies, other than procurement related to a public works contract, declare under penalty of perjury that no apparel, garments or corresponding accessories, equipment, materials, or supplies furnished to the state pursuant to the contract have been laundered or produced in whole or in part by sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor, or with the benefit of sweatshop labor, forced labor, convict labor, indentured labor under penal sanction, abusive forms of child labor or exploitation of children in sweatshop labor. The Grantee further declares under penalty of perjury that they adhere to the Sweatfree Code of Conduct as set forth on the California Department of Industrial Relations website located at www.dir.ca.gov, and Public Contract Code section 6108.

B. The Grantee agrees to cooperate fully in providing reasonable access to the Grantee’s records, documents, agents or employees, or premises if reasonably required by authorized officials of the contracting agency, the Department of Industrial Relations, or the Department of Justice to determine the Grantee’s compliance with the requirements under paragraph (A).

6. DOMESTIC PARTNERS
For contracts of $100,000 or more, Grantee certifies that Grantee is in compliance with Public Contract Code section 10295.3.

7. GENDER IDENTITY
For contracts of $100,000 or more, Grantee certifies that Grantee is in compliance with Public Contract Code section 10295.35.
55 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT F
37 DOING BUSINESS WITH THE STATE OF CALIFORNIA

The following laws apply to persons or entities doing business with the State of California.

1. CONFLICT OF INTEREST
Grantee needs to be aware of the following provisions regarding current or former state employees. If Grantee has any questions on the status of any person rendering services or involved with the Agreement, the awarding agency must be contacted immediately for clarification.

A. Current State Employees (Pub. Contract Code, § 10410):
i. No officer or employee shall engage in any employment, activity or enterprise from which the officer or employee receives compensation or has a financial interest and which is sponsored or funded by any state agency, unless the employment, activity or enterprise is required as a condition of regular state employment.

ii. No officer or employee shall contract on his or her own behalf as an independent contractor with any state agency to provide goods or services.

B. Former State Employees (Pub. Contract Code, § 10411):
i. For the two (2)-year period from the date he or she left state employment, no former state officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements or any part of the decision-making process relevant to the contract while employed in any capacity by any state agency.

ii. For the 12-month period from the date he or she left state employment, no former state officer or employee may enter into a contract with any state agency if he or she was employed by that state agency in a policy-making position in the same general subject area as the proposed contract within the 12-month period prior to his or her leaving state service.

If Grantee violates any provisions of above paragraphs, such action by Grantee shall render this Agreement void (Pub. Contract Code, § 10420).

Members of boards and commissions are exempt from this section if they do not receive payment other than payment of each meeting of the board or commission, payment for preparatory time and payment for per diem (Pub. Contract Code, § 10430 (e)).

2. LABOR CODE/WORKERS’ COMPENSATION
Grantee needs to be aware of the provisions which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions, and Grantee affirms to comply with such provisions before commencing the performance of the work of this Agreement (CLC, § 3700).

3. AMERICANS WITH DISABILITIES ACT
Grantee assures the State that it complies with the Americans with Disabilities Act (ADA) of 1990, 56 Sacramento-San Joaquin Delta Conservancy
and City of Suisun City
Grant Agreement Number: P6819
Suisun City Public Fishing Dock Planning

EXHIBIT F
38 which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA (42 U.S.C. § 12101 et seq.).

4. CONTRACTOR NAME CHANGE
An Amendment is required to change the Grantee's name as listed on this Agreement. Upon receipt of legal documentation of the name change the State will process the Amendment.

Payment of invoices presented with a new name cannot be paid prior to approval of said Amendment.

5. CORPORATE QUALIFICATIONS TO DO BUSINESS IN CALIFORNIA A. When Agreements are to be performed in the state by corporations, the contracting agencies will be verifying that the contractor is currently qualified to do business in California in order to ensure that all obligations due to the state are fulfilled.

B. "Doing business" is defined in Revenue and Taxation Code section 23101 as actively engaging in any transaction for the purpose of financial or pecuniary gain or profit. Although there are some statutory exceptions to taxation, rarely will a corporate contractor performing within the state not be subject to the franchise tax.

C. Both domestic and foreign corporations (those incorporated outside of California) must be in good standing in order to be qualified to do business in California. Agencies will determine whether a corporation is in good standing by calling the Office of the Secretary of State.

6. RESOLUTION
A county, city, district, or other local public body must provide the State with a copy of a resolution, order, motion, or ordinance of the local governing body which by law has authority to enter into an Agreement, authorizing execution of the Agreement.

7. AIR OR WATER POLLUTION VIOLATION
Under the State laws, the Grantee shall not be: (1) in violation of any order or resolution not subject to review promulgated by the State Air Resources Board or an air pollution control district; (2) subject to cease and desist order not subject to review issued pursuant to section 13301 of the California Water Code for violation of waste discharge requirements or discharge prohibitions; or (3) finally determined to be in violation of provisions of federal law relating to air or water pollution.

8. PAYEE DATA RECORD FORM STD 204
This form must be completed by all Grantees that are not another state agency or other governmental entity.

57 39

EXHIBIT G
EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS

On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Grantee is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The State shall provide Grantee advance written notice of such termination, allowing Grantee at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State. 58 AGENDA ITEM NO. 8.

AGENDA TRANSMITTAL

MEETING DATE:

June 18, 2024

AGENDA ITEM:

Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Kosmont & Associates, Inc. to Prepare a Waterfront District Specific Plan Economic Development Strategy and Implementation Plan.

FISCAL IMPACT:

The total cost for retaining the firm Kosmont & Associates, Inc (Kosmont) to prepare and complete the Waterfront Specific Plan Economic Development Strategy and Implementation Plan totals $125,000. The City Manager Department Budget will fund the completion of the plan.

STRATEGIC PLAN:

Provide Good Governance; Develop Sustainable Economy; Enhance the Environment.

BACKGROUND:

The City received grant funding to complete a comprehensive update (amendments) to the Waterfront District Specific Plan to accelerate housing production and affordability while being consistent with state planning principles. After several meetings, including joint meetings with the City Council and Planning Commission and a public hearing with the Planning Commission, including input from the community contemplating the proposed amendments to the specific plan, the City determined that further economic and fiscal analysis is needed to guide the future outcome and implementation of the plan.

Considering the feedback, staff has concluded that our approach to economic development in the Waterfront District Specific Plan area should rely on data and strategic information. By waiting for the Economic Development Strategy and Implementation Plan, we can ensure that our decisions for the plan area are based on a comprehensive understanding of City demographics and the specific needs of our City. This process will provide important insights into the types of commercial development that will bring the most benefit, the necessary housing to support this development, the timing of development, and the required infrastructure improvements.

STAFF REPORT:

The City is facing a potential structural budget deficit in the coming years, and decisive policy action will be required to support positive levels of municipal services for residents and other community members in the future. To enable and unlock the full potential of the Downtown Waterfront area, the City must leverage the planning and land use guidance and real estate assets to reflect tangible market and economic conditions that support fiscal solvency. This initiative and evaluation require a multifaceted level of expertise typically found in full-service real estate/economic advisory firms that specialize in real estate advisory services and land use economics strategies. After carefully considering the goals and objectives of an economic strategy and implementation plan, the City determined that Kosmont & Associates is best qualified to assist with this initiative.

Kosmont, a certified Minority Business Enterprise (MBE) and Small Business Enterprise (SBE), is a full-service local government, economics, and real estate advisory firm with a 38-year track record of working with cities and public agencies on precisely these types of specialized services, as well as the management of real estate and public finance transactions exceeding $10 billion. Based on preliminary 59 discussions with executive City staff, Kosmont proposes the following Scope of Service Tasks (Attachment 2 includes an in-depth narrative of each task).

Task 3: Business and Development Outreach
Kosmont will coordinate with City staff to arrange and participate in meetings with stakeholders, such as local business / property owners and/or other community organizations to identify needs and challenges faced by businesses, property owners, commercial brokers, lenders, and business associations.

Task 4: Demographic and Economic Profile
Kosmont will prepare an Economic and Demographic Profile, illustrating social and economic characteristics, including population, household incomes, race/ethnicity, housing preferences, educational attainment, commute patterns, resident/employee concentrations, tourist population, purchasing behaviors, and media readings of area households and individuals to determine where residents shop, how long they stay, how visitation changed during the pandemic, and how it has changed since.

Task 5: Market Supply and Demand Analysis
Kosmont will conduct an analysis of regional and local property-market trends affecting Suisun City, utilizing local real estate market information from local brokers and/or other sources such as CoStar (based on availability of data, and recognizing potential confidentiality issues). This Task 6: Development Feasibility
Building on previous Tasks and the site tour performed at the beginning of the engagement, Kosmont will collaborate with City staff to identify and prioritize up to the top three (3) Opportunity Sites for development / redevelopment within the City.

Task 8: Draft EDSP
Kosmont will summarize findings from previous Tasks and formulate a suggested Economic Development Strategy and Implementation Plan.

Task 9: City Council Meetings / Workshops

Kosmont will prepare and participate in up to two (2) meetings or workshops with the City Council.

Kosmont is prepared to commence work upon an executed Agreement and anticipates an engagement of approximately six to seven months to complete the Tasks. Completing the Economic Development Strategy and Implementation Plan will enable staff to proceed with the recommended policy objectives and integrate these recommendations into future amendments to the Waterfront District Specific Plan.

STAFF RECOMMENDATION:

It is recommended that the City Council adopt Resolution No. 2024- ___: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Kosmont & Associates, Inc. to Prepare a Waterfront District Specific Plan Economic 60 Development Strategy and Implementation Plan.

DOCUMENTS ATTACHED:
1 .

Council Adoption of Resolution No. 2024-__: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Kosmont & Associates, Inc. to Prepare a Waterfront District Specific Plan Economic Development Strategy and Implementation Plan.
2 .

Kosmont & Associates Proposal for Economic Development Strategy and Implementation Plan 3 .

Draft Professional Services Agreement with Kosmont & Associates.

PREPARED BY:

Jim Bermudez, Development Services Director
REVIEWED BY:

Bret Prebula, City Manager
APPROVED BY:

Bret Prebula, City Manager

ATTACHMENTS:

1. Resolution No. 2024-__: Authorizing the City Manager to Execute a Professional Services Agreement on the Citys Behalf with Kosmont & Associates, Inc. to Prepare a Waterfront District Specific Plan Economic Development Strategy and Implementation Plan.

2. Kosmont Proposal to Suisun City - ED Strategy and Implementation Plan 5-20-2024.pdf

3. Draft Professional Services Agreement
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28 RESOLUTION NO. 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SUISUN CITY

AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL
SERVICES AGREEMENT ON THE CITY’S BEHALF WITH KOSMONT &
ASSOCIATES, INC. TO PREPARE A WATERFRONT DISTRICT SPECIFIC PLAN

ECONOMIC DEVELOPMENT STRATEGY AND IMPLEMENTATION PLAN
WHEREAS, in 2017, Governor Brown signed Senate Bill 2 (SB 2), titled the “Building Homes and Jobs Act.” Adopted in conjunction with a swath of other housing legislation, this law specifically establishes a permanent, on-going source of funding dedicated to promoting and facilitating affordable housing development; and
WHEREAS, on March 28, 2019, the Department of Housing and Community Development (HCD) released the Notice of Funding Availability (NOFA) for approximately $123 million statewide to provide financial and technical assistance to local governments to update planning documents to accelerate housing production and promote development consistent with State Planning Priorities; and
WHEREAS, the City hired the services of AECOM in 2021 to update and amend the Waterfront District Specific Plan to align with the objectives of SB 2; and WHEREAS, after a series of joint workshops with the City Council and Planning Commission, and Public Hearing with the Planning Commission, including the community input during 2022-2024 on the proposed specific plan amendments, it was determined that additional analysis was needed to assess the objectives of the proposed amendments to the Waterfront District Specific Plan.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Suisun City authorizes the City Manager to execute a Professional Services Agreement on the City’s behalf with Kosmont & Associates to prepare a Waterfront District Specific Plan Economic Development Strategy and Implementation Plan in the amount of $125,000.

PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Suisun City held on Tuesday the 18th day of June 2024 by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSENT: Council Members:

ABSTAIN: Council Members:

WITNESS my hand and the seal of said City this 18th day of June 2024.

Anita Skinner
City Clerk
62 Kosmont Companies
Mailing Address: 1601 N. Sepulveda Blvd., #382 (424) 297-1070 Physical Address: 2301 Rosecrans Ave, Ste. 4140 Manhattan Beach, CA 90266 www.kosmont.com El Segundo, CA 90245

May 20, 2024

Bret Prebula
City Manager
City of Suisun City
701 Civic Center Boulevard
Suisun City, CA 94585

Re: Proposal for Economic Development Strategy and Implementation Plan

Dear Mr. Prebula:

Kosmont & Associates, Inc. doing business as Kosmont Companies (“Consultant” or “Kosmont”) is pleased to present this proposal to the City of Suisun City (“City” or “Client”) for preparation of an Economic Development Strategy and Implementation Plan (“EDSP”). This proposal serves as an Agreement when executed and returned by Client to Kosmont.

I. BACKGROUND AND OBJECTIVE

Kosmont understands that the City is facing a potential structural budget deficit in the coming years, and that decisive policy action will be required to support positive levels of municipal services for residents and other community members in the future. In parallel, the City has successfully achieved adoption and certification of a Housing Element , which, along with the City’s General Plan and Waterfront District Specific Plan, provides a roadmap for the future development of housing and other land uses across the City. The City also owns and controls properties with potential to be utilized for catalytic economic development purposes.

In order to leverage the City’s planning and land use guidance and real estate assets in a way that reflects “real -life” market and economic conditions and supports fiscal solvency for the General Fund, the City is in need of an EDSP.

Based on preliminary discussions with executive City staff, Kosmont proposes the following Scope of Services accordingly.

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II. SCOPE OF SERVICES

Approach to Tasks: The prospective assignment and consulting services that Kosmont will provide will be of a relatively limited scope and duration, and advisory in nature. Kosmont will be making recommendations only, which advise the Client and jurisdictions, including their elected officials, appointed officials, and staff, which they can accept or reject by. None of Kosmont's staff will act in a capacity as an elected official, nor appointed official, nor as staff, nor as serving in a "designated" position.

Task 1: Kickoff Meeting
Kosmont will participate in a kickoff meeting with City staff to review and refine the scope of work and communication protocols (e.g., biweekly or monthl y virtual meetings , document sharing protocols). Kosmont will participate in a site tour of potential economic development Opportunity Sites (e.g., City-owned properties and other sites position for new development or redevelopment) to understand existing conditions and neighboring uses.

Task 2: Existing Conditions
In order to understand existing land use development patterns , Kosmont will review the City’s General Plan, Waterfront District Specific Plan, zoning code, financial reporting (e.g., A nnual Comprehensive Financial Report, Budget, available sales tax reporting), and any relevant, prior market studies . Kosmont will additionally discuss with Public Works staff regarding existing infrastructure capacity (e.g., utilities, roadways) in potential Opportunity Site areas. It should be noted that water is provided by the Solano Irrigation District, and sewer is supported by Fairfield- Suisun Sewer District. Kosmont will consider the need and timing for coordination among agencies.

Task 5: Market Supply and Demand Analysis
Kosmont will conduct an analysis of regional and local property -market trends affecting Suisun City, utilizing local real estate market information from local brokers and/or other sources such as CoStar (based on availability of data, and recognizing potential confidentiality issues). This data is critical to understand what types of businesses and development could be attracted or retained within the City, and what specific uses would be supported by the City’s demographic profile. This 64 City of Suisun City
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will include an evaluation of non-residential square footage / number of mixed-use housing units by type, as well as an assessment of potential tenant mixes and recommendations for clustering uses that are mutually supporting.

Kosmont will examine variables such as sales per square foot, sales tax revenues by category , inventory, vacancy and lease rates, new construction, absorption rates, land values, and other relevant real estate data for major land uses in the local region. This Task will estimate near-term and long-term demand for targeted land uses confirmed in collaboration with City staff.

It should be noted that t he Waterfront District Specific Plan includes a fixed rail center , which supports transit -oriented development ( TOD). This area has been designated as a Priority Development Area (PDA) by the Association of Bay Area Governments (ABAG) and the Metropolitan Transportation Commission (MTC). The designation comes with various policies and expectations, such as density, parking, and affordability requirements , which will be taken into account in the analysis.

Task 6: Development Feasibility
Building on previous Tasks and the site t our performed at the beginning of the engagement, Kosmont will collaborate with City staff to identify and prioritize up to the top three (3) Opportunity Sites for development / redevelopment within the City . Kosmont will assess the development potential for the key parcels and identify the strengths and weaknesses of each, as well as the opportunities and threats facing development (“SWOT”). Utilizing findings from previous Tasks, Kosmont will do a preliminary financial pro forma evaluation of key Opportunity Sites to understand the potential for feasible development that can act as a catalyst for further economic development. The pro forma will incorporate findings and estimated financial implications from Task 2 discussions regarding infrastructure improvements needed to support new development.

Task 7: Fiscal Impact Analysis
To understand the near and longer-term impacts from new development within the City, Kosmont will prepare a high-level net fiscal impact analysis to estimate the potential future fiscal revenues (e.g., property tax, sales tax, transient occupancy tax), fiscal expenditures (e.g., public safety service costs, ongoing public works costs), and resulting net fiscal impact on the City’s General Fund. The fiscal impact analysis will initially focus on sample Opportunity Site development but can also be generalized for other future development opportunities within the City. Kosmont will draw implications from this analysis, including the need to balance residential development with non-residential development, and/or the need to consider fiscal mitigation measures, such as a services community facilities district (CFD). The analysis will evaluate the potential fiscal impacts from the area as a TOD compared to a “traditional”, non -TOD, infill development area. Case studies o f project development along the Bay Area Rapid Transit ( BART) corridor will be highlighted.

Task 8: Draft EDSP
Kosmont will summarize findings from previous Tasks and formulate a suggested EDSP, including specific steps that the City can take pertaining to prioritized Opportunity Sites, such as:
• Potential development types / business categories / specific tenants or users to be targeted
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• Potential outreach and recruitment activities (e.g., preparation of Opportunity Site marketing flyers , developer request for qualifications/proposals [RFQ/P], ICSC Conference participation)
• Economic development tools and/or incentive programs to be considered (e.g., value capture zoning strategies, special purpose financing districts, site -specific tax revenue pledges, state and federal grants).

The EDSP will include an estimated timeline with milestones. The draft EDSP will be summarized in Microsoft PowerPoint format, and additional detail be available in appendix format, such as Task 6 Development Pro Forma Analysis and Task 7 Fiscal Impact Analysis tables.

The deliverable will include a visual representation of a potential development map with the City General Fund net fiscal impact illustrated for each potential development site/area. This will enable City s taff to potentially create a supplementary exhibit t o address the service delivery benefit from such increased revenues.

Task 9: City Council Meetings / Workshops
Kosmont will prepare and participate in up to two (2) meetings or workshops with the City Council.

One workshop may be at the initiation of the engagement to provide an “Economic Development 101” (or similarly titled) presentation as education for the City Council and other interested stakeholders, covering such topics as development feasibility for major real estate product types.

A second workshop may occur near the end of the engagement to provide a report back on major findings and the draft EDSP with next steps.

A third meeting is offered and budgeted on an optional basis, to be in an in-person or virtual format as directed by City staff.

III. SCHEDULE AND REQUIRED DATA

Consultant is prepared to commence work upon receipt of executed Agreement. Client will provide Consultant with relevant existing project data, such as City’s General Plan, Waterfront District Specific Plan, zoning code, financial reporting), and/or any relevant, prior market studies.

Kosmont anticipates an engagement of approximately six (6) to seven (7) months in duration to complete the Tasks outlined herein. Timing for Task 3 stakeholder outreach and Task 9 meetings will be contingent upon availability of the relevant stakeholders.

IV. COMPENSATION

Compensation for Tasks 1 through 9 is estimated in the table below for professional services (hourly) fees at Consultant’s billing rates as shown on Attachment A.

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Task Estimated Budget
1) Kickoff Meeting $4,500
2) Existing Conditions $9,500
3) Business and Development Outreach $9,500
4) Demographic and Economic Profile $12,500
5) Market Supply and Demand Analysis $17,500
6) Development Feasibility $17,500
7) Fiscal Impact Analysis $19,500
8) Draft Economic Development Strategy and Implementation Plan $15,500 9) City Council Meetings / Workshops $9,500
Estimated Total (Hourly) Professional Services Budget $115,500

Estimated Reimbursable Expenses $5,000
Optional Additional Task 9 Meeting $4,500
Estimated Total Budget Including Optional Additional Meeting $125,000

Duties may be allocated between tasks as deemed appropriate by Kosmont's project manager in order to adequately provide services to the Client and stay within budget. Future increases in budget would require approval by Client in advance. Budget may be increased by Client at any time.

Consultant anticipates two consolidated rounds of Client comments and revisions on draft work product before Kosmont provides a final version of work product. If necessary, additional rounds of comments and revisions can be accommodated on an hourly basis.

Consultant’s attendance or participation at any publicly noticed meeting in addition to Task 9 meetings indicated herein, whether such participation is in person, digital, video and/or telephonic (e.g., City Council, Planning Commission, Public Agency Board, other), as requested by Client is in addition to compensation for Tasks 1 through 9 and will be billed at the professional services (hourly) fees as shown on Attachment A.

Services will be invoiced monthly at Consultant’s standard billing rates, as shown on Attachment A. In addition to professional services (hourly) fees, invoices will include reimbursement for out - of-pocket expenses such as travel and mileage (provided that there shall be no overnight travel without the Client’s prior approval and that mileage shall be reimbursed at the current IRS mileage reimbursement rate), professional printing, conference calls, and delivery charges for messenger and overnight packages at actual cost. Unless otherwise agreed to in advance, out-of-area travel, if any, requires advance funding of flights and hotel accommodations.

Consultant will also include in each invoice an administrative services fee to cover in-house copy, fax, telephone and postage costs equal to four percent (4.0%) of Consultant’s monthly professional service fees incurred. Any unpaid invoices after 30 days shall accrue interest at the rate of 10% per annum.

For the convenience of Kosmont’s clients, we offer a secure credit card payment service. The credit card payment link is: https://kosmont.paidyet.com and there are two ways to make a secure
credit card payment:
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1. Fill in the “Make a Payment” form when you go to the link (https://kosmont.paidyet.com), or

2. Call Kosmont Companies’ accounting desk ( Kelly Aguilar; (424) 297- 1071) to make a credit card payment

Consultant is prepared to commence work upon receipt of executed Agreement.

DISCLOSURE: Compensation for possible future transaction-based services or brokerage services.

The following is being provided solely as an advance disclosure of possible real estate brokerage and finance services and potential compensation for such services. This disclosure is not intended to commit the Client.

When assignments involve real estate/property brokerage services, such transaction- based services are typically provided by Kosmont Real Estate Services, Inc. dba Kosmont Realty (“KR”) is licensed by the State of California Department of Real Estate (License# 02058445).

Compensation to KR is typically paid through commissions for property sale transactions, lease transactions and success/broker fees. KR also provides Broker Opinions of Value (“BOV”) services on a fixed fee basis.

When assignments involve public finance services on behalf of a public agency, such municipal advisory services are provided by Kosmont Financial Services (KFS). KFS is an independent Registered Municipal Advisor with the Securities and Exchange Commission and the Municipal Securities Rulemaking Board.

SEC registration does not constitute an endorsement of the firm by the Commission or state securities regulators.

V. OTHER PROVISIONS

A. Termination. Client or Consultant shall have the right to terminate this Agreement at any time upon written notification to the other party. Payment for fees accrued through the date of termination shall be remitted in full.

B. Arbitration. Any controversy or claim arising out of or in relation to this Agreement, or the making, performance, interpretation or breach thereof, shall be settled by arbitration at JAMS in Los Angeles, California. Each of the parties to such arbitration proceeding shall be entitled to take up to five depositions with document requests. The provisions of Section 1283.05 (except subdivision (e) thereof) of the California Code of Civil Procedure are incorporated by reference herein, except to the extent they conflict with this Agreement, in which case this Agreement is controlling. If the matter is heard by only one arbitrator, such arbitrator shall be a member of the State Bar of California or a retired judge. If the matter is heard by an arbitration panel, at least one member of such panel shall be a member of the State Bar of California or a retired judge.

The arbitrator or arbitrators shall decide all questions of law, and all mixed questions of law and 68 City of Suisun City
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fact, in accordance with the substantive law of the State of California to the end that all rights and defenses which either party may have asserted in a court of competent jurisdiction shall be fully available to such party in the arbitration proceeding c ontemplated hereby. The arbitrator and arbitrators shall set forth and deliver their findings of fact and conclusions of law with the delivery of the arbitration award. Judgment upon the award rendered shall be final and non -appealable and may be entered in any court having jurisdiction.

C. Attorneys' Fees. In the event of any legal action, arbitration, or proceeding arising out of an alleged breach of this Agreement, the party prevailing in such legal action, arbitration, or proceeding shall be entitled to recover reasonable attorneys' fees, expenses and c osts, as well as all actual attorneys' fees, expenses and cost incurred in enforcing any judgment entered.

D. Authority. Each of the parties executing this Agreement warrants that persons duly authorized to bind each such party to its terms execute this Agreement.

E. Further Actions. The parties agree to execute such additional documents and take such further actions as may be necessary to carry out the provisions and intent of this Agreement.

F. Assignment. Neither this Agreement nor any of the rights or obligations hereunder may be assigned by either party without the prior written consent of the other party.

G. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

H. Entire Agreement; Amendments and Waivers. This Agreement contains the entire agreement between the parties relating to the transactions contemplated hereby and any and all prior discussions, negotiations, commitments and understanding, whether written or oral, related hereto are superseded hereby . No addition or modification of any term or provision of this Agreement shall be effective unless set forth in writing signed by both parties. No waiver of any of the provisions of this Agreement shall be deemed to constitute a waiver of any other provision hereof (whether or not similar), nor shall such waiver constitute a continuing waiver of such provisions unless otherwise expressly provided. Each party to this Agreement has participated in its drafting and, therefore, ambiguities in this Agreement will not be construed against any party to this Agreement.

I. Severability. If any term or provision of this Agreement shall be deemed invalid or unenforceable, the remainder of this Agreement shall not be affected thereby, and each remaining term and provision of this Agreement shall be valid and in force to the fullest extent permitted by law.

J. Notices. All notices, requests, demands and other communications which may be required under this Agreement shall be in writing and shall be deemed to have been received when transmitted; if personally delivered, if transmitted by telecopier, electronic or digital transmission method, upon transmission; if sent by next day delivery to a domestic address by a recognized overnight delivery service (e.g., Federal Express), the day after it is sent; and if sent by certified or registered mail, return receipt requested, upon receipt. In each case, notice shall be sent to the principal place of business of the respective party. Either party may change its 69 City of Suisun City
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address by giving written notice thereof to the other in accordance with the provisions of this paragraph.

K. Titles and Captions. Titles and captions contained in this Agreement are inserted only as a matter of convenience and for reference and in no way define, limit, extend or describe the scope of this Agreement or the intent of any provision herein.

L. Governing Law. The statutory, administrative and judicial law of the State of California (without reference to choice of law provisions of California law) shall govern the execution and performance of this Agreement.

M. Confidentiality. Each of the parties agrees not to disclose this Agreement or any information concerning this Agreement to any persons or entities, other than to their attorneys and accountants, or as otherwise may be required by law.

N. Counterparts. This Agreement may be executed in one or more counterparts, each of which constitutes an original, and all of which together constitute one and the same instrument. The signature of any person on a telecopy of this Agreement, or any notice, action or consent taken pursuant to this Agreement shall have the same full force and effect as such person's original signature.

O. Disclaimer. Consultant’s financial analysis activities and work product, which may include but is not limited to pro forma analysis and tax projections, are projections only. Actual results may differ materially from those expressed in the analysis performed by Consultant due to the integrity of data received, market conditions, economic events and conditions, and a variety of factors that could materially affect the data and conclusions. Client’s reliance on Consultant’s analysis must consider the foregoing.

Consultant services outlined and described herein are advisory services only. Any decisions or actions taken or not taken by Client and affiliates, are deemed to be based on Client’s understanding and by execution of this Agreement, acknowledgement that Consultant’s services are advisory only and as such, cannot be relied on as to the results, performance and conclusions of any investment or project that Client may or may not undertake as related to the services provided including any verbal or written communications by and between the Client and Consultant.

Client acknowledges that Consultant's use of work product is limited to the purposes contemplated within this Agreement. Consultant makes no representation of the work product's application to, or suitability for use in, circumstances not contemplated by the scope of work under this Agreement.

P. L imitation of Damages. In the event Consultant is found liable for any violation of duty, whether in tort or in contract, damages shall be limited to the amount Consultant has received from Client.

Q. Force Majeure. Consultant shall not be liable for failure or delay in performance of its obligations under this Agreement arising out of or caused, directly or indirectly, by significant 70 City of Suisun City
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circumstances beyond its reasonable control, including, without limitation: epidemic; acts of God; earthquakes; fires; floods; wars; civil or military disturbances; acts of terrorism; sabotage; strikes; riots; wide-spread power failures and wide-spread internet failure. Contractual performance and deadline(s) shall be extended for a period equal to the time lost by reason of the delay.

R. Expiration of Proposal for Services . If this Agreement is not fully executed by the parties within thirty (30) days from the date of this letter, this proposal shall expire.

S. Not an agreement for Legal Services or Legal Advice. This Agreement does not constitute an agreement for the performance of legal services or the provision of legal advice, or legal opinion. Client should seek independent legal counsel on matters for which Client is seeking legal advice.

VI.

ACCEPTANCE AND AUTHORIZATION

If this Agreement is acceptable to Client, please execute two copies of the Agreement and return both originals to Kosmont Companies. Upon receipt of both signed contracts, we will return one fully executed original for your files. Kosmont will commence work upon receipt of executed Agreement.

Read, understood, and agreed to this

____ Day of _______________ 2024

City of Suisun City Kosmont & Associates, Inc.
doing business as “Kosmont Companies”

By: _________________________
By: _________________________
(Signature) (Signature)

Name: Name: Larry J. Kosmont, CRE®
(Print Name)

Its: Its: Chairman & CEO
(Title)

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ATTACHMENT A

Kosmont Companies
2024 Public Agency Fee Schedule
Professional Services

Chairman & CEO $475.00/hour
President $395.00/hour
Sr. Vice President/Sr. Advisor/Sr. Managing Director $370.00/hour Vice President/Project Advisor $250.00/hour Senior Project Analyst $195.00/hour
Project Analyst/Project Research $175.00/hour
Assistant Project Analyst/Assistant Project Manager $150.00/hour Project Promotion/Graphics/GIS Mapping Services $ 95.00/hour Clerical Support $ 80.00/hour
Additional Expenses
In addition to professional services (labor fees):
1) An administrative fee for in-house copy, fax, phone, postage costs, digital/technological support and related administrative expenses will be charged, which will be computed at four percent (4.0 %) of monthly Kosmont Companies professional service fees incurred; plus
2) Out-of-pocket expenditures, such as travel and mileage, professional printing, and delivery charges for messenger and overnight packages will be charged at cost. 3) Project/Market data sources for support of evaluation and analysis e.g., ESRI, Placer.ai, CoStar/STR, IMPLAN, ParcelQuest and other based on quoted project cost. 4) If Kosmont retains Third Party Vendor(s) for Client (with Client’s advance approval), fees and cost will be billed to Client at 1.1X (times) fees and costs. 5) Consultant’s attendance or participation at any public meeting, whether such participation is in person, digital, video and/or telephonic (e.g., City Council, Planning Commission, Public Agency Board, other) requested by Client and are beyond those specifically identified in the Scope of Work will be billed at the professional services (hourly) fees as shown on this Attachment A.
• Charges for Court/Deposition/Expert Witness-Related Appearances Court-related (non-preparation) activities, such as court appearances, depositions, mediation, arbitration, dispute resolution and other expert witness activities, will be charged at a court rate of 1.5 times scheduled rates, with a 4-hour minimum.

Rates shall remain in effect until December 31, 2024.
72 CITY OF SUISUN CITY

PROFESSIONAL SERVICES AGREEMENT FOR
________________
THIS PROFESSIONAL SERVICES AGREEMENT (herein “Agreement”) is made and entered into on ________________ 2024 by and between the CITY OF SUISUN CITY, a municipal corporation (“City”) and ______________ (herein “Consultant”).

NOW, THEREFORE, the parties hereto agree as follows:

1. SERVICES OF CONSULTANT

1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency of competent jurisdiction.

1.3 California Labor Law. If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws.

1.5 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

2. COMPENSATION

2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference, but not exceeding the maximum contract amount of $________( Dollars) (“Contract Sum”).

2.2 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be 73 detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by the City of any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.3 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual cost of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum but not exceeding a total contract amount of Five Thousand Dollars ($5,000) or in the time to perform of up to ninety (90) days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

3. PERFORMANCE SCHEDULE

3.1 Time of Essence. Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference.

When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding thirty (30) days cumulatively.

3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified.

The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section.
74 3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”). [The City may, in its sole discretion, extend the Term for additional one-year terms.]

4. COORDINATION OF WORK

4.1 Representative of Consultant. ____________________________ is hereby designated as being the representative of Consultant authorized to act on its behalf with respect to the work and services specified herein and make all decisions in connection therewith. All personnel of Consultant and any authorized agents shall be under the exclusive direction of the representative of Consultant. Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, and shall keep City informed of any changes.

4.2 Contract Officer. ______________________________ [or such person as may be designated by the City Manager] is hereby designated as being the representative the City authorized to act in its behalf with respect to the work and services specified herein and to make all decisions in connection therewith (“Contract Officer”).

4.3 Prohibition Against Subcontracting or Assignment. Consultant shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of the City. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Any such prohibited assignment or transfer shall be void.

4.4 Independent Consultant. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth. Consultant shall perform all services required herein as an independent contractor of City with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City, or that it is a member of a joint enterprise with City.

5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. (b) Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
75 (c) Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
(d) Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). (e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

5.2 General Insurance Requirements.
(a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(b) Duration of coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants.
(c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance.

Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured. (d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager. 76 (f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(g) Enforcement of contract provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. (j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.
(l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions.
(m) Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review.
(n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation. 77 (o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible.

Self-insurance will not be considered to comply with these specifications unless approved by City. (p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. (q) Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from or related to Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, except claims or liabilities occurring as a result of City’s sole negligence or willful misconduct. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services and shall keep such records for a period of three years following completion of the services hereunder. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records.

6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement or as the Contract Officer shall require.

6.3 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than the City without prior written authorization from the Contract Officer. (b) Consultant shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this 78 Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives the City notice of such court order or subpoena.
(c) If Consultant provides any information or work product in violation of this Agreement, then the City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify the City should Consultant be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. The City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with the City and to provide the City with the opportunity to review any response to discovery requests provided by Consultant.

6.4 Ownership of Documents. All studies, surveys, data, notes, computer files, reports, records, drawings, specifications, maps, designs, photographs, documents and other materials (the “documents and materials”) prepared by Consultant in the performance of this Agreement shall be the property of the City and shall be delivered to the City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by the City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Solano, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Northern District of California.

7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article.

7.3 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et. seq. and 910 et. seq., in order to pursue any legal action under this Agreement.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such 79 rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

7.4 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder, but not exceeding the compensation provided therefore in the Schedule of Compensation Exhibit “C”. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.

7.5 Termination for Default of Consultant. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

8. MISCELLANEOUS

8.1 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. Consultant shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class

8.2 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount, which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.3 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Suisun City, 701 Civic Center Blvd., Suisun City, CA 94585, and in the case of the Consultant, to the person(s) at the address designated on the 80 execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

8.4 Integration; Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing.

8.5 Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

8.6 Waiver. No delay or omission in the exercise of any right or remedy by non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party’s consent to or approval of any act by the other party requiring the party’s consent or approval shall not be deemed to waive or render unnecessary the other party’s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

8.7 Attorneys’ Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which any be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees, whether or not the matter proceeds to judgment.

8.8 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

8.9 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

8.10 Warranty & Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the 81 payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Consultant’s Authorized Initials _______

8.11 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [Signatures On The Following Page]

82 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF SUISUN CITY, a municipal
corporation

Bret Prebula, City Manager
ATTEST:

Anita Skinner, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Elena Q. Gerli, City Attorney
CONSULTANT:

By:

Name:

Title:

By:

Name:

Title:

Address:

Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S

SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE

INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

83 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF SOLANO
On __________, 2023 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
____________________________________________
_
____________________________________________
_

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. 84 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

SCOPE OF SERVICES
I. Consultant will perform the following services:

II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City:

III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City updated of the status of performance by delivering the following status reports:

IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

V. Consultant will utilize the following personnel to accomplish the Services:

86 EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)

5. INSURANCE AND INDEMNIFICATION

5.1 PInsurance Coverages. Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.

SCHEDULE OF COMPENSATION
I. Consultant shall perform the following Services at the following rates:

RATE TIME SUB-BUDGET
A. Task A ___________ ___________ ___________
B. Task B ___________ ___________ ___________
C. Task C ___________ ___________ ___________
D. Task D ___________ ___________ ___________
E. Task E ___________ ___________ ___________

II. A retention of ten percent (10%) shall be held from each payment as a contract retention to be paid as a part of the final payment upon satisfactory completion of services.

III. Within the budgeted amounts for each Task, and with the approval of the Contract Officer, funds may be shifted from one Task subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Services are approved per Section 2.3.

IV. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

V. The total compensation for the Services shall not exceed the Contract Sum as provided in Section 2.1 of this Agreement.

VI. Consultant’s billing rates for all personnel are attached as Exhibit C-1.

88 EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all services timely in accordance with the following schedule:

Days to Perform Deadline Date
A. Task A ______________ ______________
B. Task B ______________ ______________
C. Task C ______________ ______________

II. Consultant shall deliver the following tangible work products to the City by the following dates.

III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.

89 THIS PAGE INTENTIONALLY LEFT BLANK
90 AGENDA ITEM NO. 9.

AGENDA TRANSMITTAL

MEETING DATE:

June 18, 2024

AGENDA ITEM:

Council Adoption of Resolution No. 2024-___: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Fehr & Peers to complete a Traffic Operations Assessment for the Railroad Avenue Realignment Project.

FISCAL IMPACT:

The total cost for retaining the consultant Fehr & Peers to prepare the Traffic Operations Assessment (traffic study) for the Railroad Avenue Realignment Project totals $106,300.

The traffic study will be funded through the Offsite Street Improvement Program (OSIP) fund and will not affect the General Fund. The current balance of this fund is $4,256,226.

STRATEGIC PLAN:

Provide Good Governance; Develop Sustainable Economy; Enhance the Environment.

BACKGROUND:

On March 19, 2024, the City Council considered a General Plan Vehicular Diagram amendment that would remove a planned roadway connecting Railroad Avenue to Olive Avenue from its General Plan. As far back as the late 1980s and the most recent 2015 General Plan update, the City’s Vehicular Transportation Diagram called for a Railroad Avenue realignment connecting to Olive Avenue. At the March City Council meeting, staff sought City Council approval to remove a future scenario identified in the Transportation Element calling for a Railroad Avenue and Olive Avenue connection to East Tabor Avenue. This modification would close Railroad Avenue through traffic and limit it to only providing access to the existing storage facility business on Railroad Avenue.

Railroad Avenue is classified as an arterial roadway. The east leg of Railroad Avenue connects to Sunset Avenue and terminates at East Tabor Avenue. This section of the roadway is a two-lane roadway, and stop control is implemented through three-way stop signs. The roadway connects to the City of Fairfield and the East Tabor Avenue right-of-way. Vehicular circulation at the terminus of Railroad Avenue and East Tabor Avene is controlled by a three-way, signed, controlled intersection that allows free movement in all directions and includes a signalized railroad crossing.

At the March 19th meeting, the City Council held a public hearing, took comments, and contemplated the proposed amendment. At this meeting, staff relied on a traffic study prepared in 2020 by Fehr & Peers, which evaluated a condition that eliminated the connection. The traffic study was the basis to support the proposed amendment, as it evaluated operational and safety concerns and included overall vehicle volumes for this roadway. As comprehensive as the traffic study could be, the City Council raised concerns with current data, suggesting that the traffic study was taken before the pandemic and further questioned if additional safety data exists in the last four years since the initial study. The City Council also raised questions regarding future signalization options and funding for such improvements and what operational approaches could be deployed should the current Railroad Avenue roadway remain the primary route connecting East Tabor Avenue and Sunset Avenue.

STAFF REPORT:

At the March 19th meeting, the City Council tabled the discussion regarding the realignment of Railroad Avenue to a future meeting to allow staff to address the concerns raised. As previously stated, staff relied on a traffic study prepared in 2020 by Fehr & Peers, which evaluated a 91 condition eliminating the connection, and the consensus from the City Council was the evaluation, coupled with questions during the public hearing, called for a refreshed traffic study. As such, the City has determined that Fehr & Peers would be the appropriate fit to update the traffic study for consistency purposes and cost. Based on discussions with the Public Works Director, including representatives from the City of Fairfield and the developer of the proposed Olive Tree Ranch project, Fehr & Peers proposes the following Scope of Service Tasks (Attachment 2 includes an in-depth narrative of each task).

Task 1: Data Collection & Observations
Fehr & Peers will collect new intersection turning movement counts during the mid-weekday morning (7:00 to 9:00 AM) and evening (4:00 to 6:00 PM) peak periods at the following intersections:

1. Sunset Avenue/East Tabor Avenue

2. Clay Bank Road/East Tabor Avenue

3. Railroad Avenue/East Tabor Avenue

4. Olive Avenue/East Tabor Avenue
Task 2: Existing Travel Patterns Assessment
Fehr & Peers will use existing counts (collected in Task 1) and StreetLight “big data” to assess travel behavior through East Tabor Avenue between Sunset Avenue and Olive Avenue.

Task 3: Operations Analysis
Using the information collected in Task 1, Fehr & Peers will evaluate weekday AM and PM peak hour intersection operations
Task 4: Crash Data
Fehr & Peers will review existing crash data collected to understand the primary and secondary crash factors and potential countermeasures.

Task 5: Operations Analysis Documentation
Fehr & Peers will summarize the findings in Tasks 1 through 4 in a technical memorandum for the project team review.

Task 6: Fair Share Cost Documentation
Fehr & Peers will summarize the improvement measures and cost estimates identified in Task 3 in a technical memorandum.

Task 7: Project Coordination & Meeting Attendance
Fehr & Peers will keep the City of Suisun City informed over the course of the project as to the status of the analysis.

Fehr & Peers is prepared to commence work upon an executed Agreement and anticipates completion of the traffic study in six weeks. Staff intend to further external agency discussion upon the completion of the traffic study. The traffic study will ultimately guide the discussion when staff returns to the City Council for a decision on removing the proposed realignment from the General Plan.

STAFF RECOMMENDATION:

It is recommended that the City Council Adopt Resolution No. 2024- ___: Authorizing the City Manager to Execute a Professional Services Agreement on the City’s Behalf with Fehr & Peers to complete a Traffic Operations Assessment for the Railroad Avenue Realignment Project.
92 DOCUMENTS ATTACHED:

1 .

Fehr & Peers Proposal for Traffic Operations Assessment of East Tabor Avenue regarding the Railroad Avenue Realignment Project in Suisun City.
3 .

Draft Professional Services Agreement with Fehr & Peers.

PREPARED BY:

Jim Bermudez, Development Services Director
REVIEWED BY:

Bret Prebula, City Manager
APPROVED BY:

Bret Prebula, City Manager

ATTACHMENTS:

1. Resolution No. 2024-___: Authorizing the City Manager to Execute a Professional Services Agreement on the Citys Behalf with Fehr & Peers to complete a Traffic Operations Assessment for the Railroad Avenue Realignment Project.

2. Fehr & Peers Proposal for Traffic Operations Assessment

3. Draft Professional Services Agreement with Fehr & Peers 93 1
2 3
4 5
6 7
8 9
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28 RESOLUTION NO. 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SUISUN CITY

AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL
SERVICES AGREEMENT ON THE CITY’S BEHALF WITH FEHR & PEERS TO

COMPLETE A TRAFFIC OPERATIONS ASSESSMENT FOR THE RAILROAD

AVENUE REALIGNMENT PROJECT
WHEREAS,On March 19, 2024, the City Council considered a General Plan Vehicular Diagram amendment that would remove from its General Plan a planned roadway that connects Railroad Avenue to Olive Avenue; and
WHEREAS, as far back as the late 1980’s and most recent 2015 General Plan update, the City’s Vehicular Transportation Diagram called for a Railroad Avenue realignment connecting to Olive Avenue; and
WHEREAS, at the March 19, 2024, meeting, the City Council held a public hearing and took comments and contemplated the proposed amendment; and WHEREAS, the City Council also raised questions regarding future signalization options and funding for such improvements and what operational approaches could be deployed should the current Railroad Avenue roadway remain as the primary route connecting to East Tabor Avenue and Sunset Avenue; and
WHEREAS, the City Council tabled the discussion regarding the realignment of Railroad Avenue to a future meeting to allow staff to address the concerns raised at the meeting; and WHEREAS, the City has determined that for consistency purposes and cost, Fehr & Peers would be the appropriate fit to update the traffic study.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Suisun City authorizes the City Manager to execute a Professional Services Agreement on the City’s behalf with Feher & Peers to prepare a Traffic Operations Assessment for the Railroad Avenue Realignment Project in the amount of $106,300.

PASSED AND ADOPTED at a Regular Meeting of the City Council of the City of Suisun City held on Tuesday the 18th day of June 2024 by the following vote:

AYES: Council Members:

NOES: Council Members:

ABSENT: Council Members:

ABSTAIN: Council Members:

WITNESS my hand and the seal of said City this 18th day of June 2024.

Anita Skinner
City Clerk
94 100 Pringle Avenue | Suite 600 | Walnut Creek, CA 94596 | (925) 930-7100 | Fax (925) 933-7090 www.fehrandpeers.com
April 23, 2024

Jim Bermudez
Development Services Director
City of Suisun City
701 Civic Center Boulevard
Suisun City, CA 94585

Cc: Nouae Vue, Public Works Director City of Suisun City

Subject: Proposal for the Traffic Operations Assessment of East Tabor Avenue regarding the Railroad Avenue Realignment Project in Suisun City Dear Jim:

Thank you for providing Fehr & Peers the opportunity to submit a proposal to assess the operations along the East Tabor Avenue corridor regarding the Railroad Avenue Widening and Realignment project in the City of Suisun City. The General Plan Vehicular Transportation Network proposes the widening and realignment of Railroad Avenue; the project improvements would consist of the following:

1. Realigning Railroad Avenue from Sunset Avenue to the Laurel Creek Diversion Channel (thus eliminating the Sunset Avenue/Railroad Avenue North intersection)

2. Widening Railroad Avenue from the Laurel Creek Diversion Channel to Humphrey Drive

3. Realigning Railroad Avenue from Humphrey Drive to Olive Avenue (thus eliminating the Railroad Avenue/East Tabor Avenue intersection)

4. Widening Olive Avenue from East Tabor Avenue continuing southerly approximately 550 feet to the intersection of Olive Avenue and the proposed Railroad Avenue realignment

5. Widening of Sunset Avenue from New Railroad Avenue to the Union Pacific Railroad (UPRR) railroad tracks
Fehr & Peers has studied many different aspects of the Railroad Avenue project since 2016, with one of the latest 2020 studies evaluating the feasibility of removing the Railroad Avenue realignment from East Tabor Avenue to Olive Avenue from the General Plan (Improvement 3 above).

The study found that although the traffic operations would not operate acceptably in cumulative conditions with the current network configuration and control s, the installation of traffic signals at Clay Bank Road/East Tabor Avenu e and Railroad Avenue/East Tabor Avenue improved the traffic operations to an acceptable level of service. The study also concluded that collision rates in the study area did not indicate a systemic safety problem associated with the roadway configuration that would be resolved or improved by removing the Railroad Avenue/East Tabor Avenue intersection and relocating Railroad Avenue to conn ect to Olive Avenue. Therefore, the study 95 Jim Bermudez, Development Services Director | City of Suisun City April 23, 2024

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concluded the elimination of the Railroad Avenue realignment at East Tabor Avenue would not cause internal inconsistencies within the General Plan Transportation Element.

Since the study’s completion in 2020, the City of Suisun City has requested that Fehr & Peers conduct an operations study evaluating the East Tabor Avenue corridor under existing, near -term, and cumulative conditions that consider the existing conditions, realignment, and alternative designs.

Our proposed scope of work, schedule, and fee estimate are presented below.

Scope of Work
Our scope of work is divided into the following tasks.

1. Sunset Avenue/East Tabor Avenue

2. Clay Bank Road/East Tabor Avenue

3. Railroad Avenue/East Tabor Avenue

4. Olive Avenue/East Tabor Avenue
We will also obtain 72-hour (Wednesday through Saturday) video counts of traffic volumes on East Tabor Avenue west of Railroad Avenue and will use the video to capture queues associated with rail crossings. We will obtain rail schedules and document rail crossing times (time of day and duration) based on the video, as well as crossing activity estimates developed in the previous study of Railroad Avenue at Sunset Avenue.

As part of this task, w e will conduct field reconnaissance to verify intersection configurations and traffic controls. Traffic signal timings will be obtained from City staff. Information on transit services, bicycle and pedestrian facilities within the study area will also be collected. In addition, Fehr & Peers will also collect up to five years of available SWITRS and TIMS crash data that occurred within the study area, along the East Tabor Avenue corridor.

Task 2: Existing Travel Patterns Assessment
Fehr & Peers will use existing counts (collected in Task 1) and StreetLight “big data” to assess travel behavior through East Tabor Avenue between Sunset Avenue and Olive Avenue . The Streetlight data will be used to perform origin-destination (OD) analyses to understand where network users 96 Jim Bermudez, Development Services Director | City of Suisun City April 23, 2024

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are currently traveling to and from . We will perform the OD analyses for the corridor for the weekday morning and evening peak periods.

Task 3: Operations Analysis
Using the information collected in Task 1, Fehr & Peers will evaluate weekday AM and PM peak - hour intersection operations for the following scenarios:
• Existing – Existing conditions based on traffic counts at the study intersections. • Near-Term No Project – Existing traffic counts plus traffic generated from approved projects expected to be developed in the next 5 to 10 years. We will confirm with City staff the level of anticipated development and transportation improvements in the study area to consider in the analysis of near-term conditions. • Near-Term with Realignment – Near-term conditions with Railroad Avenue realigned from Humphrey Avenue to Olive Avenue.
• Near-Term without Realignment and Prohibited Lefts from Railroad Avenue – Near-term conditions without the realignment of Railroad Avenue at East Tabor Avenue, and left turns prohibited from Railroad Avenue onto East Tabor Avenue. • Near-Term without Realignment with Signals along East Tabor Avenue – Near-term conditions without the realignment of Railroad Avenue at East Tabor Avenue with new traffic signals implemented along East Tabor Avenue.
• Cumulative – Forecasts for the cumulative scenario will be based on traffic growth trends from the Fairfield-Suisun City travel demand model, based on land use assumptions described in the 2035 Suisun City General Plan. Land uses assumed on the parcels adjacent to the study area will be reviewed with the project team. We will consult with City staff regarding future roadway improvements that should be included in the cumulative forecasts.
• Cumulative conditions with the Railroad Avenue realignment project at East Tabor Avenue
• Cumulative conditions without the Railroad Avenue realignment project and no left turns allowed onto East Tabor Avenue
• Cumulative conditions without the Railroad Avenue realignment project and traffic signals installed at intersections along East Tabor Avenue
We will also qualitatively evaluate the feasibility of extending Olive Avenue further south to Prosperity Lane and continuing to Emperor Drive to determine whether this scenario would effectively resolve traffic concerns associated with Railroad Avenue, East Tabor Avenue, and Olive Avenue.
97 Jim Bermudez, Development Services Director | City of Suisun City April 23, 2024

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For purposes of modeling the entire network as a “system,” a micro-simulation software known as SimTraffic will be used. The primary difference between SimTraffic and the Highway Capacity Manual (HCM), is that the HCM analyzes intersections in isolation and does not include the effects of upstream or downstream intersections, which directly affect traffic flow. Fehr & Peers will include level of service ( LOS) and average intersection delay results , as well as average and maximum queuing results for the week day AM and PM peak hours for the nine study scenarios above. The LOS results will be compared to the City’s General Plan LOS thresholds such that improvement measures will be identified if any intersection results in a LOS below the City’s LOS threshold for the above scenarios. Improvement measures may be included b ut are not limited to: intersection control, lane geometry modifications, and turn prohibitions. We will prepare a conceptual cost estimate for each recommendation provided.

Task 4: Crash Data
Fehr & Peers will review existing crash data collected to understand the primary and secondary crash factors and potential countermeasures. The analysis will consider the intersection operations findings included in Task 3, as well as factors such as geometries, sight lines, speed, etc. that may influence crashes at the study intersections.

Task 5: Operations Analysis Documentation
Fehr & Peers will summarize the findings in Tasks 1 through 4 in a technical memorandum for the project team review. We will respond to up to one round of consolidated comments on the draft before finalizing the memorandum.

Task 6: Fair Share Cost Documentation
Fehr & Peers will summarize the improvement measures and cost estimates identified in Task 3 in a technical memorandum. In addition, the memorandum will identify a methodology for potential fair share calculations for prospective nearby developments. The memorandum will also include estimated fair share calculations for the Olive Avenue Development project. We will respond up to one round of consolidated comments on the draft before finalizing the memorandum .

Task 7: Project Coordination & Meeting Attendance
Fehr & Peers will keep the City of Suisun City informed over the course of the project as to the status of the analysis. Our proposal includes participation in up to three project team meetings (or virtual calls), and up to one meeting with the City of Fairfield staff. If requested, Fehr & Peers can attend additional meetings not included in this proposal on a time-and-materials basis. 98 Jim Bermudez, Development Services Director | City of Suisun City April 23, 2024

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Optional Task 8: School Traffic Patterns Assessment
Fehr & Peers will use StreetLight “big data” to determine the proportion of traffic on East Tabor Avenue between Sunset Avenue and Olive Avenue to school-related trips. Using StreetLight data, we will perform OD analys es during the morning drop- off and afternoon pick -up periods at the following schools:
• Cleo Gordon Elementary School
• Grange Middle School
• Tolenas Academy of Music and Media
Additional schools not listed above will be considered additional work for which a separate scope, fee, and schedule will be prepared.

Optional Task 9: Olive Avenue Extension
Fehr & Peers will quantitatively evaluate the Olive Avenue extension south to Prosperity Lane toward Emperor Drive alternative to determine how the extension would affect operations along Railroad Avenue, East Tabor Avenue, and Olive Avenue. Additional intersection turning movement counts during the mid -weekday morning (7:00 to 9:00 AM) and evening (4:00 to 6:00 PM) peak periods would need to be collected at the following intersections:
• Emperor Drive/Pintail Drive
• Emperor Drive/Highway 12 (SR 12)
Field reconnaissance will be conducted to verify intersection configurations and traffic controls, and traffic signal timings will be obtained from City staff and/or Caltrans.

Fehr & Peers will include LOS and average intersection delay results, as well as average and maximum queuing results for the weekday AM and PM peak hours for this scenario using SimTraffic software. The LOS results will be compared to the City’s General Plan LOS thresholds such that improvement measures will be identified if any intersection results in a LOS below the City’s LOS threshold for the above scenarios. Improvement measures may be included but are not limited to:
intersection control, lane geometr y modifications, and turn prohibitions. We will prepare a conceptual cost estimate for each recommendation provided.

99 Jim Bermudez, Development Services Director | City of Suisun City April 23, 2024

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Fee Estimate & Schedule
Fehr & Peers will conduct the scope of work outlined in Tasks 1 through 7 on a time-and-materials basis not to exceed $88,965 without prior authorization , as shown on the attached fee estimates.

We can begin our work following receipt of the written authorization to proceed. Invoices will be submitted monthly for services rendered and are due and payable upon receipt. We will submit a draft technical memorandum within six weeks of receipt of a notice to proceed and traffic count data. If the terms of this proposal are acceptable, please forward a draft contract for our review. We look forward to working with you on this project. If you have any questions or comments, please contact Sarah Chan at (925) 930-7100.

Sincerely,

FEHR & PEERS

Sarah Chan, PE, TE
Senior Associate

P24-6053-WC
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Fee Proposal for East Tabor Avenue/Railroad Avenue Realignment Fehr & Peers
Project
Manager
Principal-
in-Charge
Project
Planner/
Engineer
Forecast
Expert Graphics Project
Coordinator
Labor
Hours
Direct
Costs Total
Tasks $275 $370 $180 $270 $200 $155
Task 1 - Data Collection & Observations

1.1 Traffic Volume Data Collection 2 8 1 11 $4,150 $6,295

1.2 Observations 4 12 2 18 $250 $3,820
Task 2 - Existing Traffic Patterns Assessment

3.1 Origin-Destination Analyses 2 1 16 1 3 23 $810 $5,275 Task 3 - Operations Analysis

3.1 Operations Evaluation 18 8 88 12 16 142 $2,060 $31,530

3.2 Improvement Measures 8 2 28 5 43 $610 $9,365

3.3 Conceptual Cost Estimates 8 2 16 3 29 $440 $6,725
Task 4 - Crash Data

4.1 Crash Data Evaluation 4 2 12 2 20 $300 $4,610
Task 5 - Operations Analysis Documentation

5.1 Draft Memorandum 6 2 18 8 4 38 $550 $8,400

5.2 Final Memorandum 2 1 4 1 8 $130 $1,925
Task 6 - Fair Share Cost Documentation

6.1 Draft Memorandum 4 2 12 4 3 25 $370 $5,635

6.2 Final Memorandum 2 1 4 1 8 $130 $1,925
Task 7 - Project Coordination & Meeting Attendance

7.1 Meetings 4 2 6 2 14 $230 $3,460
Total for Tasks 1-7 64 23 224 12 13 43 379 $10,030 $88,965 Optional Task 8 - School Traffic Patterns Assessment

8.1 Origin-Destination Analyses 2 1 12 1 2 18 $550 $4,140 Optional Task 9 - Olive Avenue Extension

9.1 Traffic Volume Data Collection 1 4 1 6 $1,080 $2,230

9.2 Observations 1 4 1 6 $1,080 $2,230

9.3 Operations Evaluation 2 1 6 2 1 12 $1,190 $3,885

9.4 Improvement Measures 2 1 4 1 8 $1,130 $2,925

9.5 Conceptual Cost Estimates 2 1 4 1 8 $130 $1,925
Total for Tasks 1-7 and Optional Tasks 8-9 74 27 258 14 14 50 437 $15,190 $106,300 Notes:

This fee proposal is valid for a period of 90 days from the proposal submittal date.

Actual billing rate at the time of service may vary depending on the final staffing plan at the time the project starts; the overall fee will not be exceeded.

Mileage is billed at the IRS rate plus 10% handling fee Rates and non-key staff are subject to change at any time, without notice, and within the total budget shown 1 101

CITY OF SUISUN CITY

NOW, THEREFORE, the parties hereto agree as follows:

1. SERVICES OF CONSULTANT

2. COMPENSATION

2.2 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be 102
detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

3. PERFORMANCE SCHEDULE

3.1 Time of Essence. Time is of the essence in the performance of this Agreement.

3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”). [The City may, in its sole discretion, extend the Term for additional one-year terms.]

4. COORDINATION OF WORK

5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. (b) Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
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(c) Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
(d) Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). (e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured. (d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager. 105
(f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(g) Enforcement of contract provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. (j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.
(l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions.
(m) Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review.
(n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation. 106
(o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible.

6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.3 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than the City without prior written authorization from the Contract Officer. (b) Consultant shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this 107
Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives the City notice of such court order or subpoena.
(c) If Consultant provides any information or work product in violation of this Agreement, then the City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify the City should Consultant be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. The City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with the City and to provide the City with the opportunity to review any response to discovery requests provided by Consultant.

7. ENFORCEMENT OF AGREEMENT AND TERMINATION

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such 108
rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

8. MISCELLANEOUS

8.3 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Suisun City, 701 Civic Center Blvd., Suisun City, CA 94585, and in the case of the Consultant, to the person(s) at the address designated on the 109
execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

8.8 Interpretation.

8.9 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

8.10 Warranty & Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the 110
payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Consultant’s Authorized Initials _______

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF SUISUN CITY, a municipal
corporation

Bret Prebula, City Manager
ATTEST:

Anita Skinner, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Elena Q. Gerli, City Attorney
CONSULTANT:

By:

Name:

Title:

By:

Name:

Title:

Address:

SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE

INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

SCOPE OF SERVICES
I. Consultant will perform the following services:

II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City:

III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City updated of the status of performance by delivering the following status reports:

IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

V. Consultant will utilize the following personnel to accomplish the Services:

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EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

1. SERVICES OF CONSULTANT

1.1 Scope of Services. In compliance with all of the terms and conditions of this Agreement, the Consultant shall perform the work or services set forth in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by reference. Consultant represents warrants that it has the experience and ability to perform all work and services required hereunder and that it shall diligently perform such work and services in accordance with the care, skill, and diligence ordinarily exercised by professionals performing similar services in the same or similar locale and under similar circumstances to that of Consultant under this Agreementa professional and satisfactory manner.

1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all applicable ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency of competent jurisdiction.

1.4 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by the Agreement, provided, however, such licenses, permits, and approvals are typically and customarily obtained by professionals providing similar services to that of Consultant under this Agreement.

2. COMPENSATION

2.2 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within thirty (30) forty five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by the City of any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

3. PERFORMANCE SCHEDULE

3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to 116
unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the reasonable judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section.

5. INSURANCE AND INDEMNIFICATION

5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, but not defend, and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity to the extent caused by arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or to the extent caused by arising from or related to Consultant’s or indemnitors’ reckless or willful misconduct, or to the extent caused by arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, except claims or liabilities to the extent caused by occurring as a result of City’s sole negligence or willful misconduct. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.4 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be 117
such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder, but not exceeding the compensation provided therefore in the Schedule of Compensation Exhibit “C”. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.
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EXHIBIT “C”