Tracy City Council
September 6, 2022

Date Posted: September 1, 2022

THIS MEETING WILL BE OPEN TO THE PUBLIC FOR IN-PERSON AND REMOTE PARTICIPATION PURSUANT TO GOVERNMENT CODE SECTION 54953(e).

THE CITY OF TRACY REMAINS UNDER A LOCAL EMERGENCY FOR COVID-19 AND IS NOW CONDUCTING TELECONFERENCE MEETINGS PURSUANT TO STATE LAW.

TELECONFERENCED LOCATIONS MAY INCLUDE VARIOUS LOCATIONS INCLUDING TRACY CITY HALL. IN ACCORDANCE WITH THE CALIFORNIA DEPARTMENT OF PUBLIC

HEALTH GUIDELINES, UNIVERSAL MASKING IS RECOMMENDED FOR ALL PERSONS

REGARDLESS OF VACCINATION STATUS AND SOCIAL DISTANCING PROTOCOLS WILL BE IN PLACE FOR TRACY CITY HALL.

MEMBERS OF THE PUBLIC MAY PARTICIPATE REMOTELY IN THE MEETING VIA THE FOLLOWING METHOD:

As always, the public may view the City Council meetings live on the City of Tracy’s website at CityofTracy.org or on Comcast Channel 26/AT&T U-verse Channel 99. To view from the City’s website, open the “Government” menu at the top of the City’s homepage and select “City Council Meeting Videos” under the “City Council” section.

If you only wish to watch the meeting and do not wish to address the Council, the City requests that you stream the meeting through the City’s website or watch on Channel 26.

Remote Public Comment:

During the upcoming City Council meeting public comment will be accepted via the options listed below. If you would like to comment remotely, please follow the protocols below:
• Comments via:
o Online by visiting https://cityoftracyevents.webex.com and using the following Event Number: 2553 811 2064 and Event Password: TracyCC o If you would like to participate in the public comment anonymously, you may submit your comment in WebEx by typing “Anonymous” when prompted to provide a First and Last Name and inserting [email protected] when prompted to provide an email address.
o Join by phone by dialing +1-408-418-9388, enter 25538112064#8722922# Press *3 to raise the hand icon to speak on an item.

• Protocols for commenting via WebEx:
o If you wish to comment on the “Consent Calendar”, “Items from the Audience/Public Comment” or “Regular Agenda” portions of the agenda:
 Listen for the Mayor to open that portion of the agenda for discussion, then raise your hand to speak by clicking on the Hand icon on the Participants panel to the right of your screen.
 If you no longer wish to comment, you may lower your hand by clicking on the Hand icon again.

TRACY CITY COUNCIL REGULAR MEETING AGENDA

Tuesday, September 6, 2022, 7:00 P.M.

Tracy City Hall Chambers, 333 Civic Center Plaza, Tracy Web Site: www.cityoftracy.org

TRACY CITY COUNCIL AGENDA 2 September 6, 2022

o Comments for the “Consent Calendar” “Items from the Agenda/Public Comment” or “Regular Agenda” portions of the agenda will be accepted until the public comment for that item is closed.

Comments received on Webex outside of the comment periods outlined above will not be included in the record.

Americans With Disabilities Act - The City of Tracy complies with the Americans with Disabilities Act and makes all reasonable accommodations for the disabled to participate in Council meetings. Persons requiring assistance or auxiliary aids should call City Hall (209/831-6105) 24 hours prior to the meeting.

Addressing the Council on Items on the Agenda - The Brown Act provides that every regular Council meeting shall provide an opportunity for the public to address the Council on any item within its jurisdiction before or during the Council's consideration of the item, provided no action shall be taken on any item not on the agenda. To facilitate the orderly process of public comment and to assist the Council to conduct its business as efficiently as possible, members of the public wishing to address the Council are requested to, but not required to, hand a speaker card, which includes the speaker’s name or other identifying designation and address to the City Clerk prior to the agenda item being called. Generally, once the City Council begins its consideration of an item, no more speaker cards will be accepted. An individual’s failure to present a speaker card or state their name shall not preclude the individual from addressing the Council. Each citizen will be allowed a maximum of five minutes for input or testimony. In the event there are 15 or more individuals wishing to speak regarding any agenda item including the “Items from the Audience/Public Comment” portion of the agenda and regular items, the maximum amount of time allowed per speaker will be three minutes. When speaking under a specific agenda item, each speaker should avoid repetition of the remarks of the prior speakers. To promote time efficiency and an orderly meeting, the Presiding Officer may request that a spokesperson be designated to represent similar views. A designated spokesperson shall have 10 minutes to speak. At the Presiding Officer’s discretion, additional time may be granted. The City Clerk shall be the timekeeper.

Consent Calendar - All items listed on the Consent Calendar are considered routine and/or consistent wit h previous City Council direction. One motion, a second, and a roll call vote may enact the items listed on the Consent Calendar. No separate discussion of Consent Calendar items shall take place unless a member of the City Council, City staff or the public request discussion on a specific item.

Addressing the Council on Items not on the Agenda – The Brown Act prohibits discussion or action on items not on the posted agenda. The City Council’s Meeting Protocols and Rules of Procedure provide that in the interest of allowing Council to have adequate time to address the agendized items of business, “Items from the Audience/Public Comment” following the Consent Calendar will be limited to 15- minutes maximum period. “Items from the Audience/Public Comment” listed near the end of the agenda will not have a maximum time limit. A five- minute maximum time limit per speaker will apply to all individuals speaking during “Items from the Audience/Public Comment”. For non-agendized items, Council Members may briefly respond to statements made or questions posed by individuals during public comment; ask questions for clarification; direct the individual to the appropriate staff member; or request that the matter be placed on a future agenda or that staff provide additional information to Council. When members of the public address the Council, they should be as specific as possible about their concerns. If several members of the public comment on the same issue an effort should be made to avoid repetition of views already expressed.

Notice - A 90 day limit is set by law for filing challenges in the Superior Court to certain City administrative decisions and orders when those decisions or orders require: (1) a hearing by law, (2) the receipt of evidence, and (3) the exercise of discretion. The 90 day limit begins on the date the decision is final (Code of Civil Procedure Section 1094.6). Further, if you challenge a City Council action in court, you may be limited, by California law, including but not limited to Government Code Section 65009, to raising only those issues you or someone else raised during the public hearing, or raised in written correspondence delivered to the City Council prior to or at the public hearing.

Full copies of the agenda are available on the City’s website: www.cityoftracy.org

TRACY CITY COUNCIL AGENDA 3 September 6, 2022

CALL TO ORDER

PLEDGE OF ALLEGIANCE

INVOCATION

ROLL CALL

PRESENTATIONS

1. Employee of the Month

2. Certificate of Recognition – Transportation Advisory Commission

3. Proclamation – Tracy Connects Day

1. CONSENT CALENDAR

1.A. ADOPTION OF AUGUST 16, 2022 CLOSED SESSION AND REGULAR MEETING

MINUTES

1.B. ADOPT A RESOLUTION MAKING FINDINGS AND RE-AUTHORIZING REMOTE

TELECONFERENCE MEETINGS OF THE CITY COUNCIL AND ALL LEGISLATIVE BODIES OF THE CITY OF TRACY FOR THE PERIOD FROM SEPTEMBER 7, 2022 THROUGH OCTOBER 6, 2022 PURSUANT TO THE BROWN ACT

1.C. ADOPT A RESOLUTION AUTHORIZING THE ACCEPTANCE OF $255,000 FROM THE

UNITED STATES DEPARTMENT OF JUSTICE BYRNE DISCRETIONARY COMMUNITY PROJECTS GRANT FOR FUNDING THE POLICE DEPARTMENT’S LICENSE PLATE

READER PROGRAM, APPROVING THE APPROPRIATION TO THE POLICE DEPARTMENT’S OPERATIONAL BUDGET FOR FISCAL YEAR 22/23, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE AWARD ACCEPTANCE

1.D. STAFF RECOMMENDS THAT THE CITY COUNCIL ADOPT A RESOLUTION APPROVING AMENDMENT NO. 1 TO THE MASTER PROFESSIONAL SERVICES AGREEMENT WITH HDR ENGINEERING, INC. FOR ON-CALL PUBLIC OUTREACH SERVICES WITH A NOT-TO-EXCEED AMOUNT OF $200,000 PER YEAR AND

EXTENDING THE AGREEMENT FROM ONE YEAR TO THREE YEARS

1.E. ADOPT A RESOLUTION AUTHORIZING SUBMISSION OF THE BETTER CITIES FOR PETS GRANT APPLICATION FOR THE PROJECTED AMOUNT OF $20,000 TO

PROVIDE LOW COST ALTERATIONS FOR CERTAIN DOG BREEDS AND TO SENIOR

CITIZEN OWNERS OF FELINES, AND AUTHORIZING THE CITY MANAGER TO

ACCEPT AND EXECUTE THE GRANT AGREEMENT, IF AWARDED

1.F. ADOPT A RESOLUTION APPROVING A TWO-YEAR MASTER SERVICES AGREEMENT WITH FLOCK GROUP, INC. FOR THE INSTALLATION, OPERATION,

AND MAINTENANCE OF AUTOMATED LICENSE PLATE READER TECHNOLOGY FOR A NOT TO EXCEED AMOUNT OF $255,000 AND AUTHORIZING THE CITY

MANAGER TO EXECUTE THE AGREEMENT AND ANY AMENDMENTS

1.G. STAFF RECOMMENDS THAT THE CITY COUNCIL ADOPT A LIST OF PROPOSED PROJECTS FOR FISCAL YEAR 2022-2023 FUNDED BY SENATE BILL 1 (SB 1): THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017

TRACY CITY COUNCIL AGENDA 4 September 6, 2022

1.H. WAIVE SECOND READING OF FULL TEXT AND ADOPT TWO ORDINANCES 1) RESCINDING ORDINANCE 1253 APPROVING SECOND AMENDMENT TO AMENDED

AND RESTATED DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TRACY AND SURLAND COMMUNITIES, LLC. AND 2) RESCINDING SECOND

AMENDMENT TO AMENDED AND RESTATED DEVELOPMENT AGREEMENT BY AND

BETWEEN THE CITY OF TRACY AND SURLAND COMMUNITIES, LLC

1.I. ADOPT A RESOLUTION APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH TRINE INTEGRATED SERVICES, INC. FOR SECURITY SERVICES FOR A TOTAL AMOUNT NOT TO EXCEED $280,000 ($45,000 MONTHLY) FOR A TERM OF

SIX MONTHS AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE

AGREEMENT AND ANY EXTENSIONS OR AMENDMENTS FOR UP TO ONE YEAR

2. ITEMS FROM THE AUDIENCE

3. REGULAR AGENDA

3.A. ADOPT A RESOLUTION: (1) APPROVING ANNEXATION OF PROPERTY INTO IMPROVEMENT AREA NO. 2 OF THE CITY OF TRACY COMMUNITY FACILITIES DISTRICT NO. 2016-1 (TRACY HILLS) (CFD); (2) CONFIRMING THE

MAXIMUM AGGREGATE PRINCIPAL AMOUNT OF BONDS AND OTHER DEBT AND THE ANNUAL APPROPRIATIONS LIMIT FOR IMPROVEMENT AREA NO. 2 AS $50,000,000; (3) CONFIRMING THE RATE AND METHOD OF APPORTIONMENT OF THE SPECIAL TAX FOR IMPROVEMENT AREA NO. 2; AND (4) APPROVING,

CONFIRMING, ORDERING AND DIRECTING RELATED IMPLEMENTATION ACTIONS

3.B. STAFF RECOMMENDS THAT THE CITY COUNCIL INTRODUCE AN ORDINANCE AMENDING SECTION 3.08.580 REGARDING SPECIAL SPEED ZONES OF THE

TRACY MUNICIPAL CODE TO UPDATE SPEED LIMITS AS REQUIRED BY THE

CALIFORNIA VEHICLE CODE

3.C. STAFF RECOMMENDS THAT THE CITY COUNCIL ADOPT THE FOLLOWING

RESOLUTIONS TO FURTHER COMPLY WITH THE JUDGMENT AND PEREMPTORY WRIT OF MANDATE IN MITRACOS V. CITY OF TRACY, ET AL., SAN JOAQUIN COUNTY SUPERIOR COURT CASE NO. STK-CV-UWM-2018-5531: (1) A RESOLUTION RESCINDING RESOLUTION NO. 2020-154 APPROVING FINAL AQUATIC CENTER CONCEPTUAL PLAN WITH A NOT-TO-EXCEED AMOUNT OF $65 MILLION INCLUDING CONTINGENCY AND SOFT COSTS; (2) A RESOLUTION RESCINDING RESOLUTION NO. 2019-78 APPROVING THE AGREEMENT FOR DEFERRAL OF CERTAIN IMPACT FEES FOR ELLIS GARDENS PHASE 1- 3 (TRACT 3877, TRACT 3906, AND TRACT 3907); AND (3) A RESOLUTION RESCINDING RESOLUTION NO. 2021-116 APPROVING THE AGREEMENT FOR DEFERRAL OF CERTAIN IMPACT FEES FOR ELLIS TOWN AND COUNTRY (TRACT 4007)

3.D. STAFF RECOMMENDS THAT CITY COUNCIL INTRODUCE AN ORDINANCE

EFFECTUATING AN OMNIBUS AMENDMENT OF THE TRACY MUNICIPAL CODE TO (A) UPDATE CHAPTER 4.16, “REGULATIONS PERTAINING TO THE USE OF PARK AND RECREATION AREAS AND FACILITIES” AND CHAPTER 5.12, “CAMP CARS AND TRAILERS,” AND (B) ADD PROVISIONS PROHIBITING CERTAIN ACTS, CAMPING,

AND STORAGE OF PERSONAL PROPERTY IN PARKS AND PUBLIC AREAS TRACY CITY COUNCIL AGENDA 5 September 6, 2022

3.E. ADOPT AN URGENCY ORDINANCE MAKING FINDINGS AND ESTABLISHING A TEMPORARY MORATORIUM PURSUANT TO GOVERNMENT CODE 65858 ON

THE PROCESSING OF CONDITIONAL USE PERMITS FOR CANNABIS
ESTABLISHMENTS UNDER CHAPTER 10.08 OF THE TRACY MUNICIPAL CODE,

TO TAKE EFFECT IMMEDIATELY UPON ADOPTION

3.F. ADOPT A RESOLUTION DECLARING 200 ACRES OF CITY-OWNED LAND LOCATED AT 15580 AND 15178 WEST SCHULTE ROAD (APNs 209-230-029 AND 209-230-030)

AS EXEMPT SURPLUS PROPERTY UNDER GOVERNMENT CODE SECTION 54221(F)(1)(D)

3.G. ADOPT A RESOLUTION APPROVING THE PROPERTY TRANSFER OPTION AND

SALE AGREEMENT WITH JOINT ESCROW INSTRUCTIONS GRANTING TRI-VALLEY – SAN JOAQUIN VALLEY REGIONAL RAIL AUTHORITY A TEN YEAR OPTION TO PURCHASE, FOR INDEPENDENT CONSIDERATION OF $100 FOR APPROXIMATELY 200 ACRES OF CITY-OWNED EXEMPT SURPLUS LAND LOCATED AT 15580 AND 15178 WEST SCHULTE ROAD (APNs 209-230-029 AND 209-230-030)

4. ITEMS FROM THE AUDIENCE

5. STAFF ITEMS

6. COUNCIL ITEMS

7. ADJOURNMENT

TRACY CITY COUNCIL - SPECIAL MEETING MINUTES

August 16, 2022, 6:00 p.m.

Tracy City Hall, 333 Civic Center Plaza, Tracy, CA.

1. Mayor Young called the meeting to order at 6:02 p.m.

2. Roll call found Council Member Davis, Mayor Pro Tem Vargas and Mayor Young present. Council Members Arriola and Bedolla were absent from roll call.

3. ITEMS FROM THE AUDIENCE – There was no public comment.

4. Request to Conduct Closed Session
A. Conference with Legal Counsel – Anticipated Litigation (Gov. Code § 54956.9)

i. Significant exposure to litigation pursuant to § 54956.9, subd. (e)(3). (Three cases).

B. Conference with Legal Counsel – Existing Litigation (Gov. Code Section 54956.9(d)(1))

i. Case Title: MARY MITRACOS, v. CITY OF TRACY, and SURLAND COMMUNITIES, LLC, CASE NO. C093383; COURT OF APPEAL, STATE

OF CALIFORNIA THIRD APPELLATE DISTRICT
ii. Case Title: City of Tracy v. Ronnoco Properties of Tracy II, L.P., et al., San Joaquin Superior Court Case No. STK-CV-UED-2020-0010706.

There was no public comment.

Council Member Davis recused herself from participating in Agenda Item 4.B.

Council Member Bedolla arrived at 6:05 p.m.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Davis to recess to closed session. Roll call found Council Members Bedolla, Davis, Mayor Pro Tem Vargas, and Mayor Young in favor; passed and so ordered. Council Member Arriola absent from roll call.

Council Member Arriola joined the closed session at 6:05 p.m.

5. Reconvened to Open Session – Time: 7:07 p.m.

6. Report of Final Action – City Attorney Bijal Patel reported on the following final actions:

City Council unanimously approved the settlement for the eminent domain Case Title – City of Tracy v. Ronnoco Properties of Tracy II, L.P et al. San Joaquin Superior Court Case No. STK-CV-UED-2020-0010706 for City’s appraised value of the subject property

Special Meeting Minutes 2 August 16, 2022

of $1,036,000 plus statutory costs of $465.75 and interest of $2,301.32 as of August 16, 2022 accruing at a rate of $18.59 each day until the payment is transmitted.

The City Council with respect to Government Torte Claim by the Estate of Felipe De Jesus Barrera Lugo his claim to accept a leave to present a late claim for damages, the City Council unanimously rejected the leave for the late claim and the claim itself.

In addition, the City Council, with respect to the claim by Erika Guadalupe Ramos with respect to her application for leave to present a late claim, the City Council unanimously rejected the leave for the late claim as well as rejecting the late claim.

With respect to a claim for minor Felipe De Jesus Barrera Ramos and his application to present a late claim, the City Council accepted the leave for presenting a late claim and rejected the late claim.

7. Council Items and Comments – None

8. Adjournment – Time: 7:10 p.m.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Davis to adjourn. Roll call found all in favor; passed and so ordered.

____________________________
Mayor
ATTEST:

___________________________
City Clerk

TRACY CITY COUNCIL REGULAR MEETING MINUTES

August 16, 2022, 7:00 p.m.

City Hall, 333 Civic Center Plaza, Tracy Web Site: www.cityoftracy.org

Mayor Young called the meeting to order at 7:18 p.m.

Roll call found Council Members Arriola, Bedolla, Davis, Mayor Pro Tem Vargas and Mayor Young present.

Mayor Young led the Pledge of Allegiance.

Pastor Timothy Heinrich, Crossroads Baptist Church offered the invocation.

Michael Rogers, City Manager presented the Employee of the Month Award for August to Steve Abercrombie, Police Department.

1. CONSENT CALENDAR – Following the removal of Consent Items 1.C by Robert Tanner,

1.N by Council Member Davis, and 1.O by the City Manager motion was made by Mayor Pro Tem Vargas and seconded by Council Member Davis to adopt the consent calendar.

Roll call found all in favor, passed and so ordered.

1.A ADOPTION OF MAY 21, 2022 SPECIAL MEETING MINUTES, JULY 5, 2022, SPECIAL AND REGULAR MEETING MINUTES, JULY 12, 2022, SPECIAL MEETING MINUTES, AND AUGUST 2, 2022, SPECIAL MEETING MINUTES – Minutes were adopted.

1.B ADOPT A RESOLUTION APPROVING AMENDMENT NO. 2 TO THE

PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF TRACY

AND HF&H CONSULTANTS, LLC TO PERFORM A SOLID WASTE RATE STUDY, INCREASING THE NOT TO EXCEED AMOUNT BY $64,000 FOR A TOTAL NOT TO EXCEED AMOUNT OF $211,720 – Resolution 2022-108 approved Amendment No. 2 to Professional Services Agreement with HF&F Consultants, LLC.

1.D WAIVE SECOND READING OF FULL TEXT AND ADOPT AN ORDINANCE APPROVING A REZONE OF THE PROPERTY LOCATED AT 205 W. 9th STREET, ASSESSOR’S PARCEL NUMBER 235-052-08, FROM MEDIUM DENSITY RESIDENTIAL ZONE TO CENTRAL BUSINESS DISTRICT ZONE.

APPLICATION NUMBER R22-0001 – Ordinance 1329 was adopted.

1.E ADOPT A RESOLUTION MAKING FINDINGS AND RE-AUTHORIZING

REMOTE TELECONFERENCE MEETINGS OF THE CITY COUNCIL AND ALL

LEGISLATIVE BODIES OF THE CITY OF TRACY FOR THE PERIOD FROM AUGUST 17, 2022 THROUGH SEPTEMBER 16, 2022 PURSUANT TO THE BROWN ACT – Resolution 2022-109 adopted the findings and re-authorized remote teleconference meetings.

Regular Meeting Minutes 2 August 16, 2022

1.F ADOPT A RESOLUTION APPROVING A COMMUNITY SERVICE AGREEMENT

WITH SAN JOAQUIN COUNTY TO RECEIVE A FUNDING ALLOCATION IN THE AMOUNT OF $213,000 AND APPROPRIATION TO THE POLICE
DEPARTMENT’S OPERATIONAL BUDGET TO SUPPORT THE HOMELESS OUTREACH “FAMILIAR FACES” PROGRAM – Resolution 2022-110 approved a Community Service Agreement with San Joaquin County to receive funding allocation to support the Homeless Outreach “Familiar Faces” Program.

1.G ADOPT A RESOLUTION AUTHORIZING THE ACCEPTANCE OF $13,777 FROM THE 2022 EDWARD BYRNE MEMORIAL JUSTICE ASSISTANCE

GRANT (JAG) PROGRAM FOR FUNDING EQUIPMENT, TECHNOLOGY, AND

OTHER MATERIAL DIRECTLY RELATED TO BASIC LAW ENFORCEMENT

FUNCTIONS, APPROVING THE APPROPRIATION TO THE POLICE
DEPARTMENT BUDGET FOR FISCAL YEAR 22/23, AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AWARD ACCEPTANCE – Resolution 2022-111 authorized the acceptance of the 2022 Edward Byrne Memorial Justice Assistance Grant.

1.H REJECT ALL BIDS FOR THE FIRE TRAINING TOWER APPARATUS AT NEI RESERVOIR, CIP 71109, AND AUTHORIZE STAFF TO RE-ADVERTISE THE

PROJECT AFTER THE COMPLETION OF CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) REVIEW PROCESS FOR THE PROJECT SITE – Resolution 2022-112 rejected all bids for the Fire Training Tower Apparatus at NEI Reservoir and authorized readvertising the project.

1.I ADOPT A RESOLUTION DECLARING “GENE BIRK PARK” AS THE NAME OF THE NEW TRACY HILLS 1B NEIGHBORHOOD PARK – Resolution 2022-113 approved the naming of the Gene Birk Park.

1.J AUTHORIZE APPLYING FOR AND ACCEPTING AN UP-TO-AMOUNT OF $5,000,000 TO THE UNITED STATES BUREAU OF RECLAMATION WATER

AND ENERGY EFFICIENCY GRANT TO INSTALL A CITY-WIDE ADVANCED

METERING INFRASTRUCTURE AND METER CONVERSION PROJECT AND

APPROPRIATING FUNDS FROM THE WATER ENTERPRISE FUND IN THE AMOUNT OF $2,500,000 FOR COST SHARE OBLIGATION – Resolution 2022- 114 authorized applying for and accepting an up-to-amount of $5,000,000 to the United States Bureau of Reclamation Water and Energy Efficiency Grant and appropriated funds for cost share obligation.

1.K ADOPT A RESOLUTION APPROVING A MASTER SERVICES AGREEMENT WITH AXON ENTERPRISE, INC. FOR A TOTAL NOT TO EXCEED AMOUNT OF $75,000 AND A TERM OF FIVE YEARS FOR THE PURCHASE,

INSTALLATION, AND MAINTENANCE OF CAMERA AND AUDIO EQUIPMENT AND CLOUD BASED EVIDENCE SYSTEM FOR THE POLICE DEPARTMENT’S

INTERVIEW ROOMS AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT – Resolution 2022-115 approved a Master Services Agreement with Axon Enterprise, Inc.

1.L ADOPT A RESOLUTION APPROVING THE SUBMISSION OF A CLAIM TO

THE SAN JOAQUIN COUNCIL OF GOVERNMENTS FOR STATE OF GOOD REPAIR PROGRAM FUNDS IN THE AMOUNT OF $17,528 FOR THE FISCAL Regular Meeting Minutes 3 August 16, 2022

YEAR 2017-2018 PROJECT AND $43,844 FOR THE FISCAL YEAR 2018-2019

PROJECT, AND AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE THE CLAIM – Resolution 2022-116 approved the submission of a claim to the San Joaquin Council of Governments for State of Good Repair Program Funds.

1.M ADOPT A RESOLUTION APPROVING AMENDMENT NO. 2 TO THE MASTER

PROFESSIONAL SERVICES AGREEMENT (MPSA) FOR PROFESSIONAL LAND DEVELOPMENT SERVICES WITH SNG AND ASSOCIATES, INC. FOR A NOT-TO-EXCEED AMOUNT OF $500,000 AND EXTENDING THE TERM TO OCTOBER 31, 2022 – Resolution 2022-117 approved Amendment No. 2 to the Master Professional Services Agreement with SNG and Associates, Inc.

1.P RECOMMENDING THE ADOPTION OF A RESOLUTION 1) GRANTING AN

EASEMENT FOR PUBLIC UTILITY PURPOSES TO PACIFIC GAS &
ELECTRIC COMPANY ON CITY OWNED PROPERTY LOCATED AT 9251 WEST ARBOR AVENUE, AND 2) AUTHORIZING THE CITY MANAGER TO

NEGOTIATE AND EXECUTE THE GRANT DEED FOR SUCH EASEMENT
Resolution 2022-119 adopted granting an easement for public utility purposes to PG&E and the City Manager to negotiate and execute the Grant Deed.

1.C RECEIVE AN INFORMATIONAL REPORT REGARDING THE POLICE DEPARTMENT’S RESPONSE TO FIREWORKS COMPLAINTS AND OFFICIAL CITY EVENTS DURING THE JULY 4TH WEEKEND

Robert Tanner pulled the item to request that a staff report be provided. Captain Luis Mejia provided the staff report.

Luis Lenny with TNT Fireworks shared that the City’s use of drones is cutting edge technology and fines for illegal use are low, shared that City has been a model for Safe and Sane Fireworks and thanked Council for support of Non- Profits and thanked Police and Fire for all their efforts.

Mayor Young commended Police for progress made.

1.N RECEIVE AN INFORMATIONAL UPDATE REGARDING THE
IMPLEMENTATION OF THE FISCAL YEAR 2021-2023 MULTI-YEAR AND

SHORT-TERM CITY COUNCIL STRATEGIC PRIORITIES AND WORK PLAN

Council Member Davis pulled the item to request a staff report. The staff report was provided by Vanessa Carrera, Assistant to the City Manager, Sara Cowell, Interim Finance Director, Captain Alex Neicu, and Richard Joaquin, Parks, Planning and Development Manager.

Karen Moore thanked Council Member Davis for asking for the report and stated it seems the City is heavy on the warehouses and regarding elements to the general plan and environmental justice. Tracy Alliance building that is being built close to Banta, the community should be aware that Banta is a California Disadvantaged Community that should have Environmental Justice Protection.

This should be updated and enforceable within the General Plan.

Regular Meeting Minutes 4 August 16, 2022

1.O ADOPT A RESOLUTION AUTHORIZING 1) AMENDMENTS TO THE CITY’S

CLASSIFICATION AND COMPENSATION PLANS AND MASTER SALARY

SCHEDULE RELATING TO THE DIRECTOR OF HOUSING AND MOBILITY,

ASSISTANT CITY ENGINEER, MARKETING COORDINATOR, SENIOR

PROPERTY AND EVIDENCE TECHNICIAN, POLICE CAPTAIN, POLICE LIEUTENANT, 2) REALLOCATION OF A VACANT PROPERTY AND

EVIDENCE TECHNICIAN TO A SENIOR PROPERTY AND EVIDENCE
TECHNICIAN, EFFECTIVE FISCAL YEAR 2022-23, AND 3) CLERICAL

AMENDMENTS TO THE MASTER SALARY SCHEDULE FOR THE ASSISTANT

DIRECTOR OF OPERATIONS, ASSISTANT DIRECTOR OF UTILITIES,

DIRECTOR OF PUBLIC WORKS AND DIRECTOR OF UTILITIES
PREVIOUSLY APPROVED BY RESOLUTION 2022-076

Michael Rogers, City Manager pulled the item. Staff Report was provided by Kimberly Murdaugh, Director of Human Resources. Ms. Murdaugh clarified that there was a correction to the Master Salary Schedule. The positions of Director of Public Works and Director of Utilities have been converted to Assistant Director for Public Works and Assistant Director for Utilities, this action also corrects the salaries listed for those positions.

There was no public comment.

There was no Council comment.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Davis to adopt Resolution 2022-118 authorizing 1) Amendments to the City’s Classification and Compensation Plans and Master Salary Schedule relating to the Director of Housing and Mobility, Assistant City Engineer, Marketing Coordinator, Senior Property and Evidence Technician, Police Captain, Police Lieutenant, 2) Reallocation of a Vacant Property and Evidence Technician to a Senior Property and Evidence Technician, effective Fiscal Year 2022-23, and 3) Clerical Amendments to the Master Salary Schedule for the Assistant Director of Operations, Assistant Director of Utilities, Director of Public Works and Director of Utilities previously approved by Resolution 2022-076. Roll call found all in favor; passed and so ordered.

2. ITEMS FROM THE AUDIENCE – Wes Huffman, representing the American Legion and VFW, stated the replacement flag poles from the City were aluminum, come in four separate pieces and hoped to have those replaced with wooden poles that secure in two pieces, and requested that the appropriate staff member contact him or the American Legion.

Dale Cose shared the following concerns: Demolition at 714 Central Ave also known as The Great Plate and a light safety problem that took place due to demolition, called for the San Joaquin County Sheriff’s Office, District Attorney or Grand Jury to conduct an investigation of Tracy Police and City staff, shared information regarding Regional Housing Numbers Allocation, shared concerns regarding impact fees, asked Council to look into issues with Amazon, and shared his opinion regarding current Council not taking the taxpayers and voters into account.

Regular Meeting Minutes 5 August 16, 2022

Mayor Young called for a recess at 8:15 p.m.

The meeting resumed at 8:17 p.m.

Alex Heredia, Field Representative of the Carpenters Union, shared the following: over 500 members of Union live in Tracy and travel to the Bay Area for job opportunities, member belief that there should be responsible contractors that pay area standard wages, benefits and fair share of taxes and there are some youth that have a passion for hands on physical labor and should be mentored to the benefits of what a great field construction can be and came to the City looking for a partnership on how to put the citizens of Tracy back to work in Tracy.

Fatima Ureno, Representative from Josh Harder’s Office, thanked Council for the work that they are doing, shared that their office assists with issues with Federal Agencies such as USCIS, Social Security, IRS, and Veterans Affairs. If anyone is applying for a federal grant there is assistance available and encouraged everyone in attendance to subscribe to Representative Harder’s newsletter: harder.house.gov or call at 209-579-5458.

Robert Tanner expressed his concerns regarding accessibility of handicap ramps for the citizens that require the use of motorized mobility scooters, requested that Council take more care for the citizens in the handicap area, and provided the City Clerk a copy of an article that was in the Tracy Press eight years ago for the record.

Andrea Brown shared her disappointment with ongoing issues at Pescadero Park and the lack of action from the Mayor when it comes to protecting the children that live near the park. Expressed that there are other locations where the homeless population can be moved to, where there are no schools, daycare centers, residential apartments, senior residential housing, or tax paying homeowners. Children that live near the school are exposed to aggressive individuals, individuals who are naked, drug use and dogs running around off their leashes.

Amber Tang representing Tracy Skates stated there is currently no safe access to the skate park. Bill Schwartz Park has an outdoor event arena but it’s badly cracked and is poorly maintained, and the current meeting place is Henry Barbosa Park, but the space is too small. Events are family friendly, and asked Council to repave Bill Schwartz Park and the trails around the City.

Damian Grey thanked Council for selecting Pescadero Park for the Multi-Gen Rec Center but not optimistic about homeless encampment relocation. Neighbors in the Pescadero area have met with Police and City staff and feel that community has been told what they want to hear. The City should not be putting the homeless before the tax paying citizens and requested the City find a better place suited for this encampment and Council should have compassion for everyone not just the homeless.

Jennifer Owens expressed frustration over the following: speeders, red light runners and recent multiple accidents, overall disregard for the law, homeless shelter construction delay, the security of the children, elderly and neighbors that are tax paying law-abiding residents, should come first. The population in Pescadero Park has gotten bigger despite receiving assistance and outreach, the handouts need to stop and please move them to another location.

Regular Meeting Minutes 6 August 16, 2022

William Muetzenberg shared concerns from a post on the Next-Door app regarding road work and road paint on Lammers Road between 11th St and Byron. People are doing donuts on the streets, requested a report from the Police Department regarding this item, and requested how the City can look at staying cooler and reducing the Heat Island Effect when looking into a future sustainability plan.

Alice English stated that there was a complaint that there was a conflict of interest, that defamation against her is taking place, and questioned the City Attorney about Tracy Connect.

Dan Evans shared that the Emergency Housing Shelter has been discussed for two (2) years and that the facility was set to open in January 2022, March 2022, Summer 2022 then Fall 2022 now it’s getting pushed again. Residents have been asking for interim solutions but now close to elections it’s being discussed. Incumbents that have been up here for years are not doing what is needed to find a solution.

Bernal Shull expressed frustration about: the special meeting held on August 2nd during National Night Out and that it was held was during commuting hours, and requested the City Manager to look into repeated Brown Act violations and grandstanding by the Mayor and Mayor Pro Tem. Mayor Pro Tem Vargas disagreed with the comments.

3. REGULAR AGENDA

3.A STAFF RECOMMENDS THAT THE CITY COUNCIL INTRODUCE THE

FOLLOWING TWO ORDINANCES TO COMPLY WITH THE JUDGMENT AND PEREMPTORY WRIT OF MANDATE IN MITRACOS V. CITY OF TRACY, ET AL., SAN JOAQUIN COUNTY SUPERIOR COURT CASE NO. STK-CV-UWM- 2018-5531: (1) AN ORDINANCE RESCINDING ORDINANCE 1253

APPROVING SECOND AMENDMENT TO AMENDED AND RESTATED

DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TRACY AND SURLAND COMMUNITIES, LLC, AND (2) AN ORDINANCE RESCINDING

SECOND AMENDMENT TO AMENDED AND RESTATED DEVELOPMENT

AGREEMENT BY AND BETWEEN THE CITY OF TRACY AND SURLAND
COMMUNITIES, LLC.

Council Member Davis recused herself from this item due to proximity of real property.

Bijal Patel, City Attorney provided the staff report.

Council questions and comments followed.

There was no public comment.

Necy Lopez, Deputy City Clerk read the title of the proposed ordinance.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Bedolla to waive the reading of the full text and introduce an Ordinance rescinding Ordinance 1253 approving Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Regular Meeting Minutes 7 August 16, 2022

Communities, LLC. Roll call found Council Members Arriola, Bedolla, Mayor Pro Tem Vargas and Mayor Young in favor; passed and so ordered. Council Member Davis abstained.

Necy Lopez, Deputy City Clerk read the title of the proposed ordinance.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Bedolla to waive the reading of the full text and introduce an Ordinance rescinding Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC.

Roll call found Council Members Arriola, Mayor Pro Tem Vargas and Mayor Young in favor; passed and so ordered. Council Member Davis abstained.

3.B 1) REJECT ALL BIDS FOR THE TEMPORARY EMERGENCY HOUSING

PROJECT ON ARBOR AVENUE, SITE IMPROVEMENTS
CONSTRUCTION PACKAGE 2, CIP 71112, AND 2) AUTHORIZE STAFF

TO RE-ADVERTISE THE PROJECT, WITH MODIFICATIONS AS DEEMED

NECESSARY BY THE CITY MANAGER

Lauren Gonzales, Management Analyst, and Robert Armijo, City Engineer/Assistant Development Services Director and Matt Evans, Consultant from KPA, provided the staff report.

Karen Moore shared the project is being used politically, Council has faced things that no other Council has seen such as pandemic, supply chain issues, labor shortages and all these things are out of their hands and an election is not going to change that no matter who is going to be voted in.

Dan Evans shared that he is a project manager and expressed that this is a spectacular failure on the City’s part and that a root cause analysis needs to be done immediately in order to be successful moving forward.

Alice English shared Dan Evan sentiments and that Council not only failed the residents of Tracy but the unsheltered population as well, asked why the security company bid is taking so long to be presented to Council, requested Council stand for all the community, the unsheltered and the residents that are around that area, and there are not enough Police to protect the area and the rest of the City.

Robert Tanner asked about the funding and clarification on what has been spent, asked about September 2023 timeline for the shelter, Council has failed the City, homeless people and the handicap crosswalks that need to be fixed. City Engineer Robert Armijo and Assistant City Manager, Midori Lichtwardt provided clarification.

Bernal Schull expressed her frustration about the homeless situation, asked about the bid and how it got to this situation, asked how the Boise Act is applied, expressed that maybe the funds that are set aside for the shelter should be used to build a mental hospital rather than a tent and for the homeless folks to be moved out of Pescadero Park and that it is a safety issue, how many people need to get hurt before the City takes action.

Regular Meeting Minutes 8 August 16, 2022

Dotty Nygard reminded everyone that in the past the City passed over a $3- million grant and that these are still human beings that may be suffering from mental health issues, addiction issues or other health issues. It is important that we come together with solutions rather than finger pointing and blame.

Council questions and comments followed.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Bedolla to adopt Resolution 2022-120 1) rejecting all bids for the Temporary Emergency Housing Project on Arbor Avenue, site improvements construction package 2, CIP 71112, and 2) authorizing staff to re-advertise the project, with modifications as deemed necessary by the City Manager. Roll call found all in favor; passed and so ordered.

3.C ADOPT A RESOLUTION AWARDING A SERVICE CONTRACT TO INNER CITY ACTION AS THE CITY’S OPERATOR FOR THE FUTURE

TEMPORARY EMERGENCY HOUSING FACILITY, PURSUANT TO A

COMPLETED REQUEST FOR PROPOSALS PROCESS, WITH AN INITIAL TERM OF TWO (2) YEARS, AND AN OPTION TO EXTEND,
ADMINISTRATIVELY, FOR AN ADDITIONAL TWO (2) YEARS, AT A NOT- TO-EXCEED ANNUAL COST OF $1.2 MILLION – ITEM PULLED

3.D ADOPT A RESOLUTION: (1) REAFFIRMING THE DECLARATION MADE BY RESOLUTION 2020-052 OF A SHELTER CRISIS IN THE CITY OF TRACY; (2) MAKING FINDINGS THAT A SIGNIFICANT NUMBER OF

PERSONS ARE WITHOUT SHELTER, AND SUCH SITUATION HAS

RESULTED IN A THREAT TO THE HEALTH AND SAFETY OF THOSE
PERSONS; (3) DIRECTING THE CITY MANAGER TO TAKE IMMEDIATE

AND EMERGENCY ACTIONS NECESSARY TO IMPLEMENT INTERIM
HOUSING SOLUTIONS FOR TRACY’S UNSHELTERED UNTIL THE

COMPLETION AND OPENING OF THE TEMPORARY EMERGENCY
HOUSING FACILITY PLANNED AT 370 WEST ARBOR AVENUE,

INCLUDING NEGOTIATING WITH POTENTIAL SERVICE PROVIDERS

AND IDENTIFYING POTENTIAL SITES FOR SUCH INTERIM HOUSING SOLUTIONS; AND (4) WAIVING THE REQUIREMENT TO CONDUCT

REQUEST FOR PROPOSAL PROCESSES PURSUANT TO SECTION

2.20.140(b)(6) OF THE TRACY MUNICIPAL CODE

Karin Schnaider, Assistant City Manager, provided the staff report and responded to questions.

Karen Moore supported approving this resolution.

Robert Tanner supported all four (4) items and asked if the City Manager can sign off on contracts regardless of cost or will this be coming back to Council and for clarification on the homeless counts because they seem low and the Aquatic Center as well as the Multi-Generational Use Gym. City Manager, Michael Rogers clarified that approvals will not take place without Regular Meeting Minutes 9 August 16, 2022

transparency and knowledge of policy makers. Virginia Carney, Homeless Services Manager provided information on the current homeless counts.

Alice English shared that Mr. Sandhu wanted to do tiny homes and her frustration at the crime that is taking place at Pescadero Park, asked why the security contract has been delayed and why is the upcoming ordinance going to be enforced after 30 days. Lieutenant Miguel Contreras responded.

William Muetzenberg requested action be taken now to remove the homeless folks out of the parks and reclaim those spaces for the community, complimented the work the TCCC and Community Action Services are doing with the homeless folks, and asked Council to take steps to allow opportunity to move this process along without further bureaucracy.

Mr. Landerfield shared his perspective on the situation as a caregiver of a resident at Pescadero Park, asked the City to open the bathrooms, provide water and power, explained some of the steps that he has taken to assist some park residents, and spoke to the use and availability of meth, fentanyl, and heroin beyond tobacco and alcohol use and fires that have been caused due to such activity.

Bubba Paris stated that he is encouraged by what City Manager, Michael Rogers shared.

Barbara Pombo shared that she was the founding member of TCCC and currently sits on the board for TCCC, also assists with laundry services that are provided to individuals that are staying in Pescadero Park.

Council questions and comments followed.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Davis to adopt Resolution 2022-121 (1) Reaffirming the declaration made by Resolution 2020-052 of a shelter crisis in the City of Tracy; (2) Making findings that a significant number of persons are without shelter, and such situation has resulted in a threat to the health and safety of those persons; (3) Directing the City Manager to take immediate and emergency actions necessary to implement interim housing solutions for Tracy’s Unsheltered until the completion and opening of the Temporary Emergency Housing Facility planned at 370 West Arbor Road, including negotiating with potential service providers and identifying potential sites for such interim housing solutions; and (4) waiving the requirement to conduct Request for Proposal processes pursuant to section 2.20.140(b)(6) of the Tracy Municipal Code. Roll call found all in favor; passed and so ordered.

3.E ADOPT A RESOLUTION (1) AWARDING A PUBLIC WORKS CONTRACT TO TRACY GRADING AND PAVING, INC. FOR THE EL PESCADERO
PARK SOUND WALL EXTENSION PROJECT CIP 71116, WITH A NOT TO EXCEED AMOUNT OF $543,080; (2) AUTHORIZING THE CITY
MANAGER TO APPROVE CHANGE ORDERS UP TO $44,840; AND (3)

AUTHORIZING A BUDGET AUGMENTATION IN THE AMOUNT OF
Regular Meeting Minutes 10 August 16, 2022

$372,000 FROM GENERAL FUND-CAPITAL RESERVES TO CIP 71116 –

ITEM PULLED

3.F ADOPT A RESOLUTION DESIGNATING A VOTING DELEGATE AND UP

TO TWO ALTERNATE VOTING DELEGATES FOR THE LEAGUE OF
CALIFORNIA CITIES 2022 ANNUAL CONFERENCE BUSINESS MEETING AND DETERMINE CITY COUNCIL’S POSITION ON THE RESOLUTIONS

TO BE CONSIDERED AT THE ANNUAL CONFERENCE BUSINESS

MEETING

Karin Schnaider, Assistant City Manager, provided the staff report.

There was no public comment.

Council questions and comments followed.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Bedolla to adopt Resolution 2022-122 designating Council Member Bedolla as voting delegate and Council Member Arriola and Council Member Davis as the two alternate voting delegates for the League of California Cities 2022 Annual Conference Business Meeting and determine City Council’s position on the resolutions to be considered at the Annual Conference Business Meeting. Roll call found all in favor; passed and so ordered.

3.G APPROVE BY MOTION OUT-OF-STATE TRAVEL FOR CITY COUNCIL MEMBERS TO MIAMI, FLORIDA FOR 2022 RAIL VOLUTION

CONFERENCE PURSUANT TO CITY COUNCIL TRAVEL POLICY

Karin Schnaider, Assistant City Manager, provided the staff report.

William Muetzenberg expressed his excitement about the Rail Volution Conference as a supporter of Valley Link and is looking forward to hearing from the Council what they learn.

Robert Tanner asked if the entire Council will be attending and shared that it would be unwise for the City to send Mayor Pro Tem Vargas since she will be terming out unless Valley Link is willing to carry that cost and supported other Council Members attending.

Alice English shared that Mayor Pro Tem Vargas should not be selected to go to this conference and shared that the need for some one that is transparent and a good representative of Tracy and expressed frustrations over the Valley Link project.

Dotty Nygard shared her excitement for hearing what takes place at Rail Volution and has been following their organization, hopes that Council can bring back information that will benefit the City and that everyone on the dais is part of the council and representatives of the City until elections.

Council questions and comments followed.

Regular Meeting Minutes 11 August 16, 2022

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Bedolla to approve Out-of-State travel for Council Members Bedolla, Davis and Mayor Pro Tem Vargas to Miami Florida for 2022 Rail Volution Conference pursuant to City Council Travel Policy. Roll call found Council Members Bedolla, Davis, Mayor Pro Tem Vargas and Mayor Young all in favor; passed and so ordered. Council Member Arriola was absent from roll call.

3.H APPOINT RENU MILES TO THE SAN JOAQUIN COUNTY MOSQUITO

ABATEMENT DISTRICT BOARD TO SERVE THE REMAINDER OF THE
VACATED TERM BEGINNING AUGUST 17, 2022 AND ENDING JUNE 30, 2024

Necy Lopez, Deputy City Clerk provided the staff report.

Council Subcommittee Members Davis and Mayor Young announced their recommendations for appointment to the San Joaquin County Mosquito Abatement District Board.

There was no public comment.

There was no Council comment.

ACTION: Motion was made by Council Member Davis and seconded by Council Member Bedolla to appoint Renu Miles to the San Joaquin County Mosquito Abatement District Board to serve the remainder of the vacated term beginning August 17, 2022 and ending June 30, 2024. Roll call found Council Members Arriola, Bedolla, Davis, Mayor Young in favor; passed and so ordered. Mayor Pro Tem Vargas absent from roll call.

4. ITEMS FROM THE AUDIENCE – Dotty Nygard requested an update for the need of an environmental committee to address sustainability action plan, asked about educational information to the public for the food waste program, announced California Clean Air Coalition will be hosting an event in October and Tracy Tree Foundation event on October 8th to plant trees in Tracy and will be starting a community garden at the Housing Authority on West Street.

Alice English continued speaking on the earlier topic from “Items From The Audience” about an incident regarding donations solicited by Mayor Young, thanked Council Members Bedolla and Davis for their conduct on the August 2nd meeting, and urged Council Members to stop the grandstanding and stick to the agenda and follow the Brown Act.

William Muetzenberg echoed sentiments from Ms. Nygard regarding the formation of an environmental committee, expressed the importance of housing and building smart housing that provides more accessibility to bungalow, apartment, or condominium type homes rather than single family homes. This will encourage community building and encourage smart growth and development.

Regular Meeting Minutes 12 August 16, 2022

5. STAFF ITEMS – City Manager, Michael Rogers shared that the City was awarded a 2023 Cities for Workforce Health Program Grant that will be awarded at League of California Cities Annual Conference and Expo during their September 8th general session. Mr. Rogers provided information about nearby cooling stations. For further information on cooling stations community members are encouraged to call 211.

Encouraged community members to visit atthegrand.org to see what programing will be available this season.

6. COUNCIL ITEMS – Council Member Arriola stated he testified before the State Legislature regarding Monkey Pox. Based on this San Joaquin County now has received an additional 750 vaccine doses up from 10 doses. Council Member Arriola testified against Anthony Waiters child torture case and thanked community and police for having their voices heard. Reminded community about the Homeless Advisory Committee Meeting on Monday, August 22nd at 7:00 p.m.

Mayor Pro Tem Vargas shared Valley Link information and there will be a meeting held here at the City in September. Mayor Pro Tem Vargas announced she will be traveling in September to attend the Latino Caucus of the California League of Cities Conference.

Council Member Bedolla requested staff to analyze Senate Bill 1338 by Umberg and Eggman and supported by Assembly Member Carlos Villapudua and implement those tools for housing and mental health assistance as soon as possible. Council Member Arriola seconded the request.

Council Member Davis requested clarification regarding security delays in getting this implemented at Pescadero Park and what can be done for that to happen sooner rather than later. Assistant City Manager Midori Lichtwardt clarified that there was an RFP that went out and now there is a contract that is in the process of being finalized.

Council Member Davis asked about the food waste program education. Ms. Lichtwardt responded that a memo can be provided since there is not an update at this time.

Council Member Davis shared information on cooling centers, asked individuals to check on their elderly neighbors and on pets during this heatwave and shared ADA concerns regarding the sidewalks and asked how the City is addressing these issues and how can citizens report these issues. City Manager Michael Rogers responded community members can report any issues such as these on an app called Go Request.

Council Member Davis asked for clarification regarding Lammers Area Road being repaved and not repainted. Mr. Rogers clarified that this issue has been corrected.

Council Member Davis requested an update to the General Plan and asked what is happening with that. Mr. Rogers clarified that this is currently in process.

Council Member Davis asked about damaged seating area in front of City Hall and when is that expected to be fixed. Mr. Rogers clarified the incident that caused the damage, and that Public Works is currently awaiting more information from the vendor for the completion of repairs.

Council Member Davis complimented staff on parking lot work done at Legacy Fields.

Regular Meeting Minutes 13 August 16, 2022

Mayor Young stated that she provided copies by email of her Council Report to staff and fellow Council Members. Wished everyone a safe and happy Labor Day.

7. ADJOURNMENT – Time: 11:50 p.m.

ACTION: Motion was made by Mayor Pro Tem Vargas and seconded by Council Member Davis to adjourn. Roll call found all in favor; passed and so ordered.

The above agenda was posted at the Tracy City Hall on August 19, 2022. The above are action minutes. A recording is available at the office of the City Clerk.

____________________________
Mayor

ATTEST:

__________________________
City Clerk
September 6, 2022

AGENDA ITEM 1.B

REQUEST

ADOPT A RESOLUTION MAKING FINDINGS AND RE-AUTHORIZING REMOTE

TELECONFERENCE MEETINGS OF THE CITY COUNCIL AND ALL LEGISLATIVE BODIES OF THE CITY OF TRACY FOR THE PERIOD FROM SEPTEMBER 7, 2022 THROUGH OCTOBER 6, 2022 PURSUANT TO THE BROWN ACT

EXECUTIVE SUMMARY

AB 361 allows legislative bodies to use abbreviated teleconferencing procedures during a declared state of emergency upon the making of required findings. These abbreviated procedures allow a body to conduct remote teleconference meetings without compliance with paragraph (3) of subdivision (b) of section 54953 of the Ralph M. Brown Act (Cal. Gov.

Code section 54950 – 54963).

On March 17, 2020, the City Council of the City of Tracy ratified the declaration of an emergency by the City Manager due to COVID-19 in accordance with Chapter 3.26 of the Tracy Municipal Code. The City Council subsequently adopted resolutions with requisite findings authorizing remote teleconference meetings of the City Council and all legislative bodies of the City of Tracy, including Boards and Commissions, pursuant to AB 361.

While the City has allowed in-person attendance at City Council meetings, the City is experiencing an increase in rates of COVID-19 cases within the County of San Joaquin and amongst the City staff pool. Due to this increase, the City reinstated social distancing protocols at in-person attendance at City Hall and encouraged the use of teleconferencing for City Council meetings.

On August 16, 2022, City Council adopted Resolution 2022-109, which made findings and authorized remote teleconference meetings of the City Council and all legislative bodies of the City of Tracy, including Boards and Commissions, for the period of August 17, 2022 through September 16, 2022. In order to maintain compliance with Section 54953(e) of the Ralph M. Brown Act (Gov. Code section 54950 – 54963) which allows the continued use of teleconferencing, Council must make the required findings and re- authorize remote teleconferencing meetings of the legislative bodies for the City of Tracy.

This item requests that the City Council approve this proposed action for continued compliance with the Brown Act.

DISCUSSION

On June 11, 2021, Governor Newsom issued Executive Order N-08-21, which among other things rescinded his prior Executive Order N-29-20 and set a date of October 1, 2021, for public agencies to transition back to public meetings held in full compliance with the Brown Act.

Agenda Item 1.B
September 6, 2022

As the Delta variant has surged in California, the Legislature took action to extend the COVID-19 exceptions to the Brown Act’s teleconference requirements, subject to some additional safeguards. On September 16, 2021, Governor Newsom signed Assembly Bill 361, to allow a local agency to use teleconferencing if certain circumstances exist without complying with the Brown Act’s traditional agenda posting, physical access, and quorum requirements for teleconferencing provisions (Attachment A).

The goal of AB 361 is “to improve and enhance public access to local agency meetings during the COVID-19 pandemic and future applicable emergencies, by allowing broader access through teleconferencing options” consistent with Executive Order N-29-20. The bill contains an urgency clause, which made the bill effective upon signing with a sunset date of January 1, 2024.

The new Section 54953(e)(1) of the Brown Act, as amended by AB 361, allows legislative bodies to continue to meet via teleconference without complying with the Brown Act’s teleconferencing requirements, but only during a state of emergency proclaimed by the Governor, in which, 1) state or local health officials have imposed or recommended measures to promote social distancing, or 2) the legislative body has determined by majority vote that meeting in person would present an imminent risk to the health or safety of the attendees.

A local agency that holds a meeting under these circumstances would be required by AB 361 to follow the steps listed below, in addition to giving notice of the meeting and posting agendas as required under the Brown Act. These additional requirements are intended to protect the public’s right to participate in the meetings of local agency legislative bodies.

Pursuant to AB 361 local agencies are required to do all of the following in addition to meeting notice requirements under the Brown Act:

• Allow the public to access the meeting and require that the agenda provide an opportunity for the public to directly address the legislative body pursuant to the Brown Act’s other teleconferencing provisions.
• In each instance when the local agency provides notice of the teleconferenced meeting or posts its agenda, give notice for how the public can access the meeting and provide public comment.
• Identify and include in the agenda an opportunity for all persons to attend via a call-in or an internet-based service option; the legislative body needs not provide a physical location for the public to attend or provide comments. • Conduct teleconference meetings in a manner that protects the statutory and constitutional rights of the public.
• Stop the meeting until public access is restored in the event of a service disruption that either prevents the local agency from broadcasting the meeting to the public using the call-in or internet-based service option or is within the local agency’s control and prevents the public from submitting public comments (any actions taken during such a service disruption can be challenged under Agenda Item 1.B
September 6, 2022

the Brown Act’s existing challenge provisions).
• Not require comments be submitted in advance (though the legislative body may provide that as an option) and provide the opportunity to comment in real- time.
• Provide adequate time for public comment, either by establishing a timed public comment period or by allowing a reasonable amount of time to comment.
• If the legislative body uses a third-party website or platform to host the teleconference, and the third-party service requires users to register to participate, the legislative body must provide adequate time during the comment period for users to register and may not close the registration comment period until the comment period has elapsed.

While the City has allowed in-person attendance at City Council meetings, the City is experiencing an increase in rates of COVID-19 cases within the County of San Joaquin and amongst the City staff pool. The San Joaquin County Public Health Services provided an update to the City Council of this situation at the June 7, 2022 meeting. In addition, the Human Resources Department of the City of Tracy has documented an increase in COVID-19 positive test rates amongst City staff in recent weeks. To minimize the exposure to COVID-19 from this recent surge, the City is reinstating social distancing protocols at in-person attendance at City Hall and encouraging the use of teleconferencing for City Council meetings.

Given these changed circumstances created by the increasing rates of COVID-19, the recommendation is that City Council make the following finds by majority vote every 30 days to continue using the bill’s exemption to the Brown Act teleconferencing rules.

If Council approves the proposed resolution, staff will present a staff report to Council every thirty days to verify that the circumstances continue to exist.

STRATEGIC PLAN

This agenda item relates to the City Council’s Strategic Priorities in the area of Public Safety (Goal #1 Support COVID-19 Public Health Recovery).

FISCAL IMPACT

There is no fiscal impact related to this agenda item.

RECOMM ENDATION

Staff recommends that Council adopt a resolution making findings and re-authorizing remote teleconference meetings of all legislative bodies of the City of Tracy for the period of September 7, 2022, to October 6, 2022, pursuant to the Brown Act.

Agenda Item 1.B
September 6, 2022

Prepared by: Bijal Patel, City Attorney

Reviewed by: Adrianne Richardson, City Clerk
Midori Lichtwardt, Assistant City Manager

Approved by: Michael Rogers, City Manager

ATTACHMENTS

A – Assembly Bill 361

ATTACHMENT A

APPROVED AS TO FORM AND LEGALITY

________________________
CITY ATTORNEY’S OFFICE

TRACY CITY COUNCIL

RESOLUTION NO. _______________

MAKING FINDINGS AND RE -AUTHORIZING REMOTE TELECONFERENCE

MEETINGS OF THE CITY COUNCIL AND ALL LEGISLATIVE BODIES OF THE CITY OF TRACY FOR THE PERIOD OF SEPTEMBER 7, 2022, TO OCTOBER 6, 2022, PURSUANT TO THE BROWN ACT

WHEREAS, The City of Tracy is committed to preserving and nurturing public access and participation in meetings of the City Council; and

WHEREAS, All meetings of the City of Tracy’s legislative bodies are open and public, as required by the Ralph M. Brown Act (Cal. Gov. Code section 54950 – 54963), so that any member of the public may attend, participate, and watch the City’s legislative bodies conduct their business; and

WHEREAS, AB 361 allows legislative bodies to use abbreviated teleconferencing procedures during a declared state of emergency upon the making of required findings, so as to allow a body to conduct remote teleconference meetings without compliance with paragraph (3) of subdivision (b) of section 54953 of Brown Act; and

WHEREAS, On March 17, 2020, the City Council of the City of Tracy ratified the declaration of an emergency by the City Manager due to COVID-19 in accordance with Chapter

3.26 of the Tracy Municipal Code; and

WHEREAS, While the City has allowed in-person attendance at City Council meetings, the City is experiencing an increase in rates of COVID-19 cases within the County of San Joaquin and amongst the City staff pool; and

WHEREAS, The San Joaquin County Public Health Services provided an update of the increasing rates at the June 7, 2022, City Council meeting; and

WHEREAS, the Human Resources Department of the City of Tracy has documented an increase in COVID-19 positive test rates amongst City staff in recent weeks; and

WHEREAS, To minimize the exposure to COVID-19 from this recent surge, the City reinstated social distancing protocols at in-person attendance at City Hall and encouraged the use of teleconferencing for City Council meetings; and now therefore be it

RESOLVED:

Section 1. Recitals. The Recitals set forth above are true and correct and are incorporated into this Resolution as findings of this City Council by this reference.

Section 2. Findings. The City Council hereby finds the following:

Resolution 2022-

A. That due to COVID-19, including the recent surge being experienced in the City of Tracy, holding City Council and other legislative body meetings exclusively in person will present imminent risk to the health and safety of attendees.

B. That COVID-19 has caused, and will continue to cause, conditions of peril to the safety of persons within the City that are likely to be beyond the control of services, personnel, equipment, and facilities of the City, and desires to affirm a local emergency exists and re-ratify the proclamation of a state of emergency by the Governor of the State of California.

Section 3. Remote Teleconference Meetings. The City Council, including Council subcommittees, and all Boards and Commissions of the City of Tracy are hereby authorized and directed to take all actions necessary to carry out the intent and purpose of this Resolution including, continuing to conduct open and public meetings in accordance with Government Code section 54953(e) and other applicable provisions of the Brown Act for the period of September 7, 2022 through October 6, 2022. * * * *
* * * * * * * * * *

The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on September 6, 2022 by the following vote:

AYES: CO
UNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:
___________________________________________
NANCY
D. YOUNG
Mayor of the City of Tracy, California
ATTEST
:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
September 6, 2022
AGENDA ITEM 1.C

REQUEST
ADOPT A RESOLUTION AUTHORIZING THE ACCEPTANCE OF $255,000 FROM

THE UNITED STATES DEPARTMENT OF JUSTICE BYRNE DISCRETIONARY COMMUNITY PROJECTS GRANT FOR FUNDING THE POLICE DEPARTMENT’S

LICENSE PLATE READER PROGRAM, APPROVING THE APPROPRIATION TO THE POLICE DEPARTMENT’S OPERATIONAL BUDGET FOR FISCAL YEAR 22/23,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AWARD

ACCEPTANCE

EXECUTIVE SUM
MARY
The City of
Tracy has been awarded $255,000 from the federal Byrne Discretionary Community Projects Grant for implementing a more robust License Plate Reader (LPR) program. This report recommends that the City Council accept the grant and authorize an appropriation of $255,000 to the Tracy Police Department budget for fiscal year 2022/2023.

DISCUSSIO
N
The Tracy Police Department learned of an opportunity for federal funding through U.S.

Representative Josh Harder’s Office and through the Federal Appropriations Committee in March 2021, and requested assistance for implementing a more robust License Plate Reader (LPR) program to aid in identifying leads, solving criminal cases, and reducing crime.

Tracy Police Department’s proposal included the r equest to procure a contract with a vendor who provides LPR technology and support. Through this contract, the Department will enter into a lease/licensing option for cameras, necessary accessories, installation, and implementation services. This allows the agency to easily upgrade equipment when technology advances and equipment becomes outdated. This also keeps costs down by not having to purchase total equipment replacements every few years. Tracy Police Department would also gain access to a network of over 500,000,000 license plate reads per month through Northern California Regional Intelligence Center.

Through the limited program currently in place, the Tracy Police Department has already seen the tremendous value gained through license plate reader technology. In 2020 and 2021, the Police Department was able to ident ify and apprehend several suspects involved in crime related to mail theft, robbery, attempted murder, and auto theft.

According to Tracy Police Department Delta Ratt Auto Task Force, approximately 90% of
task force arrests in the City of Tracy for stolen vehicles come from LPR data scans.

Tracy Police Department was informed they were successful in receiving the award on July 28, 2022. The Byrne Discretionary Community Project Grant will greatly assist the Tracy Police Department’s transition from program concept to actual implementation of a Agenda Item 1.C
September 6, 2022

more robust License Plate Reader (LPR) program to aid in identifying leads, solving criminal cases, and reducing crime by serving as a deterrent. Funding would have a significant contribution on the Department’s goals to build partnerships, address crime, improve our capacity to effectively plan, manage, and allocate response and investigative resources, and provide more effective and responsive law enforcement response and crime solving strategies. Lastly, it would help us achieve the City of Tracy's Strategic priorities in the areas of public safety, governance, and quality of life.

STRATEGIC
PLAN
This agenda ite
m relates to Council’s strategic priority for Public Safety Goal # 4 – Strengthening community safety through crime reduction prevention activities.

FISCAL IM
PACT
The grant award o
f $255,000 will fund the entire Tracy Police Department’s License Plate Reader Program. There will be no negative impact to the City as there is no City match required. Upon acceptance, the $255,000 will be appropriated to the Police Department’s Operational Budget for fiscal year 22/23.

RECOMMENDA
TION
Staff recommends that City Council adopt a resolution authorizing the acceptance of $255,000 from the United States Department of Justice Byrne Discretionary Community Projects Grant for funding the Police Department’s License Plate Reader Program, approving
the appropriation to the Police Department’s operational budget for fiscal year 22/23, and authorizing the City Manager to execute the award acceptance.

Prepared by: Bet
h Lyons-McCarthy, Support Operations Manager
Reviewed by: S
ekou Millington, Chief of Police
Sara Cowell, Interim Director of Finance
Midori Lichtwardt, Assistant City Manager
Approved by: Mic
hael Rogers, City Manager

APPROVED AS TO FORM AND LEGALITY
________________________

CITY AT
TORNEY’S OFFICE

TRACY CITY

COUNCIL

RESOLUT
ION NO. _______________
APPROVING THE ACCEPTANCE OF $255,000 FROM THE UNITED

STATES DEPARTMENT OF JUSTICE BYRNE DISCRETIONARY

COMMUNITY PROJECTS GRANT FOR FUNDING THE POLICE
DEPARTMENT’S LICENSE PLATE READER PROGRAM, APPROVING
THE APPROPRIATION TO THE POLICE DEPARTMENT’S
OPERATIONAL BUDGET FOR FISCAL YEAR 22/23, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE AWARD

ACCEPTANCE
WHEREAS, the City of Tracy has been awarded $255,000 from the federal Byrne Discretionary Community Projects Grant for implementing a more robust License Plate Reader program; and
WHEREAS, the funding will be a significant contribution to the Tracy Police Department’s goals to build partnerships, address crime, improve capacity to effectively plan, manage, and allocate response and investigative resources, and provide more effective and responsive law enforcement response and crime solving strategies; and
WH
EREAS, the grant award of $255,000 will fund the entire Tracy Police Department’s License Plate Reader Program; and
WHEREAS, the City of Tracy is committed to working with the community toward keeping the City safe through the use of technology , and the placement of additional License Plate Readers at all main entry/exit points of the City, major commercial areas, and “hot” intersections that have high traffic volume will assist with reducing crime and expedite the apprehension of criminals; now, therefore, be it
RESOLVED: That the City Council her eby approves the acceptance of $255,000 from the United States Department of Justice Byrne Discretionary Community Projects for funding the Police Department’s
License Plate Reader program, and approves the appropriation to the Police Department’s budget for fiscal year 22/23; and be it FURTHER RESOLVED: That the City C ouncil hereby authorizes the City M anager to execute the award acceptance.
* * * * * * * * * * * * * *
ABSENT: COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:
___________________________________________
NANCY D. YOUNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on September 6, 2022 , by the following vote:

AYES:

NOES:

COUNCIL MEMBERS:

COUNCIL MEMBERS:

Resolution 2022-

September 6, 2022
AGENDA ITEM 1.D

REQUEST

STAFF RECOMMENDS THAT THE CITY COUNCIL ADOPT A RESOLUTION APPROVING AMENDMENT NO. 1 TO THE MASTER PROFESSIONAL SERVICES AGREEMENT WITH HDR ENGINEERING, INC. FOR ON-CALL PUBLIC OUTREACH SERVICES WITH A NOT-TO-EXCEED AMOUNT OF $200,000 PER YEAR AND

EXTENDING THE AGREEMENT FROM ONE YEAR TO THREE YEARS

EXECUTIVE SUMMARY
The proposed amendment will amend the Master Professional Services Agreement (Agreement) to increase the amount to $200,000 per year and extend the Agreement for two years to allow for additional work to increase communications with the public.

DISCUSSION
On December 9, 2020, staff issued a Request for Proposals (RFP) for on-call public outreach services and received five responses. A panel of reviewers determined that HDR Engineering, Inc.
(HDR) was the best candidate to serve the Engineering
Division’s needs. An Agreement (Attachment A) with HDR for on-call public outreach services was approved by the City Manager on September 21, 2021. HDR has been assisting staff with the preparation of
materials related to public outreach for the City’s
Master Plan updates, construction projects, and assiste d with some preliminary updates to the Master Plan page on the City’s website.

The proposed amendment will allow staff to continue using HDR’s assistance for public outreach related to Engineering projects. The Engineering Division would like to provide outreach to the public on Capital Improvement Projects (CIPs), with additional attention to high-profile CIPs, such as Corral Hollow Corridor and Bessie Avenue. In addition, staff would like to provide more information to the public regarding Engineering Infrastructure Planning, and Land Development Administration. The City’s Public Information Officer has been consulted and included in discussions with HDR on how to make important information easily understandable and readily available to the public.

Staff is working with HDR to create two micro-sites, linked to the City’s website, dedicated to Corral Hollow Corridor and Bessie Avenue. Thes e sites will allow the public to access information on the planned improvements, budget, timeline, current project status, before and after photos, and a Frequently Asked Questions (FAQs) page. Staff also plans to utilize HDR for public outreach services such as soci al media graphics, town hall meetings, and community focus groups to increase awareness and gather input on these important projects.

The Engineering Division would also like to create an interactive map of the City’s CIP projects. This will allow the public to view all active CIP projects and get more information on each project. Staff also anticipates a timeline, a “coming soon” section, a sear
ch option, and a FAQs page. In addition, staff plans to repackage the current webpage to make it more user-friendly, including a traffic modeling section, an Agenda Item 1.D
September 6, 2022

interactive map, and a page featuring backbone infrastructure projects.

The last item staff plans to work on with HDR is a tool for land developers. Staff will develop a feature where the land developers can find the status of their Land Development Projects and agreements. Allowing land developers to access this information on the City website will reduce the time staff spends looking up the information and facilitate greater transparency. HDR will also assist staff to create a FAQs section and comment/survey section for residents and land developers.

HDR has the knowledge and expertise in Public Outreach to assist the Engineering Division in executing the above items in the most effective way for the public. Staff have been satisfied with the work provided by HDR to date and would like to amend the agreement to allow for more public outreach assistance. The proposed amendment will increase the
funds available to $200,000 per year and extend the Agreement for two years. Without the amendment , staff will not have enough funding available on the current agreement to complete the items discussed above and will not be able to move forward with making this
important information available to the public while creating more
transparency in the Engineering Division.

The public has expressed interest in accessing the information described above. The execution of the proposed amendment will result in additional public outreach.

The Engineering Division has consulted with the Public Information Officer to create micro-sites for Corral Hollow Corridor and Bessie Avenue. The Public Information Officer will continue to be included in the team working with HDR.

FISCAL IMPACT
The cost for thi
s amendment will be a not-to-exceed amount of $200,000 per year. The funding for these services will be through a combination of engineering fees, budgeted CIP projects, and program management fees.

CEQA DETERMINATION
Not applicab
le.

STRATEGIC PLAN
This agenda item
supports the City of Tracy’s Governance Strategic Priority, which is to enhance fiscal stability, retain and attract new talent, improve the use of technology, and enhance transparency for the betterment of the Tracy community.

RECOMMENDATION
Staff recommends that the City Council adopt a resolution approving Amendment No. 1 to the Master Professional Services Agreement with HDR Engineering, Inc. for on-call public outreach services with a not-to-exceed amount of $200,000 per year and extending the Agreement from one year to three years.

Agenda Item 1.D
September 6, 2022

Prepar
ed by: Veronica Child, Management Analyst I
Revi
ewed by: Robert Armijo, PE, City Engineer / Assistant Development Services Director Kris Balaji, PMP, PE, Development Services Director
Sara Cowell, Interim Finance Director
Midori Lichtwardt, Assistant City Manager
Approv
ed by: Michael Rogers, City Manager

ATTACHMENTS
Attachm
ent A – MPSA with HDR Engineering, Inc.

Attachment B – Amendment No. 1 to the MPSA with HDR Engineering, Inc.

City of Tracy- Master Professional Services Agreement with HDR Engineering, Inc.

CITY OF TRACY

MASTER PROFESSIONAL SERVICES AGREEMENT
WITH HDR ENGINEERING, INC.

On Call Public Outreach for Engineering
This Master Professional Services Agreement (Agreement) is entered into between the City of Tracy, a municipal corporation (City), and HOR Engineering, Inc., a Nebraska Corporation (Consultant). City and Consultant are referred to individually as "Party" and collectively as "Parties." Recitals
A. City desires to retain Consultant to on call public outreach services; and

8. On December 9, 2020, the City issued a Request for Proposals (RFP) for the On Call Public Outreach Services for Engineering (Project). On January 5, 2021, Consultant submitted its proposal for the Project to the City. City evaluated all proposals and has determined that Consultant possesses the skills, experience and certification required to provide the services.

C. After negotiations between the City and Consultant, the Parties have reached an agreement for the performance of services in accordance with the terms set forth in this Agreement.

D. This Agreement is being executed pursuant to Urgency Ordinance No. 1285.

Now therefore, the Parties mutually agree as follows:

1. Scope of Work. Consultant shall perform the services generally described in Exhibit "A" attached, and incorporated by reference, as directed by written Notice to Proceed by the City Engineer. The services shall be performed by, or under the direct supervision of, Consultant's Authorized Representative: Heleana Galvan. Consultant shall not replace its Authorized Representative, nor shall Consultant replace any of the personnel listed in Exhibit "A," nor shall Consultant use or replace any subcontractor or subconsultant, without City's prior written consent. A failure to obtain the City's prior written consent for any change or replacement in personnel or subcontractor/subconsultant may result in the termination of this Agreement.

1.1 Non-Exclusive Agreement. The City reserves the right to contract with other consultants providing the same or similar scope of services described above during the term of this Agreement. The City further reserves the right to, assign work, at its sole discretion, to consultants other than Consultant based on City's budget, experience, and skills of consultants based on the City's specific needs.

2. Time of Performance. Time is of the essence in the performance of services under this Agreement and the timing requirements set forth shall be strictly adhered to unless otherwise modified in writing in accordance with this Agreement. Consultant shall begin performance, and shall complete all required services no later than the dates set forth in each individual Notice to Proceed. Any services for which times for performance are not specified in each individual Notice to Proceed shall be started and completed by Consultant in a reasonably prompt and timely manner based upon the circumstances and direction communicated by the City to the Consultant. Consultant shall submit all requests for time extensions to the City in writing no later than ten days after the start of the condition which purportedly caused the delay, and not later than the date on which performance is due. City shall grant or deny such requests at its sole discretion.

2.1 Term. The term of this Agreement shall begin on the date of execution of this agreement and end after one year, unless terminated for any reason, including a lack of appropriated funds to compensate services provided under this Agreement, in accordance with Section 6. Any such

Attachment A
City of Tracy- Master Professional SeNices Agreement with HOR Engineering, Inc. termination of this Agreement due to failure of the City of Tracy Council to appropriate funds for payment for services under this Agreement shall not be a breach of the Agreement.

2.1.1 Option to Extend. This Agreement may be extended for an additional 2 years by the City Manager following a written determination that Consultant has satisfactorily met all the requirements of this Agreement.

3. Compensation. City shall pay Consultant on a time and expense basis, at the billing rates set forth in Exhibit "B," attached and incorporated by reference for services performed under this Agreement.

3.1 Not to Exceed Amount. Consultant's total compensation under this Agreement shall not exceed $100,000. Consultant's billing rates under this agreement may be annually increased in January of each year by the lesser of 3% or the annual increase in the Cost of Living Index -All items, for the Sacramento Metropolitan Region. No work shall be performed by Consultant in excess of the total compensation amount provided in this section without the City's prior written approval.

3.2 Invoices. Consultant shall submit monthly invoice(s) to the City that describe the services performed, including times, dates, and names of persons performing the services.

3.2.1 If Consultant is providing services in response to a development application, separate invoice(s) must be issued for each application and each invoice shall contain the City's designated development application number.

3.2.2 Consultant's failure to submit invoice(s) in accordance with these requirements may result in the City rejecting said invoice(s) and thereby delaying payment to Consultant.

3.3 Payment. Within 30 days after the City's receipt of invoice(s), City shall make payment to the Consultant based upon the services described on the invoice(s) and approved by the City.

4. Indemnification.

4.1 Indemnity for Professional Liability: When the law establishes a professional standard of care for Consultant's Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend, and hold harmless City and any and all of its officials, employees and agents from and against any and all losses, liabilities, damages, costs, and expenses, including legal counsel's fees and costs arising out of the negligence of Consultant (and its Subconsultants). Consultant shall not be obligated to defend or indemnify City for the City's own negligence or for the negligence of others.

4.2 Indemnity for Other Than Professional Liability: Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, defend, and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including legal counsel's fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including, but not limited to, officers, agents, employees, or subcontractors of Consultant.

4.3 The provisions of this section survive completion of the services or the termination of this Agreement, and are not limited by the provisions of Section 5 relating to insurance.

5. Insurance. Consultant shall, throughout the duration of this Agreement, maintain insurance to cover Consultant, its agents, representatives, and employees in connection with the performance of services under this Agreement at the minimum levels set forth herein.

5.1 Commercial General Liability (with coverage at least as broad as ISO form CG 00 01 01 96) "per occurrence" coverage shall be maintained in an amount not less than $4,000,000 general aggregate and $2,000,000 per occurrence for general liability, bodily injury, personal injury, and property damage.

CITY OF TRACY
AMENDMENT NO. 1 TO
Master Professional Services Agreement with HDR Engineering, Inc.

On Call Public Outreach for Engineer ing
This Amendment No. 1 (Amendment) to the Master Professional Services Agreement is entered into between the City of Tracy, a municipal corporation (City), HDR Engineering, Inc., a Nebraska Corporation (Consultant). City and Consultant are referred to individually as “Party” and collectively as “Parties.”
Recitals
A. The City an
d Consultant entered into a Master Professional Services Agreement (Agreement) for on call public outreach services which was approved by the City Manager on September 21, 2021.

B. The parties
now seek to amend the agreement to increase compensation in order to perform additional tasks for the Engineering Department.

C. This Am
endment is being executed pursuant to Resolution No. ____ approved by Tracy City Council on ______, 2022.

Now ther
efore, the Parties mutually agree as follows:

1. Incorporation by R
eference. This Amendment incorporates by reference all terms set forth in the Agreement, unless specifically modified by this Amendment. The terms which are not specifically modified by this Amendment will remain in effect.

2. Terms of
Amendment.

A. Section

2.1. is hereby amended and replaced in its entirety to read as follows:

The term of this
Agreement shall begin on the date of execution of this agreement and end after three years, unless terminated for any reason, including a lack of appropriated funds to compensate services provided under this Agreement, in accordance with Section 6. Any such termination of this Agreement due to failure of the City of Tracy Council to appropriate funds for payment for services under this Agreement shall not be a breach of the Agreement.

B. Section 2.1.
1 is removed in its entirety.

C. Section 3.1
is hereby amended and replaced in its entirety to read as follows:

Not to E
xceed Amount. Consultant’s total compensation under this Agreement shall not exceed $200,000 per year. Consultant’s billing rates under this agreement may be annually increased in January of each year by the lesser of 3% or the annual increase in the Cost-of-Living Index – All items, for the Sacramento Metropolitan Region. The Cost-of-Living increase shall be included in the not to exceed amount of $200,000. Additionally, no work shall be performed by Consultant in excess of the Attachment B
City of Tracy – Amendment No. 1 to Agreement with HDR Engineering, Inc.

total compensation amount provided in this section without the City’s prior written approval.

3. Modificat
ions. This Amendment may not be modified orally or in any manner other than by an agreement in writing signed by both parties, in accordance with the requirements of the Agreement.

4. Severabilit
y. If any term of this Amendment is held invalid by a court of competent jurisdiction, the Amendment shall be construed as not containing that term, and the remainder of this Amendment shall remain in effect.

5. Signatur
es. The individuals executing this Amendment represent and warrant that they have the right, power, legal capacity and authority to enter into and to execute this Amendment.

This Amendment shall inure to the benefit of and be binding upon the parties and their respective successors and assigns.

The Parties
agree to the full performance of the terms set forth here.

City of Tracy
By: _____
____________________
Nancy Young
Title: Mayor
Date: ________________________
HDR Engineering, Inc., a Nebraska
Corporation
By: ____
____________________
Holly Kennedy
Title: Senior Vice President
Date: ________________________
Attest:

By: _____
___________________________
Adrianne Richardson, City Clerk
Approved as to form
By: ____
____________________________
Bijal M. Patel, City Attorney
Vikrant Sanghai
Vice President

APPROVED AS TO FORM AND LEGALITY
________________________
CITY A
TTORNEY’S OFFICE

TRACY CITY COUNCIL
RESOLUTION NO. _____
APPROVING AMENDMENT NO. 1 TO MASTER PROFESSIONAL SERVICES AGREEMENT WITH HDR ENGINEERING, INC. FOR ON-C ALL PUBLIC OUTREACH WITH A NOT-T O-EXCEED AMOUNT OF $200,000 PER YEAR

AND EXTENDING THE AGREEMENT FROM ONE YEAR TO THREE YEARS WHEREAS, the City of Tracy’s Engineering Division required assistance with public outreac
h on certain Capital Improvement Projects (CIP); and

WHEREAS,
on December 9, 2020, the City issued a Request for Proposals for on-call public
outreach services and received five responses; and
WHE
REAS, a panel of evaluators identified HDR Engineering, Inc. (HDR) as the best candidate to provide these services to the Engineering Division; and WHEREAS, a Master Professional Services Agreement (Agreement) with HDR was approved by the City Manager on September 21, 2021 pursuant to Urgency Ordinance No. 1285; and
WHEREAS, HDR has been assisting the City with various public outreach projects to date under the Agreement; and
WHEREAS, the City is in need of additional public outreach, including two microsites, CIP project information, Land Development information, and an overall Engineering website revamp with the assistance of HDR; now, therefore, be it RESOLVED: That the City Council of the City of Tracy approves Amendment No. 1 to the Master Professional Services Agreement with HDR Engineering, Inc. for on-call public outreach with a not-to-exceed amount of $200,000 per year and extending the Agreement from one year to three years.
* * * * * *
* * * * * * * *
Resolution 2022-_____
Page
2 The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on the 6th of September, 2022 by the following vote:

AYES: COU
NCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:
___________________________________________
NANCY
D. YOUNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
September 6, 2022
AGENDA ITEM 1.E

REQUEST

ADOPT A RESOLUTION AUTHORIZING S UBMISSION OF THE BETTER CITIES FOR PETS GRANT APPLICATION FOR THE PROJECTED AMOUNT OF $20,000 TO

PROVIDE LOW COST ALTERATIONS FOR CE RTAIN DOG BREEDS AND TO SENIOR

CITIZEN OWNERS OF

FELINES, AND AUTHORIZING THE CITY MANAGER TO

ACCEPT AND

EXECUTE THE GRANT AGREEMENT, IF AWARDED
grant from the Better Cities for Pets organization for funding 188 alterations. Staff recommends
that the City of Tracy accept the grant, if awarded, and authorize an appropriation of
$20,000 to the Animal Services budget for FY 22/23.

Per Food and Agricultural Code 30503(a)(1) all animal shelters are required to alter (spay/ neuter) any canine or feline that is adopted from the shelter. Due to the high cost of spaying
and neutering the
animals, an adoption fee can be a financial barrier for those wanting to adopt from an animal shelter. From January 2020 to January 2 022, Tracy Animal Services impounded 1,725 canines and felines. Of the canines, only 16% of those pets were already altered upon intake. Of the felines, only .07% of those pets were already altered upon intake. This shows a dire need to encourage and support our co
mmunity in spaying and neutering.

The three main breeds that ar e filling the central valley shelters, including the Tracy Animal Shelter, are Pit Bulls, Siberian Huskies, German Shepherds and mixes of these breeds. Of the 982 dogs that were impounded by Tracy Animal Services, 445 (45%) were those three breeds out of 74 different recorded breeds brought into the shelter.

The City of Tracy Animal Services Unit identified an opportunity to apply for a grant through
the Better Cities for Pets organization to help provide a low-cost spaying and neutering voucher for German Shepherds, Pit Bulls, Huskies, and mixes of these breeds.

Eligibility
for the program will also include senior citizens that own felines and need their pet
altered. The grant award has the potential award up to $20,000 to provide funding for spay/neuter
services.

The average price for a spay/neuter at local veterinary clinics is over $300. The grant provides for the funding of 188 total pets (94 dogs and 94 cats) for a low-cost spay/neuter voucher to pets that are owned by Tracy residents. By providing alterations, this will reduce unwanted litters and potential inundation of the three most impounded breeds by Tracy Animal Services.

EXECUTIVE SUMMARY
The City of Tracy Animal Services Unit has identified an opportunity to apply for a $20,000

DISCUSSION
Agenda Item 1.E
September 6, 2022

Alterations have shown to make positive impacts for the overall health of a pet, lessens negative behavioral traits pets may exhibit, and helps lessen the issue of overpopulation for animal
shelters across the nation. By providing this service at a low cost for our community members, we are creating relationships within our community, providing support, and addressi
ng the main breeds currently entering the Central Valley shelters.

If awarded, this grant funding would provide the community with a valuable resource to facilitate spaying or neutering of family pets. Additionally, it is believed that assisting these pet owners
is helpful to the community at large by reducing the number of unplanned puppies and kittens as well as reduces the upward trend of certain breeds entering the shelter system.

Below is a
list of the grant goals and requirements:

Goals:
• Potentially preven
t 1120 unwanted puppies/kittens.
• Encourage overall health and support to pet owners in the community. • Provide a means to increase pet retention, as altered pets are less likely to roam.
• Prevent the shelter from the inundation of three specific breeds.

Grant requirement
s:
• Issue a press r
elease announcing the grant being awarded.
• Report requested data and tracking to Better Cities for Pets. • Provide a low cost spay/neuter voucher program for Tracy residents that own a Pit Bull, German Shepherd, or Siberian Husky.
• Provide a low cost spay/neuter for senior citizens who own cats.

This agenda item relates to Council’s Strategic Priorities for Public Safety.

If awarded the Tracy Animal Shelter will receive up to $20,000 from the 2022 Better Cities for Pets grant.

The $20,000 shall be appropriated to the Police Department’s Animal Services Operating Budget for FY 22/23. No City match is required.

Staff recommends the City Council adopt a resolution authorizing the submission of the Better Cities for Pets grant application for the projected amount of $20,000 to provide low cost alterations for certain dog breeds and to senior citizen owners of felines and authorizing the City Manager to accept and execute the grant agreement, if awarded.

STRATEGIC PLAN

FISCAL IMPACT

RECOMMENDATION
Agenda Item 1.E
September 6, 2022

Prepared By:

Reviewed By:

Approved By:

Brittany Pasquale, Animal Services Supervisor
Beth Lyons
-McCarthy, Support Operations Manager
Sekou M illington, Ch ief of Police
Sar
a Cowell, Interim Director of Finance
Mi
dori Lichtwardt, Assistant City Manager
Michael Rogers, City Manager

APPROVED AS TO FORM AND LEGALITY
________________________
CITY ATTORNEY’S OFFICE

TRACY CITY COUNCIL
RESOLUTION NO. _______________

AUTHORIZING SUBMISSION OF THE BETTER CITI ES FOR PETS GRANT APPLICATION FOR THE PROJECTED AMOUNT OF $20,000 TO PROVIDE

LOW COST ALTERATIONS FOR CERTAIN DOG BREEDS AND TO SENIOR

CITIZEN OWNERS OF FELINES, AND AUTHORIZING THE CITY MANAGER

TO ACCEPT AND EXECUTE THE GRANT AGREEMENT, IF AWARDED
WHEREAS, the City of Tracy Animal Shelter has identified an opportunity to apply for a $20,000 grant from the Better Cities for Pets organization for funding 188 alterations for senior citizens that own cats and any Tracy resident that owns a Pit Bull, Siberian Husky, German Shepherd, or mixes of these breeds; and
WHEREAS, the grant provides for the funding of 188 spay/neuter costs to pet owners within the City of Tracy; and
WHEREAS, by providing alterations, t his will reduce unwanted l itters, reduce negative behavioral issues, and potentially reduce the overcrowding of the Tracy Animal Shelter; and WHEREAS, the g rant a ward will be appropriated to the P olice Department’s A nimal Services Operational Budget for fiscal year 22/23: now, therefore, be it RESOLVED: That
the City Council hereby authorizes the submission of the Better Cities
for Pets grant application, for a potential award of $20,000; and be it FURTHER RESOLVED: That t he City Council hereby authorizes the City M anager to accept and execute the grant agreement, if awarded.
* * * * * * * * * * * * * *
The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on September 6, 2022, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:
___________________________________________
NANCY D.

YOUNG
Mayo
r of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
September 6, 2022
AGENDA ITEM 1.F

REQUEST

ADOPT A RESOLUTION APPROVING A TWO-YEAR MASTER SERVICES AGREEMENT WITH FLOCK GROUP, INC. FOR THE INSTALLATION, OPERATION,

AND MAINTENANCE OF AUTOMATED LICENSE PLATE READER TECHNOLOGY FOR A NOT TO EXCEED AMOUNT OF $25 5,000 AND AUTHORI ZING THE CITY

MANAGER TO EXECUTE THE AGREEMENT AND ANY AMENDMENTS

EXECUTIVE SUMMARY
Cameras and Aut
omated License Plate Reader (ALPR) technology have been used by police agencies to help solve crimes, especially those where an automobile has been used. ALPR tec hnology has continued t o evolve and has becom e less cost p rohibitive.

Traditional ALPR systems included expensive fixed camera locations or mobile devices mounted in patrol cars. The Tracy Police Department currently uses mobile ALPRs and is now looking to expand this beneficial tool to fixed locations in high crime areas.

DISCUSSION
The City of
Tracy already operates three technology program s that enhance traffic monitoring and safety in strategic locations in our jurisdiction: t he mobile License Plate Reader (LPR) program (Police Depar tment), the p arks camera program (Parks & Recreation) and the traffic camera infrastructure (Engineering). In an attempt to increase efficiency and effectiveness, as well as introduce additional te chnology, staff has wor ked with Flock Safety to develop a plan to ins tall ALPR cameras at fifteen strategic intersections in our jurisdiction.

As Flock Safe
ty is the sole manufacturer and developer of the Flock Safety Camera, the City Manager has reviewed the sole source certification and has approved the exception to the procurement of services requirements, as prescribed in the Tracy Municipal Code section 2.20.240 (b)(2).

To ensure transparen
cy and to remain consistent with the Police Department ’s commitment to open communication, aggregate capture data (without specific identifying information) will be made available to the public through a dedicated web page hosted on Tracy Police Department ’s website. The information will include, among other s, number of captur ed license plate, positive “hits” identifying wanted vehic les and the status of cameras.

The Flock Safe
ty Automated License Plate Reader (ALPR) System is a deployment of cameras throughout an area to provide greater coverage and more de tailed information for law enforcement. Flock’s cameras capture dat e, time, locat ion, license plate (state, partial, paper, and no plate), vehicle details (type and color), as well as objects (bicycle, animals, and people). The system alerts police of wanted vehicl es which are i dentified by the system. Flock Safety is al ready present in our community through private contracts and deployment of cameras in neighborhoods supported by Homeowners ’ Associations, such as Ellis Town and Hidden Lake.

Agenda Item 1.F
September 6, 2022

Flock Safety provides a desirable approach to deploying ALPR cameras throughout the community. Unlike other fixed or mobile ALPR devices, the Flock system provides the ability to cover more area of the City with system maintenance provided by the vendor rather than City staff. The Flock program is an all-inclusive model for deploying the ALPR cameras. Flock Safety is the sole manufacturer and developer of the Flock Safety camera.

The key bene
fits of Flock are that they charge an annual flat rate lease per camera of $2,500, w hich is wirele ss, free of i nfrastructure setup, and has the option for solar or direct power. They also include a warranty, Criminal Justice Information Services (CJIS) compliant cloud- based hosting, unlimited user licenses, ongoing software enhancements, camera setup, mounting, shipping, handling, and a cellular connection.

The Flock lease program prevents the City from being burdened with maintaining costly equipment at the end of the agreement, which could require replacement.

The outcom
e of the project would be incr eased investigative capabilities for the Pol ice Department, directly contributing to the level of safety and quality of life in the community. In addition, new information related to flow of traffic would provide crucial metrics for the Traffic Enforcement Unit in t he Police Department, allowing staff to be more responsive to changing traffic conditions or concerns coming from the community.

The partnershi
p with Flock Safety gives the Tracy Police Department access to their network of over 500,000,000 license plate reads per month through NCRIC. In 2020, the Tracy Police Department utilized ALPR cameras to identify a homicide suspect’s vehicle which later led to the identity of the involved suspects and their arrest for murder.

Separately, the presence of ALPR cameras at one of the chosen locations would have provided crucial evidence in a currently unresolved fatal hit-and-run investigation.

Finally,
the Flock ALPR system will fully integrate with the AXON Fleet 3 in-car cameras, a project and purchase already approved by the City Council. This will represent a multiplier of resources, combining Flock’s fixed cameras with the mobile in-car cameras present in every patrol vehicle.

The length of
the proposed agreement is two years. Prior to the conclusion of the agreement, an analysis of the effectiveness of the program will be performed and, if supported by the finding, a renewal of the agreement would be requested.

FISCAL IMPACT
Tracy Polic
e Department has received a $255,000 grant from the Department of Justice designated specifically for this project . This grant will fund the entire project and cause no fiscal impact to the existing City of Tracy budget. If the program continues to yield positive results, a renewal after two years will incur additional c osts w hich will be addressed in the respective annual budget.

This agenda item relate s to the Council’s Strategic Plan in the area of Public Safety, specifically Goal #1 (Support efforts to enhance citywide traffic conditions) and Goal #3.1 (Leverage technology to enhance public safety awareness, response and performance).

RECOMMENDATION
Staff recommends that City Council ap prove by r esolution a Master S ervices Agreement with Flock Group Inc. , for the installation, operation, and maintenanc e of automated license plate reader technology for an amount not to exceed $ 255,000 and authorize the City Manager to execute the agreement.

Prepared by: Alex Neicu, Police Captain
Reviewed by: Sekou Millington, Chief of Police
Sara Cowell, Interim Director of Finance
Midori Lichtwardt, Assistant City Manager
Approved by: Michael Rogers, City Manager
ATTACHMENTS:

Attachment A: City Manager’s sole source exemption approval Attachment B: Flock Safety services agreement
Agenda Item 1.F
September 6, 2022

STRATEGIC PLAN

ATTACHMENT A
Think Inside the Triangle™
Memorandum
Date: January 17, 2022
To: Michael Rogers, City Manager
From: Alex Neicu, Police Department
Subject: Request Approval of Sole Source Provider
The Police Department has developed a project to implement automated license plate readers (ALPR) at strategic intersections in our jurisdiction, significantly increasing investigative abilities for the department.

The purpose of this memorandum is to request the approval of the purchase of the system from Flock Safety as the Sole Source Vendor.

As described in the attached Sole Source Statement by Flock Safety, their system provides a unique leased solution that bundles technology, installation, maintenance and cellular services in a solar-powered camera. Also significantly, it is the only system that currently interacts with the AXON Fleet 3 in-car cameras currently being installed in all Tracy PD patrol vehicles.

Tracy Municipal Code allows an exception to the RFP procedures “When the services can be obtained from only one source which has been reviewed and approved in writing by the City Manager.” [ TMC 2.20.140 (b)(2) ] Staff recommends that approval is granted, consistent to the provisions of the Tracy Municipal Code, to dispense with formal requests for proposals. _____________________________ _______________________
Reviewed and Approved by: Date
Sekou Millington, Chief of Police
______________________________ _______________________
Approved/Concur by Date
Michael Rogers, City Manager
DocuSign Envelope ID: 4EAD9786-BD20-4EB0-9119-8D891C658A53 1/19/2022 | 9:12 AM PST
1/19/2022 | 9:15 AM PST

Sole Source Letter for Flock Safety ALPR Cameras and Solution Flock Safety is the sole manufacturer and developer of the Flock Safety ALPR Camera. Flock Safety is also the sole provider of the comprehensive monitoring, processing, and machine vision services which integrate with the Flock Safety ALPR Camera.

The Flock Safety ALPR camera and devices are the only Law Enforcement Grade ALPR System to offer the following combination of proprietary features:

1. Patented Vehicle Fingerprint Technology:
○ Patented proprietary machine vision to analyze vehicle license plate, state recognition, vehicle color, vehicle type, vehicle make and objects (roof rack, bumper stickers, etc.) based on image analytics (not car registration data) ○ Machine vision to capture and identify characteristics of vehicles with a paper license plate and vehicles with the absence of a license plate ○ Ability to ‘Save Search’ based on description of vehicles using our patented Vehicle Fingerprint Technology without the need for a license plate, and set up alerts based on vehicle description
○ Only LPR provider with “Visual Search” which can transform digital images from any source into an investigative lead by finding matching vehicles based on the vehicle attributes in the uploaded photo

2. Integrated Cloud-Software & Hardware Platform:
○ Ability to capture two (2+) lanes of traffic simultaneously with a single camera from a vertical mass
○ Best in class ability to capture and process up to 30,000 vehicles per day with a single camera powered exclusively by solar power
○ Wireless deployment of solar powered license plate reading cameras with integrated cellular communication weighing less than 5lbs and able to be powered solely by a solar panel of 60W or less
○ Web based footage retrieval tool with filtering capabilities such as vehicle color, vehicle type, vehicle manufacturer, partial or full license plate, state of license plate, and object detection
○ Utilizes motion capture to start and stop recording without the need for a reflective plate
○ Motion detection allows for unique cases such as bicycle capture, ATV, motorcycle, etc.
○ On device machine processing to limit LTE bandwidth consumption ○ Cloud storage of footage
1170 Howell Mill Rd. NW · Suite 210, Atlanta, GA 30318
DocuSign Envelope ID: 4EAD9786-BD20-4EB0-9119-8D891C658A53 ○ Covert industrial design for minimizing visual pollution

3. Transparency & Ethical Product Design:
○ One-of-a-kind “Transparency Portal” public-facing dashboard that details the policies in place by the purchaser, as well as automatically updated metrics from the Flock system
○ Built-in integration with NCMEC to receive AMBER Alerts to find missing children ○ Privacy controls to enable certain vehicles to “opt-out” of being captured

4. Integrated Audio & Gunshot Detection:
○ Natively integrated audio detection capabilities utilizing machine learning to recognize audio signatures typical of crimes in progress (e.g., gunshots, screeching tires, glass breaking, gunshots, sawing metal)

5. Partnerships:
○ Flock Safety is the only LPR provider to officially partner with AXON to be natively and directly integrated into Evidence.com
○ Flock Safety is the only LPR provider to be fully integrated into a dynamic network of Axon’s Fleet 3 mobile ALPR cameras for patrol cars and Flock Safety’s Falcon cameras
○ Access to additional cameras purchased by our HOA and private business partners, means an ever-increasing amount of cameras and data at no additional cost

6. Warranty & Service:
○ Lifetime maintenance and support included in subscription price ○ Flock Safety is the only fully integrated ALPR one-stop solution from production of the camera to delivery and installation
○ Performance monitoring software to predict potential failures, obstructions, tilts, and other critical or minor issues
Thank you,
Garrett Langley CEO, Flock Safety
1170 Howell Mill Rd. NW · Suite 210, Atlanta, GA 30318
DocuSign Envelope ID: 4EAD9786-BD20-4EB0-9119-8D891C658A53 FLOCK GROUP INC.

SERVICES AGREEMENT

ORDER FORM
This Order Form together with the Terms (as defined herein) describe the relationship between Flock Group Inc. (“Flock”) and the customer identified below (“Agency”) (each of Flock and Customer, a ”Party”). This order form (“Order Form”) hereby incorporates and includes the “GOVERNMENT AGENCY AGREEMENT” attached (the “Terms”) which describe and set forth the general legal terms governing the relationship (collectively, the "Agreement" ). The Terms contain, among other things, warranty disclaimers, liability limitations and use limitations .

The Agreement will become effective when this Order Form is executed by both Parties (the “ Effective Date”).

Agency: Tracy Police Department
Legal Entity Name: \FSLegalEntityName{r}\
Contact Name: Alex Neicu
Address:
1000 Civic Center Plaza
Tracy, California 95376
Phone: 209-831-6650
E-Mail: [email protected]
Expected Payment Method:
\FSExpectedPaymentMethod1\
Billing Contact: \FSBillingContact1\
Tracy Police Department
1000 Civic Center
Tracy, CA 95376
Initial Term: 24 months
Renewal Term: 24 months
Billing Term: Annual payment due Net 30 per terms
and conditions
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

ATTACHMENT B
Name Price QTY Subtotal
Flock Safety Advanced Search 25-49 Falcons $3,500.00 1.00 x 2 yrs $7,000.00 Flock Falcon Camera $2,500.00 46.00 x 2 yrs $230,000.00 Implementation Fee $350.00 46.00 $16,100.00
(Includes one-time fees)
Initial Term Total: $253,100.00
Special terms:
• Agency shall pay the amount of $253,100.00 on or before the 30th day following receipt of initial invoice after the Effective Date.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF I have reviewed and agree to the Customer Implementation Guide on Schedule B at the end of this agreement.
\FSInitials1\
By executing this Order Form, Agency represents and warrants that it has read and agrees all of the terms and conditions contained in the Terms attached. The Parties have executed this Agreement as of the dates set forth below.

FLOCK GROUP, INC. Agency: Tracy Police Department/City of Tracy By: By:
\FSSignature1\
Name:
\FSFullname2\
Name:
\Michael RogersFSFMichael
Rogersullname1\
Title:
\FSTitle2\
Title:

Manager1\
Date:
\FSDateSigned2\
Date:
\FSDateSigned1\
FLOCK GROUP, INC.

By:
\
Name:
\FSFullname2\
Title:
\FSTitle2\
Date:
\FSDateSigned2\
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF Mark Smith
8/8/2022
General Counsel
8/8/2022
Chief Financial Officer
James LaCamp

GOVERNMENT AGENCY AGREEMENT
This Government Agency Agreement (this “Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Rd NW Suite 210, Atlanta, GA 30318 (“ Flock”) and the police department or government agency identified in the signature block of the order form (“Agency”) (each a “Party,” and together, the “Parties”).

RECITALS
WHEREAS, Flock offers a software and hardware solution for automatic license plate detection through Flock’s technology platform (the “Flock Service”), and upon detection, the Flock Services are capable of capturing audio, image, and recordings data of suspected vehicles (“Footage”) and can provide notifications to Agency upon the instructions of Non-Agency End User (“Notifications”);
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF WHEREAS, Agency desires access to the Flock Service on existing cameras, provided by Agency, or Flock provided Hardware (as defined below) in order to create, view, search and archive Footage and receive Notifications, including those from non-Agency users of the Flock Service (where there is an investigative or bona fide lawful purpose) such as schools, neighborhood homeowners associations , businesses, and individual users; WHEREAS, Flock deletes all Footage on a rolling thirty (30) day basis, Agency is responsible for extracting, downloading and archiving Footage from the Flock System on its own storage devices for auditing for prosecutorial/administrative purposes; and
WHEREAS, Flock desires to provide Agency the Flock Service and any access thereto, subject to the terms and conditions of this Agreement, solely for the awareness, prevention, and prosecution of crime, bona fide investigations by police departments, and archiving for evidence gathering (“Purpose”).

AGREEMENT
NOW, THEREFORE, Flock and Agency agree as follows and further agree to incorporate the Recitals into this Agreement.

1. DEFINITIONS
Certain capitalized terms, not otherwise defined herein, have the meanings set forth or cross-referenced in this Section 1.

1.1 "Agency Data” will mean the data, media and content provided by Agency through the Services. For the avoidance of doubt, the Agency Data will include the Footage.

1.2. “Agency Hardware ” shall mean the third-party camera owned or provided by Agency and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services. The term “Agency Hardware ” excludes the Embedded Software

1.3 “Authorized End User(s)” shall mean any individual employees, agents, or contractors of Agency accessing or using the Services through the Web Interface, under the rights granted to Agency pursuant to this Agreement.

1.4 “Documentation” will mean text and/or graphical documentation, whether in electronic or printed format, that describe the features, functions and operation of the Services which are provided by Flock to Agency in accordance with the terms of this Agreement.

1.5 “Embedded Software” will mean the software and/or firmware embedded or preinstalled on the Agency Hardware.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

1.6 “Flock IP” will mean the Services, the Documentation, the Embedded Software, the Installation Services, and any and all intellectual property therein or otherwise provided to Agency and/or its Authorized End Users in connection with the foregoing.

1.7 “Footage” means still images captured by the Agency Hardware in the course of and provided via the Services.

1.8 “Hardware” or “Flock Hardware” shall mean the Flock cameras or device, pole, clamps, solar panel, installation components, and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Flock Services. The term “Hardware” excludes the Embedded Software.

1.9 “Implementation Fee(s)” means the monetary fees associated with the Installation Services, as defined in Section 1.10 below.

1.10 “Installation Services” means the services provided by Flock including any applicable installation of Embedded Software on Agency Hardware.

1.11 “Non-Agency End User(s)” shall mean any individual, entity, or derivative therefrom, authorized to use the Services through the Web Interface, under the rights granted to pursuant to the terms (or to those materially similar) of this Agreement.

1.12 “Services” or “Flock Services” means the provision, via the Web Interface, of Flock’s software application for automatic license plate detection, searching image records, and sharing Footage.

1.13 “Support Services” shall mean Monitoring Services, as defined in Section 2.9 below.

1.14 “Unit(s)” shall mean the Agency Hardware together with the Embedded Software.

1.15 “Usage Fee” means the subscription fees to be paid by the Agency for ongoing access to Services.

1.16 “Web Interface” means the website(s) or application(s) through which Agency and its Authorized End Users can access the Services in accordance with the terms of this Agreement.

2. SERVICES AND SUPPORT

2.1 Provision of Access. Subject to the terms of this Agreement, Flock hereby grants to Agency a non-exclusive, non-transferable right to access the features and functions of the Services via the Web Interface during the Service Term (as defined in Section 6.1 below), solely for the Authorized End Users. The Footage will be avai lable for Agency ’s designated administrator, listed on the order form, and any Authorized End Users to access via the Web Interface for thirty (30) days. Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Flock will also provide Agency with the Documentation to be used in accessing and DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF using the Services. Agency shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, if undertaken by Agency, would constitute a breach of this Agreement, shall be deemed a breach of this Agreement by Agency. Agency shall undertake reasonable efforts to make all Authorized End Users aware of the provisions of this Agreement as applicable to su ch Authorized End User’s use of the Services, and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Services, including without limitation using a third party to host the Web Interface which makes the Services available to Agency and Authorized End Users. Warranties provided by said third party service providers are the agency’s sole and exclusive remedy and flock’s sole and exclusive liability with regard to such third-party services, including without limitation hosting the web interface. Agency agrees to comply with any acceptable use policies and other terms of any third-party service provider that are provided or otherwise made available to Agency from time to time.

2.2 Embedded Software License. Subject to all terms of this Agreement, Flock grants Agency a limited, non - exclusive, non-transferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as installed on the Hardware or Agency Hardware; in each case, solely as necessary for Agency to use the Services.

2.3 Documentation License. Subject to the terms of this Agreement, Flock hereby grants to Agency a non- exclusive, non-transferable right and license to use the Documentation during the Service Term to Agency ’s in connection with its use of the Services as contemplated herein, and under Section 2.4 below.

2.4 Usage Restrictions.
a. Flock IP. The purpose for usage of the Unit, Documentation, Services, support, and Flock IP are solely to facilitate gathering evidence that could be used in a lawful criminal investigation by the appropriate government agency and not for tracking activities that the system is not designed to capture (“Permitted Purpose”). Agency will not, and will not permit any Authorized End Users to, (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP, or attempt to do any of the foregoing, and Agency acknowledges that nothing in this Agreement will be construed to grant Agency any right to obtain or use such source code; (iii) modify, alter, tamper with or repair any of the Flock IP, or create any derivative product from any of the foregoing, or attempt to do any of the foregoing, except with the prior written consent of Flock; (iv) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within any of the Services or Flock IP; (vi) use the Services, support, Unit, Documentation or the Flock IP for anything other than the Permitted Purpose; or (vii) assign, sublicense, sell, resell, lease, rent or otherwise transfer or convey, or pledge as security or otherwise encumber, Agency’s rights under Sections 2.1, 2.2, or 2.3.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF b. Flock Hardware. Agency understands that all Flock Hardware is owned exclusively by Flock, and that title to any Flock Hardware does not pass to Agency upon execution of this Agreement. Agency is not permitted to remove, reposition, re-install, tamper with, alter, adjust or otherwise take possession or control of Flock Hardware.

Notwithstanding the notice and cure period set for in Section 6.3, Agency agrees and understands that in the event Agency is found to engage in any of the restricted actions of this Section 2.4(b), all warranties herein shall be null and void, and this Agreement shall be subject to immediate termination (without opportunity to cure) for material breach by Agency.

2.5 Retained Rights; Ownership. As between the Parties, subject to the rights granted in this Agreement, Flock and its licensors retain all right, title and interest in and to the Flock IP and its components, and Agency acknowledges that it neither owns nor acquires any additional rights in and to the foregoing not expressly granted by this Agreement. Agency further acknowledges that Flock retains the right to use the foregoing for any purpose in Flock’s sole discretion. There are no implied rights.

2.6 Suspension. Notwithstanding anything to the contrary in this Agreement, Flock may temporarily suspend Agency’s and any Authorized End User’s access to any portion or all of the Flock IP or Flock Hardware if (i) Flock reasonably determines that (a) there is a threat or attack on any of the Flock IP; (b) Agency ’s or any Authorized End User’s use of the Flock IP disrupts or poses a security risk to the Flock IP or any other Agency or vendor of Flock; (c) Agency or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Flock’s provision of the Services to Agency or any Authorized End User is prohibited by applicable law; (e) any vendor of Flock has suspended or terminated Flock’s access to or use of any third party services or products required to enable Agency to access the Flock IP; or (f) Agency has violated any term of this provision, including, but not limited to, utilizing the Services for anything other than the Permitted Purpose (each such suspension, i n accordance with this Section 2.6, a “Service Suspension”). Flock will make commercially reasonable efforts, circumstances permitting, to provide written notice of any Service Suspension to Agency (including notices sent to Flock’s registered email address) and to provide updates regarding resumption of access to the Flock IP following any Service Suspension.

Flock will use commercially reasonable efforts to resume providing access to the Service as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Flock will have no liability for any damage, liabilities, losses (including any loss of data or profits) or any other consequences that Agency or any Authorized End User may incur as a result of a Service Suspension. To the extent that the Service Suspension is not caused by Agency’s direct actions or by the actions of parties associated with the Agency, the expiration of the Term will be tolled by the duration of any suspension (for any continuous suspension lasting at l east one full day) prorated for the proportion of cameras on the Agency ’s account that have been impacted.

2.7 Installation Services.

2.7.1 Designated Locations. For installation of Flock Hardware, prior to performing the physical installation of the Units, Flock shall advise Agency on the location and positioning of the Units for optimal license plate image DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF capture, as conditions and location allow. Flock may consider input from Agency regarding location, position and angle of the Units (each Unit location so designated by Agency, a “Designated Location”). Flock shall have final discretion on location of Units. Flock shall have no liability to Agency resulting from any poor performance, functionality or Footage resulting from or otherwise relating to the Designated Locations or delay in installation due to Agency’s delay in confirming Designated Locations, in ordering and/or having the Designated Location ready for installation including having all electrical work preinstalled and permits ready, if necessa ry. The deployment plan will confirm the Designated Location. After installation, any subsequent changes to the deployment plan (“Reinstalls”) will incur a charge for Flock’s then-current list price for Reinstalls, as listed in the then-current Reinstall Policy (available at https://www.flocksafety.com/reinstall-fee-schedule) and any equipment charges. These changes include but are not limited to camera re-positioning, adjusting of camera mounting, re-angling, removing foliage, camera replacement, changes to heights of poles, regardless of whether the need for Reinstalls related to vandalism, weather, theft, lack of criminal activity in view, and the like. Flock Safety shall have full discretion on decision to reinstall Flock Hardware.

2.7.2 Agency Installation Obligations. Agency agrees to allow Flock and its agents reasonable access in and near the Designated Locations at all reasonable times upon reasonable notice for the purpose of performing the installation work. Although the Units are designed to utilize solar power, certain Designated Locations may require a reliable source of 120V AC power, as described in the deployment plan. In the event adequate solar exposure is not available Agency is solely responsible for providing a reliable source of 120V AC power to the Units, if necessary. Additionally, Agency is solely responsible for (i) any permits or associated costs, and managing the permitting process of installation of cameras or AC power; (ii) any federal, state or local taxes including property , license, privilege, sales, use, excise, gross receipts or other similar taxes which may now or hereafter become applicable to, measured by or imposed upon or with respect to the installation of the Hardware, its use (excluding tax exempt entities), or (iii) any other supplementary cost for services performed in connection with installation of the Hardware, including but not limited to contractor licensing, engineered drawings, rental of specialized equipment or vehicles, third-party personnel (i.e. Traffic Control Officers, Electricians, State DOT-approved poles, etc., if necessary), such costs to be approved by the Agency (“Agency Installation Obligations”). In the event that a Designated Location for a Unit requires permits, Flock will provide the Agency with a temporary alternate location for installation pending the permitting process. Once the required permits are obtained, Flock will relocate the Units from the temporary alternate location to the permitted location at no additional cost. Flock will pr ovide options to supply power at each Designated Location. If Agency refuses alternative power supply options, Agency agrees and understands that Agency will not be subject to any reimbursement, tolling, or credit for any suspension period of Flock Services due to low solar. Flock will make all reasonable efforts within their control to minimize suspension of Flock Services. Any fees payable to Flock exclude the foregoing. Without being obligated or taking any responsibility for the foregoing, Flock may pay and invoice related costs to Agency if Agency did not address them prior to the execution of this Agreement or a third party requires Flock to pay. Agency represents and warrants that DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF it has all necessary right title and authority and hereby authorizes Flock to install the Hardware at the Designated Locations and to make any necessary inspections or tests in connection with such installation. Flock is not responsible for installation of Agency Hardware.

2.7.3 Flock’s Obligations. Installation of any Flock Hardware shall be installed in a workmanlike manner in accordance with Flock’s standard installation procedures, and the installation will be completed within a reasonable time from the time that the Designated Locations are confirmed. Following the init ial installation of the Hardware and any subsequent Reinstalls or maintenance operations, Flock’s obligation to perform installation work shall cease; however, for the sole purpose of validating installation, Flock will continue to monitor the performance of the Units for the length of the Term and will receive access to the Footage for a period of three (3) business days after the initial installation in order to monitor performance and provide any necessary maintenance solely as a measure of quality control. Agency understands and agrees that the Flock Services will not function without the Hardware.

Labor may be provided by Flock or a third party. Flock is not obligated to install, reinstall, or provide physical maintenance to Agency Hardware.

2.7.4 Security Interest. Flock Hardware shall remain the personal property of Flock and will be removed upon the natural expiration of this Agreement at no additional cost to Agency. Agency shall not perform any acts which would interfere with the retention of title of the Hardware by Flock. Should Agency default on any payment of the Flock Services, Flock may remove Hardware at Flock’s discretion. Such removal, if made by Flock, shall not be deemed a waiver of Flock’s rights to any damages Flock may sustain as a result of Agency’s default and Flock shall have the right to enforce any other legal remedy or right.

2.8 Hazardous Conditions. Unless otherwise stated in the Agreement, Flock’s price for its services under this Agreement does not contemplate work in any areas that contain hazardous materials, or other hazardous conditions, including, without limit, asbestos, lead, toxic or flammable substances. In the event any such hazardous materials are discovered in the designated locations in which Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately in the area affected until such materials are removed or rendered harmless.

2.9 Support Services. Subject to the payment of fees, Flock shall monitor the performance and functionality of Flock Services and may, from time to time, advise Agency on changes to the Flock Services, Installation Services, or the Designated Locations which may improve the performance or functionality of the Services or may improve the quality of the Footage. The work, its timing, and the fees payable relating to such work shall be agreed by the Parties prior to any alterations to or changes of the Services or the Designated Lo cations (“Monitoring Services”).

Subject to the terms hereof, Flock will provide Agency with reasonable technical and on -site support and DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF maintenance services (“On-Site Services”) in-person or by email at [email protected]. Flock will use commercially reasonable efforts to respond to requests for support.

2.10 Special Terms. From time to time, Flock may offer certain “Special Terms” related to guarantees, service and support which are indicated in the proposal and on the order form and will become part of this Agreement, upon Agency’s consent. To the extent that any terms of this agreement are inconsistent or conflict with the Special Terms, the Special Terms shall control.

2.10 Changes to Platform. Flock may, in its sole discretion, make any changes to any system or platform that it deems necessary or useful to (i) maintain or enhance (a) the quality or delivery of Flock’s products or services to its Agency s, (b) the competitive strength of, or market for, Flock’s products or services, (c) such platform or system’s cost efficiency or performance, or (ii) to comply with applicable law.

3. RESTRICTIONS AND RESPONSIBILITIES

3.1 Agency Obligations. Flock will assist Agency end-users in the creation of a User ID. Agency agrees to provide Flock with accurate, complete, and updated registration information. Agency may not select as its User ID a name that Agency does not have the right to use, or another person’s name with the intent to impersonate that pers on.

Agency may not transfer its account to anyone else without prior written permission of Flock. Agency will not share its account or password with anyone, and must protect the security of its account and password. Agency is responsible for any activity associated with its account. Agency shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services. Agency will, at its own expense, provide assistance to Flock, including, but not limited to, by means of access to, and use of, Agency facilities, as well as by means of assistance from Agency personnel, to the limited extent any of the foregoing may be reasonably necessary to enable Flock to perform its obligations hereunder, including, without limitation, any obligations with respect to Support Services or any Installation Services.

3.2 Agency Representations and Warranties. Agency represents, covenants, and warrants that Agency will use the Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of video, photo, or audio content. Although Flock has no obligation to monitor Agency ’s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.

4. CONFIDENTIALITY; AGENCY DATA

4.1 Confidentiality. To the extent allowable by applicable FOIA and state-specific Public Records Acts, each Party (the “Receiving Party”) understands that the other Party (the “Disclosing Party”) has disclosed or may disclose DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Flock includes non-public information regarding features, functionality and performance of the Services. Proprietary Information of Agency includes non-public data provided by Agency to Flock or collected by Flock via the Unit, including the Footage, to enable the provision of the Services, which includes but is not limited to geolocation information and environmental data collected by sensors built into the Units (“Agency Data”). The Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the party takes with its own proprietary information, but in no event will a party apply less than reasonable pre cautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. Flock’s use of the Proprietary Information may include processing the Proprietary Information to send Agency alerts, such as when a car exits Agency ’s neighborhood, or to analyze the data collected to identify motion or other events. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party. Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judici al or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order. For clarity, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to: (a) comply with a legal process or request; (b) enforce this Agreement, including investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Flock, its users, a third party, or the public as required or permitted by law, including respond to an emergency situation. Agency hereby expressly grants Flock a non-exclusive, worldwide, perpetual, royalty-free right and license (during and after the term hereof) to disclose the Agency Data (inclusive of any Footage) to enable law enforcement monitoring against law enforcement hotlists as well as provide Footage search access to law enforcement for investigative purposes only. Flock may store deleted Footage in order to comply with certain legal obligations but such retained Footage will not be retrievable without a valid court order.

4.2 Agency Data.. As between Flock and Agency, all right, title and interest in the Agency Data, belong to and are retained solely by Agency. Agency hereby grants to Flock a limited, non-exclusive, royalty-free, worldwide license to use the Agency Data and perform all acts with respect to the Agency Data as may be necessary for Flock to provide the Flock Services to Agency, including without limitation the Support Services set forth in Section 2.9 above, and a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid license to use, reproduce, modify and distribute the Agency Data as a part of the Aggregated Data (as defined in Section 4.4 below).As between Agency and Non-Agency End Users that have prescribed access of Footage to Agency, each of Agency and DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF Non-Agency End Users will share all right, title and interest in the Non-Agency End User Data. This Agreement does not by itself make any Non-Agency End User Data the sole property or the Proprietary Information of Agency.

Flock will automatically delete Footage older than thirty (30) days. Agency has a thirty (30) day window to view, save and/or transmit Footage to the relevant government agency prior to its deletion.

4.3 Feedback. If Agency provides any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to the subject matter hereunder, Agency hereby assigns (and will cause its agents and representatives to assign) to Flock all right, title and interest (including intellectual property rights) with respect to or resulting from any of the foregoing.

4.4 Aggregated Data. Notwithstanding anything in this Agreement to the contrary, Flock shall have the right to collect and analyze data that does not refer to or identify Agency or any individuals or de -identifies such data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Agency Data and data derived therefrom). For the sake of clarity, Aggregated Data is compiled anonymous data which has been stripped of any personal identifying information. Agency acknowledges that Flock will be compili ng anonymized and/or aggregated data based on Agency Data input into the Services (the “Aggregated Data”). Agency hereby grants Flock a non- exclusive, worldwide, perpetual, royalty-free right and license (during and after the Service Term hereof) to (i) use and distribute such Aggregated Data to improve and enhance the Services and for other development, diagnostic and corrective purposes, other Flock offerings, and crime prevention efforts, and (ii) disclose the Agency Data (both inclusive of any Footage) to enable law enforcement monitoring against law enforcement hotlists as well as provide Footage search access to law enforcement for investigative purposes only. No rights or licenses are granted except as expressly set forth herein. Flock shall not sell Agency Data or Aggregated Data.

5. PAYMENT OF FEES

5.1a Wing Fees. For Wing products, the Agency will pay Flock the first Usage Fee and the Implementation Fee (as described on the Order Form attached hereto, together the “Initial Fees”) as set forth on the Order Form on or before the 30th day following the Effective Date of this Agreement. Flock shall have no liability resulting from any delay by the Agency in installing the Embedded Software on the Agency Hardware. If applicable, Agency shall pay the ongoing Usage Fees set forth on the Order Form with such Usage Fees due and payable thirty (30) days in advance of each payment period. All payments will be made by either ACH, check, or credit card.

5.1b Falcon Fees. For Falcon products during the Initial Term, Agency will pay Flock fifty percent (50%) of the first Usage Fee, the Implementation Fee and any fee for Hardware (as described on the Order Form attached hereto, together the “Initial Fees”) as set forth on the Order Form on or before the 30th day following receipt of initial invoice after Effective Date. Upon commencement of installation, Flock will issue an invoice for twenty -five percent (25%) of the Initial Fees, and Agency shall pay on or before 30 th day following receipt of invoice. Upon DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF completion of installation, Flock will issue an invoice for the remaining balance and Agency shall pay on or before 30th day following receipt of final invoice. Flock is not obligated to commence the Installation Services unless and until the first payment has been made and shall have no liability resulting from any delay related thereto. For a Renewal Term, as defined below, Agency shall pay the entire invoice on or before the 30 th day following receipt of invoice.

5.2 Changes to Fees. Flock reserves the right to change the fees or applicable charges and to institute new charges and fees at the end of the Initial Term or any Renewal Term, upon sixty (60) days’ notice prior to the end of such Initial Term or Renewal Term (as applicable) to Agency (which may be sent by email). If Agency believes that Flock has billed Agency incorrectly, Agency must contact Flock no later than sixty (60) days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjus tment or credit.

Inquiries should be directed to Flock’s Agency support department. Agency acknowledges and agrees that a failure to contact Flock within this sixty (60) day period will serve as a waiver of any claim Agency may have had as a result of such billing error.

5.3 Invoicing, Late Fees; Taxes. Flock may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Flock thirty (30) days after the mailing date of the invoice.

If Agency is a non-tax exempt entity, Agency shall be responsible for all taxes associated with Services other than U.S. taxes based on Flock’s net income.

6. TERM AND TERMINATION

6.1a Wing Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). The Term shall commence upon execution of this Agreement. Following the Initial Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”, and together with the Initial Term, the “Service Term”) unless either party gives the other party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

6.1b Falcon Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). The Term shall commence upon first installation and validation of a Unit. Following the Initial Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms for the length set forth on the Order F orm (each, a “Renewal Term”, and together with the Initial Term, the “Service Term”) unless either party gives the other party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

6.2 Termination for Convenience. At any time during the agreed upon Term, an Agency not fully satisfied with the service may self-elect to terminate this Agreement for convenience. Termination for convenience will result in a one-time fee of $500 per Flock Hardware. Upon termination for convenience, a refund will be provided for Falcon Cameras, prorated for any fees for the remaining Term length set forth previously. Agency will remain liable to pay the full outstanding fees for any Wing product on the effective date of termination of that Orde r Form. Flock will invoice, and Agency will pay, any unbilled fees and any unpaid fees covering the remainder of the term of that Order Form had it not been terminated. Termination for convenience of the Agreement by the Agency will be effective immediately. Flock will provide advanced written notice and remove all Flock Hardware at Flock’s own convenience, within a commercially reasonable period of time upon termination.

6.3 Termination. Notwithstanding the termination provisions in Section 2.4(b), in the event of any material breach of this Agreement, the non-breaching party may terminate this Agreement prior to the end of the Service Term by giving thirty (30) days prior written notice to the breaching party; provided, however, that this Agreement will no t terminate if the breaching party has cured the breach prior to the expiration of such thirty (30) day period. Either party may terminate this Agreement, without notice, (i) upon the institution by or against the other party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other party's making an assignment for the benefit of creditors, or (iii) upon the other party's dissolution or ceasing to do business. Upon termination for Flock’s material breach, Flock will refund to Agency a pro-rata portion of the pre-paid fees for Services not received due to such termination.

6.5 No-Fee Term. For the Term of this Agreement, Flock will provide Agency with complimentary access to ‘hot - list’ alerts, which may include ‘hot tags’, stolen vehicles, Amber Alerts, etc. (“No-Fee Term”). In the event a Non- Agency End User grants Agency access to Footage and/or Notifications from a Non -Agency End User Unit, Agency will have access to Non-Agency End User Footage and/or Notifications until deletion, subject to the thirty (30) day retention policy. Non-Agency End Users and Flock may, in their sole discretion, leave access open. The No -Fee Term will survive the Term of this Agreement. Flock, in its sole discretion, can determine not to provide additional No-Fee Terms or can impose a price per No-Fee Term upon thirty (30) days’ notice. Agency may terminate any No- Fee Term or access to future No-Fee Terms upon thirty (30) days’ notice.

6.6 Survival. The following Sections will survive termination: 2.4, 2.5, 3, 4, 5 (with respect to any accrued rights to payment), 5.4, 6.5, 7.4, 8.1, 8.2, 8.3, 8.4, 9.1 and 10.5.

7. REMEDY; WARRANTY AND DISCLAIMER

7.1 Remedy. Upon a malfunction or failure of Flock Hardware or Embedded Software (a “ Defect”), Agency must notify Flock’s technical support as described in Section 2.9 above. If Flock is unable to correct the Defect, Flock shall, or shall instruct one of its contractors to repair or replace the Flock Hardware or Embedded Software suffering from the Defect. Flock reserves the right in their sole discretion to refuse or delay replacement or its choice of DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF remedy for a Defect until after it has inspected and tested the affected Unit provided that such inspection and test shall occur within seventy-two (72) hours after Agency notifies the Flock of a known Defect. In the event of a Defect, Flock will repair or replace the defective Unit at no additional cost. In the event that a Unit is lost, stolen, or damaged, Agency may request that Flock replace the Unit at a fee according to the then-current Reinstall Policy (https://www.flocksafety.com/reinstall-fee-schedule). Agency shall not be required to replace subsequently lost, damaged or stolen Units, however, Agency understands and agrees that functionality, including Footage, will be materially affected due to such subsequently lost, damaged or stolen Units and that Flock will have no liability to Agency regarding such affected functionality nor shall the Usage Fee or Implementation Fees owed be impacted .

Flock is under no obligation to replace or repair Hardware.

7.2 Exclusions. Flock will not provide the remedy described in Section 7.1 if Agency is found to have misused the Flock Hardware, Agency Hardware or Embedded Software in any manner.

7.3 Warranty. Flock shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Installation Services in a professional and workmanlike manner. Upon completion of any installation or repair, Flock shall clean and leave the area in good condition. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Flock or by third-party providers, or because of other causes beyond Flock’s reasonable control, but Flock shall use reasonable efforts to provide advance notice in writing or by e -mail of any scheduled service disruption.

7.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 7.1 ABOVE IS AGENCY ’S SOLE REMEDY, AND FLOCK’S SOLE LIABILITY, WITH RESPECT TO DEFECTIVE EMBEDDED SOFTWARE. THE FLOCK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES

IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FRO M USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES ARE PROVIDED “AS IS” AND FLOCK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT

LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICUL AR PURPOSE AND NON-INFRINGEMENT. THIS DISCLAIMER OF SECTION 7.4 ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 10.6, OR IF NO STATE IS MENTIONED IN SECTION 10.6, BY THE LAW OF THE STATE OF CALIFORNIA.

7.5 Insurance. Flock will maintain commercial general liability policies with policy limits reasonably commensurate with the magnitude of Flock’s business risk. Certificates of Insurance can be provided upon request.

7.6 Force Majeure. Flock is not responsible nor liable for any delays or failures in performance from any cause beyond its control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, acts or omissions of third-party technology providers, riots, fires, earthquakes, floods, power blackouts, strikes, DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF weather conditions or acts of hackers, internet service providers or any other third party or acts or omissions of Agency or any Authorized End User.

8. LIMITATION OF LIABILITY; NO FEE TERM; INDEMNITY

8.1 Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY, FLOCK AND ITS

SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL HARDWARE AND TECHNOLOGY SUPPLIERS),

OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE

RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR

TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY, OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE

OR FOR LOSS OR INACCURACY, INCOMPLETENESS OR CORRUPTION OF DATA OR FOOTAGE OR

COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND FLOCK’S ACTUAL KNOWLED GE OR REASONABLE

CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE FOOTAGE OR IDENTIFY AND/OR CORRELATE A LICENSE PLATE WITH THE FBI DATABASE; (D) FOR ANY PUBLIC DISCLOSURE OF PROPRIETARY INFORMATION MADE IN GOOD FAITH; (E) FOR CRIME PREVENTION; OR (F) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH

ALL OTHER CLAIMS, EXCEED THE FEES PAID AND/OR PAYABLE BY AGENCY TO FLOCK FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT OR

OMISSION THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT OF AN EMERGENCY, AGENCY SHOULD CONTACT 911 AND SHOULD NOT RELY ON THE SERVICES.THIS LIMITATION OF LIABILITY OF SECTION 8 ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 10.6, OR IF NO STATE IS MENTIONED IN SECTION 10.6, BY THE LAW OF THE STATE OF CALIFORNIA.

8.2 Additional No-Fee Term Requirements. IN NO EVENT SHALL FLOCK’S AGGREGATE LIABILITY, IF

ANY, ARISING OUT OF OR IN ANY WAY RELATED TO THE COMPLIMENTARY NO -FEE TERM AS DESCRIBED IN SECTION 6.5 EXCEED $100, WITHOUT REGARD TO WHETHER SUCH CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE. Parties acknowledge and agree that the essential purpose of this Section 8.2 is to allocate the risks under the No -Fee Term described in Section 6.5 and limit potential liability given the aforementioned complimentary service, which would have been substantially higher if Flock were to assume any further liability other than as set forth herein. Flock has relied on these limitations in determining whether to provide the complimentary No-Fee Term. The limitations set forth in this Section 8.2 shall not apply to claims or damages resulting from Flock’s other obligations under this Agreement.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

8.3 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, deputies, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable (if at all) only for the torts of its own officers, agents, or employees that occur within the scope of their official duties. Agency will not pursue any claims or actions against Flock’s suppliers.

8.4 Indemnity. Agency hereby agrees to indemnify and hold harmless Flock against any damages, losses, liabilities, settlements and expenses in connection with any claim or action that arises from an alleged violation of Section 3.2, a breach of this Agreement, Agency’s Installation Obligations, Agency’s sharing of any data in connection with the Flock system, Flock employees or agent or Non-Agency End Users, or otherwise from Agency’s use of the Services, Flock Hardware, Agency Hardware and any Embedded Software, including any claim that such actions violate any applicable law or third party right. Although Flock has no obligation to monitor Agency’s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of Section 3.2 or this Agreement.

9. RECORD RETENTION

9.1 Data Preservation. The Agency agrees to store Agency Data in compliance with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules. As part of Agency’s consideration for paid access and no-fee access to the Flock System, to the extent that Flock is required by local, state or federal law to preserve the Agency Data, Flock will notify Agency of the requirement and applicable retention period, and Agency agrees to preserve and securely store this data on Flock’s behalf so that should Flock be legally compelled by judicial or government order, Flock may retrieve the data from Agency upon demand.

10. MISCELLANEOUS

10.1 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

10.2 Assignment. This Agreement is not assignable, transferable or sublicensable by Agency except with Flock’s prior written consent. Flock may transfer and assign any of its rights and obligations, in whole or in part, under this Agreement without consent.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

10.3 Entire Agreement. This Agreement, together with the Order Form(s), the then-current Reinstall Policy (https://www.flocksafety.com/reinstall-fee-schedule), and Deployment Plan(s), are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and t hat all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. None of Agency’s purchase orders, authorizations or similar documents will alter the terms of this Agreement, and any such conflicting terms are expressly rejected.

10.4 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Agency does not have any authority of any kind to bind Flock in any respect whatsoever.

10.5 Governing Law; Venue. This Agreement shall be governed by the laws of the State in which the Agency is located. The parties hereto agree that venue would be proper in the chosen courts of the State of which the Agency is located. The parties agree that the United Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement.

10.6 Publicity. Upon prior consent from Agency, Flock has the right to reference and use Agency’s name and trademarks and disclose the nature of the Services provided hereunder in each case in business and development and marketing efforts, including without limitation on Flock’s website.

10.7 Export. Agency may not remove or export from the United States or allow the export or re -export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the Services, the Hardware, the Embedded Software and Documentation are “commercial items” and according to DFAR section 252.2277014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212 , any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

10.8 Headings. The headings are merely for organization and should not be construed as adding meaning to the Agreement or interpreting the associated Sections.

10.09 Authority. Each of the below signers of this Agreement represent that they understand this Agreement and have the authority to sign on behalf of and bind the organizations and individuals they are representing.

10.10 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e - mail; the day after it is sent, if sent for next day delivery by recognized overnight deliver y service; and upon receipt, if sent by certified or registered mail, return receipt requested.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF Let’s defeat crime together.™
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 2
2 TABLE OF CONTENTS

3. Implementation Timeline

4. Implementation Team

6. Things to Consider when Picking Locations

7. Customer Responsibilities: AC-Powered Cams

8. Electrician Handout
Electrician Installation Steps
FAQs about AC-Powered Flock Cameras

11. Installation Service Brief

12. Permitting: Pre-Install Questionnaire
Timeline
Right of Way
AC Power vs. Solar
Traffic Control & Installation Methods
Paperwork & Required Forms
Contacts

14. *Fee Schedule

15. Help Center

16. Customer Support
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 2
3 IMPLEMENTATION TIMELINE
This timeline provides general guidance and understanding of your installation process. While we typically complete installations 6 -8 weeks after locations have been finalized, delays can occur as noted in the timeline below:

CONFIRM CAMERA LOCATIONS WITH YOUR SALES REPRESENTATIVE Flock: Your Sales representative will present several viable options for camera locations Customer: Review Deployment Plan & approve camera locations Please Note: If Public Works is required to move forward, please obtain approval.

PREPARE FOR FINALIZED CAMERA LOCATIONS
Flock: Confirm Deployment Plan and signed agreement. Flock will move forward with next steps for locations that don't need permits (minimum 10 locations needed to move forward with partial installation)
Customer: Prepare the below items, as needed
• If permits are required, begin application process
• If cameras will be AC-powered, hire an electrician/street department CONDUCT ON-SITE SURVEY & PLACE FLAGS:

Flock: Flock technician conducts site survey to (1) evaluate solar or power access, (2) check line of sight to the road, and (3) evaluate cellular service in the area. When the technician deems the locations suitable, s/he will place a white flag at each spot.

Please Note: If the initially determined locations don't meet Flock standards, we will evaluate a new location, obtain customer approval, and redo a site survey. This may push timeline for installation.

CALL 811
Flock: Flock Safety will coordinate with Call 811 to mark each camera location for underground utilities within a 10-foot radius.

Please Note: Call811 is a government service, so turnaround times may vary and is outside of Flock control.

SCHEDULE INSTALLATION
Flock: Flock will (1) ship any site specific materials that the technician does not have locally (2) schedule the installation date.

INSTALL & VALIDATE CAMERAS
Flock: After installation, your Customer Success Manager will confirm that cameras are capturing footage well and functioning properly. They will then give you full access to the system along with helpful training resources.

FINALIZE ANY INSTALLATION NEEDS
Flock: While we typically complete installations within 4 weeks of finalizing locations, delays may occur due to external factors. In t hese instances, we will continue to work through this process until your cameras are fully installed and operational.

REVIEW

LOCATION
S

FINALIZE

LOCATION
S
STEP 1
STEP 2
STEP 3
STEP 4

ONGOING
AS
NEEDED
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

IMPLEMENTATION TEAM
CUSTOMER IMPLEMENTATION GUIDE 4

FLOCK TEAM HOW WILL THEY SUPPORT YOU
Customer Success
Manager
Your Customer Success Manager is your strategic
partner for your lifetime as a Flock customer.

They will be your guide through the installation
process. After install, they will help you understand
how best to leverage the Flock Safety tool to solve
crime. You should reach out to them when you want
to discuss:
• Training
• Benefits of features
• Best practices for getting relevant data
• Opportunities to expand the security
network in your area
• Feedback on your partnership with Flock
Flock Safety Support
The Flock Safety Support team is committed to
answering all your day-to-day questions as quickly as
possible. To get in touch with support, simply email
[email protected]. Support can help you:
• Request camera maintenance
• Troubleshoot online platform
• Contract / Billing questions
• Update account information
• Camera Sharing questions
• Quick “How to” questions in your
Flock Account
Product Implementation
Specialist
Your Product Implementation Specialist is your
technical product expert.

They will help translate your goal for using Flock
Safety cameras into a technical plan that can be
executed and enable you to solve crime. Your
specialist will work with you to:
• Review the cameras in your deployment
• Ensure that the deployment plan is set up for
success from a technological standpoint in
addition to meeting your goals for the product
• If any of your locations require permits,
a member of the Product Implementation
team will assist you in packaging your
application(s).

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

IMPLEMENTATION TEAM
CUSTOMER IMPLEMENTATION GUIDE 5
Field Operations Team
The Field Operations team is responsible for the
physical installation and maintenance of cameras
and associated equipment provided by Flock. This
includes a large team of technicians, schedulers, and
many others involved in ensuring the delivery of your
product.

They take the technical plan you finalized with
Product Implementation and work closely with other
teams at Flock to make sure that your cameras
are installed quickly and safely, and in a way that
maximizes the opportunity to solve crime at a
specific location.
*Note*: For all Installation questions or concerns,
please always direct them to your Customer Success
Manager and not to the technician.

Please Note: On some occasions, third parties outside of Flock Safety may be (or need to be) involved in your implementation.

OUTSIDE PARTY WHEN THEY MAY BE INVOLVED
Electrician/Street
Department
If your Flock cameras need to be AC powered,
you (customer) are responsible for providing an
electrician to ensure power connectivity
Public Works (LE) To weigh in on use of public Right of Ways or property Department of
Transportation (DOT), City,
or County Agencies
If installation in your area requires permitting
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

THINGS TO CONSIDER WHEN
CUSTOMER IMPLEMENTATION GUIDE 6

PICKING LOCATIONS
Falcon Cameras
• Use Cases
- Flock LPRs are designed to capture images of rear license plates, aimed in the direction of traffic.
- Flock LPRs are not designed to capture pedestrians, sidewalks, dumpsters, gates, other areas of non- vehicle traffic, intersections • Placement
- They capture vehicles driving away from an intersection. - They cannot point into the middle of an intersection. - They should be placed after the intersection, to prevent stop and go motion activation, or “stop and go” traffic.
• Mounting
- They can be mounted on existing utility, light, or traffic signal poles, or 12 foot Flock poles. **NOTE** Permitting (or permission from pole owner) may be required in order to use existing infrastructure or install in specific areas, depending on local regulations & policies.
- They should be mounted one per pole*. If using AC power, they can be mounted 2 per pole.
*Cameras need sufficient power. Since a solar panel is required per camera, it can prevent sufficient solar power if 2 cameras and 2 solar panels were on a single pole (by blocking visibility). Therefore if relying on solar power, only one camera can be installed per pole. • They can be powered with solar panels or direct wire -in AC Power (no outlets). **NOTE** Flock does not provide Electrical services. The agency or community must work with an electrician to wire the cameras once installed. Electrician services should be completed within 2 days of installation to prevent the camera from dying.
•They will require adequate cellular service using AT&T or T-Mobile to be able to process & send images
• Any Flock equipment mounted over 14 feet or on a horizontal beam will require a bucket truck. If mounting in this way:
• Flock will request use of a bucket truck through the customer or Public Works • If a bucket truck is not available through the customer, Flock will have to procure one.
**Note** This will lead to delays on install & any subsequent maintenance visits based on bucket truck availability
•Flock will likely require traffic control assistance provided by customer to install or provide maintenance with a bucket truck
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

THINGS TO CONSIDER WHEN
CUSTOMER IMPLEMENTATION GUIDE 7
Solar Panels
• Solar panels need unobstructed southern-facing views
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER RESPONSIBILITIES:

CUSTOMER IMPLEMENTATION GUIDE 8

AC-POWERED CAMS
In the event your Flock cameras need to be AC-powered, the customer is responsible for acquiring an electrician and ensuring they connect the camera to power. See steps 2 and 6 below.

Visit flocksafety.com/power-install for the full plan, FAQs & to get started! DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

ELECTRICIAN HANDOUT
CUSTOMER IMPLEMENTATION GUIDE 9

Electrician Installation Steps

1. Run AC cable and conduit to
the box according to NEC
Article 300 and any
applicable local codes. The
gland accepts ½” conduit

2. Open the box using hinges

3. Connect AC Mains per
wiring diagram below:
a. Connect AC Neutral wire
to the Surge Protector
white Neutral wire
using the open position
on the lever nut.
b. Connect AC Line wire to
the Surge Protector
black Line wire using
the open position on
the lever nut.
c. Connect AC Ground wire
to the Surge Protector
green ground wire using
the open position on
the lever nut.

4. Verify that both the RED LED
is lit on the front of the
box

5. Close box and zip tie the
box shut with the provided
zip tie

6. While still on site, call
Flock who will remotely
verify that power is
working correctly:

Southeast Region - (678) 562-8766
West-Region - (804) 607-9213
Central & NE Region - (470) 868-4027

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

ELECTRICIAN HANDOUT
CUSTOMER IMPLEMENTATION GUIDE 1
0 DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 1
1 FAQS ABOUT AC-POWERED FLOCK

CAMERAS
What voltage is supported?
The AC kit is designed to work with 120VAC infrastructure by default. A 240VAC version is available on request.

How much power does this consume?
Peak current draw is 1.5 A at 120VAC. Average power draw is roughly 30W in high traffic conditions, but may be lower when less vehicles are present.

Who is responsible for contracting the electrician?
The customer is responsible for contracting an electrician. We can help answer questions, but the customer is responsible for identifying and contracting an electrician.

Who is responsible for maintenance?
Flock will handle all maintenance related to the camera and power equipment installed by Flock. However, any problems with the electrical supply are the responsibility of the customer. The AC junction box has two lights to indicate the presence of power and make it easy for quick diagnosis if there is a problem related to the AC power source.

In the event the camera indicates to Flock that there is a power supply problem, Flock will notify the customer and request that the customer verify the lights on the AC junction box. If the AC Source light is illuminated, Flock will send a technician to investigate. If the AC source light is not illuminated the customer should check any GFCI’s or breakers in the supply circuit or call the electrician who installed the power supply.

How much does it cost?
Work required to bring AC power to each location will be different, so exact pricing is not possible. The primary driver of cost is the distance from AC power source to the intended camera location.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 12

What information do I need to provide my electrician?
The Flock deployment plan and these work instructions should be sufficient to secure a quote. It will be helpful if you know the location of existing power infrastructure before creating the deployment plan.

Can you plug into my existing power outlet?
The Flock AC power adapter does not use a standard outlet plug, but must be directly wired into the power mains. While using outlet plugs may be convenient, they can easily be unplugged presenting a tampering risk to this critical safety infrastructure. If an outlet is close to the camera, the electrician can route power directly to the camera with a direct wire-in connection.

How long does this process typically take?
The installation process typically takes 6-8 weeks. In order to accelerate the process, be sure to have the electrician perform his work shortly after the Flock technician finishes installing the camera.

What kind of electrician should I look for?
Any licensed electrician should be able to perform this work, though we have found that those who advertise working with landscape lighting are most suited for this work.

What happens if the electrician damages the equipment?
The customer is responsible for contracting the electrician. Any liability associated with this work would be assumed by the customer. If any future work is required at this site due to the electrical infrastructure or the work performed by the electrician would be the responsibility of the customer.

When should the electrician perform his work?
Once Flock installs the camera, you will receive an email alert letting you know that this has been completed. After this, you will need to schedule the electrician to route power to the pole.

What if my electrician has questions about Flock’s AC Kit? You should share the AC-Power Kit Details packet with the electrician if they have questions.

What if the AC power is on a timer?
Sometimes the AC power will be on a timer (like used for exterior lighting). Flock requires that the AC power provided to the camera be constant. The source that the electrician uses must not be on a timing circuit.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 13

INSTALLATION SERVICE BRIEF
Below outlines the statement of work for your Flock Camera Installation:

WHAT IS COVERED BY FLOCK WHAT IS NOT COVERED BY FLOCK SPECIAL NOTE Flock Cameras & Online Platform Traffic Control and any associated costs Mounting Poles Electrician & ongoing electrical cost
AC Power Kit
(as needed) Engineering Drawings
Solar Panels
(as needed) Relocation Fees exc. changes during
initial installation
Site Surveys and
Call 811 Scheduling Contractor licensing fees
Installation Labor Costs Permit application processing fees Customer Support / Training Specialist mounting equipment Including, but not
limited to, *MASH
poles or adapters
Cellular Data Coverage Bucket trucks
Maintenance Fees
(review Fees Sheet for more details) Loss, theft, damage to Flock equipment Data storage for 30 days Camera downtime due to power outage Only applicable for AC-powered cameras
*MASH poles: Manual for Assessing Safety Hardware (MASH) presents uniform guidelines for crash testing permanent and temporary highway safety features and recommends evaluation criteria to assess test results DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 14
PERMITTING:

PRE-INSTALL QUESTIONNAIRE

1.Timeline
• In Flock Safety’s experience, in-depth
permitting requirements can add 2+ months
to the installation timeline. Law
enforcement agencies and city governments
can work with their local Public Works or
Department of Transportation offices
directly to help expedite the process.

When Flock Safety customers manage the
permitting processes, results tend to
come more quickly.
• Is your agency able to own the
permitting process with Flock Safety’s
assistance?

2.Right of Way
• Will any of the Flock Safety cameras be
installed on city, state or power company
owned poles or in city, county, or state
Right of Way (RoW)?
- What is the RoW buffer?
- Will additional permits or written
permission be required from third -
party entities (such as DOT, power
company, public works, etc)?
• Will any cameras be installed on city -owned
traffic signal poles (vertical mass)?
- If yes, please provide heights/photos
to determine if a bucket truck is
needed for the installation.

Note: If height is greater than 15 feet tall, a
bucket truck is required.

3.AC Power vs. Solar
• If AC powered, is there a 120V power source
available, and is there access to an
electrician who can connect the existing wire
to the Flock Safety powered installation kit?
• If solar powered, consider the size of the
solar panel and potential to impact
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 15
visibility of DOT signs/signals:
- Single Panel: 21.25” x 14” x 2” (Length x Width x Depth) - Double Panel: 21.25” x 28” x 2” (LxWxD)
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 16

4.Traffic Control & Installation Methods
• If a bucket truck is required, this
typically necessitates a full lane to be
blocked in the direction of travel. Can
you provide a patrol car escort, or will
full traffic control be required?
- Note: If traffic control is required,
you may incur additional costs due to
city/state requirements; Fees will be
determined by quotes received.
• If full traffic control required (cones, arrowboards, etc.):
- Will standard plans suffice, or are
custom plans needed? Custom plans can
double the cost, while standard plans
can be pulled from the Manual of
Uniform Traffic Control Devices
(MUTCD).
- Will a non-sealed copy of the traffic
plan suffice? Or does the traffic plan
need to be sealed and/or submitted by
a professional engineer?
- Are there state-specific special
versions/variances that must be
followed?
• If a bucket truck is not required, the shoulder or sidewalk should suffice and enable Flock Safety to proceed
without traffic control systems in place.
- Note: In some states (i.e.

California), sidewalks may require
signage. If signage is mandatory, Will
your Public Works department be able to
assist?

5.Paperwork & Required Forms
• Flock Safety will need copies of
paperwork to complete prior to proceeding
(ex. business license applications,
encroachment permit applications). We can
save critical time by gathering these
documents upfront. We appreciate your
assistance in procuring these.

6.Contacts
• If Flock Safety will need to interface
directly with the departments, please share
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 17
the contact information of the following
departments:
- Permitting
- Public Works
- Traffic Department
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 18

FEE SCHEDULING
*Fee Schedule
After a deployment plan with Designated Locations and equipment has been agreed upon by both Flock and the Customer, any subsequent changes to the deployment plan (“Reinstalls”) driven by a Customer’s request will incur a fee per the table below.

All fees are per reinstall or required visit (in the case that a reinstall is attempted but not completed) and include labor and materials. If you have any questions, please email [email protected]. *Below fee schedule is subject to change;

REINSTALL OR JOB TYPE REINSTALL FEE
Camera or pole relocation $150
Camera replacement as result of vandalism, theft, or third party damage $500 Pole replacement as a result of vandalism, theft, or third party damage $150 Pole upgrade $300
Angle Adjustment - Customer request $125
Installation of additional Flock Safety sign (including cost of sign) $100 Convert camera to use of electrical outlet (excluding cost of electrical work) $150 Other site visit/technician visit that does not result in a reinstall being required $150 DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF CUSTOMER IMPLEMENTATION GUIDE 19

HELP CENTER
Our Help Center is filled with tons of resources to help you navigate through the online platform. Below you will find some common questions and their relevant help article:

How do I search camera footage? How do I add a user?
How do I add a vehicle to my own Hot List?
How do I enable browser notifications for Hot List alerts? How do I get text alerts for Hot List?
How do I request camera access from other nearby agencies? How do I use the National Lookup to search for a plate? (National Lookup - network of law enforcement agencies that have opted to allow their Flock cameras to be used for
searches)
How do I reset my / another user’s password?

CUSTOMER SUPPORT
You can reach our customer support team anytime by emailing [email protected].

They can help answer any “How-To” questions you may have.

DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF (866) 901-1781 | 1170 Howell Mill Rd NW, Unit 210, Atlanta, GA 30318 | flocksafety.com
DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF DocuSign Envelope ID: 66C2D853-CB6E-4F52-AA3B-AE8150FA9DFF

APPROVED AS TO FORM AND LEGALITY
________________________
CITY
ATTORNEY’S OFFICE

TRACY CIT

Y COUNCIL
RESOLU
TION NO. _______________

APPROVIN

G A TWO-YEAR MASTER SERVICES AGREEMENT WITH FLOCK
GROUP, INC. FOR THE INSTALLATION, OPERATION, AND MAINTENANCE

OF AUTOMATED LICENSE PLATE READER TECHNOLOGY FOR A NOT TO EXCEED AMOUNT OF $255,000 AND AUTHORIZING THE CITY MANAGER TO

EXECUTE THE AGREEMENT, INCLUDING ANY AMENDMENTS
WHEREAS, t
he City of Tracy already operates a License Plate Reader program through the Police Department, park cameras through the Parks and Recreation Department, and traffic monitoring cameras through the Engineering Department; and WHEREAS, t
he expansion of the three programs will provide increased efficiencies and public safety specific to investigations outcomes and monitoring of traffic conditions; and WHEREAS, t
he Master Services Agreement with Flock Group, Inc. will provide services that include the installation, operation, and maintenance of camera and sensor technology at strategic locations in the City of Tracy compatible with the existing systems; and WHEREAS, t
he agreement has been deemed by the City Manager to qualify for the sole source exemption, as described in the Tracy Municipal Code; and

WHEREAS,
the implementation of the program directly addresses two public safety strategic priorities identified by the City Council; now, therefore, be it RESOLVED:

That the City Council of the City of Tracy hereby authorizes a Master Services Agreement with Flock Group Inc., for the installation, operation , and maintenance of automated license plate reader technology, for an amount not to exceed $255,000; and be it

FURTHER RES
OLVED: That the City Council hereby authorizes the City Manager to execute the Master Services Agreement and any amendments to the Agreement. * * * * * * * * * * * * * *
___________________________________________
NANCY D. YOUNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on 6th day of September 2022, by the following vote:

AYES:

NOES:

ABSENT:

COUNCIL MEMBERS:

COUNCIL MEMBERS:

COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:

Resolution 2022-

September 6, 2022
AGENDA ITEM 1.G

REQUEST
STAF

F RECOMMENDS THAT THE CITY COUNCIL ADOPT A LIST OF PROPOSED PROJECTS FOR FISCAL YEAR 2022-2023 FUNDED BY SENATE BILL 1 (SB 1): THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017

EXECUTIVE SUMMARY
City
staff is requesting that the City Council adopt a list of proposed projects for Fiscal Year 2022-2023 funded by Senate Bill 1 (SB 1): The Road Repair and Accountability Act of 2017. Once adopted, the list will be submitted to the California Transportation Commission (CTC) for anticipated funding of $2,183,433. This amount is based on revenues that the City anticipates receiving from the Road Maintenance and Rehabilitation Account (RMRA) as part of SB 1.

DISCUSSION
The Road Repai
r and Accountability Act of 2017 (Act) is a significant investment in California’s transportation system. The Act was passed by the California Legislature and signed into law by the Governor in April of 2017 to address the significant multi- modal transportation funding shortfalls statewide. SB 1 includes accountability and transparency provisions that will ensure the residents are aware of the projects proposed for funding and which projects have been completed each fiscal year.

The Act i
ncreased per gallon fuel excise taxes, diesel fuel sales taxes and vehicle registration fees. A portion of this new revenue is allocated to the Road Maintenance and Rehabilitation Account (RMRA). Pursuant to Streets and Highways Code Section 2030(b), RMRA local streets and roads allocations must be used for projects “that include, but are not limited to,” the following:

1. Road maintenance and rehabilitation

2. Safety projects

3. Railroad grade separations

4. Traffic control devices

5. Complete street components
Attachm
ent A shows the RMRA Projections for the City for FY 21-22 & FY 22-23 from the website CaliforniaCityFinance.com, the California Local Government Finance Almanac. According to the projections, City will receive $2,183,433 for FY 22-23 from the RMRA.

In order to r
eceive said funds from the CTC, the City of Tracy must adopt, by resolution, a list of projects proposed to receive fiscal year funding from the RMRA, which must include a description and the location of each proposed project, an estimated project start date, an estimated project completion date, and the estimated useful life of the improvement. The resolution is then submitted to CTC before the deadline of September 30
th, 2022. This is the sixth year in which City of Tracy is receiving SB 1 Agenda Item 1.G
September 6, 2022

funding. The funding will enable the City of Tracy to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have been possible without the funding.

Pursuant to C
alifornia Streets and Highway Code (SHC) Section 2034(a)(1), the project list shall not limit the flexibility of an eligible city or county to fund projects in accordance with local needs and priorities, so long as the projects are consistent with SHC Section 2030(b). After submittal of the project list to the CTC, in the event a city or county elects to make changes to the project list pursuant to the statutory provision noted above, formal notification of the CTC is not required. However, standard reporting forms will provide an opportunity for jurisdictions to annually communicate such changes to the CTC as part of the Annual Expenditure Reporting process.

The project l
ocations were selected based on the City’s Pavement Management System, coordination with the Operations Division of Operations and Utilities Department, Engineering staff’s visual inspection, planned transportation projects, public comment review, and available funds.

This Pr
oposed Project List for FY 2022-2033 (Attachment C) includes newly proposed projects as well as previously proposed and adopted projects that may utilize fiscal year 2022-2023 RMRA revenues in their delivery. Attachment A includes preliminary RMRA projections for FY 2021-22 and FY 2022-23. Attachment B shows the list of RMRA payments by the State Controller’s Office to the City of Tracy for FY 2020-21.

FISCAL IMPACT
The approved Capital Improvement Projects (CIP) for this effort are CIP 73178, CIP 73183, CIP 73184, CIP 73186, and CIP 73187. A city can carryover unexpended SB 1 RMRA funds to subsequent fiscal years . The expected funding is summarized in the following table:

Funding Sources
Project
F242 –
Transportation
Sales Tax
F245 –
Gas Tax
Regional
Surface
Transportation
Program
(RSTP)
SB 1
RMRA Total
CIP 73186
Pavement
Rehabilitation FY
22-23
$540,000 $135,000 $641,698 $1,300,000 $2,616,698
CIP 73187 Slurry
Seal FY 22-23 $0 $0 $0 $600,000 $600,000
Agenda Item 1.G
September 6, 2022

CIP 73184 Slurry
Seal FY 21-22 $0 $0 $0 $600,000 $600,000
CIP 73183
Pavement
Rehabilitation FY
21-22
$540,000 $135,000 $0 $1,213,747 $1,888,747
CIP 73178
Pavement
Rehabilitation FY
20-21
$140,000 $135,000 $1,284,163 $1,652,699 $3,211,862
Devel
opment Services Department coordinated with Operations and Utilities Department in creating the proposed list in collaboration with the recommendations from the Pavement Management System.

STRATEGIC PLAN
This agenda
item supports the City of Tracy’s Quality of Life Strategic Priority and specifically implements the following goal:

Goal 1: A
dvance green and roadway infrastructure projects that improve connectivity, including bike lanes.

RECOMMENDATION
Staff rec
ommends that the City Council by resolution, adopt the proposed list of projects for Fiscal Year 2022-2023 funded by SB 1: The Road Repair and Accountability Act of 2017.

Prepar
ed by: Anju Pillai, PE, Senior Civil Engineer
Revi
ewed by: Robert Armijo, PE, City Engineer / Assistant Development Services Director Kris Balaji, PMP, PE, Development Services Director
Sara Cowell, Interim Finance Director
Midori Lichtwardt, Assistant City Manager
Approv
ed by: Michael Rogers, City Manager

ATTACHMENTS
Attachm
ent A – CaliforniaCityFinance.com RMRA Projections for FY 21-22 and FY 22-23 Attachment B – State Controller’s Office RMRA City FY 2020-21 Payments Attachment C – Proposed Project List for FY 2022-2023 to be funded by SB 1 Attachment D – SB 1 FY 2022-23 Location Map
Local Streets and Roads - Projected Revenues
2021-22 2022-23
Estimated May 2022 Hwy Users Tax Road Mntnc TOTAL Hwy Users Tax Road Mntnc TOTAL Account Rehab Acct Account Rehab Acct

SAN DIEGO COUNTY
CARLSBAD 2,888,673 2,288,475 5,177,148 3,199,669 2,557,668 5,757,337 CHULA VISTA 6,843,585 5,437,786 12,281,372 7,582,562 6,077,433 13,659,995 CORONADO 624,306 489,333 1,113,639 690,805 546,893 1,237,698 DEL MAR 111,747 84,366 196,112 123,212 94,290 217,501 EL CAJON 2,583,672 2,045,602 4,629,274 2,861,662 2,286,226 5,147,888 ENCINITAS 1,562,162 1,234,161 2,796,324 1,729,881 1,379,335 3,109,216 ESCONDIDO 3,789,071 3,005,465 6,794,536 4,197,503 3,358,998 7,556,501 IMPERIAL BEACH 701,867 550,299 1,252,166 776,651 615,031 1,391,682 LA MESA 1,494,708 1,180,447 2,675,155 1,655,127 1,319,303 2,974,429 LEMON GROVE 666,311 521,986 1,188,297 737,247 583,387 1,320,634 NATIONAL CITY 1,573,608 1,243,275 2,816,883 1,742,565 1,389,522 3,132,087 OCEANSIDE 4,412,758 3,502,110 7,914,867 4,888,683 3,914,062 8,802,745 POWAY 1,228,416 969,592 2,198,008 1,360,180 1,083,645 2,443,825 SAN DIEGO 35,133,867 27,957,476 63,091,343 38,933,193 31,246,111 70,179,304 SAN MARCOS 2,408,467 1,908,077 4,316,544 2,667,768 2,132,523 4,800,292 SANTEE 1,425,586 1,125,405 2,550,991 1,578,525 1,257,786 2,836,311 SOLANA BEACH 351,841 273,961 625,801 389,071 306,187 695,258 VISTA 2,584,294 2,046,097 4,630,391 2,862,351 2,286,779 5,149,131 County of San Diego 68,129,468 49,192,637 117,322,105 75,885,090 54,137,820 130,022,910 Total Cities & County: San Diego 138,514,407 105,056,549 243,570,955 138,514,407 105,056,549 243,570,955

SAN FRANCISCO COUNTY
SAN FRANCISCO - Cit
y Allocation 20,566,664 17,336,982 37,903,646 22,816,550 19,376,330 42,192,880 SAN FRANCISCO - County Allocation 11,332,248 9,449,129 20,781,377 12,647,599 10,399,021 23,046,620 Total San Francisco 31,898,912 26,786,111 58,685,023 31,898,912 26,786,111 58,685,023

SAN JOAQUIN COUNTY
ESCALON 191,133 148,621 339,754 211,131 166,103 377,234 LATHROP 711,246 564,743 1,275,989 787,236 631,174 1,418,410 LODI 1,701,818 1,362,196 3,064,014 1,885,112 1,522,431 3,407,543 MANTECA 2,158,117 1,730,092 3,888,209 2,390,914 1,933,603 4,324,517 RIPON 409,167 322,801 731,968 452,602 360,772 813,374 STOCKTON 7,900,152 6,357,666 14,257,818 8,755,626 7,105,518 15,861,144 TRACY 2,435,366 1,953,628 4,388,993 2,698,242 2,183,433 4,881,674 County of San Joaquin 18,724,886 15,108,705 33,833,591 20,885,944 16,627,536 37,513,480 Total Cities & County: San Joaquin 34,231,884 27,548,452 61,780,336 34,231,884 27,548,452 61,780,336 May 2022 CaliforniaCityFinance.com Page 15 of 21

ATTACHMENT A
State Controller's Office
Year to Date
Road Maintenance and Rehabilitation Account (RMRA) - Cities Fiscal Year: 2020-2021
City 9/22/2020 10/22/2020 11/20/2020 12/22/2020 1/22/2021 2/22/2021 3/22/2021 4/22/2021 5/21/2021 6/22/2021 7/22/2021 8/20/2021 Year to Date Tracy City $144,724.72 $162,459.64 $153,532.10 $134,022.45 $165,341.53 $131,293.43 $128,532.80 $150,800.78 $145,882.30 $137,751.76 $173,360.31 $150,719.01 $1,778,420.83 1 of 1

ATTACHMENT B

ATTACHMENT C
1 Proposed Project List for FY 2022-2023 to be Funded by SB 1 Newly Proposed Projects:

Project Title Project
Description
Approximate
Project Location
Estimated
Project
Useful
Life
Estimated
Project Start
Date
Estimated
Project
Completion
Date
Slurry Seal FY
22-23
CIP 73187
Slurry seal and
paving
rehab/repair of
about 7.37 lane
miles of streets.

Subdivisions of:

Harv
est Glen
(Units 1 and 2);
Victo
ria Greens
(Units 1, 2, and 3).
5-10 years September
2022
April 2023
Pavement
Rehabilitation
FY 22-23
CIP 73186
Paving
rehab/repair of
about 4.06 lane
miles of streets.

Clover Road (Holly
Dr to Cabrillo Dr)
Gran
t Line Road
(from ±135’ East
of Walmart Dwy
to Naglee Rd);
Mae
Avenue
(Lowell Ave to
Whittier Ave)
Wall S
treet
(Beverly PL to
Carlton Way)
12th Street (Parker
Ave to Adam St)
Walnu
t Street
(11th St to
Highland Ave)
Trac
y Blvd. (from
11TH St to 6th St);
10-15
years
September
2022
April 2023
Pre
viously Proposed Projects that May Utilize Fiscal Year 2022-2023 Road Maintenance and Rehabilitation Account Revenues in Their Delivery:

ATTACHMENT C

2 Project Title Project
Description
Approximate
Project Location
Estimated
Project
Useful
Life
Estimated
Project Start
Date
Estimated
Project
Completion
Date
Slurry Seal FY
21-22
CIP 73184
Slurry seal and
paving
rehab/repair of
about 16.91 lane
miles of streets.

Subdivisions of:

Sienna Park (Unit
1);

Hearthstone
(Units 2 and 3);

Parkside Estates
(Units 1, 2, and 3);

Ironwood;

Muirfield (Unit 3);

5-10 years July 2021

January 2023
Pavement
Rehabilitation
FY 21-22
CIP 73183
Paving
rehab/repair of
about 2.59 lane
miles of streets.

Clover Road (from
West City Limits
to ± 184’ West of
Tracy Boulevard);

Grant Line Road
(from ±75’ East of
Lammers Rd. to ±
135’ East of
Walmart Dwy);

Valpico Road
(from Raleys Dwy
to ± 2100’ East of
Dwy);

Spot patching only
of:

Tracy Boulevard
(from Lowell
Avenue to 12
th
Street).

10-15
years
July 2021 January 2023

ATTACHMENT C
3 Pavement
Rehabilitation
FY 20-21
CIP 73178
Paving
rehab/repair of
about 8.09 lane
miles of streets.

Paving

rehab/repair of
about 0.43 lane
miles of bicycle
lanes.

Lowell Avenue
(from Orchard
Parkway to Tracy
Boulevard);
Lin
coln Boulevard
(from Lowell
Avenue to 11
th
Street);
10-15
years
August 2021 June 2023

ATTACHMENT D

CITY OF TRACY
PAVEMENT REHABILITATION FY2020-21:
1 2
fy2020-21
1 2

APPROVED AS TO FORM AND LEGALITY
________________________
CITY A
TTORNEY’S OFFICE

TRACY CITY COUNCIL
RESOLUTION NO._____
ADOPTING A LIST OF PROPOSED PROJECTS FOR FISCAL YEAR 2022-2023 FUNDED BY SB1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017 WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017), was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensur e the residents of Tracy are awar e of the projects proposed for funding in our community and which projects have been completed each fiscal year; and WHEREAS, The City of Tracy must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, The City of Tracy wil l receive an estimated $2,183,433 in RMRA funding in Fiscal Year 2022-23 from SB 1; and
WHEREAS, This is the sixth year in which the City of Tracy is receiving SB 1 funding and will enable the City of Tracy to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for t he traveling public that would not have otherwise been possible without SB 1; and
WHEREAS, The City of Tracy has undergone a robust public process to ensure public input into our community’s transportation priorities/the project list; and WHEREAS, The City of Tracy used a Pavement Management System coupled with planned transportation projects and staff’s review to develop the SB 1 project list to ensure rev
enues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment; and WHEREAS, The funding from SB 1 will help the City of Tracy maintain and rehabilitate 95 s
treets/roads throughout the City this year; and
Resolution 2022-_____

WHEREAS, The 2021 California Statewide Local Streets and Roads Needs Assessment found that the City of Tracy’s streets and roads are in a “low risk” condition and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a “good” condition; and
WHERE
AS, The SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide; now therefore, be it
RESO
LVED: That the City Council of the City of Tracy hereby declares the following:

1. The foregoing r
ecitals are true and correct.

2. The follow
ing list of newly proposed projects will be funded in-part or solely with Fiscal Year 2022-23 Road Maintenance and Rehabilitation Account revenues:

Proj
ect Title Project
Description
Approximate
Project Location
Estimated
Project
Useful Life
Estimated
Project
Start Date
Estimated
Project
Completion
Date
Slurry Seal FY
22-23
CIP 73187
Slurry seal and
paving
rehab/repair of
about 7.37 lane
miles of streets.

Subdivisions of:

Harv
est Glen (Units
1 and 2);
Vic
toria Greens
(Units 1, 2, and 3).
5-10 years September
2022
April 2023
Pavement
Rehabilitation
FY 22-23
CIP 73186
Paving
rehab/repair of
about 4.06 lane
miles of streets.

Clover Road (Holly
Dr to Cabrillo Dr)
Grant Li
ne Road
(from ±135’ East of
Walmart Dwy to
Naglee Rd);
Mae Av
enue
(Lowell Ave to
Whittier Ave)
Wall S
treet (Beverly
PL to Carlton Way)
12th Street (Parker
Ave to Adam St)
Walnut Street (11th
St to Highland Ave)
10-15
years
September
2022
April 2023
Resolution 2022-_____

Tracy Blvd. (from
11 TH St to 6th St);

3. The follow
ing previously proposed and adopted projects may also utilize Fiscal Year 2022-23 Road Maintenance and Rehabilitation Account revenues in their delivery. With the relisting of these projects in the adopted fiscal year resolution, the City of Tracy is reaffirming to the public and the State our intent to fund these projects with Road Maintenance and Rehabilitation Account revenues:

Proj
ect Title Project
Description
Approximate
Project Location
Estimated
Project
Useful Life
Estimated
Project Start
Date
Estimated
Project
Completion
Date
Slurry Seal FY
21-22
CIP 73184
Slurry seal and
paving
rehab/repair of
about 16.91
lane miles of
streets.

Subdivisions of:

Sienna P
ark
(Unit 1);
Hearths
tone
(Units 2 and 3);
Park
side Estates
(Units 1, 2, and
3);
Ironwood;
Muirfield (Unit 3);
5-10 years July 2021 January
2023
Pavement
Rehabilitation
FY 21-22
CIP 73183
Paving
rehab/repair of
about 2.59 lane
miles of streets.

Clover Road
(from West City
Limits to ± 184’
West of Tracy
Boulevard);
Grant Li
ne Road
(from ±75’ East
of Lammers Rd.
to ± 135’ East of
Walmart Dwy);
Valpico Road
(from Raleys
Dwy to ± 2100’
East of Dwy);
10-15
years
July 2021 January
2023
Resolution 2022-_____

Spot patching
only of:

Tracy
Boulevard
(from Lowell
Avenue to 12
th
Street).

Pavement
Rehabilitation
FY 20-21
CIP 73178
Paving
rehab/repair of
about 8.09 lane
miles of streets.

Pavi
ng
rehab/repair of
about 0.43 lane
miles of bicycle
lanes.

Lowell Avenue
(from Orchard
Parkway to Tracy
Boulevard);
Lincol
n
Boulevard (from
Lowell Avenue to
11 th Street);
10-15
years
August
2021
June 2023
* * * * * * * * * * * * * *
The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on 6th of September 2022 by the following vote:

AYES: COU
NCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:
___________________________________________
NANCY
D. YOUNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
September 6, 2022
AGEND
A ITEM 1.H
REQU
EST

WAIVE SECOND READING OF FULL TEXT AND ADOPT TWO ORDINANCES 1) RESCINDING ORDINANCE 1253 APPROVING SECOND AMENDMENT TO

AMENDED AND RESTATED DEVELOPMENT AGREEMENT BY AND
BETWEEN THE CITY OF TRACY AND SURLAND COMMUNITIES, LLC. AND 2) RESCINDING SECOND AMENDMENT TO AMENDED AND RESTATED

DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TRACY
AND SURLAND COMMUNITIES, LLC.

EXECUT

IVE SUMMARY
The propos
ed Ordinances were introduced at the regular Council meeting held on August 16, 2022. Ordinances are before Council for adoption.

DISCUS
SION
The City of Tracy (City) and Surland Communities, LLC (Surland) have been parties with one another in a longstanding development agreement, dating as far back as 2009, with respect to Surland’s development of real property located in the Ellis Specific Plan area.

The
original development agreement was invalidated during a court proceeding, and in 2013, the City Council a dopted an ordinance approving an Amended and Restated Development Agreement with Surland Communities, LLC (2013 Development Agreement), and subsequently, the City entered into the 2013 Development Agreement.

In 2018, the City Council adopted Ordinance 1253 (Ordinance 1253), an Ordinance of the City of Tracy Approving the Second Amendment to the Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC, and subsequently the City entered into the Second Amendment to the Development Agreement (2018 Second Amendment to Development Agreement).

Mary Mitracos filed a lawsuit against the City and Surland challenging the legality of Ordinance 1253 and the 2018 Second Amendment to Development Agreement.

In 2020, the San Joaquin County Superior Court entered Judgment (Judgment) in Ms.

Mitracos’ favor and issued a Peremptory Writ of Mandate (Writ) ordering the City (i) to rescind and set aside Ordinance 1253 and the 2018 Second Amendment to Development Agreement, (ii) not to take any action to implement the Second Amendment, and (iii) to rescind any actions that were taken to implement Ordinance 1253 and the Second Amendment. The City and Surland appealed. In May 2022, the C
ourt of Appeal denied the appeal and affirmed the Superior Court, and in July 2022 remitted the case back to the Superior Court.

Agenda Item 1.H
September 6, 2022

The City has a duty to comply with the Judgment and Writ, and to inform the Superior Court of actions it has taken to comply. Accordingly, we recommend that the proposed Ordinances will accomplish the first two of the foregoing requisite actions needed to be taken.

The propos
ed Ordinances were introduced at the regular Council meeting held on August 16, 2022, to 1) Rescinding Ordinance 1253 approving Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC, and 2) Rescinding the Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC. The proposed ordinances are before Council for adoption.

STRAT

EGIC PLAN
This
agenda item is not applicable, as this is a court proceeding.

FISC

AL IMPACT
Surl
and is responsible to cover all City costs and expenses associated with this lawsuit pursuant to a hold harmless and indemnity provision of the Development Agreement.

RECOM

MENDATION
Staff recommends that Council waive the full reading of the text and adopt two Ordinances, 1) Rescinding Ordinance 1253 approving Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC and 2) Rescinding second amendment to Amended and Restated Development
Agreement by and between the City of Tracy
and Surland Communities, LLC.

Prepar
ed by: Necy Lopez, Deputy City Clerk
Revi
ewed by: Adrianne Richardson, City Clerk
Midori Lichtwardt, Assistant City Manager
Approv
ed by: Michael Rogers, City Manager
ATTAC
HMENTS:

Attachment A: 1st Ordinance with Notice and Digest (Ordinance to be numbered after adoption)
Attachment B: 2nd Ordinance with Notice and Digest (Ordinance to be numbered after adoption)

APPROVED AS TO FORM AND LEGALITY
___________________________
CITY ATTORNEY’S OFFICE
TRACY

CITY COUNCIL

ORDINANCE
NO. ________________

RESCINDI
NG ORDINANCE 1253 APPROVING SECOND AMENDMENT TO

AMENDED AND RESTATED DEVELOPMENT AGREEMENT BY AND

BETWEEN THE CITY OF TRACY AND SURLAND COMMUNITIES, LLC
WHEREA
S, on March 19, 2013, the City Council adopted Ordinance 1182 (Ordinance 1182), an Ordinance of the City of Tracy Approving an Amended and Restated Development Agreement with Surland Communities, LLC, with respect to the development of real property in the Ellis Specific Plan area; and
WHEREA
S, pursuant to Ordinance 1182, the City of Tracy (City) and Surland Communities, LLC (Surland) executed and entered into the Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC, dated April 18, 2013 (“2013 Development Agreement”); and WHEREA
S, on June 3, 2014, the City Council adopted Ordinance 1194 (Ordinance 1194), an Ordinance of the City of Tracy Approving First Amendment to Amended and Restated Development Agreement with the Surland Communities, LLC; and WHEREA
S, pursuant to Ordinance 1194, the City and Surland executed and entered into the First Amendment to Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC, dated July 3, 2014; and WHEREA
S, on April 3, 2018, the City Council adopted Ordinance 1253 (Ordinance 1253), an Ordinance of the City of Tracy Approving the Second Amendment to the Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC; and
WHEREA
S, pursuant to Ordinance 1253, the City and Surland executed and entered into the Second Amendment to Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC, dated May 3, 2018 (2018 Second Amendment to Development Agreement or 2018 DA); and
WHEREA
S, on May 11, 2018, Mary Mitracos, as Petitioner and Plaintiff, filed a lawsuit against the City, as Respondent and Defendant, and Surland, as Real Party in Interest, challenging the legality of Ordinance 1253 and the 2018 Second Amendment to the Development Agreement, Mitracos v. City of Tracy, et al., San Joaquin County Superior Court Case No. STK-CV-UWM-2018-5531; and
WHEREA
S, on September 30, 2020, the San Joaquin County Superior Court entered Judgment (Judgment) for Plaintiff Mitracos and against the City and Surland, and issued a

ATTACHMENT A
Ordinance _____

Peremptory Writ of Mandate (Writ), each of which was served on the City on October 8, 2020; and
WHEREAS, the Judgment served on October 8, 2020 includes the following rulings:

IT IS SO O
RDERED, DECREED AND ADJUDGED that:

1. Judgment granting a Peremptory Writ of Mandate is entered in favor of Petitioner Mitracos in this proceeding. Judgment is entered because the Court finds that Respondent committed a prejudicial abuse of discretion in taking the following actions:
(a) Adopting, approving and entering into the Second
Amendment to Amended and Restated Development Agreement by and between The City of Tracy and Surland Communities, LLC" ("2018 DA").
(b) Adopting Ordinance 1253[.]

2. The court finds the 2018 DA does not comply with Government Code Sections 65865(b) and 65865.2 and is therefore void ab initio.

3. A Preemptory Writ of Mandate direct[ed] to Respondents shall issue under seal of this Court, ordering Respondents to vacate and set aside, within (30) days from service of the Writ of Mandate, all approvals and adoptions of the 2008 DA and Ordinance 1253, as described in paragraph 2 above in their entirety and all other actions taken by Respondents to approve or implement the Development Agreement.

Respondent City is ordered to:
(a) Set aside, rescind, and vacate the "Second Amendment to Amended and Restated Development Agreement by and
between The City of Tracy and Surland Communities, LLC" ("2018 DA").
(b) Set aside, rescind, and vacate Ordinance 1253.
(c) Set aside, rescind, and vacate any actions taken
pursuant to the "Second Amendment to Amended and Restated Development Agreement by and Between the City of Tracy and Surland Communities, LLC" ("2018 DA") and Ordinance 1253.

4. Respondent City shall file a return to the Peremptory Writ of Mandate within 10 days of completion of the actions mandated by this judgment. This Court shall retain jurisdiction over Respondents' proceedings by way of the return to the Peremptory Writ of Mandate until the Court has determined that Respondent has complied with the directives of this Court.

5. Petitioner shall be awarded its costs of suit. Petitioner is the successful party pursuant to Code of Civil Procedure § 1021.5. The Court reserves jurisdiction to determine entitlement to attorneys' fees and litigation expenses, pursuant to any properly and timely filed motion which Petitioner Mitracos may make.

Ordinance _____

6. Injunctive relief is granted consistent with this ruling.

Respondent
s, Real Parties in Interest, and their respective agents, employees, and persons acting in concert with them are permanently enjoined from any and all actions to further implement the 2018 Development Agreement as described in paragraph 1(a) above. and
WHEREAS, the Writ served on October 8, 2022 includes the following commands:

YOU ARE
HEREBY COMMANDED to comply with the following:

1. Within thirty (30) days from service of this Writ, set aside, rescind, and vacate the "Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC" ("2018 DA");

2. Within thirty (30) days from service of this Writ, set aside, rescind, and vacate Ordinance 1253;

3. Within thirty (30) days from service of this Writ, set aside, rescind, and vacate any actions taken pursuant to the "Second Amendment to Amended and Restated Development Agreement By and Between The City of Tracy and Surland Communities, LLC" ("2018 DA") and Ordinance 1253.

4. Respondent City shall file a return to the Peremptory Writ of Mandate within 10 days of completion of the actions mandated by this Writ. This Court shall retain jurisdiction over Respondent's proceedings by way of the return to the Peremptory Writ of Mandate until the Court has determined that Respondents have complied with the directives of this Court.
and
WHEREA
S, on November 6, 2020 (which was within 30 days of service of the Judgment and Writ), the Superior Court extended the compliance deadline to November 12, 2020, and then on November 12, 2020, extended the compliance deadline to January 22, 2021; and WHEREA
S, on October 23, 2020, the City and Surland filed a joint motion for new trial, or in the alternative, to set aside and vacate the judgment and enter a new judgment, which was denied by operation of law on or about December 22, 2020; and WHEREA
S, on January 15, 2021, the City and Surland appealed to the California Court of Appeal, Third District, which stayed any obligation to comply with the Judgment and Writ unless and until the Judgment was affirmed by a final decision on appeal; and WHEREA
S, on May 16, 2022, the Third District Court of Appeal issued an unpublished opinion denying the appeal and affirming the Judgment, which decision became final 30 days thereafter; and
Ordinance _____

WHEREAS, on July 18, 2022, the Court of Appeal issued a Remittitur, returning the lawsuit to the Superior Court; and
WHEREA
S, Surland is responsible to cover all City costs and expenses associated with the Mitracos lawsuit pursuant to a hold harmless and indemnity provision of the 2013 Development Agreement; and
WHEREA
S, the City is obligated to comply with the Judgment and Writ, and is doing so; and
WHEREA
S, the City is adopting this subject Ordinance as well as a companion Ordinance in compliance with the Judgment and Writ; and WHEREA
S, the City has not taken any action to implement the 2018 Second Amendment to Development Agreement since well before the Court of Appeal issued its May 16, 2022 opinion denying the appeal and affirming the Judgment; and WHEREA
S, the City understands that it may not take any action to implement the 2018 Second Amendment; and
WHEREA
S, City staff is evaluating what additional actions need to be taken to set aside, rescind and vacate any actions previously taken to implement Ordinance 1253 and the Second Amendment.

NOW,

THEREFORE, THE CITY COUNCIL OF THE CITY OF TRACY DOES ORDAIN AS FOLLOWS:

SECTI
ON 1. Incorporation of Recitals/Findings. The City Council finds and determines the foregoing recitals are true and correct and are hereby incorporated herein as findings and determinations of the City.

SECTIO
N 2. Rescission of Ordinance 1253. The City Council hereby sets aside, rescinds, and vacates Ordinance 1253.

SECTIO
N 3. CEQA Determination. The City Council finds and determines that the adoption of this Ordinance is not a project within the meaning of the California Environmental Quality Act (“CEQA”), including as the term “project” is defined by section 15378 of the CEQA Guidelines, including without limitation because the adoption of this Ordinance is a ministerial action not subject to and exempt from CEQA (see section 15268 of the CEQA Guidelines), and that even if it were a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment.

SECTI
ON 4. Severability. If any section, subsection, sentence, clause or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of the Chapter. The City Council hereby declares that it would have passed this Ordinance and each section, subsection, clause or phrase thereof i rrespective of the fact that one or more other sections, subsections, clauses or phrases may be declared invalid or unconstitutional Ordinance _____

SECTION 5. Effecti ve Date. This Ordinance shall become effective upon the thirtieth (30th) day after final adoption.

SECTION

6. Publication. The City Clerk is directed to publish this Ordinance in a manner required by law.

SECTION

7. Codification. This Ordinance shall not be codified in the Tracy Municipal Code.
* * * * * * * * * *
* * *
The foregoing Ordinance ________ was introduced at a regular meeting of the Tracy City Council on the 16th day of August 2022, and finally adopted on the 6th day of September, 2022, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:
___________________________________________
NANCY D. YO
UNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
Date of At
testation:

Ordinance _____

NOTICE AND DIGEST

ORDINANCE RES
CINDING ORDINANCE 1253 APPROVING SECOND

AMENDMENT TO AMENDED AND RESTATED DEVELOPMENT AGREEMENT

BY AND BETWEEN THE CITY OF TRACY AND SURLAND COMMUNITIES, LLC
This O
rdinance (Ordinance) sets aside, rescinds, and vacates Ordinance 1253, adopted by the City Council of the City of Tracy (City) on April 3, 2018, which approved the Second Amendment to Amended and Restated Development Agreement By and Between the City of Tracy (City) and Surland Communities, LLC (Surland), dated May 3, 2018 (2018 Second Amendment). This Ordinance is necessary to comply with the Peremptory Writ of Mandate served on October 8, 2022 and Judgment served on October 8, 2020 by the San Joaquin County Superior Court, in the lawsuit filed by Mary Mitracos, as Petitioner and Plaintiff, against the City, as Respondent and Defendant, and Surland, as Real Party in Interest, challenging, among other things, the legality of Ordinance 1253 (Mitracos v. City of Tracy , et al., San Joaquin County Superior Court Case No. STK-CV- UWM-2018-5531). On May 16, 2022, the Third District Court of Appeal issued an unpublished opinion denying the City’s appeal and affirming the Judgment of the San Joaquin County Superior Court.

APPROVED AS TO FORM AND LEGALITY
___________________________
CITY ATTORNEY’S OFFICE
TRACY

CITY COUNCIL

ORDINANCE
NO. ________________

RESCINDI

NG SECOND AMENDMENT TO AMENDED AND RESTATED

DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TRACY AND

SURLAND COMMUNITIES, LLC
WHEREAS, on March 19, 2013, the City Council adopted Ordinance 1182 (Ordinance 1182), an Ordinance of the City of Tracy Approving an Amended and Restated Development Agreement with Surland Communities, LLC, with respect to the development of real property in the Ellis Specific Plan area; and
WHEREAS, pursuant to Ordinance 1182, the City of Tracy (City) and Surland Communities, LLC (Surland) executed and entered into the Amended and Restated Development Agreement By and Between t he City of Tracy and Surland Communities, LLC, dated April 18, 2013 (2013 Development Agreement); and
WHEREAS, on June 3, 2014, the City Council adopted Ordinance 1194 (Ordinance 1194), an Ordinance of the City of Tracy Approving First Amendment to Amended and Restated Development Agreement with the Surland Communities, LLC; and WHEREAS, pursuant to Ordinance 1194, the City and Surland executed and entered into the First Amendment to Amended and Restated Development Agreement By and Between the Ci
ty of Tracy and Surland Communities, LLC, dated July 3, 2014; and WHEREAS, on April 3, 2018, the City Council adopted Ordinance 1253 (Ordinance 1253), an Ordinance of the City of Tracy Approving the Second Amendment to the Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC; and
WHEREAS, pursuant to Ordinance 1253, the City and Surland executed and entered into the Second Amendment to Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC, dated May 3, 2018 (2018 Second Amendment to Development Agreement or 2018 DA); and
WHEREAS, on May 11, 2018, Mary Mitracos, as Petitioner and Plaintiff, filed a lawsuit against the City, as Respondent and Defendant, and Surland, as Real Party in Interest, challenging the legality of Ordinance 1253 and the 2018 Second Amendment to Development Agreement, Mitracos
v. City of Tracy, et al., San Joaquin County Superior Court Case No. STK- CV-UWM-2018-5531; and
WHEREAS, on September 30, 2020, the San Joaquin County Superior Court entered Judgment (Judgment) for Plaintiff Mitracos and against the City and Surland, and issued a

ATTACHMENT B
Ordinance ____

Peremptory Writ of Mandate (Writ ), each of which was served on the City on October 8, 2020; and
WHERE
AS, the Judgment served on October 8, 2020 includes the following rulings:

IT IS SO ORDERED, DECREED AND ADJUDGED that:

1. Judgment granting a Peremptory Writ of Mandate is entered in favor of Petitioner Mitracos in this proceeding. Judgment is entered because the Court finds that Respondent committed a prejudicial abuse of discretion in taking the following actions:
(a) Adopting, approving and entering into the Second
Amendment to Amended and Restated Development Agreement by and between The City of Tracy and Surland Communities, LLC" ("2018 DA").
(b) Adopting Ordinance 1253[.]

2. The court finds the 2018 DA does not comply with Government Code Sections 65865(b) and 65865.2 and is therefore void ab initio.

3. A Preemptory Writ of Mandate direct[ed] to Respondents shall issue under seal of this Court, ordering Respondents to vacate and set aside, within (30) days from service of the Writ of Mandate, all approvals and adoptions of the 2008 DA and Ordinance 1253, as described in paragraph 2 above in their entirety and all other actions taken by Respondents to approve or implement the Development Agreement.

Respondent City is ordered to:
(a) Set aside, rescind, and vacate the "Second Amendment to Amended and Restated Development Agreement by and
between The City of Tracy and Surland Communities, LLC" ("2018 DA").
(b) Set aside, rescind, and vacate Ordinance 1253.
(c) Set aside, rescind, and vacate any actions taken
pursuant to the "Second Amendment to Amended and Restated Development Agreement by and Between the City of Tracy and Surland Communities, LLC" ("2018 DA") and Ordinance 1253.

4. Respondent City shall file a return to the Peremptory Writ of Mandate within 10 days of completion of the actions mandated by this judgment. This Court shall retain jurisdiction over Respondents' proceedings by way of the return to the Peremptory Writ of Mandate until the Court has determined that Respondent has complied with the directives of this Court.

5. Petitioner shall be awarded its costs of suit. Petitioner is the successful party pursuant to Code of Civil Procedure § 1021.5. The Court reserves jurisdiction to determine entitlement to attorneys' fees and litigation expenses, pursuant to any properly and timely filed motion which Petitioner Mitracos may make.

Ordinance ____

6. Injunctive relief is granted consistent with this ruling.

Res
pondents, Real Parties in Interest, and their respective agents, employees, and persons acting in concert with them are permanently enjoined from any and all actions to further implement the 2018 Development Agreement as described in paragraph 1(a) above. and
WHEREAS, the Peremptory Writ of Mandate served on October 8, 2022 includes the following commands:

YOU ARE HEREBY COMMANDED to comply with the following:

1. Within thirty (30) days from service of this Writ, set aside, rescind, and vacate the "Second Amendment to Amended and Restated Development Agreement by and between the City of Tracy and Surland Communities, LLC" ("2018 DA");

2. Within thirty (30) days from service of this Writ, set aside, rescind, and vacate Ordinance 1253;

3. Within thirty (30) days from service of this Writ, set aside, rescind, and vacate any actions taken pursuant to the "Second Amendment to Amended and Restated Development Agreement By and Between The City of Tracy and Surland Communities, LLC" ("2018 DA") and Ordinance 1253.

4. Respondent City shall file a return to the Peremptory Writ of Mandate within 10 days of completion of the actions mandated by this Writ. This Court shall retain jurisdiction over Respondent's proceedings by way of the return to the Peremptory Writ of Mandate until the Court has determined that Respondents have complied with the directives of this Court.
and
WHERE
AS, on November 6, 2020 (which was within 30 days of service of the Judgment and Writ), the Superior Court extended the compliance deadline to November 12, 2020, and then on November 12, 2020, extended the compliance deadline to January 22, 2021; and WHERE
AS, on October 23, 2020, the City and Surland filed a joint motion for new trial, or in the alternative, to set aside and vacate the judgment and enter a new judgment, which was denied by operation of law on or about December 22, 2020; and WHERE
AS, on January 15, 2021, the City and Surland appealed to the California Court of Appeal, Third District, which stayed any obligation to comply with the Judgment and Writ unless and until the Judgment was affirmed by a final decision on appeal; and WHERE
AS, on May 16, 2022, the Third District Court of Appeal issued an unpublished opinion denying the appeal and affirming the Judgment, which decision became final 30 days thereafter; and
Ordinance ____

WHEREAS, on July 18, 2022, the Court of Appeal issued a Remittitur, returning the lawsuit to the Superior Court; and
WHERE
AS, Surland is responsible to cover all City costs and expenses associated with the Mitracos lawsuit pursuant to a hold harmless and indemnity provision of the 2013 Development Agreement; and
WHERE
AS, the City is obligated to comply with the Judgment and Writ, and is doing so; and
WHEREAS, the City is adopting this subject Ordinance as well as a companion Ordinance in compliance with the Judgment and Writ; and WHERE
AS, the City has not taken any action to implement the 2018 Second Amendment to Development Agreement since well before the Court of Appeal issued its May 16, 2022 opinion denying the appeal and affirming the Judgment; and WHERE
AS, the City understands that it may not take any action to implement the 2018 Second Amendment; and
WHERE
AS, City staff is evaluating what additional actions need to be taken to rescind actions previously taken to implement Ordinance 1253 and the Second Amendment.

NOW,

THEREFORE, THE CITY COUNCIL OF THE CITY OF TRACY DOES ORDAIN AS FOLLOWS:

SECT
ION 1. Incorporation of Recitals/Findings. The City Council finds and determines that the foregoing recitals are true and correct and are hereby incorporated herein as findings and determinations of the City.

SECTI
ON 2. Rescission of 2018 Second Amendment to Development Agreement.

The City Council hereby (i) sets aside, rescinds, and vacates the Second Amendment to Amended and Restated Development Agreement By and Between the City of Tracy and Surland Communities, LLC, dated May 3, 2018; (ii) reiterates and directs that the City Manager ensure that City staff not take any further action to implement the 2018 Second Amendment to Development Agreement; and (iii ) reiterates and directs the City Manager to ensure that City staff take any and all actions necessary to set aside, rescind, and vacate any actions previously taken pursuant to the 2018 Second Amendment to Development Agreement ; provided that the City Manager shall return to the City Council with any such actions the City Attorney determines that further City Council approval is needed to properly effectuate.

SECTI
ON 3. CEQA Determination. The City Council finds and determines that the adoption of this Ordinance is not a project within the meaning of the California Environmental Quality Act (“CEQA”), including as the term “project” is defined by section 15378 of the CEQA Guidelines, including without limitation because the adoption of this Ordinance is a ministerial action not subject to and exempt from CEQA (see section 15268 of the CEQA Guidelines), and that even if it were a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment.

Ordinance ____

SECTION 4. Severabil ity. If any section, subsection, sentence, clause or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of the Chapter. The City Council hereby declares that it would have passed this Ordinance and each section, subsection, clause or phrase thereof irrespective of the fact that one or more other sections, subsections, clauses or phrases may be declared invalid or unconstitutional SECTI
ON 5. Effective Date. This Ordinance shall become effective upon the thirtieth (30th) day after final adoption.

SECTIO
N 6. Publication. The City Cle rk is directed to publish this Ordinance in a manner required by law.

SECTIO
N 7. Codification. This Ordinance shall not be codified in the Tracy Municipal Code.
* * * * * * * *
* * * * *
The foregoing Ordinance ________ was introduced at a regular meeting of the Tracy City Council on the 16th day of August, 2022, and finally adopted on the 6th day of September, 2022, by the following vote:

AYES: COUNCIL MEMBER:

NOES: COUNCIL MEMBER:

ABSENT: COUNCIL MEMBER:

ABSTENTION: COUNCIL MEMBER:
___________________________________________
NANCY D.

YOUNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
Date of
Attestation:

Ordinance ____

NOTICE AND DIGEST
ORDINA

NCE RESCINDING SECOND AMENDMENT TO AMENDED AND

RESTATED DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF

TRACY AND SURLAND COMMUNITIES, LLC
This
Ordinance (Ordinance) sets aside, rescinds, and vacates the Second Amendment to Amended and Restated Development Agreement By and Between the City of Tracy (City) and Surland Communities, LLC (Surland), dated May 3, 2018 (2018 Second Amendment). This Ordinance further directs the City Manager to ensure that City staff not take any further action to implement the 2018 Second Amendment. This Ordinance is necessary to comply with the Peremptory Writ of Mandate served on October 8, 2022 and Judgment served on October 8, 2020 by the San Joaquin County Superior Court, in the lawsuit filed by Mary Mitracos, as Petitioner and Plaintiff, against the City, as Respondent and Defendant, and Surland, as Real Party in Interest, challenging, among other things, the legality of the 2018 Second Amendment (Mitracos v. City of Tracy, et al., San Joaquin County Superior Court Case No. STK-CV-UWM-2018-5531). On May 16, 2022, the Third District Court of Appeal issued an unpublished opinion denying the City’s appeal and affirming the Judgment of the San Joaquin County Superior Court.

AGENDA ITEM 1.I

REQUEST

ADOPT A RESOLUTION APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH TRINE INTEGRATED SERVICES, INC. FOR SECURITY SERVICES FOR A TOTAL AMOUNT NOT TO EXCEED $280,000 ($45,000 MONTHLY) FOR A TERM OF

SIX MONTHS AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE

AGREEMENT AND ANY EXTENSIONS OR AMENDMENTS FOR UP TO ONE YEAR

EXECUTIVE

SUMMARY
This Professional Services Agreement will provide city-wide routine security services by trained uniformed security officers on foot or by patrol vehicle for various locations, incl
uding but not limited to, El Pescadero Park (250 W. Kavanagh Ave.), the City of Tracy Temporary Emergency Housing Facility (370 W. Arbor Rd.), and various City parks,
facilities, buildings, and infrastructures.

DISCUSSI
ON
On July 19, 2022, the T racy Police Department published a Request for Proposals on the City of Tracy website for security services to assist in patrol and security of El Pescadero Park, the City of Tracy’s Temporary Emergency Housing Facility, and various other parks, facilities, and infrastructure. Staff conducted research to identify potential vendors and informed them of the publication. Nine companies providing security services responded with proposals. On July 29, 2022, the City received and reviewed all proposals.

Trine Integrated Services, Inc. submitted a proposal demonstrating the competence and professional qualifications necessary for the satisfactory performance of the required services. Their qualifications included the application of Tracy Municipal Code section

2.20.230 for being a local vendor, and they were the most responsive to the City’s needs.

Under the Professional Services Agreement, Trine Integrated Services, Inc. will perform city-wide routine security services by trained uniformed security officers on foot or by pat
rol vehicle for various locations, including but not limited to, El Pescadero Park (250 W. Kavanagh Ave.), the City of Tracy Temporary E mergency Housing Facility (370 W.

Arbor Rd.), and various parks, facilities, buildings, and infrastructures. Trine Integrated Services, Inc. will provide all aspects of the City’s desired scope of work as set forth in the Professional Services Agreement attached for reference (Attachment A). Th e Agreement compensates security guards at an hourly wage of $30.00, and a weekly $350 vehicle allowance.

FISCAL
IMPACT
The six-month
Agreement is not to exceed $280,000 ($45,000 monthly). The funding is provided through the Police Department’s operating budget in the General Fund.

September 6, 2022
Agenda Item 1.I
September 6, 2022

STRATEGIC PLAN
This agenda it
em related to Council’s strategic priority for Public Safety Goal # 4 – Strengthening community safety through crime reduction prevention activities.

RECOMM

ENDATION
Staff recommends that the City Council adopt a resolution approving a Professional Services
Agreement with Trine Integrated Services, Inc. for security services in a total amount not to exceed $280,000 ($45,000 monthly) for a term of six months, and author
izing the City Manager to execute the agreement and any extensions or amendments for up to one year.

Prepared
by: Miguel Contreras, Police Lieutenant
Beth Lyons-McCarthy, Support Operations Manager
Review
ed by: Sekou Millington, Chief of Police
Sara Cowell, Interim Director of Finance
Midori Lichtwardt, Assistant City Manager
Approved
by: Michael Rogers, City Manager
ATTA
CHMENT A- Vendor signed Master Professional Services Agreement with Trine Integrated Services, Inc.

City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

CITY O

F TRACY

MASTER PROFESSIONAL SERVICES AGREEMENT WITH
Trine Integrated Services, Inc., Security Services
This Mas
ter Professional Services Agreement (Agreement) is entered into between the City of Tracy, a municipal corporation (City), and Trine Integrated Services, Inc., a California corporation (Consultant). City and Consultant are referred to individually as “Party” and collectively as “Parties.” Recitals
A. City desir
es to retain Consultant to perform city wide routine security services by trained uniformed security officers on foot or by patrol vehicle for various locations including but not limited to El Pescadero Park (250 W. Kavanagh Ave.), City of Tracy Temporary Emergency Housing Facility (370 W. Arbor Rd.), and Various City of Tracy parks, facilities, buildings, and City infrastructures; and B. On July
29, 2022, the City obtained formal requests for proposals from nine prospective Consultants to provide security services. Trine Integrated Services, Inc. submitted its proposal to perform the services described by this Agreement.

C. After
negotiations between the City and Consultant, the Parties have reached an agreement for the performance of services in accordance with the terms set forth in this Agreement.

D. This Agreem
ent is being executed pursuant to Resolution No. ________ approved by Tracy City Council on September 6, 2022.

Now ther
efore, the Parties mutually agree as follows:

1. Scope of Work. Consultant shall perform the services generally described in Exhibit "A" attached and incorporated by reference. The services shall be performed by, or under the direct supervision of, Consultant’s Authorized Representative: Susan Adami. Consultant shall not replace its Authorized Representative, nor shall Consultant use or replace any subcontractor or subconsultant, without City’s prior written consent. A failure to obtain the City’s prior written consent for any change or replacement in personnel or subcontractor/subconsultant may result in the termination of this Agreement.

1.1 Non-Exclusive Agreement. The City reserves the right to contract with other consultants providing the same or similar scope of services described above during the term of this Agreement. The City further reserves the right to, assign work, at its sole discretion, to consultants other than Consultant based on City’s budget, experience, and skills of consultants based on the City’s specific needs.

2. Time of Performance. Time is of the essence in the performance of services under this Agreement and the timing requirements set forth shall be strictly adhered to unless otherwise modified in writing in accordance with this Agreement. Consultant shall begin performance, and shall complete all required services no later than the dates set forth in each individual Notice to Proceed. Any services for which times for performance are not specified in each individual Notice to Proceed shall be started and completed by Consultant in a reasonably prompt and timely manner based upon the circumstances and direction communicated by the City to the Consultant. Consultant shall submit all requests for time extensions to the City in writing no later than ten days after the start of the condition which purportedly caused the delay, and not later than the date on which performance is due. City shall grant or deny such requests at its sole discretion.

2.1 Term. The
term of this Agreement shall begin on September 15, 2022 and end on March 14, 2023 unless terminated for any reason, including a lack of appropriated funds to compensate services provided under this Agreement, in accordance with Section 6. Any such termination of this Agreement due

ATTACHMENT A
City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

to failure of the City of Tracy Council to appropriate funds for payment for services under this Agreement shall not be a breach of the Agreement.

2.1.1 Option to Extend. After the original six-month term, this Agreement may be extended on a month to month basis for a total of a year extension by the City Manager following a written determination that Consultant has satisfactorily met all the requirements of this Agreement.

3. Compensation. City shall pay Consultant on a time and expense basis, at the billing rates set forth in Exhibit “B,” attached and incorporated by reference for services performed under this Agreement.

3.1 N ot to Exceed Amount . Consultant’s total compensation under this Agreement shall not exceed $280,000 ($45,000 monthly). Consultant’s billing rates shall cover all costs and expenses for Consultant’s performance of this Agreement. No work shall be performed by Consultant in excess of the total compensation amount provided in this section without the City’s prior written approval.

3.2 Invoices. Consultant shall submit monthly invoice(s) to the City that describe the services performed, including times, dates, and names of persons performing the services.

3.2.1 If Consultant is providing services in response to a development application, separate invoice(s) must be issued for each application and each invoice shall contain the City’s designated development application number.

3.2.2 Consultant’s failure to submit invoice(s) in accordance with these requirements may result in the City rejecting said invoice(s) and thereby delaying payment to Consultant.

3.3 Payment. Within 30 days after the City’s receipt of invoice(s), City shall make payment to the Consultant based upon the services described on the invoice(s) and approved by the City.

4. Indemnification.

Consultant shall, to the fullest extent permitted by law, indemnify, defend (with independent counsel approved by the City), and hold harmless the City from and against any claims arising out of Consultant’s performance or failure to comply with obligations under this Agreement, except to the extent caused by the sole, active negligence or willful misconduct of the City.

In
this section, “City” means the City, its officials, officers, agents, employees and volunteers; “Consultant” means the Consultant, its employees, agents and subcontractors; “Claims” includes claims, demands, actions, losses, damages, injuries, and liability, direct or indirect (including any and all related costs and expenses) and any allegations of these; and “Arising out of” includes “pertaining to” and “relating to”.

The provisions of this section survive completion of the services or the termination of this Agreement, and are not limited by the provisions of Section 5 relating to insurance.

5. Insurance. C onsultant shall, throughout the duration of this Agreement, maintain insurance to cover Consultant, its agents, representatives, and employees in connection with the performance of services under this Agreement at the minimum levels set forth herein.

5.1 Commercial General Liability (
with coverage at least as broad as ISO form CG 00 01 01 96) “per occurrence” coverage shall be maintained in an amount not less than $4,000,000 general aggregate and $2,000,000 per occurrence for general liability, bodily injury, personal injury, and property damage.

5.2 Automobile Liability (with coverage at least as broad as ISO form CA 00 01 07 97, for “any auto”) “claims made” coverage shall be maintained in an amount not less than $1,000,000 per accident for bodily injury and property damage.

5.3 Workers’ Compensation coverage shall be maintained as required by the State of California.

5.4 Professional Liability “claims made” coverage shall be maintained to cover damages that may be the result of errors, omissions, or negligent acts of Consultant in an amount not less than $1,000,000 per claim.

5.5 Endorsements. Consultant shall obtain endorsements to the automobile and commercial general liability insurance policies with the following provisions:

City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

5.5.1 The City (including its elected officials, officers, employees, agents, and volunteers) shall be named as an additional “insured.”

5.5.2 For any claims related to this Agreement, Consultant’s coverage shall be primary insurance with respect to the City. Any insurance maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it.

5.6 Notice of Cancellation. Consultant shall notify the City if the policy is canceled before the expiration date. For the purpose of this notice requirement, any material change in the policy prior to the expiration shall be considered a cancellation. Consultant shall immediately obtain a replacement policy.

5.7 Authorized Insurers. All insurance companies providing coverage to Consultant shall be insurance organizations authorized by the Insurance Commissioner of the State of California to transact the business of insurance in the State of California.

5.8 Insurance Certificate. Consultant shall provide evidence of compliance with the insurance requirements listed above by providing a certificate of insurance and endorsements, in a form satisfactory to the City, before the City signs this Agreement.

5.9 Substitute Certificates. Consultant shall provide a substitute certificate of insurance no later than 30 days prior to the policy expiration date of any insurance policy required by this Agreement.

5.10 C onsultant’s Obligation. Maintenance of insurance by the Consultant as specified in this Agreement shall in no way be interpreted as relieving the Consultant of any responsibility whatsoever (including indemnity obligations under this Agreement), and the Consultant may carry, at its own expense, such additional insurance as it deems necessary. Failure to provide or maintain any insurance policies or endorsements required herein may result in the City terminating this Agreement.

6. Termination.

The City may terminate this Agreement by giving 30 days’ written notice to Consultant. Upon termination, Consultant shall give the City all original documents, including preliminary drafts and supporting documents, prepared by Consultant for this Agreement. The City shall pay Consultant for all services satisfactorily performed in accordance with this Agreement, up to the date notice is given.

7. D
ispute Resolution. If any dispute arises between the City and Consultant that cannot be settled after engaging in good faith negotiations, City and Consultant agree to resolve the dispute in accordance with the following:

7.1 E ach Party shall designate a senior management or executive level representative to negotiate the dispute;

7.2 The representatives shall attempt, through good faith negotiations, to resolve the dispute by any means within their authority.

7.3 If the issue remains unresolved after fifteen (15) days of good faith negotiations, the Parties shall attempt to resolve the disagreement by negotiations between legal counsel. If the aforementioned process fails, the Parties shall resolve any remaining disputes through mediation to expedite the resolution of the dispute.

7.4 The mediation process shall provide for the selection within fifteen (15) days by both Parties of a disinterested third person as mediator, shall be commenced within thirty (30) days and shall be concluded within fifteen (15) days from the commencement of the mediation.

7.5 The Parties shall equally bear the costs of any third party in any alternative dispute resolution process.

7.6 The dispute resolution process is a material condition to this Agreement and must be exhausted prior to either Party initiating legal action. This dispute resolution process is not intended to nor shall be construed to change the time periods for filing a claim or action specified by Government Code §§ 900 et seq.

8. Ownership of Work. All original documents prepared by Consultant for this Agreement, whether complete or in progress, are the property of the City, and shall be given to the City at the completion of Consultant’s services, or upon demand from the City. No such documents shall be revealed or made available by Consultant to any third party without the City’s prior written consent.

City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

9. Independent Contractor Status. Consultant is an independent contractor and is solely responsible for the acts of its employees or agents, including any negligent acts or omissions. Consultant is not City’s employee and Consultant shall have no authority, express or implied, to act on behalf of the City as an agent, or to bind the City to any obligation, unless the City provides prior written authorization. Consultant is free to work for other entities while under contract with the City. Consultant, and its agents or employees, are not entitled to City benefits.

10. C
onflicts of Interest . Consultant (including its employees, agents, and subconsultants) shall not maintain or acquire any direct or indirect interest that conflicts with the performance of this Agreement. If Consultant maintains or acquires such a conflicting interest, the City may terminate any contract (including this Agreement) involving Consultant’s conflicting interest.

11. Rebates, Kickbacks, or Other Unlawful Consideration. C onsultant warrants that this Agreement
was not obtained or secured through rebates, kickbacks, or other unlawful consideration either promised or paid to any City official or employee. For breach of this warranty, City shall have the right, in its sole discretion, to terminate this Agreement without liability; to pay only for the value of the work actually performed; or to deduct from the contract price; or otherwise recover the full amount of such rebate, kickback, or other unlawful consideration.

12. Notices. A
ll notices, demands, or other communications which this Agreement contemplates or authorizes shall be in writing and shall be personally delivered or mailed to the other party to the addresses listed below. Communications shall be deemed to have been given and received on the first to occur of: (1) actual receipt at the address designated below, or (2) three working days after the deposit in the United States Mail of registered or certified mail, sent to the address designated below.

To City: To
Consultant:

Tracy Police Department Trine Integrated Services, Inc.

Attn: Accounts Payable 241 E. 10th Street, Suite A
1000 Civic Center Tracy, CA 95376
Tracy, CA 95376

With a copy to:

City Attorney
333 Civic Center Plaza
Tracy, CA 95376

13. Miscellaneous.

13.1 Standard of Care. Unless otherwise specified in this Agreement, the standard of care applicable to Consultant’s services will be the degree of skill and diligence ordinarily used by reputable professionals performing in the same or similar time and locality, and under the same or similar circumstances.

13.2 Amendments. This Agreement may not be modified orally or in any manner other than by an agreement in writing signed by both Parties.

13.3 Waivers. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of this Agreement.

13.4 Assignment and Delegation. Consultant may not assign, transfer or delegate this Agreement or any portion of it without the City’s written consent. Any attempt to do so will be void. City’s consent to one assignment shall not be deemed to be a consent to any subsequent assignment.

13.5 Jurisdiction and Venue. The interpretation, validity, and enforcement of the Agreement shall be governed by and construed under the laws of the State of California. Any suit, claim, or legal City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

proceeding of any kind related to this Agreement shall be filed and heard in a court of competent jurisdiction in the County of San Joaquin.

13.6 Compliance with the Law. Consultant shall comply with all applicable local, state, and federal laws, whether or not those laws are expressly stated in this Agreement.

13.6.1 Prevailing Wage Laws. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates; employment of apprentices (§ 1777.5), certified payroll records (§1776), hours of labor (§1813 and §1815), debarment of contractors and subcontractors (§1777.1) and the performance of other requirements on “public works” and “maintenance” projects. If the services being performed under this Agreement are part of a “public works” or “maintenance” project, as defined in the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. These prevailing rates are on file with the City and are available online at http://www.dir.ca.gov/DLSR. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents, harmless from any and all claims, costs, penalties, or interests arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

13.6.2 No n -discrimination. Consultant represents and warrants that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Consultant shall also comply with all applicable anti-discrimination federal and state laws, including but not limited to, the California Fair Employment and Housing Act (Gov. Code 12990 (a-f) et seq.).

13.7 Business Entity Status. Consultant is responsible for filing all required documents and/or forms with the California Secretary of State and meeting all requirements of the Franchise Tax Board, to the extent such requirements apply to Consultant. By entering into this Agreement, Consultant represents that it is not a suspended corporation. If Consultant is a suspended corporation at the time it enters this Agreement, City may take steps to have this Agreement declared voidable.

13.8 Business License. Before the City signs this Agreement, Consultant shall obtain a City of Tracy Business License. Consultant shall maintain an active City of Tracy Business License during the term of this Agreement.

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

13.10 Construction of Agreement. Each Party hereto has had an equivalent opportunity to participate in the drafting of this Agreement and/or to consult with legal counsel. Therefore, the usual construction of an agreement against the drafting Party shall not apply hereto.

13.11 Severability. If a term of this Agreement is held invalid by a court of competent jurisdiction, the Agreement shall be construed as not containing that term, and the remainder of this Agreement shall remain in effect.

13.12 Controlling Provisions. In the case of any conflict between the terms of this Agreement and the Exhibits hereto, and Consultant’s proposal (if any), the Agreement shall control. In the case of any conflict between the Exhibits hereto and the Consultant’s proposal (if any), the Exhibits shall control.

13.13 Entire Agreement. This Agreement and the attached Exhibits comprise the entire integrated understanding between the Parties concerning the services to be performed. This Agreement supersedes all prior negotiations, representations or agreements. All exhibits attached hereto are incorporated by reference herein.

14. Signatures.

The individuals executing this Agreement on behalf of Consultant represent and warrant that they have the right, power, legal capacity and authority to enter into and to execute this Agreement on behalf of Consultant.

[S
IGNATURES ON FOLLOWING PAGE]

City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

EXHIBIT A - Scope of Work

CONSULTANT shall provide security guard services, city wide, with an emphasis at the following locations, but not limited to the following locations:

1. El Pescadero Park (250 W. Kavanagh Ave.)

2. City of Tracy Temporary Emergency Housing Facility (370 W. Arbor Rd.)

3. Various City of Tracy parks, facilities, buildings, and City infrastructures

CONSULTANT shall provide:

1. Routine security services by provision of security rounds by trained uniformed security officers on foot or by patrol vehicle.

2. Hour of services will be established with the successful proposer per the individual department needs for the current sites noted above.

3. Securing access to facilities.

4. Trained expert response (a professional response when dealing with a variety of people to include but not limited to unsheltered persons, individuals suffering from mental health and/or substance abuse).

5. Responding to staff requests for assistance in dealing with a variety of people to include but not limited to unsheltered persons, irate individuals, individuals suffering from mental health and/or substance abuse.

6. Other security related services.

7. Patrolling City facilities to include park areas, parking lots, public infrastructure, City events and interior public spaces of the facilities/locations.

8. Educate unsheltered individuals regarding available resources and location of the City of Tracy’s Temporary Housing Shelter.

9. Assisting visitors and serve as concerned public relations representatives.

10. Visually monitor and report all personnel, contractors, vendors and citizens for unusual behavior. Observe, report and detail all possible suspects committing crimes, vandalism or disturbing the peace within the immediate area of assignment until arrival of sworn peace officers.

11. Report any violations of the Tracy Municipal Code, State of California codes to include vehicle, penal, health and safety and welfare and institutions codes.

12. Work alongside City of Tracy departments to include but not limited to Police, Code Enforcement, Homeless Services, Public Works and non-profit partners.

13. Maintain visibility to general public.

14. Report unmarked or unattended containers.

15. Ensure that only authorized personnel are permitted access to restricted areas.

16. Monitoring a bank of security cameras, where required.

17. Locking/unlocking doors and gates at designated times.

18. Guards shall be familiar with the building electronic door locking systems and alarms. Please provide what your protocol would be in training new guards.

19. Checking other safety equipment and report safety hazards found on rounds.

20. Provide legibly written daily reports on activities, as well as specific written reports on incidents.

21. Always be professional, but courteous, polite, helpful and shall refrain from any inappropriate language or actions. Substance abuse or illegal activity will not be tolerated under any City of Tracy Master Professional Services Agreement with Trine Integrated Services, Inc.

circumstances. The security guard services shall be provided to the complete satisfaction of the CITY, in its sole discretion.

22. Guards should have good communication and conflict resolution skills.

23. Communicate effectively in English, both verbally and in writing.

24. Cooperate with law enforcement when circumstances require. Guards must understand that this is an “observe and report” position.

25. Act reasonably and expeditiously in determining what constitutes an emergency situation.

26. Be diligent and dependable.

27. Prior to extending an offer of employment, Consultant shall perform successful pre- employment criminal background check and drug screening before applicants are assigned to the City.

28. Shifts to be staggered among security staff to prevent, if at all possible, incurring overtime charges.

29. When two (2) security guards are required on duty, one (1) security guard must remain inside the building while the other patrols the exterior perimeter. If both security guards are in the building temporarily, they shall patrol different parts of the building. During times of breaks or mealtimes, the guard left on duty shall be posted within the facility. Breaks shall be staggered so that at least one guard remains on duty at all times.

30. Confirm daily that security radios are functioning properly and sufficiently.

31. Maintain a full understanding of the radio call signs and codes, where required

32. Shall wear a pressed and professional company security standard class “A” uniform with badge and name plate (no tie required). No security guard shall carry firearms, batons, tear gas, non-lethal chemical agents, or any weapons without prior written consent of the City.

City approval would require proof of proper training/requirements to carry firearms and such weapons.

33. Comply with all applicable laws, ordinances, rules and regulations relating to security and health, and obtain all required licenses and permits necessary for services performed.

34. Serve as a deterrent to people intent on committing criminal acts.

35. As required at specific locations, provide after-hours escorting services to employees and/or clients.

36. As required at specific locations, comply with the Health Insurance Portability and Accountability Act of 1996 (HIPAA) Privacy Rule and Security Standards.

37. As required at specific locations, attend internal Meetings/Security Task Force Meetings during regularly scheduled shifts.

38. Testify in court as necessary.

39. Assisting with evacuating of City facilities, parks or during evacuation alarms.

40. Assist with Traffic Control functions as needed.

41. Provide security company’s policy, training manual and sample of daily activity report.

Service Hours and Frequency: Services shall be provided by the CONSULTANT at the designated locations every day during the contract period, providing 24-hour coverage (7 days a week). The CITY shall have the right to determine the hours and locations when and where security guard services shall be furnished by CONSULTANT. CITY further has the authority to add to, delete from, or revise the work schedule/locations at any time.

Supervising, Training and Scheduling: CONSULTANT shall train, schedule, provide, and supervise personnel in accordance with the professional services contract and the rules and regulations of the City of Tracy and the State of California. CONSULTANT shall provide supervisor personnel to ensure that security guard activities are taking place at the required places and times City of Tracy – Master Professional Services Agreement with Trine Integrated Services, Inc.

EXHIBIT B – Compensation

Unarmed security guards, 24 hours, 7 days a week - $30.00 per hour

Vehicle charge - $350.00 per week

APPROVED AS TO FORM AND LEGALITY
________________________
CIT
Y ATTORNEY’S OFFICE
TRAC

Y CITY COUNCIL
RES
OLUTION NO. _______________
APPRO

VING A PROFESSIONAL SERVICES AGREEMENT WITH TRINE
INTEGRATED SERVICES, INC. FOR SECURITY SERVICES FOR A TOTAL AMOUNT NOT TO EXCEED $280,000 ( $45,000 MONTHLY) FOR A TERM OF

SIX MONTHS AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE

AGREEMENT AND ANY EXTENSIONS OR AMENDMENTS FOR UP TO ONE YEAR
WHER
EAS, the City of Tracy is in need of routine security services for various location throughout the City to address ongoing public safety issues; and WHER
EAS, the City issued a Request for Proposals and selected Trine Integrated Services, Inc., a local vendor, who demonstrated the competence and professional qualifications necessary for the satisfactory performance of the required services; and WHER
EAS, the City and Trine Integrated Services, Inc. reached an agreement to provide these services, the Professional Services Agreement; and WHER
EAS, under the Professional Services Agreement, Trine Integrated Services, Inc. will provide security services by trained uniformed security officers on foot or by patrol vehicle for various locations throughout the City, including but not limited to , El Pescadero Park (250 W.

Kavanagh Ave.), the City of Tracy Temporary Emergency Housing Facility (370 W. Arbor Rd.), and various parks, facilities, buildings, and infrastructures; and WHER
EAS, funding will be provided through the Police Department’s operating budget in the General Fund; now, therefore, be it
RESOL
VED: That the City Council hereby approves the P rofessional Services Agreement with Trine Integrated Services, Inc. for security services for a total not to exceed amount of $280,000 ($45,000 monthly) for a six-month term; and be it FURTHE
R RESOLVED: That the City Council authorizes the City Manager to execute the Agreement and any amendments or extensions needed to the Agreement for up to one year. * * * * * * * * *
* * * * *
___________________________________________
NANCY D. YOUNG
Mayor of the City of Tracy, California
ATTEST:

ADRIANNE RICHARDSON
City Clerk and Clerk of the Council of the
City of Tracy, California
The foregoing Resolution 2022-_____ was adopted by the Tracy City Council on September 6, 2022, by the following vote:

AYES:

NOES:

ABSENT:

COUNCIL MEMBERS:

COUNCIL MEMBERS:

COUNCIL MEMBERS:

ABSTENTION: COUNCIL MEMBERS:

Resolution 2022-

September 6, 2022
AGENDA ITEM 3.A

REQUEST
ADOPT A RESOLUTION: (1) APPROVING ANNEXATION OF PROPERTY INTO IMPROVEMENT AREA NO. 2 OF THE CITY OF TRACY COMMUNITY FACILITIES DISTRICT NO. 2016-1 (TRACY HILLS) (CFD); (2) CONFIRMING THE

MAXIMUM AGGREGATE PRINCIPAL AMOUNT OF BONDS AND OTHER DEBT AND THE ANNUAL APPROPRIATIONS LIMIT FOR IMPROVEMENT AREA NO. 2 AS $50,000,000; (3) CONFIRMING THE RATE AND METHOD OF APPORTIONMENT OF THE SPECIAL TAX FOR IMPROVEMENT AREA NO. 2; AND (4) APPROVING,

CONFIRMING, ORDERING AND DIRECTING RELATED IMPLEMENTATION

ACTIONS

EXECUTIVE

SUMMARY
This agenda ite
m requests that the City Council adopt the proposed Resolution approving and confirming various actions related to the annexation of additional property into Improvement Area No. 2 of the City of Community Facilities District No. 2016-1 (CFD). This proposed annexation is consistent with the original formation documents for the CFD.

The purpose of
the CFD is to provide special tax financing for public infrastructure for the Tracy Hills (Project) and certain ongoing public services Phase 1B of the Project will include approximately 432 residential units as well as public parks and open space. The developer of Phase 1B is Lennar Homes of California, LLC (Lennar), although some of the land is currently owned by AG Essential Housing CA 1, L.P. in a land banking arrangement (AG Essential).

Lennar and AG
Essential have executed Unanimous Approvals to annex the following parcels to the CFD as Improvement Area No. 2 of the CFD:

Note 1: Lot 251-340-79 is owned by the City.

Ownership of Tracy Phase 1B
as of August 11, 2022
Owner Title Report
Identifier
Village Tract Map References APNs
AG
Essentials
Tract 1 9A [Tract Map 4083] Lots 1-25, 38-40, 42-
59, 63-69, Parcels A, B, D, E, and F
251-340-01 to 25, 43-45, 47-64, 68-78,
and 80 (See Note 1);
251-060-17 and 18
Tract 2 9B [Tract 4084] Lots 72, 73, 86-111, 114-
133, Parcels G, H, I, L N, O , P, Q, and
R
251-350-03 and 04, 17-42, 46-76;
251-050-32 to 41
Tract 3 10C [Tract 4085] Lots 1-6, 13-60, Parcels A-
G
251-060-21 (Portion)
Tract 4 11A [Tract 4086] All (Lots 1-45, Parcels A-E) 251-050-43 (Portion) Tract 5 N/A Parcel 3 251-050-42 and 43 (Portion); and 251- 060-26
Lennar Tract 1
(16 Lots)
9A [Tract Map 4083] Lots 26-37, 41, 60-62 251-340-26 to 42, 46, and 65-67 Tract 2
(16 Lots)
9B [Tract 4084] Lots 70, 71, 74-85, 112-
113
251-350-01 and 02, 05-16, 43-45
Tract 3 10C [Tract 4085] Lots 7-12, 61 and 62 251-060-21 (Portion) Agenda Item 3.A
September 6, 2022

The Unanimous Approvals are attached as Attachment B.

DISCUSSIO
N
CFD FORMATION; RESOLUTION OF FORMATION; RESOLUTION OF NECESSITY; CHANGE PROCEEDINGS;
On July 19, 2016, pursuant to the Mello-Roos Act Community Facilities Act of 1982 (Mello-Roos Act), Council adopted Resolution No. 2016-157 (Resolution of Formation), establishing the CFD, an Improvement Area No. 1 within the CFD (Improvement Area No. 1) and a Future Annexation Area for the CFD.

Also on July 19, 2016, the City Council adopted the Resolution of Necessity, declaring the necessity for the City to issue special tax bonds or other forms of debt obligations for t
he CFD in the maximum principal amount of $285,000,000. The Resolution of Necessity allocated $70,000,000 of the aggregate $285,000,000 limit to Improvement Area No. 1 (Improvement Area No. 1 Indebtedness Limit) and $215,000,000 to the Future Annexation Area (Non-Improvement Area N o. 1 Indebtedness Limit). Under the Resolution of Necessi ty, debt limits for improvement areas cr eated with properties in the Future Annexation Area will be identified and approved in a Unanimous Approval as part of
the future annexation process.

Subsequently, the City Council undertook change proceedings for the CFD, including a landowner vote, which culminated in t he adoption by the City Council on August 21, 2018, of the Resolution of Change, to (i) increase the Improvement Area No. 1 Indebtedness Limit to $80,000,000, (ii) increase the Non-Improvement Area No. 1 Indebtedness Limit to $305,000,000, (iii) increase the Improvement Area No. 1 Appropriations Limit to $80,000,000, (iv) amend the boundaries of the C FD, Improvement Area No. 1 and the Future Annexation Area, and (v) amend the Improvement Area No. 1 Rate and Method (Amended Improvement Area No. 1 Rate and Method).

ANNEXATION PROCEDURE UNDER THE MELLO-ROOS ACT AND THE CFD

RESOLUTION OF FORMATION
Annexation from the Future Annexation Area by Unanimous Approval. The Mello-Roos Act allows for annexation of property from the Future Annexation Area into the CFD by Unanimous Approval of the property owner . The Resolution of Formation established a proce
ss for annexat ion of property from the Future Annexation Area into the CFD without further Council action as long as certain conditions were met.

Designation of a New I mprovement Area and Related Matters. The Mello-Roos Act allows Council to designate a parcel or parcels as an improvement area within the Community
Facilities District as long as the designation of a parcel or parcels as an im
provement area is specified and approved by t he Unanimous Appr oval. No additional hearings
or procedures are required. Accordingly, in the Resolution of Formation, Council provided that property within the Future Annexation Area may be annexed into the CFD as its own improvement ar ea (Future Improvement Area) or to an existing improvement area.

Agenda Item 3.A
September 6, 2022

In the Resolution of Formation and the Resolution of Necessity, Council further provided that, in connection with an annexation of property into a Future Improvement Area, the following would be identified and approved in the Unanimous Approval and then implemented and completed without the need for Council approval as long as certain conditions are met:

A. the maxi
mum amount of bonded indebtedness and other debt for such improvement area;
B. the rate
and method of apportionment of special tax for such improvement area; and
C. the appropri
ations limit for such improvement area.

UNANIMOUS AP

PROVAL FROM THE PROPERTY OWNER
The two proper
ty owners of the Annexation Property -- AG Essential and Lennar -- have executed Unanimous Approvals to annex the Annexation Property as Improvement Area No. 2.

The City Coun
cil is being asked to approve the annexation of the Annexation Property as Improvement Area No. 2 and related matters because the rate and method of apportionment for Improvement Area No. 2 in the form attached as Exhibit A to the Resolution (Improvement Area No. 2 Rate and Method) establishes a maximum special tax amount for the initial fiscal year in which the special tax may be levied for one or more categories of special tax that is greater than 120% of the maximum amount of the same category of special tax for the same fiscal year calculated pursuant to the Amended Improvement Area No. 1 Rate and Method.

Under the
Mello-Roos Act, a Unanimous Approval constitutes the vote of the Property Owner for purposes of the California Constitution. Accordingly, the Unanimous Approval declares the Property Owner’s vote for the following matters:

A. Improv
ement Area No. 2 Maximum Bonded Indebtedness Limit
The Unanimous
Approval approves a maximum principal amount of bonded
indebtedness and other debt for Improvement Area No. 2 of $50,000,000.

In the Res
olution of Necessity, Council provided that the maximum indebtedness of a Future Improvement Area will be subtracted from the Non-Improvement Area No. 1 Indebtedness Limit. As a result of subtracting $50,000,000 from the remaining Non-Improvement Area No. 1 Indebtedness Limit ($305,000,000), the remaining Non-Improvement Area No. 1 Indebtedness Limit that will be available for Future Improvement Areas will be $255,000,000.

B. Improv
ement Area No. 2 Rate and Method
The Unanimous
Approval approves the levy of special taxes on the taxable property in Improvement Area No. 2 in accordance with the rate and method of apportionment for Improvement Area No. 2.

Agenda Item 3.A
September 6, 2022

In Ordinance 1260 adopted by Council on September 4, 2018, Council previously authorized and levied special taxes on any parcels in the Future Annexation Area that are annexed into a Future Improvement Area at the rate and in accordance with the formula set forth in a Unanimous Approval.

C. Improv
ement Area No. 2 Appropriations Limit
The Unanimous
Approval approves an annual appropriations limit for Improvement Area No. 2 of $50,000,000.

In additi
on to the foregoing, the City will need to take various implementing actions to effectuate the annexation of Improvement Area No. 2 into the CFD. A summary of the requisite actions by Council are as follows:

1. Annexation into Improvement Area No. 2. Approve the annexation of the Annexation to the CFD as “Improvement Area No. 2 of the City of Tracy Community Facilities District No. 2016-1 (Tracy Hills).”

2. Improvement Area No. 2 Indebtedness Limit. Approve that the maximum aggregate
principal amount of bonds and other debt for Improvement Area No. 2 is $50,000,0 00 and that, as a result of subtracting $50,000,000 from the remaining Non-Improvement Area No. 1 Indebtedness Limit of $305,000,000, the remaining Non
-Improvement Area No. 1 Indebtedness Limit is $255,000,000 .

3. Improvement Area No. 2 Rate and Method. Confirm that the rate and method of apportionment of the Special Tax for Improvement Area No. 2 are shown in Exhibit A to the Resolution.

4. Improvement Area No. 2 Appropriations Limit. Confirm that the annual appropriations limit of Improvement Area No. 2 is $50,000,000.

5. Notice of Annexation. Direct the City Clerk to record notice of the annexation pursuant
to Section 3117.5 of the Streets & Highways Code. A form of the notice is
attached as Attachment C.

6. Annexation Map. Direct the City Clerk to record a map of the Annexation Property in
the real property records of the County of San Joaquin. A form of the map is
attached as Attachment D.

STRATEGIC PLAN
This action to approve the annexation of property into the CFD is related to Council’s Governance strategic plan, Goal 2: “Ensure continued fiscal sustainability through financial and budgetary stewardship.”

FISCAL IMPACT
There is no cost to the General Fund associated with this request.

Agenda Item 3.A
September 6, 2022

RECOMMENDATION
Adopt a Resolution: (1) Approving Annexation of property into Improvement Area No. 2 of the City of Tracy Community Facilities District No. 2016-1 (Tracy Hills) (CFD); (2) Confirming the maximum aggregate principal amount of bonds and other debt and the annual appropriations limit for Improvement Area No. 2 as $50,000,000; (3) Confirming the Rate and Method of Apportionment of the Special Tax for Improvement Area No. 2; and (4) Approving, confirming, ordering and directing related implementation actions.

Prepared by: Guadalupe Peña, Senior Accountant
Reviewed by:

Karin Schnaider, Assistant City Manager
Approved by: Michael Rogers, City Manager

ATTACHMENTS
At
tachment A – Resolution A pproving Annexation of Property and Confirming, Ordering and D
irecting Other Related Matters
Attachment B – Unanimous Approvals
At
tachment C – Notice of Spec ial Tax Lien
At
tachment D – Boundary Map

APPROVED AS TO FORM AND LEGALITY
________________________

CITY ATT
ORNEY’S OFFICE

TRACY CITY

COUNCIL
RESOLUTION NO. _______________
RESOLUTION:
(1) APPROVING ANNEXATION OF PROPERTY
INTO IMPROVEMENT AREA NO. 2 OF THE CITY OF TRACY COMMUNITY FACILITIES DISTRICT NO. 2016-1 (TRACY HILLS) (CFD); (2) CONFIRMING THE

MAXIMUM AGGREGATE PRINCIPAL AMOUNT OF BONDS AND OTHER DEBT AND THE ANNUAL APPROPRIATIONS LIMIT FOR IMPROVEMENT AREA NO. 2 AS $50,000,000; (3) CONFIRMING THE RATE AND METHOD OF APPORTIONMENT OF THE SPECIAL TAX FOR IMPROVEMENT AREA NO. 2; AND (4) APPROVING,

CONFIRMING, ORDERING AND DIRECTING RELATED IMPLEMENTATION

ACTIONS
WHEREAS, on July
19, 2016, pursuant to the Mello- Roos Community Facilities Act of 1982, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the Mello-Roos Act), the City Council of the City of Tracy (the “City”) adopted its Resolution No. 2016-157 entitled “Resolution of Formation of Community Facilities District” (the Resolution of Formation) which resolution (i) established the " City of Tracy Community Facilities District No. 2016-1 (Tracy Hills)" (the CFD), “Improvement Area No. 1 of the City of Tracy Community Facilities District No. 2016-1 (Tracy Hills)” (“Improvement Area No. 1”) and the "City of Tracy Community Facilities District No. 2016-1 (Tracy Hills) (Future Annexation Area)" (the Future Annexation Area), (ii) authorized the levy of a special tax on property within Improvement Area No. 1 and (iii) preliminarily established an appropriations limit for Improvement Area No. 1; and
WHEREAS, the
boundaries of the CFD, Improvement Area No. 1 and the Future Annexation Area are set forth in the boundary map that was recorded on June 15, 2016 in Book 6 of Maps of Assessment and Community Facilities Districts at Page 84 as Document No. 2016- 069400 in the office of the County Recorder for the County of San Joaquin, State of California; and
WHEREAS, in t
he Resolution of Formation, the City Council resolved that parcels within the Future Annexation Area shall be annexed to the CFD only with the unanimous approval (each, a Unanimous Approval) of the owner or owners of each parcel or parcels at the time that parcel or those parcels are annexed, without any requirement for further public hearings or additional proceedings; and
WHEREAS, Sect
ion 53329.6 of the Mello-Roos Act provides that a Unanimous Approval constitutes the vote of the qualified elector in favor of the matters addressed in the Unanimous

ATTACHMENT A
Resolution 2022-___

Approval for purposes of t he California Constitution, i ncluding, but not limited to, Articles XIII A and XIII C; and
WHEREAS, Section 53350(b) of the Mello-Roos Act provides that, (i) in connection with the annexation by Unanimous Approval to a community facilities district of a parcel that was included in territory proposed for annexation in the future to the community facilities district, the local agency may designate a parcel or parcels as an improvement area within the community facilities district , (ii) t he designation of a parcel or parcels as an improvement area shall be specified and approved by the Unanimous Approval of the owner or owners of each parcel or parcels at the time that the parcel or parcels are annexed to the community facilities district , (iii) no additional hearings or procedures are required and (iv) after the designation of a parcel or parcels as an improvement area, all proceedings for approval of the appropriations limit, the rate and method of apportionment and manner of collection of special taxes, and the authorization to incur bonded indebtedness for the parcel or parcels shall apply only to the improvement area ; and
WHEREAS, in the Resolution of Formation, this City Council provided that property within the Future Annexation Area may be annexed into the CFD as its own improvement area (a Future Improvement Area) or to an existing improvement area; and WHEREAS, in the Resolution of Formation, this City Council further provided that the designation of any territory annexing to the CFD as a Future Improvement Area, the maximum amount of bonded indebtedness and other debt for such Future Improvement Area, the rate and method of apportionment of special tax for such Future Improvement Area and the appropriations limit for such Future Improvement Area shall be identified and approved in the Unanimous Approval executed by property owners in connection with their annexation to the CFD, and that the annexation and related matters described in the Unanimous Approval shall be implemented and completed without the need for Council approval as long as the following conditions are met:
(i) The rat
e and method of apportionment of special tax for the Future Improvement Area is prepared by a special tax consultant retained by the City and paid for by the developer of the Future Improvement Area or the applicable property owners submitting the Unanimous Approval.
(ii) The rat
e and method of apportionment of special tax for the Future Improvement Area complies with the local goals and policies established by the City concerning the use of the Mello-Roos Act.
(iii) The rat
e and method of apportionment of special tax for the Future Improvement Area does not establish a maximum special tax amount for the initial fiscal year in which the special tax may be levied for any category of special tax that is greater than 120% of the maximum amount of the same category of special tax for the same fiscal year calculated pursuant to the Improvement Area No. 1 Rate and Method. (iv) The
rate and method of apportionment of special tax for the Future Improvement Area does not introduce a special tax that was not included in the Improvement Area No. 1 Rate and Method (e.g., a special tax that is levied and must be paid in a single fiscal year or over a shorter time period than 30 years).

Resolution 2022-___

(v) The rate and method of apportionment of special tax for the Future Improvement Area gives the City the discretion to convert Facilities Special Taxes to Services Special Taxes subject to a similar “Trigger Event” as the Improvement Area No. 1 Rate and Method (modified, as applicable, to represent the timing of the new rate and method of apportionment of special tax for the Future Improvement Area). (vi) The
rate and method of apportionment of special tax for the Future Improvement Area is not inconsistent with the terms of the development agreement with the City that is applicable to the annexing territory, whether or not it is still operative. (vii) The
rate and method of apportionment of special tax for the Future Improvement Area includes a mechanism that protects against revenue loss as a result of land use changes; and
WHERE
AS, on July 19, 2016, the City Council adopted its Resolution No. 2016-158 (the Resolution of Necessity), which set forth the necessity for the City to issue special tax bonds or other forms of debt obligations for the CFD in the maximum principal amount of $285,000,000.

The Resolution of Necessity preliminarily allocated $70,000,000 of the aggregate $285,000,000 limit to Improvement Area No. 1 (the Improvement Area No. 1 Indebtedness Limit) and $215,000,000 to the Future Annexation Area (the Non-Improvement Area No. 1 Indebtedness Limit), with the actual limit for an improvement area created from annexation of all or part of the Future Annexation Area to be identified and approved in a Unanimous Approval so long as the overall bonded indebtedness limit for CFD No. 2016-1 did not exceed $285,000,000; and WHERE
AS, subsequently, the City Council undertook change proceedings, including a landowner vote, which culminated in the adoption by the City Council on August 21, 2018, of Resolution No. 2018-169, entitled “Resolution of Change,” to (i) increase the Improvement Area No. 1 Indebtedness Limit to $80,000,000, (ii) increase the Non- Improvement Area No. 1 Indebtedness Limit to $305,000,000, (iii) increase the Improvement Area No. 1 Appropriations Limit to $80,000,000, (iv) amend the boundaries of the CFD, Improvement Area No. 1 and the Future Annexation Area by removing San Joaquin County Assessor’s Parcel Number 253- 360- 15 from Improvement Area No. 1 (the Transferred Parcel) and adding it to the Future Annexation Area, and (v) amend the Improvement Area No. 1 Rate and Method (the Amended Improvement Area No. 1 Rate and Method); and
WHERE
AS, a map of the amended boundaries of the CFD, Improvement Area No. 1 and the Future Annexation Area was recorded on August 27, 2018 in the records of the San Joaquin County Recorder in Book 6 of Maps of Assessment and Community Facilities Districts at Page 134 as Document No. 2018-095098; and
WHERE
AS, Section 53340 of the Mello- Roos Act provides that (i) after a community facilities district has been created and authorized to levy specified special taxes, the legislative body may, by ordinance, levy the special taxes at the rate and apportion them in the manner specified in the resolution of formation for the community facilities district and (ii) after creation of a community facilities district that includes a future annexation area, the legislative body may, by ordinance, provide for the levy of special taxes on parcels that will be annexed to the community facilities district at the rate or rates to be approved unanimously by the owner or owners of each parcel or parcels to be annexed to the community facilities district and for apportionment and collection of the special taxes in the manner specified in the resolution of formation; and Resolution 2022-___

WHEREAS, in Ordinance 1224 adopted by this City Council on August 16, 2016 (the Special Tax Ordinance), the City Council authorized and levied special taxes within Improvement Area No. 1 at the rate and in accordance with the Improvement Area No. 1 Rate and Method set forth in the Resolution of Formation and on any parcels in the Future Annexation Area that are annexed into a Future Improvement Area pursuant to the Mello-Roos Act at the rate and in accordance with the formula approved by the qualified electors in the Future Improvement Areas; and
WHEREAS, in Ordinance 1260 adopted by this City Council after completion of the change proceedings on September 4, 2018 (the Special Tax Ordinance ), the City Council authorized and levied special taxes within Improvement Area No. 1 at the rate and in accordance with the formula set forth in the Amended Improvement Area No. 1 Rate and Method and on any parcels in the Future Annexation Area that are annexed into a Future Improvement Area pursuant to the Mello-Roos Act at the rate and in accordance with the formula approved by the qualified electors in the Future Improvement Areas; and
WHEREAS, this City Council has been provided with a separate Unanimous Approval executed by each of AG Essential Housing CA 1, L.P. and Lennar Homes of California, LLC, who are the two owners of certain property in the Future Annexation Area, as such property is shown in the map attached hereto as Exhibit B and hereby incorporated herein (collectively, the Annexation Property), and the Unanimous Approvals identify, specify and approve the annexation of the Annexation Property to the CFD as “Improvement Area No. 2 of the City of Tracy Community Facilities District No. 2016-1 (Tracy Hills)” (Improvement Area No. 2) and other related matters; and
WHEREAS, the Resolution of Formation requires City Council approval of the annexation of the property as Improvement Area No. 2, as proposed, because the rate and method of apportionment for Improvement Area No. 2 in the form attached hereto as Exhibit A and hereby incorporated herein (the Improvement Area No. 2 Rate and Method ) establishes a maximum special tax amount for the initial fiscal year in which the special tax may be levied for one or more categories of special tax that is greater than 120% of the maximum amount of the same category of special tax for the same fiscal year calculated pursuant to the Amended Improvement Area No. 1 Rate and Method; and
WHEREAS, the City Council wishes to approve the annexation of the Annexation Property to the CFD as Improvement Area No. 2, and the City Council wishes to direct the City Cl erk to record a map showing the boundaries of the Annexation Property and Improvement Area No. 2 in accordance with Streets & Highways Code Section 3110.5; and WHEREAS, Section 53339.8 of the Mello-Roos Act provides that upon a determination by the legislative body that the area proposed to be annexed is added to the existing community facilities district, the clerk of the legislative body shall record notice of the annexation pursuant to Section 3117.5 of the California Streets and Highways Code; and WHEREAS, the City Council wishes to direct the City Clerk to record a notice of special tax lien for Improvement Area No. 2 pursuant to Section 3117.5 of the Streets & Highways Code; now, therefore, be it
Resolution 2022-___