Turlock City Council
March 10, 2026

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
NOW, THEREFORE, in consideration of the promises and covenants set forth below, the Parties agree as follows:

AGREEMENT

1. Contract Documents: This Agreement, together with the following documents, are collectively referred to herein as the “Contract Documents”:
i. Notice to Bidders;
ii. Contractor’s Bid or Proposal accepted by City;
iii. Special Provisions of the City of Turlock for Project No. 23-068 Package 3; iv. Plans and detailed drawings prepared for this Project and approved by City (“Project Plans”);
v. All bonds and insurance required by the Contract Documents; vi. Any and all supplemental agreements amending, decreasing, or extending the work contemplated or which may be required to complete the work in a substantial and acceptable manner; and
vii. The current edition of the City of Turlock Standard Specifications and Drawings.

All of the Contract Documents are intended to incorporate the terms of the others so that any work called for in one and not mentioned in the other, or vice versa, is to be executed the same as if mentioned in all said documents. The documents comprising the complete contract will hereinafter be referred to as the “Contract.” In case of any dispute regarding the terms of the Contract, the decision of the City Engineer shall be final.

2. Term. The Contract shall be effective as of the Effective Date first stated above. Contractor shall not commence work on the Project until it has been given notice by City (“Notice to Proceed”). The Contract shall terminate one (1) year(s) after City accepts Contractor’s performance of the Services by recording a Notice of Completion with the County of Stanislaus Clerk Recorder (the “Term”), unless the Parties mutually agree in writing to terminate the Contract earlier or extend the Term in an agreed writing executed by both Parties.

3. Scope of Work.
(a) Services. Contractor shall perform the Services described in Exhibit A, subject to all terms and conditions in the Contract. Contractor shall not receive additional compensation for the performance of any Services not described therein.
(b) Modification. City, at any time, by written order, may make changes within the general scope of the work under this Agreement or issue additional instructions, require additional work or direct deletion of work. Contractor shall not proceed with any change involving an increase

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
or decrease in the Contract Price, as defined in Section 4 of this Agreement, without prior written authorization from City. Contractor shall not be entitled to compensation for the performance of any such unauthorized work. Contractor further waives any and all right or remedy by way of restitution or quantum meruit for any and all extra or changed work performed without express and prior written authorization of City. Notwithstanding the foregoing, Contractor shall promptly commence and diligently complete any change to the work subject to City's written authorization issued pursuant to this Section ; Contractor shall not be relieved or excused from its prompt commencement of diligent completion of any change subject to City's written authorization by virtue of the absence or inability of Contractor and City to agree upon the extent of any adjustment to the completion schedule or Contract Price on account of such change. The issuance of a change order pursuant to this Section 3 in connection with any change authorized by City shall not be deemed a condition precedent to Contractor's obligation to promptly commence and diligently complete any such change authorized by City hereunder. City's right to make changes shall not invalidate the Contract nor relieve Contractor of any liability or other obligations under the Contract. Any requirement of notice of changes in the scope of work to Contractor’s surety shall be the responsibility of Contractor. (c) Specific Materials & Performance of Work. Contractor shall furnish all tools, equipment, facilities, labor, and materials necessary to perform and complete, in good workmanlike manner, the work of general construction as called for and in the manner designated in, and in strict conformity with, the plans and specifications for said work entitled, “Special Provisions for Project No. 23-068 Package 3.” The equipment, apparatus, facilities, labor, and material shall be furnished, and said work performed and completed as required by the Contract under the direction and supervision, and subject to the approval, of the City Engineer or City Engineer’s designated agent.
(d) Exhibits. All “Exhibits” referred to below or attached hereto are, by this reference, incorporated into the Contract.

Exhibit Designation Exhibit Title

1. Exhibit A Scope of Services

2. Exhibit B Payment by Force Account

3. Exhibit C Workers’ Compensation Insurance Certification

4. Exhibit D Performance Bond

5. Exhibit E Payment Bond

4. Contract Price. City shall pay, and Contractor shall accept in full payment for the work set forth above in Section 3, Scope of Work, an amount not to exceed Four Million Eight Hundred Ninety-Five Thousand Six Hundred Forty-Four Dollars ($4,895,644.00) (the “Contract Price”). Said amount shall be paid pursuant to Section 8 of this Agreement. The Contract Price may only be changed by a contract change order. The value of any work covered by a contract change order for an adjustment in the Contract Price will be determined in the sole discretion of City as follows:
(a) If the work performed is on the basis of unit prices contained in the Contract Documents, the change order will be determined in accordance with the provisions in Section 4-1.05, “Changes and Extra Work”, of the Caltrans Standard Specifications, as applicable; or

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
(b) If the work performed is not included on the engineer’s estimate associated with a unit price, the change order will be by a mutually agreed lump sum; or (c) If the change order is not determined as described above in either subdivision (a) or (b), the change order will be determined on the basis of force account in accordance with the provisions set forth in Exhibit B, “Payment by Force Account,” attached hereto and incorporated herein by reference.

5. Time for Performance. The time fixed for the commencement of work under the Contract is within ten (10) working days after the Notice to Proceed has been issued. The work on this project, including all punch list items, shall be completed on or before the expiration of One Hundred Forty (140) working days (the “Completion Date”) beginning on the first day of work or no later than the tenth day after the Notice to Proceed has been issued.
(a) Right of City to Increase Working Days: If Contractor fails to complete the Services by the Completion Date, the City Engineer shall have the right to increase the number of working days in the amount the City Engineer may determine will best serve the interests of City, and if the City Engineer desires to increase said number of working days, the City Engineer shall have the further right to charge Contractor and deduct from the final payment for the work the actual cost of engineering, inspection, superintendence, and other overhead expenses which are directly chargeable to Contractor, and which accrue during the period of such extension, except that the cost of the final service and preparation of the final estimates shall not be included in such charges. No extension of time for completion of Services under the Contract shall be considered unless requested by Contractor at least twenty (20) calendar days prior to the Completion Date, in writing, to the City Engineer.

The Completion Date may only be changed by a contract change order. The value of any work covered by a contract change order for an adjustment in the Completion Date will be determined as follows:
i. Additional working days will be awarded where the amount of time is mutually agreed upon by Contractor and the City Engineer; or
ii. Additional working days will be awarded where Contractor is prevented from completing any part of the work identified on the critical path and:

1. where the delay is caused by acts of public enemy, fire, floods, tsunamis, earthquakes, epidemics, quarantine restrictions, strikes, labor disputes, shortage of materials and freight embargos, provided that Contractor shall notify Engineer in writing of the causes of delay within fifteen (15) days from the beginning of that delay; or

2. where the delay is caused by actions beyond the control of Contractor; or

3. where the delay is caused by actions or failure to act by the City Engineer.

Contractor shall not be entitled to an adjustment in the Completion Date for delays within the control of Contractor. Delays resulting from and within the control of a subcontractor or supplier of Contractor shall be deemed to be delays within the control of Contractor.

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
(b) Excusable Delays. Contractor shall not be in breach of the Contract in the event that performance of Services is temporarily interrupted or discontinued due to a “Force Majeure” event which is defined as: riots, wars, sabotage, civil disturbances, insurrections, or explosions; natural disasters, such as floods, earthquakes, landslides, and fires; strikes, lockouts, and other labor disturbances; or other catastrophic events, which are beyond the reasonable control of Contractor. Force Majeure does not include Contractor’s financial inability to perform, Contractor’s failure to obtain any necessary permits or licenses from other governmental agencies, or Contractor’s failure to obtain the right to use the facilities of any public utility where such failure is due solely to the acts or omissions of Contractor. If Contractor’s performance of the Services is delayed by an excusable delay, the Completion Date shall be extended for such reasonable time as determined by the City Engineer. Extensions in time must be requested by Contractor within fifteen (15) calendar days of the excusable delay in order to receive consideration. (c) Emergency - Additional Time for Performance - Procurement of Materials. If, because of war or other declared national emergency, the federal or state government restricts, regulates, or controls the procurement and allocation of labor or materials, or both, and if solely because of said restrictions, regulations or controls, Contractor is, through no fault of Contractor, unable to perform the Services, or the work is thereby suspended or delayed, any of the following steps may be taken:
i. City may, pursuant to resolution of the City Council, grant Contractor additional time for the performance of the Contract, sufficient to compensate in time, for delay or suspension.

To qualify for such extension in time, Contractor within ten (10) days of Contractor's discovering such inability to perform, shall notify the City Engineer in writing thereof, and give specific reasons therefore; the City Engineer shall thereupon have sixty (60) days within which to procure such needed materials or labor as is specified in this agreement, or permit substitution, or provide for changes in the work in accordance with subdivision (b) of this Section.

Substituted materials, or changes in the work, or both, shall be ordered in writing by the City Engineer, and the concurrence of the City Council shall not be necessary. All reasonable expenses of such procurement incurred by the City Engineer shall be defrayed by the Contractor; or
ii. If such materials or labor cannot be procured through legitimate channels within sixty (60) days after the filing of the aforesaid notice, either Party may, upon thirty (30) days' written notice to the other, terminate this agreement. In such event, Contractor shall be compensated for all work executed upon a unit basis in proportion to the amount of the work completed, or upon a cost-plus-ten-percent (10%) basis, whichever is the lesser.

Materials on the ground, in process of fabrication or in route upon the date of notice of termination specially ordered for the Project and which cannot be utilized by Contractor, shall be compensated for by City at cost, including freight, provided Contractor shall take all steps possible to minimize this obligation; or
iii. The City Council, by resolution, may suspend the Contract until the cause of inability to perform is removed for a period of not to exceed sixty (60) days.

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
If the Contract is not canceled, and the inability of Contractor to perform continues without fault on Contractor's part, beyond the time during which the Contract may have been suspended, as herein above provided, the City Council may further suspend the Contract, or either Party hereto may, without incurring any liability, elect to declare the Contract terminated upon the ground of impossibility of performance. In the event City declares this agreement terminated, such declaration shall be authorized by the City Council by resolution, and Contractor shall be notified in writing thereof within five (5) days after the adoption of such resolution. Upon such termination, Contractor shall be entitled to proportionate compensation at the Contract Price for such portion of the Contract as may have been performed; or
iv. City may terminate the Contract, in which case Contractor shall be entitled to proportionate compensation at the agreed rate for such portion of the Contract as may have been performed. Such termination shall be authorized by resolution of the City Council. Notice thereof shall be forthwith given in writing to Contractor, and the Contract shall be terminated upon receipt by Contractor of such notice.

In the event of the termination provided in this sub-paragraph (iv), none of the covenants, conditions or provisions hereof shall apply to the Services not performed, and City shall be liable to Contractor for the proportionate compensation last herein mentioned. (d) Delay Damages. In the event Contractor, for any reason, fails to perform the Services to the satisfaction of the City Engineer by the Completion Date, City may, in accordance with Section 7203 of the Public Contract Code, in lieu of any other of its rights authorized by Section 6 of this agreement, deduct from payments or credits due Contractor after such breach a sum equal to six thousand seven hundred and no/100ths Dollars ($6,700.00) for each calendar day beyond the Completion Date. This deduction shall not be considered a penalty but shall be considered as delay damages. The aforementioned rate of deduction is an amount agreed to by the Parties as reasonably representing additional construction engineering costs incurred by City if Contractor fails to complete the Services by the Completion Date. However, any deduction assessed as delay damages shall not relieve Contractor from liability for any damages or costs resulting from delays to other contractors on the project or other projects caused by a failure of the assessed Contractor to complete the Services by the Completion Date. Due account shall be taken of any time extensions granted to Contractor by City. Permitting Contractor to continue work beyond the Completion Date shall not operate as a waiver on the part of City of any of its rights under the Contract nor shall it relieve Contractor from liability for any damages or costs resulting from delays to other contractors on the project or other projects caused by a failure of the assessed Contractor to complete the Services by the Completion Date.

6. Termination.
(a) Option of City to Terminate Contract for Failure to Complete Services. If a Party should fail to perform any of its obligations hereunder within the time and in the manner herein provided, or otherwise violates any of the terms of the Contract (the “Defaulting Party”), the other Party shall give notice to the Defaulting Party and allow the Defaulting Party ten (10) days to correct such deficiency. If the Defaulting Party does not correct such deficiency, the other Party may immediately terminate the Contract by giving written notice of such termination, stating the reason for such termination. In such event, Contractor shall be entitled to receive payment for all Services satisfactorily rendered until such termination, provided,

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
however, there shall be deducted from such amount the amount of damage, if any, sustained by virtue of any breach of the Contract by Contractor, including Delay Damages. If payment under the Contract is based upon a lump sum in total or by individual task, payment for Services satisfactorily rendered shall be an amount which bears the same ratio to the total fees specified in this Agreement as the Services satisfactorily rendered hereunder by Contractor to the total services otherwise required to be performed for such total fee, provided, however, that there shall be deducted from such amount the amount of damage, if any sustained by City by virtue of any breach of the Contract by Contractor. Upon termination, Contractor shall deliver copies of all Work Product, as defined in Section 19 of this Agreement, to City. If District terminates the Contract before Contractor commences any Services hereunder, City shall not be obligated to make any payment to Contractor.
(b) If Contractor should be adjudged bankrupt or if it should make a general assignment for the benefit of its creditors, or if a receiver should be appointed on account of its insolvency, or if it or any of its subcontractors should violate any of the provisions of the Contract, City may serve written notice upon it and its surety of its intention to terminate the Contract. Such notice shall contain the reasons for City’s intention to terminate the Contract, and unless such violations shall cease within five (5) calendar days after serving of such notice, the Contract shall cease and terminate upon the expiration of said five (5) calendar days. In the event of any such termination, City shall immediately serve written notice thereof upon the surety and Contractor, and the surety shall have the right to take over and perform the Contract; provided however, that, if the surety does not give City written notice of its intention to take over and perform the Contract or does not commence performance thereof within thirty (30) calendar days from the date of the service of such notice, City may take over the work and prosecute the same to completion by contract or any other method it may deem advisable, for the account and at the expense of Contractor, and Contractor and its surety shall be jointly liable to City for any excess cost occasioned City thereby, and in such event City may, without liability for so doing, take possession of and utilize in completing the work, such materials, appliances, and other property belonging to Contractor as may be on the Project site and necessary thereof.

7. Liability for Breach: Neither Party waives the right to recover direct damages against the other for breach of the Contract, including any amount necessary to compensate City for all detriment proximately caused by Contractor's failure to perform its obligations hereunder or which in the ordinary course of things would be likely to result therefrom. City reserves the right to offset such damages against any payments owed to Contractor. City shall not, in any manner, be liable for special or consequential damages, including but not limited to Contractor's actual or projected lost profits had Contractor completed the Services required by the Contract. In the event of termination by either Party, copies of all finished or unfinished Work Product, as defined in Section 19 of this Agreement, shall become the property of City. Notwithstanding the foregoing, in no event shall City be liable, regardless of whether any claim is based on contract or tort, for any special, consequential, indirect or incidental damages, including, but not limited to, lost profits or revenue, arising out of or in connection with the Contract or the Services performed in connection with the Contract.

8. Compensation: City shall make payments to Contractor in accordance with the provisions of Section 9 of the City Standard Specifications in legally executed and regularly issued warrants of City, drawn on the appropriate fund or funds as required by law and order of the City Council thereof. Contractor shall be administered a progress payment approximately every thirty (30) calendar days from the time work begins according to the payment schedule furnished by the City Engineer at the time work begins.

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
Contractor shall provide access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Contractor’s charges to City under this Contract.

Monthly progress payments in the amount of 95 percent (95%) of the value of the work will be made to Contractor based on the Contractor’s estimate and the schedule of prices contained in the accepted bid. The remaining 5 percent (5%) will be retained by City as partial security for the fulfillment of the Contract except that at any time after 50 percent (50%) of the work has been completed, if the City Engineer finds that satisfactory progress is being made and the Project’s critical path of work are on schedule, City may discontinue any further retention. Such discontinuance will only be made upon the written request of Contractor. City may, at any time the City Engineer finds that satisfactory progress is not being made, again institute retention of 5 percent (5%) as specified above. Payment will be made as soon as possible after the preparation of the Contractor’s estimate. City shall pay the remaining 5 percent (5%) of the value of the Services completed under this Contract, if unencumbered by retentions for claims, not sooner than the expiration of thirty-five (35) calendar days from the date of recordation of the Notice of Completion, pursuant to Section 2 of this agreement, and not later than sixty (60) days from the “completion” of the Services as said term is defined in Public Contract Code section 7107(c).

No estimate or payment shall be made if, in the judgment of the City Engineer, the work is not proceeding in accordance with the provisions of the Contract, or when, in his judgment, the total value of the work done since the last estimate amounts to less than $1,000. No progress payments will be made if the time allotted for the job is thirty (30) working days or less. Payment of any progress payment, or the acceptance thereof by Contractor, shall not constitute acceptance of the work performed under this Contractor, or any portion thereof, and shall in no way reduce the liability of Contractor to replace unsatisfactory work or materials, though the unsatisfactory character of such work or materials may not have been apparent or detected at the time such payment was made.

Additionally, as a precondition to City’s progress payments hereunder, Contractor shall provide to City, prior to payment, unconditional waivers and releases of stop notices pursuant to Civil Code section 8128 et seq. from each subcontractor and materials supplier. The form of said waivers and releases shall be as set forth in Civil Code section 3262(d)(2).

Pursuant to Public Contract Code section 22300 et seq., Contractor may request the right to substitute securities for any moneys withheld by City to ensure the performance required of Contractor under the Contract, or that City make payment of retentions earned directly into an escrow account established at the expense of Contractor.

9. Disputes Pertaining to Payment for Work: Should any dispute arise respecting the true value of any work performed, of any work omitted, or of any extra work which Contractor may be required to do, or respecting the size of any payment to Contractor during the performance of the Contract, such dispute shall be decided by the City Engineer, and the decision of the latter shall be final and conclusive. The Parties agree to comply with the claims resolution procedures set forth in Public Contract Code section 9204 when applicable.
(a) Claims Processing. Any submission of a claim by Contractor must comply with the requirements of Public Contract Code section 9204. Upon receipt of a claim pursuant to this section, City shall conduct a reasonable review of the claim and, within a period not to exceed forty-five (45) days, shall provide Contractor a written statement identifying what portion of the claim is disputed and what portion is

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
undisputed. Upon receipt of a claim, the Parties may, by mutual agreement, extend the time period provided in this subdivision. Contractor shall furnish reasonable documentation to support the claim. Any payment due on an undisputed portion of the claim shall be processed and made within sixty (60) days after City issues its written statement. If Contractor disputes City’s written response, or if City fails to respond to a claim issued pursuant to this section within the time prescribed, Contractor may demand in writing an informal conference to meet and confer for settlement of the issues in dispute. (b) Meet-and-Confer Conference. Upon receipt of a demand in writing sent by registered mail or certified mail, return receipt requested, City shall schedule a meet-and-confer conference within thirty (30) days for settlement of the dispute. Within ten (10) business days following the conclusion of the meetand-confer conference, if the claim or any portion of the claim remains in dispute, City shall provide the claimant a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim shall be processed and made within sixty (60) days after the City issues its written statement. (c) Nonbinding Mediation. Any disputed portion of the claim, as identified by Contractor in writing, shall be submitted to nonbinding mediation, with the Parties sharing the associated costs equally.

The Parties shall mutually agree to a mediator within ten (10) business days after the disputed portion of the claim has been identified in writing. If the Parties cannot agree upon a mediator, each party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each Party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator. If mediation is unsuccessful, the parts of the claim remaining in dispute shall be subject judicial review pursuant to Section 23 of this Agreement.

Notwithstanding any claim, dispute, or other disagreement between the Parties regarding performance under the Contract, the scope of work hereunder, or any other matter arising out of or related to, in any manner, the Contract, Contractor shall proceed diligently with performance of the Services in accordance with City's written direction, pending any final determination or decision regarding any such claim, dispute, or disagreement.

10. Permits and Care of Work: Contractor shall, at Contractor's expense, obtain all necessary permits and licenses for the construction of each improvement, give all necessary notices and pay all fees and taxes required by law, except those City fees set forth in Section 1 of the Special Provisions. Contractor has examined the Project site and is familiar with its topography and condition, location of property lines, easements, building lines, and other physical factors and limitations affecting the performance of the Contract. Contractor, at Contractor's expense, shall obtain any permission necessary for any operations conducted off the property owned or controlled by City. Contractor shall be responsible for the proper care and protection of all materials delivered and work performed until completion and final acceptance.

11. Public Works and Payment of Prevailing Wage:
(a) Monitoring and Enforcement. In accordance with the provisions of Sections 1725.5, 1771.1, 1771.3, and 1771.4 of the Labor Code, all work performed under the Contract is subject to compliance monitoring and enforcement by the Department of Industrial Relations (“DIR”). All work performed by Contractor or its subcontractors under the Contract is subject to the requirements of Labor Code section 1720 et seq. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 of the Labor Code at the time the contract is awarded. Contractor and its subcontractors shall furnish the records specified in Section 1776 of the Labor Code directly to the Labor Commissioner, at least monthly, in the format prescribed by the Labor Commissioner.

In accordance with the provisions of Section 1773.3 of the Labor Code, City shall provide notice to DIR of the award of this Contract within thirty (30) working days of the award. The notice shall be transmitted electronically in a format specified by DIR and shall include the name of Contractor, any subcontractor listed on the successful bid, the bid and contract award dates, the contract amount, the estimated start and completion dates, Project location, and any additional information DIR specifies that aids in the administration and enforcement of Section 1720 et seq. of the Labor Code. (b) Wages & Hours of Employment: In the performance of the Services under the Contract, eight (8) hours shall be the maximum hours of labor on any calendar day, and the minimum wages of compensation of persons performing labor in the execution of this agreement shall be the current prevailing scale of wages determined by DIR for the community. Contractor shall forfeit as penalty Twenty-five and no/100ths Dollars ($25.00) to be paid to City for each workman employed in the execution of the Contract by Contractor or its subcontractor(s), for each calendar day during which any workman is required or permitted to labor more than eight (8) hours, in violation of provisions of Labor Code section 1810 et seq.

Contractor shall post prevailing wage rates at the Project no later than the first day Contractor commences performance of the Services under the Contract.

12. Superintendence by Contractor: Contractor shall give personal superintendence to the work on the Project or have a competent foreman or superintendent satisfactory to the City Engineer on the Project at all times during construction and performance of work under the Contract, with authority to act for Contractor.

13. Inspection and Testing by City: Contractor shall at all times maintain proper facilities and provide safe access for inspection by City to all parts of the work performed on the Project and to the shops wherein the work is in preparation. Contractor shall notify City with sufficient time in advance of the manufacture of production materials to be supplied by Contractor under the Contract in order for City to arrange for mill or factory inspection and testing of same. Any materials shipped by Contractor from factory prior to having satisfactorily passed such testing and inspection by City's representative or prior to the receipt of notice from such representative that such testing and inspection will not be required shall not be incorporated on the Project. Contractor shall also furnish to City, in triplicate, certified copies of all factory and mill test reports upon request.

14. Conformity with Law and Safety: Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over any or all of the scope of Services, including all provisions of the Occupational Safety and Health Act of 1979 as amended, all California Occupational Safety and Health Regulations, the California Building Code, the American with Disabilities Act, any copyright, patent, or trademark law, and all other applicable federal, state, municipal, and local safety regulations, appropriate trade association safety standards, and appropriate equipment manufacturer instructions. All Services performed by Contractor or its subcontractors must be in accordance with these laws, ordinances, codes, and regulations. Contractor’s failure to comply with any laws, ordinances, codes, or regulations applicable to

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
the performance of the Services hereunder shall constitute a breach of contract. In cases where standards conflict, the standard providing the highest degree of protection shall prevail.

If a death, serious personal injury or substantial property damage occurs in connection with the performance of the Contract, Contractor shall immediately notify City's risk manager by telephone. If any accident occurs in connection with the Contract, Contractor shall promptly submit a written report to City, in such form as City may require. This report shall include the following information: (a) name and address of the injured or deceased person(s); (b) name and address of Contractor’s subcontractor, if any; (c) name and address of Contractor’s liability insurance carrier; and (d) a detailed description of the accident, including whether any of City's equipment, tools, or materials were involved.

If a release of a hazardous material, substance, or waste occurs in connection with the performance of the Contract, Contractor shall immediately notify City. Contractor shall not store hazardous materials or hazardous waste within City limits without a proper permit from City.

15. Other Contracts: City may award other contracts for additional work on the Project, and Contractor shall fully cooperate with such other contractors and carefully fit Contractor's own work to that provided under other contracts as may be directed by the City Engineer. Contractor shall not commit or permit any act which will interfere with the performance of work by any other contractor.

16. Bonds: Concurrently with the execution hereof, Contractor shall furnish, on the forms provided herein as Exhibits D and E, respectively, corporate surety bonds to the benefit of City, issued by a surety company acceptable to City and authorized and admitted to do business in the state of California, as follows:
(a) Faithful Performance Bond. In an amount equal to at least one hundred percent (100%) of the Contract Price as security for the faithful performance of the Contract. The bond shall contain a provision that the surety thereon waives the provisions of Sections 2819 and 2845 of the Civil Code. (b) Payment Bond. In an amount equal to at least one hundred percent (100%) of the Contract Price as security for the payment of all persons performing labor and furnishing materials in connection with the Contract. The bond shall be in accordance with the provisions of Sections 3225, 3226, and 3247 through 3252, inclusive, of the Civil Code and Section 13020 of the Unemployment Insurance Code of California.

Said bond shall also contain a provision that the surety thereon waives the provisions of Sections 2819 and 2845 of the Civil Code.

The surety companies shall familiarize themselves with all provisions and conditions of the Contract. It is understood and agreed that the surety or sureties waive the right of special notification of any modification or alterations, omissions or reductions, extra or additional work, extensions of time, or any other act or acts by City or its authorized agents under the terms of this Contract and failure to so notify the surety or sureties of such changes shall in no way relieve the surety or sureties of their obligations under the Contract.

17. Indemnification:
(a) Indemnity for Professional Liability. When the law establishes a professional standard of care for Contractor’s Services, to the fullest extent permitted by law, Contractor shall indemnify, protect,

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
defend, and hold harmless City and any and all of its elective and appointive boards, officers, officials, agents, employees or volunteers (“City’s Agents”) from and against any and all losses, liabilities, damages, costs, and expenses, including legal counsel’s fees and costs but only to the extent Contractor or its subcontractors are responsible for such damages, liabilities and costs on a comparative basis of fault between Contractor or its subcontractors and City in the performance of professional services under the Contract.

Contractor shall not be obligated to defend or indemnify City for City’s own negligence or for the negligence of others.
(b) Indemnity for other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Contractor shall indemnify, defend, and hold harmless City and any and City’s 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 the Contract by Contractor or by any individual or agency for which Contractor is legally liable, including, but not limited to, officers, agents, employees, or subcontractors of Contractor.

18. Contractor'sInsurance: Concurrently with the execution hereof, Contractor shall furnish City with satisfactory proof of carriage of the insurance required under this section, and that Contractor shall give City at least thirty (30) days prior notice of the cancellation of any policy during the Term of this contract.

Contractor shall not commence work under this Agreement until Contractor has obtained City’s approval regarding all insurance requirements, forms, endorsements, amounts, and carrier ratings, nor shall Contractor allow any subcontractor to commence work on a subcontract until all similar insurance required of the subcontractor shall have been so obtained and approved. Contractor shall procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services hereunder by Contractor, its agents, representatives, employees or subcontractors. Failure to maintain or renew coverage or to provide evidence of renewal may constitute a material breach of the Contract. Any available insurance proceeds in excess of the specified minimum limits and coverage shall be available to City. The City of Turlock shall be named as a certificate holder.
(a) General Liability Insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than Two Million Dollars ($2,000,000.00) per occurrence, Four Million Dollars ($4,000,000.00) general aggregate, and Two Million Dollars ($2,000,000.00) products and completed operations aggregate for bodily injury, personal injury, and property damage, including, without limitation, blanket contractual liability and coverage for explosion, collapse, and underground property damage hazards. The general aggregate limit shall apply separately to this Project or the general aggregate shall be doubled. Contractor’s general liability policies shall be primary and not seek contribution from City’s coverages and be endorsed using Insurance Services Office form CG 20 10 to provide that City and its officers, officials, employees, and agents shall be additional insureds under such policies. For construction contracts, an endorsement providing completed operations to the additional insured, ISO form CG 20 37, is also required. The policy shall contain, or be endorsed to contain, the following provisions:
(1) City, its elective and appointive boards, officers, agents, employees, and volunteers are to be covered as additional insureds with respect to liability arising out of work or

City Contract No. 2026-133
City Project No. 23-068 Package 3
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operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such work or operations, which coverage shall be maintained in effect for at least three (3) years following the completion of the work specified in the Contract. General liability coverage can be provided in the form of an endorsement to Contractor’s insurance (at least as broad as CG 20 10 for ongoing operations and CG 20 37 for products/completed operations for construction services), or as a separate Owners and Contractors Protective Liability policy providing both ongoing operations and completed operations coverage.
(2) For any claims related to the Project, Contractor’s insurance coverage shall be primary insurance as respects City and any insurance or self-insurance maintained by City shall be excess of Contractor’s insurance and shall not contribute with it. (3) In the event of cancellation, non-renewal, or material change that reduces or restricts the insurance coverage afforded to City under the Contract, the insurer, broker/producer, or Contractor shall provide City with thirty (30) days’ prior written notice of such cancellation, non-renewal, or material change. (4) Coverage shall not extend to any indemnity coverage for the active negligence of the additional insured in any case where an agreement to indemnify the additional insured would be invalid under Subdivision (b) of Section 2782 of the Civil Code. (b) Workers’ Compensation Insurance. Contractor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance with limits of at least One Million Dollars ($1,000,000.00) each accident or disease. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.
(c) Commercial Automobile Liability Insurance. Contractor shall maintain automobile liability using ISO Business Auto Coverage form CA 00 01, or the exact equivalent, with a limit of no less than Two Million Dollars ($2,000,000.00) each accident—for owned, leased, hired, non-owned, and borrowed automobiles. The policy shall provide and be endorsed that the City, its officials, officers, agents, employees, and volunteers are included or named as additional insureds. If Contractor owns no vehicles, this requirement may be met through a non-owned auto coverage or an endorsement to the CGL policy. (d) Builder’s Risk Insurance. {Intentionally Omitted}
(e) Contractors Pollution Insurance. Pollution Coverage shall be maintained on a Contractors Pollution Liability form, or other form acceptable to City, providing coverage for liability arising out of sudden, accidental, and gradual pollution and remediation. The policy limit shall be no less than Two Million Dollars ($2,000,000.00) per claim. All activities contemplated in the Contract shall be specifically scheduled on the policy as “covered operations.” The policy shall provide coverage for the hauling of waste from the Project site to the final disposal location, including non-owned disposal sites. (f) Professional Liability Insurance. Contractor shall maintain professional liability insurance that insures against professional errors and omissions that may be made in performing the Services to be rendered in connection with the Contract, in the minimum amount of Two Million Dollars ($2,000,000.00)

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement, and Contractor agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by the Contract. (g) Umbrella or Excess Policy. Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required.

The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying policies of insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
(h) Deductibles and Self-Insured Retentions. Upon request of City, any deductibles or selfinsured retentions must be declared to and approved by City. At the option of City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City and City’s Agents; or (2) Contractor shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. (i) Acceptability of Insurers. Insurance is to be placed with insurers admitted in California with a current A.M. Best’s rating of no less than A-:VII or with an insurer to which City has provided prior approval.
(j) Verification of Coverage. Contractor shall furnish City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this Section 18. All certificates and endorsements are to be received and approved by City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive Contractor’s obligation to provide them. City reserves the right, at any time, to require complete, certified copies of all required insurance policies and endorsements. (k) Waiver of Subrogation. With the exception of professional liability, Contractor hereby agrees to waive subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. The commercial general liability policy, automobile liability policy, and workers’ compensation policy shall be endorsed to contain a waiver of subrogation in favor of City for all work performed by Contractor, its agents, employees, independent contractors and subcontractors. Contractor shall provide written proof of waiver of subrogation in the Certificate of Insurance. Additionally, Contractor agrees to obtain any available endorsements that may be necessary to effectuate this waiver of subrogation. (l) Subcontractors. Contractor shall ensure all subcontractors furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

19. Ownership of Work Product: Any and all work, artwork, copy, posters, billboards, photographs, videotapes, audiotapes, systems designs, software, reports, designs, specifications, drawings, diagrams, surveys, source codes, professional or technical information or data, photographs, notes, letters, emails, or any original works of authorship created by contractor or its subcontractors or subcontractors in connection with Services performed under the Contract (“Work Product”) shall be works for hire as defined under Title

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
17 of the United States Code, and all copyrights in such works are the property of City. In the event that it is ever determined that any Work Product created by Contractor or its subcontractors or subcontractors under the Contract are not works for hire under U.S. law, Contractor hereby assigns all copyrights to such Work Product to City. With the prior written approval of the City Engineer, Contractor may retain and use copies of such Work Product for reference and as documentation of its experience and capabilities.

All Work Product shall become the property of City irrespective of where located or stored and Contractor agrees to deliver all such documents and information to City, without charge and in whatever form it exists, upon the Completion Date, as may be extended. Contractor shall have no ownership interest in such Work Product.

All Work Product of Contractor under the Contract, including written information which City will cause to be distributed for either internal or public circulation, including both preliminary and final drafts, shall be delivered to City in both printed and electronic form, or as may be specific in Exhibit A.

When the Contract is terminated, Contractor agrees to return to City all documents, drawings, photographs, and other written or graphic material, however produced, that it received from City or City’s Agents, in connection with the performance of its Services under the Contract. All materials shall be returned in the same condition as received.

20. Taxes: Payment of any taxes, including California sales and use taxes, levied upon the Contract, the transaction, or the Services or goods delivered pursuant hereto, shall be the obligation of Contractor.

Contractor shall cooperate with City to the full extent possible to maximize the local allocation of California sales and use tax to City. Such cooperation shall include, but not be limited to:
(a) Use Tax Direct Payment Permits. Contractor shall apply for, obtain, and utilize, to the maximum extent reasonable, a California Use Tax Direct Payment Permit. (b) Purchases of $500,000 or More. Contractor shall require vendors and suppliers located outside California from whom Contractor makes purchases of $500,000 or more to allocate the use tax to City.

21. Independent Contractor: At all times during the Term of the Contract, Contractor shall be deemed to be an independent contractor and shall be wholly responsible for the manner in which Contractor performs the Services required under the Contract. Contractor shall be liable for its acts and omissions, and those of its employees, contractors, subcontractors, representatives, volunteers, and its agents. Nothing contained herein shall be construed as creating an employment, agency, or partnership relationship between City and Contractor. City shall have the right to control Contractor only insofar as the result of Contractor’s Services rendered pursuant to the Contract; however, City shall not have the right to control the means by which Contractor accomplishes Services rendered pursuant to the Contract.

22. Contractor Not Agent: Except as City may specify in writing, Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor shall have no authority, express or implied, pursuant to the Contract to bind City to any obligation whatsoever.

23. Arbitration of Disputes: All claims, disputes, and other matters in question between City and Contractor arising out of, or relating to, this Contract or the breach thereof, including claims of Contractor

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City Project No. 23-068 Package 3
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for extra compensation of Services related to the project, shall be decided by arbitration before a single arbitrator in accordance with the provisions of Sections 1281 through 1284.2 of the Code of Civil Procedure (the “Arbitration Laws”) unless the Parties mutually agree otherwise. The provisions of Section 1283.05 of the Arbitration Laws apply to any arbitration proceeding except as otherwise provided in the Contract. The arbitrator shall have authority to decide all issues between the Parties including, but not limited to, claims for extras, delay, and liquidated damages, if any, provided for the Contract, matters involving defects in the Services performed by Contractor or its subcontractors, rights to payment, and whether the necessary procedures for arbitration have been followed. The award rendered by the arbitrator shall be final and judgment may be entered upon it in accordance with applicable law in any court having competent jurisdiction thereof.

Notice of the demand for arbitration shall be filed in writing with the other Party. The demand for arbitration shall be made within a reasonable time after the claim, dispute, or other matter in question has arisen, and in no event shall it be made after the date when institution of legal or equitable proceedings based on such claim, dispute, or other matter in question would be barred by the applicable statute of limitations.

The parties shall jointly appoint an arbitrator within fifteen (15) calendar days of the date of giving the notice of the demand for arbitration. If the Parties are unable to jointly agree upon the appointment of an arbitrator within said fifteen (15) calendar day period, and do not agree in writing to extend said period for a fixed period, then either Party may seek to have the arbitrator appointed by the Superior Court of Stanislaus County in accordance with the Arbitration Laws.

If any proceeding is brought to contest the right to arbitrate and it is determined that such right exists, the losing Party shall pay all costs and attorney’s fees incurred by the prevailing Party.

In addition to the other rules of law which may be applicable to any arbitration hereunder, the following shall apply:
(a) Promptly upon the filing of the arbitration, each Party shall be required to set forth in writing and to serve upon each other Party a detailed statement of its contentions of fact and law. (b) All Parties to the arbitration shall be entitled to the discovery procedures provided under Section 1283.05 of the California Code of Civil Procedure. (c) The arbitration shall be commenced and conducted as expeditiously as possible consistent with affording reasonable discovery as provided herein. (d) These additional rules shall be implemented and applied by the arbitrator.

The costs of arbitration shall be borne by the Parties as determined by the arbitrator, but each Party shall bear its own attorney’s fees associated with the dispute with the other Party and to the arbitration.

All administrative remedies required under Section 9 of this Agreement or pursuant to Public Contract Code section 9204, or required by any other law, shall be exhausted prior to commencement of any arbitration under this Section 23.

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

24. Provisions Cumulative: The provisions of the Contract are cumulative, and in addition to and not in limitation of, any other rights or remedies available to City.

25. Notices: All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid. Any Party hereto may at any time, by giving ten (10) days’ written notice to the other Party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the Parties at their addresses set forth below.

If to City: City of Turlock
Attn: Christopher Fisher, Municipal Services Director
156 S. Broadway, Suite 150
Turlock, CA 95380-5461
With courtesy copies to: City of Turlock, City Attorney’s Office Attn: George A. Petrulakis, City Attorney
156 S. Broadway, Suite 230
Turlock, CA 95380-5456
If to Contractor: MOUNTAIN CASCADE, INC.

Attn: David Hicks, V.P. of Estimating/Secretary
PO Box 5050
Livermore, CA 94551
If to Contractor’s Sureties: _____________________
_____________________
_____________________
_____________________

26. City Contract Administrator: The City’s contract administrator and contact person for this Agreement is:

Fred Pezeshk, PE
City of Turlock, Roads Program Manager
156 S. Broadway, Suite 150
Turlock, California 95380-5461
Telephone: (209) 668-5520
E-mail: [email protected]

27. Interpretation: As used herein, any gender includes each other gender, the singular includes the plural and vice versa.

28. Antitrust Claims: Contractor or its subcontractors offer and agree to assign to City all rights, title, and interest to any causes of action under Section Four of the Clayton Act and the Cartwright Act concerning antitrust claims.

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

29. Use of City Project Number: Contractor or its subcontractors agree to use the aforementioned City project number on all maps, drawings, submittals, billing, and written correspondence that involve City staff or contracted consultants. Nothing in this section shall preclude Contractor or its subcontractors from using their own project numbers for their own internal use.

30. No Conflict of Interest: Contractor represents that no conflict of interest will be created under state or federal law by entering into or in carrying out the Contract.

31. Confidentiality: Contractor understands and agrees that, in the performance of Services under the Contract, or in the contemplation thereof, Contractor may have access to private or confidential information that may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City (“Confidential Information”).

Contractor shall not, either during or after the Term, disclose to any third party any Confidential Information without the prior written consent of City. If City gives Contractor written authorization to make any such disclosure, Contractor shall do so only within the limits and to the extent of that authorization. Contractor may be directed or advised by the City Attorney on various matters relating to the performance of Services on the Project or on other matters pertaining to the Project, and in such event, Contractor agrees that it will treat all communications between itself, its employees, and its subcontracts as being communications which are within the attorney-client privilege.

32. Modification. No alteration, amendment, modification, or termination of the Contract shall be valid unless made in writing and executed by all Parties to the Contract.

33. Waiver: No covenant, term, or condition or the breach thereof shall be deemed waived, except by written consent of the Party against whom the waiver is claimed, and any waiver of the breach of any covenant, term, or condition shall not be deemed to be a waiver of any preceding or succeeding breach of the same or any other covenant, term, or condition.

34. Assignment: No Party to the Contract shall assign, transfer, or otherwise dispose of this Agreement in whole or in party to any individual, firm, or corporation without the prior written consent of the other Party. Subject to the foregoing provisions, the Contract shall be binding upon, and inure to the benefit of, the respective successors and assigns of the Parties hereto.

35. Authority: All Parties to this Agreement warrant and represent that they have the power and authority to enter into this Agreement and the names, titles, and capacities herein stated on behalf of any entities, persons, states, or firms represented or purported to be represented by such entities, person, states, or firms and that all former requirements necessary or required by state or federal law in order to enter into the Contract have been fully complied with. Further, by entering into this Agreement, neither Party hereto shall have breached the terms or conditions of any other contract or agreement to which such Party is obligated, which such breach would have a material effect hereon.

36. Governing Law: The Contract shall be governed and construed in accordance with the laws of the state of California.

37. Severability: If the Contract in its entirety is determined by an arbitrator or a court of competent jurisdiction to be invalid or unenforceable, the Contract shall automatically terminate as of the date of final

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City Project No. 23-068 Package 3
10/2025
entry of judgment. If any provision of the Contract shall be determined to be invalid and unenforceable, or if any provision of the Contract is rendered invalid or unenforceable according the terms of any federal or state statute, which becomes effective after the Effective Date of this Agreement, the remaining provisions shall continue in full force and effect and shall be construed to give effect to the intent of this Agreement.

38. Execution and Counterparts: This Agreement may be executed simultaneously and, in several counterparts, each of which shall be deemed an original but together shall constitute one and the same instrument. The parties agree that this Agreement and any other documents to be delivered in connection herewith may be electronically signed utilizing services such as DocuSign and Nitro Sign, or by transmitting signatures in pdf or similar format, and that any electronic signatures appearing on this Agreement or such other documents are the same as handwritten signature for the purposes of validity, enforceability, and admissibility.

39. Mandatory and Permissive: “Shall” and “will” and “agrees” are mandatory. “May” and “can” are permissive.

40. Headings: Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.

41. Attorney’s Fees and Costs: Except as expressly provided for in Section 23 of this Agreement, if any action at law or in equity, including action for declaratory relief, is brought to enforce or interpret the provisions of the Contract, the prevailing Party shall be entitled to reasonable attorney’s fees and costs, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which such Party may be entitled.

42. Necessary Acts and Further Assurances: The Parties shall, at their own cost and expense, execute and deliver such further documents and instruments and shall take such other actions as may be reasonably required or appropriate to evidence or carry out the intent and purposes of the Contract.

43. Recitals: The recitals set forth above (“Recitals”) are true and correct and are hereby incorporated into and made part of this Agreement by this reference. In the event of any inconsistency between the Recitals and Section 1 through 43 of this Agreement, Sections 1 through 43 shall prevail. [Signatures on Following Page]

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
MOUNTAIN CASCADE, INC., a CITY OF TURLOCK, a municipal corporation California Corporation
By: ____________________________ By: _____________________________ Gary R. Hampton, Interim City Manager
_______________________________
Print Name Date: ____________________________
Address:_________________________
_______________________________ APPROVED AS TO SUFFICIENCY:
_______________________________
Phone: __________________________ By: _____________________________ Christopher Fisher, Municipal Services Director
Date: ___________________________
Federal Tax ID or Social Security No:

APPROVED AS TO FORM:
_______________________________
By: _____________________________
George A. Petrulakis, City Attorney
DIR Registration Number:
_______________________________ ATTEST:

Affix Contractor’s Seal Here By: _____________________________ Nichole Fiez, City Clerk

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

EXHIBIT B

PAYMENT BY FORCE ACCOUNT
For work paid by force account, the City Engineer compares City’s records to Contractor’s daily force account work report. When the City Engineer and Contractor agree on the contents of the daily force account work reports, the City Engineer accepts the report and City pays for the work. If the records differ, City pays for the work based only on the information shown on City’s records. If a subcontractor performs work at force account, work paid at force account will be accepted at an additional 2 percent (2%) markup to the total cost of that work, including markups, as reimbursement for additional administrative costs. The markups specified in labor, materials, and equipment includes compensation for all delay costs, overhead costs, and profit. If an item's unit price is adjusted for work-character changes, City excludes Contractor’s cost of determining the adjustment. Payment for owner-operated labor and equipment is made at the marketpriced invoice submitted.

A. Labor. Labor payment is full compensation for the cost of labor used in the direct performance of the work plus a fifteen percent (15%) markup, as set forth below, and consistent with California Labor Code section 1770 et seq. Force account labor payment consists of:

1. Employer payment to the worker for:

1.1 Basic hourly wage

1.2 Health and welfare

1.3 Pension

1.4 Vacation

1.5 Training

1.6 Other State and federal recognized fringe benefit payments

2. Labor surcharge percentage in Labor Surcharge and Equipment Rental Rates current during the work paid at force account for:

2.1 Workers' compensation insurance

2.2 Social security

2.3 Medicare

2.4 Federal unemployment insurance

2.5 State unemployment insurance

2.6 State training taxes

3. Subsistence and travel allowances paid to the workers

4. Employer payment to supervisors, if authorized
The fifteen percent (15%) markup consists of payment for all overhead costs related to labor but not designated as costs of labor used in the direct performance of the work including:
(a) Home office overhead
(b) Field office overhead

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City Project No. 23-068 Package 3
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(c) Bond costs
(d) Profit
(e) Labor liability insurance
(f) Other fixed or administrative costs that are not costs of labor used in the direct performance of the work
B. Materials. Material payment is full compensation for materials the Contractor furnishes and uses in the work. The City Engineer determines the cost based on the material purchase price, including delivery charges, except:

1. A fifteen percent (15%) markup is added;

2. Supplier discounts are subtracted whether the Contractor takes them or not;

3. If the City Engineer believes the material purchase prices are excessive, City pays the lowest current wholesale price for a similar material quantity;

4. If Contractor procured the materials from a source Contractor wholly or partially own, the determined cost is based on the lower of the:

4.1 Price paid by the purchaser for similar materials from that source on Contract items; and

4.2 Current wholesale price for those materials;
5 If Contractor does not submit a material cost record within thirty (30) days of billing, the determined cost is based on the lowest wholesale price:

5.1 During that period

5.2 In the quantities used
C. Equipment Rental. Equipment rental payment is full compensation for:

1. Rental equipment costs, including moving rental equipment to and from the change order work site using its own power.

2. Transport equipment costs for rental equipment that cannot be transported economically using its own power. No payment is made during transport for the transported equipment.

3. Fifteen percent (15%) percent markup.

If Contractor wants to return the equipment to a location other than its original location, the payment to move the equipment must not exceed the cost of returning the equipment to its original location.

If Contractor uses the equipment for work other than work paid by force account, the transportation cost is included in the other work.

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City Project No. 23-068 Package 3
10/2025
Before moving or loading the equipment, Contractor must obtain authorization for the equipment rental's original location.

The City Engineer determines rental costs:

1. Using rates in Labor Surcharge and Equipment Rental Rates:

1.1. By classifying equipment using manufacturer's ratings and manufacturer-approved changes.

1.2. Current during the work paid by force account.

1.3. Regardless of equipment ownership but City uses the rental document rates or minimum rental cost terms if:

1.3.1. Rented from equipment business Contractor does not own.

1.3.2. The Labor Surcharge and Equipment Rental Rates hourly rate is $10.00 per hour or less.

2. Using rates established by the City Engineer for equipment not listed in Labor Surcharge and Equipment Rental Rates. Contractor may submit cost information that helps the City Engineer establish the rental rate but City uses the rental document rates or minimum rental cost terms if:

2.1. Rented from equipment business Contractor does not own.

2.2. The City Engineer establishes a rate of $10.00 per hour or less.

3. Using rates for transport equipment not exceeding the hourly rates charged by established haulers.

Equipment rental rates include the cost of:

1. Fuel 7. Repairs and maintenance

2. Oil 8. Depreciation

3. Lubrication 9. Storage

4. Supplies 10. Insurance

5. Small tools that are not consumed by use 11. Incidentals

6. Necessary attachments
City pays for small tools consumed by use. The City Engineer determines payment for small tools consumed by use based on Contractor-submitted invoices.

The City Engineer may authorize rates in excess of those in the Labor Surcharge and Equipment Rental Rates if:

1. Contractor submits a request to use rented equipment

2. Equipment is not available from Contractor’s normal sources or from one of Contractor’s subcontractors

3. Rented equipment is from an independent rental company

4. Proposed equipment rental rate is reasonable

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

5. The City Engineer authorizes the equipment source and the rental rate before Contractor uses the equipment
D. Equipment on the Job Site. For equipment on the job site at the time required to perform work paid by force account, the time paid is the time:

1. To move the equipment to the location of work paid by force account plus an equal amount of time to move the equipment to another location on the job site when the work paid by force account is completed

2. To load and unload equipment

3. Equipment is operated to perform work paid by force account and:

3.1. Hourly rates are paid in 1/2-hour increments

3.2. Daily rates are paid in 1/2-day increments
E. Equipment Not on the Job Site Required for Original-Contract Work. For equipment not on the job site at the time required to perform work paid by force account and required for originalContract work, the time paid is the time the equipment is operated to perform work paid by force account and the time to move the equipment to a location on the job site when the work paid by force account is completed.

The minimum total time paid is:

1. 1 day if daily rates are paid

2. 8 hours if hourly rates are paid
If daily rates are recorded, equipment:

1. Idled is paid as 1/2 day

2. Operated four (4) hours or less is paid as 1/2 day

3. Operated four (4) hours or more is paid as one (1) day If the minimum total time exceeds eight (8) hours and if hourly rates are listed, City rounds up hours operated to the nearest 1/2-hour increment and pays based on the hours shown in the following table. The table does not apply when equipment is not operated due to breakdowns, in which case rental hours are the hours the equipment was operated.

Equipment Rental Hours
Hours
operated
Hours
paid

0.0 4.00

0.5 4.25

1.0 4.50

1.5 4.75

2.0 5.00

2.5 5.25

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

3.0 5.50

3.5 5.75

4.0 6.00

4.5 6.25

5.0 6.50

5.5 6.75

6.0 7.00

6.5 7.25

7.0 7.5

7.5 7.75
≥8.0 hours
used
F. Equipment Not on the Job Site Not Required for Original-Contract Work. For equipment not on the job site at the time required to perform work paid by force account and not required for original-Contract work, the time paid is the time:

1. To move the equipment to the location of work paid by force account plus an equal amount of time to return the equipment to its source when the work paid by force account is completed

2. To load and unload equipment

3. Equipment is operated to perform work paid by force account G. Non-Owner-Operated Dump Truck Rental. Contractor shall submit the rental rate for non-owneroperated dump truck rental to City. The City Engineer shall determine the payment rate. Payment for non-owner-operated dump truck rental is for the cost of renting a dump truck, including its driver. For the purpose of markup payment only, the non-owner-operated dump truck is rental equipment and the owner is a subcontractor.

The above markups shall constitute full compensation for all home office overhead, field office overhead, bond costs, profit, labor liability insurance, and other fixed or administrative costs that are not costs specifically designated as cost or equipment rental as stated above. The total payment made as provided above shall be deemed to be the actual cost of the work and shall constitute full compensation therefor.

When extra work to be paid for on a force account basis is performed by a subcontractor, an additional markup of 2 percent (2%) will be added to the total cost of that extra work including all markups specified in this Section. The additional 2 percent (2%) markup shall reimburse Contractor for additional administrative costs, and no other additional payment will be made by reason of performance of the extra work by a subcontractor.

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

EXHIBIT C
WORKERS’ COMPENSATION INSURANCE CERTIFICATION
Pursuant to Section 18(b) of the Agreement, Contractor certifies as follows:

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker’s compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

Signed: Date:
(Typed or Printed Name)
Business Address (Street Address, City, State & Zip Code):

Business Phone: ( )

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

EXHIBIT D

PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:

WHEREAS, the City of Turlock, State of California, has awarded to Mountain Cascade, Inc., hereinafter designated as the “Principal,” a contract for Project No. 23-068 Package 3; and, WHEREAS, said Principal is required under the terms of said contract to furnish a bond for the faithful performance of said contract.

NOW, THEREFORE, we the Principal, and as Surety, are held and firmly bound unto the City of Turlock in the penal sum of _____________________________________ ($_____________), lawful money of the United States for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, or assigns jointly and severally, firmly by these presents.

THE CONDITION OF THIS OBLIGATION IS SUCH, that if the above bounden Principal, or Principal’s heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, and agreements in said contract and any alteration thereof made as therein provided, on the Principal’s part, to be kept and performed at the time and in the manner therein specified and in all respects according to their true intent and meaning; and shall defend, indemnify and save harmless the City of Turlock, its officers and agents as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and virtue.

And the Surety, for value received hereby stipulates and agrees that, in accordance with the Plans, Standard Specifications, Special Provisions, and other contract documents, no change, extension of time, alteration, or addition to the terms of the contract, or to the work to be performed hereunder, or to the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration of additions to the terms of the Contract to the work, or to the specifications.

The City of Turlock reserves the right to refuse use of any Contractor assigned by any surety to complete the work.
[Signatures on Following Page]

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
IN WITNESS WHEREOF, the above-bound parties have executed this instrument under their seals this __________ day of _______________, 20__, the name and corporate seals of each corporate party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body.
(Corporate Seal) Principal
By
Title
(Attach Notarial Acknowledgment)
(Corporate Seal) Surety
Address
Phone No.: ( ) Fax No.: ( )
By
Attorneys-in-Fact
Title
(Attach Notarial Acknowledgment)
NOTE TO SURETY COMPANY: There must be submitted a certified copy of unrevoked resolution of authority for the attorneys-in-fact.
(Seal) Witness
Approved as to form:

Risk Manager

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025

EXHIBIT E

PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS:

WHEREAS, the City of Turlock, a municipal corporation, has awarded to Mountain Cascade, Inc., hereinafter designated as the “Principal”, a contract for Project No. 23-068 Package 3”; and WHEREAS, said Principal is required to furnish a bond in connection with said contract, to secure payment of claims of laborers, mechanics, or materialmen employed on work under said contract, as provided by law.

NOW, THEREFORE, we the undersigned Principal and Surety are held and firmly bound unto the City of Turlock in the sum of ____________________________________________ ($_________), said sum being equal to the estimated amount payable by said City of Turlock under the terms of the contract, for which payment well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, or assigns jointly and severally, firmly by these presents.

THE CONDITIONS OF THIS OBLIGATION ARE SUCH that if said Principal, or Principal’s heirs, executors, administrators, successors, or assigns, or subcontractors shall fail to pay for any material, provisions, provender, or other supplies, implements, or machinery used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, withheld, and paid over to the Franchise Tax Board from these wages of employees of the Contractor and Contractor’s subcontractors pursuant to the Revenue and Taxation Code, with respect to such work and labor, the Surety or Sureties hereon will pay for the same in an amount not exceeding the sum specified in this bond, otherwise the above obligation shall be void. In case suit is brought upon this bond, said Surety will pay a reasonable attorney’s fee to be fixed by the court.

This bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 3138 of the Civil Code of the State of California so as to give a right of action to them or their assigns in any suit brought upon this bond.

Said Surety, for value received, hereby stipulates and agrees that, in accordance with the Plans, Standard Specifications, Special Provisions, and other Contract Documents, no change, extension of time, alteration or addition to the terms of the contract, or to the work to be performed there under, or to the specifications accompanying the same, shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract, or to the work, or to the specifications.
[Signatures on Following Page]

City Contract No. 2026-133
City Project No. 23-068 Package 3
10/2025
IN WITNESS WHEREOF, the above-bound parties have executed this instrument under their seals this ___________ day of ________________, 20__, the name and corporate seals of each corporate party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body.
(Corporate Seal) Principal
By
Title
(Attach Notarial Acknowledgment)
(Corporate Seal) Surety
Address
Phone No.: ( ) Fax No.: ( )
By
Attorneys-in-Fact
Title
(Attach Notarial Acknowledgment)
NOTE TO SURETY COMPANY: There must be submitted a certified copy of unrevoked resolution of authority for the attorneys-in-fact.
(Seal) Witness
Approved as to form:

Risk Manager

City Council Staff Report
March 10, 2026
From: Christopher Fisher, Municipal Services Director
Prepared by: James Governale, Management Analyst
Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Motion: Approve an agreement (City Contract 2026-107) with Aqua Source, Inc. for the purchase of Accu-Tab and Acid-Rite pool treatment products, in an amount not to exceed $325,000 for a five-year term to be funded by Fund 110 (General Fund)

2. NARRATIVE:

The City's Columbia Pool requires specific pool treatment products to maintain safe and consistent water quality. The pool systems are designed to use Accu-Tab and Acid-Rite products.

The manufacturer has designated Aqua Source, Inc. as the sole authorized distributor of these products in California. As a result, the products are not available through other vendors or cooperative purchasing agreements. Purchasing from a non-authorized source would not be compatible with the City’s existing equipment.

Because Aqua Source is the only authorized supplier, staff determined that this purchase qualifies as a sole source procurement. Approving this agreement allows the City to continue operating its pool facilities without disruption and provides pricing stability over the term of the agreement.

3. FISCAL IMPACT / BUDGET AMENDMENT:

The Purchasing Division has made the determination that this item does not require a competitive procedure due to TMC 2-7-08 (b) (2) that states, bidding is not required when supplies, materials, equipment, or services can be obtained from only one (1) vendor. The agreement amount shall not exceed $325,000 over five years. Expenditures will occur as needed and will be funded by Fund 110 (account 110-61-626.44005_011 - Chemicals Pools). No budget amendment is required.

4. ENVIRONMENTAL DETERMINATION:

This action is not subject to the provisions of the California Environmental Quality Act (CEQA) in accordance with Section 15378(b)(5) of the CEQA guidelines. This action consists of “organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment” and therefore is not considered a project.

5. ALTERNATIVES:

A. Council could choose to not approve the Agreement. Staff does not recommend this alternative because failure to secure a supply source could disrupt pool operations and impact water quality compliance.

Agenda Staff Report
3/10/2026
B. Council could approve a shorter term. Staff does not recommend this alternative because Aqua Source is a sole source and it increases administrative burden with very little operational gain.

C. Council could approve with a reduced not-to-exceed amount. Staff does not recommend this alternative because funding is currently available and reducing the contract max would likely result in an amendment at a later date.

6. ATTACHMENTS:

1. Agreement CC2026-107 with Aqua Source - Products for Pool Treatment

City Council Staff Report
March 10, 2026
From: Nick Showalter, Information Technology Director
Prepared by: Nick Showalter, Information Technology Director Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Motion: Approving an agreement (City Contract 2026-0138) with RTS Solutionz, Inc dba Solutionz, in a form approved by the City Attorney, for Audio-Visual Systems Upgrades for the City Council Chambers expensed to Fund 240 Small Equipment Replacement (Information Technology)

2. NARRATIVE:

Senate Bill 707 introduces new public meeting access and technology requirements that require the City to evaluate and upgrade its existing Council Chamber systems. The existing audio-visual system in the City Council Chambers was installed in 2016 and has exceeded its service life. The current system includes aging displays and legacy equipment that is outdated and no longer supported by manufacturers. While interim repairs and adjustments have extended the system's life and functionality, the system is showing signs of inconsistent reliability and limited compatibility with modern presentation and conferencing technologies.

The Information Technology Department and the City Clerk's Office have collaborated to recommend replacement technology components that will serve the Council Chamber, the livestream, and hybrid participation for public meetings. The recommended replacement technology components will allow for a modern audio-visual presentation and public address experience within the Council Chambers, a higher quality public live stream, and video conferencing capabilities that will allow for remote participation and two-way audio-video interaction consistent with the California Senate Bill 707 requirements.

The proposed agreement includes the following:
• Replacement and upgrade of the large-format presentation displays in the Council Chambers and Lobby
• Replacement and upgrade of individual dias monitors where presentations and information are viewed by Council.
• Replacement and upgrade of audio processing, amplification, and microphone systems that will allow for two-way interaction
• Replacement and upgrade of Pan-Tilt-Zoom (PTZ) cameras and control systems • A portable audio-visual system setup for alternative locations, consistent with California Senate Bill 707 requirements
• Installation, programming, testing, and training
• One-year of integrated support services with 24/7/365 onsite and remote technical and training services
The proposed agreement will be purchased through OMNIA Partners Public Sector Contract #R250307, which was cooperatively solicited and awarded to TD SYNNEX by Region 4

Agenda Staff Report
3/10/2026
Education Service Center (Texas) and is in accordance with Turlock Municipal Code Section 2-7-08(b)(5), allowing use of joint, cooperative, or leveraged purchasing plans and not requiring an additional City bid procedure. RTS Solutionz, Inc dba Solutionz is an authorized reseller and audio-visual systems integrator under OMNIA Partners Public Sector Contract #R250307.

3. FISCAL IMPACT / BUDGET AMENDMENT:

The cost of the proposed audio-visual system upgrade is $427,730.30 and will be funded from Fund 240 Small Equipment Replacement account 240-00-000-203.51005_001 - Communications Equipment Funded By PEG Fees.

The proposed agreement includes a 12-month integrated support plan with a first-year cost of $30,322.48 that will automatically renew unless canceled 90 days in advance. This upgrade and support plan is expected to reduce the risk of emergency repair costs, minimize meeting disruptions, and extend the useful life of Council Chambers infrastructure for an estimated 7 years. For six additional years of integrated support over the term of the agreement, the estimated total is $200,000, which includes a contingency for potential support service increases.

For the audio-visual system upgrade and additional six years of integrated support, the total estimated cost is $627,730.30
The Purchasing Division has made the determination that this item does not require a competitive procedure due to TMC 2-7-08 (b) (5) that states, bidding is not required when engaged in joint, cooperative, or leveraged purchasing plans that have been solicited and awarded on a competitive basis.

4. ENVIRONMENTAL DETERMINATION:

This action is not subject to the provisions of the California Environmental Quality Act (CEQA) in accordance with Section 15378(b)(5) of the CEQA guidelines. This action consists of “organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment” and therefore is not considered a project.

5. ALTERNATIVES:

1. Council may elect not to approve the agreement and staff will continue operating the existing audio-visual system. This increases the risk of equipment failure during public meetings as the technology has exceeded its useful life and will allow for meetings to operate on equipment that will not reliably support remote meeting participation consistent with California Senate Bill 707 requirements. In addition, there may be possible emergency repair costs or unplanned future expenditures should the system completely fail.

2. Council may elect staff to solicit bids through a formal Request for Proposal (RFP) process rather than utilizing the OMNIA Partners Cooperatively bid contract. This would create an estimated 6-month procurement delay with potential for minimal or no cost savings and would delay California Senate Bill 707 compliance requirements prior to its effective date of July 1, 2026.

Agenda Staff Report
3/10/2026

3. Council may elect a limited or phased upgrade approach. This would allow for continued reliance on an aging, unreliable, and unsupported system. This may lower the immediate cost but would increase the risk of system integration efficiency and compatibility over time as technology rapidly changes and progresses.

6. ATTACHMENTS:

1. City Contract 2026-0138 with RTS Solutionz Inc

2. Exhibit A - City of Turlock Council Chambers Proposal

CITY CONTRACT NO. 0138 1
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SERVICE PROVIDER (PREVAILING WAGE) AGREEMENT BETWEEN THE CITY

OF TURLOCK
and
RTS Solutionz Inc.
for
Audio-Visual Systems Upgrades for the City Council Chambers City Contract No. 0138
THIS SERVICE PROVIDER AGREEMENT (the “Agreement”) is entered into by and between the CITY OF TURLOCK, a California municipal corporation (“City”), and RTS Solutionz Inc., a Nevada corporation (“Service Provider”), on this 10th day of March 2026 (the “Effective Date”). City and Service Provider may be collectively referred to herein as the “Parties” or individually as “Party.” There are no other parties to this Agreement.

RECITALS
A. City seeks to hire an independent contractor to perform Service Provider services to assist City with upgrading the audio-visual systems for the City Council Chambers (the “Project”).

B. Service Provider has made a proposal to City to provide such Service Provider services. A description of the services Service Provider proposes to provide is included in the Scope of Services in Exhibit A attached hereto and incorporated herein by reference (“Services”).

City desires to retain Service Provider to perform the Services, subject to the terms and conditions set forth in this Agreement.

C. The Parties have outlined the schedule or timeline for providing the Services (“Completion Schedule”), which shall be included in the Scope of Services in Exhibit A.

D. The Parties have outlined the rates and method of payment to Service Provider for its performance of the Services under this Agreement (“Compensation Schedule”), which shall be included in the Scope of Services in Exhibit A.

NOW, THEREFORE, in consideration of the promises and covenants set forth below, the Parties agree as follows:

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AGREEMENT

1. Recitals. The recitals set forth above (“Recitals”) are true and correct and are hereby incorporated into and made part of this Agreement by this reference. In the event of any inconsistency between the Recitals and Sections 1 through 52 of this Agreement, Sections 1 through 52 shall prevail

2. Term. The term of this Agreement shall be five (5) year(s) and will commence on the Effective Date and terminate on the 10th day of March, 2031 (“Term”) unless the Parties mutually agree in writing to terminate the Agreement earlier or extend the Term pursuant to this Agreement.

3. Extension of Agreement. City may elect to extend this Agreement for two (2) additional one (1) year terms, on the same terms and conditions, upon issuing an “Election to Extend Agreement” letter executed by the City Manager and Service Provider thirty (30) days prior to the expiration of this Agreement.

4. Effective Date. This Agreement shall only become effective once all of the Parties have executed the Agreement (the “Effective Date”).

5. Work.

5.1. Services. Subject to the terms and conditions set forth in this Agreement, Service Provider shall provide City the Services described in Exhibit A. Any request for Services not included in Exhibit A will be considered a request for additional or modified Services (“Modification” or “Modifications”). Service Provider shall not receive additional compensation for any Modification of the Services unless the Parties agree otherwise in a writing executed by both Parties.

5.2. City Requested Modification of Services. City may, by written order, authorize Modifications to the Services described in Exhibit A. If such Modifications cause an increase in the cost or time required for performance of Service Provider’s Services, the Parties shall enter into a written amendment to this Agreement to adjust the Services and the compensation to be paid to Service Provider and, if necessary, amend the Completion Schedule or Compensation Schedule.

The Services, Completion Schedule, or Compensation Schedule shall not be revised unless City and Service Provider mutually agree to a written amendment to this Agreement reflecting such revisions, additional compensation, time for performance or such other terms or conditions mutually agreed upon by the Parties.

5.3. Service Provider Requested Modification in Services. Service Provider shall not be compensated for work outside the Services described in this Agreement, unless, prior to the commencement of the Services:
(a) Service Provider provides City with written notice that specific work requested by City or required to complete the Project is outside the agreed upon Services. Such notice shall: (1) be supported by substantial evidence that the work is outside the Services; (2) set forth the Service Provider’s proposed course of action for completing the work and a specific request for City to approve the Modification to the Services; (3) set forth the Service Provider’s

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proposed revisions, if any, to the Completion Schedule; and (4) set forth the Service Provider’s proposed revisions, if any, to the Compensation Schedule; and (b) City agrees that the work requires a Modification;
(c) City approves all adjustments, if any, to the Completion Schedule and Compensation Schedule.

6. Compensation.

6.1. Amount, Time and Manner of Payment for Service Provider Services. City shall pay Service Provider according to the rates and timing set forth in the Compensation Schedule. On each anniversary date of the Effective Date, Service Provider will be allowed to increase prices with thirty (30) days’ written notice to City. Increases may not exceed increases in the San Francisco-Oakland Consumer Price Index for all urban consumers or percentage increases in Service Provider’s published prices, whichever is lower. In all cases, City may cancel this Agreement if a requested price increase is not acceptable. City’s total compensation to Service Provider shall not exceed Six Hundred Twenty Seven Thousand Seven Hundred Thirty and 30/100ths Dollars ($627,730.30) (“Maximum Payment”), unless the Parties mutually agree in writing otherwise.

6.2. Deposit. [Intentionally Omitted]

6.3. Subsequent Payments. City shall make monthly payments in the amount invoiced by Service Provider within thirty (30) calendar days of receiving such invoice. In the event that an amount of an invoice is in dispute, City shall inform Service Provider of the amount and basis for the dispute and may withhold the amount which is in dispute until the dispute has been resolved.

Undisputed invoices not paid by the due date shall incur a finance charge of 1.5% per month or the maximum allowed by law, whichever is less.

6.4. Invoices. Service Provider shall provide City with monthly invoices sufficiently evidencing Service Provider’s expenses and completion of the Services. All invoices furnished to City by Service Provider shall be in a form approved by City. The payments specified shall be the only payments made to Service Provider for performance of the Services, including compensation for any Modification. Service Provider shall submit all billings for Services to City within fortyfive (45) days of the performance of such Services. City shall issue payment according to City’s customary procedures and practices for issuing payments to independent contractors, provided that 1) these shall in all ways conform to the timing provisions of Exhibit A, and Article 6.3 above, and 2) in the event that City opts to pay any invoice by means of bank card, including but not limited to P-card, City agrees to accept and pay 3% bank processing fees incurred thereby.

7. Notice to Proceed. Service Provider shall not commence the performance of the Services until it has been given notice by City (“Notice to Proceed”).

8. Time of Performance. Service Provider warrants that it will commence performance of the Services within ten (10) calendar day(s) of the date the agreement was executed and shall

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conform to the Completion Schedule. The time of performance is a material term of this Agreement relied on by City in entering into this Agreement.

9. City Assistance to Service Provider. [Intentionally Omitted]

10. Time and Personnel Devoted to Services. Service Provider shall devote such time and personnel to the performance of this Agreement, as is necessary to perform the Services in compliance with the Completion Schedule, Compensation Schedule, and this Agreement.

11. Performance by Qualified Personnel; No Subcontracting. Services under this Agreement shall be performed only by competent personnel under the supervision and direct employment of Service Provider. Service Provider will conform with City’s reasonable requests regarding assignment of personnel, but all personnel, including those assigned at City’s request, shall be supervised by Service Provider. Service Provider is prohibited from subcontracting this Agreement or any part of it unless such subcontracting is expressly approved by City in writing.

Neither Party shall, on the basis of this Agreement, contract on behalf of, or in the name of the other Party. An agreement made in violation of this provision shall confer no rights on any Party and shall be null and void.

11.1. Payment of Prevailing Wage:
(a) Monitoring and Enforcement. In accordance with the provisions of Sections 1725.5, 1771.1, 1771.3, and 1771.4 of the Labor Code, some work performed under the Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations (“DIR”). Some work performed by Service Provider or its subcontractors under the Contract is subject to the requirements of Labor Code section 1720 et seq. It is not a violation of this section for an unregistered Service Provider to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the Service Provider is registered to perform public work pursuant to Section 1725.5 of the Labor Code at the time the contract is awarded. Service Provider and its subcontractors shall furnish the records specified in Section 1776 of the Labor Code directly to the Labor Commissioner, at least monthly, in the format prescribed by the Labor Commissioner.

In accordance with the provisions of Section 1773.3 of the Labor Code, City shall provide notice to DIR of the award of this Agreement within thirty (30) working days of the award. The notice shall be transmitted electronically in a format specified by DIR and shall include the name of Service Provider, any subcontractor listed on the successful bid, the bid and contract award dates, the contract amount, the estimated start and completion dates, Project location, and any additional information DIR specifies that aids in the administration and enforcement of Section 1720 et seq. of the Labor Code.
(b) Wages & Hours of Employment: In the performance of the Services under the Agreement, eight (8) hours shall be the maximum hours of labor on any calendar day, and the minimum wages of compensation of persons performing labor in the execution of this agreement shall be the current prevailing scale of wages determined by DIR for the community. Service Provider shall forfeit as penalty Twenty-five and no/100ths Dollars ($25.00) to be paid to City for

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each workman employed in the execution of the Agreement by Service Provider or its subcontractor(s), for each calendar day during which any workman is required or permitted to labor more than eight (8) hours, in violation of provisions of Labor Code section 1810 et seq.

Service Provider shall post prevailing wage rates at the Project no later than the first day Service Provider commences performance of the Services under the Agreement.

12. Representations of Service Provider. City relies upon the following representations by Service Provider in entering into this Agreement:

12.1. Qualifications. Service Provider represents that it is qualified to perform the Services provided in Exhibit A and that it possesses the necessary licenses and permits required to perform the Services or will obtain such licenses or permits prior to the time such licenses or permits are required. Service Provider shall also ensure that all subcontractors are similarly licensed and qualified. Service Provider and all subcontractors shall also obtain a business license from City before they commence performance of the Services. Service Provider represents and warrants to City that Service Provider shall, at Service Provider's sole cost and expense, keep in effect or obtain at all times during the Term of this Agreement, any licenses, permits, and approvals which are legally required for Service Provider to practice Service Provider's profession at the time the Services are rendered.

12.2. Service Provider Performance. Service Provider represents that all Services under this Agreement shall be performed in a professional manner and shall conform to the customs and standards of practice observed on similar, successfully completed projects by providers of the Services to be provided. Service Provider shall adhere to accepted Service Provider standards as set forth by relevant Service Provider associations and shall perform all Services required under this Agreement in a manner consistent with generally accepted Service Provider customs, procedures and standards for such Services. Service Provider agrees that, if a Service is not so performed, in addition to all of its obligations under this Agreement and at law, Service Provider shall re-perform or replace unsatisfactory Service at no additional expense to City.

12.3. No Waiver of Claims. The granting of any progress payment by City, or the receipt thereof by Service Provider, or any inspection, review, approval or oral statement by any representative of City, or state certification shall not, in any way, waive, limit, or replace any certification or approval procedures normally required or lessen the liability of Service Provider to re-perform or replace unsatisfactory Service, including, but not limited to, cases where the unsatisfactory character of such Service may not have been apparent or detected at the time of such payment, inspection, review or approval.

12.4. City’s Remedies are Cumulative. Nothing in this Section shall constitute a waiver or limitation of any right or remedy, whether in equity or at law, which City or Service Provider may have under this Agreement or any applicable law. All rights and remedies of City, whether under this Agreement or applicable law, shall be cumulative.

12.5. No Conflict of Interest. Service Provider represents that no conflict of interest will be created under state or federal law by entering into or in carrying out this Agreement.

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13. Conformity with Law and Safety. Service Provider shall observe and comply with all applicable laws, ordinances, codes and regulations of governmental agencies, including federal, state, municipal and local governing bodies having jurisdiction over any or all of the scope of Services, including all provisions of the Occupational Safety and Health Act of 1979 as amended, all California Occupational Safety and Health Regulations, the California Building Code, the Americans with Disabilities Act, any copyright, patent, or trademark law, and all other applicable federal, state, municipal and local safety regulations, appropriate trade association safety standards, and appropriate equipment manufacturer instructions. All Services performed by Service Provider must be in accordance with these laws, ordinances, codes and regulations. Service Provider’s failure to comply with any laws, ordinances, codes, or regulations applicable to the performance of the Services hereunder shall constitute a breach of contract. In cases where standards conflict, the standard providing the highest degree of protection shall prevail.

If a death, serious personal injury or substantial property damage occurs in connection with the performance of this Agreement, Service Provider shall immediately notify City's risk manager by telephone. If any accident occurs in connection with this Agreement, Service Provider shall promptly submit a written report to City, in such form as City may require. This report shall include the following information: (a) name and address of the injured or deceased person(s); (b) name and address of Service Provider's subcontractor, if any; (c) name and address of Service Provider's liability insurance carrier; and (d) a detailed description of the accident, including whether any of City's equipment, tools or materials were involved.

If a release of a hazardous material, substance, or waste occurs in connection with the performance of this Agreement, Service Provider shall immediately notify City. Service Provider shall not store hazardous materials or hazardous waste within City limits without a proper permit from City.

14. Confidentiality. Service Provider understands and agrees that, in the performance of Services under this Agreement or in the contemplation thereof, Service Provider may have access to private or confidential information that may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City (“Confidential Information”).

Service Provider shall not, either during or after the Term, disclose to any third party any Confidential Information without the prior written consent of City. If City gives Service Provider written authorization to make any such disclosure, Service Provider shall do so only within the limits and to the extent of that authorization. Service Provider may be directed or advised by the City Attorney on various matters relating to the performance of the Services on the Project or on other matters pertaining to the Project and, in such event, Service Provider agrees that it will treat all communications between itself, its employees and its subcontractors as being communications which are within the attorney-client privilege.

Notwithstanding the foregoing, Service Provider may disclose Confidential Information required to be disclosed under law, provided that, prior to disclosure, Service Provider shall first give notice to City and make a reasonable effort to obtain a protective order requiring that City’s

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Confidential Information not be disclosed. This exception is limited to the extent disclosure is required under law.

15. Excusable Delays; Notice to Other Party of Delay. Service Provider shall not be in breach of this Agreement in the event that performance of Services is temporarily interrupted or discontinued due to a “Force Majeure” event which is defined as: riots, wars, sabotage, civil disturbances, insurrections, explosion, supply chain interruptions, freight embargoes, acts of governmental or administrative shutdown, natural disasters such as epidemics, pandemics, floods, earthquakes, landslides, fires, strikes, lockouts, and other labor disturbances or other catastrophic events, which are beyond the reasonable control of Service Provider. Force Majeure does not include: (a) Service Provider’s financial inability to perform; (b) Service Provider’s failure to obtain any necessary permits or licenses from other governmental agencies; or (c) Service Provider’s failure to obtain the right to use the facilities of any public utility where such failure is due solely to the acts or omissions of the Service Provider.

16. Assignment Prohibited. No Party to this Agreement may assign any right or obligation pursuant to this Agreement. Any attempt or purported assignment of any right or obligation pursuant to this Agreement shall be void and of no effect.

17. Suspension of Services by City. City reserves the right to suspend Service Provider's Services under this Agreement when City determines that it is necessary to do so. When possible, City shall give Service Provider notice of such suspension and Service Provider shall, upon receipt of said notice, suspend all Services except any Services, the completion of which is authorized by the notice given by City. If the Services are suspended by City for more than sixty (60) consecutive days, for reasons other than the fault of the Service Provider, the Service Provider shall be compensated for Services performed prior to notice of such suspension. When the Project is resumed, the Service Provider's compensation shall be equitably adjusted by City to provide for expenses incurred by the interruption of the Services. In this regard, Service Provider shall furnish to City such financial information that, in the judgment of the City Manager, is necessary to determine the reasonable value of the Services rendered by Service Provider during the period when Services were suspended.

If the Parties are unable to agree upon the amount of extra compensation which is due to Service Provider within thirty (30) days of Service Provider resuming Services, the amount of such additional compensation, if any, that is required to appropriately compensate the Service Provider for its expenses incurred by the interruption of Services may, upon the request of either Party, be determined by arbitration conducted in accordance with the “Arbitration of Disputes” section of this Agreement. Such arbitration shall be commenced by the Service Provider no later than sixty (60) calendar days following the event which entitles the Parties to pursue arbitration unless the Parties agree in writing to an extended time period for commencement of arbitration. Unless otherwise agreed in writing, all Parties shall carry on the Services and perform their duties during any arbitration proceedings, and City shall continue to make payments for the Services in progress as required by this Agreement.

18. Ownership of Work Product. Any and all work, artwork, copy, posters, billboards, photographs, videotapes, audiotapes, systems designs, software, reports, designs, specifications,

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drawings, diagrams, surveys, source codes, Service Provider or technical information or data, photographs, notes, letters, emails or any original works of authorship created by Service Provider or its subcontractors or subcontractors in connection with Services performed under this Agreement (“Products”) shall be works for hire as defined under Title 17 of the United States Code, and all copyrights in such works are the property of City. In the event it is ever determined that any Product created by Service Provider or its subcontractors, or subcontractors under this Agreement, are not works for hire under U.S. law, Service Provider hereby assigns all copyrights to such Products to City. With the prior written approval of City's point of contact for the Project, Service Provider may retain and use copies of such Products for reference and as documentation of its experience and capabilities.

All Products shall become the property of City irrespective of where located or stored, and Service Provider agrees to deliver all such documents and information to City, without charge and in whatever form it exists, on the completion of the Service Provider's Services hereunder. Service Provider shall have no ownership interest in such Products.

All work product of Service Provider under this Agreement, including written information which City will cause to be distributed for either internal or public circulation, including both preliminary and final drafts, shall be delivered to City in both printed and electronic form, or as may be specified in Exhibit A.

When this Agreement is terminated, Service Provider agrees to return to City all documents, drawings, photographs and other written or graphic material, however produced, that it received from City, its contractors or agents, in connection with the performance of its Services under this Agreement. All materials shall be returned in the same condition as received.

19. Termination of Work by City for Its Convenience. City shall have the right to terminate this Agreement at any time for its convenience by giving notice of such termination to Service Provider. In the event City shall give such notice of termination, Service Provider shall cease rendering Services upon receipt of said notice given as required in this Agreement. If City terminates this Agreement:
(a) Service Provider shall deliver copies of all Products prepared by it pursuant to this Agreement.
(b) If City terminates this Agreement for convenience before City issues the Notice to Proceed to Service Provider or before Service Provider commences any Services hereunder, whichever last occurs, City shall not be obligated to make any payment to Service Provider. If City terminates this Agreement after City has issued the Notice to Proceed to Service Provider and after Service Provider has commenced performance under this Agreement, City shall pay Service Provider the reasonable value of the Services (defined as being those prices included in Service Provider’s original quotation) rendered by Service Provider pursuant to this Agreement prior to termination of this Agreement. City shall not in any manner be liable for Service Provider's actual or projected lost profits had Service Provider completed the Services. In the event of a dispute as to the reasonable value of the Services rendered by Service Provider prior to termination and the Parties are unable to agree upon said amount within sixty (60) calendar days following the date of

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the notice of termination by City, such dispute may, upon the request of either Party, be resolved by arbitration conducted in accordance with the “Arbitration of Disputes” section of this Agreement.
(c) Notwithstanding any other provision to the contrary, in the event City opts to exercise its right to terminate for its convenience, Service Provider shall be entitled to payment at the originally quoted prices for all equipment and services provided as of the date of termination.

In addition, Service Provider will use its best efforts to cancel all equipment orders and return materials received but not yet incorporated into the work to manufacturer; however, in the event that these materials are not subject to cancellation or return, City agrees to take delivery of and pay for same, and to pay all reasonable costs of demobilization, including return freight and manufacturer-imposed restocking fees, if any.

20. Assurance of Performance. If, at any time, City believes Service Provider may not be adequately performing its obligations under this Agreement or may fail to complete the Services as required by this Agreement, City may submit a written request to Service Provider for written assurances of performance and a plan to correct observed deficiencies in Service Provider's performance. Failure to provide written assurances subsequent to such written request, constitutes grounds to declare a breach under this Agreement.

21. Cancellation for Breach by Either Party. Should either Party fail to substantially perform its obligations in accordance with the provisions of this Agreement, the other Party shall thereupon have the right to cancel the Agreement by giving written notice and specifying the effective date of such cancellation. If City cancels this Agreement for breach and it is subsequently determined that Service Provider did not fail to substantially perform its obligations in accordance with this Agreement, then cancellation for breach by City shall be deemed, and treated, as termination for convenience.

Neither Party waives the right to recover damages against the other for breach of this Agreement, including any amount necessary to compensate City for all detriment proximately caused by Service Provider's failure to perform its obligations hereunder or which in the ordinary course of things would be likely to result therefrom. City reserves the right to offset such damages against any payments owed to Service Provider.

City shall not in any manner be liable for Service Provider's actual or projected lost profits had Service Provider completed the Services required by this Agreement.

22. Non-Discrimination. In its performance of the Services, Service Provider shall adhere to City’s EEO Policy which states, “The City is committed to ensuring that all qualified individuals have a full and fair opportunity to compete in all phase of the hiring process and promotion, and to enjoy the benefits of employment with the City. All employees and applicants shall receive equal consideration and treatment in employment without regard to race, color, religion, gender, sexual orientation, national origin, age, disability, genetic information, marital status, amnesty, or status as a covered veteran in accordance with applicable federal or state statutes, the City’s ordinances, resolutions, rules or regulations.”

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In addition, all agreements with sub-contractors will include language as required by the Office of Federal Contract Compliance Programs (OFCCP) that requires sub-contractors to maintain equal employment opportunity policies, and, as necessary, affirmative action policies.

23. Arbitration of Disputes. All claims, disputes, and other matters in question between City and Service Provider arising out of or relating to this Agreement or the breach thereof, including claims of Service Provider for extra compensation for Services related to the Project, shall be decided by arbitration before a single arbitrator in accordance with the provisions of Sections 1281 to 1284.2 of the California Code of Civil Procedure (the “Arbitration Laws”) unless the Parties mutually agree otherwise. The provisions of Section 1283.05 of the Arbitration Laws apply to any arbitration proceeding except as otherwise provided in this Agreement. The arbitrator shall have authority to decide all issues between the Parties including, but not limited to, claims for extras, delay and liquidated damages, if any, provided for in this Agreement, matters involving defects in the work product of the Service Provider, rights to payment, and whether the necessary procedures for arbitration have been followed. The award rendered by the arbitrator shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.

Notice of the demand for arbitration shall be filed in writing with the other Party. The demand for arbitration shall be made within a reasonable time after the claim, dispute, or other matter in question has arisen, and in no event shall it be made after the date when institution of legal or equitable proceedings based on such claim, dispute, or other matter in question would be barred by the applicable statute of limitation.

The Parties shall jointly appoint an arbitrator within fifteen (15) calendar days of the date of giving of the notice of the demand for arbitration. If the Parties are unable to jointly agree upon the appointment of an arbitrator within said fifteen (15) calendar day period, and do not agree in writing to extend said period for a fixed period, then either Party may seek to have the arbitrator appointed by the Superior Court of Stanislaus County in accordance with the Arbitration Laws.

If any proceeding is brought to contest the right to arbitrate and it is determined that such right exists, the losing Party shall pay all costs and attorneys' fees incurred by the prevailing party.

In addition to the other rules of law which may be applicable to any arbitration hereunder, the following shall apply:
(a) Promptly upon the filing of the arbitration, each Party shall be required to set forth in writing and to serve upon each other Party a detailed statement of its contentions of fact and law.
(b) All parties to the arbitration shall be entitled to the discovery procedures as provided in Section 1283.05 of the California Code of Civil Procedure. (c) The arbitration shall be commenced and conducted as expeditiously as possible consistent with affording reasonable discovery as provided herein.

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(d) These additional rules shall be implemented and applied by the arbitrator.

The costs of arbitration shall be borne by the Parties as determined by the arbitrator, but each Party shall bear its own attorney's fees associated with the dispute with the other Party and to the arbitration.

24. Insurance Coverage. During the Term, the Service Provider shall maintain in full force and effect policies of insurance set forth herein, which shall be placed with insurers admitted in California with a current A M Best’s rating of no less than A-:VII and will provide City with written proof of said insurance. Service Provider shall maintain coverage as follows:

24.1 Commercial General Liability. Service Provider shall maintain Commercial General Liability Insurance with coverage at least as broad as Insurance Services Office (ISO) form CG 00 01, in an amount not less than Two Million Dollars ($2,000,000.00) per occurrence, Four Million Dollars ($4,000,000.00) general aggregate, and Two Million Dollars ($2,000,000.00) products and completed operations for bodily injury, personal injury, and property damage. The general aggregate limit shall apply separately to this Project or the general aggregate shall be doubled.

24.2 Workers’ Compensation Insurance and Employer's Liability. Service Provider shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance with limits of at least One Million Dollars ($1,000,000.00) each accident or disease.

Service Provider shall submit to City, along with the Certificate of Insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.

24.3 Professional Liability. Service Provider shall maintain professional liability insurance that insures against professional errors and omissions that may be made in performing services in the amount of no less than Two Million Dollars ($2,000,000.00) per claim and in the aggregate or greater if appropriate for the Service Provider's profession. Any deductibles or selfinsured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to City, its elected and appointed councils, commissions, directors, officers, employees, agents, and representatives (“City’s Agents”); or the Service Provider shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigations, claims administration and defense expenses.

24.4 Commercial Automobile Liability Insurance. Service Provider shall maintain Commercial Automobile Liability Insurance using ISO Business Auto Coverage form CA 00 01 (or equivalent) in the amount of no less than Two Million Dollars ($2,000,000.00) or greater each accident for owned, leased, hired, non-owned, and borrowed automobiles. The policy shall provide and be endorsed that the City, its officials, agents, employees, and volunteers are included or named as additional insureds. If Service Provider owns no vehicles, this requirement may be met through a non-owned auto coverage or an endorsement to the CGL policy.

24.5 Umbrella or Excess Policy. Service Provider may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be

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acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying policies of insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Service Provider’s primary and excess liability policies are exhausted.

24.6 Waiver of Subrogation. With the exception of professional liability, Service Provider hereby agrees to waive subrogation which any insurer of Service Provider may acquire from Service Provider by virtue of the payment of any loss. The commercial general liability policy, automobile liability policy, and workers’ compensation policy shall be endorsed to contain a waiver of subrogation in favor of City for all work performed by Service Provider, its agents, employees, independent contractors and subcontractors. Service Provider shall provide written proof of waiver of subrogation in the Certificate of Insurance. Additionally, Service Provider agrees to obtain any available endorsements that may be necessary to effectuate this waiver of subrogation.

25. Additional Insurance Requirements. Within five (5) days of the Effective Date, Service Provider shall provide City with certificates of insurance and amendatory endorsements for all of the policies required under this Agreement (“Certificates and Endorsements”). Such Certificates and Endorsements shall be kept current for the Term of the Agreement and Service Provider shall be responsible for providing updated copies. With the exception of the workers’ compensation insurance, all of the insurance policies required in this Agreement shall: (a) provide that the policy will not be cancelled, allowed to expire, or materially reduced in coverage without at least thirty (30) days’ prior written notice to City of such cancellation, expiration, or reduction and each policy shall be endorsed to state such. If carrier will not provide the required notice of cancellation, the Service Provider shall provide written notice to the City no longer than ten (10) business days before cancellation. ; (b) name City, and City’s Agents as additional insureds with respect to liability arising out of Services, work or operations performed by or on behalf of Service Provider and shall be endorsed to state such; (c) name City of Turlock as a certificate holder; (d) cover products and completed operations of Service Provider, premises owned, occupied, or used by the Service Provider, or automobiles owned, leased, or hired or borrowed by the Service Provider; contain no special limitations on the scope of protection afforded to City; (e) allow and be endorsed primary with respect to any insurance or self-insurance programs covering City or City’s Agents and any insurance or self-insurance maintained by City or City’s Agents shall be in excess of Service Provider’s insurance and shall not contribute to it; (f) contain standard separation of insured provisions; and (g) state that any failure to comply with reporting or other provisions of the policy including breaches of warranties shall not affect the coverage provided to City.

26. Indemnifications.

26.1 Indemnification for Professional Liability. When the law establishes a professional standard of care for any portion of the Services provided under this Agreement, to the fullest extent permitted by law. Service Provider shall defend with legal counsel reasonably acceptable to City, indemnify and hold harmless City and City’s Agents from and against any and all claims,

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loss, cost, damage, injury (including, without limitation, injury to or death of an employee of Service Provider or its subcontractors), expense and liability of every kind, nature and description that arise out of, pertain to, or relate to acts or omissions of Service Provider, or any direct or indirect subcontractor, employee, contractor, representative or agent of Service Provider, or anyone that Service Provider controls (collectively “Liabilities”). Such obligations to defend, hold harmless, and indemnify City and City’s Agents shall not apply to the extent that such Liabilities are caused in whole by the sole negligence, active negligence, or willful misconduct of City or City’s Agents, but shall apply to all other Liabilities. With respect to third party claims against the Service Provider, the Service Provider waives any and all rights of any type of express or implied indemnity against City and City’s Agents.

26.2 Indemnification for Other Than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Service Provider shall indemnify, defend, and hold harmless City and any and all of its elective and appointive boards, officers, officials, agents, employees or volunteers 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 Service Provider or by any individual or agency for which Service Provider is legally liable, including, but not limited to, officers, agents, employees, or subcontractors of Service Provider.

27. Liability of City. Notwithstanding any other provision of this Agreement, in no event shall City be liable, regardless of whether any claim is based on contract or tort, for any special, consequential, indirect or incidental damages, including, but not limited to, lost profits or revenue, arising out of or in connection with this Agreement or the Services performed in connection with this Agreement.

28. Independent Contractor. At all times during the Term, Service Provider shall be deemed to be an independent contractor and shall be wholly responsible for the manner in which Service Provider performs the Services required under this Agreement. Service Provider shall be liable for its acts and omissions and those of its employees, contractors, subcontractors, representatives, volunteers, and its agents. Nothing contained herein shall be construed as creating an employment, agency or partnership relationship between City and Service Provider. City shall have the right to control Service Provider only insofar as the result of Service Provider’s Services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Service Provider accomplishes Services rendered pursuant to this Agreement.

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

30. Payment of Taxes and Other Expenses. Payment of any taxes, including California sales

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and use taxes, levied upon this Agreement, the transaction, or the Services or goods delivered pursuant hereto, shall be the obligation of Service Provider.

31. Notices. All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid. Any Party hereto may at any time, by giving ten (10) days’ written notice to the other Party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the Parties at their addresses set forth below.

If to City: City of Turlock
Attn: Nick Showalter
156 S. Broadway
Turlock, California 95380
With courtesy copies to: City of Turlock, City Attorney’s Office Attn: George A. Petrulakis, City Attorney
156 S. Broadway
Turlock, California 95380-5456
If to Service Provider: RTS Solutionz Inc. dba Solutionz Attn: Bryce Bolling, President
16751 Knott Avenue,
LaMirada CA 90638
cc: Legal Review, [email protected]

32. City Contract Administrator. City’s contract administrator and contact person for this Agreement is:

Nick Showalter
Information Technology Director
156 S. Broadway
Turlock, California 95380
Telephone: (209) 669-2840
E-mail: [email protected]

33. Interpretation. As used herein, any gender includes each other gender, the singular includes the plural and vice versa.

34. Use of City Project Number. [Intentionally Omitted]

35. Modification. No alteration, amendment, modification, or termination of this Agreement shall be valid unless made in writing and executed by all of the Parties to this Agreement.

36. Waiver. No covenant, term, or condition or the breach thereof shall be deemed waived, except by written consent of the Party against whom the waiver is claimed, and any waiver of the

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breach of any covenant, term, or condition shall not be deemed to be a waiver of any preceding or succeeding breach of the same or any other covenant, term, or condition.

37. Assignment. No Party to this Agreement shall assign, transfer, or otherwise dispose of this Agreement, in whole or in part, to any individual, firm, or corporation without the prior written consent of the other Party. Subject to the forgoing provisions, this Agreement shall be binding upon, and inure to the benefit of, the respective successors and assigns of the Parties hereto.

38. Authority. All Parties to this Agreement warrant and represent that they have the power and authority to enter into this Agreement and the names, titles, and capacities herein stated on behalf of any entities, persons, states, or firms represented or purported to be represented by such entities, persons, states or firms and that all former requirements necessary or required by state or federal law in order to enter into the Agreement have been fully complied with. Further, by entering into this Agreement, neither Party hereto shall have breached the terms or conditions of any other contract or agreement to which such Party is obligated, which such breach would have a material effect hereon.

39. Drafting and Ambiguities. Each Party acknowledges that it has reviewed this Agreement with its own legal counsel, and based upon the advice of that counsel, freely entered into this Agreement. Each Party has participated fully in the review and revision of this Agreement. Any rule of construction that ambiguities are to be resolved against the drafting Party does not apply in interpreting this Agreement.

40. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of California.

41. Venue. Venue for all legal proceedings shall be in the Superior Court of the State of California, in and for the County of Stanislaus.

42. Severability. If this Agreement in its entirety is determined by a court to be invalid or unenforceable, this Agreement shall automatically terminate as of the date of final entry of judgment. If any provision of this Agreement shall be determined by a court to be invalid and unenforceable, or if any provision of this Agreement is rendered invalid or unenforceable according to the terms of any federal or state statute, which becomes effective after the Effective Date of this Agreement, the remaining provisions shall continue in full force and effect and shall be construed to give effect to the intent of this Agreement.

43. Execution and Counterparts. This Agreement may be executed simultaneously, and in several counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument. The Parties agree that this Agreement and any other documents to be delivered in connection herewith may be electronically signed utilizing services such as DocuSign and Nitro Sign, or by transmitting signatures in pdf or similar format, and that any electronic signatures appearing on this Agreement or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility.

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44. Audit. City shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Service Provider’s charges to City under this Agreement.

45. Entire Agreement. This Agreement, together with its specific references, attachments, and exhibits, constitutes the entire agreement of the Parties with respect to the subject matters hereof and supersedes any and all prior negotiations, understanding, and agreements with respect hereto, whether oral or written. Should any conflict exist between the terms and conditions of the Agreement and any and all exhibits attached hereto, the terms and conditions of the Agreement shall prevail.

46. Supersedes Prior Agreement. It is the intention of the Parties hereto that this Agreement shall supersede any prior agreements, discussions, commitments, or representations, whether written, electronic or oral, between the Parties with respect to the subject matter of this Agreement.

47. Mandatory and Permissive. “Shall” and “will” and “agrees” are mandatory. “May” and “can” are permissive.

48. Successors and Assigns. All representations, covenants, and warranties specifically set forth in this Agreement, by or on behalf of, or for the benefit of, any or all of the Parties hereto, shall be binding upon and inure to the benefit of such Party, its successors and assigns.

49. Headings. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.

50. Attorney’s Fees and Costs. If any action at law or in equity not resolved pursuant to the “Arbitration of Disputes” section of this Agreement, including action for declaratory relief, is brought to enforce or interpret provisions of this Agreement, the prevailing Party shall be entitled to reasonable attorney's fees and costs, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which such Party may be entitled.

51. Necessary Acts and Further Assurances. The Parties shall at their own cost and expense execute and deliver such further documents and instruments and shall take such other actions as may be reasonably required or appropriate to evidence or carry out the intent and purposes of this Agreement.

52. Time is of the Essence. Time is of the essence in this Agreement for each covenant and term of a condition herein.
[Signatures on Following Page]

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IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by and through their respective officers thereunto duly authorized.

CITY OF TURLOCK, a California
municipal corporation
By:

Gary Hampton, Interim City Manager
Date:

APPROVED AS TO SUFFICIENCY:

By:

Nicklaus Showalter, Information Technology
Director
APPROVED AS TO FORM:

By:

George A. Petrulakis, City Attorney
ATTEST:

By:

Nichole Fiez, City Clerk
RTS Solutionz Inc., a
Nevada corporation,
By:

Print Name:

Title:

Date

156 S Broadway
Turlock, CA 95380-5454 US
2096685594
Prepared by:
2025 Solutionz, Inc., All Rights Reserved
Solutionz.com
Proposal
City of Turlock - Council Chambers - Omnia#: R250307
Phone: 888.815.6128
Help Desk: 888.815.0322
www.solutionzinc.com
La Mirada, CA 90638
16751 Knott Ave
Prepared for:

City Of Turlock
Estimate Number: 069516
Xavier Dixon
2/26/2026
Project Number: 2509896

System Functionality and Client Scope Overview
Statement of Work
City of Turlock- Council Chambers
Project # 2509896
Quote # 0048618
Project Overview
The City of Turlock has asked Solutionz, Inc. to provide a proposal for an upgrade to the existing AV system in their council chambers . Solutionz, Inc. has reviewed the user requirements and has submitted a quote for the following AV system. All pricing for equipment, professional services, warranties and labor have all been priced under the Omnia#: R250307 contract and is in compliance with all negotiated terms and conditions.

Solutionz, Inc. assumes all required items not in our scope of work will be completed by the owner, or owner supplied contractor, and in the specified time frame. Any delay, or changes, could increase the time frame to complete the project, and increase the installation cost.

The below Statement of Work assumes all work to be performed by a Solutionz Technician. Any additional need for outside technicians, to include but not limited to, union labor or other 3rd party licensed contractors, could increase the installation cost. Solutionz, Inc.’s normal working hours are from 8am to 5pm, local time. Solutionz, Inc. expects to start basic installs with in two (2) to five (5) weeks and integrations with in six (6) to eight (8) weeks from the order being completely processed by Solutionz, Inc. Any changes to these time frames will need to be approved prior to the start of the project and could increase the installation cost.

AV System Descriptions
City of Turlock- Council Chambers:

City of Turlock - Council Chambers Page 3 of 12
This proposal is valid for thirty (30) days from date of delivery of Statement of Work. This proposal includes installation of Solutionz, Inc. specified equipment and Owner Furnished Equipment (OFE). Solutionz, Inc. will provide equipment identified in the estimates, post-sale engineering support, project management, installation, testing, and orientation of the system once installed.

Solutionz will replace two OFE Sharp 90” displays with Samsung 98” display and Samsung 85" in the council chamber with the 85" on a swing arm mount. . In addition, nine 24” monitors will be added to the dais for each council member. All sources can be routed to all displays/monitors including the operator’s tables. Sources to include OFE airmedia, Wall input, OFE broadcast input, and OFE conferencing PC. A QSC NV AV over IP system will replace the legacy Crestron DM products.

The video conferencing system will feature an OFE Zoom dedicated computer, 4 OFE cameras will be replaced with 4 Aver 335 cameras (mounted in current locations). The OFE Crestron touch panels will be replaced with QSC touch panels (two 10” tabletop and 1 7” wall mounted). An inogeni CAM300 matrix switching device will allow all 4 cameras to be switched during zoom call and live stream. An Aver cam controller will replace the OFE camera controller The audio system will replace an OFE furnished Bi-Amp DSP with a new QSC core 110 to support AEC and automation. Two OFE gooseneck microphones will be replaced with MX418D/S, nine gooseneck microphones will be added to dais for each council member. 2 OFE provided wireless Microphones/recievers, and OFE ceiling speakers. The OFE amplification system will be replaced with a new QSC amp. The wireless and wired microphones will be used to provide sound reinforcement in the room (voice lift) and audio to the remote participants. The ceiling speakers will provide audio from the council AND the remote participants. The audio will be mixed, processed, and routed using a new qsc core110.

Solutionz will deinstall and hand over the gear to City of turlock to dispose of that is not utilized in the new system Portable system:

Solutionz will provide a decoder for an OFE display. All sources can be routed to all display. Sources to include an OFE input, and OFE conferencing PC. A QSC NV AV over IP system will be utilized for ease of uses.

The video conferencing system will feature an OFE Zoom dedicated computer, 1 Aver 335 cameras (mounted on a tripod).A QSC touch panel will be utilized for control. An Aver cam controller will be utilized for camera control.

The audio system will be a new QSC core nano to support AEC and automation. Four gooseneck microphones will be provided for public use and council members to share. Two portable speakers have been provided. A new QSC amp will drive the portable speakers . The wireless microphones will be used to provide sound reinforcement in the room (voice lift) and audio to the remote participants. The portable speakers will provide audio from the council AND the remote participants. The audio will be mixed, processed, and routed using a new qsc core nano.

Lobby Display:

Two OFE 50” Sharp display will be replaced by Samsung 85” wall mounted displays in the lobby. All sources can be routed to all displays/monitors including the operator’s tables. Sources to include OFE airmedia, Wall input, OFE broadcast input, and OFE conferencing PC. In addition bright sign players will be used for digital signage content when not in overflow.

Agenda Display:

Solutionz will replace an OFE Sony 55” display with a Samsung 55” outdoor displays outside the council chambers. The display will be attached to an OFE brightsign player that will show the agenda. A cart has been provided to hold the display and a rotation plate can be used if portrait mounting is required.

System Notes:
 These AV systems require a Zoom Room license purchased and configured by the owner.  AutoCAD .dwg floor and reflected ceiling plans will need to be provided for Solutionz to provide AV floor and reflected ceiling plans
City of Turlock - Council Chambers Page 4 of 12

Initials: ________ By initaling here, the customer confirms they have read and understand the Client Scope Overview. reflected ceiling plans
 IT department will be required to install Extron SW on the OFE provided PC or allow access to the PC for the installers.

City of Turlock - Council Chambers Page 5 of 12

Summary
Location Equipment Location Total
Professional
Services
Equipment $33,058.24 $0.00 $33,058.24
Council Chambers- Equipment $147,421.58 $0.00 $147,421.58 Agenda Display- Equipment $6,595.00 $0.00 $6,595.00
Lobby- Equipment $13,015.13 $0.00 $13,015.13
Portable System- Equipment $43,668.55 $0.00 $43,668.55
Professional Services $0.00 $107,216.00 $107,216.00
Shipping/Freight $23,391.62 $0.00 $23,391.62
Support Services $0.00 $30,322.48 $30,322.48
Location Sub Total: $404,688.60
Please Note: Sales tax is not included in the amounts listed on this summary page.

City of Turlock - Council Chambers Page 6 of 12

Bill of Materials
Equipment
Qty. Item Description Unit Price Ext. Price
1 QSC City Council Chambers Bundle 2 $33,058.24 $33,058.24 $33,058.24 Unassigned Total $33,058.24
Council Chambers- Equipment
Qty. Description Unit Price Ext. Price
1 PTZ Camera Controller $1,382.39 $1,382.39 $1,382.39
4 Mount L-Type PTZ & PTC $109.41 $437.64 $437.64
4 $3,643.19 $14,572.76 $14,572.76
Series 6 XD6 Digital Player, Responsive Multi-Touch2d Webgl HTML5 $1,522.56 Performance Level, 32GB
2 $761.28 $1,522.56
2 WALL ENC,16X16,MTI-D,PRE INST $140.16 $280.32 $280.32 2 LARGE DUAL ARM W/ UNIVERSAL $1,224.00 $2,448.00 $2,448.00 1 Micro-Adjust Tilt Wall Mount, X-Large $498.24 $498.24 $498.24 1 X-Series Amplifier, 300 W $844.80 $844.80 $844.80
9 LX Pro Desk Monitor Arm, Grommet Mount (black) $243.84 $2,194.56 $2,194.56 1 Switch 1 of 4 USB/HDMI Cameras To USB 3.0 $1,723.20 $1,723.20 $1,723.20 2 UPS STD 2200VA $1,500.00 $3,000.00 $3,000.00
SFP+ Transceiver, 10GBase-LRM for multimode 62.5/125m OM1 or OM2 $3,781.60 fiber
8 $472.70 $3,781.60
2 40x1G PoE++ 2,880W and 8xSFP+ Managed Switch (Americas) $5,818.72 $11,637.44 $11,637.44 1 98" Samsung 4k 24/7 Display $7,058.82 $7,058.82 $7,058.82 1 $3,851.00 $3,851.00 $3,851.00
S30GD Business Essential Monitor, 24", IPS Panel, Tilt only Stand, 100Hz $1,755.00 Refresh Rate
9 $195.00 $1,755.00
Supercardioid-18" Desktop Gooseneck Condenser Microphone, Attached $4,017.53 10´ XLR Cable, Logic Functions, Programmable Switch and LED Indicator, Attached Desktop Base
11 $365.23 $4,017.53
$86,415.72
Item
AVer CL01
AVer COMSVCMNT
AVer PTR335NV3
BrightSign XD1036-32GB
CHIEF PAC526

CHIEF PDRUB
CHIEF XTM1U
Crestron AMP-X300
Ergotron LX Pro Desk Monitor Arm, Grommet
Mount (black)
Inogeni CAM300
Middle Atlantic UPS-S2200R
Netgear AXM763-10000S
Netgear GSM4248UX-100NAS
Samsung PRO AV QH98FX
Samsung PRO AV QM85C
Samsung PRO AV S24D304GAN
Shure MX418D/S
QSC City Council Chambers Bundle 1 1 $86,415.72 $86,415.72 Council Chambers- Equipment Total $147,421.58
Agenda Display- Equipment
Qty. Item Description Unit Price Ext. Price
1 CHIEF LFE1U Electric Height Adj Floor Support L -US $2,524.80 $2,524.80 $2,524.80 1 CHIEF PAC400 ROTATION ACCESSORY $384.96 $384.96 $384.96 1 Samsung OM55B Samsung, 55in Indoor High Brightness (Semi-Outdoor) Smart Signage $3,538.18 $3,538.18 $3,538.18 1 Solutionz Misc-Cable $147.06 $147.06 $147.06
Agenda Display- Equipment Total $6,595.00
City of Turlock - Council Chambers Page 7 of 12

Bill of Materials
Lobby- Equipment
Qty. Item Description Unit Price Ext. Price
2 CHIEF FHB5147 HARDWARE KIT $19.20 $38.40
2 CHIEF LTM1U Large Fusion® Micro-Adjustable Tilt Wall Mount $420.48 $840.96 $840.96 Samsung PRO AV QH75B 75" Smart Signage, UHD 4K display delivers innovation and efficiency with $8,424.00 stunning design
2 $4,212.00 $8,424.00
3 Solutionz Misc-Cable $1,237.26 $3,711.77 $3,711.77
Lobby- Equipment Total $13,015.13
Portable System- Equipment
Qty. Item Description Unit Price Ext. Price
1 AVer CL01 PTZ Camera Controller $1,382.39 $1,382.39 $1,382.39 1 AVer COMSVCMNT Mount L-Type PTZ & PTC $109.41 $109.41 $109.41 1 AVer PTR335NV3 $3,643.19 $3,643.19 $3,643.19
1 Inogeni 4K2USB3 4K HDMI TO USB 3.0 Capture Card $456.00 $456.00 $456.00 1 Middle Atlantic UPS-S2200R UPS STD 2200VA $1,500.00 $1,500.00 $1,500.00 Pelican 1650 Protector Case The Pelican 1650 Protector Case provides military-grade protection for a $802.00 wide variety of gear, from camera equipment to camping kits. It is available with foam, without foam, padded dividers, or TrekPak dividers. 1 $802.00 $802.00
4 Shure MX415LP/C 15" Shock-Mounted Gooseneck, Cardioid, Less Preamplifier $286.52 $1,146.08 $1,146.08 4 Shure SB900C RECHARGEABLE BATTERY $102.36 $409.44 $409.44 1 Shure SBC450-US 4-Bay Networked Docking Station for BN & GN $906.35 $906.35 $906.35 1 Shure ULXD4Q=-G57 Wireless Receiver, Quad $6,850.00 $6,850.00 $6,850.00 4 Shure ULXD8=-G57 Shure, Gooseneck Base Transmitter (G57 frequency) $956.47 $3,825.88 $3,825.88 1 Solutionz Misc-Cable $1,331.64 $22,637.81 $22,637.81
Portable System- Equipment Total $43,668.55
Professional Services
Qty. Item Description Unit Price Ext. Price
3 Professional Services Professional Services $34,728.00 $104,184.00 $104,184.00 1 Professional Services Professional Services $3,032.00 $3,032.00 $3,032.00 Professional Services Total $107,216.00
Shipping/Freight
Qty. Item Description Unit Price Ext. Price
1 Solutionz S&H-S $23,391.62 $23,391.62 $23,391.62
Shipping/Freight Total $23,391.62
City of Turlock - Council Chambers Page 8 of 12
Drafting Creation: $7,184
CAD - As Built Drawings: $5,000
Design Engineering: $5,500
Field Engineering/Commissioning: $10,000
Rack Build, Staging, Delivery: $5,500
Programming: $12,500
Site Studies: $3,032 (Structural Drawing Review 3rd Party Engineering) Installer: $42,700
Training: $1,500
Site Walk: $500
Project Management: $7,000
Project Coordination: $6,800

Bill of Materials
Support Services
Qty. Item Description Unit Price Ext. Price
SS-IS-RMM-Preferred-AR Our Preferred Integrated Support plan provides all the support you need. $30,322.48 Both remote and onsite support along with the reassurance of knowing your equipment failures are covered by Solutionz.

Below is a description of your support which is a 12-month term that is automatically renewable unless canceled 90 days in advance.

Provides 24/7/365 remote tech support and troubleshooting via email, phone or video. Remote support with end user training questions.

Unlimited onsite tech support in response to trouble tickets once remote troubleshooting reveals what's needed. Prioritized scheduling of our dedicated National Field Technicians - and if needed, our PSNI Global Alliance. Expedited advance parts replacements in case of hardware failure. Programming updates to preserve the original functionality.

Remote monitoring and management of equipment. Dedicated Customer Success Manager to ensure we not only meet but exceed expectations.

Once your project is complete, our Support Coordinators, Technical Helpdesk and Customer Success Managers stand ready to deliver a quick response from talented people who care about you!
1 $30,322.48 $30,322.48
Support Services Total $30,322.48
City of Turlock - Council Chambers Page 9 of 12
*Bundle QSC 1 includes: NV-21-HU , Core110F-V2,SLQSE-110-P, SLQUD-110-P,SLQBR-P,QIO-S4,QIO-RMK and also includes all amplification and signal routing.
*Bundle QSC 2 includes:NV-32-H, SLQBR-P, NV-21-HU, TSC-101-G3, TSC-710t-G3, SPA2-200, K8.2, K8 Outdoor Cover and also includes all amplification and signal routing and portable storage for system portability in emergencies.

$267,150.12
Proposal Overview and Terms
$137,538.48
Equipment:

Professional Services
Sales Tax (8.625%): $23,041.70
Grand Total $427,730.30
Grand Total Doesn't Include Optional Systems
City of Turlock - Council Chambers Page 10 of 12

Project Responsibilities and Exceptions
City of Turlock - Council Chambers Page 11 of 12

Payment Schedule and Agreement
Payment Schedule Amount
Progress billing $427,730.30
Client Signature:

Signer's Name:

I understand that ALL SALES ARE FINAL.

Solutionz, Inc.

Date:

Xavier Dixon 26-Feb-26
To help us better manage your account, please
provide the following information:

NOTICE TO CUSTOMER
By signing below or incorporating this Estimate (or referencing the Estimate number) into a contract or purchase order, the Customer acknowledges receipt of and agrees to comply with all terms outlined herein, as well as Solutionz’s Terms & Conditions provided within. This Estimate, including any associated drawings, specifications, and designs, is the proprietary property of Solutionz and is intended solely for the Customer to whom it is addressed. It shall not be duplicated, shared, or used for any purpose other than evaluating this proposal. This Estimate is valid for 30 days from the date of issuance.

I certify that I am authorized to sign this agreement on behalf of the company named below.

Email:

Phone:

Name:

Accounts Payable Contact:

City of Turlock - Council Chambers Page 12 of 12

City Council Staff Report
March 10, 2026
From: Christopher Fisher, Municipal Services Director
Prepared by: Fred Pezeshk, P.E., Roads Program Manager
Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Resolution: Determining the construction of City Project No. 23-052 “Mark Thomas Task Order No. 2 for Roads Program - Geer Road” is exempt from the provisions of CEQA in accordance with Section 15301 of the CEQA guidelines and authorizing staff to file the Notice of Exemption

2. NARRATIVE:

On February 10, 2026, the City Council authorized staff to proceed with advertising City Project No. 23-052 “Mark Thomas Task Order No. 2 for Roads Program - Geer Road” for construction bids upon environmental clearance, approval of right of way and utilities certifications, and obligation of federal funds.

On February 16, 2026, Caltrans issued a Categorical Exclusion (CE) for the project in accordance with National Environmental Policy Act (NEPA) requirements.

Subsequently, staff submitted draft ROW and Utility certifications to Caltrans for review.

Staff has reviewed the project against the provisions of the California Environmental Quality Act (CEQA) and found that the project is exempt in accordance Section 15301(c) (Existing Facilities) of the CEQA guidelines. Therefore, staff is requesting the City Council’s determination to that effect and authorizing staff to file the Notice of Exemption.

3. FISCAL IMPACT / BUDGET AMENDMENT:

Proposed action does not create any fiscal impacts. The award of bid will be presented to the City Council along with a breakdown of funding from multiple sources such as grant funding, Measure A, and Measure L.

4. ENVIRONMENTAL DETERMINATION:

Construction of City Project No. 23-052 “Mark Thomas Task Order No. 2 for Roads Program - Geer Road” is exempt from the provisions of CEQA in accordance with Section 15301(c) of the CEQA guidelines per the attached Resolution and Notice of Exemption.

5. ALTERNATIVES:

A. Council could reject the CEQA determination for this project. Staff does not recommend this alternative as the proposed determination is in accordance with Section 15301(c) of the CEQA guidelines per the attached Notice of Exemption and is essential to the overall environmental clearance and the obligation of federal funding for the project.

B. Provide staff with direction on how to proceed.

Agenda Staff Report
3/10/2026

6. ATTACHMENTS:

1. Draft Resolution

2. Notice of Exemption

BEFORE THE CITY COUNCIL OF THE CITY OF TURLOCK
IN THE MATTER OF DETERMINING THE } RESOLUTION NO. 2026- CONSTRUCTION OF CITY PROJECT NO. 23-052 }
“MARK THOMAS TASK ORDER NO. 2 FOR }
ROADS PROGRAM - GEER ROAD” IS EXEMPT }
FROM THE PROVISIONS OF CEQA IN }
ACCORDANCE WITH SECTION 15301 OF THE }
CEQA GUIDELINES AND AUTHORIZING STAFF }
TO FILE THE NOTICE OF EXEMPTION }
_________________________________________ }
WHEREAS, City Project No. 23-052 “Mark Thomas Task Order No. 2 for Roads Program - Geer Road " will rehabilitate the Geer Road corridor, from N. Golden State Blvd. to Taylor Road, and will include pavement rehabilitation, installation of curb, gutter, sidewalk, and ADA-compliant curb ramps; and
WHEREAS, this project is exempt from California Environmental Quality Act (CEQA) per Section 15301 (Existing Facilities) as this project involves negligible or no expansion of use of the existing facilities, and specifically no additional automobile lanes will be created by project.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Turlock does hereby determine the construction of City Project No. 23-052 “Mark Thomas Task Order No. 2 for Roads Program - Geer Road " is exempt from the provisions of CEQA in accordance with Section 15301 of the CEQA guidelines and authorizes staff to file the notice of exemption.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Turlock this 10th day of March, 2026, by the following vote:

AYES:

NOES:

NOT PARTICIPATING:

ABSENT:

ATTEST:
__________________________
Nichole Fiez, City Clerk,
City of Turlock, County of Stanislaus,
State of California

March 11, 2026

CITY OF TURLOCK

NOTICE OF EXEMPTION
To: Office of Planning and Research From: City of Turlock P. O. Box 3044, Room 212 156 S. Broadway Ste 120
Sacramento, CA 95812-3044 Turlock, CA 95380
Tel: (209) 668-5640
County Clerk
County of Stanislaus
P. O. Box 1008
Modesto, CA 95353
PROJECT TITLE: Geer Road Rehab Project
PROJECT LOCATION- SPECIFIC: The project site is approximately 2.6 miles long. Geer Road is a north–south arterial road that traverses the northern and central portion of the City. Geer Road consists of one northbound lane, one southbound lane, and one center lane from West Taylor Road to East Springer Drive. It consists of two northbound lanes, two southbound lanes, and an alternating center lane/median from East Springer Drive to North Golden State Boulevard.

PROJECT LOCATION – CITY: City of Turlock PROJECT LOCATION – COUNTY: Stanislaus County DESCRIPTION OF NATURE, PURPOSE AND BENEFICIARES OF PROJECT:

The Geer Road Rehab Project (proposed project) would consist primarily of road rehabilitation, curb ramp replacement, median reconstruction, three new rectangular rapid flashing beacons (RRFB), and high-visibility striping and pavement markings along the 2.6-mile-long project site. The proposed project would install new buffered Class II bike lanes and include sidewalk gap closures that would improve Geer Road’s multimodal capabilities and improve mobility for different types of users.

The purpose of the proposed project is to:
• Repair deteriorated roads on high-use streets within the City; • Enhance safety and comfort for bicyclists and pedestrians along Geer Road; • Update curb ramps to meet current Americans with Disabilities Act (ADA) standards; • Install RRFBs at uncontrolled crosswalk locations to improve safety crossing at Geer Road; and • Reconstruct medians to extend turn pocket lengths to help accommodate larger queues that are currently impacting traffic operations.

The proposed improvements would be constructed within the existing City right-of-way. Permits to enter may be needed for driveways conforms (i.e., reconstruction of the driveway to meet the grade of the private portion of the driveway). Right of Way acquisitions are not needed for the project. The Geer Road Rehab Project will not create additional automobile lanes.

NAME OF PUBLIC AGENCY APPROVING PROJECT: City of Turlock PROJECT APPROVAL DATE: March 10, 2026

NAME OF PERSON OR AGENCY CARRYING OUT PROJECT:

DETERMINATION OF EXEMPT STATUS:

Ministerial [Section 21080(b); 15268]
Declared Emergency [Section 21080(b)(3); 15629(a)]
Emergency Project [Section 21080(b)(4); 15629(b)(c)]
Categorical Exemption (State type and section number): 15301 (c) Existing Facilities Statutory Exemptions (State code number):

REASON WHY PROJECT IS EXEMPT:

The Geer Road Rehab Project (proposed project) consists primarily of road rehabilitation, curb ramp replacement, median reconstruction, three new rectangular rapid flashing beacons (RRFB), and highvisibility striping and pavement markings along the 2.6-mile-long project site. The proposed project would install new buffered Class II bike lanes and include sidewalk gap closures that would improve Geer Road’s multimodal capabilities and improve mobility for different types of users. Acquisition of additional right-of-way is not needed for the project and the project will not create additional automobile lanes.

Therefore, in accordance with Section 15301(c) the project is exempt from the California Environmental Quality Act (CEQA).

LEAD AGENCY
City of Turlock, Development Services
City Hall, 156 South Broadway, Suite 120
Turlock, CA 95380
Telephone: (209) 668-5640
Contact Person: Adrienne Werner
If filed by applicant:

1. Attach certified document of exemption finding

2. Has a Notice of Exemption been filed by the public agency approving the project? yes no Signature: Date: Title: Development Services Director
Signed by Lead Agency
Signed by Applicant
Date received for filing at OPR:

City Council Staff Report
March 10, 2026
From: Jessie Dhami, Human Relations Director
Prepared by: Darlene Ingersoll, Principal HR Analyst
Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Resolution: Approving the revisions to the job description for Fire Captain.

2. NARRATIVE:

On December 9, 2025, City Council approved job descriptions as part of the Classification Study Final Report. It was noted in this staff report that subsequent and continuing dialogue would occur with Turlock Firefighters, Local #2434. The revised job description for the position of Fire Captain is one of the items.

The revised job description reflects clarity and industry standards including certifications and driver licenses.

The Fire Captain is represented by Turlock Firefighters, Local #2434 for labor relations purposes. Turlock Firefighters, Local #2434 does not have any objections to these changes.

Section 2-4-207 of the Turlock Municipal Code provides that the City Manager is responsible for the efficient administration of all affairs of the City which are under his control. Section 2-4-207(d) of the Turlock Municipal Code provides the City Manager with the power and duty to recommend to the City Council the reorganization of offices, positions, departments, or units under his direction as he may deem in the interest of the efficient, effective, and economical conduct of the City’s business.

Therefore, the recommendation is to approve the revisions to the job description for Fire Captain.

City Council approval is required for any new and/or modified job descriptions.

3. FISCAL IMPACT / BUDGET AMENDMENT:

There is not a Fiscal Impact.

4. ENVIRONMENTAL DETERMINATION:

This action is not subject to the provisions of the California Environmental Quality Act (CEQA) in accordance with Section 15378(b)(5) of the CEQA guidelines. This action consists of “organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment” and therefore is not considered a project.

5. ALTERNATIVES:

Agenda Staff Report
3/10/2026

1. Council may choose not to approve the revisions to the job description for Fire Captain. Staff does not recommend this option as the revisions clarify and revise to industry standards.

6. ATTACHMENTS:

1. Draft Resolution

2. Fire Captain- Job Description (revised)

BEFORE THE CITY COUNCIL OF THE CITY OF TURLOCK
IN THE MATTER OF APPROVING THE } RESOLUTION NO. 2026-
REVISIONS TO THE JOB DESCRIPTION FOR }
FIRE CAPTAIN }
WHEREAS, on December 9, 2025, City Council approved job descriptions as part of the Classification Study Final Report. It was noted in this staff report that subsequent and continuing dialogue would occur with Turlock Firefighters, Local #2434; and WHEREAS, the revised job description reflects clarity and industry standards including certifications and driver licenses; and
WHEREAS, the Fire Captain is represented by Turlock Firefighters, Local #2434 for labor relations purposes and Local #2434 does not have any objections to these changes; and
WHEREAS, Section 2-4-207 of the Turlock Municipal Code provides that the City Manager is responsible for the efficient administration of all affairs of the City which are under his control. Section 2-4-207(d) of the Turlock Municipal Code provides the City Manager with the power and duty to recommend to the City Council the reorganization of offices, positions, departments, or units under his direction as he may deem in the interest of the efficient, effective, and economical conduct of the City’s business.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Turlock does hereby Approving the revisions to the job description for Fire Captain.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Turlock this 10th day of March, 2026, by the following vote:

AYES:

NOES:

NOT PARTICIPATING:

ABSENT:

ATTEST:
__________________________
Nichole Fiez, City Clerk
City of Turlock, County of Stanislaus,
State of California

City of Turlock

FIRE CAPTAIN

DEFINITION
Under general supervision, oversees fire company activities involving fire suppression, emergency medical services, fire prevention, inspection, and investigation.

This classification is assigned to the Firefighter bargaining unit for labor relation’s purposes and is subject to call back and overtime assignments.

DISTINGUISHING CHARACTERISTICS
The Fire Captain is the first-line supervisory classification within the fire service. Incumbents command an assigned fire company, supervise personnel, apparatus, station and equipment, assume incident command on emergency scenes, and perform both administrative and operational duties. This role differs from that of a Firefighter or Fire Engineer in that it has direct supervisory responsibility; it differs from Battalion Chief in that it is limited to company/shift-level command rather than full shift or division management.

SUPERVISION RECEIVED AND EXERCISED
Under the direction of a Battalion Chief, supervises personnel and activities of an assigned fire station or company.

ESSENTIAL FUNCTIONS - INCLUDE BUT ARE NOT LIMITED TO THE FOLLOWING:
• Supervises and leads assigned company personnel at the fire station and emergency scenes; ensures readiness, safety, and compliance with Department policies and procedures. • Responds to emergency incidents and assumes Incident Command in accordance with the Incident Command System (ICS) until relieved by a higher-ranking officer. • Directs and participates in fire suppression, rescue, ventilation, salvage, overhaul, exposure protection, and all-risk operations using modern tactics and safety practices. • Provides and oversees emergency medical care in accordance with local EMS agency protocols; ensures readiness of medical equipment and supplies.
• Oversees inspection, maintenance, and testing of fire apparatus, tools, PPE, and facilities; coordinates repairs and ensures compliance with safety standards. • Conducts and supervises company-level fire prevention, inspections, pre-incident planning, public education, and cause-and-origin investigations as assigned. • Coordinates, delivers, and documents company-level training; participates in employee development, mentoring, and succession planning.
• Completes and reviews administrative and operational records, including incident reports, evaluations, training records, and Records Management System (RMS) documentation. • Studies and applies principles of fire hazard identifications and firefighting techniques. • Represents the Department professionally with the public, partner agencies, and City departments.
• Supervises and evaluates assigned personnel; provides coaching and performance feedback; administers progressive discipline consistent with City policy and labor agreements and recommends higher levels of discipline when appropriate. • Performs related duties as assigned.

QUALIFICATIONS:

Knowledge of:
• Modern firefighting, rescue, and emergency-medical principles, tactics, procedures, and equipment, and the ability to apply this knowledge effectively in fire suppression, technical rescue, hazardous-materials, and all-risk incidents in accordance with department standards. • Incident Command System (ICS) as adopted by FIRESCOPE and the State of California for multi-agency coordination and incident response.
• Building materials and construction and the principles of combustion. • Local, state, and national codes, ordinances and laws relating to fire prevention. • Principles and practices of leadership, supervision, training, and employee development, including coaching, evaluation, and progressive discipline in accordance with City policy and labor agreements.
• City of Turlock rules and regulations and Turlock Fire Department policies and procedures governing personnel conduct, operations, and organizational accountability. • Records management systems (RMS), reporting standards, and data integrity practices as required by the City of Turlock and Turlock Fire Department. • City geography, target hazards, water-supply systems, and major transportation routes, as well as wildland-urban interface risks specific to Stanislaus County.

Ability to:
• Lead and motivate employees effectively, maintain discipline, and foster a positive work environment.
• Plan, organize, coordinate, and supervise company-level operations and training, ensuring alignment with Department objectives, California State Fire Training standards, and operational readiness requirements.
• Direct and manage personnel and resources at emergency incidents using the Incident Command System (ICS); make sound, timely decisions under pressure while ensuring firefighter and civilian safety.
• Interpret, apply, and enforce applicable fire codes, City rules and regulations, and Department policies and procedures to ensure consistent, lawful, and safe operations. • Communicate effectively, both orally and in writing, in a variety of settings including emergency scenes, staff meetings, reports, and public forums.
• Represent the Department and City professionally with the public, other agencies, and partner organizations; foster interagency cooperation and community trust. • Maintain standards of adequate physical endurance, agility, health, and vision. • Establish and maintain cooperative, respectful, and productive relationships with subordinates, peers, supervisors, other City departments, allied agencies, and the public.

Experience and Training Guidelines
Any combination of experience and training that would likely provide the required knowledge and abilities is qualifying. A typical way to obtain the knowledge and abilities would be:

Experience:

Three years of full-time firefighting experience with the City of Turlock, including at least one year as a Fire Engineer.

Training:

Equivalent to graduation from high school, and fifteen (15) units of college coursework leading to an associate degree in Fire Science or a related field at time of application.

Certificates:
• Possession of a valid Emergency Medical Technician (EMT) certificate and maintenance of such certification as a condition of continued employment.

• Possession of California State Fire Training Fire Officer (legacy) or Company Officer (current) is desirable and reflects a level of professional preparation that is advantageous for this classification.

Licenses:

Possession of a Class A California Driver License, Class B California Driver License, or a Class C California Driver License with Firefighter Endorsement, to be maintained as a condition of employment.

ADDITIONAL INFORMATION:

Physical Conditions:

Incumbents must possess the physical ability and stamina to meet fire and safety protection line duties including: Vision corrected sufficiently to drive City vehicles and apparatus and meet medical standards established by the Department of Motor Vehicles to maintain a current and valid driver’s license (Class A California Driver’s License, Class B California Driver’s License or Class C California Driver’s License with Firefighter Endorsement, read blueprints, fine print and MDT’s; hear well enough to identify mechanical noises, converse on the radio, telephone, and in person over incident noise; bodily mobility to crawl in attics, maintain balance on narrow platforms, climb ladders, make rapid transitions from rest to near maximal exertion without warm-up periods; use of hands and fingers to write, drive vehicles and administer medical treatment; must be able to lift equipment and people as necessary; free from any physical, emotional or mental condition that might adversely affect the ability to exercise the duties of the position; tolerate extreme fluctuations in temperature while performing essential functions; must perform physically demanding work in hot (up to 400 F), and humid (up to 100% humidity) atmospheres while wearing firefighting equipment which significantly impairs body cooling mechanisms.

FLSA Status: Non-exempt
Bargaining Unit: Fire
Revised: March 10, 2026
Reviewed and Approved:
_________________________________
Personnel Officer
_________________________________
Date

City Council Staff Report
March 10, 2026
From: Bill Morris, City Engineer
Prepared by: Tania Hernandez, Assistant Planner
Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Ordinance: Second and Final reading of an Ordinance authorizing the levy of special taxes in a community facilities district, including certain annexation territory identified as Annexation No. 1, for City of Turlock Community Facilities District No. 3 (Engineering)

2. NARRATIVE:

On January 13, 2026, City Council ("Council") adopted Resolution No. 2026-005, a resolution of intention, formally initiating Annexation No. 1 into Community Facilities District No. 3 (“CFD No. 3”). On February 24, 2026, Council conducted a public hearing for Annexation No. 1.

Following the hearing, the Council:
• Adopted the Resolution Calling a Special Election (Resolution No. 2026-021) • After receiving voter approval to levy the special tax, adopted the Resolution Declaring Election Results (Resolution No. 2026-022)
• Introduced and held the first reading of the ordinance establishing the levy of the special tax on annexed properties
The proposed ordinance is now returning for its second reading and final adoption. The uncodified ordinance formally authorizes the levy of special taxes on taxable properties located in the annexed area which will be levied pursuant to the Rate and Method of Apportionment as approved in Resolution No. 2026-005.

Final adoption of the ordinance is the last step required to implement the voter-approved levy for the annexed properties. This action ensures that the City will have a dedicated funding source for the maintenance and operation of public improvements directly related to new development, protecting the General Fund and maintaining service levels.

3. FISCAL IMPACT / BUDGET AMENDMENT:

Annexation No. 1 will generate $4,909.74 annually, or $306.86 per lot, as outlined in the Rate and Method of Apportionment. This amount will be subject to annual Consumer Price Index (CPI) adjustments and deposited into Fund 232, which is exclusively designated for CFD No. 3.

There will be no impact to the General Fund. No budget amendment is required.

4. ENVIRONMENTAL DETERMINATION:

This action has been reviewed per the authority and criteria contained in the California Environmental Quality Act (CEQA), the State and local CEQA Guidelines, and the City's

Agenda Staff Report
3/10/2026
environmental regulations. The City, acting as the Lead Agency, determined that the ordinance is not subject to CEQA pursuant to Sections 15060(c)(2), 15060(c)(3), and 15061(b)(3) of the State CEQA Guidelines, because it will not result in a direct or reasonably foreseeable indirect physical change to the environment as there is no possibility that the action would result in a significant environmental impact, and because it does not constitute a “project” as defined in Section 15378 of the State CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3.

5. ALTERNATIVES:

A. Council could choose not to adopt the ordinance. Staff does not recommend this because If the City Council elects not to adopt the ordinance, the voter-approved special tax for Annexation No. 1 would not be formally implemented. As noted in the staff report, final adoption is the last step required to authorize the levy of special taxes pursuant to the approved Rate and Method of Apportionment. Failure to adopt the ordinance would prevent the City from collecting the special tax and could require identification of alternative funding sources for maintenance services related to the annexed properties.

B. Council could rescind prior actions and reconsider the annexation. Staff does not recommend this option because it would effectively halt implementation of the annexation and special tax levy, but could create uncertainty for affected property owners and may require additional procedural steps under the Mello-Roos Community Facilities Act.

6. ATTACHMENTS:

1. Draft Ordinance for Annexation No. 1

BEFORE THE CITY COUNCIL OF THE CITY OF TURLOCK
ORDINANCE NO. -CS
WHEREAS, the City of Turlock has established the City of Turlock Community Facilities District No. 3 (Maintenance Services), County of Stanislaus, State of California (“CFD No. 3”) for the purpose of levying special taxes on parcels of taxable property therein for the purpose of providing certain services which are necessary to meet increased demands placed upon the City as a result of the development of said real property; and WHEREAS, on January 13, 2026, the City Council of the City of Turlock adopted a Resolution No. 2026-005, a Resolution of Intention to annex certain territory to CFD No. 3, declaring its intent to levy a special tax on all taxable parcels within the area proposed for annexation (“Annexation Territory”) beginning in Fiscal Year 2025-2026 and for all subsequent fiscal years in the amount of the maximum authorized tax, pursuant to Government Code Sections 53339.8 and 53340, and in accordance with the Rate and Method of Apportionment of Special Tax (the “Rate and Method of Apportionment”) as set forth in said resolution; and WHEREAS, the special tax under CFD No. 3 will be levied on all new residential and nonresidential development for which a legislative act, such as a general plan amendment, rezone, or planned development, is required which may include properties proposed to be annexed to the City of Turlock or properties located within its City limit; and WHEREAS, on February 24, 2026, the City Council of the City of Turlock held a public hearing, adopted Resolution No. 2026-022, a Resolution of Annexation, conducted an election and received a favorable vote from the qualified electors authorizing the levy of special taxes in the Annexation Territory as authorized pursuant to the terms and provisions of the Mello-Roos Community Facilities Act of 1982, being Chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of California; and
WHEREAS, the City Council of the City of Turlock desires to establish an ordinance consistent with current State Law and local practice.

BE IT ORDAINED by the City Council of the City of Turlock as follows:

SECTION 1. ENVIRONMENTAL DETERMINATION: The Ordinance has been reviewed with respect to applicability of CEQA and the CEQA Guidelines. The Ordinance is not a project under CEQA Guidelines Section 15378(b)(5) because the Ordinance is an administrative activity that does not have the potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment.

SECTION 2. LEVY AUTHORIZATION: This City Council does, by the passage of this ordinance, authorize the levy of special taxes on taxable properties located in the Annexation Territory, which will be levied pursuant to the Rate and Method of Apportionment as set forth in Resolution No. 2026-005 (the “Annexation Rate and Method”). }
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IN THE MATTER OF AUTHORIZING THE LEVY OF

SPECIAL TAXES IN A COMMUNITY FACILITIES

DISTRICT, INCLUDING CERTAIN ANNEXATION
TERRITORY IDENTIFIED AS ANNEXATION NO. 1,

FOR CITY OF TURLOCK COMMUNITY FACILITIES
DISTRICT NO. 3 (MAINTENANCE SERVICES)
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SECTION 3. SPECIAL TAX DETERMINATION: This City Council, acting in its capacity as the legislative body of CFD No. 3, is hereby further authorized, by resolution, to annually determine the special tax to be levied within CFD No. 3, including the Annexation Territory, for the then current tax year or future tax years; provided, however, the special tax to be levied shall not exceed the maximum special tax authorized to be levied pursuant to the Annexation Rate and Method and previously adopted rates and methods of apportionment, as applicable.

SECTION 4. MANNER OF COLLECTION: The special taxes herein authorized to be levied, to the extent possible, shall be collected in the same manner as ad valorem property taxes or in such other manner as this City Council shall determine, including without limitation, direct billing of the affected property owners, and shall be subject to the same penalties, procedure, sale and lien priority in any case of delinquency as applicable for ad valorem taxes. Any special taxes that may not be collected on the County tax roll shall be collected through a direct billing procedure by the City Manager or designee thereof, acting for and on behalf of CFD No. 3.

SECTION 5. SECURITY FOR SPECIAL TAXES: The special taxes authorized to be levied shall be secured by the lien imposed pursuant to Sections 3114.5 and 3115.5 of the Streets and Highways Code of the State of California, which lien shall be a continuing lien to secure each levy of the special tax, shall attach to all non-exempt real property in CFD No. 3 and shall continue in force and effect until the lien is canceled in accordance with law or until collection of the tax by the legislative body ceases.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Turlock this 24th day of February, 2026, by the following vote:

AYES:

NOES:

NOT PARTICIPATING:

ABSENT:

Signed and approved this 10th day of March, 2026.

SIGNED:

__________________________
AMY BUBLAK, Mayor
ATTEST:
___________________________
Nichole Fiez, City Clerk,
City of Turlock, County of Stanislaus,
State of California APPROVED AS TO FORM:
__________________________
George A. Petrulakis, City Attorney

City Council Staff Report
March 10, 2026
From: George Petrulakis, City Attorney
Adrienne Werner, Development Services Director
Prepared by: George Petrulakis, City Attorney, Adrienne Werner, Development Services Director
Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Ordinance: Second and final reading of an ordinance amending Turlock Municipal Code Title 9 (Zoning Ordinance), Chapter 9-2 (Regulations Applying to All Districts), Article 1 (Special Provisions Applying to All or Several Districts) and Article 3 (Nonconforming Structures and Uses) and amending Chapter 9-5 (Administration), Article 6 (Conditional Use Permits and Variances)

2. NARRATIVE:

The Planning Commission is recommending zoning code text amendments for approval by the City Council that were prepared by the City Attorney's Office and the Development Services Department. The amendments address several different code topics and are intended to modernize various provisions, improve internal consistency, clarify standards and procedures, and reflect the first update arising from the City’s Housing Element update process.

Specifically, the attached amendment packet contains proposed amendments to various portions of Title 9 (Zoning Ordinance) of the Turlock Municipal Code, including:

1. References to "family day care home" and related provisions being repealed or amended in response to the Housing Element process since family day care homes can no longer be singled out under state law.

2. Adopting new and comprehensive nonconforming use and structure regulations in TMC Sections 9-2-301 through 9-2-305 (Nonconforming Structures And Uses), including purpose and applicability language and clearer rules addressing continuation, alteration, expansion, change, and discontinuance/abandonment of nonconforming uses.

3. Revising the Conditional Use Permit (CUP) findings framework in TMC Section 9-5- 604 (Conditional use permits: Granting) by clarifying Planning Commission actions and distinguishing findings applicable to residential versus non-residential CUPs (including a reference that residential findings shall be updated as necessary upon certification/adoption of the 2031 Housing Element (6th Cycle)).

4. Revising the CUP denial provision in TMC Section 9-5-606 (Conditional use permits:

Denial) to align denial with the inability to make the required findings in TMC Section 9-5-604 (Conditional use permits: Granting).

5. Adding a new discontinuance/abandonment process in TMC Section 9-5-611.5 (Conditional use permits: Discontinuance), including a noticed public hearing process and findings to support abandonment, recordation authority for termination documentation, and provisions addressing extension and tolling under specified

Agenda Staff Report
3/10/2026
circumstances. Also, TMC Section 9-5-611 (Conditional use permits: Renewal and discontinuance) is adjusted to conform with the new section.

At the February 5, 2026, Planning Commission public hearing, staff presented the proposed zoning text amendments for recommendation to the City Council. The Planning Commission voted unanimously to recommend the City Council amend Title 9 as presented.

3. FISCAL IMPACT / BUDGET AMENDMENT:

This item has no fiscal impact.

4. ENVIRONMENTAL DETERMINATION:

The proposed zoning text amendments are exempt from the California Environmental Quality Act (CEQA) pursuant to the "common sense" exemption (CEQA Guidelines section 15061(b)(3)), as it establishes regulations and standards and will not directly result in physical development or a reasonably foreseeable significant effect on the environment.

5. ALTERNATIVES:

6. ATTACHMENTS:

1. Draft Ordinance

2. Planning Commission Resolution 2026-02

BEFORE THE CITY COUNCIL OF THE CITY OF TURLOCK

WHEREAS, the State of California has passed changes to California law regarding regulations for large family day care homes necessitating repeal and amendment of references to such use in Title 9 of the Turlock Municipal Code; and WHEREAS, the current Turlock Municipal Code regarding Non-conforming structures and uses is being amended to create clearer regulations; and WHEREAS, various sections of Title 9 Chapter 5 regarding Conditional use permits are being amended to provide additional clarity regarding administration of conditional use permits; and
NOW, THEREFORE, the City Council of the City of Turlock does ordain as follows:

SECTION 1. FINDINGS: The City Council of the City of Turlock hereby finds the public necessity, convenience and general welfare support the proposed amendments and the proposed amendments are consistent with the Turlock General Plan.

SECTION 2. REPEALING AND AMENDING: References in Title 9 to “Family Day Care home” and related provisions are hereby repealed or amended as follows:

For Section 9-2-110:
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ORDINANCE NO. - CS IN THE MATTER OF REPEALING OR
AMENDING REFERENCES TO “FAMILY
DAY CARE HOME” IN TURLOCK
MUNICIPAL TITLE 9; REPEALING AND
REPLACING TITLE 9 CHAPTER 2
ARTICLE 3 SECTIONS 01 THROUGH 05;

REGARDING NONCONFORMING
STRUCTURES AND USES; AMENDING
TITLE 9, CHAPTER 5 ARTICLE 6 SECTION
4 REGARDING CONDITIONAL USE
PERMIT GRANTING; AMENDING TITLE 9,
CHAPTER 5 ARTICLE 6 SECTION 6

REGARDING CONDITIONAL USE PERMIT
DENIAL, AMENDING TITLE 9, CHAPTER 5
ARTICLE 6 SECTION 11 REGARDING
CONDITIONAL USE PERMIT RENEWAL;
ADDING TITLE 9 CHAPTER 5 ARTICLE 6
SECTION 11.5 REGARDING

CONDITIONAL USE PERMIT

DISCONTINUANCE AND ABANDONMENT

Ordinance No. -CS

9-2-110 Family day care home.
(a) Small family day care home. No permit is required to operate a small family day care home and the use shall be considered an accessory use to a residence. (b) Large family day care home. A permit shall be issued by the Development Services Director or his/her designee to operate a large family day care home upon the issuance of a minor administrative approval, as set forth in Article 3 of Chapter 9-5 TMC (Minor Administrative and Minor Discretionary Permits) upon finding that:
(1) Residency. The site is the principal residence of the operator and the day care is clearly incidental and secondary to the use of the property for residential purposes. (2) General Plan and zoning compliance. The property complies with all applicable General Plan policies and zoning regulations established in the Turlock Municipal Code (TMC).
(3) Spacing and concentration. The property is located at least three hundred (300') feet from any other State licensed large family day care home on the same street, or a street that is aligned and connected with that street unless bisected by an arterial street or expressway.
(4) Traffic control. The family day care home would not adversely affect traffic and circulation of the neighborhood, including but not limited to blocking driveways or requiring double parking to load and unload guests.
(5) Building modifications. The residential character and appearance of the dwelling does not have to be altered in any way to accommodate the family day care use. (6) Outdoor play areas. All outdoor play areas are clearly delineated through the use of fences, landscaping, or other materials constructed in accordance with applicable laws and regulations.
(7) Operator agrees to the following additional conditions of approval:
(i) Fire clearance. Prior to commencing the use, the operator shall obtain certification by Turlock Fire Department that the facility complies with the standards established by the State Fire Marshal as set forth in Title 24 of the California Code of Regulations.
(ii) The operator agrees not to erect any off- or on-premises signs for the family day care home except as set forth in Article 5 of this chapter (Signs). (iii) Noise control. The family day care home shall be operated in compliance with the City of Turlock noise regulations, Article 3 of this chapter (Noise Standards).

Ordinance No. -CS

(iv) Outdoor play areas. The operator agrees to keep all activities related to the operation of the family day care on site at all times. (v) Access to inspect. The property owner and/or operator shall allow the City to enter the property to determine compliance with the conditions of the large family day care permit during normal operating hours of the family day care home.
(vi) Compliance with laws and regulations. The day care operator acknowledges and agrees to comply with all applicable State, Federal and local laws and regulations. The operator shall provide evidence of compliance with State Department of Social Services requirements by providing a copy of the approved family day care license to the City prior to commencing operation of the family day care home. Upon revocation or denial of the State license, the permit issued pursuant to this section shall be automatically terminated.
(c) Conditional use permit. When the findings set forth in this section for the issuance of a large family day care permit cannot be made, an application for a conditional use permit may be made as set forth in Article 6 of Chapter 9-5 TMC (Conditional Use Permits and Variances), subject to the conditions of approval listed in this section and any other conditions established by the Planning Commission and/or City Council. (d) Use of residential garage. Family day care operations are not permitted in the garage area of a residence, except when the garage has been properly converted to habitable space through the issuance of a building permit and the space has met all applicable laws and regulations. Prior to finalizing the building permit, the property owner shall record a restrictive use covenant stating that the converted garage shall be returned to its original state upon the cessation of the family day care use and/or the sale of the dwelling unit.

For definitions in Section 9-1-202 Definitions:

The following definition in Section 9-1-202 is amended as follows:
"Day care center" shall mean any child day care facility, as defined in Section 1596.76 of the California Health and Safety Code, other than a family day care home, and includes infant centers, preschools, extended day care facilities, and school-age child care centers.

The following definition is revoked in Section 9-1-202 – "Family day care home" shall mean a home, as defined in Section 1596.78(a) of the California Health and Safety Code, that regularly provides care, protection, and supervision for fourteen (14) or fewer children, in the provider's own home, for periods of less than twenty-four (24) hours per day, while the parents or guardians are away, and is either a large family day care home or a small family day care home
(a) "Large family day care home" shall mean a home, as defined in Section 1596.78(b) of the California Health and Safety Code, that provides family day care for seven (7) to

Ordinance No. -CS

fourteen (14) children for periods of less than twenty-four (24) hours per day, inclusive, including children under the age of ten (10) years who reside at the home, as set forth in Section 1597.465 of the California Health and Safety Code and as defined in State regulations.
(b) "Small family day care home" shall mean a home, as defined in Section 1596.78(c) of the California Health and Safety Code, that provides family day care for eight (8) or fewer children for periods of less than twenty-four (24) hours per day, including children under the age of ten (10) years who reside at the home as set forth in Section 1597.44 of the California Health and Safety Code and as defined in State regulations.

For use classifications in Chapter 9-3 BASE DISTRICT REGULATIONS:

In the A DISTRICT (Agricultural District) Use Classifications Chart in Section 9-3-102, references to “Family day care homes” (including “Large” and “Small”) and the related columnar information are revoked.The text of footnote (1) is revoked and replaced with “Repealed.” In the R DISTRICTS (Residential Districts) Use Classifications Chart in Section 9-3-202, references to “Family day care homes” (including “Small” and “Large”) and the related columnar information are revoked.The text of footnote (3) is revoked and replaced with “Repealed.” The text of footnote (13) is revoked and replaced with “Repealed.”
In the C-O, C-C, C-T, and C-H DISTRICTS (Commercial) Use Classifications Chart in Section 9-3- 302, references to “Family day care homes” (including “Large” and “Small”) and the related columnar information are revoked.The text of footnote (1) is revoked and replaced with “Repealed.” For use classifications in Chapter 9-4 OVERLAY DISTRICT REGULATIONS:

In the Downtown Overlay District Use Classifications Chart in Section 9-4-103, references to “Family day care home - small” and “Family day care home – large” and the related columnar information are revoked.

SECTION 3. REPEAL AND REPLACE: Title 9, Chapter 2 Article 3 Section 01 through 05 “Non-Conforming Uses” is hereby repealed and replaced as follows:
§ 9-2-301. Specific purposes.

This article limits the number and extent of nonconforming uses by limiting their enlargement, their reestablishment following abandonment, their alteration, their relocation, and their restoration. This article, while permitting the use and maintenance of nonconforming structures, limits their restoration, alteration, enlargement, or relocation upon the site in any manner that would increase the discrepancy between the standards contained in this article and the conditions existing on the subject property.

It is recognized that nonconforming uses and structures generally persist and their appearance gradually deteriorates when the standards for repair and improvement are too restrictive. It is the

Ordinance No. -CS

intent of this article to provide limited but reasonable opportunity for nonconforming uses and structures that are not a public nuisance to be repaired and improved if it is in the public interest.

This article also provides for the removal of nonconforming uses and structures or change to conforming uses and structures when such uses and structures are a public nuisance. (Formerly 9-2-401; 1207-CS, Rep&ReEn, 05/28/2015; 1237-CS, Amended, 12/28/2017) § 9-2-302. Nonconforming uses.
(a) Defined. A nonconforming use is a lawful use of land that does not comply with the current use regulations for its zoning district but which complied with the applicable regulations at the time the use was established. A nonconforming use includes those that operate without a structure. (b) Regulations.
(1) The reestablishment of a legal nonconforming use or the substitution of a nonconforming use of another nonconforming use of the same or more restrictive classification may be made upon approval of a minor discretionary permit in accordance with Article 3 of Chapter 9-5 TMC (Minor Administrative and Minor Discretionary Permits). The new nonconforming use must have a similar or less severe impact on its surroundings in terms of noise, traffic, parking, hours of operation, and visual incompatibility. Nonconforming uses not meeting these requirements may be allowed upon approval of a conditional use permit in accordance with Article 6 of Chapter 9-5 TMC (Conditional Use Permits and Variances).
(2) The repair, maintenance, remodel, alteration, and replacement of a structure used for a nonconforming use (and/or site improvements) may be allowed so long as there is no increase in the operation or floor area devoted to the use, or change in the size or location of any structures.

The structural and/or site improvements described above may be approved if it can be determined that they do not adversely affect neighboring properties, that they do not increase the degree of nonconformity, and are in the public interest.
(3) The expansion or enlargement of a structure used for a nonconforming use and/or site improvements may be allowed as follows:
(i) Structural improvements that enlarge or expand an existing structure used for a nonconforming use and/or the expansion or enlargement of the site by more than one thousand (1,000) square feet, or more than twenty-five (25%) percent of the existing structure's floor area or lot area, whichever is greater, may be allowed upon approval of a conditional use permit in accordance with Article 6 of Chapter 9-5 TMC (Conditional Use Permits and Variances).
(ii) Structural improvements that enlarge or expand an existing structure used for a nonconforming use and/or the expansion or enlargement of the site by no more than one thousand (1,000) square feet or no more than twenty-five (25%) percent of the existing structure's floor area or lot area, whichever is greater, may be allowed upon approval of a minor discretionary permit in accordance with Article 3 of Chapter 9-5 TMC (Minor Administrative and Minor Discretionary Permits).
(iii) The structural and/or site improvements described above may be approved if it

Ordinance No. -CS

can be determined they will not adversely affect neighboring properties, and are in the public interest.
(iv) The expansion or enlargement of nonconforming residences in nonresidential zoning districts shall comply with the development standards established for the applicable residential zoning district, not the zoning district in which it is located. § 9-2-303. Nonconforming structures.
(a) Defined. A nonconforming structure is any building or structure that does not comply with one (1) or more of the regulation limitations on size, height, and location on a lot, or the applicable zoning district in which such building or structure is located (refer to TMC 9-2-520, Nonconforming signs).
(b) Regulations.
(1) The repair, maintenance, remodel, alteration, and replacement of a nonconforming structure where the level of nonconformity is maintained so long as there is no increase in the operation or floor area devoted to the use, or change in the size or location of any structures. The structure improvements described above may be approved if it can be determined they will not adversely affect neighboring properties, and are in the public interest. (2) The expansion or enlargement of a nonconforming structure used may be allowed as follows:
(i) Structural improvements that enlarge or expand an existing structure by more than one thousand (1,000) square feet, or more than twenty-five (25%) percent of the existing structure's floor area or lot area, whichever is greater, may be allowed upon approval of a conditional use permit in accordance with Article 6 of Chapter 9-5 TMC (Conditional Use Permits and Variances).
(ii) Structural improvements that enlarge or expand an existing structure by no more than one thousand (1,000) square feet or no more than twenty-five (25%) percent of the existing structure's floor area or lot area, whichever is greater, may be allowed upon approval of a minor discretionary permit in accordance with Article 3 of Chapter 9-5 TMC (Minor Administrative and Minor Discretionary Permits). (iii) The structural improvements described above may be approved if it can be determined that they do not adversely affect neighboring properties, are in the public interest, and are necessary to ensure visual compatibility with the existing structure. (iv) The expansion or enlargement of nonconforming residences in nonresidential zoning districts shall comply with the development standards established for the applicable residential zoning district, not the zoning district in which it is located. § 9-2-304. Loss of nonconforming status.

A nonconforming use which ceases or a nonconforming structure that is unoccupied for a continuous period of twelve (12) months shall lose its legal nonconforming status. The premises on which the nonconforming use is located shall then be used for conforming uses and the

Ordinance No. -CS

nonconforming structure shall be removed or altered to conform unless a conditional use permit is obtained in accordance with Article 6 of Chapter 9-5 TMC (Conditional Use Permits and Variances).
§ 9-2-305. Discontinuance.
(a) Declaration of unlawful uses or structures. It is hereby declared that nonconforming uses of land or nonconforming structures within the City of Turlock as set forth in this article that are found to be a public nuisance are detrimental to the orderly development of the City and as detrimental to the health, safety, peace, comfort, and general welfare of persons and property within the City of Turlock. It is further declared to be the policy of the City that such nonconforming uses or structures shall be eliminated as rapidly as may be done without infringing upon the constitutional rights of the owners of such nonconforming property.
(b) Procedures to determine time for discontinuance. A nonconforming use or structure that is determined to be a public nuisance and a serious detriment to the health, safety, peace, comfort, and general welfare of persons and property within the surrounding area may be administratively ordered to discontinue upon determination by the Development Services Director, or designee. A nonconforming use or structure shall be discontinued within the following time frame:
(1) A nonconforming use which does not involve the use of a structure shall be discontinued in five (5) years.
(2) A nonconforming use which does involve the use of a structure shall be discontinued in ten (10) years.
(3) A nonconforming structure shall be abandoned or removed in ten (10) years. (c) Appeals. Should an owner of property upon which a nonconforming use has been administratively ordered discontinued disagree with such order, such owner may appeal as provided in Chapter 1-4 TMC.
§ 9-2-301 Purpose and Applicability of Nonconforming Use and Structure Regulations. (a) Purpose.

The provisions of this Article are intended to regulate the continuation, alteration, and eventual elimination of land uses, buildings, and structures that were lawfully established but that no longer conform to the use regulations or development standards of this Code due to subsequent changes in zoning, land use regulations, or other applicable laws.

The City recognizes that nonconforming situations may arise through no fault of the property owner; however, it is the policy of the City that such nonconformities are inconsistent with the longterm planning objectives of the General Plan and this Code and should be discouraged and eliminated over time, subject to reasonable limitations consistent with state law. (b) Distinction Between Nonconforming Uses and Nonconforming Structures.

For purposes of this Article, nonconformities are categorized as follows:

Ordinance No. -CS

(1) Nonconforming uses, which involve the nature or type of activity conducted on a site or within a structure that is not permitted by the zoning district in which it is located; and (2) Nonconforming structures, which involve the physical characteristics, location, or dimensions of a building or structure that do not comply with applicable development standards, regardless of whether the use conducted therein is conforming or nonconforming.

Nonconforming uses and nonconforming structures are separate and independent concepts, and the regulations applicable to each are intended to operate independently except where expressly stated otherwise in this Article.
(c) Intent Regarding Nonconforming Uses. Nonconforming uses are recognized as a temporary accommodation and not as a vested entitlement to continued operation indefinitely. It is the intent of this Article to:
(1) Allow the limited continuation of nonconforming uses under defined conditions; (2) Prevent the expansion, intensification, enlargement, or re-establishment of nonconforming uses, except where expressly authorized by this Code; (3) Encourage the conversion of nonconforming uses to conforming uses; and (4) Provide for the eventual elimination of nonconforming uses through abandonment, discontinuance, amortization, redevelopment, or other lawful means. (d) Intent Regarding Nonconforming Structures. Nonconforming structures may be permitted to remain, subject to reasonable regulation, in order to avoid unnecessary hardship or constitutional infirmity. It is the intent of this Article to:
(1) Allow ordinary repair and maintenance of nonconforming structures; (2) Regulate the enlargement, alteration, reconstruction, or replacement of nonconforming structures in a manner that reduces nonconformity where feasible; and (3) Avoid conferring any right to perpetuate, expand, or intensify structural nonconformity beyond that which lawfully existed.
(e) No Enlargement of Rights. Nothing in this Article shall be construed to:
(1) Authorize the establishment of any new nonconforming use or structure; (2) Create a vested right to expand, intensify, or continue a nonconforming use or structure except as expressly allowed herein; or
(3) Limit the City’s authority to enforce this Code, abate nuisances, or exercise its police

Ordinance No. -CS

powers in a lawful manner consistent with state law.
(f) Applicability and Interpretation. This Article shall be interpreted narrowly in favor of conformity with current zoning regulations. In the event of ambiguity, the interpretation that most closely advances the reduction of nonconformity and the elimination of nonconforming uses shall be favored, to the extent consistent with state law and constitutional protections. § 9-2-302 Nonconforming Uses.
(a) Applicability. This section governs the continuation, change, enlargement, intensification, abandonment, and discontinuance of nonconforming uses whether of land or structures (or of both). The provisions of this section apply regardless of whether the structure in which the nonconforming use is located is conforming or nonconforming, except as expressly provided otherwise in this Code.
(b) Continuation of Nonconforming Uses. A nonconforming use that was lawfully established may be continued subject to the limitations of this Article; however, such continuation is permitted only to the extent necessary to avoid undue hardship and shall not be construed as authorization to expand, intensify, or perpetuate the use indefinitely.
(c) Expansion or Intensification Prohibited. Except as expressly authorized by this Code:
(1) A nonconforming use shall not be enlarged, expanded, extended, or intensified, whether by increase in area devoted to the use, hours of operation, production or activity, occupancy, or any other means that results in a greater degree of nonconformity; (2) A nonconforming use shall not be extended to occupy land, floor area, or portions of a site or structure not lawfully devoted to such use at the time it became nonconforming; and
(3) No action shall be taken that has the effect of prolonging or enhancing the economic life or operational scale of a nonconforming use.
(d) Change or Substitution of Nonconforming Use.
(1) A nonconforming use may be changed to a conforming use, and once so changed, the nonconforming use shall not thereafter be resumed;
(2) A nonconforming use shall not be changed to another nonconforming use unless expressly authorized by this Code; and
(3) Any permitted change of use shall not increase the degree of nonconformity or create new nonconforming conditions.
(e) Abandonment or Discontinuance. A nonconforming use shall be deemed abandoned and shall lose its legal nonconforming status when the use ceases or is discontinued for a continuous period of six (6) months, regardless of intent to resume the use, or when replaced by a conforming

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use.
(f) Resumption Prohibited. A nonconforming use that has been abandoned or discontinued shall not be resumed, re-established, or reinstated.
(g) Temporary Suspension. A temporary cessation of a nonconforming use directly caused by events beyond the control of the property owner shall not constitute abandonment, provided the use is resumed within a reasonable time and in no event later than twelve (12) months from the date of cessation.
(h) Effect of Demolition or Removal of Structure. If a nonconforming use is conducted within or upon a structure, and that structure is demolished or removed, the nonconforming use shall not thereafter be resumed, except where reconstruction is expressly permitted under § 9-2-306. § 9-2-303 Nonconforming Structures.
(a) Applicability. This section governs buildings and structures that were lawfully established but that do not comply with current development standards of this Code. (b) Continuation. A nonconforming structure may be continued subject to the limitations of this Article.
(c) Repair and Maintenance. Ordinary repair, maintenance, and interior remodeling of a nonconforming structure may be performed, provided such work does not increase the degree of nonconformity. Repairs required to comply with health and safety codes shall be permitted. (d) Enlargement or Alteration.
(1) Minor enlargement or alteration not exceeding one thousand (1,000) square feet or twenty-five percent (25%) of existing gross floor area may be approved through a minor discretionary permit;
(2) Larger enlargements or alterations may be approved only through a conditional use permit and shall reduce or not increase the degree of nonconformity to the maximum extent feasible. Such enlargements and alterations must comply with the provisions for conditional use permits in Article 6 of Chapter 9-5 of this Title. (e) Demolition and Reconstruction. Demolition and reconstruction of nonconforming structures shall be governed by § 9-2-306.
§ 9-2-304 Loss of Nonconforming Status.
(a) Loss of Nonconforming Use Status. A nonconforming use shall lose its legal nonconforming status upon abandonment or discontinuance pursuant to § 9-2-302, conversion to a conforming use, replacement by another use, or demolition or removal of the structure in which it is conducted, except where reconstruction is expressly permitted under § 9-2-306.

Ordinance No. -CS

(b) Preservation of Structural Status. Loss of nonconforming use status shall not, by itself, result in loss of nonconforming structural status.
(c) Vacancy. Vacancy or non-occupancy shall not constitute loss of nonconforming structural status.
(d) Burden of Proof. The burden of establishing the lawful existence and continuation of a nonconforming use or structure shall be upon the property owner. § 9-2-305 Discontinuance and Amortization of Nonconforming Uses. (a) Purpose. This section provides for the lawful discontinuance of nonconforming uses following a reasonable amortization period.
(b) Applicability. This section applies only to nonconforming uses and does not apply to nonconforming structures. Nothing in this section shall be construed to require amortization as a prerequisite to the termination of a nonconforming use that has been abandoned or discontinued pursuant to §§ 9-2-302 and 9-2-304.
(c) Amortization Authority. The City may require the discontinuance of a nonconforming use after a reasonable amortization period based on consideration of the nature of the use, its impacts, investment-backed expectations, and other relevant factors. (d) Effect. Upon expiration of the amortization period, the nonconforming use shall be discontinued and shall not be resumed.
(e) Findings. Any requirement for discontinuance of a nonconforming use pursuant to this section shall be supported by written findings demonstrating that the amortization period provided is reasonable in light of the factors considered.

SECTION 4. Amending: Title 9, Chapter 5 Article 6 Section 04 is hereby amended as follows:
§ 9-5-604 Conditional use permits: Granting.
(a) Actions by Planning Commission. All actions of the Planning Commission relating to findings and recommendations shall be in accordance with the provisions of this article.

The Planning Commission shall authorize the granting of the conditional use permit if it finds as follows:
(b) Residential Permits. The Planning Commission shall authorize the granting of the conditional use permit for a residential use if it makes all of the findings listed below, provided, however, that upon certification and adoption of the 2031 Housing Element (6th Cycle), such findings shall be amended as necessary to achieve consistency with the certified Housing Element. The findings are:

Ordinance No. -CS

(a)(1) That the site for the proposed use is adequate in size and shape to accommodate such uses, all yards, open spaces, wall, fences, parking, loading, landscaping, and other features required by the Municipal Code, or the Planning Commission to make sure such use is compatible with the land and uses in the vicinity; (a)(2) That the site for the proposed use is related properly to streets and highways to carry the quantity and kind of traffic generated by the proposed use; (a)(3) That the proposed use will not adversely affect the abutting property or the permitted use thereof with the provisions of conditions; and
(a) (4) That the site for the proposed use is in conformance with the General Plan. (c) Non-Residential Permits. The Planning Commission shall authorize the granting of the conditional use permit for a non-residential use if it makes all of the following findings:
(1) That the site for the proposed use is adequate in size and shape to accommodate such use or uses and is otherwise physically suitable for the type and intensity of the proposed development; and is adequate to accommodate all yards, open spaces, walls, fences, parking, loading, landscaping, and other features required by the Municipal Code, or as additionally required by the Planning Commission, to ensure such use is compatible with the land and uses in the vicinity;
(2) That the proposed use will not adversely affect adjacent structures and uses or adversely affect structures or uses in the neighborhood; (3) That the site for the proposed use is related properly to streets and highways and can carry the quantity and kind of traffic generated by the proposed use and that the proposed use will not adversely affect the circulation and flow of vehicular and pedestrian traffic in the immediate area;
(4) That the proposed site and use have adequate utilities, including without limitation, sanitation, wastewater service, water supply, drainage, and other utilities, and adequate facilities for all of these;
(5) That the proposed use will not create a demand for additional parking which cannot be met safely and efficiently on the site;
(6) That the proposed use will not be detrimental to the public health, safety, or welfare of adjacent residents, employees, businesses, properties, the neighborhood, and the community;
(7) That the proposed use will not otherwise constitute a nuisance to adjacent residents, employees, businesses, properties, the neighborhood, or the community; and (8) That the site for the proposed use and the proposed use are in conformance with the General Plan, any Specific Plan or Master Plan, any other applicable plan adopted by the City, and this Title 9.

Ordinance No. -CS

SECTION 5. Amending: Title 9, Chapter 5 Article 6 Section 06 is hereby amended as follows:
9-5-606 Conditional use permits; Denial.

If because of the size or character of the use proposed on a particular site, its location, or its relationship to adjoining parcels and uses, the the Planning Commission is unable tocannot make, based on the record, the findings set forth inrequired by TMC Section 9-5-504604, the Planning Commission shall disapprovedeny the conditional use permit application.

SECTION 6. Amending: Title 9, Chapter 5 Article 6 Section 11 is hereby amended as follows:
9-5-611 Conditional use permits: Renewal.

If an application for renewal is filed prior to expiration, a conditional use permit may be renewed for an additional one (1) year period. The acting agency may grant or deny an application for renewal in the same manner as set forth for the original application. A conditional use permit that has been abandoned pursuant to Section 9-5-611.5 shall not be eligible for renewal.

SECTION 7. ADDITION: Title 9, Chapter 5 Article 6 Section 11.5 is hereby added as follows:
9-5-611.5 Conditional use permits: Discontinuance and Abandonment (a) Discontinuance of Use. Where a conditional use authorized by a valid conditional use permit has been discontinued for a continuous period of nine (9) months after the use has commenced, the conditional use permit may be subject to abandonment pursuant to this section. (b) No Automatic Termination. Discontinuance of a conditional use shall not automatically terminate a conditional use permit. A conditional use permit shall remain valid unless and until abandonment is determined in accordance with this section. (c) Initiation of Abandonment Review. Upon a determination by the Director that a conditional use appears to have been discontinued for the period specified in subsection (a), the Director shall provide written notice to the permit holder and the property owner of record stating that the City intends to consider whether the conditional use permit has been abandoned. (d) Notice and Hearing. Abandonment of a conditional use permit shall be determined only after a noticed public hearing before the Planning Commission, conducted in the same manner as hearings for the original conditional use permit.
(e) Findings Required. The Planning Commission may determine that a conditional use permit has been abandoned only if it finds, based on substantial evidence in the record, that:
(1) The conditional use was lawfully commenced;
(2) The conditional use has been discontinued for a continuous period of nine (9) months; and

Ordinance No. -CS

(3) The discontinuance was not temporary in nature and was not caused by circumstances beyond the reasonable control of the permit holder.
(f) Effect of Abandonment. Upon a determination of abandonment, the conditional use permit shall be deemed terminated and void. Any subsequent use of the property shall require a new conditional use permit or other applicable land use entitlement. (g) Appeal. A determination of abandonment may be appealed in the same manner as other Planning Commission decisions under this title.
(h) Recordation of Termination. Upon expiration, revocation, or a final determination of abandonment of a conditional use permit, the Director is authorized to record a notice or certificate of termination of the conditional use permit with the County Recorder. The notice or certificate shall identify the permit, the property, and the basis for termination and shall be for informational purposes only. Failure to record such notice shall not affect the validity of the termination. (i) Extension of Discontinuance Period. Prior to the expiration of the nine (9) month discontinuance period described in subsection (a), the permit holder may request a one-time extension of up to nine (9) additional months. The Planning Commission may grant such extension upon a finding that the discontinuance is temporary in nature and that reasonable efforts are being made to reestablish the approved conditional use.
(j) Tolling During Permitted Construction. The discontinuance period described in this section shall be tolled during any period in which the conditional use is unable to operate due to active construction or remodeling conducted pursuant to a valid building permit or other City approval, provided that work is proceeding with reasonable diligence.

SECTION 8. VALIDITY: If any section, subsection, sentence, clause, word, or phrase of this ordinance is held to be unconstitutional or otherwise invalid for any reason, such decision shall not affect the validity of the remainder of this ordinance. The Turlock City Council hereby declares that they would have passed this ordinance, and each section, subsection, sentence, clause, word, or phrase thereof, irrespective of the fact that one or more section, subsection, sentence, clause, word, or phrase be declared invalid or unconstitutional.

SECTION 9. ENACTMENT: Prior to the expiration of fifteen (15) days from the passage and adoption thereof, this ordinance shall be published in a newspaper of general circulation printed and published in the County of Stanislaus, State of California, together with names of the members of the City Council voting for and against the same.

Ordinance No. -CS

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Turlock this 24th day of February, 2026, by the following vote:

AYES: ( )
NOES: ( )
NOT PARTICIPATING: ( )
ABSENT: ( )
Signed and approved this 10th day of March, 2026.

SIGNED:

__________________________
AMY BUBLAK, Mayor
ATTEST:
___________________________
Nichole Fiez, City Clerk,
City of Turlock, County of Stanislaus,
State of California APPROVED AS TO FORM:
__________________________
George A. Petrulakis, City Attorney

City Council Staff Report
March 10, 2026
From: Anthony Sims, Economic Development Director
Prepared by: Anthony Sims, Economic Development Director Agendized by: Gary Hampton, Interim City Manager

1. ACTION RECOMMENDED:

Resolution: Accepting the City of Turlock Economic Development Strategic Plan Update drafted by Kosmont & Associates, Inc., DBA Kosmont Companies, or referral back to staff for more work on the plan.

2. NARRATIVE:

The current City of Turlock Economic Development Strategic Plan was adopted in June of 2017 and needed to be updated to reflect the current economy.

Staff issued an informal Request for Proposals (RFP) on April 3, 2024. A panel was formed to review proposals submitted, and Kosmont & Associates, Inc., DBA Kosmont Companies was selected to develop a City of Turlock Economic Strategic Plan update. With 39 years of experience being in business within the economic development industry, as well as working with cities and public agencies on economic development strategies, Kosmont Companies has successfully managed over 1,000 economic development projects and initiatives. The total cost of the Economic Development Strategic Plan Update is not to exceed $77,470.

Kosmont Companies began work on the Economic Development Strategic Plan Update in September of 2024, and completed the draft Plan in August of 2025. Kosmont Companies carried out a range of economic development activities in support of the Economic Development Strategic Plan update, including:
• Kick-off Meeting
• Demographic and Economic Profile Analysis
• Retail Market Demand Analysis
• SWOT (Strengths, Weaknesses, Opportunities, Threats) Analysis • Community/Stakeholder Outreach
• Economic and Development Strategic Plan Preparation
• Proposed Economic Development Strategies to Consider
• Internal/External Stakeholder Meetings
The purpose of the updated Economic Development Strategic Plan will identify challenges and threats to the City's economic growth. It will also establish economic development goals, strategies, investment opportunities, and implementation actions for the City over the next several years. An Economic Development Strategic Plan that is current will support existing businesses, as well as play an instrumental role in attracting innovative industries that will elevate Turlock into the future and strengthen its market position within the region for attracting jobs and economic development projects.

The City Council must review and formally accept the Plan prior to it being posted and

Agenda Staff Report
3/10/2026
released to the public. The City Council may also direct staff to make additional revisions or conduct further analysis before final adoption. Until then, the document remains a draft.

3. FISCAL IMPACT / BUDGET AMENDMENT:

Funding for the Economic Development Strategic Plan Update was approved at the August 27, 2024, City Council meeting. The total project cost was not to exceed $77,470 and was allocated from Fund 120 "Tourism Fund" account 120-10-120.43288 “Economic Development Strategic Plan.” There is no fiscal impact associated with the approval of the updated plan scheduled for the August 12, 2025, City Council meeting.

4. ENVIRONMENTAL DETERMINATION:

This action is not subject to the provisions of the California Environmental Quality Act (CEQA) in accordance with Section 15378(b)(5) of the CEQA guidelines. This action consists of “organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment” and therefore is not considered a project.

5. ALTERNATIVES:

A. City Council may choose not to Accept the City of Turlock Economic Development Strategic Plan Update.

B. City Council may choose to Accept the City of Turlock Economic Development Strategic Plan Update with revised conditions of approval.

C. City Council may refer staff for more work on the plan.

6. ATTACHMENTS:

1. Resolution Accepting COT EDSP Update

2. 2025_City_of_Turlock_Economic_Development_Strategic_Plan DRAFT _Water Marked

3. Kosmont & Associates, INC DBA Kosmont Companies - CC No. 2024-17

BEFORE THE CITY COUNCIL OF THE CITY OF TURLOCK

WHEREAS, The current City of Turlock Economic Development Strategic Plan was adopted in June of 2017 and needed to be updated to reflect the current economy; and WHEREAS, Staff issued an informal Request for Proposals (RFP) on April 3, 2024. A panel was formed to review proposals submitted, and Kosmont & Associates, Inc., DBA Kosmont Companies was selected to develop the City of Turlock Economic Strategic Plan Update; and WHEREAS, Kosmont & Associates, Inc., DBA Kosmont Companies carried out a range of economic development activities in support of the Economic Development Strategic Plan update, including Kick-off Meeting, Demographic and Economic Profile Analysis, Retail Market Demand Analysis, SWOT (Strengths, Weaknesses, Opportunities, Threats) Analysis, Community/Stakeholder Outreach, Economic Development Strategic Plan Preparation, Proposed Economic Development Strategies to consider, Internal/External Stakeholder Meetings; and WHEREAS, The purpose of the updated Economic Development Strategic Plan will identify challenges and threats to the City's economic growth; and WHEREAS, It will also establish economic development goals, strategies, investment opportunities, and implementation actions for the City over the next several years; and WHEREAS, An Economic Development Strategic Plan that is current will support existing businesses, as well as play an instrumental role in attracting innovative industries that will elevate Turlock into the future and strengthen its market position within the region for attracting jobs and economic development projects.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Turlock does hereby accept the City of Turlock Economic Development Strategic Plan Update that was completed by Kosmont & Associates, Inc., DBA Kosmont Companies.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of Turlock this 10th day of March, 2026, by the following vote:

AYES: ( )
NOES: ( )
NOT PARTICIPATING: ( )
ABSENT: ( )
}
}
}
}
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}
IN THE MATTER OF ACCEPTING THE CITY RESOLUTION NO. 2026-XXX

OF TURLOCK ECONOMIC DEVELOPMENT

STRATEGIC PLAN UPDATE DRAFTED BY
KOSMONT & ASSOCIATES, INC., DBA

KOSMONT COMPANIES

Resolution No. 2026-XXX

ATTEST:
___________________________
Nichole Fiez, City Clerk,
City of Turlock, County of Stanislaus,
State of California

1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1070 I www.kosmont.com

ECONOMIC DEVELOPMENT STRATEGIC PLAN

EXECUTIVE SUMMARY
Kosmont & Associates (“Kosmont”) was retained by the City of Turlock (“City”) for advisory services in connection with an Economic Development Strategic Plan (“EDSP”). Kosmont is pleased to present our findings in this Executive Summary of the full PowerPoint EDSP.

Kosmont believes that Economic Development is an important function for the City (and most cities) and requires a dedicated City government position / staff and resources . Real estate development/entitlement process in California is time consuming and expensive for the private sector, and anything to enhance transparency and communication between the City staff and the development community can benefit the City.

The City’s economic prosperity is underpinned by several compelling factors:
• Cal State University, Stanislaus is a 100-acre campus with approximately 10,000 students and over 700 full time faculty.
• Turlock Westside Industrial Specific Plan (WISP) 2,600 acres planned for industrial development with over 8 million SF built.
• Monte Vista Crossings is a +1 million SF regional shopping center. • Commitment to workforce training evident in collaboration with Opportunity Stanislaus. • Downtown is about 100 years old, retains many historic buildings and is a regional tourist draw with restaurants, retail and office.

In the past few years, the City has made substantial progress in addressing challenges:
• Passage of Measure A in 2021 increased sales tax revenues supporting General Fund expenses by $15 million per year
• New Amazon warehouse is likely to be City’s largest sales tax generator • WISP has helped attract major new development to City (Amazon, Divert) • Hotel demand has strengthened with several new hotels in process • City researched opportunities for major indoor sports facility • New planned automated permitting process

DEMOGRAPHIC OVERVIEW
Younger consumers, with their increased use of media, seek gathering places with restaurants, entertainment venues and experiential retail, rather than a collection of traditional store fronts.

Another important group is the creative class of professionals (artists, designers, musicians, and programmers) who are an important force in economic development. This dynamic workforce is attracted to communities with clustered centers, which provide a sense of vitality, diversity, convenience and balanced mix of work, entertainment, services, arts and culture. Telework dynamics have drastically changed work patterns over the past few years and are poised to reshape office needs.

DRAFT

Turlock EDSP Executive Summary
August 25, 2025

KOSMONT COMPANIES
1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1070 I www.kosmont.com Demographic Summary
• Turlock has a population of ~73,100 (24,500 households). • Average Household Size is 2.9 persons, lower than County/State, and the Median Age is 36 years, younger than County and State median of 38 years old. • City Average Household Income is $103,900, approx. 2% lower than County and 25% lower than statewide levels. Turlock residents generate $647 million in annual retail spending potential across major retail categories.
• Per ESRI and Census data, Turlock businesses employ ~29,000 people with a resident workforce of ~8,300 people.

MARKET OVERVIEW
To help understand the City’s ability to capture a fair share of regional growth, Kosmont researched economic growth for Turlock’s and competitor cities of Modesto and Merced.

Retail
• City retail space at 5.9 million SF, comprises 21% of the overall retail market in Stanislaus County. Since 2017, City retail space grew by 334,000 SF, much faster than the retail markets of Manteca, Merced, and Modesto. Roughly 56% of the growth in the retail development in Stanislaus County has been in Turlock. • Market asking rents in the region have grown by 23% to 27% across the comparison cities, with Turlock reaching $22.12 PSF/yr., the highest in the County. • During the 15-year period from 2008 to 2023, Turlock’s retail vacancy peaked at 7.7% in 2011 and has since steadily declined. Retail vacancies in Turlock in Q3 2024 were lowest in the region at 2.2%.

Office
• Office growth came from Modesto (78,000 SF). Turlock grew by just 4,000 SF. • Market rents in Turlock increased by 25%, similar to the comparison cities. • The region has a sub-5% vacancy rate with office vacancies in Turlock at 3.2%, slightly higher than in 2017
Multi-Family
• Despite need for more housing, new construction from 2017 to Q3 2024 added 660 units in the County, but was limited to 36 new units in Turlock (~1% growth). • Over the 15-years from 2008 to 2023, the County saw 1,700 new units constructed compared to 327 in Turlock.
• Multifamily residential vacancies in the region were below 4%, with Turlock seeing the lowest vacancies at 2.5%.
• Average rents across the region showed solid growth of 40% to 50% since 2017.

SWOT ANALYSIS
Strengths
• Monte Vista Crossing is major regional retail draw – 3rd largest power center in CA with dozens of strong retailers (Costco, Target, Wal-Mart, Auto Mall). • Regularly draws hundreds of thousands of shoppers from up to 20 miles away (640,000 population in trade area).
•DRAFTLow electricity rates from Turlock Irrigation District

Turlock EDSP Executive Summary
August 25, 2025

KOSMONT COMPANIES
1601 N. Sepulveda Blvd. #382, Manhattan Beach, CA 90266 I ph 424.297.1070 I www.kosmont.com • Stanislaus Regional Water Authority new water system
• City is home to a major agricultural economy.
• Entrepreneurial spirit with many startup companies.
• Significant outdoor amenities, recreational venues.
• Opportunity Stanislaus / Volt Institute.

Weaknesses/Threats
• Due to age of buildings in downtown, there are ADA and other building code issues making reuse difficult.
• Development fees may have slowed new industrial and MF development. • Need to improve business permit processes.

Opportunities
• Downtown Turlock is a regional draw with shops, dining, and entertainment. • Strong regional demand for single family housing.
• City has healthy financial reserves for possible investment. • Large infill sites that can see mixed/blended-use development with District Financing. • WISP area well located to provide commercial/industrial and recreational facilities. • City well positioned for agricultural processing jobs. • New online permitting software can be major benefit to business attraction.

RECOMMENDATIONS
Sustainable economic growth is characterized by a combination of judicious and strategic public policy with private sector investment. Kosmont suggest the following for the City:

1. Business Enhancement, Attraction & Retention (“BEAR”)

2. Housing Element for Economic Development (HEEDTM), new housing generates demand for commercial service and retail, significant new tax revenues in excess of $1,000 per household, and it supports local jobs.

3. Establish Business Incentive Program for targeted retail / commercial / industrial

4. WISP Infrastructure Investment

5. Utilize Value Capture zoning strategies

6. Expand sports facilities

7. Downtown placemaking

8. Federal Opportunity Zones

9. Gather Performance Metrics to measure annual progress DRAFT

2301 Rosecrans Ave., Suite 4140
El Segundo, CA 90245TEL: 424-297-1070 | URL: www.kosmont.com CITY OF TURLOCKECONOMIC DEVELOPMENT STRATEGIC PLAN AUGUST 2025 DRAFT

KOSMONT COMPANIES | 2

CITY OF TURLOCKECONOMIC DEVELOPMENT STRATEGIC PLAN
Kosmont Companies Staff City Council Staff & Advisory
Ken K. Hira, President
Thomas Jirovsky, Senior Advisor Fernando Sanchez, Vice President Amy Bublak, Mayor
Rebecka Monez, Vice Mayor
Kevin Bixel, Councilmember
Cassandra Abram, Councilmember
Erika Phillips, Councilmember
Susan E. Borrego, Interim City Manager
Anthony Sims, Economic Dev. Director
Adrienne Werner, Dev. Services Director
Isaac Moreno, Finance Director
Christopher Fisher, Municipal Services Director
DRAFT

KOSMONT COMPANIES | 3

TABLE OF CONTENTS

1. Introduction Page 42. Background Page 123. Existing Conditions Page 174. Strategies Page 265. Regional Econ Dev Comparison Page 446. Opportunity Sites Evaluation Page 537. Economic Development Tools Page 59 DRAFT

KOSMONT COMPANIES | 4

1. INTRODUCTIONCITY OF TURLOCK – EDSP
Data SourcesInterviews with StakeholdersCity of Turlock websiteCity of Turlock Budget and ACFRCity of Turlock General Plan2017 Turlock EDSP2022 Stanislaus County CEDS2024 Housing Element DraftWestside Industrial Specific Plan (WISP)2022 Victus Indoor Sports Center study3rd party data provider subscriptions:
• CoStar for real estate market info
• Placer.ai for visitor info• ESRI for demographic info DRAFT

KOSMONT COMPANIES | 5

INTRODUCTION
Disclaimer: The analyses, projections, assumptions, and any examples presented herein are for illustrative purposes and are not a guarantee of actual and/or future results. Actual results are difficult to predict as a function of market conditions, natural disasters, pandemics, legislation and administrative actions.

Kosmont Companies ("Kosmont"), a real estate and economics advisory firm serving hundreds of local governments for over 39 years, was retained by the City of Turlock ("City" or “Turlock") to develop an updated Economic Development Strategic Plan (“EDSP”). The goal of the EDSP update is to provide a current assessment of Turlock’s strengths, weaknesses, and opportunities for high-quality job growth and business development, identify and develop a list of prioritized goals and objectives to meet the economic development vision, and provide stakeholder-informed implementation strategies and performance measures. Kosmont’s approach to preparing the EDSP includes the following tasks:ƒ Review of relevant documents (2017 EDSP and Stanislaus County CEDS), together with a tour of the City and its business districts
ƒ Interviews / feedback from City staff and community stakeholdersƒ Assessment of regional economic trendsƒ Assessment of local demographic and market conditionsƒ Assessment of major employment districts ƒ Identification of key opportunities, strategies and economic development tools DRAFT

KOSMONT COMPANIES | 6

INTRODUCTION
ƒ The City is the second largest city in Stanislaus County, home to California State University Stanislaus, several cultural experiences, sports activities, twenty-nine parks, sixteen schools, and a full range of medical facilities. ƒ It has been seven years since the last EDSP was produced and the City wants an updated EDSP to reflect current market conditions and community economic development goals. ƒ City would also like to explore economic development projects including additions to the West Side Industrial Specific Plan (“WISP”), Downtown and a Tournament Sports Complex project. ƒ The goal of the new EDSP is to analyze and update the City’s economic vision and goals, assess the City’s current market position and demographics, and develop a list of prioritized goals and objectives that can guide the City for the next three to five years.

DRAFT

KOSMONT COMPANIES | 7

HISTORY
ƒ The City grew relatively fast up until the 2008 financial crisis. Since then, there has been strong retail development throughout the City, but modest single-family and multi-family construction. ƒ The City is planned with residential development to the east of the 99 freeway and commercial and industrial on the west side. Cal State Stanislaus is located near northern edge of the City. ƒ Downtown is centrally located about 2 miles east from Highway 99. It is 100 years old, retains many historic buildings and is a regional tourist draw with restaurants, retail and office spaces. ƒ Monte Vista Crossing is a major regional power center on both sides of Highway 99 along with several smaller retail centers totaling over 1 million SF. It is the 3rd largest center in California. There are 5-6 large large monument signs to advertise each subarea’s tenants.
ƒ The southwest quadrant of the City comprises the master planned Westside Industrial Specific Plan (2,611 acres), which has seen significant growth in recent years with new ~1 million SF Amazon warehouse and DIVERT biorecycling facility.

DRAFT

KOSMONT COMPANIES | 8
2017 EDSP VISION AND GOALS
Vision – Create economically and socially diverse population and vibrant business community in Turlock• Attract, retain and expand businesses in Turlock• Increase job opportunities in agriculture, manufacturing, logistics and medical service cluster and support small business• Be cultural leader in Central Valley for arts, music and other events - Downtown to be business, cultural and civic center• Maintain retail centers competitiveness and seek new market opportunities• Expand tourism and community sporting events/activities• Improve education system and provide support to give all workers access to living wage jobsThe EDSP also identified a number of challenges facing the City’s long term sustainability:• City budget needs strengthening• Lack of visitor attractions• Relative lack of hospitals, doctors and health services• Labor shortages in many occupations, need for workforce training• Need for more workforce and executive housing and amenities for young professionals, as well as senior housing• Accelerate development of Southeast and North Specific Plans as scarcity puts upward pressure on local housing prices• Improve industrial companies’ representation in Chamber of Commerce DRAFT

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STANISLAUS COUNTY CEDS
In 2022, Stanislaus County adopted a Comprehensive Economic Development Strategy (“CEDS”) that outlined regionalchallenges and discussed assets and opportunities for each community in the County.• County suffers from relatively high unemployment and low high school graduation rates (~80%)• Large numbers of residents commute to the greater Bay Area• Per capita income is well below State levels• Agriculture is the major economic driver accounting for over $7 billion per year• Manufacturing (food and beverage related) is a growing sector (EJ Gallo Winery, Foster Farms, Del Monte Foods, Blue Diamond)
• Warehouse/Distribution is a strong sector (e.g., 1.1 million SF Amazon warehouse opened in 2022) • Water supply is a major threat to economic prosperity due to State’s frequent drought conditions DRAFT

KOSMONT COMPANIES | 10

RECENT ACHIEVEMENTS
In the past few years, the City has made substantial progress in addressing these challenges:• Passage of Measure A in 2021 increased sales tax revenues supporting general fund expenses by $15 million per year • City utilized a portion of the revenue to adopt a major Roads Program Capital Improvement Program (CIP) • New Amazon warehouse is likely to be City’s largest sales tax generator• WISP has helped attract major new development to City ( Amazon, Divert)• Hotel demand has strengthened with several new hotels in process• City researching opportunities for major indoor sports facility• Stanislaus Regional Water Authority has completed the Regional Surface Water Supply Project to expand sources of fresh water from Tuolumne River for the City of Turlock and Ceres.

However, one area that has fallen short is the limited production of new single family and multi-family housingCity’s population has seen little or no growth in past decade DRAFT

KOSMONT COMPANIES | 11
OPPORTUNITY STANISLAUS – VOLT INSTITUTE
ƒ Stanislaus County formed Opportunity Stanislaus to address regional challenges and opportunities for business in each community in the County by providing business development and talent development services. Opportunity Stanislaus is the County regional economic development arm (501(c) 3) that partners with major private sector businesses. (Dave White – CEO; Eric Nuenfeldt - Executive Director) ƒ Volt Institute is a member of California Manufacturing Network, was established as offshoot of OS in 2017 to provide expedited training in high-paying careers in manufacturing, such as Industrial Maintenance Mechanic and Supervisor Development Academy. “Volt on the Go” is a new program that brings training classes directly to local businesses or community centers. ƒ In 2024, Volt provided 30,000 hours of training for 125 trainees at homesite, plus 156 trainees offsite at employers’ place of business. 91% of the trainees were successfully placed in industrial maintenance and electric mechanisms. The goals for 2025 are to provide apprenticeships and gain national accreditation from ACCET to gain eligibility for financial aid and deepen industry partnerships.

DRAFT

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2. BACKGROUNDCITY OF TURLOCK – EDSP
DRAFT

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BACKGROUND
The City’s economic prosperity is underpinned by severalcompelling factors:ƒ Cal State University, Stanislaus is a 100-acre campus with 10,000 students and over 700 full time faculty
ƒ Turlock Regional Industrial Park (WISP) 2,600 acres
planned for industrial development with over 8 million SFbuilt. ƒ Monte Vista Crossings is a +1 million SF regional shopping center
ƒ Turlock Town Center Shopping Centerƒ Turlock’s commitment to workforce training is evident in its collaboration with Opportunity Stanislaus
Sources: CSU Stanislaus; Modesto Bee; CBRE (Accessed January 2025)Left: Exterior of new Amazon fulfillment center (located within the Westside Industrial Specific Plan); Middle: Aerial image of Monte Vista Crossings shopping center; DRAFT Right: CSU Stanislaus campus

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COMMUNITY ASSETS
Kosmont has identified significant community assets that act as regional draws.Downtown Turlock – Due to age of buildings, there are ADA and other building code issues that make reuse problematic. Downtown PBID maintains the 10-12 block area. Current budget is $215,000 annually. Property owners pay $0.36 psf of building area +$0.10 pf of land area (including the city hall space). City also contributes $40,000 per year towards maintenance. PBID sponsors 4th of July parade and many downtown events.

Stanislaus County Fairgrounds is 78-acre site that is
adjacent to the regional transit center. 10-day county fair attracts 240,000 people in summer. 2-day swap meet in January attracts ~100,000 people. There are many smaller events as well.

Top Left and Right: Outdoor dining and street art in Downtown TurlockBelow Left: Stanislaus County FairgroundsBelow Right: Exterior shot of Turlock Community Theatre DRAFT

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COMMUNITY ASSETS
ƒ Turlock Regional Sports Complex – 2 softball fields; 10 full-size soccer fields; two other adjacent parks that have playgrounds, covered arbor areas, picnic areas, and 2 professional volleyball sand pits ƒ Pedretti Sports Complex – 4 softball fields; 1 baseball diamond; large arbor area with playgrounds Sources: City of Turlock (cityofturlock.org) (Accessed January 2025)Above Left: Pedretti Sports ComplexAbove Right: Baseball field at Regional Sports Complex DRAFT

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COMMUNITY EVENTS / ASSETS
ƒ Class 1 Bike Trails – 50+ miles paved for walking,
running, hiking, and cycling
ƒ Dozens of community events are funded by the
City and Chamber every year. Some notable events hosted in Downtown Turlock include: Farmers Market, Makers Market, Independence Day Parade and Car Show, Sip and Stroll (second Saturday in September), Festival of Lights,Christmas Parade Sources: City of Turlock (cityofturlock.org) and Instagram @downtownturlock (Accessed January 2025)Top Left: Farmers Market Top Right: Christmas ParadeBottom Left: Cyclists in Downtown Turlock Bottom Right: Cyclists riding the bicycle lanes in Turlock DRAFT

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3. EXISTING CONDITIONSCITY OF TURLOCK – EDSP
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ECONOMIC TRENDS
ƒ Economic forces are reshaping local economies across the State:
¾ Today’s consumers are using online websites for purchasing a broad array of goods. As e-commerce continues to take an increasing percentage of consumer spending, cities must take new approaches to land use that explore concepts for public amenities and private attractions that help cities capture trips and thus “sales”. ¾ Younger consumers, with increased use of media and digital communication, seek gathering places with restaurants, entertainment venues and experiential retail, rather than simply a collection of traditional store fronts. ¾ Telework dynamics have drastically changed work patterns over the past few years and are poised to reshape office needs. Creative class professionals are attracted to communities with clustered centers, which provide a sense of vitality, diversity, convenience and a mix of work, entertainment, services, arts and culture. ƒ In light of these trends, Kosmont is assisting the City in achieving its economic objective by providing market analysis and recommendations with a goal to foster economic vitality in the City, improving business conditions and resident quality of life.

Sources: Kosmont Companies, CoStar, Coresight Research, Cowen & Company, Cushman & Wakefield, ICSC, St. Louis Federal Reserve, UBS, U.S. Census Bureau, St. Louis Federal Reserve, DRAFT

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E-COMMERCE GROWTHSIGNIFICANT IMPACTS ON BRICK-AND-MORTAR RETAIL ƒ Historically, e-commerce sales in the U.S. have increased steadily over time from 2000 to 2019. The COVID-19 pandemic sawincreased online retail utilization and e-commerce sales soared by42% compared to 2019. E-commerce sales continued to grow bydouble-digits into 2021 but cooled to just 6% growth in 2022.2023 saw an increase in e-commerce sales by 9% ƒ The share of e-commerce sales continues to grow as well with ecommerce reaching 17.1% of total retail sales by year-end 2023.ƒ FTI Consulting’s 2024 Online Retail Report projections indicate U.S. online retail sales would hit $1.2 trillion in 2024, an increaseof 9.8% or $108 billion compared to 2023. Additionally, thereport states that e-commerce sales growth represented 46% oftotal retail sales growth in 2023. ƒ Furthermore, a UBS report estimates that 45,000 net retail store closures will occur in the U.S. by 2028 (approximately 5% of thetotal retail store base) Source: St. Louis Federal Reserve; FTI Consulting “2024 Online Retail Report”; UBS (Accessed December 2024)

0.0%2.0%4.0%6.0%8.0%10.0%12.0%14.0%16.0%18.0%
$0
$200$400$600$800
$1,000$1,200
2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 E-Commerce Share of Total Retail Sales
(by year-end)
E-Commerce Retail Sales
(Billions)
E-Commerce Retail Sales
E-Commerce SalesE-Commerce Share of Total Retail Sales
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ƒ Per ESRI July 2024 data, Turlock has a Population of ~73,100 (24,500 households). ƒ Average Household Size is 2.9 persons, lower than County/State, and the Median Age is 36 years, younger than County and State median of 37 and 38 years old, respectively. ƒ City Average Household Income is $103,900, approx. 2% lower than County and 25% lower than statewide levels.

Turlock residents generate $647 million in annual retail spending potential across major retail categories. ƒ Per ESRI and Census data, Turlock businesses have ~29,000 Employees with a resident workforce of ~8,300 people.ƒ Jobs in the City are primarily in Health Care and Social Assistance, Retail Trade, Educational Services, Accommodation and Food Services, and Manufacturing. Of these five, three are part of the fastest growing industries in the County (shown in italics).
ƒ Residents of the City are primarily employed in Healthcare and Social Assistance / Educational Services / Manufacturing / Retail Trade / Accommodation and Food Services.

DEMOGRAPHIC / EMPLOYMENT OVERVIEW
See Appendix A.2Sources: ESRI Business Analyst Online; Zillow.com; U.S. Census Bureau Center for Economic Studies, California Employment Development Department, ESRI Business Analyst Online DRAFT

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ECONOMIC GROWTH COMPARISON
See Appendix A.4Sources: Costar, Kosmont Companies
To help understand the City’s ability to capture a fair share of regional growth, Kosmont has researched economicincentive policies and impact fees affect growth for Turlock’s and its main competitor cities of Modesto and Merced.Retail• City retail space at 5.9 million SF, comprises 21% of the overall retail market in Stanislaus County. Since 2017, City retail space grew by 334,000 SF, much faster than the retail markets of Manteca, Merced, and Modesto. Roughly 56% ofthe growth in the retail development in Stanislaus County has been in Turlock. • Over that time period, market asking rents in the region have grown by 23% to 27% across the comparison cities, with Turlock reaching $22.12 PSF, the highest in Stanislaus County. • During the 15-year period from 2008 to 2023, Turlock’s retail vacancy peaked at 7.7% in 2011 and has since steadily declined. Retail vacancies in Turlock in Q3 2024 were lowest in the region at 2.2%, while Manteca, Merced, andModesto have retail vacancies of 5% or greater.

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ECONOMIC GROWTH COMPARISON
Source: Kosmont Companies
Office• Office market growth came from Modesto (78,000 SF).Turlock’s office market grew by just 4,000 SF.• Market rents in Turlock increased by 25%, similar to the comparison cities• The region has a sub-5% vacancy rate with office vacancies in Turlock at 3.2%, slightly higher than in 2017Multi-Family• Despite need for more housing Statewide, new construction from 2017 to Q3 2024 added 660 units in the County, but was limited to 36 new units in Turlock (~1% growth)
• Over the 15-years from 2008 to 2023, the County saw 1,700 new units constructed compared to 327 in Turlock.• Multifamily residential vacancies in the region were below 4%, with Turlock seeing the lowest vacancies at 2.5%.• Average rents across the region showed solid growth of 40% to 50% since 2017. Turlock and Merced have the lowest average rents reflecting a significant percentage of Class C and affordable housing projects (~70%) as compared to ClassA/B units (~30%).

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-50%-40%-30%-20%-10%
0%
10%
1/1/2020
4/1/2020
7/1/2020
10/1/2020
1/1/2021
4/1/2021
7/1/2021
10/1/2021
1/1/2022
4/1/2022
7/1/2022
10/1/2022
1/1/2023
4/1/2023
7/1/2023
10/1/2023
1/1/2024
4/1/2024
7/1/2024
10/1/2024
Visitors Employees
Placer.ai is a mobility data provider that tracks daily movement of over 30 million people in the U.S. via anonymized mobile app data. This information reveals travel trends to/from major events, shopping centers, and other places of interest –providing insight into retail center trade areas, hourly and daily visitation statistics, and consumer demographic characteristics.ƒ Visits to the City by visitors and employees dropped sharply at the start of the COVID-19 pandemic.
ƒ Visits by visitors to the City returned to pre-pandemic levels beginning August 2021. Since then, visitor traffic has averaged 4% lower than pre-pandemic levels fluctuating between -13% and 6% compared to the 2019 baseline.
ƒ Visits by employees to the City returned to pre-pandemic levels beginning July 2023. Since then, employee visits have averaged 5% less compared to the 2019 baseline due to the increasing number of people working from home.

PLACER.AI LOCATION ANALYSIS
See Appendix A.3 for more detailSources: Placer.AI (Accessed October 2024) DRAFT

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CITY OF TURLOCKVISITOR / EMPLOYEE FOOT-TRAFFIC OVERVIEW Visitor / Employee Summary Data
(1/1/2024 to 12/31/2024)
Visitors Employees
Annual Visits 27.0 million 16.5 millionVisit Frequency 13.5 252.5Visitors 2.0 million 65.3 thousandMedian Visit Length 1 hr. 33 min. 9 hrs. 39 min.Median HH Income $72,300 $75,100 Visitation Data:

Distance from Home Area
(Based on % of Visits)
0-3
Miles
3-7
Miles
7-10
Miles
Visitors 2% 17% 15%
Employees 42% 14% 10%
10-30
Miles
30-100
Miles
100+
Miles
Visitors 42% 15% 9%Employees 28% 5% 1%
Source: Placer.ai (Accessed January 2025); Notes: Considers a minimum of 1 visit to the City of Turlock by visitors.

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Strengthsƒ Monte Vista Crossing is major regional retail draw – 3rd largest power center in CA with dozens of strong retailers (Costco, Target, Wal-Mart, Auto Mall) ƒ Regularly draws hundreds of thousands of shoppers from 20 miles away (640,000 population in trade area)
ƒ City is home to a major agricultural economy with major SRWA water supply improvements
ƒ Turlock Irrigation District provides electric power below Modesto and PG&E rates
ƒ Entrepreneurial spirit with many startup companiesƒ Significant outdoor amenities and recreational venuesƒ Opportunity Stanislaus / Volt InstituteWeaknesses/Threatsƒ Due to age of buildings in downtown there are ADA and other building code issues making reuse difficult
* See Section 5 pages 48-50
ƒ Development fees on new industrial and residential
development (fees $400,000 to $1 million per acre) *
ƒ Need to improve business permit processesƒ There is a relatively unskilled labor pool for STEMOpportunitiesƒ Downtown Turlock is a unique regional draw with boutique shops, fine dining, and entertainment
ƒ Strong regional demand for single family housingƒ City has healthy financial reserves for possible investmentƒ Large infill sites that can grow with mixed-use development such as D.O.R.® See Section 7 – ED Tools
ƒ WISP area ideally located to provide commercial/industrial and recreational facilities.
ƒ Federal Opportunity Zonesƒ City well positioned for agricultural processing jobsƒ New online permitting software can be major benefit to business attraction

SWOT ANALYSIS SUMMARY
Kosmont has summarized City strengths, weaknesses, opportunities and threats (“SWOT”).

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4. STRATEGIESCITY OF TURLOCK – EDSP
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Housing is Not a Loss
Leader, it’s a
Growth Driver
Retail is Not Just
Retail Anymore
Telework is
Reconfiguring Office
Industrial /
Distribution is Critical
for the Economy
Housing Creation as
Economic Development
Retail Reimagination as
Economic Development
Office Conversions as
Economic Development
Industrial & Fulfillment as
Economic Development
• New housing can generate tax
revenues and support local jobs from resident spending
• Variety of housing types is essential
to attracting new businesses and developing diverse productive workforce • Kosmont’s statewide experience
found that housing usually has a positive fiscal impact, especially at current property values • U.S. retail over-built and needs
“right sizing;” Covid accelerated trends; today its about essentials, experience & e-commerce • Blended/mixed use projects
integrate multiple uses (housing, retail, open space, creative office, hotel) • Telework and work from home
options are reshaping the needs for office space and business districts • New multi-family projects with coworking spaces and amenities will help attract young professionals with computer skills
• Retail can’t thrive without
distribution; Booming demand for e-commerce, particularly smaller last-mile delivery facilities • Flex space (a blend of industrial,
office, research and development space) is a growing market. Cities can attract high tech / skill firms. • Industrial supports development of
new agricultural products
Key Market and Economic Development Trends
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STRATEGIES / PROPOSED ACTION PLAN
Kosmont has identified Economic Development Strategies and an estimated investment range in order of priority for City’s consideration. Here is a summary that is followed by supporting detail and action items:1. Business Enhancement, Attraction & Retention (“BEAR”)2. Housing as Economic Development (Housing Element for Economic Development HEEDTM)3. Establish Business Incentive Program for targeted retail / commercial /industrial4. WISP5. Utilize Value Capture 6. Expand Sports Facilities7. Downtown Placemaking 8. Federal Opportunity Zones9. Gather Performance Metrics to measure annual progressFollowing the strategy discussion is a Roadmap – Implementation Priorities Source: Kosmont Companies
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BUSINESS EXPANSION, ATTRACTION AND RETENTION
A vibrant business sector is important to the fiscal health of the City. Business Expansion, Attraction and Retention (“BEAR”)is the keystone of most economic development departments. Ideally the City should focus on attracting industries withdiverse employment opportunities, that embrace new technology and offer higher paying jobs. City attracted ~1 million SF Amazon warehouse and has had success in large scale food processing with companies such asDivert (converting 100,000 tons of food waste into energy and nutrients), Sensient (global company creating colors, flavors andfragrances from organic foods), and Blue Diamond (using technology to create value added almond products).Business-friendliness (“How to get to Yes”) is a vital component to support the needs of businesses, developers and to fosterentrepreneurship, and bolster the local economy.Action Item 1: Develop technical assistance programs to support emerging businesses/entrepreneurs in the City.Action Item 2: Proactively work with business/property-owners to understand challenges and opportunities that may align withthe City’s economic development goals. Regularly contact the top 25 Sales Tax generators / EmployerAction Item 3: Pursue Healthcare providers (new and expansion).

Action Item 4: Create customized development agreements/incentive packages to facilitate major tenants.

Source: Kosmont Companies
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BUSINESS EXPANSION, ATTRACTION AND RETENTION
Action Item 5: Conduct outreach and collaborate with property owners to explore development opportunities and address challenges that can bring new uses to privately-owned sites.Action Item 6: Standard plan check review process with a set number of days for initial submission and subsequent submittals.Action Item 7: Consider incubator/accelerator programs for maker spaces that can help small businesses thrive.

Action Item 8: Online permitting system will improve business attraction and expansion.

Action Item 9: Consider adding business concierge or ombudsman to ED or Planning Dept to assist new business or development applications.Action Item 10: Attend ICSC and other conferences to meet with major retailers / restaurants / hotels / developers / brokers.

Source: Kosmont Companies
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HOUSING AS ECONOMIC DEVELOPMENT (HOUSING ELEMENT FOR ECONOMIC DEVELOPMENT HEEDTM )
Source: Kosmont Companies
New housing generates demand for commercial service and retail uses, significant new tax revenues, and supports wide range of local jobs. Morgan Ranch Master Plan is opportunity for new housing development.New mid to high-end single family housing with recreational amenities can draw regional skilled tradesmen, as well as STEM workers (Science, Technology, Engineering and Math) that can attract medical and other professional companies to Turlock.Office reconfiguration and work at home schedules alleviate traffic and help keep “wallets” in local communities – allowing small businesses to capture more local spending.High assessed value = annual City share of property taxes of $750 to $1,000 per unit (total City share of the 1% property tax is approx. 17.5% including VLF In Lieu). CFD Services Tax provides additional ~$600 per unit on new housing.Retail spending by new households of $25,000 to $30,000 could generate $500 to $600 annually in sales and use taxes (including E-commerce spending from new Amazon warehouse).

Live
Work
Shop
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BUSINESS INCENTIVE PROGRAM
The City has adopted a policy which exempts existing buildings undergoing change of use from paying CFF Fees, where there is no increase in the total square footage for the use which original fees were paid and if the use has been operating for at least three years.Before considering any new program, but first it is important to set specific goals (e.g., assist small business, expand job creation, attract major tax generator, attract downtown development) and create a system to measure the success of each initiative. Cost of implementing can vary: job credits, façade improvement and infrastructure represent out of pocket costs, while tax sharing agreements and fee waivers are offset by new development tax revenues.Examples of incentives include:
ƒ Fast track permittingƒ Tax sharing agreements / tax abatements ƒ Job tax credits / Workforce trainingƒ Façade Improvement Programƒ Infrastructure investmentƒ Fee waivers / deferrals in targeted areasSee Section 5 – Regional Econ Dev Comparison for specific examples of incentives used by nearby cities Source: Kosmont Companies
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WESTSIDE INDUSTRIAL SPECIFIC PLAN (WISP)
Source: Kosmont Companies
The City has a 20-year old Master Plan for the 2,600-acre Turlock Industrial Park, which is in need of significant infrastructure. The recent construction of the ~1 million SF Amazon warehouse at the northern end of WISP was a major economic success, but not every new tenant can invest the millions of dollars for impact fees and wait years. Action Item 1: Establish Community Facilities Districts to help major land owners finance the infrastructure backbone and enable them to attract developers who market to major users in need of near-term space for rent.Action Item 2: City Econ Dev Staff to participate in NAIOP and other industrial organizations to promote WISP Action Item 3: Explore creation of Property Business Improvement District (PBID) to give area a unified image.Action Item 4: Consider update of the Specific Plan with an emphasis on assisting economic growth.

Action Item 5: Explore feasibility of Enhanced Infrastructure Financing District to refund CFD Special Taxes paid by developers for the upfront infrastructure (See Section 7 discussion of EIFD financing strategies).

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UTILIZE VALUE CAPTURE REAL ESTATE STRATEGIES Public and private sector real estate can be important assets to leverage for long-term economic development benefits. WhileTurlock has limited publicly owned land available for new development, there are many large private sector properties that canbe leveraged, as discussed on following slides.Capture Value from Private Real Estate • From Value Capture Zoning VCZTM - Development Opportunity Reserve (D.O.R. ®) allows cities to create a “bank” of new
density in zoning / specific plans, allowing them to give the density to projects that deliver community benefits & public amenities.* • From Tax Increment and Special Districts - Enhanced Infrastructure Financing Districts (“EIFD”) use property tax increment and Community Facility Districts (“CFD”) are tools to fund important local and regional infrastructure, especially WISP.* • From Public Private Partnerships - Enter into partnerships with property-owners to commit local government resources, help solicit development proposals that will advance both the property owner’s goals and the community’s goals.

Capture Value from Public Real Estate
• Cities can use a variety of sale or lease strategies to capture the value of their properties, while also increasing the General Fund tax base.
*See Section 7 - Economic Development Tools for more detailed discussion Source: Kosmont Companies
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DOWNTOWN PLACEMAKING
Source: Kosmont Companies
A healthy Downtown is important to a city. Turlock has significant assets, but the age of many buildings makes reuse challenging.Action Item 1: Consider programs to help existing businesses (such as façade improvement programs, streetery / outdoor retail) and help existing properties expand allowable uses in storefront spaces and allowing small scale manufacturing, food makers, artisans,breweries, woodworkers). Support non-profits willing to develop collaborative spaces with other resources in underutilized buildings.Action Item 2: Explore expansion of the Property Based District to support enhanced cleaning, security, marketing and physical improvements in downtown.Action Item 3: Evaluate publicly-owned opportunity sites in the downtown area – such as the surface parking lots– to evaluate potential reuse strategies that aim to add gathering places, activities, and other amenities.Action Item 4: Invest in physical improvements that can create sense of place and further activate the downtown area—through gateway signage and wayfinding, public art, pedestrian-oriented improvements such as plazas and outdoor spaces, water features, streetimprovements, micro-transit services.Action Item 5: Grow social media engagement channels, social medial influencer/engagement channels, as well as marketing/trade publications to promote Downtown businesses and events.

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PLACEMAKING BY DESIGN, DISTRICTS & EVENTS
The MedicalMain Streetdistrict inLancaster, CAaims to be ablended use areacentered aroundmajor medicalanchors thatincludes manycomplementaryuses.

Murals in downtownProvidence, RI addcharacter and highlightlocal artists and themes.

Events like the CicLAvia bike / walk fairs inLos Angeles and the Mission Inn Festival ofLights in Riverside, CA are memorable andengaging activations of public spaces.

Distinctive signs –such as the neonsigns in Fillmore andthe Star Theatre inOceanside – can givean area a distinctivesense of place.

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SPORTS AND ECONOMIC DEVELOPMENT
In the past decade, youth sports facilities have become a major economic driver for suburban communities across the U.S. with families traveling hours to participate in weekend tournaments for baseball, softball, soccer, tennis etc. In early 2022, the City retained Victus Advisors to analyze the potential for an indoor sports center in Turlock. Based on extensive interviews from County business and community leaders and other stakeholders they found significant support for an indoor facility to serve up to 80 weekend tournaments per year (e.g. basketball, volleyball, pickleball, cheer leading). During the week, the facility would be used by local groups.ƒ Victus estimated the center could increase overnight hotel visits by 76,000 per year and generate over $50 million in economic activity and close to $1 million per year in hotel and sales tax revenues to Turlock. ƒ Kosmont research found exciting examples of sports facilities built in rural/suburban areas that expanded into major entertainment centers that can be good examples for Turlock to consider. ƒ WISP has large land to accommodate a major indoor/outdoor sports facility and supporting retail, entertainment and hospitality uses. If desired by City Council, consider interviewing sports facility experts with operation experience on projects illustrated on following pages.

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EXAMPLE - ADVENTHEALTH SPORTS PARKOVERLAND PARK, KANSASƒ Opened: 2024ƒ Owned/Operated by Bluhawk Sportsƒ Size: 420,000 sf indoor sports & entertainment complex
ƒ Facilities: 3,200-seat multipurpose arena, 8 basketball courts, 1,500-seat NHL regulation ice rink, 40,000 sf indoor turf football field, e-sports arena, performance training center ƒ Hawk’s Outpost (family entertainment center)
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EXAMPLE - SAND MOUNTAIN PARK & AMPHITHEATERALBERTVILLE, ALABAMAƒ Size: 130-acre sports, leisure, wellness & entertainment venue. Opened: 2021
ƒ Owned by the City of Albertvilleƒ Operated by The Sports Facilities Companiesƒ Outdoor Features: outdoor water park, 9 diamond turf fields, 5 multi-sport turf fields, 18-hole disc golf course, 17 slot RV park, 16 tennis courts, 5,000+ capacity amphitheater, 2 basketball courts, 2 sand volleyball courts ƒ Indoor Amenities: fitness center, 2 racquetball courts, 2- ane indoor track, 8-lane aquatics center, 4 hardwood courts, 25,000 sf event space, concession area DRAFT

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Sand Mountain Park Indoor & Outdoor Facilities Blueprint DRAFT

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FEDERAL OPPORTUNITY ZONES
In 2017, the Federal Tax Cuts and Jobs Act was passed by Congress, establishing an Opportunity Zone (“OZ”) program to encourage investment in low-income census tracts. In 2018, the CA Governor identified 879 qualified census tracts statewide to be eligible. There are two census tracts in Turlock with an estimated 837 acres of qualified area within City boundaries. 117 acres are in the WISP area and 11 acres are in Downtown. This program expires at end of 2026, but the new 2025 BBB Tax Law modified the program and extended the timeframe for OZ benefits indefinitely. Effective 1/1/27, OZ investors in a qualified OZ Fund can defer capital gains for 5 years on other asset sales (if invested in businesses or property in OZ area) and receive a 10% basis step-up. Profits from a future OZ asset sale will be capital gains tax free. Development of new commercial, industrial and multi-family apartments are the most prevalent OZ investments. It is important for City to identify priority sites suited for development as soon as possible in order to take advantage of the program. To attract special OZ investment funds, the area needs upfront backbone infrastructure and a simplified entitlement process to accelerate the construction timetable.

Source: Kosmont Companies
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PERFORMANCE METRICS
In order to track economic development progress, it is important for the City to maintain annual business and development data analytics to keep on top of economic and market trends:

1. Commercial Building Permits in Key Areas – measure commercial developer interest2. Assessed Value of Commercial and Industrial Property – show increased private sector investment3. Number and Type of Business Licenses – measure new business formations4. Employment by Industry – show success in commercial and industrial business attraction and employment growth5. Sales Tax Revenues by Geographic District – measure success in attracting businesses and economic activity6. Hotel Tax Revenues – measure success in attracting more visitors7. Hotel Visitor Survey – identify types of visitors, short term vs longer term stays8. Annual Survey of Business Owners – identify issues regarding City permitting / zoning process and other programs

9. Special Event Data attendance estimates – show success of community outreach efforts Source: Kosmont Companies
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ECON DEV ROADMAP – IMPLEMENTATION PRIORITIES
While establishing priorities for economic development is the City Council’s prerogative, Kosmont was asked to recommend a roadmap for implementing the various strategies discussed over the next 3 years.6 Month Priorities could include:
ƒ Assign responsibility to gather Performance Metricsƒ Initiate Business Expansion, Attraction and Retention (“BEAR”) and incentive policies 12 Month Priorities could include:
ƒ WISP Infrastructure Financing Planƒ Provide report to Council on BEAR success and other Economic Performance Metricsƒ Downtown Placemaking events 3 Year Priorities could include:
ƒ Examine new sports facilities districtƒ Master plan for Federal Opportunity Zone ƒ Implement Value Capture Strategies DRAFT