City Council
Regular Meeting
AGENDA
(to be held both at the physical and virtual locations below) Civic Center Council Chamber ♦ 300 Seminary Avenue ♦ Ukiah, CA 95482 To participate or view the virtual meeting, go to the following link: https://us06web.zoom.us/j/83364415614 Or you can call in using your telephone only:
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June 18, 2025 - 5:15 PM
1. ROLL CALL
2. PLEDGE OF ALLEGIANCE
3. AB 2449 NOTIFICATIONS AND CONSIDERATIONS
4. PROCLAMATIONS/INTRODUCTIONS/PRESENTATIONS
5. PETITIONS AND COMMUNICATIONS
6. APPROVAL OF MINUTES
6.a. Approval of the Minutes for the May 29, 2025, Special Joint Meeting.
Recommended Action: Approve the Minutes for the May 29, 2025, Special Joint Meeting.
Attachments:
1. 2025-05-29 Draft Minutes - IWPC All Boards Joint Meeting
6.b. Approval of the Minutes for the June 2, 2025, Special Meeting.
Recommended Action: Approve the Minutes for the June 2, 2025, Special Meeting.
Attachments:
1. 2025-06-02 Draft Minutes - Special Meeting
6.c. Approval of the Minutes for the June 3, 2025, Special Meeting.
Recommended Action: Approve the Minutes for the June 3, 2025, Special Meeting.
Attachments:
1. 2025-06-03 Draft Minutes - Special Meeting
6.d. Approval of the Minutes for the June 4, 2025, Special Joint Meeting.
Recommended Action: Approve the Minutes for the June 4, 2025, Special Joint Meeting.
Attachments:
1. 2025-06-04 Joint Meeting Draft Minutes
6.e. Approval of the Minutes for the June 4, 2025, Regular Meeting.
Recommended Action: Approve the Minutes for the June 4, 2025, Regular Meeting.
Attachments:
1. 2025-06-04 Draft Minutes
7. RIGHT TO APPEAL DECISION
Persons who are dissatisfied with a decision of the City Council may have the right to a review of that decision by a court. The City has adopted Section 1094.6 of the California Code of Civil Procedure, which generally limits to ninety days (90) the time within which the decision of the City Boards and Agencies may be judicially challenged.
8. CONSENT CALENDAR
The following items listed are considered routine and will be enacted by a single motion and roll call vote by the City Council.
Items may be removed from the Consent Calendar upon request of a Councilmember or a citizen in which event the item will be considered at the completion of all other items on the agenda. The motion by the City Council on the Consent Calendar will approve and make findings in accordance with Administrative Staff and/or Planning Commission recommendations.
8.a. Report of Disbursements for the Month of May 2025.
Recommended Action: Approve the report of disbursements for the month of May 2025.
Attachments:
1. May 2025 Summary of Disbursements
2. Account Codes for Reference
3. Object Codes for Reference
4. May 2025 Disbursement Detail
8.b. Adoption of an Ordinance Adopting the Updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area, as Released by the California Department of Forestry and Fire Protection (CAL FIRE) Under the Direction of the Office of the State Fire Marshal (OSFM).
Recommended Action: Adopt ordinance adopting the updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area.
Attachments:
1. FHSZ_City_LRA_11x17_Ukiah
2. CAL FIRE-City Correspondence (newest to oldest)
3. FHSZ Map Ordinance - City of Ukiah LRA 6.18.25
8.c. Award Contract to Peoria Ford for the Purchase of Two 2026 Ford Police Interceptor Utility Vehicles for the Amount of $127,160.50.
Recommended Action: Award contract to Peoria Ford for the purchase of two 2026 Ford Police Interceptor Utility Vehicles for the amount of $127,160.50.
Attachments:
1. Bid Tabulation RFB E41261 2025 Ford Interceptor
2. Peoria Ford Bid
8.d. Approval of a Contract with Intercounty Mechanical & Electric, Inc. for the Installation of a Direct Expansion InRow Cooling System Replacement for the Civic Server Data Center in the Amount of $98,175, and Approve Corresponding Budget Amendment.
Recommended Action: Approve a contract with Intercounty Mechanical & Electric, Inc. for the installation of a Direct Expansion InRow Cooling System Replacement for the Civic Server Data Center in the amount of $98,175, and approve corresponding budget amendment.
Attachments:
1. ASR 5-21-25
2. Intercounty Mechanical Proposal
8.e. Notification of Publishing Services Agreement by Ukiah Daily Journal for Fiscal Year 2025/2026, in the Amount of $7.15 per Column Inch.
Recommended Action: Receive and approve notification/agreement of the legal publishing services of Ukiah Daily Journal for fiscal year 2025/2026, in the amount of $7.15 per column inch.
Attachments:
1. Legal contract-City of Ukiah eff 2025-2026
8.f. Consider Adoption of a Resolution Authorizing the Renewal of the City’s Tax and Revenue Anticipation Note (TRAN) Program for Fiscal Year 2025-26.
Recommended Action: Adopt a resolution that:
1. Authorizes the issuance and sale of the City of Ukiah 2025-26 Tax and Revenue Anticipation Note in an amount not to exceed $10,000,000.
2. Approves the Note Purchase Agreement with Umpqua Bank in substantially final form.
3. Authorizes the Finance Director or other authorized officer to execute the Note Purchase Agreement and related documents.
Attachments:
1. Ukiah 2025-26 TRAN Authorizing Resolution_v3_2
2. Ukiah 2025-26 TRAN Note Purchase Agreement_v3_2
8.g.
Authorize the City Manager to Negotiate and Execute Amendment No. 2 to the Agreement with Tyler Technologies, Inc. for SaaS Cloud-based Hosting of the Tyler Munis ERP Finance System, and Approve Continuous One-year Renewals Subject to Staff Discretion and Future Fiscal Year Budget Approvals.
Recommended Action:
Authorize the City Manager to negotiate and execute Amendment No. 2 to the agreement with Tyler Technologies, Inc. for SaaS cloud-based hosting of the Tyler Munis ERP Finance system, and approve continuous one-year renewals subject to Staff discretion and future fiscal year budget approvals.
Attachments:
1. Original Agreement and First Amendment
2. Proposed Amendment
8.h. Adoption of Resolution Identifying the Proposed Project List for SB1: Road Repair and Accountability Act for Fiscal Year 2025/2026.
Recommended Action: Adopt a resolution identifying the proposed project list for SB1: Road Repair and Accountability Act for fiscal year 2025/2026.
Attachments:
1. DRAFT RESOLUTION 2025-2026
9. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
The City Council welcomes input from the audience. If there is a matter of business on the agenda that you are interested in, you may address the Council when this matter is considered. If you wish to speak on a matter that is not on this agenda that is within the subject matter jurisdiction of the City Council, you may do so at this time. In order for everyone to be heard, please
limit your comments to three (3) minutes per person and not more than ten (10) minutes per subject. The Brown Act regulations do not allow action to be taken on audience comments in which the subject is not listed on the agenda.
10. COUNCIL REPORTS
11. CITY MANAGER/CITY CLERK REPORTS
12. PUBLIC HEARINGS (5:30 PM)
13. UNFINISHED BUSINESS
13.a. Status Report on Emergency Contract with Diamond D Construction, LLC for the Emergency Repair of the Western Hills Mudslide at the City Water Tank (Pressure Zone 1-North, or PZ1-N) and Request for Authorization to Continue Work Under This Emergency Contract.
Recommended Action: Receive report and approve the continued work on the emergency contract with Diamond D Construction for the emergency repair of the Western Hills mudslide at the City water tank PZ1-N.
Attachments:
1. Resolution 2025-08 - Emergency Procurement for Mudslide at PZ1
2. Diamond D Estimate for PZ1
3. Purchase Order for Diamond D Slide
4. Slide Pictures
13.b. Approval and Adoption of 2025-26 Fiscal Year City Budget through Resolution, Five-Year Capital Improvement Plan, the Gann Limit Resolution, and Budget Agreement with the Ukiah Valley Sanitation District.
Recommended Action: Taken Separately:
1. Approve and adopt budget resolution for the fiscal year 2025-26
2. Approve and adopt the updated Five-Year Capital Improvement Program Schedule for the fiscal year 2025-26
3. Approve and adopt Gann Limit resolution for fiscal year 2025-26
4. Approve (in substantial form) and authorize City Manager to sign fiscal year 2025-26 budget agreement with the Ukiah Valley Sanitation District.
Attachments:
1. FY 25-26 Budget Resolution
2. Capital Improvement Plan - FYE 2026 - FINAL
3. Vehicle and Equipment Justifications FYE 26 - Final
4. FY 25-26 Gann Limit Resolution
5. Budget Approval Agreement, FY 2026 Draft
14. NEW BUSINESS
14.a. Approval of a 'Demolition Permit' to Remove an Existing Commercial Structure Subject to Historical Review at 214 East Perkins (APNs 002-192-24 and 002-192-25); File No. 25-000409.
Recommended Action: Approve the 'Demolition Permit' to remove an existing commercial structure subject to historical review, located at 214 East Perkins (APNs 002-192-24 and 002-192- 25); File No. 25-000409.
Attachments:
1. Application Materials
2. Mendocino County Assessor
3. Research from the Historical Society of Mendocino County
4. UCC Section 3016
5. May 22, 2025 Draft Mintutes
6. Public Comment - Ukiah Library
14.b. Receive Updates on City Council Committee and Ad Hoc Assignments, and, if Necessary, Consider Modifications to Assignments and/or the Creation/Elimination of Ad Hoc(s).
Recommended Action: Receive report(s). The Council will consider modifications to committee and ad hoc assignments along with the creation/elimination ad hoc(s).
Attachments:
1. 2025 City Council Special Assignments and Ad Hocs
15. CLOSED SESSION - CLOSED SESSION MAY BE HELD AT ANY TIME DURING THE MEETING
15.a. Conference with Legal Counsel – Anticipated Litigation (Government Code Section 54956.9(d)(4))
Initiation of litigation (1 case)
15.b. Conference with Legal Counsel – Existing Litigation (Government Code Section 54956.9(d)(1))
Name of case: Vichy Springs Resort v. City of Ukiah, Et Al; Case No. SCUK-CVPT-2018-70200
15.c. Conference with Legal Counsel – Existing Litigation (Government Code Section 54956.9(d)(1))
Name of case: Vichy Springs Resort, Inc v. City of Ukiah, et al.; Case No. 24-cv-07106-JSC
15.d. Conference with Legal Counsel – Existing Litigation (Government Code Section 54956.9)
Name of case: Jane Doe v. City of Ukiah et al., U.S.D.C. (Eureka Division) Case No. 123-cv009808
15.e. Conference Involving a Joint Powers Agency (Inland Water and Power Commission) City representative on IWPC Board (Mari Rodin)
Discussion will concern: (Conference with Real Property Negotiators (Gov’t Code §54956.8) Property: PG&E Potter Valley Project;
Agency Negotiators: Scott Shapiro, Janet Pauli.
Negotiating Parties: IWPC and PG&E
Under Negotiation: Price and Terms)
15.f. Conference with Real Property Negotiators
(Cal. Gov’t Code Section 54956.8)
Property: APN No: 167-280-15-00
Negotiator: Shannon Riley, Deputy City Manager
Negotiation Party: AE Carousel, LP
Under Negotiation: Price & Terms of Payment
15.g. Conference with Real Property Negotiators
(Cal. Gov't Code Section 54956.8)
Property: APN Nos: 184-080-37;184-080-36; 184-090-01; 184-090-07; 184-090-06; 184-100-04 Negotiator: Sage Sangiacomo, City Manager
Negotiating Parties: Henry's Original
Under Negotiation: Price & Terms of Payment
15.h. Conference with Labor Negotiator (54957.6)
Agency Designated Representative: Sage Sangiacomo, City Manager Employee Organizations: All bargaining units
Unrepresented Employee: Police Chief
16. ADJOURNMENT
Please be advised that the City needs to be notified 72 hours in advance of a meeting if any specific accommodations or interpreter services are needed in order for you to attend. The City complies with ADA requirements and will attempt to reasonably accommodate individuals with disabilities upon request. Materials related to an item on this Agenda submitted to the City Council after distribution of the agenda packet are available for public inspection at the front counter at the Ukiah Civic Center, 300 Seminary Avenue, Ukiah, CA 95482, during normal business hours, Monday through Friday, 8:00 am to 5:00 pm. Any handouts or presentation materials from the public must be submitted to the clerk 48 hours in advance of the meeting; for handouts, please include 10 copies.
I hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the bulletin board at the main entrance of the City of Ukiah City Hall, located at 300 Seminary Avenue, Ukiah, California, not less than 72 hours prior to the meeting set forth on this agenda.
Araceli Sandoval, Deputy City Clerk
Dated: 06/13/25
AGENDA ITEM 6a
CITY OF UKIAH
CITY COUNCIL MINUTES
Special Joint Meeting with the Inland Power and Water Commission (IWPC)
UKIAH VALLEY CONFERENCE CENTER
200 South School Street, Ukiah, CA 95482
Virtual Meeting Link: https://us02web.zoom.us/j/88249943594 May 29, 2025
5:30 p.m.
1. ROLL CALL
Ukiah City Council met with the Inland Power and Water Commission (IWPC) at a Special Meeting on May 29, 2025, having been legally noticed on May 23, 2025. The meeting was held in person and virtually at the following link: https://us02web.zoom.us/j/88249943594. Chair Pauli called the meeting to order at 5:31 p.m. Roll was taken with the following Councilmembers Present: Mari Rodin, Heather Criss, Susan Sher, and Douglas, F. Crane. Councilmember Absent: Juan V. Orozco.
IWPC Members Present: Madeline Cline, Mari Rodin, Tom Schoeneman, John Reardan, and Janet Pauli; City Staff Present: Sage Sangiacomo, City Manager and Kristine Lawler, City Clerk. IWPC Staff Present: Candace Horsley.
Also Present: County of Mendocino Board of Supervisors – Madeline Cline, Maureen Mulheren, John Haschak, Bernie Norvell, and Ted Williams; Staff Present: Atlas Pearson, Senior Deputy Clerk of the Board; Redwood Valley County Water District Members – Derek Dahlen, Bree Klotter, Tom Schoeneman, Ken Todd, and Adam Gaska; Russian River Flood Control District Members – Dave Koball, John Reardan, Chris Watt; Members Absent: Tyler Rodrique and John Bailey; Staff
Present: Elizabeth Salomone, General Manager; Potter Valley Irrigation District Members – Guinness McFadden, Dan Thornton, Janet Pauli, and Steve Guintini; Member Absent: Mac Magruder. Staff Present: Don Brown, Superintendent; Cliff Paulin, Legal Counsel; and Michelle Ricetti, Secretary/Treasurer.
IWPC CHAIR PAULI PRESIDING.
2. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
No public comments on non-agenda items were received.
3. IWPC ALL BOARDS WORKSHOP – INFORMATION BRIEFING – Issues Related to the Water Supply from PG&E’s Potter Valley Project
a. Context: PG&E and the Federal Energy Regulatory Commission (FERC).
Presenter: Scott Shapiro, IWPC Legal Counsel.
No public comment was received.
Report was received.
b. Proposal for a New Diversion Structure: the New Eel-Russian Facility (NERF).
Presenters: Tom Johnson, IWPC Consulting Engineer and Scott Shapiro, IWPC Legal Counsel.
Public Comment: Ed Nickerman;
PowerPoint Presentation and report were received.
City Council Special Joint Meeting with IWPC Minutes for May 29, 2025, Continued:
c. The Water Diversion Agreement – Framework for the Right to Divert Water.
Presenter: Scott Shapiro, IWPC Legal Counsel.
No public comment was received.
PowerPoint Presentation and report were received.
d. The Need for Additional Storage of Water in the Russian Watershed (U.S. Army Corps of Engineers Feasibility Study and Other Storage Options).
Presenter: Eric Nagy, Larsen Wurzel & Associates (LWA).
No public comment was received.
PowerPoint Presentation and report were received.
e. Next Steps: Likely Costs, Needed Actions, and Timing.
Presenters: Scott Shapiro, IWPC Legal Counsel; Eric Nagy, Larsen Wurzel & Associates (LWA); and Tom Johnson, IWPC Consulting Engineer.
PowerPoint Presentation and report were received.
Alison McLeod, KP Public Affairs, gave an online presentation and handouts were provided.
Public Comment: Sarah Schuyler and Ed Nickerman.
David Manning, Sonoma Water Environmental Resources Manager presented comments at the request of Mr. Shapiro.
BOARD OF SUPERVISORS ADJOURNED AT 8:27 P.M.
ALL BOARDS ADJOURNED TO CLOSED SESSION AT 8:27 P.M.
RECESS: 8:27 – 8:40 P.M.
4. CLOSED SESSION
a. Conference with Real Property Negotiators (Gov’t Code §54956.8) Property: PG&E Potter Valley Project
Agency Negotiators: Scott Shapiro, Janet Pauli, Tom Johnson Negotiating Parties: IWPC and PG&E
Under Negotiation: Price and Terms
ALL BOARDS RETURNED TO OPEN SESSION AT 9:06 P.M.
b. Report out of Closed Session.
No action was reported; direction was provided to staff.
5. ADJOURNMENT
There being no further business, the meeting adjourned at 9:08 p.m. _______________________________
Kristine Lawler, City Clerk
AGENDA ITEM 6b
CITY OF UKIAH
CITY COUNCIL MINUTES
Special Meeting
CIVIC CENTER COUNCIL CHAMBERS
300 Seminary Avenue, Ukiah, CA 95482
Virtual Meeting Link: https://us06web.zoom.us/j/86059017388 June 2, 2025
3:00 p.m.
1. ROLL CALL AND PLEDGE OF ALLEGIANCE
Ukiah City Council met at a Special Meeting on June 2, 2025, having been legally noticed on May 30, 2025. The meeting was held in person and virtually at the following link:
https://us06web.zoom.us/j/86059017388. Vice Mayor Sher called the meeting to order at 3:04 p.m.
Roll was taken with the following Councilmembers Present: Mari Rodin, Heather Criss, Juan V.
Orozco, Susan Sher, and Douglas, F. Crane (arriving at 3:20 p.m.). Staff Present: Sage Sangiacomo, City Manager; and Araceli Sandoval, Deputy City Clerk.
VICE MAYOR SHER PRESIDING.
The Pledge of Allegiance was led by Councilmember Orozco.
2. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
No public comment was received.
3. BUDGET HEARING
a. Presentation of the Draft 2025-26 Fiscal Year City Budget and Draft Five-Year Capital Improvement Plan.
Presenters:
Budget Overview - Dan Buffalo, Finance Director (3:08 p.m.) Mayor Crane arrived at 3:20 p.m. Vice Mayor Sher passed the gavel to the Mayor.
MAYOR CRANE PRESIDING.
Human Resources Update - AB 2561 – Tim Mitchell, Human Resources/Risk Management Supervisor (4:42 p.m.)
Capital Improvement Plan (CIP) – Dan Buffalo, Finance Director (4:48 p.m.) RECESS 4:59 – 5:04 p.m.
Department Presentations:
Community Services Department:
Alex Rorabaugh Recreation Center (ARRC) – Jake Burgess, Community Services Supervisor (5:05 p.m.)
Parks – Neil Davis, Community Services Director (5:06 p.m.) Park Development – Neil Davis, Community Services Director (5:11 p.m.) Aquatics – Jake Burgess, Community Services Supervisor (5:21 p.m.) Golf – Jake Burgess, Community Services Supervisor (5:22 p.m.) Conference Center – Jake Burgess, Community Services Supervisor (5:23 p.m.) Museum – Neil Davis, Community Services Director (5:26 p.m.) Recreation – Jake Burgess, Community Services Supervisor (5:30 p.m.) Special Services – Jake Burgess, Community Services Supervisor (5:31 p.m.)
City Council Minutes for June 2, 2025, Continued:
Councilmember Criss departed at 5:29 p.m.
Electric Utility – Cindy Sauers, Electric Utility Director Electric Distribution (5:35 p.m.)
Electric Technical Services (5:38 p.m.)
Electric Administration (5:41 p.m.)
No public comment was received.
4. ADJOURNMENT
There being no further business, the meeting adjourned at 5:50 p.m. ________________________________
Araceli Sandoval, Deputy City Clerk
AGENDA ITEM 6c
CITY OF UKIAH
CITY COUNCIL MINUTES
Special Meeting
CIVIC CENTER COUNCIL CHAMBERS
300 Seminary Avenue, Ukiah, CA 95482
Virtual Meeting Link: https://us06web.zoom.us/j/81552889637 June 3, 2025
3:00 p.m.
1. ROLL CALL AND PLEDGE OF ALLEGIANCE
Ukiah City Council met at a Special Meeting on June 3, 2025, having been legally noticed on May 31, 2025. The meeting was held in person and virtually at the following link:
https://us06web.zoom.us/j/81552889637. Mayor Crane called the meeting to order at 3:01 p.m. Roll was taken with the following Councilmembers Present: Mari Rodin, Heather Criss, Juan V. Orozco, Susan Sher, and Douglas F. Crane. Staff Present: Sage Sangiacomo, City Manager and Kristine Lawler, City Clerk.
MAYOR CRANE PRESIDING.
The Pledge of Allegiance was led by Mayor Crane.
2. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
No public comment was received.
3. BUDGET HEARING
a. Presentation of the Draft 2025-26 Fiscal Year City Budget and Draft Five-Year Capital Improvement Plan (Continued from June 2, 2025 if needed).
Presenters: Various Department Directors and Staff.
Department Presentations:
City Manager’s Office:
City Manager’s Office – Shannon Riley, Deputy City Manager (3:03 p.m.) City-wide Admin – Shannon Riley, Deputy City Manager (3:04 p.m.) Community Outreach – Shannon Riley, Deputy City Manager (3:05 p.m.) Economic Development – Shannon Riley, Deputy City Manager (3:06 p.m.) Emergency Management – Shannon Riley, Deputy City Manager (3:07 p.m.) Redevelopment Successor Agency – Shannon Riley, Deputy City Manager (3:08 p.m.) City Clerk – Kristine Lawler, City Clerk (3:09 p.m.)
Police Department:
Overview – Tom Corning, Police Chief. (3:11 p.m.)
Projects – Marla Swan, Communications and Records Manager (3:13 p.m.) Capital Outlay – Tom Corning, Police Chief (3:15 p.m.)
Community Development:
Overview – Craig Schlatter, Community Development Director (3:22 p.m.) Planning Services (3:32 p.m.)
Code Compliance (3:34 p.m.)
Building Services (3:34 p.m.)
Housing Services (3:34 p.m.)
Grants Management (3:35 p.m.)
Fire Prevention (3:35 p.m.)
Business Services (3:37 p.m.)
Climate Adaptation & Resilience (3:38 p.m.)
City Council Minutes for June 3, 2025, Continued:
Finance:
Overview – Dan Buffalo, Finance Director (3:46 p.m.)
Treasury Management – Dan Buffalo, Finance Director (3:48 p.m.) Accounting and Budget – Jessie Brunell, Finance Controller and Olga Keough, Finance Controller (3:49 p.m.)
Utility Billing and Customer Service – Barbara Babcock, Customer Service Representative Team Lead; Liz Patton, Billing and Customer Services Manager; and Gina Haufler, Customer Service Representative Team Lead (3:54 p.m.)
Financial Services Grants and Capital – Mary Horger, Financial Services Manager (4:07 p.m.) Information Technology – Scott Shaver, I.T. Manager and Ryan Burkhart, I.T. Manager (4:10 p.m.) Clerk noted that there was no public presence online or in the chamber.
Public Works:
Overview – Tim Eriksen, Public Works Director/City Engineer (4:17 p.m.) Fleet and Plant Maintenance (aka Garage) (4:19 p.m.)
Engineering (4:20 p.m.)
Corp Yard (4:25 p.m.)
Landfill (4:29 p.m.)
Building & Grounds Maintenance (4:33 p.m.)
Streets (4:34 p.m.)
Mendocino Solid Waste Management Authority (MSWMA) (4:35 p.m.) Water Resources:
Overview – Tim Eriksen, Public Works Director/City Engineer (4:39 p.m.) Water Services (4:40 p.m.)
Wastewater Services (4:46 p.m.)
Dan Buffalo answered questions regarding Wastewater Services (4:52) Recycle Water Services (4:54 p.m.)
Dan Buffalo commented regarding Wastewater Services (5:05) Human Resources/Risk Management:
Overview – Sheri Mannion, Human Resources/Risk Management Director (5:07 p.m.) Clerk restated that no public presence was online.
Airport:
Overview – Greg Owen, Airport Manager (5:10 p.m.)
Capital Outlay – Greg Owen, Airport Manager (5:14 p.m.)
4. ADJOURNMENT
There being no further business, the meeting adjourned at 5:19 p.m. ________________________________
Kristine Lawler, CMC/CPMC
AGENDA ITEM 6d
CITY OF UKIAH
CITY COUNCIL and UKIAH VALLEY FIRE DISTRICT MINUTES
Special Joint Meeting
UKIAH VALLEY CONFERENCE CENTER
200 South School Street, Ukiah, CA 95482
Virtual Meeting Link: https://us06web.zoom.us/j/87363354197 June 4, 2025
3:00 p.m.
1. ROLL CALL AND PLEDGE OF ALLEGIANCE
Ukiah City Council and the Ukiah Valley Fire District (UVFD) Board of Directors met at a Special Joint Meeting on June 4, 2025, having been legally noticed on May 30, 2025. The meeting was held in person and virtually at the following link: https://us06web.zoom.us/j/87363354197. Mayor Crane called the meeting to order at 3:04 p.m. Roll was taken with the following Councilmembers Present:
Mari Rodin, Heather Criss, Juan V. Orozco, Susan Sher, and Douglas, F. Crane. UVFD Board of Directors Present: Gregory Cavalin, Scott Cratty, Michael Graham, and Pete Bushby. UVFD Director Absent: Kevin Jennings, Staff Present: Sage Sangiacomo, City Manager; Dan Buffalo, Finance Director; Eric Singleton, Battalion Chief; Justin Buckingham, Battalion Chief; Stephanie Abba, Fire District Clerk; and Kristine Lawler, City Clerk. Additional Staff Present: Jessie Brunell, Finance Controller; Oliver MacDonald, Senior Accountant; Traci Boyl, Senior Management Analyst/Emergency Coordinator; Maria Ceja, Administrative Analyst; Mary Horger, Financial Services Manager; and Sheri Mannion, Human Resources Director/Risk Manager (participating online).
PRESIDENT BUSHBY PRESIDING.
The Pledge of Allegiance was led by City Manager Sangiacomo.
2. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
Clerk noted that no public members were present online or in the room.
3. NEW BUSINESS
a. Ukiah Valley Fire Authority Administration and Operations Workshop.
Presenters: Dan Buffalo, Finance Director; Sage Sangiacomo, City Manager; Justin Buckingham, Battalion Chief; and Eric Singleton, Battalion Chief.
No public comment was received.
The City Council and UVFD Board of Directors participated in a discussion regarding the Ukiah Valley Fire Authority administration and operations.
4. ADJOURNMENT
There being no further business, the meeting adjourned at 4:45 p.m. ________________________________
Kristine Lawler, City Clerk
AGENDA ITEM 6e
CITY OF UKIAH
CITY COUNCIL MINUTES
Regular Meeting
CIVIC CENTER COUNCIL CHAMBERS
300 Seminary Avenue, Ukiah, CA 95482
Virtual Meeting Link: https://us06web.zoom.us/j/85126364284 June 4, 2025
5:15 p.m.
1. ROLL CALL
Ukiah City Council met at a Regular Meeting on June 4, 2025, having been legally noticed on May 30, 2025. The meeting was held in person and virtually at the following link:
https://us06web.zoom.us/j/85126364284. Mayor Crane called the meeting to order at 5:23 p.m. Roll was taken with the following Councilmembers Present: Mari Rodin, Heather Criss, Juan V. Orozco, Susan Sher, and Douglas, F. Crane. Staff Present: Sage Sangiacomo, City Manager; David Rapport, City Attorney; and Araceli Sandoval, Deputy City Clerk.
MAYOR CRANE PRESIDING.
2. PLEDGE OF ALLEGIANCE
The Pledge of Allegiance was led by Mayor Crane.
3. AB 2449 NOTIFICATIONS AND CONSIDERATIONS
4. PROCLAMATIONS/INTRODUCTIONS/PRESENTATIONS
a. Presentation on the Annual Ukiah Airport Day, June 7, 2025.
Presenter: Greg Owen, Airport Manager.
No public comment was received.
Presentation was received.
b. Proclamation of the Ukiah City Council Recognizing June as Immigrant Heritage Month.
Presenter: Councilmember Orozco.
No public comment was received.
Proclamation was received by Jackeline Orozco, Al Punto Newspaper and Ukiah Vecinos en Acción. c. Proclamation Recognizing June as LGBTQIA2S+ and Pride Month in the City of Ukiah.
Presenter: Councilmember Criss.
Public Comment: Charlie Seltzer.
Proclamation was received by Jayden Musselman-Charmers and Elizabeth Kirsch.
5. PETITIONS AND COMMUNICATIONS
Deputy City Clerk, Araceli Sandoval, stated that no communications had been received.
City Council Minutes for June 4, 2025, Continued:
6. APPROVAL OF MINUTES
a. Approval of the Minutes for the May 21, 2025, Regular Meeting.
Motion/Second: Orozco/Criss to approve Minutes of May 21, 2025, a regular meeting, as submitted. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None. ABSENT: None. ABSTAIN: None.
7. RIGHT TO APPEAL DECISION
8. CONSENT CALENDAR
a. Report of Disbursements for the Month of April 2025 – Finance. b. Adoption of an Ordinance Amending Ukiah City Code to Update the City's Sign Regulations, Modifying Standards for Signage Type, Placement, Illumination, and Design Consistency Across Zoning Districts – Community Development.
ORDINANCE NO. 1255
ORDINANCE OF THE CITY COUNCIL OF THE CITY OF UKIAH ADDING AND AMENDING VARIOUS SECTIONS OF THE UKIAH CITY CODE REGULATING SIGNAGE. c. Approval of Amendments to the City's Recruitment and Retention Incentive Program (Admin Policy No. 2019-001) – Risk Management/Human Resources.
d. Approval of a Five (5) Year Agreement (2425-221) with RingCentral for the Purchase of a New Phone System for a Total of $156,625.20 Plus Additional Taxes That Apply – Information Services. e. Approve Plans and Specifications for the Fairgrounds Storm Drain Replacement Project Specification 25-02 and Authorize Staff to Issue Bids – Public Works.
Sheri Mannion, Human Resources and Risk Management Director responded to questions regarding agenda item 8c.
Tim Eriksen, Public Works Director responded to questions regarding agenda item 8e.
Motion/Second: Criss/Sher to approve Consent Calendar Items 8a-8e, as submitted. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None.
ABSENT: None. ABSTAIN: None.
9. AUDIENCE COMMENTS ON NON-AGENDA ITEMS
Public Comment: Katrina Kessen – Greater Ukiah Events.
10. COUNCIL REPORTS
Presenter: Councilmembers Rodin and Sher.
11. CITY MANAGER/CITY CLERK REPORTS
Presenters:
• Construction Update – Tim Eriksen, Public Works Director / City Engineer.
12. PUBLIC HEARINGS (5:30 PM)
a. Introduction of an Ordinance by Title Only Adopting the Updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area, as Released by the California Department of Forestry and Fire Protection (CAL FIRE) Under the Direction of the Office of the State Fire Marshal (OSFM).
City Council Minutes for June 4, 2025, Continued:
Presenters: Craig Schlatter, Community Development Director.
PUBLIC HEARING OPENED AT 6:32 P.M.
Public Comment: John Rogers.
PUBLIC HEARING CLOSED AT 6:41 P.M.
Motion/Second: Rodin/Criss to introduce the ordinance by title only with the removal of Section Four and for the City of Ukiah to continue lobbying and advocating to ensure that related regulations do not adversely impact the City. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None. ABSENT: None. ABSTAIN: None.
Deputy City Clerk, Araceli Sandoval, read the following ordinance title into the record:
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF UKIAH DESIGNATING FIRE HAZARD SEVERITY ZONES WITHIN THE CITY OF UKIAH LOCAL RESPONSIBILITY AREA.
Motion/Second: Rodin/Sher to introduce the ordinance adopting the updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area, with the removal of Section Four. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None.
ABSENT: None. ABSTAIN: None.
13. UNFINISHED BUSINESS
a. Adopt Resolution Affirming that the Proclamation of a Local Emergency Due to Ongoing Atmospheric Rivers Causing Damaging to Public Infrastructure Remains in Effect.
Presenter: Traci Boyl, Sr. Management Analyst.
No public comment was received.
Motion/Second: Criss/Rodin to adopt Resolution (2025-26) affirming that the local emergency remains in effect. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None. ABSENT: None. ABSTAIN: None.
b. Status Report on Emergency Contract with Diamond D Construction, LLC for the Emergency Repair of the Western Hills Mudslide at the City Water Tank (Pressure Zone 1- North, or PZ1-N) and Request for Authorization to Continue Work Under This Emergency Contract.
Presenter: Sage Sangiacomo, City Manager.
No public comment was received.
Motion/Second: Criss/Sher to receive report and approve the continued work on the emergency contract (PO 48757) with Diamond D Construction for the emergency repair of the Western Hills mudslide at the City water tank PZ1-N. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None. ABSENT: None. ABSTAIN: None.
14. NEW BUSINESS
a. Presentation of the Draft 2025-26 Fiscal Year City Budget and Draft Five-Year Capital Improvement Plan (Continued from June 2 & 3, 2025, if needed).
Presenters: Sage Sangiacomo, City Manager.
No public comment was received.
City Council Minutes for June 4, 2025, Continued:
City Manager, Sage Sangiacomo, stated that the City budget presentations had concluded and the budget adoption will occur at the June 18, 2025, City Council Regular meeting b. Receive Updates on City Council Committee and Ad Hoc Assignments and, if Necessary, Consider Modifications to Assignments and/or the Creation/Elimination of Ad hoc(s).
Presenter: Vice Mayor Sher and Sage Sangiacomo, City Manager.
Motion/Second: Sher/Criss to disband the Climate Action Plan Ad Hoc. Motion carried by the following roll call votes: AYES: Rodin, Criss, Orozco, Sher, and Crane. NOES: None. ABSENT:
None. ABSTAIN: None.
15. CLOSED SESSION
a. Conference with Legal Counsel – Anticipated Litigation (Government Code Section 54956.9(d)(4))
Initiation of litigation (5 cases)
b. Conference with Legal Counsel – Existing Litigation
(Government Code Section 54956.9(d)(1))
Name of case: Vichy Springs Resort v. City of Ukiah, Et Al; Case No. SCUK-CVPT-2018-70200 c. Conference with Legal Counsel – Existing Litigation
(Government Code Section 54956.9(d)(1))
Name of case: Vichy Springs Resort, Inc v. City of Ukiah, et al.; Case No. 24-cv-07106-JSC d. Conference with Legal Counsel – Existing Litigation
(Government Code Section 54956.9(d)(1))
Name of case: Russian River Keepers et al. v. City of Ukiah, Case No. SCUK-CVPT-20-74612 e. Conference Involving a Joint Powers Agency (Inland Water and Power Commission) City representative on IWPC Board (Mari Rodin)
Discussion will concern: (Conference with Real Property Negotiators (Gov’t Code §54956.8) Property: PG&E Potter Valley Project;
Agency Negotiators: Scott Shapiro, Janet Pauli.
Negotiating Parties: IWPC and PG&E
Under Negotiation: Price and Terms)
f. Conference with Real Property Negotiators
(Cal. Gov’t Code Section 54956.8)
Property: APN No: 167-280-15-00
Negotiator: Shannon Riley, Deputy City Manager
Negotiation Party: AE Carousel, LP
Under Negotiation: Price & Terms of Payment
g. Conference with Real Property Negotiators
(Cal. Gov't Code Section 54956.8)
Property: APN Nos: 184-080-37;184-080-36; 184-090-01; 184-090-07; 184-090-06; 184-100-04 Negotiator: Sage Sangiacomo, City Manager
Negotiating Parties: Henry's Original
Under Negotiation: Price & Terms of Payment
City Council Minutes for June 4, 2025, Continued:
h. Conference with Labor Negotiator (54957.6)
Agency Designated Representative: Sage Sangiacomo, City Manager Employee Organizations: All bargaining units
Unrepresented Employee: Police Chief
No Closed Session was held.
16. ADJOURNMENT
There being no further business, the meeting adjourned at 6:53 p.m. ________________________________
Araceli Sandoval, Deputy City Clerk
Agenda Item No: 8.a.
MEETING DATE/TIME: 6/18/2025
ITEM NO: 2022-1479
AGENDA SUMMARY REPORT
SUBJECT: Report of Disbursements for the Month of May 2025.
DEPARTMENT: Finance PREPARED BY: MaryJo Reynolds
PRESENTER: Consent Calendar
ATTACHMENTS:
1. May 2025 Summary of Disbursements
2. Account Codes for Reference
3. Object Codes for Reference
4. May 2025 Disbursement Detail
Summary: The Council will review and consider approval of the report of disbursements for the month of May 2025.
Background: Payments made during the month of May 2025 are summarized in the Report of Disbursements. Further details are supplied on the Schedule of Bills, representing the five (5) individual payment cycles within the month.
Accounts Payable Check Numbers (City & UVFA): 3062442-3062553; 3062554-3062646; 3062647-3062743; 3062744-3062869; 3062870-3062971
Accounts Payable Wire Transfer: 139
Payroll Check Numbers: 517570-517645; 517464-517726; 517727-517807 Payroll Manual Check Numbers: NA
Direct Deposit Numbers: 136341-136685; 136686-137028; 137029-137381 Manual Direct Deposit Numbers: NA
Void Check Numbers: 3062408, 3062250
Void Direct Deposit Numbers: N/A
Discussion: This report is submitted in accordance with Ukiah City Code Division 1, Chapter 7, Article 1.
Attachment #1: May 2025 Summary of Disbursements
Attachment #2: Account Codes for Reference
Attachment #3: Object Codes for Reference
Attachment #4: May 2025 Disbursement Detail
Recommended Action: Approve the report of disbursements for the month of May 2025.
BUDGET AMENDMENT REQUIRED: N/A
CURRENT BUDGET AMOUNT: N/A
PROPOSED BUDGET AMOUNT: N/A
FINANCING SOURCE: N/A
REVENUE: N/A GRANT: N/A
PREVIOUS CONTRACT/PURCHASE ORDER NO.: N/A
COORDINATED WITH: N/A
STRATEGIC PLAN (SP): N/A
CLIMATE INITIATIVES (CI): N/A
GENERAL PLAN ELEMENTS (GP): N/A
Attachment 1
FUNDS:
100 General Fund $362,898.43 700 Sanitary Disposal Site Fund $8,323.65 101 GF-(Sub-Fund) Visit Ukiah $19,970.93 701 Landfill Corrective Fund 105 GF-(Sub-Fund) Fire Authority $145,220.81 702 Disposal Closure Reserve Fund $461.50 106 USDA Forest Serv CWDG $60,239.70 704 Post Closure Fund - Solid Waste 110 Special General Fund 710 Ambulance Services Fund $84,029.45 120 Streets Capital Improvement 720 Golf Fund $2,866.10 130 Gov'tl Debt SVC/Reserve Fund 730 Confernence Center Fund $18,264.96 131 Debt Service Reserve 2022 LRB $1,285.00 750 Visit Ukiah 200 City Adminstrative Services $138,525.32 777 Airport Fund $36,230.48 201 Worker's Comp Fund $22,942.61 778 Airport Capital Improvement Fund $2,002.50 202 Liability Fund $18,552.09 779 Special Aviation Fund 203 Garage Fund $7,251.99 800 Electric Fund $1,106,072.88 204 Purchasing Fund $3,300.97 801 Electric Capital Reserve Fund $16,108.75 205 Billing & Collections Fund $113,469.85 803 Lake Mendocino Bond Reserve 206 Public Safety Dispatch Fund $2,096.42 805 Street Lighting Fund $9,094.60 207 Payroll Posting Fund $8,781.68 806 Public Benefits Fund $39,179.43 208 Building Maintenance/Corp Yard Fund $111,488.16 807 Cap and Trade $960.00 209 IT Fund $29,721.18 808 Electric Low Carbon Fuel STDS $450.00 220 Equipment Reserve Fund 820 Water Fund $282,889.03
249 City Housing Bond Proceeds 821 Water Capital Reserve Fund $594,525.38 250 Special Revenue Fund 822 Water Capital Improvement Fund $11,700.47 251 Special Projects Reserve Fund 830 Recycled Water Fund $527,717.52 252 Streets/ROW Improvement Fund $413,397.30 840 City/District Sewer Fund $216,046.93 253 CITY PROP 172 841 Sewer Contruction Fund
300 Park Development Fund 843 Sewer Capital Fund
301 Anton Stadium Fund 900 Special Deposit Trust $20,685.47 302 Observatory Park Fund 901 General Service (Accts Recv) $808.99 303 Playground & Park Amenities Fund 902 U.S.W. Billing & Collection $65,322.54 304 Swimming Pool Fund 903 Public Safety - AB 109 $0.00 305 Riverside Park Fund 905 Federal Emergency Shelter Grant 306 Skate Park Fund 905 Mendocino Emergency Service Authority 308 Opioid Settlement Fund 911 Russian River Watershed Association 310 Museum Grants $0.00 915 UVFD
311 Alex Rorbaugh Recreation Center Fund $5,519.07 916 UVFD PROP 172 312 Downtown Business Improvement Fund $8,993.73 917 UVFD Measure B 313 LMIHF Housing Asset Fund 918 UVFD Mitigation
314 Winter Special Events $117.59 920 MSWMA Operations $43,006.71 315 Advanced Planning Fund 922 Millview County Water District $12,258.41 316 SPECIAL RECREATION EVENTS 923 Milview Capital Charge 500 2106 Gas Tax Fund $4,750.00 927 Redwood Valley Water District $134,950.19 501 2107 Gas Tax Fund 932 Willow Water District Operations $2,308.77 503 2105 Gas Tax Fund 940 Sanitation District Special Fund 505 Signalization Fund 942 Rate Stabilization - UVSD Fund 506 Bridge Fund 943 Sanitation District Capital Improvement Fund 507 1998 STIP Augmentation Fund 952 REDIP Sewer Enterprise Fund 508 SB325 Reimbursement Fund $2,055.00 960 Community Redevelopment Agency 509 S.T.P. Fund $21,723.75 961 RDA Housing Pass-Through 510 Trans-Traffic Congest Relief Fund 962 Redevelopment Housing Fund 511 Rail Trail Fund $51,744.58 963 Housing Debt
600 Community Development Block Grant 964 RDA Capital Pass-Through 601 EDBG 94-333 Revolving Loan 965 Redevelopment Capital Improvement Fund 602 Community Development Fund 966 Redevelopment Debt Service 603 08-HOME-4688 967 Housing Bond Proceeds
604 CDBG Grant 09-STBG-6417 968 Non-Housing Bond Proceeds 605 11-HOME-7654 Fund $0.00 969 RDA Obligation Retirement Fund 606 CDBG Grant 10-EDEF-7261 844/944 Sewer Capital Projects Fund $19,056.62 607 Prop 84 Grant Fund
609 13-CDBG-8940
610 City RDA Projects Fund
613 Home Program Activities
620 CASP Train
630 Asset Seizure Fund
631 Asset Seizure Fund (Drug/Alcohol) Retainage Withheld $77,679.41 633 H & S Education 11489(B)(2)(A1) 611 CDBG 16-CDBG-11147 $26,587.71 634 Federal Asset Seizure Grants
635 SUP Law Enforcement Service Fund
636 CBTHP Officer
637 Local Law Enforcement Block Grant
638 Asset Forfeiture 11470.2 H & S
639 Special Revenue - Police
640 Parking District Fund $581.68
670 Federal American Rescue Fund
691 Museum Fund
695 Transfer Station Fund
696 Solid Waste Mitigation Fund $33,213.36
PAYROLL CHECK NUMBERS: 517570-517645
DIRECT DEPOSIT NUMBERS: 136341-136685
PAYROLL PERIOD: 04/13/25-04/26/25
PAYROLL CHECK NUMBERS: 517464-517726
DIRECT DEPOSIT NUMBERS: 136686-137028 TOTAL DEMAND PAYMENTS- A/P CHECKS $4,947,429.65 PAYROLL PERIOD: 04/27/25-05/10/25 TOTAL DEMAND PAYMENTS- EFT's $0.00 PAYROLL CHECK NUMBERS: 517727-517807 TOTAL PAYROLL CHECKS & DIRECT DEPOSITS $1,561,533.95 DIRECT DEPOST NUMBERS: 137029-137381 TOTAL PAYROLL EFT's (TAXES, PERS, VENDORS) $798,027.43 PAYROLL PERIOD: 05/11/25-05/24/25 * vendor name( if applicable) VOID CHECK NUMBERS:
3062504, 3062620
NA TOTAL PAYMENTS $7,306,991.03
WIRE TRANSFER NUMBERS:
CERTIFICATION OF CITY CLERK
This register of Payroll and Demand Payments was duly approved by the City Council on ____________________.
City Clerk
APPROVAL OF CITY MANAGER
I have examined this Register and approve same. CERTIFICATION OF DIRECTOR OF FINANCE I have audited this Register and approve for accuracy
and available funds.
____________________________________________
City Manager ________________________________________________ Director of Finance
MANUAL CHECK NUMBERS:
CITY OF UKIAH
REPORT OF DISBURSEMENTS
REGISTER OF PAYROLL AND DEMAND PAYMENTS
FOR THE MONTH OF MAY 2025
Account Code Summary Attachment 2
10000000 GENERAL FUND 20012300 COMMUNITY OUTREACH/PUBLIC INFO 10017200 SUCCESSOR AGENCY 20012500 CITY CLERK
10020000 POLICE - GEN FUND 20012600 ECONOMIC DEVELOPMENT 10020210 POLICE PATROL 20012800 EMERGENCY MANAGEMENT
10020214 POLICE VOLUNTEERS 20013210 ACCOUNTS PAYABLE
10020216 COPS GRANT 20013220 PAYROLL
10020217 POLICE ANIMAL CONTROL 20013400 ACCOUNTING
10020218 POLICE CSO 20013401 BUDGET MANAGEMENT
10020220 CODE ENFORCEMENT 20014000 CITY ATTORNEY
10020224 MAJOR CRIMES TASK FORCE 20015100 CITY TREASURER 10021210 CITY FIRE 20016100 HUMAN RESOURCES
10022100 PARKS 20023510 HOUSING GRANTS
10022300 AQUATICS 20023520 NON-HOUSING GRANTS
10022700 MUSEUM - GEN FUND 20100000 WORKER'S COMP FUND
10022810 RECREATION ADMINISTRATION 20116220 WORKERS COMPENSATION 10022821 ADULT BASKETBALL 20200000 LIABILITY FUND
10022822 ADULT SOFTBALL 20216200 RISK MANAGEMENT
10022824 CO-ED VOLLEYBALL 20300000 GARAGE FUND
10022831 YOUTH BASKETBALL 20324100 GARAGE
10022832 YOUTH SOFTBALL 20324110 FLEET MAINTENANCE
10022840 DAY CAMP 20400000 PURCHASING FUND
10022850 CLASSES & CLINICS 20413500 PURCHASING
10022860 SPECIAL ACTIVITIES 20413510 CAPITAL ASSET MANAGEMENT 10022900 COMM SVCS SPECIAL SERVICES 20413520 GRANTS AND SPECIAL PROJECTS 10023100 PLANNING SERVICES 20414000 LEGAL SERVICES/EXPENSES 10023110 CURRENT PLANNING 20500000 BILLING AND COLLECTION FUND 10023300 BUILDING INSPECTION 20513300 UTILITY BILLING
10023320 BUILDING INSPECTION 20513380 METERING-ELECTRIC 10023411 CDBG GENERAL ADMIN 20513382 METERING-WATER
10024200 ENGINEERING/STREETS 20600000 PUBLIC SAFETY DISPATCH FUND 10024210 ENGINEERING 20620231 POLICE UKIAH DISPATCH
10024214 TRAFFIC SIGNAL OPERATIONS 20620232 POLICE FT BRAGG DISPATCH 10024224 STORM WATER 20700000 PAYROLL POSTING FUND
10024310 CORP YARD MAINTENANCE 20800000 BUILDING & MAINTENANCE 10024620 STREETS 20822500 BUILDING & MAINTENANCE
10100000 GF- (SUB-FUND) VISIT UKIAH 20824300 BLDG MAINT CORP YARD 10112700 GF-(SUB-FUND) VISIT UKIAH 20900000 IT FUND
10500000 MEASURE S GENERAL FUND 20913900 INFORMATION TECHNOLOGY 10521210 FIRE AUTHORITY 22000000 FIXED ASSET FUND
10600000 USDA FOREST SERV CWDG 25100000 SPECIAL PROJECTS RESERVE FUND 12000000 STREET REHABILITATION 25200000 STREETS/ROW IMPROVEMENT FUND 12024200 PUBLIC WORKS ENGINEERING 25224220 STREETS/ROW IMPROVEMENT FUND 13000000 GOV'TL DEBT SVC/RESERVE FUND 25300000 PROP 172 FUND 13100000 DEBT SERVICE RESERVE 2022 LRB 25321210 CITY FIRE 20000000 CITY ADMINISTRATIVE SERVICES 30000000 PARK DEVELOPMENT FEES FUND 20010000 CITY COUNCIL 30022200 PARK DEVELOPMENT
20012100 CITY MANAGER 30100000 ANTON STADIUM FUND
Account Code Summary Attachment 2
20012200 ADMINISTRATIVE SUPPORT 63500000 SUP.LAW ENFORCE.SVC.FD(SLESF) 30200000 OBSERVATORY PARK FUND 63520210 SLESF
30300000 PLAYGROUND & PARK AMENITIES FU 63600000 CBTHP OFFICER 30322230 PLAYGROUND AND PARK AMENITIES 63620210 CBTHP OFFICER 30400000 SWIMMING POOL FUND 63800000 ASSET FORFEITURE 11470.2 H&S F 30522250 RIVERSIDE PARK 63820210 ASSET FORFEITURE 11470 EXPENDI 30600000 SKATE PARK FUND 63900000 SPECIAL REVENUE POLICE 30700000 SOFTBALL COMPLEX FUND 64000000 PKG. DIST. #1 OPER & MAINT FUN 30800000 OPIOD SETTLEMENT FUND 64012600 ECONOMIC DEVELOPMENT 31100000 ARRC GENERAL OPERATING FUND 64020213 POLICE PARKING ENFORCEMENT 31122000 ARRC 67000000 FEDERAL AMERICAN RESCUE FUNDS
31200000 DOWNTOWN BUSINESS IMPROVEMENT 69500000 TRANSFER STATION 31212600 ECONOMIC DEVELOPMENT 69624000 SOLID WASTE MITIGATION FUND 31300000 LMIHF HOUSING ASSET FUND 70000000 SANITARY DISPOSAL SITE FUND 31323400 HOUSING 70024500 LANDFILL 700
31323431 LMI GENERAL ADMIN 70124500 LANDFILL CORRECTIVE 31500000 ADVANCED PLANNING FUND 70200000 DISPOSAL CLOSURE RESERVE FUND 31523100 COMMUNITY PLANNING 70224500 LANDFILL CLOSURE
31600000 SPECIAL RECREATION EVENTS 70400000 POST CLOSURE FUND-SOLID WASTE 31622861 SPECIAL RECREATION EVENTS 71000000 AMBULANCE SERVICES FUND 50000000 GAS TAX FUND 71021100 AMBULANCE SERVICES
50024214 TRAFFIC SIGNAL OPERATIONS 72000000 GOLF FUND
50500000 SIGNALIZATION FUND 72022400 GOLF
50800000 SB325 REIMBURSEMENT FUND 73000000 CONFERENCE CENTER FUND 50824210 SB325 ENGINEERING 73022600 CONFERENCE CENTER
50900000 S.T.P. 77700000 AIRPORT FUND
50924210 STP ENGINEERING 77714000 CITY ATTORNEY
51100000 RAIL TRAIL FUND 77725200 AIRPORT OPERATIONS
51124210 Rail Trail 77800000 AIRPORT CAPITAL IMPROVEMENT FU 60000000 COMM. DEVELOPMT. BLOCK GRANT F 77825200 AIRPORT CAPITAL 60023411 CDBG GENERAL ADMIN 77900000 SPECIAL AVIATION FUND 60023412 CDBG ACTIVITY DELIVERY 77925200 AIRPORT SPECIAL 61100000 CDBG 16-CDBG-11147 80000000 ELECTRIC FUND
61112600 CDBG ECONOMIC DEVELOPMENT 80014000 CITY ATTORNEY 61123410 16-CDBG-11147 80026110 ELECTRIC OVERHEAD
61123411 CDBG GENERAL ADMIN 80026120 ELECTRIC UNDERGROUND 61200000 FUND 612 UNASSIGNED 80026200 TELEMETRY & CALIBRATION 61223400 HOME CDD HOUSING 80026210 SUBSTATION
61223422 HOME ACTIVITY DELIVERY 80026220 HYDROELECTRIC PLANT 61323400 HOME HOUSING ACTIVITIES 80026400 ELECTRIC ADMINISTRATION 61323421 HOME GENERAL ADMIN 80026440 POWER PURCHASES
62000000 CASP CERTIF & TRAINING 80100000 ELECTRIC CAPITAL RESERVE FUND 62023320 CASP CERTIF & TRAINING 80126100 ELECTRIC CIP
63000000 ASSET SEIZURE FUND 80126220 HYDROELECTRIC PLANT 63020210 ASSET SEIZURE EXPENDITURE 80500000 STREET LIGHTING FUND 63300000 H&S EDUCATION 11489(B)(2)(A1) 80526150 STREET LIGHTING 63320210 H&S ASSET SEIZURE EXPENDITURE 80600000 PUBLIC BENEFITS CHARGES FUND
Account Code Summary Attachment 2
63400000 FEDERAL ASSET SEIZURE GRANTS F
63420250 FED ASSET SEIZURE EXPENDITURE
80626450 PUBLIC BENEFITS
80700000 ELECTRIC CAP AND TRADE FUND
80800000 ELECTRIC LOW CARBON FUEL STDS
80826100 ELECTRIC LOW CARBON FUEL STDS
82000000 WATER FUND
82027110 WATER
82027111 PROD OPERATIONS & MAINTENANCE
82027114 DISTRIB OPERATIONS & MAINT
82100000 WATER CAPITAL RESERVE FUND
82200000 WATER CONNECTION FEE FUND
82227113 WATER DISTRIBUTION CAPITAL
83000000 RECYCLED WATER
83027330 RECYCLED WATER
84000000 CITY/DIST. SEWER OPERATING FUN
84027220 WASTE WATER
84027221 CITY WASTE O & M
84027225 WASTE TREATMENT O & M
84100000 SEWER BOND DEBT SERVICE FUND
84127226 WASTEWATER TREATMENT CAPITAL
84200000 RATE STABILIZATION-CITY FUND
84300000 CONNECTION FEE SEWER FUND (CAP
84400000 CITY SEWER CAPITAL PROJECTS FU
84427221 CITY WASTEWATER O&M 844
84427222 CITY WASTE CAPITAL
90000000 SPECIAL DEPOSIT TRUST FUND
91500000 UKIAH VALLEY FIRE DEPARTMENT
91521400 UVFD FIRE ADMINISTRATION
91600000 UVFD PROP 172
91621400 UVFD PROP 172
91700000 UVFD MEASURE B UNASSIGNED
91721400 UVFD FIRE
91800000 UVFD MITIGATION FEES
91821400 UVFD MITIGATION
92000000 MSWMA OPERATIONS
92200000 MILLVIEW COUNTY WATER DISTRICT
92700000 REDWOOD VALLEY WATER DISTRICT
96900000 REDEVELOPMENT OBLIGATION RETIR
96917200 SUCCESSOR AGENCY
96995669 969 - RDA OBLIGATION RETIREMEN
51211 PERS UNFUNDED LIABILITY 54101 POSTAGE
51220 INSURANCE 54102 SMALL TOOLS
51230 WORKERS COMP 54103 LAB SUPPLIES
51240 MEDICARE 54106 SPECIALTY SUPPLIES
51260 FICA 54107 EMS SUPPLIES
51270 UNIFORM ALLOWANCE 54120 PW - SPECIAL SUPPLIES
51290 CELL PHONE STIPEND 54121 PW - ASPHALT CONCRETE
52100 CONTRACTUAL SERVICES 54122 PW - AGGREGATE BASE
52110 AMBULANCE BILLING 54124 PW - CONCRETE/SUPPLIES
52111 DEFIBRILLATOR MAINTENANCE 54125 PW - TRAFFIC PAINT 52112 M. S. OVERSIGHT 54126 PW-PREMARKS
52113 PLANNING STUDIES 54127 PW - SIGN POSTS/SHEETING
52114 COMPLIANCE STUDIES 54128 PW - COLD PATCH MATERIAL 52130 EDUCATIONAL & MARKETING MATL'S 54129 PW - TACK OIL 52131 ASSISTANCE TO SENIORS 54130 PW - SAFETY
52133 MONTHLY DISCOUNT PROGRAM 54131 PW - BARRICADES & CONES 52134 GENERAL ADMIN 54161 BACKGROUND & PHYSICALS
52135 ENERGY CONSERVATION PROGRAM 54162 ADVERTISING
52137 PUBLIC BENEFITS PROGRAM MGMT 54163 INTERVIEW SUPPLIES 52139 RESEARCH DEVELOPMENT & DEMO 54165 NEW EMPLOYEE FINGERPRINT 52150 LEGAL SERVICES/EXPENSES 54166 DOT TESTING PROGRAM 52151 EMPLOYEE BENEFIT ADMIN FEES 54167 EMPLOYEE DEVELOPMENT 52155 ACTIVITY DELIVERY 54169 LIVESCAN
52180 SECURITY SERVICES 54201 PRISONER EXPENSE
52181 VOLUNTEER EXPENSES 54202 MAJOR CRIME INVESTIGATIONS 52301 PROPERTY TAX ADMIN FEE 54203 RECRUITMENT
52304 LAFCO FEES AND PROP TAX EXP 54320 SOFTWARE
52500 TRUSTEE FEES 54330 COMPUTER AND TECHNOLOGY
52510 ADVERTISING & PROMOTION 54500 EQUIP RENTS AND LEASES 52515 ADVERTISING & PUBLICATION 54700 FINES & PENALTIES 52521 LIABILITY INSURANCE PREMIUM 55100 TELEPHONE
52522 LIABILITY & PROPERTY DEDUCT 55200 PG&E
52524 PROPERTY INSURANCE PREMIUM 55210 UTILITIES
52525 WORKER'S COMP. EXPENSE 56100 VEHICLE & EQUIPMENT MAINT. & R 52526 REMIF ASSESSMENT PAYMENTS 56112 EQUIPMENT PARTS FOR RESALE 52527 A.D.P. PREMIUM & DEDUCTIBLE 56120 EQUIPMENT MAINTENANCE & REPAIR 52528 LIABILITY INSURANCE 56125 LAB EQUIP-REPAIR & MAINT. 52529 EARTHQUAKE & FLOOD (DIC) 56130 EXTERNAL SERVICES
52532 SAFETY & TRAINING SUPPORT 56210 FUEL & FLUIDS
52533 UVFA RETIREE HEALTH INS 56300 BUILDING MAINT. & REPAIR 52600 RENT 56410 EQUIPMENT RENTAL - PRIVATE
52601 DATA STORAGE & CONNECTIVITY 56504 FACILITY MAINTENANCE & REPAIR 52602 RENTAL OF CITY PROPERTY 56600 AIRFIELD MAINTENANCE & REPAIR 52841 SUCCESSOR AGENCY ADMIN 57100 LEARNING AND DEVELOPMENT 53000 LAWSUIT SETTLEMENT 57101 CONF & TRAINING-AQUATICS 54100 SUPPLIES 57300 MEMBERSHIPS & SUBSCRIPTIONS
Object Code Summary Attachment 3
58101 NCPA PLANT GENERATION
58102 NCPA POWER PURCHASES
58103 NCPA TRANSMISSION
58104 NCPA MANAGEMENT SERVICES
58105 NCPA THIRD PARTY SALES
58202 CHEMICALS
58401 AVIATION FUEL
58410 GARAGE LUBRICANTS & PARTS
58510 REIMBURSABLE JOBS
59100 PROPERTY TAXES PAID
59101 FEES
59102 FRANCHISE FEES
59105 CONTRIBUTIONS TO OTHER AGENCY
59106 SENIOR TRASH SUBSIDY
59108 BANK FEES
59400 OTHER EXPENSES
59500 LOANS ISSUED
59502 SCHOLARSHIPS
61200 PURCHASING ALLOCATION
61300 BILLING & COLLECTION ALLOCATIO
61410 RENT ALLOCATION
61420 BUILDING MAINTENANCE ALLOCATIO
61422 IT ALLOCATION
61430 CORP YARD ALLOCATION
61500 INSURANCE ALLOCATION
61600 GARAGE ALLOCATION
61700 DISPATCH
62100 ADMIN & OVERHEAD ALLOCATION
63000 INTERFUND SERVICES USED
70101 LOAN PAYMENTS MADE
70102 BOND INTEREST EXPENSE
70103 LOAN INTEREST
70201 LOAN PRINCIPAL PAYMENTS
70202 BOND PRINCIPAL PAYMENTS
74500 CAPITAL LEASE PRINCIPAL
74501 CAPITAL LEASE INTEREST
80100 MACHINERY & EQUIPMENT
80210 LAND ACQUISITION
80220 BUILDING IMPROVEMENTS
80230 INFRASTRUCTURE
90100 LOAN PROCEEDS
90101 LOAN PAYMENT RECEIVED
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List of Checks Presented for Approval on 5/23/2025
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Agenda Item No: 8.b.
MEETING DATE/TIME: 6/18/2025
ITEM NO: 2025-673
AGENDA SUMMARY REPORT
SUBJECT: Adoption of an Ordinance Adopting the Updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area, as Released by the California Department of Forestry and Fire Protection (CAL FIRE) Under the Direction of the Office of the State Fire Marshal (OSFM).
DEPARTMENT: Community
Development PREPARED BY: Craig Schlatter, Community Development Director PRESENTER: Consent Calendar
ATTACHMENTS:
1. FHSZ_City_LRA_11x17_Ukiah
2. CAL FIRE-City Correspondence (newest to oldest)
3. FHSZ Map Ordinance - City of Ukiah LRA 6.18.25
Summary: Council will consider adoption of an ordinance adopting the updated Fire Hazard Severity Zone map for the City of Ukiah Local Responsibility Area.
Background: State law requires the Office of the State Fire Marshal (OSFM) to classify lands within State Responsibility Areas into Fire Hazard Severity Zones and transmit maps of those zones to cities with jurisdictions over the zones (Local Responsibility Areas). The OSFM is to identify areas in the state as Moderate, High, and Very High Fire Hazard Severity Zones consistent with statewide criteria and based on the severity of fire hazard that is expected to prevail in those areas. The Fire Hazard Severity Zone maps are then created by the California Department of Forestry and Fire Protection (CAL FIRE) under the direction of the OSFM.
California Government Code Section 51179(a) requires local agencies to designate, by ordinance, Moderate, High, and Very High Fire Hazard Severity Zones in their jurisdictions within 120 days of receiving recommendations from the OSFM pursuant to Section 51178. Local agencies cannot adopt a version of the map lowering the threat. The City of Ukiah received the Local Responsibility Area (LRA) Fire Hazard Severity Zone (FHSZ) Map (Attachment 1) on February 24, 2025, and has until June 24, 2025, to transmit an adopted ordinance to CAL FIRE designating the FHSZ map for the City of Ukiah LRA.
Given OSFM's expansion of the Very High FHSZ in the City of Ukiah LRA, Staff and the Fire Severity Ad Hoc engaged with CAL FIRE through letter and by email correspondence to understand OSFM/CAL FIRE's data and analyses. This correspondence, which includes CAL FIRE's responses, is contained in Attachment 2. In Staff's opinion, CAL FIRE's answers were presented from the point of view of the CAL FIRE data modeler and did not directly address the 'why' within many of Staff and the Ad Hoc's questions. At no time did CAL FIRE suggest a potential revision to the City of Ukiah LRA mapping, so the map as presented to the public on February 24, 2025, remains unchanged.
In accordance with Government Code 51179(a), an Ordinance was prepared for the adoption of the Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area. During Staff's presentation of the item at the June 4, 2025, public hearing, Staff made the recommendation that Council amend the Ordinance to remove the interpretation methodology within Section 4. With this amendment, the former Section 5 of the Ordinance, California Environmental Quality Act, and the former Section 6, Effective Date, would become
Sections 4 and 5, respectively. On June 4, 2025, the City Council unanimously introduced this amended version of the Ordinance (Attachment 3).
California Environmental Quality Act
The Community Development Director has determined that the adoption and implementation of the Ordinance is exempt from further environmental review under the general rule in California Environmental Quality Act (CEQA) Guidelines Section 15061(b)(3). The adoption of the fire hazard severity zone map is required by law, and because adoption does not involve a commitment to any specific project that may result in a potentially significant physical impact on the environment, it can be seen with certainty that there is no possibility that the ordinance will have a significant effect on the environment. If the Ordinance is adopted, a CEQA Notice of Exemption will be prepared by the Planning Division of the Community Development Department and filed with the County of Mendocino.
Discussion: Staff recommends Council adopt the Ordinance in Attachment 3 adopting the updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area, as released by CAL FIRE under the direction of the OSFM. If adopted, the Ordinance would become effective July 18, 2025.
Recommended Action: Adopt ordinance adopting the updated Fire Hazard Severity Zone Map for the City of Ukiah Local Responsibility Area.
BUDGET AMENDMENT REQUIRED: N/A
CURRENT BUDGET AMOUNT: N/A
PROPOSED BUDGET AMOUNT: N/A
FINANCING SOURCE: N/A
REVENUE: Yes / No GRANT: Yes / No N/A
PREVIOUS CONTRACT/PURCHASE ORDER NO.: N/A
COORDINATED WITH: Fire Severity Ad Hoc Committee; Darcy Vaughn, Assistant City Attorney STRATEGIC PLAN (SP): N/A
CLIMATE INITIATIVES (CI): 10a – Protect from dangerous emissions by preventing fires.
GENERAL PLAN ELEMENTS (GP): A6 - Safety Element, Implementation Program P- Fire Hazard Zone Update.
City and County boundaries as of 10/22/24 (CA Board of Equalization) CAL FIRE State Responsibility Areas (SRA25_1)
CAL FIRE Fire Hazard Severity Zones (FHSZSRA23_3, FHSZLRA_25_1) Data Sources:
Daniel Berlant, State Fire Marshal, CA Department of Forestry and Fire Protection Joe Tyler, Director/Fire Chief, CA Department of Forestry and Fire Protection Wade Crowfoot, Secretary for Natural Resources, CA Natural Resources Agency The State of California and the Department of Forestry and Fire Gavin Newsom, Governor, State of California Protection make no representations or warranties regarding the accuracy of data or maps. Neither the State nor the Department shall be liable under any circumstances for any direct, special, incidental, or consequential damages with respect to any claim by any user or third party on account of, or arising from, the use of data or maps. and other relevant factors including areas where winds
have been identified by the Office of the State Fire Marshal as a major cause of wildfire spread.
statewide criteria and based on the severity of fire hazard that is expected to prevail in those areas. Moderate, high, and very high fire hazard severity zones shall be based on fuel loading, slope, fire weather, Government Code section 51178 requires the State Fire
Marshal to identify areas in the state as moderate, high, and very high fire hazard severity zones based on consistent Waterbody
Federal Responsibility
Area (FRA)
Unzoned LRA
Incorporated City
Projection: NAD 83 California Teale Albers
Scale: 1:33,000 at 11" x 17"
Km 0 1 2
Mi 0 1
Very High High Moderate
Very High High Moderate
Fire Hazard Severity Zones (FHSZ) in Local Responsibility Area (LRA), as Identified by the State Fire Marshal
Ukiah
101
222
UNINCORPORATED
MENDOCINO CO.
February 24, 2025
As Identified by the
State Fire Marshal
Local Responsibility Area
Fire Hazard Severity Zones
CITY OF UKIAH – MENDOCINO COUNTY
Fire Hazard Severity Zones in State Responsibility
Area (SRA), Effective April 1, 2024
ATTACHMENT 1
1 Craig Schlatter
From: CALFIRE State Fire Marshal <[email protected]> Sent: Thursday, May 15, 2025 9:16 AM
To: Craig Schlatter
Cc: CALFIRE State Fire Marshal
Subject: RE: Public Comments from City of Ukiah Regarding 2025 Updated Maps for Fire Hazard Severity Zones in the City of Ukiah Local Responsibility Area
Attachments: Fire_Rotation_Analysis_2020_methods.doc
Follow Up Flag: Follow up
Flag Status: Flagged
[EXTERNAL EMAIL] DO NOT CLICK links or attachments unless you recognize the sender and know the content is safe.
Craig Schlatter thank you for your follow up email concerning Fire Hazard Severity Zones (FHSZ) in the City of Ukiah.
Below is a more detailed responses to the issues you raised in your email.
CAL FIRE’s response notes: However, as a matter of historical trend, a significant driver of increased hazard in the area under question is due to prevalence of recent large fires in areas similar to (and modeled as analogous) to these lands. In sum, fires since 2007 in the general region have caused expected hazard to increase due to higher burn probability as modeled.
o What is the area of the “general region,” and how was the size of this region determined? I assume the fires since 2007 noted in the CAL FIRE response refer to the Mendocino Complex fires in 2017? Burn probability assessment within the FHSZ model uses a stratified fire regime approach for estimating fire rotation — the amount of time required for the total area of the strata to burn in a wildfire. The inverse of fire rotation is equivalent to the annual burn probability, which is the actual data product used in the hazard calculations related to cell‐based flame score and for probability‐normalizing firebrand production numbers. Rotation regime strata are defined by Fuel Type/Life form crossed with climate region and further crossed with urban or non‐urban land classification in Census Blocks. The design of the strata is to create a classification of land types that generally follow similar fire environment (ignition density, fuel characteristics, fire weather, and fire control response capacity) that allows for predicting future fire probabilities. Attached is a comprehensive methods document describing the derivation of burn probabilities for FHSZ in detail. If you wish to look at actual data inputs for areas across the state, the relevant data elements are available in the SRA and LRA data packages. Individual polygon size limits are generally set at minimum of 20 acres. Fire history records used for this model element covers fires from 1991 ‐2020. o Respectfully, when we look south to our neighbors in the Santa Rosa region, we do not see consistency in CAL FIRE’s reasoning. With the exception of a couple small areas on Santa Rosa’s far east side, we do not see an area of the Santa Rosa LRA within a very high fire hazard severity zone. This seems odd given the destruction of the 2017 Tubbs Fire, the most significant wildfire in California’s history at the time. o Could you please provide additional data and/or methodological explanation to describe why the Ukiah LRA and Santa Rosa LRA would be so different in fire hazard severity zone mapping? o Attached is a side‐by‐side comparison of the Ukiah LRA and Santa Rosa LRA, using the Topo base layer function available in the CAL FIRE FHSZ viewer.
The data packages referenced above provide all the relevant input, intermediary, and final zone designations for all lands in SRA (adopted April 1, 2024) and modeled to derive the 2025 LRA recommended zones. Reference to the Tubbs fire as "most damaging" conflates FHSZ as a hazard model with fire impacts, which are not considered as asset ATTACHMENT 2
2 susceptibility are not reflected in FHSZ. It is helpful to view FHSZ as fire hazard potential in the future, and recent fire history is only one element of validation for future conditions and likelihood.
1. CAL FIRE’s response on #2 offers the same reasoning as #1‐ A significant driver of increased hazard in the area under question is due to the prevalence of recent large fires in areas similar to (and modeled as analogous) to the areas under question. As the City of Ukiah noted in its April 17 letter, CAL FIRE and OSFM use three different historical time ranges to document the probability of the area burning: 70 years, 50 years, and 30 years. It would appear with CAL FIRE’s most recent response, there is a fourth time period of 18 years. o What time period is CAL FIRE/OSFM using to track historical fire activity? Per above, specific to estimating burn probability in FHSZ the duration of fire history is 1991‐2020. o What are the areas similar to (and modeled as analogous) to the areas under question? Is CAL FIRE using other cities of similar size to Ukiah as a standardized model and basing its determination of fire hazard severity for Ukiah off this model?
See data package products for specific area data related to burn probability. o If so, upon what data is CAL FIRE basing its determination that such a standardized model would be more accurate than the First Street modeling?
First Street has its own modeling processes and uses different data sources to reflect its larger nation‐wide domain. First Street also resolves its model to a risk rating, thus extending the scope of the map well beyond the hazard ascription called for in statute authorizing FHSZ mapping by CAL FIRE. Consequently, the two maps are not comparable.
2. I appreciate the detail CAL FIRE provided in #3. Could you please provide the local data that was utilized within the model? What specific locally‐based ember transport indicators were used? See methods documentation data package locations for both SRA and LRA zone releases. Firebrands produced are a function of fuel type, Fireline Intensity, and burn probability. Transport and accumulation in non‐wildland areas result from wind direction and wind speed probabilities derived from our localized fire weather analysis using a windspeed specific density distribution kernel. Firebrand units (brand score) are then classified into a cost function value that together with slope and tree density in non‐wildland areas determine band widths determined by our cost‐ buffer model for zoning non‐wildlands. More brands result in a lower cost value, and like slope and vegetation, result in wider hazard bands extending further from the wildland edge.
links to data packages:
SRA data package https://osfmfhsz.blob.core.windows.net/public/index.html LRA data package https://osfmfhsz.blob.core.windows.net/public/FHSZ_LRA_DataPackage_2025_03_24_v1_folder.zip Thank you,
Jim McDougald
Assistant Deputy Director
Community Wildfire Planning
& Risk Reduction
855 M Street, Fresno CA 93721
(916) 216-1452 Cell
For wildfire preparedness and prevention tips
Visit: ReadyForWildfire.org.
3 From: CALFIRE State Fire Marshal
Sent: Thursday, May 8, 2025 10:26 AM
To: Craig Schlatter <[email protected]>; CALFIRE State Fire Marshal <[email protected]> Subject: RE: Public Comments from City of Ukiah Regarding 2025 Updated Maps for Fire Hazard Severity Zones in the City of Ukiah Local Responsibility Area
Hi Craig,
Your email has been received and forwarded as needed. We will get back to you as soon as we can. Thank you.
Respectfully,
Haley Johnson
Executive Analyst
Executive Office
715 P St., Sacramento, CA 95814
From: Craig Schlatter <[email protected]>
Sent: Monday, May 5, 2025 9:10 AM
To: CALFIRE State Fire Marshal <[email protected]> Subject: RE: Public Comments from City of Ukiah Regarding 2025 Updated Maps for Fire Hazard Severity Zones in the City of Ukiah Local Responsibility Area
Mr. McDougald: Thank you for the additional information provided in your response. Unfortunately, we are still not completely understanding CAL FIRE’s reasoning and hope you would be willing to provide additional information. Specifically:
Mr. McDougald:
Thank you for the addiƟonal informaƟon provided in your response. Unfortunately, we are sƟll not completely understanding CAL FIRE’s reasoning and hope you would be willing to provide addiƟonal informaƟon. Specifically:
1. CAL FIRE’s response notes: However, as a maƩer of historical trend, a significant driver of increased hazard in the area under quesƟon is due to prevalence of recent large fires in areas similar to (and modeled as analogous) to these lands. In sum, fires since 2007 in the general region have caused expected hazard to increase due to higher burn probability as modeled.
What is the area of the “general region,” and how was the size of this region determined? I assume the fires since 2007 noted in the CAL FIRE response refer to the Mendocino Complex fires in 2017? Respecƞully, when we look south to our neighbors in the Santa Rosa region, we do not see consistency in CAL FIRE’s reasoning. With the excepƟon of a couple small areas on Santa Rosa’s far east side, we do not see an area of the Santa Rosa LRA within a very high fire hazard severity zone. This seems odd given the destrucƟon of the 2017 Tubbs Fire, the most significant wildfire in California’s history at the Ɵme. o Could you please provide addiƟonal data and/or methodological explanaƟon to describe why the Ukiah LRA and Santa Rosa LRA would be so different in fire hazard severity zone mapping? o AƩached is a side‐by‐side comparison of the Ukiah LRA and Santa Rosa LRA, using the Topo base layer funcƟon available in the CAL FIRE FHSZ viewer.
2. CAL FIRE’s response on #2 offers the same reasoning as #1‐ A significant driver of increased hazard in the area under quesƟon is due to the prevalence of recent large fires in areas similar to (and modeled as analogous) to the areas under quesƟon. As the City of Ukiah noted in its April 17 leƩer, CAL FIRE and OSFM use three different
4 historical Ɵme ranges to document the probability of the area burning: 70 years, 50 years, and 30 years. It would appear with CAL FIRE’s most recent response, there is a fourth Ɵme period of 18 years. What Ɵme period is CAL FIRE/OSFM using to track historical fire acƟvity? What are the areas similar to (and modeled as analogous) to the areas under quesƟon? Is CAL FIRE using other ciƟes of similar size to Ukiah as a standardized model and basing its determinaƟon of fire hazard severity for Ukiah off this model?
If so, upon what data is CAL FIRE basing its determinaƟon that such a standardized model would be more accurate than the First Street modeling?
3. I appreciate the detail CAL FIRE provided in #3. Could you please provide the local data that was uƟlized within the model? What specific locally‐based ember transport indicators were used? Regards,
Craig Schlatter, AICP
Community Development Director
Department of Community Development
300 Seminary Ave. Ukiah, CA 95482
Email: [email protected]
P: (707) 463‐6219 F: (707) 463‐6204
Website: http://www.cityofukiah.com/community‐development/ From: CALFIRE State Fire Marshal <[email protected]> Sent: Friday, April 25, 2025 4:24 PM
To: Craig Schlatter <[email protected]>
Subject: Public Comments from City of Ukiah Regarding 2025 Updated Maps for Fire Hazard Severity Zones in the City of Ukiah Local Responsibility Area
[EXTERNAL EMAIL] DO NOT CLICK links or attachments unless you recognize the sender and know the content is safe.
Please see our response to Public Comments from City of Ukiah Regarding 2025 Updated Maps for Fire Hazard Severity Zones in the City of Ukiah Local Responsibility Area.
Jim McDougald
Assistant Deputy Director
Community Wildfire Planning
& Risk Reduction
855 M Street, Fresno CA 93721
(916) 216-1452 Cell
For wildfire preparedness and prevention tips
Visit: ReadyForWildfire.org.
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1 FIRE ROTATION Version 2020
James G. Spero, CALFIR/FRAP [email protected]
Introduction
Fire Rotation (Interval) or FR is an effective measure of relative expected intervals between fires at regional scales, where site-specific fire frequency estimates are not available .FR is defined as the length of time in years it would take the average annual amount of fire to burn a specifically defined area (Agee 1993).
We classified lands by vegetation cover type, climate zone, developed/undeveloped status and 7.500 feet in elevation or not and calculated fire rotation interval using fire perimeter data for a most recent 30-year time period. These intervals are combined into three FR Classes (Very High, High and Moderate) for ease of observing spatial pattern. The reciprocal of the FR is the annual average probability of burning.
The choice of criteria for defining strata is guided by generally accepted notions of how environment can affect wildfire outcomes. Fires are strongly affected by weather, topography, and fuel. These three factors are known as the “fire behavior triangle” (Agee, p.33). The design of this fire rotation model considers these environmental factors, as well as a fourth factor – development and its impact on fire suppression response and alteration of natural vegetation patterns.
Strata
Land cover: Strata are defined in part by land cover types defined as Conifer, Hardwood, Shrub and Herbaceous by the California Wildlife Habitat Relationships (CWHR) system. https://wildlife.ca.gov/Data/CWHR.
These broad land cover categories are
intended to represent different fuel
characteristics which can affect the
rate of surface fire spread and the
amount of above-surface burning.
To avoid defining small islands of dissimilar fuels that would probably not affect the fire behavior within the
surrounding fuel type, pixels with the same vegetation
code are grouped into “polygons” and polygons larger
2 than 90 cells (about 20 acres) are removed and then replaced with values interpolated using surrounding values.
Climate: California’s Mediterranean climate is generally conducive to wildfire, however, there are characteristic conditions influenced by factors such as temperature and rainfall, proximity to water, mountains and deserts, etc. This analysis uses six climate zones which were constructed to reflect conditions that influence tree growth and rainfall, namely: Inland Empire, Inland Valleys, Northern California Coast, Southern California Coast, Southwest Interior and Interior West.
These climate zones are based on the Sunset
National Garden Book’s 45 climate zones
(Brenzel 1997), and Ecoregion boundaries as
delineated by Bailey (2002) and Breckle (1999) to
a lesser extent, and were used in the 2015 FRAP
Assessment’s Urban Forestry analyses as an input
to calculate heating and cooling day benefit data.
Development status: Wildfire detection and suppression
in urbanized areas is often enhanced by the presence of extensive road networks, ornamental vegetation, and
local fire protection organizations tasked with protecting homes and infrastructure.
Outside of urbanized areas, lands can be difficult to
access and fires can burn in complex terrain in a variety of fuel conditions. Our strata are in part defined as either inside, or outside, an Urbanized Area (UA) as defined by the US Census Bureau in 2010. UA’s represent densely
3 developed territory, and encompass residential, commercial, and other non-residential urban land uses.
Elevation: A single stratum is defined for lands more than 7,500 feet in elevation to recognize differences in fire behavior and accessibility, in comparison to lower
elevations.
Wildfire
Wildfire data: Wildfire perimeter data from 1991 through 2020 (firep20_1) determine the average annual number of acres burned in each stratum. The choice of 30 years of recent wildfire data is predicated on the desirability of representing contemporary climactic conditions while also providing an adequately large sample of potential fire activity for summarization within the various strata.
Perimeter data include CDF jurisdiction fires are at least 300 acres in size and fires 10 acres and larger under federal jurisdiction (USDA Forest Service, Bureau of Land Management, and National Park Service).
FR Calculation
The FR is the number of years over which the burned area in a stratum would equal the area of the stratum. Lower fire rotation (FR) values indicate less time needed to burn the area and consequently indicate higher fire frequency. The reciprocal (FR/1) is the annual probability of fire occurrence. It is important to note that the FR is an area average and that some locations might have burned multiple times or not at all. This is true for the input data and for future fire seasons as well.
4 Other methods employing regression techniques are used to create site-specific estimates of fire frequency. These are statistical estimates with many assumptions about the stochasticity abstracted from the data. The FR method we use is essentially an empirical model that relies upon 1) the adequacy of the sample size (the fire perimeter data is but one “sample” of many potential sets of fire perimeters that might have arisen during the analysis data period) to describe expected frequency of burning in contemporary timeframe, and 2) the representativeness of the strata for which FR is calculated.
Regarding the latter: the strata should be relatively homogeneous with respect to primary drivers of fire occurrence and burned area, while large enough capture the diversity of fire sizes possible.
The contemporary FR analysis summarizes areas into the following three classes of expected fire frequency (Fig. 1):
• Very High (FR less than 100 years);
• High (FR more than 100 years and less than 300 years); and • Moderate (FR more than 300 years).
Seventy-eight percent of the area with conifer, hardwood, shrub and herbaceous landcover had a FR of less than 300 years (High or Very High FR Class).
5 Figure 1 Map of Fire Rotation
Classes
6 Acres WHR13 Climate Zone_UA FR (Years) Annual Prob
5,119,623 Acres of >7,500' Any 234 0.004 89,464 Conifer Inland Empire_Some UA 44 0.023 4,315,359 Conifer Inland Valleys_Not UA 66 0.015 43,100 Conifer Inland Valleys_UA 213 0.005 11,659,111 Conifer Interior West_Some UA 97 0.010 2,515,330 Conifer Northern California Coast_Not UA 279 0.004 36,552 Conifer Northern California Coast_UA 1,317 0.001 790 Conifer Southern California Coast_Some UA 35 0.029 368,845 Conifer Southwest Desert_Some UA 197 0.005 19,028,552 Acres of Conifer
191,286 Hardwood Inland Empire_Not UA 33 0.031 24,209 Hardwood Inland Empire_UA 155 0.006 6,714,726 Hardwood Inland Valleys_Not UA 90 0.011 107,166 Hardwood Inland Valleys_UA 435 0.002 1,555,870 Hardwood Interior West_Some UA 90 0.011 1,209,642 Hardwood Northern California Coast_Not UA 145 0.007 80,939 Hardwood Northern California Coast_UA 1,023 0.001 88,222 Hardwood Southern California Coast_Some UA 69 0.014 449,141 Hardwood Southwest Desert_Some UA 606 0.002 10,421,200 Acres of Hardwood
226,158 Herbaceous Inland Empire_Not UA 37 0.027 62,270 Herbaceous Inland Empire_UA 188 0.005 8,049,226 Herbaceous Inland Valleys_Not UA 194 0.005 112,579 Herbaceous Inland Valleys_UA 728 0.001 1,263,815 Herbaceous Interior West_Some UA 111 0.009 1,188,950 Herbaceous Northern California Coast_No UA 386 0.003 101,565 Herbaceous Northern California Coast_UA 1,106 0.001 123,609 Herbaceous Southern California Coast_No UA 59 0.017 59,966 Herbaceous Southern California Coast_UA 193 0.005 208,710 Herbaceous Southwest Desert_Some UA 192 0.005 11,396,849 Acres of Herbaceous
1,860,140 Shrub Inland Empire_Not UA 31 0.03 143,765 Shrub Inland Empire_UA 65 0.02 4,686,336 Shrub Inland Valleys_Not UA 52 0.02 20,825 Shrub Inland Valleys_UA 142 0.01 11,667,717 Shrub Interior West_Some UA 191 0.01 742,374 Shrub Northern California Coast_Not UA 80 0.01 22,325 Shrub Northern California Coast_UA 900 0.00 547,666 Shrub Southern California Coast_Not UA 37 0.03 114,655 Shrub Southern California Coast_UA 101 0.01 15,851,440 Shrub Southwest Desert_Not UA 1,468 0.001 46,511 Shrub Southwest Desert_UA 12,857 0.0001 35,703,754 Acres of Shrub
81,669,978 Total Acres of Strata
7
8 Agee, James K. Fire Ecology of Pacific Northwest Forests, Island Press: Washington, D.C., Covelo, California. 1993
Miller, Richard F.; Knick, Steven T.; Pyke, David A.; Meinke, Cara W.; Hanser, Steven E.; Wisdom, Michael J.; Hild, Ann L. 2011. Characteristics of sagebrush habitats and limitations to long-term conservation. In: Knick, Steven T.; Connelly, John W., eds.
Greater sage-grouse: Ecology and conservation of a landscape species and its habitats.
Studies in Avian Biology, No. 38. Berkeley, CA: University of California Press: 145-184. [89659]
9
SIDE BY SIDE COMPARISON OF FIRE HAZARD SEVERITY ZONE MAPPING (USA Topo Maps)
UKIAH LRA AND SANTA ROSA LRA
Source: CAL FIRE Fire Hazard Severity Zone Viewer, Phase 2 Rollout: February 24, 2025
STATE OF CALIFORNIA NATURAL RESOURCES AGENCY Gavin Newsom, Governor “The Department of Forestry and Fire Protection serves and safeguards the people and protects the property and resources of California.”
DEPARTMENT OF FORESTRY AND FIRE PROTECTION
OFFICE OF THE STATE FIRE MARSHAL
P.O. Box 944246
SACRAMENTO, CA 94244-2460
(916) 568-3800
Website: www.fire.ca.gov
April 25, 2025,
Dear Mayor Crane:
Thank you for your email concerning Fire Hazard Severity Zones (FHSZ) in the City of Ukiah. The model identifying FHSZ’s by the Office of the State Fire Marshal used the best available data. My office investigated the specific issues you raised in your letter, and we believe that our model identifying FHSZ’s is accurate. Below are more detailed responses to the issues you raised in your letter.
1. There is a misunderstanding of how burn probability is modeled. Areas are grouped into fire rotation strata based on fuel type, climate area, and whether the area is developed or not (as based on census criteria). These strata are then assessed by the relative proportion of area that has burned over the 30-year historic period to determine the average likelihood that any area (irrespective of actual fire occurrence on that area) – will burn in a future year. Stated specifically, the presence or absence of fire history only reflects its impact on the estimate of expected fire probability though the average assessment across all lands in a given strata. However, as a matter of historical trend, a significant driver of increased hazard in the area under question is due to prevalence of recent large fires in areas similar to (and modeled as analogous) to these lands. In sum, fires since 2007 in the general region have caused expected hazard to increase due to higher burn probability as modeled.
2. First Street and other hazard modeling approaches differ in scope and modeling components than FHSZ and may show different results. A significant difference in the two models is that FHSZ is specific to the distribution of calculated hazard values across California, whereas First Street is based on a nationwide (lower 48) data distribution. A significant driver of increased hazard in the area under question is due to the prevalence of recent large fires in areas similar to (and modeled as analogous) to the areas under question. Fires since 2007 in the general region have caused the expected hazard to increase due to higher burn probability as modeled.
3. The firebrand sub-model used in FHSZ is both probabilistic and mechanistic and is qualitative. Model methods describing the ember module covering production, transport, accumulation and finally, assessment as a costfunction element in the non-wildland buffer routine are available online.
Additionally, data products in the data package (both SRA data package and LRA data package to cover both areas required for mapping under statute) are available for review in GIS systems. In general terms, firebrands originate in wildland fuels, and the number is a function of burn probability, fire type (surface or crown) and Fireline Intensity.
Transport is a probabilistic function of hourly wind vectors represented by the most severe dry winds as modeled in the 2 km weather reanalysis used in the effort in conjunction with stylized brand density kernels. Brands are then accumulated at the cell level and the final distribution of raw modeled brands are classified into three equal quantile classes, which are used as cost-function coefficients similar to how slope and vegetation are used to shrink or expand the width of the non-wildland buffer widths that start at the wildland edge.
4. This is a policy assessment, but the finding that zoning adversely impacts mitigation seems to run counter to fire safety regulation requirements that accompany designations of FHSZ under statute. The objectives of FHSZ zoning are to provide required mitigations to reduce losses.
Thank you again for your commitment to public safety and fire preparedness.
Sincerely,
JIM MCDOUGALD
Assistant Deputy Director,
Community Wildfire Planning & Risk Reduction
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com April 17, 2025
Office of the State Fire Marshall
Fire Hazard Severity Zone Information
715 P Street
Sacramento, CA 95814
VIA EMAIL: [email protected]
Re: Public Comments from City of Ukiah Regarding 2025 Updated Maps for Fire Hazard Severity Zones in the City of Ukiah Local Responsibility Area To Whom it May Concern:
The City of Ukiah respectfully submits the following comments related to the Fire Hazard Severity Zone Maps released on February 24, 2025, for the City of Ukiah Local Responsibility Area.
1. Our research shows potential errors in the OSFM mapping process for the Ukiah LRA and SRA that may be causing the probability of the area burning to appear greater.
A video posted by CALFIRE on December 14, 2022i provides a description of the modeling and methodology utilized by OSFM and CALFIRE to produce the FHSZs, describing that zones are defined by the probability of the area burning and the vegetation type and climate. The video notes that a fire perimeter for historical fires for the years 1991-2020 was used to determine the probability of the area burning. There were no significant wildland fires in the western Ukiah LRA or the Ukiah western hills portion of the SRA within this 30-year period.
CALFIRE’s FHSZ frequently asked questions document notes “factors considered in determining fire hazard within wildland areas are fire history, flame length, terrain, local weather, and potential fuel over a 50-year period.”ii There were no significant wildland fires in the western Ukiah LRA or the Ukiah western hills portion of the SRA within this 50-year period.
OSFM then notes in its Initial Statement of Reasons (ISOR) the use of fire history data from the CALFIRE Fire Resource and Assessment Program (FRAP). Within the California Times Burned Public View, the burn rate for the western hills portion of the SRA depicts a burn rate of 2 times due to two fires that burned in the area in 1950 (Fish Hatchery) and 1952 (Orr’s Creek), respectively, and a small fire overlap area.
iii These two fires occurred prior to both the 30-year (referred to in the OSFM video) and 50-year (referred to in CALFIRE’s frequently asked questions document) time periods.
There is no information provided about the impacts of OSFM’s over-counting of historical fires or the utilization of a 70-year history, compared to a 30-year or 50-year history, for determining the FHSZs.
Because of these inconsistencies, we believe OSFM’s data sources may be causing the probability of the area burning to be more severe than historically proven, distorting the FHSZ severity in this area.
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com
2. Other scientifically-based proprietary software modeling platforms such as First Street depict a wildfire hazard consistent with OSFM’s 2007 Fire Hazard Severity Zone Maps for the City of Ukiah LRA but not consistent with the 2025 OSFM FHSZ Maps. We cannot find justification provided within OSFM’s methodology for such a significant expansion of the Very High FHSZ within the Ukiah LRA.
Within the attached Map Comparisons,
iv please see Map Comparison 1, showing consistencies
between the wildfire intensity (flame length) provided by First Street and OSFM’s 2007 FHSZ map, which has remained mostly the same throughout the period 2007-2024. See, for example, the intensity description noting the low intensity beyond the wildland-urban interface (WUI). No such consistency is found to justify the Very High FHSZ expansion on the western side of the Ukiah urbanized area. We only find standardized data on CAL FIRE’s website for the City of Ukiah LRA.
3. No scientific data is provided by OSFM to describe how ember transport is modeled.
Instead, CALFIRE’s reliance on “local distributions of observed wind speed and direction values” introduces qualitative analysis into an otherwise quantitatively driven mapping process. Additionally, no data is provided about the quantification of flame length.
The National Oceanic and Atmospheric Administration’s Western Regional Climate Center provides prevailing wind speed and direction through its Wind Rose system. In reviewing wind speed and direction over the period 2007-2018, Wind Rose depicts the prevailing winds with the strongest wind speeds to be out of the north and northwest and the frequency of prevailing winds trending primarily northwest (see Figure 1). This appears to be in stark contrast to OSFM’s observations, which seem to presume a westerly prevailing wind, as evidenced by OSFM’s expansion of the Very High FHSZ directly east into Ukiah’s urbanized areas.
Please also see Map Comparison 2, again showing consistencies between the Ember Likelihood data provided by First Street and the 2007 Ukiah LRA FHSZ map. As with #2 above, there is no such consistency between this data and CAL FIRE’s analysis related to ember cast.
An internet search revealed a 1989 white paper by the U.S. Department of Forestry titled Measuring and interpreting Flame Height in Wildland Fires, with mathematical calculations to measure fire line intensity and flame length.v No such modeling or methodology is provided on CALFIRE’s website for flame length.
Because the OSFM fire hazard severity model relies upon qualitative data and lacks flame length modeling beyond the WUI, fire hazard severity for Ukiah’s western urbanized area appears exaggerated.
4. OSFM’s expansion of the Very High FHSZ into the City of Ukiah urbanized area is expected to cause significant disruption in terms of housing availability and fire mitigation efforts, as well as being misaligned with OSFM’s and the City’s consistent planning in these areas over the last approximately 40 years.
The City of Ukiah is a ProHousing community and earned this designation, in part, through innovative policies designed to streamline infill housing within the City’s small urban footprint.
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com OSFM’s previous mapping of FHSZs aligned with the City of Ukiah’s western hills actual wildlandurban interface, producing consistency in fire prevention and planning efforts and providing natural buffers enabling housing where appropriate. OSFM’s expansion of the Very High FHSZ, particularly in the western portion of Ukiah city limits, will significantly constrain the City’s future ability to produce housing for residents.
The City utilized previous FHSZ maps, which have remained largely consistent from 2007 to 2024, to progress large-scale fuel reduction and other fire mitigation projects in the Ukiah western hills. The 2025 FHSZ maps, particularly the expansion of the Very High FHSZ into the western urbanized area of Ukiah’s LRA, turns this work on its head.
Because of the reasons cited in this letter, we do not have a scientifically clear understanding of why the Very High FHSZ has expanded so significantly into the City’s western urbanized area, leading us to believe there are likely substantive errors in the mapping process. We strongly urge OSFM and CALFIRE to re-evaluate mapping within the City of Ukiah’s LRA.
To engage with City staff on this request, please contact Craig Schlatter, Director of Community Development, at 707-463-6219 or [email protected].
Sincerely,
Douglas F. Crane, Mayor
Ukiah City Council
CC: Senate President Pro Tempore, District 2 State Senator Mike McGuire District 2 State Assemblymember Chris Rogers
Maureen “Mo” Mulheren, Second District Supervisor, County of Mendocino Susan Sher, Vice Mayor, Ukiah City Council
Juan Orozco, Ukiah City Council
Mari Rodin, Ukiah City Council
Heather Criss, Ukiah City Council
Sage Sangiacomo, City Manager
Shannon Riley, Deputy City Manager
Doug Hutchison, Chief, Ukiah Valley Fire Authority
Matt Keizer, Fire Code Official, Ukiah Valley Fire Authority
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com Figure 1
Wind Rose Prevailing Wind Speed and Direction – Ukiah, CA
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com Map 1 Comparisons
First Street Average Wildfire Intensity, 30-Year
Period
Dora Street
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com Map 1 Comparisons
2007 FHSZ Map and 2025 FHSZ Map
2007 Ukiah LRA FHSZ Map 2025 Ukiah LRA FHSZ Map
Dora Street
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com Map 2 Comparisons
First Street Ember Likelihood, 30-Year Period
Dora Street
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com Map 2 Comparisons
2007 FHSZ Map and 2025 FHSZ Map
2007 Ukiah LRA FHSZ Map 2025 Ukiah LRA FHSZ Map
Dora Street
300 Seminary Avenue • Ukiah • CA • 95482-5400
Phone: (707)463-6200 · Fax: (707)463-6204 ·www.cityofukiah.com Endnotes (Sources Cited)
i “Methods for Creating Fire Hazard Severity Zone Maps.” California Department of Forestry and Fire Protection, CALFIRE TV, 14 December 2022, https://www.youtube.com/watch?v=oXwnUCFVGxI&t=3s ii “Frequently Asked Questions About: 2024 Fire Hazard Severity Zones.” California Department of Forestry and Fire Protection, 18 December 2024, https://osfm.fire.ca.gov/what-we-do/communitywildfire-preparedness-and-mitigation/fire-hazard-severity-zones. iii “Historical Fire Perimeters, Burn Frequency- California Times Burned Public View.” California Department of Forestry and Fire Protection Fire Perimeters GIS webpage: https://www.fire.ca.gov/whatwe-do/fire-resource-assessment-program/fire-perimeters. iv First Street Foundation. (2022). First Street Foundation Aggregated Wildfire Risk Summary Statistics V1.0 [Data set]; and First Street Foundation. (2022). First Street Foundation’s 5th National Risk Assessment Fueling the Flames. Zenodo. https://zenodo.org/records/6564731 v Simard, A., Blank, R., & Hobrla, S. (1989). Measuring and Interpreting Flame Height in Wildland Fires.
Fire Technology. 25(2): 114-133.
ORDINANCE NO. 2025 - __
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF UKIAH DESIGNATING FIRE
HAZARD SEVERITY ZONES WITHIN THE CITY OF UKIAH LOCAL RESPONSIBILITY AREA WHEREAS:
1. Government Code Section 51178 requires the Office of the State Fire Marshal (OSFM) to identify areas in the State of California as either Moderate, High, or Very High Fire Hazard Severity Zones based on consistent statewide criteria; and
2. The OSFM has recommended Fire Hazard Severity Zones for Local Responsibility Areas across the State pursuant to Government Code Section 51178; and
3. The Department of Forestry and Fire Protection (CAL FIRE) released a map of the Moderate, High, and Very High Fire Hazard Severity Zones recommended by the OSFM for the City of Ukiah Local Responsibility Area to the City of Ukiah on February 24, 2025;
4. The map was posted on the City of Ukiah’s website for public review and comment on the date of CAL FIRE’s release of the maps, February 24, 2025; and
5. California Government Code Section 51179(a) requires local agencies to designate, by ordinance, Moderate, High, and Very High Fire Hazard Severity Zones in their jurisdictions within 120 days of receiving recommendations from the OSFM pursuant to Section 51178.
Now, therefore, the City Council of the City of Ukiah hereby ordains as follows:
SECTION 1. VERY HIGH FIRE HAZARD SEVERITY ZONES
The City of Ukiah hereby designates areas not already identified as Very High Fire Hazard Severity Zones by the OSFM, as Very High Fire Hazard Severity Zones, following a finding supported by substantial evidence in the record that the requirements of Government Code Section 51182 are necessary for effective fire protection within the area.
SECTION 2. MODERATE AND HIGH FIRE HAZARD SEVERITY ZONES The City of Ukiah hereby designates areas not already identified as Moderate and High Fire Hazard Severity Zones by the OSFM, as Moderate and High Fire Hazard Severity Zones, respectively.
SECTION 3. APPROVAL OF MAP
The map approved by the City of Ukiah, for “City of Ukiah – Mendocino County” and entitled “Local Responsibility Area Fire Hazard Severity Zones”, dated February 24, 2025, is attached as Exhibit A and incorporated herein by reference.
SECTION 4. CALIFORNIA ENVIRONMENTAL QUALITY ACT
This Ordinance has been evaluated in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the city. The Community Development Director has determined that the adoption ATTACHMENT 3
and implementation of the Ordinance is exempt from further environmental review under the general rule in California Environmental Quality Act (CEQA) Guidelines Section 15061(b)(3) that CEQA only applies to projects that have the potential for causing a significant effect on the environment. The adoption of the fire hazard severity zone map is required by law, and not involving a commitment to any specific project that may result in a potentially significant physical impact on the environment, it can be seen with certainty that there is no possibility that the ordinance will have a significant effect on the environment. The City Council concurs in these findings and adopts them as its own. The City Council, therefore, directs that a Notice of Exemption be filed with the County of Mendocino in accordance with CEQA Guidelines.
SECTION 5. EFFECTIVE DATE
The Ordinance shall be published as required by law in a newspaper of general circulation in the City of Ukiah, and shall become effective thirty (30) days after its adoption.
Introduced by title only on June 4, 2025, by the following roll call vote:
AYES: Councilmembers Rodin, Criss, Orozco, Sher, and Mayor Crane NOES: None
ABSENT: None
ABSTAIN: None
Adopted on June ____, 2025, by the following roll call vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
___________________________
Douglas F. Crane, Mayor
ATTEST:
___________________________
, City Clerk
City and County boundaries as of 10/22/24 (CA Board of Equalization) CAL FIRE State Responsibility Areas (SRA25_1)
CAL FIRE Fire Hazard Severity Zones (FHSZSRA23_3, FHSZLRA_25_1) Data Sources:
Daniel Berlant, State Fire Marshal, CA Department of Forestry and Fire Protection Joe Tyler, Director/Fire Chief, CA Department of Forestry and Fire Protection Wade Crowfoot, Secretary for Natural Resources, CA Natural Resources Agency The State of California and the Department of Forestry and Fire Gavin Newsom, Governor, State of California Protection make no representations or warranties regarding the accuracy of data or maps. Neither the State nor the Department shall be liable under any circumstances for any direct, special, incidental, or consequential damages with respect to any claim by any user or third party on account of, or arising from, the use of data or maps. and other relevant factors including areas where winds
have been identified by the Office of the State Fire Marshal as a major cause of wildfire spread.
statewide criteria and based on the severity of fire hazard that is expected to prevail in those areas. Moderate, high, and very high fire hazard severity zones shall be based on fuel loading, slope, fire weather, Government Code section 51178 requires the State Fire
Marshal to identify areas in the state as moderate, high, and very high fire hazard severity zones based on consistent Waterbody
Federal Responsibility
Area (FRA)
Unzoned LRA
Incorporated City
Projection: NAD 83 California Teale Albers
Scale: 1:33,000 at 11" x 17"
Km 0 1 2
Mi 0 1
Very High High Moderate
Very High High Moderate
Fire Hazard Severity Zones (FHSZ) in Local Responsibility Area (LRA), as Identified by the State Fire Marshal
Ukiah
101
222
UNINCORPORATED
MENDOCINO CO.
February 24, 2025
As Identified by the
State Fire Marshal
Local Responsibility Area
Fire Hazard Severity Zones
CITY OF UKIAH – MENDOCINO COUNTY
Fire Hazard Severity Zones in State Responsibility
Area (SRA), Effective April 1, 2024
Exhibit A
Agenda Item No: 8.c.
MEETING DATE/TIME: 6/18/2025
ITEM NO: 2025-704
AGENDA SUMMARY REPORT
SUBJECT: Award Contract to Peoria Ford for the Purchase of Two 2026 Ford Police Interceptor Utility Vehicles for the Amount of $127,160.50.
DEPARTMENT: Police PREPARED BY: Tom Corning, Police Chief PRESENTER: Tom Corning, Police Chief
ATTACHMENTS:
1. Bid Tabulation RFB E41261 2025 Ford Interceptor
2. Peoria Ford Bid
Summary: Council will consider awarding a contract to Peoria Ford for the purchase of two 2026 Ford Police Interceptor Utility Vehicles for the amount of $127,160.50.
Background: Recommended in the 5-year Capital Budget for fiscal year 2025/2026 is the purchase of two police vehicles to maintain our current fleet of patrol vehicles. Patrol vehicles have an approximate 3- year/100,000-mile life spans. The two vehicles identified for this purchase were patrol-related SUV-style vehicles. It should be noted that these vehicles have not yet been ordered.
Discussion: On May 29, 2025, Staff issued a Request for Bids and received three responses (Attachment 1).
The apparent low bidder was Peoria Ford (Attachment 2). At the time of issuance, Staff was aware that the automotive industry was transitioning from model year 2025 to 2026 and was uncertain whether bids would be submitted for 2025 vehicles. Given this uncertainty, the bid specifications reserved the right to purchase between two and four vehicles. Following a review of the bid submissions, available vehicle options, and anticipated lead times, Staff recommends proceeding with the purchase of two vehicles. The total amount requested includes taxes and delivery revised for two vehicles instead of four.
If this purchase is approved, along with the corresponding budget item in the 5-year Capital Budget for fiscal year 2025/2026, Staff will proceed with issuing the purchase order on July 1st.
Note: The City has and will continue to evaluate the suitability of electric and hybrid alternative vehicles. UPD currently has two Tesla (non-patrol) vehicles, one electric meter reader vehicle, two hybrid patrol vehicles, and two electric bikes in the fleet. Electric options for patrol vehicles currently require a high level of aftermarket customization typically associated with the use of Tesla units or are first generation models with mixed reviews. Furthermore, the hybrid patrol units purchased within the last year have had maintenance issues and the City's Garage does not recommend repurchasing the model until the manufacturing issues have been resolved.
Recommended Action: Award contract to Peoria Ford for the purchase of two 2026 Ford Police Interceptor Utility Vehicles for the amount of $127,160.50.
BUDGET AMENDMENT REQUIRED: No
CURRENT BUDGET AMOUNT: $0
PROPOSED BUDGET AMOUNT: 10020210.80100.V4152/V4156: $175,000 (As proposed in the 2025/2026 fiscal year 5-Year Capital Budget.)
FINANCING SOURCE: General Fund
REVENUE: Yes / No GRANT: Yes / No
PREVIOUS CONTRACT/PURCHASE ORDER NO.: N/A
COORDINATED WITH: Myles Fisette, Purchasing Manager; Dave Kirch, Fleet and Facilities Manager STRATEGIC PLAN (SP): N/A
CLIMATE INITIATIVES (CI): N/A
GENERAL PLAN ELEMENTS (GP):GP-A6 - Safety Element
ITEM # ITEM DESCRIPTION QTY YEAR/ALTERNATIVE UNIT TOTAL YEAR/ALTERNATIVE UNIT TOTAL YEAR/ALTERNATIVE UNIT TOTAL 2025/2026 FORD POLICE INTERCEPTOR
UTILITY AWD VEHICLE
1 2026 $ 58,105.42 $ 58,105.42 2026 $ 65,124.96 $ 65,124.96 2025 Chevrolet Tahoe PPV $ 66,082.00 $ 66,082.00 2025/2026 FORD POLICE INTERCEPTOR
UTILITY AWD VEHICLE
1 2026 $ 58,105.42 $ 58,105.42 2026 $ 65,124.96 $ 65,124.96 2025 Chevrolet Tahoe PPV $ 66,082.00 $ 66,082.00 2025/2026 FORD POLICE INTERCEPTOR
UTILITY AWD VEHICLE
1 2026 $ 58,105.42 $ 58,105.42 2026 $ 65,124.96 $ 65,124.96 2025 Chevrolet Tahoe PPV $ 66,082.00 $ 66,082.00 2025/2026 FORD POLICE INTERCEPTOR
UTILITY AWD VEHICLE
1 2026 $ 58,105.42 $ 58,105.42 2026 $ 65,124.96 $ 65,124.96 2025 Chevrolet Tahoe PPV $ 66,082.00 $ 66,082.00 SUBTOTAL $ 232,421.68 $ 260,499.84 $ 264,328.00
TAX $ 20,627.42 $ 23,119.36 $ 23,459.11
FREIGHT $ 1,016.00 $ - $ 1,200.00
GRAND TOTAL $ 254,065.10 $ 283,619.20 $ 288,987.11
Lead Time 2-4 Months 5-6 Months In Stock
2025/2025 Ford Interceptors
BIDS DUE 6/5/2025
FERRO AUTO GROUP
FAIRFIELD, CA
PEORIA FORD
PEORIA, AZ
HARPER MOTORS
EUREKA, CA
Attachment 1
DATE: 5/29/2025
Bids may be emailed, faxed, or hand delivered, to the contact information listed REQ. NO. E41261 herein, and by the specified deadline, or the bid will be rejected.
BIDS WILL BE RECEIVED UNTIL
Submitted by: 2:00 p.m., June 5, 2025
(Company Name AT THE OFFICE OF THE PURCHASING MANAGER
& Address) 411 W CLAY ST. CITY of UKIAH
BY: Myles Fisette
Email: [email protected]
BIDS ARE REQUESTED FOR THE FOLLOWING ITEMS:
QUANTITY DESCRIPTION UNIT PRICE EXTENDED PRICE
1 2025/2026 FORD POLICE INTERCEPTOR UTILITY AWD VEHICLES OR EQUIVALENT AS PER ATTACHED EQUIPMENT SPECIFICATION E41261.
If offering equal, specify manufacturer and model: ____________________________ 1 2025/2026 FORD POLICE INTERCEPTOR UTILITY AWD VEHICLES OR EQUIVALENT AS PER ATTACHED EQUIPMENT SPECIFICATION E41261.
If offering equal, specify manufacturer and model: ___________________________ 1 2025/2026 FORD POLICE INTERCEPTOR UTILITY AWD VEHICLES OR EQUIVALENT AS PER ATTACHED EQUIPMENT SPECIFICATION E41261.
If offering equal, specify manufacturer and model: ____________________________ 1 2025/2026 FORD POLICE INTERCEPTOR UTILITY AWD VEHICLES OR EQUIVALENT AS PER ATTACHED EQUIPMENT SPECIFICATION E41261.
If offering equal, specify manufacturer and model: ____________________________ THE CITY INTENDS TO PURCHASE 2-4 VEHICLES DEPENDING ON THE BID RESULTS. AVAILABILITY AND LEAD TIME WILL BE FACTORED INTO THE DECISION.
PLEASE SPECIFY IF VEHICLE IS IN STOCK.
PLEASE SPECIFY TIME OF DELIVERY IF VEHICLE IS NOT IN STOCK Tax (8.875 %):
Shipping:
TOTAL:
Payment Terms: N30
1. LOCAL PREFERENCE: Local Vendors shall be given an allowance of five percent (5%), up to a maximum allowance of $2,500, on any bid for supplies, equipment and/or materials per Ukiah City Code Section 1522.D.4. A Local Vendor is defined as one which, 1) conducts business in an office or other business premises with a physical location in Mendocino County, 2) holds a valid business license issued by Mendocino County or one of the cities in Mendocino County for that business location, and 3) has conducted business in compliance with 1) and 2) for not less than six (6) months prior to requesting the preference. The City shall receive satisfactory proof that a business qualifies as a local vendor before it may receive the local preference. In the event that there is a tie bid, where one bidder is local, the other is not, and the bid is equal in price and quality, the award shall go to the Local Vendor.
2. Right is reserved to reject any and all bids.
3. Right is reserved to accept separate items unless specifically denied by bidder.
4. Right is reserved to reject a bid from any bidder who has previously failed to perform adequately for the City of Ukiah.
5. In CASE OF DEFAULT, the City of Ukiah may procure the items quoted on from other sources and hold the original bidder liable for any increased costs.
6. The price, terms, delivery point, and delivery date may individually or collectively be the basis of the awarding of the bid.
7. In submitting the bid, bidder agrees that the bid shall remain open and may not be revoked or withdrawn for 60 days from the bid due date, unless a different time period is specified in RFB.
8. Bidder agrees to perform according to its bid, if the City's acceptance is communicated to the bidder within the time specified in number 7 above.
REQUEST FOR BID
UKIAH, CALIFORNIA 95482
P: (707) 463-6225
300 SEMINARY AVENUE
PAGE 1 OF 1
ALL BIDS SHALL BE F.O.B. UKIAH, CA.
TERMS:
SIGNATURE:
PRINT NAME:
DATE:
PHONE:
LEAD TIME ARO :
EMAIL:
2026 (K8A) - Police Inter Utility AWD
2026 (K8A) - Police Inter Utility AWD
2026 (K8A) - Police Inter Utility AWD
2026 (K8A) - Police Inter Utility AWD
PFVT Motors, LLC dba Peoria Ford
9130 W Bell Rd Peoria, AZ 85382
Wesley Boswell 480-696-5930 [email protected] $200
$20,610.88 plus $46.60 tire tax
+NON-TAXABLE DOC FEE $254/UNIT ($1016)
06/04/2025
$58,058.82 $58,058.82
$58,058.82
$58,058.82
$58,058.82
$58,058.82
$58,058.82
$58,058.82
$254,108.76
Ford
Ford
Ford
Ford
Ordered units available 2-4 months after receipt of PO.
Not in stock.
Ordered units available 2-4 months after receipt of PO.
Attachment 2
CITY OF UKIAH
EQUIPMENT SPECIFICATION #E41261
FOR 2-4 NEW 2025/2026 FORD POLICE INTERCEPTOR UTILITY AWD VEHICLES The City of Ukiah invites bids for furnishing two (4) new 2025/2026 Ford Police Interceptor Utility AWD vehicles.
There will be no trade-ins involved in this bid.
Bidder shall, as indicated on the Request for Bid form, state the total price for the new vehicle as specified (including any options and accessories), sales tax, destination charges and any other applicable fees or charges, FOB the City of Ukiah Corporation Yard, 1320 Airport Road, Ukiah, CA 95482.
Only proposals from licensed dealers (new) will be considered. The City reserves the right to select and purchase a vehicle directly from the State of California Department of General Services.
Please contact Myles Fisette at (707) 463-6225 or [email protected] if you have any questions regarding these specifications.
GENERAL INSTRUCTIONS TO BIDDERS
Each bidder shall attach to his bid a complete detailed description of the unit he proposes to furnish. All equipment cataloged as standard shall be furnished and included in the purchase price of the unit.
The total price shall include all equipment, accessories and optional items, as well as delivery. In making its selection, the City will consider all factors relating to the vehicle including operating performance, operator comfort, safety, service and parts availability as well as cost.
The vehicle furnished under these specifications is to carry the standard warranty offered to the general public. A complete detailed description of the standard warranty shall be provided with the bid.
The City reserves the right to reject any or all bids and to determine which bid, in its opinion, will best serve the needs and requirements of the City.
The successful bidder shall supply the vehicle fully equipped and ready for service at the time of delivery. Dealer shall process registration and title transfer for exempt license plates to the Department of Motor Vehicles on behalf of the City of Ukiah.
2025 FORD POLICE INTERCEPTOR UTILITY AWD SPECIFICATION
• Model Code: K8A
• Powertrain: 99C/44U: 3.0L V6 EcoBoost with 10-Speed Automatic Transmission • 18” 5-spoke painted black steel wheels with center caps (5th wheel is full-size spare) • Options:
o 66A: Front Headlamp Lighting Solution
o 66B: Tail Lamp Solution
o 66C: Rear Lighting Solution
o 153: License Plate Bracket - Front
o 67U: Ultimate Wiring Package
o 43A: Rear Auxiliary Liftgate Lights
o 63L: Rear Quarter Glass Side Marker LED Lights
o 63B: Side Marker LED – Sideview Mirrors
o 51V: Spot Lamp LED Dual (Driver and Passenger) (Whelen) o 92R: Glass – Solar Tint 2
nd Row Only door glass, Privacy Glass on Rear Quarter and Liftgate Window
o 76D: Underbody Deflector Plate
o 67V: Police Wire Harness Conn.
o 68G: Rear-Door Controls Inoperable
o 18D: Global Lock/Unlock Feature
o 59B: Keyed Alike – 1284x
o 90G: Ballistic Door Panels (Level IV+) Driver & Pass Front-Doors o 96T: Rear Spoiler Traffic Warning Lights
o 18X 100 Watt Siren/Speaker
o 17A: Rear Auxiliary Air Conditioning
o UM: Agate Black Paint
o 96: Cloth Front Buckets/Vinyl Rear
o 9W: Interior Color Charcoal Black
o 21L: Front Aux Light
o 425: 50-State Emissions System
Agenda Item No: 8.d.
MEETING DATE/TIME: 6/18/2025
ITEM NO: 2025-704
AGENDA SUMMARY REPORT
SUBJECT: Approval of a Contract with Intercounty Mechanical & Electric, Inc. for the Installation of a Direct Expansion InRow Cooling System Replacement for the Civic Server Data Center in the Amount of $98,175, and Approve Corresponding Budget Amendment.
DEPARTMENT: Finance PREPARED BY: Myles Fisette, Purchasing Manager PRESENTER: Consent Calendar
ATTACHMENTS:
1. ASR 5-21-25
2. Intercounty Mechanical Proposal
Summary: Council will consider approving a contract with Intercounty Mechanical & Electric, Inc. for the installation of a Direct Expansion InRow Cooling System Replacement for the Civic Server Data Center in the amount of $98,175, and approving corresponding budget amendment.
Background: The City of Ukiah's InRow cooling system in the Civic Server Data Center has reached the end of its service life and is unsupported. This InRow system is placed within the component racks, efficiently cooling the air and directing it to the front of the components. These components pull the air through the chassis and exhaust it to the rear of the rack. One of Schneider Electric's oldest models, it fails to provide adequate cooling if the additional Split Unit also used for cooling fails. Replacing this system is essential for maintaining temperature control in the room housing critical network infrastructure like servers, switches, routers, and battery backup systems.
Discussion: The City of Ukiah relies significantly on the temperature-controlled environment of our Data Center. Without maintaining the proper temperatures, including during outages and failures, the electronic equipment will overheat and begin to shut down. The new InRow replacement is more efficient and suitable for our room application.
On May 21, 2025, Council approved the purchase of the InRow Cooling System hardware (Attachment 1).
On April 23, 2025, City Staff released a formal bid solicitation for the project but received no bids. As per CA Public Contract Code Section 22038, when no bids are received through the formal or informal procedure, the project may be performed by the employees of the public agency by force account, negotiated contract, or both, without further complying with the Act. Staff obtained a proposal from Intercounty Mechanical & Electric (Attachment 2) in the amount $85,000 plus an additional 5% for bonding. Staff is also requesting an additional 10% as a contingency for additional costs that may apply.
Therefore, Staff recommends approving the award of a contract to Intercounty Mechanical & Electrical Inc. for the installation of a Direct Expansion InRow Cooling System Replacement for the Civic Server Data Center in the amount of $98,175, and approving the corresponding budget amendment, which includes the cost of bonding and a 10% contingency.
This project will be funded by reserves of the IT internal service fund.
Recommended Action: Approve a contract with Intercounty Mechanical & Electric, Inc. for the installation of a Direct Expansion InRow Cooling System Replacement for the Civic Server Data Center in the amount of $98,175, and approve corresponding budget amendment.
BUDGET AMENDMENT REQUIRED: Yes
CURRENT BUDGET AMOUNT: 20913900.80100.18424: $8,958.43
PROPOSED BUDGET AMOUNT: 20913900.80100.18424: $98,175.00 FINANCING SOURCE: IT Fund Reserves
REVENUE: No GRANT: No
PREVIOUS CONTRACT/PURCHASE ORDER NO.:
COORDINATED WITH: Mary Horger, Financial Services Manager; Scott Shaver, IT Manager/Special Projects; Ryan Burkhart, IT Manager
STRATEGIC PLAN (SP): N/A
CLIMATE INITIATIVES (CI): N/A
GENERAL PLAN ELEMENTS (GP): N/A
Agenda Item No: 8.b.
MEETING DATE/TIME: 5/21/2025
ITEM NO: 2025-512
AGENDA SUMMARY REPORT
SUBJECT: Approval for the Purchase of the Schneider Electric UPS InRow Cooling System Replacement for the Civic Server Data Center from The REDESIGN Group in the Amount of $76,014.57.
DEPARTMENT: Information Services PREPARED BY:
Scott Shaver, I.T. Manager, Mary Horger, Financial
Services Manager, Myles Fisette, Purchasing
Manager, Ryan Burkhart, IT Manager
PRESENTER: Ryan Burkhart, IT Manager, and Scott Shaver, IT Manager/Special Projects
ATTACHMENTS:
1. City of Ukiah - UPS Quote - Option 1 - 5.8.25
Summary: Council will consider approving the purchase of a Schneider Electric UPS InRow Cooling System Replacement for the Civic Server Data Center from The REDESIGN Group in the Amount of $76,014.57.
Background: The City of Ukiah's InRow cooling system has reached the end of its service life and is unsupported. This InRow system is placed within the component racks, efficiently cooling the air and directing it to the front of the components. These components pull the air through the chassis and exhaust it to the rear of the rack. One of Schneider Electric's oldest models, it fails to provide adequate cooling if the additional Split Unit also used for cooling fails. Replacing this system is essential for maintaining temperature control in the room housing critical network infrastructure like servers, switches, routers, and battery backup systems.
Discussion: The City of Ukiah relies significantly on the temperature-controlled environment of our Data Center. Without maintaining the proper temperatures, including during outages and failures, the electronic equipment will overheat and begin to shut down. The new InRow replacement is more efficient and suitable for our room application. Please refer to Attachment 1 for a copy of the equipment quote.
The hardware being purchased is the direct replacement recommended by the manufacturer to ensure compatibility and maintain system integrity. This purchase aligns with the manufacturer’s specifications and is necessary to support ongoing operations.
The labor portion of the project is currently out to bid, and staff anticipates bringing a recommendation for award of the installation contract to the City Council on June 4. However, to avoid potential delays in procurement and to secure current pricing and availability of the equipment, staff recommends proceeding with the equipment purchase at this time.
Staff recommends Council approve the purchase of a Schneider Electric UPS InRow Cooling System Replacement for the Civic Server Data Center from The REDESIGN Group in the amount of $76,014.57.
Attachment 1
Recommended Action: Approve the purchase of the Schneider Electric UPS InRow Cooling System replacement for the Civic Server Data Center from The REDESIGN Group in the amount of $76,014.57.
BUDGET AMENDMENT REQUIRED: No
CURRENT BUDGET AMOUNT: 20913900.80100.18424: $85,000
PROPOSED BUDGET AMOUNT: N/A
FINANCING SOURCE: IT Fund reserves
REVENUE: No GRANT: No
PREVIOUS CONTRACT/PURCHASE ORDER NO.:
COORDINATED WITH: Myles Fisette, Purchasing Manager; Mary Horger, Financial Services Manager; Scott Shaver, IT Manager/Special Projects; Ryan Burkhart, IT Manager STRATEGIC PLAN (SP):
CLIMATE INITIATIVES (CI):
GENERAL PLAN ELEMENTS (GP):
r-r::~---=---=-=--=--=-~ --=-----=----------------------_-:._-- JC1 r opo sal====::::::::::::.:::::.:::::.::::-.::::-..:::-..:::-_-_-_-_-=--=----=-.--. CONTRACTORS LICENSE NO. 926337 ..-fF' 1 of 1 Page No. Pages
PROPOSAL SUBMITTED TO
City of Ukiah
STREET
CITY, STATE and ZIP CODE
ARCHITECT
INTERCDUNTY
00 MECHANICAL & ELECTRICAL, INC.
PHONE
JOB NAME
I DATE
06/09/25
Direct Expansion Air Conditioning
UOB LOCATION
I DATE OF PLANS CONTACT
Myles Fisette
We hereby submit specifications and estimates for:
189 Wabash A venue
Ukiah, CA 95482
Fax (707) 462-9801
Ph (707) 462-9800
I PHONE
Installation of two (2) each Schneider Electric In Row direct expansion air conditioning units.
1. Plumb lnRow units from server rack to outdoor condensing units.
2. Schneider Electric to set two (2) each (ACRD100) lnRow units in server rack. lntercounty will seismically anchor units.
3. Install two (2) each outdoor units (ACCD75214) to be ground level on concrete pad at northwest corner of building.
4. Core drill northwest corner of building above vault.
5. Electrical for indoor and outdoor units to come from 150AMP 3 phase subpanel located in server room.
6. Custom line set covers and piping covers at condensing units included.
7. Supplemental cooling to be provided during construction.
CITY OF UKIAH RESPONSIBLE FOR:
1. Coordinating lnRow unit(s) placement and start-up with Schneider Electric.
2. Obtaining permits.
3. Providing necessary equipment from Schneider Electric.
4. Responsible for fencing of outdoor units.
NOT INCLUDED: Payment and performance bonds. If needed, please add 5% to proposal price.
Proposal price based on prevailing wage rates for Mendocino County.
DIR:tt 1 onnno?AQn
We ~ropose hereby to furnish material and labor - complete in accordance with above specifications, for the sum of:
Eighty five thousand dollars and 00/100*********************************************************** $85,000.00 1----------------------------------dollars($---------). Payment to be made as follows:
Upon completion and billing.
All material is guaranteed to be as specified. All work to be completed in a workmanlike manner according to standard practices. Any alteration or deviation from above specttications involving extra costs will be executed only upon written orders, and will become as extra charge over and above the estimate. All agreements contingent upon strikes, accidents or delays beyond our control. Owner to carry fire, tornado and other necessary insurance.
Our workers are fully covered by Workman's Compensation Insurance. %Ccceptance of l}ropo!ial - The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment will be made as outlined above.
Date of Acceptance: ----------------
Authorize_~ _,r-- '\ ~ ,__ Signature 1
.......... Note: This~ roposal may be
withdrawn by us if not accepted within 30 days.
Signature---------------------1
Signature---------------- ------l
Attachment 2
Agenda Item No: 8.e.
MEETING DATE/TIME: 6/18/2025
ITEM NO: 2025-714
AGENDA SUMMARY REPORT
SUBJECT: Notification of Publishing Services Agreement by Ukiah Daily Journal for Fiscal Year 2025/2026, in the Amount of $7.15 per Column Inch.
DEPARTMENT: City Clerk PREPARED BY: Kristine Lawler, City Clerk PRESENTER: Kristine Lawler, City Clerk
ATTACHMENTS:
1. Legal contract-City of Ukiah eff 2025-2026
Summary: Council is given the notification of the 2025/2026 legal publishing service rates from the Ukiah Daily Journal.
Background: As the Ukiah Daily Journal is the only newspaper that qualifies for the designation as “a newspaper having general circulation” in Ukiah, a formal process requesting bids for legal publishing services was not used.
Discussion: The Ukiah Daily Journal submitted a letter outlining its proposed 2025/2026 fiscal year contract rates for legal advertising with the City of Ukiah (Attachment #1). The proposal is $7.15 per column inch, remaining the same as the 2024/2025 rates.
Upon approval by the City Council, Staff will issue a Purchase Order to the Ukiah Daily Journal for legal advertising costs.
Recommended Action: Receive and approve notification/agreement of the legal publishing services of Ukiah Daily Journal for fiscal year 2025/2026, in the amount of $7.15 per column inch.
BUDGET AMENDMENT REQUIRED: No
CURRENT BUDGET AMOUNT: 20012500.52150: $3,000
PROPOSED BUDGET AMOUNT: N/A
FINANCING SOURCE: N/A
REVENUE: N/A GRANT: N/A
PREVIOUS CONTRACT/PURCHASE ORDER NO.: N/A
COORDINATED WITH: UDJ
STRATEGIC PLAN (SP): N/A
CLIMATE INITIATIVES (CI): N/A
GENERAL PLAN ELEMENTS (GP): N/A
June 4, 2025
Kristine Lawler
City of Ukiah
463-6213
Ukiah, California 95482
Dear Kristine Lawler,
The Ukiah Daily Journal
617 S. State St.
Ukiah, CA. 95482
This letter serves as our proposed rate structure between the Ukiah Daily Journal and the City of Ukiah for legal advertising for the period of July 1, 2025 to June 30, 2026.
The Legal Advertising rates for the City of Ukiah will be $7.15 per column inch.
In addition to the following guidelines, all contract terms, conditions and general information specified on The Ukiah Daily Journal’s current rate card (available online) apply to this agreement between The Ukiah Daily Journal and the City of Ukiah:
Errors and omissions: The Ukiah Daily Journal is liable only for the cost of the space containing an error and is not responsible for costs associated with omissions. Legal ads received and published after established deadlines will not be eligible for credit or a re-run in case of error.
During future PG&E power shutdown events; or shelter-in-place orders that impact either Lake County or Mendocino county, legal ad deadlines will be a week in advance.
Copy Acceptance: copy for legal ads will be accepted from printed copy, via email (as a text attachment only), on a CD (in text format only), and via fax.
Proofs will be made available for copy received before deadline upon request. Second requests for tear sheets after 30 days from publication are to be provided by electronic means (adobe PDF format). These will incur an additional charge of $5 per request.
Requests for ads to run after published deadline will be considered as space and time allows, with no guarantee of publication. Cancellations: Ads canceled after published deadlines will incur a 25% cancellation penalty, if indeed we have not printed said ad, in those cases the charges will stand.
Advertiser must notify The Ukiah Daily Journal within 30 days of receipt of bill of any discrepancies. The bill will be due in full 15 days upon receipt. Finance charges will not be waived for amounts due over 60 days. Any previous contracted terms expire 30 days after the date of this notice.
Thank you,
Steve Bressoud
Publisher
The Ukiah Daily Journal
Mendocino County’s
Local newspaper
Attachment 1
Agenda Item No: 8.f.
MEETING DATE/TIME: 6/18/2025
ITEM NO: 2025-716
AGENDA SUMMARY REPORT
SUBJECT: Consider Adoption of a Resolution Authorizing the Renewal of the City’s Tax and Revenue Anticipation Note (TRAN) Program for Fiscal Year 2025-26.
DEPARTMENT: Finance PREPARED BY: Dan Buffalo, Finance Director PRESENTER: Dan Buffalo, Finance Director
ATTACHMENTS:
1. Ukiah 2025-26 TRAN Authorizing Resolution_v4_2
2. Ukiah 2025-26 TRAN Note Purchase Agreement_v3_2
Summary:
Staff recommends renewal of the City’s Tax and Revenue Anticipation Note (TRAN) with Umpqua Bank for FY 2025-26 to ensure continued access to short-term capital in support of the City’s infrastructure program. While the credit was not drawn upon in FY 2024-25, maintaining access to this revolving credit line remains essential as the City undertakes multiple large-scale grant-funded projects. With continued uncertainty and delays in reimbursements from the State and other grantors, the TRAN provides a reliable and cost-effective financing mechanism to meet cash flow needs without depleting reserves. Renewing the TRAN preserves the City’s flexibility to address timing mismatches between expenditures and revenue collection and is a prudent fiscal strategy that supports the uninterrupted progress of critical capital improvements.
Background: In October 2024, the City Council approved a resolution authorizing the issuance of a $10 million revolving line of credit with Umpqua Bank in the form of a Tax and Revenue Anticipation Note to be paid from fiscal 2024-25 funds. If needed, the 2024-25 TRAN was available to provide critical short-term liquidity to bridge the gap between expenditures, particularly for large infrastructure projects like Phase 4 of the Recycled Water System, and the receipt of revenues such as grant reimbursements and property taxes.
The structure was designed to align with the City’s cash flow cycles, allowing the City to draw on funds as needed and repay within the same fiscal year. The agreement included a provision for renewal, contingent upon Council authorization each year.
Drawing on the revolving loan was not needed this fiscal year but its availability remains an important tool for cash flow management as the City continues to complete a number of large capital projects.
Discussion:
Executing a new 2025-26 Tax and Revenue Revolving Note with Umpqua Bank which will again be structured to provide up to $10,000,000 in financing at any given time, with the ability to reborrow amounts as long as the total outstanding does not exceed 85% of the City’s anticipated uncollected tax, income, and other revenues for FY 2025-26. The facility will allow the City to cover expenditures for key projects, including Phase 4 of the Recycled Water Project, without depleting its reserves.
Key elements of the financing structure include:
• Amount: Maximum $10,000,000, revolving, with reborrowing allowed under certain conditions. • Term: Maturity on June 30, 2026. The City retains the right under this action to renew the Note annually by adopting a new resolution and entering into a new Note Purchase Agreement each fiscal year, as necessary. The terms for future years, including the interest rate, will be subject to prevailing conditions at the time of renewal.
• Interest Rate: Variable, currently 5.83%, tied to the Federal Funds Rate. • Fees: Umpqua Bank has agreed to waive the annual loan fee of $25,000 as the City has opened a second operating account with the bank. Additionally, Umpqua will provide an Earnings Credit Rate (ECR) for all analyzed accounts of 1.1% to offset monthly banking services fees. (The ECR is the imputed interest rate calculated by banks to account for the money they hold in non-interest-bearing accounts. ECRs are calculated on a daily basis and are often tied to the price of low-risk government bonds. ECRs are often used by banks to credit customers for services, reduce fees, or offer incentives for new depositors.)
• Repayment Source: General fund revenues or revenues from the fund in which temporary cash flow is needed, supplemented by grant reimbursements.
• Payment structure: Revolving loan with required monthly interest payments, balance due at maturity which shall occur no later than June 30 each year in which the Note is available. • Renewal costs:
o There are no further costs associated with financial advisors or the Bank. o Bank Counsel (Nixon Peabody) has informed the City it will require $12,500 for legal document preparation and that the amount will be capped for every renewal year moving forward. It was the City's understanding from the term sheet preceding the transaction that any costs to renew would be reasonable, due to the renewal documents being substantially similar to the originals. But the Bank and Nixon Peabody clarified that the renewal of the Note Purchase Agreement actually establishes a new Note Purchase Agreement and corresponding documentation and requires certain legal due diligence. Costs for drafting documents are to be reasonable. The Finance Director, after consulting with the City Attorney, has determined these fees to be reasonable.
The flexible interest-only repayment structure ensures that the City is only charged when funds are drawn, offering a prudent approach to managing cash flow fluctuations.
The benefits to the City of the financing are as follows:
• Liquidity for Critical Projects: This revolving note provides immediate access to $10 million, ensuring that the City has the liquidity needed to continue critical infrastructure projects like the Recycled Water System without delay, even if revenue from grants and taxes is received later in the fiscal year. • Prudent Cash Flow Management: By matching disbursements with revenue collection, the financing helps smooth out cash flow timing differences, allowing the City to meet its obligations without tapping into its reserves.
• Cost-Effective: The financing structure includes flexible interest payments, which means the City only incurs costs when the funds are actually drawn. This minimizes the financial burden on the City by reducing unnecessary interest costs.
• Low Fees: Umpqua Bank's waiver of the $25,000 annual loan fee, in exchange for opening a second operating account, represents a significant cost-saving opportunity for the City, further enhancing the attractiveness of the deal.
• Potential Interest Rate Decline: The variable interest rate allows the City to potentially benefit from lower interest rates in the future, if economic conditions change favorably.
• Annual Renewal Option: The City retains the ability to renew the Note annually, ensuring continued liquidity for future fiscal years if needed. This flexibility allows the City to respond to evolving financial needs and project timelines.
Potential Risks:
• Variable Interest Rate Exposure: While the current interest rate is favorable, it is tied to the Federal Funds Rate. Should interest rates rise, the cost of borrowing could increase, leading to higher-thananticipated interest payments. This risk can be mitigated through careful financial monitoring and potentially locking in rates in future fiscal years.
• Repayment Obligation: The note must be repaid by the end of the fiscal year (June 30, 2026). If revenue collections do not align as expected or if grant reimbursements are delayed, the City may need to draw on reserves or find alternative funding sources to meet this repayment obligation. • Dependence on Future Revenue: This financing relies heavily on the timely collection of tax revenues and grant reimbursements. Any unforeseen delays in these revenues could create cash flow challenges, although the City's strong financial planning mitigates this risk. • Impact on Future Borrowing Capacity: While the note provides short-term liquidity, the City must consider its long-term borrowing capacity and ensure that future borrowing needs are not hampered by the revolving nature of this note.
This financing solution provides the City with a tool to address short-term liquidity needs while ensuring the continuity of infrastructure projects. While variable interest rate exposure poses a risk, the City's active financial monitoring and close relationship with its financial advisor will enable timely responses to any significant rate changes. Additionally, should the City's anticipated revenues not materialize as expected, Staff is prepared to explore alternative funding sources or temporarily draw on reserves, ensuring compliance with repayment obligations. The added flexibility of renewing the Note annually gives the City a long-term option for managing future financial demands. However, careful attention to interest rate movements and cash flow timing is essential to mitigate the risks associated with this type of short-term financing.
Looking ahead, the City will continue to evaluate its financing options for future years, including the potential of locking in more favorable interest rates if market conditions improve. Given the City’s ongoing infrastructure needs and the timing discrepancies between revenue collection and project expenditures, adopting this resolution is a crucial step toward ensuring the successful and timely completion of key projects without impacting the City’s reserves or overall fiscal health.
Timing:
Upon Council adoption of the resolution (Attachment 1), Staff and the financing team plan to close the issuance of the 2025 Notes in early July so as to maintain liquidity options.
Note Purchase Agreement:
To proceed with the issuance of the 2025 Notes, the City Council must adopt the Resolution recommended above. As referenced in the recommended resolution, Staff recommends the Director of Finance or authorized designees be authorized to execute and deliver the 2025 Note and that the Director of Finance, or authorized designees, be authorized to enter into and deliver the 2025 Note Purchase Agreement (Purchase Agreement) (Attachment 2) described below.
The Note Purchase Agreement is between the City and the Bank. The Purchase Agreement sets forth requirements under which the Bank will purchase the new portion of the 2025 Note, establishes the interest rate mechanism, outlines repayment terms, contains representations and warranties of the City and the Bank, and specifies conditions precedent to the Bank entering into the Purchase Agreement.
FINANCIAL IMPACT:
A budget amendment may be required to reflect any interest expenditures for FY 2025-26 if draws are made under the renewed Note. The draw and repayment of principal are considered balance sheet transactions and do not impact revenues or expenditures.
ALTERNATIVES:
Do not renew the Note. This would eliminate a valuable financial tool and may require use of reserves or alternative financing if timing issues arise from delayed grant reimbursements and/or other funding sources.
Recommended Action: Adopt a resolution that:
1. Authorizes the issuance and sale of the City of Ukiah 2025-26 Tax and Revenue Anticipation Note in an amount not to exceed $10,000,000.
2. Approves the Note Purchase Agreement with Umpqua Bank in substantially final form.
3. Authorizes the Finance Director or other authorized officer to execute the Note Purchase Agreement and related documents.
BUDGET AMENDMENT REQUIRED: No
CURRENT BUDGET AMOUNT: N/A
PROPOSED BUDGET AMOUNT: N/A
FINANCING SOURCE: N/A
REVENUE: YES/No GRANT: YES/No
PREVIOUS CONTRACT/PURCHASE ORDER NO.: N/A
COORDINATED WITH: David Rapport, City Attorney
STRATEGIC PLAN (SP): N/A
CLIMATE INITIATIVES (CI): N/A
GENERAL PLAN ELEMENTS (GP): N/A
Attachment 1
1 City of Ukiah
Issuance Resolution
2025-26 TRANs
RESOLUTION NO. ______
A RESOLUTION OF THE COUNCIL OF THE CITY OF UKIAH
PROVIDING FOR THE BORROWING OF FUNDS FOR FISCAL YEAR
2025-26 AND THE ISSUANCE AND SALE OF THE CITY OF UKIAH
2025-26 TAX AND REVENUE ANTICIPATION NOTE AND APPROVING
THE EXECUTION OF A NOTE PURCHASE AGREEMENT RELATING
TO SUCH NOTE AND AUTHORIZING OTHER ACTIONS IN
CONNECTION THEREWITH
WHEREAS, pursuant to Sections 53850 to 53858, both inclusive, of the California Government Code, being Article 7.6, Chapter 4, Part 1, Division 2, Title 5 thereof (the “Law”), the City Council (the “Council”) of the City of Ukiah (the “City”) has found and determined that at least $10,000,000 is needed by the City in Fiscal Year 2025-26 to satisfy obligations of the City payable from the General Fund of the City (the “General Fund”) during Fiscal Year 2025-26 before the receipt of taxes, income, revenue, cash receipts and other moneys of the City to be received for or accrued to the General Fund during Fiscal Year 2025-26 will be available for such purpose, and that it is necessary that at least such sum be borrowed for such purpose by the issuance of a temporary note in anticipation of such receipt; and
WHEREAS, the City intends to initially borrow up to $10,000,000 to be outstanding at any time for such purpose by the issuance and sale of its 2025-26 Tax and Revenue Anticipation Note (as defined more particularly in Section 3 hereof, the “Note”), which such principal may be repaid and reborrowed up to a principal amount that, when added to the interest payable thereon and to all previous principal amounts borrowed, in the aggregate, does not exceed eighty-five percent (85%) of the estimated amount of the estimated uncollected taxes, income, revenue, cash receipts and other moneys of the City anticipated to be received for or accrued to the General Fund during Fiscal Year 2025-26 that will be available for the payment of the interest on and the principal of the Note (such amount, the “Maximum Amount”); and WHEREAS, it appears, and the Council hereby finds and determines, that the total principal amount of the Note, when added to the interest payable thereon, will not exceed eightyfive percent (85%) of the estimated amount of the estimated uncollected taxes, income, revenue, cash receipts and other moneys of the City anticipated to be received for or accrued to the General Fund during Fiscal Year 2025-26 that will be available for the payment of the interest on and the principal of the Note; and
WHEREAS, no money has heretofore been borrowed by the City in anticipation of the receipt of, or payable or secured by, any taxes, income, revenue, cash receipts or other moneys of the City to be received for or accrued to the General Fund during Fiscal Year 2025-26; and WHEREAS, in compliance with Government Code Section 8855, the City has previously adopted a local debt policy and the Council hereby finds and determines that the Note will be issued in conformance with said policy; and
2 City of Ukiah
Issuance Resolution
2025-26 TRANs
WHEREAS, the City wishes to authorize the issuance of the Note (to be issued in portions) to be purchased by Umpqua Bank (including its successor and assigns, the “Bank”) in an amount not to exceed the Maximum Amount from the City in accordance with a note purchase agreement by and between the City and the Bank, as originally executed and as they may be amended from time to time in accordance with its terms (the “Note Purchase Agreement”); and WHEREAS, pursuant to Government Code Section 5852.1, the Council has obtained from the Bank certain good faith estimates of (a) the true interest cost of the Note, (b) the finance charge of the Note, (c) the amount of proceeds received for the sale of the Note, less the finance charge and any reserves or capitalized interest paid or funded with the proceeds of the Note, and (d) the total payment amount calculated to the final maturity of the Note, and such estimates are disclosed and set forth in Exhibit C attached hereto; and
WHEREAS, pursuant to the Law, certain taxes, income, revenue, cash receipts and other moneys of the City which will be received for or accrued to the General Fund during Fiscal Year 2025-26 can and will be pledged for the payment of the principal of and interest on the Note; and WHEREAS, pursuant to the Law and this Resolution, the City has pledged all Revenues (as such terms are defined in the Note Purchase Agreement) to the payment of the principal of and interest on the Note.
NOW THEREFORE, the City Council of the City of Ukiah does hereby resolve, find, and determine as follows:
Section 1. Recitals. All of the recitals hereinabove set forth are true and correct, and the Council so finds and determines and the Council further finds and determines that all acts, conditions and things required by law to exist, to have occurred and to have been performed precedent to the issuance and sale of the Note do exist, have occurred and have been performed in regular and due time, form and manner as required by law, and that the Council is empowered under the Law to issue and sell the Note as provided herein.
Section 2. Defined Terms. Unless otherwise defined herein, capitalized terms used in this Resolution shall have the meanings given such terms in the Note Purchase Agreement.
Section 3. Issuance of Note.
a. Solely for the purpose of anticipating taxes, income, revenue, cash receipts and other moneys of the City to be received for or accrued to the General Fund during Fiscal Year 2025-26, the City hereby determines at this time to and shall borrow up to the initial principal sum of $10,000,000 by the issuance of the Note under the Law, designated the “City of Ukiah 2025-26 Tax and Revenue Anticipation Note.”
b. The Note is subject to optional prepayment, without premium, prior to the maturity date thereof, in accordance with the terms of the Note Purchase Agreement; and each draw thereupon can be prepaid without premium or penalty. Amounts repaid under the Note may be reborrowed in an amount not to exceed $10,000,000 at any time; provided, however, that such
3 City of Ukiah
Issuance Resolution
2025-26 TRANs
additional principal amount, when added to the interest payable thereon and to all previous principal amounts borrowed under the Note, does not exceed the Maximum Amount. c. The Note shall be dated the date of issuance thereof and shall mature and be payable as provided in the Note Purchase Agreement. Interest on the Note shall be calculated upon the amount of principal outstanding for each Interest Period (as such term is defined in the Note Purchase Agreement), in no event to exceed ten percent (10%) per annum The principal amount of the Note (including the portions purchased by the Bank thereof) and the then applicable interest rate shall be noted by the Bank on the form of the Note in accordance with the Note Purchase Agreement and shall not exceed the Maximum Amount. d. The Note shall be issued in the name of the City and registered in the name of the Bank, as the registered owner thereof (together with any of the Bank’s successors or assigns as permitted in the Note Purchase Agreement, the “Owner”), and shall be evidenced by a single note. The Bank shall have the right to sell or transfer the Note or to otherwise directly or indirectly transfer or assign any interest in the Note only to the extent permitted in the Note Purchase Agreement. The City shall be entitled to treat the Bank as the “Owner” of the Note as indicated therein and as the absolute owners of the Note for all purposes under this Resolution and for purposes of payment of principal of and interest on such Note, notwithstanding any notice to the contrary received by the City.
e. The City Manager, the Director of Finance or their authorized designees (each an “Authorized Representative”), each acting alone, are hereby authorized and directed to provide any notices or other directions of the City to the Bank pursuant to the Note Purchase Agreement.
f. An Authorized Representative will maintain or cause to be maintained, at his or her office in Ukiah, California, sufficient books for the registration of the Note.
Section 4. Form of Note. The Note shall be issued without coupons and shall be substantially in the form thereof set forth in Exhibit A attached hereto and incorporated herein, together with such changes, additions, and deletions thereto as deemed necessary and as approved by an Authorized Representative before the execution, authentication and delivery of the Note.
Section 5. Execution of Note. Each Authorized Representative (including officials acting in this position on an interim basis) acting alone are authorized to execute the Note by their manual or facsimile signature, and the City Clerk (including officials acting in this position on an interim basis) is hereby authorized to countersign the Note by manual or facsimile signature. The Note shall not be valid, however, unless and until an Authorized Representative (including the person acting in such position on an interim basis) shall have manually authenticated such Note by executing the Certificate of Authentication printed thereon.
Section 6. Use of Proceeds of Note. The City shall, immediately upon receiving the proceeds of the sale of the Note or portions thereof, deposit in the General Fund all amounts representing the proceeds of the Note received from such sale, and such proceeds shall be used for the purpose specified in the Note Purchase Agreement or otherwise permitted by applicable law.
4 City of Ukiah
Issuance Resolution
2025-26 TRANs
Section 7. Security for Note; Security Interest.
a. The City hereby pledges all Revenues (as that term is defined in the Note Purchase Agreement) excluding moneys which, when received by the City, will be encumbered for a special purpose (collectively, the “Pledged Revenues”) to the payment of the principal of and interest on the Note. The Note shall be equally and ratably secured by the Pledged Revenues. This pledge is valid and binding in accordance with the terms of this Resolution and the Pledged Revenues shall immediately be subject to the pledge, and the pledge shall constitute a first lien and security interest which shall immediately attach to the Pledged Revenues and be effective, binding, and enforceable against the City, its successors, creditors, and all others asserting the rights therein, to the extent set forth, and in accordance with this Resolution irrespective of whether those parties have notice of the pledge and without the need for any physical delivery, recordation, filing, or further act.
b. Subject to written consent from the Bank, nothing in this Resolution shall prohibit the City from issuing additional tax and revenue anticipation notes payable from the Pledged Revenues or other available funds on a basis subordinate to the Note (“Subordinate Notes”); provided that with respect to any such Subordinate Notes, the City shall not, prior to the payment in full of the Note, (i) make any scheduled payments of principal of or interest on such Subordinate Notes prior to the payment of principal of or interest on the Note, (ii) make any prepayment thereof, or (iii) issue any such Subordinate Notes that have a maturity date earlier than the stated maturity date of the Note.
Section 8. Sale of Note. The Note Purchase Agreement, in the form thereof set forth in Exhibit B attached hereto and incorporated herein, is hereby approved, and the Authorized Representatives, or their designee, each acting alone, are hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Bank the Note Purchase Agreement in said form (which Note Purchase Agreement shall contain the maturity date and the interest rates and the prepayment provisions for the Note), with such changes as such Authorized Representative may require, deem necessary, or approve upon consultation with the City Attorney, such approval to be conclusively evidenced by the execution and delivery thereof; provided however, the maximum rate of interest on the Note shall not exceed 10.00%, for the utilized portion of the Note.
Section 9. Further Actions. Each Authorized Representative is hereby authorized and directed to execute and deliver the Note to the Bank in accordance with the Note Purchase Agreement, and the City Manager, the Director of Finance, and the City Clerk are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, including but not limited to an agreement relating to the breakage fee related to the Note, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Note in accordance with this Resolution, and all actions heretofore taken by such officers with respect to the sale and issuance of the Note are hereby approved, confirmed and ratified. Any authority delegated under this Resolution to a specified official (including officials
5 City of Ukiah
Issuance Resolution
2025-26 TRANs
acting in these positions on an interim basis) of the City may also be exercised by the specified official’s authorized designee.
Section 10. Resolution to Constitute Contract. It is hereby covenanted and warranted by the City that all representations and recitals contained in this Resolution are true and correct, and that the City, and its appropriate officials, have duly taken all proceedings necessary to be taken by them, and will take any additional proceedings necessary to be taken by them, for the levy and collection and deposit of the Revenues (as defined in the Note Purchase Agreement) pledged hereunder in accordance with the Law and with this Resolution and for carrying out the provisions of this Resolution. It is hereby further covenanted and warranted by the City that the provisions of the Note and of this Resolution shall constitute a contract between the City and the Owner, and such provisions shall be enforceable by mandamus or any other appropriate suit, action or proceeding at law or in equity in any court of competent jurisdiction; provided, that notwithstanding any other provision hereof to the contrary, upon the City’s failure to observe, or refusal to comply with, the covenants contained herein, no one other than the Owner or former Owner of the Note shall be entitled to exercise any right or remedy under this Resolution on the basis of the City’s failure to observe, or refusal to comply with, such covenants.
Section 11. Amendments. This Resolution may be amended by a supplemental resolution adopted by the Council with the written consent of the Owners of one hundred percent (100%) of the principal amount of the Note outstanding.
Section 12. Severability. If any one or more of the provisions of this Resolution shall to any extent be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, the decision, finding, order or decree of which becomes final, none of the remaining provisions of this Resolution shall be affected thereby, and such provisions shall be valid and enforceable to the fullest extent permitted by applicable law.
Section 13. Effective Date. This Resolution shall take effect from and after its adoption.
Section 14. Certification. The City Clerk shall certify as to the adoption of this Resolution.
6 City of Ukiah
Issuance Resolution
2025-26 TRANs
ADOPTED this 18th day of June 2025, by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
Douglas Crane, Mayor
ATTEST:
Kristine, Lawler, City Clerk
Attachment 1
A-1
EXHIBIT A
FORM OF NOTE
R-__
ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF HAS AN INTEREST HEREIN. THIS NOTE IS NON-NEGOTIABLE AND
THE OWNER HEREOF HAS THE RIGHT TO SELL OR TRANSFER THE NOTE OR TO
OTHERWISE DIRECTLY OR INDIRECTLY TRANSFER OR ASSIGN ANY INTEREST IN
THE NOTE ONLY TO THE EXTENT PERMITTED BY THE NOTE PURCHASE AGREEMENT.
CITY OF UKIAH
2025-26 Tax and Revenue Anticipation Note
INTEREST RATE DATED DATE MATURITY DATE
As set forth in the Note
Purchase Agreement
July 1, 2025 June 30, 2026
REGISTERED OWNER: UMPQUA BANK (including its successors and assigns) PRINCIPAL AMOUNT: UP TO $10,000,000 TO BE OUTSTANDING AT ANY
TIME AND NOT TO EXCEED THE MAXIMUM
AMOUNT (AS DEFINED HEREIN)
FOR VALUE RECEIVED, the City of Ukiah, California (“City”) acknowledges itself indebted to and promises to pay to the Registered Owner hereof (together with any of its successors and assigns as permitted under the Note Purchase Agreement (defined below), the “Bank”), at the office of the City, the principal sum stated above, in lawful money of the United States of America, on the dates and in the amounts, together with interest on the principal amount outstanding hereunder from time to time, calculated upon the amount of principal outstanding for each Interest Period (as such term is defined in the Note Purchase Agreement) at the rate or rates per annum set forth above and computed on the basis set forth in that certain Note Purchase Agreement (the “Note Purchase Agreement”) by and between the City and the Bank dated as of July 1, 2025 in like lawful money from the date hereof until payment in full of said principal sum. Interest hereon shall be payable to the Registered Owner at the address shown on the registration books of the City; provided that the address may be changed pursuant to the terms of the Note Purchase Agreement, and at such other times as may be required under the Note Purchase Agreement. The principal of and interest at maturity on this Note shall be payable only to the Registered Owner and in the manner provided in the Note Purchase Agreement. This Note is subject to a default rate upon the occurrence of an Event of Default, as provided in the Note Purchase Agreement. Upon payment in full of this Note, this Note shall be surrendered for cancellation.
A-2
City of Ukiah
Issuance Resolution
2025-26 TRANs
It is hereby certified, recited and declared that this Note is entitled “City of Ukiah 2025-26 Tax and Revenue Anticipation Note” (the “Note”), and is authorized and issued under and pursuant to the authority of Article 7.6, Chapter 4, Part 1, Division 2, Title 5 of the Government Code of the State of California and in accordance with Resolution No. _____ adopted by the City Council of the City on _________, 2025 (together with the Note Purchase Agreement appended thereto, the “Resolution”), and that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of this Note have existed, happened and been performed in regular and due time, form and manner as required by law, and that this Note, together with all other indebtedness and obligations of the City does not exceed any limit prescribed by the Constitution or laws of the State of California. Capitalized terms not otherwise defined herein shall have the meaning ascribed thereto in the Resolution.
The Note is subject to optional and mandatory prepayment prior to the maturity date thereof, in accordance with the terms of the Note Purchase Agreement. Amounts repaid under this Note may be reborrowed in an amount not to exceed $10,000,000 at any time pursuant to the terms of the Note Purchase Agreement; provided, however, that such additional principal amount, when added to the interest payable thereon and to all previous principal amounts borrowed under the Note, does not exceed eighty-five percent (85%) of the estimated amount of the estimated uncollected taxes, income, revenue, cash receipts and other moneys of the City anticipated to be received for or accrued to the General Fund during Fiscal Year 2025-26 that will be available for the payment of the interest on and the principal of the Note (such amount, the “Maximum Amount”).
Pursuant to the Resolution, the City has pledged all Revenues to the payment of the principal of and interest on the Note. The Note shall be equally and ratably secured by the Pledged Revenues.
The Note is a general obligation of the City and is payable from the Pledged Revenues and the income derived from the investment of moneys held in the accounts as provided in the Resolution.
The principal of the Note and the interest thereon shall constitute a first lien and charge on such Pledged Revenues, and shall be payable therefrom, and to the extent not so paid from any other moneys of the City lawfully available therefor.
This Note shall not be valid or become obligatory for any purpose until the Certificate of Authentication hereon shall have been signed by the [Director of Finance] [City Manager] of the City, or their designee.
A-3
City of Ukiah
Issuance Resolution
2025-26 TRANs
IN WITNESS WHEREOF, the City of Ukiah has caused this Note to be executed by the manual or facsimile signature of its [Director of Finance][City Manager] and countersigned by the manual or facsimile signature of the City Clerk, all as of the [first day of July 2025].
CITY OF UKIAH
By:
Its: [Director of Finance][City Manager]
Countersigned:
By:
Its: City Clerk
CERTIFICATE OF AUTHENTICATION
This Note is the City of Ukiah, California 2025-26 Tax and Revenue Anticipation Note described in the within mentioned Resolution.
Date of Authentication: ____________, 2025
[Authorized Representative]
A-4
City of Ukiah
Issuance Resolution
2025-26 TRANs
TRANSACTION ON
2025-26 Tax and Revenue Anticipation Note
DATE
NOTE
PORTION
AMOUNT
REMAINING
MAXIMUM
AMOUNT INTEREST RATE
AMOUNT OF
PRINCIPAL
PAID
DATE TO
WHICH
INTEREST
PAID
NOTATION
MADE BY
B-1
EXHIBIT B
FORM OF NOTE PURCHASE AGREEMENT
[TO BE ATTACHED]
C-1
EXHIBIT C
GOOD FAITH ESTIMATES
The good faith estimates set forth herein are provided with respect to the Note authorized by this Resolution. Such good faith estimates have been provided to the City by Umpqua Bank.
Estimated Principal Amount. Umpqua Bank has informed the City that, based on the City’s financing plan and current market conditions, the good faith estimate of the aggregate principal amount of the Note is $10,000,000 (the “Estimated Principal Amount”).
True Interest Cost. Umpqua Bank has informed the City that the good faith estimate of the true interest cost of the Note, which means the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the Note, is 5.830%.
Finance Charge. Umpqua Bank has informed the City that the good faith estimate of the finance charge for the Note, which means the sum of all fees and charges paid to third parties for costs in connection with the issuance and sale of the Note (the “Finance Charge”), is $12,500. The City has stated that all costs of issuance will be paid from funds on hand and not from proceeds of the Note.
Amount of Proceeds to be Received. Umpqua Bank has informed the City that the good faith estimate of the amount of proceeds of the Note expected to be received by the City, less the Finance Charge, and any reserves or capitalized interest paid or funded with proceeds of the Note, is $9,987,500.
Total Payment Amount. Umpqua Bank has informed the City that the good faith estimate of the total payment amount, which means the sum total of all principal and interest payments made for the Note, plus the Finance Charge, not paid with proceeds of the financing, calculated to the final maturity of the Note, is $10,583,000, assuming a $10,000,000 draw on the closing date.
The foregoing estimates constitute good faith estimates only. The estimates above may differ from the actual amounts due to (a) the actual dated date of the Note being different from the date assumed for purposes of such estimates, (b) the actual aggregate principal amount of the Note being different from the Estimated Principal Amount, (c) the actual interest rate on the Note, (d) the actual amortization of the debt service on the Note being different from the amortization assumed for purposes of such estimates, (e) other market conditions, or (f) alterations in the City’s financing plan, or a combination of such factors. The actual dated date of the Note and the actual aggregate principal amount of the Note will be determined by the City based on market conditions and other factors.
NP DRAFT 6/12/25
Attachment 2
NOTE PURCHASE AGREEMENT
by and between
CITY OF UKIAH, CALIFORNIA
and
UMPQUA BANK
City of Ukiah, California
2025-26 Tax and Revenue Anticipation Note
Dated as of July 1, 2025
Table of Contents
Page
i
ARTICLE I DEFINITIONS ............................................................................................................1 Section 1.01 Definitions....................................................................................................1 Section 1.02 Construction.................................................................................................5 ARTICLE II NOTES .......................................................................................................................6 Section 2.01 Initial Note Portion; Commitment to Purchase Note Portions.....................6 Section 2.02 Purchase Notice ...........................................................................................6 Section 2.03 No Note Rating; DTC; CUSIP.....................................................................6 Section 2.04 Note..............................................................................................................7 Section 2.05 Interest..........................................................................................................7 Section 2.06 Alternative Rates..........................................................................................7 Section 2.07 Illegality .......................................................................................................8 Section 2.08 Increased Costs ............................................................................................8 Section 2.09 Compensation ............................................................................................10 Section 2.10 Voluntary Termination of Unutilized Commitment ..................................11 Section 2.11 Prepayments...............................................................................................11 Section 2.12 Security Interest .........................................................................................11 Section 2.13 Method and Place of Payment ...................................................................11 Section 2.14 Net Payment...............................................................................................11 Section 2.15 Transfers of the Note .................................................................................12 Section 2.16 Bank Records.............................................................................................12 ARTICLE III CONDITIONS PRECEDENT ................................................................................12 Section 3.01 Conditions to the Bank’s Entering Into Agreement...................................12 Section 3.02 Conditions to Purchase ..............................................................................13 ARTICLE IV REPRESENTATIONS OF THE CITY ..................................................................14 Section 4.01 Valid Existence ..........................................................................................14 Section 4.02 Authorization and Validity ........................................................................14 Section 4.03 Compliance with Laws and Contracts .......................................................15 Section 4.04 Litigation....................................................................................................15 Section 4.05 No Event of Default...................................................................................15 Section 4.06 Projections and Budget Material................................................................15 Section 4.07 Accurate and Complete Disclosure............................................................15 Section 4.08 Regulatory Approvals ................................................................................15 Section 4.09 Prospective Change in Law .......................................................................16 Section 4.10 Sovereign Immunity...................................................................................16 Section 4.11 Priority of Pledge .......................................................................................16 Section 4.12 Resolution ..................................................................................................16 Section 4.13 Reserved.....................................................................................................16 Section 4.14 Note............................................................................................................16 Section 4.15 Usury..........................................................................................................16 ARTICLE V COVENANTS OF THE CITY ................................................................................16 Section 5.01 Notice of Default........................................................................................16 Section 5.02 Compliance With Laws..............................................................................16
Table of Contents (continued)
Page
ii
Section 5.03 Resolution ..................................................................................................17 Section 5.04 No Impairment...........................................................................................17 Section 5.05 Budgets; Financial Statements; Reports, Certificates and Other Information ................................................................................................17 Section 5.06 Inspection Rights .......................................................................................18 Section 5.07 Use of Proceeds..........................................................................................18 Section 5.08 Existence....................................................................................................18 Section 5.09 Indebtedness and Liens..............................................................................18 Section 5.10 Assignments...............................................................................................18 Section 5.11 Sanctions Concerns and Anti-Corruption Laws ........................................18 Section 5.12 Further Assurances.....................................................................................19 Section 5.13 Certain Information....................................................................................19 Section 5.14 Accuracy of Information............................................................................19 Section 5.15 No Immunity..............................................................................................19 Section 5.16 Deposit Relationship..................................................................................19 ARTICLE VI EVENTS OF DEFAULT; REMEDIES..................................................................20 Section 6.01 Events of Default .......................................................................................20 Section 6.02 Remedies....................................................................................................21 Section 6.03 No Waiver; Cumulative Remedies ............................................................21 ARTICLE VII MISCELLANEOUS..............................................................................................22 Section 7.01 Amendments ..............................................................................................22 Section 7.02 Assignments...............................................................................................22 Section 7.03 Governing Law; Waiver of Jury Trial; Waiver of Special Damages; Sovereign Immunity...................................................................................22 Section 7.04 Severability ................................................................................................23 Section 7.05 Counterparts...............................................................................................23 Section 7.06 Expenses ....................................................................................................23 Section 7.07 Indemnification..........................................................................................23 Section 7.08 Term of the Agreement..............................................................................25 Section 7.09 Notice.........................................................................................................25 Section 7.10 Holidays .....................................................................................................25 Section 7.11 Survival......................................................................................................25 Section 7.12 USA PATRIOT ACT NOTIFICATION ...................................................26 Section 7.13 No Advisory or Fiduciary Relationship.....................................................26 Section 7.14 No Liability................................................................................................26 EXHIBIT A – FORM OF PURCHASE NOTICE.....................................................................A-1 EXHIBIT B – LIST OF INFORMATION PROVIDED BY THE CITY TO UMPQUA BANK PURSUANT TO SECTION 4.07 ..........................................................B-1
This NOTE PURCHASE AGREEMENT, dated as of July 1, 2025, is entered into by and between the CITY OF UKIAH, CALIFORNIA, a general law municipal corporation existing under and by virtue of the laws of the State of California (the “City”), and UMPQUA BANK, an Oregon corporation and state chartered bank authorized to conduct banking in the State of California, (including its successors and assigns, the “Bank”).
W I T N E S S E T H:
WHEREAS, the City desires to sell its City of Ukiah, California 2025-26 Tax and Revenue Anticipation Note (together with the portions thereof, the “Note”) in anticipation of its receipt of Revenues (as defined herein) in order to support its cash flow needs; and WHEREAS, the Bank is willing, on the terms and conditions contained herein, to purchase the Note as further described herein from the City; and NOW, THEREFORE, in consideration of the respective agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
ARTICLE I
DEFINITIONS
Section 1.01 Definitions. The following terms have the meanings indicated below or in the referenced Section of this Agreement, unless the context shall clearly indicate otherwise:
“Agreement” means this Note Purchase Agreement, as amended, modified and supplemented from time to time.
“Applicable Lending Office” means, in the case of any Note Portion, the office of the Bank at which the Note is carried on the books and records of the Bank as set forth in Section 7.09 herein.
“Authorized Representative” means any of the following officers of the City: the City Manager, the Director of Finance, or any of their designees, or any individual designated in writing to the Bank by the City Manager as an Authorized Representative. “Authorizing Law” means California Government Code Sections 53850 to 53858 (inclusive).
“Bank” has the meaning assigned to that term in the introductory paragraph of this Agreement.
“Borrowing Availability” means, at any time, the Maximum Amount, minus the aggregate principal amount of outstanding Note Portions hereunder. “Business Day” means any day that is not a Saturday, Sunday or other day on which commercial banks in San Francisco, California are authorized or required by law to remain closed.
2 “Change in Law” means (a) the adoption of any law, rule or regulation after the date of this Agreement, (b) any change in any law, rule or regulation or in the interpretation or application thereof by any Governmental Authority after the date of this Agreement, or (c) compliance by the Bank (or by the Applicable Lending Office of the Bank) with any request, guideline or directive (whether or not having the force of law) of any Governmental Authority made or issued after the date of this Agreement; provided that notwithstanding anything herein to the contrary, (x) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith, and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a “Change in Law,” regardless of the date enacted, adopted or issued. “City Council” means the City Council of the City.
“Commitment Termination Date” means June 29, 2026, unless terminated earlier as provided herein.
“Default” means the occurrence of any event or the existence of any circumstances that, with the passage of time, the giving of notice, or both, would become an Event of Default. “Default Rate” means the Interest Rate plus 3.00% per annum as more particularly described in Section 2.05(b) hereof.
“Designated Jurisdiction” means any country or territory to the extent that such country or territory itself is the subject of any Sanction.
“Dollars” and “$” means the lawful currency of the United States of America. “Effective Date” means July 1, 2025.
“Event of Default” has the meaning assigned to that term in Section 6.01 hereof. “Federal Funds Rate” means, for any day, the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System arranged by federal funds brokers, as published for such day (or, if such day is not a business day, for the next preceding business day) by the Federal Reserve Bank of New York or, if such rate is not so published for any day which is a business day, the average of the quotations for such day on such transactions received by the Bank from three federal funds brokers of recognized standing selected by it. “Fiscal Year” means each twelve-month period commencing on July 1 and ending on June 30.
“General Fund” means the fund of the City into which Revenues are received and/or deposited.
“Governmental Authority” means the government of the United States of America, or any political subdivision thereof, whether state or local, and any agency, authority, instrumentality,
3 regulatory body, court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government. “Grant” means an award of funds to the City in furtherance of a public purpose, which is paid from monies deposited in the treasury of the City, and which is not required to be repaid except upon default by the City, including, but not limited to, amounts received in connection with the City’s Recycled Water Project, Phase IV.
“Indebtedness” means, without duplication, (a) all indebtedness (including principal and interest) of the City for borrowed money or for the deferred purchase price of property; (b) all liabilities secured by any Lien on any property owned by the City, whether or not such liabilities have been assumed by the City; (c) the aggregate amount required to be capitalized under leases under which the City is the lessee; and (d) all Contingent Obligations of the City. As used in this definition, the term “Contingent Obligation” means, as to the City, any obligation of the City guaranteeing or intended to guarantee any Indebtedness, leases, dividends or other obligations (“primary obligations”) of any other Person (the “primary obligor”) in any manner, whether directly or indirectly including, without limitation, any obligation of the City, whether or not contingent, (i) to purchase any such primary obligation or any property constituting direct or indirect security therefor, (ii) to advance or supply funds (x) for the purchase or payment of any such primary obligation or (y) to maintain working capital or equity capital of the primary obligor or otherwise to maintain the net worth or solvency of the primary obligor, (iii) to purchase property, securities or services primarily for the purpose of assuring the holder of any such primary obligation of the ability of the primary obligor to make payment of such primary obligation or (iv) otherwise to assure or hold harmless the holder of such primary obligation against loss in respect thereof; provided, however, that the term Contingent Obligation shall not include endorsements of instruments for deposit or collection in the ordinary course of business. The amount of any Contingent Obligation shall be deemed to be an amount equal to the stated or determinable amount of the primary obligation in respect of which such Contingent Obligation is made or, if not stated or determinable, the maximum reasonably anticipated liability in respect thereof (assuming the City is required to perform thereunder) as determined by the City in good faith.
“Indemnitee” has the meaning assigned to that term in Section 7.07(a) hereof. “Interest Invoice” has the meaning assigned to that term in Section 2.05(b) hereof. “Initial Note Portion” means $0 purchased on the Effective Date as described in Section 2.01(a) hereof.
“Interest Payment Date” means the first Business Day of each month, and date that any Note Portion is prepaid hereunder.
“Interest Period” means, with respect to any Note Portion, the period from and including the related Note Portion Date to but not including the first calendar day of the immediately succeeding month and, thereafter, the period from including the first day of each calendar month to and including the last day of such calendar month or, if earlier, to but not including the applicable Maturity Date.
4 “Interest Rate” means, with respect to any Note Portion, the sum of (a) the Federal Funds Rate, plus (b) 1.50%; provided however, that no time shall the Interest Rate be less than 4.00%; provided further however that at no time shall the Interest Rate paid hereunder exceed 10.0%. “Lien” means any mortgage, pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or other), preference, priority or other security agreement of any kind or nature whatsoever (including, without limitation, any conditional sale or other title retention agreement).
“Margin Stock” has the meaning provided in Regulation U of the Board of Governors of the Federal Reserve System.
“Maturity Date” means June 30, 2026, unless such date occurs earlier as provided herein. “Maximum Amount” means, on any date, an amount equal to $10,000,000, subject to the provisions of Section 2.01(c) hereof.
“Note” means the City of Ukiah, California 2025-26 Tax and Revenue Anticipation Note, as further described in Section 2.04 hereof.
“Note Portion” means an undivided beneficial interest in the Note and includes the Initial Note Portion.
“Notice” or “notice” means any form of written communication or a communication by means of electronic mail, facsimile device, telegraph or cable and confirmed telephonically. “Notice Office” means the office of the Bank as set forth in Section 7.09 herein, or such other office or mail code as the Bank may hereafter designate in writing as such to the City. Any Notice of a change in the Notice Office shall become effective on the fifth calendar day after the delivery of Notice thereof to the City.
“Obligations” means all amounts owing to the Bank pursuant to the terms of this Agreement and the Note.
“OFAC” means The Office of Foreign Assets Control of the U.S. Department of the Treasury.
“Overadvance” means the amount by which the aggregate principal amount of all Note Portions then outstanding exceeds the Borrowing Availability. “Payment Office” means the office of the Bank as set forth in Section 7.09 herein, or such other office or account as the Bank may hereafter designate in writing as such to the City. Any Notice of a change in the Payment Office shall become effective on the fifth calendar day after the delivery of Notice thereof to the City.
“Person” means an individual, a corporation, a partnership, a limited liability company, an association, a trust or any other entity or organization, including a government or a political subdivision or an agency or instrumentality thereof.
5 “Pledged Revenues” has the meaning assigned to that term in Section 2.10 hereof. “Purchase Date” means, (a) with respect to the Initial Note Portion, the Effective Date, and (b) with respect to future Note Portions, the date, which shall be a Business Day, on which the Bank is required to purchase such Note Portion as set forth in the applicable Purchase Notice. “Purchase Notice” has the meaning assigned to that term in Section 2.02 hereof. “Rate Adjustment Date” means the first day of each month. “Related Documents” means the Note and the Resolution.
“Resolution” means Resolution No. _____ adopted by the City Council of the City on _________, 2025, as amended, modified and supplemented from time to time. “Revenues” means all legally available taxes, income, revenue, cash receipts, and other moneys of the City attributable to the City’s Fiscal Year 2025-26. “Revenues” shall include amounts received and collected by the City from Grants. “Sanction(s)” means any international economic sanction administered or enforced by the United States Government (including, without limitation, OFAC), the United Nations Security Council, the European Union, His Majesty’s Treasury or other relevant sanctions authority. “Section 5.05 Documents” means the documents required by Section 5.05 hereof. “SOFR” means the secured overnight financing rate which is published by the Board of Governors of the Federal Reserve System and available at www.newyorkfed.org. “State” means the State of California.
“Taxes” has the meaning assigned to that term in Section 2.13 hereof. “Unutilized Commitment” means, on the Effective Date, $10,000,000, and, thereafter at any time, means $10,000,000 less the aggregate principal amount of all Note Portions purchased by the Bank.
Section 1.02 Construction. The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include,” “includes,” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” Unless the context requires otherwise (a) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein), (b) any reference herein to any Person shall be construed to include such Person’s successors and assigns, (c) the words “herein,” “hereof,” and “hereunder,” and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, and (d) all references
6 herein to Articles, Sections and Exhibits shall be construed to refer to Articles and Sections of, and Exhibits to, this Agreement.
ARTICLE II
NOTES
Section 2.01 Initial Note Portion; Commitment to Purchase Note Portions. (a) On the basis of the representations, warranties and covenants contained herein, but subject to the terms and conditions herein set forth, the Bank hereby agrees to purchase from the City, and the City hereby agrees to sell to the Bank Note Portions from time to time on a revolving basis up to the Borrowing Availability at a purchase price of 100% of the principal amount thereof. The initial Note Portion (the “Initial Note Portion”) purchased by the Bank hereunder is $0. The wiring instructions to the Bank for the purposes of wiring the proceeds of each Note portion to the City are to be set forth in each Purchase Notice (as defined below). (b) Subject to and upon the terms and conditions set forth herein, including but not limited to, the provisions of Section 2.11(a) hereof, the Bank agrees, at any time and from time to time prior to the Commitment Termination Date at the written request of the City, to purchase additional Note Portions issued by the City in any aggregate principal amount, provided such principal amount may not exceed the Unutilized Commitment at such time. (c) Within the limits of this Section 2.01, the City may borrow, repay pursuant to Section 2.11 hereof and reborrow under this Section 2.01(c) provided that the maximum amount that may be outstanding at any time hereunder is $10,000,000 and the aggregate amount of Note Portions ever issued hereunder, when added to the interest payable thereon, shall never exceed eighty-five percent (85%) of the estimated amount of the estimated uncollected taxes, income, revenue, cash receipts and other moneys of the City anticipated to be received for or accrued to the General Fund during Fiscal Year 2025-26 that will be available for the payment of the interest on and the principal of the Note. Upon any prepayment of the related Note Portion, the Borrowing Availability shall be reinstated as set forth in the definition thereof.
Section 2.02 Purchase Notice.
(a) Whenever the City desires for the Bank to purchase a Note Portion hereunder, it shall give the Bank at its Notice Office prior written notice of such purchase no later than five (5) days preceding the applicable Purchase Date. Each such notice (each a “Purchase Notice”) shall be in the form of Exhibit A attached hereto, appropriately completed to specify the aggregate principal amount of the Note Portion to be purchased and the applicable Purchase Date (which shall be a Business Day).
(b) No later than 12:00 p.m. California time on the applicable Purchase Date, so long as the conditions precedent to such purchase as set forth in Section 3.02 are satisfied at such time on such date, the Bank will make available to the order of the City the principal amount of the Note Portion in Dollars and in immediately available funds.
Section 2.03 No Note Rating; DTC; CUSIP. So long as the Bank owns the Note, such Note shall not be (i) assigned a separate rating by any rating agency, (ii) registered with The
7 Depository Trust Company or any other securities depository, (iii) offered pursuant to any type of offering document or official statement or (iv) assigned a CUSIP number by Standard & Poor’s CUSIP Service
Section 2.04 Note. The City’s obligation to pay the principal of, and interest on, the Note Portions purchased by the Bank shall be evidenced by a City of Ukiah, California 2025-26 Tax and Revenue Anticipation Note in the form of a note duly executed and delivered by the City substantially in the form attached to the Resolution appropriately completed in conformity herewith (as the same may be amended from time to time, the “Note”). The Note shall (i) be registered in the name of the Bank and be dated the Effective Date; (ii) be in a principal amount equal to an amount not to exceed $10,000,000 (subject to the provisions Section 2.01(c) hereof) and be payable in the principal amount of the Note Portions evidenced thereby, including the Initial Note Portion; (iii) mature, with respect to each Note Portion evidenced thereby, on June 30, 2026; (iv) bear interest at the Interest Rate; and (v) be entitled to the benefits of this Agreement and the Resolution. The Bank will note on the principal log attached to the Note the amount of each Note Portion purchased by the Bank and each principal payment in respect thereof. Failure to make any such notation shall not affect the City’s obligations in respect of the Note Portions.
Section 2.05 Interest. The City agrees to accrue and pay interest in respect of the unpaid principal amount of the Note as follows:
(a) The City agrees to accrue interest in respect of the unpaid principal amount of each Note Portion from the date the proceeds thereof are made available to the City until the earliest of (i) the date such Note Portion is paid in full, or (ii) the Maturity Date, in each case, at a rate per annum which shall be equal to the Interest Rate. (b) Overdue principal and, to the extent permitted by law, overdue interest in respect of each Note Portion shall bear interest at a rate equal to 3.00% per annum in excess of the Interest Rate for such Note Portion (the “Default Rate”). (c) Interest shall be payable (i) on each Interest Payment Date for the interest accrued on the Note from and including the preceding Interest Payment Date to but excluding such Interest Payment Date as set forth in an invoice of the Bank (each an “Interest Invoice”) delivered to the City no later than three (3) Business Days prior to such Interest Payment Date; provided that failure of delivery of an Interest Invoice shall not affect the City’s obligations in respect of such interest; provided further that to the extent that the interest set forth in an Interest Invoice is either below or above the actual interest amount, the difference shall be either credited or debited in the next succeeding Interest Invoice and, in the case of a deficiency, as long as the City pays such interest pursuant to the provisions of the following paragraph, such interest shall not be considered overdue; and (ii) in respect of each Note Portion, on any prepayment (on the amount prepaid), on the Maturity Date and, after the Maturity Date, on demand. (d) All computations of interest shall be made on a 30/360 basis.
Section 2.06 Alternative Rates. If the Bank has reasonably determined that (i) the administrator of the Federal Funds Rate, or any relevant agency or authority for such administrator of the Federal Funds Rate (or any substitute index which replaces the Federal Funds Rate (the
8 Federal Funds Rate or such replacement, the “Benchmark”)), has announced that such Benchmark will no longer be provided, (ii) any relevant agency or authority has announced that such Benchmark is no longer representative, or (iii) any similar circumstance exists such that such Benchmark has become permanently unavailable or ceased to exist, the Bank will (x) replace such Benchmark with a replacement rate or (y) if any such circumstance applies to fewer than all tenors of such Benchmark used for determining an interest period hereunder, discontinue the availability of the affected interest periods. In the case of the Federal Funds Rate, such replacement rate will be SOFR. In the case of the replacement of a rate other than the Federal Funds Rate, the Bank may add a spread adjustment reasonably selected by the Bank, taking into consideration any selection or recommendation of a replacement rate by any relevant agency or authority, and evolving or prevailing market practice. In connection with the selection and implementation of any such replacement rate, the Bank may make any technical, administrative or operational changes that the Bank decides, in its reasonable opinion, may be appropriate to reflect the adoption and implementation of such replacement rate. The Bank’s internal records of applicable interest rates shall be determinative in the absence of manifest error.
Section 2.07 Illegality. If the Bank determines that any law has made it unlawful, or that any Governmental Authority has asserted that it is unlawful, for the Bank to make, maintain or fund Advances whose interest is determined by reference to the Federal Funds Rate, or to determine or charge interest rates based upon the Federal Funds Rate, then, on notice thereof by the Bank to City, any obligation of the Bank to purchase make or continue Advances with reference to the Federal Funds Rate shall be suspended until the Bank notifies City that the circumstances giving rise to such determination no longer exist. Upon receipt of such notice, City shall, upon demand from the Bank convert the interest on all Advances to Advances that bear interest at the Alternate Rate, either on the last day of the Interest Period therefor in the case of Advances, if the Bank may lawfully continue to maintain such Advances to such day, and if the Bank may not lawfully continue to maintain Advances through the last day of the Interest Period therefor, then immediately upon demand. Upon any such conversion, City shall also pay accrued interest on the amount so converted on the date of such conversion
Section 2.08 Increased Costs. (a) If, on or after the Closing Date, the adoption of any law or any governmental or quasi-governmental rule, regulation, policy, guideline or directive, or any change in the interpretation, promulgation, implementation or administration thereof by any governmental or quasi-governmental authority, central bank or comparable agency charged with the interpretation or administration thereof including, notwithstanding the foregoing, all requests, rules, guidelines or directives in connection with Dodd-Frank Wall Street Reform and Consumer Protection Act, or promulgated by the Bank for International Settlements, the Basel Committee on Banking Regulations and Supervisory Practices (or any successor or similar authority) pursuant to Basel III or any successor Basel accord regardless of the date enacted, adopted or issued, or compliance by the Bank with any request or directive of any such authority, central bank or comparable agency:
(i) subjects the Bank to any Taxes, or changes the basis of taxation of payments (other than with respect to Excluded Taxes) to the Bank hereunder or with respect to the Note; or
9 (ii) imposes or increases or deems applicable any reserve, assessment, compulsory loan, insurance charge, special deposit or similar requirement against assets of, deposits with or for the account of, or credit extended by the Bank; or (iii) imposes any other condition on the Bank the result of which is to increase the cost to the Bank with respect to this Agreement, the Note or its making, maintenance or funding of the loans or any security therefor, or reduces any amount receivable by the Bank with respect to this Agreement, the Note, or the making, maintenance of funding of any loan, or requires the Bank to make any payment calculated by reference to any amount received with respect to this Agreement, the Note, or the making, maintenance or funding of any loan, by an amount deemed material by the Bank;
and the result of any of the foregoing is to increase the cost to the Bank with respect to this Agreement, the Note, or the making, maintenance or funding of the loans or to reduce the return received by the Bank in connection with the same, then, to the extent permitted by law, within thirty (30) days of demand by the Bank, City shall pay the Bank such additional amount or amounts as will compensate the Bank for such increased cost or reduction in amount received thereafter. (b) If the Bank determines the amount of capital or liquidity required or expected to be maintained by the Bank or any corporation controlling the Bank is increased as a result of a Change, then, within thirty (30) days of demand by the Bank, City shall, to the extent permitted by law, pay the Bank the amount necessary to compensate for any shortfall in the future rate of return on the portion of such increased capital or liquidity which the Bank determines is attributable to this Agreement or the Note, as the case may be, hereunder (after taking into account the Bank’s policies as to capital adequacy) during the remaining term of the Agreement. (c) In connection with any costs imposed upon City by the Bank pursuant to this Section, the Bank shall (i) promptly notify City of such costs and (ii) provide City with a certificate as to such increased cost, increased capital or reduction in return incurred by the Bank as a result of any event mentioned in clause (a) or (b) of this Section 2.08 setting forth, in reasonable detail , the basis for such calculation and the amount of such calculation submitted by the Bank to City which calculation shall be conclusive (absent manifest error) as to the amount thereof. In making the determinations contemplated by the above referenced certificate, the Bank may make such reasonable estimates, assumptions, allocations and the like that the Bank in good faith determines to be appropriate.
(d) Any and all payment obligations of City under this Agreement or the Note shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law requires the deduction or withholding of any Tax from any such payment, then City shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax or Other Tax, then the sum payable by City shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under Section 2.08(c) hereof) the Bank receives an amount equal to the sum it would have received had no such deduction or withholding been made.
10 (e) The Bank shall timely pay to the relevant Governmental Authority in accordance with applicable law or at the option of the Bank timely reimburse it for the payment of, any Other Taxes.
(f) To the extent permitted by law, City shall indemnify the Bank, within thirty (30) days after demand therefor, for the full amount of any Indemnified Taxes and Other Taxes (including Indemnified Taxes and Other Taxes attributable to amounts payable under Section 2.08(c) hereof) payable or paid by such Bank or required to be withheld or deducted from a payment to the Bank and any reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes and Other Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to City by the Bank shall be conclusive absent manifest error. (g) As soon as practicable after any payment of Taxes by City to a Governmental Authority pursuant to this Section 2.08(g), the City shall deliver to the Bank the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of the return reporting such payment or other evidence of such payment reasonably satisfactory to the Bank.
(h) If any party determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified pursuant to this Section 2.08 (including by the payment of additional amounts pursuant to Section 2.08(c) hereof), it shall pay to the indemnifying party an amount equal to such refund (but only to the extent of indemnity payments made under this Section 2.08 with respect to the Taxes giving rise to such refund), net of all out-of-pocket expenses (including Taxes) of such indemnified party and without interest (other than any interest paid by the relevant Governmental Authority with respect to such refund).
Such indemnifying party, upon the request of such indemnified party, shall repay to such indemnified party the amount paid over pursuant to this paragraph (h) (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) in the event that such indemnified party is required to repay such refund to such Governmental Authority.
Notwithstanding anything to the contrary in this paragraph (h), in no event will the indemnified party be required to pay any amount to an indemnifying party pursuant to this paragraph (h) the payment of which would place the indemnified party in a less favorable net after-Tax position than the indemnified party would have been in if the indemnification payments or additional amounts giving rise to such refund had never been paid. This paragraph (h) shall not be construed to require any indemnified party to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party or any other Person.
Section 2.09 Compensation. The City shall compensate the Bank, upon its written request (which request shall set forth the basis for requesting such compensation and shall, absent manifest error, be final and conclusive and binding on all the parties hereto), for all reasonable losses, expenses and liabilities (including, without limitation, any loss, expense or liability incurred by reason of the liquidation or reemployment of deposits or other funds required by the Bank to fund its Note Portions) which the Bank may sustain (i) if for any reason (other than a default by the Bank) a purchase of a Note Portion does not occur on a date specified therefor in a Purchase Notice (whether or not withdrawn by the City), or (ii) as a consequence of any other default by the
11 City to pay the principal of and interest on the Note Portions when required by the terms of this Agreement and the Note.
Section 2.10 Voluntary Termination of Unutilized Commitment. Upon at least five (5) Business Days’ prior notice to the Bank at its Notice Office, the City shall have the right, without premium or penalty, to terminate the Unutilized Commitment in whole or in part, in integral multiples of $100,000.
Section 2.11 Prepayments. (a) The City shall have the right to prepay any Note Portion, without premium or penalty, in whole or in part from time to time on any day; provided however, that if such date is not a Business Day, then such prepayment shall occur on the next succeeding Business Day; provided further however, that prior to any prepayment, the City shall provide notice to the Bank at least five (5) Business Days prior to such prepayment date. With respect to each prepayment of the Note pursuant to this Section 2.11, (i) the City shall designate the Note Portions which are to be prepaid and the specific draw dates applicable thereto and the amount or amounts to be prepaid, and (ii) each prepayment shall be in any amount, as determined by the City. (b) Overadvances. In the event that any calculation of the Borrowing Availability hereunder results in an Overadvance, the City shall, within ten (10) days to repay to the Bank any Overadvance. Overadvances constitute Obligations that are evidenced by the Note and entitled to all of the benefits of the Resolution and the Resolution.
Section 2.12 Security Interest. Pursuant to the Resolution, the City has pledged all Revenues (collectively, the “Pledged Revenues”) to the payment of the principal of and interest on the Note. The pledge is valid and binding in accordance with the terms of the Resolution, and the Pledged Revenues shall immediately be subject to the pledge, and the pledge shall constitute a first lien and security interest which shall immediately attach to the Pledged Revenues and be effective, binding, and enforceable against the City, its successors, creditors, and all others asserting the rights therein, to the extent set forth, and in accordance with, the Resolution irrespective of whether those parties have notice of the pledge and without the need for any physical delivery, recordation, filing, or further act.
Section 2.13 Method and Place of Payment. All payments under this Agreement or the Note shall be made to the Bank not later than 12:00 Noon (California time) on the date when due and shall be made in Dollars in immediately available funds at the Payment Office. Whenever any payment to be made hereunder or under the Note shall be stated to be due on a day which is not a Business Day, the due date thereof shall be extended to the next succeeding Business Day and, with respect to payments of principal, interest shall be payable at the applicable rate during such extension.
Section 2.14 Net Payment. All payments made by the City hereunder or under the Note will be made without setoff, counterclaim or other defense. All such payments will be made free and clear of, and without deduction or withholding for, any present or future taxes, levies, imposts, duties, fees, assessments or other charges of whatever nature now or hereafter imposed by any jurisdiction or by any political subdivision or taxing authority thereof or therein (but excluding any tax imposed on or measured by the net income of the Bank pursuant to the laws of the jurisdiction (or any political subdivision or taxing authority thereof or therein) in which the
12 Applicable Lending Office of the Bank is located) and all interest, penalties or similar liabilities with respect thereto (collectively, “Taxes”). If any Taxes are so levied or imposed, the City agrees to pay the full amount of such Taxes and such additional amounts as may be necessary so that every payment of all amounts due hereunder or under the Note, after withholding or deduction for or on account of any Taxes, will not be less than the amount provided for herein or in the Note.
The City will furnish to the Bank, within forty-five (45) days after the date the payment of any Taxes is due pursuant to applicable law, certified copies of tax receipts evidencing such payment by the City. To the extent permitted by law, the City hereby agrees to indemnify and hold harmless the Bank, and reimburse the Bank upon its written request, for the amount of any Taxes so levied or imposed and paid by the Bank.
Section 2.15 Transfers of the Note. Unless the City shall otherwise consent in writing, the Bank shall not transfer the Note to any Person; provided, however, that the Bank may assign the Note to a wholly-owned subsidiary of the Bank without prior notice to the City so long as the delivery of payments hereunder remains unaffected.
Section 2.16 Bank Records. All transactions relating to the Unutilized Commitment and the Note Portions including, without limitation, prepayments, repayments, interest charges and reductions and terminations of the Unutilized Commitment and the Note Portions shall be reflected in the books and records of the Bank, which records shall be conclusive and binding upon the City absent manifest error.
ARTICLE III
CONDITIONS PRECEDENT
Section 3.01 Conditions to the Bank’s Entering Into Agreement. It shall be a condition precedent to the Bank’s entering into this Agreement and purchasing the Initial Note Portion that all proceedings taken in connection with the transactions contemplated hereby and all documents incident thereto, including the Related Documents, shall be in form and substance satisfactory to the Bank and that the conditions enumerated in this Section 3.01 have been fulfilled to the satisfaction of the Bank. Delivery by the Bank of fully executed signature pages to this Agreement shall constitute acknowledgment and acceptance by the Bank that all such conditions have been met or waived.
(a) Representations. On the Effective Date, (i) there shall exist no Event of Default or Default; (ii) all representations and warranties made by the City herein or in any of the Related Documents shall be true and correct with the same effect as though such representations and warranties had been made at and as of such time; and (iii) each of the Related Documents to which the City is a party, as amended (if applicable), is in full force and effect and has not been amended, modified or changed.
(b) Documents. On or prior to the Effective Date, the Bank shall have received, in form and substance satisfactory to the Bank, the following:
(i) True and complete executed originals of this Agreement and the Note executed by an Authorized Representative;
13 (ii) The Resolution certified as of the Effective Date by the Secretary of the City Council;
(iii) The signature and incumbency certificate, dated the Effective Date, of the signatories of the City executing this Agreement and the Note; (iv) A certificate of an Authorized Representative dated the Effective Date, confirming that the 2025-26 budget has been approved by the City Council and making the representations set forth in Section 3.01(a) with respect to the City; (v) Executed copies of the legal opinion of the City Attorney to the City, which shall be in form and substance satisfactory to the Bank; (vi) A copy of the City’s annual comprehensive financial report (“ACFR”) for the City’s Fiscal Year 2023-24 Fiscal Year; (vii) If the Fiscal Year 2025-26 budget is changed before the Effective Date, a synopsis of the meeting at which the City Council approved such changes to the annual budget for the City’s Fiscal Year 2025-26 certified by an Authorized Representative; and (viii) Such further documentation, certificates or opinions as the Bank may reasonably request in connection with the matters arising under this Agreement and the Related Documents.
(c) Absence of Material Adverse Change. The Bank shall be satisfied that, on the Effective Date, no material adverse change in or effect upon the financial condition of the City shall have occurred since June 30, 2024 or the City’s ability to perform its obligation under this Agreement and the Related Documents. In addition, on or prior to the Effective Date, no change shall have occurred in any law, rule or regulation or in any interpretation thereof that, in the opinion of counsel to the Bank, would make it illegal for the Bank to execute and deliver this Agreement or for the City to execute, deliver and perform under the terms of this Agreement and the Note. (d) Payment. The City shall have made arrangements for the payment of the fees and expenses of counsel to the Bank as provided in Section 7.06 hereof. (e) Other Matters. All other legal matters pertaining to the execution and delivery of this Agreement and the Related Documents shall be satisfactory to the Bank, and the Bank shall have received such other statements, certificates, agreements, documents and information with respect to the City and matters contemplated by this Agreement as the Bank may reasonably request.
Section 3.02 Conditions to Purchase. The obligation of the Bank to purchase a Note Portion (other than the Initial Note Portion) on any day is subject to the satisfaction of the following conditions on such date:
(a) Unutilized Commitment. The Unutilized Commitment shall not have expired or been terminated on or prior to such day.
14 (b) Purchase Notice. The Bank shall have timely received the required Purchase Notice duly completed by an Authorized Representative, with respect to such Note Portion.
(c) No Default; Representations and Warranties. At the time such Note Portion is to be purchased and also after giving effect thereto:
(i) no Default or Event of Default shall have occurred and be continuing;
(ii) except as otherwise provided in clause (iii) hereinbelow, all representations and warranties contained herein shall be true, correct and complete in all material respects with the same effect as though such representations and warranties had been made on and as of such date except to the extent a representation or warranty relates specifically to an earlier date, in which case, such representation and warranty shall have been true and correct as of such earlier date; and
(iii) (1) the City certifies as of the applicable Purchase Date that a true, correct and complete copy of each of the Section 5.05 Documents provided on or prior to such Purchase Date has been furnished to the Bank; (2) the City certifies that the information contained in such Section 5.05 Documents (excluding any budget materials or any projected Revenues included in the statement required by Section 5.05(d)) provided on or prior to such Purchase Date was accurate as of the respective dates of such information; (3) an Authorized Representative represents as of the Purchase Date that, to his or her actual knowledge, without any investigation, the information contained in the Section 5.05 Documents (excluding any budget materials or any projected Revenues included in the statement required by Section 5.05(d)) is complete in all material respects with respect to the Revenues; and (4) the City certifies on each Purchase Date that the amounts borrowed and to be borrowed hereunder, when added to the interest payable thereon, do not exceed eighty-five percent (85%) of the estimated amount of the estimated uncollected taxes, income, revenue, cash receipts and other moneys of the City anticipated to be received for or accrued to the General Fund during Fiscal Year 2025-26 that will be available for the payment of the interest on and the principal of the Note.
ARTICLE IV
REPRESENTATIONS OF THE CITY
The City makes the following representations and warranties to the Bank as of the date hereof, the Effective Date and as of each Purchase Date:
Section 4.01 Valid Existence. The City is a general law city duly organized and existing under and by virtue of the laws of the State and has the necessary power and authority to execute and deliver this Agreement and the Related Documents, to perform its obligations hereunder and thereunder.
Section 4.02 Authorization and Validity. The execution, delivery and performance by the City of this Agreement, the Note and the other Related Documents have been duly authorized by proper proceedings of the City, and no further approval, authorization or consents are required by law or otherwise. To the best of the City’s knowledge, this Agreement, the Note and the
15 Resolution constitute the legal, valid and binding obligations of the City enforceable in accordance with their respective terms, subject to bankruptcy, insolvency, moratorium and other laws affecting creditors’ rights generally and principles of equity and public policy.
Section 4.03 Compliance with Laws and Contracts. Neither the execution and delivery by the City of this Agreement, the Note and the Resolution, nor the consummation of the transactions herein and therein contemplated, nor compliance with the provisions hereof or thereof will (a) violate any law, rule, regulation, order, writ, judgment, injunction, decree or award binding on the City, (b) result in any breach of, or default under the provisions of any material indenture, resolution, instrument or agreement to which the City is a party or is subject, or by which it or its property is bound, or (c) conflict with or result in the creation or imposition of any Lien pursuant to the terms of any such indenture, instrument or agreement.
Section 4.04 Litigation. Other than as has been previously disclosed in writing to the Bank, there is no action, suit, proceeding, inquiry or investigation at law or in equity or before or by any court, public board or body pending with service of process accomplished or, to the knowledge of the City, threatened against or affecting the City (a) wherein an unfavorable decision, ruling or finding would materially adversely affect (i) the transactions contemplated by or the validity of this Agreement, the Note or any of the other Related Documents, or (ii) the City’s ability to perform its obligations hereunder or under the Note, or the other Related Documents; or (b) which in any way contests the existence, organization or powers of the City or the titles of the officers of the City to their respective offices.
Section 4.05 No Event of Default. No Event of Default or Default has occurred and is continuing.
Section 4.06 Projections and Budget Material. The City represents that the proposed budget for Fiscal Year 2025-26 in the form considered by the Ukiah City Council at its meeting on June __, 2025, was prepared on the basis of information and estimates that the City believed on the Effective Date to be reasonable.
Section 4.07 Accurate and Complete Disclosure. The City hereby certifies as of the Effective Date that true, correct and complete copies of the documents listed in Exhibit B have been made available to the Bank. The City also certifies that the information contained in the documents listed in Exhibit B was accurate as of the respective dates of such information. The City hereby certifies that it has not failed to disclose any material information relating to the Revenues of which the City has actual knowledge, without any investigation, where such omission would reasonably be expected to impact the Bank’s decision to enter into the Note Purchase Agreement.
Section 4.08 Regulatory Approvals. Each authorization, consent, approval, license or formal exemption from or filing, declaration or registration with, any court, governmental agency or regulatory authority (federal, state or local), required to be obtained by the City in connection with the City’s execution and delivery of, and performance under this Agreement, the Note and the other Related Documents has been obtained or made and is in full force and effect.
16 Section 4.09 Prospective Change in Law. To the knowledge of the City, there is no amendment, or proposed amendment certified for placement on a ballot, to the Constitution of the State or any published administrative interpretation of the Constitution of the State or any State law, or any legislation which has passed either house of the State legislature or is under consideration by any conference or similar committee, or any published judicial decision interpreting any of the foregoing, the effect of which is to invalidate, eliminate or materially reduce the Revenues.
Section 4.10 Sovereign Immunity. Under California law and subject to Section 7.03(d) hereto, the City cannot assert sovereign immunity as a defense to the enforcement of its obligations under this Agreement and the Note.
Section 4.11 Priority of Pledge. The Resolution provides the Bank with a valid pledge of the Pledged Revenues, the priority of which is set forth in the Resolution, and the Bank is not required to take any further action to perfect or maintain this pledge.
Section 4.12 Resolution. The Resolution is in full force and effect. The Resolution has not been amended or supplemented except by such amendments or supplements as have previously been delivered to the Bank.
Section 4.13 Reserved.
Section 4.14 Note. As of the Effective Date, the Note has been duly and validly issued under the Resolution and is entitled to the benefits thereof.
Section 4.15 Usury. The terms of this Agreement, the Note and the other Related Documents regarding the calculation and payment of interest and fees do not violate any applicable usury laws.
ARTICLE V
COVENANTS OF THE CITY
During the term of this Agreement, and until the Obligations are paid in full, including full payment of the Note, unless the Bank shall otherwise consent in writing, the City covenants and agrees as follows:
Section 5.01 Notice of Default. As soon as practicable but in any event not more than five (5) Business Days after an Authorized Representative of the City shall have obtained knowledge of the occurrence of an Event of Default or Default provide to the Bank the written statement of an Authorized Representative setting forth the details of each such Event of Default or Default and, to the extent the City has made any determination with respect thereto, the action which the City proposes to take with respect thereto.
Section 5.02 Compliance With Laws. The City shall comply with all laws, rules and regulations, and with all final orders, writs, judgments, injunctions, decrees or awards to which it may be subject; provided, however, that the City may contest the validity or application thereof and appeal or otherwise seek relief therefrom, and exercise any and all of the rights and remedies which it may have with regard thereto, so long as such acts do not affect the City’s power and
17 authority to execute and deliver this Agreement, to perform its obligations and pay all amounts payable by it hereunder or under the Note, or to execute and deliver the other Related Documents and to perform its obligations thereunder.
Section 5.03 Resolution. The City agrees that it will perform and comply with each and every covenant and agreement required to be performed or observed by it in the Resolution, each of which covenants and agreements are, by this reference, incorporated into this Agreement in their entirety together with all defined terms and construction provisions necessary for a correct understanding thereof. The City shall not amend, modify, terminate or grant, or permit the amendment, modification, termination or grant of, any waiver under, or consent to, or permit or suffer to occur any action or omission which results in, or is equivalent to, an amendment, termination, modification, or grant of a waiver under the Resolution which would materially impair the ability of the City to perform its obligations under this Agreement without the prior written consent of the Bank.
Section 5.04 No Impairment. The City will not take any action that would materially impair the City’s ability to perform its obligations under this Agreement, the Note and the other Related Documents.
Section 5.05 Budgets; Financial Statements; Reports, Certificates and Other Information.
The City shall provide or cause to be provided to the Bank copies of:
(a) The Bank acknowledges receipt of a copy of the City’s annual budget for the City’s Fiscal Year 2025-26, as said budget was adopted by the City Council; (b) As soon as available, and in any event not later than nine months following the end of the City’s fiscal year (based on the City’s current fiscal year-end of June 30, the City’s ACFR for Fiscal Year ending June 30, 2025 together with an opinion of the independent accountants who conducted the audit of the financial statements of the City contained in the ACFR, which opinion shall contain no qualifications other than qualifications relating to the implementation of rules issued by the Government Accounting Standards Board (the failure to comply with which would not, in the opinion of the Bank in its sole discretion, individually or in the aggregate, have a material impact on any financial statement line item); (c) Concurrently with the furnishing of the financial statements described under Section 5.05(b) hereof, a certificate signed by an Authorized Representative stating that (i) the City has complied with all of the terms, provisions and conditions of this Agreement and the other Related Documents, (ii) to the best of his/her knowledge, the City has kept, observed, performed and fulfilled each and every covenant, provision and condition of this Agreement and the other Related Documents on the City’s part to be performed, and (iii) no Default or Event of Default has occurred or, if such Default or Event of Default has occurred, specifying the nature of such Default or Event of Default, the period of its existence, the nature and status thereof and any remedial steps taken or proposed to correct such Default or Event of Default; (d) As soon as available and, in any event, within ten (10) Business Days after adoption by the City Council of any changes to the Fiscal Year 2025-26 annual budget for the City,
18 including, but not limited to, all interim budget reports, if any, but only to the extent that such changes relate to Revenues;
(e) Promptly, notice of any action, suit or proceeding known to it at law or in equity or by or before any governmental instrumentality, entity or other agency which, if adversely determined, would materially impair the ability of the City to carry out its obligations under this Agreement, the Note or any other Related Document or any other document, instrument or agreement required hereunder or thereunder, or would materially and adversely affect its assets or financial condition;
(f) Promptly, notice of any matter or event known to the City which may result in a material adverse change in the City’s financial condition or operations; and (g) Promptly, upon the request of the Bank, any additional information reasonably requested by the Bank.
Section 5.06 Inspection Rights. At any reasonable time and from time to time the City shall permit the Bank or any agents or representatives thereof to examine and make copies of the records and books of account related to the Revenues and the transactions contemplated by this Agreement, the Note and the other Related Documents, to visit the City’s properties and to discuss its affairs, finances and accounts with any of its officers and independent accountants.
Section 5.07 Use of Proceeds. The City shall use the proceeds of each Note Portion solely for the cash flow needs of the City for Fiscal Year 2025-26. Without limiting the preceding sentence, the City agrees that no part of the proceeds of any Note Portion will be used by the City to purchase or carry any Margin Stock or to extend credit to others for the purpose of purchasing or carrying any Margin Stock.
Section 5.08 Existence. The City shall maintain its legal existence and shall not merge or consolidate with or into any other Person; provided, however, this provision does not prevent the City from annexing another local government entity, participate in a Joint Powers Agreement under the California Joint Exercise of Powers Act (Cal. Gov. Code § 6500 et seq.).
Section 5.09 Indebtedness and Liens. The City shall not create or suffer to exist any Indebtedness secured by a Lien upon, or with respect to, any of the Pledged Revenues, except as permitted pursuant to the Resolution.
Section 5.10 Assignments. The City shall not assign, transfer or otherwise convey any interest in the Pledged Revenues without the prior written consent of the Bank.
Section 5.11 Sanctions Concerns and Anti-Corruption Laws. (a) Sanctions Concerns. Neither the City, nor, to the knowledge of the City, any director, officer, employee, agent, affiliate or representative thereof, is an individual or entity that is, or is owned or controlled by any individual or entity that is (i) currently the subject or target of any Sanctions, (ii) included on OFAC’s List of Specially Designated Nationals, HMT’s Consolidated List of Financial Sanctions Targets and the Investment Ban List, or any similar list
19 enforced by any other relevant sanctions authority or (iii) located, organized or resident in a Designated Jurisdiction.
(b) Anti-Corruption Laws. The City has conducted its business in compliance with the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act 2010 and other similar anti-corruption legislation in other jurisdictions, and has instituted and maintained policies and procedures designed to promote and achieve compliance with such laws.
Section 5.12 Further Assurances. From time-to-time hereafter, the City will execute and deliver such additional instruments, certificates or documents, and will take all such actions as the Bank may reasonably request for the purposes of implementing or effectuating the provisions of this Agreement and the Related Documents or for the purpose of more fully perfecting or renewing the Bank’s rights with respect to the Pledged Revenues.
Section 5.13 Certain Information. The City shall not include in any amendment or supplement to any offering or disclosure document with respect to any Indebtedness, whether offered publicly or private, any information concerning the Bank that is not supplied in writing, or otherwise consented to, by the Bank expressly for inclusion therein, other than the Bank’s name and a brief description of this Agreement, which may be included in such offering or other document without the Bank’s prior written consent.
Section 5.14 Accuracy of Information. The City agrees that it shall provide the Bank with true, correct and complete copies of the Section 5.05 Documents. The City also agrees that the information contained in the Section 5.05 Documents (excluding any budget materials or any projected Revenues included in the statement required by Section 5.05(d)) will be accurate as of the respective dates of such information. The City’s Director of Finance agrees that, to his or her actual knowledge, without any investigation, the information contained in the Section 5.05 Documents (excluding any budget materials or any projected Revenues included in the statement required by Section 5.05(d)) will be complete in all material respects with respect to the Revenues.
Section 5.15 No Immunity. The City agrees that under California law and subject to Section 7.03(d) hereto it cannot assert sovereign immunity as a defense to the enforcement of its obligations under this Agreement or the Note.
Section 5.16 Deposit Relationship. The City agrees that no later than 90 days after the closing hereof, it shall establish a new operating account at the Bank, and that it shall transfer $2,000,000.00 to be held at the Bank; provided, further however, that no later than 180 days after the closing hereof, the City shall transfer an amount such that no less than an average of $4,500,000 in the aggregate shall be held at the Bank while any amounts are due and owing hereunder; provided, that the Bank provides an earnings credit rate for all analyzed accounts of 1.1% to offset monthly banking services fees as to be set forth in the applicable account control agreement sot be executed upon such transfer. If the City fails to comply with this Section 5.16, the sole remedy of the Bank shall be to charge the City a $25,000 fee.
20 ARTICLE VI
EVENTS OF DEFAULT; REMEDIES
Section 6.01 Events of Default. Each of the following events shall constitute an “Event of Default” hereunder:
(a) Payments. The City shall default in the payment when due of any principal of or interest on the Note, and, with respect to such interest, such default shall continue unremedied for five (5) or more days.
(b) Representations Untrue. Any representation, warranty, certification or statement made by the City in this Agreement or in the Resolution shall (in any such case) have been incorrect or untrue in any material respect when made or deemed to have been made. (c) Covenant Defaults.
(i) The City shall default in the due performance on or observance of any term, covenant or agreement contained in Sections 5.01, 5.03, 5.04, 5.08, 5.09, 5.10 and 5.15 of this Agreement.
(ii) The City shall default in the due performance on or observance of any term, covenant or agreement contained in Section 5.05 of this Agreement and such default, if capable of being remedied, shall remain unremedied for thirty (30) days after written notice thereof shall have been given to the City by the Bank.
(iii) The City shall default in the due performance or observance of any material term, covenant or agreement contained herein or incorporated herein (other than those described in Section 5.16 hereof or in other provisions of this Section 6.01) and such default, if capable of being remedied, shall remain unremedied for sixty (60) days after written notice thereof shall have been given to the City by the Bank.
(d) Reserved.
(e) Reserved.
(f) Invalidity; Repudiation.
(i) Any material provision of this Agreement, the Note, the Authorizing Law or the Resolution is declared to be null and void by a final non-appealable judgment of court of competent jurisdiction; or
(ii) The City, pursuant to official action on the part of its City Council, shall deny that it has any or further liability or obligation under this Agreement, the Note, the Authorizing Law or the Resolution.
(g) Insolvency, Etc. The City shall become insolvent or admit in writing its inability to pay its debts as they mature or shall declare a moratorium on the payment of its debts or apply for, consent to or acquiesce in the appointment of a trustee, custodian, liquidator or
21 receiver for itself or any substantial part of its property, or shall take any action to authorize or effect any of the foregoing; or in the absence of any such application, consent or acquiescence, a trustee, custodian, liquidator or receiver shall be appointed for it or for a substantial part of its property or revenues and shall not be discharged within a period of ninety (90) days; or the State or any other Governmental Authority having jurisdiction over the City imposes a debt moratorium, debt restructuring, or comparable restriction on repayment when due and payable of the principal of or interest on any debt by the City; or any bankruptcy, reorganization, debt arrangement or other proceeding under any bankruptcy or insolvency law or any dissolution or liquidation proceeding shall be instituted by or against the City (or any action shall be taken to authorize or effect the institution by it of any of the foregoing) and if instituted against it, shall be consented to or acquiesced in by it, or shall not be dismissed within a period of ninety (90) days. (h) Pledge, Etc. The pledge of the Pledged Revenues created by the Resolution shall fail to provide the Bank, as Note holder, with the security interest in the Pledged Revenues purported to be provided, or the Bank, as Note holder, shall cease to have a valid security interest in the Pledged Revenues.
(i) Resolution Default. The City shall default in the due performance or observance of any material term, covenant or agreement contained in the Resolution and the same shall not have been cured within any applicable cure period. (j) Certain Unsatisfied Judgments. A judgment or court order for the payment of money in excess of $1,000,000 shall be rendered against the City that is payable from the City’s General Fund, and such judgment or court order shall continue unsatisfied and in effect for a period of sixty (60) consecutive days without being vacated, discharged, satisfied, or stayed or bonded pending appeal.
(k) Cross-Default. The City default pursuant to the provisions of any other loan or debt agreement between it and the Bank.
Section 6.02 Remedies. If any Event of Default shall have occurred and be continuing, the interest on any Note Portion outstanding shall automatically accrue interest at the Default Rate, and the Bank may by Notice to the City take any or all of the following actions, without prejudice to the rights of the Bank to enforce its claims against the City (provided, that, if an Event of Default specified in Section 6.01(g) shall occur, the result which would occur upon the giving of Notice by the Bank to the City as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such Notice): (i) declare the Unutilized Commitment terminated, whereupon the Unutilized Commitment shall forthwith terminate immediately; (ii) declare the principal of and any accrued interest in respect of the Note and all other Obligations owing then Outstanding hereunder to be, whereupon the same shall become, forthwith due and payable without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the City; and/or (iii) exercise any other rights or remedies the Bank may have under the Resolution, at law or in equity.
Section 6.03 No Waiver; Cumulative Remedies. No failure or delay on the part of the Bank in exercising any right, power or privilege hereunder, under the Note or under any other Related Document and no course of dealing between the City and the Bank shall operate as a
22 waiver thereof; nor shall any single or partial exercise of any right, power or privilege hereunder, under the Note or under any other Related Document preclude any other or further exercise thereof or the exercise of any other right, power or privilege hereunder or thereunder. The rights, powers and remedies herein, under the Note or in any other Related Document expressly provided are cumulative and not exclusive of any rights, powers or remedies which the Bank would otherwise have. No notice to or demand on the City in any case shall entitle the City to any other or further notice or demand in similar or other circumstances or constitute a waiver of the rights of the Bank to any other or further action in any circumstances without notice or demand.
ARTICLE VII
MISCELLANEOUS
Section 7.01 Amendments. No provision of this Agreement may be amended, modified, changed, waived, discharged or terminated orally, unless by an instrument in writing signed by the parties hereto.
Section 7.02 Assignments. (a) This Agreement shall be binding upon and inure to the benefit of the City and the Bank and their respective successors, endorsees and assigns, except that neither party hereto may assign or transfer their respective rights or obligations hereunder without the prior written consent of the other party except as provided in Section 2.14 hereof. The Bank may grant a participation to any financial institution in all or any part of, or any interest (undivided or divided) in, the Bank’s rights and benefits under this Agreement, the Note and the other Related Documents and, to the extent of that participation, such participant shall, except as set forth in the following clause (ii), have the same rights and benefits against the City hereunder and the Note as it would have had if such participant were a direct party hereto; provided that (i) no such participation shall affect the obligations of the Bank to purchase Note Portions as herein provided; (ii) the City shall be required to deal only with the Bank with respect to any matters under this Agreement and no such participant shall be entitled to enforce directly against the City any provision hereunder; (iii) no participant shall be entitled to recover amounts hereunder in excess of any amounts to which the Bank is entitled to recover hereunder; and (iv) such participant shall not be any Person registered as an investment company under the Investment Company Act of 1940, as amended.
(b) Notwithstanding the foregoing provisions of this Section 7.02(a), (i) the Bank may assign and pledge all or any portion of the amounts owing to it with respect to the Note to any Federal Reserve Bank or the United States Treasury as collateral security pursuant to Regulation A of the Board of Governors of the Federal Reserve System and any Operating Circular issued by such Federal Reserve Bank; and (ii) any payment in respect of such assigned amounts owed with respect to the Note made by the City to the Bank in accordance with the terms thereof shall satisfy the City’s obligations thereunder in respect of such assigned obligation to the extent of such payment. No such assignment shall release the Bank from its obligations hereunder.
Section 7.03 Governing Law; Waiver of Jury Trial; Waiver of Special Damages; Sovereign Immunity.
(a) This Agreement shall be governed by and construed in accordance with the laws of the State of California without reference to choice of law doctrine.
23 (b) The City, to the extent permitted by law, and the Bank (by its acceptance hereof) hereby voluntarily, knowingly, irrevocably and unconditionally waive any right to have a jury participate in resolving any dispute (whether based on contract, tort, or otherwise) between the City and the Bank arising out of or in any way related to this Agreement, the Note and the other related documents. This provision is a material inducement to the Bank to provide the financing evidenced by this Agreement. To the extent such waiver is not enforceable, the District hereby consents to the adjudication of any and all such matters pursuant to Judicial Reference as provided in Section 638 of the California Code of Civil Procedure, and the judicial referee shall be empowered to hear and determine any and all issues in such Reference whether fact or law. (c) The City and the Bank mutually waive, to the extent not prohibited by law, any right they may have to claim or recover from the other party in any legal action or proceeding any special, exemplary, punitive or consequential damages. (d) The Bank hereby recognizes that the procedural requirements applicable to commencing an action against the City differ from requirements applicable to non-governmental entities.
Section 7.04 Severability. If any provision of this Agreement shall be held or deemed to be or shall in fact be illegal, inoperative or unenforceable by a court of competent jurisdiction the same shall not affect any other provisions herein contained or render the same invalid, inoperative or unenforceable to any extent whatever.
Section 7.05 Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument.
Section 7.06 Expenses. The City shall pay the reasonable fees and costs of counsel for the Bank in an amount equal to $25,000; provided, however, that counsel for the Bank shall submit a W-9 and an invoice for payment at least five (5) Business Days prior to the Effective Date. The City shall also pay (a) all reasonable out-of-pocket expenses of the Bank, including reasonable fees and expenses of counsel retained by the Bank in connection with any waiver or consent hereunder or under any Related Documents or any amendment hereof or thereof, and (b) if any Default or Event of Default occurs, all out-of-pocket expenses incurred by the Bank, including the fees and disbursements of counsel and experts retained by the Bank in connection with such Default or Event of Default and collection and other enforcement proceedings resulting therefrom.
The City shall also pay the fees associated with the filing of reports with the California Debt and Investment Advisory Commission in connection with the Agreement and Note.
Section 7.07 Indemnification.
(a) To the extent permitted by law, and not the result of the express terms of this Agreement and the parties compliance with those terms, the City agrees to indemnify and hold harmless the Bank and its officers, directors, employees and their agents (each, an “Indemnitee”) from and against any and all claims, damages, penalties, actions, losses, liabilities, judgments, suits and reasonable costs or expenses (including, without limitation, reasonable attorney’s fees and expenses) whatsoever which an Indemnitee may incur (or which may be
24 claimed against an Indemnitee by any person or entity whatsoever) by reason of or in connection with any action, proceeding or investigation (whether or not the Bank is a party thereto) arising from the entering into and/or performance of this Agreement or any Related Document or the use of the proceeds of the Note or the consummation of any transactions contemplated herein or in any Related Document, including, without limitation, the reasonable fees and disbursements of counsel incurred in connection with any such action, proceeding or investigation (but excluding any such claims, damages, penalties, actions, losses, liabilities, judgments, suits and reasonable costs or expenses, to the extent incurred by reason of the negligence or willful misconduct of the Indemnitee).
(b) Promptly after receipt by an Indemnitee of notice of the commencement of any action, proceeding or investigation in respect of which indemnity or reimbursement may be sought as provided above (each, an “Indemnified Claim”), such Indemnitee will notify the City in writing of the receipt or commencement thereof, but the failure of an Indemnitee to notify the City with respect to a particular action, proceeding or investigation shall not relieve the City from any obligation or liability which it may have pursuant to this Section 7.07 with respect to such action, proceeding or investigation, or which it may have otherwise than pursuant to this Agreement with respect to any action, proceeding, or investigation.
(c) The City shall be entitled, at its own expense, to participate in and control the defense of any action, proceeding or investigation with counsel reasonably satisfactory to such Indemnitee. Notwithstanding the preceding sentence, an Indemnitee will be entitled to employ counsel separate from counsel for the City and from any other party in such action, proceeding or investigation and to participate in the action, proceeding, or investigation, and the City shall bear the fees and expenses of such separate counsel (and shall pay such fees and expenses as and when incurred), only if either (i) the Indemnitee shall have reasonably concluded that there may be one or more legal defenses available to it which are different from or additional to those available to the City, or (ii) the City shall not have employed counsel reasonably satisfactory to the Indemnitee to represent the Indemnitee within a reasonable time after the City shall have notice of the institution of any such action, proceeding or investigation. Each Indemnitee shall cause its counsel to cooperate with the City in the defense of any action, proceeding or investigation to the extent consistent with its professional responsibilities. The City shall not be liable for the settlement by any Indemnitee of any action, proceeding or investigation effected without its consent, which consent will not be unreasonably or untimely withheld. The City shall not settle or compromise any action, proceeding or investigation, or permit a default or consent to the entry of any judgment with respect thereto, unless such settlement, compromise, default or consent includes, as an unconditional term thereof, the giving by the party other than the City thereto of an unconditional general release to all Indemnitees from all liability in respect of such action, proceeding, or investigation.
(d) To the extent permitted by law, the City agrees to indemnify and hold the Bank and its officers, directors, employees and their agents harmless (on a net after-tax basis) from any present or future claim or liability for stamp, transfer, documentary, excise or other similar tax and any penalties or interest with respect thereto, which may be assessed, levied or collected by any jurisdiction in connection with the execution, delivery and performance of, or any payment made under, this Agreement, the Note and the other Related Documents, or any amendment thereto.
25 Section 7.08 Term of the Agreement. The obligation of the Bank to purchase Note Portions under this Agreement shall terminate on the Commitment Termination Date. Except for the City’s obligations to indemnify the Bank and each Indemnitee, this Agreement shall terminate when all Obligations have been paid in full.
Section 7.09 Notice. Any notice, demand, direction, request or other instrument authorized or required by this Agreement to be given to or filed with the City or the Bank shall be deemed to have been sufficiently given or filed for all purposes, if any, when delivered by hand or three (3) Business Days after being sent by registered mail, return receipt requested, postage prepaid, and if given electronically shall be deemed given when transmitted (receipt electronically confirmed by the recipient thereof):
If to the City:
City of Ukiah California
300 Seminary Avenue
Ukiah, CA 95482
Attention: Daniel Buffalo
Phone: 707-463-6220
E-mail: [email protected]
If to the Bank:
Umpqua Bank
2998 Douglas Blvd., Ste 145
Roseville, CA 95611
Attention: Anastasia Efstathiu
Phone: 916-774-3923
Email: [email protected]
or to such other address, telephone number or facsimile number as one party hereto shall notify the other party hereto.
Section 7.10 Holidays. Except as otherwise provided herein, whenever any payment or action to be made or taken hereunder shall be stated to be due on a day which is not a Business Day, such payment or action shall be made or taken on the next following Business Day, and such extension of time shall be included in computing interest or fees, if any, in connection with such payment or action.
Section 7.11 Survival. All representations, warranties, covenants and agreements of the City contained in this Agreement as amended or supplemented from time to time or made in writing in connection herewith shall survive the execution and delivery hereof shall continue in full force and effect until payment in full of the Obligations, it being understood that the agreements of the City found in Sections 2.07, 2.08, 2.13 and 7.06 hereof shall survive the termination of this Agreement and payment in full of the Obligations.
26 Section 7.12 USA PATRIOT ACT NOTIFICATION. The following notification is provided to the City pursuant to Section 326 of the USA Patriot Act of 2001, 31 U.S.C.
Section 5318:
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT. To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify, and record information that identifies each person or entity that opens an account, including any deposit account, treasury management account, loan, other extension of credit, or other financial services product. What this means for the City: When the City opens an account, if the City is an individual the Bank will ask for the City’s name, taxpayer identification number, residential address, date of birth, and other information that will allow the Bank to identify the City, and if the City is not an individual the Bank will ask for the City’s name, taxpayer identification number, business address, and other information that will allow the Bank to identify the City. The Bank may also ask, if the City is an individual to see the City’s driver’s license or other identifying documents, and if the City is not an individual to see the City’s legal organizational documents or other identifying documents.
Section 7.13 No Advisory or Fiduciary Relationship. In connection with all aspects of the transactions contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any Related Document), the City acknowledges and agrees, and acknowledges its Affiliates’ understanding, that: (a) (i) the services regarding this Agreement provided by the Bank and any Affiliate thereof are arm’s-length commercial transactions between the City, on the one hand, and the Bank and its Affiliates, on the other hand, (ii) the City has consulted its own legal, accounting, regulatory and tax advisors to the extent it has deemed appropriate, and (iii) the City is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the Related Documents; (b) (i) the Bank and its Affiliates each is and has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary, for the City, or any other Person and (ii) neither the Bank nor any of its Affiliates has any obligation to the City with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Related Documents; and (c) the Bank and its Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the City, and neither the Bank nor any of its Affiliates has any obligation to disclose any of such interests to the City. To the fullest extent permitted by law, the City, hereby waives and releases any claims that it may have against the Bank or any of its Affiliates with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transactions contemplated hereby.
Section 7.14 No Liability. The City agrees that none of the bank, its officers, directors, employees and their agents shall have any liability or responsibility for the acts or omissions of the City in respect of its use of this agreement or any amounts made available by the bank hereunder. The Bank agrees that none of the City, its officers, Directors, employees and their agents shall have any liability or responsibility for the acts or omissions of the Bank in respect of the performance of the Bank’s obligations under this Agreement. (Signature pages follow)
S-1
IN WITNESS WHEREOF, the parties hereto, by their officers thereunto duly authorized, have executed and delivered this Agreement, effective as of the day and year first above written.
CITY OF UKIAH, CALIFORNIA
By: _____________________________________
Name: Daniel Buffalo
Title: Director of Finance
-Signature PageNote Purchase Agreement
S-2
UMPQUA BANK, an Oregon state chartered bank
By: _____________________________________
Name: Anastasia Efstathiu
Title: VP, Relationship Manager
-Signature PageNote Purchase Agreement
A-1
EXHIBIT A
FORM OF
PURCHASE NOTICE
[insert date]
UMPQUA BANK,
Attention: Anastasia Efstathiu
Ladies and Gentlemen:
The undersigned, City of Ukiah, California, California (the “City”), refers to the Note Purchase Agreement, dated as of July 1, 2025 (as amended from time to time, the “Agreement”; the terms defined therein being used herein as therein defined), between the undersigned and Umpqua Bank (the “Bank”), and hereby gives you notice, irrevocably, pursuant to Section 2.01(b) of the Agreement, that the undersigned hereby desires to sell to the Bank, and requests that the Bank purchase, the Note Portion described below:
(i) The Purchase Date is _________________;
(ii) The aggregate principal amount of the Note Portion to be purchased is _______; (iii) The wire instructions are as follows:
ABA# _________
Account # ___________
Account Name: City of Ukiah, California
Name and address of bank:
____________________________
____________________________
The City hereby certifies that the following statements are true on the date hereof, and will be true on the date of the Purchase Date before and after giving effect to the purchase and sale of the Note Portion described in this Purchase Notice:
(A) The Unutilized Commitment has not expired or been terminated; (B) (i) No Default or Event of Default has occurred and is continuing, (ii) except as otherwise provided in clause (iii) hereinbelow, all representations and warranties contained in the Agreement and in the other Related Documents are true, correct and complete in all material respects with the same effect as though such representations and warranties had been made on and as of the date hereof except to the extent a representation or warranty relates specifically to an earlier date, in which case, such representation and warranty shall have been true and correct as of