Vacaville City Council
September 22, 2026

AGREEMENT FOR CONSULTANT SERVICES

BETWEEN THE CITY OF VACAVILLE AND

EN ENGINEERING, LLC
FOR

BROADBAND CONSULTING AND NEGOTIATING SERVICES WITH INTREPID FIBER NETWORKS THIS AGREEMENT is made and entered into on the date last written below, by and between the CITY OF VACAVILLE, a municipal corporation (hereinafter "CITY"), and EN ENGINEERING, LLC, a Delaware limited liability company, with a principal place of business at 3333 Warrenville Rd., Suit 750, Lisel, Il, 60532 (hereinafter “CONSULTANT”).

R E C I T A L S
The purpose for which this AGREEMENT is made, and all pertinent recitals, are listed on EXHIBIT A, entitled “RECITALS,” which is attached hereto and incorporated herein.

THE PARTIES HEREBY AGREE AS FOLLOWS:

SECTION 1. SCOPE OF SERVICES.

CONSULTANT shall perform those services specified in detail in EXHIBIT B, entitled “SCOPE OF SERVICES,” which is attached hereto and incorporated herein.

SECTION 2. TERM OF AGREEMENT.

The term of this AGREEMENT shall be from (check one):

The date of this AGREEMENT last written below to December 31, 2026, inclusive, subject to the provisions of SECTION 12 of this AGREEMENT.
to , inclusive, subject to the provisions of SECTION 12 of this AGREEMENT.

SECTION 3. SCHEDULE OF PERFORMANCE.

The services of CONSULTANT are to be completed according to the schedule set out in EXHIBIT C, entitled "SCHEDULE OF PERFORMANCE,” which is attached hereto and incorporated herein. Time is of the essence in this AGREEMENT.

SECTION 4. COMPENSATION.

The compensation to be paid to CONSULTANT, including both payment for professional services and reimbursable expenses, shall not exceed sixty-one thousand sixty-five dollars ($61,065.00), with the option to add deliverables on an individual basis up to a total of an additional one hundred five thousand Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

three hundred fifteen dollars ($105,315.00), plus a fifteen percent (15%) increase for project management of these additional tasks, which equals an additional fifteen thousand seven hundred ninety eight dollars ($15,798.00). If CITY chooses to include the base work plus all additional tasks plus the project management task, the total amount of this AGREEMENT will not exceed one hundred eighty-two thousand one hundred seventy-eight dollars ($182,178.00). The rate and schedule of payment are set out in EXHIBIT D, entitled "COMPENSATION," which is attached hereto and incorporated herein.

SECTION 5. METHOD OF PAYMENT.

CONSULTANT shall bill CITY in six (6) equal monthly payments of five thousand two hundred sixty dollars and eighty-three cents ($5,260.83) for “Partnership Negotiations & Term Sheet for Agreement” (item 1) and “Project Management” (item 4). All other items will be billed to CITY as a lump sum upon completion and delivery to CITY on the first day of the month after deliverables have been completed.

No reimbursable expenses are anticipated for this project as all work will be conducted virtually and remotely. Statements furnished by CONSULTANT under this AGREEMENT must be in a form acceptable to CITY. All amounts paid by CITY to CONSULTANT shall be subject to audit by CITY. Should a statement identify a charge that is contested by CITY, CITY will issue payment in the amount of the total uncontested portion. Payment of the contested portion will be made upon CITY’s receipt of any requested documentation verifying the contested amount(s) and CITY’s determination that the contested amount(s) is due and payable under the terms of this AGREEMENT. Statements are payable on a net 30 terms from the date of invoice.

SECTION 6. INDEPENDENT CONTRACTOR.

A. CONSULTANT shall be deemed at all times to be an independent contractor and shall be wholly responsible for the manner in which CONSULTANT performs its required services under the terms of this AGREEMENT. CONSULTANT shall be liable for its acts and omissions and those of its employees and agents. Nothing contained herein shall be construed as creating an employment, agency, or partnership relationship between CITY and CONSULTANT.

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B. Terms in this AGREEMENT referring to direction received from the CITY shall be construed as providing instructive guidelines to CONSULTANT, and not as a means of controlling or specifically directing CONSULTANT in connection with the performance of the work.

C. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, CONSULTANT and its employees, agents, and subcontractors providing services under this AGREEMENT shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or incident of employment by CITY, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

SECTION 7. ASSIGNABILITY.

A. The parties agree that the expertise and experience of CONSULTANT are material considerations for this AGREEMENT. CONSULTANT shall not assign or transfer any interest in this AGREEMENT nor the performance of any of CONSULTANT's obligations hereunder, without the prior written consent of CITY, and any attempt by CONSULTANT to so assign or transfer this AGREEMENT or any rights, duties or obligations arising hereunder shall be void and of no effect.

B. Work under this AGREEMENT shall only be performed by competent personnel under the supervision of CONSULTANT. CONSULTANT will conform to CITY’s reasonable requests regarding assignment of personnel, but all personnel, including those assigned at CITY’s request, shall be supervised solely by CONSULTANT.

SECTION 8. INDEMNIFICATION AND DEFENSE.

A. INDEMNITY.

To the fullest extent allowed by law, CONSULTANT shall indemnify and hold harmless CITY and its officers, officials, employees, volunteers, and agents from and against damages, liabilities, or court costs, reasonable attorney’s fees as may be determined by the Court, litigation expenses and fees of expert witnesses incurred in connection therewith, and costs of investigation to the extent they are caused by the negligence, recklessness, or willful misconduct of CONSULTANT, or any subconsultants, or Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

subcontractor, or anyone directly or indirectly employed by them, or anyone for whom they are legally liable (collectively “Liabilities”), whether or not CITY accepted or approved any service or work product performed or provided by CONSULTANT hereunder, and whether or not such Liabilities are litigated, settled, or reduced to judgment. In the event that a final decision or judgment allocates liability by determining that any portion of damages awarded is attributable to CITY’s negligence or willful misconduct, CITY shall pay the portion of damages which is allocated to CITY’s negligence or willful misconduct, provided that CITY shall not be liable for any passive negligence of CITY or its officers, officials, employees, agents, and volunteers in reviewing, accepting, or approving any service or work product performed or provided by CONSULTANT.

B. OBLIGATION TO DEFEND.

CONSULTANT shall, upon CITY’s request, defend with counsel approved by CITY (which approval shall not be unreasonably withheld), at CONSULTANT’s sole cost and expense, any action, claim, suit, cause of action, or portion thereof which asserts or alleges liabilities resulting from any allegedly negligent act, omission, misconduct, or other legal fault of CONSULTANT or its officers, employees, subcontractors, or agents in connection with the performance or nonperformance of this AGREEMENT, whether or not such action, claim, suit, cause of action, or portion thereof is well founded or lacking in merit.

C. INSURANCE IN ADDITION TO OBLIGATION TO INDEMNIFY AND DEFEND.

The defense and indemnification obligations of this AGREEMENT are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this AGREEMENT.

CONSULTANT’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this AGREEMENT for the full period of time allowed by law.

SECTION 9. INSURANCE REQUIREMENTS AND WAIVER OF SUBROGATION.

A. INSURANCE POLICIES.

Prior to commencing services and for the duration of this AGREEMENT, CONSULTANT agrees to have and maintain, for a period of not less than five (5) years after completion of this AGREEMENT, the policies of insurance, and otherwise comply with all obligations, set forth in EXHIBIT E, entitled "INSURANCE," which is attached hereto and incorporated herein. All policies, endorsements, certificates, Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

and/or binders shall be subject to approval by CITY’s Risk Manager as to form and content. These requirements are subject to amendment or waiver only if so approved in writing by CITY’s Risk Manager.

CONSULTANT agrees to provide CITY project manager with a copy of said policies, endorsements, certificates, and/or binders before work commences under this AGREEMENT. Acceptance of insurance certificates or endorsements required under EXHIBIT E of this AGREEMENT does not relieve or decrease the liability of CONSULTANT under this AGREEMENT.

B. WAIVER OF SUBROGATION.

All insurance policies required under this AGREEMENT shall include a waiver of subrogation endorsement by which CONSULTANT’s insurer agrees to waive all subrogation rights against CITY and its officers, officials, employees, and volunteers for losses arising from work performed by CONSULTANT for CITY. CONSULTANT agrees to waive rights of subrogation against CITY in connection with services provided under this AGREEMENT, regardless of whether an insurance endorsement is issued to this effect.

SECTION 10. NONDISCRIMINATION.

At all times during the term of this AGREEMENT, CONSULTANT will comply with all applicable federal, state, and local laws, rules, and regulations prohibiting discrimination and shall not discriminate in any way against any person based on race, ethnicity, color, national origin, religion, marital status, age, sex, sexual orientation, disability (including any physical or mental impairment that substantially limits a major life activity), medical condition, or any protected class.

SECTION 11. STANDARD OF CARE.

CONSULTANT shall perform its services consistent with the specialized expertise and professional skill and care ordinarily provided by consultants practicing in the same or similar locality under the same or similar circumstances. CONSULTANT shall perform its services as expeditiously as is consistent with such specialized expertise and professional skill and care, and the orderly progress of this AGREEMENT.

SECTION 12. TERMINATION.

A. CITY shall have the right to terminate this AGREEMENT, without cause, by giving not less than seven (7) days’ written notice of termination.

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B. If CONSULTANT fails to perform any of its material obligations under this AGREEMENT, in addition to all other remedies provided by law, CITY may terminate this AGREEMENT immediately upon written notice.

C. In accordance with Article XVI, Section 18 of the California Constitution, if in any fiscal year subsequent to the execution of this AGREEMENT, CITY fails to appropriate money for the purpose of funding this AGREEMENT, this AGREEMENT shall terminate, without penalty, effective upon the close of business on the last day of the fiscal year for which funding has been appropriated.

D. CITY's Director of Public Works or his/her authorized designee is empowered to terminate this AGREEMENT on behalf of CITY.

E. In the event of termination, CONSULTANT shall deliver to CITY copies of all reports, documents, and other work performed by CONSULTANT under this AGREEMENT and, upon receipt thereof, CITY shall pay CONSULTANT for the reasonable value of services performed to the date of termination.

F. Except as expressly provided in this AGREEMENT, in no event shall CITY be liable for costs incurred by or on behalf of CONSULTANT after the effective date of a notice of termination.

G. Termination under this SECTION shall not be construed as a waiver of any right or remedy otherwise available to CITY.

SECTION 13. GOVERNING LAW.

CITY and CONSULTANT agree that the law governing this AGREEMENT, and all claims or causes of actions (whether in contract, tort, or statute that may be based upon, arise out of, or relate to this AGREEMENT, or the negotiation, execution, or performance of this AGREEMENT, including any claim or cause of action based upon, arising out of, or related to any representation or warranty made in or connection with this AGREEMENT or as an inducement to enter into this AGREEMENT), shall be governed by, and enforced in accordance with, the internal laws that of the State of California, including its statute of limitations, without regard to any conflict of law principles.

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SECTION 14. COMPLIANCE WITH LAWS; PERMITS AND LICENSES.

CONSULTANT shall comply with all applicable laws, ordinances, codes, and federal, state, and local government regulations. CONSULTANT’s failure to comply with any laws, ordinances, codes, or regulations applicable to the performance of the work hereunder shall constitute a breach of this AGREEMENT. CONSULTANT represents and warrants to CITY that CONSULTANT has and will maintain during the term of this AGREEMENT all licenses (including, but not limited to, a City of Vacaville business license unless exempted), permits, qualifications, and approvals of whatsoever nature which are legally required for CONSULTANT to practice its profession or perform the services required hereunder.

SECTION 15. CONFIDENTIAL INFORMATION.

CONSULTANT understands and agrees that, in the performance of the services under this AGREEMENT, CONSULTANT may have access to private or confidential information that may be owned or controlled by CITY, and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to CITY. CONSULTANT agrees that, absent express written consent of CITY, all information disclosed by CITY to CONSULTANT shall be held in confidence and used only in performance of the AGREEMENT. CONSULTANT shall exercise the same standard of care to protect such information as a reasonably prudent consultant would use to protect its own proprietary data.

SECTION 16. OWNERSHIP OF MATERIALS.

This AGREEMENT creates a nonexclusive and perpetual license for CITY to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by CONSULTANT under this AGREEMENT (''Documents & Data"). CONSULTANT shall require all subcontractors to agree in writing that CITY is granted a nonexclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. CONSULTANT represents and warrants that CONSULTANT has the legal right to license any and all Documents & Data. CONSULTANT makes no such representation Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

and warranty in regard to Documents & Data which were prepared by design professionals other than CONSULTANT or provided to CONSULTANT by the CITY. This notwithstanding, CONSULTANT shall maintain its ownership, title and interests in all inventions, trade secrets, trademarks, copyrights, patents, knowhow, practices, drawings, specifications, details, procedures, processes, technology, software, hardware, database, calculations, algorithm, object and source code developed, owned or controlled by CONSULTANT prior to the performance of any services under this AGREEMENT or developed by CONSULTANT independently from the performance of any services under this AGREEMENT (“CONSULTANT IP”). If and to the extent any CONSULTANT IP is included with any deliverables provided to CITY, CONSULTANT hereby grants to City a non-exclusive, unlimited, perpetual, royalty-free, nontransferable license to use and employ any and all CONSULTANT IP as necessary to gain the full advantage and benefits of the services. CITY shall not be limited in any way in its use or modification of the Documents and Data at any time, provided that any such use or modification not within the purposes intended by this AGREEMENT shall be at CITY’s sole risk.

SECTION 17. WAIVER.

CONSULTANT agrees that waiver by CITY of any breach or violation of any term or condition of this AGREEMENT shall not be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition. The acceptance by CITY of the performance of any work or services by CONSULTANT shall not be deemed to be a waiver of any term or condition of this AGREEMENT.

SECTION 18. CONSULTANT'S BOOKS AND RECORDS.

A. CONSULTANT shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to CITY, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to CONSULTANT pursuant to this AGREEMENT.

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B. CONSULTANT shall maintain all documents and records which demonstrate performance under this AGREEMENT for a minimum period of three (3) years, or for any longer period required by law, from the date of termination or completion of this AGREEMENT.

C. Any records or documents required to be maintained pursuant to this AGREEMENT shall be made available for inspection or audit at any time during regular business hours upon written request by CITY’s City Attorney, City Manager, or a designated representative of either of these officers. Copies of such documents shall be provided to CITY for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at CONSULTANT's address indicated for receipt of notices in this AGREEMENT.

D. Where CITY has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment, or termination of CONSULTANT's business, CITY may, by written request by any of the above-named officers, require that custody of such records and documents be given to CITY and that such records and documents shall be maintained in City Hall. Access to such records and documents shall be granted to any party authorized by CONSULTANT, CONSULTANT's representatives, or CONSULTANT's successor-in-interest during regular business hours.

E. The rights and obligations of this SECTION shall be specifically enforceable and survive termination of this AGREEMENT.

SECTION 19. CONFLICT OF INTEREST.

CONSULTANT shall avoid all conflicts of interest or the appearance of a conflict of interest in the performance of this AGREEMENT.

SECTION 20. SPECIAL PROVISIONS.

Special provisions, if any, to this AGREEMENT are specified in EXHIBIT F, entitled, "SPECIAL PROVISIONS," which is attached hereto and incorporated herein.

SECTION 21. NOTICES.

All notices and other communications required or permitted to be given under this AGREEMENT shall be in writing and shall be personally served or mailed, postage prepaid and addressed to the respective parties as follows:

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TO CITY: Rica Guidry, Project Manager
City of Vacaville
650 Merchant Street
Vacaville, CA 95688
TO CONSULTANT: EN Engineering, LLC
3333 Warrenville Rd., Suite 750
Lisel, IL 60532
ATTENTION: Jory Wolf
Notice shall be deemed effective on the date personally delivered or, if mailed, three (3) days after deposit in the mail.

SECTION 22. CLAIMS AGAINST THE CITY.

In the event any claim or cause of action is brought against the CITY by CONSULTANT orits officers, employees, subconsultants, subcontractors, or agents in connection with the performance or nonperformance or arising out of or in any way connected to this AGREEMENT or the duties and obligations contemplated herein, CONSULTANT and its officers, employees, subconsultants, subcontractors, or agents must comply with Vacaville Municipal Code (VMC) Chapter 1.10, as may be amended from time to time. Any claims arising out of or in any way connected to this AGREEMENT, the performance or non-performance hereof, or the duties and obligations contemplated herein must be presented in writing to the CITY no later than six (6) months after the accrual of the cause of action and such claims shall be governed by the provisions of VMC Chapter 1.10, as may be amended from time to time. No lawsuit, complaint, or cause of action arising out of or in any way connected with the AGREEMENT, the performance or non-performance hereof, or the duties and obligations contemplated herein may be brought against the CITY, or any officer, employee, board, commission, or authority of the CITY, until a written claim has been presented to the CITY’s City Council (by and through the CITY’s City Attorney) and has been acted upon or has been deemed to have been rejected by the CITY.

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SECTION 23. VENUE AND JURISDICTION.

In the event that suit shall be brought by either party to this AGREEMENT, the parties agree that venue shall be exclusively vested in the state courts of the County of Solano or, where otherwise appropriate, exclusively in the United States District Court, Eastern District of California, Sacramento, California. By entering into this AGREEMENT and performing work or providing services hereunder, CONSULTANT consents to jurisdiction over their persons and over the subject matter of any claim or legal action in such courts, and consents to service of process issued by such courts. Unless otherwise specified below, CONSULTANT hereby designates the person listed in Section 21 (Notices) as its agent for service of process for this purpose.

ALTERNATE CONTACT FOR SERVICE OF PROCESS (Optional):

SECTION 24. INTERPRETATION.

Each party has reviewed this AGREEMENT and any question of doubtful interpretation shall not be resolved by any rule or interpretation providing for interpretation against the drafting party. This AGREEMENT shall be construed as if both parties drafted it. The captions and headings contained herein are for convenience only and shall not affect the meaning or interpretation of this AGREEMENT.

SECTION 25. SIGNATOR’S WARRANTY.

Each party warrants to each other party that he or she is fully authorized and competent to enter into this AGREEMENT in the capacity indicated by his or her signature and agrees to be bound by this AGREEMENT.

SECTION 26. ELECTRONIC SIGNATURES AND COUNTERPARTS.

As permitted under the U.S. Electronic Signatures in Global and National Commerce (ESIGN) Act of 2000, and the Uniform Electronic Transactions Act (UETA), the parties hereby agree to conduct this transaction by electronic means. Accordingly, this AGREEMENT may be executed through an electronic signature and may be executed in two or more counterparts, each of which shall be deemed an original, Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

but all of which together shall constitute one and the same instrument. The parties agree that the electronic signatures appearing on this AGREEMENT are intended by each party using it to have the same force and effect as the use of a manual signature for the purposes of validity, enforceability, and admissibility.

SECTION 27. PRIOR AGREEMENTS AND AMENDMENTS.

This AGREEMENT, including all Exhibits attached hereto, represents the entire understanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This AGREEMENT may only be modified by a written amendment duly executed by the parties to this AGREEMENT.

SECTION 28. SEVERABILITY.

If any part of this AGREEMENT or the application thereof is declared invalid for any reason, such invalidity shall not affect the other provisions of this AGREEMENT which can be given effect without the invalid provision and to that end the provisions of this AGREEMENT are declared to be severable.

SECTION 29. LIMIT OF LIABILITY.

NEITHER OWNER NOR CONSULTANT SHALL BE LIABLE TO THE OTHER FOR ANY PUNITIVE,

EXEMPLARY, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, WHETHER FORESEEN OR

KNOWN IN ADVANCE BY EITHER PARTY, WHETHER BASED IN CONTRACT, WARRANTY, TORT OR OTHER

LEGAL THEORY, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE, FINANCING, FUNDING,

BONDING, USE, PRODUCTIVITY OR EFFICIENCY, BUSINESS, EQUIPMENT OR FACILITY INTERRUPTION, INEFFICIENCY OR SHUTDOWN, AND DAMAGE TO BUSINESS REPUTATION. THE TOTAL AND AGGREGATE

LIABILITY OF CONSULTANT FOR ANY AND ALL CLAIMS, LOSSES, LIABILITIES, DAMAGES, JUDGMENTS AND

AWARDS ARISING OUT OF OR RELATED TO THE ORDER DOCUMENTS, WORK OR THIS CONTRACT SHALL

BE LIMITED TO THE GREATER OF THE APPLICABLE INSURANCE LIMITS REQUIRED TO BE MAINTAINED BY CONSULTANT UNDER THIS CONTRACT OR $5,000,000.

SECTION 30. SURVIVAL.

The following sections shall survive the expiration or termination of this AGREEMENT: SECTIONS 6, 8, 13, 15, 16, 22, 23, 24, and 25.

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WITNESS THE EXECUTION HEREOF on the day and year last written below.

APPROVED AS TO FORM:

Melinda C. H. Stewart, City Attorney
By:

Nancy Ashjian, Assistant City Attorney
“CITY”
CITY OF VACAVILLE, a municipal corporation
By:

Savita Chaudhary, City Manager
Dated:
“CONSULTANT”
EN Engineering, LLC, a Delaware limited liability
company
By:

Courtney Violette, SVP
Dated:

By:

Dave Klimas, CE
Dated:

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10/30/2025
10/30/2025
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EXHIBIT A

RECITALS
WHEREAS, CITY desires to retain CONSULTANT as a broadband consultant and negotiator between CITY and Intrepid Fiber Networks, as further described in the Scope of Services attached hereto as EXHIBIT B; and
WHEREAS, this AGREEMENT was procured through sole source due to the following reasons:

Project Background and Strategic Alignment
The City of Vacaville's Strategic Plan for 2021-2026 identifies the development of a "Broadband Master Plan" as a key initiative under Goal #2: Strengthen the Local Economy. This priority recognizes broadband infrastructure as essential for economic development, quality of life improvements, and enhanced municipal services including telehealth, education, emergency response, and government communication.

Project History and Current Status
In June 2021, the City received a $187,500 EDA grant to develop a Broadband Master Plan for unserved and underserved residents and businesses. Magellan Advisors (now EN Engineering, LLC) completed Phase I in September 2022.

The City subsequently secured a $493,936 LATA grant from the CPUC in December 2022 for Phase II activities. Under a June 2023 contract, EN Engineering developed and executed an RFP process to identify private sector partners for a City-owned fiber network through public-private partnership.

In April 2025, the City released an RFP for broadband partnership entities. Following evaluation of four submissions, City Council approved proceeding with Intrepid Fiber Networks for contract negotiations, with the final partnership agreement to be presented to Council for approval.

Justification for Sole Source Procurement
Specialized Expertise Requirement
Internal staff consultation and input from external broadband industry experts have identified a critical need for specialized subject matter expertise during negotiations with Intrepid Fiber Networks to ensure optimal protection of the City's interests and objectives.

Unique Qualifications of EN Engineering
EN Engineering possesses distinctive qualifications that justify sole source procurement:

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Extensive Industry Experience: Over 20 years of demonstrated expertise in developing strategic plans for fiber and broadband networks across North America
Project-Specific Knowledge: Three years of direct engagement with the City's broadband initiatives, providing comprehensive understanding of local technical architecture requirements and municipal objectives
Proven Performance: Successful completion of both Phase I and Phase II of the City's Broadband Master Plan, demonstrating consistent professional service delivery and project advancement Time-Critical Nature of Engagement
The current project timeline necessitates immediate commencement of negotiations with Intrepid Fiber Networks. Given the limited pool of qualified broadband consulting firms with municipal experience, engaging a new consultant would require substantial time investment for both identification of qualified alternatives and project orientation, potentially compromising project momentum and delaying critical infrastructure development.

Continuity and Efficiency Benefits
EN Engineering established familiarity with the City's broadband strategy, technical specifications, and stakeholder requirements ensures seamless transition into the negotiation support role without the inefficiencies inherent in consultant onboarding processes.

Legal Review and Recommendation
The City Attorney's Office has reviewed the time-sensitive nature of the upcoming negotiations and the justifications for engaging EN Engineering based on their comprehensive understanding of the City's broadband program. Based on these considerations, the City Attorney's Office concurs that sole source procurement of EN Engineering services is justified and serves the public interest in advancing the City's broadband access initiative.

Conclusion
The engagement of EN Engineering through sole source procurement is warranted based on their unique combination of specialized expertise, project-specific knowledge, proven performance history, and the time-critical nature of the current negotiation phase. This approach ensures optimal representation of the City's interests while maintaining project continuity and momentum in achieving the strategic broadband infrastructure objectives outlined in the City's Strategic Plan.

WHEREAS, CONSULTANT has the necessary professional expertise, experience, personnel, and skill to perform such services.

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NOW, THEREFORE, the purpose of this AGREEMENT is to retain EN Engineering as CONSULTANT to CITY to perform those services specified in SECTION 1 and EXHIBIT B of this AGREEMENT.

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EXHIBIT B

SCOPE OF SERVICES
CONSULTANT shall provide the following scope of consulting and negotiation services with Intrepid Fiber Networks in advancement of the City’s broadband access initiative:

Partnership Negotiations & Term Sheet for Agreement
EN will assist the City in determining the key terms and conditions of an agreement with its selected partner and assist the City in negotiating a long-term public-private partnership agreement. EN will work closely with the City to participate and advise throughout the negotiation process, including developing and drafting a Term Sheet for the City to review and negotiate from. EN will specifically assist the City in determining the best terms that address the critical issues for a long-term agreement, resulting in a draft Term Sheet between the two parties that addresses, but is not limited to:
• City broadband services for public facilities (lit and/or dark fiber) • Performance milestones and expected deliverables for both parties • Master encroachment agreement for ongoing operations and maintenance • Network maintenance and repair standards and service level agreements • Compliance monitoring & oversight
• Retail services & pricing to a range of customer segments, which may include residential and/or commercial
• Retail services & pricing to government, education, healthcare, and anchor organizations • Retail services that leverage other utilities for outsourced content and services • Fiber leasing arrangements
• Open Access Model compliance
• Termination and dispute resolution
• Milestones & performance schedules to guarantee delivery of services • Partnership arrangements with third-party asset owners (County, other private telecoms) • Others to be determined throughout the course of negotiations.

The draft Term Sheet will provide the City the necessary background and critical information necessary for the attorney’s office to insert these terms into its preferred legal agreement form.

EN will work closely with the City Attorney’s Office to assist with providing any additional detail or guidance during the drafting of the final agreement.

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Drafting of Micro-trench Standards
EN will assist and guide the City of Vacaville’s team in developing, drafting, and implementing policy and construction standards for micro-trench deployment. We will transfer knowledge and best practices around industry standards and new technologies and applications for micro-trench specifications and restoration methods, ensuring that the City has standards that protect its public roads and ROW while allowing for economical and efficient deployment and maintenance of privately-funded broadband.

EN will recommend the best practice approach and provide examples of micro-trench policies and construction standards for Vacaville. We will provide sample language and drawings that integrate City requirements and needs but which maintain a cost-effective approach for encroachment activities in the public right-of-way.

EN will draft micro-trench standards for City Council consideration based on industry best practices and City guidance. EN’s recommendations will help the City implement policy and practice that will improve internal and external partnerships for streamlining Vacaville’s ongoing expansion of broadband fiber deployments.

Evaluation & Recommendations for Permit Process Improvements EN’s staff of experts will evaluate the City’s current encroachment permit process and evaluate constraints, bottlenecks, and challenges that may hinder efficient review, approvals, and inspections of work within the public ROW. EN will obtain first-hand knowledge and experience from current City staff, as well as recent and regular permit applicants, and quantify and qualify issues that may be increasing costs, time, or application process steps and determine whether and how these challenges can be addressed and resolved.

EN will document its findings and make Critical Recommendations that can be quickly implemented so that the City can improve and expedite the process, as well as reduce the cost burden, either through process efficiencies, outside contracted assistance, and/or fee agreements, in order to promote more private broadband development within the City. EN will work closely with the Public Works department and staff to ensure recommendations are feasible, reasonable, and within the bounds of the City laws and regulations.

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Project Management
CONSULTANT will coordinate with appropriate City staff for all project meetings. CONSULTANT will complete at a minimum the following meetings:
• One kick-off meeting with Project Team
• As-need one-on-one and team meetings and written status reports to CITY’s Representative • Meetings with Utilities and key internal departments
• Partner negotiation and term sheet negotiation meetings Choice Ordinance for MDU’s (Optional)
EN will assist the City of Vacaville in developing a Choice Ordinance for multi-dwelling unit properties that will allow lessees the right to select the internet and communications providers of their choice rather than being dictated by the property owner. EN will review like ordinances in similar cities, comparing and contrasting them with the make-up and characteristics of MDU properties in Vacaville and with identified goals and objectives of the City. Based on these findings and requirements, EN will recommend language for the ordinance and assist the City Manager’s Office, Public Works and City Attorney’s Office in adopting the ordinance.

Cost Analysis (Optional)
Based on network design build data obtained from the City’s design build partner, EN will provide a high-level cost estimate for the capital build, marketing, maintenance and operations costs of the network and provide a comparison of costs if the City were to assume those responsibilities on its own.

EN will provide the estimated cost of network construction, including design, construction, equipment, and testing and certification as well as marketing, maintenance and operations in both cases. Our significant work managing broadband construction projects will allow for accurate estimation of the costs Vacaville would bear if the City considered taking on construction independent of a partner. The estimate is intended to serve as a benchmark against which the City can compare proposed partnership opportunities in order to conduct a more accurate cost-benefit analysis for considering such proposals.

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Wireless Master License Agreement (Optional)
EN will assist the City of Vacaville in developing a Master License Agreement (MLA) reflective of a small cell attachment lease rate that meets current best practices throughout California and the US.

Our recommendations will help the City generate business processes and workflows that will improve internal and external partnerships for streamlining Vacaville’s ongoing expansion of broadband wireless deployments.

Drafting of Utility Coordination Ordinance (Optional)
Using EN expertise and based on information gathered and discussions with City staff, EN will develop and recommend a Utility Coordination (also known as a Dig Once or Joint Trench) Policy based on industry best practices. We will provide guidance to the City in incorporating the policy and standards into the municipal code, and outline the organizational steps necessary to collect, document, curate, communicate, and facilitate utility coordination within the public ROW across both public and private utilities (AT&T, Comcast, PG&E, City streets, City CIP projects, water/sewer, etc.) The policy and construction standards will be customized to the needs of the City of Vacaville and will address the following policy goals and objectives:
• Mandate the coordinated, strategic deployment of conduit and fiber while taking advantage of as many public and private excavation projects as is reasonably possible. • Establish an in-kind Conduit/Fiber-in-lieu of payment option for other parties that wish to take advantage of an excavation project.
• Mandate developers of new sub-divisions to install conduit and other appropriate infrastructure to each new property through the PROW/HOA ROW.
• Provide a mechanism to ensure coordination across the public, utility and private sectors. • Set a reasonable De Minimis excavation standard.
• Set a standard specification for joint utility construction.

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EXHIBIT C

SCHEDULE OF PERFORMANCE
Work shall commence immediately upon execution of this AGREEMENT. Work shall be performed in accordance with the schedule set forth below. The time for completion is December 31, 2026.

Consultant will perform work for the City on an as needed bases with no set performance schedule.

The approximate project timeline is outlined below:

Project Timeline
♦ Ongoing Task
□ Deliverable
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EXHIBIT D

COMPENSATION
CITY agrees to compensate CONSULTANT sixty-one thousand sixty-five dollars ($61,065.00) for Partnership Negotiations & Term Sheet for Agreement, Drafting of Micro-trench Standards, Evaluation & recommendations for Permit Process Improvements, and Project Management of these items performed in accordance with the terms and conditions of this AGREEMENT.

CITY agrees to compensate CONSULTANT for any optional additional deliverables selected from the additional deliverables list on an individual basis for an additional total cost. If all of the additional deliverables are selected, the total cost is one hundred five thousand three hundred fifteen dollars ($105,315.00) plus an additional fifteen percent (15%) fee for project management of these additional deliverables, which equals an additional fifteen thousand seven hundred ninety-eight dollars ($15,798.00).

The maximum amount of compensation to be paid to CONSULTANT under this AGREEMENT, including both payment for base deliverables, optional additional deliverables, plus project management fee, shall not exceed one hundred eighty-two thousand one hundred seventy-eight dollars ($182,178.00).

CONSULTANT shall not be entitled to any additional compensation unless CITY, after receiving written notice from CONSULTANT, approves in writing such additional compensation.

Reimbursable expenses shall include the reasonable cost of: N/A.

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EXHIBIT E

INSURANCE
In all instances where CONSULTANT or its representatives will provide consulting services to CITY, it shall be a requirement under this AGREEMENT that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits with the exception of Employer’s Liability and Professional Liability, shall be available to CITY and its directors, officers, representatives, employees, consultants, and agents as Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this AGREEMENT; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named Insured; whichever is greater. No representation is made that the minimum insurance requirements of this AGREEMENT are sufficient to cover the obligations of the CONSULTANT under this AGREEMENT.

CONSULTANT shall procure and maintain insurance against claims for injuries to persons, damage to property, or economic losses which may arise from or in connection with the performance of the work hereunder and the results of that work by CONSULTANT and its agents, representatives, employees or subcontractors.

CONSULTANT agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General and Auto Liability insurance, CONSULTANT shall look solely to its insurance for recovery. Accordingly, CONSULTANT hereby grants to CITY, on behalf of any insurer providing Commercial General and Automobile Liability insurance to either CONSULTANT or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation, which any such insurer of said CONSULTANT may acquire against CITY by virtue of the payment of any loss under such insurance.

Original signed certificates and separate policy endorsements naming the City of Vacaville as Additional Insured for general liability, and a waiver of subrogation for Workers’ Compensation, shall be received and approved by CITY before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability Insurance coverage (ISO Occurrence Form CG 0001).

2. Original and separate Additional Insured Endorsements for General Liability On-Going Operations (ISO Form CG 20 10 or 20 26, Scheduled Form, or 20 38 Automatic Form).

3. Original and separate Endorsement for Primary and Non-Contributory insurance coverage (ISO Form CG20 01 Scheduled Form, or 20 40 Automatic Form).

4. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).

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5. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

6. Original and separate Waiver of Subrogation for Workers’ Compensation Insurance and Commercial General Liability Insurance.

7. Professional Liability or Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession.

Required Coverage Minimum Limits
General Liability
(primary and excess limits
combined)
Minimum coverage $2,000,000 per occurrence and $4,000,000 aggregate.

Includes coverage for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit.

Policy shall be endorsed to name the City of Vacaville as Additional Insured per the conditions detailed below.

Automobile Liability $ 1,000,000 per occurrence for bodily injury and property damage.

Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1,000,000 Employers’ Liability per accident, per employee for bodily injury or disease. If CONSULTANT is self-insured, provide a certificate of Permission to Self-Insure, signed by the California Department of Industrial Relations and Self-Insurance.

Professional Liability or Errors
and Omissions Liability
Minimum coverage $2,000,000 per claim and $2,000,000 aggregate (on a claims made basis).

Required Policy Conditions
Additional Insured
Endorsement - On-Going
Operations
The City of Vacaville, its officers, officials, employees, agents and volunteers are to be named as Additional Insured for all liability in any way caused, in whole or in part, actively or passively, by the named insured in the performance of this AGREEMENT. All coverage available to the named insured shall also be available and applicable to the CITY as Additional Insured.

Additional Insured On-Going Operations Coverage shall be at least as broad as ISO Form CG 20 10 04 13 or 20 26 scheduled, or 20 38 Automatic.

If ISO Additional Insured Endorsement is 2013 or 2019
CONSULTANT aggregate limits will apply per project (ISO CG 25 03) or location (ISO CG 25 04).

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Primary and Noncontributory
Endorsement
The Additional Insured coverage under the CONSULTANT’s policy shall be Primary and Noncontributory and will not seek
contribution from the CITY’s insurance or self-insurance and shall be at least as broad as ISO Form CG 20 01.

Complete Copy of Liability
Policies
(applicable if using Umbrella or Excess
policies to meet General Liability
coverage requirements)
CONTRACTOR will provide a complete copy of all Excess or Umbrella liability policies used to meet the Commercial General Liability coverage requirements, with all endorsements.

A. M. Best Rating A-:VII or better. If the A.M. Best Rating falls below the required rating, CONSULTANT must replace coverage immediately and provide prompt notice to CITY.

Waiver of Subrogation
Endorsement
CONSULTANT’s insurer will provide a Waiver of Subrogation endorsement in favor of CITY for Workers Compensation coverage, and Commercial General Liability coverage (at least as broad as ISO CG 24 53 or 24 04), during the life of this AGREEMENT.

Deductibles and Self-Insured
Retentions

1. All deductibles and self-insured retentions (SIR) greater than $50,000 must be disclosed to and approved by CITY’s Risk Management and shall not reduce the limits of liability. If CONSULTANT’s SIR is greater than $50,000, CONSULTANT will provide Evergreen Letter of Credit, Financials, Collateral, Bond, etc., sufficient to cover the SIR.

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

Umbrella/Excess Liability Policies
The limits of insurance required in this AGREEMENT may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall be at least as broad as specified for the underlying coverages and cover those insured in the underlying policies. Any umbrella or excess insurance shall also apply on a Primary and Noncontributory basis for the benefit of the CITY before the CITY’s own insurance or selfinsurance shall be called upon to protect it as a named insured.

If any Excess or Umbrella Liability policies are used to meet the limits of liability required by this agreement, then said policies shall be true “following form” of the underlying policy coverage, terms, conditions, and provisions and shall meet all the Insurance requirements stated in this document, including the additional insured, SIR, and primary Insurance requirements stated therein. No Insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

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Claims-Made Policies
If any insurance policy is written on a claims-made form, the following conditions apply: 1) the retroactive date must be shown and must be before the date of this AGREEMENT, 2) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work, and 3) if coverage is canceled or non-renewed, and not replaced with another claimsmade policy form with a retroactive date prior to the effective date of this AGREEMENT, CONSULTANT must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONSULTANT shall include the following language in their agreement with subcontractors:
“Subcontractor hired by CONSULTANT agree to be bound to the CONSULTANT and the City of Vacaville in the same manner and to the same extent as the CONSULTANT is bound to City of Vacaville under the Contract Documents and provide a valid certificate of insurance and the required endorsement included in the AGREEMENT as proof of compliance prior to commencement of any work and to include this same requirement for any subcontractors they hire for this work.. Subcontractor further agrees to include the same indemnity and insurance provisions contained in the City Contract Document, to the extent they apply to the scope of the sub-subcontractor’s work. A copy of the CITY Contract Document indemnity and insurance provisions will be furnished to subcontractor upon request.” CONSULTANT shall provide proof of such compliance and verification to the CITY upon request.

CONSULTANT is responsible for verifying subcontractors’ insurance policies and endorsements.

CONSULTANT agrees to furnish to CITY upon request proof of insurance coverage for CONSULTANT’s subcontractors.

CONSULTANT agrees to defend and indemnify CITY for any damage resulting from failure of either CONSULTANT or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONSULTANT and/or CONSULTANT’s subcontractors will not be deemed to release or diminish the liability of CONULTANT, including, without limitation, liability under the indemnity provisions of this AGREEMENT. Damages recoverable by CITY from CONSULTANT or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by CITY before work may begin.

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

Original insurance certificates and required policy endorsements shall be mailed, or delivered to CITY’s Project Manager. Insurance certificates and endorsements may be emailed or faxed to CITY’s Project Manager. However, CONSULTANT must mail the original certificates and endorsements to CITY’s Project Manager once emailed or faxed.

CITY’s Project Manager
NAME: Rica Guidry, Program Manager
ADDRESS: 650 Merchant Street
Vacaville, CA 95688
EMAIL: [email protected]
PHONE: (707) 449-5134
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Continuous Coverage
CONSULTANT shall maintain the required insurance for a period of at least one hundred and eighty (180) days (except as required under Claims-Made Policies) after final payment has been made by CITY to CONSULTANT pursuant to this AGREEMENT. Should CONSULTANT cease to have insurance as required during this time, all work by CONSULTANT pursuant to this AGREEMENT shall cease until insurance acceptable to CITY is provided. Maintenance of proper insurance coverage is a material element of this AGREEMENT. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by CITY as a material breach of this AGREEMENT. In the event that CONSULTANT fails to comply with CITY’s insurance requirements, CITY may take such action as it deems necessary to protect CITY’s interests.

Such action may include but is not limited to termination of this AGREEMENT, withholding of payments, CITY taking out such insurance and deducting and retaining the amount of the premium from any sum due to CONSULTANT under this AGREEMENT, or other actions as CITY deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by CITY, CONSULTANT must provide updated certificates and endorsements indicating that the required coverage, terms, and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to CITY’s Project Manager.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy, shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

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EXHIBIT F

SPECIAL PROVISIONS
Check one:

There are no special provisions.

The special provisions to this AGREEMENT are as follows:

PREVAILING WAGE
California Labor Code § 1771 provides that “[e]xcept for projects of one thousand dollars ($1,000) or less, not less than the general prevailing wage rate of per diem wages for work of a similar character in the locality in which the public work is performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work . . . shall be paid to all workers employed on public works.” California Labor Code § 1720 provides that “public works” includes “[c]onstruction, alteration, demolition, installation, or repair work done under contract and paid for in whole or in part out of public funds . . . .” If prevailing wage requirements apply, CONSULTANT shall pay not less than the general prevailing rate of per diem wages to appropriate trades covered under California Labor Code §§ 1720 et seq.

Reporting Requirements
CONSULTANT shall also comply with the reporting requirements of California Labor Code §§ 1720 et seq. by preparing a weekly report of all payrolls for all employees performing the above-referenced work and by submitting such weekly report to CITY. Payrolls shall contain the full name, address, and social security number of each employee, his/her correct classification, rate of pay, daily and weekly number of hours worked, itemized deductions made, and actual wages paid. The employee’s address and social security number need only appear on the first payroll on which the employee’s name appears. The payroll shall be accompanied by a “Statement of Compliance” signed by CONSULTANT or his/her authorized agent indicating that the payrolls are correct and complete and that the wage rates contained therein are not less than those required by this AGREEMENT. The “Statement of Compliance” shall be on forms furnished by CITY or on any form with identical wording. CONSULTANT shall also be responsible for submitting the weekly report(s) of all payrolls of any and all subconsultants.

GOV. CODE § 1097.6 REQUIREMENTS

1. Pursuant to California Government Code Section 1097.6 (eff. Jan. 1, 2024), CONSULTANT’s duties and services under this AGREEMENT shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. As the public entity entering into this AGREEMENT, CITY shall at all times retain responsibility for public contracting under this AGREEMENT (“project”). CONSULTANT’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. CONSULTANT shall cooperate with CITY to ensure that all bidders for a subsequent contract on any subsequent phase of the project have access to the same information, including all conceptual, preliminary, or initial plans or Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

specifications prepared by CONSULTANT pursuant to this AGREEMENT. Under no circumstances shall CONSULTANT engage in or advise CITY on public contracting. The phrase “engaging in or advising on public contracting” has been defined at California Government Code Section 1097.6(a)(2) to mean “preparing or assisting the public entity with any portion of the public entity’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity.” (Emphasis added.)

2. Pursuant to California Government Code Section 1090 and in conformity with the California Supreme Court case in People v. Superior Court (Sahlolbei), (2017) 3 Cal.5th 230, CONSULTANT (including any of its subconsultants) shall not perform any work on the project to which this AGREEMENT relates other than as set forth in this AGREEMENT, and amendments to this AGREEMENT, if any. Such prohibition includes but is not limited to bidding on the construction or performing any work related to the construction (other than as set forth in this AGREEMENT, and amendments to this AGREEMENT, if any), such as performing work on the project as a contractor or subcontractor. In the event CONSULTANT (including any of its subconsultants) violates Cal. Gov. Code § 1090, then CONSULTANT shall defend and indemnify CITY for any and all liabilities imposed on CITY. The defense and indemnity provision of this paragraph 2 shall be in excess of and in addition to CONSULTANT’s duty to defend and indemnify CITY under SECTION 8 and Exhibit E of this AGREEMENT.

SHIPPING / DELIVERY
All shipments are FOB destination point (or Delivered Duty Paid (Incoterms 2020), if applicable) via common carrier to CITY’s physical location specified in Section 21 [Notices] above. CONSULTANT will arrange for coverage against risk of loss or damage while any purchased item(s) and/or equipment are in transit to CITY. Title and risk of loss pass to CITY only upon delivery to the CITY, and physical and legal acceptance by the CITY, pursuant to Uniform Commercial Code (“UCC”) § 2-326(1)(a) and § 2-327. CITY’s physical inspection of any item(s) and/or equipment do(es) not constitute physical and legal acceptance of such equipment. CITY may reject any item(s) or equipment that do(es) not match the item(s) or equipment listed in CONSULTANT’s quote or are damaged or non-functional upon receipt (Nonconforming Product) by providing CONSULTANT written notice of rejection within ten (10) business days of receipt of the Nonconforming Product. Pursuant to UCC § 2-327, the return of any item(s) and/or equipment, or any part thereof, is at CONSULTANT's risk and expense, but CITY must follow any reasonable instructions.

SAFETY AND HEALTH
A. CONSULTANT’s Responsibility – CONSULTANT shall be solely responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the services and work to be provided hereunder. CONSULTANT shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to:
i. All persons at the site and other persons and organizations who may be affected thereby;
ii. All the work and materials and equipment to be incorporated therein, whether in storage on or off the site; and
iii. Other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, and utilities not designated for removal, relocation, or Docusign Envelope ID: 031C5CD6-284D-4C4D-BA15-34CD09173F3D Item 12.a

replacement in the course of the work.

B. Safety Measures - CONSULTANT shall promptly and fully comply with and carry out and shall, without separate charge to CITY, enforce compliance with safety and health requirements stated herein, prescribed by all applicable laws and regulations (whether referred to herein or not) of any public body having jurisdiction or charged with the enforcement thereof, for the safety of persons or property or to protect them from damage, injury, or loss and shall erect and maintain all necessary safeguards for such safety and protection. Where any of these safety regulations are in conflict, the more stringent regulation shall be followed. Compliance with these safety measures by subcontractors shall be the sole responsibility of CONSULTANT.

BACKGROUND CHECK
Prior to assignment of any staff to perform work for the CITY, CONSULTANT will complete a background check for each person who will be performing work for the CITY which involves access to City facilities, devices, servers, or infrastructure, or working with or having responsibility over minors. Each background check required under this Section shall include at a minimum (only boxes which are checked are required):

Criminal felony and misdemeanor (past 7 years)
National Sex Offender registry
Education
Previous employment
Prior to commencing work under this AGREEMENT, CONSULTANT will provide written documentation, in a form acceptable to CITY, confirming the completion of any required background check(s) and the results thereof. CITY retains the right to require that a members of CONSULTANT’s staff with an impermissible mark on their record not be permitted to perform work for CITY under this AGREEMENT. If at any time during the term of this AGREEMENT a staff member of CONSULTANT is discovered to have engaged in conduct which results in a criminal arrest or conviction of any type, CONSULTANT shall immediately notify CITY of such arrest or conviction and shall immediately reassign the portion of the services that person was engaged in for CITY. CONSULTANT agrees to provide CITY with documentation that the above required background check(s) have been completed prior to engaging in any services for CITY.

Miscellaneous
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AGREEMENT REGARDING FIBER NETWORK INSTALLATION BY AND BETWEEN THE CITY OF

VACAVILLE AND INTREPID FIBER NETWORKS
This Agreement ("Agreement") is dated as of _______________ (the "Effective Date"), and entered into by and between the City of Vacaville, a municipal corporation (the "City"), and BIF IV Intrepid OpCo LLC d/b/a Intrepid Fiber Networks (the "Company") (each a "Party" and collectively, the "Parties").

RECITALS
A. The City has undertaken a city-wide broadband strategic planning process to upgrade City communications and services and expand connectivity, competition, and access to all residents, businesses, and stakeholders of the City.

B. The City issued a Request for Proposals (“RFP”) on April 15, 2024 seeking proposals from qualified Internet Service Providers for the construction, operation, and maintenance of geographically-diverse fiber optic cable routes to expand the availability of Internet access and other communications services by offering retail internet and data subscriber services to residents, businesses, and governmental entities located in the City of Vacaville.

C. Company submitted a qualified response to the City’s RFP on May 31, 2024, proposing a publicprivate partnership whereby the City and Company would coordinate on any potential broadband grants that may be awarded to the City, and that Company would privately fund, either in part or in whole, a city-wide fiber optic network for purposes of offering retail data, communication, and internet services to residents and businesses.

D. The City selected Company on April 22, 2025 as the preferred proposer under the RFP for the Project and the parties commenced cooperation and refinement of the terms, standards, and specifications of the network deployment.

E. Company is intending to fund and build a fiber broadband network throughout the City of Vacaville ("the Project"), predominantly located within the public Right of Way (“ROW”), installed as both underground plant and aerial attachment to existing utility poles.

F. The Parties wish to partner in providing services to the City, its residents, and businesses.

NOW, THEREFORE, for consideration, the receipt and sufficiency of which are acknowledged, the Parties agree as follows:

AGREEMENT
1) Term
The term of this Agreement shall commence on the Effective Date and shall remain in effect until all obligations of both Parties have been fulfilled ("Agreement Term"). The Indefeasible Right of Use (“IRU”) granted under Section 10 shall have a separate term of twenty (20) years ("IRU Term"), commencing on the date the last City facility identified in Exhibit B has been connected to an operable network Backbone as required by this Agreement. The IRU Term shall expire at midnight on the day before the twentieth (20th) anniversary of the IRU Term Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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commencement date.
2) Project Schedule.
a) Company’s estimated Project Schedule is attached hereto as Exhibit D. The Project Schedule is an estimate only and Company shall have no contractual obligation to meet the Project Schedule and will not incur any damages for delays. The Parties acknowledge that Force Majeure events and other events may cause delays in Project construction. b) For purposes of this Agreement, "Force Majeure" means any event beyond Company's reasonable control that prevents or delays performance, including acts of God, fire, flood, earthquake, epidemic, pandemic, war, terrorism, riot, civil disturbance, declared states of emergency, strikes or labor disputes not involving Company's own employees, delays in the issuance of permits or other governmental approvals not caused by Company’s failure to submit complete applications, or action or inaction of governmental authorities; provided that Company shall notify City in writing within ten (10) days of the occurrence of any Force Majeure event and shall use commercially reasonable efforts to resume performance as soon as practicable.
c) Notwithstanding Section 2(a), Company shall use commercially reasonable efforts to connect each City & Priority Facility identified in Exhibit B to an operable network Backbone within the Entire Deployment estimate set forth in Exhibit D, and in any event no later than thirty-six (36) months following City Council's approval of this Agreement, provided that this is an estimate only and Company will not be in breach of this Agreement or incur any damages hereunder for delays, except as provided in Section 13(f). For purposes of this Agreement, "Substantial Completion" of a Backbone ring segment means the date on which such segment has passed final testing and is capable of carrying live traffic, as certified in writing by Company to City. For purposes of this Agreement, "Entire Deployment" shall mean the whole buildout, including Backbone construction and City & Priority Facilities. Any extension of the deadline set forth in this Section 2(c) shall be governed exclusively by Section 13(f). Company shall provide City with a written status update on Backbone ring completion and facility connection progress not less than annually. Any extension of time agreed to by the Parties under Section 13(f) shall correspondingly extend the thirty-six (36)month deadline set forth in this Section 2(c) by the same period. 3) Approvals
The City does not convey or imply any permitting, regulatory approval, or environmental review of the Project through this Agreement or any exhibit. All reviews, approvals, and permitting for Company's installation, use, maintenance, modifications, removal, upgrade, or repair shall be independently obtained by Company from the appropriate jurisdictional authority at Company's sole expense.
4) Permitting
a) Baseline Capacity. The City's baseline capacity for processing active encroachment permit applications, within existing staffing levels, is up to ninety thousand (90,000) linear feet per month. Within that baseline, the following permit limits apply: (i) a maximum of five (5) open permits at any one time, totaling up to 90,000 linear feet; (ii) no more than three (3) undergrounding permits under active construction at any one time; (iii) undergrounding permits under simultaneous construction shall be within two (2) miles of one another and on the same side of the freeway; and (iv) aerial permits may Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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proceed concurrently with undergrounding permits. The City shall review, process, inspect, and closeout permit applications within this baseline to allow for utility locates, pre-construction, duct construction, and activation or restoration work to occur in parallel. Company shall be solely responsible for all actual and direct costs for these resources, according to the rates contained in Section 4(d) and 4(e). b) Permit Review Turnaround. The City shall complete its review of encroachment permit applications within fourteen (14) business days of the first submittal. Review timelines for subsequent submittals shall be processed in the ordinary course consistent with available staffing resources and are not subject to a guaranteed turnaround commitment. The City shall prioritize review of Company's permit applications relative to other pending encroachment permit applications, subject to the City's existing legal and public safety obligations.
c) Exceeding Baseline. In the event Company requires active construction on more than three (3) undergrounding permits simultaneously, or requires the City to process permit applications in excess of ninety thousand (90,000) linear feet per month, the City may, at its sole discretion, contract out or hire additional utility locate, inspection, or permitting resources required to process, review, approve, and inspect all active encroachment permits. Company shall be solely responsible for all actual and direct costs for these additional resources, according to the rates contained in Section 4(d) and 4(e).
d) Hourly Rates

1. Utility locates - Company shall pay City for staff costs at the fully burdened hourly rate of Seventy-Five Dollars and Thirty-Nine Cents ($75.39) for up to three (3) years.

Overtime, if required, will be billed at 1.5 times the applicable hourly rate.

Company's aggregate liability for utility locate costs under this Agreement shall not exceed seventy-five thousand dollars ($75,000) per year for up to three (3) years. This aggregate limit is conditioned on Company's activity remaining within the baseline capacity limits set forth in Section 4(a). If Company's permit volume exceeds those limits, this aggregate limit shall not apply to costs attributable to the excess volume.

2. Inspectors - Company shall pay City for staff costs at the fully burdened hourly rate(s) of Eighty-Two Dollars and Ninety-Three Cents ($82.93) for up to three (3) years. Overtime, if required, will be billed at 1.5 times the applicable hourly rate.

Company's aggregate liability for inspection costs under this Agreement shall not exceed one hundred sixty-two thousand dollars ($162,000) per year for up to three (3) years. This aggregate limit is conditioned on Company's activity remaining within the baseline capacity limits set forth in Section 4(a). If Company's permit volume exceeds those limits, this aggregate limit shall not apply to costs attributable to the excess volume.

3. Permitting – Company shall pay City for staff costs at the fully burdened hourly rate for any staff review time and/or consultant rate for any consultant permit review.

Overtime, if required, will be billed at 1.5 times the applicable hourly rate.

4. Traffic Control Plan Review – Fifty-Six Dollars ($56.00) per page, applicable to sitespecific traffic control plans only to be paid upon traffic control plan submittals.

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Standard traffic control setups using basic signs and cones are not subject to this charge. e) Temporary (Project Dedicated) Salaried Positions

1. Utility Locates - Company shall pay for City staff costs at the fully burdened hourly rate, capped at Seventy-Five Thousand Dollars ($75,000) annually for up to three (3) years.

Such cap shall be fixed and shall not be subject to any salary, benefit, or other cost escalation during such period. This cap is conditioned on Company's activity remaining within the baseline capacity limits set forth in Section 4(a); if Company's permit volume exceeds those limits, this cap shall not apply to costs attributable to the excess volume.

City to bill Company monthly.

2. Inspectors - Company shall pay the actual cost of inspections, not to exceed One Hundred Sixty-Two Thousand Dollars ($162,000) annually for up to three (3) years, inclusive of all benefits, consistent with the City's existing job classification. Such amount shall be fixed and shall not be subject to any salary, benefit, or other cost escalation during such period. This cap is conditioned on Company's activity remaining within the baseline capacity limits set forth in Section 4(a); if Company's permit volume exceeds those limits, this cap shall not apply to costs attributable to the excess volume.

City to bill Company monthly.
f) Permit Scope During Initial Construction. During the initial construction of the Project and for a period of three (3) years following, these permit applications may also include work for maintenance, repairs, or testing, including simple traffic control setups (basic signs and cones), and placement of facilities and equipment on existing utility poles that Company is approved by the pole owner(s) to attach.
g) Deposit Account. Company shall establish a draw down account (“Deposit Account”) with the City in the amount of Seventy-Five Thousand Dollars ($75,000) to cover the actual, reasonable and documented costs of the City’s permit review, issuance, and closeout, according to the rates contained in Section 4(d) and 4(e).

1. Draw Downs. The City may draw from the Deposit Account to cover invoiced costs for permit review, issuance and closeout. The City shall provide Company with itemized invoices documenting all drawdowns within thirty (30) business days of incurring the cost.

2. Replenishment. When the Deposit Account balance falls below Twenty-Five Thousand Dollars ($25,000), the City shall notify Company in writing. Company shall replenish the account to Seventy-Five Thousand Dollars ($75,000) within ten (10) business days of receiving notice.

3. Failure to Replenish. If Company fails to replenish the Deposit Account within the time required, the City may, at its sole discretion, suspend issuance of new encroachment permits, halt active inspections, and issue a stop work order on any active permits until the account is replenished to the required balance.

4. Refund. Any unused amounts shall be refunded to Company within thirty (30) days following completion of permit review, issuance, inspection, and closeout activities.

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h) Deposit Account Increase. In the event Company ramps up construction activities and triggers Section 4(c), the Deposit Account amount shall be increased accordingly to cover anticipated hourly or salary costs that shall be invoiced to Company over a 60-day period.
5) Bonding Requirements.
a) Performance Bond. Company shall provide a performance bond in the amount of Two Hundred Fifty Thousand Dollars ($250,000) to cover all permitting and planned restoration for up to five (5) open permits at any one time, rather than bonding on a per permit basis. The performance bond shall roll over to cover additional permits throughout the life of the Project. The performance bond shall be released within thirty (30) days following final inspection and acceptance of the applicable restoration work by the City. b) Clean-Up Deposit. Because the performance bond provided under Section 5(a) secures Company’s restoration and clean-up obligations, the clean-up deposit under this subsection shall not be duplicative of the performance bond. Any clean-up deposit shall not exceed Five Thousand Dollars ($5,000) in the aggregate for all permits and shall be refunded to Company following final inspection and acceptance of the applicable work. If the clean-up deposit is used in whole or in part, Company shall replenish the deposit to Five Thousand Dollars ($5,000) within ten (10) business days of receiving written notice from the City. c) Independence of Bond and Deposit Account. The performance bond and clean-up deposit are each separate and independent of the Deposit Account established under Section 4(h). 6) Microtrenching Construction Standards.

Company agrees to perform all microtrenching, pavement cutting, and pavement restoration in accordance with the standards, specifications, and restoration methods set forth in the Memorandum of Understanding between the Parties dated __________ ("MOU"), which is incorporated into this Agreement by this reference. Any modification to those standards must be made in accordance with the amendment process set forth in the MOU. If this Agreement is not executed by the Parties, the MOU shall be null and void, and Company shall perform all microtrenching, pavement cutting, and pavement restoration in accordance with the City's generally applicable citywide standards then in effect. 7) Pavement Condition Index (PCI) Calculations
a) At the time that Company submits an encroachment permit application to City for review, the City shall, following the method defined in this Section 7, determine the current PCI for each street where Company is proposing to conduct excavation, directional boring, or microtrenching activities, for purposes of applying the restoration standards set forth in the MOU between the City and Company.

1. City shall utilize the PCI study completed and published for the current calendar year in which the streets scheduled for excavation work are located.

2. If the most recent PCI study was published in a calendar year prior to the year in which a permit application is received, the City shall depreciate the published PCI by one and one-half (1.5) points for each calendar year elapsed since publication. 8) Public Outreach and Engagement.
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to commemorate the Project.
b) Parties shall work together to produce or create any communication or notification material and media. All public communications shall be subject to mutual review and approval, not to be unreasonably withheld or delayed. Company shall provide public notices, such as door hangers, mailers via USPS and social media within a 300-foot radius of the project site subject to the conditions set forth in this Agreement, to residents and businesses prior to any fielding, surveying, or construction activities taking place. Notices shall be delivered to affected stakeholders no less than fourteen (14) days prior to work commencing. c) The City shall include a page on theCity websitethat outlines the Project and shall direct residents and businesses to the Company website for further information. Company shall provide the outline of content for the webpage.
9) Grant Contributions.
a) Company shall work in good faith with the City on fiber-related grant applications, provided that Company shall have no obligation to provide matching funds or financial contributions unless expressly agreed in a separate written agreement. Grants shall be reviewed and agreed upon on a case-by-case basis.
10) Indefeasible Right of Use
a) Effective as of final inspection and completion of construction phasing, segments, or useable portions of the Project, Company grants to City:

1. An Indefeasible Right of Use of forty-eight (48) strands of Dark Fiber (defined as installed optical fiber strands that are unlit and unprovisioned by Company, with no optronics, electronics, transmission equipment, bandwidth, internet access, or telecommunications services supplied by Company; City shall be solely responsible for providing all optronics, electronic equipment, and services necessary to light, operate, and use the strands granted under this IRU, as identified in Exhibits G, H, & I) along the Company's Backbone Routes ("Backbone"), at no cost to the City, subject to the Indefeasible Right of Use Agreement ("IRU") as identified in Exhibit A, for the Term of this Agreement. The total length of Dark Fiber along Company Backbone, as shown in Exhibit G, is estimated at ninety-four thousand five hundred thirty-seven (94,537) linear feet; the specific routes and total linear feet may be subject to reasonable change based on final design engineering, route optimization, and field conditions during construction.

2. An IRU of twelve (12) strands of Dark Fiber to City facilities (“Laterals”) and no less than twenty-four (24) strands to City Hall, defined in Exhibit H, at no cost to the City. The specific routes and total linear feet may be subject to reasonable change based on final design engineering, route optimization, field conditions, and minimum point of entry (MPOE) location.
i. Each Lateral shall include a vault, meeting the dimensional and structural specifications set forth in Exhibit F (Vault and Splice Closure Specifications), installed within the public ROW adjacent to the City Facility property, where the conduit pathway connects back into the Company Backbone and the forty-eight (48) strands of Dark Fiber defined in Section 10.a.1 and Exhibit G. A splice tail of a length of one hundred (100) feet on each cable, allowing the City to splice and interconnect Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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its facilities, shall be stored in this vault for future City use. Lateral vaults defined in this subsection are separate from and distinct from the Splice Vaults in Section 10.3 and Access Vaults in Section 10.4.
ii. During initial construction of the Project, Company shall, at no additional cost to the City, install a four-inch (4") SDR-11 HDPE conduit stub from each facility ROW access point vault toward the corresponding City Facility property line; provided that no such conduit stub shall be required where Company’s access point vault is located at the edge of the public ROW adjacent to the corresponding City Facility property line. Stub termination point shall be marked, capped, waterproofed, and located at a position agreed upon by City and Company in writing prior to construction at that segment. Each stub shall include continuous polyester pull tape and tracer wire (12 AWG copper, insulated) bonded to standard locating practice. For the avoidance of doubt, the conduit stub is provided to facilitate City’s subsequent lateral construction; City shall be solely responsible for all fiber, cable, and construction work beyond the stub termination point. For purposes of this subsection, an access point vault is deemed to be "at the edge of the public ROW adjacent to the corresponding City Facility property line" only where no conduit stub of any length would be required to reach the property line.

3. An IRU for thirty-five (35) vaults, meeting the dimensional and structural specifications set forth in Exhibit F (Vault and Splice Closure Specifications), provided that if the vault is shared with Company, sufficient capacity exists over and above any Companyowned/placed splice cases and slack loops, to house a future City-owned splice case and any associated loops and/or fiber tails, as identified in Exhibit H, at no cost to the City. Vaults shall be upsized in the event sufficient capacity does not exist for City splice cases, loops, and access once Company assets have been installed. Vaults shall include the IRU fiber cable, per Section 10.1 and 10.2, of not less than forty-eight (48) strands and twelve (12) strands, respectively, and a splice tail of not less than one hundred (100) feet for each IRU cable, as specified in Exhibit F, such that the City is able to splice into and utilize its IRU strands or future City cables at that location. i. For the avoidance of doubt, the access point vault within the public ROW shall constitute the demarcation point between Company-installed and City-installed facilities; the splice tails terminating within that vault shall be the point at which Company’s scope of work ends, and City’s scope of work begins. City is responsible for connecting from the public ROW to the City facility. For the avoidance of doubt, neither the conduit stub described in Section 10(a)(2)(ii) nor any other provision of this Agreement shall extend Company’s scope of work or responsibility beyond the demarcation point established by this Section.
ii. Intrepid shall install pre-spliced fiber tails at each vault location prior to project completion. All splice tails shall be fusion spliced directly onto the forty-eight (48) strand backbone ring inside each vault. No loose or unconnected fiber ends are acceptable at project completion. Specifications are detailed in Exhibit F. iii. Splice Vault locations, as noted in Exhibit H, are approximate with reference to intersection; final location, specific directional corner of intersection, or side of street are subject to final design and field conditions.

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4. An IRU for twenty-four (24) vaults, meeting the dimensional and structural specifications set forth in Exhibit F (Vault and Splice Closure Specifications), provided that if the vault is shared with Company, sufficient capacity exists over and above any Companyowned/placed splice cases and slack loops, to house a future City-owned splice case and any associated loops and/or fiber tails, as identified in Exhibit I, at 50/50 cost between the City and Company. Vaults shall be upsized in the event sufficient capacity does not exist for City splice cases, loops, and access once Company assets have been installed.
i. Vaults shall include the IRU fiber cable, per Section 10.1, of not less than forty-eight (48) strands, and a splice tail of not less than one hundred (100) feet for each IRU cable, as specified in Exhibit F, such that the City is able to splice into and utilize its IRU strands or future City-owned cables at that location. ii. Intrepid shall install pre-spliced fiber tails at each vault location prior to project completion. All splice tails shall be fusion spliced directly onto the forty-eight (48) strand backbone ring inside each vault. No loose or unconnected fiber ends are acceptable at project completion. Specifications are detailed in Exhibit F. iii. Vault locations, as noted in Exhibit I, are approximate with reference to intersection; final location, specific directional corner of intersection, or side of street is subject to final design and field conditions.
b) All outside fiber plant (strands, cables, vaults, etc.) provided to City through this IRU shall be subject to the Indefeasible Right of Use Agreement (“IRU”) as identified in Exhibit A, for the Term of this Agreement.
c) City may only use the strands provided through the IRU for City's internal governmental services and municipal purposes, and not for commercial or revenue-generating purposes. City may not sub-lease IRU strands to third parties. d) Company shall retain legal title to the entirety of the Project, including any strands leased or provided to City through the IRU, and nothing in this Agreement shall be interpreted to give or convey to City any property right, title, or interest in the Project. e) Company shall be responsible for all regular maintenance and any repairs to routes leased to the City through the IRU. Company shall be solely responsible for all regular maintenance and repair costs, including recovering reimbursement for repairs from third parties that may have caused damage to network.
f) The City shall be responsible for all other costs associated with accessing, lighting, operating, splicing, and utilizing the leased fiber.
g) City may perform such lateral and splicing work on its own schedule, including at any time after Company’s delivery of the access point vault and splice tails, without affecting Company’s satisfaction of its obligations under this Agreement. h) City may, with thirty (30) days advance written notice to Company, perform re-entry, modification, addition, or restoration of the City’s IRU strands within any splice closure on the IRU network using any qualified fiber contractor, without Company permission, Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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oversight, or charge. ‘Qualified fiber contractor’ means a contractor certified for single-mode fusion splicing by a recognized industry body, holding appropriate California contractor’s license, and carrying insurance per City standards. City shall perform, and shall cause its contractors to perform, all such work in accordance with Company’s reasonable operating, splicing, and interconnection requirements, and City shall be responsible for, and shall reimburse Company for the reasonable cost of repairing, any damage to the Company network or facilities or any service interruption or outage to the extent caused by City’s or its contractor’s exercise of rights under this subsection.
i) If additional facilities require connectivity in the future, Company shall work in good faith with City to add a new access point, subject to technical feasibility and mutual agreement, provided that City pays Company’s actual direct costs at then-current published rates for the same work performed for similarly-situated municipal customers, or, if no such rate sheet exists, at competitive rates established through a minimum of three written quotes from qualified fiber contractors. Annual escalation of such rates shall not exceed CPI-U for the San Francisco-Oakland-Hayward MSA, measured from the Effective Date. j) City may use any qualified fiber contractor for the installation, splicing, testing, maintenance, repair, and modification of City-side facilities, laterals, and any City-side splice work connecting to the IRU strands. Company shall not require, condition, or restrict use of Company’s own crews, affiliates, or designated contractors for any City-side work on the IRU strands or City laterals. ‘Qualified fiber contractor’ has the meaning defined in Section 10(h).
k) City shall be responsible for any fees associated with receiving any services or products from an Internet Service Provider (ISP).
l) Company is not obligated to supply, and shall not supply, any optronics, electronics, optical or electrical equipment, or other facilities to City, including generators, batteries, air conditioners, fire protection equipment, or monitoring and testing equipment. All such equipment is the sole responsibility of City. Company is not responsible for performing any work other than as specified in this Agreement. City has no right to use any fibers that are part of the Project other than those routes specified in this IRU. m) Except as otherwise provided in this Agreement, Company shall have no right to use the IRU dark fibers leased to the City during the Term of this Agreement, unless expressly permitted by City.
n) City shall not use the IRU Facilities in any manner that interferes in any way with or adversely affects the Company network, facilities, or the use of the Company network or facilities by any other party or third parties or their respective fibers, equipment, and appurtenances used or owned by any other party or third parties.
o) City shall not cause or permit any part of the fiber leased through this IRU, or any other fibers owned by Company, to become subject to any mechanic’s, materialmen’s, or vendor’s lien, or any other lien or security interest.
p) City represents and warrants that the use of the IRU Facilities shall comply with all applicable laws, ordinances, rules, regulations and restrictions. City shall be responsible for the configuration and operation of City’s network using the IRU Facilities, including Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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interconnection facilities, network equipment, testing equipment and procedures, maintenance, and other facilities or actions necessary to use the IRU Facilities. City shall conduct all operations and use of the IRU Facilities in a manner that does not interfere with the Company Facilities or the use of those facilities by Company or any other customer or end user of Company. City’s use and operation of the IRU Facilities shall comply at all times with Company’s operating procedures and interconnection requirements as outlined by the IRU identified in Exhibit A, which may be amended. All amendments should be mutually agreed upon by the City and the Company.
q) City is solely responsible for the design, permitting, construction, and maintenance of all laterals from the ROW splice vault to City facility points of entry, including all conduit, cable, splice work, and inside plant terminations on the City side of the vault. 11) Maintenance & Operations
a) As of the Effective Date, Company shall maintain and repair the IRU strands leased to the City, at no cost to the City, in accordance with the IRU identified in Exhibit A and the following terms. Company shall remain primarily responsible for meeting all IRU obligations regardless of whether it performs maintenance and repair directly or through a subcontractor or Internet Service Provider.
b) Company shall maintain the structural aspects of the Projectin good operating condition such that they at all times conform to the specifications set forth in Exhibit A, utilizing sound engineering practices.
c) City shall promptly notify Company of any matters pertaining to any damage or impending damage to or loss of the use of the Project that are known to it and that could reasonably be expected to adversely affect the Project or its ongoing operations. d) Company warrants that its operation and maintenance of the Project shall comply with all applicable governmental codes, ordinances, laws, rules, regulations, and restrictions.
e) Company shall be solely responsible for all regular maintenance and repair costs, including recovering reimbursement for repairs from third parties that may have caused damage to network.
12) City Owned Conduit.
a) To reduce the impact of the Project on City residents and the public ROW, the Parties shall, during the planning phase of the Project, evaluate in good faith whether Company may install any portion of its network within City-owned conduits. Any such use shall be subject to a separate written agreement between the Parties establishing the terms and conditions of access.
b) If City-owned conduit is damaged or rendered unusable as a result of Company's work on the Project, Company shall be responsible for the cost of repair or replacement. City, at its sole discretion, shall determine whether to repair, replace, or leave the conduit in its existing condition. If the damage is not attributable to Company's work, the Parties shall negotiate in good faith to determine how repair or replacement costs shall be allocated.

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13) Termination
a) If either party fails to perform its obligations under this Agreement, the nondefaulting party may provide written notice of the default with reasonable detail describing the nature of the default. The defaulting party shall have sixty (60) days from receipt of that notice to cure the default. If the default cannot reasonably be cured within sixty (60) days, the cure period shall be equitably extended, provided that the defaulting party begins cure within the initial sixty (60) day period and diligently pursues cure to completion.

Upon the failure of the defaulting party to cure within the cure period, the non-defaulting party may pursue any or all of the following remedies:

1. Take any action it determines, in its sole discretion, to be necessary to correct the default, and recover from the breaching party its reasonable costs and expenses incurred in doing so, payable within thirty (30) days of receipt of an invoice; and

2. Pursue any legal remedies available under applicable law or principles of equity relating to such default, including specific performance. b) Notwithstanding any breach or default by City under this Agreement or under applicable law, including any contract obligation, tort liability, or violation of federal or state laws, rules, regulations, orders, standards, or ordinances, Company shall have no right to revoke, suspend, or restrict the IRU granted to City in any manner or to any degree whatsoever, whether through injunctive relief or otherwise, during the Term of this Agreement, except as expressly provided in this Agreement. c) If either party must seek enforcement of its remedies through legal proceedings, the prevailing party shall be entitled to recover its reasonable attorneys' fees and costs, including those related to mitigation of damages, from the non-prevailing party. d) If Company ceases operations, becomes insolvent, or abandons the Project or any portion of it during the Term,,City, at its sole discretion, shall have the right to terminate this Agreement, provided that the IRU granted to the City hereunder shall survive. e) First 180 Days.

During the first one hundred eighty (180) calendar days following the Effective Date (the "Feasibility Window"), if Company determines, in its sole and absolute discretion, that the Project is not acceptable to its Investors for any reason or no reason, Company may terminate this Agreement by delivering written notice to the City prior to expiration of the Feasibility Window. Upon such termination, any deposit shall be returned in full to Company and neither party shall have any further obligation to the other, except as expressly survives termination under this Agreement.
f) After 180 Days.

If Company does not deliver a written termination notice prior to expiration of the Feasibility Window, Company shall be deemed to have approved the general feasibility of the Project and waived its termination right under Subsection 13(e). Company shall have no right to terminate this Agreement after expiration of the Feasibility Window except as provided in this Section 13. If Company reasonably anticipates that it will not be able to meet the Entire Deployment estimated date, as a result of failure to secure project financing, force majeure, or other delays outside the Company’s reasonable Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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control, after demonstrating diligent, good faith efforts to do so, Company shall promptly notify City in writing no later than thirty (30) days before the affected estimated date, including a description of financing efforts undertaken to date and/or the causes of the delay with evidence of diligence, and the Parties shall meet and confer in good faith regarding a reasonable extension of time. Any extension of time shall require City’s written approval, not to be unreasonably withheld. Company's failure to meet the Entire Deployment estimated date, shall not, by themselves, constitute grounds for termination of this Agreement. Any extension of time approved by the City under this Section 13(f) shall extend the Entire Deployment estimated date set forth in Section 2(c) by the same period. Company may request one (1) one-year extension per each twelve (12) month portion of the thirty six (36) month period authorized by Section 2(c) hereof (i.e., up to three (3) separate extension requersts in total, one tied to each 12-month segment of the overall 36-month period authorized by Section 2(c), subject to the following:

1. Timing. Company must submit any extension request under this Section 13(f) in writing to the City no later than sixty (60) days before the end of the twelfth month, twenty fourth month, and/or thirty sixth month of the overall 36-month period identified in Section 2(c), respectively.

2. One Extension Per 12-Month Period; No Carryover. Company’s right to request each one-year extension authorized by this Section exists only during each distinct 12-month portion of the overall 36-month period set forth in Section 2(c). If Company does not submit a timely request as specified above for a given 12-month window, or if City does not approve an extension requested for a given 12-month window, that opportunity for an extension is forfeited for that 12-month window and may not be exercised, combined with, or carried over to any subsequent 12-month window.

3. Extensions Made in Writing. Each extension, if any, authorized under this Section 13(f) shall be made in writing and signed by both parties, and shall be clearly identified as a “One-Year Extension as Authorized by Section 13(f) of the Agreement Regarding Fiber Network Installation By and Between the City of Vacaville and Intrepid Fiber Networks.” g) Annual Forecast.

Not less than annually, Company shall provide City with a good-faith forecast of anticipated construction areas for the following twelve (12) months, including areas expected to include City & Priority Facilities identified in Exhibit B. The forecast is nonbinding and provided for planning purposes only. h) Upon a valid termination for one of the specific reasons set forth this Section 13(e), the deposit shall be returned to Company in full. Upon a termination for any other reason, or no reason, the deposit shall be retained by the City in full, unless this Agreement is terminated by Company for City’s breach.
i) If Company does not timely deliver a termination notice in a manner provided for in Section 13(e), Company shall be deemed to have approved the Projects in all respects and waived all termination rights under Section 13(e).

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14) Relocation
If relocation of any segment, in part or in whole, of the Project or Company appurtenances installed within the public ROW is required by a governmental agency, a grantor of any underlying rights, or is determined by the City to be necessary based on a documented public purpose or capital improvement need of the City, as described in reasonable detail in the relocation notice, City shall have the right to request Company to relocate the assets upon one hundred twenty (120) calendar days prior written notice of any relocation. Company shall cooperate in good faith with City to facilitate the relocation. Company shall be responsible for the direct costs of relocating its assets and reestablishing connections in a quantity and quality materially equivalent to those that existed prior to the relocation, installed in a manner equivalent to the initial placement. The City agrees to use commercially reasonable efforts, in cooperation with Company, to minimize and avoid: (i) any interruption to Company's enjoyment of the Agreement, (ii) any material impact on the route diversity of Company's network, or (iii) any material impact on Company's ability to carry traffic with the equipment Company was using prior to the relocation.
15) Assignment
Company may assign, transfer, or sell all or any portion of its interest in this Agreement or the Project, subject to City's prior written approval, which shall not be unreasonably withheld.

City shall have sixty (60) days from receipt of written notice of a proposed assignment to approve or deny the request. As a condition of City's approval, the proposed assignee shall execute a written assumption agreement, in a form acceptable to City, in which the assignee expressly assumes all of Company's obligations under this Agreement for the remainder of the Term. City shall be a signatory to any such assumption agreement. No assignment, transfer, or sale shall relieve Company of its obligations under this Agreement unless City expressly agrees to such release in writing at the time of the assignment. 16) Nature of Agreement.

This Agreement is non-exclusive and does not grant Company a franchise, monopoly, or exclusive right to provide services within the City. Nothing in this Agreement limits the City's right to enter into similar agreements with other broadband or telecommunications providers on terms the City determines to be in the public interest. Nothing in this Agreement obligates Company to construct a citywide or ubiquitous fiber network, nor to serve any particular customer, facility, or geographic area except as expressly set forth in this Agreement.

Exhibits may be amended by mutual written agreement of the Parties. 17) Indemnification
a) Indemnity. To the fullest extent allowed by law, Company shall indemnify and hold harmless City and its officers, officials, employees, agents, and volunteers from and against all damages, liabilities, and costs, including consequential, incidental, and special damages, court costs, reasonable attorneys' fees, litigation expenses, expert witness fees, and costs of investigation (collectively, "Liabilities"), to the extent caused by the negligence, recklessness, or willful misconduct of Company, its subcontractors, or anyone directly or indirectly employed by them or for whom they are legally liable, arising out of or in connection with any negligent act or omission, misconduct, or other legal fault of Company or its officers, employees, subconsultants, subcontractors, or agents in connection with the performance or nonperformance of this Agreement, whether or not City accepted or approved any service or work product provided by Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Company under this Agreement, and whether or not such Liabilities are litigated, settled, or reduced to judgment. If a final judgment allocates any portion of damages to City's negligence, recklessness, or willful misconduct, City shall bear that portion. City shall not be liable for any passive negligence of City or its officers, officials, employees, agents, or volunteers in reviewing, accepting, or approving any service or work product provided by Company.
b) Obligation To Defend. Upon City's tender of defense, Company shall defend City and its officers, officials, employees, agents, and volunteers, with counsel approved by City (which approval shall not be unreasonably withheld), at Company's sole cost and expense, against any action, claim, suit, cause of action, or portion thereof alleging liabilities arising from any negligent act, omission, misconduct, or other legal fault of Company, its officers, employees, subconsultants, subcontractors, or agents in connection with the performance or nonperformance of this Agreement, whether or not such action, claim, suit, or cause of action is well founded or lacking in merit. c) Insurance In Addition To Obligation To Indemnify And Defend. The defense and indemnification obligations under this Agreement are undertaken in addition to, and shall not be limited by, the insurance obligations contained in this Agreement.

Company's defense and indemnification obligations shall survive the termination or completion of this Agreement for the full period allowed by applicable law. 18) Insurance
a) Prior to commencing work under this Agreement, Company shall obtain and maintain the insurance policies and comply with all insurance obligations set forth in Exhibit C, entitled "Insurance," which is attached to and incorporated into this Agreement.

Company shall maintain those policies for the duration of this Agreement and for a period of not less than five (5) years after the expiration of the Term. All policies, endorsements, certificates, and binders shall be subject to approval by City's Risk Management as to form and content. These requirements may be amended or waived only with the prior written approval of City's Risk Management. Company shall provide City's project manager with copies of those policies, endorsements, certificates, and binders before work commences. Acceptance of insurance certificates or endorsements required under Exhibit C does not relieve or reduce Company's liability under this Agreement. b) Waiver Of Subrogation. All insurance policies required under this Agreement shall include a waiver of subrogation endorsement by which Company's insurer agrees to waive all rights of subrogation against City, its officers, officials, employees, and volunteers for losses arising from work performed by Company for City. Company also agrees to waive its own rights of subrogation against City in connection with services provided under this Agreement, regardless of whether an insurance endorsement is issued to that effect.
19) Taxes
Company acknowledges that it may have a possessory interest in the Project and may be subject to property taxes levied on that interest under California Revenue and Taxation Code Section 107. Company shall pay, when due, all real and personal property taxes, fees, and assessments arising from its installation and use of the Project, including any taxes, fees, and assessments applicable to the dark fiber strands provided to City through this Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Agreement. Company shall reimburse City for any increase in real property or possessory interest taxes levied against City as a result of this Agreement. This reimbursement obligation shall survive early termination of this Agreement caused by Company's default for so long as the tax increase attributable to this Agreement persists. 20) Safety and Health
a) Company is solely responsible for establishing, maintaining, and supervising all safety precautions and programs in connection with its work under this Agreement. Company shall take all necessary precautions to prevent damage, injury, or loss to:

1. All persons at the work site and any others who may be affected by the work;

2. All materials and equipment to be incorporated into the Project, whether stored on or off the work site; and

3. Other property at or adjacent to the work site, including trees, shrubs, lawns, sidewalks, pavements, roadways, structures, and utilities not designated for removal, relocation, or replacement as part of the Project. b) Company shall comply with all applicable safety and health laws, regulations, and requirements of any governmental authority with jurisdiction over the work, at no additional costto City. Where safety regulations conflict, the more stringent requirement applies. Company is responsible for ensuring that all subcontractors comply with the safety requirements of this Section.
21) Governing Law
City and Company agree that the law governing this Agreement, and all claims or causes of action (whether in contract, tort, or statute) that may be based upon, arise out of, or relate to this Agreement, or the negotiation, execution, or performance of this Agreement (including any claim or cause of action based upon, arising out of, or related to any representation or warranty made in or connection with this Agreement or as an inducement to enter into this Agreement), shall be governed by, and enforced in accordance with, the internal laws of the State of California, including its statute of limitations, without regard to any conflict of law principles.
22) Compliance With Laws; Permits and Licenses
Company shall comply with all applicable laws, ordinances, codes, and regulations of the federal, state, and local governments. Company’s failure to comply with any laws, ordinances, codes, or regulations applicable to the performance of the work under this Agreement shall constitute a breach of this Agreement. Company represents and warrants to City that Company has and shall maintain during the term of this Agreement all licenses (including, but not limited to, a City of Vacaville business license unless exempted), permits, qualifications, and approvals of any kind which are legally required for Company to practice its profession or perform the services required under this Agreement. 23) Confidential Information
a) Each of the Parties understands and agrees that, in the performance of the services under this Agreement, it may have access to private or confidential information that may be owned or controlled by the disclosing Party , and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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damaging to the disclosing Party . Each receiving Party agrees that, absent express written consent of the disclosing Party, all information disclosed by disclosing Party to the receiving Party shall be held in confidence and used only in performance of the Agreement. Each receiving Party shall exercise the same standard of care to protect such information as a reasonably prudent party would use to protect its own proprietary data.
b) Notwithstanding the foregoing, City is a public agency subject to the California Public Records Act (Government Code Section 7920.000 et seq.). Nothing in this Section shall be construed to obligate City to withhold any information that City is required to disclose under the Public Records Act or other applicable law. If City receives a Public Records Act request for information Company has marked confidential or proprietary, City shall, to the extent permitted by law, notify Company of the request prior to disclosure so that Company may seek a protective order or other appropriate remedy at Company's own expense; City shall have no obligation to withhold disclosure or to incur any cost or liability in connection with Company's efforts to prevent disclosure. 24) Standard Of Care
Company shall perform its services consistent with the specialized expertise and professional skill and care ordinarily provided by contractors practicing in the same or similar locality under the same or similar circumstances. Company shall perform its services as expeditiously as is consistent with such specialized expertise and professional skill and care, and the orderly progress of this Agreement.
25) Waiver
Company agrees that waiver by City of any breach or violation of any term or condition of this Agreement shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of any subsequent breach or violation of the same or any other term or condition. The acceptance by City of the performance of any work or services by Company shall not be deemed to be a waiver of any term or condition of this Agreement. 26) Company's Books and Records
a) Company shall maintain any and all ledgers, books of account, invoices, vouchers, cancelled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Company pursuant to this Agreement.
b) Company shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from the date of termination or completion of this Agreement. c) Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit at any time during regular business hours upon written request by City’s City Attorney, City Manager, or a designated representative of either of these officers. Copies of such documents shall be provided to City for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Company's address indicated for receipt of notices in this Agreement.

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d) Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment, or termination of Company's business, City may, by written request by any of the above-named officers, require that custody of such records and documents be given to City and that such records and documents shall be maintained in City Hall. Access to such records and documents shall be granted to any party authorized by Company, Company's representatives, or Company's successor-ininterest during regular business hours. e) The rights and obligations of this Section shall be specifically enforceable and survive termination of this Agreement.
27) Conflict Of Interest
Company shall avoid all conflict of interest or appearance of conflict of interest in the performance of this Agreement.
28) Notices
All notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be personally served or mailed, postage prepaid and addressed to the respective parties as follows:

To City:

City Manager’s Office
City of Vacaville
650 Merchant Street
Vacaville, CA 95688
Attention: Rica Guidry
To Company:

BIF IV Intrepid OpCo LLC
11001 W 120th Ave, Suite 305,
Broomfield, CO 80021,
Attn: Shane Peverill
Email: [email protected]
with copies (which shall not constitute notice but shall be required or valid notice) to:

Berg Hill Greenleaf Ruscitti, LLP
1712 Pearl Street
Boulder, CO 80302
Attn: Pat Perrin
Email: [email protected]
Notice shall be deemed effective on the date personally delivered or, if mailed, three (3) days after deposit in the mail.
29) Claims Against City
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or nonperformance of this Agreement, or arising out of or in any way connected to this Agreement or the duties and obligations set forth in this Agreement, Company and its officers, employees, subconsultants, subcontractors, or agents must comply with Vacaville Municipal Code (VMC) Chapter 1.10, as may be amended from time to time. Any claims arising out of or in any way connected to this Agreement, the performance or nonperformance of this Agreement, or the duties and obligations set forth in this Agreement must be presented in writing to City no later than six (6) months after the accrual of the cause of action and such claims shall be governed by the provisions of VMC Chapter 1.10, as may be amended from time to time. No lawsuit, complaint, or cause of action arising out of or in any way connected with the Agreement, the performance or nonperformance of this Agreement, or the duties and obligations set forth in this Agreement may be brought against City, or any officer, employee, board, commission, or authority of City, until a written claim has been presented to the City’s City Council (by and through the City’s City Attorney) and has been acted upon or has been deemed to have been rejected by City. 30) Venue And Jurisdiction
In the event that suit shall be brought by either party to this Agreement, the parties agree that venue shall be exclusively vested in the state courts of the County of Solano or, where otherwise appropriate, exclusively in the United States District Court, Eastern District of California, Sacramento, California. By entering into this Agreement and performing work or providing services under this Agreement, Company consents to jurisdiction over their persons and over the subject matter of any claim or legal action in such courts, and consents to service of process issued by such courts. Unless otherwise specified below, Company hereby designates the person listed in Section 29 (Notices) as its agent for service of process for this purpose.
31) Alternate Contact for Service of Process (Optional):
______________________________________
______________________________________
32) Interpretation
Each party has reviewed this Agreement and any question of doubtful interpretation shall not be resolved by any rule or interpretation providing for interpretation against the drafting party.

This Agreement shall be construed as if both parties drafted it. The captions and headings contained in this Agreement are for convenience only and shall not affect the meaning or interpretation of this Agreement.
33) Signatory’s Warranty
Each party warrants to each other party that he or she is fully authorized and competent to enter into this Agreement in the capacity indicated by his or her signature and agrees to be bound by this Agreement.
34) Electronic Signatures and Counterparts
As permitted under the U.S. Electronic Signatures in Global and National Commerce (ESIGN) Act of 2000, and the Uniform Electronic Transactions Act (UETA), the parties agree to conduct this transaction by electronic means. This Agreement may be executed through an electronic signature and may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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instrument. The parties agree that the electronic signatures appearing on this Agreement are intended by each party using it to have the same force and effect as the use of a manual signature for the purposes of validity, enforceability, and admissibility. 35) Prior Agreements and Amendments
This Agreement, including all Exhibits attached to this Agreement, represents the entire understanding of the parties as to those matters contained within. No prior oral or written understanding shall be of any force or effect with respect to those matters covered by this Agreement. This Agreement may only be modified by a written amendment duly executed by the parties to this Agreement.
36) Severability
If any provision of this Agreement shall be held or made invalid by a court decision, statute or rule, or shall be otherwise rendered invalid, the remainder of this Agreement shall not be affected thereby.
37) Survival
The following Sections shall survive the expiration or termination of this Agreement: Sections 10, 13, 15, 17, 18, 19, 23, 25, 27, 30, and 31. Section 20 shall survive termination or expiration of this Agreement until all construction and restoration work required under this Agreement has been completed and accepted by City.
(SIGNATURE PAGE TO FOLLOW)
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SIGNATURES
APPROVED AS TO FORM: "CITY"
Andria Borba, City Attorney CITY OF VACAVILLE, a municipal corporation By: By:

Anne Branham Savita Chaudhary
Senior Assistant City Attorney City Manager
Dated:______________________________
"COMPANY"
BIF IV Intrepid OpCo LLC d/b/a Intrepid Fiber
Networks, a Colorado limited liability company
By:

Shane Peverill
Vice President, Business Development
Dated:______________________________
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EXHIBITS
Exhibit A: Indefeasible Right of Use (IRU) Agreement
Exhibit B: City & Priority Facilities and Connectivity Requirements (kmz image + table with name, address, lat/long)
Exhibit C: Insurance
Exhibit D: Project Schedule
Exhibit E: Vault and Splice Closure Specifications
Exhibit F: Splice Tail and Strand Count Specifications
Exhibit G: Dark Fiber (48 Strand) IRU Routes
Exhibit H: Splice Vault IRU Locations
Exhibit I: Access Vault IRU Locations
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EXHIBIT A
Indefeasible Right of Use (IRU) Agreement
[To be provided by Intrepid]
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Exhibit B
City & Priority Facilities & Connectivity Requirements
Figure 1 - City & Priority Facilities
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Table 1 - City & Priority Facilities
AL PATCH PARK (PON Connection) 1750 CALIFORNIA DRIVE 38.33158742 -121.97280301 ANDREWS PARK 614 E MONTE VISTA AVENUE 38.35781742 -121.98593467 CENTENNIAL PARK (Built by
City/PON Connection installed by
Company) 505-523 Browns Valley Parkway 38.22983 -121.584285

CITY HALL/POLICE
DEPARTMENT/FIRE DEPARTMENT 650 MERCHANT STREET 38.35116781 -121.99424801 FIRE STATION 71 111 S ORCHARD AVENUE 38.35784158 -122.00430978 FIRE STATION 72 2001 ULATIS DRIVE 38.35714099 -121.95249303 FIRE STATION 73 650 EUBANKS COURT 38.39559081 -121.96082371 FIRE STATION 74 1850 ALAMO DRIVE 38.33509676 -121.97442039 FIRE STATION 75 111 COGBURN CIRCLE 38.32634100 -121.94354231 GEORGIE DUKE CENTER 720 E MONTE VISTA AVENUE 38.35823793 -121.98509790 GYMNASTICS SPORTS CENTER 551 DAVIS STREET 38.35286223 -121.98241617 KEATING PARK (PON Connection) 1310 CALIFORNIA DRIVE 38.33210983 -121.98488204 MCBRIDE SENIOR CENTER 91 TOWN SQUARE PLACE 38.35783518 -121.98793326 NELSON PARK 1899 MARSHALL ROAD 38.34675987 -121.95087356

PARKS & RECREATION/HOUSING &
COMMUNITY SERVICES 40 ELDRIDGE AVENUE 38.35717380 -122.00199633 PUBLIC WORKS CORP YARD 1001 ALLISON DRIVE 38.35377656 -121.96347659 THREE OAKS COMMUNITY CENTER 1100 ALAMO DRIVE 38.34036209 -121.99524596 ULATIS COMMUNITY CENTER 1000 ULATIS DRIVE 38.35596548 -121.96350755

UTILITIES
6040 VACA STATION ROAD,
ELMIRA 38.34536094 -121.90387686

VACA PENA NEIGHBORHOOD
CENTER 2198 NUT TREE ROAD 38.34796085 -121.95289040
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EXHIBIT C
Insurance
In all instances where Company or its representatives will provide services to City, it shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be available to City and its directors, officers, representatives, employees, consultants, and agents as Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named Insured; whichever is greater. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of the Company under this Agreement.

Company shall procure and maintain for a period of not less than five (5) years after completion of this Agreement with City insurance against claims for injuries to persons, damage to property or economic losses which may arise from or in connection with the performance of the work hereunder and the results of that work by Company and its agents, representatives, employees, or subcontractors.

Company agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General and Auto Liability insurance, Company shall look solely to its insurance for recovery. Company hereby grants to City, on behalf of any insurer providing Commercial General and Automobile Liability insurance to either Company or City with respect to the services of Company herein, a waiver of any right to subrogation, which any such insurer of said Company may acquire against City by virtue of the payment of any loss under such insurance.

Original signed certificates and separate policy endorsements naming the City of Vacaville as Additional Insured for general liability, and a waiver of subrogation for Workers’ Compensation, shall be received and approved by City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability Insurance coverage (ISO Occurrence Form CG 0001).

2. Original and separate Additional Insured Endorsements for General Liability On-Going Operations (ISO Form CG 20 10 or 20 26, Scheduled Form, or 20 38 Automatic Form).

3. For construction and maintenance contracts, original and separate Additional Insured Endorsement for General Liability Completed Operations (ISO Form CG 20 37 Scheduled Form, or 20 40 Automatic Form).

4. Original and separate Endorsement for Primary and Non-Contributory insurance coverage (ISO Form CG20 01).

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5. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto).

6. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

7. Original and separate Waiver of Subrogation for Workers’ Compensation Insurance and Commercial General Liability Insurance.

Required Coverage Minimum Limits
General Liability
(primary and excess limits
combined)
Minimum coverage $2,000,000 per occurrence and
$4,000,000 aggregate.

Includes coverage for bodily injury, personal injury and property damage. If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit.

Policy shall be endorsed to name the City of Vacaville as Additional Insured per the conditions detailed below.

A copy of the policy Declarations and Policy Endorsements pages for the CGL policy shall be provided.

Automobile Liability $ 1,000,000 per occurrence for bodily injury and property damage.

Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1,000,000 Employers’ Liability per accident, per employee for bodily injury or disease. If Company is self-insured, provide a certificate of Permission to Self-Insure, signed by the California Department of Industrial Relations and Self-Insurance.

Contractor’s Pollution
Liability (if applicable)
Protects against:
unexpected/unintended
release of pollution resulting
from contractor’s covered
operations such as:

HVAC, paving, carpentry,
pipeline & tank installation,
drillers, remediation
contractors, maintenance,
mechanical, demolition,
excavation, grading,
street/road construction,
residential & commercial
builders.

Same limits as General Liability.

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Required Policy Conditions
Additional Insured
Endorsement - On-Going
Operations
The City of Vacaville, its officers, officials, employees, agents and volunteers are to be named as Additional Insured for all liability in any way caused, in whole or in part, actively or passively, by the named insured in the performance of this Agreement. All coverage available to the named insured shall also be available and applicable to the City as Additional Insured.

Additional Insured On-Going Operations Coverage shall be at least as broad as ISO Form CG 20 10 or 20 26 scheduled, or 20 38 Automatic.

If ISO Additional Insured Endorsement is 2013 or 2019
Company aggregate limits will apply per project (ISO CG 25 03) or location (ISO CG 25 04)
For Construction and/or
Maintenance Contracts
Additional Insured
Endorsement - Completed
Operations
Company shall maintain insurance as required by this
Agreement for a minimum of five years following the completion of this project. In the event Company fails to obtain or maintain completed operations coverage as required by this Agreement, City at its sole discretion may purchase the coverage required and the cost shall be paid by Company.

Additional Insured Completed Operations coverage shall be at least as broad as ISO Form CG 20 37 Scheduled or 20 40 Automatic.

ISO Form CG 20 39 will not be accepted for any construction, repair, or maintenance operations.

Primary and Noncontributory
Endorsement
The Additional Insured coverage under the Company’s policy shall be Primary and Noncontributory and will not seek
contribution from City’s insurance or self-insurance and shall be at least as broad as ISO Form CG 20 01.

Complete Copy of Liability
Policies
(applicable if using Umbrella
or Excess policies to meet
General Liability coverage
requirements)
Company will provide a complete copy of all Excess or Umbrella liability policies used to meet the Commercial General Liability coverage requirements, with all endorsements.

A. M. Best Rating A-: VII or better. If the A.M. Best Rating falls below the required rating, Company must replace coverage immediately and
provide prompt notice to City.

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Waiver of Subrogation
Endorsement
Company’s insurer will provide a Waiver of Subrogation
endorsement in favor of City for Workers Compensation
coverage, and Commercial General Liability coverage (at least as broad as ISO CG 24 53 or 24 04), during the life of this Agreement.

Deductibles and Self-Insured
Retentions

1. All deductibles and self-insured retentions (SIR) greater than $50,000 must be disclosed to and approved by City’s Risk Management and shall not reduce the limits of liability. If Company’s SIR is greater than $50,000, Company will provide Evergreen Letter of Credit, Financials, Collateral, Bond, etc., sufficient to cover the SIR.

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

3. At the option of City either the insurer shall reduce or eliminate such deductibles or SIR as respects City; or Company shall procure a financial guarantee in an amount equal to the deductible or SIR retention guaranteeing payment of losses and related investigations, claims administration, and defense expenses.

Umbrella/Excess Liability Policies
The limits of insurance required in this Agreement may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall be at least as broad as specified for the underlying coverages and cover those insured in the underlying policies. Any umbrella or excess insurance shall also apply on a Primary and Noncontributory basis for the benefit of City before City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

If any Excess or Umbrella Liability policies are used to meet the limits of liability required by this agreement, then said policies shall be true “following form” of the underlying policy coverage, terms, conditions, and provisions and shall meet all the Insurance requirements stated in this document, including the additional insured, SIR, and primary Insurance requirements stated therein. No Insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

Claims-Made Policies
If any insurance policy is written on a claims-made form, the following conditions apply: 1) the retroactive date must be shown and must be before the date of this Agreement, 2) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work, and 3) if coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the effective date of this Agreement, Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Company must purchase an extended period coverage for a minimum of five (5) years after completion of contract work. Claims made policy coverage is not allowed on construction related CGL policies which must be on an occurrence basis.

Subcontractors
Company shall include the following language in their agreement with subcontractors:
“Subcontractor agrees to be bound to the general contractor and the City of Vacaville in the same manner and to the same extent as the general contractor is bound to City of Vacaville under the Contract Documents. Subcontractor further agrees to include the same indemnity and insurance provisions contained in the City Contract Document, to the extent they apply to the scope of the subsubcontractor’s work. A copy of the City Contract Document indemnity and insurance provisions shall be furnished to subcontractor upon request.”
Company is responsible for verifying subcontractors’ insurance policies and endorsements.

Company agrees to furnish to City upon request proof of insurance coverage for Company’s subcontractors.

Company agrees to defend and indemnify City for any damage resulting from failure of either Company or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by Company, and/or Company’s subcontractors, will not be deemed to release or diminish the liability of Company, including, without limitation, liability under the indemnity provisions of this Agreement. Damages recoverable by City from Company or any third party will not be limited by the amount of the required insurance coverage.

Verification of Coverage
All original certificates and endorsements shall be received and approved by City before work may begin. City reserves the right to obtain full certified copy of any insurance policy and endorsements.

Failure to exercise this right shall not constitute a waiver of right to exercise later.

Original insurance certificates and required policy endorsements shall be mailed, or delivered to City’s Project Manager. Insurance certificates and endorsements may be emailed or faxed to City’s Project Manager. However, Company must mail the original certificates and endorsements to City’s Project Manager once emailed or faxed.

City’s Project Manager
NAME: Rica Guidry, Program Manager
ADDRESS: 650 Merchant Street
Vacaville, CA 95688
EMAIL: [email protected]
PHONE: (707) 449-5100
Continuous Coverage
Company shall maintain the required insurance for a period of at least one hundred and eighty (180) days (except as required under Claims-Made Policies) after final payment has been made by City to Company pursuant to this Agreement. Any construction, service, maintenance, or repair related Agreements require that the CGL insurance be maintained for a period of not less than five (5) years.

Should Company cease to have insurance as required during this time, all work by Company pursuant to this Agreement shall cease until insurance acceptable to City is provided. Maintenance of proper insurance coverage is a material element of this Agreement. Failure to maintain or Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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renew coverage or to provide evidence of renewal may be treated by City as a material breach of this Agreement. In the event that Company fails to comply with City’s insurance requirements, City may take such action as it deems necessary to protect City’s interests. Such action may include but is not limited to termination of this Agreement, withholding of payments, City taking out such insurance and deducting and retaining the amount of the premium from any sum due to Company under this Agreement, or other actions as City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by City, Company must provide updated certificates and endorsements indicating that the required coverage, terms, and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to City’s Project Manager.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy, shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.

Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Exhibit D
Project Schedule
The Entire Deployment is estimated to take approximately thirty-six (36) months. Company has engaged with its engineering partner, ITG Communications, to complete a pilot.

Company’s preferred permitting process is to have enough open permits for two months’ worth of work. This is to keep consistent progress throughout the City and have available open permits if there are construction delays encountered in a permit area. Permits would generally cover a neighborhood, equating to 30k-50k linear feet. All work shall comply with limits specified in Section 4a.

City & Priority Facility Connections

1. Company shall use commercially reasonable efforts to physically pass and connect, as defined in Section 10, the City & Priority Facilities identified in Exhibit B to an operable network Backbone supported and maintained through the SLA defined in Exhibit A, subject to completion of the backbone fiber ring serving such facilities. Facility connection timing is governed by Section 2(c).

2. Company shall provide City with written notice of the date on which Company pulls its first encroachment permit under this Agreement. If Company has not pulled its first encroachment permit within six (6) months following City Council's approval of this Agreement, Company shall provide City with a written explanation of the delay and an updated estimated timeline, and the Parties shall meet and confer in good faith.

Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Exhibit E
Vault and Splice Closure Specifications
Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Exhibit F
Splice Tail And Strand Count Specifications
Each splice tail shall meet the following minimum requirements:
• Minimum one hundred (100) feet of fiber slack coiled and protected inside each vault • Fusion spliced and tested onto backbone ring strands prior to project completion • Splice loss not to exceed 0.3dB per splice
• Each splice tested, certified, and documented in writing • All tails protected with approved splice trays and moisture sealing • City may connect to any splice tail and pull to the building at any time without additional company involvement, approval, or cost
• The company shall warrant splice quality and integrity for the full term of this IRU agreement
City Rights
The City of Vacaville retains the exclusive right to:
• Connect to any splice tail at any time during the IRU term • Pull fiber from any vault to any city building without prior company approval • Terminate any number of strands, up to the number of strands supplied by Company under the applicable IRU, at any city facility without additional cost • Coil and store unused strands at both vault and building locations Splice Tail Documentation
Prior to project completion, company shall deliver to the City a written splice tail certification document for every vault location specifying:
• GPS coordinates of each breakout vault
• Total strand count on each splice tail
• Splice loss test results for every spliced strand
• Photographs of each completed splice tray installation • Identification of corresponding backbone ring strands Splice Failure Responsibility
Any splice tail failure or signal degradation below acceptable thresholds during the full IRU term shall be repaired by the company at no cost to the City within 48 hours of written notification.

Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Exhibit G
Dark Fiber (48 Strand) IRU Routes
Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Exhibit H
Splice Vault IRU Locations
Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a
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Exhibit I
Access Vault IRU Locations
Docusign Envelope ID: 0F4C8D7E-B3B1-8EC3-8082-9AA44F5BC5E1 Item 12.a

**COMPLETE & RETURN THIS PAGE**

CALIFORNIA LEVINE ACT DISCLOSURE STATEMENT
In 2022, California SB1439 extended requirements under Government Code Section 84308, also known as the "Levine Act", to prohibit City of Vacaville “officers” from participating in any action related to a contract if such member receives political contributions totaling more than $500 within the previous twelve months, and for three months following the date a final decision concerning the contract has been made, from the person or company awarded the contract. The Levine Act also requires disclosure of such contribution by a party to be awarded a specific contract.

Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:

An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4) Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.

A list of City of Vacaville Council Members and Commissioners can be found online at www.CityofVacaville.gov. The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:

1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Board action related to this contract?
☐ YES ☐ NO
If YES, please identify the person(s) or agent(s) making the contribution:

If YES, please identify the City officer receiving the contribution:

2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the three (3) months following any Board action related to this contract? ☐ YES ☐ NO
If YES, please identify the person(s) or agent(s) making the contribution:

If YES, please identify the City officer receiving the contribution:

Levine Act Disclosure Statement -1-
Item 12.a

I
Answering YES to either of the questions above does not preclude the City of Vacaville from awarding a contract to your firm or taking any subsequent action related to the contract. It does, however, preclude the identified City officer from participating in any actions related to such contract.

I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.

Signature: Date Signed:

Print Name:

Title:

Company:

Levine Act Disclosure Statement -2-
Edward Holland
Director, Market Expansion
BIF IV Intrepid OpCo LLC
8/4/2026
Item 12.a
Broadband Public-Private
Partnership Agreement
City Manager’s Office
Item 12.a
Background
• Broadband Master Plan
• FY 21-26 Strategic Plan Goal 2: Strengthen the Local Economy • Vital component for the City’s infrastructure, supports economic growth, enhances quality of life
• Enables effective delivery of telehealth, education, and emergency response systems • Over ±$650k received in grants
• June 2021: Economic Development Administration - $187,500 • December 2022: CPUC Local Agency Technical Assistance - $493,936 • Public-Private Partnership
• April 2024: City posted RFP and received four vendor submissions • April 2025: City Council selected Intrepid Fiber Networks • October 2025: Council approved funding agreement with INTREPID FIBER NETWORKS to fund the City’s consulting costs with EN ENGINEERING, LLC (ENTRUST), at no cost to the City for the Initial phase of the partnership evaluation September 22, 2026 Agenda Item 12a - Slide 2 of 14
Item 12.a
Agreement Highlights
• Intrepid Fiber Networks
o Paid full cost for EN Engineering
Consulting Services - $61,065
o $5.8M in-kind investment to the City
− 17.8-mile fiber backbone
infrastructure to be constructed in
approximately 3 years
− 48 dark-fiber strands for 20 years
 12 strands to each City facility
(single buffer tube)
 24 strands to City Hall Dark-Fiber Ring
September 22, 2026 Agenda Item 12a - Slide 3 of 14
Item 12.a
Agreement Highlights
• Connections for 15 City facilities and 5 parks
• 4 Administrative/Utility Facilities
(City Hall/PD/FD, Buck & Eldridge, Corp Yard/WTP,
Utilities Wastewater Treatment Plant)
• 5 Fire Stations
(#71 - #75)
• 6 Community Facilities
(McBride, Three Oaks, Ulatis, Georgie Duke,
Gymnastics Sports, Vaca Pena)
• 5 Community Parks
(Andrews, Nelson, Centennial, Al Patch, Keating)
• City will be responsible for connecting the laterals
that serve each listed facility to be completed at a
future additional cost
September 22, 2026 Agenda Item 12a - Slide 4 of 14
Item 12.a
Agreement Highlights (cont.)
• Municipal Dark Fiber Access Infrastructure
o Vaults
− Underground hubs that provide the City with secure physical access to unlit, high-capacity fiber-optic cables.
− Allows City to bypass congested commercial networks, enabling direct connections for smart city infrastructure, enhanced public safety, and complete control over municipal data.
o Vault Installations & Future Expansion
− 17 vaults dedicated for extensions to municipal locations. − 18 additional vaults for future City access points; locations are variable along the dark-fiber ring.
− 24 additional vaults for City use at designated locations along the dark-fiber ring; City to split cost 50/50.

September 22, 2026 Agenda Item 12a - Slide 5 of 14
Item 12.a
Agreement Highlights (cont.)
• Traffic Signal Technician (Utility locates)
o Dedicated specifically to the Broadband project (50/50) o Intrepid - Capped at $75,000 annually for the duration of the project (estimated 3 years).
o City - $75,000 annually for the duration of the project (estimated 3 years). • Inspector Support
o Actual position cost: $162,000 annually for the duration of the project (estimated 3 years).
o Intrepid will establish a Seventy-Five Thousand Dollars ($75,000) deposit account with the City to cover costs related to inspections, permit review, permit issuance and project closeout costs.

September 22, 2026 Agenda Item 12a - Slide 6 of 14
Item 12.a
Agreement Highlights (cont.)
• Public Outreach and Engagement
• Joint project announcement and groundbreaking.
• 14-day advance construction notification.
• 300-foot notification radius for affected residents/businesses. • Door hangers, USPS mailers and social-media notices.
• City project webpage, with Intrepid providing content outline. • Annual project status report to council
September 22, 2026 Agenda Item 12a - Slide 7 of 14
Item 12.a
Public Benefits
• Broadband provides the opportunity to deploy future free public Wi-Fi at 5 community parks and other City facilities.
• Supports educational activities, remote work, recreation, public safety communications, and access to online government and community resources. • Digital Inclusion
• Improves accessibility to essential services.
• Bridges the digital divide.
• Creates opportunities for future smart-city opportunities. • Enhances communication capabilities.
• Improves technology that supports City operations and service delivery.

September 22, 2026 Agenda Item 12a - Slide 8 of 14
Item 12.a
Public Benefits (cont.)
• Future Grant Opportunities
• Intrepid will partner with the City to pursue grant funding opportunities to support long-term community connectivity and technology advancement initiatives. • Includes expanded broadband infrastructure deployment, digital literacy and workforce development initiatives, after-school and youth enrichment programs, telehealth access, and technology resources for underserved populations.
• Additional Internet Service Provider (ISP) Options
• Availability of broadband service options
• Improved service offerings
• Internet access
• Economic Development Enhancements
• Improved connectivity options
• Stronger digital infrastructure network
September 22, 2026 Agenda Item 12a - Slide 9 of 14
Item 12.a
City’s In-kind Contributions
• Micro-Trenching Standards exclusive to Intrepid
• Streamlines construction and supports efficient project delivery. • Budget request
• $150,000 (Public Works Department) - $75,000 (General Fund), $75,000 (Intrepid)
September 22, 2026 Agenda Item 12a - Slide 10 of 14
Item 12.a
Next Steps
• Pilot - Complete Pilot Area located in District 4
(between Peabody Road and Nut Tree Road)
• Phase II - Begin construction throughout the City.

September 22, 2026 Agenda Item 12a - Slide 11 of 14
Item 12.a
Alternatives
• If the Partnership is Not Approved
• Delays the City’s ability to advance its broadband access initiative. • Other private broadband developers and/or Internet Service Providers could operate within the City under State franchise rights issued by the California Public Utilities Commission.
• City will not receive direct benefits such as access to dark fiber infrastructure for 15 facilities including 5 community parks and forgo a network with an estimated 20-year value.

September 22, 2026 Agenda Item 12a - Slide 12 of 14
Item 12.a
Recommendation
• Approve partnership agreement with Intrepid Fiber Networks. • Adopt the subject resolution by simple motion.

September 22, 2026 Agenda Item 12a - Slide 13 of 14
Item 12.a
Questions or Comments
September 22, 2026 Agenda Item 12a - Slide 14 of 14
Item 12.a

CITY OF VACAVILLE

CITY COUNCIL

STAFF REPORT
Meeting Date: September 22, 2026
To: Honorable Mayor and City Council Members
Attention: Savita Chaudhary, City Manager
From: Tamara Colden, Housing and Community Services
(Matilda Horace, Housing Services Administrator (707) 449-5038) Subject: Resolution of the City Council of the City of Vacaville to approve Community Development Block Grant Program Year
2025-2026 Consolidated Annual Performance and Evaluation Report
Actions for Consideration:

City Council is requested to accept public comment and provide any comments on the Community Development Block Grant Program 2025-2026 Consolidated Annual Performance and Evaluation Report.

Recommendations:

By simple motion, adopt the subject resolution.

Background:

The City of Vacaville has participated in the U.S. Department and Urban Development (HUD’s) Community Block Grant (CDBG) Entitlement Program since 1988. As an entitlement city, Vacaville receives annual federal allocations based on a formula that considers population size, poverty levels and housing conditions. These funds are used to support the development of viable urban communities through projects that provide decent housing, a suitable living environment, and expanded economic opportunities – principally for persons with low and moderate incomes.

Locally, CDBG funds are used to address priority needs in the community that are outlined in the adopted 5-Year Consolidated Plan within the CDBG program statutory goals. Each year, HUD requires the City of Vacaville, as a CDBG entitlement community, to prepare and submit a Consolidated Annual Performance and Evaluation Report (CAPER). The CAPER reports on the City’s progress and success in meeting the strategies identified in the Consolidated Plan (this CAPER covers the first year of the previously submitted plan covering the period 2025-2030) during the previous program year and includes the efforts funded directly with CDBG, other federal funds and through partnerships.

Item 12.b
Discussion:

Vacaville began implementation of its 2025-2030 Consolidated Plan on July 1, 2025. The Consolidated Plan (Con Plan) establishes the City’s five-year housing and community services priorities, which are carried out each program year through an Annual Action Plan (AAP). The AAP identifies the specific activities and projects the City intends to undertake during the program year to address the priorities established in the Con Plan and describes how the City will allocate its annual CDBG funding.

The July 1, 2025 - June 30, 2026 AAP represents the first Annual Action Plan of the 2025-2030 Consolidated Plan. In alignment with the objectives and priorities identified through the community needs assessment and City Council direction, the 2025 - 2026 AAP continued the City’s strategic use of CDBG funding to support youth services, improving public facilities and infrastructure benefiting low- and moderate-income residents and neighborhoods.

An Executive Summary of the CAPER is included as Attachment 1. The completed draft CAPER is included as Attachment 2. Changes made to the CAPER since it was available to the public on September 6, 2026, are tracked in the document. Program Year 2025 - 2026 accomplishments include the following:
• Planning and administration for staff;
• Youth services activities provided through the Vacaville Neighborhood Boys & Girls Club and Leaven Kids;
• Improvements associated the Malaquias Montoya Community Center at De Colores Park; and
• Debt services associated with the Section 108 Loan supporting he Malaquias Montoya Community Center at De Colores Park.

The completed CAPER was made available for public review from September 6, 2026, through September 21, 2026, advising the public that the draft version of the 2025 - 2026 CAPER was available for review as well as notification of this meeting. All comments received from the public and City Council during this period will be reviewed and incorporated into the documents as appropriate.

If approved this evening, staff will incorporate all comments received and submit the final completed CAPER to HUD no later than September 28, 2026, as required.

Environmental Impact:

This action is exempt from the California Environmental Quality Act (CEQA) because it is not a project that has the potential to result in either a physical change in the environment or a reasonably foreseeable indirect physical change in the environment, pursuant to California Code of Regulations Title 14 Section 15378(b)(5).

Fiscal Impact:

Amount Requested: There are no funds requested for this item.

Item 12.b
Funding Source: Department of Housing and Urban Development, Community Development Block Grant Entitlement funding (2002).

Budget Distribution: The budget for any expenses related to this item is included in the existing Housing and Community Services Department operating budget.

Alternatives:

The Council could choose not to accept comments and/or to not approve the Consolidated Annual Performance and Evaluation Report. This action is not recommended, as failure to approve and submit a Consolidated Annual Performance and Evaluation Report is required by HUD and may result in the City losing CDBG entitlement funding.

Strategic Plan Goal:

Quality of Life
Subject to Levine Act:

No
Attachments:

Resolution – Action Item
Attachment 1: Executive Summary of the 2025 - 2026 Consolidated Annual Performance and Evaluation Report.

Attachment 2: Draft 2025 - 2026 Consolidated Annual Performance and Evaluation Report Item 12.b

CITY OF VACAVILLE
RESOLUTION NO. 2026-
Resolution of the City Council of the City of Vacaville to approve Community Development Block Grant Program Year 2025-2026 Consolidated Annual Performance and Evaluation Report
Whereas, the City of Vacaville has participated as an entitlement community in the U.S.

Department of Housing and Urban Development (HUD) Community Development Block Grant (CDBG) Program since 1988, and receives annual CDBG funding to address local housing and community development needs; and
Whereas, the City adopted the City of Vacaville 2025-2030 Consolidated Plan, which establishes the City’s five-year housing and community development priorities, which are implemented annually through the City’s Annual Action Plan; and Whereas, HUD requires the City to prepare and submit a Consolidated Annual Performance and Evaluation Report (CAPER) describing the City’s progress in carrying out the goals and activities identified in its Consolidated Plan and Annual Action Plan; and Whereas, the Program Year 2025-2026 CAPER reports the City’s CDBG activities for the period of July 1, 2025, through June 30, 2026, and was made available for public review and comment in accordance with applicable requirements; and Whereas, the City made the draft Program Year 2025-2026 CAPER available for public review and comment from September 6, 2026, through September 21, 2026, and provided an opportunity for the public and City to provide comments regarding the CAPER ; and Whereas, all comments received during the public review period and at the public meeting will be considered and incorporated into the final CAPER, prior to its submission to HUD .

Now, therefore, be it resolved by the City Council of the City of Vacaville that the City Council does hereby approve the Community Development Block Grant Program Year 2025-2026 Consolidated Annual Performance and Evaluation Report and authorizes City staff to incorporate comments received during the public review process and the public meeting, make any revisions necessary to finalize the report, and submit the final CAPER to the U.S Department of Housing and Urban Development in accordance with applicable federal requirements.

I hereby certify that the foregoing resolution was introduced and passed at the regular meeting of the City Council of the City of Vacaville held on the 22nd day of September 2026 by the following vote:

Ayes:

Item 12.b
Noes:

Absent:

Attest:
_____________________________
Michelle A. Thornbrugh, City Clerk

Item 12.b
Item 12.b
Attachment 1
Executive Summary
Program Year 2025 - 2026
Consolidated Annual Performance and Evaluation Report
The Consolidated Annual Performance and Evaluation Report (CAPER) is a U.S. Department of Housing and Urban Development (HUD) mandated report for all communities that receive Community Development Block Grant (CDBG) funding. The CAPER details the success of the City of Vacaville in meeting the housing and community development strategies outlined in its HUD approved Five-Year Consolidated Plan. Specifically, the 2025 - 2030 Consolidated Plan identifies using CDBG funds to:

1. Support youth public services provided by Vacaville Neighborhood Boys and Girls Club (VNBGC) and Leaven Kids at CDBG Neighborhood Centers,

2. Improve public facilities and infrastructure by improving public facilities, parks, and recreation facilities, neighborhood facilities, and

3. Planning and Administration support staffing/ supplies for the CDBG program This is the first year of the 2025 - 2026 Consolidated Plan Period, which covers Program Year (PY) 2025 - 2026. The City received $527,680.00 in annual CDBG entitlement funding in PY 2025 - 2026 to address priority needs in the community. The CDBG allocation was used towards the following accomplishments:

Public Services – limit of 15% of annual allocation - $79,152.00 Consolidated Plan Goal #1: Support Youth Public Services Activity Budgeted Spent
Vacaville Neighborhood Boys and Girls Club $74,152.00 74,152.00 Leaven Kids $5,000 $5,000
Child Start/Head Start $0 $0
✓ Vacaville Neighborhood Boys and Girls Club reported serving 242 youth through youth development after school activities provided at the Trower Neighborhood Center. ✓ Leaven Kids provided after school mentoring and tutoring programs to a reported 12 youth at the Mariposa Neighborhood Center.
✓ Child Start/Head Start served a reported 22 children through preschool programs provided at the Mariposa Neighborhood Center. Child Start/Head Start does not receive direct CDBG funding, but leases space and land at the CDBG facility.

Projects – 65% of annual allocation - $342,992.00
Consolidated Plan Goal #2: Improving Public Facilities and Infrastructure Activity Budgeted Spent
Malaquias Montaya Center at De Colores Park $139,377.00 0.00 Section 108 Loan $203,615.00 0.00
✓ Malaquias Montaya Center at De Colores Park: CDBG funds were allocated for planned public facility and infrastructure improvements associated with De Colores Park and the Malaquias Montaya Community Center. The allocated funds were not expended during Item 12.b
Attachment 1
the 2025 - 2026 program year and remain available for implementation of the planned improvements.
✓ Section 108 Loan Debt Services: CDBG funds were allocated for the future debt service associated with the City’s Section 108 Loan for the Malaquias Montaya Center at De Colores Park project. No CDBG funds were expended for the Section 108 debt service during the 2025 - 2026 program year and remain available once loan documents have been executed.

Planning and Administration – limit of 20% of annual allocation - $105,536.00 Consolidated Plan Goal #3: Planning and Administration
Budgeted Spent
Planning and Administration $105,536.00 $105,536.00
✓ Staffing/supplies to oversee the CDBG Program including, but not limited to: preparing environmental analyses and HUD mandated reports, sub-recipient contract monitoring and technical assistance, management of the Vacaville Social Service Center on Eldridge Ave., program administration, etc.

CDBG CARES Planning and Administration – limit of 20% of allocation - $49,706.44 Budgeted Spent
Planning and Administration $49,706.74 $49,706.73
✓ Staffing/supplies to oversee the CDBG CARES Program including, but not limited to:
preparing environmental analyses and HUD mandated reports, sub-recipient contract monitoring and technical assistance, program administration, etc.

CDBG CARES Public Services or Projects – no limit - $14,784.09 Activity Budgeted Spent
Food Security $14,784.09 $14,784.09
✓ Food Security: Food is Free Solano was selected and activities started during the 2025 - 2026 Program Year. During the PY Food is Free Solano delivered to three locations monthly, assisting a total of 2,309 low extremely, low- and moderate – income households.

Item 12.b
09/28/2026_V1
2 CAPER 1
OMB Control No: 2506-0117 (exp. 09/30/2021)

COMMUNITY DEVELOPMENT BLOCK GRANT

CONSOLIDATED ANNUAL PERFORMANCE AND

EVALUATION REPORT
2025-2026
City of Vacaville
Department of Housing and Community
Services
40 Eldridge Ave, Suite 2
Vacaville, CA 95688
September 28, 2026

Formatted: Normal
Item 12.b
09/28/2026_V1
2 CAPER 2
OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-05 - Goals and Outcomes
Progress the jurisdiction has made in carrying out its strategic plan and its action plan.

91.520(a)
This could be an overview that includes major initiatives and highlights that were proposed and executed throughout the program year.

During Program Year 2025–2026, the City of Vacaville continued to implement activities identified in its Annual Action Plan to address priority community needs, including youth services, public facilities and infrastructure improvements, housing, and other community development priorities. CDBG resources supported the continuation of youth-focused programs serving low- and moderate-income residents while also advancing longer-term investments in public facilities and neighborhoods with identified needs.

Throughout the program year, the City monitored funded activities and worked closely with subrecipients to review program performance, expenditures, and compliance with applicable CDBG requirements. The City also coordinated CDBG resources with other available funding sources, where appropriate, to leverage federal funds and maximize the overall impact of investments within the community.

The City of Vacaville does not receive direct entitlement allocations under the HOME Investment Partnerships Program (HOME), Housing Opportunities for Persons With AIDS (HOPWA), or Emergency Solutions Grants (ESG) programs.

Comparison of the proposed versus actual outcomes for each outcome measure submitted with the consolidated plan and explain, if applicable, why progress was not made toward meeting goals and objectives. 91.520(g)
Categories, priority levels, funding sources and amounts, outcomes/objectives, goal outcome indicators, units of measure, targets, actual outcomes/outputs, and percentage completed for each of the grantee’s program year goals.

Formatted: Font: 12 pt
Formatted: Font: 12 pt
Item 12.b
09/28/2026_V1
2 CAPER 3
OMB Control No: 2506-0117 (exp. 09/30/2021)
Goal Category Source /
Amount
Indicator Unit of
Measure
Expected –
Strategic
Plan
Actual –
Strategic
Plan
Percent
Complete
Expected
– Program
Year
Actual –
Program
Year
Percent
Complete
Building a
Neighborhood
Facility
Non-Housing
Community
Development
CDBG: $
Public Facility or
Infrastructure Activities
other than
Low/Moderate Income
Housing Benefit
Persons
Assisted
1775 0

0.00%
Building a
Neighborhood Park
Non-Housing
Community
Development
CDBG: $
Public Facility or
Infrastructure Activities
other than
Low/Moderate Income
Housing Benefit
Persons
Assisted
1775 0

0.00%
1775 0

0.00%
Public
Facility/Infrastructure
Non-Housing
Community
Development
CDBG: $
Public Facility or
Infrastructure Activities
other than
Low/Moderate Income
Housing Benefit
Persons
Assisted
0 0
Section 108 Loan
Repayment
Section 108
Loan
Repayment
CDBG: $ Other Other 0 0
Youth Activities
Non-Homeless
Special Needs
Non-Housing
Community
Development
CDBG: $
Public Facility or
Infrastructure Activities
other than
Low/Moderate Income
Housing Benefit
Persons
Assisted
0 0 173 254

146.82%
Formatted Table
Formatted: Space Before: Auto, After: Auto
Item 12.b
09/28/2026_V1
2 CAPER 4
OMB Control No: 2506-0117 (exp. 09/30/2021)
Youth Activities
Non-Homeless
Special Needs
Non-Housing
Community
Development
CDBG: $
Public service activities
other than
Low/Moderate Income
Housing Benefit
Persons
Assisted
865 254

29.36%
Table 1 - Accomplishments – Program Year & Strategic Plan to Date Item 12.b
09/28/2026_V1
2 CAPER 5
OMB Control No: 2506-0117 (exp. 09/30/2021)
Assess how the jurisdiction’s use of funds, particularly CDBG, addresses the priorities and specific objectives identified in the plan, giving special attention to the highest priority activities identified.

During Program Year 2025–2026, the City of Vacaville utilized CDBG resources to address the priorities and specific objectives identified in the 2025–2030 Consolidated Plan and Annual Action Plan. CDBG-funded activities focused on supporting youth public services, neighborhood facilities and public infrastructure, and community needs identified through the City’s needs assessment and consolidated planning process.

Particular attention was given to high-priority community needs, including youth services and neighborhood-serving facilities. CDBG funding supported youth programming provided by the Vacaville Neighborhood Boys & Girls Club and The Leaven Kids, helping provide youth development, educational, recreational, and other supportive activities to low- and moderateincome residents. These activities supported the City’s goal of maintaining access to youth services and resources for low- and moderate-income households and neighborhoods.

CDBG funding was also allocated for the De Colores Park and Malaquias Montoya Community Center at De Colores Park Multi-Purpose Facility project within the Markham Callen Street Target Area. The planned project will provide a neighborhood park and multi-purpose community facility intended to expand access to recreational, community, and social service opportunities. Although CDBG funds were allocated to the project during the program year, no CDBG project expenditures occurred during the reporting period. The allocated CDBG resources are planned to be leveraged with approximately $6.7 million in State Parks funding to support future development of the park and community facility.

Overall, the City’s CDBG activities during the program year remained consistent with the priorities established in the Consolidated Plan and Annual Action Plan. Actual program-year expenditures primarily supported youth public services, while CDBG resources were also allocated toward future neighborhood facility and public improvement investments. Together, these efforts reflect the City’s continued focus on addressing identified community needs and benefiting low- and moderate-income Vacaville residents Formatted: Font: (Default) +Body (Calibri)
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CR-10 - Racial and Ethnic composition of families assisted Describe the families assisted (including the racial and ethnic status of families assisted).

91.520(a)
CDBG
White 244
Black or African American 98
Asian 32
American Indian or American Native 4
Native Hawaiian or Other Pacific Islander 2
Total 380
Hispanic 147
Not Hispanic 233
Table 22 – Table of assistance to racial and ethnic populations by source of funds Narrative
Race and ethnicity data for households assisted through CDBG-supported activities are collected and reported by the programs providing services with the support of CDBG resources.

Demographic information includes households receiving services through VacaFISH, located at the Vacaville Social Services Center (VSSC), and Child Start, located at the Mariposa Neighborhood Center.

Data also includes participants served through CDBG-funded youth public service activities provided by the Vacaville Neighborhood Boys & Girls Club at the Trower Neighborhood Center and The Leaven Kids at the Mariposa Neighborhood Center. Both neighborhood centers are located within the City’s CDBG Target Areas.

The demographic information collected from these programs provides the City with information on the race and ethnicity of residents benefiting from CDBG-supported services and reflects the diverse low- and moderate-income households and individuals served during the reporting period.

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CR-15 - Resources and Investments 91.520(a)
Identify the resources made available
Source of
Funds
Source Resources
Made Available
Amount Expended During Program Year
CDBG
public -
federal 527,680 184,688.00198,278.37527,680
Table 33 - Resources Made Available
Narrative
During the program year, the City of Vacaville utilized its $527,680 CDBG allocation to advance projects and services identified through the City’s consolidated planning process, while balancing immediate community needs with longer-term investments. Funding supported the continuation of established community services and allowed the City to advance capital improvements intended to provide lasting benefits to low- and moderate-income residents and neighborhoods. The City also coordinated CDBG resources with other available funding sources, where appropriate, to leverage its federal investment, extend the reach of available resources, and maximize the overall benefit to the community.community. The City’s Section 108 Loan experienced delays during the reporting period due to the loan documents not being finalized.

As a result, Section 108 loan proceeds were not available for expenditure during Program Year 2025-2026. Once the loan documents are finalized, previously allocated CDBG funds will be reallocated to support eligible costs associated with the planned public facility improvements.

Identify the geographic distribution and location of investments Target Area Planned
Percentage
of Allocation
Actual
Percentage
of Allocation
Narrative Description
Entire
Jurisdiction 30 15
Youth activities benefiting low- and
moderate-income residents citywide.

Markham
Callen Street 70 0
Funds allocated for Malaquias Montoya
Community Center at De Colores ParkDe
Colores Park/Malaquias Montoya; no
expenditures this year.

Table 44 – Identify the geographic distribution and location of investments Narrative
CDBG investments during the program year were concentrated in areas identified through the Formatted: Font: 12 pt
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City’s CDBG Target Area mapping and community needs assessment. Investments were directed toward neighborhoods with demonstrated concentrations of low- and moderateincome residents and identified needs for public services, community facilities, and neighborhood improvements. A significant ongoing investment is the De Colores Park and Malaquias Montoya Multi-Purpose Facility projectCommunity Center at De Colores Park on Brown Street, located within the Markham Callen Street Target Area. The project is intended to expand access to recreational, community, and social service opportunities for residents in an area identified as having a need for additional neighborhood facilities. The investment supports the City’s broader efforts to direct CDBG resources toward improvements that benefit low- and moderate-income residents and strengthen access to community-serving amenities.

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Malaquias Montoya Community Center at De Colores Park.

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Leveraging
Explain how federal funds leveraged additional resources (private, state and local funds), including a description of how matching requirements were satisfied, as well as how any publicly owned land or property located within the jurisdiction that were used to address the needs identified in the plan.

The City of Vacaville continued to leverage CDBG resources with State funding for the development of the Malaquias Montoya Community Center at De Colores Park of De Colores Park and the Malaquias Montoya Multi-Purpose Facility, located within the CDBG Target Area.

The project includes $346,039.85 in current-year CDBG funding and $54,612.40 in prior-year CDBG funds, for a total CDBG investment of $400,652.25. These CDBG funds are being leveraged with approximately $6.7 million in Statewide Park Development and Community Revitalization Program (SPP) grant funding from the California Department of Parks and Recreation to support the development of the planned neighborhood park and multi-purpose community facility. The combined investment will expand access to recreational and community-serving facilities for residents of the surrounding CDBG Target Area.

CDBG funding also supported youth programming at City-owned neighborhood centers. The Vacaville Neighborhood Boys & girls Club received $74,15 in CDBG funding to support youth services at the Trower Neighborhood Center. leaven Kids received $5,000 in CDBG funding to support youth programming, including academic tutoring, enrichment, and healthy lifestyle activities. The City's provision of neighborhood center facilities allows these organizations to provide services within the CDBG Target Area which CDBG funds support the delivery of programming.

The City further supports community services by providing facility and ground lease arrangements to organizations serving Vacaville residents. Child Start operates from the Mariposa Neighborhood Center under a facility and ground lease arrangement, allowing the organization to provide preschool and youth programming from a City-owned facility. The City also provides facility space at the Vacaville Social Services Center to VACA FISH, a food pantry serving income-eligible residents. The City-provided space supports the continued delivery of food distribution services to low- and moderate-income households and helps maintain access to essential community services for Vacaville residents.

Commented [TC4]: Please ensure formatting is consistent throughout the document. This is size 12 font.

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OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-20 - Affordable Housing 91.520(b)
Evaluation of the jurisdiction's progress in providing affordable housing, including the number and types of families served, the number of extremely low-income, low-income, moderate-income, and middle-income persons served.

One-Year Goal Actual
Number of Homeless households to be
provided affordable housing units 0 0
Number of Non-Homeless households
to be provided affordable housing units 1,022 1,199
Number of Special-Needs households to
be provided affordable housing units 0 0
Total 1,022 1,199
Table 511 – Number of Households
One-Year Goal Actual
Number of households supported
through Rental Assistance 1,022 1,199
Number of households supported
through The Production of New Units 0 0
Number of households supported
through Rehab of Existing Units 0 0
Number of households supported
through Acquisition of Existing Units 0 0
Total 1,022 1,199
Table 612 – Number of Households Supported
Discuss the difference between goals and outcomes and problems encountered in meeting these goals.

The jurisdiction established a one-year goal to provide affordable housing through the Vacaville Housing Authority Housing Choice Voucher rental assistance program to 1,022 non-homeless households. During the reporting period, the jurisdiction provided rental assistance to 1,199 Formatted: Font: (Default) +Body (Calibri)
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households, exceeding the established goal by 177 households, or approximately 17.3 percent. The higher-than-anticipated outcome reflects the jurisdiction's continued ability to provide rental assistance to eligible households through its housing assistance programs. The assistance served households with varying levels of income, including extremely low-income and low-income households, and helped support housing stability and access to affordable housing. The jurisdiction did not encounter significant problems that prevented it from meeting its affordable housing goal. Instead, the number of households assisted exceeded the original projection for the program year. The jurisdiction will continue to monitor demand for rental assistance, available funding, program utilization, and the number of households served when establishing future affordable housing goals.

Discuss how these outcomes will impact future annual action plans.

The City of Vacaville does not utilize CDBG funds for affordable housing activities. During the reporting period, CDBG resources were directed toward public services, including youth services, and public facility and neighborhood improvement activities benefiting low- and moderate-income residents.

Include the number of extremely low-income, low-income, and moderate-income persons served by each activity where information on income by family size is required to determine the eligibility of the activity.

Number of Households Served CDBG Actual HOME Actual
Extremely Low-income 0 0
Low-income 0 0
Moderate-income 0 0
Total 0 0
Table 713 – Number of Households Served
Narrative Information
The City of Vacaville does not utilize CDBG funds for the direct development, acquisition, rehabilitation, or preservation of affordable housing. While CDBG funds were not used for affordable housing activities during the reporting period, the City continues to address affordable housing needs through other available local and State housing resources and programs. The City’s CDBG program complements these broader housing and community development efforts by supporting services and community facilities that improve access to resources and enhance the quality of life for low- and moderate-income Vacaville residents.

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CR-25 - Homeless and Other Special Needs 91.220(d, e); 91.320(d, e); 91.520(c) Evaluate the jurisdiction’s progress in meeting its specific objectives for reducing and ending homelessness through:

Reaching out to homeless persons (especially unsheltered persons) and assessing their individual needs
The City of Vacaville continued to support outreach and connection to services for individuals experiencing homelessness, with particular attention to individuals who are unsheltered. The City's Community Response Unit (CRU) engages directly with unshleteredunsheltered residents and works to connect indiuvidualsindividuals with shelter, case management, and other appropriate services based on their individual circumstances and needs.

The City also continued its participation in the regional homeless response system through CAP Solano and the Housing First Solano Continuum of Care, supporting the Coordinated Entry System and Homeless Management Information System (HMIS). Through these regional systems, individuals experiencing homelessness can be assessed and referred to available housing and supportive services. The City also works with local service providers and community partners through the Homeless Roundtable to strengthen outreach, referrals, and connection to resources.

These efforts support the City's goal of developing a more coordinated local system of care and align with the City's Homeless Action Plan, which identifies outreach, coordinated entry, service coordination, and connections to housing as key components of Vacaville's approach to addressing homelessness.

Addressing the emergency shelter and transitional housing needs of homeless persons The City of Vacaville continued to support efforts to address the emergency shelter and transitional housing needs of individuals and families experiencing homelessness through coordination with local service providers and regional partners. The City supported access to emergency shelter through local resources, including the Warming Center, which provides temporary shelter during periods of extreme weather for individuals experiencing homelessness or otherwise in need of a safe place to stay.

The City also works with organizations such as Opportunity House and other community partners to connect individuals experiencing homelessness with available emergency shelter, temporary housing, case management, and supportive services. Through participation in the Formatted: Font: 12 pt
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regional homelessness response system and the Coordinated Entry System, individuals are assessed based on their housing needs and connected with available shelter, housing, and supportive services.

These efforts are consistent with the City's Homeless Action Plan and it's goals of increasing access to shelter and housing resources, strengthening coordination amoingamong service providers, and helping individuals and families move from homelessness toward stable housing.

Helping low-income individuals and families avoid becoming homeless, especially extremely low-income individuals and families and those who are: likely to become homeless after being discharged from publicly funded institutions and systems of care (such as health care facilities, mental health facilities, foster care and other youth facilities, and corrections programs and institutions); and, receiving assistance from public or private agencies that address housing, health, social services, employment, education, or youth needs The Vacaville Housing Authority (VHA) continued to administer Mainstream Program Vouchers by the Department of Housing and Urban Development (HUD). The Mainstream Voucher Program is a special voucher program designed to assist non-elderly persons with disabilities.

The VHA established a priority preference for applicants to the Mainstream Voucher Program who are currently experiencing homelessness.

The VHA continues to administer special Family Unification Program (FUP) vouchers that serve two different populations:

1. Families for whom the lack of adequate housing is a primary factor in · The imminent placement of the family’s child or children in out-of-home care, or · The delay in the discharge of the child or children to the family from out-of-home care.

2. Youth at least 18 years old and not more than 24 years old who left foster care at age 16 or older and who lack adequate housing.

FUP Vouchers are available through referrals received from the Solano County Child Welfare Services Department (CWS). Families referred by CWS will have at least 6 months of case management to ensure the families' success under the program. Youth referred by CWS agree to participate in individualized success plans to develop the skills necessary for successful Formatted: Font: 12 pt
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independent living. The VHA was able to assist an average of 46 families per month under the 2025-2026 PY.

The Family Resource Center (FRC) assists with family issues and serves as a one-stop resource to other service and assistance agencies serving Vacaville residents. The FRC is a free drop-in, referral, and information center for Vacaville residents. FRC provides homelessness prevention assistance in the form of financial assistance to Vacaville families. This assistance helps families with basic needs such as rent, deposits, utilities, food assistance, gas vouchers, and diapers as funding permits. FRC also provides parenting education classes and advocacy for victims of domestic violence, child abuse and elder abuse. FRC is a division of the Vacaville Police Department with on staff social workers providing services.

Helping homeless persons (especially chronically homeless individuals and families, families with children, veterans and their families, and unaccompanied youth) make the transition to permanent housing and independent living, including shortening the period of time that individuals and families experience homelessness, facilitating access for homeless individuals and families to affordable housing units, and preventing individuals and families who were recently homeless from becoming homeless again
Representatives of the City of Vacaville serve on the Boards of CAP Solano JPA, the Tripartite Advisory Board to CAP Solano, and the Housing First Solano Continuum of Care Board. The City of Vacaville has accepted the role of Fiscal Agent and Program Administrator for CAP Solano.

During the 2025-2026 program year, CAP Solano JPA continued to administer Federal, State, and Local funding to support employment, education, case management, income management, housing, nutrition, emergency services, and health throughout Solano County. Funds were administered through selected organizations and agencies providing services to individuals and families experiencing homelessness and/or working to prevent homelessness to families and individuals with incomes at or below the federal poverty level.

The Vacaville Housing Authority (VHA) continued to administer several special purpose voucher programs that assist homeless persons make the transition to permanent housing.

The first is the Family Unification Program (FUP). These vouchers serve two different populations:
· Families for whom the lack of adequate housing is a primary factor in:
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• Youth at least 18 years old and not more than 24 years old who left foster care at age 16 or older and who lack adequate housing.

The VHA receives referrals from the Solano County Child Welfare Department (CWS). Families referred by CWS will have at least 6 months of case management to ensure the families' success under the program.

The VHA also continued to administer Department of Housing and Urban Development (HUD) - Veterans Administration Supportive Housing (HUD-VASH) vouchers. These vouchers combine HUD’s Housing Choice Voucher (HCV) rental assistance for homeless Veterans with case management and clinical services provided by the Department of Veterans Affairs (VA).

In addition, the VHA continued to administer HUD Mainstream Vouchers. Mainstream vouchers assist non-elderly persons with disabilities. The VHA has established a limited preference on its waitlist for Mainstream eligible families that are homeless.

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CR-30 - Public Housing 91.220(h); 91.320(j)
Actions taken to address the needs of public housing
The Vacaville Housing Authority (VHA) exists to serve our community’s housing needs using all resources available. VHA participates in the Department of Housing and Urban Development’s (HUD) Moving-to-Work (MTW) demonstration, which provides the VHA with the ability to make best use of existing program funds to assist the City of Vacaville's very low- and low-income residents to obtain safe, decent, and affordable housing. During the 2025-2026 program year, the VHA:
• Reviewed payment standards to ensure families have a reasonable selection of housing in a range of neighborhoods, allowing families to rent units in more desirable areas. • Continued the Landlord Incentive Program to maintain current landlords and successfully recruit new ones
• Provided on-going trainings/guidance to staff on HUD regulation updates, program guidelines, rules and procedures.
• Continued to promote and encourage families to move to higher income areas and to provide updated citywide apartment and realtor listings. • Continued to inform participants of Fair Housing rights. • Conducted a Landlord Fair Housing Workshop in collaboration with staff from Legal Services of Northern California.

Actions taken to encourage public housing residents to become more involved in management and participate in homeownership
During the 2025-2026 program year, the VHA:
• Encouraged all program participants to enroll in the Family Self-Sufficiency Program without limiting the number of eligible families.
• Encouraged participation in the Vacaville Housing Authority’s Homeownership program which encourages homeownership among low-income families in the Section 8 program. In this program, Section 8 participants that qualify can use their voucher subsidy to pay a portion of their mortgage payment.

Actions taken to provide assistance to troubled PHAs
The Vacaville Housing Authority (VHA) is not designated as a troubled Public Housing Agency (PHA). Therefore, no corrective actions or assistance related to troubled PHA status were Formatted: Font: 12 pt
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required during the reporting period.

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CR-35 - Other Actions 91.220(j)-(k); 91.320(i)-(j)
Actions taken to remove or ameliorate the negative effects of public policies that serve as barriers to affordable housing such as land use controls, tax policies affecting land, zoning ordinances, building codes, fees and charges, growth limitations, and policies affecting the return on residential investment. 91.220 (j); 91.320 (i) The City of Vacaville continues to implement policies and programs identified in its 2023-2031 Housing Element to reduce governmental and regulatory barriers to the development of affordable and market-rate housing. During the program year, the City continued to advance efforts to increase housing opportunities and facilitate residential developementdevelopment threoughthrough the following actions:
• Increased allowable residential density: The City increased the maximum density in the Residential High Density (RH) zoning district from 24 to 30 dwelling units per acre. This change provides additional development capacity and supports the City's ability to accommodate housing at a range of income levels..
• Streamlined permitting and review processes: The City continues to evaluate and improve its development review and permitting processes to reduce unnecessary delays and administrative barriers associated with residential development • Project Review Committee Coordination: The City's Project Review Committee (PRC) provides coordinated review of development proposals by multiple City departments and agencies, helping identify potential issues early and omproveimprove coordination throughout the development review process.
• Rezoning and land use changes: The Housing Element identifies vacant and underutilized sites for additional residential capacity, including sites rezoned or redesignated to Residential High Density to facilitate development of additional housing.
• Development incentives: The City has continued to implement zoning and development code provisions intended to encourage housing development. These include incentives for mixed-use development, such as increased development intensity, reduced minimum parking requirements, increased maximum height, and density bonuses for qualifying projects near major transit stops.

Through these efforts, the City continues to address regulatory and administrative barriers that can affect cost, timing, and feasibility of housing development. These actions are consistent with t he City's Housing Element and its goal of removing governmental barriers while increasing opportunities for housing development for households at all income levels.

Commented [TC5]: Are these new actions that happened
during the program year? Did we reach out to Community and Economic Development to see what happened during the
program year?
Commented [MH6R5]: Confirmed
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Actions taken to address obstacles to meeting underserved needs. 91.220(k); 91.320(j) The City continued to address obstacles to meeting the needs of underserved residents by investing in neighborhood based services, recreational opportunities, and partnerships that connect residents with resources. Key efforts during the program year included:
• Investment in youth services and neighborhood centers: CDBG resources supported youth-serving programs and services located at neighborhood centers, providing accessible opportunities and supportive services to residents in areas with greater conentrationsconcentrations of low- and moderate-income households. • Development of recreational infrastructure in LMI areas: The City continued to invest in parks, recreation, and public facility improvements in low- and moderate- income areas. These investments improve access to safe and quality community spaces and address neighborhood needs.
• Family Resource Center (FRC): The City continued to support services provided through the Family Resource Center, which connects underserved residents and families with information, referrals, and assistance with basic needs and other community resources. • VacaFISH: The City continued to make City owned space available to VacaFISH for it's food pantry operations. VacaFISH provides food assistance to low-income Vacaville families, helping improve access to an essential basic need for households experiencing financial hardship.
• Support for special needs populations through partnerships: The City continued to work with communitcommunity organizations and regional partners to address the needs of the underserved and special-needs populations. These partnerships help connect residents with appropriate housing, supportive services, food assistance, and other community resources.

Through these efforts, the City continues to address barriers that may limit underserved residents' access to basic needs, supportive services, recreational opportunities, and community resources. These actions support the City's CDBG investments and broader housing and community development strategies.

Actions taken to reduce lead-based paint hazards. 91.220(k); 91.320(j) The City operates housing programs which address the issue of lead-based paint and provide residents with information on lead-based paint hazards. These programs are the Section 8 Housing Choice Voucher Rental Assistance Program and the California Department of Housing and Community Development HOME Long-Term Monitoring.

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The Section 8 Housing Choice Voucher Program provides information to all participants on lead-based paint hazards and requires all units placed under new Housing Assistance Payment Contracts pass a Housing Quality Standards (HQS) inspection which includes a visual lead-based paint assessment. All assisted units are required to pass HQS inspection at least biennially thereafter.

HOME Long-Term monitoring agreements require the City to conduct physical inspections, including a visual lead-based paint assessment, of projects assisted with HOME funds annually.

Actions taken to reduce the number of poverty-level families. 91.220(k); 91.320(j) The City continued to take steps to reduce the number of poverty-level families by increasing access to affordable housing and supporting the development of addtionaladditional housing opportunities. During the program year, the City advanced several efforts intended to increase hosuinghousing availability and improve housing stability for lower-income households, including:
• Use of publicly owned land for affordable housing development: The City continued to pursue opportunities to utilize publicly owned land for affordable housing, helping to reduce land acquisition costs and facilitate the development of housing affordable to lower-income households.
• Advancement of RFP process for multiple housing sites: The City continued to advance the Request for Proposals (RFP) process for multiple publicly owned housing sites, with the goal of facilitating the development of additional affordable housing units. • Support for the Victory Gardens Development on Vanden RoadSupport for projects such as Orange Drive and Vanden Road developments: The City continued to support the advancement of the Victory Gardens affordable housing development at 5763 Vaden Road. The project consists of 206 affordable units, including 52 permanent supportive housing units designated for veterans. During the program year, the City Council authorized the submission of a Homekey + funding application. The City continues to work with the development team to secure necessary financing and advance the project toward construction.

By increasing opportunities for affordable housing, the City is working to reduce housing cost burdens and improve housing stability for households with limited incomes. These efforts support the City's broader goal of reducing tghethe economic housing related barriers that contribute to poverty.

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Commented [TC7]: This did not happen
Commented [TC8]: Nothing happened with Orange Drive and what is the update for Vanden, which is Victory Gardens? Commented [MH9R8]: Updated.

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2 CAPER 23
OMB Control No: 2506-0117 (exp. 09/30/2021)
The City of Vacaville continued to strengthen its institutional capacity to effectively administer housing and community development programs and address the needs identified in the Consolidated Plan. During the program year, the City maintained coordination among City departments, community organizations, service providers, and regional partners involved in housing and community development activities. Housing and Community Services staff continued work as the Program Administrator and Fiscal Agent of the CAP Solano, JPA grants on behalf of CAP Solano, JPA that address poverty and homelessness.

The City continued to provide oversight and technical assistance to CDBG subrecipients, including monitoring program performance, reviewing required reports and supporting documentation, processing reimbursements, and providing guidance regarding federal program requirements. These efforts help ensure that CDBG funded activities are implemented effectively and in accordance with applicable regulations.

The City also continued to coordinate with local and regional partners on housing, homelessness, and community development issues and maintained opportunities for community input through public meetings, outreach, and engagement activities. These efforts strengthen the City's ability to identify community needs, coordinate resources, and effectively deliver services to low- and moderatemedrate- income residents.

Actions taken to enhance coordination between public and private housing and social service agencies. 91.220(k); 91.320(j)
The City maintained partnerships with local service providers and community organizations, including VacaFiSH, the Family Resource Center, Opportunity House, and other organizations that provide housing, food assitanceassistance, supportive services, and other resources to residents in need. These partnerships help connect residents with services and reduce duplication of efforts among organizations serving the community.

The City also continued to participate in regional coordination efforts addressing homelessness and housing needs, including collaboration with CAP Solano and the regional ContinnumContinuum of Care. Through these partnerships, the City works with public and private agencies to improve referrals, coordinate resources, and connect individuals and families with appropriate housignhousing and supportive services.

Identify actions taken to overcome the effects of any impediments identified in the jurisdictions analysis of impediments to fair housing choice. 91.520(a) During the 2025-2026 program year, the City of Vacaville continued efforts to affirmatively Formatted: Font: 12 pt
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Item 12.b
09/28/2026_V1
2 CAPER 24
OMB Control No: 2506-0117 (exp. 09/30/2021)
further fair housing and address barriers to fair housing choice through implementation of its Housing Element, Consolidated Plan and coordination with community partners. The City of Vacaville continued to take actions to address the effects of the impediments identified in the City's 2020 Analysis of Impediments to Fair Housing Choice. Efforts during the reporting period focused on expanding affordable housing opportunities, promoting equal access to housing, increasing awareness of fair housing rights and responsibilities, and reducing barriers to housing choice for Vacaville residents.
• Fair housing education and landlord outreach: The City provided landlord and fair housing workshops in August 2025 and April 2026. These workshops provided housing providers with information regarding fair housing requirements, landlord responsibilities, and the rights of housing applicants and tenants. • Landlord Incentive Program: The Vacaville Housing Authority (VHA) continued its Landlord Incentive Program to encourage property owners to rent to Housing Choice Voucher (Section 8) participants. The program provides financial bonuses and riskmitigation incentives, including a new landlord bonus, vacancy loss coverage, damage claims, and pre-qualifying inspections. By reducing financial and perceived risk for participating property owners, the program encourages greater landlord participation and expands the number of rental units available to Housing Choice Voucher participants, supporting greater housing choice.
• Expanding affordable housing opportunities: The City continued to support the development of affordable housing through the use of publicly owned land and other available resources. The City continued to support the advancement of affordable housing developments, including Victory Gardens on Vanden Road, helping expand the supply of housing available to low- and moderate income households.The City also continued to advance housing opportunities at sites including Orange Drive and Vanden Road, helping expand the supply of housing available to lower and moderate income households.
• Reducing regulatory barriers to housing: The City continued implementation of Housing Element policies that increase housing opportunities and reduce governmental constraints, including increased residential density, streamlined developmental review, and incentives that facilitate the development of additional housing. • Fair housing information and referrals: Residents who believe they have experienced housing discrimination can be referred to appropriate fair housing enforcement and legal service agencies. The VHA also provides assistance and referrals regarding fair housing complaints, helping residents understand their rights and available avenues for addressing potential discrimination.

Commented [TC10]: This is not accurate. We are not
implementing the 2020 Analysis. Please check what we said in AAP.

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Commented [TC11]: Orange drive is not a project.

Commented [MH12R11]: Corrected
Item 12.b
09/28/2026_V1
2 CAPER 25
OMB Control No: 2506-0117 (exp. 09/30/2021)
Through these efforts, the City continued to address identified fair housing impediments by increasing education and awareness, encouraging landlord participation in assisted hosuinghousing programs, supporting equal access to housing, expanding affordable housing opportunities, and reducing barriers that may limit housing choice.

Item 12.b
09/28/2026_V1
2 CAPER 26
OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-40 - Monitoring 91.220 and 91.230
Describe the standards and procedures used to monitor activities carried out in furtherance of the plan and used to ensure long-term compliance with requirements of the programs involved, including minority business outreach and the comprehensive planning requirements
The City of Vacaville maintains monitoring and compliance procedures to ensure that CDBGfunded activities are implemented in accordance with applicable federal requirements and the goals established in the Consolidated Plan and Annual Action Plan.

Monitoring of CDBG-funded public service activities includes quarterly reporting by subrecipients. These reports document program accomplishments, including the number of individuals served and demographic information such as income group, race, ethnicity, and household characteristics. The City reviews submitted reports to assess program performance, progress toward established goals, and compliance with CDBG requirements.

The City also conducts annual monitoring of CDBG subrecipients. Monitoring may include an on-site review and interview, examination of financial and client records related to CDBGfunded activities, and an evaluation of overall program performance. Subrecipient performance is reviewed against the goals, requirements, and performance expectations established in the applicable Agreement for Contract Services.

Following monitoring, the City provides written documentation of any findings, concerns, or required corrective actions identified during the review. Subrecipients are provided a timeframe to respond to identified issues and, when necessary, implement corrective actions.

The City provides technical assistance and conducts follow-up as appropriate to ensure identified deficiencies are adequately addressed.

The City uses HUD’s Managing CDBG: A Guidebook for Grantees on Subrecipient Oversight as a resource in carrying out its monitoring responsibilities. The City also reviews compliance with applicable federal requirements related to financial management, procurement, recordkeeping, equal opportunity, and minority business outreach.

For applicable public facility and improvement projects, the City monitors compliance with federal labor standards and prevailing wage requirements, including the Davis-Bacon Act, when applicable. The City maintains supporting documentation and project records and monitors applicable minority business outreach and good-faith efforts.

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Item 12.b
09/28/2026_V1
2 CAPER 27
OMB Control No: 2506-0117 (exp. 09/30/2021)
Environmental compliance is addressed through the City’s environmental review process.

CDBG-funded activities are reviewed in accordance with the National Environmental Policy Act (NEPA) and 24 CFR Part 58, as applicable. Environmental Review Records (ERRs) are maintained for applicable activities and completed in accordance with HUD requirements.

Through these reporting, monitoring, compliance review, technical assistance, and corrective action procedures, the City works to ensure that CDBG-funded activities are administered effectively, achieve established program objectives, and remain in compliance with applicable federal requirements.

Citizen Participation Plan 91.105(d); 91.115(d)
Describe the efforts to provide citizens with reasonable notice and an opportunity to comment on performance reports.

The CAPER was prepared in accordance with the City of Vacaville's Citizen Participation Plan.

The City provided reasonable notice of the availability of the draft CAPER and opportunities for public review and comment through multiple outreach methods.

A public notice was published in both English and Spanish in the Vacaville Reporter, a local newspaper of general circulation, to advertise the availability of the draft CAPER for public review and comment. Public notices were also posted in English and Spanish at City facilities, including City Hall, recreation centers, and public libraries throughout Vacaville. Notices were additionally posted in Spanish at locations within the City's target areas that directly serve the Spanish-speaking community, including Maya Supermarket, Carniceria La Reyna, La Placita Market, Mexican Meat Market, and Yoli's Market.

The draft CAPER was made available for a 15-day public review and comment period prior to submission to HUD. Members of the public were provided an opportunity to submit written comments during the 15-day period and to provide comments at a City Council public meeting held during the comment period. Notice of the public meeting was published at least two weeks prior to the meeting in accordance with the City's Citizen Participation Plan.

Following the public review and comment period and City Council public meeting, comments received were reviewed and incorporated into the CAPER, as appropriate. The final CAPER was presented to the City Council for consideration and adoption prior to submission to HUD.

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Item 12.b
09/28/2026_V1
2 CAPER 28
OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-45 - CDBG 91.520(c)
Specify the nature of, and reasons for, any changes in the jurisdiction’s program objectives and indications of how the jurisdiction would change its programs as a result of its experiences.

During Program Year 2025–2026, the City of Vacaville did not make significant changes to the overall CDBG program objectives established in the 2025–2030 Consolidated Plan and Annual Action Plan. The City continued to prioritize activities benefiting low- and moderate-income residents, with an emphasis on youth public services and neighborhood facility and infrastructure improvements.

During the reporting period, CDBG expenditures primarily supported youth services provided by the Vacaville Neighborhood Boys & Girls Club and The Leaven Kids. CDBG resources were also allocated for the Malaquias Montoya Community Center at De Colores ParkDe Colores Park and Malaquias Montoya Multi-Purpose Facility; however, no CDBG expenditures for this project occurred during the program year.

Moving forward, the City will continue to monitor project readiness, expenditures, and subrecipient performance and will make adjustments, including the reallocation of funds when necessary, to promote timely expenditure of CDBG resources and achievement of Consolidated Plan goals.

Does this Jurisdiction have any open Brownfields Economic Development Initiative (BEDI) grants?
No
[BEDI grantees] Describe accomplishments and program outcomes during the last year.

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Item 12.b
09/28/2026_V1
2 CAPER 29
OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-45 - CDBG 91.520(c)
Specify the nature of, and reasons for, any changes in the jurisdiction’s program objectives and indications of how the jurisdiction would change its programs as a result of its experiences.

During Program Year 2025–2026, the City of Vacaville did not make significant changes to the overall CDBG program objectives established in the 2025–2030 Consolidated Plan and Annual Action Plan. The City continued to prioritize activities benefiting low- and moderate-income residents, with an emphasis on youth public services and neighborhood facility and infrastructure improvements.

During the reporting period, CDBG expenditures primarily supported youth services provided by the Vacaville Neighborhood Boys & Girls Club and The Leaven Kids. CDBG resources were also allocated for the De Colores Park and Malaquias Montoya Multi-Purpose Facility; however, no CDBG expenditures for this project occurred during the program year.

Moving forward, the City will continue to monitor project readiness, expenditures, and subrecipient performance and will make adjustments, including the reallocation of funds when necessary, to promote timely expenditure of CDBG resources and achievement of Consolidated Plan goals.

Does this Jurisdiction have any open Brownfields Economic Development Initiative (BEDI) grants?
No
[BEDI grantees] Describe accomplishments and program outcomes during the last year.

Commented [TC13]: IS this duplicated?
Item 12.b
09/28/2026_V1
2 CAPER 30
OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-58 – Section 3
Identify the number of individuals assisted and the types of assistance provided Total Labor Hours CDB
G

HOME ESG HOPW
A
HTF
Total Number of Activities 0 0 0 0 0
Total Labor Hours 0
Total Section 3 Worker Hours 0
Total Targeted Section 3 Worker Hours 0
Table 815 – Total Labor Hours
Qualitative Efforts - Number of Activities by
Program
CDB
G

HOME ESG HOPW
A
HTF
Outreach efforts to generate job applicants who are
Public Housing Targeted Workers
0 Outreach efforts to generate job applicants who are
Other Funding Targeted Workers.
0 Direct, on-the job training (including
apprenticeships).
0 Indirect training such as arranging for, contracting
for, or paying tuition for, off-site training.
0 Technical assistance to help Section 3 workers
compete for jobs (e.g., resume assistance,
coaching).
0 Outreach efforts to identify and secure bids from
Section 3 business concerns.
0 Technical assistance to help Section 3 business
concerns understand and bid on contracts.
0 Division of contracts into smaller jobs to facilitate participation by Section 3 business concerns.
0 Provided or connected residents with assistance in
seeking employment including: drafting
resumes,preparing for interviews, finding job
opportunities, connecting residents to job
placement services.
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Item 12.b
09/28/2026_V1
2 CAPER 31
OMB Control No: 2506-0117 (exp. 09/30/2021)
Held one or more job fairs. 0
Provided or connected residents with supportive
services that can provide direct services or referrals. 0 Provided or connected residents with supportive
services that provide one or more of the following:
work readiness health screenings, interview
clothing, uniforms, test fees, transportation.
0 Assisted residents with finding child care. 0
Assisted residents to apply for, or attend
community college or a four year educational
institution.
0 Assisted residents to apply for, or attend
vocational/technical training. 0
Assisted residents to obtain financial literacy
training and/or coaching. 0
Bonding assistance, guaranties, or other efforts to
support viable bids from Section 3 business
concerns.
0 Provided or connected residents with training on
computer use or online technologies.
0 Promoting the use of a business registry designed to
create opportunities for disadvantaged and small
businesses.
0 Outreach, engagement, or referrals with the state
one-stop system, as designed in Section 121(e)(2) of
the Workforce Innovation and Opportunity Act.
0 Other. 0
Table 916 – Qualitative Efforts - Number of Activities by Program Narrative
No Section 3 individuals were assisted through CDBG-funded activities during the 2025–2026 program year.

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Item 12.b
09/28/2026_V1
2 CAPER 32
OMB Control No: 2506-0117 (exp. 09/30/2021)
CR-60 - ESG 91.520(g) (ESG Recipients only)
ESG Supplement to the CAPER in e-snaps
For Paperwork Reduction Act

1. Recipient Information—All Recipients Complete
Basic Grant Information
Recipient Name VACAVILLE
Organizational DUNS Number 038119756
UEI
EIN/TIN Number 946000447
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Item 12.b
09/28/2026_V
1 2
CAPER 33
OMB Control No: 2506-0117 (exp. 09/30/2021)
Indentify the Field Office SAN FRANCISCO
Identify CoC(s) in which the recipient
or subrecipient(s) will provide ESG
assistance
ESG Contact Name
Prefix
First Name
Middle Name
Last Name
Suffix
Title
ESG Contact Address
Street Address 1
Street Address 2
City
State
ZIP Code
Phone Number
Extension
Fax Number
Email Address
ESG Secondary Contact
Prefix
First Name
Last Name
Suffix
Title
Phone Number
Extension
Email Address

2. Reporting Period—All Recipients Complete
Program Year Start Date 07/01/2025
Program Year End Date 06/30/2026
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Item 12.b
09/28/2026_V1
2 CAPER 34
OMB Control No: 2506-0117 (exp. 09/30/2021)
3a. Subrecipient Form – Complete one form for each subrecipient Subrecipient or Contractor Name
City
State
Zip Code
DUNS Number
UEI
Is subrecipient a vistim services provider
Subrecipient Organization Type
ESG Subgrant or Contract Award Amount
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Item 12.b
Resolution of the City Council of the City of Vacaville to approve Community Development Block Grant Program Year 2025-2026 Consolidated Annual Performance and Evaluation Report
September 22, 2026
Item 12.b
Action for Consideration
• City Council is requested to accept public comment and provide any comments on the Community Development Block Grant
Program 2025-2026 Consolidated Annual Performance and
Evaluation Report.

September 22, 2026 Agenda Item 12.b - Slide 2 of 10
Item 12.b
Background
• The City of Vacaville has participated in the U.S. Department and Urban Development (HUD’s) Community Block Grant (CDBG) Entitlement Program since 1988.
• CDBG funds support decent housing, suitable living environments, and economic opportunities, primarily benefiting low- and moderate-income residents.
• Locally, funds address priority community needs identified in the City’s 5- Year Consolidated Plan. • HUD requires the City to submit an annual Consolidated Annual Performance and Evaluation Report (CAPER) documenting progress toward Consolidated Plan goals.
• The 2025–2026 CAPER covers the first year of the 2025–2030 Consolidated Plan and reports accomplishments supported by CDBG, other federal resources, and community partnerships.

September 22, 2026 Agenda Item 12.b - Slide 3of 10
Item 12.b
Discussion
• The City began implementing its 2025–2030 Consolidated Plan on July 1, 2025, establishing five-year housing and community development priorities. • Each year, an Annual Action Plan (AAP) identifies the activities, projects, and CDBG funding used to advance those priorities. Specifically, the 2025 - 2030 Consolidated Plan identifies using CDBG funds to:
• Support youth public services provided by Vacaville Neighborhood Boys and Girls Club (VNBGC) and Leaven Kids at CDBG Neighborhood Centers,
• Improve public facilities and infrastructure by improving public facilities, parks, and recreation facilities, neighborhood facilities, and • Planning and Administration support staffing/ supplies for the CDBG program
September 22, 2026 Agenda Item 12.b - Slide 4of 10
Item 12.b
Discussion Cont'd
• This is the first year of the 2025 - 2026 Consolidated Plan Period which covers Program Year (PY) 2025 - 2026. The City received $527,680.00 in annual CDBG entitlement funding in PY 2025 - 2026 to address priority needs in the community. The CDBG allocation was used towards the following accomplishments:

September 22, 2026 Agenda Item 12.b - Slide of 10
Public Services – limit of 15% of annual allocation - $79,152.00 Consolidated Plan Goal #1: Support Youth Public Services Activity Budgeted Spent
Vacaville Neighborhood Boys and Girls Club $74,152.00 74,152.00 Leaven Kids $5,000 $5,000
Child Start/Head Start $0 $0
Vacaville Neighborhood Boys and Girls Club reported serving 242 youth through youth development after school activities provided at the Trower Neighborhood Center.

Leaven Kids provided after school mentoring and tutoring programs to a reported 12 youth at the Mariposa Neighborhood Center.

Child Start/Head Start served a reported 22 children through preschool programs provided at the Mariposa Neighborhood Center. Child Start/Head Start does not receive direct CDBG funding, but leases space and land at the CDBG facility.
5 Item 12.b
Discussion Cont'd
Projects – 65% of annual allocation - $342,992.00
Consolidated Plan Goal #2: Improving Public Facilities and Infrastructure Activity Budgeted Spent
Malaquias Montaya Center at De Colores Park $139,377.00 0.00 Section 108 Loan $203,615.00 0.00
Malaquias Montaya Center at De Colores Park: CDBG funds were allocated for planned public facility and infrastructure improvements associated with De Colores Park and the Malaquias Montaya Community Center.

The allocated funds were not expended during the 2025 - 2026 program year and remain available for implementation of the planned improvements.

September 22, 2026 Agenda Item 12.b - Slide of 10
Section 108 Loan Debt Services: CDBG funds were allocated for the future debt service associated with the City’s Section 108 Loan for the Malaquias Montaya Center at De Colores Park project. No CDBG funds were expended for the Section 108 debt service during the 2025 - 2026 program year and remain available once loan documents have been executed.

Planning and Administration – limit of 20% of annual allocation - $105,536.00 Consolidated Plan Goal #3: Planning and Administration
Budgeted Spent
Planning and Administration $105,536.00 $105,536.00
Staffing/supplies to oversee the CDBG Program including, but not limited to: preparing environmental analyses and HUD mandated reports, sub-recipient contract monitoring and technical assistance, management of the Vacaville Social Service Center on Eldridge Ave., program administration, etc. 6 Item 12.b
Discussion Cont’d
• The 2025–2026 CAPER was available for public review from September 6–21, 2026.
• Public notice was provided on the Housing & Community Services website, throughout the community, and in the local newspaper.
• Public and City Council comments will be reviewed and incorporated, as appropriate.
• If approved, the final CAPER will be submitted to HUD by September 28, 2026.

September 22, 2026 Agenda Item 12.b - Slide 7 of 10
Item 12.b
Alternatives
• The Council could choose not to accept comments and/or to not approve the Consolidated Annual Performance and Evaluation Report. This action is not recommended, as failure to approve and submit a Consolidated Annual Performance and Evaluation Report is required by HUD and may result in the City losing CDBG entitlement funding.

September 22, 2026 Agenda Item 12.b - Slide 8 of 10
Item 12.b
Recommendation
• By simple motion, adopt the subject resolution.

September 22, 2026 Agenda Item 12.b - Slide 9 of 10
Item 12.b
Questions or Comments
September 22, 2026 Agenda Item 12.b - Slide 10of 10
Item 12.b