Agenda packet — Vallejo City Council, November 1, 2022 (part 1 of 4)

Hybrid Options are available for members of the public to participate. To participate remotely:

https://ZoomRegular.CityofVallejo.net
Option to join by phone:

Dial (669) 900-6833
Enter Meeting ID: 914 0075 0676#
Press *9 to digitally raise your hand from the phone
For additional instructions on how to speak during public comment, please visit, www.cityofvallejo.net/publiccomment

VALLEJO CITY COUNCIL
REGULAR MEETING – 7:00 PM

COUNCIL CHAMBERS
555 Santa Clara Street, Vallejo, California
NOVEMBER 1, 2022

NOTICE: Members of the Public will be able to participate in-person or remotely via Zoom.

City Hall and the Council Chambers will be open to members of the public 30 minutes prior to the start of the meeting.

PUBLIC COMMENT: Members of the Public may provide public comments during the City Council Meeting in person or via ZOOM (https://ZoomRegular.Cityofvallejo.net), or via phone, by dialing (669) 900-6833.

For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment
VIEW THE MEETING:

There are four different ways you can view this public meeting:
 In Person
 Watch Vallejo local channel 28
 Stream from the City website: www.cityofvallejo.net/Streaming  Join the Zoom webinar:https://ZoomRegular.Cityofvallejo.net

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. REPORT OUT OF CLOSED SESSION

5. PRESENTATIONS AND COMMENDATIONS
A. PRESENTATION OF A PROCLAMATION AND RECOGNITION OF EXTRA

MILE DAY RECOGNIZING VOLUNTEERS IN THE CITY OF VALLEJO
B. PRESENTATION OF A PROCLAMATION RECOGNIZING VALLEJO
SYMPHONY'S 90TH ANNIVERSARY
C. PRESENTATION OF A CERTIFICATE OF APPRECIATION RECOGNIZING

DAVIN HARRISON FOR HIS CONTRIBUTIONS TO THE VALLEJO

COMMUNITY

6. FIRST COMMUNITY FORUM
The Community Forum is an opportunity to address the Council on any matter for which another opportunity to speak is not provided on the agenda, and which is within the jurisdiction of the Council to resolve. Any interested members of the public desiring to communicate with the City Council as part of the First Community Forum may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM:(https://ZoomRegular.Cityofvallejo.net), Option to join by phone: Dial (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press * 9 to digitally raise your hand from the phone. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. In person speakers will be recognized first. When called upon, each speaker should step to the podium, state his/her name for the record. The conduct of the community forum shall be limited to a maximum of fifteen (15) minutes, with each speaker limited to a maximum of three minutes pursuant to Vallejo Municipal Code Section 2.02.300.

7. PUBLIC COMMENT REGARDING CONSENT CALENDAR ITEMS
Members of the public wishing to address the Council on Consent Calendar items may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM:(https://ZoomRegular.Cityofvallejo.net), Option to join by phone: Dial (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press * 9 to digitally raise your hand from the phone. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. In person speakers will be recognized first. Each speaker is limited to three minutes pursuant to Vallejo Municipal Code Section 2.02.310. Requests for removal of Consent Items received from the public are subject to approval by a majority vote of the Council. Items removed from the Consent Calendar will be heard immediately after approval of the Consent Calendar and Agenda.

8. CONSENT CALENDAR AND APPROVAL OF AGENDA
A. WAIVE FULL READING AND AUTHORIZING INTRODUCTIONS AND/OR

ADOPTION OF ORDINANCES BY TITLE ONLY
Recommendation: Waive reading and authorize introductions and/or adoption of any and all ordinances on this agenda, if any, by title only. This is a standard procedural action so the CIty Council does not have to read an ordinance in its entirety.

Contact: Dawn G. Abrahamson, MMC, City Clerk (707) 648-4527 [email protected]
B. ADOPT A RESOLUTION AMENDING THE FISCAL YEAR 2022/2023 OFFICE OF TRAFFIC SAFETY FUND#146 BUDGET TO RECOGNIZE REVENUE IN THE AMOUNT OF $150,000 AND APPROPRIATE EXPENDITURES
Recommendation: Adopt a resolution amending the Fiscal Year 2022/2023 Office of Traffic Safety Fund#146 budget to recognize revenue in the amount of $150,000 and appropriate expenditures of $150,000.

Contact: Shawny K. Williams, Chief of Police (707) 648-4540 [email protected]

9. ACTION CALENDAR
NOTICE: Members of the public wishing to address the Council on Action Calendar Items may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM (https://ZoomRegular.Cityofvallejo.net), or via phone, by dialing (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press *9 to digitally raise your hand from the phone. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. Each speaker is limited to five minutes pursuant to Vallejo Municipal Code Section 2.02.420. In person speakers will be recognized first.

A. RECEIVE CITY OF VALLEJO CITYWIDE BROADBAND AND DIGITAL

EQUITY RFP ANALYSIS AND ADOPT RESOLUTION AUTHORIZING THE

CITY MANAGER TO ENTER INTO A CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SMART FIBER NETWORKS, INC. IN AN AMOUNT NOT TO EXCEED $300,000.

Recommendation:

1. Receive CTC Technology & Energy analysis and recommendations regarding the City of Vallejo Citywide Broadband and Digital Equity Request for Proposals (RFP) and provide directions to the staff.

2. Adopt a resolution authorizing the City Manager to execute a Consultant and Professional Services Agreement with Smart Fiber Networks, Inc. to operate the City's fiber network and service retail and residential customers within the City. The contract amount is not to exceed $300,000 for the span of the contract.

Contact: Naveed Ashraf, Chief Innovation Officer & IT Director (707) 648-4468 [email protected]
B. RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY

BEING CONSIDERED TO ADDRESS ABANDONED/UNLICENSED

VEHICLES, DUMPING AND TRASH REMOVAL AND ASSOCIATED OTHER

CONDITIONS AND DISCUSS AND PROVIDE DIRECTION RELATING TO SAME
Recommendation: Receive report on strategies currently being considered to address abandoned, unlicensed and/or inoperative vehicles, dumping and trash removal and associated other conditions and provide direction relating to same.

Contact: Veronica Nebb, City Attorney: [email protected] Hampton Jackson, Deputy City Attorney: [email protected] C. ADOPT A RESOLUTION AUTHORIZING THE CITY MANAGER TO

EXECUTE A PURCHASE AND SALE AGREEMENT, LICENSE

AGREEMENT, AND ANY OTHER DOCUMENTS RELATING TO THE
PURCHASE OF REAL PROPERTY LOCATED AT 1937 BROADWAY
STREET IN VALLEJO, CALIFORNIA (APN 0052-040-320)
Recommendation: Adopt resolution authorizing the City Manager to execute the purchase and sale agreement, license agreement, and any and all other documents relating to the purchase of real property at 1937 Broadway Street in Vallejo, California (APN 0052-040-320)
Contact: Terrance Davis, Assistant City Manager (707) 648-4301 [email protected]

10. INFORMATION CALENDAR

11. CITY MANAGER’S REPORT

12. CITY ATTORNEY’S REPORT

13. COMMUNITY FORUM
Any interested members of the public desiring to communicate with the City Council as part of the last Community Forum may do so in person by signing in to the Public Speaker's kiosk located in the back of the Council Chambers or via ZOOM:(https://ZoomRegular.Cityofvallejo.net), Option to join by phone: Dial (669) 900-6833. Enter Meeting ID: 914 0075 0676#. Press * 9 to digitally raise your hand from the phone. For additional instructions on how to speak remotely during public comment, please visit, www.cityofvallejo.net/publiccomment. In person speakers will be recognized first.

14. REPORT OF THE PRESIDING OFFICER AND MEMBERS OF THE CITY COUNCIL

15. ADJOURNMENT

___________________________________________________________________________________________

ADDITIONAL CITY INFORMATION
Members of the public can:

Like us on Facebook and Instagram (@cityofvallejo)
Sign up to receive City Communications via e-mail (www.cityofvallejo.net/subscribe) Sign up for emergency alerts at: alertsolano.com
Dated: Friday, October 28, 2022

Robert H. McConnell, Mayor

I, Dawn Abrahamson, City Clerk do hereby certify that I have caused a true copy of the above notice and agenda to be delivered to each of the members of the Vallejo City Council, at the time and in the manner prescribed by law and that this agenda was posted at City Hall, 555 Santa Clara Street, CA at 9:00 a.m., Friday, October 28, 2022.

Dated: Friday, October 28, 2022

Dawn G. Abrahamson, City Clerk

CONSENT CALENDAR 8.B.

DATE: November 1, 2022
TO: Mayor and Members of the City Council
FROM: Shawny K. Williams, Chief of Police
SUBJECT: ADOPT A RESOLUTION AMENDING THE FISCAL YEAR 2022/2023 OFFICE OF TRAFFIC SAFETY FUND#146 BUDGET TO RECOGNIZE REVENUE IN THE AMOUNT OF $150,000 AND APPROPRIATE EXPENDITURES

RECOMMENDATION
Adopt a resolution amending the Fiscal Year 2022/2023 Office of Traffic Safety Fund#146 budget to recognize revenue in the amount of $150,000 and appropriate expenditures of $150,000.

REASONS FOR RECOMMENDATION
Staff recommends acceptance of this grant revenue to fund drugged and drunk driving enforcement and education activities, focusing operations on impaired driving, distracted driving, primary collision factor violations, motorcycle safety, and pedestrian and bicycle safety. Newly added to this year's grant objectives includes funding for enforcement of street racing and sideshows. Other strategies funded may include public awareness, education programs, and training for law enforcement.

Amending the budget requires a public notice of intent (step 1) under the city's charter section 703 prior to any action taken. Public notice of intent was provided at the October 25, 2022 City Council meeting.

BACKGROUND AND DISCUSSION
The Vallejo Police Department has received a $150,000 grant award from the California Office of Traffic Safety (OTS) to continue enhancement of the City's ability to identify and apprehend persons driving under the influence of alcohol or drugs, and engage in a public awareness campaign to deter drugged and drunk driving.

Driving while under the influence of drugs and alcohol continues to be the leading cause of death, injury, and property damage throughout the State of California. Funds received from this grant will be used to pay personnel overtime, and purchase necessary equipment and supplies.

Objectives of the grant include:
 Participate and report data (as required) in the following campaigns: National Walk to School Day, National Teen Driver Safety Week, NHTSA Winter Mobilization, National Distracted Driving Awareness Month, National Motorcycle Safety Month, National Bicycle Safety Month, National Click it or Ticket Mobilization, NHTSA Summer Mobilization, National Child Passenger Safety Week, and California's Pedestrian Safety Month.
 Develop and/or maintain a “DUI BOLO” program by December 31) to notify patrol and traffic officers to be on the lookout for identified repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. Updated DUI BOLOs should be distributed to patrol and traffic officers monthly.  Send law enforcement personnel to the NHTSA Standardized Field Sobriety Testing (SFST) (minimum 16 hours) POST-certified training.
 Send law enforcement personnel to the NHTSA Advanced Roadside Impaired Driving Enforcement (ARIDE) 16 hour POST-certified training.
 Send law enforcement personnel to the Drug Recognition Expert (DRE) training.

Date: November 1, 2022
Subject: ADOPT A RESOLUTION AMENDING THE FISCAL YEAR 2022/2023 OFFICE OF TRAFFIC SAFETY FUND#146 BUDGET TO RECOGNIZE REVENUE IN THE AMOUNT OF $150,000 AND APPROPRIATE EXPENDITURES

Page 2 ends

 Conduct 4 DUI Checkpoints.
 Conduct 20 DUI Saturation Patrol operations.
 Conduct 4 specialized enforcement operations focusing specifically on street racing and sideshow activites.
 Conduct 16 Traffic Enforcement operation(s), including but not limited to, primary crash factor violations.
 Conduct 5 highly publicized Distracted Driving enforcement operation(s) targeting drivers using hand held cell phones and texting.
 Conduct 2 highly publicized Motorcycle Safety enforcement operation(s) in areas or during events with a high number of motorcycle incidents or crashes resulting from unsafe speed, DUI, following too closely, unsafe lane changes, improper turning, and other primary crash factor violations by motorcyclists and other drivers.
 Conduct 2 highly publicized pedestrian and/or bicycle enforcement operation(s) in areas or during events with a high number of pedestrian and/or bicycle crashes resulting from violations made by pedestrians, bicyclists, and drivers.
 Conduct 2 Traffic Safety educational presentation(s) with an effort to reach community members. Note:

Presentation(s) may include topics such as distracted driving, DUI, speed, bicycle and pedestrian safety, seat belts and child passenger safety.

The grant period starts on October 1, 2022 and continues through September 30, 2023.

FISCAL IMPACT
The Vallejo Police Department will receive $150,000 in funding for expenditures on drugged and drunk driving enforcement and education activities. There is no cost share or match requirement for the grant.

There is no net fiscal impact on the General Fund as the proposed revenues received are equal to the proposed expenditure authorizations.

ENVIRONMENTAL REVIEW
This action is exempt from the California Environmental Quality Act (CEQA) because it is not a project which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, pursuant to CEQA Guideline section 15378.

ATTACHMENTS

1. Resolution Amend Budget CAO Stamp

CONTACT
Shawny K. Williams, Chief of Police (707) 648-4540
[email protected]
Approved as to form:

By: for
Veronica Nebb, City Attorney
RESOLUTION NO.

A RESOLUTIONOF THE CITY COUNCIL OF THE CITY OF VALLEJO AMENDING THE FISCAL YEAR 2022/2023 BUDGET TO RECOGNIZE REVENUE FROM THE CALIFORNIA OFFICE OF TRAFFIC SAFETY IN THE AMOUNT OF $150,000 AND APPROPRIATE EXPENDITURES OF $150,000 FOR SELECTIVE TRAFFIC ENFORCEMENT PROGRAM WHEREAS, in May 2022, the City Council adopted a budget for the Fiscal Year 2022/23; and WHEREAS, the City Charter Section 703 requires that available funds not included in the budget may be appropriated by the City Council after giving one week’s notice of intention to do so; and
WHEREAS, the Police Department has subsequently received a grant award totaling $150,000 from the California Office of Traffic Safety (OTS) for enhanced drug/drunk driving enforcement and education programs; and
WHEREAS, on October 25, 2022, the City Council received a public notice of intent to amend the Office of Traffic Safety Fund #146;
WHEREAS, on October 25, 2022, the City Council adopted a resolution accepting the California Office of Traffic Safety grant totaling $150,000.

NOW, THEREFORE, BE IT RESOLVED that the Council hereby amends the Office of Traffic Safety budget to recognize revenue of $150,000 from a grant award from the California Office of Traffic Safety and appropriates expenditures of $150,000 for the Selective Traffic Enforcement Program.

ACTION ITEM 9.A.

DATE: November 1, 2022
TO: Mayor and Members of the City Council
FROM: Naveed Ashraf, Chief Innovation Officer & IT Director SUBJECT: RECEIVE CITY OF VALLEJO CITYWIDE BROADBAND AND DIGITAL EQUITY RFP

ANALYSIS AND ADOPT RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER

INTO A CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SMART FIBER NETWORKS, INC. IN AN AMOUNT NOT TO EXCEED $300,000.

RECOMMENDATION

1. Receive CTC Technology & Energy analysis and recommendations regarding the City of Vallejo Citywide Broadband and Digital Equity Request for Proposals (RFP) and provide directions to the staff.

REASONS FOR RECOMMENDATION
CTC Technology & Energy analyzed proposals from six respondents to the RFP and, based on this analysis, has provided recommendations on how to proceed with the City’s stated infrastructure goals, as set forth in the 2022 Fiber Master Plan and Digital Equity Strategy. (See Attachment No. 1.) CTC’s analysis provides guidance which has informed staff’s decision-making regarding the Citywide Fiber project.

BACKGROUND AND DISCUSSION
The City of Vallejo released the Citywide Fiber RFP on June 24, 2022 and received six responses by the close of the RFP on August 18, 2022, in addition to communications from Comcast regarding their existing services and plans for upgrading their network.

The City received proposals from the following entities:

1. Smart Fiber Networks (full response to all features of the RFP: connect municipal facilities with fiber, provide operations and management of the City-owned fiber network, provide internet services utilizing the municipal network, complete a fiber loop, provide community WiFi, build fiber-to-the-premises in the areas outlined in the RFP)

2. SiFi Networks (citywide fiber-to-the premises only)

3. AT&T (fiber-to-the premises in a specific area of the City only)

4. SmartWave Technologies (public WiFi only)

5. Ubicquia (community WiFi only)

6. CCI (not responsive to the RFP)

7. Comcast Sent a letter declining to submit a response.

Date: November 1, 2022
Subject: RECEIVE CITY OF VALLEJO CITYWIDE BROADBAND AND DIGITAL EQUITY RFP

ANALYSIS AND ADOPT RESOLUTION AUTHORIZING THE CITY MANAGER TO

ENTER INTO A CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SMART FIBER NETWORKS, INC. IN AN AMOUNT NOT TO EXCEED $300,000.

Page 2 ends

In its memorandum, CTC, the City's consultant hired to assist with evaluating the proposals, discusses its concerns regarding the number of complete responses to the RFP, but acknowledges that Smart Fiber Networks’ performance to-date may indicate its suitability for continuing in that role in spite of concerns about its lack of experience in some areas and its proposed pricing structure.

City-Owned Fiber
CTC acknowledges the role Smart Fiber Networks has played in operating the City-owned network on an interim basis. Smart Fiber Network has worked with the City for the past 10 months as the City's interim service provider. Smart Fiber Network staff has been able to stand up a new network and has demonstrated its technical capabilities to perform the tasks asked by the City. City staff is recommending an ISP (Internet Service Provider) contract to be awarded. The contract is attached for council's consideration. Highlights of the ISP contract are as follows:
 60/40 split on all retail and residential customer revenue. Smart Fiber with 60% and City with 40% revenue sharing.
 $20,000 per year towards marketing and advertising for VallejoNet.  $200,000 to be spent for the duration of the contract for equipment and maintenance for VallejoNet.  Smart Fiber Network to service VallejoNet customers.

Construction of Fiber Facilities
Smart Fiber Networks was the only respondent to this portion of the RFP, and CTC feels that due to its extensive construction oversight experience, the company could undertake these efforts subject to robust contracts that protect the City. Any future construction contract with Smart Fiber Networks should include robust technical oversight by the City and require detailed reporting and network documentation from the company. A construction contract will be brought before the council at a later date.

Construction and Operations of Public WiFi
The City received bids from both Smart Fiber Networks and SmartWave Technologies for this portion of the RFP.

While Smart Fiber Networks offered few details, experience, or credentials regarding a WiFi solution, due to the commodity nature of the work, it should find a competent partner to implement deployment. Operations of a community WiFi network are not as complex as providing ISP service over a fiber-to-the-premises network, and while Smart Fiber Networks lacks experience, the interdependence of the WiFi network and fiber connectivity could make working with the same vendor advantageous.

The City should request from Smart Fiber Networks both a separate cost estimate for operations and maintenance of the public WiFi and more technical details for their proposed solution including equipment details, core network infrastructure, necessary fiber connections, and the operational model for service delivery and ongoing improvement.

Alternatively, the City could rebid this component of the work separately to secure the most competitive pricing. The construction contract will be brought before the council at a later date.

Fiber-to-the-Premises
CTC recommends that the City continue to engage with companies that have signaled an interest in investing private capital in Vallejo and to encourage private investment to supplement the City’s own efforts.

Date: November 1, 2022
Subject: RECEIVE CITY OF VALLEJO CITYWIDE BROADBAND AND DIGITAL EQUITY RFP

ANALYSIS AND ADOPT RESOLUTION AUTHORIZING THE CITY MANAGER TO

ENTER INTO A CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SMART FIBER NETWORKS, INC. IN AN AMOUNT NOT TO EXCEED $300,000.

Page 3 ends

Three companies have signaled in recent months their interest in potentially investing private capital in Vallejo.

These are AT&T, Sonic, and SiFi Networks. CTC recommends that the City encourage all three.

While AT&T proposed that it would invest in return for a substantial City grant, CTC recommends that the City enter discussions with AT&T to determine ways that the City can facilitate the company’s ongoing FTTP construction without the direct investment of public funds proposed in its response.

SiFi provided a response regarding its interest in building a citywide fiber project with its own funds, with no required City investment. While SiFi is a relatively new and untested entity, CTC recommends the City work with SiFi to determine how the City might support those plans. The SiFi business model is relatively untested, but given that the investment would be private, the risk to the City would be minimal.

Finally, although Sonic did not respond to the Citywide Fiber RFP, CTC recommends that the City continue conversations with them. Sonic does not operate networks owned by other entities, but any plans they might have for fiber-to-the-premises projects in the City of Vallejo could be facilitated by the City.

FISCAL IMPACT
There is no fiscal impact on the general fund. The funds for broadband have been allocated through ARPA funds. The City is in the process of pursuing several grant opportunities that will be used to build and further enhance the citywide broadband infrastructure.

ATTACHMENTS

1. Reso Authorizing CM to Execute Consultant Agreement with Smart Fiber Networks_CAO Stamp

2. COV-SFN-ISP-Contract_CAO Stamp

3. CTC-Memo-RFP-Analysis

CONTACT
Naveed Ashraf, Chief Innovation Officer & IT Director (707) 648-4468 [email protected]
RESOLUTION NO. 22-______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO AUTHORIZING THE CITY

MANAGER TO EXECUTE A CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT WITH SMART FIBER NETWORKS, INC. IN THE AMOUNT OF $300,000
WHEREAS, on June 24, 2022, the City of Vallejo released the Citywide Fiber RFP seeking qualified respondents who could operate and serve customers over existing City fiber, build new fiber with City funds in priority residential areas and to additional City facilities, operate and serve customers over the new fiber, build and operate Wi-Fi at key locations within the City, and build fiber-to-the-premises in other areas of the City, thus increasing the broadband available in Vallejo through private investment; and WHEREAS, by the close of the RFP on August 18, 2022, the City had received seven responses, but only one of the respondents, Smart Fiber Networks, Inc., addressed all of the elements set forth in the RFP; and WHEREAS, Smart Fiber Networks, Inc. is currently operating the City’s existing fiber and City staff is pleased with its technical capabilities and responsiveness.

WHEREAS, Columbia Telecommunications Corporation (CTC), retained by the City to evaluate the responses to the RFP, recommends proceeding with Smart Fiber Networks, Inc. in its current role, provided the company is compensated based on a share of revenues generated from the network—thus ensuring that the company profits only if it performs well as the operator of the network and commercialization partner to the City; and WHEREAS, the proposed Consultant and Professional Services Agreement with Smart Fiber Networks, Inc. includes a revenue-sharing component, with the City receiving 40% of the revenue generated by the Consultant, with certain implementation costs to be paid by the City.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Vallejo hereby authorizes the City Manager to execute a Consultant and Professional Services Agreement with Smart Fiber Networks, Inc. for an amount not to exceed $300,000, including the revenue share component, to operate the City's fiber network and service retail and residential customers within the City.

Adopted by the City Council of the City of Vallejo at a regular meeting held on November 1, 2022, with the following vote:

AYES:

NOES:

ABSENT:
____________________________________
ROBERT H. McCONNELL, MAYOR

ATTEST: _____________________________________
DAWN G. ABRAHAMSON, CITY CLERK
CITY OF VALLEJO & SMART FIBER NETWORKS 1

CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT
This Consultant and Professional Services Agreement ("Agreement") is made at Vallejo, California, dated for reference this 1st day of November, 2022, by and between the City of Vallejo, a municipal corporation ("City"), and Smart Fiber Networks, Inc., a California corporation (“Consultant”), who agree as follows:

1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide the City professional services as specified in Exhibit A, entitled “Scope of Work.”

2. Payment. City shall pay Consultant for services rendered pursuant to this Agreement at the times and in the manner set forth in Exhibit B, entitled “Compensation.” The payments specified in Exhibit B shall be the only payments to be made to Consultant for services rendered pursuant to this Agreement.

3. Facilities and Equipment. Consultant shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing services pursuant to this Agreement.

4. Indemnification. Consultant shall indemnify, hold harmless, and defend City, its officers, officials, directors, employees, agents, volunteers and affiliates and each of them from any and all claims, demands, causes of action, damages, costs, expenses, actual attorney’s fees, consultant’s fees, expert fees, losses or liability, in law or in equity, of every kind and nature whatsoever arising out of or in connection with Consultant’s operations, or any subcontractor’s operations, to be performed under this agreement for Consultant’s or subcontractor’s tort negligence including active or passive, or strict negligence, including but not limited to personal injury including, but not limited to bodily injury, emotional injury, sickness or disease, or death to persons and/or damage to property of anyone, including loss of use thereof, caused or alleged to be caused by any act or omission of Consultant, or any subcontractor, or anyone directly or indirectly employed by any of them or anyone for the full period of time allowed by the law, regardless to any limitation by insurance, with the exception of the sole negligence or willful misconduct of the City.

The provisions of this section shall survive the expiration or termination of this

CITY OF VALLEJO & SMART FIBER NETWORKS 2
Agreement.

5. Insurance Requirements. Consultant agrees to comply with all of the Insurance Requirements set forth in Exhibit C, entitled “Insurance Requirements for Consultant.” Failure to maintain required insurance at all times shall constitute a default and material breach.

6. Accident Reports. Consultant shall immediately report (as soon as feasible, but not more than 24 hours) to the City Risk Manager any accident or other occurrence causing injury to persons or property during the performance of this Agreement. The report shall be made in writing and shall include, at a minimum: (a) the names, addresses, and telephone numbers of the persons involved, (b) the names, addresses, and telephone numbers of any known witnesses, (c) the date, time, and description of the accident or other occurrence.

7. Conflict of Interest. Consultant warrants and represents that to the best of its knowledge, there exists no actual or potential conflict between Consultant’s family, business, real property or financial interests and the services to be provided under this Agreement. Consultant shall comply with the City of Vallejo Conflict of Interest Code and not enter into any contract or agreement during the performance of this Agreement which will create a conflict of interest with its duties to City under this Agreement. In the event of a change in Consultant’s family, business, real property, or financial interests occurs during the term of this Agreement that creates an actual or potential conflict of interest, then Consultant shall disclose such conflict in writing to City. Every individual who performs services on behalf of Consultant pursuant to this Agreement must file a full Statement of Economic Interests (also known as Form 700) with the City Clerk if the work of the individual involves making a governmental decision whether to issue, deny, suspend, or revoke any permit, license, application, certificate, approval, order, or similar authorization or entitlement; authorizes the City to enter into, modify, or renew a contract; grants City approval of specifications for a contract; adopts or approves for the City any policy, standard or guideline; lobbies on behalf of the City, or performs the same or substantially all the same duties for the City that would otherwise be performed by an individual holding a position specified in the City’s Conflict of Interest Code.

8. Independent Contractor. Consultant is an independent contractor.

Neither Consultant nor any of Consultant’s officers, employees, agents, or subcontractors, if any, is an employee of City by virtue of this Agreement or performance of any services pursuant to this Agreement. City shall have the right to control Consultant only insofar as the results of Consultant’s services rendered pursuant to this Agreement; however, City shall not have the right to control how Consultant accomplishes services pursuant to this Agreement.

CITY OF VALLEJO & SMART FIBER NETWORKS 3

9. Licenses, Permit, Etc. Consultant represents and warrants to City that all consultant services shall be provided by a person or persons duly licensed by the State of California to provide the type of services to be performed under this Agreement and that Consultant has all the permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to City that it shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession.

10. Business License. Consultant, and its subcontractors, has obtained or agrees to apply prior to performing any services under this Agreement to City’s Finance Department for a business license, pay the applicable business license tax and maintain said business license during the term of this Agreement. The failure to obtain such license shall be a material breach of this Agreement and grounds for termination by City. No payments shall be made to Consultant until such business license(s) has been obtained.

11. Standard of Performance. Consultant shall provide products and perform all services required pursuant to this Agreement in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised under similar conditions by a member of Consultant’s profession currently practicing in California.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work, including without limitation applicable federal, state, and local laws and regulations, and all other contingencies or considerations.

Consultant’s responsibilities under this section shall not be delegated. Consultant shall be responsible to City for acts, errors, or omissions of Consultant’s subcontractors.

Consultant is responsible for making an independent evaluation and judgment of all conditions affecting performance of the work and shall prepare plans, reports, and/or other work products in such a way that additional costs will not be incurred beyond a project budget approved or amended by the City Manager or his or her designee.

Whenever the scope of work requires or permits review, approval, conditional approval or disapproval by City, it is understood that such review, approval, conditional approval or disapproval is solely for the purposes of administering this CITY OF VALLEJO & SMART FIBER NETWORKS 4
Agreement and determining whether the Consultant is entitled to payment for such work, and not be construed as a waiver of any breach or acceptance by the City of any responsibility, professional or otherwise, for the work, and shall not relieve the Consultant of responsibility for complying with the standard of performance or laws, regulations, industry standards, or from liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of Consultant.

12. Force Majeure. Neither party shall be considered in default of this Agreement to the extent performances are prevented or delayed by causes or circumstances beyond either party’s reasonable control, such as war, riots, strikes, lockouts, work slowdown or stoppage, acts of God, such as floods or earthquakes, and electrical blackouts or brownouts.

In the event that the Consultant is unable to meet the completion date or schedule of services, Consultant shall immediately inform the City Representative of this in writing. If additional time is required to perform the work, the City Representative may adjust the schedule.

13. Time is of the Essence. Time is of the essence in this Agreement. Any reference to days means calendar days, unless otherwise specifically stated.

14. Personnel. Consultant agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement.

The payment made to Consultant pursuant to this Agreement shall be the full and complete compensation to which Consultant and Consultant’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Consultant nor Consultant’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Consultant. The City shall not be required to pay any workers' compensation insurance on behalf of Consultant.

Consultant shall pay, when and as due, any and all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

15. Consultant Not Agent. Except as authorized under this Agreement or as City may authorize in a letter of authorization signed by the City Manager or his or her designee, Consultant shall have no authority, express or implied to act on behalf CITY OF VALLEJO & SMART FIBER NETWORKS 5
of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, under this Agreement, to bind City to any obligation whatsoever.

16. Term. The term of this Agreement shall commence on November 1st, 2022 and shall continue in full force and effect until October 31, 2027.

City shall, at its discretion, have the right to extend the term of this Agreement, in intervals of one year, by written notice to consultant. The total duration of this Agreement, including the exercise of any options under this section, shall not exceed six (6) years.

If the term of this Agreement extends into fiscal years subsequent to that in which it is approved, such continuation of the Agreement is contingent on the appropriation of funds for such purpose by the City Council of the City of Vallejo.

If funds to effect such continued payment are not appropriated, Consultant agrees to terminate any services supplied to City of Vallejo under this Agreement, and relieve City of any further obligation therefore.

17. Termination or Abandonment by City. The City has the right, at any time and in its sole discretion, to immediately terminate or abandon any portion or all of the services to be provided under this Agreement by giving notice to consultant.

Upon receipt of a notice of termination, Consultant shall perform no further work except as specified in the notice. Before the date of termination, Consultant shall deliver to City all City records and documents, all work product, whether completed or not, as of the date of termination and not otherwise previously delivered.

The City shall pay Consultant for services performed in accordance with this Agreement before the date of termination. If this contract provides for payment of a lump sum for all services or by task and termination occurs before completion of the work or any defined task which according to the performance schedule was commenced before the notice of termination, the fee for services performed shall be based on an amount mutually agreed to by City and Consultant for the portion of work completed in conformance with this Agreement before the date of termination. In addition, the City will reimburse Consultant for authorized expenses incurred and not previously reimbursed. The City shall not be liable for any fees or costs associated for the termination or abandonment except for the fees, and reimbursement of authorized expenses, payable pursuant to this section.

18. Products of Consulting Services. The work product, including without limitation, all writings, work sheets, reports, recordings, drawings, files, detailed calculations and other work products, whether complete or incomplete, of Consultant resulting from services rendered pursuant to this Agreement, shall CITY OF VALLEJO & SMART FIBER NETWORKS 6
become the property of City. Consultant agrees that all copyrights which arise from creation of the work under this Agreement shall be vested in the City and waives and relinquishes all claims to copyright or other intellectual property rights in favor of the City. City acknowledges that its use of the work product is limited to the purposes contemplated by the scope of work and that the Consultant makes no representation of the suitability of the work product for use in or application to circumstances not contemplated by the scope of work.

Documents submitted to the City in electronic format shall be formatted according to specifications provided by the City, or if not otherwise specified, in Microsoft Word, Excel, PowerPoint or other Microsoft Office Suite (2002) format as appropriate for the particular work product or, if directed by the City Representative in Adobe Acrobat PDF format.

19. Cooperation by City. City shall, to the extent reasonable and practicable, assist and cooperate with Consultant in the performance of Consultant’s services hereunder.

20. Assignment and Subcontracting. Consultant shall not subcontract, assign or transfer voluntarily or involuntarily any of its rights, duties or obligation under this Agreement without the express written consent of the City Manager or his or her designee in each instance. Any attempted or purported assignment of any right, duty or obligation under this Agreement without said consent shall be void and of no effect.

If subcontracting of work is permitted, Consultant shall pay its subcontractor within ten (10) days of receipt of payment by City for work performed by a subcontractor and billed by the Consultant. Use of the term subcontractor in any other provision of this contract shall not be construed to imply authorization for Consultant to use subcontractors for performance of any service under this Agreement.

The City is an intended beneficiary of any work performed by Consultant’s subcontractor for purposes of establishing a duty of care between the subcontractor and City.

Any subcontractor or assignee consented to by City shall be bound by all terms and conditions of this agreement and the same shall be incorporated into and made a part of any assignment or subcontractor agreement.

21. Successors and Assigns. All terms, conditions, and provisions of this Agreement shall apply to and bind the respective heirs, executors, administrators, successors, and assigns of the parties. Nothing in this section is intended to affect the limitation on assignment.

CITY OF VALLEJO & SMART FIBER NETWORKS 7

23. Non-Discrimination/Fair Employment Practices.
(a) Consultant shall not, because of race, religious creed, color, sex, national original, ancestry, disability, medical condition, age, marital status or sexual orientation of any person, refuse to hire or employ, or to bar or discharge from employment, or to discriminate in compensation, or in terms, conditions or privileges any person, and every employee will receive equal opportunity for employment and shall be granted equal treatment with respect to compensation, terms, conditions or other privileges of employment, without regard to his race, religious creed, color, sex, national origin, ancestry, or disability, medical condition, age, marital status or sexual orientation.

Consultant warrants and represents it is an equal opportunity employer and agrees it shall not discriminate on the basis of race, religious creed, color, sex, national origin, ancestry, disability, medical condition, age, marital status or sexual orientation in the selection and retention of employees, subcontractors or procurement of materials or equipment.

In all solicitations either by competitive bidding or negotiations made by Consultant for work to be performed under any subcontract, including procurement of materials or equipment, each potential subcontractor or supplier shall be notified by Consultant of Consultant’s obligation under this Agreement relative to nondiscrimination and fair employment practices.

Consultant shall include the above provisions of this section in every subcontract, including procurement of materials or equipment.
(b) Consultant agrees to comply with Title VII of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, the Americans with Disabilities Act of 1990, any other applicable federal and state laws and regulations and City ordinances and regulations hereinafter enacted.

24. Notices. All notices or instruments required to be given or delivered by law or this Agreement shall be in writing and shall be effective upon receipt thereof and shall be by personal service or delivered by depositing the same in any United States Post Office, registered or certified mail, postage prepaid, addressed to:

If to City:Naveed Ashraf
Chief Innovation Officer & IT Director
Information Technology
555 Santa Clara Street
Vallejo, CA 94590
CITY OF VALLEJO & SMART FIBER NETWORKS 8
If to Consultant:Stephen Stukas
Smart Fiber Networks
77 Van Ness Ave #101
San Francisco, CA 94102
Any party may change its address for receiving notices by giving written notice of such change to the other party in accordance with this section.

Routine administrative communications shall be made pursuant to section 1 of Exhibit A.

25. Integration Clause. This Agreement, including all Exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. This Agreement shall not be amended or modified except by a written agreement executed by each of the parties hereto.

26. Severability Clause. Should any provision of this Agreement ever be deemed to be legally void or unenforceable, all remaining provisions shall survive and be enforceable.

27. Law Governing. This Agreement shall in all respects be governed by the law of the State of California without regard to its conflicts of law rules. Litigation arising out of or connected with this Agreement shall be instituted and maintained in the courts of Solano County in the State of California or in the United States District Court, Eastern District of California, Sacramento, California, and the parties consent to jurisdiction over their person and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts.

28. Waiver. Waiver by either party of any default, breach or condition precedent shall not be construed as a waiver of any other default, breach or condition precedent or any other right hereunder.

29. Ambiguity. The parties acknowledge that this is a negotiated agreement, that they have had the opportunity to have this Agreement reviewed by their respective legal counsel, and that the terms and conditions of this Agreement are not to be construed against any party on the basis of such party's draftsmanship thereof.

30. Gender. All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural, as the identifications of the person or persons, firm or firms, corporation or corporations may require.

CITY OF VALLEJO & SMART FIBER NETWORKS 9

31. Headings. The section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement.

32. Compliance with Laws. Consultant will comply with all statutes, regulations and ordinances in the performance of all services under this Agreement.

33. Confidentiality of City Information. During the performance of services under this Agreement, Consultant may gain access to and use City information regarding, but not limited to, procedures, policies, training, operational practices, and other vital information (hereafter collectively referred to as "City Information") which are valuable, special and unique assets of the City. Consultant agrees that it will not use any information obtained as a consequence of the performance of services under this Agreement for any purpose other than the fulfillment of Consultant’s scope of work , to protect all City Information and treat it as strictly confidential and proprietary to City, and that it will not at any time, either directly or indirectly, divulge, disclose or communicate in any manner any City Information to any third party, other than its own employees, agents or subcontractors who have a need for the City Information for the performance of services under this Agreement, without the prior written consent of City, or as required by law.

Consultant shall treat all records and work product prepared or maintained by Consultant in the performance of this Agreement as confidential.

A violation by Consultant of this section shall be a material violation of this Agreement and will justify legal and/or equitable relief.

Consultant’s obligations under this section shall survive the completion of services, expiration or termination of this Agreement.

34. News and Information Release. Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Representative.

35. City Representative. The City Representative specified in Exhibit A, or the representative's designee, shall administer this Agreement for the City.

36. Counterparts. The parties may execute this Agreement in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument.

CITY OF VALLEJO & SMART FIBER NETWORKS 10

37. Facsimile Signature; Electronic Signature. This Agreement shall be binding upon the receipt of facsimile signatures or e-mailed by PDF or otherwise. Any person transmitting his or her signature by facsimile or electronically shall promptly send an original signature to the other party pursuant to the notice provision of this Agreement. The failure to send an original shall not affect the binding nature of this Agreement.

38. Authority. The person signing this Agreement for Consultant hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Consultant.

39. Exhibits. The following exhibits are attached hereto and incorporated herein by reference:

Exhibit A, entitled “Scope of Work,” including attachments Exhibit B, entitled “Compensation,” including attachments Exhibit C, entitled “Insurance Requirements,” including attachments [SIGNATURES ON FOLLOWING PAGE]
CITY OF VALLEJO & SMART FIBER NETWORKS 11
IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year shown below the name of each of the parties.

Smart Fiber Networks, Inc.
a California corporation
By:

Stephen Stukas
CEO
DATE:

Vallejo Business License No.
(City Seal)

CITY OF VALLEJO,
a municipal corporation
By:

Mike Malone
City Manager
DATE:

ATTEST:

By:

Dawn Abrahamson
City Clerk
APPROVED AS TO CONTENT:

Naveed Ashraf
Chief Innovation Officer & IT Director
APPROVED AS TO FORM:

Veronica Nebb
City Attorney
APPROVED AS TO INSURANCE:

Armond Sarkis
Risk Manager

EXHIBIT A

SCOPE OF WORK

1. Representatives. The City Representative for this Agreement is:

Naveed Ashraf
Chief Innovation Officer & IT Director
Information Technology
555 Santa Clara Street
Vallejo CA 94590
707-648-4468
[email protected]
The Consultant’s Representative for this Agreement is:

Stephen Stukas
Internet Service Operator
Smart Fiber Networks
77 Van Ness Ave #101
San Francisco, CA 94102
888-793-4237
[email protected]
All routine administrative communications between the parties will be between the above-named representatives and may be by personal delivery, mail, facsimile transmission, or electronic mail as agreed between the Consultant Representative and City’s Representative.

2. Services to be Provided. The services provided shall be as set forth in Attachment-1, attached hereto and incorporated herein by this reference.

3. Time for Performance. Consultant will perform all services by October 31, 2027.

4. Key Personnel. All of the individuals identified below are necessary for the successful prosecution of the services due to their unique expertise and depth and breadth of experience. There shall be no change in the personnel listed below, without written approval of the City Representative. Consultant recognizes that the composition of this team was instrumental in the City’s decision to award the work to Consultant and that compelling reasons for substituting these individuals must be demonstrated for the City’s consent to be granted. Any substitutes shall be persons of comparable or superior expertise and experience. Failure to comply with the provisions of this section shall constitute a material breach of Consultant’s obligations under this Agreement and shall be grounds for termination.

Key personnel are as follows: Lance David, Stephen Stukas.

EXHIBIT B

COMPENSATION

1. Consultant’s Compensation.

A. Services: City agrees to pay Consultant, at the rate(s) specified below, for those services set forth in Exhibit A of this Agreement and for all authorized reimbursable expenses, for a total not to exceed Three Hundred Thousand dollars ($300,000).

Consultant shall notify City in writing no later than thirty (30) days prior to the estimated date when Consultant will have billed City the maximum payment amount permitted under this Agreement, and Consultant shall provide City with an estimate of the additional compensation required to complete the project.

B. Additional Services:

1. Additional Services are those services related to the scope of Services of Consultant as set forth in Exhibit A but not anticipated at the time of execution of this Agreement. Additional Services shall be provided only when a Supplemental Agreement authorizing such Additional Services is approved by the City Manager, or his or her designee. City reserves the right to perform any Additional Services with its own staff or to retain other Consultants to perform said Additional Services.

2. Consultant’s compensation for Additional Services shall be based on the total number of hours spent on Additional Services multiplied by the employees' appropriate billable hourly rate as established below. City, at its option, may negotiate a fixed fee for some or all Additional Services as the need arises. Where a fixed fee for Additional Services is established by mutual Agreement between City and Consultant, compensation to consultant shall not exceed the fixed fee amount.

2. Appropriate Billable Hourly Rates for Services and Additional Services. Consultant’s billable hourly rates shall be as listed in Attachment 2, attached hereto, and incorporated herein by this reference.

3. Consultant’s Reimbursable Expenses. Reimbursable Expenses shall be limited to actual reasonable expenditures of consultant for expenses that are necessary for the proper completion of the Services and shall only be payable if specifically authorized in advance by City.

4. Payments to Consultant.

A. Payments to Consultant shall be made within a reasonable time after receipt of Consultant’s invoice, said payments to be made in proportion to services performed. Consultant may request payment monthly. Consultant shall be responsible for the cost of supplying all documentation necessary to verify the monthly billings to the satisfaction of City.

B. All invoices submitted by consultant shall contain the following information:

1. Description of services billed under this invoice

2. Date of Invoice Issuance

3. Sequential Invoice Number

4. City’s Purchase Order Number (if issued)

5. Social Security Number or Taxpayer Identification Number

6. Amount of this Invoice (Itemize all Reimbursable Expenses”)

7. Total Billed to Date
C. Items shall be separated into Services and Reimbursable Expenses.

Billings that do not conform to the format outlined above shall be returned to consultant for correction. City shall not be responsible for delays in payment to consultant resulting from Consultant’s failure to comply with the invoice format described above.

D. Request for payment shall be sent to:

Naveed Ashraf
Chief Innovation Officer & IT Director
Information Technology
555 Santa Clara Street
Vallejo CA 94590

5. Accounting Records of Consultant. Consultant shall maintain for three (3) years after completion of all services hereunder, all records under this Agreement, including, but not limited to, records of Consultant’s direct salary costs for all Services and Additional Services performed under this Agreement and records of Consultant’s Reimbursable Expenses, in accordance with generally accepted accounting practices. Consultant shall keep such records available for audit, inspection and copying by representatives of the City’s Finance Department or other government agencies during regular business hours upon twenty-four (24) hours’ notice.

The obligations of consultant under this section shall survive this Agreement.

6. Taxes. Consultant shall pay, when and as due, all taxes incurred as a result of Consultant’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.

7. Taxpayer Identification Number. Consultant shall provide City with Consultant’s complete Request for Taxpayer Identification Number and Certification, Form W-9, as issued by the Internal Revenue Service, and any other State or local tax identification number requested by City.

EXHIBIT C

INSURANCE REQUIREMENTS
Consultant shall procure and maintain for the duration of this Agreement, including any extensions thereto, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of services hereunder by the Consultant, their agents, representatives, or employees or subcontractors.

1. Minimum Scope of Insurance. Coverage shall be at least as broad as:

A. Insurance Services Office form number GL 0002 covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).

B. Insurance Services Office form number CA 0001 covering Automobile Liability, code 1 any auto and endorsement CA 0025.

C. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.

D. Professional Liability insurance appropriate to the Consultant’s profession (Errors and Omission).

2. Minimum Limits of Insurance. Consultant shall maintain limits no less than:

A. General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

B. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.

C. Workers’ Compensation and Employer's Liability: $1,000,000 per accident for bodily injury or disease. If Consultant is not subject to California Workers’ Compensation requirements, Consultant shall file a completed certificate of exemption form which may be obtained from the City prior to commencing any activity authorized hereunder.

D. Professional Liability (Errors and Omission): $1,000,000 combined single limit per occurrence, and annual aggregate.

3. Deductible and Self-Insured Retention. Any deductibles or self-insured retention must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City of Vallejo, its officers, officials, employees and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

4. Other Insurance Provisions. The general liability and automobile liability policies, as can be provided, are to contain, or be endorsed to contain, the following provisions:

A. The City of Vallejo, its officers, officials, employees, agents and volunteers are to be covered as additional insureds as respects; liability, including defense costs, arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Vallejo, its officers, officials, employees, agents or volunteers. The insurance is to be issued by companies licensed to do business in the State of California.

B. For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Vallejo, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City of Vallejo, its officers, officials, employees, agents, or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.

C. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents, or volunteers.

D. The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

E. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

F. The workers’ compensation and employer’s liability policy required hereunder shall be endorsed to state that the workers' compensation carrier waives its right of subrogation against City, its officers, officials, employees, agents and volunteers, which might arise by reason of payment under such policy in connection with Consultant’s performance under this Agreement.

5. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII.

6. Verification of Coverage. Consultant shall furnish the City with certificates of insurance and original endorsements effecting general and automobile liability insurance coverage required by this clause. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences.

7. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

8. Payment Withhold. City will withhold payments to Consultant if the certificates of insurance and endorsements required in Paragraph F, above, are canceled or Consultant otherwise ceases to be insured as required herein.

ATTACHMENT-1

SCOPE OF WORK OPEN ACCESS NETWORK
Smart Fiber Networks will provide ongoing management under our ISP DBA of “Syber Fiber”. Syber Fiber will provide all operational support services as necessary to operate the ISP Network (VallejoNet) for the City of Vallejo, including but not limited to:

1. All activities associated with layer 1 installations as well as layer 2, and 3 network management.

2. Subscriber installation and ongoing customer support. Smart Fiber Network will be responsible for all wiring and construction necessary to connect units from the connection panel in telecommunications room or demarcation point with the business premises.

3. NOC implementation.

4. Supervise and control the purchase of all materials and supplies for ISP operations.

5. Acquire, lease, dispose of, and repair network equipment and assets related to ISP operations.

6. Manage costs and pricing on a customer-by-customer basis.

7. Strive to answer all inbound customer phone calls within 90 seconds, and all inbound emails within 24 hours.

8. All fiber shall be ITU-T G.652.D or better. All splices shall be of the fusion type. Splices shall have an optical attenuation of no more than 0.1 dB at both 1550 nm and 1310 nm.

9. On a monthly basis, Smart Fiber Networks shall provide to City a written report including at least the following information:
(a) a list of Subscribers activated by Smart Fiber Networks/Syber Fiber or other outside contracted Service Providers during the previous month, including physical address.
(b) a list of Subscribers deactivated by Smart Fiber Networks/Syber Fiber or other outside contracted Service Providers during the previous month, including physical address.
(c) a net Subscriber count, as of the last day of each month cumulatively. (d) the breakdown of all incoming profits from monthly subscribers from Smart Fiber Networks/Syber Fiber or other outside contracted Service Providers.
(e) any other information that the city may reasonably require.

Commented [LZ1]: I'm not sure what this means.

Commented [LZ2R2]: What are you asking the consultant to do? How do we measure satisfactory performance?
Commented [NA3R2]: We are building a broadband network for the benefits of our citizens. This means that we can offer different prices to different people. For example a low income household or a non-profit can be given a cheaper rate than a normal retail or business.

Assets include the following:
●Any and all City owned or controlled conduit, vaults, and cabinets throughout the City and surrounding area.
●Any and all fiber optic cables owned or controlled by the City. ●City owned or controlled signal lights poles, and street lighting poles. ●Access to the following City owned or controlled facilities for use to benefit the network:

Location Name Address
City Hall 555 Santa Clara St
Housing Authority 200 Georgia St.

Police Department 111 Amador St.

Public Works Corp Yard 111 Amador St.

Fire Admin Mare Island 970 Nimitz Ave.

Station 21 1220 Marin St.

Station 22 700 5th St.

Station 23 900 Redwood St.

Station 24 1005 Oakwood Ave.

Station 25 595 Mini Dr.

Station 26 1335 Fulton Ave
Station 27 1585 Ascot Ct.

Fire Training Curtola Parkway703 Curtola Parkway
VPD 400 Mare Island 400 Mare Island Way
VPD Code Enforcement 2 Florida St.

Vallejo Water Division 202 Fleming Hill Rd.

Vallejo Municipal Marina42 Harbor Way
VPD Capital CRT 1155 Capital St.

VPD Traffic 452 Gilchrest Ave.

Parking Garage 270 Mare Island Way
Mare Island Bridge Mare Island Causeway
Marina Building 7 1 Harbor Way?
VPD Evidence 505 Santa Clara St.

Sommerset Tower 2100 Ascot Parkway
Joseph Room 505 Santa Clara St.

Ferry Terminal Building 289 Mare Island Way
ATTACHMENT-2

COMPENSATION & HOURLY RATES
Customer Subscription Revenue
Smart Fiber Networks will collect all monthly revenue from any new customers acquired for the duration of this contract under the DBA of Syer Fiber. Monthly revenue will be split with the City, with Smart Fiber Networks retaining 60% and the City receiving 40%. NRC installation costs will go to Smart Fiber Networks to cover the cost of Installation.

Smart Fiber Networks will bill the City of Vallejo upon connection of each customer location for all applicable equipment and material costs required. This will ensure that the City maintains ownership of CPE devices utilized for customer internet services in the event of ISP changes.

The City of Vallejo will additionally cover costs up to $100,000 over the span of this contract, or $20,000 a year, in Marketing and Sales focused expenses. The city will also allocate $200,000 towards the purchase of CPE devices and costs associated with bringing a new customer online on the city fiber network.

Any additional services requested by the city outside of customer interactions will be billed at Smart Fiber Networks' regular rates, outlined below.

Standard Smart Fiber Networks Rates
Role Rates Rate Type Base Rate
Project Management (All Smart Fiber Networks Team) Hourly $250.00 Project Coordinator Hourly $175.00
Engineering/ Design Hourly $250.00
2 Person OSP Field Crew Hourly $100.00
2 Person Wireless Field Crew Hourly $200.00
After Hours Troubleshooting Hourly $175.00
Standard Splicer Hourly $70.00
Standard ISP Technician Hourly $50.00
Network Technician Hourly $60.00
Prevailing Wage- Splicer Hourly $90.00
Prevailing wage- Technician Hourly $62.00
Sales Weekly $640.00

To: Naveed Ashraf, Chief Innovation Officer
City of Vallejo, California

From: Patrick Mulhearn, Director of Broadband Policy
Teles Fremin, Deputy Chief Technology Officer

Re: Citywide Fiber Request for Proposals Analysis and Recommendations

Date: October 24, 2022

This memorandum summarizes CTC’s analysis of, and recommendations regarding, the responses received to the City of Vallejo’s request for proposals for citywide fiber on August 18, 2022. The City received seven responses, five of which proposed various arrangements for building and operating fiber in Vallejo . The RFP was intended to test the market for a comprehensive solution that would deliver important services to the City , but only one respondent – Smart Fiber Networks, the City’s c urrent interim fiber provider – proposed such a comprehensive project, though several other bidders offered bids for components of the RFP .

Summaries and our analysis of all proposals follow below.

Background
The City’s RFP was designed to test the market to see whether aggregating the City’s buying power could result in competitive bids and even commitments from private entities to invest in the City. Specifically, the RFP sought a partner that would:

1. Operate and serve customers over existing City fiber

2. Build new fiber with City funds in priority residential areas and to additional City facilities

3. Operate and serve customers over the new fiber

4. Build and operate Wi-Fi at key locations

5. Build fiber -to-the-premises in other areas of the City, thus increasing t he broadband available in Vallejo through private investment
The City received only one bid that included all of the elements of the RFP , from Smart Fiber Networks. Smart Fiber Networks has been operating the City’s existing fiber for eight months already—and the City has been very pleased with the company’s performance and responsiveness. However, the company has a modest track record and its proposed pricing would CTC Memo Regarding City of Vallejo Citywide Fiber RFP
2 require ongoing annual financial support from the City rather than establishing an arrangement that would fund the company based on its success in operating the City’s network.

We therefore recommend that, if the City proceeds with Smart Fiber Networks, it require that the company be paid from revenues it generates over the network—thus ensuring that the company holds risk itself and is motivated to perform, rather than being guaranteed revenues from the City. We further recommend that the City develop contracts with the company that protect the City’s investment during construction and give the City maximum flexibility to change operators in the event the Smart Fiber does not perform adequately.

As an alternative approach that would further mitigate risk, the City could award Smart Fiber Networks the operations contract for the existing fiber network, thus enabling it to continue doing the work with which the City is currently satisfied. At the same time, the City could rebid the other parts of the RFP. While that approach adds logistical complexity for the City, it will also help the City mitigate risk and partner with multiple private companies based on their core expertise and interest.

We also strongly recommend that the City engage with the companies that have suggested interest in investing their own funds in deploying fiber in Vallejo without City contribution. While this approach may not align with the City’s desire to own and operate its own fiber network, this is an opportune time to seek private investment in broadband that will accrue to the benefit of the community.

More detailed recommendations are described below.

1. Operations of City-owned fiber
We understand the City is satisfied with the operational support the sole comprehensive RFP respondent, Smart Fiber Networks, is delivering for the internal City fiber network. It appears that this company has the skills—and has proven itself in the past eight months—to operate the City-owned network.

Smart Fiber Networks is relatively new and has modest experience with network operation. The leadership team for the company has a strong track record in managing broadband infrastructure construction projects, but not in operations of a commercial network, competitive broadband service delivery, marketing and sales, and the other elements that were contemplated by the RFP. As a result, the company has an unproven capability to generate revenues from the City’s fiber assets.

Given Smart Fiber Networks’ success to-date in operating the City’s existing fiber, we concur with City sta ff’s interest in proceeding with that company in its current role , but recommend developing pricing for the relationship that would compensate the company based only on a CTC Memo Regarding City of Vallejo Citywide Fiber RFP
3 share of revenues generated from the network —thus ensuring that the company profits o nly if it performs well as the operator of the network and commercialization partner to the City.

A revenue share model could serve to address the concern about the company’s lack of experience with operating larger networks, particularly the fiber- to-the-home network that the City contemplates. A revenue share model would create incentives for the company to maximize the use of the fiber.

We further recommend that contractual arrangements enable the City to formally review company operations frequently, including through full access to records, and to act to terminate the relationship quickly in the event that operations are not satisfactory.

2. Construction of fiber facilities
Smart Fiber Networks also provided a bid to build the City’s contemplated fiber to government facilities and to some residential areas. The management team at Smart Fiber Networks has extensive construction oversight experience and the company could undertake these efforts, subject to robust contracts that protect the City.

We therefore recommend, as a best practice and as a means of avoiding some of the challenges that arose with City’s last partner, that the contracts between the City and company include robust technical oversight by the City and detailed reporting and network documentation obligations by the company.

Further, given the company’s relative newness, should Vallejo proceed with Smart Fiber Networks we recommend that its investment be protected through payment mechanisms that are based on reimbursement following verification of deployment. Alternatively, and consistent with best practices, the City should require a construction bond.

3. Construction and operations of public Wi-Fi
The public Wi-Fi deployment and operations requested by the RFP is considerably simpler than the other functions—and is effectively a commodity, available from many different vendors. The City received a bid from SmartWave Technologies and from Smart Fiber Networks for this work.

Unfortunately, Smart Fiber Network offered few details regarding the Wi-Fi solution and did not provide any experience or credentials for Wi-Fi solutions. However, given the commodity nature of this work, the company may very well have a competent partner in mind for deployment, and operations to the public is not as complex as residential and business ISP services over an FTTP network. While Smart Fiber Networks lacks experience, the interdependence of the Wi -Fi CTC Memo Regarding City of Vallejo Citywide Fiber RFP
4 network and fiber connectivity in some areas could make working with the same vendor as is constructing the network advantageous in other respects.

The City should therefore request from Smart Fiber Networks both separated cost estimate for the operations and maintenance of the public Wi-Fi and more technical details for the proposed public Wi -Fi solut ion—including the equipment details, core network infrastructure, and necessary fiber connections, as well as the operational model for service delivery and ongoing improvement.

Alternatively, the City could rebid this component of the work separately to secure the most competitive pricing.

4. Encourage private investment in fiber-to-the-premises We recommend that the City continue to engage with the companies that have signaled an interest in investing private capital in Vallejo, to encourage this private investment as a supplement to the City’s own efforts. The current moment represents a time in which considerable private capital is being invested in fiber-to-the-premises, and the potential exists to encourage private companies to build this future-proof infrastructure in parts of Vallejo, even as the City proceeds with its own plans for fiber construction and ownership.

Three companies have signaled in recent months their interest in potentially investing private capital in Vallejo. These are AT&T, Sonic, and SiFi Networks. We recommend that the City encourage all of these.

While AT&T proposed that it would invest in return for a substantial City grant, we recommend that the City enter into discussions with AT&T to determine ways that the City can facilitate the company’s ongoing FTTP construction without the direct investment of public funds proposed in their response.

SiFi provided a response regarding its interest to build a citywide fiber project with its own funds, with no required City investment. Whil e SiFi is a relatively new and untested entity, we recommend the City work with SiFi to determine how the City might support those plans. The SiFi business model is relatively untested, but given that the investment would be private, the risk to the City would be minimal.

Finally, we recommend that the City continue conversations with Sonic. Sonic does not operate networks owned by other entities, which may address why it did not respond to the RFP, but we understand that the company is interested in investing its own funds in fiber expansion in Vallejo.

We recommend the City seek to facilitate any plans for development in Vallejo.

CTC Memo Regarding City of Vallejo Citywide Fiber RFP
5 Summary of Proposals
Smart Fiber Networks
Smart Fiber Networks/Syber Fiber is proposing to construct, operate, and maintain an open access City-owned fiber optic network in addition to City-owned public Wi-Fi. The new fiber build would include the completion of a ring for the City’s existing fiber network, connections to City - owned facilities, and priority areas for FTTP deployment.

The City would pay an annual fee for 10 years for operations and maintenance of the public Wi- Fi, FTTP priority areas, and existing and future City fiber network. The City would be responsible for the fiber and public Wi -Fi construction costs in addition to the annual operations and maintenance fees.

As part of the open access network, Smart Fiber is proposing an ISP revenue share model. Smart Fiber will charge ISPs a standard rate for the various customer classes. Smart Fiber would collect a percentage of user fees from the ISPs and share them with the City. Smart Fiber’s own ISP would be an anchor ISP under the same agreement structure offered to other ISPs.

The total costs are outline below:

Category Construction Costs Annual O&M Fee
Fiber Network Ring Completion $1,800,250
$270,227.68 Connections to City Owned Facilities $548,738 Public Wi-Fi $90,714.91
Priority FTTP Areas $891,073

Smart Fiber Networks has coupled the annual O&M fees for all offerings into a single fee.

However, the City should request independent pricing of each service . CTC believes that the annual fee for operations and maintenance presents risk to the City in that the projected take - rate for services is speculative but the proposal lacks a business plan for how the network would be operated and how revenues would be generated to cover the City’s costs.

Awarding the work to Smart Fiber Networks would require the City to make a long -term commitment to pay the company for operations without clear indication from the company about how revenues will be generated to offset the City’s payments. While the company and its existing leadership team might be adept at building the FTTP asset, the lack of any plan for operating and financially sustaining that asset other than ongoing payments from the City of Vallejo constitutes a concern.

Over VallejoNet, Smart Fiber will provide connectivity and services to City facilities and will charge a fee to the entity for this service. The City may wish to provide its own electronics and network CTC Memo Regarding City of Vallejo Citywide Fiber RFP
6 services to City facilities and maintain its own WAN. Therefore, the City should request clarity around the pricing structure of VallejoNet services.

In addition to CTC’s concerns about potential financial risk in their proposed solution, Smart Fiber Networks’ lack of experience developing, operating, and ma intaining a network of this type should be central in the City’s decision- making. Smart Fiber Networks provide d one reference from Atherton Fiber, LLC, for a similar FTTP project in Atherton and Fair Oaks , but the depth of their experience beyond this project is of concern. The Atherton project included building and managing an open access fiber network, enabl ing smart city ecosystems , and contributing to efforts to “b ridge the digital divide,” but did not include a public Wi -Fi component. This is a relatively new company with thin staffing and no middle management. Its limited experience and unproven ability to sca le operations is of serious concern, especially in areas outside of their current expertise and responsibilities.

Smart Fiber proposes to use microtrenching which reduces capital costs and construction time.

This means that operational costs and actual life of the fiber asset is unknown. This is of concern to the City as the risks will be largely on the City. Fiber optic cable is typically expected to last 50 years. Microtrenching involved cleaving a small and relatively shallow ridge into existing pavement, dropping cable inside and covering it back up. However, roadwork and foot and vehicle traffic can result in need to replace and repair fiber that could be very costly and not be remediable on a short -term basis, potentially creating very long outages unl ess the network is designed to be heavily path diverse. The City would need to discuss such risks with Smart Fiber and ensure that it will absorb such risks and mitigate with a robust design and operational plan.

Since the actual build commitments are much smaller for the VallejoNet needs, the City should also request revised quote for more traditional deployments, possibly with requirements for conduit with spare capacity for city and commercial purposes.

SiFi
SiFi is proposing to build a citywide network owned and operated by SiFi at no cost to the C ity.

They are proposing to use an open- access wholesale model and will sele ct ISPs . SiFi is not a service provider and will not provide services directly to residents and businesses. Si Fi has also not provided or outlined an ISP that will provide services immediately upon construction completion (which is anticipated in approximately three years).

SiFi’s response is only for a city wide FTTP network and does not address any of the other requests within the proposal.

CTC Memo Regarding City of Vallejo Citywide Fiber RFP
7 SiFi was established in 2019 , making the company a relatively new entity in the industry. SiFi leverages and relies on the experience and skills of its key subcontractor partnerships and has provided at least one anchor ISPs in their markets. In addition, SiFi has established similar public- private partnerships across 27 different municipalities in the U .S., but none of them have been completely built out and none is fully operation al. Like Smart Fiber, SiFi typically utilizes microtrenching as a way to manage capital costs. This means that operational costs and the actual life of the fiber asset is unknown.

AT&T
AT&T proposes to build only to "priority FTTP areas" as defined by section 4.2.1 of the RFP. AT&T utilized the NTIA’s Indicators of Broadband Map and identified areas for construction that would serve approximately 8,011 locations in Vallejo. AT&T is requesting $2.5 million from the City for the build to the identified priority areas. AT&T will cover 75 percent of the cost. The City will have no ownership of the infrastructure; AT&T will retain full ownership along with operations and maintenance responsibility.

AT&T did not respond to any other aspects of the RFP , nor is their proposed model open access as the City requested.

SmartWave Technologies
SmartWave has submitted a response for public Wi- Fi to be owned by the City . SmartWave is proposing a WiFi-6 solution from Ruckus Networks that relies primarily on fiber for backhaul.

The SmartWave proposal is relying on the City to provide the core network infrastructure (e.g., firewall, DHCP services, router) and ISP services. Their proposal also relies on the outlined fiber infrastructure in the RFP to be built out ( not by SmartWave ) and o perational prior to the deploying of the Wi-Fi equipment. They state that in the event the City wants the Wi-Fi network brought online prior to the deployment of fiber, they can update the network to include point- to-point and point-to- multipoint equipment to support the m esh Wi -Fi infrastructure as an interim means for backhaul. Another thing to note is that certain construction will be required to extend fiber to specific street light locations and that some street light locations may also require remediation to power the Ruckus Wi-Fi equipment. This would be at the expense of the City and something that needs to be captured.

SmartWave offers two cost models. Under the first cost model, the SmartWave team will operate (they state “managed services lease”) for 10 years at an annual cost of $88,957. However, they do not state what is included in this model . Under the second model, the City will operate the network and SmartWave will provide remote support for one year for a total cost of $258,947.

CTC Memo Regarding City of Vallejo Citywide Fiber RFP
8 SmartWave’s lack of interest in providing ISP services would mean an additional cost that is not currently captured. An experienced ISP could provide a business model that includes sufficient monetization to cover some of the capital and operational costs, or alternatively smart city applications of interest to the City. The ability to offer premium Wi-Fi and smart city applications to commercial customers could potentially offset some of those costs for an experienced vendor.

Ubicquia
Ubicquia submitted a proposal for public Wi-Fi that would be owned and operated by the City.

The solution being proposed would turn the streetlights into Wi -Fi 6 routers for the portions of the City identified as priority locations for Wi -Fi in the RFP. The total cost including installation and equipment is $468,078.42. The proposal assumes that the fiber infrastructure will already be built out to all of the “root node/hub” locations in addition to the locations being suitable for mounting the assets provided.

Ubicquia has also proposed a Wi-Fi design for a sample priority FTTP area. The total cost including equipment and installation is $920,554.21.

Additional costs are required for the installation of fiber, core network, and ongoing operations.

CCI
CCI’s proposal lacks clarity on what is being offered and at what price points. CCI include d information on the company’s history, partnerships, references, and a detailed list of equipment specifications. Their proposal does not meet any goals or requirements under the RFP.

Comcast
While Comcast did not respond to the RFP with a proposal for citywide fiber, they did write a letter outlining their plans for their existing cable infrastructure in the City of Vallejo. According to the California Public Utilities Commission,
1 Comcast’s cable infrastructure in the City supports
DOCSIS 3.1 – capable of providing up to 1 Gbps download service –although costs and availability at individual addresses can vary.

Currently Comcast offers gigabit broadband service over their existing cable infrastructure in the City and has plans for offering multi -gigabit symmetrical service at some point in the future as they upgrade their network.

1 “California Interactive Broadband Map .” California Public Utilities Commission , October 10, 2022 , https://www.broadbandmap.ca.gov/
CTC Memo Regarding City of Vallejo Citywide Fiber RFP
9 Comcast also highlighted their low -cost internet programs Internet Essentials, which provides 50/10 Mbps broadband subscriptions to qualifying households for $9.95 a month; and Internet Essentials Plus which offers 100/10 Mbps connections for $29.95 per month.

Like AT&T, Comcast participates in the federal Affordable Connectivity Program, which provides a $30 monthly subsidy to qualifying households to help offset the costs of internet subscriptions—and, when paired with Comcast’s low-cost program, can result in internet service for no cost to the consumer.

CTC Memo Regarding City of Vallejo Citywide Fiber RFP
10 Proposer Cost Benefits Concerns Recommendations
Smart Fiber Networks
• Total upfront costs:
$3,330,776

• Annual O&M:
$270,227.68
• All services proposed

• Revenue share opportunity

• City Owned infrastructure
• Company experience

• Capital cost and operational cost to
the City

• Lack of business model

• FTTP isn’t expanded beyond priority
areas

• Lack of clarity on cost of service
delivery to City facilities
• Request Smart Fiber
Networks disaggregate the
offerings and provide
separate O&M for each

• Request more technical
details for the proposed
public Wi-Fi solution
including the equipment
details, core network
infrastructure, and
necessary fiber connections
SiFi No cost to the City
• Open access FTTP
throughout the City

• No cost to the City/ low
risk to the City

• Company experience (3 years)

• Did not address other aspects of RFP

• No anchor service providers

Enter into discussions about
opportunities for
FTTP/citywide fiber
deployment
AT&T $2,500,000
• Well established company
with experience

• Expand into FTTP Priority
areas
• Not open access

• Did not address other aspects of RFP

Discuss ways City of can
facilitate plans for FTTP
projects
CTC Memo Regarding City of Vallejo Citywide Fiber RFP
11 Proposer Cost Benefits Concerns Recommendations
SmartWave (public Wi-Fi
only)
Model 1: $88,957
annually (10 years)

Model 2: $258,947
upfront
• Company experience

• City-owned
• Reliance on City backend network
and appliances for service delivery

• High cost under managed solution
or operation and maintenance
would be the City’s responsibility

Enter into discussions to
further understand the
requirements on the City and
its core network infrastructure
in addition to the locations
requiring fiber
Ubicquia
$468,078.42 (public
Wi-Fi)

$920,554.21 (sample
priority area)
• Innovative solution using
existing streetlight poles

• City-owned
• Reliance on City backend network
and appliances for service delivery

• High cost

• Operation and maintenance would
be the City’s
Do not recommend engaging

ACTION ITEM 9.B.

DATE: November 1, 2022
TO: Mayor and Members of the City Council
FROM: Veronica A.F. Nebb, City Attorney
Hampton Jackson, Deputy City Attorney II
Terrance Davis, Assistant City Manager
Natalie Peterson, Assistant to the City Manager
SUBJECT: RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY BEING

CONSIDERED TO ADDRESS ABANDONED/UNLICENSED VEHICLES, DUMPING AND

TRASH REMOVAL AND ASSOCIATED OTHER CONDITIONS AND DISCUSS AND

PROVIDE DIRECTION RELATING TO SAME

RECOMMENDATION
Receive report on strategies currently being considered to address abandoned, unlicensed and/or inoperative vehicles, dumping and trash removal and associated other conditions and provide direction relating to same.

REASONS FOR RECOMMENDATION

The City Council requested that staff provide an update concerning abandoned vehicles, illegal dumping, and trash removal. Staff has been developing a series of strategies to attempt to address these issues, and informed Council that we would provide a report on those in process efforts.

BACKGROUND AND DISCUSSION

BACKGROUND

Abandoned vehicles, illegal dumping, trash removal, and associated problems plague the City of Vallejo.

Each of these issues affects the public health and welfare of the community and contributes to blight within the City. The issues also present unique challenges to City staff. Staff from various departments, including the City Manager’s Office, City Attorney’s Office, Public Works, and the Police Department’s Traffic and Community Services Divisions respond to citizen complaints relating to these issues on a daily basis. Despite City staff’s efforts, the problems remain rampant. The following report provides a brief background for each issue and the current state of affairs. Further, the report outlines a more proactive strategy being suggested by staff.

Abandoned Vehicles
Reports of abandoned or inoperative vehicles are the number one complaint received by City staff. These complaints concern the presence of abandoned and/or inoperative vehicles on the public street, not those on private property. The general process for abating these complaints includes receiving a complaint from the public or a City employee, assigning a Traffic Division officer, CSS officer, or cadet to investigate the complaint, and tagging the vehicle for removal if the vehicle is abandoned or inoperative.

In the past three years, the City has received thousands of reports of abandoned or inoperative vehicles. In

Date: November 1, 2022
Subject: RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY BEING

CONSIDERED TO ADDRESS ABANDONED/UNLICENSED VEHICLES, DUMPING

AND TRASH REMOVAL AND ASSOCIATED OTHER CONDITIONS AND DISCUSS

AND PROVIDE DIRECTION RELATING TO SAME

Page 2 ends

2020, the City via the “SeeClickFix” website has received 2,344 complaints of abandoned vehicles; SeeClickFix is a maintenance request app that allows residents to submit issues such as abandoned vehicles, potholes, and illegal dumping. The 2,344 complaints received in 2020, does not include complaints received by various departments and staff directly, such as complaints lodged by a resident who calls to report the issue to City staff. City records indicate that 1,307 abandoned vehicles were towed in 2020. In 2021, the City via See Click Fix received 2.733 reports of abandoned vehicles and towed 1,307 vehicles. As of October 19, 2022, The City via See Click Fix has already received 2,344 complaints of abandoned vehicles and towed 1,102 vehicles. In all, the thousands of reports received each year illustrate how rampant the problem is in the City.

Illegal Dumping
Illegal dumping is the act of disposing of household trash, litter, bulky items, yard trimmings, medical waste, oil, construction materials, hazardous waste or other unwanted materials at a location that is not a permitted disposal facility. Illegal dumping poses significant environmental and economic concerns for cities, and endangers the health and safety of the community. The City of Vallejo is no different: illegal dumping has long been a problem that presents significant environmental, economic, and public health and safety concerns to the residents of Vallejo.

The City addresses illegal dumping through cleanup and removal, education, and enforcement. The public reports Illegal dumping to the Community Services Division and Maintenance Division via SeeClickFix. In 2020, Public Works maintenance crews responded to 2,048 reports of illegal dumping, removed 2,427,250 pounds of illegally dumped items, and spent $484,566. To date, in 2022, the City has received 2,974 reports of illegal dumping, removed 2,032,000 pounds of dumped items (as of 10/25/2022), and is budgeted to spend $520,000.

Trash Removal
In addition to illegal dumping cleanups, the City responds to complaints of trash and debris associated with homeless encampments. Recent federal court cases have imposed significant restrictions on removing homeless individuals camping on public property; however, the City continues to conduct cleanups of and debris removal from encampments in order to address the significant public health conditions as well as safety and quality of life concerns for all of our community.

DISCUSSION OF ITEMS

It is clear that the City presently has a significant challenge in keeping up with the sheer number of complaints we receive on a daily basis. As Council can see from the statistics cited above, the sheer number of reported incidents is overwhelming. In addition, while most cities in California address code enforcement on a complaint driven basis, (which is generally effective relating to issues occurring on private property), this approach has been unsuccessful in keeping up with the sheer number of complaints relating to abandoned vehicles, illegal dumping and trash on public property.

Based upon the above, staff is proposing a series of new strategies to address this ongoing concern.

1. Rotating Proactive Cleanup ProgramThis strategy involves dividing the City into discrete sections for proactive action. Under this strategy, one segment of the City per month will be targeted for cleanup activity on a rotating basis. During each month, the City will regularly visit the designated segment addressing the abandoned, unlicensed and inoperative vehicles, illegal dumping and trash in that section. The following month a different section of the City will be chosen and so on throughout the year. Thereafter, the rotation Date: November 1, 2022
Subject: RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY BEING

CONSIDERED TO ADDRESS ABANDONED/UNLICENSED VEHICLES, DUMPING

AND TRASH REMOVAL AND ASSOCIATED OTHER CONDITIONS AND DISCUSS

AND PROVIDE DIRECTION RELATING TO SAME

Page 3 ends

would begin again with the first segment.

City Sections
Staff proposes dividing the City into twelve (12) segments for the purpose of a pilot rotating proactive cleanup. The proposed segments are divided based on the existing Code Enforcement beats and the concentration of abandoned vehicle and illegal dumping reports from SeeClickFix. The purpose of splitting up the City into twelve segments is to schedule in advance targeted cleanup efforts. Each segment would be targeted during a specific month of the 2023 calendar year. Coordinated cleanups are necessary because various agencies respond to the issues, thus the targeted cleanup would require coordination with the City Manager’s Office, City Attorney’s Office, Public Works, and Code Enforcement. During the targeted period, City staff would concentrate efforts on removing abandoned, unlicensed and inoperative vehicles, cleaning up homeless encampments, and addressing illegal dumping. In addition, “hot spots” throughout the City would continue to receive regular cleanups on an as needed basis.

2. Expanding Citation and Tow Authority Currently, Police Cadets are the primary employees responsible for the removal of vehicles from City streets. At the present time there are only two (2), part-time cadets who investigate reports of abandoned vehicles, tag vehicles for removal, and tow vehicles. In other words, these two cadets are tasked with the tall assignment of investigating the thousands of complaints of abandoned and inoperative vehicles on City streets. (Note, cadets also have other responsibilities: patrol, investigations, evidence, and prisoner transport.) By increasing the number of individuals who can tag vehicles for removal, the City will be able to significantly expedite the removal of abandoned vehicles.

Two strategies for expanding citation and tow authority are being considered. First, increasing the number of Cadets in the Traffic and Community Services Divisions will help to expedite the towing process; and will ensure that an employee is available for both the rotating cleanups and the ‘hot spots”. Second, the City Attorney’s Office is investigating expanding the towing authority under the Vallejo Municipal Code (VMC).

VMC Section 8.12.030 authorizes the police to remove vehicles from public streets. However, under California law, any city employee engaged in the enforcement of parking laws and regulations is authorized to tow vehicles under certain circumstances. California Vehicle Code Section 22651. By adopting a code amendment and authorizing and training additional City staff to tow vehicles, the City would be able to utilize existing staff resources in a more effective way to assist with the rotating cleanups and exponentially reduce the response time to reports of abandoned/inoperative vehicles.

3. Tow Contract EnhancementsThe City Attorney’s Office has been working with VPD’s Traffic Division to revise the current tow contracts to better accommodate the City’s needs. Currently, the City contracts with seven (7) tow companies to remove vehicles. The new tow contract would seek to increase the number of companies contracted with the City, assist with the targeted cleanups, and add additional space for the storage of vehicles, particularly, oversized vehicles.

4. Maintenance Crews’ StaffingPublic Works’ maintenance crews are tasked with cleanups for illegal dumping and trash removal. Public Works employs four (4) full-time maintenance employees. In addition to cleanups and trash removal, maintenance employees are responsible for maintaining City owned property, buildings, and parks throughout the City. However, with the current cleanups and with the planned, rotating segment cleanups, Public Work’s Maintenance Division’s workload has increased and will continue to increase significantly. Consequently, the Maintenance Division would need to hire additional employees to effectively implement the proposed segment cleanups.

There may also be a possibility to explore partnering with one or more non-profit through an RFP process to Date: November 1, 2022
Subject: RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY BEING

CONSIDERED TO ADDRESS ABANDONED/UNLICENSED VEHICLES, DUMPING

AND TRASH REMOVAL AND ASSOCIATED OTHER CONDITIONS AND DISCUSS

AND PROVIDE DIRECTION RELATING TO SAME

Page 4 ends

provide clean-up labor to assist in the rotating cleanups.

5. Recology CollaborationThe City has negotiated a new contract with Recology that will begin in January 2023. Starting in 2023, Recology will assist with cleanups for illegal dumping that occurs on the public right- of-way and will collaborate with the City for the rotating cleanups. This partnership will significantly reduce the time that elapses between dumping and removal in locations throughout the City.

6. Encampment Cleanups
In Vallejo, the increase of encampments on private and public property has raised significant public nuisance and health and safety concerns. These encampments sometimes result in, safety, public roadway, sidewalk, park and recreational access issues that the City and other public agencies are forced to address.

Encampments also pose serious public health and safety threats as a result of the accumulation of trash, illegal drug use, inadequate sanitation, and the presence of rodents and vermin. At the same time, encampments frequently contain an individual’s only belongings, including medicine, important personal documents, and personal mementos. Thus, City officials must be sensitive to the Constitutional rights of the unhoused individuals when addressing the myriad of issues presented by encampments.

Recent federal court cases have further restricted municipalities’ authority to remove individuals from encampments. In Martin v. City of Boise, the Ninth Circuit Court of Appeals issued a unanimous decision, finding that the City of Boise’s prohibition against sleeping in public was a violation of the Eighth Amendment’s prohibition against cruel and unusual punishment when the unhoused individuals have no access to alternative shelter. As a federal constitutional case, the ruling applies to all cities within the Ninth Circuit, including Vallejo. Thus, cities cannot enforce camping/lodging prohibitions except in cases where adequate shelter space is available within its own jurisdiction. Further in Lavan v. City of Los Angeles, the Ninth Circuit Court made clear that, while there is no constitutional right to leave personal property on public property, a City must provide notice before removing unabandoned, personal property of the unhoused (not trash) from public property.

While Martin and Lavan impose significant restrictions on removing unhoused individuals from encampments, they do not leave municipalities without recourse. Municipalities may conduct cleanups of encampments on public property, provided they give advanced notice before conducting cleanups, do not arrest any persons or issue criminal citations, store personal items left in the clean-up area for a designated period, and if removing individuals, provide a list of local facilities/shelters with available beds. Further, municipalities can continue to apply generally applicable laws to homeless persons, such as antilitter laws, laws regarding the use of private property, and criminal laws.

Based upon these limitations, the City has been conducting cleanups of encampments but not removal of individuals; except in a few very specified circumstances where alternate shelter was offered. Cleanups have included disbursement of trash bags and trash pickups, and staff led encampment cleanups to remove trash and abandoned vehicles. (Note, unhoused individuals are asked to identify personal items to be stored and trash to be disposed of.)

The City of Vallejo faces unique challenges with combatting its rising homeless population. As part of the Continuum of Care (CoC), Vallejo, along with the other Solano County cities, utilizes Resource Connect Solano as its coordinated entry system for accessing housing for homeless individuals. However, Resource Connect has not had available shelter beds for the past twelve (12) months, and currently has a lengthy waitlist for available shelter beds.

The City regularly conducts cleanups of encampments. Prior to scheduling a cleanup, the Community Date: November 1, 2022
Subject: RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY BEING

CONSIDERED TO ADDRESS ABANDONED/UNLICENSED VEHICLES, DUMPING

AND TRASH REMOVAL AND ASSOCIATED OTHER CONDITIONS AND DISCUSS

AND PROVIDE DIRECTION RELATING TO SAME

Page 5 ends

Services Division posts 72-Hour Notices at the location notifying individuals of the scheduled cleanup. Public Works’ maintenance crews also provide trash bags prior to cleanups. On the date of the cleanup, Community Service personnel along with members of the City Manager’s Office and/or City Attorney’s Office arrive, prior to maintenance crews, remind the campers of the impending cleanup, and inventory and tag any personal items to be stored. Once maintenance crews arrive, the area is secured, the cleanup begins, trash and debris are removed, and personal items are stored. Maintenance crews also document items that are removed, and properly stores personal items for 90 days.

In response to the unavailability of shelter space, the City has undertaken three projects to address the housing shortage. The Blue Oak Landing Project and the Broadway Project will provide over 120 permanent supportive housing units for those experiencing homelessness. Additionally, the Navigation Center will provide 125 beds for emergency housing.

7. Upgrade of Cameras Relating to Dumping

Staff have also been discussing the possible investment in video cameras with increased functionality which would permit the Neighborhood Law program team to use video footage to more effectively prosecute illegal dumpers. These cameras are extremely expensive, but have increased nighttime function and other capabilities.

8. Develop Community Collaboration Programs Related to Illegal Dumping

Staff has begun exploring ways that the community can assist in the gathering of evidence which could actually be used in the prosecution of illegal dumping cases. This would include an education and outreach program to community and businesses on the gathering and authentication of usable evidence to prosecute illegal dumping cases.

NEXT STEPS AND DIRECTION

Staff is seeking direction from the City Council relating to the strategies identified above. This is also an opportunity for the Community and Council to identify any additional strategies that Council believes merit staff investigation. Based upon the direction provided by Council, staff will bring back to the Council any additional needed information; those strategies that the Council endorses which require further Council action such as budget support, ordinance amendments or RFP authorization.

FISCAL IMPACT
No impact.

ENVIRONMENTAL REVIEW
No impact.

ATTACHMENTS
None

Date: November 1, 2022
Subject: RECEIVE REPORT FROM STAFF REGARDING STRATEGIES CURRENTLY BEING

CONSIDERED TO ADDRESS ABANDONED/UNLICENSED VEHICLES, DUMPING

AND TRASH REMOVAL AND ASSOCIATED OTHER CONDITIONS AND DISCUSS

AND PROVIDE DIRECTION RELATING TO SAME

Page 6 ends

CONTACT
Veronica Nebb, City Attorney: [email protected] Hampton Jackson, Deputy City Attorney: [email protected] ACTION ITEM 9.C.

DATE: November 1, 2022
TO: Mayor and Members of the City Council
FROM: Terrance Davis, Assistant City Manager
SUBJECT: ADOPT A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A

PURCHASE AND SALE AGREEMENT, LICENSE AGREEMENT, AND ANY OTHER

DOCUMENTS RELATING TO THE PURCHASE OF REAL PROPERTY LOCATED AT 1937 BROADWAY STREET IN VALLEJO, CALIFORNIA (APN 0052-040-320)

RECOMMENDATION
Adopt resolution authorizing the City Manager to execute the purchase and sale agreement, license agreement, and any and all other documents relating to the purchase of real property at 1937 Broadway Street in Vallejo, California (APN 0052-040-320)

REASONS FOR RECOMMENDATION
The Vallejo Homeless Navigation Center will provide desperately needed temporary shelter housing for unhoused members of the community, and this has been a Council priority. The project has experienced numerous delays based on property-related issues and this location meets the desired criteria for the project, and will allow for the design and development to begin immediately. The property also provides the City with a valuable long term asset for the future that can be utilized for other community developments beyond the useful life of the Navigation Center.

BACKGROUND AND DISCUSSION
Background
The issue of homelessness remains a high priority for the City of Vallejo. The Homeless Navigation Center project was approved by the City Council in 2018, and is intended to provide 125 shelter beds and supportive services for unhoused Vallejo and Solano County residents. The initial project site was planned for a city- owned parcel located at 5 Midway, Vallejo. However, during project planning, it was discovered that the 5 Midway property was unsuitable for construction of a Navigation Center, due to the existence of an environmental covenant on the parcel restricting residential uses.

City staff began a comprehensive examination of alternative project site locations. This included a re- evaluation of existing city-owned parcels, commercial properties actively for sale, and other suitable properties owned by local governments and other agencies. During this process, staff became aware of a vacant parcel at 1937 Broadway, Vallejo, and engaged the property owner regarding a potential lease or sale.

1937 Broadway Property
During a closed session on June 14, 2022, Council gave authorization to negotiate the price and terms of payment for acquisition of the property at 1937 Broadway Street. The property is a vacant, unimproved, single parcel totaling approximately 50,094 square feet (1.15 acres) located at 1937 Broadway, Vallejo, California (Assessor Parcel No.:
0052-040-320).

The property meets the general suitability requirements for the proposed Navigation Center use. The property is located on a major arterial road, with easy public safety access and within 0.25 miles of major public transit, and 0.75 miles of a major medical facility. Adequate electrical, water, sewer, and storm drainage connections

Date: November 1, 2022
Subject: ADOPT A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A

PURCHASE AND SALE AGREEMENT, LICENSE AGREEMENT, AND ANY OTHER

DOCUMENTS RELATING TO THE PURCHASE OF REAL PROPERTY LOCATED AT 1937 BROADWAY STREET IN VALLEJO, CALIFORNIA (APN 0052-040-320)

Page 2 ends

are available to serve the site. Preliminary assessments of the site have been completed, including a land appraisal and Phase I environmental review, and have not indicated any existing environmental conditions.

Terms
The City and seller have agreed upon a price of $830,000 for the purchase of the property, with an additional amount of $120,000 in site access/license payments during an extended due diligence and pre-development construction period. This extended due diligence period will provide the necessary time to complete a National Environmental Protection Act (NEPA) review, in line with federal funding requirements for a project of this type. Upon the successful conclusion of the due diligence/inspection process, and assuming that no adverse information is revealed from the City's inspections and title review, the contingency would be lifted and the City would proceed to close of escrow within thirty (30) days.

Next Steps
Upon Council approval of the acquisition, staff will complete property inspections, including: review of the title report, Phase II environmental and geotechnical assessment, prepare escrow instructions, and take all other actions necessary and authorized by the Council to close escrow. A Request for Qualifications (RFQ) would be issued to oversee the design/construction work and to manage the property upon completion. Future modifications, development plans and costs will be brought to the Council for future action, including establishing funding, identifying CEQA/NEPA impacts, and awarding contract bids.

FISCAL IMPACT
The total amount of the license fee and purchase price for the property is $950,000.

A variety of Federal and State funding sources are allocated for the pre-development, design, and construction of the Navigation Center, including, Community Development Block Grant (CDBG), State of California Public Housing Local Assistance (PHLA), and American Rescue Plan Act (ARPA), and were previously allocated by the Council to CIP Project #PW9433. The full acquisition cost for the property will be funded by Project #PW9433, and does not impact the General Fund.

Staff will return with a project and any related CEQA and NEPA determinations and analyses prior to construction or rehabilitation on the property.

ATTACHMENTS

1. RESOLUTION Authorizing CM to Execute Purchase and Sale Agreement_1937 Broadway_CAO Stamp

2. Attachment No. 1: 1937 Broadway PandS Agreement_CAO Stamp

3. Attachment No. 2 City of Vallejo_ Foster_ License Agreement - 11.01.22

4. Appraisal Report (1937 Broadway)

5. Phase I ESA (1937 Broadway)

CONTACT
Date: November 1, 2022
Subject: ADOPT A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A

PURCHASE AND SALE AGREEMENT, LICENSE AGREEMENT, AND ANY OTHER

DOCUMENTS RELATING TO THE PURCHASE OF REAL PROPERTY LOCATED AT 1937 BROADWAY STREET IN VALLEJO, CALIFORNIA (APN 0052-040-320)

Page 3 ends

Terrance Davis, Assistant City Manager (707) 648-4301
[email protected]
RESOLUTION NO. 22-______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VALLEJO AUTHORIZING THE CITY

MANAGER TO EXECUTE A PURCHASE AND SALE AGREEMENT, LICENSE AGREEMENT,

AND ANY OTHER DOCUMENTS RELATING TO THE PURCHASE OF REAL PROPERTY LOCATED AT 1937 BROADWAY STREET IN VALLEJO, CALIFORNIA (APN 0052-040-320) WHEREAS, the Homeless Navigation Center project was approved by the City Council in 2018, and is intended to provide 125 shelter beds and supportive services for unhoused Vallejo and Solano County residents; and
WHEREAS, at a meeting held on June 14, 2022, the City Council gave authorization to negotiate the price and terms of payment for acquisition of the property located at 1937 Broadway Street, Vallejo, a vacant, unimproved parcel totaling 50,094 square feet (1.15 acres); and WHEREAS, the property meets the general suitability requirements for the proposed Navigation Center use and is located on a major arterial road, with easy public safety access, and is within

0.25 miles of major public transit, and within 0.75 miles of a major medical facility; and WHEREAS, the City and property owner have agreed upon a price of $830,000 for the purchase of the property, with an additional license payment of $120,000 to access the property during an extended due diligence and pre-development construction period; and WHEREAS, this extended due diligence period will provide the necessary time for the City to complete a National Environmental Protection Act (NEPA) review and to conduct further inspections and investigations of the property; and
WHEREAS, provided no adverse information is revealed from the City's inspections and title review, the contingency will be lifted, and the City would proceed to close of escrow within thirty (30) days or as soon thereafter as practicable.

NOW, THEREFORE BE IT RESOLVED that the City Council authorizes the City Manager to execute the Purchase and Sale Agreement attached hereto as Attachment No. 1 and incorporated by reference.

BE IT FURTHER RESOLVED that the Council authorizes the City Manager, or his designee, to execute the License Agreement, attached hereto as Attachment No. 2, and to take all actions necessary or appropriate to effectuate the Purchase and Sale Agreement.

BE IT FURTHER RESOLVED that the Council authorizes the City Manager, or his designee, in consultation with the City Attorney, to make any additions, amendments, or other modifications to the Purchase and Sale Agreement and License Agreement any other documents or instruments necessary in connection therewith.

ADOPTED BY THE CITY COUNCIL OF THE CITY OF VALLEJO at a regular meeting held on November 1, 2022, with the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST
ROBERT H. MCCONNELL, MAYOR
DAWN G. ABRAHAMSON, CITY CLERK
Purchase and Sale Agreement Page 1
Property Address: 1937 Broadway, Vallejo, California

REAL PROPERTY PURCHASE AND SALE AGREEMENT
THIS REAL PROPERTY PURCHASE AND SALE AGREEMENT (“Agreement”) is made and entered into as of the 1st day of November 2022 (“Effective Date”), by and between Scott Foster of 113 Chartmaster Place, Vallejo, California 94591 (“Seller”) and the City of Vallejo, a California charter city (“Buyer”).

For good and valuable consideration, the sufficiency and receipt of which is hereby acknowledged, and in consideration of the respective agreements hereinafter set forth, it is mutually agreed as follows:

1. Property Included in Sale.

Seller hereby agrees to sell and convey to Buyer, and Buyer agrees to purchase from Seller, the following:
(a) That certain vacant real property consisting of one parcel totaling approximately 50,094 square feet (1.15 acres) located at 1937 Broadway, Vallejo, California (Assessor Parcel No.: 0052-040-320) and more particularly described in Exhibit A attached hereto (“Real Property”).
(b) All rights, privileges and easements appurtenant to the Real Property including without limitation all minerals, oil, gas and other hydrocarbon substances on the Real Property, as well as all development rights, air rights, water, water rights and water stock relating to the Real Property and any easements, rights-of-way or other appurtenances used in connection with the beneficial use and enjoyment of the Real Property. (c) All improvements and fixtures located on the Real Property if any (collectively, “Improvements”).
(d) All of the interest of Seller in any intangible personal property now or hereafter owned by Seller and used in the ownership, use and operation of the Real Property, including without limitation any contract or lease rights, agreements, utility contracts or other rights relating to the ownership, use and operation of the Property, as defined below. All of the items referred to in Subsections (a), (b), (c), and (d) above are hereinafter collectively referred to as the “Property.”
(e) Personal property (“Personal Property”) of Seller located on the Real Property, if any, is not included in the Sale and shall be removed by Seller before the close of escrow.

Purchase and Sale Agreement Page 2
Property Address: 1937 Broadway, Vallejo, California

2. Purchase Price.
(a) Escrow. The purchase of the Property shall be handled through an Escrow to be opened with Placer Title Company in Vallejo, California or such other title company as may be mutually acceptable to Buyer and Seller.
(b) Price. The purchase price of the Property is Eight Hundred Thirty Thousand and No/100 Dollars ($830,000.00) (“Purchase Price”).
(c) Payment. The Purchase Price of $830,000 shall be deposited into the Escrow Account by Buyer in cash upon satisfaction of all the terms and conditions of this Agreement by both parties.
(d) In addition to the Purchase Price, Buyer agrees to pay Seller One Hundred Twenty Thousand and No/100 Dollars ($120,000) upon execution of the Agreement (“License Fee”). Said payment shall be a payment to access the Property for preconstruction activities during the Due Diligence Period, defined below, or the close of escrow, whichever occurs first. During the term of the Due Diligence Period, Seller agrees that Buyer, its employees, and agents may conduct physical testing of the Property as well as other preconstruction activities. Seller agrees that upon payment of License Fee that Buyer shall have unfettered access to the Property for all preconstruction activities deemed necessary by the Buyer.

3. Due Diligence Period.
(a) Buyer shall have a period of time to inspect the Property and all documents associated with the Property (“Due Diligence Period”).
(b) The Due Diligence Period will begin upon the execution of this agreement by the City Manager of the City of Vallejo and will end at 5:00p.m. (Pacific time) one hundred eighty (180) days thereafter.
(c) Seller shall provide Buyer immediate access to the Property and timely deliver all reports, documents, records, operating statements and other due diligence materials with respect to the Property in Seller’s possession to the extent the same are reasonably required to evaluate the Property including, but not limited to, reports concerning the presence of hazardous materials, asbestos, or lead-based paint (collectively “Documents”). If any Document or access to the Property is not timely delivered to Buyer, the Due Diligence period may be extended by Buyer, by written notice to Seller, by the number of days of delay. Buyer acknowledges and agrees that Seller has not made and does not make and hereby disclaims any and all representations or warranties regarding the truth, accuracy, or completeness of any of the Documents or the sources thereof to the extent such Documents or sources originate from third parties, and that Seller is providing the aforesaid Documents solely as an accommodation to Buyer. Seller acknowledges that Buyer is subject to the California Public Records Act (the “CPRA”). Only as may be consistent with the CPRA, without the prior written consent of Seller (except as required by any law or court order, including any subpoena), Buyer shall not disclose any information regarding the Property or the Documents provided to Buyer by Seller or any information acquired by Buyer in connection Purchase and Sale Agreement Page 3
Property Address: 1937 Broadway, Vallejo, California
with this Agreement or Buyer’s investigation of the Property, including, but not limited to, information regarding Seller, the Property or any matter pertaining thereto, to anyone other than Buyer’s employees, or such consultants or contractors as may be reasonably necessary to complete Buyer’s investigation of the Property. Buyer shall notify Seller of any court order or subpoena requiring disclosure of such information and shall cooperate with Seller’s appeal or challenge of any order or subpoena requiring such disclosure. Buyer shall take reasonable measures to avoid any unintentional or inadvertent disclosure of any such information to any unauthorized person by any of its employees, agents, representatives and contractors. If Buyer receives a request pursuant to the CPRA for Documents subject to the confidentiality provisions of this paragraph and determines that the Documents requested are public records subject to public inspection, Buyer will give Seller five (5) calendar days’ notice in which Seller may seek injunctive relief from a court with jurisdiction prior to making the requested Documents available for public inspection.

Seller shall be responsible for its own attorney fees and costs associated with pursuing injunctive relief. Buyer shall reasonably cooperate with Seller in Seller’s pursuit of injunctive relief, but shall not be obligated to take a position in litigation consistent with Seller with respect to whether the Documents requested must be disclosed.

4. Inspection and Reports.
(a) The parties acknowledge the need for Buyer to undertake due diligence and inspections by its own employees or third parties. Buyer shall have the right during the Due Diligence Period to inspect, and arrange for third party inspections of the Property, including its physical, environmental and seismic condition, code compliance and suitability for Buyer's purposes. Seller may designate an owner representative of Seller to accompany Buyer or Buyer’s Representatives while on the Property, in which event Buyer or Buyer’s Representatives shall not enter onto the Property unless so accompanied. Seller must make this designation within 24 hours of Buyer’s request to enter the Property. Buyer shall repair any and all damage by reason of any such examinations and shall indemnify, defend and hold Seller, and their respective affiliates, successors and assigns harmless from any claims, damage, costs, and liability, including, without limitation, reasonable attorney’s fees and costs, resulting from entering upon the Property or performing its due diligence inspections (collectively, “Liabilities”), except where such Liabilities are the result of Seller’s own negligence or willful misconduct. (b) Seller shall provide unfettered access to all areas of the Property and promptly obtain any additional information requested so that all areas can be inspected, including but not limited to the following:
i. Toxic, hazardous or contaminated substance matters
ii. Accessibility matters
iii. Soil condition
iv. Any other inspections or investigations as deemed reasonable and necessary by Buyer
(c) Buyer must give Seller at least twenty four (24) hours’ prior telephone or written notice (which may be via email) of any inspection or test. Buyer or its employees or third party consultants shall not engage in any invasive investigation or invasive inspection, including, Purchase and Sale Agreement Page 4
Property Address: 1937 Broadway, Vallejo, California
without limitation, any so-called environmental investigation, without first obtaining Seller’s prior written consent as to the scope of such invasive testing, which consent shall not be unreasonably withheld. Buyer’s indemnity obligations under Section 13 below shall survive the Closing or termination of this Agreement for a period of six (6) months therefrom. If the purchase is not completed for any reason Buyer shall restore any portion of the property altered or damaged as a direct result of Buyer's inspections.
(d) All of the inspections and reports completed for Buyer pursuant to this paragraph shall be at Buyer’s sole expense. Buyer shall provide Seller with copies of same upon Seller’s request.

5. Conditions Precedent.

Buyer’s obligation to purchase the Property is subject to the following conditions (the “Conditions Precedent”) being met and the written verification, by Buyer that each Condition Precedent is satisfied and/or removed on or before the end of the Due Diligence Period:
(a) Property Condition. Buyer’s acceptance of the condition of the Property.

This shall include the right of physical inspections to the property and the following, each of which is subject to specific written verification by Buyer:
i. Physical Inspection of the Property, including testing as otherwise set forth in this agreement, and acceptance of the condition. ii. Seller shall provide a list identifying, to Seller’s knowledge, if any, the location of all of hazardous materials, asbestos, or lead-based paint present on the Property. Seller shall also provide all documentation, including but not limited to reports, if any, in Seller’s possession, custody or control concerning the presence at any time of hazardous materials, asbestos, or lead-based paint present on the Property at any time.
(b) Documentation, Reports and Records. Buyer’s review and approval of the following documentation, reports and records related to the Property. i. Title Report and Documents:

1. A current preliminary title report on the Property
accompanied by copies of all documents referred to in the preliminary title report.

2. Copies of all unrecorded, existing or proposed easements, covenants, restrictions, agreements and other documents which affect title to the Property and which would be binding upon Buyer after the Closing and which are not disclosed by the preliminary title report of which Seller has knowledge, or, if Seller is not aware of any such documents, a
Purchase and Sale Agreement Page 5
Property Address: 1937 Broadway, Vallejo, California
certification of Seller that, to the best of Seller's knowledge, no such documents exist.

3. To the extent one exists, Seller’s most current survey of the Property and Improvements by a licensed surveyor or civil engineer.
ii. Property Operations. Buyer's review and approval of documentation, reports and records concerning Property and its operations including the following:

1. Verification that most recent property taxes are paid. iii. Regulatory Restrictions. Buyers review and approval of all zoning, land use, environmental and building or construction laws and regulations, plans and policies restricting or otherwise affecting the use, occupancy or other enjoyment of the Property for Buyer’s purpose. Seller shall provide Buyer with copies of any relevant documents in its possession or the possession of its agents.
(c) Title. Buyer’s review and acceptance of conditions to title of the Property. i. Within thirty (30) days of Buyer’s receipt of the preliminary report, or the Effective Date, whichever is later, Buyer will notify Seller in writing of any title exceptions which are not acceptable to Buyer. ii. Not later than three (3) business days after receipt of Buyer’s notice, Seller shall notify Buyer in writing of Seller’s election whether or not to cure (at Seller’s sole expense) any title exceptions which are not acceptable to Buyer. Seller’s failure to respond shall be deemed an election by Seller not to cure any such title exceptions. iii. If Seller elects not to cure, Buyer shall have ten (10) days from Seller’s notice, or the deemed election, by Seller, to notify Seller of its election to either (1) accept any title exceptions which Seller has not elected to cure or (2) terminate this Agreement. Buyer’s failure to respond within the ten (10) day period shall be deemed an election by Buyer to accept any such title exceptions.
iv. Notwithstanding the foregoing, Seller shall cause any deed of trust recorded in connection with Seller’s financing of the Property to be removed at Seller’s sole expense at the Closing.

Purchase and Sale Agreement Page 6
Property Address: 1937 Broadway, Vallejo, California
(d) If any of the conditions or obligations contained in this Section 5 are not satisfied, unless the parties mutually agree in writing to extend Seller’s time to perform any or all of the conditions, then Buyer shall have the right at its election either to (1) waive the condition in question and proceed with the purchase or, (2) terminate this Agreement. In the event Buyer elects to terminate the Agreement, Buyer shall pay any title and escrow charges and neither party shall have further rights or obligations under this Agreement except for those obligations which expressly survive the termination of this Agreement and, if Buyer has made any deposit, it will be returned in full to Buyer.
(e) City Council Approval. Seller understands and agrees that Buyer is a California charter city and that Buyer’s legislative body must approve the terms and conditions, including the purchase price, set forth herein before escrow may close. Buyer shall have no obligation to close escrow and pay the Purchase Price unless and until the City Council of Buyer approves of this Agreement at a regularly or specially called City Council meeting. Further, in the event the City Council does not approve of this Agreement, Seller shall promptly cause to be refunded to Buyer any deposit paid into escrow by Buyer. (f) Appraisal. Seller further understands that Buyer is obligated to pay no more than the fair market value for the Property based upon an appraisal. As of the date of execution hereof, the appraisal may not be complete. If upon completion of said appraisal, the fair market value is significantly less than the Purchase Price set forth herein, Buyer may, at Buyer’s option terminate this Agreement. Seller shall cause to be refunded to Buyer any deposit Buyer has made into escrow upon such termination.

6. Title to the Property.
(a) At the Closing, Seller shall convey to Buyer marketable fee simple title to the Real Property, all rights, privileges and easements appurtenant thereto and to the Improvements by a duly executed and acknowledged grant deed in a form acceptable to Buyer, substantially conforming to the form attached hereto as Exhibit B. Evidence of delivery of marketable fee simple title shall be the issuance of an American Land Title Association Extended Coverage Owner’s Policy (“ALTA”), in the full amount of the Purchase Price by Placer Title Company, insuring fee simple title to the Real Property and appurtenant rights, privileges and easements to Buyer, subject only to such exceptions as Buyer shall approve pursuant to Section 5 above. Such policy shall contain such special endorsements as Buyer may reasonably require.

7. Closing.
(a) The Closing shall occur by April 30, 2023. The Closing may be extended by mutual agreement in writing by both parties, provided, however, that neither party shall be obligated to agree to such an extension.
(b) At or before Closing, Seller shall deliver to Buyer the following:

Purchase and Sale Agreement Page 7
Property Address: 1937 Broadway, Vallejo, California
i. Grant deed conveying to Buyer the Real Property, Improvements and all rights, privileges and easements appurtenant thereto as required by this agreement.

1. The Property shall be free and clear of all liens,
encumbrances, assessments, easements and taxes, except
(A) real property taxes and assessments for the fiscal year in which escrow closes (subject to pro-rations) and (B)
easements or rights of way over the land portion of the Property for public or quasi-public utilities or public street purposes and (C) such other items as Buyer approves in
writing pursuant to Paragraph 5(b) above.

2. Notwithstanding any other provision in this Purchase and Sale Agreement, Seller must remove all judgment liens on the subject Real Property before Closing.
ii. Original copies of all leases, subleases or any other documents indicating an interest in occupying or using the Property; iii. Validly executed assignments of all leases, subleases or any other documents indicating an interest in occupying or using the Property; vi. Closing statement in form and content satisfactory to Buyer and Seller; and
vii. Any other documents, instruments or agreements called for hereunder which have not been previously delivered or which Buyer may reasonably require.
(c) Buyer may waive compliance on Seller's part under any of the foregoing items by an instrument in writing.
(d) Seller and Buyer shall each deposit such other instruments as are reasonably required by the Escrow or otherwise required to close the escrow and consummate the purchase of the Property in accordance with the terms hereof.
(e) Real property taxes and assessments, water, sewer and utility charges, annual permits and/or inspection fees (calculated on the basis of the period covered) and other expenses normal to the operation and maintenance of the Property shall be prorated as of the Closing on the basis of a 365-day year.
(f) The following charges shall be allocated as follows:
i. Title fees shall be paid by Buyer
Purchase and Sale Agreement Page 8
Property Address: 1937 Broadway, Vallejo, California
ii. Escrow fees shall be paid by Buyer
iii. Documentary County Transfer Tax, if any, shall be paid by Buyer iv. City Transfer Tax, if any, shall be paid by Buyer
v. Recording Fees shall be paid by Seller as Buyer is exempt from Recording Fees; in addition, Seller shall pay all fees required to remove deeds of trust and any and all judgment liens. Finally, if Seller needs to clear other items from title, Seller pays those recording fees and all related costs.
(g) Seller is solely responsible for payment of any and all broker’s commission, if any. Buyer is self-represented. Buyer and Seller acknowledge that, except as set forth here, as the sole responsibility of Seller, no broker’s commission or finder’s fee is payable in connection with this transaction; and each indemnitor agrees to indemnify and hold the other harmless from and against all liability, claims, demands, damages, or costs of any kind whatsoever arising from or connected with any broker’s or finder’s fee or commission or charge claimed to be owed to any person arising from the indemnitor’s conduct with respect to this transaction, other than the commissions authorized in this Section.

8. Representations and Warranties of Seller.

Seller hereby represents and warrants the following, each of which shall be true in all respects as of the Effective Date and as of the date of Closing and shall survive Closing:
(a) To the best of Seller’s actual knowledge, without independent investigation, there is no existence of asbestos, PCB transformers or other toxic, hazardous or contaminated substances and/or underground storage tanks in, on or about the Property. (b) Except as disclosed in writing to Buyer, to the best of Seller’s knowledge, without independent investigation, there are no conditions existing with respect to the use and operation of the Property that violates or are not in full conformance with any applicable ordinance, regulation or code of any federal, state, county or municipal department, board, body, agency, office or other governmental authority, including any applicable law, ordinance, regulation or code presently enacted but with prospective application., Seller agrees to notify Buyer of any notice of violation received between the date of this Agreement and the time of Closing. Should Seller disclose a notice of violation to Buyer as provided in this Section, (1) Buyer may terminate this Agreement, in which case Buyer shall be returned any deposit paid to escrow, or (2) the Parties may mutually agree to extend the time for Closing for the purpose of Seller curing the notice of violation at Seller’s expense.
(c) Except as disclosed in writing to Buyer, Seller does not have any knowledge of any condemnation, zoning or other land use regulation proceedings, either instituted or planned to be instituted, which would detrimentally affect the use and operation of the Property.

Purchase and Sale Agreement Page 9
Property Address: 1937 Broadway, Vallejo, California
(d) To Seller’s knowledge, the survey, mechanical and structural plans and specifications, other reports, certificates of occupancy, warranties and all other contracts or documents delivered to Buyer, if any, pursuant to this Agreement or in connection with the execution hereof are true and correct copies.
(e) Except as otherwise disclosed in writing to Buyer, Seller has no knowledge of any lawsuits or legal action that is or are threatened or pending that are likely to have a material, adverse or other detrimental effect on the Property.
(f) To the best of Seller’s knowledge, and without independent investigation, there are no illegal connections for any water, sewer, gas, electric, telephone and drainage facilities.
(g) All documents executed by Seller which are to be delivered to Buyer at Closing are and at the Closing shall be duly authorized, executed and delivered by Seller, are and at the Closing shall be legal, valid and binding obligations of Seller, are and at Closing shall be sufficient to convey title (if they purport to do so) and do not and at the Closing shall not violate any provisions of any agreement to which Seller is a party or to which it is subject. (h) To the best of Seller’s knowledge, Seller has disclosed all facts actually known to Seller and relevant to the condition of the Property, without regard to the manner in which Buyer intends to operate or develop the Property after Closing. (i) After execution of this Agreement and during the escrow period, Seller shall not enter into any new lease, or option to lease, or extension of an existing lease, or any other contract or agreement pertaining to the Property, unless Seller shall first send to Buyer for approval a copy of the document it proposes to sign, and Buyer approves of the document in writing. (j) Except as previously disclosed by Seller to Buyer in writing, there are no tenants or other occupants on the Property, there are no current leases and as to any past lease there are no offsets or concessions owed to any tenant.

9. No Back-Up Offers. Seller shall not enter into any other agreements to sell or lease the Property as long as this Agreement is in force.

10. “AS IS” Purchase. Except as otherwise expressly provided in Section 8 above, Buyer agrees to purchase the Property in its current “AS IS WHERE IS WITH ALL FAULTS” present and existing condition. Buyer acknowledges and agrees that, except as otherwise expressly provided in Section 8 of this Agreement, neither Seller nor anyone acting on Seller’s behalf has made, and does not make and specifically disclaims any representations, warranties, promises, covenants, agreements or guaranties of any kind or character whatsoever, whether express or implied, oral or written, past, present or future, of, as to, concerning or with respect to this transaction or the Property, including, but not limited to: (i) the nature, quality or condition of the Property, including, without limitation, the water, soil and geology; (ii) the income to be derived from any and all activities and uses which Buyer may conduct on the Property; (iii) the suitability of the Property for any and all activities and uses which Buyer may conduct thereon; (iv) the Purchase and Sale Agreement Page 10
Property Address: 1937 Broadway, Vallejo, California
compliance of or by the Property or its operation with any laws, rules, ordinances or regulations of any applicable governmental authority or body, including, but not limited to, the Americans With Disabilities Act of 1990 and the regulations promulgated thereunder; (v) the presence or absence of any hazardous substances on the Property or the compliance of the Property with any environmental laws; (vi) the habitability, merchantability or fitness for a particular purpose of the Property; or (vii) any other matter with respect to the Property. Accordingly, the Property shall be conveyed by Seller and accepted by Buyer in its “AS IS”, “WHERE IS” and “WITH ALL FAULTS” condition and based solely on Buyer’s own inspection, investigation and evaluation.

11. Buyer’s Acknowledgments. At the end of the Contingency Period, Buyer will have reviewed and approved in its sole, absolute discretion, all plans, surveys, reports, CC&R’s, leases, etc. provided by Seller and, upon waiving Buyer’s contingencies, it shall be conclusively presumed that Buyer is satisfied with same. Buyer acknowledges and agrees that, if it elects to proceed to Closing, such election shall have been based upon Buyer’s own independent evaluation of information deemed relevant to Buyer, including, but not limited to, the Buyer’s own due diligence materials and Buyer’s independent evaluation of public information and related information.

Buyer is being provided ample opportunity to prepare, obtain, review and approve, among other things, all reports of investigations of the Property, including such soil, subsurface, geological, engineering and environmental tests and reports and other inspections of the Property as Buyer may deem necessary in order to determine that the Property is suitable for Buyer’s intended use, as well as to investigate all zoning requirements, federal, state and local laws, ordinances, rules, regulations, permits, licenses, approvals and orders applicable to the Property.

12. No Sale to Competitors. Buyer agrees that after close of Escrow and transfer to it of Fee Title, it shall not sell the Property to any person or legal entity engaged in the cannabis business for a period of five years following the close of Escrow.

13. Indemnification. Each party hereby agrees to indemnify the other party and hold it harmless from all costs, expenses, penalties, damages and losses including without limitation reasonable attorneys’ fees and expenses resulting from any misrepresentations or breach of warranty or breach of covenant made by such party in this Agreement or in any document, certificate or exhibit given or delivered to the other pursuant to or in connection with this Agreement.

14. Loss by Fire or Other Casualty; Condemnation. In the event that prior to Closing the Property or any part thereof is destroyed or materially damaged or if condemnation proceedings are commenced against the Property, Buyer shall have the right, exercisable by giving written notice of such decision to Seller within thirty (30) business days after receiving Seller’s written notice of such damage, destruction or condemnation proceedings, to terminate this Agreement in which case neither party shall have any further rights or obligations hereunder. If Buyer elects to accept the Property in its then condition, all proceeds of insurance or condemnation awards payable to Seller by reason of such damage, destruction or condemnation shall be paid or assigned to Buyer and Buyer shall pay the full purchase price for the Property at Closing. In the event of non-material damage to the Property (i.e., any damage costing less than $100,000 to repair), which damage Seller is unwilling to repair or replace, Buyer shall have the right, exercisable by giving written Purchase and Sale Agreement Page 11
Property Address: 1937 Broadway, Vallejo, California
notice within thirty (30) business days after receiving Seller’s written notice of such damage, either to:
(a) terminate this Agreement as provided hereinabove in this Section 14, or (b) accept the Property in its then condition and proceed with the purchase, in which case Buyer shall be entitled to receive all proceeds of insurance payable to Seller by reason of such damage (or, if the damage is uninsured, a reasonable reduction of the Purchase Price to the extent of the cost of repairing or replacing such damage). For purposes of any repairs or replacements under this Subsection 14 (b), the Closing may be extended, at Buyer's election but subject to Seller's reasonable approval, for a reasonable time, not to exceed sixty (60) days, to allow such repairs or replacements to be made.

15. Possession. Possession of the Property shall be delivered to Buyer at Closing; provided, however, that Seller shall afford authorized representatives of Buyer reasonable access to the Property for the purposes of satisfying Buyer with respect to the representations, warranties and covenants of Seller contained herein and with respect to satisfaction of any conditions precedent to the Closing.

16. Maintenance of the Property. Between the Seller’s execution of this Agreement and Closing, Seller shall:
(a) Maintain the Property in the same manner as before the making of this Agreement, the same as though Seller were retaining the Property; (b) Refrain from performing any grading or excavation, construction or removal of any Improvements or making any other change or improvement upon or about the Property;
(c) Refrain from creating or incurring or suffering to exist any mortgage, lien, lease, pledge or other encumbrances in any way affecting the Property or title without Buyer’s prior written approval;
(d) Refrain from committing any waste or nuisance upon the Property; and (e) Not execute, extend or otherwise further encumber the Property with contracts, including without limitation equipment maintenance or service contracts beyond the Closing, unless such contracts or agreements are first approved in writing by Buyer, which approval shall not be unreasonably withheld.

17. License to Buyer. By separate license agreement entered into concurrently herewith, Buyer intends to license the Property from Seller beginning November 1, 2022 through the closing date, on the terms and conditions set forth therein.

18. Survival. All warranties, covenants, and other obligations described herein shall survive delivery of the grant deed.

Purchase and Sale Agreement Page 12
Property Address: 1937 Broadway, Vallejo, California

19. Time of the Essence. Time is of the essence of all times and dates set forth in this Agreement.

20. Exhibits. All exhibits attached hereto are incorporated herein by reference.

21. Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions, negotiations and agreements whether oral or written.

Any amendment to this Agreement, including an oral modification supported by new consideration, must be reduced to writing and signed by both parties before it shall be effective.

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

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

24. Merger of Prior Agreements. This Agreement supersedes all prior agreements, term sheets and understandings between the parties hereto relating to the subject matter hereof.

25. Interpretation. Words used in the singular number shall include the plural, and vice- versa and any gender shall be deemed to include all other genders. The captions and headings of the Sections of this Agreement are for convenience of reference only and shall not be deemed to define or limit the provisions hereof.

26. Notices. Any and all notices required or permitted under this Agreement or by law shall be given in writing either by personal service, overnight delivery by a reputable delivery company or by registered or certified mail, postage prepaid, and return receipt requested, or by facsimile transmission with a confirmation copy to be sent by mail. Any such notice shall be effective as of the date it is transmitted and mailed or delivered, if transmitted by email transmission or other electronic means on or before 5:00p.m. Pacific Time; or on the following day if transmitted after 5:00p.m. Pacific Time. Notices shall be addressed as shown below for each party, except that, if any party gives notice of a change of name or address, notices to that party shall thereafter be given as shown in that notice.

To Seller:

Scott Foster
113 Chartmaster Place
Vallejo, CA 94591
(707) 319-7268
To Buyer:

Terrance Davis
Assistant City Manager
City of Vallejo
Purchase and Sale Agreement Page 13
Property Address: 1937 Broadway, Vallejo, California
555 Santa Clara St.

Vallejo, CA 94590
707-648-4301
[email protected]
Copy to:

Veronica A.F. Nebb
City Attorney
City of Vallejo
555 Santa Clara St.

Vallejo, CA 94590
707-648-4456
[email protected]

27. Continuation and Survival of Representations and Warranties. All agreements, representations and warranties by the respective parties contained herein or made in writing pursuant to this Agreement are intended to and shall remain true and correct as of Closing, shall be deemed to be material and shall survive the execution and delivery of this Agreement and the delivery of the grant deed and transfer of title. All statements contained in any certificate or other instrument delivered at any time by or on behalf of Seller in connection with the transaction contemplated hereby shall constitute representations and warranties hereunder.

28. Counterparts. This Agreement and all amendments and supplements to it may be executed in counterparts, and all counterparts together shall be construed as one document.

29. Further Assurances. Seller and Buyer agree to execute such additional documents and take such actions as may be reasonable and necessary to carry out the provisions of the Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.
[Signatures on Following Page]
Purchase and Sale Agreement Page 14
Property Address: 1937 Broadway, Vallejo, California
SELLER
Scott Foster
Date
Tax I.D. Number/SSN
BUYER

CITY OF VALLEJO,
A California charter city
Mike Malone
City Manager
Date
APPROVED AS TO FORM:

By:

Veronica A.F. Nebb
City Attorney
Purchase and Sale Agreement Page 15
Property Address: 1937 Broadway, Vallejo, California

LIST OF EXHIBITS
Exhibit A: Real Property Description
Exhibit B: Form of Grant Deed
Purchase and Sale Agreement Page 16
Property Address: 1937 Broadway, Vallejo, California

EXHIBIT A

REAL PROPERTY
The land referred to is situated in the County of Solano, City of Vallejo, State of California, and is described as follows:

APN: ________________
Purchase and Sale Agreement Page 17
Property Address: 1937 Broadway, Vallejo, California

EXHIBIT B

GRANT DEED

LICENSE AGREEMENT
This License Agreement (“License”) is made and executed as of November 1, 2022, between Scott Foster, an individual, hereinafter called “OWNER,” and the City of Vallejo, a municipal corporation, hereafter called “CITY”.

RECITALS
WHEREAS, OWNER is the owner of that certain real property located at 1937 Broadway, Vallejo, California (Assessor Parcel No.: 0052-040-320), as more particularly described in the attached Exhibit “A” (hereinafter called “the Premises”); and WHEREAS, CITY, its employees, agents, contractors, permittees and its invitees, an exclusive, non-revocable License to enter upon and use the Premises, and the right of ingress and egress to and from the Premises, subject to the terms and conditions herein, for environmental testing and other activities necessary to satisfy the conditions precedent in that certain Purchase and Sale Agreement entered into between OWNER and CITY and executed concurrently herewith; and
WHEREAS, OWNER is willing to permit such use subject to the terms and conditions set forth below.

NOW, THEREFORE, in consideration of the mutual promises herein contained, the parties agree as follows:

1. RIGHT OF ENTRY
OWNER grants to CITY and its permittees the right, privilege, and permission to enter upon and use the Premises depicted in Exhibit A for the purposes of conducting due diligence and preconstruction activities.

2. LICENSE TERMS
a. The term of this License shall commence on November 1, 2022 (“Effective Date”) and unless terminated earlier as provided herein, shall end on April 30, 2023. CITY may at any time elect not to use the Premises, in which case neither party shall have any further obligations hereunder and OWNER shall be entitled to retain all sums previously paid by CITY to OWNER hereunder, if any.

The fee for this License is $120,000, payable to OWNER upon full execution of this Agreement.

3. PREMISES
a. CITY represents and warrants that CITY has inspected and examined the premises and accepts them in their present "as is" condition. b. CITY agrees to take proper care to maintain and preserve the property of OWNER and at the expiration of this License the Premises shall be surrendered to OWNER in as good condition as the Premises was at the date of the execution of this License, reasonable wear and tear expected.
b. CITY shall keep the Premises in a clean and sanitary condition and shall not allow the accumulation of waste.
d. CITY shall adhere to the safe use of the Premises, i.e., no storage of flammable liquids, use of noxious odor producing paints or liquids that would affect the adjacent property owners, businesses, and general public.

4. ALTERATIONS
No alterations, changes and/or additions of any character shall be made to the Premises without the prior written consent of the OWNER and if such consent is given, such changes shall be at the sole cost and expense of the OWNER.

5. INDEMNIFICATION AND INSURANCE
CITY, as a material part of the consideration to be rendered by the OWNER under this License, shall indemnify, defend, and hold harmless the OWNER from and against all liability, losses, claims, demands, payments, suits, actions, recoveries and judgments arising out of, or in any way connected with the entry or use of the Premises by CITY, its agents, employees, contractors, permittees, and invitees.

CITY, at its sole cost and expense, shall insure its activities in connection with this License and shall maintain its own liability policy and Workman’s Compensation Insurance as required by the State of California. Such insurance shall be in an amount of at least $2,000,000 combined single limit, per occurrence. CITY shall name OWNER as additional insured and such insurance shall be issued by an insurance company acceptable to OWNER. CITY shall deliver to OWNER either copies of such insurance policy or a certification from CITY’s insurance company with respect to such insurance coverage.

6. TAXES
OWNER agrees to pay when due any taxes legally and customarily applicable to the OWNER of any kind and every nature that may be imposed upon the Premises.

7. ASSIGNMENT OF LICENSE
CITY will not assign this License, or any interest herein, or under it without the written consent of OWNER first had and obtained. Entry by employees or contractors of CITY shall not constitute an assignment of the License.

8. ATTORNEYS’ FEES
Should any litigation, not to include arbitration proceedings, be commenced between the parties hereto concerning any provision(s) of this License, or the rights or obligations of either in relation thereto, the party prevailing in any such litigation shall be entitled, in addition to any other relief as may be granted, to a reasonable sum as and for its attorneys’ fees in such litigation or in a separate action brought for that purpose.

9. ACCESS
OWNER hereby grants to CITY a License for the right of entry and the use of the Premises for the purpose of preconstruction and due diligence activities twenty-four hours per day, seven days a week.

10. RISK OF LOSS
The OWNER assumes no responsibility for loss or damage to the property, employees, agents, contractors, permittees, or invitees of CITY.

11. NOTICES
All notices, demand or papers referred to herein to be given by OWNER to CITY, or by CITY to OWNER, shall be addressed as follows:

OWNER:

Scott Foster
113 Chartmaster Place
Vallejo, CA 94591
(707)319-7268
CITY:

Terrance Davis, Assistant City Manager
City Manager’s Office, 3rd Floor
555 Santa Clara Street
Vallejo, California 94590
Telephone: (707) 648-4301
Or to such other person and/or address as OWNER or CITY may, in writing, from time to time, direct.

12. ENTIRE AGREEMENT
This License, including all Exhibits, contains the entire agreement between the parties and supersedes whatever oral or written understanding they may have had prior to the execution of this License.

13. WAIVER
Waiver by any party of any breach, default of condition precedent shall not constitute a continuing waiver or a waiver of any other subsequent breach, default of condition precedent or any other right hereunder.

14. SEVERABILITY
Should any provision of this License ever be deemed to be legally void or unenforceable, all remaining provisions shall survive and be enforceable.

15. AMBIGUITIES
This License is a product of negotiation and the parties have agreed to each term of it, and as such, ambiguities, if any, in its terms of the License shall not be construed against either Party.

16. MODIFICATION
No waiver, alteration, modification, or termination of this License shall be valid unless made in writing and signed by the authorized parties hereof.

17. CAPTIONS
The headings or captions of this License are not a part of the License and shall have no effect upon the construction or interpretation of any part thereof.

18. AUTHORITY
The person(s) signing this License for OWNER hereby represent and warrant that they are fully authorized to sign this License on behalf of OWNER.

19. COUNTERPARTS
This License may be executed simultaneously or in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.

(SIGNATURES ON FOLLOWING PAGE.)
IN WITNESS WHEREOF, the parties hereto have executed this License at Vallejo, California, the day and year first above written.

CITY OF VALLEJO, OWNER
a municipal corporation

______________________ _____________________
Michael Malone Scott Foster
City Manager
APPROVED AS TO FORM AND INSURANCE:
______________________
Veronica A. F. Nebb
City Attorney
ATTEST:
______________________
Dawn G. Abrahamson(City Seal)
City Clerk

EXHIBIT A
Description of Premises

APPRAISAL OF:
1937 BROADWAY STREET

VALLEJO, CALIFORNIA

PREPARED FOR:

CITY OF VALLEJO

VALLEJO, CALIFORNIA

AUGUST 2022
22-WCP-046

August 4, 2022

Mr. Terrance Davis
Assistant City Manager
City of Vallejo
555 Santa Clara Street
Vallejo, California 94590 Re: 22-WCP-046, Appraisal
1937 Broadway Street
Vallejo, California

Dear Mr. Davis:

At your request and authorization, Watts, Cohn and Partners, Inc. has made an appraisal of the above referenced property. The subject property appraised is a single lot located on the west side of Broadway Street between Commercial Street and Hogan Avenue, in the northwestern section of Vallejo, Solano County, California. The rectangular shaped, level lot contains a land area of 50,094 square feet, or 1.15 acres, according to public records. The lot is identified by the County Assessor as Parcel Number 0052-040-320.

The subject property is a vacant and is surrounded by light industrial and service commercial uses.

It is zoned for Industrial Limited uses.

The client for this appraisal is Mr. Terrance Davis with the City of Vallejo. The purpose of this appraisal is to estimate the current “as -is” market value of the fee simple interest in the subject property, assuming it is free of toxics . It is our understanding that the intended use/user of the appraisal is for establishing the market value as part of a potential purchase of the property. This report should not be used or relied upon by any other parties for any reason.

VALUE CONCLUSION

Based on the research and analyses contained in this report, and subject to the assumptions and limiting conditions contained herein, it is the opinion of the appraisers that the market value of the fee simple interest of subject property, in its present, as-is condition, assuming it is free of toxics, as of July 21, 2022, is estimated to be:

EIGHT HUNDRED THIRTY THOUSAND DOLLARS

($830,000)
Mr. Terrance Davis - 2 - August 4, 2022

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

Based on discussions with market participants, information provided by the comparable sales, and our judgment and experience, it is the opinion of the appraisers that the subject property could realize the above as-is market value within an exposure period of 12 months.

This letter must remain attached to the appraisal report, which is identified on the footer of each page as 22-WCP-046 plus related exhibits, in order for the opin ion of value set forth to be considered valid.

Certification

We, the undersigned, hereby certify that, to the best of our knowledge and belief: the statements of fact contained in this report are true and correct; the reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are our personal, impartial, and unbiased professional analyses, opinions, and conclusions; we have no present or prospective interest in the property that is the subject of this report, and we have no personal interest with respect to the parties involved; we have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment; our engagement in th is assignment was not contingent upon developing or reporting predetermined results, our compensation is not contingent upon the reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal; the appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan; our analyses, opinions and conclusions were developed, and this report has been prepared in conformity with the Uniform Standards of Professional Appraisal Practice, Code of Professional Ethics and the Standards of Professional Appraisal Practice of the Appraisal Institute, and is in compliance with FIRREA; Sara Cohn made a personal inspection of the property that is the subject of this report; Mark Watts has made a personal inspection of the property that is the subject of this report; no one provided significant real property appraisal assistance to the persons signing this report. In accordance with the Competency Rule in the USPAP, we certify that our education, experience and knowledge are sufficient to appraise the type of property being valued in this report. We have not provided services regarding the property that is the subject of this report in the 36 months prior to accepting this assignment.

We are pleased to have had this opportunity to be of service. Please contact us if there ar e any questions regarding this appraisal.

Sincerely,

WATTS, COHN AND PARTNERS, INC.

Sara A. Cohn, MAI
Certified General Real Estate Appraiser
State of California No AG014469
Mark Watts
Certified General Real Estate Appraiser
State of California No. AG015362

TABLE OF CONTENTS

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 21-WCP-104

I. REPORT SUMMARY.......................................................................................................... 1 A. Property Appraised ...................................................................................................... 1 B. Client, Purpose, Intended Use and Intended User ..................................................... 1 C. Subject Property Identifications .................................................................................. 1 D. Scope of Work ............................................................................................................... 1 E. Date of Appraisal and Date of Report......................................................................... 2 F. Definition of Terms ....................................................................................................... 2 G. Value Conclusion .......................................................................................................... 3 H. Assumptions and Limiting Conditions........................................................................ 3 II. AREA AND NEIGHBORHOOD DESCRIPTION........................................................ 5 A. Solano County ............................................................................................................... 5 B. City of Vallejo ................................................................................................................ 6 C. Neighborhood and Immediate Environs ..................................................................... 7 III. MARKET OVERVIEW ................................................................................................... 9 A. Industrial Market.......................................................................................................... 9 IV. PROPERTY DATA AND ANALYSIS ......................................................................... 11 A. Site Description ........................................................................................................... 11 B. Ownership and Sales History ..................................................................................... 11 C. Environmental Observations ..................................................................................... 11 D. Easements and Restrictions ....................................................................................... 12 E. Assessed Value and Real Estate Taxes ...................................................................... 12 F. Flood Zone and Seismic Information ........................................................................ 12 G. General Plan and Zoning ........................................................................................... 13 V. HIGHEST AND BEST USE AND VALUATION METHODOLOGY ......................... 14 A. Highest and Best Use .................................................................................................. 14 B. Valuation Methodology .............................................................................................. 15 VI. LAND VALUATION BY THE SALES COMPARISON APPROACH .................... 17 A. Comparable Sales........................................................................................................ 17 B. Analysis ........................................................................................................................ 18 C. Land Value Conclusion .............................................................................................. 20 VII. CONCLUSION ............................................................................................................... 21

TABLE OF EXHIBITS

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

Page

LIST OF TABLES

Table 1 - Comparable Land Sales 17.1

Table 2 - Comparable Land Sales Adjustment Grid 18.1

LIST OF EXHIBITS

Regional Map following 5

Neighborhood Map following 7

Assessor’s Parcel Maps following 11

Aerial Map following 12

Subject Photographs following 13

Comparable Land Sales Map following 17.1

ADDENDA

Qualifications and License of Appraiser
Appraisal: 1937 Broadway Street, City of Vallejo, California Page 1

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

I. REPORT SUMMARY

A. Property Appraised

The subject property appraised is a single lot located on the west side of Broadway Street between Commercial Street and Hogan Avenue, in the northwestern section of Vallejo, Solano County, California. The rectangular shaped, level lot contains a land area of 50,094 square feet, or 1.15 acres, according to public records. The lot is identified by the County Assessor as Parcel Number 0052-040-320.

The subject property is a vacant and is surrounded by light industrial and service commercial uses. It is zoned for Industrial Limited uses.

The appraisal addresses the fee simple interest in the subject property.

B. Client, Purpose, Intended Use and Intended User

The client for this appraisal is Mr. Terrance Davis, Assistant City Manager with the City of Vallejo. The purpose of this appraisal is to estimate the current “as -is” market value of the fee simple interest in the subject property, assuming it is free of toxics. It is our understanding that the intended use/user of the appraisal is for establishing the market value as part of a potential purchase of the property . This report should not be used or relied upon by any other parties for any reason.

C. Subject Property Identifications

Assessor’s Parcel Number 0052-040-320
General Plan
Zoning
Business /Light Industrial
Industrial Limited (IL)
Census Tract Number Tract 2508.02
Flood Zone X
Zip Code 94589
Alquist Priolo Earthquake Zone No

D. Scope of Work

The scope of this summary narrative appraisal report is to utilize the appropriate standard approaches to value in accordance with the Uniform Standards of Professional Appraisal Practice (USPAP) to arrive at our market value conclusion.

Specific steps include the inspection of the subject property, and the research and analysis of comparable data.

The market value of the subject property is estimated based on the Sales Comparison Approach. Due to the vacant land condition and expectatio ns of Appraisal: 1937 Broadway Street, City of Vallejo, California Page 2

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

market participants for this property type, the Cost and Income Approaches to value are not considered relevant analyses and are not used.

E. Date of Appraisal and Date of Report

The effective date of valuation and last date of inspection is July 21, 2022.

The date of this report is August 4, 2022.

F. Definition of Terms

1. Market Value (OCC 12 CFR 34.42 (g)) (OTS 12 CFR, Part 564.2 (g))

“Market value” means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller, each acting prudently, knowledgeably and assuming the price is not affected by undue stimulus. Implicit in this definition are the consummation of a sale as of a specified date and the passing of t itle from seller to buyer under conditions whereby:

a. Buyer and seller are typically motivated;

b. Both parties are well informed or well advised, and acting in what they consider their own best interests;

c. A reasonable time is allowed for exposure in the open market;

d. Payment is made in terms of cash in US dollars or in terms of financial arrangements comparable thereto; and

e. The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale.

2. Fee Simple Interest (The Appraisal of Real Estate, 14th Edition, 2013)

A fee simple interest in valuations terms is defined as “…absolute ownership unencumbered by other interest or estate, subject only to the limitations imposed by governmental powers o f taxations, eminent domain, police power, and escheat.”

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 3

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

G. Value Conclusion

Based on the research and analyses contained in this report, and subject to the assumptions and limiting conditions contained herein, it is the opinion of the appraisers that the market value of the fee simple interest of subject property, in its present, as -is condition, assuming it is free of toxics, as of July 21 , 2022, is estimated to be:

EIGHT HUNDRED THIRTY THOUSAND DOLLARS

($830,000)

It is the opinion of the appraiser that the above concluded as-is market value for the subject property could be achieved within 12 months of exposure period as of the date of value.

H. Assumptions and Limiting Conditions

Extraordinary Assumptions

1. A preliminary title report was not provided for review. This appraisal assumes that no such unusual easements and/or encumbrances exist that would negatively affect the utility or marketability of the subject.

The use of any hypothetical con ditions or extraordinary assumptions in this report might have affected the assignment results.

General Limiting Conditions

2. It is the client's responsibility to read this report and to inform the appraiser of any errors or omissions of which he/she is aware prior to utilizing this report or making it available to any third party.

3. No responsibility is assumed for legal matters. It is assumed that title of the property is marketable and it is free and clear of liens, encumbrances and special assessments other than as stated in this report.

4. Plot plans and maps are included to assist the reader in visualizing the property.

Information, estimates, and opinions furnished to the appraiser, and contained in the report, were obtained from sources considered reliable and believed to be true and correct. However, no responsibility for accuracy of such items furnished the appraisers is assumed by the appraisers.

5. All information has been checked where possible and is believed to be correct, but is not guaranteed as such.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 4

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

6. The appraiser assumes that there are no hidden or unapparent conditions o f the property, subsoil, or structures, which would render it more or less valuable. The appraiser assumes no responsibility for such conditions, or for engineering which might be required to discover such factors. It is assumed that no additional soil contamination exists, other than as outlined herein, as a result of chemical drainage or leakage in connection with any production operations on or near the property.

7. In this assignment, the existence (if any) of potentially hazardous materials used in the construction or maintenance of the improvements or disposed of on the site has not been considered. These materials may include (but are not limited to) the existence of formaldehyde foam insulation, asbestos insulation, or toxic wastes. The appraiser is no t qualified to detect such substances. The client is advised to retain an expert in this field.

8. Any projections of income and expenses in this report are not predictions of the future. Rather, they are an estimate of current market thinking of what future income and expenses will be. No warranty or representation is made that these projections will materialize.

9. The appraisers are not required to give testimony or appear in court in connection with this appraisal unless arrangements have been previously made.

10. Possession of this report, or a copy thereof, does not carry with it the right of publication. It may not be used for any purpose by any person other than the party to whom it is addressed without the written consent of the appraiser s, and in any event only with the proper written qualification, only in its entirety, and only for the contracted intended use as stated herein.

11. Neither all nor part of the contents of this report shall be conveyed to the public through advertising, public relations, news sales, or other media without the written consent and approval of the appraiser, particularly as to the valuation conclusions, the identity of the appraiser, or any reference to the Appraisal Institute or the MAI designation.

12. Information regarding any ear thquake and flood hazard zones for the subject property was provided by outside sources. Accurately reading flood hazard and earthquake maps, as well as tracking constant changes in the zone designations, is a specialized skill and outside the scope of the services provided in this appraisal assignment. No responsibility is assumed by the appraiser in the misinterpretation of these maps. It is strongly recommended that any lending institution re-verify earthquake and flood hazard locations for any property for which they are providing a mortgage loan.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 5

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

II. AREA AND NEIGHBORHOOD DESCRIPTION

A. Solano County

Solano County is one of the nine counties which comprise the San Francisco Bay Area. It is bounded to the north by Yolo County, to the west by Napa and Marin Counties, to the south by Contra Costa County and to the east by Sacramento County. The Carquinez Strait and Suisun Bay are located on the southern border of the county separating it from Contra Costa County to the south.

There are three major development areas in the county. These consist of the cities of Vallejo, Fairfield and Vacaville in the southweste rn, central and northeastern portions of the county, respectively. These three cities combined account for nearly three quarters of the total county population. As of January 1, 2021, the total county population was 438,527 according to the most recent estimates published by the California State Department of Finance (DOF). This represents a 0.2 percent decrease from the prior year. Of the total population, most people were located in the cities of Vallejo, Fairfield or Vacaville.

The county is well served by major transportation systems. Interstate 80 (I -80) travels in a southwest/northeast direction in the county and is the main transportation link connecting the San Francisco Bay Area to Sacramento. State Highway 12 is an east/west thoroughfare through basically the middle of the county and provides access to the Napa Valley to the west and Sacramento County to the east. I-780 traverses in an east/west direction connecting with I -680 in southern Benicia and to the north with I-80 in Vallejo. I-680, as well as State Highways 12 and 113, travel in general north/south directions through the county. The interstates provide access to Contra Costa County to the south while Highway 12 connects with the Napa Valley to the northwes t and Highway 113 to Yolo County to the northeast.

Solano County is one of the least affluent counties in the San Francisco Bay Area.

According to the U.S. Census American Community Survey 2014 Five -Year Estimates, the median household income was $67,341. This is lower than the regional average of $78,980, and the second lowest in the nine county Bay Area region.

Major employment is found in the Health and Educational Services sector, which accounts for approximately 31 percent (44,300) of the estimated 2015 jobs (143,130) in the county. This is followed by Manufacturing, Wholesale and Transportation jobs at 14 percent. According to the State of California Employment Development Department (EDD), California’s unemployment rate was 4.2 percent as of June 2022, which is a decrease from 7.9 percent the previous year. Meanwhile, the latest unemployment figure published for Solano County was 4.0 percent, which is a decrease from last year’s 8.3 percent. The unemployment rate had been previously inflated by the Covid-9 pandemic.

REGIONAL MAP

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 6

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

B. City of Vallejo

The city of Vallejo is situated in the southwestern portion of Solano County, approximately 32 miles northeast of San Francisco. The Carquinez Strait serves as the city’s southern border while the San Pablo Bay and Napa R iver provide the western border of the city. Unincorporated land is located to the north and northeast of the city limits. The city of Benicia borders the Vallejo to the southeast.

The city’s government offices and the downtown area are located in the southwest sector. Residential development, primarily in the form of single -family homes, is present on both sides of I-80. The majority of large commercial developments are located in the northeastern portion of the city. The former Mare Island Naval Shipyard is located on an island in the southwestern corner of the City. The eastern portion of Vallejo has been more recently developed than other portions of the city and is generally more affluent. The northern and eastern sides of the city are primarily open space due to their hillside terrain.

Vallejo is served primarily by I -80 which runs north/south through the city. This highway provides access to the East Bay and San Francisco to the south and the cities of Fairfield and Vacaville, as well as Sacramento, to the north. I-780 provides access to Contra Costa County to the south, while State Highway 29 in the western portion of the city runs north into Napa County. The Red and White Fleet operates commuter and midday ferry service between San Francisco and Vallejo. Access to the Bay Area Rapid Transit (BART) system is provided by Vallejo Transit via Express BART Link bus connections. The Southern Pacific Railroad provides freight services.

Vallejo is the largest city in Solano County as measured by population. The DOF reports a total population of 117,846 as of January 1, 2021. This is a 0.3 percent decrease from the year prior. The growth in Vallejo has been relatively stable since 1990, or approximately 10 percent total. The relatively limited population increase is partly due to the closure of the Mare Island Naval Shipyard in the mid -1990s.

The city’s population has remained relatively stable over the past several years due to the recent housing slowdown and tightening credit markets after a long period of residential development and appreciation. ABAG predicts th at the population will grow 2.5 percent between 2020 and 2025.

Major employers in the city include the Kaiser Permanente (medical center and call center), Six Flags Discovery Kingdom (formerly known as Marine World), and Vallejo Unified School District. The largest is employer is Kaiser Permanente with approximately 4 ,856 employees between the medical center and call center, according to the city’s 2015 Comprehensive Financial Report.

In terms of income, the city of Vallejo reflects income levels below that of Solano County as a whole. According to the U.S. Census Am erican Community Survey 2015 Five-Year Estimates, the city’s median household income was $57,028. This Appraisal: 1937 Broadway Street, City of Vallejo, California Page 7

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

is lower than the county average of $77,061. Of the seven incorporated cities in the county, Vallejo has the lowest median household income. The city’s unemployment rate as of June 2022 was reported by the EDD to be 4.5 percent. This is a decrease from 10.1 percent a year prior, and only slightly above Solano County as a whole.

The unemployment rate had been currently inflated by the Covid-9 pandemic.

Vallejo has historically been stable economically. The closure of the Mare Island Naval Shipyard in 1995 was expected to significantly impact the City’s economy and employment base, but rehabilitation and re -use of the base have resulted in some increased jobs to the area.

Overall, Vallejo is considered an average location for industry as well as a bedroom community for individuals employed in the San Francisco Bay Area, particularly in northern Contra Costa County. With its transportation access and relatively inexpensive land, growth should continue in the future.

C. Neighborhood and Immediate Environs

The subject property is located in at 1937 Broadway in the northern portion of west Vallejo. The Broadway S treet corridor is improved with a wide variety of uses including industrial, service commercial, older single-family housing, mobile home parks, some multifamily projects and pockets of newer commercial development.

The immediate vicinity of the sub ject is primarily industrial and service commercial. To the north of the subject is a truck storage yard, as well as recycling center. Further north is an auto service shop and a gas station at the corner of Lewis Brown Drive and Broadway. Adjacent to the south of the subject is an auto body shop. Uses to the south of auto body shop include single family homes as well as service commercial buildings.

To the immediate west of the subject are auto related buildings which are located on Commercial Street a small narrow street which connects Lewis Brown Drive to Broadway. All Star Rents, an equipment rental company is located to the northwest of the subject facing Lewis Brown Drive. On the east side of Broadway are service commercial and various uses, including an auto repair, a used car lot, a thrift store, a cannabis dispensary and several older single family homes to the north. Further east are single family neighborhoods.

Sonoma Boulevard is the main commercial and traffic arterial in the area.

Broadway Street serves in a secondary, service-commercial and industrial capacity.

Freeway access for this area is relatively good, as Highway 29 has a full interchange with the Highway 37 freeway to the north. Highway 37 is elevated and is a continuous freeway from the bridge over the Mare Island Strait to the Interstate 80 interchange on mile east.

NEIGHBORHOOD MAP

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 8

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

Overall, the subject neighborhood is a stable light industrial/service commercial area surrounded by older residential neighborhoods. The overall outlook for the area and neighborhood is stable.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 9

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

III. MARKET OVERVIEW

The subject is a vacant light industrial /service commercial land that is located in the City of Vallejo in Solano County. Market conditions for this use is discussed below.

A. Industrial Market

The subject is located within CoStar’s lar ger Vallejo -Fairfield Industrial market, within its Vallejo submarket. The Vallejo submarket encompasses the City of Vallejo, as well as Mare Island to the west. Vallejo is a midsized market, with logistics facilities accounting for the majority of the industrial inventory.

Co-Star is currently tracking approximately 6.1 million square feet of inventory in the subject submarket, across approximately 304 buildings. Inventory has been decreasing on the whole over the past decade, as industrial sites are demolished for new residential construction. No new inventory has been delivered in the past year, nor is anything planned for construction. The average industrial building is approximately 20,000 square feet in the Vallejo submarket, and the majority of inventory dates from the mid to early 1900s, with a handful of newer properties.

The current vacancy rate for the market is reported at 0.5 percent, a slight increase from 0.07 percent a year prior. This is a much lower vacancy rate than the larger market, wh ich is currently reporting 4.5 percent vacancy. Only approximately 31,200 square feet of space is currently vacant in Vallejo, which is low compared to the 2.2 million vacant square feet in the larger market. As CoStar reports:
“Annual net absorption came in at -27,000 SF over the past year. The story improves over a longer timeframe: Over the past five years, annual net absorption has averaged about 84,000 SF in the submarket.”

Rents have increased as well, by approximately 8.4 percent year over year, fro m $0.68 per square foot to $0.74 per square foot. This is, however, lower than the larger market’s market rent of approximately $0.90 per square foot. CoStar reports the six-month leasing probability at 41.2 percent for the submarket.

Investment Market

There were approximately 47 transactions in the greater market in the past twelve months, a decrease of 4 percent year over year. The twelve -month sales volume equates to $554 million, a significant 131 percent increase year over year. The average market sales price was $7.5 million, or approximately $162 per square foot.

This represents an increase of 21 percent year over year as well. The market cap rate was reported at 5.16 percent, down from 5.39 percent the prior year.

In the Vallejo submarket, there were a total of 7 transactions in the past twelve months, unchanged year over year. This is “consistent with the typical amount of dealmaking in recent years,” according to CoStar. The twelve-month sales volume Appraisal: 1937 Broadway Street, City of Vallejo, California Page 10

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

was reported at $6.3 million, with an avera ge market sales price of $3 million, or $150 per square foot. The market cap rate was reported at 5.36 percent, which is a slight decrease from 5.46 percent from the prior year.

Overall, the Vallejo industrial market is relatively strong. While rents are lower than the market average, the lack of supply side pressure keeps vacancies down, while rents have consistently risen in line with the greater Bay Area industrial market.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 11

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

IV. PROPERTY DATA AND ANALYSIS

A. Site Description

The subject property is a single vacant lot located on the west side of Broadway Street between Commercial Street and Hogan Avenue in the City of Vallejo, Solano County, California. The property is situated within the northern portion of west Vallejo. The nearly rectangular shaped, level lot contains a land area of 50,094 square feet, or 1.15 acres, according to public records . The lot is identified by th e County Assessor as Parcel Number 0 052-040-320. A copy of the parcel map is reproduced on the following page.

The subject has approximately 326.50 feet of frontage along Broadway Street. The parcel has a depth of approximately 153.4 feet, the northern side depth narrows slightly. The subject topography is level. The re is a n approximate six-foot-high cyclone fence along the street frontage which is set back from curb by approximately two feet. The site has three curb cuts to access the property. In addition, there is a fire hydrant and water meter on the property.

A soils report pertaining to the subject property was not provided. The City’s property information website (eTRAKiT) noted that the subject property may be located in an area with expansive soil. No other information was shown. Broadway Street in vicinity of the subject has curbs and gutters and street lighting.

B. Ownership and Sales History

According to review of public records the property is currently owned by Nicholas Scott Foster Trust . The property was purchased on June 16, 2021, from Sarah Kukuruza for $480,000. The property was reportedly openly marketed for sale.

However, the appraisers were unable to find evidence through the multiple listing service or other listing websites of a listing flyer.

The subject property is currently not openly marketed for sale or in contract.

However, the owner is in discussions with the City of Vallejo regarding the potential purchase of the property and is seeking a reported price of approximately $20 per square foot , or approximately $1,000,000. No contract or other documentation was available for review.

The appraisers are unaware of any other arm’s length transfers, offers, options or agreements to purchase the subject property in the last 3 years.

C. Environmental Observations

No environmental reports were provided. Based on physical insp ection of the property, no evidence of any toxic contamination of the site or building improvements was observed. In addition, there was no evidence of drainage ASSESSOR’S MAP

SUBJECT
Appraisal: 1937 Broadway Street, City of Vallejo, California Page 12

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

problems. While no obvious signs of contamination were noted, the appraisers are not experts in the field of toxic contamination, and the site is assumed to be clean.

D. Easements and Restrictions

A title report was not provided to the appraisers. Based on a review of the Parcel Map there appears to be a 10-foot-wide sanitary easement located along a portion of the western boundary of the property. Given its location at the edge of the property this easement does not appear to affect the development potentia l of the subject property. In addition, at the inspection of the property, the subject does not appear to have any other easements or restrictions affecting the subject property.

This appraisal assumes clear and marketable title, and that no unusual easeme nts and/or encumbrances exist that would negatively affect the utility or marketability of the subject.

E. Assessed Value and Real Estate Taxes

For the 2021-2022 tax year, the Solano County Assessor has assessed the subject property for a total of $480,000 . Of this amount, $480,000 represents land value and no value is attributable to improvements.

Under California property tax laws instituted by the passage of Proposition 13, property taxes can only be increased a maximum of two percent annually unless a property is sold or additional value is added through new construction or alteration.

Upon sale, property is taxed on the basis of one percent of the reassessed value, most often equal to the purchase price, plus existing bond indebtedness.

The subject parcel is located in Tax Code Area 70 00 which has a 20 21-2022 tax rate of 1.143502 percent. For the current tax year, the total real estate taxes for the subject property are $5,884.72, which included a 10% penalty charge of $280.22 .

There are also three special county assessments levied on the site for a total of $301.56 in the current tax year. For the 2021-2022 tax year, the total taxes due are payable in two installments.

According to the County Tax Collector’s office, there are no delinquent taxes due on the subject parcel. Furthermore, the subject is not located in any bond assessment district.

F. Flood Zone and Seismic Information

According to the Flood Insurance Rate Map, community panel number 06095C0419F, dated August 3, 2016, the subject property is situated in Flood Zone X, which does not require flood insurance. The subject property is not within an Alquist-Priolo Special Studies Earthquake Zone.

AERIAL MAP

SUBJECT
Appraisal: 1937 Broadway Street, City of Vallejo, California Page 13

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

G. General Plan and Zoning

The General Plan for the subject property is Business/Light Industrial. This General Plan designation is “intended to facilitate light industrial activities, including light manufacturing, warehousing and logistics; automotive service and maintenance, including auto body and painting operations; assembly; research and development; and production, distribution and repair (PDR) uses. Some light industrial and similar uses may include exterior storage areas. Professional office uses can also be accommodated in this designation. Secondary and accessory uses such as banks, cafes, printers and office supply stor es to serve the needs of the employees and businesses are also encouraged.”

The zoning district designation on the subject site by the City of Vallejo is IL, Industrial Limited. According to the Zoning Codes of the City of Vallejo, the purpose of IL ( Industrial Limited ) zoning “is intended to create and establish regulations for a diverse range of light industrial and supportive uses as well as limited office and live/work uses. T his district is primarily intended to accommodate industrial and flex space types of development.”

Permitted uses under the I L zoning include commercial uses of: automotive services and equipment repair, auto used sales, storage and full-service stations, building material sales and services, garden nursery and garden center, pet hospital and pet day care services, small restaurants with limited service, banks and check cashing, catering services and small public markets (less than 30,000 sf) with food and beverage sales. Industrial uses include artist studios, breweries, media production, indoor warehousing and storage. Permitted public and semi-public uses include emergency shelters, government offices and public safety facilities.

Uses which require a minor use permit in the IL District include animal boarding, kennel, auto new sales, heavy auto/equipment repair, service station with minimum-service, large public market s with food and beverage sales , live/work, cannabis (including cultivation, distribution , manufacturing, testing and retail sales), research and development, outdoor storage as well as freight/truck terminal and warehouse. Residential uses are not allowed in the Limited Industrial District.

The only specified development regulations in the IL District include a maximum building height of 45 feet. There are 10-foot front and street side setbacks and 0-to- 15-foot setbacks on interior side and rear of property, with 15-foot setback requirements when abutting a R distric t. The maximum FAR is 2.5 . Off -street parking requirements are determined by the number of persons employed.

The Vallejo Planning Department was contacted as part of this appraisal. Their records indicated that no recent planning entitlements have been approved for the subject site. In addition, no building permits have been issued for the subject site and the last permit was issued in June 1989 to demolish two single family dwellings and two detached garages.

SUBJECT PHOTOGRAPHS

Subject Property Subject Property facing north

Subject Property facing west Subject Property facing south

SUBJECT PHOTOGRAPHS

Subject Property facing south Subject neighborhood to the north

Subject neighborhood facing north

Subject neighborhood to the east

SUBJECT PHOTOGRAPHS

Subject neighborhood facing south Improvements to the north of the subject property

Neighborhood to the east of the subject property

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 14

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

V. HIGHEST AND BEST USE AND VALUATION METHODOLOGY

A. Highest and Best Use

Highest and best use is the reasonably probable and legal use of vacant land or an improved property that is physically possible, appropriately supported, financially feasible and that results in the highest value. (The Appraisal of Real Estate, 1 4th Edition, 2013, p.333)

The four criteria the highest and best use must meet are physical possibility, legal permissibility, financial feasibility, and maximum productivity. Analysis of the subject’s highest and best use is made as if the site were vacant, and as improved with the existing improvements.

In determining the highest and best use of the subject site as if vacant, the four tests are applied to the subject. These include: legal permissibility, physical possibility, financial feasibility and maximum productivity.

1) As-Is – Vacant

a. Physically Possible

The subject property consists of a single parcel containing a total land area of 1.15 acres and 50,094 square feet. The site is generally rectangular in shape with relatively long street frontage. The mid block level lot is surrounded by service commercial and light industrial uses. Based on the subject shape , location and topography, the development utility is considered good.

b. Legally Permissible

The subject parcel is located in northern portion of west Vallejo. As discussed previously in the General Plan and Zoning section of this report, the subject is located within an Industrial Limited zoning district and has a General Plan designation of Business/Light Industrial.

The zoning allows for light manufacturing, warehousing, automotive repair, sales and service, as well as storage, equipment rental, and commercial uses such as small public markets, garden centers, pet care services, and breweries.

Based on the legal parameters, the highest and best use of the subject property, as-if vacant, appears to be development with light industrial or service commercial uses.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 15

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

c. Financially Feasible

Industrial market conditions have improved over the past coup le of years.

The subject has an average, location in Vallejo. Transportation access is good.

Currently, speculative uses would not likely be financially feasible, as there has been limited new light industrial/service commercial development in Vallejo. Bu ild-to-suit activity continues, and owner -users remain active.

Currently speculative development would not likely be financially feasible, but a build-to-suit development could be viable if a user is identified.

d. Maximally Productive

The maximally productive use is that use, from among financially feasible uses, that provides the highest rate of return or value. In the current market, the highest and best use of sites like the subject is to hold the site for future development, develop as a build-to-suit, or sell the site to a user.

2) Conclusion – As Vacant

Based on the physically possible, legally permissible, and financially feasible/maximally productive uses, the highest and best use of the subject site, as if vacant, is considered to be to hold the site for future development consistent with the subject’s zoning, or develop as a build -to-suit, or sell the site to a user.

B. Valuation Methodology

The valuation of any parcel of real estate is derived principally through three approaches to the market value. From the indications of these analyses, and the weight accorded to each, an opinion of value is reached. Each approach is more particularly described below.

1. Cost Approach

This approach is the summation of the estimated value of the land, as if vacant, and the reproduction of replacement cost of the improvements. From these are deducted the appraiser's estimate of physical deterioration, functional obsolescence and economic obsolescence, as observed during inspection of the property and its environs. The Cost Approach is based on the premise that, except under most unusual circumstances, the value of a property cannot be greater than the cost of constructing a similar building on a comparable site.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 16

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

2. Sales Comparison Approach

This approach is based on the principal of substitution, i.e., the value of a property is governed by the prices generally obtained for similar properties. In analyzing the market data, it is essential that the sale prices be reduced to common denominators to relate the degree of comparability to the property under appraisal. The difficulty in this approach is that two properties are never exactly alike.

3. Income Approach

An investment property is typically valued in proportion to its ability to produce income. Hence the Income Approach involves an analysis of the property in terms of its ability to provide a net annual income. This estimated income is then capitalized at a market-oriented rate commensurate with the risks inherent in ownership of the property, relative to the rate of return offered by other investments.

Vacant land is estimated by the Sales Comparison Approach, which is presented in the following chapter. The Income and Cost Approaches are not considered appropriate and are not used in this appraisal.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 17

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

VI. LAND VALUATION BY THE SALES COMPARISON APPROACH

The approach utilized in estimating the current market value of the subject property is the Sales Comparison Approach. In this analysis, value is estimated by comparing the subject to similar land sites which have transferred prior to the effective date of a ppraisal. The index properties show characteristics which are similar to the property being appraised.

Those transactions which are considered appropriate to indexing the value of the subject are summarized on the table on the following page. The prices paid for the comparable properties are shown on an absolute basis and on a price per square foot basis, which is the most common unit value used for land.

In valuing the subject site, adjustments are made as necessary to each comparable for location, accessibility, functional utility, date of sale, terms of sale, and size.

A. Comparable Sales

Comparable 1 is the recent sale of a property located at 1688 Broadway Street in the northern portion of the west side of the City of Vallejo. The property is situated to the west of the Kaiser Medical Center. The comparabl e c onsists of two contiguous parcels situated on the east side of Broadway close to the Couch Street intersection. The property contains 54,950 square feet or 1.26 acres and is improved with an older single-family home with 1,040 square feet that was used as an office.

The remaining portion of the property is paved for RV parking and fenced.

Reportedly, there are 49 RV parking spaces. The site is zoned Neighborhood Mixed Use District. The property is planned for future redevelopment.

In June of 2022 this property sold for $ 1,400,000 or $25.48 per square foot . The listing broker indicated that the property had a monthly income of $6,000 at the time of sale. The purchaser plans to continue operating the RV parking on the site while seeking entitlements.

Comparable 2 is located at 145 Corporate Place in Vallejo in the southern portion of the west side of Vallejo. Corporate Place is situated off of Solano Avenue to the east of Sonoma Boulevard . The irregular shaped vacant site was the last undeveloped parcel on the cul-de-sac. The site contains 30,492 square feet, or 0.70 acre and is zoned Industrial Limited.

In January 2022 this p roperty sold for $525,000 or $ 17.22 per square foot .

According to the broker, the buyer owns a large tow truck company and intends to eventually to build on the property.

Comparable 3 is the sale of three adjacent parcels located at 1971 Broadway Street in Vallejo. The property is located to the north of the subject on the same block.

The site is improved with an older 4,000 square foot masonry block warehouse Table 1 Page 17.1
Grantor
Location / Sale Zoning Grantee
No. APN Date General Plan Doc. No. Comments

1 1668 Broadway Street 6/22 54,950 SF $1,400,000 $25.48 Neighborhood Mixed Use Peter Lofas Jr.

Vallejo 1.26 AC Neighborhood Corridor Broadway Storage APN: 0053-021-100 and 110 Group LLC
#043362
2 145 Corporate Place 1/22 30,492 SF $525,000 $17.22 Industrial Limited CA & DEF McDonald/ Irregular shaped site at end of cul-de-sac.

Vallejo 0.70 AC Business/Light Industrial Faith & Faylynn Located in southwest Vallejo.

APN: 0058-071-350 Holdings
#04822
3 1971 Broadway Street 12/21 17,064 SF $535,000 Industrial Limited United Properties LLC/ Vallejo 0.39 AC $160,000 (1) Business/Light Industrial APN: 0052-040-110, -100, and -0340 $375,000 $21.98
#123717
4 1250 Benicia Road 11/21 121,968 SF $1,900,000 $15.58 Commercial Service Robin Masters Group LLC/ Unincorporated Solano County 2.80 AC- Net General 1855 Benicia Rad LLC APN: 0079-020-260 #117709
5 916-918 Pennsylvania Street 10/20 32,435 SF $1,000,000 Industrial Limited Leeann Kukuruza/ Vallejo 0.74 AC $531,520 (1) Neighborhood Corridor Mahadev Enterprise APN: 0056-244-140, -150 and 160 $468,480 $14.44 #086989 Subject 6/21 50,094 SF $480,000 $9.58 Industrial Limited Sarah Kukuruza/ Vacant land with sidewalk and curb 1937 Broadway 1.15 AC Business/Light Industrial Nicholas Scott Foster cuts into site. Level, rectangular site. #065392
(1) Estimated value of depreciated improvements at $40 psf Source: Watts, Cohn & Partners, Inc., August 2022
22-WCP-046

COMPARABLE LAND SALES
Appraisal of 1937 Broadway Street
Vallejo, California
Land Sale Price
Paved lots, includes a older 1,040 SF single
family home and RV parking lot. Across from
Kaiser Hospital. Planned for redevelopment.

Area Price per SF
Improved with older building with 4,000 SF.

Level LotMA and CC Silvert Living
Trust
Improved with older building 13,288 SF metal
building. Located in a older neighborhood
adjacent to RR tracks.

Irregular shaped site with creek bisecting
parcel. Rear property line is adjacent to Hwy
780 buffer area. Planned for self storage.

Located within Benicia sphere of influence.

COMPARABLE LAND SALES MAP

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 18

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

building which is in fair condition. The property contains 17,064 square feet, or

0.39 acres. The property is zoned Industrial Limited.

The comparable sold in December 2021 for $ 535,000. After deducting $ 40 per square foot for the building improvements, the adjusted purchase price is $375,000.

This equates to $ 21.98 per square foot of land area. The purchaser is storing vehicles at the property.

Comparable 4 is the sale of a property located at 1250 Benicia Road in unincorporated Solano County. The property is situated within the City of Benicia sphere of influence and has a City of Vallejo mailing address. The comparable is situated on the south side of Benicia Road to the west of Columbus Parkway and is also bounded by State Highway 780 buffer area. The irregular shaped lot contains

3.88 acres. However, the site is bisected by a creek, and it is estimated that the developable site area is 2.80 acres or 121,968 square feet. The property gently slopes from west to east and is level on two tiers. The property is zoned by the County as Commercial Service, which allows for uses such as warehouses, lumber and equipment yards, storage lots and other business activities.

In November 2021 this property sold for $1,900,000 or $15.58 per net square foot.

The property was purchased by a self-storage company and is entitled for storage development on the property.

Comparable 5 is the sale of three adjacent parcels located at 916-918 Pennsylvania Street in Vallejo. The property is located at the eastern end of Pennsylvania Street to the east of Monterey Street in west Vallejo . Railroad tracks border the eastern side of the property. The site is improved with an older 13,288 square foot metal clad industrial building which is in poor /fair condition. The property cont ains 32,435 square feet, or 0.74 acres. The property is zoned Industrial Limited.

The comparable sold in October 2020 for $1,000,000. After d educting $40 per square foot for the building improvements, the adjusted purchase price is $468,480.

This equates to $14.44 per square foot of land area.

B. Analysis

The comparable sales show an unadjusted range from approximately $ 14 to $25 per square foot of land area. After further analysis, an appropriate unit analysis can be concluded for the subject. The table on the following page shows the adjustments applied to each of the comparables in tabular form. The adjustments are less mechanical than the grid implies and are best used as a guide to assist in narrowing the appropriate range of unit values for the subject.

The City of Vallejo IL zoning allows for cannabis retail sales, cultivation, manufacturing, and distribution with a minor use permit. Although the subject property potentially allows this use, this activity is only granted to 11 companies in Table 2 Page 18.1
Comparable 1 Comparable 2 Comparable 3 Comparable 4 Comparable 5 Address: 1668 Broadway Street 145 Corporate Place 1971 Broadway Street 1250 Benicia Road 916-918 Pennsylvania Street Vallejo Vallejo Vallejo Unincorporated Solano County Vallejo Size SF: 54,950 30,492 17,064 121,968 32,435
Sale Date: 6/22 1/22 12/21 11/21 10/20
Transaction Price: $1,400,000 $525,000 $375,000 $1,900,000 $468,480 Unadjusted Price/SF $25.48 $17.22 $21.98 $15.58 $14.44
Financing Terms: 0% 0% 0% 0% 0%
Property Interest: 0% 0% 0% 0% 0%
Adjusted Sale Price SF $25.48 $17.22 $21.98 $15.58 $14.44 Conditions of Sale 0% 0% 0% 0% 0%
Market Conditions: 0% 0% 0% 0% 0%
Price Adj. For Mkt. Cond. $25.48 $17.22 $21.98 $15.58 $14.44 Location: -5.0% -5.0% 0.0% -10.0% -5.0%
Visibility/Access: 0.0% 5.0% 0.0% -5.0% 5.0%
Appeal: 0.0% 0.0% 0.0% 0.0% 0.0%
Size: 0.0% -2.5% -10.0% 5.0% -2.5%
Shape/Condition/Topography -15.0% 5.0% -5.0% 10.0% -2.5% Zoning/Approvals: -2.5% 0.0% 0.0% -5.0% 0.0%
Other: -5.0% 0.0% 0.0% 0.0% 0.0%
Total Adjusted %: -27.5% 2.5% -15.0% -5.0% -5.0%
Adjusted Value
for the Subject: $18.47 $17.65 $18.68 $14.80 $13.72
Value Range: $13.72 - $18.68
Value Conclusion Per SF: $16.50
Value Conclusion: 50,094 SF $827,000 Value Conclusion (Rounded): 50,094 SF $830,000 Source: Watts, Cohn and Partners, Inc., August 2022
22-WCP-046

COMPARABLE ADJUSTMENT GRID
Appraisal of 1937 Broadway Street
Vallejo, California
Appraisal: 1937 Broadway Street, City of Vallejo, California Page 19

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

Vallejo. This type of operation is considered similar to other specialized use permits such as pre-schools or alcohol sales. As such, the potential value of the license is held by the permit holder and is not considered to contribute to the land value.

The sales occurred between October 2020 and June 2022. Although at the start of the pandemic there was concern about a greater impact on market conditions, in general the change appears quite moderate as demand in the Bay Area has remained strong. No market conditions adjustment is made to the land sales that occurred in 2020 and 2022.

The high end of the range is reflected by Comparable 1 that sold for $ 25.48 per square foot of land area. The property has a superior location in proximity to Kaiser Medical Center and a downward adjustment is made for this factor. The property has similar visibility as the subject and is similar in terms of size. However, the site is superior in terms of its paved condition and existing improvements, warranting a further downward adjustment. Additional d ownward adjustment s are also warranted for the comparable’s superior more flexible zoning and existing income stream. Overall, a much lower unit value is indic ated for the subject based on this comparable.

Comparable 2 pertains to the sale of an industrial property at 145 Corporate Place in Vallejo at $17.22 per square foot. The property is located in southwest Vallejo in proximity to Sonoma Boulevard in a light industrial area. The specific area is improved with newer buildings and is considered superior to the subject in terms of location. In addition, the property is smaller in size. However, a n upward adjustment is warranted for the inferior access of the comparable at the terminus of the street and its irregular site shape. Overall, a higher unit value is suggested based on this sale.

Comparable 3 sold for $2 1.98 per square foot of land ar ea, after deducting the estimated value of the depreciated improvements. The comparable is located to the west of the subject on Broadway Street. It is similar to the subject in terms of location, visibility, appeal, shape and zoning. However, the property is significantly smaller in size warranting a downward adjustment. In addition, the property has a paved yard area. On balance, a lower unit value is indicated for the subject property.

Comparable 4 sold for $15.58 per square foot of land area. The property is located in unincorporated Solano County on the eastern edge of Vallejo and within the City of Benicia sphere of influence. The property has a superior location off of Highway 780 with good visibility warranting a downward adjustment. However, the property is larger in size and is inferior to the subject in terms of its irregular shape, condition and topography. Upward adjustments are made for these factors. Tempering these adjustments is the comparable’s superior entitlements and zoning. A net downward adjustment is indicated for the comparable in relation to the subject.

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 20

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

The low end of the range is represented by Comparable 5 which sold for $14.44 per square foot of land area , after deducting the estimated depreciated value of the improvements. T he comparable is located in southwest Vallejo , in a mixed neighborhood of single-family homes and industrial uses. A downward adjustment is considered warranted for location and its smaller size. An upward adjustment is warranted for the inferior access o f the comparable site at the end of the street.

However, it consists of three parcels and has two street frontages, and a downward adjustment is made for site utility /shape. Overall, a lower unit value is suggested for the subject based on this sale.

The subject property was purchased for $480,000, or $9.58 per square foot in June 2021. Limited sale data was available as the elderly broker who sold the property is deceased. Someone else in the broker ’s office confirmed the sale price but was unable to provide additional sale information on the property. The purchase price is below the range of the sale comparables and does not appear to be supported in the market.

C. Land Value Conclusion

After adjustment, the comparables reflect an adjusted value range of approximately $14 to 19 per square foot . The subject is a mid-block site located on Broadway between Commercial Street and Hogan Avenue in the northern portion of west Vallejo. The property has good street access and visibility. It also has good freeway access.

However, the site has several weaknesses. It has a below average general location in the northern portion of west Vallejo. The immediate neighborhood is considered fair to average and the businesses in the area consist of truck yard storage, auto repair shops, an equipment rental facility and recycling center. The condition of buildings mostly consists of below average industrial warehouse buildings and older service commercial properties.

Based on the comparables and discussions with brokers, and considering the attributes of the subject property, a unit value between $14 and $19 per square foot of land area is indicated. A unit value towards the middle of the range of $1 6.50 per square foot is concluded for the subject:

The indicated market value is as follows:

50,094 SF X $16.50 PSF = $827,000
Rounded $830,000

Appraisal: 1937 Broadway Street, City of Vallejo, California Page 21

Watts, Cohn and Partners, Inc.

Commercial Real Estate Appraisal 22-WCP-046

VII. CONCLUSION

The subject property is vacant land, which is zoned IL, Industrial Limited . The property contains 50,094 square feet, or 1.15 acres according to public records and is generally rectangular in shape.

EIGHT HUNDRED THIRTY THOUSAND DOLLARS

($830,000)

It is the opinion of the appraiser that the above concluded as-is market value for the subject property could be achieved within 12 months of exposure period as of the date of value.

ADDENDA
QUALIFICATIONS OF SARA A. COHN, MAI
California Certified General Real Estate Appraiser No. AG014469

EXPERIENCE

Sara A. Cohn is a Partner with Watts, Cohn and Partners, Inc. a new firm providing commercial real estate valuation. From 1988 to 2016, she worked for Carneghi and Partners and was a Senior Project Manager/Partner in their San Francisco office. Carneghi and Partners, and now Watts, Cohn and Partners, provide real estate appraisal and consulting services in the San Francisco Bay Area.

Clients include financial institutions, government agencies, law firms, development companies and individuals. Typical assignments include both valuation and evaluations of a broad variety of property types, uses and ownership considerations.

Ms. Cohn has over 30 years of appraisal experience. She has completed a wide variety of valuation and evaluation analyses. Ms. Cohn has extensive knowledge of the San Francisco Bay Area and has appraised many property types including office buildings, industrial properties, retail centers, hotels, residential projects, mixed -use properties and development sites. Recent work has involved the analysis of commercial buildings, residential subdivisions, valuation of affordable housing developments with bond financing and/or Low-Income Housing Tax Credits (LIHTCs), assessment districts, as well as co-housing projects.

EDUCATION

Bachelor of Arts, University of California, Berkeley, 1978

Successful completion of all professional appraisal courses offered by the Appraisal Institute as a requirement of membership.

Continued attendance at professional real estate lectures and seminars.

PROFESSIONAL AFFILIATION AND STATE CERTIFICATION

Appraisal Institute - MAI Designation (Member Appraisal Institute) No. 12017 Continuing Education Requirement Complete

State of California Certified General Real Estate Appraiser No. AG014469 Certified Through March 2023

State of California Licensed Landscape Architect No. 2102

Member, Board of Directors, Northern California Chapter of the Appraisal Institute, 2008-2010

Seminars Co-Chair, Northern California Chapter of the Appraisal Institute, 2005-2007

QUALIFICATIONS OF MARK A. WATTS

Mark A. Watts is a Partner with Watts, Cohn and Partners, Inc.

Following is a brief summary of his background and experience:

EXPERIENCE

Real Estate Appraisal Experience

Mr. Watts has been a commercial real estate appraiser since 1987 and has over 30 years’ experience in the analysis of both residential and commercial real estate. He has completed valuation assignments on a variety of projects, including industrial facilities, residential sub divisions, apartments, shopping centers, cemeteries and recreational facilities. He has also performed feasibility studies and assisted owners in making asset management decisions. He also often appraises single family homes and other residential properties in conjunction with his broader practice areas.

Mr. Watts has provided litigation support and served as an expert witness in court. He has also served in arbitrations as an expert witness. He has been qualified as an expert in San Francisco and San Mateo County Superior Courts.

He served on the San Francisco County Assessment Appeals Board from 2011 to 2016. Most of the cases he heard were for single family residences and residential condominiums.

Real Estate Investment Experience

Simultaneous to his work as a real estate appraiser, Mr. Watts has been an active real estate investor/developer. He is experienced in the acquisition, redevelopment and management of commercial and residential properties. He has witnessed and experienced many real estate cycles and stays abreast of current trends. His personal experience as an investor makes him uniquely qualified to appraise residential and commercial real estate.

From 1990 to 2010 he completed more than 30 investment real estate transactions, an average of 1.5 transactions per year. He has negotiated with buyers and sellers directly as a principal. He has completed nearly a dozen 1031 exchanges. Beginning with a small initial capital investment, he has built a large real estate port folio. Based on his ownership experience, Mr. Watts is keenly aware that the success or failure of an acquisition is closely related to its location.

Mr. Watts has broad experience with the construction, maintenance and repair of real estate. He has dem olished and re-built two structures from the ground up. He has completed fire damage repairs and remediated toxic mold. He has remodeled kitchens and baths. He has replaced foundations on structures, made additions, and made other improvements. As the quality and condition of real estate has a strong correlation with its value, his experience enables superior judgement of these attributes in his work as a real estate appraiser.

Community Involvement

Mr. Watts served on the Board of Managers of the Stonestown Family YMCA from 2002 to 2017. This is an approximately 30,000 square foot health club facility. He was active on the Facilities Committee. He served as the Board Chair in 2008. He has been a member of the Olympic Club in San Francisco since 1976. He served the Forest Hill Neighborhood Association as President from 2013 to 2017 and as a Director from 2020 to 2022.

EDUCATION

Bachelor of Arts, University of California, Davis

PROFESSIONAL AFFILIATION

State of California Certified General Real Estate Appraiser No. AG015362

PHASE I ENVIRONMENTAL SITE ASSESSMENT

Vacant Industrial Property
1937 Broadway
Vallejo, Solano County, California

Prepared for:

Mr. Scott Foster
113 Chartmaster Place
Vallejo, CA 94591

Prepared by:

SCHUTZE & Associates, Inc.
44358 South Grimmer Boulevard
Fremont, CA 94538

SCS745
June 8, 2021

SCS745 – 1937 Broadway

44358 S. Grimmer Boulevard, Fremont, CA 94538 ◊ Telephone: (510) 226-9944 ◊ Fax: (510) 226-9948 June 8, 2021
Project No. SCS745

Mr. Scott Foster
113 Chartmaster Place
Vallejo, CA 94591

Reference: Vacant Industrial Property
1937 Broadway
Vallejo, Solano County, California

Subject: Executive Summary:
• Phase I Environmental Site Assessment (ESA)

Dear Mr. Foster:

SCHUTZE & Associates, Inc. has completed a Phase I ESA for the above -referenced property (subject site). The work was supervised by a California Professional Geologist (P.G.) and was conducted in gener al conformance with ASTM 1 Designation E1527-13 (released in November 2013) and the AAI2 Final Rule (2005) of the U.S. EPA3.

The subject site consists of the following property:

Property Address Parcel Number Approximate
Size Location
1937 Broadway, Vallejo,
Solano County, California 0052-040-320 1.15 acres
Adjacent to the west of Broadway; approximately
80 ft north of the intersection of Broadway and
Commercial Street.

The subject property is one rectangular, vegetated, vacant parcel. Access to the site is from the east, from Broadway. The property is currently bounded by a chain link fence on all four sides. Adjacent and nearby properties are occupied by residences and by various commercial businesses, including several auto shops.

SCHUTZE & Associates, Inc. noted various discrepancies when comparing the property boundaries observed during the site reconnaissance with available Solano County property maps. SCHUTZE & Associates, Inc. recommends that the legal boundaries of the subject parcel be determined by a licensed surveyor.

1 American Society for Testing and Materials
2 All Appropriate Inquiry
3 Environmental Protection Agency
June 8, 2021

Page 2 ends

SCS745 – 1937 Broadway

The subject site has an elevation of approximately 20 ft above mean sea level (MSL).

The topography in the site’s vicinity consists of gently sloping (less than 2%) land with a down-gradient slope to the west, towards the Napa River.

SCHUTZE & Associates, Inc. reviewed available historical aerial photographs, topographic maps and city directories. The earliest historical record found for the area of the subject site was a 1902 topographic map depicting the site as developed with a single residence and adjacent to a one mile oval horse race track.

According to an article about historical Solano County horse racing , the Hollywood Horse Race Track, located directly adjacent to the west of the subject site from approximately 1880 to 1950 . A large farmhouse on the subject site was built in approximately 1870 and demolished by the early 1980s . Three smaller residences existed on the southern portion of the subject site from approximately the 1930s to the 1980s.

The industrial area in which the subject site is located is bordered by Commercial Street to the south, Sears Point Highway to the northwest and Broadway to the east.

Developments in this industrial area began in the late 1940s after the horse race track had been reduced in size by the construction of the Sears Point Highway. Today the industrial structures in the area are occupied by automotive repair and manufacturing operations. The area of the subject site remains undeveloped.

SCHUTZE & Associates, Inc. conducted a site reconnaissance on T uesday, May 11 , 2021. Mr. Jan Schutze, P.G., walked over the entire property. The purpose of the site reconnaissance was to observe exis ting subject property conditions and to evaluate evidence for recognized environmental conditions (RECs), including hazardous materials and/or wastes.

The subject site consists of one undeveloped, rectangular parcel with an area measuring approximately 1.15 acres. The property is currently vacant grass land. The perimeter of the subject site is secured by a chain link fence. Access to the site is via a rolling chain link driveway gate close to the northeast corner of the property, exiting onto Broadway.

A large pile of woodchips was observed on the northwestern portion of the subject site.

Based on aerial photographs, it appears that a wood chipping/firewood cutting operation has used this area of the site . The area covered with wood cuttings did not show signs of hydrocarbon contamination or staining. No other debris or waste was observed in this area. The wood chips do not present a toxic hazard for the subject site but could be a fire hazard or cause soil compaction problems during future development of the property.

An abandoned power pole was observed under a large oak tree on the southern portion of the site . Two cast iron s tormwater manhole covers approximately 3 ft in diameter and labeled with “VSFCD” (Vallejo Sanitation and Flood Control District) were observed, one at the northwest corner and another on the west side of the subject site. The cover plates rest on top of concrete bases. The APN map shows a sewer easement along the western property line , suggesting that underground stormwater drains run beneath the area next to the fence.

June 8, 2021

Page 3 ends

SCS745 – 1937 Broadway

Issues of significant environmental concern were not observed on the subject site.

As the property was historically developed with four residences, sept ic tan ks/fields, water wells and fuel tanks for heat ing could have exist ed at the p roperty in the past.

However. SCHUTZE & Associates, Inc. observed no visual indications for the presence of any of the following during the site reconnaissance : pits, p onds and lag oons; septic tanks and cesspools; wells, cistern s and sumps; and/or on -site fuel storage tan ks. No records indicating the presence of USTs or water wells were found.

Based on observations during the site reconnaissance and FEMA map designations for the site and vicinity, there is a low to moderate potential that the subject site would be affected by flo oding. It is likely that the owner of the subject site will need to prepare and implement a National Pollutant Discharge Elimination System (NPDES) Storm Water Plan, as is typically required when properties are to be developed.

SCHUTZE & Associates, Inc. reviewed a search by EDR of regulatory agency environmental databases within a one-mile radius around the subject site and requested records for the subject site and near by properties from the Solano County Department of Resource Management and the Vallejo Fire Depa rtment. The subject site was not listed in any databases searched by EDR. Building permits issued in 1989 appear to have been for the demolition of two former residences at the site.

Dry-cleaning facilities were not observed during the s ite reconnaissance or listed by EDR within the s ite vicinity. Agency listings for l eaking tank and historical UST sites were noted by EDR within a one-eighth mile search radius of the subject site. The listed sites were down-gradient to the north, west or south of the subject site. As the apparent regional groundwater flow direction at the s ite area is to the west , these sites are unlikely to have impacted the subject property.

A large number of current and historical auto shop facilities have operated in the near vicinity of the subject site. Businesses that perform vehicle repairs/maintenance can potentially be associated with contamination related to releases over time of petroleum hydrocarbons, solvents used for parts washing and metals such as chromium or lead, depending on the nature of the services performed and the age of the facility. While the majority of the nearby off -site auto shops are located down -gradient from the subject site, the presence of numerous current and historical auto -related operations in the vicinity of the subject site indicates a potential for subsurface contamination by these facilities.

Recommendations
Based on the results of the Phase I ESA, SCHUTZE & Associates, Inc. notes that LUST sites, auto shops and other sites of environmental concern are located in the s ite vicinity, primarily in the industrial developments to the north, west and south of the subject site. These sites are cross- and down-gradient from the subject property and there is therefore a low to moderate concern that the subject site has been impacted.

Former historical activities at the subject site (farming and horse racing; residences) are unlikely to have environmentally impacted subsurface conditions beneath the property.

Based on these findings, SCHUTZE & Associates, Inc. recommends no further environmental investigations at the subject site.

June 8, 2021

Page 4 ends

SCS745 – 1937 Broadway

SCHUTZE & Associates, Inc. recommends that a property survey be conducted to correct apparently existing errors in Solano County property records and confirm the existing property boundaries.

We have enjoyed working on this project and appreciate the opportunity to be of service. Please call SCHUTZE & Associates, Inc. at (510) 226 -9944 with questions or comments about this report.

Respectfully submitted,
SCHUTZE & ASSOCIATES, INC.

Jan H. Schutze, M.Sc., P.G.

President

SCS745 – 1937 Broadway
i

Table of Contents
A. INTRODUCTION ................................ ................................ ................................ ............. 1 B. PHASE I ESA ................................ ................................ ................................ .................. 2 B.1. Phase I ESA Scope of Services ................................ ................................ ............. 2 B.2. Credentials ................................ ................................ ................................ ............ 3 B.3. Definitions of REC, HREC and CREC ................................ ................................ ... 3 C. SITE LOCATION ................................ ................................ ................................ ............. 4 C.1. Topographic Map Review ................................ ................................ ...................... 5 D. GEOLOGY AND HYDROLOGY ................................ ................................ ...................... 5 D.1. Geology ................................ ................................ ................................ ................. 5 D.2. Soils ................................ ................................ ................................ ...................... 6 D.3. Surface Waters ................................ ................................ ................................ ...... 6 D.4. Seismicity ................................ ................................ ................................ .............. 6 D.5. Groundwater ................................ ................................ ................................ .......... 7 D.6. Climate ................................ ................................ ................................ .................. 7 D.7. Previous Environmental Investigations ................................ ................................ .. 7 E. HISTORICAL REVIEW ................................ ................................ ................................ .... 8 E.1. Review of Topographic Maps ................................ ................................ ................ 8 E.2. Historical Article: Early Vallejo Race Tracks ................................ .......................... 9 E.3. Review of Aerial Photographs ................................ ................................ ................ 9 E.4. Sanborn Fire Insurance Maps ................................ ................................ .............. 10 E.5. Review of City Directories ................................ ................................ .................... 10 E.6. Oil and Gas Fields / Mining Operations ................................ ............................... 12 E.7. Phase I Environmental Questionnaire ................................ ................................ .. 12 E.8. Title Report / ALTA Survey ................................ ................................ .................. 12 E.9. Data Gaps ................................ ................................ ................................ ........... 13 E.10. Historical Summary ................................ ................................ ............................. 13 F. SITE RECONNAISSANCE ................................ ................................ ............................ 13 F.1. General Site Condition ................................ ................................ ......................... 13 F.2. Pits, Ponds and Lagoons ................................ ................................ ..................... 14 F.3. Septic Tanks and Cesspools ................................ ................................ ............... 14 F.4. Wells, Cisterns and Sumps ................................ ................................ .................. 15 F.5. Polychlorinated Biphenyls (PCBs) ................................ ................................ ....... 15 F.6. On-Site Fuel Storage Tanks ................................ ................................ ................ 15 F.7. Utilities ................................ ................................ ................................ ................. 15 F.8. Adjacent and Nearby Land Use ................................ ................................ ........... 15 F.9. Wetlands and Flood Plains ................................ ................................ .................. 16 G. RADON GAS SURVEY ................................ ................................ ................................ . 17

SCS745 – 1937 Broadway
ii
H. AGENCY FILE REVIEW ................................ ................................ ............................... 17 H.1. Solano County Department of Resource Management (SCDRM) ........................ 17 H.2. Vallejo Fire Department (VFD) ................................ ................................ ............. 18 H.3. Vallejo Building Division (VBD) ................................ ................................ ............ 18 H.4. EnviroStor ................................ ................................ ................................ ............ 18 H.5. GeoTracker ................................ ................................ ................................ ......... 18 H.6. CalEPA Regulated Site Portal ................................ ................................ ............. 20 I. GOVERNMENT LIST SEARCH (EDR REPORT) ................................ .......................... 21 I.1. Subject Property ................................ ................................ ................................ .. 21 I.2. LUST Sites ................................ ................................ ................................ .......... 21 I.3. UST and AST Sites ................................ ................................ ............................. 22 I.4. Dry-Cleaners ................................ ................................ ................................ ....... 22 I.5. Automobile Repair Shops ................................ ................................ .................... 22 I.6. Orphan Sites ................................ ................................ ................................ ....... 23 J. VAPOR MIGRATION ................................ ................................ ................................ .... 23 K. FINDINGS AND CONCLUSIONS ................................ ................................ .................. 23 L. RECOMMENDATIONS ................................ ................................ ................................ . 26

Attachments

Acronyms and Abbreviations
Figure 1 Site Vicinity Map
Figure 2 Site Map
Site Photographs

Appendix A: APN Map & Parcel Outline
Appendix B: Consultant Credentials
Appendix C: Topographic Maps
Appendix D: Aerial Photographs
Appendix E: City Directories Search
Appendix F: Phase I Questionnaire
Appendix G: FEMA Flood Map 06095C0419F (effective August 3, 2016) Appendix H: Environmental Data Resources, Inc., Regulatory Database Search Report, Inquiry No. 6444702.2s, dated April 9, 2021

SCS745 – 1937 Broadway
1 PHASE I ENVIRONMENTAL SITE ASSESSMENT

Vacant Industrial Property
1937 Broadway
Vallejo, Solano County, California

A. INTRODUCTION
This report presents the results of a Phase I Environmental Site Assessment (ESA) for a graded, undeveloped property located west of Broadway and approximately 80 ft north of Commercial Street in Vallejo, California.

The work was supervised by a California Professional Geologist (P.G.) and was conducted in general conformance with ASTM 4 Designation E1527 -13 (released in November 2013) and the AAI5 Final Rule (2005) of the U.S. EPA6.

The subject site consists of the following property:

TABLE 1
Property Information
Vacant Lot: 1937 Broadway, Vallejo, Solano County, California Property Address Parcel Number Approximate
Size Location
1937 Broadway, Vallejo,
Solano County, California 0052-040-320 1.15 acres
Adjacent to the west of Broadway; approximately
80 ft north of the intersection of Broadway and
Commercial Street.

Property Boundaries
SCHUTZE & Associates, Inc. observed the following discrepancies when comparing the property boundaries observed during the site reconnaissance with available Solano County property maps:

1.) Based on a comparison of the northern and southern site boundaries as marked by the on-site fencing and as depicted on the Solano County GIS 7 Open Data Portal parcel viewer 8, Solano County appears to place the actual northern boundary of the subject parcel approximately 40 ft north of the curren t north fence line and the southern parcel boundary , correspondingly, approximately 40

4 American Society for Testing and Materials
5 All Appropriate Inquiry
6 Environmental Protection Agency
7 Geographic Information Systems
8 https://doitgis.maps.arcgis.com/apps/webappviewer/index.html?id=5ed716f604cb4ba38ebb2f5fbc9730eb

SCS745 – 1937 Broadway
2 ft north of the south fence. However, SCHUTZE & Associates, Inc. believes t his apparent discrepancy to be the result of an inaccurate GIS overlay on the Solano County website.

2.) The length of the eastern property boundary of the subject site is recorded on the Solano County APN map as 386.92 ft , but when this distance is m easured using the current Google Earth aerial view of the site , the length from the southern fence to the northern fence appears to be approximately 326 ft, which is 60 ft shorter than the APN map indicates. This measurement corresponds with the length of the western property line given on the APN map of 326.5 ft. As the subject property appears to be approximately rectangular in shape both on the APN map and in actuality, this suggests that the length of 386.92 ft for the eastern property boundary stated on the APN map is likely an error.

3.) The property boundary to the north is shown on t he APN map as wrapping around the northwestern corner of the subject site. Based on observations during the site reconnaissance, the northern fence line of the subject site appeared to have been moved approximately 10 ft to the south (into the subject site), eliminating the wrap around area. The land area to the north that could be a part of the subject property (depending on the actual site boundary) is currently developed with a shed and used by the adjacent site owner for vehicle parking.

For the purposes of this report, SCHUTZE & Associates, In c. uses the terms “subject site” and “subject property” to refer to the site area as delineated by the currently existing chain link fence at the property.

It should be noted that SCHUTZE & Associates, Inc. has based observations concerning the property boundaries on available information from the Solano County website (the current APN Map for the property and a depiction of the subject parcel from the Solano County GIS Portal are attached as Appendix A). Surveyor’s maps (such as an ALTA Survey) which depict the legal site boundaries were not available for review during the completion of this report. SCHUTZE & Associates, Inc. recommends that the legal boundaries of the subject parcel be determined by a licensed surveyor.

The property is shown on the Site Vicinity Map and Site Map (Figures 1 and 2) attached to this report.

B. PHASE I ESA
B.1. Phase I ESA Scope of Services
The purpose of this Phase I ESA is to review past and present land use practices and site operations to evaluate the potential presence of Recognized Environmental Conditions (RECs) at the subject property.

The Phase I scope of services included the following:
• A site reconnaissance;
• A drive-by survey of the subject site vicinity;

SCS745 – 1937 Broadway
3 • Review of records available at local and regional public agencies through agency visits, telephone contact, and/or agency environmental database search; • Historical research, including aerial photograph and map review; and • A review of a nation-wide radon survey.

These tasks were performed to evaluate past and current land use for indications of the manufacture, generation, use, storage and/or disposal of hazardous materials at the subject property. This Phase I ESA includes a preliminary evaluation of the potential for soil and/or groundwater impacts resulting from past and present subject site land use activities and nearby offsite operations, based upon the scope of services described.

The Phase I ESA was conducted in conformance with the ASTM “Standard Practice for Environmental Site Assessments” (E1527 -13, released November 2013) and the AAI Final Rule (2005) of the U.S. EPA.

The work was be supervised by Mr. Jan Schutze, P.G., re gistered in the State of California (#5771). Mr. Schutze meets the definition of an “Environmental Professional” as detailed in the U.S. EPA AAI Rule.

SCHUTZE & Associates, Inc. did not collect radon samples as part of this ESA.

B.2. Credentials
This Phase I E SA report has been prepared by Mr. Jan Schutze, a Professional Geologist registered in the State of California (Appendix B). The information contained in this report has received appropriate technical review and approval. The conclusions represent profes sional judgments and are founded upon the findings of the investigations identified in the report and the interpretation of such data based on our experience and expertise, according to the existing standard of care for work of this kind.

We declare that, to the best of our professional knowledge and belief, we meet the definition of Environmental Professionals as defined in 40 CFR 9 Part 312.10. We have the specific qualifications based on education, training and experience to assess a property of the nature, history and setting of the subject site. We have developed and performed the All Appropriate Inquiries in conformance with the standards and practices set forth in 40 CFR Part 312.10.

Phase I ESAs are limited in their scopes and adverse conditions may exist that could not be discovered by such investigations. SCHUTZE & Associates, Inc. has made every reasonable effort to disco ver and interpret the information and current conditions regarding the site. This ESA includes the review of agency lists and reports prepared by others. SCHUTZE & Associates, Inc. believes that the information contained herein is reliable, but cannot guarantee the accuracy of information provided by others.

B.3. Definitions of REC, HREC and CREC
ASTM last updated the Phase I ESA standard (E1527 -13) in 2013. The following

9 Code of Federal Regulations

SCS745 – 1937 Broadway
4 guidance for terms presented in the ASTM update was prepared by Environmental Data Resources, Inc. (EDR) in 2016.

Recognized Environmental Condition (REC)
Definition: “the presence or likely presence of any hazardous substances or petroleum products in, on, or at a property: (1) due to any release to the environment; (2) under conditions indicative of a release to the environment; or (3) under conditions that pose a material threat of a future release to the environment.” Historical Recognized Environmental Condition (HREC)
Definition: “a past release of any hazardous substances or petroleum p roducts that has occurred in connection with the property and has been addressed to the satisfaction of the applicable regulatory authority or meeting unrestricted use criteria established by a regulatory authority, without subjecting the property to any r equired controls (e.g., property use restrictions, AULs, institutional controls, or engineering controls). Before calling the past release an HREC, the environmental professional (EP) must determine whether the past release is a REC at the time the Phase I ESA is conducted (e.g., if there has been a change in the regulatory criteria).”
The determination of an HREC is intended to be used for properties that would have previously been determined a REC, but that have undergone remediation for risk-based cleanup. These sites are not subject to any known restricted land use requirements. In addition, the EP must also verify that no changes have taken place, such as updates to the cleanup standards that would deem the release a REC today.

Controlled Recognized Environmental Condition (CREC)
Definition: “a REC resulting from a past release of hazardous substances or petroleum products that has been addressed to the satisfaction of the applicable regulatory authority (e.g., as evidenced by the issuan ce of a NFA letter or equivalent, or meeting risk-based criteria established by regulatory authority), with hazardous substances or petroleum products allowed to remain in place subject to the implementation of required controls (e.g., property use restric tions, AULs, institutional controls, or engineering controls) a CREC shall be listed in the Findings Section of the Phase I ESA report, and as a REC in the Conclusions Section of the report.”
The term CREC, or “Controlled REC” refers to a REC with past rel eases that have been addressed, but where contamination still remains and is subject to the implementation of required activity use limitations (AULs) such as institutional or engineering controls.

While HRECs must be listed in the Findings Section, CRECs are considered RECs and must be listed in the Findings Section as a REC and also in the Conclusion. While CRECs and HRECs both apply to target properties with previous contamination, sites with HRECs currently have no restrictions and thus do not need to be listed as a REC.

C. SITE LOCATION
The subject site is located within a n industrial area bordered by Broadway on the east side, Highway 37 on the north side, H ighway 29 (Sonoma Boulevard) on the west side and Commercial Street on the south side. Residential neighborhoods are east of

SCS745 – 1937 Broadway
5 Broadway. The site can be reached by taking California State Route 37 West (SR- 37W) and exiting at Sonoma Boulevard. Travel 0.4 miles south to Lewis Brown Drive.

Turn left (northeast) onto Lewis Brown Drive and travel approximately 0.3 miles northeast to Broadway. Then turn right (south) onto Broadway and travel 0.2 miles.

The subject site is on the right.

The subject property is shown on the Site Vicinity Map and Site Map (Figures 1 and 2) attached to this report.

C.1. Topographic Map Review
The property is depicted on the 2018 Cuttings Wharf 7.5-minute topographic quadrangle sheet produced by the U.S. Geologic Survey (USGS). 10 The area of the subject site is shown adjacent to the west of north-south running Broadway in a neighborhood called Flosden Acres in the northern part of Vallejo . No individual structures are depicted at the site. The intersection of California State Route 37 (SR-37) and SR-29 is depicted approximately 1,200 ft nor thwest of the subject site . Approximately 0.75 miles east of the subject site is Lake Chabot, which drains on the west side into Lake Chabot Creek.

This creek flows in westerly direction alongside SR-37 until it drains into the wetlands along Napa River adjacent to the west of the highway intersection . Railroad tracks running in north -south direction parallel to Broadway are shown approximately 400 ft east of the subject site. SR-29 runs in north-south direction approximately 900 ft west of the subject site.

The subject site has an elevation of approximately 20 ft above mean sea level (MSL).

The topography in the site’s vicinity consists of gently sloping (less than 2%) land with a down-gradient slope to the west, towards the Napa River.

A review of topographic maps and a reconnaissance of the surrounding area indicate that no oil wells or mine site are located within a 0.25-mile radius of the subject site.

D. GEOLOGY AND HYDROLOGY
D.1. Geology
The subject site is located within the Coast Ranges geomorphic province, which is characterized by a series of parallel, north -westerly-trending, folded and faulted mountain chains. Quaternary (2 to 3 million years ago to the present) uplift resulted in the geologically recent formation of the Sulphur Springs Mountains approximately 2 .25 miles to the northeast of the subject site.

The northern part of Vallejo, with north-south running Solano Boulevard and Broadway , is in a northwesterly running valley, positioned between the northwest trending ridges of the Vallejo Heights to the southwest and Harry Floyd Terrace to the northeast. These two ridges consist of Upper Cretace ous marine sedimentary rocks of the Great Valley Sequence (younger than the Franciscan). The valley floor consists of imported fill material and, beneath the subject site, of Quaternary/Pleistocene Alluvium.

10 USGS, Topographic Map, Cuttings Wharf Quadrangle, 7.5-Minute Series, 2018 (scale 1:24,000)

SCS745 – 1937 Broadway
6 D.2. Soils
Based on USDA 11 Soil Conservation Service (SCS) SSURGO 12 data, the area of the subject site is underlain by Rincon clay loam soils . These fine -grained soils are classified as silts and clays and belong to Hydrologic Group “Class C”, which includes soils with slow infiltration rates. Rincon soils are well -drained have a high corrosion potential for uncoated steel.13
D.3. Surface Waters
Surface waters were not observed on or immediately adjacent to the subject site. The site is located within the Lake Chabot Watershed area. Lake Chabot , located approximately 0.5 miles east of the subject site , is fed by Rindler Creek and Blue Ridge Mountain Creek, which enter the east side of the lake. On the west side of the lake is a dam. Lake Chabot Cr eek starts at the dam and flows in westerly direction, north of Harry Floyd Terrace, crossing Broadway approximately 800 ft north of the subject site.

Lake Chabot Creek ends in the wetlands along the Napa River approximately 1,500 ft northwest of the subject site.

White Slough is a wetland approximately 2,500 ft southwest of the subject site, connected to the wetlands along the Napa River.

D.4. Seismicity
The Alquist -Priolo Act defines active faults in California as those that have shown seismic activity during the Holocene period (approximately the past 11,000 years) while potentially active faults are those that have shown activity within the Quaternary period (the past 1.8 million years). The Alquist -Priolo Earthquake Fault Zoning (AP) Act was passed into la w following the destructive M6.6 San Fernando earthquake on February 9, 1971. The AP Act provides a mechanism for reducing losses from surface fault rupture on a statewide basis. The intent of the AP Act is to ensure public safety by prohibiting the cons truction of most structures for human occupancy across traces of active faults that constitute a potential hazard to structures from surface faulting or fault creep.

The area of the subject site does not currently fall into an Alquist -Priolo Fault Zone. 14 According to the Alquist -Priolo Map, the nearest major active fault s are the West Napa fault (approximately 1.75 miles to the north) and the Evergreen Fault ( approximately seven miles to the east).

A common measure of earthquake intensity and effects due to ground shaking is the Modified Mercalli Intensity (MMI) Scale. The MMI values for intensity range from I to XII, with intensity descriptions ranging from an event not felt by most people (I) to nearly total damage (XII). Between these two extreme ranges, intensities that range from IV to XI have the potential to cause moderate to significant structural damage.

11 U.S. Department of Agriculture
12 Soil Survey Geographic
13 EDR Radius Map Report, Inquiry No. 6444702.2s, dated April 9, 2021 14 https://maps.conservation.ca.gov/cgs/EQZApp/app/

SCS745 – 1937 Broadway
7 According to the California Earthquake Authority 15, scientists predict that within a 30 - year period (beginning in 2014), there is a 51 percent chance that the San Francisco region specifically will experience one or more magnitude 7.0 or greater earthquakes.

There is also a 98 percent chance of one or more magnitude 6.0 or greater quakes occurring in the San Francisco area during that same timeframe. The ground-shaking probabilities have associated average peak acceleration rates that correspond to an MMI value of VII. Earthquakes of these intensity values could cause slight to moderate damage in well-built ordinary structures ; if af fected building structures are of a poor design or outdated, then the damage from such an earthquake could be considerable with some chimneys broken.

According to the 2000 USGS Map of Quaternary Deposits and Liquefaction Susceptibility in the San Francisco Bay Region 16, the subject site is in a zone where liquefaction susceptibility is high.

D.5. Groundwater
Based on the proximity of the subject site to the wetlands along the Napa River and Lake Chabot Creek, depth to groundwater is estimated to be between 10 to 15 feet below ground surface (ft bgs). The groundwater flow direction is likely to the west , towards the Napa River.

D.6. Climate
The climate in Vallejo, California is warm during summer, with temperatures tending to be in the 70s, and cool during winter, with temperatures in the 40s. The warmest month of the year is July, with an average maximum temperature of 71.7 degrees Fahrenheit, while the coldest month of the year is December, with an average minimum temperature of 47.5 degrees Fahrenheit.

Temperature variations between night and day tend to be relatively large during summer, with a difference that can reach 32 degrees Fahrenheit, and fairly limited during the winter, with an average difference of 16 degrees Fahrenheit. The annual precipitation in Vallejo is 19.58 inches. The wettest month of the year is January, with an average rainfall of 4.25 inches.

D.7. Previous Environmental Investigations
SCHUTZE & Associates, Inc. has not been provided with previous environmental reports for the subject site property.

15 https://www.earthquakeauthority.com/California-Earthquake-Risk/Faults-By-County?c=santa-clara 16 USGS, Preliminary Maps of Quaternary Deposits and Liquefaction Susceptibility, Nine-County San Francisco, California, 2000 (scale 1:275,000)

SCS745 – 1937 Broadway
8 E. HISTORICAL REVIEW
SCHUTZE & Associates, Inc. reviewed available aerial photographs, topographic maps , city directories and other historical sources.

E.1. Review of Topographic Maps
Historical topographic maps dated 19 02, 19 14, 19 16, 19 47, 19 49, 19 51/1952, 1968, 1973, 1980/1981 and 2012 were reviewed (Table 2) 17. The maps are attached as Appendix C.

TABLE 2
Review of Topographic Maps
1937 Broadway, Vallejo, Solano County, California
Date of
Topographic Map Observations
1902 / 1914
The subject site and vicinity were depicted as sparsely developed land in the area of the small town of Flosden , north of Vallejo. The property was located along a north-south running road (present-day Broadway) and the Southern Pacific railroad tracks, both connecting the towns of Vallejo and Napa. Horse race tracks were adjacent to the west of the subject site. A single residence was depicted on the northern portion of the subject site. Today’s SR 37 was a rural road running in east -west direction north of the area of the subject site. Lake Chabot was approximately 0.5 miles east of the subject site , fed on its east side by five small creeks. A dam already existed on the west side of the lake , channeling drainage water into Lake Chabot Creek which flowed in westerly direction north of the subject site to empty further to the west into the Napa River. In 1914, the north-south running tracks of the San Francisco -Napa Railroad were depicted immediately adjacent to the west (on the subject site or on Broadway). 1916
The subject site was depicted as developed with two single -family homes on the west side of Broadway. Railroad tracks of the San Francisco -Napa Railroad were running on or adjacent to the site along Broadway. This was the railroad line connecting Napa and Vallejo with San Francisco, using a railroad ferry terminal at the bottom of Lemon Street in Vallejo along the Mare Island Straight. Sears Point Highway, the extension of H ighway 48 in southwesterly direction , had been constructed and was running through the area of the former horse race track , which was no longer depicted. The town in which the subject site was located is still referred to as “Flosden”.
1947, 1949,
1951/1952
No structures were depicted on the subject site. As Vallejo expanded to the north, more side streets branching off Broadway were depicted in the area of the subject site. The San Francisco - Napa Railroad tracks were still running along Broadway. The Southern Pacific Rai lroad tracks were still approximately 400 ft to the east of Broadway. In 1949, Sonoma Boulevard (Highway 29) had been constructed running in north -south direction approximately 850 ft west of and parallel to Broadway. By 1951/1952, the expanding area of the subject site had been included into Vallejo and was now referred to as the Flosden Acres neighborhood. The residential neighborhood north of H ighway 48 (today’s SR-37) was referred to as Chabot Terrace. In the early 1950s, there appeared to be three small residential structures on the southern portion of the subject site and one large residence on the northern portion. Adjacent to the north was a large barn structure.
1968 to 2012
The subject site still appeared as developed with three small and one large residences. Adjacent to the north of the subject site was still a large barn structure. Further to the north of the subject site, and south of the intersection of Highways 48 and 29 , appeared to be industrial facilities. A water well was depicted approximately 0.5 miles west of the subject site. A gravel quarry was mapped approximately one mile to the northeast, north of Lake Chabot and Highway 48.

17 EDR Historical Topographic Map Report, Inquiry No. 6444702.4, dated April 9, 2021

SCS745 – 1937 Broadway
9 E.2. Historical Article: Early Vallejo Race Tracks
Based on the review of topographic maps, a track for horse racing was located adjacent to the subject site in the early 1900s. SCHUTZE & Associates, Inc. reviewed the article Early Vallejo Race Tracks from the Historical Articles of Solano County online database.18 According to the author, the Hollywood Horse Race Track, located directly adjacent to the west of the subject site from approximately 1880 to 1950 , was the oldest horse race stable and paddock in Northern California. In the 1 880s, the track was a large one-mile oval. In the 1930s /40s, the precursor of the Sears Point highway was built and the track was re-shaped to a triangular course with rounded corners ( see 1947 aerial photo, Section E.3).

The track was originally built by a farmer named Holly. A large, two -story ranch house near the track (constructed in approximately 1870 and demolished by the early 1980s ) was the Holly family residence and later the home of the Knight and Padilla families.

The ranch house address was 1957 Broadwa y and it appears to have been on the northern portion of the subject site . The area of the subject site would have originally been part of the Holly farm . The northern portion of the subject property was likely part of the ranch house grounds while the southern portion appears to have been planted with crops and a small orchard (see 1937 aerial photo, Section E.3).

E.3. Review of Aerial Photographs
Historical aerial photographs were provided by EDR for the years 193 7, 194 7, 195 2, 1958, 1968, 1974, 1982, 2 006, 2009, 2012 and 2016. 19 Observations noted during the aerial photograph review are summarized in Table 3. The aerial photographs are attached as Appendix D.

TABLE 3
Review of Aerial Photographs
1937 Broadway, Vallejo, Solano County, California
Date of
Photograph Observations
1937
The subject site and vicinity were part of an area of agricultural fields (vegetable and hay crop) developed within what appear ed to be the area of a former horse race track. The former track appeared abandoned and overgrown by trees. The area of the subject site was developed with a large farmhouse with garden on the northern end, two residences in the central part and an orchard on the southern end. A large barn was located north of the farm residence on what is currently the property adjacent to the north of the subject site. The eastern straight away of the former race track would have run adjacent to the west of the farm house and garden. The northern portion of the former race track was d issected by a rural road which was the precursor of the Sears Point Highway. North of the subject site were structures likely associated with the farm. To the northeast, across Broadway was an industrial facility (likely the location of Solano Iron Works [Wichels, 1964]).

18 Wichels, Ernest D., Early Vallejo Race Tracks, June 21, 1964 http://www.solanoarticles.com/history/index.php/vhcdb/early_vallejo_race_tracks/ 19 EDR Aerial Photo Decade Package, Inquiry No. 6444702.8, dated April 9, 2021

SCS745 – 1937 Broadway
10 1947
The horse race track had been reshaped to fit into the triangular land area created by the construction of today’s Sears Point Highway. The track shape was now that of a triangle with rounded corners. The subject site was developed with the large farmhouse and three small residences. Adjacent to the north was the large barn structure , with a small attached shed on its southeast corner which resembles the shed which currently exists adjacent to the north of the subject site. Some smaller structures were along the east side of the race track. The surrounding areas were showing expanding residential neighborhoods. 1952
The subject site continued to be developed with the large farmhouse with garden on the north side, and three smaller residences on the central and southern portion s of the site. Adjacent to the north was still the large barn structure with attached shed. The race track had been abandoned and at its former location, a large industrial facility had been developed along the southeast side of Sears Point Highway. Residential developments grew south, east and north of the subject site. 1958
The triangular area bordered by Commercial Street, Sears Point Highway and Broadway was further developed with industrial warehouses. The developments on the subject site and the adjacent barn site remained the same.
1968 / 1974 /
1982
Between 1968 and 1974, the developments on the subject site remained the same. The large barn adjacent to the north had been removed. The small wood shed which was an addition to that barn still apparently exists today adjacent to the north. Commercial Street existed as a n unpaved road west of the subject site. Industrial developments and residential neighborhoods expanded in the surrounding area. In 1982, some of structures on the subject site appeared to have been removed (the last two residences were apparently demolished in 1989 [Section H.3]). Commercial Street had been paved.
2006 to 2016 Developments in the surrounding area filled in various formerly vacant properties while the subject site remained an undeveloped lot.

E.4. Sanborn Fire Insurance Maps
Fire insurance maps were primarily used by insurance underwriters to determine the risk involved in insuring individual buildings in urban areas against loss due to fire. EDR completed a search of the Sanborn Library, LLC collection, which includes fire insurance maps from the Library of Congress, University Publications of America and the EDR Private Collection. Fire insurance maps covering the subject site location were not found.

E.5. Review of City Directories
SCHUTZE & Associates, Inc. reviewed a city dir ectory search report by EDR (Appendix E). The time span for which records were reviewed was approximately 19 26 through 2017. The main source s used w ere the EDR Digital Archive and the Polk Directory Company.20 The results are summarized in Table 4.

Listings found for the subject site were for residents of the ranch house and three smaller residences that were historically located at the property. The listings indicate that the ranch house (1957 Broadway) and the reside nce at 1937 Broadway were occupied until the 1970s, while the residences at 1939 and 1941 Broadway were last occupied in 1988.

Listings f or adjacent properties are for various commercial/industrial businesses, primarily auto shops and building contractors. Facilities of concern are discussed in Sections H (Agency File Review) and I (Government List Search).

20 EDR City Directory Abstract, Inquiry No. 6444702.5, dated April 13, 2021

SCS745 – 1937 Broadway
11 TABLE 4
Review of City Directories
1937 Broadway, Vallejo, Solano County, California
Listings for the Subject Site and Nearby Properties
Address: Subject Site Year(s) Occupant
1937 Broadway
(subject site; parcel address)
1959-1970 Raymond K. Oard
1974-1979 Mrs. Trixie Gibson
1984-1988 Vacant
1992-2017 No listings
1939 Broadway
(subject site; former residence address)
1959 Mrs. Betty A. Knight
1965-1970 Fructuoso C. Padilla
1974 Edward R. Gibson
1979 Marlo Day
1984 No listings
1988 Blanche Freeman
1992-2017 No listings
1941 Broadway
(subject site; former residence address)
1959 Patrick A. Amarant
1965 Mrs. Edith Matlock
1970-1974 No listings
1979 Vacant
1984 Jeff A. Lim
1988 Galen W. Smith
1992-2017 No listings
1957A-F Broadway
(former residence address; believed to
be a large ranch house historically on
the northern portion of the subject site)
1959 Leslie Locke / Troy S. Maxwell / Alonzo S. Knight / James M. Babbitt (all under 1957)
1959-1970 Leonard Fasoletty (1957F)
1959-1965 Brian Atkinson (1957B)
1965 Mrs. Anna M. Knight / Rich D. Lonkert (1957C) / Vacant (1957D) / Harold Marti (1957E)
1970 Vacant (1957-1957c) / Slater Frank (1957D)
1970-1974 Edward R. Martin (1957E)
1974 James I. Addison (1957D) / Martha Fasoletty (1957F) 1979 Vacant (1957A)
1984-2017 No listings
Addresses: Site Vicinity Year Occupant
1933 Broadway
(south-adjacent)
1979 Benson Brothers Body & Fender
1984-2000 Benson Body & Paint
2005 Auto Resellers
2005-2017 J&N Auto Body
215 Commercial Street
(west-adjacent)
1970-1974 Jack’s Roofing Service
1979-1988 Driving Aids Ltd. Specialized Auto Equipment
1992-2010 Driving Specialties
2014-2017 Golden Piston Auto Center / Pacifica Max Build & Design
2014 Jacqueline Voss
221 Commercial Street
(northwest-adjacent)
1974 Courtesy Mobile Home Repairs
1979 Storage
1981 Davis Ron Plumbing
1988-1995 Scrivner Brothers Drywall
2000 No listings

SCS745 – 1937 Broadway
12 2005 A1 Guaranteed Heating & Air Conditioning
2010-2017 Hybrid Works
100 Commercial Street
(southwest-adjacent)
1979-2005 Jones Charlie Cabinet Shop
1984-2005 Bay Area Pattern & Tooling
2000 Crystal Mountain Springs Water
2005-2017 Smith’s Vending
1920 Broadway
(southeast)
1959 Jerry’s Liquors
1965 Oak Pit BBQ
1970-1974 The Self-Serve Wash House
1979-1984 Vacant
1988-2017 J&J Motors
2005 City of Property Management
2014 J&J Laundry & Restoration

E.6. Oil and Gas Fields / Mining Operations
A review of the California Geologic Energy Management Division (CalGEM, formerly Division of Oil, Gas & Geothermal Resources [DOGGR]) Oil and Gas Well Finder 21 indicates that the subject site is not located within a known oil or gas field. No indications of oil wells or former mini ng operations were observed in the near vicinity of the subject site during the reconnaissance of adjacent properties or the review of historical topographic maps. The closest mining operation s were gravel pits north of Highway SR -37, approximately one mile northeast of the subject site, ( see 1968 topographic map).

E.7. Phase I Environmental Questionnaire
Mr. Scott Foster, the current purchaser of the subject property , completed the Phase I Environmental Questionnaire for Commercial or Indus trial Properties provided by SCHUTZE & Associates, Inc. The Questionnaire is attached as Appendix F.

Mr. Foster is unaware of any commercial use or handling of hazardous materials on or adjacent to the subject property.

According to Mr. Foster, dumping or burial of waste materials at the property has not occurred and there are no on -site sewage disposal systems. He is unaware of the following: restriction of on -site activity or use as a result of environmental conditions at the property or in the surround ing area; lawsuits for environmental damages; environmental cleanup liens against the property ; and/or the presence of electrical equipment containing polychlorinated biphenyls (PCBs). He also stated that the real estate sales price of the subject property was not reduced due to environmental issues.

According to Mr. Foster, he plans to build on the vacant lot in the future.

E.8. Title Report / ALTA Survey
SCHUTZE & Associates, Inc. has not been provided with title record information or an ALTA survey for the subject property.

21 https://maps.conservation.ca.gov/oilgas/

SCS745 – 1937 Broadway
13 E.9. Data Gaps
No significant data gaps were noted in the historical records for the area of the subject site.

E.10. Historical Summary
SCHUTZE & Associates, Inc. reviewed available historical aerial photographs, topographic maps and city directories. The earliest historical record found for the area of the subject site was a 1902 topographic map depicting the site as developed with a single residence and adjacent to a one mile oval horse race track.

According to an article about historical Solano County horse racing , the Hollywood Horse Race Track, located directly adjacent to the west of the subject site from approximately 1880 to 1950, was the oldest horse race stable and paddock in Northern California. In the 1930s/40s, the precursor of the Sears Point highway was constructed and the track was re -shaped to a triangular course with rounded corners. A large farmhouse on the subject site was built in appro ximately 1870 and demolished by the early 1980s. Three smaller residences existed on the southern portion of the subject site from approximately the 1930s to the 1980s.

From approximately 1916 to 1973, the San Francisco -Napa Railroad tracks ran adjacent to the subject site west of Broadway. It is likely that Broadway was widened at some point since the 1970s and the area of the former tracks would be beneath today’s roadway or sidewalk areas.

The industrial area in which the subject site is located is bordered by Commercial Street to the south, Sears Point Highway to the northwest and Broadway to the east.

F. SITE RECONNAISSANCE
SCHUTZE & Associates, Inc. conducted a site reconnaissance on Tuesday, May 11, 2021. Mr. Jan Schutze, P.G. , walked over the entire property . The purpose of the site reconnaissance was to observe existing subject property conditions and to evaluate evidence for r ecognized environmental conditions (RECs), including hazardous materials and/or wastes. All observations and conclusions are based on the condition of the subject site at the time of the site reconnaissance by SCHUTZE & Associates, Inc. Observations note d during the site recon naissance are summarized in the following sections.

F.1. General Site Condition
The subject site consists of one undeveloped, rectangular parcel with an area measuring approximately 1.15 acres. The subject site is located in a commercial/industrial area west of Broadway. Residential properties are to the east

SCS745 – 1937 Broadway
14 (Figure 2). The property is currently vacant grass land.

The perimeter of the subject site is secured by a chain link fence. Access to the site is via a rolling chain li nk driveway gate close to the northeast corner of the property, exiting onto Broadway. There is a concrete-paved public sidewalk along Broadway.

The northern and western portions of the subject site are partially lined with trees and two large mature trees are near the southeastern corner of the property. The surface of the property is in general covered with weed growth.

A large pile of woodchips was observed on the northwestern portion of the subject site.

Two large black rocks that may have originated from a local foundry (the former Solano County Iron Works, northeast of the subject site) were observed on the southern portion of the vacant lot. They were likely used as landscaping rock by former residents.

An abandoned power pole was observed under a large oak tree on the southern portion of the site.

Two cast -iron s tormwater manhole covers approximately 3 ft in diameter and labeled with “VSFCD” (Vallejo Sanitation and Flood Control District) were observed, one at the northwest corner and another on the west side of the subject site. The cover plates rest on top of concrete base s. The APN map shows a sewer easement along the western property line, suggesting that underground stormwater drains run beneath the area next to the fence.

Issues of significant environmental concern were not observed on the subject site.

F.2. Pits, Ponds and Lagoons
Pits, ponds and lagoons are often associated with the disposal of solid and liquid wastes, which may include hazardous materials. Pits, ponds or lagoons were not observed on or adjacent to the subject property.

F.3. Septic Tanks and Cesspools
Septic tanks and cesspools are often associated with the disposal of wastewater from structures that are not served by public sewer systems. Septic tanks and cesspools may be associated with hazardous materials if such materials have been inappropriately disposed of in the past via sinks.

Based on the results of the historical record review for this Phase I ESA, the subject site was developed at one time with four residential structures. It is therefore possible that septic tanks/fields may have formerly existed beneath the property. No visual evidence of drainage pipes or septic tanks/fields was observed during the site reconnaissance.

SCS745 – 1937 Broadway
15 F.4. Wells, Cisterns and Sumps
No visual evidence for well s, cisterns or sumps was observed during the site reconnaissance.

Water wells associated with the historical residences at the site may have formerly existed on the property but no on -site indications for the presence of such wells was found. The EDR Physical Setting Source Map does not depict water wells at or near the subject site.22
F.5. Polychlorinated Biphenyls (PCBs)
SCHUTZE & Associates, Inc. did not observe transformers or other equipment that would likely contain PCBs on the subject property. Three power poles, one with a pole- mounted transformer, are located at the sidewalk between the subject site and Broadway. No evidence of oil leaks was observed.

F.6. On-Site Fuel Storage Tanks
Visual evidence for currently existing or former undergro und storage tanks (USTs) was not observed during the site reconnaissance. It is possible that the former residences at the site could have been heated with fuel oil but agency records and/or on -site indications for the presence of such tanks were not found.

F.7. Utilities
Gas and electric utilities for the area are provided by PG&E. Pole-mounted transformers were observed along the e astern property boundary but gas and electric utilities have not yet been run onto the subject property. Issues of environm ental concern were not observed.

Drinking water in the area is provided by the City of Vallejo. The City of Vallejo obtains water from two different sources, Lake Berryessa and Lake Oroville. Water from Lake Berryessa is transported through the Putah South Canal while water from Lake Oroville is transported via the Sacramento River to the North Bay Aqueduct pumping facilities .

Water supply lines have also not yet been run onto the subject site.

Sanitary sewer and stor mwater services in the area are also provided by the City of Vallejo. Sewer lines have been installed along Broadway but have not yet been run onto the subject site. Issues of environmental concern were not observed.

F.8. Adjacent and Nearby Land Use
SCHUTZE & Associates, Inc. conducted a reconnaissance of the surrounding area within a 0.25-mile radius of the subject site. The site is located in a commercial/ industrial area along Broadway in Vallejo, California.

Adjacent to the south of the subject site is an auto body shop, J&N Auto Body (1933 Broadway). Adjacent to the southwest is a commercial building currently occupied by Smith’s Vending Company (100 Commercial Street), a vending machine supplier.

22 EDR Radius Map Report, Inquiry No. 6444702.2s, dated April 9, 2021

SCS745 – 1937 Broadway
16 Adjacent to the west of the site along Commercial Street are three industrial buildings.

One building is currently unoccupied (215 Commercial Street) and the other two are occupied by auto body shops, including Golden Piston Auto Center (209 Commercial Street) and Fred and Sons Automotive (219 Commercial Street).

Adjacent to the no rth of the subject site is a n apparent automobile storage yard . The operator of this facility is not known . Further to the north is a commercial building currently occupied by California Herbal Relief (1971 Broadway ), a cannabis store.

Adjacent to the northwest is an auto body shop, Hybrid Works (221 Commercial Street).

Approximately 500 feet north of the subject site on the south corner of the intersection of Lewis Brown Drive and Broadway is a Chevron gas station (1985 Broadway).

Adjacent to the east across Broadway are commercial and residential buildings.

Based on observations made during the 0.25-mile drive-by reconnaissance, there is a low to moderate potential that the subject site has been environmentally impacted by nearby or adjacent sites. It is likely that industrial and automotive facilities located to the west and north of the subject site have caused a regional impact to the groundwater conditions in the area. However, these facilities are down-gradient from the subject site, making it unlikely that contaminated groundwater would migrate towards the subject property.

F.9. Wetlands and Flood Plains
During the site reconnaissance and drive -by survey of the surrounding area, SCHUTZE & Associates, Inc. observed no indications of wetlands on or adjacent to the subject site.

SCHUTZE & Associates, Inc. reviewed the FEMA 23 Flood Insurance Rate Map for the subject site and vicinity 24 (Appendix G). The majority of the subject site, as well as adjacent areas, are depicted on the FEMA map as “Zone X” (areas of minimal flood hazard). However, a portion of the eastern half of the subject site and areas to the west of the site are depicted on the FEMA map as “shaded” Zone X (0.2% annual chance flood hazard; areas of 1% annual chance flood with average depth less than on foot or with drainage areas of less than one square mile). Areas further west of the subject site, along the intersection of Sonoma Boulevard and SR -37, are depicted on the FEMA map as "Zone AE” (within a Special Flood Hazard Area).

Based on observations during the site reconnaissance and the FEMA map designations for the site and vicinity, there is a low to moderate potential that the subject site would be affected by flooding. It is likely that the owner of the subject site will need to prepare and implement a National Pollutant Discharge Elimination System (NPDES) Storm Water Plan, as is typically required when properties are to be developed.

23 Federal Emergency Management Agency
24 FEMA Flood Insurance Rate Map, Map No. 06095C0419F, dated August 3, 2016

SCS745 – 1937 Broadway
17 G. RADON GAS SURVEY
Radon is a radioactive gas that occurs naturally in the environment and cannot be seen, smelled or tasted. The human health effect associated with exposure to elevated levels of radon is an increased risk of developing lung cancer. The EPA and CDC 25 are concerned about the increased risk of lung cancer in individuals exposed to above average levels of radon in their homes or offices. In order to address these concerns, the EPA conducted a radon survey to identify areas of the U.S. with the potential for elevated indoor radon levels.

The EPA Map of Radon Zones assigns each of the 3,141 counties in the United States to one of three zones. 26 The zone designations were determined by assessing five factors that are known to be important indicators of radon potential: i ndoor radon measurements; geology; aerial radioactivity; soil permeability; and foundation type.

Based on the results of the EPA survey, the area of the subject site, located in Solano County, falls within the designation of Zone 3. Zone 3 counties have a predicted average indoor radon screening level of less than two picocuries per liter (pCi/L) of air.

The recommended EPA Action Level is four pCi/L. Zone 3 counties are therefore considered to have a “low potential” for elevated indoor radon levels.

In California, the Department of Public Health (CDPH) Radon Program has collected radon test data for buildings throughout the state. The data are maintained in a digital database. The database is used to help the CDPH determine areas with excessive indoor radon levels, determine areas that may need testing and inform the public of the results.27 The database, a summary of over 48,000 radon tests conducted in California, is sorted by zip code .28 Under the zip code of the subject site (94589), the number o f radon tests performed was listed as 11, with no radon tests resulting in a level greater than four pCi/L. The maximum radon test result was 1.1 pCi/L.

Based on the results of the EPA survey and the CDPH radon test data, there is a low potential for radon intrusion into structures at the subject site.

H. AGENCY FILE REVIEW
Regulatory compliance is a primary element of a Phase I ESA. The presence of hazardous wastes or hazardous materials, on -site or at nearby sites, may present certain liabilities. The fol lowing section summarizes SCHUTZE & Associates, Inc.’s findings in public records.

H.1. Solano County Department of Resource Management
(SCDRM)
SCHUTZE & Associates, Inc. corresponded with Mr. Chris Ambrose, Supervising Hazardous Materials Specialist, to reques t available SCDRM records related to the

25 Center for Disease Control
26 https://www.epa.gov/sites/production/files/2014-08/documents/california.pdf 27 https://www.cdph.ca.gov/Programs/CEH/DRSEM/CDPH%20Document%20Library/EMB/Radon/Radon%20Test%20Results.pdf 28 The number of tests does not necessarily represent the number of houses tested; a single house may have had several tests conducted. Also, the database contains both long-term and short-term indoor radon measurements.

SCS745 – 1937 Broadway
18 subject site and adjacent properties but had not received a response by the time of the completion of this report. SCHUTZE & Associates, Inc. will prepare an Addendum to this report if records are received that change the conclusions of this Phase I ESA.

H.2. Vallejo Fire Department (VFD)
SCHUTZE & Associates, Inc. submitted a Public Records Request to the VFD for available records related to the subject site but had not received a response by the time of the completion of this report. SCHUTZE & Associates, Inc. will prepare an Addendum to this report if records are received that change the conclusions of this Phase I ESA.

H.3. Vallejo Building Division (VBD)
SCHUTZE & Associates, Inc. searched for building permits related to the subject property using the VBD eTRAKit Online Permit System.29 The following permits related to the subject site were found:
• Permit #VR89 -0036: Approved April 14, 1989; issued for “Derelict attractive nuisance two abandoned 1-unit bldgs”.
• Permit #DEM89-011: Approved June 19, 1989; issued to “Demo 2 SFD bldgs & 2 det gar demo 2 SFD bldgs & 2 detached g”.

The permits appear to be for the demolition of two of the single -family residences that formerly existed at the subject property.

Other records found were permits issued for weed abatements between 1989 and 1998.

H.4. EnviroStor
Maintained by the Department of Toxic Substances Control (DTSC), the EnviroStor database is an on -line search and GIS tool for identifying sites that have known contamination or sites for which there may be reasons to investigate further. It also identifies facilities that are authorized to treat, store, dispose or transfer hazardous waste.30
Based on a review of the EnviroStor database, the subject site and adjacent properties were not listed. No listed sites were found within a 2,000 ft radius of the subject site.

H.5. GeoTracker
Maintained by the California State Water Resources Control Board, GeoTracker is a database and GIS that provides online access to environmental data. The database also contains information about public drinking water wells.31 The subject site was not identified in the GeoTracker database. The following sites were listed within an approximately 400 ft radius of the subject property:

29 https://web.ci.vallejo.ca.us/eTRAKIT3/Search/permit.aspx 30 http://www.envirostor.dtsc.ca.gov/public/EnviroStor%20FAQ.pdf 31 http://www.waterboards.ca.gov/ust/electronic_submittal/about.shtml

SCS745 – 1937 Broadway
19 • Cofab Corp., 1667 Marine World Parkway (approximately 175 ft to the northwest; down-/cross-gradient)—This former steel fabrication facility is listed as a Cleanup Program site. Two USTs of unknown volume and contents were previously located on-site. One UST was removed in 1989 and the other was abandoned- in-place in 1982. An oil/water separator was also located on -site and “overspilling” had been reported. Subsurface investigations consisting of shallow borings, surface sampling and grab water sample evaluation were performed in 2005 and 2006. The grab water sample results from five borings indicated low to below detectable levels of metal constituents in the groundwater. Sample results from confirmation soil samples collected after excavation reported low to below detectable concentrations of TPH32, VOCs33 and metal constituents remaining in the shallow soil. Arsenic and cobalt concentrations detected on -site were within the range of reported concentrations for the naturally occurring parent soil and bedrock material of the area. This site wa s granted case closure as of June 20, 2006.

Based on gradient and regional groundwater flow direction, there is a low potential that the subject site has been impacted by this facility. • Brad’s Vallejo Transmission, 1627 Marine World Parkway (approximately 300 ft to the west; down-gradient)—This former auto repair facility is listed as a LUST 34 Cleanup site. Two 1,000 -gallon USTs containing gasoline and waste oil and a 550-gallon gasoline UST were removed from the property in 1992. Sample results from soil and water samples collected around the waste oil excavation as part of a subsurface investigation in 1996 reported elevated concentrations of motor oil and diesel. Confirmation samples collected after excavation in 2004 indicated that the residual impact reported in soil and groundwater had degraded over time. This site was granted case closure as of May 25, 2005.

The Case Closure Summary for the property states that groundwater flow direction is to the southeast, which would be toward where the subject site is located. However, based on the Case Closure Summaries for other nearby GeoTracker sites, groundwater flo w direction has generally been found to be to the west. Based on distance and closure status as well as gradient, there is a low potential that the subject site has been impacted by this facility • Coca Cola, 1609 Marine World Parkway (approximately 400 ft to the west; down- gradient)—This former soda bottling facility is listed as a LUST Cleanup site. A 1,000-gallon gasoline UST and an 8,000 -gallon diesel UST were removed from the property in 1987. Elevated levels of benzene, TPH -g and TPH -d35 were reported in soil. Excavation was performed in 1996 and confirmation samples indicated non-detectable results for TPH -g and MBTEX 36 and lead was detected within background levels. No groundwater monitoring appears to have been conducted at this site. This site was granted case closure as of May 29, 1996.

32 Total petroleum hydrocarbons
33 Volatile organic compounds
34 Leaking underground storage tank
35 Total petroleum hydrocarbons as gasoline and diesel
36 Methyl tert-butyl ether, benzene, toluene, ethylbenzene and xylenes

SCS745 – 1937 Broadway
20 Based on gradient and regional groundwater flow direction, there is a low potential that the subject site has been impacted by this facility. • Kilpatrick’s Bakery, 1901 Broadway (approximately 400 ft to the south ; cross - gradient)—This former bakery warehouse facility is listed as a LUST Cleanup site. A 1,000-gallon gasoline UST and a 5,000 to 8,000 -gallon gasoline or diesel UST were removed from the property in 1988. Subsurface investigations were performed betw een 1995 and 1997. Laboratory results indicated soil and groundwater impacts and free -phase petroleum product on the groundwater.

Soil excavation was performed in 1999. Laboratory results show that soil sample concentrations after the excavation were be low Site Specific Target Levels (SSTLs) and groundwater sample concentrations significantly decreased. This site was granted case closure as of July 2, 2001.

Based on gradient and regional groundwater flow direction, there is a low potential that the subject site has been impacted by this facility.

H.6. CalEPA Regulated Site Portal
The CalEPA Regulated Site Portal is a website that combines data about environmentally regulated sites and facilities in California into a single, searchable database and map.37 By combining data from a variety of state and federal databases, the portal provides an overview of regulated activities across the spectrum of environmental programs for any given location in California. These activities include hazardous materials and wast es, state and federal cleanups, impacted ground and surface waters and toxic materials.

The following hazardous materials listings were found within approximately 200 ft of the subject site:
• Hybrid Works, 221 Commercial Street (adjacent to the northwest; d own-/cross- gradient)—Hazardous materials used/stored at this auto repair shop include motor oil, ethylene glycol, oil contaminated solids and used drained oil filters.

Twenty violations were noted pertaining to the site's Hazardous Materials Release Respo nse Plan (HMRRP) and Hazardous Water Generator (HW) Program, including failure to submit a hazardous materials inventory and site map and failure to label waste accumulation containers. Seven of these violations were listed as “returned to compliance” as of May 29, 2018. • All Seasons Roofing, 1929 Broadway (adjacent to the south; cross-gradient)—No hazardous materials were listed as used/stored at this roofing contractor site.

Four violations were noted pertaining to the site's HMRRP. All four violations were listed as “returned to compliance” as of June 4, 2018. • J&N Auto Body, 1933 Broadway (adjacent to the south; cross -gradient)— Hazardous materials used/stored at this auto repair shop include oxygen, propane, acetylene, used paint related materials and carbon dioxide/argon mixture. One open violation related to the site's HW Program was noted.

37 https://siteportal.calepa.ca.gov/nsite/map/results

SCS745 – 1937 Broadway
21 • All Star Rents, 1667 Lewis Brown Drive (approximately 150 ft northwest; cross - gradient)—No hazardous materials were listed as used/stored at this equipment rental site. Eleven violations were noted pertaining to the site's HW Program and HMRRP, includin g failure to submit a hazardous materials inventory, site map and emergency response plan and failure to label waste accumulation containers. Four of the violations were listed as “returned to compliance” as of July 27, 2017.

Based on gradient and regiona l groundwater flow direction, as well as the nature of the violations listed (no spills/leaks were reported), there is a low potential that the subject site has been impacted by these facilities.

I. GOVERNMENT LIST SEARCH (EDR REPORT)
Regulatory compliance is a primary element of a Phase I ESA. The presence of hazardous wastes or hazardous materials, on -site or at nearby sites, may present certain liabilities. EDR provided a map -based report identifying sites with real or potential environmental issues 38. R egulatory agency environmental databases were searched by EDR for sites within a one -mile radius around the subject site, as defined by ASTM E1527 -13 and the AAI Final Rule (2005) of the EPA. The environmental databases list sites that have registered wit h the appropriate regulatory agencies. The databases typically include sites that have recorded environmental violations and/or have handled or disposed of hazardous materials, chemicals and wastes. A detailed list of the individual database searches is provided with the EDR report (Appendix H).

I.1. Subject Property
The subject site was not listed in the databases searched by EDR.

I.2. LUST Sites
Based on the EDR Report, the following LUST sites are listed within a one -eighth mile search radius of the subject site:
• Cofab Steel Corp., 1667 Marine World Parkway (175 ft northwest) • Brad’s Vallejo Transmission, 1627 Lewis Brown Drive (300 ft west) • Coca Cola, 1609 Marine World Parkway (400 ft west)
• Kilpatrick’s Bakery, 1901 Broadway (400 ft south)
• Englebrecht’s Tow, 1627 Lewis Brown Drive (300 feet west) • Arco Station No. 76 / Arco Products Company, 1985 Broadway (500 ft north) • Zeidan Commercial Pr., 187 Mahogany Street, #D (530 ft southwest) • CalTrans, 1700 Marine World Parkway / Lewis Brown Drive (1,050 ft northeast) The first four sites are discussed in Section H (Agency File Review). The remaining four sites, based on distance and/or gradient, would be unlikely to have impacted the subject property.

38 EDR Radius Map Report, Inquiry No. 6444702.2s, dated April 9, 2021

SCS745 – 1937 Broadway
22 I.3. UST and AST Sites
A number of properties listed as current or historical UST and aboveground storage tank (AST) locations are within a one -eighth mile search radius of the subject site. The UST/AST site addresses reviewed were for properties already discussed in other sections of this report, with the exceptions of the following:
• Golden Piston, 209 Commercial Street (adjacent to the west of the subject site) • Community Playground, 200 Commercial Street (150 ft west) • H. Azizian, Inc., 1985 Broadway (500 ft north)
Golden Piston is an auto repair facility and Communit y Playground is a playground equipment installation business. The historical USTs at these locations are listed as inactive/closed and reports for leaks/spills related to the former USTs were not found .

The H. Azizian site is the same property listed in Section I.2 as Arco Station No. 76.

Based on gradient and/or distance, the subject site is unlikely to have been impacted by these sites.

I.4. Dry-Cleaners
Dry-cleaning facilities were not observed during the site reconnaissance in the near vicinity of the subject site.

EDR lists the following dry-cleaner facility within 0.25 miles of the subject site:
• Ace Cleaners, 1601 Marine World Parkway
This dry -cleaning business appears to be closed. The facility was formerly located approximately 700 ft southwest of the subject site. Environmental investigations related to this facility are detailed on the GeoTracker website. Based on distance and groundwater flow direction, this facility is unlikely to be a concern for the subject site.

I.5. Automobile Repair Shops
Current and historical auto shop facilities observed operating in the site vicinity or noted in the Agency File Review include:
• J&N Auto Body (1933 Broadway; formerly Benson Body & Paint) • Golden Piston Auto Center (209 Commercial Street)
• Hybrid Works (221 Commercial Street)
• Fred & Sons Automotive (1975 Broadway)
• Rodrigues Auto Detailing (208 Commercial Street)
• Bucio’s Auto Body (210 Commercial Street; formerly V&G Body Shop) • Elite Detail Works (225 Commercial Street)
Historical Auto Sites
EDR also lists four “Historical Auto” sites (facilities such as gas stations, filling stations and auto service and repair shops that are types of operations c onsidered by EDR to typically create environmental concerns) within one-eighth mile of the subject site:
• Logan Rich Smog Service (1990-2014), 1975 Broadway, (400 ft north)

SCS745 – 1937 Broadway
23 • Hurst Arco, Inc. (1969-2014), 1985 Broadway, (480 ft north) • Brad’s Vallejo Transmiss ion (1988 -2003), 1627 Marine World Parkway, (300 ft west)
• Grizzley Bear Auto Repair (1987 -2000), 1625 Marine World Parkway, (300 ft west)
Logan Rich Smog Service, Hurst Arco and Grizzley Bear Auto Repair are not listed on GeoTracker or in other databases reviewed. Brad’s Vallejo Transmission at 1627 Marine World Parkway is discussed in Section H (Agency File Review). Based on distance, gradient and/or the regional groundwater flow direction, there is a low potential that these former auto repair facilities would have impacted the subject site.

Businesses that perform vehicle repairs/maintenance can potentially be associated with contamination related to releases over time of petroleum hydrocarbons, solvents used for parts washing and metals such as chromium or lead, depending on the nature of the services performed and the age of the facility. While the majority of the nearby off -site auto shops are located down -gradient from the subject site, the presence of numerous current and historical auto-related operations in the vicinity of the subject site indicates a potential for subsurface contamination by these facilities.

I.6. Orphan Sites
SCHUTZE & Associates, Inc. reviewed a list of facilities with uncertain addresses (orphan sites). 39 The six orphan sites noted by EDR do not appear to be in the near vicinity of the subject site.

J. VAPOR MIGRATION
During the performance of this Phase I ESA, t he potential for a vapor migration condition to exist in the subsurface at the subject property was evaluated.

As discussed in Section I.5, a number of current and historical auto shop facilities exist in the vicinity of the subject site. Based on distanc e, gradient, regional groundwater flow direction and agency case closure status for the auto shop sites, it is the opinion of SCHUTZE & Associates, Inc. that there is a low to moderate potential that vapor migration from these facilities could impact the subject site.

K. FINDINGS AND CONCLUSIONS
This report presents the results of a Phase I Environmental Site Assessment (ESA) for a graded, undeveloped property located west of Broadway and approximately 80 ft north of Commercial Street in Vallejo, California.

The work was supervised by a California Professional Geologist (P.G.) and was conducted in general conformance with ASTM Designation E1527 -13 (released in November 2013) and the AAI Final Rule (2005) of the U.S. EPA.

39 EDR Radius Map Report, Inquiry No. 6444702.2s, dated April 9, 2021

SCS745 – 1937 Broadway
24 The subject site consists of the following property:

The subject site has an elevation of approximately 20 ft above mean sea level (MSL).

The topography in the site’s vicinity consists of gently sloping (less than 2%) land with a down-gradient slope to the west, towards the Napa River.

According to an article about historical Solano County horse racing , the Hollywood Horse Race Track, located directly adjacent to the west of the subject site from approximately 1880 to 1950 . A large farmhouse on the subject site was built in approximately 1870 and demolished by the early 1980s . Three smaller residences existed on the southern portion of the subject site from approximately the 1930s to the 1980s.

The industrial area in which the subject site is located is bordered by Commercial Street to the south, Sears Point Highway to the northwest and Broadway to the east.

SCS745 – 1937 Broadway
25 Broadway.

A large pile of woodchips was observed on the northwestern portion of the subject site.

Issues of significant environmental concern were not observed on the subject site.

As the property was historically developed with four residences, sept ic tan ks/fields, water wells and fuel tanks for heat ing could have exist ed at the p roperty in the past.

SCS745 – 1937 Broadway
26 depending on the nature of the services performed and the age of the facility. While the majority of the nearby off -site auto shops are located down -gradient from the subject site, the presence of numerous current and historical auto -related operations in the vicinity of the subject site indicates a potential for subsurface contamination by these facilities.

L. RECOMMENDATIONS
Based on the results of the Phase I ESA, SCHUTZE & Associates, Inc. notes that LUST sites, auto shops and other sites of environmental concern are located in the s ite vicinity, primarily in the industrial developments to the north, west and south of the subject site. These sites are cross- and down-gradient from the subject property and there is therefore a low to moderate concern that the subject site has been impacted.

Former historical activities at the subject site (farming and horse racing; residences) are unlikely to have environmentally impacted subsurface conditions beneath the property.

Based on these findings, SCHUTZE & Associates, Inc. recommends no further environmental investigations at the subject site.

SCHUTZE & Associates, Inc. recommends that a property survey be conducted to correct apparently existing errors in Solano County property records and confirm the existing property boundaries.

We have enjoyed working on this project and appreciate the opportunity to be of service. Please call SCHUTZE & Associates, Inc. at (510) 226 -9944 with questions or comments about this report.

Respectfully submitted,
SCHUTZE & ASSOCIATES, INC.

Jan H. Schutze, M.Sc., P.G.

President

ACRONYMS & ABBREVIATIONS

Page 1 ends

Vallejo City CouncilNovember 1, 2022

Vallejo City Council
November 1, 2022