City Council
Evan Hutson, Mayor
Richard Thomas, Vice Mayor
Gary Hansen, Council Member
Lorri Pride, Council Member
Matt Busby, Council Member
City Manager
Marti Brown
City Clerk
Karleen Price
Willows City Council
Regular Meeting
July 14, 2026
Willows City Hall
Closed Session: 5:00 PM
Open Session: 6:00 PM
201 North Lassen Street
Willows, CA 95988
(530) 934-7041
Agenda
Watch the Council meeting online via Zoom: https://us06web.zoom.us/j/88634737626 Remote viewing of the City Council meeting for members of the public is provided for convenience only. In the event that the remote viewing connection malfunctions for any reason, the City Council reserves the right to conduct the meeting without remote viewing.
If you have documents you would like to submit to the Council, please deliver or mail them to the City Clerk at 201 N. Lassen St., Willows, CA 95988, or email [email protected].
1. CALL TO ORDER - 5:00 PM
2. PLEDGE OF ALLEGIANCE
3. ROLL CALL
4. CHANGES TO THE AGENDA
5. CLOSED SESSION
Prior to the City Council convening into Closed Session, the public will have an opportunity to address the Council regarding the item listed below, pursuant to Government Code §54954.3. Public Comments are generally restricted to three minutes.
a. Conference With Legal Counsel - Existing Litigation (54956.9(d)(1)) Name of Case: City of Willows v. County of Glenn, et al., Glenn County Superior Court Case No. 26CV00193
6. RECONVENE IN OPEN SESSION – 6:00 PM
7. CEREMONIAL
a. Proclamation: Celebrating the 100th Anniversary of California Water Service
8. PUBLIC COMMENT & CONSENT CALENDAR FORUM
All items on the Consent Calendar are considered routine and may be approved with a single vote unless removed for separate discussion by the Council or City Manager. Individuals wishing to speak on Consent items or matters not on the agenda are asked to complete a Speaker Card and submit it to the City Clerk. All remarks shall be directed to the Mayor and Councilmembers and are limited to three minutes. By law, the Council cannot discuss or take action on items not listed on the posted agenda.
a. Register Approval
Recommended Action: Approve general checking, payroll, and direct deposit check registers.
Contact: Joei Harrison, Finance Director, [email protected] b. Minutes Approval
Recommended Action: Approve the minutes of the June 23, 2026, City Council Meeting, and the June 25, 2026, Special City Council Meeting.
Contact: Karleen Price, City Clerk, [email protected] c. Glenn-Colusa Irrigation District Easement Agreement
Recommended Action: Adopt Resolution XX-2026 (Attachment 1) approving the Easement Agreement between the City of Willows and the Glenn-Colusa Irrigation District (Attachment 2), authorizing the conveyance and quitclaim of the City's interest in the canal infrastructure improvements associated with Lateral 26-2B, granting a perpetual non-exclusive easement for the purposes set forth in the Easement Agreement, and authorizing the City Manager, or her designee, to execute the Easement Agreement and related documents necessary to implement the Agreement.
Contact: Marti Brown, City Manager, [email protected] d. Temporary Moratorium on New Mobile Food Applications Introduce, by title only, an ordinance authorizing a temporary moratorium on new mobile food truck applications in the City of Willows and waive the full reading of the ordinance (Attachment 1). Direct staff to schedule the ordinance for a second reading and adoption at the July 28, 2026 City Council meeting.
Contact: Joe Bettencourt, Community Development & Services Director, [email protected]
e. Utility Biller – New Job Classification & Salary Schedule Recommended Action: Adopt the attached job classification and salary schedule for a new part-time Utility Biller Position.
Contact: Marti Brown, City Manager, [email protected] f. Prentice Long, PC: New Contract for the Municipal Code Update Project Recommended Action: Authorize the City Manager to execute a new contract with Prentice Long, PC through December 31, 2026, to complete the City of Willows Municipal Code Update.
Contact: Marti Brown, City Manager, [email protected] g. Civic Center ADA Door Upgrades Project Agreement - Amendment Recommended Action: Adopt the Civic Center ADA Door Upgrades Resolution (Attachment 1) authorizing the City Manager to execute Amendment 1 (Attachment 2) to the Billson Construction agreement.
Contact: Joe Bettencourt, Community Development & Services Director, [email protected]
h. Engine 2 Lease Agreement: Community Leasing Partners
Recommended Action: Adopt Resolution XX-2026 authorizing the City Manager, or her designee, to enter into a lease agreement with Community Leasing Partners for the purchase and outfitting of a new Type 1 fire engine for a term of nine (9) years.
Contact: Nathan Monck, Fire Chief, [email protected]
9. PUBLIC HEARING
All matters in this section of the agenda are formal public hearings and will be acted on individually. Individuals wishing to speak on these items are asked to complete a Speaker Card and submit it to the City Clerk. Comments should be directed to the Mayor and Councilmembers and are limited to three minutes. If you have any documentation you would like distributed to the Council, please give it to the City Clerk for distribution. a. Public Hearing: Proposition 218 Sewer Rate Increase
Conduct a public hearing, receive public comments and written protests regarding the proposed sewer rate adjustments, and upon conclusion of the public hearing, consider adoption of the Resolution approving sewer rates for the five-year period beginning August 1, 2026.
Contact: Joe Bettencourt, Community Development & Services Director, [email protected]
b. Urgency Ordinance – Food Truck Moratorium
Recommended Action: Hold a public hearing and adopt an interim urgency ordinance extending Ordinance No. 765-2025, which established a temporary moratorium on new mobile food truck applications in all zoning districts within the City of Willows.
Contact: Joe Bettencourt, Community Development & Services Director, [email protected]
10. DISCUSSION & ACTION CALENDAR
All matters on the Discussion & Action calendar will be discussed and acted on individually. Individuals wishing to speak on these items are asked to complete a Speaker Card and submit it to the City Clerk. Comments should be directed to the Mayor and Councilmembers and are limited to three minutes. By law, the Council cannot discuss or take action on items not listed on the posted agenda. a. Surplus Police Equipment Purchase
Recommended Action: Authorize the City Manager, or her designee, to purchase and accept transfer of three surplus police vehicles and other assorted police equipment from the City of Orland for a cost not to exceed $5,003.
Contact: Marti Brown, City Manager, [email protected] b. City Council Vacancy and Appointment Process
Recommended Action: Receive the staff report, consider the available options for filling the City Council vacancy, and provide direction to staff to proceed with the appointment process.
Contact: Marti Brown, City Manager, [email protected]
11. COMMENTS & REPORTS
a. Council Correspondence
b. City Council Comments & Reports
c. City Manager’s Report
12. CLOSED SESSION
Prior to the City Council convening into Closed Session, the public will have an opportunity to address the Council regarding the item listed below, pursuant to Government Code §54954.3. Public Comments are generally restricted to three minutes.
a. Conference With Legal Counsel - Existing Litigation (54956.9(d)(1)) Name of Case: City of Willows v. County of Glenn, et al., Glenn County Superior Court Case No. 26CV00193
b. Conference with Real Property Negotiators (§ 54956.8) Property: 0 Sycamore Street, Willows CA 95988 / APN #003-113-006-000 Agency Negotiator: Marti Brown
Negotiating Parties: Ivan Alexis Ayala-Mendoza
Under Negotiation: Price and terms of payment
13. ADJOURNMENT
This agenda was posted on July 10, 2026.
______________________________
Karleen Price, City Clerk
A complete agenda packet, including staff reports and back-up information, is available for public inspection during normal work hours at City Hall at 201 North Lassen Street in Willows or on the City’s website at www.cityofwillows.org. In compliance with the Americans with Disabilities Act, the City of Willows will make available to members of the public any special assistance necessary to participate in this meeting. If requested, the agenda shall be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. Sec. 12132). The public should contact the City Clerk’s office at (530) 934-7041 to make such a request.
Notification 72 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.
The City of Willows is an Equal Opportunity Provider.
CLOSED SESSION
CEREMONIAL
MATTERS
Agenda Item #7a
City of Willows
Proclamation
Celebrating the 100th Anniversary of
California Water Service
WHEREAS, California Water Service (CalWater) was founded in 1926 and has provided safe, reliable, and high-quality water service to communities throughout California for 100 years; and WHEREAS, for generations, CalWater has proudly served the City of Willows by delivering clean drinking water, maintaining critical infrastructure, and supporting the health, safety, and wellbeing of the community; and WHEREAS, over the past century, Cal Water has demonstrated a commitment to reliable service, responsible water stewardship, infrastructure investment, and community partnership; and WHEREAS, CalWater has fostered strong partnerships with local governments, schools, businesses, and community organizations while supporting programs and initiatives that strengthen local communities; and
WHEREAS, the City of Willows recognizes and appreciates the dedication of Cal Water's employees and celebrates the company's century of service to its customers and the communities it serves; and
WHEREAS, the celebration of Cal Water's 100th Anniversary provides an opportunity to recognize a century of service, innovation, and stewardship, and to acknowledge the important role the company continues to play in supporting the health, safety, and prosperity of the City of Willows and communities throughout California.
NOW, THEREFORE, BE IT RESOLVED, I, Evan Hutson, Mayor of the City of Willows and on behalf of the Willows City Council and the Citizens of Willows, do hereby recognize and celebrate the 100th Anniversary of California Water Service and extend sincere congratulations and appreciation to its leadership, employees, and retirees for 100 years of dedicated service.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal this 14th day of July 2026.
_____________________________
Evan Hutson, Mayor
PUBLIC COMMENT &
CONSENT CALENDAR
FORUM
7/8/2026 4:01:33 PM Page 1 of 8
Payment Register
City of Willows APPKT00611 - CHECK RUN 6-19-26
-
Bank: Gen Chk - General Checking
Vendor Number
**Void**
Total Vendor Amount
0.00 Vendor Name
Payment Type Payment Number Payment Date Payment Amount **Void Check 56820 06/19/2026 0.00
**Void Check 56821 06/19/2026 0.00
**Void Check 56822 06/19/2026 0.00
**Void Check 56823 06/19/2026 0.00
**Void Check 56824 06/19/2026 0.00
1051
Vendor Number
ALVES DOOR COMPANY, INC.
Total Vendor Amount
123.05
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56814 06/19/2026 123.05
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 11757 HINGE FOR SERVICE DOOR - FIRE 06/18/2026 06/18/2026 0.00 123.05 1052
Vendor Number
AMAZON CAPITAL SERVICES
Total Vendor Amount
4,023.70
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56815 06/19/2026 4,023.70
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 136G-PTXT-YJHC BOOK - LIBRARY 06/18/2026 06/18/2026 0.00 19.14 1CHG-DQKT-XD9V 46 BOOKS - LIBRARY 06/18/2026 06/18/2026 0.00 785.85 1PD4-YPYN-YJY4 49 BOOKS - LIBRARY 06/18/2026 06/18/2026 0.00 759.98 1R39-NQPG-QM7V 45 BOOKS - LIBRARY 06/18/2026 06/18/2026 0.00 855.91 1T4X-VFDR-4CGM 49 BOOKS - LIBRARY 06/18/2026 06/18/2026 0.00 781.42 1X3X-6P3X-H164 47 BOOKS - LIBRARY 06/18/2026 06/18/2026 0.00 821.40 1172
Vendor Number
CALIFORNIA WATER SERVICE
Total Vendor Amount
116.93
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56816 06/19/2026 116.93
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 1053836442-060926 SERVICE TO 6-9-26 - LLAD ZONE C 06/18/2026 06/18/2026 0.00 116.93 1219
Vendor Number
CENGAGE LEARNING INC/GALE
Total Vendor Amount
84.94 Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56817 06/19/2026 84.94
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 999102744499 4 BESTSELLERS - LIBRARY 06/18/2026 06/18/2026 0.00 84.94 2513
Vendor Number
CHRISTINE WATSON
Total Vendor Amount
215.38
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56818 06/19/2026 215.38
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 061926CW CLLS CONFERENCE TO BE REIMB - LIBRARY 06/18/2026 06/18/2026 0.00 215.38 Agenda Item #8a
Payment Register APPKT00611 - CHECK RUN 6-19-26
7/8/2026 4:01:33 PM Page 2 of 8
2484
Vendor Number
COLUMBIA BANK COMMERCIAL CARD - Bin #480725
Total Vendor Amount
5,153.73
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56819 06/19/2026 5,153.73
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 061926CW AMAZON - CREDIT - ZIP BOOKS - LIBRARY 06/19/2026 06/19/2026 0.00 -22.11 BROWN053126-01 COOKIES - THE COOKIE TREE - CC & CP MEETING - CW 06/16/2026 06/16/2026 0.00 52.00 ENOS053126-01 WALMART - SUPPLIES - FIRE 06/16/2026 06/16/2026 0.00 254.83 FUENTES053126-01 SHASTA COLLEGE - FIRE FIGHTER EXAM/CERT - FIRE 06/16/2026 06/16/2026 0.00 196.00 FUENTES053126-02 DOLLAR STORE - PARTY SUPPLIES - FIRE 06/16/2026 06/16/2026 0.00 34.63 HARRIS053126-01 WALMART - PAPER & AIR FRESHENER SPRAY - PW 06/18/2026 06/18/2026 0.00 31.81 HARRIS053126-02 AIR RESOURCE BOARD - CTC VIS - PW 06/18/2026 06/18/2026 0.00 64.26 HARRIS053126-03 AIR RESOURCE BOARD - TRANSACTION FEE - PW 06/18/2026 06/18/2026 0.00 1.92 LOMBARD053126-01 GLENN CO SHERIFFS OFFICE - LIVESCAN - FIRE 06/16/2026 06/16/2026 0.00 72.00 LOMBARD053126-02 SIERRA SACRAMENTO VALLEY EMS - CERT - FIRE 06/16/2026 06/16/2026 0.00 39.00 LOMBARD053126-03 ZOLL MEDICAL CORP - CARRY CASE - FIRE 06/16/2026 06/16/2026 0.00 32.10 MONCK053126-01 WALMART - OFFICE SUPPLIES - FIRE 06/16/2026 06/16/2026 0.00 110.93 MONCK053126-02 WALMART - OFFICE SUPPLIES - FIRE 06/16/2026 06/16/2026 0.00 44.02 MONCK053126-03 BEST BUY - STARLINK CASE - FIRE 06/16/2026 06/16/2026 0.00 97.86 MONCK053126-04 LA CORONA - TO BE REIMBURSED 06/16/2026 06/16/2026 0.00 75.00 MONCK053126-05 GROCERY OUTLET-FOOD & SUP-PREPOSITION 2600026-FIRE06/16/2026 06/16/2026 0.00 82.79 MONCK053126-06 SAVMOR FOODS - FOOD & SUP-PREPOSITION 2600026-FIRE06/16/2026 06/16/2026 0.00 62.80 MONCK053126-07 CHEVERON - PREPOSITION 260026 - FUEL - FIRE 06/16/2026 06/16/2026 0.00 119.19 MONCK053126-08 CARLYLE HOTEL - LODGING FOR TRAINING - FIRE 06/18/2026 06/18/2026 0.00 311.36 MONCK053126-09 CHEVRON STATION - FUEL - FIRE 06/18/2026 06/18/2026 0.00 175.00 PFYL053126-01 WAL- MART - SUPPLIES - PW 06/18/2026 06/18/2026 0.00 82.26 PFYL053126-02 MAR - VAL - PW WEEK EVENT - BBQ SUPPLIES - PW 06/18/2026 06/18/2026 0.00 25.74 PRICE053126-01 OFFICE DEPOT - OFFICE SUPPLIES - CW 06/18/2026 06/18/2026 0.00 189.19 PRICE053126-02 AMAZON - REFUND 06/18/2026 06/18/2026 0.00 -30.47 PRICE053126-03 JENNY EVANS - WELLNESS PLAN FLASH CARDS - CW 06/18/2026 06/18/2026 0.00 412.90 PRICE053126-04 XFINITY NOW WIFI - LAMB DERBY EVENT WIFI - CW 06/18/2026 06/18/2026 0.00 10.00 PRICE053126-05 DOLLAR TREE - SUPPLIES - LAMB DERBY EVENT - CW 06/18/2026 06/18/2026 0.00 12.88 PRICE053126-06 WALMART - SUPPLIES - LAMB DERBY EVENT - CW 06/18/2026 06/18/2026 0.00 24.40 PRICE053126-07 RED 88 - TO BE REIMBURSED 06/18/2026 06/18/2026 0.00 51.22 PRICE053126-08 PERMITS TEST - CC FEE 06/18/2026 06/18/2026 0.00 2.50 PRICE053126-09 PERMITS - TEST 06/18/2026 06/18/2026 0.00 1.00 PRICE053126-10 PERMITS TEST - CC FEE 06/18/2026 06/18/2026 0.00 2.50 PRICE053126-11 PERMITS TEST 06/18/2026 06/18/2026 0.00 1.00 PRICE053126-12 DOLLAR TREE - SUPPLIES -AMERICAN CHEESE MONTH - CW06/18/2026 06/18/2026 0.00 12.50 PRICE053126-13 WALMART - SUPPLIES - AMERICAN CHEESE MONTH - CW 06/18/2026 06/18/2026 0.00 92.73 PRICE053126-14 AMAZON - OFFICE SUPPLIES - CW 06/18/2026 06/18/2026 0.00 84.35 PRICE053126-15 AMAZON - OFFICE SUPPLIES - CW 06/18/2026 06/18/2026 0.00 48.73 PRICE053126-16 DOLLAR TREE - OFFICE SUPPLIES - CW 06/18/2026 06/18/2026 0.00 2.72 PRICE053126-17 AMAZON - OFFICE SUPPLIES - CW 06/18/2026 06/18/2026 0.00 25.31 PRICE053126-18 WALMART - SUPPLIES - PW WEEK EVENT - PW 06/18/2026 06/18/2026 0.00 396.38 PRICE053126-19 STARBUCKS - COFFEE - PW WEEK EVENT - PW 06/18/2026 06/18/2026 0.00 22.00 PRICE053126-20 AMAZON - DIGITAL TAPE MEASURE - TOOLS - PW 06/18/2026 06/18/2026 0.00 42.07 WATSON053126-01 DOLLAR TREE - SUMMER READING SUPPLIES - LIB 06/18/2026 06/18/2026 0.00 29.63 WATSON053126-02 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 35.88 WATSON053126-03 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 22.11 WATSON053126-04 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 19.26 WATSON053126-05 AMAZON - LIBRARY MATERIAL - LIBRARY 06/18/2026 06/18/2026 0.00 32.59 WATSON053126-06 AMAZON - LIBRARY MATERIALS - LIBRARY 06/18/2026 06/18/2026 0.00 24.46 WATSON053126-07 AMAZON - LIBRARY MATERIALS - LIBRARY 06/18/2026 06/18/2026 0.00 16.27 WATSON053126-08 AMAZON - LIBRARY MATERIALS - LIBRARY 06/18/2026 06/18/2026 0.00 13.65 WATSON053126-09 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 17.86 WATSON053126-10 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 23.91 WATSON053126-11 AMAZON - LAMB DERBY SUPPLIES - LIBRARY 06/18/2026 06/18/2026 0.00 13.91 WATSON053126-12 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 32.79 WATSON053126-13 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 32.30 WATSON053126-14 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 11.73 WATSON053126-15 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 9.84
Payment Register APPKT00611 - CHECK RUN 6-19-26
7/8/2026 4:01:33 PM Page 3 of 8
WATSON053126-16 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 35.14 WATSON053126-17 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 25.28 WATSON053126-18 AMAZON - DONATION BOX - LIBRARY 06/18/2026 06/18/2026 0.00 74.31 WATSON053126-19 AMAZON - CHILDREN'S SUPPLIES - LIBRARY 06/18/2026 06/18/2026 0.00 10.86 WATSON053126-20 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 12.86 WATSON053126-21 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 57.78 WATSON053126-22 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 19.14 WATSON053126-23 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 8.63 WATSON053126-24 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 22.44 WATSON053126-25 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 58.35 WATSON053126-26 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 27.13 WATSON053126-27 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 10.86 WATSON053126-28 POINT BREAK BAR & GRILL - CLLS ORIENT DINNER -LIBR 06/18/2026 06/18/2026 0.00 52.39 WATSON053126-29 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 32.43 WATSON053126-30 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 12.99 WATSON053126-31 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 47.82 WATSON053126-32 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 15.17 WATSON053126-33 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 22.58 WATSON053126-34 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 13.13 WATSON053126-35 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 11.36 WATSON053126-36 AMAZON - ZIP BOOK GRANT - LIBRARY 06/18/2026 06/18/2026 0.00 14.78 WATSON053126-37 AMAZON - SUMMER READING SUPPLIES - LIBRARY 06/18/2026 06/18/2026 0.00 184.76 WATSON053126-38 AMAZON - CHILDREN'S FURNITURE - LIBRARY 06/18/2026 06/18/2026 0.00 152.07 WATSON053126-39 AMAZON - SUMMER READING SUPPLIES - LIBRARY 06/18/2026 06/18/2026 0.00 547.98 1288
Vendor Number
CREATIVE COMPOSITION
Total Vendor Amount
351.72
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56825 06/19/2026 351.72
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 38809 BUSINESS CARDS - CW 06/18/2026 06/18/2026 0.00 173.39 39279 BUSINESS CARDS - CW 06/18/2026 06/18/2026 0.00 178.33 1389
Vendor Number
EMPLOYMENT DEV. DEPT.
Total Vendor Amount
1,559.24
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56826 06/19/2026 1,559.24
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 060226EDD ACCT #776-5339-2 - Q1 - LETTER ID L0060313136 - CW 06/08/2026 06/08/2026 0.00 1,118.09 060626EDD ACCT #800-3891-2 - Q2 - LETTER ID L1192402480 - CW 06/09/2026 06/09/2026 0.00 441.15 1396
Vendor Number
ENLOE MEDICAL CENTER
Total Vendor Amount
649.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56827 06/19/2026 649.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 061926EMC MEDICAL SCREENING FOR 1 - FIRE 06/18/2026 06/18/2026 0.00 649.00 1463
Vendor Number
GANDY & STALEY OIL CO
Total Vendor Amount
1,976.58
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56828 06/19/2026 1,976.58
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 235861 FUEL - PUBLIC WORKS & SEWER 06/18/2026 06/18/2026 0.00 559.92 235872 FUEL - PUBLIC WORKS & SEWER 06/18/2026 06/18/2026 0.00 1,416.66
Payment Register APPKT00611 - CHECK RUN 6-19-26
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1467
Vendor Number
GAYNOR TELESYSTEMS, INC.
Total Vendor Amount
469.49
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56829 06/19/2026 469.49
Payable Number Description Payable Date Due Date Discount Amount Payable Amount SUB4245.0626 JUNE 2026 SERVICE - CW 06/18/2026 06/18/2026 0.00 469.49 2468
Vendor Number
HARRIS & ASSOCIATES
Total Vendor Amount
32,992.50
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56830 06/19/2026 32,992.50
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 70796 NOV-DEC 2026 - COST RECOVERY, ZONING & PLANNING-PL06/18/2026 06/18/2026 0.00 17,202.50 71147 JANUARY 2026 - COST RECOVERY, ZONING, PLANNING- PL 06/18/2026 06/18/2026 0.00 15,790.00 1539
Vendor Number
HINDERLITER DELLAMAS & AS
Total Vendor Amount
2,173.86
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56831 06/19/2026 2,173.86
Payable Number Description Payable Date Due Date Discount Amount Payable Amount SIN064290 SALES TAX - APRIL - JUNE 2026 - FIN 06/18/2026 06/18/2026 0.00 1,273.86 SIN064591 TRANSACTION TAX - TOT - APRIL-JUNE 2026 - FIN 06/18/2026 06/18/2026 0.00 900.00 1606
Vendor Number
JEREMY'S PEST STOMPERS
Total Vendor Amount
100.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56832 06/19/2026 100.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 6126210 JUNE 2026 SERVCE - FIRE 06/18/2026 06/18/2026 0.00 45.00 652615 JUNE 2026 SERVICE - CIVIC CENTER 06/18/2026 06/18/2026 0.00 55.00 2557
Vendor Number
LECHOWICZ & TSENG MUNICIPAL CONSULTANTS
Total Vendor Amount
14,642.19
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56833 06/19/2026 14,642.19
Payable Number Description Payable Date Due Date Discount Amount Payable Amount #3-061926 2026 SEWER RATE STUDY - SEWER 06/18/2026 06/18/2026 0.00 14,642.19 1696
Vendor Number
LEHR
Total Vendor Amount
1,319.55
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56834 06/19/2026 1,319.55
Payable Number Description Payable Date Due Date Discount Amount Payable Amount SI130087 PARTS - 2026 F-150 #1 - PW 06/18/2026 06/18/2026 0.00 704.91 SI130372 PARTS - 2026 F-150 #1 - PW 06/18/2026 06/18/2026 0.00 374.95 SI130502 SIREN SPEAKER - ENGINE #5 - FIRE 06/18/2026 06/18/2026 0.00 239.69 1760
Vendor Number
MATSON & ISOM TECHNOLOGY
Total Vendor Amount
5,199.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56835 06/19/2026 5,199.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 103471 JUNE 2026 IT SERVICE - CW 06/18/2026 06/18/2026 0.00 5,199.00 2312
Vendor Number
NAPA AUTO PARTS
Total Vendor Amount
181.57
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56836 06/19/2026 181.57
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 727930 BUTANE - SHOP - PW 06/18/2026 06/18/2026 0.00 15.76 727955 LIGHT - SWEEPER - PW 06/18/2026 06/18/2026 0.00 10.31 728016 CO2 - SHOP - PW 06/18/2026 06/18/2026 0.00 104.40
Payment Register APPKT00611 - CHECK RUN 6-19-26
7/8/2026 4:01:33 PM Page 5 of 8
728157 GAUGE - SHOP - PW 06/18/2026 06/18/2026 0.00 51.10 2521
Vendor Number
PAPE' KENWORTH
Total Vendor Amount
531.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56837 06/19/2026 531.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 780729 SMOG TESTING # 10, 11, 16, & 29 - PW 06/18/2026 07/10/2026 0.00 531.00 1143
Vendor Number
PEDRO BOBADILLA
Total Vendor Amount
576.92
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56838 06/19/2026 576.92
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 061926PB RECREATIONAL SERVICES 6-6-26 TO 6-19-26 - REC 06/19/2026 06/19/2026 0.00 576.92 1917
Vendor Number
PG & E
Total Vendor Amount
224,886.66
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56839 06/19/2026 224,886.66
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 1773553795-7-06032026 SERVICE TO 6-3-26 06/18/2026 06/18/2026 0.00 46.53 4434252874-0-06032026 TRUE UP & SERVICE 6-3-26 06/18/2026 06/18/2026 0.00 224,840.13 1926
Vendor Number
PLEXUS GLOBAL LLC
Total Vendor Amount
146.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56840 06/19/2026 146.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 20216 DOT PLUS BAT TESTING - PW 06/18/2026 06/18/2026 0.00 146.00 2332
Vendor Number
PRENTICE LONG, PC
Total Vendor Amount
7,450.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56841 06/19/2026 7,450.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 8800 MEDIATOR FEES - JUDICATE WEST- CITY VS COUNTY - CA 06/18/2026 06/18/2026 0.00 7,450.00 2041
Vendor Number
SACRAMENTO VALLEY MIRROR
Total Vendor Amount
272.70
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56842 06/19/2026 272.70
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 4406 LEGAL ADS-LLAD & VACANT POSITIONS - CW 06/19/2026 06/19/2026 0.00 272.70 2094
Vendor Number
SONGBIRD LANDSCAPE SUPPLY
Total Vendor Amount
48.25 Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56843 06/19/2026 48.25
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 10051 GARDENIA MYSTERY - CIVIC CENTER 06/19/2026 06/19/2026 0.00 48.25 2447
Vendor Number
TOP NOTCH COMMERCIAL CLEANING
Total Vendor Amount
1,100.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56844 06/19/2026 1,100.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 12996 JUNE 2026 JANITORIAL SERVICES - CIVIC CENTER 06/19/2026 06/19/2026 0.00 1,100.00
Payment Register APPKT00611 - CHECK RUN 6-19-26
7/8/2026 4:01:33 PM Page 6 of 8
2207
Vendor Number
TYLER TECHNOLOGIES, INC
Total Vendor Amount
3,800.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56845 06/19/2026 3,800.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 025-554020 ERP PRO UTILITIES-C&F STATE REVIEW & FINALIZE FORM 06/19/2026 06/19/2026 0.00 3,480.00 025-556429 TUTORING SESSON 3 PROJECT ACCOUNTING - FIN 06/19/2026 06/19/2026 0.00 320.00 2433
Vendor Number
VESTIS
Total Vendor Amount
393.35
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56846 06/19/2026 393.35
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 5067157638 UNIFORM SERVICE - PUBLIC WORKS 06/19/2026 06/19/2026 0.00 206.86 5067162579 UNIFORM SERVICE - PUBLIC WORKS 06/19/2026 06/19/2026 0.00 186.49 2567
Vendor Number
WILLOWS 4TH OF JULY
Total Vendor Amount
1,000.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56847 06/19/2026 1,000.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 061926W4J SPONSORSHIP - FIREWORKS SHOW EVENT - CW 06/18/2026 06/18/2026 0.00 1,000.00 2295
Vendor Number
WILLOWS ACE HARDWARE
Total Vendor Amount
386.50
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56848 06/19/2026 386.50
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 138877 BATTERIES - SHOP SUPPLIES - PW 06/19/2026 06/19/2026 0.00 10.43 138906 FERTILIZER – FACILITIES - PW 06/19/2026 06/19/2026 0.00 57.63 138928 SEED & MULCH - PUBLIC WORKS 06/19/2026 06/19/2026 0.00 41.27 139067 FASTENERS - BENCH - CIVIC CENTER 06/19/2026 06/19/2026 0.00 6.29 139123 PVC PARTS - LITTLE LEAGUE - JENSEN PARK - PW 06/19/2026 06/19/2026 0.00 14.31 139194 PADLOCK & VISE - FIRE 06/19/2026 06/19/2026 0.00 184.85 139250 STATION PLUGS - FIRE 06/19/2026 06/19/2026 0.00 32.59 139392 SOLDER - HEADSET EINGINE # 3 - FIRE 06/19/2026 06/19/2026 0.00 14.13 139430 HOSE - JENSEN PARK - PW 06/19/2026 06/19/2026 0.00 25.00 2282
Vendor Number
WILLOWS HARDWARE, INC.
Total Vendor Amount
136.99
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56849 06/19/2026 136.99
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 370040 2 SAW CHAINS & 6 SHARPENINGS - PW 06/19/2026 06/19/2026 0.00 115.28 370047 SPRINKLER NOZZEL - MALL AREA 06/19/2026 06/19/2026 0.00 2.16 370594 FAUCET STEM - MENS RESTROOM - CIVIC CENTER 06/19/2026 06/19/2026 0.00 19.55
Payment Register APPKT00611 - CHECK RUN 6-19-26
7/8/2026 4:01:33 PM Page 7 of 8
Payment Summary
Type
Payment
Count Discount Payment
Payable
Bank Code Count
Gen Chk Voided **Void Check 0 1 0.00 0.00
Gen Chk Check 108 18 0.00 36,310.97
Gen Chk Voided **Void Check 0 4 0.00 0.00
Gen Chk Check 32 13 0.00 275,749.83
Packet Totals: 140 36 0.00 312,060.80
Payment Register APPKT00611 - CHECK RUN 6-19-26
7/8/2026 4:01:33 PM Page 8 of 8
Cash Fund Summary
Fund Name Amount
999 CASH CLEARING -312,060.80
Packet Totals: -312,060.80
7/8/2026 4:03:21 PM Page 1 of 7
Payment Register
City of Willows APPKT00617 - CHECK RUN 7-2-26
-
Bank: Gen Chk - General Checking
Vendor Number
**Void**
Total Vendor Amount
0.00 Vendor Name
Payment Type Payment Number Payment Date Payment Amount **Void Check 56862 07/02/2026 0.00
**Void Check 56881 07/02/2026 0.00
**Void Check 56882 07/02/2026 0.00
**Void Check 56883 07/02/2026 0.00
1008
Vendor Number
A.T.& T.
Total Vendor Amount
324.84
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56856 07/02/2026 324.84
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 000025420094 BAN - 9391061616 - 05-19-26 TO 06-18-26 SERVICE 06/29/2026 06/29/2026 0.00 294.27 000025420099 BAN - 9391061624 - 05-19-26 TO 6-18-26 SERVICE 06/29/2026 06/29/2026 0.00 30.57 2568
Vendor Number
ALL ABOUT A FARM ATTENDANT
Total Vendor Amount
575.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56857 07/02/2026 575.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 070226AAAFA PETTING ZOO - SUMMER READING PR 7-14-26 - LIBRARY 06/29/2026 06/29/2026 0.00 575.00 1051
Vendor Number
ALVES DOOR COMPANY, INC.
Total Vendor Amount
366.40
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56858 07/02/2026 366.40
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 11769 CAMERAS & INSTALLATION - FIRE 06/29/2026 06/29/2026 0.00 366.40 1052
Vendor Number
AMAZON CAPITAL SERVICES
Total Vendor Amount
1,638.87
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56859 07/02/2026 1,638.87
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 11DJ-MFHX-HJ49 OFFICE SUPPLIES - LIBRARY 06/30/2026 06/30/2026 0.00 240.49 14JF-YGWL-CVMJ ZIP BOOKS GRANT - LIBRARY 06/30/2026 06/30/2026 0.00 23.91 14KM-CH4L-GQGJ DISLPAY, CLEANING & EQUIPMENT MAINT - LIBRARY 06/30/2026 06/30/2026 0.00 379.64 16QC-HKT6-FJRH ZIP BOOKS GRANT - LIBRARY 06/30/2026 06/30/2026 0.00 54.12 1KK3-L33J-64GN BOOKS & MATERIALS #6 - LIBRARY 06/30/2026 06/30/2026 0.00 302.45 1KK3-L33J-HNRQ SUPPLIES SUMMER READING CHILDRENS SERV-LIBRARY 06/30/2026 06/30/2026 0.00 504.65 1QNP-3DDH-F69R BOOKS & MATERIALS #2 - LIBRARY 06/30/2026 06/30/2026 0.00 54.97 1WQ6-QPJL-HDJX ZIP BOOKS GRANT - LIBRARY 06/30/2026 06/30/2026 0.00 48.27 1XCK-G31T-H7RY 2 BOOKS - LIBRARY 06/30/2026 06/30/2026 0.00 30.37 1194
Vendor Number
CALIFORNIA STATE DISBURSE
Total Vendor Amount
162.92
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56860 07/02/2026 162.92
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001938 CHILD SUPPORT 07/02/2026 07/02/2026 0.00 162.92
Payment Register APPKT00617 - CHECK RUN 7-2-26
7/8/2026 4:03:21 PM Page 2 of 7
1172
Vendor Number
CALIFORNIA WATER SERVICE
Total Vendor Amount
5,149.15
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56861 07/02/2026 5,149.15
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 8491677777-061226 SERVICE TO 6-12-26 - CW 06/29/2026 06/29/2026 0.00 5,149.15 1252
Vendor Number
CLEARWAY ENERGY LLC
Total Vendor Amount
15,851.95
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56863 07/02/2026 15,851.95
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 1873651 MAY 2026 SERVICE - SEWER 06/29/2026 06/29/2026 0.00 15,851.95 1261
Vendor Number
COMCAST CABLE
Total Vendor Amount
523.79
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56864 07/02/2026 523.79
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 8155600290115941-072826 SERVICE TO 7-28-26 - CIVIC CENTER 06/30/2026 06/30/2026 0.00 370.63 8155600290116196-071826 SERVICE TO 7-18-26 - FIRE 06/29/2026 06/29/2026 0.00 153.16 1275
Vendor Number
CORBIN WILLITS SYSTEMS
Total Vendor Amount
518.96
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56865 07/02/2026 518.96
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 000C606151 JUNE 2026 - MOM'S SOFTWARE - FIN 06/29/2026 06/29/2026 0.00 518.96 2390
Vendor Number
CULLIGAN QUENCH USA, INC
Total Vendor Amount
140.31
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56866 07/02/2026 140.31
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV11045645 JULY 2026 SERVICE - CW 06/29/2026 06/29/2026 0.00 140.31 1463
Vendor Number
GANDY & STALEY OIL CO
Total Vendor Amount
1,192.21
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56867 07/02/2026 1,192.21
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 87140-053126 FUEL - FIRE 06/29/2026 06/29/2026 0.00 1,192.21 2468
Vendor Number
HARRIS & ASSOCIATES
Total Vendor Amount
5,042.50
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56868 07/02/2026 5,042.50
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 72683 MAY 2026 - COST REC, ZONING, P HEARING & PLAN -PL 06/29/2026 06/29/2026 0.00 5,042.50 1566
Vendor Number
INFRAMARK LLC
Total Vendor Amount
58,344.36
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56869 07/02/2026 58,344.36
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 182510 JUNE 2026 SERVICE - SEWER 06/29/2026 06/29/2026 0.00 58,344.36
Payment Register APPKT00617 - CHECK RUN 7-2-26
7/8/2026 4:03:21 PM Page 3 of 7
1680
Vendor Number
LANNIE'S SEPTIC TANK SERV
Total Vendor Amount
436.39
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56870 07/02/2026 436.39
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 27892 PORTABLE TOILET RENTAL & SERVICE - POOL 06/29/2026 06/29/2026 0.00 146.81 27893 PORTABLE TOILET RENTAL & SERV - SOFTBALL GAME-FIRE 06/30/2026 06/30/2026 0.00 289.58 1760
Vendor Number
MATSON & ISOM TECHNOLOGY
Total Vendor Amount
8,545.34
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56871 07/02/2026 8,545.34
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 102647 ORDER #697 LAPTOP - LIBRARY 06/29/2026 06/29/2026 0.00 6,064.43 103569 ORDER #770 MOM'S TRANSITION WORKSTATION - CW 06/30/2026 06/30/2026 0.00 2,480.91 1763
Vendor Number
MAXIMUM SECURITY SYSTEMS
Total Vendor Amount
60.00 Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56872 07/02/2026 60.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 00036480 QUARTERLY MONITORING SERV- JULY, AUG, SEPT 2026-PW06/29/2026 06/29/2026 0.00 60.00 1778
Vendor Number
MIDAMERICA ADMIN & RETIRE
Total Vendor Amount
378.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56873 07/02/2026 378.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 0362268 1Q26 ADMIN/PLATFORM FEE (ER) - CW 06/29/2026 06/29/2026 0.00 378.00 2312
Vendor Number
NAPA AUTO PARTS
Total Vendor Amount
459.15
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56874 07/02/2026 459.15
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 728242 AC HOSE & OXK TANK - PW 06/30/2026 06/30/2026 0.00 -152.26 728252 AC HOSE - PW 06/30/2026 06/30/2026 0.00 -163.11
728360 BATTERY - CAT GENERATOR #35 - PW 06/30/2026 06/30/2026 0.00 560.78 728622 SUPPLIES - SHOP - PW 06/30/2026 06/30/2026 0.00 58.69 728723 SHOP TOWELS - PW 06/30/2026 06/30/2026 0.00 13.02 729229 FILTERS & SEAL - STUMP GRINDER #44 - PW 06/30/2026 06/30/2026 0.00 142.03 1820
Vendor Number
NATHANIAL MONCK
Total Vendor Amount
356.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56875 07/02/2026 356.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 070226NM1 REIMBURSEMENT - GRASS VALLEY CA -MARCH 2026 - FIRE06/29/2026 06/29/2026 0.00 118.00 070226NM2 REIMBURSEMENT - SAN JOSE CA - MAY 2026 - FIRE 06/29/2026 06/29/2026 0.00 238.00 1864
Vendor Number
O'REILLY AUTO PARTS
Total Vendor Amount
169.55
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56876 07/02/2026 169.55
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 4878-127140 PARTS - FORD F-350 #20 - PW 06/30/2026 06/30/2026 0.00 38.05 4878-127949 BATTERY - PW 06/30/2026 06/30/2026 0.00 131.50
Payment Register APPKT00617 - CHECK RUN 7-2-26
7/8/2026 4:03:21 PM Page 4 of 7
1877
Vendor Number
ORLAND SAW & MOWER
Total Vendor Amount
167.83
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56877 07/02/2026 167.83
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 066551 FUEL LINE REPLACEMENT - #T4 - FIRE 06/30/2026 06/30/2026 0.00 167.83 2402
Vendor Number
OVERDRIVE, INC
Total Vendor Amount
4,539.97
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56878 07/02/2026 4,539.97
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 02323CO26206865 31 EBOOKS & 56 AUDIOBOOKS - LIBRARY 06/29/2026 06/29/2026 0.00 4,539.97 1143
Vendor Number
PEDRO BOBADILLA
Total Vendor Amount
577.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56879 07/02/2026 577.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 070226PB RECREATIONAL SERVICES 6-20-26 TO 7-3-26 - REC 06/30/2026 06/30/2026 0.00 577.00 1917
Vendor Number
PG & E
Total Vendor Amount
12,710.84
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56880 07/02/2026 12,710.84
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 0939281537-0-062326 SERVICE TO 6-23-26 - CW 06/30/2026 06/30/2026 0.00 12,710.84 2556
Vendor Number
RADIAL POWER LLC
Total Vendor Amount
1,400.53
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56884 07/02/2026 1,400.53
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV807 JUNE 2026 PRODUCTION - SOLAR - FIRE 06/30/2026 06/30/2026 0.00 1,400.53 2207
Vendor Number
TYLER TECHNOLOGIES, INC
Total Vendor Amount
4,555.00
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56885 07/02/2026 4,555.00
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 025-556986 TUTORING SESSION #4 HR - FIN 06/30/2026 06/30/2026 0.00 320.00 025-556987 ERP PRO UTILITES - CONFIGURATION 06/30/2026 06/30/2026 0.00 3,770.00 025-557581 TUTORING SESSION #5 GENERAL LEDGER - FIN 06/30/2026 06/30/2026 0.00 320.00 025-557582 ERP PRO UTILITES - CONFIGURATION 06/30/2026 06/30/2026 0.00 145.00 2223
Vendor Number
UNITED PUBLIC EMPLOYEES A
Total Vendor Amount
266.53
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56886 07/02/2026 266.53
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001955 UPEC DUES 07/02/2026 07/31/2026 0.00 266.53
2433
Vendor Number
VESTIS
Total Vendor Amount
186.49
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56887 07/02/2026 186.49
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 5067167475 UNIFORM SERVICE - PUBLIC WORKS 06/29/2026 06/29/2026 0.00 186.49
Payment Register APPKT00617 - CHECK RUN 7-2-26
7/8/2026 4:03:21 PM Page 5 of 7
2295
Vendor Number
WILLOWS ACE HARDWARE
Total Vendor Amount
1,300.22
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56888 07/02/2026 1,300.22
Payable Number Description Payable Date Due Date Discount Amount Payable Amount 139482 STENCIL & PAINT - SOFTBALL FIELD - PW 06/30/2026 06/30/2026 0.00 35.85 139559 FLAG - CIVIC CENTER 06/30/2026 06/30/2026 0.00 43.49 139789 24 FALSON SPRINKLERS - PARKS 06/30/2026 06/30/2026 0.00 1,220.88
Payment Register APPKT00617 - CHECK RUN 7-2-26
7/8/2026 4:03:21 PM Page 6 of 7
Payment Summary
Type
Payment
Count Discount Payment
Payable
Bank Code Count
Gen Chk Voided **Void Check 0 1 0.00 0.00
Gen Chk Check 51 27 0.00 67,018.74
Gen Chk Voided **Void Check 0 3 0.00 0.00
Gen Chk Check 2 2 0.00 58,921.36
Packet Totals: 53 33 0.00 125,940.10
Payment Register APPKT00617 - CHECK RUN 7-2-26
7/8/2026 4:03:21 PM Page 7 of 7
Cash Fund Summary
Fund Name Amount
999 CASH CLEARING -125,940.10
Packet Totals: -125,940.10
7/8/2026 4:07:03 PM Page 1 of 4
Payment Register
City of Willows APPKT00612 - Monthly Vendors June 2026
-
Bank: Gen Chk - General Checking
Vendor Number
**Void**
Total Vendor Amount
0.00 Vendor Name
Payment Type Payment Number Payment Date Payment Amount **Void Check 56852 06/18/2026 0.00
1029
Vendor Number
AFLAC- FLEX ONE
Total Vendor Amount
770.38
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56850 06/18/2026 770.38
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001869 AFLAC DENTAL 06/05/2026 06/30/2026 0.00 84.90 INV0001870 AFLAC CANCER 06/05/2026 06/30/2026 0.00 113.63 INV0001871 AFLAC ACCIDENT 06/05/2026 06/05/2026 0.00 114.54 INV0001872 AFLAC STD 06/05/2026 06/30/2026 0.00 17.94
INV0001873 AFLAC EVENT/CRITICAL 06/05/2026 06/30/2026 0.00 54.18 INV0001903 AFLAC DENTAL 06/18/2026 06/30/2026 0.00 84.90 INV0001904 AFLAC CANCER 06/18/2026 06/30/2026 0.00 113.63 INV0001905 AFLAC ACCIDENT 06/18/2026 06/18/2026 0.00 114.54 INV0001906 AFLAC STD 06/18/2026 06/30/2026 0.00 17.94
INV0001907 AFLAC EVENT/CRITICAL 06/18/2026 06/30/2026 0.00 54.18 2527
Vendor Number
ANTHEM BLUE CROSS OF CALIFORNIA
Total Vendor Amount
21,077.45
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56851 06/18/2026 21,077.45
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001877 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 415.13 INV0001878 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 845.52 INV0001879 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 1,019.93 INV0001880 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 376.47 INV0001881 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 634.67 INV0001882 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 1,446.81 INV0001883 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 515.34 INV0001884 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 881.25 INV0001885 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 1,914.52 INV0001886 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 791.60 INV0001887 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 498.57 INV0001888 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 453.78 INV0001889 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 340.42 INV0001890 MEDICAL INSURANCE PREMIUM 06/05/2026 06/30/2026 0.00 404.73 INV0001911 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 415.12 INV0001912 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 845.52 INV0001913 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 1,019.93 INV0001914 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 376.47 INV0001915 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 634.66 INV0001916 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 1,446.81 INV0001917 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 515.33 INV0001918 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 881.25 INV0001919 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 1,914.52 INV0001920 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 791.60 INV0001921 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 498.57 INV0001922 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 453.78 INV0001923 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 340.42
Payment Register APPKT00612 - Monthly Vendors June 2026 7/8/2026 4:07:03 PM Page 2 of 4
INV0001924 MEDICAL INSURANCE PREMIUM 06/18/2026 06/30/2026 0.00 404.73 1194
Vendor Number
CALIFORNIA STATE DISBURSE
Total Vendor Amount
162.92
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56853 06/18/2026 162.92
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001908 CHILD SUPPORT 06/18/2026 06/18/2026 0.00 162.92 1551
Vendor Number
HUMANA DENTAL/VISION
Total Vendor Amount
1,969.74
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56854 06/18/2026 1,969.74
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001875 DENTAL 06/05/2026 06/30/2026 0.00 385.36
INV0001876 DENTAL 06/05/2026 06/30/2026 0.00 431.15
INV0001892 VISION 06/05/2026 06/30/2026 0.00 48.21
INV0001893 VISION 06/05/2026 06/30/2026 0.00 43.34
INV0001909 DENTAL 06/18/2026 06/30/2026 0.00 385.32
INV0001910 DENTAL 06/18/2026 06/30/2026 0.00 431.15
INV0001926 VISION 06/18/2026 06/30/2026 0.00 48.20
INV0001927 VISION 06/18/2026 06/30/2026 0.00 43.34
JUNE2026 VISION/DENTAL 06/18/2026 06/18/2026 0.00 153.67 2223
Vendor Number
UNITED PUBLIC EMPLOYEES A
Total Vendor Amount
266.53
Vendor Name
Payment Type Payment Number Payment Date Payment Amount Check 56855 06/18/2026 266.53
Payable Number Description Payable Date Due Date Discount Amount Payable Amount INV0001925 UPEC DUES 06/18/2026 06/30/2026 0.00 266.53
Payment Register APPKT00612 - Monthly Vendors June 2026 7/8/2026 4:07:03 PM Page 3 of 4
Payment Summary
Type
Payment
Count Discount Payment
Payable
Bank Code Count
Gen Chk Voided **Void Check 0 1 0.00 0.00
Gen Chk Check 49 5 0.00 24,247.02
Packet Totals: 49 6 0.00 24,247.02
Payment Register APPKT00612 - Monthly Vendors June 2026 7/8/2026 4:07:03 PM Page 4 of 4
Cash Fund Summary
Fund Name Amount
999 CASH CLEARING -24,247.02
Packet Totals: -24,247.02
7/8/2026 4:08:00 PM Page 1 of 4
Payroll Check Register
City of Willows Checks
Pay Period: 6/15/2026-6/28/2026
Employee Employee # Check Type Date Amount Number
Packet: PYPKT00656 - PAYROLL 6-15-26 TO 6-28-26 PAY DATE 7-2-26 Payroll Set: Payroll Set 01 - 01
GARCIA, AARON GAR04 Regular 07/02/2026 276.98 41187
BOBADILLA, TIAGO BOB03 Regular 07/02/2026 184.65 41188
CHRISTY, CADE CAD00 Regular 07/02/2026 246.20 41189
COGGINS, TYLIE COG00 Regular 07/02/2026 184.65 41190
LINARES VILLALBA, LIANI LIA00 Regular 07/02/2026 257.75 41191
7/8/2026 4:08:00 PM Page 2 of 4
Payroll Check Register
City of Willows Direct Deposits
Pay Period: 6/15/2026-6/28/2026
Employee Employee # Date Amount Number
Packet: PYPKT00656 - PAYROLL 6-15-26 TO 6-28-26 PAY DATE 7-2-26 Payroll Set: Payroll Set 01 - 01
BUSBY, MATTHEW BUS01 07/02/2026 227.62 2282
HANSEN, GARY L HAN02 07/02/2026 227.62 2283
PRIDE, LORRI A PRI00 07/02/2026 227.62 2284
THOMAS, RICHARD THO00 07/02/2026 227.62 2285
BROWN, MARTHA BRO01 07/02/2026 3,987.69 2286
PRICE, KARLEEN PRI01 07/02/2026 1,787.29 2287
HARRISON, JOEI HAR01 07/02/2026 2,001.95 2288
HAZLETT, ROBIN HAZ01 07/02/2026 1,572.74 2289
BROTT, SHERRY BRO02 07/02/2026 45.52 2290
CORUM, RAYMOND COR02 07/02/2026 45.52 2291
MCNEIL, MICHAEL JAMES MCN00 07/02/2026 45.52 2292
NYGARD, ROBYN NYG00 07/02/2026 45.52 2293
RICHARDSON, TARYN RIC00 07/02/2026 1,345.13 2294
RUSTENHOVEN, TARA L RUS01 07/02/2026 1,855.62 2295
GAMBOA, YADIRA GAM00 07/02/2026 439.45 2296
LUNA-SARINAS, CRISTINA LUN00 07/02/2026 682.44 2297
MYERS, KEVIN M MYE00 07/02/2026 439.28 2298
RUBALCAVA-TORRES, VIANKA RUB01 07/02/2026 1,442.19 2299 WATSON, CHRISTINE WAT01 07/02/2026 2,736.41 2300
BOBADILLA, TAVIAN BOB02 07/02/2026 200.03 2301
FLOWERDEW, JAKE FLO01 07/02/2026 253.89 2302
PUENTE, ANTHONY PUE00 07/02/2026 184.65 2303
ENOS, KYLE ENO00 07/02/2026 2,223.54 2304
FUENTES, JAIME FUE01 07/02/2026 1,872.77 2305
HUTSON, EVAN C HUT01 07/02/2026 227.62 2306
LOMBARD, TYLER JOSEPH LOM00 07/02/2026 2,594.07 2307
PETERICH, JOHN PET01 07/02/2026 798.05 2308
MINGS, MICHAEL E MIN00 07/02/2026 1,473.16 2309
RANDOLPH, MATTHEW RAN01 07/02/2026 1,427.80 2310
REED, JOSHUA REE00 07/02/2026 1,403.84 2311
VASQUEZ, PEDRO CEASAR VAS01 07/02/2026 1,991.02 2312
ZOLLER-HARRIS, TRAVIS ZOL00 07/02/2026 2,252.38 2313
BETTENCOURT, JOSEPH BET01 07/02/2026 3,691.19 2314
MONCK, NATHANIAL T MON00 07/02/2026 3,291.68 2315
PFYL, NATISA N PFY00 07/02/2026 2,145.70 2316
7/8/2026 4:08:00 PM Page 3 of 4
Payroll Check Register
City of Willows Employee Pay Summary
Pay Period: 6/15/2026-6/28/2026
Packet: PYPKT00656 - PAYROLL 6-15-26 TO 6-28-26 PAY DATE 7-2-26 Payroll Set: Payroll Set 01 - 01
Employee Employee # Payment Date Number Earnings Deductions Taxes Net BETTENCOURT, JOSEPH BET01 07/02/2026 2314 5,052.09 404.17 956.73 3,691.19 BOBADILLA, TAVIAN BOB02 07/02/2026 2301 219.70 0.00 19.67 200.03 BOBADILLA, TIAGO BOB03 07/02/2026 41188 202.80 0.00 18.15 184.65 BROTT, SHERRY BRO02 07/02/2026 2290 50.00 0.00 4.48 45.52 BROWN, MARTHA BRO01 07/02/2026 2286 6,613.48 919.78 1,706.01 3,987.69 BUSBY, MATTHEW BUS01 07/02/2026 2282 250.00 0.00 22.38 227.62 CHRISTY, CADE CAD00 07/02/2026 41189 270.40 0.00 24.20 246.20 COGGINS, TYLIE COG00 07/02/2026 41190 202.80 0.00 18.15 184.65 CORUM, RAYMOND COR02 07/02/2026 2291 50.00 0.00 4.48 45.52 ENOS, KYLE ENO00 07/02/2026 2304 3,251.96 629.91 398.51 2,223.54 FLOWERDEW, JAKE FLO01 07/02/2026 2302 278.85 0.00 24.96 253.89 FUENTES, JAIME FUE01 07/02/2026 2305 2,449.12 355.48 220.87 1,872.77 GAMBOA, YADIRA GAM00 07/02/2026 2296 504.00 0.00 64.55 439.45 GARCIA, AARON GAR04 07/02/2026 41187 304.20 0.00 27.22 276.98 HANSEN, GARY L HAN02 07/02/2026 2283 250.00 0.00 22.38 227.62 HARRISON, JOEI HAR01 07/02/2026 2288 4,783.00 2,133.50 647.55 2,001.95 HAZLETT, ROBIN HAZ01 07/02/2026 2289 2,086.72 333.84 180.14 1,572.74 HUTSON, EVAN C HUT01 07/02/2026 2306 250.00 0.00 22.38 227.62 LINARES VILLALBA, LIANI LIA00 07/02/2026 41191 283.08 0.00 25.33 257.75 LOMBARD, TYLER JOSEPH LOM00 07/02/2026 2307 3,843.60 869.94 379.59 2,594.07 LUNA-SARINAS, CRISTINA LUN00 07/02/2026 2297 756.00 0.00 73.56 682.44 MCNEIL, MICHAEL JAMES MCN00 07/02/2026 2292 50.00 0.00 4.48 45.52 MINGS, MICHAEL E MIN00 07/02/2026 2309 2,361.12 509.88 378.08 1,473.16 MONCK, NATHANIAL T MON00 07/02/2026 2315 5,396.17 807.98 1,296.51 3,291.68 MYERS, KEVIN M MYE00 07/02/2026 2298 486.00 0.00 46.72 439.28 NYGARD, ROBYN NYG00 07/02/2026 2293 50.00 0.00 4.48 45.52 PETERICH, JOHN PET01 07/02/2026 2308 884.54 0.00 86.49 798.05 PFYL, NATISA N PFY00 07/02/2026 2316 3,431.34 528.93 756.71 2,145.70 PRICE, KARLEEN PRI01 07/02/2026 2287 2,508.92 271.24 450.39 1,787.29 PRIDE, LORRI A PRI00 07/02/2026 2284 250.00 0.00 22.38 227.62 PUENTE, ANTHONY PUE00 07/02/2026 2303 202.80 0.00 18.15 184.65 RANDOLPH, MATTHEW RAN01 07/02/2026 2310 2,026.40 248.35 350.25 1,427.80 REED, JOSHUA REE00 07/02/2026 2311 2,026.40 423.39 199.17 1,403.84 RICHARDSON, TARYN RIC00 07/02/2026 2294 1,871.20 201.15 324.92 1,345.13 RUBALCAVA-TORRES, VIANKARUB01 07/02/2026 2299 1,970.88 173.87 354.82 1,442.19 RUSTENHOVEN, TARA L RUS01 07/02/2026 2295 2,555.60 343.87 356.11 1,855.62 THOMAS, RICHARD THO00 07/02/2026 2285 250.00 0.00 22.38 227.62 VASQUEZ, PEDRO CEASAR VAS01 07/02/2026 2312 2,842.84 409.86 441.96 1,991.02 WATSON, CHRISTINE WAT01 07/02/2026 2300 4,147.20 318.31 1,092.48 2,736.41 ZOLLER-HARRIS, TRAVIS ZOL00 07/02/2026 2313 3,014.40 272.43 489.59 2,252.38 Totals: 68,277.61 10,155.88 11,557.36 46,564.37
7/8/2026 4:08:00 PM Page 4 of 4
Payroll Check Register
City of Willows Report Summary
Pay Period: 6/15/2026-6/28/2026
Packet: PYPKT00656 - PAYROLL 6-15-26 TO 6-28-26 PAY DATE 7-2-26 Payroll Set: Payroll Set 01 - 01
Type
5 Count
0 1,150.23
0.00 Regular Checks
Manual Checks
0 0.00
0 0.00
Amount
35 45,414.14
Total 40 46,564.37
Reversals
Voided Checks
Direct Deposits
City Council
Evan Hutson, Mayor
Richard Thomas, Vice Mayor
Gary Hansen, Council Member
Lorri Pride, Council Member
Matt Busby, Council Member
City Manager
Marti Brown
City Clerk
Karleen Price
Willows City Council
Regular Meeting
Action Minutes
June 23, 2026
Willows City Hall
6:00 PM
201 North Lassen Street
Willows, CA 95988
(530) 934-7041
1. CALL TO ORDER – 6:00 PM
2. PLEDGE OF ALLEGIANCE
3. ROLL CALL
Councilmembers Present: Vice Mayor Thomas, Councilmember Busby, Councilmember Hansen, and Councilmember Pride
Councilmembers Absent: Mayor Hutson
4. CHANGES TO THE AGENDA
Item #8a was continued to the July 14, 2026 City Council Meeting.
Item #8b was moved to be heard immediately following the consent calendar and prior to Public Hearing item 7a.
5. CEREMONIAL
a. Proclamation – National Family Owned and Operated Business Day - received by Jessica Tapia, Willows Chamber of Commerce.
b. Proclamation – National Food Truck Day - received by Jessica Tapia, Willows Chamber of Commerce.
6. PUBLIC COMMENT & CONSENT CALENDAR FORUM
Public Comments
Written Public Comment #1: Jim Bettencourt
a. Register Approval
Action: Approved general checking, payroll, and direct deposit check registers. b. Minutes Approval
Action: Approved the minutes of the June 9, 2026, City Council Meeting. c. FY 2026–27 Appropriations Limit
Action: Adopted Resolution 24-2026 establishing the FY 2026-27 Appropriations Limit for the City of Willows.
d. November 2026 General Municipal Election
Agenda Item #8b
2 Action: Adopted Resolution FY 25-2026 calling for and giving notice of a General Municipal Election to be consolidated with the Statewide General Election to be held on Tuesday, November 3, 2026, for the election of two City Council Members; requesting the County of Glenn approve said consolidation; requesting the County render specified election services for such election; and setting forth regulations for candidate statements.
Motion to approve consent calendar items #6a, 6b, 6c, and 6d as presented.
Moved/Seconded: Councilmember Hansen/Councilmember Busby Yes: Vice Mayor Thomas, Councilmembers Busby, Hansen, and Pride No: None
Absent: Mayor Hutson
8. DISCUSSION & ACTION CALENDAR
b. Contract for Private Security (Heard out of order)
Action: No action was taken because no motion was made.
Public Comments:
Public Comment #1: Julia Storz
Public Comment #2: Danielle Montoya
Public Comment #3: Jim Bettencourt
Public Comment #4: Maria Ehorn
Public Comment #5: Jered Shipley
Public Comment #6: Janet Fruit
Public Comment #7: Michelle Knight
Public Comment #8: Carol McCoy
Public Comment #9: Joyce Ksander
Public Comment #10: Carl Walter
Public Comment #11: Gina Taylor
Public Comment #12: Kathy Orendorff
Public Comment #13: Victoria Shipley – read by City Clerk Public Comment #14: Staci Roque
Public Comment #15: Marlena Sparkman
Public Comment #16: Ken Alves
Public Comment #17: Dan Gupton
Public Comment #18: Dog Ross
Public Comment #19: Birdy Phanthavong
Public Comment #20: Jesse
Public Comment #21: Forrest Sprague – read by Vice Mayor Thomas Public Comment #22: Roxanne Reed – read by Vice Mayor Thomas Public Comment #23: Maria Ehorn
Public Comment #24: Emma Flynn
Public Comment #25: Michelle Knight
3 Public Comment #26: Zack Lopeteguy
Public Comment #27: Marlena Sparkman
7. PUBLIC HEARING
a. FY 2025 – 2029 Five-Year Capital Improvement Program (CIP) Action: Conducted a public hearing and approved Resolution 26-2026 adopting the Five-Year Capital Improvement Program (CIP) for Fiscal Years 2025-2029.
Public Hearing Open: 8:30 PM, Closed 8:31 PM
Roll Call Vote
Moved/Seconded: Councilmember Hansen/Councilmember Pride Yes: Vice Mayor Thomas, Councilmembers Busby, Hansen, and Pride No: None
Absent: Mayor Hutson
Passed: 4-0
b. Landscaping and Lighting Special Assessment District – Authorization Levy Assessments Action: Conducted the required public protest hearing and adopted Resolution 27-2026 approving the Engineer’s Report as filed, confirming the assessment diagram and amounts as set forth therein and authorizing the levy and collection of assessments for Fiscal Year 2026-27.
Public Hearing Open: 8:35 PM, Closed 8:36 PM
Roll Call Vote
Moved/Seconded: Councilmember Pride/Councilmember Busby Yes: Vice Mayor Thomas, Councilmembers Busby, Hansen, and Pride No: None
Absent: Mayor Hutson
Passed: 4-0
c. Adoption of Cannabis Business Tax Ordinance and Election Resolutions Action: Conducted a public hearing; adopted by title only and waived the second reading of the text of an ordinance entitled “AN ORDINANCE OF THE CITY OF WILLOWS, CALIFORNIA ADDING CHAPTER 3.12 (CANNABIS BUSINESS TAX) TO TITLE 3 OF THE WILLOWS MUNICIPAL CODE ESTABLISHING A TAX ON CANNABIS BUSINESS ACTIVITIES WITHIN THE CITY,” subject to voter approval at the November 3, 2026, General Municipal Election; and adopted Resolution 28- 2026 establishing November 3, 2026 as the date for a General Election on a proposed ballot measure seeking voter approval of a General Business Tax on Cannabis Businesses operating in the City of Willows.
Public Hearing Open: 8:40 PM, Closed 8:41 PM
Roll Call Vote
Moved/Seconded: Councilmember Hansen/Councilmember Busby
4 Yes: Vice Mayor Thomas, Councilmembers Busby, Hansen, and Pride No: None
Absent: Mayor Hutson
Passed: 4-0
8. DISCUSSION & ACTION CALENDAR (continued)
a. Amend Chapter 2.70 – Library of the Willows Municipal Code Action: This item was continued to the July 14, 2026, City Council Meeting.
9. COMMENTS AND REPORTS
a. Council Correspondence
Councilmembers reported receiving emails regarding Police Services. b. City Council Comments & Reports
Councilmember Pride requested an update on the Sycamore Park and Pool grant. City Manager Marti Brown provided an update.
Councilmembers reported on various community events and meetings attended. c. City Manager’s Report
10. CLOSED SESSION – 8:53 PM
a. Conference With Legal Counsel - Initiation of Litigation (54956.9(d)(4)) (one case) Report Out: Council met and was provided information on current litigation. (1 case) Name of Case: City of Willows v. County of Glenn, et al., Glenn County Superior Court Case No. 26CV00193
11. ADJOURNMENT – 9:55 PM
______________________________
Karleen Price, City Clerk
City Council
Evan Hutson, Mayor
Richard Thomas, Vice Mayor
Gary Hansen, Council Member
Lorri Pride, Council Member
Matt Busby, Council Member
City Manager
Marti Brown
City Clerk
Karleen Price
Willows City Council
Special Meeting
Action Minutes
June 25, 2026
Willows City Hall
4:00 PM
201 North Lassen Street
Willows, CA 95988
(530) 934-7041
1. CALL TO ORDER – 4:00 PM
2. PLEDGE OF ALLEGIANCE
3. ROLL CALL
Councilmembers Present: Mayor Hutson, Vice Mayor Thomas, Councilmember Busby, Councilmember Hansen, Councilmember Pride
Councilmembers Absent: None
4. DISCUSSION & ACTION CALENDAR
a. Emergency Proclamation Declaring a Public Safety Emergency Public Comment
Public Comment #1: Karen Johnson
Public Comment #2: Michelle Knight
Public Comment #3: Jason Holly
Public Comment #4: Marlena Sparkman
Public Comment #5: Victoria Shipley
Public Comment #6: Jerod Shipley
Public Comment #7: Ardythe Brandon
Public Comment #8: Resident
Public Comment #9: Becky Pescatore
Public Comment #10: Jerod Shipley
Public Comment #11: Michelle Knight
Public Comment #12: Resident
Motion to adopt an Emergency Proclamation of the City Council of the City of Willows proclaiming a public safety emergency.
Moved/Seconded: Vice Mayor Thomas/Councilmember Busby
2 Vice Mayor Thomas left the meeting at 4:57 PM
Roll Call Vote
Yes: Mayor Hutson, Councilmember Busby, Councilmember Hansen No: Councilmember Pride
Absent: Vice Mayor Thomas
Motion failed by a vote of 3-1. The emergency proclamation required an affirmative vote of at least four members (four-fifths of the five-member City Council).
5. ADJOURNMENT – 5:18 PM
______________________________
Karleen Price, City Clerk
Agenda Item #8c
_____________________________________________________________________ Date: July 14, 2026
To: Honorable Mayor and Councilmembers
From: Marti Brown, City Manager
Karleen Price, City Clerk/Assistant to the City Manager Subject: Glenn-Colusa Irrigation District Easement Agreement Recommendation:
Adopt Resolution XX-2026 (Attachment 1) approving the easement agreement between the City of Willows and the Glenn-Colusa Irrigation District (Attachment 2), authorizing the conveyance and quitclaim of the City's interest in the canal infrastructure improvements associated with lateral 26-2B, granting a perpetual non-exclusive easement for the purposes set forth in the easement agreement, and authorizing the City Manager, or her designee, to execute the easement agreement and related documents necessary to implement the agreement.
Rationale for Recommendation:
Approval of the easement agreement will allow the Glenn-Colusa Irrigation District (GCID) to assume ownership, operation, and maintenance responsibility for the canal infrastructure improvements associated with lateral 26-2B while the City retains ownership of the underlying property. The Agreement grants GCID the perpetual easement rights necessary to operate and maintain the irrigation facilities, reducing the City's long-term maintenance obligations and liability.
Background:
GCID provides irrigation water service throughout Glenn and Colusa Counties and owns and maintains an extensive system of canals and laterals. GCID policy assumes operational and maintenance (O&M) responsibility for privately owned laterals when specific conditions are met, including the conveyance of ownership of the canal infrastructure improvements and the grant of appropriate easements.
Private lateral 26-2B serves multiple landowners within the GCID service area, including property owned by the City of Willows. Historically, the Lateral has been privately owned and maintained by the affected landowners.
On October 17, 2025, the landowners served by lateral 26-2B petitioned GCID to assume operation and maintenance responsibility for the lateral pursuant to GCID's Operation and Maintenance Policy.
Following approval of the petition, GCID prepared the attached easement agreement. Under the
agreement, participating landowners, including the City of Willows, will convey and quitclaim their interest in the existing canal infrastructure improvements to GCID while retaining ownership of the underlying real property. The Agreement also grants GCID a perpetual non-exclusive easement fifty (50) feet in width (twenty-five (25) feet on each side of the canal centerline) to allow operation, maintenance, repair, replacement, reconstruction, and improvement of the irrigation facilities.
Discussion & Analysis:
Approval of the easement agreement transfers ownership, operation, and maintenance responsibility for the existing canal infrastructure improvements associated with lateral 26-2B to the Glenn-Colusa Irrigation District. The City will retain ownership of the underlying property while granting GCID the perpetual easement rights necessary to operate, maintain, repair, replace, reconstruct, and improve the irrigation facilities. This action places long-term responsibility for the irrigation infrastructure with the regional agency best equipped to manage it.
Conveyance of Canal Infrastructure Improvements
Approval of the easement agreement authorizes the City to convey and quitclaim all of its right, title, and interest in the existing canal infrastructure improvements located within the Canal Corridor to GCID. Ownership of the underlying real property remains with the City. Following conveyance, GCID will own, operate, maintain, repair, replace, reconstruct, and improve the canal infrastructure improvements in accordance with the easement agreement.
Grant of Easement
The easement agreement grants GCID a perpetual, non-exclusive easement fifty (50) feet in width, consisting of twenty-five (25) feet on each side of the existing canal centerline. The easement provides GCID with the rights necessary to access, inspect, operate, maintain, repair, replace, reconstruct, and improve the canal infrastructure improvements while allowing the City to retain ownership and compatible use of the underlying property.
Benefits to the City
Once the conveyance and easement are completed and GCID formally assumes O&M responsibility:
The City will no longer own, operate, maintain, or repair the canal infrastructure improvements associated with lateral 26-2B;
Liability associated with the ownership, operation, and maintenance of the canal infrastructure improvements will transfer to GCID in accordance with the easement agreement; and Irrigation service will be managed by the agency best equipped to operate and maintain the facility.
Consistency with Council Priorities and Goals:
Approval of this conveyance is consistent with the City Council’s Priority #1: Fiscal Stability, Goal 2:
Seek Cost Savings by transferring ownership and maintenance of specialized infrastructure to the appropriate regional agency thereby reducing future financial liability on the City of Willows.
Fiscal Impact:
There is no immediate fiscal impact associated with the proposed action. Over the long term, approval of the easement agreement is expected to reduce City costs associated with the ownership, operation, maintenance, repair, and potential liability of the canal infrastructure improvements associated with lateral 26-2B.
Attachments:
Attachment 1: Resolution XX-2026
Attachment 2: Easement Agreement Between the City of Willows and Glenn-Colusa Irrigation District
Attachment 3: Map of Private Lateral 26-2b and Affected Landowners
Attachment 1
City of Willows
Resolution XX-2026
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILLOWS APPROVING AN EASEMENT AGREEMENT WITH THE GLENN-COLUSA IRRIGATION DISTRICT FOR LATERAL 26-2B,
AUTHORIZING THE CONVEYANCE OF CANAL INFRASTRUCTURE IMPROVEMENTS, AND
AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT
WHEREAS, the Glenn-Colusa Irrigation District (“GCID”) owns, operates, and maintains an extensive system of canals and laterals for the delivery of irrigation water within Glenn and Colusa Counties; and
WHEREAS, GCID policy allows for the assumption of operation and maintenance responsibility for privately owned laterals when participating landowners convey ownership of the lateral and grant appropriate easements to the District; and
WHEREAS, Private Lateral 26-2B serves multiple landowners within the GCID service area, including property owned by the City of Willows (“City”), and has historically been privately owned and maintained by the affected landowners; and
WHEREAS, on October 17, 2025, the landowners served by Private Lateral 26-2B submitted a petition requesting that GCID assume operation and maintenance responsibility for the lateral; and
WHEREAS, the petition requires participating landowners, including the City, to convey all right, title, and interest in the existing canal infrastructure improvements associated with Lateral 26- 2B and to grant a perpetual 50-foot-wide easement (25 feet on each side of the canal centerline) for operation, maintenance, repair, replacement, reconstruction, and improvement of the facilities; and
WHEREAS, the Glenn-Colusa Irrigation District has prepared an Easement Agreement providing for the conveyance of all of the City's right, title, and interest in the existing canal infrastructure improvements located within the easement corridor, while retaining City ownership of the underlying real property, and granting the District a perpetual non-exclusive easement for the operation, maintenance, repair, replacement, reconstruction, and improvement of Lateral 26- 2B; and
WHEREAS, the conveyance of the existing canal infrastructure improvements transfers ownership, operation, maintenance responsibility, and associated liability to GCID, while the City retains ownership of the underlying real property, and the Easement Agreement grants only those easement rights necessary to support the irrigation facilities; and
WHEREAS, the City Council finds that transferring ownership and maintenance responsibility of specialized irrigation infrastructure to the appropriate regional agency is in the best interest of the City.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Willows as follows:
1. Approval of Easement Agreement
The City Council hereby approves the Easement Agreement between the City of Willows and the Glenn-Colusa Irrigation District relating to Lateral 26-2B, attached hereto as Exhibit A and incorporated herein by this reference.
2. Conveyance of Canal Infrastructure
The City Council hereby approves the conveyance and quitclaim to the Glenn-Colusa Irrigation District of all of the City's right, title, and interest in the existing canal infrastructure improvements located within the Canal Corridor, while retaining ownership of the underlying real property, as set forth in the Easement Agreement.
3. Grant of Easement
The City Council approves the grant of a perpetual, non-exclusive easement fifty (50) feet in width, consisting of twenty-five (25) feet on each side of the existing canal centerline, for the purposes described in the Easement Agreement.
4. Authorization to Execute Documents
The City Manager, or designee, is authorized to execute the Easement Agreement and any related documents necessary to implement the Agreement.
5. Effective Date
This Resolution shall take effect immediately upon adoption.
PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council on this 14th day of July 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
APPROVED: ATTESTED:
__________________________________ ____________________________________ Evan Hutson, Mayor Karleen Price, City Clerk
Exhibit A Attachment 2
Recording Requested By:
GLENN-COLUSA IRRIGATION DISTRICT
When Recorded Mail To:
Glenn-Colusa Irrigation District
Post Office Box 150
Willows, CA 95988
Space Above This Line For Recorder’s Use
The undersigned declares:
No Recording Fee Payable
Government Code Section 6103 and 27383
No Transfer Tax Payable
Revenue and Taxation Code Section 11922
EASEMENT AGREEMENT
This EASEMENT AGREEMENT (Agreement) for the conveyance of interests in certain property is made this ______ day of ______________ 20__, by and between the City of Willows, a general law city and municipal corporation of the State of California (Grantor) and the Glenn-Colusa Irrigation District (District), a California irrigation district operating pursuant to the Irrigation District Law of the California Water Code (section 20500, et seq.) for the purpose of furnishing irrigation water to lands within the District’s boundaries. Each of the parties to this Agreement is referred to herein as a “Party” and the parties are collectively referred to herein as the “Parties.”
RECITALS
1. Grantor is the owner of that real property in Glenn County, California, more particularly described in Exhibit C, attached hereto (hereinafter “Property”).
2. An existing irrigation canal and related water conveyance facilities are located on, over, and across the Property.
3. The District has duly adopted its Water Distribution System Operation and Maintenance Policy (O&M Policy), setting forth the procedures for the District to assume Operation and Maintenance responsibility for Private Laterals.
4. Pursuant to the O&M Policy, Grantor, along with other affected landowners adjacent to and that receive water from Lateral 26-2b, petitioned District to assume responsibility for Operation and Maintenance of Lateral 26-2b, and District approved said petition.
5. Grantor and District enter into this Agreement for the purpose of: 1) Grantor conveying ownership of the below-described existing canal infrastructure facilities to District, and 2) establishing a perpetual easement corridor for the District’s operation, maintenance, repair, replacement, reconstruction, and improvement of such facilities along Lateral 26- 2b.
6. Grantor no longer desires to retain any interest in the Facilities because District has agreed to operate and maintain Lateral 26-2b and associated Facilities for conveyance and delivery of irrigation water. The Parties expressly intend that fee title to the underlying land shall remain under Grantor’s ownership, and that this Agreement conveys improvements and easement rights only.
NOW, FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, it is agreed as follows:
Grantor’s Quitclaim of Interest in Canal Infrastructure Quitclaim of Canal Facilities
Grantor irrevocably quitclaims, grants, transfers, assigns, and conveys to District all right, title, and interest in and to the existing canal infrastructure improvements (collectively, the Canal Facilities) located within the Canal Corridor (defined below). The Parties agree that all such Canal Facilities are real property.
Scope of Canal Facilities
Canal Facilities includes, without limitation:
• Canal prism (lined or unlined)
• Concrete lining, earthen banks, riprap, and stabilization improvements • Headgates, turnouts, check structures
• Drop structures, siphons, culverts
• Pipelines and appurtenances
• Measurement devices and control equipment
• Access improvements integral to canal operations
• All fixtures and appurtenant structures used for water conveyance No Transfer or Grant of Underlying Land
Notwithstanding anything herein to the contrary:
• No fee interest in the Property is conveyed
• No estate in land is transferred
• Ownership of the underlying soil and subsurface remains with Grantor • The Canal Facilities are acknowledged by the Parties to be owned by District separate and apart from the underlying land
Relocation/Modification of Facilities
District shall not be obligated to relocate Canal Facilities at Grantor’s request. Any relocation shall require: 1) District’s written approval; and 2) Grantor’s reimbursement of all engineering, permitting, construction, and administrative costs incurred by District.
Grant of Permanent, Non-Exclusive Easement
Grant
Grantor hereby grants to District a perpetual, non-exclusive easement over, under, across, and through that portion of the Property described as follows:
A strip of land fifty (50) feet in total width, being twenty-five (25) feet measured horizontally on each side of the surveyed centerline of the existing canal, as shown on Exhibit B (Canal Corridor).
Purpose of Easement
The easement is granted for the purposes of:
• Conveying water
• Operating, inspecting, maintaining, repairing, replacing, enlarging, lining, improving, and reconstructing Canal Facilities
• Access by District personnel, vehicles, and equipment • Removing vegetation, trees, improvements, and obstructions • Performing grading, erosion control, and bank stabilization • Installing utilities necessary for canal operation
• Temporary construction staging within the Canal Corridor Rights of Ingress and Egress
District shall have reasonable rights of ingress and egress across the Property to access the Canal Corridor when necessary, provided District uses reasonable efforts to minimize interference with Grantor’s use.
District’s Maintenance and Restoration
District shall:
• Maintain Canal Facilities in good working order
• Restore the surface of the Property following maintenance activities to substantially the same condition as existed prior to entry, reasonable wear excepted • Not be responsible for pre-existing conditions unrelated to District’s activities Prohibited Encroachments
Grantor shall not construct, install, or permit within the Canal Corridor, without prior written consent of District:
• Buildings or permanent structures
• Fences that obstruct access
• Underground utilities conflicting with Canal Facilities • Fill or grading altering drainage toward the canal
• Trees or deep-rooted vegetation
• Any unauthorized encroachment may be removed by District after reasonable notice Grantor’s Subordinate Use
Grantor retains the right to use the Canal Corridor for agricultural or other lawful purposes that do not materially interfere with District’s rights.
General Provisions
Entire Agreement
This Agreement contains the entire agreement between the Parties relating to the rights herein granted and the obligations herein assumed.
Indemnification
Grantor will indemnify District for any claim, loss, or other liability, caused or alleged to be caused in whole or in part by any negligent act or omission, whether active or passive, that arises out of, is related to, or is in any way connected with Grantor’s performance under this Agreement, except that the indemnification does not apply to the sole negligence or willful misconduct of District.
Binding Effect
Parties enter this Agreement for the direct benefit of Grantor’s Property. This Agreement shall run with the land and shall bind and inure to the benefit of the respective heirs, personal representatives, successors, and assigns of the Parties hereto.
Interpretation
This Agreement is entered into freely and voluntarily. Parties arrived at this Agreement through negotiation, and each Party has had a full and fair opportunity to revise the terms of this Agreement. Consequently, the normal rule of construction that any ambiguities are to be resolved against the drafting party will not apply in construing or interpreting this Agreement.
Notices
All notices, requests, demands, and other communications that either Party may require or desire to serve on the other under this Agreement shall be in writing and shall be served (as an alternative to personal service) by registered or certified mail, with postage thereon fully prepaid, and addressed to the Party so to be served, as follows:
District: Grantor:
General Manager
Glenn-Colusa Irrigation District
Post Office Box 150
Willows, California 95988
City of Willows
201 North Lassen Street
Willows, California 95988
Telephone: 530.934.8881 Telephone: 530.934.7041
All notices and other communications shall be deemed communicated as of the date of actual receipt or the third day after deposit in the mail. The Parties may change their address for purposes of this paragraph by giving the other Parties written notice of the new address in the manner set forth above.
Attorneys’ Fees and Costs
In the event of any controversy, claim, or dispute, relating to this Agreement or the breach thereof, the prevailing Party shall be entitled to recover from the non-prevailing Party reasonable expenses, attorneys’ fees, expert witnesses’ fees, and costs.
Recording
After execution of this Agreement, the Parties agree that the District will promptly cause this Agreement to be recorded in the Official Records of the County of Glenn, California, against title to Grantor’s property.
Counterparts
Parties may execute this Agreement in any number of counterparts, and any Party hereto may execute any counterpart, each of which when executed and delivered shall be deemed to be an original and all of which, taken together, shall be deemed to be but one and the same instrument.
Amendment
Any amendment of this Agreement must be in writing, signed and acknowledged by the Grantor and District and duly recorded in the Official Records of the County Recorder of the County of Glenn, State of California.
Applicable Law
This Agreement will be construed under and will be deemed to be governed by the law of the State of California.
Certification of Authority
Each of the signatories to this Agreement certify that they have the requisite power and authority to: 1) execute this Agreement in their respective capacities on behalf of the Party for which they sign; and 2) bind such Party to the terms hereof.
GRANTOR
Date: _______________, 20____
By: ____________________________________
City of Willows
AGREEMENT AND ACCEPTANCE BY DISTRICT
This is to certify that the terms, conditions, and covenants of this Agreement, and the interest(s) in any property conveyed by this Agreement to Glenn-Colusa Irrigation District, a governmental agency, operating under and by virtue of Division 11 of the California Water Code, are hereby agreed to and accepted by the undersigned on behalf of the Board of Directors of Glenn-Colusa Irrigation District pursuant to authority conferred by Resolution Number ______-___ of said Board adopted on ___________________.
Date: _______________, 20____
By: ____________________________________
Jeffrey P. Sutton, General Manager
NOTARY CERTIFICATION FOR GRANTOR
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
State of California
County of _____________________
On ________________________, before me, ____________________________, Notary Public, personally appeared ______________________________________________________, proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacity, and that by their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature:
My commission expires on ___________
(Seal)
NOTARY CERTIFICATION FOR DISTRICT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
State of California
County of _____________________
On ________________________, before me, ____________________________, Notary Public, personally appeared ______________________________________________________, proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacity, and that by their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature:
My commission expires on ___________
(Seal)
EXHIBIT C
Legal Description of Grantor’s Property
A portion of APN# 017-170-050-000
GCID Parcel Number: 19 3 15 C 2
As shown on parcel map recorded in book 13, page 94 and parcel map 90-30 recorded in the county of Glenn.
BEGINNING at the Northeast corner of the Southwest quarter of Section 15, Township 19 North, Range 3 West, M.D.B. & M., thence running Westerly along the North line of said Southwest quarter 600 feet; thence Southerly, 600 feet from and parallel to the east line of said quarter section, 2680 feet; thence Easterly parallel to the North line of the said quarter section 600 feet to the East line of said Southwest quarter section; thence Northerly along the East line of the aforesaid quarter section 2680 feet to the place of beginning.
26-2b Service Area
19 3 15A 6
19 3 22A 5
19 3 15C 2
19 3 15A 5
19 3 15B 3
19 3 15B 1
19 3 15B 4
19 3 22B 1
19 3 15B 2
19 3 22D 1
19 3 15A 2
19 3 15A 3
19 3 15A 4
19 3 22D 5
19 3 22D 2 19 3 22D 3
19 3 22D 4
19 3 22A 4
19 3 15A 1
19 3 22C 2
19 3 22A 3
19 3 22C 1
19 3 22A 619 3 22A 7
19 3 22A 2
19 3 22A 8 19 3 22A 9
19 3 22A 1
26-2b
I-5
Hwy. 99W
Co. Rd. 57
Co. Rd. M
26-2
0 250 500 1,000 1,500
Feet
²
Landowner
City of Willows
Ahmad, Mukhtar & Nazra
Montz, John D. & Patricia A.
Ryz Farms Inc.
Spooner Family Trust, Daryl & Donna
Thomasson, Robert suc trs
Private Lateral 26-2b
GCID Lateral 26-2
Roads
Agenda Item #8d
_____________________________________________________________________ Date: July 14, 2026
To: Honorable Mayor and Councilmembers
From: Joe Bettencourt, Community Development and Services Director Marti Brown, City Manager
Subject: Temporary Moratorium on New Mobile Food Applications Recommendation:
Introduce, by title only, an ordinance authorizing a temporary moratorium on new mobile food truck applications in the City of Willows and waive the full reading of the ordinance (Attachment 1). Direct staff to schedule the ordinance for a second reading and adoption at the July 28, 2026 City Council meeting.
Rationale for Recommendation:
This action provides a regular, non-urgency ordinance process to continue the temporary moratorium while the City completes updates to Chapter 18 of the Willows Municipal Code.
Background:
On May 6, 2025, the Planning Commission held a public hearing and recommended approval of a temporary moratorium on new mobile food truck applications. The moratorium was intended to allow time to clarify mobile food truck definitions, uses, zoning locations, and related operating standards.
The City Council subsequently adopted Ordinance No. 765-2025 establishing a 12-month moratorium, or until adoption of the revised Chapter 18 of the Willows Municipal Code, whichever occurs first.
Because the ordinance became effective 30 days after adoption, the existing moratorium is set to expire July 17, 2026 before the Chapter 18 update is complete.
Discussion & Analysis:
The City is processing this regular ordinance at the same time as an urgency ordinance. The urgency ordinance would take effect immediately if approved by a four-fifths vote of the City Council. However, if the four-fifths vote is not achieved, the regular ordinance provides an alternative path to reestablish the moratorium.
Because this is a regular ordinance, it requires a first reading on July 14, 2026, a second reading and adoption on July 28, 2026, and would not become effective until 30 days after adoption. If the urgency ordinance is not adopted, this would leave an approximately 45-day gap in the moratorium before the regular ordinance becomes effective.
The proposed ordinance does not affect existing mobile food trucks operating under valid City permits or entitlements. Existing operators may continue to operate in compliance with applicable requirements while the City completes the Chapter 18 update.
Consistency with Council Priorities and Goals:
This action aligns with the Council’s priority for Economic Development by supporting completion of a code update to promote clear and consistent business regulations.
Fiscal Impact:
There is no fiscal impact.
Attachments:
• Attachment 1: Ordinance for Moratorium on New Mobile Food Vendor Applications
Attachment #1
City of Willows
Ordinance XXX-2026
AN ORDINANCE OF THE WILLOWS CITY COUNCIL AUTHORIZING A TEMPORARY
MORATORIUM ON NEW MOBILE FOOD TRUCK APPLICATIONS IN THE CITY OF WILLOWS WHEREAS, the City Council previously adopted Ordinance No. 765-2025 establishing a temporary moratorium on new mobile food truck applications in the City of Willows; and WHEREAS, the moratorium was adopted to allow the City time to study mobile food truck operations and prepare appropriate zoning, operational, and permitting requirements; and WHEREAS, the existing moratorium is scheduled to expire on July 17, 2026 before the City has completed the update to Chapter 18 of the Willows Municipal Code; and WHEREAS, the City Council finds that continued review is necessary to clarify the definition of mobile food trucks, identify appropriate zoning districts and operating standards, and address public health, safety, traffic, and aesthetic considerations; and WHEREAS, this Ordinance is being adopted through the regular ordinance process and shall take effect 30 days after adoption; and
WHEREAS, existing mobile food trucks operating under valid City permits or entitlements may continue to operate in compliance with applicable requirements during the moratorium.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WILLOWS DOES ORDAIN AS FOLLOWS:
SECTION 1. FINDINGS
The City Council finds and determines as follows:
1. Mobile food truck operations are not currently regulated in a manner that clearly addresses definitions, permitted locations, operating standards, traffic, public safety, and aesthetic concerns.
2. A temporary moratorium is necessary to allow the City to complete its review and update the Willows Municipal Code to address mobile food truck uses and related standards.
3. The moratorium will allow the City to complete this work without the continued expansion of new mobile food truck operations before updated regulations are adopted.
SECTION 2. TEMPORARY MORATORIUM
A temporary moratorium is hereby imposed on new applications for mobile food trucks in all zoning districts within the City of Willows.
During the effective period of this moratorium, the City shall not accept, process, approve, or issue new permits, licenses, use permits, or other entitlements for new mobile food truck operations. Existing mobile food trucks currently operating under valid City permits or entitlements may continue to operate in compliance with applicable requirements.
SECTION 3. STUDY AND RECOMMENDATIONS
The City of Willows Planning Department, Planning Commission, and City Council shall continue work on updates to Chapter 18 of the Willows Municipal Code to clarify mobile food truck definitions, zoning requirements, operating standards, and related regulations.
SECTION 4. SEVERABILITY
If any provision of this Ordinance is found to be invalid by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.
SECTION 5. DURATION
This moratorium shall remain in effect for a period of 12 months from the effective date of this Ordinance or until adoption of the revised Chapter 18 of the Willows Municipal Code, whichever occurs first, unless extended or repealed by the City Council.
SECTION 6. CEQA COMPLIANCE
This Ordinance is exempt from the California Environmental Quality Act pursuant to CEQA Guidelines Section 15061(b)(3), because it can be determined with certainty that there is no possibility that the temporary moratorium may have a significant effect on the environment.
SECTION 7. EFFECTIVE DATE
This Ordinance shall take effect 30 days after its adoption.
SECTION 8. LEGAL AUTHORITY
This Ordinance is adopted pursuant to the zoning authority granted by Government Code Section 65800 et seq. and other applicable law.
INTRODUCED at a regular meeting of the City Council of the City of Willows on the 14th day of July, 2026, and PASSED AND ADOPTED at a regular meeting of the City Council on the 28th day of July, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
APPROVED: ATTESTED:
______________________________ _____________________________ Evan Hutson, Mayor Karleen Price, City Clerk
Agenda Item #8e
_____________________________________________________________________ Date: July 14, 2026
To: Honorable Mayor and Councilmembers
From: Joei Harrison, Finance Director
Marti Brown, City Manager
Subject: Utility Biller Position – New Job Classification & Salary Schedule Recommendation:
Adopt the attached job classification and salary schedule for a new part-time Utility Biller Position.
Rationale for Recommendation:
California Water Service (Cal Water) has provided customer billing services for the City's sewer utility for many years. Cal Water wishes to discontinue this service. As a result, the City must assume responsibility for all utility billing functions, including customer account management, billing, collections, payment processing, service requests, and customer service. To effectively perform these new operational responsibilities, the City needs to establish a part-time Utility Biller position and adopt a salary schedule.
Background:
The City has historically contracted with Cal Water to include City sewer charges on customers' monthly water bills. As a result of Cal Water's decision to discontinue providing billing services on the City's behalf, the City is implementing its own utility billing system and will assume responsibility for all aspects of utility billing operations in FY 2026-27.
Bringing utility billing in-house represents a significant operational change that requires dedicated staff to administer the City's utility billing program while maintaining a high level of customer service and ensuring accurate and timely billing.
Discussion & Analysis:
The proposed Utility Biller position will be responsible for the day-to-day administration of the City's utility billing system, including:
Establishing and maintaining customer utility accounts. Preparing and processing monthly utility bills.
Receiving and processing customer payments.
Balancing daily cash receipts and deposits.
Responding to customer inquiries regarding utility accounts and billing. Processing service requests, account adjustments, and delinquent account activities. Maintaining accurate customer and billing records.
Assisting with business license administration and providing general clerical support to the Finance Department.
The new classification has been developed specifically to reflect the duties required to administer the City's utility billing operations. The position will provide dedicated support for this critical public service while allowing other Finance Department staff to continue focusing on accounting, budgeting, payroll, and financial reporting responsibilities.
Staff also recommend adopting the accompanying salary schedule for the Utility Biller classification.
The recommended salary range was developed through a review of comparable utility billing positions in similar California municipalities and reflects the knowledge, skills, and responsibilities associated with the position.
Establishing this position is an important step in ensuring a smooth transition of utility billing services to the City and maintaining responsive customer service for utility customers.
Consistency with Council Priorities and Goals:
The recommended action is consistent with the Council Priority #1: Financial Stability, Goal 3: Optimize In-House Staffing to Improve Financial Efficiency.
Fiscal Impact:
There is no fiscal impact by adopting the job classification and salary schedule.
Attachments:
Attachment 1: Utility Biller Job Classification
Attachment 2: Utility Biller Salary Schedule
FLSA: NON-EXEMPT Attachment 1
November 14, 2023
CITY OF WILLOWS
UTILITY BILLER
DEFINITION:
Under the supervision of the Finance Director, the Utility Biller performs technical and clerical accounting duties related to utility billing, customer accounts, customer service, cash receipts, accounts receivable, collections, and general Finance Department support. The position prepares and processes utility bills, maintains customer account records, receives and reconciles payments, assists with account reconciliations and financial reporting, and performs other related duties as assigned.
DISTINGUISHING CHARACTERISTICS:
The job incumbent has responsibility for performing routine to moderately difficult utility billing, cashiering, customer service, and accounts receivable functions for the City. Duties and responsibilities are performed in accordance with law, ordinance, and City policy. This position requires accuracy, confidentiality, excellent customer service, and the ability to maintain financial records and customer account information with minimal supervision within established procedures.
SUPERVISION RECEIVED/EXERCISED:
Receives supervision and direction directly from the Finance Director.
ESSENTIAL FUNCTIONS: (include but are not limited to the following) • Prepare, process, and maintain utility billing records, including new accounts, account changes, service transfers, and account closures.
• Generate and review utility bills, adjustments, late notices, delinquency notices, and related customer correspondence.
• Receive, process, post, and reconcile utility payments and other City receipts, including in-person, mailed, electronic, and other approved forms of payment. • Provide customer service at the public counter, by telephone, and by email regarding utility accounts, billing questions, payments, service requests, and City procedures. • Maintain accurate customer account records, billing history, payment records, and related documentation.
• Review customer account history, payment records, and billing information to research and resolve customer inquiries, billing discrepancies, and account concerns. • Coordinate utility service requests, including service starts, service disconnects, reconnects, work orders, and account updates with Public Works and other City staff as needed. • Assist with accounts receivable functions, cash balancing, filing, maintenance of organized financial records, and account reconciliations.
Class specifications are only intended to present a descriptive summary of the range of duties and responsibilities associated with specified positions. Therefore, specifications may not include all duties performed by individuals within a classification. In addition, specifications are intended to outline the minimum qualifications necessary for entry into the class and do not necessarily convey the qualifications of incumbents within the position.
FINANCE AND HUMAN RESOURCES SPECIALIST
• Prepare routine reports, reconciliations, account summaries, and supporting documentation for Finance Department operations.
• Research account discrepancies, billing errors, returned payments, adjustments, credits, refunds, and delinquent accounts; prepare supporting documentation and process approved corrections in accordance with City policy.
• Maintain utility billing and related financial records in accordance with City records retention requirements.
• Maintain confidentiality of customer, financial, and City records and information. • Occasionally assist with general citizen service functions, including telephone and counter traffic, as needed.
• Operate and maintain the City's utility billing software system, including entering, updating, and verifying customer account information.
• Maintain consistent attendance and punctuality.
• Perform other duties as assigned.
PHYSICAL, MENTAL AND ENVIRONMENTAL WORKING CONDITIONS:
The conditions herein are representative of those that must be met by an employee to successfully perform the essential functions of this job. Reasonable accommodations may be made to enable individuals with disabilities to perform the essential job functions.
Environment: Work is performed primarily in a standard office environment; incumbents may be required to work extended hours including evenings and weekends and may be required to travel outside City boundaries to attend meetings.
Physical: Primary functions require sufficient physical ability and mobility to work in an office setting; to stand or sit for prolonged periods of time; to occasionally stoop, bend, kneel, crouch, reach, and twist; to lift, carry, push, and/or pull light to moderate amounts of weight; to operate office equipment requiring repetitive hand movement and fine coordination including use of a computer keyboard; to travel to other locations using various modes of private and commercial transportation; and to verbally communicate to exchange information.
Vision: See in the normal visual range with or without correction.
Hearing: Hear in the normal audio range with or without correction.
MINIMUM QUALIFICATIONS:
Education and/or Experience:
High school diploma or equivalent and two years of increasingly responsible clerical, accounting, cashiering, customer service, or utility billing experience are required. Coursework or training in accounting, business administration, public administration, or a related field is highly desirable.
Public agency or municipal utility billing experience is highly desirable.
License/Certificate:
Possession of, or ability to obtain, a valid California driver’s license.
KNOWLEDGE/ABILITIES/SKILLS:
(The following are a representative sample of the KAS’s necessary to perform essential duties of the
FINANCE AND HUMAN RESOURCES SPECIALIST
position.)
Knowledge of:
Methods of organization and maintenance of records and internal controls. Microsoft Office applications, including Word and Excel, and municipal financial and utility billing software.
Basic accounting, cashiering, accounts receivable, and recordkeeping principles. City utility billing procedures, customer account maintenance, fees, charges, and payment processing.
Budgeting procedures and techniques.
Safe work practices and related regulations.
Principles of excellent customer service.
Ability to:
Analyze and interpret a variety of information; prioritize and organize multiple assignments to meet deadlines; communicate effectively with co-workers, regulatory agencies, and the public; prepare clear and concise correspondence and reports; perform mathematical calculations accurately; maintain accurate financial records; exercise sound judgment and professionalism when assisting customers; and learn and effectively utilize financial and utility billing software while maintaining accurate manual and electronic records.
Skill to:
Operate a computer and related office equipment with accuracy. Perform a variety of responsible clerical cashiering, and customer service work with minimal supervision.
Interpret and apply City policies, rules, ordinances, fees, and procedures appropriately. Exercise sound judgment and maintain accuracy while handling money and customer account information.
Research and resolve routine billing and account questions. Maintain the confidentiality of privileged, financial, and customer information. Communicate clearly and concisely, both orally and in writing. Establish and maintain effective working relationships with those contacted during the course of work.
ACKNOWLEDGMENT:
I acknowledge that I have read the job description and requirements for the Utility Biller position and certify that I can perform the essential functions of this position, with or without reasonable accommodation.
________________________________ ___________________ ________________________________ Applicant Signature Date Witness
Attachment 2
UTILITY BILLER
ANNUAL SALARY SCHEDULE
Step 1 Step 2 Step 3 Step 4 Step 5 Step 6 Step 7 Step 8 Step 9 $46,000 $48,226 $49,431 $50,667 $51,934 $53,232 $54,563 $55,927 $57,325
MONTHLY SALARY SCHEDULE
Step 1 Step 2 Step 3 Step 4 Step 5 Step 6 Step 7 Step 8 Step 9 $3833 $4019 $4119 $4222 $4328 $4436 $4547 $4661 $4777
HOURLY SALARY SCHEDULE
Step 1 Step 2 Step 3 Step 4 Step 5 Step 6 Step 7 Step 8 Step 9 $22.62 $23.19 $23.77 $24.36 $24.97 $25.59 $26.23 $26.89 $27.56
Agenda Item #8f
_____________________________________________________________________ Date: July 14, 2026
To: Honorable Mayor and Councilmembers
From: Marti Brown, City Manager
Subject: Prentice Long, PC: New Contract for the Municipal Code Update Project Recommendation:
Authorize the City Manager to execute a new contract with Prentice Long, PC through December 31, 2026, to complete the City of Willows Municipal Code Update.
Rationale for Recommendation:
The previous agreement with Prentice Long, PC expired on December 31, 2024 and Municipal Code Update is not yet complete.
Background:
On July 1, 2023, the City entered into a Legal Services Agreement with Prentice Long, PC to provide legal services for a comprehensive update of the City of Willows Municipal Code. The agreement included review, drafting, editing, and updating municipal code provisions to improve organization, consistency, and compliance with current laws and regulations. The agreement was approved for a flat fee of $43,750.
On June 25, 2024, the City and Prentice Long, PC executed a First Amendment extending the agreement term through December 31, 2024.
Although significant progress has been made, portions of the Municipal Code Update remain incomplete. As work progressed, additional review, coordination, and refinement of proposed code amendments were required. Staff recommend authorization to execute a new agreement with Prentice Long, PC through December 31, 2026, to complete the remaining work associated with the Municipal Code Update.
Discussion & Analysis:
The Municipal Code Update is intended to modernize the City's regulations, improve clarity and consistency throughout the code, remove outdated provisions, and ensure compliance with current state and federal law. The project represents a significant effort to improve the City's regulatory framework and support efficient municipal operations.
Project delays resulted from the complexity of the code update process, the need for additional review and refinement of proposed amendments, and coordination with related code update efforts, including the Title 18 (Zoning) update. Additional time is necessary to complete the remaining revisions and finalize adoption of the updated Municipal Code.
Prentice Long, PC has extensive familiarity with the project and has completed the majority of the Municipal Code Update. Continuing with the same consultant will provide continuity, avoid duplication of effort, and facilitate efficient completion of the project.
Consistency with Council Priorities and Goals:
This item is consistent with City Council Priority #2: Economic Development, Goal 3: Complete a code update to promote business opportunities.
Fiscal Impact:
There is no additional fiscal impact associated with the proposed agreement. The agreement is intended solely to provide sufficient time for completion of the remaining Municipal Code Update work and does not increase the previously approved project budget.
Attachments:
Attachment 1: Prentice Long Contract
Attachment 2: Prentice Long Contract 2023
Attachment 3: Prentice Long 1st Amendment 2024
Attachment 1
LEGAL SERVICES AGREEMENT BETWEEN THE CITY OF WILLOWS AND
PRENTICE LONG, PC FOR LEGAL SERVICES FOR A COMPREHENSIVE UPDATE
OF THE CITY OF WILLOWS MUNICIPAL CODE
THIS AGREEMENT for legal services is entered into by and between the City of Willows, a general law city in the State of California ("City"), and Prentice Long, PC ("Law Firm"), as of June 23, 2026 (the "Effective Date").
SECTION 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Law Firm shall provide to City the services described in the Scope of Work attached hereto and incorporated herein as Exhibit "A" at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit "A", the Agreement shall prevail.
SEAN CAMERON ("Attorney") is designated as the primary contact and consultant on the project.
The Parties understand and agree that the Firm may, from time to time, use other attorneys within the Firm to assist the Attorney in the performance of this Agreement.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall remain in full force and effect until terminated in accordance with the provisions of this Agreement or December 31, 2026, whichever is earlier. The Law Firm shall complete the work described in Exhibit ‘A’ during that term, unless the term of the Agreement is otherwise terminated, as provided for in Section 7, or amended by mutual consent of the parties. The time provided to Law Firm to complete the services required by this Agreement shall not affect the City’s right to terminate the Agreement, as provided for in Section 7.1.
1.2 Standard of Performance. Law Firm shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Law Firm is engaged. Law Firm shall prepare all work products required by
PrenticeILong, PC Legal Services Agreement - City of Willows
this Agreement in a substantial, first-class manner and shall conform to the standards of quality normally observed by a person practicing in Law Firm's profession.
1.3 Assignment of Personnel. Law Firm shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Law Firm shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.
1.4 Time. Law Firm shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.2 above and to satisfy Law Firm's obligations hereunder.
SECTION 2. COMPENSATION. The maximum compensation under this Agreement shall be Forty-Three Thousand Seven Hundred and Fifty Dollars ($43,750), as set forth in Exhibit “B”.
The Parties acknowledge that the compensation authorized under this Agreement has previously been paid in full by the City of Willows in connection with the Municipal Code Update project. Accordingly, no additional compensation shall be due or payable under this Agreement unless expressly authorized by a future written amendment approved by the City Council.
2.1 Invoices. Law Firm shall submit to the City, within thirty (30) days after the end of each calendar month, an itemized statement of the professional services provided and the time expended on an hourly basis. Time will be charged by the Firm in increments of 1/10 of an hour (i.e., six-minute units). Law Firm shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
PrenticeILong, PC Legal Services Agreement - City of Willows
• Serial identifications of progress bills; i.e., Progress Bill No. 1 forthe first invoice, etc.; • The beginning and ending dates of the billing period; • A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion;
• At City's option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense; and
• The total number of hours of work performed under the Agreement by Law Firm.
The City will not be liable for interest or finance charges, until the bill is 60 days past due.
2.2 Total Payment. City shall pay for the services to be rendered by Law Firm pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever incurred by Law Firm in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.
In no event shall Law Firm submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment approved by the City Manager.
2.3 Reimbursable Expenses. Reimbursable expenses are specified in Exhibit ''B", and expenses not listed in Exhibit "B" are not chargeable to the City.
PrenticeILong, PC Legal Services Agreement - City of Willows
2.4 Payment of Taxes. Law Firm is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes.
2.5 Payment upon Termination. In the event that the City or Law Firm terminates this Agreement pursuant to Section 7 of this Agreement, the City shall compensate the Law Firm for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Law Firm shall maintain adequate logs and timesheets in order to verify costs incurred to that date.
2.6 Authorization to Perform Services. The Law Firm is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization and direction of the City Council and/or City Manager.
SECTION 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Law Firm shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement. City shall make available to Law Firm only the facilities and equipment listed in this section, and only under the terms and conditions set forth herein.
SECTION 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Law Firm, at its own cost and expense, shall procure and maintain professional malpractice insurance in the amount of not less than $2 million per occurrence throughout the term of this Agreement. Law Firm shall provide proof satisfactory to City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects to the City, and that such insurance is in effect prior to commencing work under this Agreement. Law Firm shall maintain the insurance policy required by this section throughout the term of this Agreement.
Verification of the required insurance shall be submitted and made part of this Agreement prior to execution.
4.1 Variation. The City may approve a variation in the insurance requirements, upon a determination that the coverage, scope, limit, and form of such insurance is either not commercially available, or that the City's interests are otherwise fully protected.
PrenticeILong, PC Legal Services Agreement - City of Willows
4.2 Notice of Reduction in Coverage. In the event that any coverage required by this section is reduced, limited, or materially affected in any other manner, Law Firm shall provide written notice to City at Law Firm's earliest possible opportunity and in no case later than five (5) days after Law Firm is notified of the change in coverage.
4.3 Remedies. In addition to any other remedies City may have if Law Firm fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Law Firm's breach:
4.3.1. Order Law Firm to stop work under this Agreement or withhold any payment that becomes due to Law Firm hereunder, or both stop work and withhold any payment, until Law Firm demonstrates compliance with the requirements hereof; and/or
4.3.2. Terminate this Agreement.
SECTION 5. STATUS OF LAW FIRM.
5.1 Independent Contractor. At all times during the term of this Agreement, Law Firm shall be an independent contractor and shall not be an employee of City. City shall have the right to control Law Firm only insofar as the results of Law Firm's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise City shall not have the right to control the means by which Law Firm accomplishes services rendered pursuant to this Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary. Law Firm and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.
PrenticeILong, PC Legal Services Agreement - City of Willows
5.2 Law Firm, Not Agent. Except as City may specify in writing or as provided by law, Law Firm shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Law Firm shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.
5.3 California Tort Claims Act. Notwithstanding the foregoing provisions, should Law Firm or any of its attorneys, professionals, or staff be named as parties to any civil action or administrative proceeding brought by any third party, based on advice the Firm or such individuals have given to City or actions they have taken on behalf of the City, the City shall defend and indemnify Law Firm and such individuals in the same manner in which it must defend City employees pursuant to the California Tort Claims Act, California Government Code section 810 et seq. However, the City shall have no duty to defend or indemnify Law Firm or any of its attorneys, professionals, or staff if the advice given or actions taken did not occur within the course and scope of their duties under this Agreement.
5.4 Indemnification. Notwithstanding the forgoing, Law Firm shall indemnify, hold harmless and defend the City, its officers, agents, employees and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any intentional, reckless, or negligent acts, errors or omissions of the Firm in the performance of this Agreement.
City shall indemnify, hold harmless, and defend Law Firm, its officers, agents, employees and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any intentional, reckless, or negligent acts, errors or omissions of the City in the performance of this Agreement.
5.5 Federal Provisions. To the extent FEMA financial assistance will be used to fund all or a portion of this Agreement, the Firm shall comply with all federal requirements including, but not limited to, the following:
PrenticeILong, PC Legal Services Agreement - City of Willows
A. 2 C.F.R. Part 200 - Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, which is expressly incorporated herein by reference.
B. Federal Contract Provisions attached hereto as Exhibit "C" and incorporated herein by reference.
Subcontracts, if any, shall contain a provision making them subject to all of the provisions stipulated in the contract, including but not limited to, 2 C.F.R. Part 200 and the Federal Contract Provisions.
With respect to any conflict between such federal requirements and the terms ofthis Agreement and/or the provisions of state law and except as otherwise required under federal law or regulation, the more stringent requirement shall control.
SECTION 6. LEGAL REQUIREMENTS.
6.1 Governing Law. The laws of the State of California shall govern this Agreement.
6.2 Compliance with Applicable Laws. Law Firm and any subcontractors shall comply with all laws applicable to the performance of the work hereunder.
6.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Law Firm and any subcontractors shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program.
6.4 Licenses and Permits. Law Firm represents and warrants to City that Law Firm and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Law Firm represents and warrants to City that Law Firm and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Law Firm and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City.
PrenticeILong, PC Legal Services Agreement - City of Willows
6.5 Nondiscrimination and Equal Opportunity. Law Firm shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Law Firm under this Agreement Law Firm shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement.
SECTION 7. TERMINATION AND MODIFICATION.
7.1 Termination. City may cancel this Agreement at any time and without cause upon 90 days' written notification to Law Firm.
Law Firm may cancel this Agreement upon 90 days' written notice to City.
In the event of termination, Law Firm shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Law Firm delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Law Firm or prepared by or for Law Firm or the City in connection with this Agreement.
7.2 Amendments. This Agreement may be amended from time to time by written agreement of the Parties. Unless otherwise provided in this Agreement, modifications relating to the nature, extent or duration of the Law Firm's professional services to be rendered hereunder shall require the prior written approval of the Council. Any such written approval ,shall be deemed to be a supplement to this Agreement and shall specify any changes in the scope of services and the agreedupon billing rates to be charged by the Law Firm and paid by the City.
7.3 Assignment and Subcontracting. City and Law Firm recognize and agree that this Agreement contemplates personal performance by Law Firm and is based upon a determination of
PrenticeILong, PC Legal Services Agreement - City of Willows
Law Firm's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Law Firm. Law Firm may not assign this Agreement or any interest therein without the prior written approval of the City Manager. Law Firm shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator. Delegation to such outside attorneys shall be limited to those situations in which the Firm is 4isqualified by virtue of a conflict of interest, or where the Firm does not possess the expertise to competently perform services in a particular practice area. The Firm shall supervise any delegated work, except when precluded from doing so by virtue of a conflict of interest, and where otherwise agreed to by the Parties.
7.4 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Law Firm shall survive the termination of this Agreement.
7.5 Options Upon Breach by Law Firm. If Law Firm materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to the following:
7.5.1 Immediately terminate the Agreement;
7.5.2 Retain the plans, specifications, memoranda, correspondence, and any other work product prepared by Law Firm pursuant to this Agreement; or
7.5.3 Retain a different Law Firm to complete the work described in Exhibit "A" not finished by Law Firm.
SECTION 8. KEEPING AND STATUS OF RECORDS.
8.1 Records Created as Part of Law Firm's Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Law Firm prepares or obtains
PrenticeILong, PC Legal Services Agreement - City of Willows
pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. The Law Firm will control the physical location of such files during the term of this Agreement. The City agrees that Law Firm may, in its discretion, maintain all or part of the City's legal files in electronic format including through use of secure cloud storage services. Law Firm agrees to apply all reasonable methods to maintain the confidentiality of the City's legal files and the data will be password protected and encrypted using currently available technology.
Law Firm hereby agrees to deliver those documents to the City upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use. City and Law Firm agree that, until final approval by City, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties.
8.2 Law Firm's Books and Records. Law Firm shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Law Firm to this Agreement.
8.3 Inspection and Audit of Records. Any records or documents that Section 8.2 of this Agreement requires Law Firm to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City.
SECTION 9. MISCELLANEOUS PROVISIONS.
9.1 Attorneys' Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that party may be entitled.
The court may set such fees in the same action or in a separate action brought for that purpose.
PrenticeILong, PC Legal Services Agreement - City of Willows
9.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the Superior Court for the County of Glenn.
9.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.
9.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.
9.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.
9.6 Conflict of Interest. Law Firm may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Law Firm in a "conflict of interest," as that term is defined in the rules of professional responsibility governing Law Firm's profession, unless such conflict may be waived by City and City chooses to waive such conflict in writing.
Law Firm and Attorney shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.).
Law Firm shall not employ any City official in the work performed pursuant to this Agreement.
No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq.
PrenticeILong, PC Legal Services Agreement - City of Willows
Law Firm hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of the City. If Law Firm was an employee, agent, appointee, or official of the City in the previous twelve (12) months, Law Firm warrants that it did not participate in any manner in the forming of this Agreement. Law Firm understands that, if this Agreement is made in violation of Government Code § 1090 et seq., the entire Agreement is void and Law Firm will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and Law Firm will be required to reimburse the City for any sums paid to the Law Firm. Law Firm understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California.
9.7 Solicitation. Law Firm agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.
9.8 Notices.
Any written notice to Law Firm shall be sent to:
Prentice Long, PC
Attn: Margaret Long
2240 Court Street
Redding, CA 96001
Any written notice to City shall be sent to:
Community Development and Services Department
Attn: Joe Bettencourt, Community Development & Services Director 201 North Lassen Street
Willows, CA 95988
9.9 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.
PrenticeILong, PC Legal Services Agreement - City of Willows
9.10 Authorized Signature. Each person and party signing this Agreement warrants that he/she has the authority to execute this Agreement on behalf of the principal and that the party will be bound by such signature.
The parties have executed this Agreement as of the Effective Date.
CITY: LAW FIRM:
CITY OF WILLOWS, Prentice Long, PC
A General Law City
By:__________ By:__________
Marti Brown, City Manager Margaret E. Long, Managing Partner
PrenticeILong, PC Legal Services Agreement - City of Willows
EXHIBIT "A"
SCOPE OF WORK
The following services shall be provided under this Agreement:
CONSULTING SERVICES FOR COMPREHENSIVE UPDATE OF THE CITY OF
WILLOWS MUNICIPAL CODE
Law Firm shall provide review, drafting, editing, and updating of City of Willows Municipal Code which include the following:
• Attend initial meeting with City Council or City Manager to establish guidelines and objectives for Code overhaul;
• Attend further meetings with staff or Council as appropriate or requested for Code review and discussions;
• Regularly communicate - with the City Council, City Manager, City Administrative staff, department heads and designated staff;
• Advise regarding additional code sections recommended; • Ensure timely compliance on anticipated timeline;
• Draft, edit, and review municipal ordinances;
• Ensure compliance with general plan, zoning, and other land use requirements for both City and private party-initiated actions and applications;
• Advise regarding code enforcement and building code ordinances and processes; • Monitor and advise regarding the adoption of new federal and state laws and regulations. ~ END OF EXHIBIT "A" ~
PrenticeILong, PC Legal Services Agreement - City of Willows
EXHIBIT "B"
COMPENSATION
City shall compensate law firm as follows:
Consultant
Maximum Compensation: $43,750
The Parties acknowledge that the compensation authorized under this Agreement has been paid in full.
No additional compensation shall be due under this Agreement unless authorized by a future amendment approved by the City Council.
Reimbursable Expenses
Reimbursable expenses shall remain as follows:
In consideration for this agreement, Law Firm shall generally bear its own costs and expenses in providing consulting services. City, however, shall reimburse Law Firm for the following extraordinary expenses advanced on the City's behalf:
Voluminous Duplication or Printing
(charged for each page beyond 350
pages in any month)
Vehicle travel for non-standard trips
Exceeding 50 miles from our
Redding office.
Extraordinary postage or overnight
Delivery costs
$0.10/page
Applicable IRS rate per
mile x number of miles
Actual Cost
~ END OF EXHIBIT "B" ~
PrenticeILong, PC Legal Services Agreement - City of Willows
EXHIBIT "C"
FEDERAL CONTRACT PROVISIONS
During the performance of this contract, Law Firm shall comply with all applicable federal laws and regulations including but not limited to the federal contract provisions in this Exhibit.
In this Exhibit, the term "Agency" shall mean the local agency entering into this contract with the Law Firm.
1. CONTRACTING WITH SMALL AND MINORITY FIRMS, WOMEN'S
BUSINESS ENTERPRISE AND LABOR SURPLUS AREA FIRMS (2
C.F.R. § 200.321)
(A) The Law Firm shall be subject to 2 C.F.R. § 200.321 and will take affirmative steps to assure that minority firms, women's business enterprises, and labor surplus area firms are used when possible and will not be discriminated against on the grounds of race, color, religious creed, sex, or national origin in consideration for an award.
(B) Affirmative steps shall include:
(i) Placing qualified small and minority businesses and women's business enterprises on solicitation lists;
(ii) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (iii) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority business, and women's business enterprises;
(iv) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority business, and women's business enterprises; and
(v) Using the services/assistance of the Small Business Administration (SBA), and the Minority Business Development Agency (MBDA) of the Department of Commerce.
The Law Firm shall submit evidence of compliance with the foregoing affirmative steps when requested by the Agency.
Notwithstanding the foregoing, the affirmative steps requirements detailed above do not apply in the case of a noncompetitive procurement made under the emergency exception/exigency exception to competitive procurements.
PrenticeILong, PC Legal Services Agreement - City of Willows
2. COST PRINCIPLES (2 C.F.R. PART 200, SUBPARTE)
(A) If any indirect costs will be charged to the Agency under this contract, such costs must conform to the cost principles set forth under the Uniform Rules at 2 C.F.R. Part 200, subpart E ("Cost Principles"). In general, costs must (i) be necessary and reasonable; (ii) allocable to the grant award; (iii) conform to any limitations or exclusions set forth in the Cost Principles; (iv) be adequately documented; and (v) be determined in accordance with generally accepted accounting principles ("GAAP"), except, for state and local governments and Indian tribes only, as otherwise provided for in 2 C.F.R. Part 200, subpart E. 2 C.F.R. § 200.403. Costs that are determined unallowable pursuant to a federal audit are subject to repayment by the Law Firm.
3. ACCESS TO RECORDS & RECORD RETENTION (2 C.F.R. 200.336) (A) The Law Firm shall comply with 2 C.F.R. § 200.336 and provide the Federal Agency, Inspectors General, the Comptroller General of the United States, Agency, and the State of California or any of their authorized representatives access, during normal business hours, to documents, papers, books and records which are directly pertinent to this contract for the purposes of making and responding to audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to the Law Firm's personnel for the purpose of interview and discussion related to the books and records. (B) The Law Firm agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed.
(C) The Law Firm agrees to provide the Federal Agency or its authorized representatives access to construction or other work sites pertaining to the work being completed under the contract.
4. REQUIRED CONTRACT PROVISIONS IN ACCORDANCE WITH
APPENDIX II TO PART 200 - CONTRACT PROVISIONS FOR NONFEDERAL ENTITY CONTRACTS UNDER FEDERAL AWARDS (2 C.F.R. § 200.326)
(A) Appendix II to Part 200 (A): Appendix II to Part 200 ffi): Remedies for Breach; Termination for Cause/Convenience. If the contract is in excess of $10,000 and the contract does not include provisions for both termination for cause and termination for convenience by the Agency, including the manner by which it will be effected and the basis for settlement, then the
PrenticeILong, PC Legal Services Agreement - City of Willows
following termination clauses shall apply. If the contract is for more than the simplified acquisition threshold (see2C.F.R. §200.88) at the time the contract is executed and does not provide for administrative, contractual, or legal remedies in instances where the Law Firm violates or breaches the terms of the contract, then the following termination clauses shall apply and have precedence over the contract. Otherwise, the following termination clauses shall not be applicable tothe contract. (i) Termination for Convenience. The Agency may, by written notice to the Law Firm, terminate this contract for convenience, in whole or in part, at any time by giving written notice to the Law Firm of such termination, and specifying the effective date thereof (''Notice of Termination for Convenience"). If the termination is for the convenience of the Agency, the Agency shall compensate the Law Firm for work or materials fully and adequately provided through the effective date of termination. No amount shall be paid for unperformed work or materials not provided, including anticipated profit. The Law Firm shall provide documentation deemed adequate by the Agency to show the work actually completed or materials provided by the Law Firm prior to the effective date of termination. This contract shall terminate on the effective date of the Notice of Termination. (ii) Termination for Cause. If the Law Firm fails to perform pursuant to the terms of this contract, the Agency shall provide written notice to the Law Firm specifying the default (''Notice of Default"). If the Law Firm does not cure such default within ten (10) calendar days of receipt of Notice of Default, the Agency may terminate this contract for cause. If the Law Firm fails to cure a default as set forth above, the Agency may, by written notice to the Law Firm, terminate this contract for cause, in whole or in part, and specifying the effective date thereof (''Notice of Termination for Cause"). If the termination is for cause, the Law Firm shall be compensated for that portion of the work or materials provided which has been fully and adequately completed and accepted by the Agency as of the date the Agency provides the Notice of Termination. In such case, the Agency shall have the right to take whatever steps it deems necessary to complete the project and correct the Law Firm's deficiencies and charge the cost thereof to the Law Firm, who shall be liable for the full cost of the Agency's corrective action, including reasonable overhead, profit and attorneys' fees.
(iii) Reimbursement: Damages. The Agency shall be entitled to reimbursement for any compensation paid in excess of work rendered or materials provided and shall be entitled to withhold compensation for defective work or other damages caused by the Law Firm's performance of the work
PrenticeILong, PC Legal Services Agreement - City of Willows
(iv) Additional Termination Provisions. Upon receipt of a Notice of Termination, either for cause or for convenience, the Law Firm shall promptly discontinue the work unless the Notice directs to the contrary.
The Law Firm shall deliver to the Agency and transfer title (if necessary) to all provided materials and completed work, and work in progress including drafts, documents, plans, forms, maps, products, graphics, computer programs and reports. The rights and remedies of the parties provided in this Section are in addition to any other rights and remedies provided by law or under this contract. The Law Firm acknowledges the Agency's right to terminate this contract with or without cause as provided in this Section, and hereby waives any and all claims for damages that might arise from the Agency's termination of this contract.
The Agency shall not be liable for any costs other than the charges or portions thereof which are specified herein. The Law Firm shall not be entitled to payment for unperformed work or materials not provided and shall not be entitled to damages or compensation for termination of work or supply of materials. If Agency terminates this contract for cause, and it is later determined that the termination for cause was wrongful, the termination shall automatically be converted to and treated as a termination for convenience. In such event, the Law Firm shall be entitled to receive only the amounts payable under this Section, and the Law Firm specifically waives any claim for any other amounts or damages, including, but not limited to, any claim for consequential damages or lost profits. The rights and remedies of the Agency provided in this Section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this contract including, but not limited to, the right to specific performance. (B) Appendix II to Part 200 (C) - Equal Employment Opportunity: Except as otherwise provided under 41 C.F.R. Part 60, the Law Firm shall comply with the following equal opportunity clause, in accordance with Executive Order 11246 of September 24, 1965 entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967 and implementation regulations at 41 C.F.R. Chapter 60:
(i) The Law Firm will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Law Firm will take affirmative action to ensure that applicants are employed and that employees are treated equally during employment, without regard to race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment upgrading, demotion, transfer, recruitment, or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training including apprenticeship. The Law Firm agrees to post in conspicuous places, available to employees and
PrenticeILong, PC Legal Services Agreement - City of Willows
applicants for employment, noticesto be provided by the Agency setting forth the provisions of this nondiscrimination clause. (ii) The Law Firm will, in all solicitations or advertisements for employees placed by or on behalf of the Law Firm, state that all qualified applicants will receive consideration for employment without regard to their race, color, religion, sex, or national origin.
(iii) The Law Firm will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the
compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Law Firm's legal duty to furnish information. (iv) The Law Firm will send to each labor union or representative of workers with which they have a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under Section 202 of Executive Order No. 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(v) The Law Firm will comply with all proVIS10ns of Executive Order No. 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.
(vi) The Law Firm will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to their books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(vii) In the event of the Law Firm's noncompliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be cancelled,
PrenticeILong, PC Legal Services Agreement - City of Willows
terminated or
PrenticeILong, PC Legal Services Agreement - City of Willows
suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order No. 11246 of
September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.
(viii) The Law Firm willincludetheprovisions of paragraphs (i)through (viii) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or the Law Firm. The Law Firm will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the Law Firm becomes involved in, or is threatened with, litigation with a subcontractor or the Law Firm as a result of such direction, the Law Firm may request the United States to enter into such litigation to protect the interests of the United States.
(C) Appendix II to Part 200 ID) -
applicable to this contract.
Davis-Bacon Act; Copeland Act: Not
(D) Appendix II to Part 200 (E) - Contract Work Hours and Safety Standards Act:
(i) If this contract is in excess of $100,000 and involves the employment of mechanics or laborers, the Law Firm shall comply with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. Part 5). Under 40 U.S.C. 3702, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week.
The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases ofsupplies or materials or articles ordinarily available on the
PrenticeILong, PC Legal Services Agreement - City of Willows
open market, or contracts for transportation or transmission of intelligence.
(ii) No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and onehalf times the basic rate of pay for all hours worked in excess of forty hours in such workweek.
(iii) In the event of any violation of the clause set forth in paragraph (ii) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (ii) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (ii) of this section.
(iv) The Agency shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Law Firm or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (iii) of this section.
(v) The Law Firm or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (ii) through (v) of this Section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (ii) through (v) of this Section.
PrenticeILong, PC Legal Services Agreement - City of Willows
(E) Appendix II to Part 200 (F) - Rights to Inventions Made Under a Contract or Agreement:
(i) If the Federal award meets the definition of "funding agreement" under 37 C.F.R. § 401.2(a) and the non-Federal entity wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research .work under that "funding agreement," the non-Federal entity must comply with the requirements of 37 C.F.R. Part 401 (Rights to Inventions Made by Nonprofit Organizations and Small Business Law Firms Under Government Grants, Contracts and Cooperative Agreements), and any implementing regulations issued by the Agency.
(ii) The regulation at 37 C.F.R. § 401.2(a) currently defines "funding agreement" as any contract, grant, or cooperative agreement entered into between any Federal agency, other than the Tennessee Valley Authority, and any contractor for the performance of experimental, developmental, or research work funded in whole or in part by the Federal government. This term also includes any assignment, substitution of parties, or subcontract of any type entered into for the performance of experimental, developmental, or research work under a funding agreement as defined in the first sentence of this paragraph.
(iii) This requirement does not apply to the Public Assistance, Hazard Mitigation Grant Program, Fire Management Assistance Grant Program, Crisis Counseling Assistance and Training Grant Program, Disaster Case Management Grant Program, and Federal Assistance to 'Individuals and Households - Other Needs Assistance Grant Program, as FEMA awards under these programs do not meet the definition of "funding agreement."
(F) Appendix II to Part 200 (G) - Clean Air Act and Federal Water Pollution Control Act: If this contract is in excess of $150,000, the Law Firm shall comply with all applicable standards, orders, or requirements issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C.1251-1387).
(i) Pursuant to the Clean Air Act, (1) the Law Firm agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq., (2) the Law Firm agrees to report each violation to the Agency and understands and agrees that the Agency will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) the Law Firm
PrenticeILong, PC Legal Services Agreement - City of Willows
agrees to include these requirements in each subcontract exceeding $150,000.
(ii) Pursuant to the Federal Water Pollution Control Act, (1) the Law Firm agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., (2) the Law Firm agrees to report each violation to the Agency and understands and agrees that the Agency will, in turn, report each violation as required to assure notification to the Federal awarding agency and the appropriate Environmental Protection Agency Regional Office, and (3) the Law Firm agrees to include these requirements in each subcontract exceeding $150,000.
(G) Ap_pendix II to Part 200 (ID - Debarment and Suspension: A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the 0MB guidelines at 2 CPR 180 that implement Executive Orders 12549 (3 C.F.R. part 1986 Comp., p. 189) and 12689 (3 C.F.R. part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.
(i) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the Law Firm is required to verify that none of the Law Firm, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (def'med at 2C.F.R. § 180.940)ordisqualified(def'medat2C.F.R. § 180.935). (ii) The Law Firm must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into.
(iii) This certification is a material representation of fact relied upon by Agency. If it is later determined that the Law Firm did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the Agency, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment.
(iv) The Law Firm warrants that it is not debarred, suspended, or otherwise excluded from or ineligible for participation in any federal programs. The Law Firm also agrees to verify that all subcontractors performing work under this contract are not debarred, disqualified, or otherwise prohibited from participation
PrenticeILong, PC Legal Services Agreement - City of Willows
in accordance with the requirements above. The Law Firm further agrees to notify the Agency in writing immediately if the Law Firm or its subcontractors are not in compliance during the term of this contract.
(H) Appendix II to Part 200 ffi - Byrd Anti-Lobbying Act: If this contract is in excess of $100,000, the Law Firm shall have submitted and filed the required certification pursuant to the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1353). If at any time during the contract term:funding exceeds $100,000.00, the Law Firm shall file with the Agency the Federal Standard Form LLL titled "Disclosure Form to Report Lobbying." Law Firms that apply or bid or an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated :funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress; officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award Such disclosures are forwarded :from tier to tier up to the recipient.
(I) Appendix II to Part 200 (J) - Procurement of Recovered Materials:
(i) The Law Firm shall comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement. (ii) In the performance of this contract, the Law Firm shall make maximum use of products containing recovered materials that are EPA- designated items unless the product cannot be acquired:
Competitively within a time:frame providing for compliance with the contract performance schedule; Meeting contract performance requirements; or at a reasonable price.
PrenticeILong, PC Legal Services Agreement - City of Willows
(iii) Information about this requirement, along with the list of EPAdesignate items, is available at EPA's Comprehensive Procurement Guidelines web site,
https://www.epa.gov/smm/comprehensive- procurementguideline-cpg-program.
5. MISCELLANEOUS PROVISIONS
(A) The Law Firm shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA preapproval.
(B) This is an acknowledgement that FEMA financial assistance will be used to fund the contract only. The Law Firm will comply with all applicable federal law, regulations, executive orders, FEMA policies, procedures, and directives.
(C) The Law Firm acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False Claims and Statements) applies to the Law Firm's actions pertaining to this contract.
(D) The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the Agency, the Law Firm, any subcontractors or any other party pertaining to any matter resulting from the contract.
(E) General and Administrative Expenses And Profit For Time And Materials Contracts/Amendments.
(i) General and administrative expenses shall be negotiated and must conform to the Cost Principles.
(ii) Profit shall be negotiated as a separate element of the cost. To establish a fair and reasonable profit, consideration must be given to the complexity of the work to be performed, the risk borne by the Law Firm, the Law Firm's investment, the amount of
subcontracting, the quality of its record of past performance, and industry profit rates in the surrounding geographical area for similar work.
Any agreement, amendment or change orderfor work performed on a time and materials basisshallinclude a ceiling price thattheLaw Firm exceeds at its own risk. ~ END OF EXHIBIT "C" ~
Attachment 2
Attachment 3
Agenda Item #8g
_____________________________________________________________________ Date: July 14, 2026
To: Honorable Mayor and Councilmembers
From: Joe Bettencourt, Community Development and Services Director Marti Brown, City Manager
Subject: Civic Center ADA Door Upgrades Project Agreement - Amendment Recommendation:
Adopt the Civic Center ADA Door Upgrades Resolution (Attachment 1) authorizing the City Manager to execute Amendment 1 (Attachment 2) to the Billson Construction agreement.
Rationale for Recommendation:
The amendment updates the contract amount, incorporates the revised change order, and identifies the funding sources needed to complete the project.
Background:
On January 14, 2025, the City Council authorized the City Manager to negotiate and execute a construction agreement with Billson Construction Company, Inc. for the Civic Center ADA Door Upgrades Project in the amount of $131,813 and approved an overall project budget of $178,944.
The project includes ADA upgrades to the primary public entrances at City Hall and the Library. After the original CDBG-CV funding source was no longer available, the project was suspended while replacement funding was identified. The City has since secured CDBG Program Income funding to resume the project.
Discussion & Analysis:
The revised change order includes costs related to the project delay, extended overhead, inflation, material price increases, administrative costs, and updated bonding. Approval of Amendment No. 1 will increase the construction contract amount from $131,813 to $165,883.71.
The project budget has been divided between the Library portion and the Civic Center portion of the work. The $5,600 in Library Building Forward Grant funds will be applied only to the Library portion.
CDBG Program Income will then be used to pay the remaining Library costs and most of the Civic Center costs. Solid Waste funds will only be used for the remaining Civic Center balance and will not be used for any Library-related costs.
The Solid Waste contribution is $22,822.08, which equals approximately 15.26% of the Civic Center portion of the project.
Consistency with Council Priorities and Goals:
This project is consistent with Council Priority #4, Infrastructure Improvements, by improving ADA accessibility and public access at the Civic Center complex, including City Hall and the Library.
Fiscal Impact:
The updated total project budget is $216,422.08, which includes the revised construction contract amount, 10% construction contingency, and construction management and inspection.
Funding is proposed as follows:
CDBG Program Income: $188,000.00
Library Building Forward Grant Funds: $5,600.00
Solid Waste Funds: $22,822.08
Total Project Budget: $216,422.08
Attachments:
Attachment 1 - Civic Center ADA Door Upgrades Resolution Attachment 2 - Billson Construction Contract Amendment
Attachment 1
City of Willows
Resolution XX-2026
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILLOWS APPROVING AMENDMENT NO. 1 TO THE CIVIC CENTER ADA DOOR UPGRADES PROJECT AGREEMENT WITH BILLSON CONSTRUCTION COMPANY, INC.
WHEREAS, on January 14, 2025, the City Council authorized the City Manager to negotiate and execute an agreement with Billson Construction Company, Inc. for the Civic Center ADA Door Upgrades Project in the amount of $131,813.00 and approved an overall project budget of $178,944.00; and
WHEREAS, the project includes ADA accessibility improvements to the primary public entrances at City Hall and the Library; and
WHEREAS, the project was suspended on March 31, 2025, and the contractor was directed to cease all work until authorized by the City to resume; and WHEREAS, the project was delayed after the original funding source was no longer available and replacement funding was identified; and
WHEREAS, the City has secured CDBG Program Income funding to resume and complete the project; and
WHEREAS, Amendment No. 1 will amend Section 5, Contract Price and Payment, of the original agreement to increase the construction contract amount from $131,813.00 to $165,883.71; and
WHEREAS, the updated total project budget is $216,422.08, including the revised construction contract amount, a 10% construction contingency, and construction management/inspection; and
WHEREAS, the City Council desires to approve the amended project budget and identify the funding sources to be used for completion of the project.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF WILLOWS RESOLVES AS FOLLOWS:
SECTION 1. RECITALS.
The above recitals are true and correct and are incorporated herein as findings of the City Council.
SECTION 2. APPROVAL OF AMENDMENT NO. 1.
The City Council hereby approves Amendment No. 1 to the Civic Center ADA Door Upgrades Project Agreement with Billson Construction Company, Inc.
SECTION 3. REVISED CONSTRUCTION CONTRACT AMOUNT.
The City Council hereby approves increasing the construction contract amount from $131,813.00 to $165,883.71.
SECTION 4. FUNDING SOURCES.
The City Council hereby authorizes the following funding sources for the project:
CDBG Program Income: $188,000.00
Library Building Forward Grant Funds: $5,600.00
Solid Waste Funds: $22,822.08
Total Funding: $216,422.08
SECTION 5. FUNDING ALLOCATION.
Library Building Forward Grant funds shall be applied only to the Library portion of the project.
CDBG Program Income shall be applied to the remaining Library costs and most of the Civic Center costs. Solid Waste funds shall be applied only to the remaining Civic Center balance and shall not be used for Library-related costs.
SECTION 6. AUTHORIZATION.
The City Council hereby authorizes the City Manager to execute Amendment No. 1 to the Civic Center ADA Door Upgrades Project Agreement with Billson Construction Company, Inc.
SECTION 7. EFFECTIVE DATE.
This Resolution shall become effective immediately upon adoption.
PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council on this 14th day of July, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
APPROVED: ATTESTED:
______________________________ __________________________ Evan Hutson, Mayor Karleen Price, City Clerk
Attachment 2
AMENDMENT NO. 1 TO AGREEMENT
CIVIC CENTER ADA DOOR UPGRADES PROJECT
This Amendment No. 1 is entered into by and between the City of Willows, a California municipal corporation, and Billson Construction Company, Inc., for the Civic Center ADA Door Upgrades Project.
Original Agreement
The parties entered into an agreement for the Civic Center ADA Door Upgrades Project following the City’s January 14, 2025 award of the project to Billson Construction Company, Inc. The original agreement established a contract price of $131,813.00.
Amendment to Section 5, Contract Price and Payment
Section 5, Contract Price and Payment, is amended to incorporate Revised Change Order No. 1 in the amount of $34,070.71 and increase the total contract price from $131,813.00 to $165,883.71.
Original Contract Price: $131,813.00
Revised Change Order No. 1: $34,070.71
Revised Contract Price: $165,883.71
No Other Changes
Except as expressly modified by this Amendment No. 1, all other terms, conditions, and requirements of the original agreement remain in full force and effect.
CITY OF WILLOWS
By: _______________________________
Name: _____________________________
Title: ______________________________
Date: ______________________________
BILLSON CONSTRUCTION COMPANY, INC.
By: _______________________________
Name: _____________________________
Title: ______________________________
Date: ______________________________
Agenda Item #8h
_____________________________________________________________________ Date: July 14, 2026
To: Honorable Mayor and Councilmembers
From: Nathan Monck, Fire Chief
Marti Brown, City Manager
Subject: Engine 2 Lease Agreement: Community Leasing Partners Recommendation:
Adopt Resolution XX-2026 authorizing the City Manager, or her designee, to enter into a lease agreement with Community Leasing Partners for the purchase and outfitting of a new Type 1 fire engine for a term of nine (9) years.
Rationale for Recommendation:
The total cost of purchasing and outfitting a new Type 1 fire engine is $1,404,465.37. Anticipated delivery for the apparatus is approximately 36–48 months from the date of purchase. Leasing the apparatus provides predictable annual payments that can be planned for in future fiscal years while minimizing the immediate impact to the General Fund. Additionally, timely approval of the lease agreement will also allow the City to secure current apparatus pricing prior to a prospective manufacturer price increase anticipated in August 2026.
Background:
On June 9 2026, the City Council of the City of Willows unanimously approved the purchase of a new Type 1 Fire Engine, and a 10-year lease. On July 7, 2026, staff was advised by Community Leasing Partners that the lease under writing team was unable to approve the 10 year lease as previously indicated for the city and fire department to primarily due to the uncertainty surrounding the current Law Enforcement contract.
It is critical that the City of Willows replace the current 1992 apparatus that is still in frontline service.
The proposed lease agreement would facilitate the purchase and outfitting of a new Type 1 fire engine.
Replacement of the aging apparatus has been a long-standing City Council goal in order to improve operational reliability, firefighter safety, and emergency response capability.
Discussion & Analysis:
Golden State Fire Apparatus offers a substantial prepayment discount to agencies that remit full payment within thirty (30) days of apparatus order. By using lease financing through Community
Leasing Partners, the City will be able to take advantage of the available prepayment discount of $180,895.66 from the total apparatus purchase price.
The proposed updated lease includes:
A two-year deferred payment structure;
No payments due until FY 2028-29;
Annual payments of $206,287.38;
A competitive fixed interest rate of 4.894 %;
Approximately $47,000 of reduced interest; and
A nine-year repayment term.
The deferred payment structure provides the City additional time to accumulate reserve funding and secure anticipated grant reimbursements prior to the commencement of lease payments.
Staff recommend the lease financing option as the most fiscally conservative and operationally practical method to acquire this major capital asset while preserving financial flexibility.
Consistency with Council Priorities and Goals:
The proposed lease agreement is consistent with Council Priority #3: Public Safety, Goal 2: Right Size and Enhance the Willows Fire Department by replacing a 1992 apparatus that has exceeded its expected service life.
Fiscal Impact:
This lease agreement represents one component of the overall funding strategy recommended by staff for acquisition of the new Type 1 fire engine.
Total Cost of Engine and Outfitting:
• Total Apparatus and Equipment Cost: $1,404,465.37
Secured Funding Sources:
• Congressman LaMalfa Grant: $660,000
• Apparatus Reserve Account: Approximately $318,000
Total Secured Funding:
• Approximately $978,000
Estimated Net Amount Remaining after Secured Funding:
• $426,465.37
Prospective Funding:
• Senator Schiff Grant: $400,000
(Funding determination anticipated Late August/Early September 2026)
Remaining Amount to be Financed if Schiff Grant is Awarded:
• Approximately $26,465.37
The City has proactively established and funded a dedicated apparatus replacement reserve account using Office of Emergency Services (OES) deployment revenues beginning in November 2025.
Continued contributions to this reserve account are anticipated and will help minimize the long-term impact of lease payments on the General Fund.
Funding from both Congressman LaMalfa and Senator Schiff are reimbursable grants. Grant funds will not be received until the apparatus is delivered, registered with the California Department of Motor Vehicles, and placed into service by the City of Willows.
Upon receipt of the apparatus and reimbursement funding, staff intend to submit all necessary grant documentation and apply received grant proceeds as lump-sum principal payments toward the lease balance.
If Senator Schiff’s grant funding is not awarded, the City Council will have the opportunity to evaluate alternative financing strategies, including:
Refinancing the remaining balance, (e.g., Current refinancing estimates reflect annual payments of approximately $85,000 over seven (7) years based on an estimated remaining principal balance of $500,000.);
Adjusting annual payment schedules; or
Using available apparatus reserve funding.
Staff recommend using Apparatus Reserve Funds to make annual lease payments until grant reimbursements are received. Staff are confident that the reserve account will contain sufficient funding to support a minimum of three annual lease payments before depletion.
Attachments:
Attachment 1: Resolution XX-2026
Attachment 2: June 9, 2026, Staff report
Attachment 3: Final Lease Contract
City of Willows
Resolution XX-2026
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILLOWS AUTHORIZING THE CITY MANAGER,
OR HER DESIGNEE, TO EXECUTE A LEASE AGREEMENT WITH COMMUNITY LEASING PARTNERS FOR THE PURCHASE AND OUTFITTING OF A NEW TYPE 1 FIRE ENGINE WHEREAS, replacement of the aging frontline fire apparatus has been a long-standing goal of the City Council to improve firefighter safety, operational reliability, and emergency response effectiveness; and
WHEREAS, the City of Willows Fire Department currently operates a 1992 Type 1 fire engine that has reached the end of its useful service life and requires replacement in order to maintain reliable emergency response capabilities; and
WHEREAS, the City has identified Community Leasing Partners as a financing provider offering competitive municipal lease financing terms including a nine (9) year repayment term, a fixed interest rate of 4.894%, and a two-year deferred payment structure; and WHEREAS, the proposed lease structure allows the City to secure current apparatus pricing, including a substantial manufacturer prepayment discount, while minimizing immediate impacts to the General Fund; and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Willows as follows:
SECTION 1. The City Council hereby authorizes the City Manager, or her designee, to execute a lease agreement with Community Leasing Partners for the financing of the purchase and outfitting of one (1) new Type 1 fire engine and associated equipment in an amount not to exceed $1,404,465.37.
SECTION 2. The City Manager, or her designee, is further authorized to execute all documents, agreements, certificates, and related instruments necessary to carry out the intent of this Resolution and complete the financing transaction.
PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council on this 14th day of July, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
APPROVED: ATTESTED:
______________________________ _____________________________ Evan Hutson, Mayor Karleen Price, City Clerk
Attachment 1
Attachment 2
_____________________________________________________________________ Date: June 9, 2026
To: Honorable Mayor and Councilmembers
From: Nathan Monck, Fire Chief
Marti Brown, City Manager
Subject: Engine 2 Purchase Contract: Golden State Fire Apparatus Recommendation:
Adopt Resolution XX-2026, authorizing the City Manager, or her designee, to execute a contract with Golden State Fire Apparatus to purchase a new Pierce Enforcer PUC Type 1 Fire Engine in the amount of $1,328,229.13.
Rationale for Recommendation:
The new Type 1 PUC Fire Engine will replace the existing 1992 Type 1 apparatus known as “Engine 2,” which is in poor condition, at the end of its useful life, increasingly unreliable, and no longer adequately meets the operational needs of the City of Willows. Replacement of Engine 2 has been a long-standing City Council objective and will significantly improve operational capacity, firefighter safety, and emergency response capabilities throughout the community.
Background:
In November 2021, staff identified the need to replace Engine 2. Recognizing the fiscal challenges associated with replacing a major capital asset, staff explored potential funding opportunities and pursued multiple grant applications to fund its replacement. Those efforts ultimately resulted in the award of $660,000 in USDA Community Facilities funding through a congressionally directed spending allocation secured by the late Congressman Doug LaMalfa in May 2025.
In June 2025, the Willows Fire Department established an apparatus committee for the purpose of developing specifications and evaluating replacement apparatus options. The committee reviewed multiple designs and proposals from several manufacturers, including HiTech, HME Ahrens-Fox, Rosenbauer, and Pierce Manufacturing. Following extensive evaluation of operational capabilities, safety features, maintenance considerations, and long-term serviceability, the committee selected the Pierce Enforcer 189" Pump Under Cab (PUC) platform.
The proposed apparatus was competitively procured through the Sourcewell Cooperative Purchasing Program, which satisfies public procurement requirements through a nationally solicited and awarded contract process. Using the Sourcewell contract, the City may obtain competitive pricing while
reducing administrative costs and procurement timelines associated with a separate formal bid process.
Discussion & Analysis:
When designing the new Type 1 Engine, the apparatus committee evaluated the current and future operational needs of the department, anticipated service demands, staffing levels, emergency response requirements, maintenance considerations, and firefighter safety features. These evaluations ultimately led to the selection of the Pierce PUC design.
Due to its ability to maximize storage capacity while maintaining a compact apparatus footprint, the Pierce PUC is a patented apparatus design that is widely used by departments operating with limited staffing resources. The proposed Pierce Enforcer PUC includes several significant operational and safety enhancements, including:
510 HP PACCAR MX Engine,
Allison 6-Speed Automatic Transmission,
Oshkosh TAK-4 Independent Front Suspension,
Air Ride Dump Valves to lower working height during extended operations, Cab Air Filtration System designed to reduce firefighter exposure to carcinogens, Rear Camera and Passenger-Side Camera Systems,
Temperature-Controlled EMS Equipment Compartment,
2,000 GPM Single-Stage Midship Pump,
750-Gallon Water Tank Capacity,
Pump-and-Roll Capability,
Remote-Controlled Electric Deck Gun, and
25-Gallon Foam Reservoir.
These features represent substantial improvements over the current apparatus. Engine 2 has a significantly smaller pump, lacks pump-and-roll capability, does not have integrated camera systems, does not carry firefighting foam, lacks a deck gun, and provides substantially less storage capacity for emergency equipment.
An additional factor supporting the Pierce PUC selection is the increased equipment storage capacity made possible by the PUC configuration. Because the pump house is located beneath the cab rather than within traditional side compartments, additional cabinet space is available for equipment storage.
This is particularly important for the Willows Fire Department due to its staffing model. Unlike larger departments that dispatch multiple specialized apparatus simultaneously, the first-arriving Willows engine must carry the tools necessary to begin mitigation of a wide range of emergency incidents, including structure fires, vehicle extrications, rescue operations, hazardous conditions, and emergency medical services support.
The proposed design package was reviewed by the City Mechanic, who approved the specifications and apparatus configuration. The City Mechanic has completed extensive Pierce maintenance training and is familiar with Pierce apparatus systems, maintenance requirements, and repair procedures.
Pierce Manufacturing also advised staff that a prospective two percent (2%) manufacturer price increase is anticipated in August 2026. Approval of the purchase agreement at this time will allow the City to secure current pricing and avoid additional project costs associated with the anticipated increase.
Replacement of the City’s existing 1992 Engine 2 addresses a critical public safety need by improving operational reliability, firefighter safety, emergency response effectiveness, and service delivery to the community. The new apparatus provides expanded capabilities, increased equipment capacity, and modern safety features that better align with the current and future operational needs of the Willows Fire Department.
The acquisition of this apparatus represents a long-term investment in maintaining reliable emergency services and ensuring the City’s emergency response resources remain capable of meeting community needs for decades to come.
Consistency with Council Priorities and Goals:
The proposed purchase of a new Type 1 PUC Fire Engine supports the City Council’s priorities related to public safety, fiscal responsibility, and long-term capital infrastructure planning.
This purchase also reflects the City’s commitment to responsible financial stewardship by leveraging secured grant funding, dedicated apparatus reserve funds, and strategic financing options to minimize impacts on the General Fund while investing in essential public safety infrastructure.
Fiscal Impact:
The total cost to purchase and outfit the apparatus is $1,404,465.37. This amount includes the purchase of the Type 1 Fire Engine from Golden State Fire Apparatus for $1,328,229.13 and $76,236.24 of associated equipment including extrication tools, rescue struts, and a thermal imaging camera.
The apparatus purchase price of $1,328,229.13 reflects the substantial prepayment discount offered by the manufacturer and secured through the City's financing strategy.
The City currently has approximately $978,000 in secured funding available toward this purchase, consisting of:
• USDA Community Facilities Grant (Congressman LaMalfa): $660,000 • Apparatus Reserve Account: ~ $318,000
Staff also applied for an additional $400,000 congressionally directed spending award through Senator Adam Schiff's office and is optimistic a funding determination will be made in late August or early September 2026.
The remaining balance would be financed through a municipal lease agreement. If the prospective Senator Schiff funding is not awarded, staff will return to the City Council for direction and evaluation of alternative financing strategies, including:
Refinancing the remaining balance:
For example, current refinancing estimates reflect annual payments of approximately $85,000 over seven (7) years based on an estimated remaining principal balance of $500,000;
Adjusting annual payment schedules; or
Using available funds from the Apparatus Replacement Fund.
Staff recommend using the Apparatus Replacement Fund to make annual lease payments until grant reimbursements are received. Staff is also confident that the reserve account will provide sufficient funding to support a minimum of three annual lease payments before its depleted.
Attachments:
Attachment 1: Resolution XX-2026
Attachment 2: Pierce Purchase Order
215 S. Seth Child Road
Manhattan, KS 66502
Phone: 888.777.7850
Fax: 888.777.7875
www.clpusa.net
July 8, 2026
Nathan Monck
City of Willows
201 North Lassen Street
Willows, CA 95988
RE: Financing for One (1) New Pierce Type 1 Fire Engine, Extrication Tools, One (1) Thermal Imaging Camera, and Rescue Struts
Dear Nathan,
Thank you for the opportunity to work with City of Willows on your financing project! This package includes the documentation with instructions to complete financing of the equipment.
Community First National Bank is listed as Lessor to this Agreement. Community Leasing Partners is a division of Community First National Bank and is the exclusive marketing, origination and placement agent for the bank.
Please return all documents with original signatures by 7/23/2026 to avoid any potential change in the payments or interest rate.
This Agreement requires three different signers from the City of Willows and an . Signer 1 - Marti Brown, City Manager Signer 2 - Nathan Monck, Fire Chief
Signer 3 - Karleen Price, City Clerk
Upon receipt of all listed documents; delivery of the equipment and your approval of the equipment invoice; we will remit payment to the vendor. This transaction is subject to acceptance of the documentation and final review and approval by the Lessor.
If you have any questions regarding the documentation, please feel free to contact me at 888.777.7850.
Respectfully,
Cat
Cat Roberts
Documentation Associate
Attachment 3
Documentation Instructions
MASTER EQUIPMENT LEASE PURCHASE AGREEMENT
Marti Brown - sign where indicated
Exhibit A SCHEDULE OF EQUIPMENT
Marti Brown - sign where indicated
Attachment I EQUIPMENT DESCRIPTION
Provide physical location where the equipment will be kept after delivery/installation Attachment 2 PAYMENT SCHEDULE
Marti Brown - sign where indicated
Exhibit B LESSEE RESOLUTION
Print the date the Resolution is being signed
Print the date of the meeting in which the financing was approved Marti Brown -
fiscal year start and end months
Nathan Monck -
Karleen Price - certify the Resolution
Exhibit C - OPINION OF COUNSEL
Request your legal counsel provide an Opinion of Counsel using the example provided; retyped on his/her letterhead with their signature (If counsel would like changes, he/she must first contact CLP) Exhibit D - ACCEPTANCE CERTIFICATE
Marti Brown - sign and date where indicated
TITLE REGISTRATION & SECURITY INTEREST CERTIFICATION
Marti Brown - sign where indicated
BANK QUALIFIED CERTIFICATE
Marti Brown - sign where indicated
INSURANCE COVERAGE REQUIREMENTS
Marti Brown - sign where indicated
INVOICE INSTRUCTIONS
Complete contact information for payment billing invoices
NOTICE OF ASSIGNMENT
Marti Brown - sign where indicated
ESCROW AGREEMENT
Marti Brown - sign where indicated
Exhibit A- PAYMENT REQUEST FORM/ SIGNATURE CARD
Marti Brown - sign where indicated
TAX COMPLIANCE WITH NO ARBITRAGE
Marti Brown - sign and date where indicated
8038 - IRS Form
Verify employer identification number in Box 2, Complete Boxes 10a & 10b Marti Brown - sign and date where indicated
ADDITIONAL DOCUMENTATION NEEDED PRIOR TO VENDOR PAYMENT (at delivery):
Certificate of Insurance from your insurance provider
First payment check (if applicable)
Copy signed truck contract
Conditions to Funding
If, for any reason: (i) the required documentation is not returned by 7/23/2026, or has unresolved issues relating thereto, or (ii) on, or prior to the return of the documentation, there is a change of circumstances which adversely affects the expectations, rights or security of the Lessor or its assignees; then Lessor or its assignees reserves the right to adjust the quoted interest rate or withdraw/void its offer to fund this transaction in its entirety.
This contract is being issued based upon review of credit and financial materials provided by lessee that resulted in a credit approval decision. CLP is committed to working with the lessee on this transaction throughout the entire process. Failure to complete the lease in its entiret y may result in a $500 documentation fee being charged. This fee is for credit analysis, drafting of the contract, overnight services and expenses incurred in processing this agreement.
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MASTER EQUIPMENT LEASE PURCHASE AGREEMENT
LESSEE: City of Willows
This Master Equipment Lease Purchase Agreement, including all exhibits and schedules hereto whether currently in existence 7/15/2026, and entered into between Community First National Bank 215 S.
Seth Child Rd, Manhattan, KS 66502 ("Lessor and City of Willows, 201 North Lassen Street, Willows, CA 95988 a body corporate and politic duly organized and existing under the laws of the State of California ("Lessee");
RECITALS
WHEREAS, Lessee desires to lease from Lessor certain equipment described in the schedules to this Agreement, substantially in the form of Exhibit A hereto, that are executed from time to time by the parties hereto (such schedules are hereby incorporated herein and are hereinafter collectively referred to as the "Schedules", and the items of equipment leased to Lessee hereunder, together with all substitutions, proceeds, replacement parts, repairs, additions, attachments, accessories and replacements thereto, thereof or therefore, are hereinafter collectively referred to as the "Equipment") subject to the terms and conditions of and for the purposes set forth in this Agreement.
WHEREAS, the relationship between the parties shall be a continuing one and items of equipment may be added to or deleted from the Equipment from time to time by execution of additional Schedules by the parties hereto and as otherwise provided herein.
WHEREAS, Lessee is authorized under the constitution and laws of the State to enter into this Agreement for the purposes set forth herein.
NOW, THEREFORE, for and in consideration of the premises hereinafter contained, the parties hereby agree as follows:
ARTICLE I. REPRESENTATIONS, WARRANTIES AND COVENANTS OF LESSEE Section 1.01. Lessee represents, covenants and warrants, for the benefit of Lessor and its assignees, as follows:
(a) Lessee is a public body, corporate and politic, duly organized and existing under the Constitution and laws of the State. (b) Lessee will do or cause to be done all things necessary to preserve and keep in full force and affect its existence as a body corporate and politic.
Lessee is a political subdivision of the State within the meaning of Section 103(a) of the Code or a constituted authority authorized to issue obligations on behalf of a state or local governmental unit within the meaning of the regulations promulgated pursuant to said Section of the Code. (c) Lessee has full power and authority under the Constitution and laws of the State to enter into this Agreement and the transactions contemplated hereby, and to perform all of its obligations hereunder. (d) Lessee has duly authorized the execution and delivery of this Agreement by proper action by its governing body at a meeting duly called, regularly convened and attended throughout by the requisite majority of the members thereof, or by other appropriate official approval, and all requirements have been met and procedures have occurred in order to ensure the enforceability of this Agreement. (e) Lessee has complied or will comply with such public bidding requirements as may be applicable to this Agreement and the acquisition by Lessee of the Equipment.
(f) During the Lease Term, the Equipment will be used by Lessee only for the purpose of performing one or more essential governmental or proprietary functions of Lessee consistent with the permissible scope of Lessee's authority and will not be used in a trade or business of any person or entity other than Lessee.
(g) During the Lease Term, Lessee will annually provide Lessor with current financial statements, budgets, proof of appropriation for the ensuing fiscal year and such other financial information relating to the ability of Lessee to continue this Agreement as may be reasonably requested by Lessor. (h) The Equipment will have a useful life in the hands of Lessee that is substantially in excess of the Original Term and all Renewal Terms. (i) The Equipment is, and during the Lease Term will remain personal property and when subjected to use by the Lessee, will not be or become fixtures.
(j) The Equipment is essential to the function of the Lessee and the services provided to its citizens, and will be used throughout the period that this Agreement is in force for the purpose of performing one or more governmental or proprietary functions consistent with the permissible scope of its authority.
(k) During the term of this Agreement, Lessee will not dispose of or sell any part of the Equipment. (l) Lessee has not terminated a lease, rental agreement, installment purchase contract, or any other such agreement in the past five (5) years as a result of insufficient funds being appropriated for payments due under such an agreement. (m) This Agreement constitutes the legal, valid and binding obligation of Lessee enforceable in accordance with its terms, except to the extent limited by applicable bankruptcy, insolvency, reorganization or other laws affecting creditors' rights generally. (n) No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default exists at the date hereof.
(o) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current fiscal year to make the Rental Payments scheduled to come due during the current fiscal year and to meet its other obligations under this Agreement for the current fiscal year, and such funds have not been expended for other purposes. (p) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting Lessee, nor to the best knowledge of Lessee is there any basis therefore, wherein an unfavorable decision, ruling or finding would materially adversely affect the transactions contemplated by this Agreement or any other document, agreement or certificate which is used or contemplated for use in the consummation of the transactions contemplated by this Agreement or materially adversely affect the financial condition or properties of Lessee.
(q) All authorizations, consents and approvals of governmental bodies or agencies required in connection with the execution and delivery by Lessee of this Agreement or in connection with the carrying out by Lessee of its obligations hereunder have been obtained. (r) The entering into and performance of this Agreement or any other document or agreement contemplated hereby to which Lessee is or is to be a party will not violate any judgment, order, law or regulation applicable to Lessee or result in any breach of, or constitute a default under, or result in the creation of any lien, charge, security interest or other encumbrance on any assets of Lessee or the Equipment pursuant to any indenture, mortgage, deed of trust, bank loan or credit agreement or other instrument to which Lessee is a party or by which it or its assets may be bound, except as herein provided.
ARTICLE II. DEFINITIONS
Section 2.01. The following terms will have the meanings indicated below unless the context clearly requires otherwise:
"Agreement" means this Master Equipment Lease Purchase Agreement, including the Schedules and any other schedule, exhibit or escrow agreement made a part hereof by the parties hereto, whether currently in existence or hereafter executed, as the same may be supplemented or amended from time to time in accordance with the terms hereof.
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"Code" means the Internal Revenue Code of 1986, as amended, and the United States Treasury Regulations in effect thereunder. "Commencement Date" means, with respect to any Schedule, the date when the Lease Term of this Agreement with respect to that Schedule and Lessee's obligation to pay rent under that Schedule commence, which date will be the earlier of (i) the date of the Agreement, or (ii) the date on which sufficient moneys to purchase the Equipment are deposited for that purpose with an Escrow Agent. "Equipment" means the property described in the Schedules and all replacements, substitutions, repairs, restorations, modifications, attachments, accessions, additions and improvements thereof or thereto. Whenever reference is made in this Agreement to Equipment listed in a Schedule, that reference shall be deemed to include all replacements, repairs, restorations, modifications and improvements of or to that Equipment. "Event of Default" means, with respect to any Lease, an Event of Default described in Section 10.01. between Lessee, Lessor
and an escrow agent relating to the acquisition fund created thereunder. "Lease" means, at any time, (i s
interest in, to and under this Agreement and all Schedules have been assigned to the same assignee without any reassignment, this Agreement, or (ii) if hedules that have the same
Lessor and this Agreement as it relates to those Schedules and the Equipment listed therein, which shall constitute a separate single lease relating to that Equipment.
"Lease Term" means, with respect to any Lease, the Original Term and all Renewal Terms of that Lease. "Lessee" means the entity which is described in the first paragraph of this Agreement, its successors and assigns. "Lessor" means, with respect to each Schedule and the Lease of which that Schedule is a part, (i been assigned pursuant to Section 9.01, the entity described as such in the first paragraph of this Agreement or its successo to and under that Schedule has been assigned pursuant to Section 9.01, the assignee thereof or its successor. "Net Proceeds" means the amount remaining from the gross proceeds of any insurance claim or condemnation award after deducting all expenses (including attorneys' fees) incurred in the collection of such claim or award. "Original Term" means, with respect to any Lease, the period from the first Commencement Date for any Schedule under that Lease until the end of the fiscal year of Lessee in effect at that Commencement Date. "Purchase Option Price" means, with respect to the Equipment listed on any Schedule, the amount set forth in that Schedule as the Purchase Option Price for that Equipment.
"Renewal Terms" means, with respect to any Lease, the automatic renewal terms of that Lease, as provided for in Article III of this Agreement, each having a duration of one year and a term co-extensive with the Lessee's fiscal year except the last of such automatic renewal terms which shall end on the due date of the last Rental Payment set forth in the Schedule.
"Rental Payments" means the basic rental payments payable by Lessee pursuant to Section 4.02. "Vendor" means the manufacturer of the Equipment as well as the agents or dealers of the manufacturer from whom Lessee purchased or is purchasing the Equipment.
ARTICLE III. LEASE TERM
Section 3.01. Lease of Equipment. Lessor hereby demises, leases and lets to Lessee, and Lessee rents, leases and hires from Lessor, the Equipment listed in each Schedule in accordance with this Agreement and that Schedule for the Lease Term for the Lease of which that Schedule is a part. The Lease Term for each Lease may be continued at the end of the Original Term or any Renewal Term for an additional Renewal Term; provided, however, that at the end of the Original Term and at the end of each Renewal Term, Lessee shall be deemed to have continued that Lease for the next Renewal Term unless Lessee shall have terminated that Lease pursuant to Section 4.05 or Section 5.04. The terms and conditions during any Renewal Term shall be the same as the terms and conditions during the Original Term, except that the Rental Payments shall be as provided in the Schedules. Lessor hereby covenants to provide Lessee during the Lease Term with quiet use and enjoyment of the Equipment, and Lessee shall during the Lease Term peaceably and quietly have and hold and enjoy the Equipment, without suit, trouble or hindrance from Lessor, except as expressly set forth in this Agreement.
Section 3.02. Continuation of Lease Term. Lessee currently intends, subject to Section 4.05, to continue the Lease Term for each Lease through the Original Term and all of the Renewal Terms and to pay the Rental Payments hereunder. Lessee reasonably believes that legally available funds in an amount sufficient to make all Rental Payments during the Lease Term for each Lease can be obtained. The responsible financial officer of Lessee shall do all things lawfully within his or her power to obtain and maintain funds from which the Rental Payments may be made, including making provision for the Rental Payments to the extent necessary in each proposed annual budget submitted for approval in accordance with applicable procedures of Lessee and to exhaust all available reviews and appeals in the event such portion of the budget is not approved. Notwithstanding the foregoing, the decision whether or not to budget or appropriate funds or to extend a Lease for any Renewal Term is solely within the discretion of the then current governing body of Lessee.
Section 3.03. Return of Equipment on Termination. Upon expiration or earlier termination of any Schedule under any provision of this Agreement at a time when Lessee does not exercise its option to purchase the Equipment described in that Schedule under the provisions of this Agreement, Lessee shall deliver, Date, ordinary wear and
tear expected, packaged or otherwise prepared in a manner suitable by shipment by truck or rail common carrier at a location specified by Lessor.
Section 3.04. Conditions to Lessor's Performance under Schedules. As a prerequisite to the performance by Lessor of any of its obligations pursuant to the execution and delivery of any Schedule, Lessee shall deliver to Lessor the following:
(a) A Lessee Resolution executed by the Clerk or Secretary or other comparable officer of Lessee, in substantially the form attached hereto as Exhibit B, completed to the satisfaction of Lessor;
(b) An Opinion of Counsel to Lessee in substantially the form attached hereto as Exhibit C respecting such Schedule and otherwise satisfactory to Lessor;
(c) All documents, including financing statements, affidavits, notices and similar instruments, in form satisfactory to Lessor, which Lessor deems necessary or appropriate at that time;
(d) Such other items, if any, as are set forth in such Schedule or are reasonably required by Lessor.
This Agreement is not a commitment by Lessor to enter into any Schedule not currently in existence, and nothing in this Agreement shall be construed to impose any obligation upon Lessor to enter into any proposed Schedule, it being understood that whether Lessor enters into any proposed Schedule shall be a decision solely within Lessor's discretion.
Lessee will cooperate with Lessor in Lessor's review of any proposed Schedule. Without limiting the foregoing, Lessee will provide Lessor with any documentation or information Lessor may request in connection with Lessor's review of any proposed Schedule. Such documentation may include, without limitation, documentation concerning the Equipment and its contemplated use and location and documentation or information concerning the financial status of Lessee and other matters related to Lessee.
ARTICLE IV. RENTAL PAYMENTS
Section 4.01. Rental Payments to Constitute a Current Expense of Lessee. Lessor and Lessee understand and intend that the obligation of Lessee to pay Rental Payments hereunder shall constitute a current expense of Lessee and shall not in any way be construed to be a debt of Lessee in contravention of any applicable constitutional or statutory limitations or requirements concerning the creation of indebtedness by Lessee, nor shall anything contained herein constitute a pledge of the general tax revenues, funds or monies of Lessee.
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Section 4.02. Payment of Rental Payments. Lessee shall pay Rental Payments, from any and all legally available funds, in lawful money of the United States of America, exclusively to Lessor or, in the event of assignment by Lessor, to its assignee, in the amounts and on the dates set forth in each Schedule.
Rental Payments shall be in consideration for Lessee's use of the Equipment during the applicable year in which such payments are due. The Rental Payments will be payable without notice or demand at the office of Lessor (or such other place as Lessor may from time to time designate in writing). If any Rental Payment or other sum payable under any Schedule is not paid when due, Lessee shall pay to Lessor accrued interest on such delinquent amount from the date due thereof until paid at the lesser of 18% or the maximum rate allowed by law. In the event that it is determined that any of the interest components of Rental Payments may not be excluded from gross income for purposes of federal income taxation, Lessee agrees to pay to Lessor promptly after any such determination and on the date of each Rental Payment thereafter an additional amount determined by Lessor to compensate Lessor for the loss of such excludability (including without limitation, compensation relating to interest expense, penalties or additions to tax), which determination shall be conclusive absent manifest error.
Section 4.03. Interest and Principal Components. A portion of each Rental Payment is paid as, and represents payment of, interest, and the balance of each Rental Payment is paid as, and represents payment of, principal. Each Schedule will set forth the interest component and the principal component of each Rental Payment during the Lease Term.
Section 4.04. Rental Payments to be Unconditional. The obligations of Lessee to make payment of the Rental Payments required under this Article IV and other sections hereof, and to perform and observe the covenants and agreements contained herein, shall be absolute and unconditional in all events, except as expressly provided under this Agreement. Notwithstanding any dispute between Lessee and Lessor, any Vendor or any other dispute between Lessee and Lessor, any Vendor or any other person, Lessee shall make all payments of Rental Payments when due and shall not withhold any Rental Payments pending final resolution of such dispute, nor shall Lessee assert any right of set-off or counterclaim against its obligation to make such payments required under this Agreement. Lessee's obligation to make Rental Payments during the Original Term or the then-current Renewal Term for each Schedule shall not be abated through accident or unforeseen circumstances.
Section 4.05. Non appropriation. Lessee is obligated only to pay such Rental Payments under this Agreement (and any additional amounts due hereunder, if applicable) as may lawfully be made from funds budgeted and appropriated for that purpose during Lessee's then current fiscal year. Should Lessee fail to budget, appropriate or otherwise make available funds to pay Rental Payments under a Lease following the then current Original Term or Renewal Term, that Lease shall be deemed terminated at the end of the then current Original Term or Renewal Term. Lessee agrees to deliver written notice to Lessor of such termination at least 60 days prior to the end of the then current Original Term or Renewal Term, but failure to give such written notice shall not extend the term beyond such Original Term or Renewal Term.
ARTICLE V. TITLE TO EQUIPMENT; SECURITY INTEREST; OPTION TO PURCHASE Section 5.01. Title to the Equipment. Upon acceptance of the Equipment by Lessee, title to the Equipment and any and all additions, repairs, replacements or modifications shall vest in Lessee, subject to the rights of Lessor under this Agreement; provided that title to the Equipment that is subject to any Lease shall thereafter immediately and without any action by Lessee vest in Lessor, and Lessee shall immediately surrender possession of that Equipment to Lessor, upon (a) any termination of that Lease other than termination pursuant to Section 5.04, or (b) the occurrence of an Event of Default with respect to that Lease. It is the intent of the parties hereto that any transfer of title to Lessor pursuant to this Section shall occur automatically without the necessity of any bill of sale, certificate of title or other instrument of conveyance. Lessee shall, nevertheless, execute and deliver any such instruments as Lessor may request to evidence such transfer.
Section 5.02. Security Interest. To secure the payment of all Lessee's obligations under this Agreement, Lessee grants to Lessor a security interest constituting a first lien on (i) the Equipment and on all additions, attachments, accessions, that are considered to be an integral part of the equipment, and substitutions thereto, and on any proceeds there from, and (ii) the acquisition fund established under any Escrow Agreement entered into in connection therewith. Lessee agrees to execute such additional documents, in form satisfactory to Lessor, which Lessor deems necessary or appropriate to establish and maintain its security interest in the Equipment. Lessee hereby authorizes the filing of financing statements under the Uniform Commercial Code in connection with the security interest granted hereunder.
Section 5.03. Personal Property. Lessor and Lessee agree that the Equipment is and will remain personal property and will not be deemed to be affixed to or a part of the real estate on which it may be situated, notwithstanding that the Equipment or any part thereof may be or hereafter become in any manner physically affixed or attached to real estate or any building thereon. Upon the request of Lessor, Lessee will, at Lessee's expense, furnish a waiver of any interest in the Equipment from any party having an interest in any such real estate or building.
Section 5.04. Option to Purchase. Lessee shall have the option to purchase Lessor's interest in all (but not less than all) of the Equipment described in any Schedule, upon giving written notice to Lessor at least 60 (but not more than 180) days before the date of purchase, at the following times and upon the following terms:
(a) On the date of the last Rental Payment set forth in that Schedule (assuming this Agreement is renewed at the end of the Original Term and each Renewal Term), if the Agreement is still in effect on such day, upon payment in full to Lessor of the Rental Payments and all other amounts then due under that Schedule plus One Dollar;
(b) On the last day of the Original Term or any Renewal Term then in effect, upon payment in full to Lessor of the Rental Payments and all other amounts then due under that Schedule plus the then applicable Purchase Option Price set forth in that Schedule; or (c) In the event of substantial damage to or destruction or condemnation of substantially all of the Equipment listed in that Schedule on the day specified in Lessee's written notice to Lessor of its exercise of the purchase option upon payment in full to Lessor of the Rental Payments and all other amounts then due under that Schedule, including, without limitation, interest accrued to the date of payment, plus the then applicable Purchase Option Price set forth in that Schedule.
ARTICLE VI. DELIVERY, MAINTENANCE; MODIFICATION; TAXES; INSURANCE AND OTHER CHARGES Section 6.01. Delivery, Installation and Acceptance of Equipment. Lessee shall order the Equipment, cause the Equipment to be delivered and installed at the locations specified in the Schedules and pay any and all delivery and installation costs in connection therewith. When the Equipment listed in any Schedule has been delivered and installed, Lessee shall immediately accept such Equipment and evidence said acceptance by executing and delivering to Lessor an Acceptance Certificate in the form attached hereto as Exhibit D.
Section 6.02. Location; Inspection. Once installed, no item of the Equipment will be moved from the location specified for it in the Schedule on which that item is listed without Lessor's consent, which consent shall not be unreasonably withheld. Lessor shall have the right at all reasonable times during regular business hours to enter into and upon the property of Lessee for the purpose of inspecting the Equipment.
Section 6.03. Maintenance of Equipment by Lessee. Lessee agrees that at all times during the Lease Term Lessee will, at Lessee's own cost and expense, maintain, preserve and keep the Equipment in good repair, working order and condition, and that Lessee will from time to time make or cause to be made all necessary and proper repairs, replacements and renewals. Lessor shall have no responsibility in any of these matters, or for the making of improvements or additions to the Equipment. Lessee shall not make material modifications to the Equipment without the prior consent of Lessor.
Section 6.04. Liens, Taxes, Other Governmental Charges and Utility Charges. Lessee shall keep the Equipment free of all liens, charges and encumbrances except those created by this Agreement. The parties to this Agreement contemplate that the Equipment will be used for a governmental or proprietary purpose of Lessee and, therefore, that the Equipment will be exempt from all taxes presently assessed and levied with respect to personal property. In the event that the use, possession or acquisition of the Equipment is found to be subject to taxation in any form (except for income taxes of Lessor), Lessee will pay, as the same respectively come due, all taxes and governmental charges of any kind whatsoever that may at any time be lawfully assessed or levied against or with respect to the Equipment and any equipment or other property acquired by Lessee in substitution for, as a renewal or replacement of, or a modification, improvement or addition to the Equipment, as well as all gas, water, steam, electricity, heat, power, telephone, utility and other charges incurred in the operation, maintenance, use, occupancy and upkeep of the Equipment; provided that, with respect to any governmental charges that may lawfully be paid in installments over a period of years, Lessee shall be obligated to pay only such installments as have accrued during the Lease Term.
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Lessee will take no action that will cause the interest portion of any Rental payment to become includable in gross income of the recipient for purposes of federal income taxation under the Code, and Lessee will take, and will cause its officers, employees and agents to take, all affirmative action legally within its power to prevent such interest from being includable in gross income for purposes of federal income taxation under the Code. l Payment being
Section 6.05. Provisions Regarding Insurance. At its own expense, Lessee shall maintain (a) casualty insurance insuring the Equipment against loss or damage by fire and all other risks covered by the standard extended coverage endorsement then in use in the State, and any other risks reasonably required by Lessor, in an amount at least equal to the replacement cost of the Equipment, (b) liability insurance that protects Lessor from liability in all events in form and amount satisfactory to Lessor and (c) workers' compensation coverage as required by the laws of the State; provided that, with Lessor's prior written consent, Lessee may self-insure against the risks described in clauses (a) and (b); provided further that, if Lessor provides such consent Lessee shall provide to Lessor information with respect to such self-insurance program as Lessor may request from time to time. All insurance proceeds from casualty losses shall be payable as hereinafter provided. Lessee shall furnish to Lessor certificates evidencing such coverage throughout the Lease Term. All such casualty and liability insurance shall be with insurers that are acceptable to Lessor, shall name Lessor as a loss payee and an additional insured, respectively, and shall contain a provision to the effect that such insurance shall not be canceled or modified materially without first giving written notice thereof to Lessor at least 30 days in advance of such cancellation or modification. All such casualty insurance shall contain a provision making any losses payable to Lessee and Lessor as their respective interests may appear.
Section 6.06. Advances. In the event Lessee shall fail to maintain the full insurance coverage required by this Agreement or shall fail to keep the Equipment in good repair and operating condition, Lessor may (but shall be under no obligation to) purchase the required insurance and pay the premiums on the same or may make such repairs or replacements as are necessary and provide for payment thereof; and all amounts so advanced therefore by Lessor shall constitute additional rent for the then-current Original Term or Renewal Term, and Lessee covenants and agrees to pay such amounts so advanced by Lessor with interest thereon from the date advanced until paid at the rate of 18% per annum or the maximum interest rate permitted by law, whichever is less.
ARTICLE VII. DAMAGE, DESTRUCTION AND CONDEMNATION: USE OF NET PROCEEDS Section 7.01. Risk of Loss. Lessee is responsible for the entire risk of loss of or damage or destruction to the Equipment. No such loss, damage or destruction shall relieve Lessee of any obligation under this Agreement or any Lease.
Section 7.02. Damage, Destruction and Condemnation. If (a) the Equipment listed on any Schedule or any portion thereof is destroyed, in whole or in part, or is damaged by fire or other casualty or (b) title to, or the temporary use of, the Equipment or any part thereof shall be taken under the exercise of the power of eminent domain by any governmental body or by any person, firm or corporation acting pursuant to governmental authority, Lessee and Lessor will cause the Net Proceeds of any insurance claim or condemnation award to be applied to the prompt replacement, repair, restoration, modification or improvement of that Equipment, unless Lessee shall have exercised its option to purchase that Equipment pursuant to Section 5.04. Any balance of the Net Proceeds remaining after such work has been completed shall be paid to Lessee.
Section 7.03. Insufficiency of Net Proceeds. If the Net Proceeds are insufficient to pay in full the cost of any replacement, repair, restoration, modification or improvement referred to in Section 7.02, Lessee shall either complete such replacement, repair, restoration, modification or improvement and pay any costs thereof in excess of the amount of the Net Proceeds, unless Lessee, pursuant to Section 5.04, purchases Lessor's interest in the Equipment destroyed, damaged or taken and any other Equipment listed in the same Schedule. The amount of the Net Proceeds, if any, remaining after completing such repair, restoration, modification or improvement or after purchasing Lessor's interest in the Equipment shall be retained by Lessee. If Lessee shall make any payments pursuant to this Section, Lessee shall not be entitled to any reimbursement therefore from Lessor nor shall Lessee be entitled to any diminution of the amounts payable under Article IV.
ARTICLE VIII. DISCLAIMER OF WARRANTIES; VENDOR'S WARRANTIES; USE OF THE EQUIPMENT Section 8.01. Disclaimer of Warranties. LESSEE HAS SELECTED THE EQUIPMENT AND THE VENDORS. LESSOR MAKES NO WARRANTY OR
REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE OR FITNESS FOR USE OF THE EQUIPMENT, OR WARRANTY OR REPRESENTATION WITH RESPECT THERETO. In no event shall Lessor be liable for an incidental, indirect, special or consequential damage in connection with or arising out of this Agreement or the existence, furnishing, functioning or Lessee's use of any item or products or service provided for in this Agreement.
Section 8.02. Vendor's Warranties. Lessor hereby irrevocably appoints Lessee its agent and attorney-in-fact during the Lease Term, so long as Lessee shall not be in default hereunder, to assert from time to time whatever claims and rights, including warranties of the Equipment, which Lessor may have against the Vendor of the Equipment. Lessee's sole remedy for the breach of such warranty, indemnification or representation shall be against the Vendor of the Equipment, and not against Lessor, nor shall such matter have any effect, whatsoever on the rights and obligations of Lessor with respect to this Agreement, including the right to receive full and timely payments hereunder. Lessee expressly acknowledges that Lessor makes, and has made no representation or warranties whatsoever as to the existence or availability of such warranties of the Vendor of the Equipment.
Section 8.03. Use of the Equipment. Lessee will not install, use, operate or maintain the Equipment improperly, carelessly, in violation of any applicable law or in a manner contrary to that contemplated by this Agreement. Lessee shall provide all permits and licenses, if any, necessary for the installation and operation of the Equipment. In addition, Lessee agrees to comply in all respects (including, without limitation, with respect to the use, maintenance and operation of each item of the Equipment) with all laws of the jurisdictions in which its operations involving any item of Equipment may extend and any legislative, executive, administrative or judicial body exercising any power or jurisdiction over the items of the Equipment; provided, however, that Lessee may contest in good faith the validity or application of any such law or rule in any reasonable manner which does not, in the opinion of Lessor, adversely affect the title of Lessor in and to any of the items of the Equipment or its interest or rights under this Agreement.
Section 8.04. Essential Nature of the Equipment. Lessee confirms and affirms that the Equipment is essential to the function of Lessee and the services provided to its citizens, that there is an immediate need for the Equipment which is not temporary or expected to diminish in the foreseeable future, and that Lessee will use substantially all the Equipment for the purpose of performing one or more governmental or proprietary functions consistent with the permissible scope of its authority.
ARTICLE IX. ASSIGNMENT, SUBLEASING, INDEMNIFICATION, MORTGAGING AND SELLING Section 9.01. Assignment by Lessor.
whole or in part to one or more assignees by Lessor at any time subsequent to its execution. Lessee hereby agrees to maintain a written record of each such assignment in form necessary to comply with Section 149(a) of the Code. No such assignment shall be binding on Lessee until it has received written notice from Lessor of the assignment disclosing the name and address of the assignee. Lessee agrees to execute all documents, including chattel mortgages or financing statements that may be reasonably requested by Lessor or any assignee to protect its interests in the Equipment and in this Agreement. Lessee shall not have the right to and shall not assert against any assignee any claim, counterclaim, defense, set-off or other right Lessee may from time to time have against Lessor.
Section 9.02. Assignment and Subleasing by Lessee. None of Lessee's interest in, to and under this Agreement and in the Equipment may be sold, assigned, subleased, pledged or otherwise encumbered by Lessee without the prior written consent of Lessor.
Section 9.03. Release and Indemnification Covenants. To the extent permitted by law, Lessee shall indemnify, protect, hold harmless, save and keep harmless Lessor from and against any and all liabilities, obligations, losses, claims and damages whatsoever, regardless of cause thereof, and all expenses in connection therewith (including, without limitation, counsel fees and expenses, penalties connected therewith imposed on interest received) arising out of or as
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(a) result of the entering into of this Agreement, (b) the ownership of any item of the Equipment, (c) the manufacture, ordering, acquisition, use, operation, condition, purchase, delivery, rejection, storage or return of any item of the Equipment, (d) or any accident in connection with the operation, use, condition, possession, storage or return of any item of the Equipment resulting in damage to property or injury to or death to any person, and/or (e) the breach of any covenant herein or any material misrepresentation contained herein. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the full payment of all obligations under this Agreement or the termination of the Lease Term for any reason.
ARTICLE X. EVENTS OF DEFAULT AND REMEDIES
Section 10.01. Events of Default Defined. Subject to the provisions of Section 4.05, any of the following events shall constitute an "Event of Default" under any Lease:
(a) Failure by Lessee to pay any Rental Payment or other payment required to be paid under that Lease at the time specified in that Lease; (b) Failure by Lessee to observe and perform any covenant, condition or agreement on its part to be observed or performed under that Lease, other than as referred to in subparagraph (a) above, for a period of 30 days after written notice specifying such failure and requesting that it be remedied is given to Lessee by Lessor, unless Lessor shall agree in writing to an extension of such time prior to its expiration; provided that, if the failure stated in the notice cannot be corrected within the applicable period, Lessor will not unreasonably withhold its consent to an extension of such time if corrective action is instituted by Lessee within the applicable period and diligently pursued until the default is corrected; (c) Any statement, representation or warranty made by Lessee in or pursuant to that Lease or its execution, delivery or performance shall prove to have been false, incorrect, misleading or breached in any material respect on the date when made; (d) Any provision of that Lease shall at any time for any reason cease to be valid and binding on Lessee, or shall be declared to be null and void, or the validity or enforceability thereof shall be contested by Lessee or any governmental agency or authority if the loss of such provision would materially adversely affect the rights or security of Lessor, or Lessee shall deny that it has any further liability or obligation under that Lease. (e) Lessee shall (i) apply for or consent to the appointment of a receiver, trustee, custodian or liquidator of Lessee, or of all or a substantial part of the assets of Lessee, (ii) be unable, fail or admit in writing its inability generally to pay its debts as they become due, (iii) make a general assignment for the benefit of creditors, (iv) have an order for relief entered against it under applicable federal bankruptcy law, or (v) file a voluntary petition in bankruptcy or a petition or an answer seeking reorganization or an arrangement with creditors or taking advantage of any insolvency law or any answer admitting the material allegations of a petition filed against Lessee in any bankruptcy, reorganization or insolvency proceeding; or (f) An order, judgment or decree shall be entered by any court of competent jurisdiction, approving a petition or appointing a receiver, trustee, custodian or liquidator of Lessee or of all or a substantial part of the assets of Lessee, in each case without its application, approval or consent, and such order, judgment or decree shall continue unstayed and in effect for any period of 30 consecutive days.
Section 10.02. Remedies on Default. Whenever any Event of Default under any Lease exists, Lessor shall have the right, at its sole option without any further demand or notice, to take one or any combination of the following remedial steps:
(a) By written notice to Lessee, declare all Rental Payments and other amounts payable by Lessee under that Lease to the end of the then current Original Term or Renewal Term to be due;
(b) With or without terminating that Lease, Lessor may, upon 5 days written notice to Lessee, enter the premises where any Equipment that is subject to that Lease is located and retake possession of that Equipment or require Lessee at Lessee's expense to promptly return any or all of the Equipment to the possession of Lessor at such place within the United States as Lessor shall specify, and sell or lease the Equipment or, for the account of Lessee, sublease the Equipment, continuing to hold Lessee liable for the difference between (i) the Rental Payments and other amounts payable by Lessee under that Lease plus the then-applicable Purchase Option Price for that Equipment and (ii) the net proceeds of any such sale, leasing or subleasing (after deducting all expenses of Lessor in exercising its remedies under this Agreement, including without limitation all expenses of taking possession, storing, reconditioning and selling or leasing the Equipment and all brokerage, auctioneers' and attorneys' fees) unts otherwise due
under that Lease plus the remaining Rental Payments and other amounts payable by Lessee under that Lease to the end of the then current Original Term or Renewal Term; and
(c) Lessor may take whatever action at law or in equity may appear necessary or desirable to enforce its rights under that Lease or as the owner of any or all of the Equipment that is subject to that Lease.
In addition, whenever an Event of Default exists with respect to any Rental Payment required by a particular Schedule or with respect to any other payment, covenant, condition, agreement, statement, representation or warranty set forth in that Schedule or applicable to that Schedule or the Equipment listed therein, Lessor shall have the right, at its sole option without any further demand or notice, to take one or any combination of the following remedial steps:
(d) By written notice to Lessee, Lessor may declare all Rental Payments payable by Lessee pursuant to that Schedule and other amounts payable by Lessee under this Agreement to the end of the then current Original Term or Renewal Term to be due; (e) With or without terminating that Schedule, Lessor may, upon 5 days written notice to Lessee, enter the premises where the Equipment listed in that Schedule is located and retake possession of that Equipment or require Lessee at Lessee's expense to promptly return any or all of that Equipment to the possession of Lessor at such place within the United States as Lessor shall specify, and sell or lease that Equipment or, for the account of Lessee, sublease that Equipment, continuing to hold Lessee liable for the difference between (i) the Rental Payments payable by Lessee pursuant to that Schedule and other amounts related to that Schedule or the Equipment listed therein that are payable by Lessee hereunder plus the then applicable Purchase Option Price for that Equipment, and (ii) the net proceeds of any such sale, leasing or subleasing (after deducting all expenses of Lessor in exercising its remedies under this Agreement, including without limitation all expenses of taking possession, storing, reconditioning and selling or leasing such Equipment and all brokerage, auctioneers' and attorneys' fees) provided that the a liability under this subparagraph (e) shall not exceed the Rental Payments and other amounts otherwise due under that Schedule plus the remaining Rental Payments and other amounts payable by Lessee under that Schedule to the end of the then current Original Term or Renewal Term; and
(f) Lessor may take whatever action at law or in equity may appear necessary or desirable to enforce its rights under that Schedule, this Agreement with respect to that Schedule and the Equipment listed therein.
In addition to the remedies specified above, Lessor may charge interest on all amounts due to it at the rate of 10% per annum or the maximum amount permitted by law, whichever is less. The exercise of any such remedies respecting any such Event of Default shall not relieve Lessee of any other liabilities under any other Schedules, this Agreement related to any other Schedule or the Equipment listed therein.
Section 10.03. No Remedy Exclusive. No remedy conferred upon or reserved to Lessor by this Article is intended to be exclusive and every such remedy shall be cumulative and shall be in addition to every other remedy given under this lease. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof but any such right and power may be exercised from time to time and as often as may be deemed expedient by Lessor or its assignee.
Section 10.04. If Lessee should default under any of the provisions hereof and Lessor should employ attorneys or incur other expenses for the collection of moneys or for the enforcement of performance or observance of any obligation or agreement on the part of Lessee contained in this Agreement, Lessee agrees, to the extent it is permitted by law to do so, that it will, if assessed by a court of competent jurisdiction, pay to Lessor the reasonable fees of those attorneys and other reasonable expenses so incurred by Lessor.
Section 10.05. Application of Moneys. Any net proceeds from the exercise of any remedy hereunder (after deducting all expenses of Lessor in exercising such remedies including without limitation all expenses of taking possession, storing, reconditioning and selling or leasing Equipment and all brokerage, auctioneer's or attorney's fees) shall be applied as follows:
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(a) If such remedy is exercised solely with respect to a single Schedule, Equipment listed in that Schedule or rights under the Agreement related to that Schedule, then to amounts due pursuant to that Schedule and other amounts related to that Schedule or that Equipment. (b) If such remedy is exercised with respect to more than one Schedule, Equipment listed in more than one Schedule or rights under the Agreement related to more than one Schedule, then to amounts due pursuant to those Schedules pro rata.
ARTICLE XI. MISCELLANEOUS
Section 11.01. Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered mail, postage prepaid, to the parties at their respective places of business.
Section 11.02. Binding Effect; Entire Agreement; Amendments and Modifications. This Agreement shall inure to the benefit of and shall be binding upon Lessor and Lessee and their respective successors and assigns. The terms of this Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever except by written instrument signed by the Lessor and the Lessee; nor shall any such amendment that affects the rights of Lessor's assignee be effective without such assignee's consent. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.
Section 11.03. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State.
Section 11.04. Severability. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.
Section 11.05. Amendments, Changes and Modifications. This Agreement may be amended, added to, changed or modified by written agreement duly executed by Lessor and Lessee.
Section 11.06. Execution in Counterparts; Chattel Paper. This Agreement, including in writing each Schedule, may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument; except (1) to the extent that various Schedules and this Agre nd under any Schedule and
the Agreement as it relates to that Schedule, and the Equipment listed in that Schedule may be sold or pledged only by delivering possession of the original of the Uniform Commercial
Code.
Section 11.07. Usury. The parties hereto agree that the charges in this Agreement and any Lease shall not be a violation of usury or other law. Any such excess charge shall be applied in such order as to conform this Agreement and such Lease to such applicable law.
Section 11.08. Jury Trial Waiver. To the extent permitted by law, lessee agrees to waive its right to a trial by jury.
Section 11.09. Facsimile Documentation. Lessee agrees that a facsimile copy of this Agreement or any Lease with facsimile signatures may be treated as an original and will be admissible as evidence of this Agreement or such Lease.
Section 11.10. Captions. The captions or headings in this Agreement are for convenience only and in no way define, limit or describe the scope or intent of any provisions or sections of this Agreement.
Lessor and Lessee have caused this Agreement to be executed in their names by their duly authorized representatives listed below.
Lease No. WILCA2026-07PBE
LESSEE:
City of Willows
LESSOR:
Community First National Bank
Marti Brown, City Manager Blake Kaus, SVP
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EXHIBIT A
SCHEDULE OF EQUIPMENT NO. 01, Dated 7/15/2026
Counterpart No. 1,
SOLD OR PLEDGED ONLY BY DELIVERING POSSESSION OF COUNTERPART NO. 1 OF THIS SCHEDULE, WHICH COUNTERPART NO. 1 SHALL CONSTITUTE CHATTEL PAPER FOR PURPOSES OF THE UNIFORM COMMERCIAL CODE.
Re: Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
1. Defined Terms. All terms used herein have the meanings ascribed to them in the above referenced Master Equipment Lease Purchase Agreement (the "Master Equipment Lease").
2. Equipment. The Equipment included under this Schedule of Equipment is comprised of the items described in the Equipment Description attached hereto as Attachment 1, together with all replacements, substitutions, repairs, restorations, modifications, attachments, accessions, additions and improvements thereof or thereto.
3. Payment Schedule. The Rental Payments and Purchase Option Prices under this Schedule of Equipment are set forth in the Payment Schedule attached as Attachment 2 hereto.
4. Representations, Warranties and Covenants. Lessee hereby represents, warrants, and covenants that its representations, warranties and covenants set forth in the Agreement are true and correct as though made on the date of commencement of Rental Payments on this Schedule.
5. The Master Equipment Lease. This Schedule is hereby made as part of the Master Equipment Lease and Lessor and Lessee hereby ratify and confirm the Master Equipment Lease. The terms and provisions of the Master Equipment Lease (other than to the extent that they relate solely to other Schedules or Equipment listed on other Schedules) are hereby incorporated by reference and made a part hereof.
Lease Number: WILCA2026-07PBE
LESSEE:
City of Willows
LESSOR:
Community First National Bank
Marti Brown, City Manager Blake Kaus, SVP
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ATTACHMENT 1
EQUIPMENT DESCRIPTION
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
Lease Number: WILCA2026-07PBE
One (1) New Pierce Type 1 Fire Engine, Extrication Tools, One (1) Thermal Imaging Camera, and Rescue Struts
Serial numbers for equipment provided on Attachment 1.1 upon delivery With a total acquisition cost of $1,596,332.03; together with all additions, accessions and replacements thereto. Lessee hereby certifies the description of the personal property set forth above constitutes an accurate description of the "Equipment", as defined in the attached Master Equipment Lease Purchase Agreement and the Equipment is located on the premise of the Lessee unless otherwise noted by the Lessee.
Physical location where equipment will be stored after delivery:
LESSEE:
City of Willows
Marti Brown, City Manager
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ATTACHMENT 2
PAYMENT SCHEDULE
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
Lease Number: WILCA2026-07PBE
Amount Financed: $1,404,465.37
AMORTIZATION SCHEDULE
Payment Payment Payment Interest Principal
Purchase
Option
Number Date Amount Portion Portion Price
1 7/15/2028 $206,287.38 $140,832.95 $65,454.43 Not Available 2 7/15/2029 $206,287.38 $65,531.20 $140,756.18 Not Available 3 7/15/2030 $206,287.38 $58,642.59 $147,644.79 $1,075,824.61 4 7/15/2031 $206,287.38 $51,416.86 $154,870.52 $917,237.20 5 7/15/2032 $206,287.38 $43,837.49 $162,449.89 $750,888.51 6 7/15/2033 $206,287.38 $35,887.19 $170,400.19 $576,398.71 7 7/15/2034 $206,287.38 $27,547.81 $178,739.57 $393,369.40 8 7/15/2035 $206,287.38 $18,800.29 $187,487.09 $201,382.62 9 7/15/2036 $206,287.38 $9,624.67 $196,662.71 $0.00
Grand Totals $1,856,586.42 $452,121.05 $1,404,465.37
LESSEE:
City of Willows
Marti Brown, City Manager
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EXHIBIT B
LESSEE RESOLUTION
Re: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
I, the undersigned, the duly appointed, qualified and acting City Clerk of the above captioned Lessee do hereby certify this date ________________________, as follows:
(1) Lessee did, at a meeting of the governing body of the Lessee held on _________________, by motion duly made, seconded and carried, in accordance with all requirements of law, approve and authorize the execution and delivery of the above referenced Schedule of Equipment No. 01 (the "Schedule") on its behalf by the following named representative of the Lessee, to witness:
Authorized Signer: Marti Brown, City Manager
(2) The above named representative of the Lessee held at the time of such authorization and holds at the present time the office set forth above.
(3) The meeting of the governing body of the Lessee at which the Schedule was approved and authorized to be executed was duly called, regularly convened and attended throughout by the requisite majority of the members thereof or by other appropriate official approval and that the action approving the Schedule and authorizing the execution thereof has not been altered or rescinded.
(4) No event or condition that constitutes, or with the giving of notice or the lapse of time or both would constitute, an Event of Default (as such term is defined in the above referenced Master Equipment Lease Purchase Agreement) exists at the date hereof.
(5) All insurance required in accordance with the above referenced Master Equipment Lease Purchase Agreement is currently maintained by the Lessee.
(6) Lessee has, in accordance with the requirements of law, fully budgeted and appropriated sufficient funds for the current budget year to make the Rental Payments scheduled to come due during the Original Term and to meet its other obligations for the Original Term (as such terms are defined in the above referenced Master Equipment Lease Purchase Agreement) and such funds have not been expended for other purposes. (7) The fiscal year of Lessee is from _______________________ to ______________________.
The signatures below from the designated individuals from the Governing Body of the Lessee evidence the adoption by the Governing Body of this resolution.
City of Willows
Attested By:__________________________________________________________________________ Nathan Monck, Fire Chief
Certified By:__________________________________________________________________________ Karleen Price, City Clerk
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EXHIBIT C
OPINION OF LESSEE'S COUNSEL
(Must be re-Printed
(Date)
Community First National Bank
215 S. Seth Child Road
Manhattan, KS 66502
Re: Lessee: City of Willows
Ladies and Gentlemen:
As legal counsel to City of Willows (the "Lessee"), I have examined (a) an executed counterpart of a certain Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, and Exhibits thereto by and between Community First National Bank (the "Lessor") and Lessee, Schedule of Equipment No. 01, dated 7/15/2026, and a certain Escrow Agreement dated as of 7/15/2026, (collectively, the by and between Lessor and Lessee, which, among other things, provides for the lease with option to purchase by the Lessee of certain property listed in the Schedule (the "Equipment"); (b) an executed counterpart of the ordinances or resolutions of Lessee which, among other things, authorizes Lessee to execute the Agreement and (c) such other opinions, documents and matters of law as I have deemed necessary in connection with the following opinions.
Based on the foregoing, I am of the following opinions:
(1) City of Willows.
(2) Lessee is a public body corporate and politic, duly organized and existing under the laws of the State, and has a substantial amount of the following sovereign powers: (a) the power to tax, (b) the power of eminent domain, and (c) police power; (3) Lessee has the requisite power and authority to lease the Equipment with an option to purchase and to execute and deliver the Agreement and to perform its obligations under the Agreement; (4) The Agreement and the other documents either attached thereto or required therein have been duly authorized, approved and executed by and on behalf of Lessee and the Agreement and other documents either attached thereto or required therein are the valid and binding obligations of Lessee enforceable in accordance with their terms; (5) The authorization, approval and execution of the Agreement and all other proceedings of Lessee relating to the transactions contemplated thereby have been performed in accordance with all open meeting laws, public bidding laws and all other applicable state or federal laws; and
(6) There is no proceeding pending or threatened in any court or before any governmental authority or arbitration board or tribunal that, if adversely determined, would adversely affect the transactions contemplated by the Agreement or the security interest of Lessor or its assigns, as the case may be, in the Equipment.
(7) The signatures of the officers which appear on the Agreement are true and genuine; I know said officers and know them to hold the offices set forth below their names.
(8) No further approval, consent or withholding of objection is required from any federal, state or local governmental authority with respect to the entering into or performance by the Lessee of the Lease and the transaction contemplated thereby. (9) The Equipment leased pursuant to the Agreement constitutes personal property and when subjected to use by Lessee will not be or become fixtures under applicable law.
(10) The Lessee is a political subdivision within the meaning of Section 103 of the Internal Revenue Code of 1986 as amended and the related regulations and rulings.
(11) The leasing of the Equipment pursuant to the Agreement is exempt from all sales and use taxes against either the Lessor or the Lessee during the term of the Lease pursuant to the Agreement and the Equipment will be exempt from all state and local personal property or other ad valorem taxes.
All capitalized terms herein shall have the same meanings as in the foregoing Agreement unless otherwise provided herein. Lessor, its successors and assigns, and any counsel rendering an opinion on the tax-exempt status of the interest components of the Rental Payments are entitled to rely on this opinion.
Signature of Legal Counsel
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EXHIBIT D
ACCEPTANCE CERTIFICATE
Community First National Bank
215 S. Seth Child Road
Manhattan, KS 66502
Ladies and Gentlemen,
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
In accordance with the Master Equipment Lease Purchase Agreement (the "Agreement"), the undersigned Lessee hereby certifies and represents to, and agrees with Lessor as follows:
(1) All of the Equipment (as such term is defined in the Agreement) listed in the above referenced Schedule of Equipment (the "Schedule") has been delivered, installed and accepted on the date hereof. (2) Lessee has conducted such inspection and/or testing of the Equipment listed in the Schedule as it deems necessary and appropriate and hereby acknowledges that it accepts the Equipment for all purposes. (3) Lessee is currently maintaining the insurance coverage required by Section 6.05 of the Agreement. (4) No event or condition that constitutes, or with notice or lapse of time, or both, would constitute, an Event of Default (as defined in the Agreement) exists at the date hereof. (5) Lessee has appropriated and/or taken other lawful actions necessary to provide moneys sufficient to pay all Rental Payments required to be paid under the Agreement during the current Budget Year of Lessee, and such moneys will be applied in payment of all Rental Payments due and payable during such current Budget Year. (6) The governing body of Lessee has approved the authorization, execution and delivery of this Agreement on its behalf by the authorized representative of Lessee who signed the Agreement. (7) The Lessee will in a timely fashion submit the appropriate paperwork to the State to have a title to the Equipment issued in their name as owner and Lessor listed as first lienholder. Such verification of perfected ownership and security interest will be provided to Lessor no later than 90 days from delivery of the Equipment.
LESSEE:
City of Willows
Marti Brown, City Manager
Date
*If delivery is not immediate, keep until final delivery.
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TITLE REGISTRATION & SECURITY INTEREST CERTIFICATION
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
Lease Number: WILCA2026-07PBE
One (1) New Pierce Type 1 Fire Engine, Extrication Tools, One (1) Thermal Imaging Camera, and Rescue Struts In accordance with the Agreement, the undersigned Lessee hereby certifies and represents to, and agrees with Lessor as follows:
1. The Agreement requires the completion of the ownership transfer and perfection of the lienholder process.
This process is completed through submission of the documents to the State for a title to be issued in the name of the Lessee.
2. The Lessee will in a timely fashion submit the appropriate paperwork to the State to have a title to the Equipment issued in their name as owner and Lessor listed as first lienholder. Such verification of perfected ownership and security interest will be provided to Lessor no later than 90 days from delivery of the Equipment.
LESSEE:
City of Willows
Marti Brown, City Manager
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BANK QUALIFIED CERTIFICATE
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee. e above referenced
Schedule is executed by making the following designations with respect to Section 265 of the Internal Revenue Code. (A 10,000,000 dollars of tax-exempt obligations during the calendar year).
Now, therefor, Lessee hereby designates the above referenced Schedule as follows:
1. Designation as Qualified Tax-Exempt Obligation. Pursuant to Section 265(b)(3)(B)(i) of the Internal Revenue Code of above referenced Schedule
tax- In compliance with Section 265(b)(3)(D) of the
Code, the Lessee hereby represents that the Lessee will not designate more than $10,000,000 of obligations issued by the Lessee in the calendar year during which the above referenced Schedule tax2. Issuance Limitation. In compliance with the requirements of Section 265(b)(3)(C) of the Code, the Lessee hereby represents that the Lessee (including all subordinate entities of the Lessee within the meaning of Section 265(b)(3)(E) of the Code) reasonably anticipates not to issue in the calendar year during which the above referenced Schedule is executed and delivered, obligations bearing interest exempt from federal income taxation under Section 103 of the Code 10,000,000.
LESSEE:
City of Willows
Marti Brown, City Manager
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INSURANCE COVERAGE REQUIREMENTS
Lessee: City of Willows
Please mark one of the following:
( ) Pursuant to Section 6.05 of the Agreement, you have agreed to provide us evidence of insurance covering the property in the Agreement. A Certificate of Insurance naming all insured parties and coverage must be provided to us as soon as possible, but no later than the date on which delivery of equipment occurs. ( ) Pursuant to Section 6.05 of the Agreement, we are self-insured for all risk, physical damage, and public liability and will provide proof of such self-insurance in letter form, together with a copy of the statute authorizing this form of insurance.
Coverage must be provided to us as soon as possible, but no later than the date on which delivery of equipment occurs.
Equipment to be insured: One (1) New Pierce Type 1 Fire Engine, Extrication Tools, One (1) Thermal Imaging Camera, and Rescue Struts
Policy should be issued and mailed to: Community First National Bank and/or Its Assigns 215 S. Seth Child Road
Manhattan, KS 66502
INSURANCE REQUIREMENTS:
1. LIABILITY
$1,000,000.00 Aggregate Bodily Injury
$1,000,000.00 Combined Single Limit per Occurrence
Community First National Bank and/or Its Assigns MUST be listed as Additional Insured. 2. PHYSICAL DAMAGE All risk coverage to guarantee proceeds sufficient to cover the replacement cost of the equipment.
Community First National Bank and/or Its Assigns MUST be listed as Loss Payee. 3. ENDORSEMENT Lessor will receive at least thirty (30) days written notice from Insurer prior to alteration, cancellation or reduction of insurance coverage.
4. VERBIAGE TO INCLUDE IN DESCRIPTION
One (1) New Pierce Type 1 Fire Engine, Extrication Tools, One (1) Thermal Imaging Camera, and Rescue Struts as outlined on Lease# WILCA2026-07PBE
Replacement Value (GRC, ACV, etc.)
Comprehensive and Collision Deductibles
THE CERTIFICATE SHOULD BE
EMAILED TO [email protected] OR FAXED TO: 888.777.7875 Insurance Company Name:
Agents Name:
Address:
City: State: Zip:
Phone: Email:
LESSEE:
City of Willows
Marti Brown, City Manager
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INVOICE INSTRUCTIONS
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee.
Lease Number: WILCA2026-07PBE
Equipment Description: One (1) New Pierce Type 1 Fire Engine, Extrication Tools, One (1) Thermal Imaging Camera, and Rescue Struts
Please provide contact information for billing and invoicing purposes.
Person/Department:
P.O. Box/Street:
City, State, Zip:
Telephone Number:
Email Address:
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NOTICE OF ASSIGNMENT
July 8, 2026
City of Willows
201 North Lassen Street
Willows, CA 95988
RE: Schedule of Equipment No. 01, dated 7/15/2026, to Master Equipment Lease Purchase Agreement, dated as of 7/15/2026, between Community First National Bank, as Lessor, and City of Willows, as Lessee. Along with the Escrow Agreement entered into as of 7/15/2026.
Please be advised that Community First National Bank has assigned all its right, title and interest in, to and under the above referenced Master Equipment Lease Purchase Agreement (the "Agreement"), the Equipment leased thereunder and the right to receive Rental Payments thereunder to the following assignee:
Community First National Bank will be the servicing this lease and all Rental Payments and payment of the Purchase Option Price due under the Agreement will be made to:
Community First National Bank
215 S. Seth Child Road
Manhattan, KS 66502
Community First National Bank
Blake Kaus, SVP
ACKNOWLEDGED AND ACCEPTED:
City of Willows
Marti Brown, City Manager
*Lessor may at a future date desire to assign this lease agreement. At this time, a specific Assignee is undetermined. At such time Lessor determines a need to assign this lease; Lessee will be provided with a completed copy of this page for their records and be made aware of any changes in where to send the rental payments going forward. This assignment option is outlined in Article IX of the Master Equipment Lease Purchase Agreement.
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ESCROW AGREEMENT
THIS ESCROW AGREEMENT, made and entered into as of 7/15/2026 by and among Community First National Bank, a national banking association ("Escrow Agent"), Community First National Bank, a corporation duly organized and existing under the Laws of the State of Kansas ("Lessor"), and City of Willows ("Lessee") a political subdivision under the laws of the State of California ("State"), duly organized and existing under the Constitution and laws of the State.
WITNESSETH
WHEREAS, Lessee and Lessor have entered into a Schedule of Equipment No. 01, dated 7/15/2026 to Master Equipment Lease Purchase Agreement dated as of 7/15/2026 certain
equipment described therein ("Equipment"), and to sell the Equipment to the Lessee, and Lessee has agreed to purchase the Equipment from Lessor, in the manner and on the terms set forth in the Agreement; and WHEREAS, the Equipment has or will be ordered from the Vendor, and there is expected to be a delay in delivery of the Equipment to Lessee; and WHEREAS, in order to secure the obligations of Lessor under the Agreement, Lessee has requested Lessor to set aside in escrow with the Escrow Agent, pursuant to the terms hereof, the anticipated purchase price of the Equipment; and WHEREAS, Lessee, as agent for Lessor, will cause the Equipment to be acquired from Vendor in accordance with the purchase orders or contracts therefore, and neither Lessor nor the Escrow Agent shall be obligated to assume or perform any obligation of the Lessee or Vendor with respect thereto or under the Agreement;
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, the parties agree as follows:
ARTICLE I. APPOINTMENT OF ESCROW AGENT: DEFINITIONS
Section 1.01. Appointment of Escrow Agent. Lessor and Lessee hereby appoint and employ Escrow Agent, to receive, hold, invest and disburse the moneys to be paid to it pursuant to this Escrow Agreement and the Agreement, and to perform certain other functions, all as hereinafter provided. By executing and delivering this Escrow Agreement, Escrow Agent accepts the duties and obligations of Escrow Agent provided herein, but only upon the terms and conditions set forth.
Section 1.02. Definitions. The terms defined in this Section shall, for all purposes of this Escrow Agreement have the meanings specified below. Any capitalized term not defined below shall have the meaning ascribed in the Agreement. "Agreement" means the Schedule of Equipment No. 01, dated 7/15/2026 to Master Equipment Lease Purchase Agreement dated 7/15/2026, by and between Lessee and Lessor and any duly authorized and executed amendment thereto, the terms of which are incorporated herein by reference. "Acquisition Costs" means, with respect to the Equipment, the contract price paid or to be paid to Vendor therefore upon acquisition or delivery of any portion of the Equipment in accordance with the purchase order or contract therefore. Acquisition Costs include the administrative, engineering, legal, financial and other costs incurred by the Lessee in connection with the acquisition, delivery and financing by Lessor of the Equipment. "Acceptance Certificate" means an acceptance certificate in the form attached to the Agreement. "Acquisition Fund" means the fund by that name established and held by the Escrow Agent pursuant to Article II of this Escrow Agreement. "Closing Date" means the day when Lessor deposits with the Escrow Agent the moneys required to be deposited pursuant to Article II. "Equipment" means the personal property described in the Agreement, together with any and all modifications, additions and alterations thereto, to be acquired from the moneys held in the Acquisition Fund.
"Escrow Agent" means Community First National Bank or any successor thereto acting as Escrow Agent pursuant to this Escrow Agreement. "Escrow Agreement" means this Escrow Agreement and any duly authorized and executed amendment thereto. "Independent Counsel" means an attorney duly admitted to the practice of law before the highest court of the State in which he maintains an office and who is not an employee of Lessor, the Escrow Agent or the Lessee. "Lessee Representative" means the representative of Lessee or a person authorized by the Lessee to act on its behalf under or with respect to this Agreement.
"Lessor Representative" means the President, any Vice President or Assistant Vice President of Lessor, or any person authorized to act on behalf of Lessor under or with respect to this Agreement, as evidenced by a certificate conferring such authorization executed by the President, any Vice President or Assistant Vice President of Lessor, given to the Lessee or the Lessee Representative. "Payment Date" means the date upon which any Rental Payment under the Agreement is due and payable, as set forth in the Payment Schedule.
Lessor and submitted
to Escrow Agent to authorize payment of Acquisition Costs. "Qualified Investments" means (i) direct general obligations of the United States of America; (ii) obligations guaranteed by the United States; (iii) general obligations of the agencies and instrumentalities of the United States; (iv) certificates of deposit, time deposits or demand deposits with a bank or savings institution qualified as a depository of public funds in the State of Kansas, provided that such certificates of deposit, time deposits or demand deposits, if not insured by the Federal Deposit Insurance Corporation of the Federal Savings and Loan Insurance Corporation, are fully secured by obligations described in Clauses (i), (ii) or (iii); (v) money market funds, the assets of which are obligations of or guaranteed by the United States of America and which funds are rated "Aaa" by Moody's Investors Service or "Am" or "Am-G" by Standard & Poor's Corporation. "Rental Payments" means the basic payments payable by Lessee to Lessor pursuant to the provisions of the Agreement during the term thereof which are payable in conjunction of the right of Lessee to use the Equipment during the then current portion of the term of the Agreement. "Term of the Agreement" means the time during which the Agreement is in effect, as provided in Article III of the Agreement. "Vendor" means the manufacturer of the Equipment as well as the agents or dealers of the manufacturer from whom Lessor purchased will purchase or has ordered the Equipment or with whom Lessor has contracted for the acquisition of the Equipment.
Section 1.03. Authorization. Each of the parties hereby represents and warrants that it has full legal authority and is duly empowered to enter into this Agreement, and has taken all actions necessary to authorize the execution of this Agreement by the officers and person signing it.
ARTICLE II. ACQUISITION FUND
Section 2.01. Acquisition Fund. Escrow Agent shall establish a special fund designated as the "Acquisition Fund"; shall keep such Acquisition Fund separate and apart from all other funds and moneys held by it; and shall administer such funds as expressly provided hereunder.
Section 2.02. Deposit of Moneys by Lessor. At the Closing Date, Lessor shall deposit with the Escrow Agent the amount of $1,404,465.37. Escrow Agent shall credit said amount to the Acquisition Fund established and to be held, applied and disbursed as herein provided.
Section 2.03. Purpose; Payment of Acquisition Costs. The Acquisition Fund shall be expended for the Acquisition Costs of the Equipment. Escrow Agent shall pay from the Acquisition Fund the Acquisition Costs of the Equipment, upon receipt from Lessee and Lessor the following items:
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(a) in the case of payment of any Acquisition Costs to Vendor pursuant to a contract or purchase order, (1) a duly executed Payment Request Form, with a true copy of the Vendor's statement attached, (2) where applicable, a duplicate original of any change order approved by Lessee and Lessor increasing Acquisition Costs in an amount in excess of the original purchase order or contract price, (3) receipts from the Vendor showing proper application of prior requisitions, (4) bills of sale for any component of the Equipment for which a bill of sale may be delivered, and (5) an Acceptance Certificate with respect to the Equipment for which disbursement is requested; (b) in the case of any Acquisition Costs previously paid by Lessee for which it is seeking reimbursement, (1) a duly executed Payment Request Form, (2) a true copy of Vendor's statement for such Acquisition Costs, (3) evidence of payment, and (4) evidence of Lessee's declaration of official intent for reimbursement, which declaration shall have been made no later than 60 days after the Lessee paid the Acquisition Costs; or
(c) in the case of payment of any other Acquisition Costs, a duly executed Payment Request Form.
Section 2.04. Escrow Agent's Compensation. As compensation for the services to be rendered hereunder, Lessee agrees to pay the Escrow Agent $200.00 . Compensation shall be payable from interest earnings on the escrow account and will be paid upon disbursement of proceeds to the vendor and closing of the escrow account. If the interest earnings on the escrow account are not sufficient to pay the Escrow sation, Escrow Agent shall provide Lessee with an invoice for the shortfall and Lessee shall pay such amount to Escrow Agent upon demand. and acceptance of the
Equipment, then Lessee and Lessor agree such excess funds shall be retained by Escrow Agent as partial compensation for the performance of its obligations hereunder.
Section 2.05. Transfers Upon Completion. Upon the first to occur of (a) payment of all Acquisition Costs with respect to the Equipment; or (b) the one year anniversary of the Closing Date, Escrow Agent shall apply all remaining moneys in the Acquisition Fund to the next Rental Payment(s) due under the Agreement by paying such moneys directly to the Lessor or its assignees.
Section 2.06. Termination. If this Escrow Agreement is terminated by Lessor as authorized under Article VII and the Agreement, all moneys in the Acquisition Fund shall be paid to Lessor or assignees for application against moneys due to Lessor under the Agreement. In the event that Lessor provides to the Escrow Agent written notice of the occurrence of an Event of Default under the Agreement or the termination of the Agreement for any reason other than , Escrow Agent shall immediately remit any and all funds in the Acquisition Fund to Lessor.
ARTICLE III. MONEYS IN FUNDS: INVESTMENTS; TERMINATION
Section 3.01. Held in Trust. The moneys and investments held by the Escrow Agent under this Escrow Agreement are irrevocably held in trust for the benefit of the Lessee and for the purposes herein specified. Such moneys, and any income or interest earned thereon, shall be expended only as provided in this Escrow Agreement, and shall not, to the extent permitted by applicable law, as otherwise expressly provided herein, be subject to levy or attachment or lien by or for the benefit of any creditor of either Lessor or Lessee.
Section 3.02. Investments Authorized. Moneys held by the Escrow Agent hereunder may be invested, and upon written order of the Lessee Representative shall, be invested by the Escrow Agent in Qualified Investments. Such investments shall be registered in the name of the Escrow Agent and held by Escrow Agent which may act as a purchaser or agent in making or disposing thereof. Such investments and reinvestments shall be made giving full consideration for the time when funds will be required to be available for acquisition.
Section 3.03. Accounting. The Escrow Agent shall not be responsible or liable for any loss suffered in connection with any investment of funds made by it in accordance with this Escrow Agreement.
Section 3.04. Valuation and Disposition of Investments. For the purpose of determining the amount in the Acquisition Fund, all Qualified Investments credited to such fund shall be valued at cost (exclusive of accrued interest after the first interest payments following purchase). Escrow Agent may sell at the best price obtainable, or present for redemption, any Qualified Investment so purchased by Escrow Agent, whenever it shall be necessary in order to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the Acquisition Fund to which such Qualified Investment is credited and Escrow Agent shall not be liable or responsible for any loss resulting from such investment.
Section 3.05. Deposit of Moneys in Acquisition Fund. All moneys held by the Escrow Agent in the Acquisition Fund established pursuant to this Agreement, except such moneys which are at the time invested as herein provided, shall be deposited in demand or time deposits (which may be represented by time certificates of deposit) in any bank or trust company authorized to accept deposits of public funds (including the banking department of the Escrow Agent), and, as and to the extent required by law, shall be secured at all times by obligations which are eligible by law to secure deposits of public moneys. Such obligations shall be deposited with such bank or banks as may be selected by Escrow Agent, and held by or for the account of the Escrow Agent as security for such deposits.
Section 3.06. Termination. Unless earlier terminated pursuant to Article VII, this Escrow Agreement shall terminate upon the final distribution of all moneys in the Acquisition Fund.
ARTICLE IV. THE ESCROW AGENT
Section 4.01. Removal of Escrow Agent. The Lessee and Lessor, by written agreement between themselves, may by written request, at any time and for any reason, remove the Escrow Agent and any successor thereto, and shall thereupon appoint a successor or successors thereto, but any such successor shall have capital (exclusive of borrowed capital) and surplus of at least Ten Million Dollars ($10,000,000), and subject to supervision or examination by federal or state authority. If such bank or trust company publishes a report of condition at least annually, pursuant to statute or to the requirements of any federal or state supervising or examining authority, to, then for the purposes of this Section the combined capital and surplus of such bank or trust company may be conclusively established for the purposes hereby in its most recent report of condition so published.
Section 4.02. Resignation of Escrow Agent. The Escrow Agent or any successor may at any time resign by giving written notice to the Lessee and Lessor of its intention to resign and of the proposed date of resignation, which shall be a date not less than 60 days after such notice, unless an earlier resignation date and the appointment of a successor Escrow Agent shall have been or are approved by Lessee and Lessor. Upon receiving such notice of resignation, the Lessee and Lessor shall promptly appoint a successor Escrow Agent by an instrument in writing; provided however, that in the event the Lessee and Lessor fail to appoint a successor Escrow Agent within 30 days following receipt of such written notice of resignation, Lessor may appoint a successor Escrow Agent, and in the event that Lessor fail to appoint a successor Escrow Agent within 30 days following the expiration of such initial 30-day period, the resigning Escrow Agent may petition the appropriate court having jurisdiction to appoint a successor Escrow Agent. Any resignation or removal of the Escrow Agent shall become effective only upon acceptance of appointment by the successor Escrow Agent.
Section 4.03. Appointment of Agent. The Escrow Agent may appoint an agent acceptable to the Lessee and Lessor to exercise any of the powers, rights or remedies granted to the Escrow Agent under this Escrow Agreement, and to hold title to property or to take any other action which may be desirable or necessary.
Section 4.04. Merger or Consolidation. Any company into which the Escrow Agent may be merged or converted, or with which it may be consolidated, or any company resulting from any merger, conversion or consolidation to which it shall be a party, or any company to which the Escrow Agent may sell or transfer all or substantially all of its corporate trust business (provided that such company shall be eligible under Section 4.02) shall be the successor to the Escrow Agent without the execution or filing of any paper or further act, anything herein to the contrary notwithstanding.
Section 4.05. Protection and Rights of the Escrow Agent. The Escrow Agent shall be protected and shall incur no liability in acting or proceeding in good faith upon any resolution, notice, telegram, request, consent, waiver, certificate, statement, affidavit, voucher, bond, requisition or other paper or document which it shall in good faith believe to be genuine and to have been passed or signed by the proper board or person or to have been prepared and furnished pursuant to any of the provisions of this Escrow Agreement, and the Escrow Agent shall be under no duty to make any investigation or inquiry as to any statements contained or matters referred to in any such instrument, but may accept and rely upon the same as conclusive evidence of the truth and accuracy of such statements.
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The Escrow Agent may consult with Independent Counsel who may be counsel to Lessor or Lessee, with regard to legal questions, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder in good faith in accordance therewith.
Whenever in the administration of its duties under this Escrow Agreement, the Escrow Agent shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matters (unless other evidence in respect thereof be herein specifically prescribed), shall be deemed to be conclusively proved and established by the certificate of the Lessee Representative or the Lessor Representative and such certificate shall be full warranty to the Escrow Agent for any action taken or suffered under the provisions of this Escrow Agreement upon the faith thereof, but in its discretion the Escrow Agent may, in lieu thereof, accept other evidence of such matter or may require such additional evidence as to it may seem reasonable.
The recitals, statements and representations by Lessee and Lessor contained in this Agreement shall be taken and construed as made by and on the part of the Lessee and Lessor, as the case may be, and not by the Escrow Agent, and the Escrow Agent does not assume, and shall not have, any responsibility or obligation for the correctness of any thereof.
The Escrow Agent may execute any of the trusts or powers hereof and perform the duties required of it hereunder by or through attorneys, agents, or receivers, and shall be entitled to advice of counsel concerning all matters of trust and its duty hereunder, and the Escrow Agent shall not be answerable for the default or misconduct of any such attorney, agent, or receiver selected by it with reasonable care. The Escrow Agent shall not be answerable for the exercise of any discretion or power under this Escrow Agreement or for anything whatsoever in connection with the funds and accounts established hereunder, except only for its own willful misconduct or gross negligence.
ARTICLE V. ASSIGNMENTS; AMENDMENTS
Section 5.01. Assignment. Except as expressly herein provided to the contrary; the rights and duties of each of the parties under this Escrow Agreement shall not be assignable to any person or entity without the written consent of all of the other parties. Notwithstanding the above, Lessor may freely assign all or any part of its interest in this Agreement and the Acquisition Fund established hereunder in connection with an assignment by Lessor of the Agreement, subject to the provisions contained therein.
Section 5.02. Amendments. This Escrow Agreement may be amended in writing by agreement among all of the parties.
ARTICLE VI. FURTHER ASSURANCES
Section 6.01. Further Assurances. Lessor and Lessee will make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Escrow Agreement, and for better assuring and confirming the rights and benefits provided herein.
ARTICLE VII. DEFAULT OR NON-APPROPRIATION
Section 7.01. Default.
(a) Lessor shall have the right to terminate this Escrow Agreement upon an Event of Default under the Agreement, or termination of the Agreement pursuant to Section 4.05 thereof, which right shall not be exercised less than 15 days after Lessor shall have given Lessee written notice of such default or termination for non-appropriation. Upon receipt of notice of termination from Lessor, Escrow Agent shall pay to Lessor, or its assignee, all moneys in the Acquisition Fund in accordance with Section 2.06. (b) In the event of the failure by any party hereto to observe and perform any covenant, condition or agreement on its part to be observed or performed under this Escrow Agreement, any non-defaulting party hereto shall have all of the rights and remedies now or hereafter existing at law or in equity against the defaulting party.
(c) No delay or omission to exercise any such right or power accruing upon any default shall be construed to be a waiver thereof, but any such right or power may be exercised from time to time and as often as may be deemed expedient.
ARTICLE VIII. LIMITATION OF LIABILITY
Section 8.01. Limited Liability of Escrow Agent. Escrow Agent shall have no obligation or liability to any of the other parties under this Escrow Agreement for the failure or refusal of any other party to perform any covenant or agreement made by any of it hereunder or under the Agreement, but shall be responsible solely for the business-like performance of the duties expressly imposed upon Escrow Agent hereunder. The recitals of facts, covenants and agreements herein contained pertaining to Lessee and Lessor shall be taken as statement, covenants and agreements of the Lessee or Lessor (as the case may be), and Escrow Agent assumes no responsibility for the correctness of the same, or makes any representation as to the validity or sufficiency of this Escrow Agreement, or shall incur any responsibility in respect thereof, other than in connection with the duties or obligations herein imposed upon it. Escrow Agent shall not be liable in connection with the performance of its duties hereunder, except for its own negligence or willful default.
Section 8.02. Indemnification. To the extent permitted by applicable law, Lessee agrees to indemnify and save Escrow Agent harmless from and against all claims, suits and actions brought against it, or to which it is made a party, and from all losses and damages, including without limitation reasonable, attorney fees and court costs suffered by it as a result thereof, where such claim, suit or action arises in connection with this Escrow Agreement, the transactions described herein and in the Agreement or the Escrow Agent's employment as an Escrow Agent by Lessee and Lessor. Notwithstanding the foregoing, such indemnification shall not extend to claims, suits and actions brought against the Escrow Agent for failure to perform and carry out the duties specifically imposed upon and to be performed by it pursuant to this Escrow Agreement and claims, suits or actions arising from events solely and directly attributable to acts of Lessor. In the event the Lessee is required to indemnify Escrow Agent as herein provided, Lessee shall be subrogated to the rights of the Escrow Agent to recover such losses or damages from any other person or entity.
Section 8.03. Discretion of Escrow Agent to File Civil Action in the Event of Dispute. If Lessor or Lessee are in disagreement about the interpretation of this Escrow Agreement, or about the rights and obligations, or the propriety of any action contemplated by Escrow Agent hereunder, Escrow Agent may, but shall not be required to, file an appropriate civil action to resolve the disagreement. Escrow Agent shall be indemnified by Lessee in accordance with Section
8.02 for all costs in connection with such civil action, and shall be fully protected in suspending all or part of its activities under this Escrow Agreement until a final judgment in such action is received.
Section 8.04. Opinion of Counsel. Before being required to take any action, the Escrow Agent may require (i) an opinion of Independent Counsel acceptable to the Escrow Agent, which counsel may be counsel to any of the parties hereto, and which opinion shall be made available to the other parties hereto, or (ii) a verified certificate of any party hereto, or (iii) both (i) and (ii), concerning the proposed action. Escrow Agent shall be absolutely protected in relying thereon if it does so in good faith.
Section 8.05. Limitation of Rights to Parties. Nothing in this Escrow Agreement, expressed or implied, is intended or shall be construed to give any person other than the Lessee, Lessor or the Escrow Agent any legal or equitable right, remedy or claim under or in respect of this Agreement or any covenant, condition or provision hereof; and all such covenants, conditions and provisions are and shall be for the sole and exclusive benefit of the Lessee, Lessor and Escrow Agent.