City Council

LIVE OAK C A I I I n R N I ,\ LIVE OAK CITY COUNCIL MINUTES MAY 19, 2021 6:00 PM LIVE OAK CITY COUNCIL MINUTES - MAY 19, 2021 The live Oak City Council conducted this meeting in accordance with Governor Newsom's Executive Orders N- 25-20 and N-29-20. CALL TO ORDER M eeting called to order by Mayor Hernandez at Liv e Oak City Co un ci l Chambers, 9955 Li ve Oak Boulevard, Live Oak, CA at 6:02 pm. RoLLCALL Appeared via t eleconfe rence: Councilmembers Ghag, Woten, Vice Mayor Santana, and Mayor Hernandez Absent: Councilmember Thiara Clerk's Note: Councilmember Thiara appeared via t eleconference at 6:11 pm. PLEDGE OF ALLEGIANCE AND INVOCATION Co uncilme mber Woten led the Pled ge of Allegiance. Councilmember Ghag delivered th e invocation . CORRECTIONS AND/OR CHANGES TO THE AGENDA BY CITY MANAGER ONLY There were no co rr ections a nd/ or changes to the agend a. PUBLIC COMM ENT The following member of t he public addressed the Co uncil: Jeramy Chapde la ine. Page 1

LIVE OAK CITY COUNCIL MINUTES - MAY 19, 2021 CONSENT ITEMS Consent Calendar is passed by one motion with exceptions and separate votes as noted. MOTION: APPROVE THE CONSENT AGENDA, WITH THE EXCEPTION OF ITEM 2 WHICH WAS PULLED FOR FURTHER DISCUSSION. (MOTION: HERNANDEZ; SECOND: SANTANA) VOTE: MOTION PASSED 3-1-1 AYES: COUNCILMEMBER WOTEN, VICE MAYOR SANTANA, AND MAYOR HERNANDEZ NOES: COUNCILMEMBER GHAG ABSENT: COUNCILMEMBER THIARA 1. City Council Meeting Minutes Clarissa Menchaca, City Clerk 2. Council action: May 5, 2021 City Council Regular Meeting minutes approved. Extension of Professional Services Agreement with Eide Bailly LLP for Accounting and Consulting Services Aaron Palmer, City Manager This item was removed from the Consent Agenda for further discussion at the request of Councilmember Ghag. BUSINESS ITEMS 3. Proposed Operating Budget for Fiscal Year 2021-22 Joe Aguilar, Finance Director James Ramsey, Eide Bailly, provided a report for the Council. Aaron Palmer, City Manager, addressed questions from the Council. Public Comment was opened and closed without any speakers. Council action: Proposed operating budget for Fiscal Year 2021-22 received and filed. Page 2

2. LIVE OAK CITY COUNCIL MINUTES- MAY 19, 2021 ITEMS REMOVED FROM THE CONSENT AGENDA FOR COUNCIL CONSIDERATION AND ACTION Extension of Professional Services Agreement with Eide Bailly LLP for Accounting and Consulting Services Aaron Palmer, City Manager Aaron Palmer, City Manager, addressed questions from the Council. Nicole Rosser, City Attorney, addressed questions from the Council. MOTION: VOTE: AYES: NOES: AUTHORIZE THE CITY MANAGER TO EXECUTE THE AGREEMENT WITH EIDE BAILLY LLP FOR PROVIDING ACCOUNTING AND CONSULTING SERVICES. (MOTION: WOTEN; SECOND: SANTANA) MOTION PASSED 3-2 COUNCILMEMBER WOTEN, VICE MAYOR SANTANA, AND MAYOR HERNANDEZ COUNCILMEMBERS THIARA AND GHAG UPDATES AND ANNOUNCEMENTS FROM THE CITY ATTORNEY AND CITY MANAGER There were no updates and announcements from .the City Attorney and the City Manager. COUNCILMEMBER COMMENTS (WRITTEN ONLY) Councilmember Ghag highlighted the annual Clean -Up Day. Mayor Hernandez announced his resignation as Mayor and Council Member effective May 31, 2021. Councilmember Ghag, Vice Mayor Santana, Councilmember Woten, and Councilmember Thiara congratulated Mayor Hernandez and thanked him for his service to the City. ADJOURNMENT Adjourned the meeting at 7:03 pm. Page 3

LIVE OAK CITY COUNCIL AGENDA – MAY 19, 2021 Page 1 The Council may take up any agenda item at any time, regardless of the order listed. Action may be taken on any item on this agenda. Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection at City Hall, 9955 Live Oak Boulevard, Live Oak, during normal business hours. Such documents are also available on the City of Live Oak’s website at www.liveoakcity.org, subject to staff’s availability to post the documents before the meeting. In compliance with the Americans with Disabilities Act, the meeting room is wheelchair accessible and disabled parking is available. If you have a disability and need disability-related modifications or accommodations to participate in this meeting, please contact the City Clerk’s office at (530) 695-2112 x107. Requests must be made at least 24 hours in advance. Pursuant to Governor Newsom’s Executive Orders N-25-20 and N-29-20, members of the Live Oak City Council or staff may participate in this meeting via a teleconference. In the interest of the maintaining appropriate social distancing, members of the public are encouraged to participate in the meeting in the following ways: • Remote Viewing: o Members of the public can view a livestream of the meeting online at https://liveoakca.granicus.com/ViewPublisher.php?view_id=1. o Members of the public can access the Zoom webinar as follows: ▪ Join by Electronic Device: https://us02web.zoom.us/j/86354707563?pwd=MEVCUXE4dStFNzkzMG9xdVRWaGJsUT09 Passcode: 127739 ▪ Join by Phone: 1-669-900-6833 or 1-833-548-0282 (Toll Free) Webinar ID: 863 5470 7563 Passcode: 127739 LIVE OAK CITY COUNCIL REGULAR MEETING AGENDA MAY 19, 2021 6:00 PM MEETING LOCATION LIVE OAK COUNCIL CHAMBERS 9955 LIVE OAK BOULEVARD LIVE OAK, CALIFORNIA 95953 MEMBERS OF THE COUNCIL LUIS HERNANDEZ, MAYOR NANCY SANTANA, VICE MAYOR BOB WOTEN, COUNCILMEMBER LAKHVIR GHAG, COUNCILMEMBER J.R. THIARA, COUNCILMEMBER AARON PALMER, CITY MANAGER NICOLE ROSSER, CITY ATTORNEY

LIVE OAK CITY COUNCIL AGENDA – MAY 19, 2021 Page 2 • Public Comment: Members of the public can submit general public comments, as well as comment on specific agenda items in the following ways: o Live Remote Public Comment: Members of the public can submit a live remote public comment by: ▪ Joining the virtual Council meeting via the link below. When public comment is opened, raise your virtual hand and be called upon to speak for up to 3 minutes. https://us02web.zoom.us/j/86354707563?pwd=MEVCUXE4dStFNzkzMG9xdVRWaGJsUT09 Passcode: 127739 ▪ Joining the virtual Council meeting by calling the phone number below. When public comment is opened, dial *9 to raise your hand and be called upon to speak for up to 3 minutes. 1-669-900-6833 or 1-833-548-0282 (Toll Free) Webinar ID: 863 5470 7563 Passcode: 127739 o Email Public Comment: Comments from the public on agenda items will be accepted until 1:00 pm on the date of the meeting, via email to the City Clerk at cmenchaca@liveoakcity.org, and read into the record during public comment. o eComment Feature: Public Comment will be accepted online between Friday, May 14th through Wednesday, May 19th at 1:00 pm through the eComment feature at: https://liveoakca.granicus.com/ViewPublisher.php?view_id=1.

LIVE OAK CITY COUNCIL AGENDA – MAY 19, 2021 Page 3 CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE AND INVOCATION CORRECTIONS AND/OR CHANGES TO THE AGENDA BY CITY MANAGER ONLY PUBLIC COMMENT Any person wishing to address the City Council on general jurisdictional matters or consent calendar items may do so at this time. If you are commenting on an agenda item, your comments will be heard at the time that item is scheduled for discussion. The City Council adopted a time limit of three minutes per person. The Brown Act does not allow for Council discussion of items not on the agenda. Councilmembers may only a) refer the matter to staff; b) ask for additional information; c) request a report back; or d) provide a limited factual response for items not listed on the agenda. CONSENT ITEMS Consent Calendar is passed by one motion with exceptions and separate votes as noted. 1. City Council Meeting Minutes Recommendation: Approve the May 5, 2021 City Council Regular Meeting minutes. (Clarissa Menchaca, City Clerk) 2. Extension of Professional Services Agreement with Eide Bailly LLP for Accounting and Consulting Services Recommendation: Authorize the City Manager to execute the agreement with Eide Bailly LLP for providing accounting and consulting services. (Aaron Palmer, City Manager) BUSINESS ITEMS 3. Proposed Operating Budget for Fiscal Year 2021-22 Recommendation: Adopt resolution. (Joe Aguilar, Finance Director) ITEMS REMOVED FROM THE CONSENT AGENDA FOR COUNCIL CONSIDERATION AND ACTION UPDATES AND ANNOUNCEMENTS FROM THE CITY ATTORNEY AND CITY MANAGER COUNCILMEMBER COMMENTS (WRITTEN ONLY) ADJOURNMENT

LIVE OAK CITY COUNCIL AGENDA – MAY 19, 2021 Page 1 The Council may take up any agenda item at any time, regardless of the order listed. Action may be taken on any item on this agenda. Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection at City Hall, 9955 Live Oak Boulevard, Live Oak, during normal business hours. Such documents are also available on the City of Live Oak’s website at www.liveoakcity.org, subject to staff’s availability to post the documents before the meeting. In compliance with the Americans with Disabilities Act, the meeting room is wheelchair accessible and disabled parking is available. If you have a disability and need disability-related modifications or accommodations to participate in this meeting, please contact the City Clerk’s office at (530) 695-2112 x107. Requests must be made at least 24 hours in advance. Pursuant to Governor Newsom’s Executive Orders N-25-20 and N-29-20, members of the Live Oak City Council or staff may participate in this meeting via a teleconference. In the interest of the maintaining appropriate social distancing, members of the public are encouraged to participate in the meeting in the following ways: • Remote Viewing: o Members of the public can view a livestream of the meeting online at https://liveoakca.granicus.com/ViewPublisher.php?view_id=1. o Members of the public can access the Zoom webinar as follows: ▪ Join by Electronic Device: https://us02web.zoom.us/j/86354707563?pwd=MEVCUXE4dStFNzkzMG9xdVRWaGJsUT09 Passcode: 127739 ▪ Join by Phone: 1-669-900-6833 or 1-833-548-0282 (Toll Free) Webinar ID: 863 5470 7563 Passcode: 127739 LIVE OAK CITY COUNCIL REGULAR MEETING AGENDA MAY 19, 2021 6:00 PM MEETING LOCATION LIVE OAK COUNCIL CHAMBERS 9955 LIVE OAK BOULEVARD LIVE OAK, CALIFORNIA 95953 MEMBERS OF THE COUNCIL LUIS HERNANDEZ, MAYOR NANCY SANTANA, VICE MAYOR BOB WOTEN, COUNCILMEMBER LAKHVIR GHAG, COUNCILMEMBER J.R. THIARA, COUNCILMEMBER AARON PALMER, CITY MANAGER NICOLE ROSSER, CITY ATTORNEY 1

LIVE OAK CITY COUNCIL AGENDA – MAY 19, 2021 Page 2 • Public Comment: Members of the public can submit general public comments, as well as comment on specific agenda items in the following ways: o Live Remote Public Comment: Members of the public can submit a live remote public comment by: ▪ Joining the virtual Council meeting via the link below. When public comment is opened, raise your virtual hand and be called upon to speak for up to 3 minutes. https://us02web.zoom.us/j/86354707563?pwd=MEVCUXE4dStFNzkzMG9xdVRWaGJsUT09 Passcode: 127739 ▪ Joining the virtual Council meeting by calling the phone number below. When public comment is opened, dial *9 to raise your hand and be called upon to speak for up to 3 minutes. 1-669-900-6833 or 1-833-548-0282 (Toll Free) Webinar ID: 863 5470 7563 Passcode: 127739 o Email Public Comment: Comments from the public on agenda items will be accepted until 1:00 pm on the date of the meeting, via email to the City Clerk at cmenchaca@liveoakcity.org, and read into the record during public comment. o eComment Feature: Public Comment will be accepted online between Friday, May 14th through Wednesday, May 19th at 1:00 pm through the eComment feature at: https://liveoakca.granicus.com/ViewPublisher.php?view_id=1. 2

LIVE OAK CITY COUNCIL AGENDA – MAY 19, 2021 Page 3 CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE AND INVOCATION CORRECTIONS AND/OR CHANGES TO THE AGENDA BY CITY MANAGER ONLY PUBLIC COMMENT Any person wishing to address the City Council on general jurisdictional matters or consent calendar items may do so at this time. If you are commenting on an agenda item, your comments will be heard at the time that item is scheduled for discussion. The City Council adopted a time limit of three minutes per person. The Brown Act does not allow for Council discussion of items not on the agenda. Councilmembers may only a) refer the matter to staff; b) ask for additional information; c) request a report back; or d) provide a limited factual response for items not listed on the agenda. CONSENT ITEMS Consent Calendar is passed by one motion with exceptions and separate votes as noted. 1. City Council Meeting Minutes Recommendation: Approve the May 5, 2021 City Council Regular Meeting minutes. (Clarissa Menchaca, City Clerk) 2. Extension of Professional Services Agreement with Eide Bailly LLP for Accounting and Consulting Services Recommendation: Authorize the City Manager to execute the agreement with Eide Bailly LLP for providing accounting and consulting services. (Aaron Palmer, City Manager) BUSINESS ITEMS 3. Proposed Operating Budget for Fiscal Year 2021-22 Recommendation: Adopt resolution. (Joe Aguilar, Finance Director) ITEMS REMOVED FROM THE CONSENT AGENDA FOR COUNCIL CONSIDERATION AND ACTION UPDATES AND ANNOUNCEMENTS FROM THE CITY ATTORNEY AND CITY MANAGER COUNCILMEMBER COMMENTS (WRITTEN ONLY) ADJOURNMENT 3

City of Live Oak Report to City Council Meeting Date: May 19, 2021 Title: City Council Meeting Minutes Contact Information: (Clarissa Menchaca, City Clerk) Recommendation: Approve the May 5, 2021 City Council Regular Meeting minutes. Attachments: Minutes City Manager's Report 4

L IVE O AK C ITY C OUNCIL M INUTES – M AY 5, 2021 Page 1 The Live Oak City Council conducted this meeting in accordance with Governor Newsom’s Executive Orders N- 25-20 and N-29-20. C ALL TO ORDER Meeting called to order by Mayor Hernandez at Live Oak City Council Chambers, 9955 Live Oak Boulevard, Live Oak, CA at 6:07 pm. R OLL C ALL Appeared via teleconference: Councilmembers Thiara, Ghag, Woten, Vice Mayor Santana, and Mayor Hernandez P LEDGE OF A LLEGIANCE AND I NVOCATION Councilmember Thiara led the Pledge of Allegiance. Councilmember Woten delivered the invocation. C ORRECTIONS AND/ OR C HANGES TO THE A GENDA BY C ITY MANAGER ONLY There were no corrections and/or changes to the agenda. P UBLIC COMMENT Public Comment was opened and closed without any speakers. C ONSENT I TEMS Consent Calendar is passed by one motion with exceptions and separate votes as noted. 1. City Council Meeting Minutes Clarissa Menchaca, City Clerk This item was removed from the Consent Agenda for further discussion at the request of Councilmember Thiara. LIVE OAK CITY COUNCIL M INUTES M AY 5, 2021 6:00 PM 5

L IVE O AK C ITY C OUNCIL M INUTES – M AY 5, 2021 Page 2 2. Designation of Road Maintenance and Rehabilitation Projects Related to Gas Tax SB 1 Requirements Joe Aguilar, Finance Director This item was removed from the Consent Agenda for further discussion at the request of Councilmember Thiara. B USINESS I TEMS 3. Lomo Crossing Interim Project Presentation Gilbert Mohtes-Chan, Caltrans Public Information Officer Johny Chan, Project Manager with Caltrans, and Ed Yarbrough, Traffic Safety Engineer with Caltrans, provided a report for the Council. Teresa Limon, Transportation Engineer with Caltrans, addressed questions from the Council. Public Comment was opened and closed without any speakers. Council action: Accepted for information. 4. Confirmation of Sutter County Planning Commissioner Appointment to the City of Live Oak Planning Commission Kevin Valente, Planning Director Kevin Valente, Planning Director, provided a report for the Council. Christine Ivory addressed questions from the Council. Public Comment was opened and closed without any speakers. MOTION : CONFIRM THE APPOINTMENT OF THE SUTTER COUNTY PLANNING COMMISSIONER CHRISTINE IVORY TO THE LIVE OAK PLANNING COMMISSION. ( MOTION : GHAG; SECOND: HERNANDEZ) VOTE : MOTION PASSED 4-1 AYES: COUNCILMEMBERS THIARA, GHAG, WOTEN , AND MAYOR HERNANDEZ NOES: VICE MAYOR SANTANA 5. Confirmation of City of Live Oak Planning Commissioner to the Sutter County Planning Commission Kevin Valente, Planning Director Kevin Valente, Planning Director, provided a report for the Council. Public Comment was opened and closed without any speakers. MOTION : CONFIRM THE APPOINTMENT OF LIVE OAK PLANNING COMMISSIONER AARONDEEP PAMMA TO THE SUTTER COUNTY PLANNING COMMISSION. ( MOTION : GHAG; SECOND: SANTANA) VOTE : MOTION PASSED UNANIMOUSLY 6

L IVE O AK C ITY C OUNCIL M INUTES – M AY 5, 2021 Page 3 6. Consideration of Reappointment to the Regional Housing Authority Board of Commissioners Aaron Palmer, City Manager Aaron Palmer, City Manager, provided a report for the Council. Jeramy Chapdelaine addressed questions from the Council. Public Comment was opened and closed without any speakers. MOTION : CONFIRM THE MAYOR ’ S REAPPOINTMENT OF JERAMY CHAPDELAINE TO THE REGIONAL HOUSING AUTHORITY BOARD OF COMMISSIONERS AS THE COMMUNITY MEMBER , WITH A TERM ENDING JANUARY 31, 2025. ( MOTION : GHAG; SECOND: THIARA) VOTE : MOTION PASSED UNANIMOUSLY I TEMS REMOVED FROM THE C ONSENT A GENDA FOR C OUNCIL C ONSIDERATION AND A CTION 1. City Council Meeting Minutes Clarissa Menchaca, City Clerk MOTION : APPROVE THE APRIL 21, 2021 CITY COUNCIL REGULAR MEETING MINUTES. ( MOTION : WOTEN ; SECOND: HERNANDEZ) VOTE : MOTION PASSED 4-1 AYES: COUNCILMEMBERS GHAG , WOTEN, VICE MAYOR SANTANA, AND MAYOR HERNANDEZ NOES: COUNCILMEMBER THIARA 2. Designation of Road Maintenance and Rehabilitation Projects Related to Gas Tax SB 1 Requirements Joe Aguilar, Finance Director Joe Aguilar, Finance Director, addressed questions from the Council. MOTION : ADOPT RESOLUTION REQUIRED BY THE STATE OF CALIFORNIA FOR THE DESIGNATION OF PROJECTS FOR GAS TAX SB 1. ( MOTION : WOTEN ; SECOND: HERNANDEZ) VOTE : MOTION PASSED UNANIMOUSLY Refence Resolution No. 04-2021. UPDATES AND A NNOUNCEMENTS FROM THE C ITY A TTORNEY AND C ITY MANAGER Aaron Palmer, City Manager, highlighted the opening of the Live Oak pool, the reopening of Parks and Recreation programs, the annual Clean-Up Day scheduled for May 15, 2021, and the Live Oak Festival scheduled for September 18, 2021. Additionally, Mr. Palmer addressed several findings in the 2020 Grand Jury Report. C OUNCILMEMBER C OMMENTS (WRITTEN ONLY) There were no Councilmember comments. 7

L IVE O AK C ITY C OUNCIL M INUTES – M AY 5, 2021 Page 4 A DJOURNMENT Adjourned the meeting at 7:17 pm. Luis Hernandez, Mayor ATTEST: Clarissa Menchaca, City Clerk 8

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City of Live Oak Report to City Council Meeting Date: May 19, 2021 Title: Extension of Professional Services Agreement with Eide Bailly LLP for Accounting and Consulting Services Contact Information: (Aaron Palmer, City Manager) Background: In 2014, the City entered into a professional services agreement with Eide Bailly LLP (formerly Vavrinek Trine Day & Co.) to replace the previous City finance director. The original agreement anticipated service costs at about $170,000 for the first year and replaced the in-house annual salary and benefit cost of $217,000 (2014-15). Mr. Joe Aguilar leads the Eide Bailly service team by serving as the City's Finance Director and City Treasurer. The entire team that complements Mr. Aguilar includes a team of accountants and provides about 35 hours per week of staffing to the City. In recent years, the City has generated more work requiring their assistance, and we expect this workload to continue over the next few years. Services will be paid for an hourly basis and annual charges can be less than the agreement. The proposal to continue services provides a not-to-exceed amount of $240,000 for the upcoming FY 2021-22, $240,000 for FY 2022- 23, and $252,000 for FY 2023-24. The proposed agreement includes a 5% escalator for the third year of the agreement. The proposed agreement also provides for the City to extend the time frame at the City's option for two more years of service. The extension years have a 5% escalator. The anticipated accounting services will remain the same and include providing routine monthly accounting, managing the City's financial processes, preparing financial related agenda items, attending City Council meetings, preparing the City's annual budget, closing the year-end accounting records, managing the annual audit, and issuing the annual financial statements. Staff recommends the City Council authorize the City Manager to execute the professional services agreement with Eide Bailly LLP for annual accounting and consulting services for the next three years (2021-22, 2022-23, and 2023- 24) with the City having the option of extending the agreement two more years. 14

Fiscal Impacts: Cost of the services are budgeted annually as part of the City's operational budget and charged primarily to the General Fund, Gas Tax, Water Fund, and Sewer Fund. The total cost of the last City in-house Finance Director was $217,000 for fiscal year (FY) 2014-15. Based upon the average 5% for City Hall employees, the in-house Finance Director position would cost the City approximately $277,000 for FY 2021-22. This does not included what CalPERS would determine the unfunded liability for that position. This would be an estimated savings of $37,000 per year in each of the first two years of the agreement. There would be an estimated saving of $25,000 in year three of the agreement. Recommendation: Authorize the City Manager to execute the agreement with Eide Bailly LLP for providing accounting and consulting services. Attachments: Agreement 15

[Type here] Eide Bailly Services 2021 Page 1 of 12 AGREEMENT FOR PROFESSIONAL SERVICES This Agreement is made and entered into as of May 19, 2021 by and between the Cityof Live Oak (“City”) and Eide Bailly LLP (“Consultant”). RECITALS A. The City Manager holds the authority under the Live Oak Municipal Code to execute this professional services agreement at this dollar amount for work related to annual accounting and consulting services. B. The Consultant is specially trained, experienced and competent to provide the professional services required by this Agreement. C. The Consultant possesses the skill, experience, ability, background, license, certification, as required by law, and knowledge to provide the professional services described in this Agreement in accordance with the terms and conditions described herein. D. City desires to retain Consultant to render the professional services as set forth in this Agreement. AGREEMENT 1. Scope of Services. The Consultant shall furnish the following services in a professional manner: Consultant shall perform the services described in Exhibit “A” which is attached hereto and incorporated herein by reference. Consultant shall provide such professional services at the time, place, and in the manner specified in Exhibit “A,” subject to the direction of the City. 2. Time of Performance. The services shall commence upon execution of this Agreement and shall begin on July 1, 2021 for services to be rendered for FY 2021-22, 2022-23 and 2023- 24. The City shall have the option to extend services for FY 2024-25 and 2025-26 or until terminated as set forthin Section 6 (Termination) of this Agreement. 3. Compensation- Accounting and Consulting Services: Compensation to be paid to Consultant is in accordance with Exhibit “A”, which is attached hereto and incorporated herein by reference and not to exceed $240,000 for FY 2021-22, $240,000 for FY 2022- 23, $252,000 for FY 2023-24; and at the option of the City, $264,600 for FY 2024-25 and $277,830 for FY 2025-26. Upon the mutual consent of both parties, the agreement can be extended on a monthly basis and at the billing rates then effect atthe conclusion of the agreement. Payment by City under this Agreement shall not be deemed a waiver of defects 16

[Type here] Eide Bailly Services 2021 Page 2 of 12 in Consultant’s services, even if such defects were known to the City at the time of payment. Method of Payment. Consultant shall submit monthly billing to City describing the services provided during the preceding month. Consultant’s bills shall include a brief description of the services performed, the date the services were performed, the number of hours spent and by whom, and a description of any applicable reimbursable expense. The invoices will be paid at the billings rates noted in the attached Exhibit “A”. Any reimbursable expense will be agreed to by the City in advance. City shall pay Consultant within a reasonable time upon approval of themonthly invoice by City staff, such approval to not be unreasonably withheld. 4. Additional Services. At any time during the term of this Agreement, City may request that Consultant provide Additional Services. As used herein, “Additional Services”means any services which are determined by City to be necessary for the proper completion of Consultant’s services, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Additional Services without prior written authorization from City as evidenced by a specific Task Order that specifies the services to be provided, personnel to be used, and the not-to-exceed cost for the additional services. 5. Termination. This Agreement may be terminated by the City at any time. Upon termination, Consultant shall be entitled to compensation for services properly performed up to the effective date of termination. 6. Ownership of Documents. The City acknowledges the Consultant's documents, including electronic files, as the work papers of the Consultant and the Consultant's instruments of professional service. All plans, studies, documents, and other writings prepared by and for Consultant, its officers, employees, and agents and subcontractors in the course of implementing this Agreement, except working notes and internal documents, shall become the property of the City upon payment to Consultant for such services, and the City shall have the sole right to use such materials in its discretion without further compensation to Consultant or to any other party. Consultant shall not be held liable for any modification or reuse of the City-owned instruments of service for purposes outside this Agreement. Consultant shall, at Consultant’s expense, provide such reports, plans, studies, documents, and other writings to City within three (3) days after written request. Nothing herein shall be construed as a limitation on Consultant’s right to re-use component design details, 17

[Type here] Eide Bailly Services 2021 Page 3 of 12 features and concepts on other projects, in other contexts or forother clients. 8. Licensing of Intellectual Property. This Agreement creates a nonexclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in documents or works of authorship fixed in any tangible medium of expression including, but not limited to, data magnetically or otherwise recorded on computer diskettes, CDs or other electronic form which are prepared or caused to be prepared by Consultant under this Agreement (“Documents and Data”). Consultant shall require all subcontractors to agree in writing that City is granted a nonexclusive and perpetual license for any Documents and Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents and Data. Consultant makes no such representation and warranty in regard to Documents and Data which may be provided to Consultant by City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. 9. Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of the Agreement shall be held confidential by Consultant unless and until such documents become a matter of public record. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the services under this Agreement. Nor shall such materials be disclosed to any person or entity not connected with the performance of the services under this Agreement. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City’s name or insignia, photographs relating to project for which Consultant’s services are rendered, or any publicity pertaining to the Consultant’s services under this Agreement in any magazine, trade paper, newspaper, television, or radio production or other similar medium without the prior written consent of City. 10. Consultant’s Books and Records a. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges 18

[Type here] Eide Bailly Services 2021 Page 4 of 12 for services, expenditures, and disbursements charged to City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant to this Agreement. b. Consultant shall maintain all documents and records which demonstrate performance under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of termination or completion of the Agreement. c. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Manager, City Attorney, City Clerk, or a designated representative of these officers. Copies of such documents shall be provided to the City for inspection at 9955 Live Oak Blvd., Live Oak, California when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Consultant’s address indicated for receipt of notices in this Agreement. d. Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment, or termination of Consultant’s business, City may, by written request by any of the above-named officers, require that custody of the records be given to the City and that documents be maintained by City Hall. 11. Independent Contractor. It is understood that Consultant, in the performance of the services agreed to be performed, shall act as and be an independent contractor and shall not act as an agent or employee of the City. Consultant shall obtain no rights toretirement benefits or other benefits which accrue to City’s employees, and Consultant hereby expressly waives any claim it may have to any such rights. 12. Interest of Consultant. Consultant (including principals, associates, and professional employees) covenants and represents that it does not now have any investment or interest in real property and shall not acquire any interest, direct or indirect, in the area covered by this Agreement or any other source of income, interest in real property or investment which would be affected in any manner or degree by the performance of Consultant’s services hereunder. Consultant further covenants and represents that in the performance of its duties hereunder no person having any such interest shall perform any services under 19

[Type here] Eide Bailly Services 2021 Page 5 of 12 this Agreement. Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant: a. will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation, or counsel independent of the control and direction of the City or any City official, other than normal agreement monitoring; and b. possesses no authority with respect to any City decision beyond rendition of information, advice, recommendation,