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HomeMy Public PortalAbout17) 9D Approval of Employment Agreement Terms for Position of Interim CIty Manager and Adoption of Resolution of Special Need Consistent with Calpers RequirementsAGENDA ITEM 9.0. ADMINISTRATIVE SERVICES DEPARTMENT MEMORANDUM DATE: February 18, 2014 TO: The Honorable City Council FROM : Eric Vail, City Attorney SUBJECT: APPROVAL OF EMPLOYMENT AGREEMENT TERMS FOR POSITION OF INTERIM CITY MANAGER AND ADOPTION OF RESOLUTION OF SPECIAL NEED CONSISTENT WITH CALPERS REQUIREMENTS RECOMMENDATION: It is recommended that the City Council: a) Approve the terms of an employment agreement with Andrew J. Takata to serve as Interim City Manager; b) Authorize the Mayor and City Attorney to execute an employment agreement with Mr. Takata after his official retirement date on February 28, 2014; and c) Adopt Resolution No. 14-4976 making a determination of special need for an Interim City Manager consistent with CaiPERS requirements . BACKGROUND: · 1. On January 13, 2014, t he City Council terminated the employee agreement with City Manager Pulido . 2. On January 17, 2014, the City placed advertisements on various professional local government websites soliciting for letters of interest and resumes for Interim City Manager for the City of Temp le City. Letters of interest and resumes were accepted until January 30, 2014. 3. On January 31, 2014, the City Council met in closed session to consider the applicants for the position of Interim City Manager. There was no repo rtabale action. 4. On February 7 and February 8, 2014, the City Council met in closed session to further consider applicants for the position of Interim City Manager and Interim Community Development Director. At the conclusion of the meeting on February 8, 2014 , the Mayor reported that the City Council will direct City Attorney Vail to begin negotiations for an Interim City Manager. City Council February 18, 2014 Page 2 of 3 ANALYSIS: An appointment for an Interim City Manager is necessary to fill a critical position with the City. The City Manager is the chief executive officer of the City and serves as department head for the Management Services Department. He/she is responsible for the efficient direction of all departments and the administrative affairs of the City, including direct s.upport to the City Council. Since the City has limited staff and has also recently lost its Community Development Director, the existing management staff are required to service their existing departments to avoid reduction of City services. The following is a highlight of Mr. Takata's employment agreement . Since Mr. Takata will be a CaiPERS retired annuitant on his commencement date, he will be paid an hourly rate of $91.34 for each hour worked, not to exceed 960 hours. Mr. Takata will not receive any benefits (e.g. health, vision, dental insurance, life insurance, or other benefits typically received by management employees). It is anticipated that Mr. Takata will commence work with Temple City on Monday, March 1, 2014 and will work at City Hall five days per week. It is expected that Mr. Takata will assist the City in retention of a professional executive recruiting firm to undertake the recruitment of a new full time City Manager and that Mr. Takata will oversee that process as well as other City operations. Mr. Takata's employment agreement is attached as Attachment "A". However, before Mr. Takata can commence work as a CaiPERS retiree, Government Code sections 7522.56 and 2122(h) require cities which seek to employ a retired CaiPERS annuitant within the 180 day waiting period after retirement, the governing board (here the City Council) must certify that the hiring is necessary to fill a critical position. Based on the facts set forth above and in the employment agreement, Mr. Takata's retention is necessary to fill the critical position of Interim City Manager. Resolution No. 14-4976 making this certification is attached as Attachment "B". CONCLUSION: This matter appeared after the posting of City Council meeting agenda due to the need to clarify Mr. Takata's status as a retired CaiPERS annuitant and the requirements implicated if he held that status. As of the posting of this matter, his status has been clarified and all requirements meet. Based on this, the City Council is requested to take the actions recommended above. FISCAL IMPACT: There will not be a fiscal impact to the Fiscal Year (FY) 2013-14 City Budget with this action. Sufficient funds have been budgeted for the City Manager's compensation in the FY 2013-14 City Budget and Mr. Takata is being compensated as a signficiantly lower amount than budgeted for salary and benefits of a permanment City Manager. City Council February 18, 2014 Page 3 of 3 ATTACHMENTS: A. Employment Agreement for Interim City Manager B. Resolution No. 14-4976 EMPLOYMENT AGREEMENT For the Position Of INTERIM CITY MANAGER ATTACHMENT A This Employment Agreement ("Agreement") is made and entered into this 1st day ofMarch, 2014, by and between the CITY OF TEMPLE CITY ("CITY"), a California charter city, and ANDREW TAKATA ("TAKATA"), an individual, on the following terms and conditions: RECITALS A CITY desires to employ the services of TAKATA as its Interim City Manager, temporarily, to carry out the duties and responsibilities of City Manager as provided for by the Temple City Municipal Code, in consideration of and subject to the terms, conditions, and benefits set forth in this Agreement. CITY further desires to employ the services of TAKATA to assist with and oversee the hiring of a professional executive recruitment firm to perform a statewide executive management recruitment to fill the position of City Manager. B. TAKATA desires to accept employment as Interim City Manager in consideration of and subject to the terms, conditions, and benefits set forth in this Agreement. C. TAKATA represents that he is a retired annuitant ofCalPERS within the meaning of Government Code§ 2122l(h) as of the effective date of this Agreement and acknowledges that he is restricted to working no more than 960 hours for CITY, a state agency or other CalPERS contracting agencies (collectively "CalPERS Agencies") during CITY's 2013-2014 fiscal year, or for any additional or subsequent fiscal year, and that his compensation is statutorily limited as provided in Government Code § 21221 (h). TAKATA represents that he has not worked for any CalPERS Agencies during the CITY's 2013-2014 fiscal year, or received unemployment compensation from any CalPERS Agencies during the 12-month period preceding the effective date of this Agreement. TAKATA represents that he has not received a retirement incentive upon retirement within the meaning of Government Code § 7 522. 56(g). TAKATA further represents that he has attained normal retirement age within the meaning of Government Code § 21220.5. D. CITY has determined that it is necessary to hire TAKATA, a retired annuitant, because the position oflnterim City Manager requires special skills, and TAKATA, by virtue of his significant experience as both city manager and interim city manager in other cities, has those special skills. CITY has also determined that the appointment ofT AKA T A by no later than the effective date of this AGREEMENT is necessary to fill a critically needed position and will submit to CalPERS areso1ution of such certification prior to TAKATA's hire date. TAKATA's hire date shall in no event be earlier than March 1, 2014. OPERATIVE PROVISIONS In consideration of the promises and covenants contained herein, the parties agree as follows: 1. Position and Duties. 1.1 Position. TAKATA accepts employment with CITY as its Interim City Manager and shall perform all functions, duties and services set forth in Section 1.4 [Duties] of this Agreement. TAKATA shall provide service at the direction and under the supervision of the City Council. It is the intent of the parties that TAKATA, as the Interim City Manager, shall keep the City Council fully apprised of all significant ongoing operations of CITY. Toward that end, TAKATA shall report directly to the City Council and will periodically, or as may be otherwise specifically requested by the City Council, provide status reports to the City Council on his activities and those of CITY. 1.2 Term. This Agreement shall become effective upon being approved by the City Council and executed both by TAKATA and CITY's Mayor which date shall be the date first referenced above. TAKATA shall commence the performance of his duties as the Interim City Manager on March I, 2014 or at such later date as the parties hereto shall agree in writing ("Commencement Date"). This Agreement shall expire as of the first of the following to occur: (i) 5:00p.m. on February 28, 20 15; (ii) upon the employment commencement date of a permanent City Manager employed by CITY; (iii) upon TAKATA working his 960 1h hour for CITY in any fiscal year, including hours worked for other Ca!PERS Agencies during such fiscal year; or (iii) upon termination of the Agreement by either TAKATA or CITY as provided in Section 4 [Termination! of this Agreement. 1.3 At-Will. TAKATA acknowledges that he is an at-will, temporary employee of CITY who shall serve at the pleasure of the City Council at all times during the period of his service hereunder. The terms of CITY's personnel rules, policies, regulations, procedures, ordinances, and resolutions, including without limitation CITY Resolution 07-4515, and subsequent Resolutions, regarding City Administrative Personnel (collectively "Personnel Policies") , as they may be amended or supplemented from time to time, shall not apply to TAKATA, and nothing in this Agreement is intended to, or does, confer upon TAKATA any right to any property interest in continued employment, or any due process right to a hearing before or after a decision by the City Council to terminate his employment, except as is expressly provided in Section 1.2 [Term] or Section 4 [Termination] of this Agreement. Nothing contained in this Agreement shall in any way prevent, limit or otherwise interfere with the right of CITY to terminate the services ofT A KAT A, as provided in Section 1.2 [Term] or Section 4 [Termination]. Nothing in this Agreement shall prevent, limit or otherwise interfere with the right of TAKATA to resign at any time from this position with CITY, subject only to the provisions set forth in Section 1.2 [Term] or Section 4 [Termination] of this Agreement. This at-will employment Agreement shall be expressly subject to the rights and obligations of CITY and TAKATA, as set forth in Section 1.2 [Term] or Section 4 [Termination] below. 1.4 Duties. TAKATA shall serve as the Interim City Manager and shall be for the Term of the Agreement be vested with the powers, duties and responsibilities of the City Manager as set forth in Section 702 of the Temple City Charter and Section 2200 et seq. of Chapter 2 of Title 2 of the Temple City Municipal Code, the terms of which are incorporated herein by reference. TAKATA shall provide service at the direction and under the supervision of the City Council. It is the intent of the parties that the Interim City Manager shall keep the City Council fully apprized of all significant ongoing operations of CITY. Toward that end, TAKATA shall report directly to the City Council and will periodically, or as may be otherwise specifically requested by the City Council, provide status reports to the City Council on his activities and those of CITY. It is the intent of the 2 City Council for the Interim City Manager to function as the chief executive officer of CITY's organization. Without additional compensation, TAKATA shall provide such other services as are customary and appropriate to the position of Interim City Manager, including serving as the Executive Director of the Temple City Successor Agency, Temple City Housing Authority, and the Financing Authority, together with such additional services assigned from time to time by the City Council as may be consistent with California law and the Temple City Charter and Municipal Code. TAKATA shall devote his best efforts and full-time attention to the performance of these duties. Notwithstanding TAKATA's duties as Interim City Manager, nothing in this Agreement shall be construed to prohibit direct communications between the City Council and employees of CITY in a manner that is consistent with the City's personnel rules, administrative policies and City Council policies. 1.5 Hours of Work. TAKATA shall devote the time necessary to adequately perform his duties as Interim City Manager. The parties anticipate that TAKATA will work approximately thirty (30) to forty (40) hours per week allocated between regular business hours and hours outside of regular business hours including, without limitation, attendance at regular and special City Council meetings, attendance at activities of Directed Organizations (as defined below), and attendance at such community events and CITY functions as the Council may direct. Toward that end, TAKATA shall be allowed reasonable flexibility in setting his own office hours, provided the schedule of such hours provides a significant presence at City Hall five (5) days per week, reasonable availability to the City Council, CITY stan: and members of the community during regular CITY business hours and for the performance of his duties and of CITY business. However in no event shall TAKATA be required to work in excess of960 hours per fiscal year for CITY, including hours worked for other CalPERS Agencies during such fiscal years. The position oflnterim City Manager shall be deemed an exempt position under California wage and hour law. 1.6 Directed Organizations. The City Council desires TAKATA to be reasonably active in statewide, regional anc!Jor local organizations as directed by the City Council that are deemed necessary to maintain and contribute to the advancement of CITY's interests and standing ("Directed Organizations"). These Directed Organizations may include, without limitation, participation in the San Gabriel Valley Council of Governments, Southern California Association of Government, the California Contract Cities Association, and the League of California of Cities. CITY agrees to budget and, consistent with that budget, pay for the dues and subscriptions of the Interim City Manager necessary for his participation in the Directed Organizations. CITY agrees to reimburse, as provided in Section 1.8 [Reimbursement] of this Agreement, TAKATA's reasonable and necessary travel, business and subsistence expenses for the activities related to the Directed Organizations. 1. 7 Other Activity. In accordance with Government Code Section 1126, during the period of his employment, TAKATA shall not accept, without the express prior written consent of the City Council, any other employment or engage, directly or indirectly, in any other business, commercial, or professional activity (except as permitted under Section 1.6 [Directed Organizations]), whether or not to pecwliary advantage, that is or may be competitive with CITY, that might cause a conflict-of-interest with CITY, or that otherwise might interfere with the business or operation of CITY or the satisfactory performance ofTAKATA's duties as Interim City Manager. 3 1.8 Reimbursement. CITY shall reimburse TAKATA for reasonable and necessary travel, subsistence and other business expenses incurred by TAKATA in the performance of his duties. All reimbursements shall be subject to and in accordance with California law and CITY's adopted Employee Reimbursement Policy. 2. Compensation. 2.1 Rate of Pay. For all services performed by TAKATA as the Interim City Manager under this Agreement, CITY shall pay TAKATA compensation at the rate Ninety-One Dollars and 35/1 OO'h cents ($91.35) per hour according to the payroll schedule in place for CITY employees paid bi-weekly subject to the limitations provided below. 2.1.1 Compliance with CalPERS requirements. It is the intent of the parties to compensate TAKATA only to the extent permitted under Government Code § 2122l(h) and corresponding CalPERS regulations and policy statements. The Rate ofPay set forth above is based on the salary limitations established by CalPERS and is calculated by taking less than the maximum monthly base salary paid to the prior City Manager as listed on a publicly available pay schedule for the position of City Manager. The prior City Manager was paid $17,166.66 per month which divided by 173.333 to equal an hourly rate of $99.04. The prior City Manager was also paid benefits, to which TAKATA shall not be entitled. TAKATA will be compensated at the lesser rate of$91.35 per hour. In no event shall compensation paid to TAKATA by CITY under this Agreement exceed $87,696 per fiscal year, or $175,392 over the term of this Agreement. 2.1.2 Recordation and Reporting of Hours Worked. TAKATA will comply with all applicable CalPERS regulations governing employment after retirement, including the recordation and reporting of all hours worked for CITY to CalPERS as may be required. CITY shall assist in any such reporting obligations to CalPERS. 2.2 Benefits. 2.2.1 No Benefits. Pursuant to Government Code §21221 (h) and related CalPERS regulations and policy statements, TAKATA shall not receive from CITY any benefits CITY commonly provides to its employees, including without limitation health, dental, or vision insurance coverage, life insurance, gym programs, employee assistance programs, and similar benefits. 3. Vacation and Leave. 3.1 No Leave. TAKATA and CITY agree that TAKATA, in accordance with Government Code Section 21221 (h) and related CalPERS regulations and policy statements shall not be provided or accrue any personal time off, vacation, sick leave, administrative lease, paid holidays or similar leave benefits. 4. Termination. 4.1 By CITY. This Agreement may be terminated by CITY for any reason thirty (30) days after notice in writing to TAKATA of such termination. CITY's only obligation in the event of such termination will be payment to TAKATA of all compensation then due and owing as set forth 4 in Section 2.1 [Rate of Pay] up to and including the effective date of termination. However, this Agreement may be terminated immediately if necessitated by changes to CalPERS statutory or regulatory requirements. 4.2 By TAKATA. This Agreement may be terminated by TAKATA for any reason thirty (30) days after notice in writing to CITY of such termination. CITY shall have the option, in its complete discretion, to make TAKATA's termination effective at any time prior to the end of such period, provided CITY pays TAKATA all compensation as set forth in Section 2.1 [Rate of Pay] then due and owing him through the last day actually worked. 4.3 No Notice for Expiration. Nothing in this Section 4 [Termination] shall be construed to require either party to give advance written notice in order for the Agreement to expire as set forth in Section 1.2 [Term]. 4.4 Termination Obligations. TAKATA agrees that all property, including, without limitation, all equipment, tangible Proprietary Information (as defined below), documents, records, notes, contracts, and computer-generated materials furnished to or prepared by him incident to his employment belongs to CITY and shall be returned promptly to CITY upon termination of TAKATA's employment. TAKATA's obligations under this subsection shall survive the termination of his employment and the expiration of this Agreement. 4.5 Benefits Upon Termination. All benefits to which TAKATA is entitled under this Agreement shall cease upon TAKATA's termination in accordance with this Section 4, unless expressly continued either under this Agreement, under any specific written policy or benefit plan applicable to TAKATA, or unless otherwise required by law. 5. Proprietary Information. "Proprietary Information" is all information and any idea pertaining in any manner to the business of CITY (or any CITY affiliate), its employees, clients, consultants, or business associates, which was produced by any employee of CITY in the course of his/her employment or otherwise produced or acquired by or on behalf of CITY. Proprietary Information shall include, without limitation, trade secrets, product ideas, inventions, processes, fommlae, data, know-how, software and other computer programs, copyrightable material, marketing plans, strategies, sales, financial reports, forecasts, and customer lists. All Proprietary Information not generally known outside of CITY's organization, and all Proprietary Information so known only through improper means, shall be deemed "Confidential Information." During his employment by CITY, TAKATA shall use Proprietary Information, and shall disclose Confidential Information, only for the benefit of CITY and as is or may be necessary to perform his job responsibilities under this Agreement. Following termination, TAKATA shall not use any Proprietary Information and shall not disclose any Confidential Information, except with the express written consent of CITY. TAKATA's obligations under this Section shall survive the termination of his employment and the expiration of this Agreement. 5 6. Conflict Of Interest. TAKATA represents and warrants to CITY that he presently has no interest, and represents that he will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or interfere in any way with performance of his services under this Agreement. 7. General Provisions. 7.1 Recitals. The recitals, inclusive of all facts and representations, are incorporated into this Agreement as if set forth in the Operative Provisions. 7.2 Vehicle Operation. TAKATA shall operate any vehicle used in connection with the performance of his duties as Interim City Manager in a safe manner and otherwise in observance of all established traffic safety laws and ordinances and shall maintain a valid California automobile's driver's license during the period of employment. 7.3 Notices. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be effective upon delivery by hand or three (3) business days after deposit in the United States mail, postage prepaid, certified or registered, and addressed to CITY at the address below, and or at the last known address maintained in TAKATA's personnel file. TAKATA agrees to notify CITY in writing of any change in his address during his employment with CITY. Notice of change of address shall be effective only when accomplished in accordance with this Section. City's Notice Address: City of Temple City 9701 Las Tunas Drive Temple City, CA 917803 Attn: Mayor and City Council Interim City Manager's Address: Andrew Takata [Deliver to last updated address in personnel file] 7.4 Indemnification. Subject to, in accordance with, and to the extent provided by the California Tort Claims Act [Government Code Section 810 et seq.] CITY will indemnifY, defend, and hold TAKATA harmless from and against any action, demand, suit, monetary judgment or other legal or administrative proceeding, and any liability, injury, loss or other damages, arising out of any act or omission occurring during TAKATA's tenure as Interim City Manager. 7.5 Bonding. CITY shall bear the full cost of any fidelity or other bonds required of the Interim City Manager under any law or ordinance. 7.6 Integration. This Agreement is intended to be the final, complete, and exclusive statement of the terms ofTAKATA's employment by CITY. This Agreement supersedes all other 6 prior and contemporaneous agreements and statements, whether written or oral, express or implied, pertaining in any manner to the employment of TAKATA, and it may not be contradicted by evidence of any prior or contemporaneous statements or agreements. To the extent that the practices, policies, or procedures of CITY, now or in the future, apply to TAKATA and are inconsistent with the terms of this Agreement, the provisions of this Agreement shall control. 7. 7 Amendments. This Agreement may not be amended except in a written document signed by TAKATA, approved by the City Council and signed by CITY's Mayor. 7.8 Waiver. Failure to exercise any right under this Agreement shall not constitute a waiver of such right. 7.9 Assignment. TAKATA shall not assign any rights or obligations under this Agreement. CITY may, upon prior written notice to TAKATA, assign its rights and obligations hereunder. 7.10 Severability. If a court or arbitrator holds any provision of this Agreement to be invalid, unenforceable, or void, the remainder of this Agreement shall remain in full force and effect. 7.11 Attorneys' Fees. In any legal action, arbitration, or other proceeding brought to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs. 7.12 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California, with venue proper only in Riverside County, State of California. 7.13 Interpretation. This Agreement shall be construed as a whole, according to its fair meaning, and not in favor of or against any party. By way of example and not in limitation, this Agreement shall not be construed in favor of the party receiving a benefit nor against the party responsible for any particular language in this Agreement. Captions are used for reference purposes only and should be ignored in the interpretation of the Agreement. This Agreement may be altered, amended or modified only by an instrument in writing, executed by the parties to this Agreement and by no other means. Each party waives their future right to claim, contest or assert that this Agreement was modified, cancelled superseded or changed by any oral agreement, course of conduct, waiver or estoppel. 7.14 Acknowledgment. TAKATA acknowledges that he has had the opportunity to consult legal counsel in regard to this Agreement, that he has read and understands this Agreement, that he is fully aware of its legal effect, and that he has entered into it ii~eely and voluntarily and based on his own judgment and not on any representations or promises other than those contained in this Agreement. 7 IN WITNESS WHEREOF, CITY has caused this Agreement to be signed and executed on its behalf by its Mayor and duly attested to by its City Clerk, and TAKATA has signed and executed this Agreement, as of the date first indicated above. INTERIM CITY MANAGER CITY OF TEMPLE CITY Andrew Takata Cynthia Stemquist Mayor ATTEST: Al'l'ROVED AS TO FORM: Peggy Kuo, City Clerk Eric S. Vail, City Attorney 8 ATTACHMENT B RESOLUTION NO. 14-4976 A RESOLUTION FOR EXCEPTION TO THE 180-DAY WAIT PERIOD (GOV. CODE§ 21221(h)) WHEREAS, in compliance with Government Code section 7522.56 the City Council of the City of Temple City must provide CaiPERS this certification resolution when hiring a retiree before 180 days has passed since his or her retirement date; and WHEREAS, Andrew Takata is retired from the City of Banning in the position of City Manager, effective February 28, 2014; and WHEREAS, section 7522.56 requires that post-retirement employment commence no earlier than 180 days after the retirement date, which is August 28, 2014 without this certification resolution; and WHEREAS, section 7522.56 provides that this exception to the 180 day wait period shall not apply if the retiree accepts any retirement-related incentive; and WHEREAS, the City Council, the City of Temple City and Andrew Takata certify that Andrew Takata has not and will not receive a Golden Handshake or any other retirement-related incentive; and WHEREAS, the City Council appoints Andrew Takata as an interim appointment retired annuitant to the vacant position of City Manager for the City of Temple City under Government Code section 21221 (h), effective March 1, 2014; and WHEREAS, an appointment under Government Code section 21221(h) requires an active, publicly posted recruitment for a permanent replacement; and WHEREAS, the current status of this recruitment is that the City has reviewed the qualifications of several professional executive recruitment firms and is in the process of arranging interviews with such firms so the Council may consider retaining one firm to assist with a publicly posted recruitment; and WHEREAS, this section 21221(h) appointment shall only be made once and therefore will end on March 1, 2015, or such earlier date as pursuant to the terms of the employment agreement.. WHEREAS, the entire employment agreement between Andrew Takata and the City of Temple City has been reviewed by this body and is attached herein; and WHEREAS, no matters, issues, terms or conditions related to this employment and appointment have been or will be placed on a consent calendar; and WHEREAS, the employment shall be limited to 960 hours per fiscal year; and WHEREAS, the compensation paid to retirees cannot be less than the minimum nor exceed the maximum monthly base salary paid to other employees performing comparable duties, divided by 173.333 to equal the hourly rate; and WHEREAS, the maximum base salary for this position is $17,166.66 and the hourly equivalent is $99.03; and WHEREAS, the hourly rate paid to Andrew Takata will be $91.35; and WHEREAS, Andrew Takata has not and will not receive any other benefit, incentive, compensation in lieu of benefit or other form of compensation in addition to this hourly pay rate; and NOW, THEREFORE, BE IT RESOLVED THAT the City Council hereby certifies the nature of the appointment of Andrew Takata as described herein and detailed in the attached employment agreement and that this appointment is necessary to fill the critically needed position of Interim City Manager for the City of Temple City by March 1, 2014 because the City has limited managerial staff, the employment of two senior managers (the City Manager and the Community Development Director) has recently been terminated, and the remaining two other senior managers are needed to run their important departments (administrative services and park & recreations). The City Clerk shall certify to the adoption of this resolution. PASSED, APPROVED AND ADOPTED by the City Council of the City of Temple City at a meeting held on the 18th day of February, 2014. Cynthia Sternquist, Mayor ATTEST: APPROVED AS TO FORM: Peggy Kuo, City Clerk Eric S. Vail, City Attorney