HomeMy WebLinkAboutResolution 2017-123 N.C.S. 08/07/2017Resolution No. 2016 -123 N.C.S.
of the City of Petaluma, California
RESOLUTION OF THE CITY OF PETALUMA CITY COUNCIL AUTHORIZING THE
CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH
BRIAN GOGGIN FOR PUBLIC ART SERVICES FOR THE WATER STREET PUBLIC
ART PROJECT
WHEREAS, on June 17, 2013, the City Council of the City of Petaluma adopted the
Petaluma Public Art Master Plan (Resolution 2013 -064 N.C.S.), created by the Petaluma Public
Art Committee with consultant Chandra Cerrito /Art Advisors LLC; and
WHEREAS, the Petaluma Public Art Master Plan includes detailed recommendations
for enhancing Petaluma's public art program, including the identification of sites for future
public art projects on public property; and
WHEREAS, the Petaluma Public Art Master Plan identifies the Plaza near the Water
Street Bridge as a site, among others, for future public art on public property, and the City of
Petaluma may implement a public art project on public property using the Public Art Fund as
outlined in the Public Art Master Plan; and
WHEREAS, in 2014 the Petaluma Public Art Committee decided to develop a Request
for Qualifications and Request for Proposals process for a public art project, using the Public Art
Fund, at the Plaza near the Water Street Bridge site; and
WHEREAS, in December 2014, the Petaluma Public Art Committee issued the Water
Street Public Art Request for Qualifications, and subsequently selected five (5) finalists to
receive the Water Street Public Art Request for Proposals for submission of site specific art
concepts; and
WHEREAS, the Petaluma Public Art Committee selected two (2) of the five (5) finalists
from the Request for Proposals process to participate in a community open house event held on
April 14, 2016, and subsequently, after garnering input from stakeholders and the community,
found that neither proposal sufficiently met the intent of the Request for Qualifications /Proposals
and elected to end the process without selection of a final artist; and
WHEREAS, during the Spring and Summer of 2016, the Petaluma Public All
Committee revised the Water Street Request for Qualifications process to both address lessons
learned during the previous artist solicitation effort and incorporate public art best practices
found within other local jurisdictions; and
WHEREAS, as part of the modified Request for Qualifications process, the Petaluma
Public Art Committee appointed a group of local stakeholders to comprise the Water Street
Public Art Selection Panel, which was tasked with reviewing complete artist submissions and
selecting one (1) finalist based on a set of selection criteria for recommendation to the Petaluma
Public Art Committee; and
WHEREAS, on October 13, 2016, the Petaluma Public Art Committee reissued the
revised Water Street Public Art Request for Qualifications; and
Resolution No. 2016 -123 N.C.S. Page 1
WHEREAS, on February 9, 2017, the Water Street Public Art Selection Panel reviewed
all complete Request for Qualifications submissions and invited six (6) finalists for subsequent
interviews, and on April 12, 2017 and April 18, 2017, the Selection Panel interviewed those six
(6) finalists and after continued deliberation recommended a tie vote of two (2) artists, David
Best of Petaluma and Brian Goggin of San Francisco, to the Petaluma Public Art Committee; and
WHEREAS, at their Regular Meeting of April 27, 2017, the Petaluma Public Art
Committee considered the tie vote and elected to invite the two (2) remaining artists for
subsequent interviews with the Committee; and
WHEREAS, at a special meeting on May 31, 2017, the Petaluma Public Art Committee
interviewed David Best and Brian Goggin, and ultimately selected Brian Goggin as the project
finalist for recommendation to the City Council of the City of Petaluma for consideration of
contract award through a Professional Services Agreement; and
WHEREAS, on August 7, 2017, the City Council held a duly noticed public hearing to
consider the contract award of a Professional Services Agreement with Brian Goggin for Public
Art Services for the Water Street Public Art Project, at which time all interested parties had the
opportunity to be heard; and
WHEREAS, on August 7, 2017 and prior to acting on this request, the City Council
considered the staff report analyzing the Professional Services Agreement request, including the
California Environmental Quality Act ( "CEQA ") determination included therein; and
WHEREAS, on August 7, 2017 the City Council approved this Resolution authorizing
the City Manager to execute the Professional Services Agreement, attached hereto as Exhibit A,
with Brian Goggin for Public Art Services for the Water Street Public Art Project.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF PETALUMA AS FOLLOWS:
1. The foregoing recitals are true and correct and incorporated herein by reference.
2. The Petaluma Public Art Committee recommended Brian Goggin ( "the artist ") for contract
award of the Water Street Public Art project, based on the following selection criteria
outlined in the Water Street Public Art Request for Qualifications (RFQ):
a. The artist exhibits strong artistic merit as evidenced by submitted RFQ materials.
b. The artist has extensive experience creating artworks in public spaces, as evidenced by
submitted RFQ materials and through interviews during the RFQ selection process.
c. The artist demonstrates interest in and an understanding of the Water Street Public Art
project, including acknowledgement of the unique features and history of the Petaluma
riverfront.
d. The artist shows experience working with architects, landscape architects, planners,
engineers, etc. in designing for public art projects with complex and technical parameters.
e. The artist displays evidence of a track record and ability to successfully work with a
projected timeline and budget.
f. The artist demonstrates strong written and visual communication skills
Resolution No. 2016 -123 N.C.S. Page 2
g. The artist has specified availability and an ability to work for the term of the project.
3. Based on its review of the entire record herein, including the August 7, 2017 City Council
staff report, all supporting, referenced, and incorporated documents and all comments
received and foregoing findings, the City Council hereby authorizes the City Manager to
execute the Professional Services Agreement, attached hereto as Exhibit A, with Brian
Goggin for Public Art Services for the Water Street Public Art Project in an amount not to
exceed $150,000.00 for a two (2) year term terminating August 7, 2019, with a possible one
year one time extension, upon provision of certificates of insurance and other required
documentation acceptable to the City Attorney and City Risk Manager.
Under the power and authority conferred upon this Council by the Charter of said City.
REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the Aiprbved as to
Council of the City of Petaluma at a Regular meeting on the 7`h day of August, form:
2017, by the following vote:
AYES: Albertson, Vice Mayor Barrett, Mayor Glass, Healy, Kearney, King, Miller
NOES: None
ABSENT: None
ABSTAIN:
ATTEST:
ity Attorney
Resolution No. 2016 -123 N.C.S. Page 3
Exhibit A to the Resolution
PROFESSIONAL SERVICES AGREEMENT
Water Street Public All Project
(Title of Project)
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THIS PROFESSIONAL SERVICES AGREEMENT ( "Agreement ") is entered into and effective
as of , 20 ( "Effective Date "), by and between the City of Petaluma, a
city use on y
municipal corporation and a charter city ( "City ") and Brian Goggin, a Public Artist ( "Artist ")
(collectively, the "Parties ").
WHEREAS, the Parties enter into this Agreement for the purpose of Artist providing
professional services to City under the terms and conditions set forth herein.
THEREFORE, in consideration of the mutual covenants contained in this Agreement, the Parties
agree as follows;
1. Services. Artist shall provide the services as described in and in accordance with the
schedule set forth in Exhibit "A -1" attached hereto and incorporated herein ( "Services ").
2. Compensation; Business Tax Certificate.
A. For the full performance of the Services as described herein, City shall
compensate Artist in accordance with the rates specified in Exhibit A -1 (Scope of
Services).
B. Artist shall submit written request for payment at the initiation of each deliverable
as specified in Exhibit A -1 (Scope of Services). No further payment for
subsequent deliverables shall be authorized until the artist has demonstrated
completion of the previous deliverable to the satisfaction of the City. Payment of
the final deliverable shall not be issued until the completion of the project in its
entirety.
C. Artist shall be compensated for services in addition to those described in Exhibit
A -1, only if Artist and City execute a written amendment to this Agreement
describing the additional services to be performed and the compensation to be
paid for such services. In no case shall the total compensation under this
Agreement exceed $150,000 without prior written authorization of the City
Manager. Further, no compensation for a section or work program component
attached with a specific budget shall be exceeded without prior written
authorization of the City Manager,
D. Notwithstanding any provision herein, Artist shall not be paid any compensation
until such time as Artist has on file with the City Finance Department a current
Resolution No. 2016 -123 N.C.S.
Exhibit A to the Resolution
W -9 form available from the IRS website (www.irs.gov) and has obtained a
currently valid Petaluma business tax certificate.
E. City's obligation to pay compensation to Artist as provided herein is contingent
upon Artist's performance of the Services pursuant to the terms and conditions of
this Agreement and any amendments thereto.
3. Term. The term of this Agreement commences on the Effective Date, and terminates on
August 7, 2019, unless sooner terminated in accordance with Section 4. Artist may be
granted a one (1) year, one -time extension if deemed necessary by mutual agreement, in
writing, of the parties. Upon termination, any and all of City's documents or materials
provided to Artist and any and all of the documents or materials prepared for City or
relating to the performance of the Services, shall be delivered to the City as soon as
possible, but not later than fourteen (14) days after termination of the Agreement.
4, Termination. City may terminate this Agreement without cause upon ten (10) days'
written notice. City may immediately terminate or suspend this Agreement for cause.
Cause for immediate termination or suspension shall include, but not be limited to, any
breach of this Agreement by Artist or Artist's bankruptcy or insolvency. Upon receipt of
notice of termination or suspension for cause, Artist shall immediately stop all work in
progress under this Agreement. In the event of early termination of this Agreement by
City, Artist shall be entitled to payment for all Services performed to the date of
termination to the extent such Services were performed to the satisfaction of City in
accordance with the terms and conditions of this Agreement. If City terminates this
Agreement for cause, Artist shall be liable to City for any excess cost City incurs for
completion of the Services.
5. Artist's Representation; Independent Contractor. Artist represents that Artist
possesses distinct professional skills in performing the Services. City has relied upon
said representation as a material inducement to enter into this Agreement. Artist shall,
therefore, provide properly skilled professional and technical personnel to perform all
Services under this Agreement. It is expressly understood that Artist and its agents and
employees, shall act in an independent capacity and as an independent contractor and not
as officers, employees or agents of City. This Agreement shall not be construed as an
agreement for employment.
6. Facilities and Equipment. Artist shall, at its sole cost and expense, furnish all facilities
and equipment that may be required for furnishing Services pursuant to this Agreement.
City shall furnish to Artist no facilities or equipment, unless the City otherwise agrees in
writing to provide the same.
7. Licenses, Permits, Etc. Artist shall, at Artist's sole cost and expense, keep in effect at
all times during the term of this Agreement any licenses, permits or other such approvals
which are legally required for performing the Services.
Resolution No. 2016 -123 N.C.S.
Exhibit A to the Resolution
8. Time. Artist shall devote such time to the performance of the Services as may be
reasonably necessary for satisfactory performance of Artist's obligations pursuant to this
Agreement.
9. Inspection. Artist shall provide the City every reasonable opportunity to ascertain that
the Services are being performed in accordance with the requirements and intentions of
this Agreement. All work done and materials furnished, if any, shall be subject to
inspection and approval by the City. The inspection of such work shall not relieve Artist
of any of its obligations pursuant to this Agreement.
10. ProLFress Reports. Upon the City's request, Artist shall provide, in a form acceptable to
City, written progress reports of all oral and written observations, opinions,
recommendations, analyses, progress and conclusions related to Artist's performance of
the Services.
11. Confidentiality. In the course of Artist's employment, Artist may have access to trade
secrets and confidential information, disclosure of which is protected or limited by law.
Artist shall not directly or indirectly disclose or use any such confidential information,
except as required for the performance of the Services.
12. Conflict of Interest. Artist represents that it presently has no interest, and covenants that
it shall not acquire any interest, direct or indirect, financial or otherwise, which would
conflict in any manner or degree with the performance of the Services hereunder. Artist
further covenants that, in the performance of this Agreement, it shall not employ any
subcontractor or person having such a conflict of interest. Artist represents that no one
who has or will have any financial interest under the Agreement is an officer or employee
of City. If such conflict of interest arises during this Agreement or any extension, Artist
will immediately advise City and City may, at its sole discretion, immediately terminate
this Agreement. Certain Artists are subject to the requirements, including the disclosure
and reporting requirements, of the City's Conflict of Interest Code adopted pursuant to
the Political Reform Act. Such Artists subject to the City's Conflict of Interest Code
include those whose work may involve: making government decisions regarding
approval or adoption of rates, rules, or regulations, action on permits or other
applications, authorization to enter into or modify contracts, or approval of plans,
designs, reports, or studies. Artist agrees to comply fully with all such requirements to
the extent they apply to Artist's performance of the Services.
13. Artist No Agent. Except as City may specify in writing, Artist shall have no authority,
express or implied, to act on behalf of City in any capacity whatsoever as an agent. Artist
shall have no authority, express or implied, pursuant to this Agreement to bind City to
any obligation whatsoever.
14. Standard of Performance. Artist shall perform all the Services in a manner consistent
with the standards of Artist's profession. All instruments of service of whatsoever
nature, which Artist delivers to City pursuant to this Agreement, shall be prepared in a
substantial, workmanlike manner and conform to the standards of Artist's profession. All
such instruments of service shall become the sole and exclusive property of City upon
delivery of the same.
Resolution No. 2016 -123 N.C.S.
Exhibit A to the Resolution
15. Assignment /Transfer. No assignment or transfer in whole or in part of this Agreement
shall be made without the prior written consent of City.
16. Subcontractors. Artist shall directly perform all Services, other than those specifically
referred to in the Scope of Services as being done by subcontractors, and shall not
subcontract any portion of performance of the Services without the prior written consent
of City. Any such subcontractors shall be required to comply, to the full extent
applicable, with the terms and conditions of this Agreement, including but not limited to,
procuring and maintaining insurance coverage as required herein and which shall name
City as an additional insured.
17. Compliance With All Laws. Artist shall fully comply with all applicable local, state and
federal rules, laws, regulations and ordinances pertaining to the performance of the
Services required hereunder, including but not limited to, the California Building
Standards Code as in effect in the City, the Americans with Disabilities Act, and any laws
and regulations related to any copyright, patent, trademark or other intellectual property
right involved in performance of the Services. Artist's failure to comply with any law(s)
or regulation(s) applicable to the performance of the Services hereunder shall constitute a
material breach of this Agreement. To the extent that any other government agency or
entity provides compensation for any Services, Artist shall comply with all rules and
regulations applicable to such fiscal assistance.
18. Prevailing Wages. This Agreement is subject to the requirements of the California
Prevailing Wage Law, California Labor Code Section 1720 et seq., and the Services as
described in Exhibit A -1 will be performed in accordance with all applicable
requirements of the California Prevailing Wage Law, including, but not limited to, all
applicable requirements contained in Exhibit A -1, which is attached to and made a part of
this Agreement.
19, Living Wage Ordinance. Without limiting the foregoing Section 17, Artist shall comply
fully with all applicable requirements of Petaluma Municipal Code, Chapter 8.36, Living
Wage (the "Living Wage Ordinance "), as the same may be amended from time to time.
Upon the City's request Artist shall promptly provide to the City documents and
information verifying Artist's compliance with the requirements of the Living Wage
Ordinance, and shall within fifteen (15) calendar days of the Effective Date of this
Agreement, notify each of its affected employees as to the amount of wages and time off
that are required to be provided to them pursuant to the Living Wage Ordinance. The
Acknowledgement and Certification Pursuant to City of Petaluma Living Wage
Ordinance, attached to this Agreement at Exhibit A -3, shall be a part of this Agreement
for all purposes, and Artists that are subject to Living Wage Ordinance requirements, as
determined by the City, must provide a properly completed Exhibit A -3 in accordance
with the requirements of the Living Wage Ordinance. Artist's noncompliance with the
applicable requirements of the Living Wage Ordinance shall constitute cause for City's
termination of this Agreement pursuant to Section 4 hereof.
20. Discrimination. During the performance of this Agreement, Artist shall not discriminate
against any employee or applicant for employment because of race, religion, creed, color,
Resolution No. 2016 -123 N.C.S.
Exhibit A to the Resolution
national origin, ancestry, gender, sexual orientation, age or physical or mental disability
in violation of any applicable law.
21. Notice. Except as otherwise specified in this Agreement, all notices to be sent pursuant
to this Agreement shall be made in writing, and sent to the Parties at their respective
addresses specified below or to such other address as a Party may designate by written
notice delivered to the other Party in accordance with this Section. All such notices shall
be sent by:
(i) personal delivery, in which case notice is effective upon delivery;
(ii) certified or registered mail, return receipt requested, in which case notice shall be
deemed delivered on receipt if delivery is confirmed by a return receipt;
(iii) nationally recognized overnight courier, with charges prepaid or charged to the
sender's account, in which case notice is effective on delivery if delivery is
confirmed by the delivery service; or
(iv) facsimile transmission, in which case notice shall be deemed delivered upon
transmittal, provided that (a) a duplicate copy of the notice is promptly delivered
by first -class or certified mail or by overnight delivery, or (b) a transmission
report is generated reflecting the accurate transmission thereof. Any notice given
by facsimile shall be considered to have been received on the next business day if
it is received after 5:00 p.m. recipient's time or on a nonbusiness day.
City: City Clerk
City of Petaluma
Post Office Box 61
Petaluma, California 94953
Phone: (707) 778 -4360
Fax: (707) 778 -4554
Email: citycler @ci.petaluma.ca.us
And:
City of Petaluma — Planning Division
Heather Hines, Planning Manager
11 English Street
Petaluma, California 94952
Phone: (707) 778 -4316
Fax: (707) 778 -4498
Email: hhines @ci.petaluma.ca.us
Artist: Brian Goggin
499 Alabama Street
Studio #123
San Francisco, California 94110
Phone: (415) 377 -7549
Fax: N/A
Email: gog @metaphorm.org
Resolution No, 2016 -123 N.C.S.
Exhibit A to the Resolution
22. Ownership of Documents. All original papers, documents or computer material on disk
or microfilm, and copies thereof, produced as a result of this Agreement, shall be the
property of City and may not be used by Artist without the written consent of City.
Copies of such documents or papers shall not be disclosed to others without the written
consent of the City Manager or his or her designated representative.
23. Indemnification. To the maximum extent permitted by law, Artist shall, at its own
expense, indemnify, defend with counsel acceptable to the City, (which acceptance will
not be unreasonably withheld), and hold harmless City and its officers, officials,
employees, agents and volunteers ( "Indemnitees ") from and against any and all alleged
liability, loss, damage, claims, suits, actions, arbitration proceedings, administrative
proceedings, regulatory proceedings, civil penalties and fines, expenses and costs
(including, without limitation, claims expenses, attorney's fees and costs and fees of
litigation) (collectively, "Liability ") of every nature, whether actual, alleged or
threatened, arising out of or in connection with the Services or Artist's failure to comply
with any of the terms of this Agreement, regardless of any fault or alleged fault of the
Indemnitees.
The Artist's obligation to indemnify, defend and hold harmless under this provision shall
not be excused because of the Artist's inability to evaluate Liability, or because the Artist
evaluates Liability and determines that the Artist is not or may not be liable. The Artist
must respond within 30 calendar days to any tender for defense and indemnity by the
City, unless the time for responding has been extended by an authorized representative of
the City in writing. If the Artist fails to accept tender of defense and indemnity within 30
calendar days, in addition to any other remedies authorized by law, so much of the money
due or that may become due the Artist under this Agreement as shall reasonably be
considered necessary by the City, may be retained by the City until disposition has been
made of the matter subject to tender, or until the Artist accepts the tender, whichever
occurs first. In the event that the City must file responsive documents in a matter
tendered to Artist prior to Artist's acceptance of tender, Artist agrees to fully reimburse
all costs, including but not limited to attorney's fees and costs and fees of litigation,
incurred by the City in filing such responsive documents.
The Artist waives any and all rights to express or implied indemnity against the
Indemnitees concerning any Liability of the Artist arising out of or in connection with the
Services or Artist's failure to comply with any of the terms of this Agreement. The
Artist's responsibility of such defense and indemnity obligations shall survive the
termination or completion of this Agreement for the full period of time allowed by law.
The defense and indemnification obligations of this Agreement are undertaken to, and
shall not in any way be limited by, the insurance obligations contained in this Agreement.
Notwithstanding the foregoing, to the extent this Agreement is a "construction contract"
as defined by California Civil Code Section 2783, as may be amended from time to time,
Artist's duty to indemnify under this provision shall not apply when to do so would be
prohibited by California Civil Code Section 2782, as may be amended from time to time.
Notwithstanding the foregoing, to the extent that the Services include design professional
services subject to California Civil Code Section 2782.8, as may be amended from time
Resolution No, 2016 -123 N.C.S.
Exhibit A to the Resolution
to time, Artist's duty to indemnify shall only be to the maximum extent permitted by
California Civil Code Section 2782.8.
24. Insurance. Artist shall comply with the "Insurance Requirements for Artists" in Exhibit
A -2, attached hereto and incorporated herein by reference.
25. Amendment. This Agreement may be amended only by a written instrument executed
by both Parties.
26. Litigation. If litigation ensues which pertains to the subject matter of Artist's services
hereunder, Artist, upon request from City, agrees to testify therein at a reasonable and
customary fee.
27. Construction. This Agreement is the product of negotiation and compromise on the part
of both Parties and that the Parties agree that, notwithstanding Civil Code section 1654,
any uncertainty in the Agreement shall not be construed against the drafter of the
Agreement.
28, Governing Law; Venue. This Agreement shall be enforced and interpreted under the
laws of the State of California and the City of Petaluma. Any action arising from or
brought in connection with this Agreement shall be venued in a court of competent
jurisdiction in the County of Sonoma, State of California.
29. Non - Waiver. The City's failure to enforce any provision of this Agreement or the
waiver thereof in a particular instance shall not be construed as a general waiver of any
part of such provision. The provision shall remain in full force and effect.
30. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of
this Agreement shall continue in full force and effect.
31. No Third Party Beneficiaries. The Parties do not intend to create, and nothing in this
Agreement shall be construed to create any benefit or right in any third party.
32. Mediation. The Parties agree to make a good faith attempt to resolve any dispute arising
out of this Agreement through mediation prior to commencing litigation. The Parties
shall mutually agree upon the mediator and shall divide the costs of mediation equally.
33. Artist's Books and Records.
A. Artist shall maintain any and all ledgers, books of accounts, invoices, vouchers,
canceled checks, and other records or documents evidencing or relating to charges
for services, or expenditures and disbursements charged to the City for a
minimum period of three (3) years or for any longer period required by law, from
the date of final payment to Artist pursuant to this Agreement.
B. Artist shall maintain all documents and records which demonstrate performance
under this Agreement for a minimum period of three (3) years or for any longer
Resolution No. 2016 -123 N.C.S.
Exhibit A to the Resolution
period required by law, from the date of termination or completion of this
Agreement.
C. Any records or documents required to be maintained pursuant to this Agreement
shall be made available for inspection or audit, at any time during regular business
hours, upon written request by the City Manager, City Attorney, City Finance
Director, or a designated representative of these officers. Copies of such
documents shall be provided to the City for inspection at Petaluma City Hall
when it is practical to do so. Otherwise, unless an alternative is mutually agreed
upon, the records shall be available at Artist'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 Artist'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 the records and documents be
maintained in Petaluma City Hall. Access to such records and documents shall be
granted to any party authorized by Artist, Artist's representatives, or Artist's
successor in interest.
34. Headings. The headings used in this Agreement are for convenience only and are not
intended to affect the interpretation or construction of any provisions herein.
35. Survival. All obligations arising prior to the termination or expiration of this Agreement
and all provisions of this Agreement allocating liability between City and Artist shall
survive the termination or expiration of this Agreement.
36. Entire Agreement. This Agreement, including the exhibits attached hereto and
incorporated herein, constitutes the entire agreement between the Parties with respect to
the Services, and supersedes all prior agreements or understandings, oral or written,
between the Parties in this regard.
IN WITNESS WHEREOF, the parties hereto have executed this document the day, month and
year first above written.
CITY OF PETALUMA
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
ARTIST
By
Name
Title
Address
City State Zip
City Attorney Taxpayer LD, Number
Resolution No. 2016 -123 N.C.S.
Exhibit A to the Resolution
Petaluma Business Tax Certificate Number
Resolution No. 2016 -123 N.C.S.