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Home My WebLink About2026/05/12 City Council Resolution 2026-040 RESOLUTION NO. 2026-040 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK AUTHORIZING AND APPROVING THE CITY MANAGER TO EXECUTE A MEMORANDUM OF UNDERSTANDING WITH THE COMMUNITY CHILD CARE COUNCIL OF SONOMA COUNTY FOR THE FEASIBILITY STUDY FOR NEW CONSTRUCTION AT CITY-OWNED PROPERTY LOCATED AT 1455 GOLF COURSE DRIVE WHEREAS, the City of Rohnert Park owns property located at 1455 Golf Course Drive, known as the Gold Ridge property; and WHEREAS, the current Lease Agreement with Community Child Care Council of Sonoma County (4Cs) will expire on August 31, 2026 and (4Cs) wishes to build a new early childhood education center at said property; and WHEREAS, the 4Cs organization would like to complete a Feasibility Study for this proposed development, at their sole expense; and WHEREAS, the City desires to execute a Memorandum of Understanding (MOU) with 4Cs; and WHEREAS,the MOU agrees to good-faith negotiations of a long-term lease or potential sale of the property if both parties determine the project to be feasible; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rohnert Park that it does hereby authorize and approve a Memorandum of Understanding by and between Community Child Care Council of Sonoma County, a California Non-Profit Corporation, and the City of Rohnert Park, a municipal corporation, for a Feasibility Study of new construction at City owned property located at 1455 Golf Course Drive, known as the Gold Ridge Property. BE IT FURTHER RESOLVED that the City Manager, or her designee, is hereby authorized and directed to take all actions to effectuate this MOU for and on behalf of the City of Rohnert Park, including execution,if necessary, in substantially similar form to the MOU attached hereto as Exhibit"A," subject to minor modifications by the City Manager or City Attorney. DULY AND REGULARLY ADOPTED this 12th May 2026. CITY OF ROHNERT PARK aiATTEST: born, Mayor Sylvia Lopez Cuevas, City Clerk APPROVED AS TO FORM: I\- •� `V P llavi Vishwanath, Deputy City Attorney - : Attachments: Exhibit A ADAMS: GIUDICE: RODRIGUEZ: ELWARD: SANBOR t/ AYES: (�Al.1OES: ( ) ABSE T: ( , ) ABSTAIN: ) Memorandum of Understanding - 1455 Golf Course Drive Rohnert Park CA 2.27.26 4909-3802-9714 v.2.docx Page 1 of 5 MEMORANDUM OF UNDERSTANDING This MEMORANDUM OF UNDERSTANDING (“MOU”) is entered into by the CITY OF ROHNERT PARK, a California municipal corporation (“City”) and COMMUNITY CHILD CARE COUNCIL OF SONOMA COUNTY, a California non-profit public benefit corporation (“4Cs”) as of ____________, 2026 (the “Effective Date”). City and 4Cs are referred to in this MOU individually as a “Party” and collectively as the “Parties.” RECITALS A. The City and 4Cs entered into the Amended and Restated Site Lease Agreement dated July 1, 2016 (“Existing Lease”) whereby 4Cs leased from the City certain portable buildings (“Buildings”) located on the City-owned real property having the address of 1455 Golf Course Drive, Rohnert Park, California (the “Real Property”) for use as a licensed daycare facility; the Existing Lease is scheduled to expire on August 31, 2026. Nothing in this MOU changes the expiration date of the existing lease. B. The City has determined that the Buildings are no longer useable and need to be demolished; however, 4Cs desires to continue to operate a licensed daycare facility on the Real Property. C. The City and 4Cs desire to (1) document 4Cs’s obligation to conduct, at 4Cs’s sole cost and expense, an investigation and study of the feasibility of designing and constructing a new building or buildings and related improvements on the Real Property for use as a licensed childcare facility, and, (2) to document that if such design and construction is determined to be feasible, the Parties’ obligation to negotiate in good faith a new long-term lease of the Real Property, or portions thereof, or a potential purchase by 4Cs of the Real Property, or portions thereof, for use as a licensed childcare program. D. The Parties desire by this MOU to memorialize their agreement regarding the obligations set forth in Recital C. AGREEMENT In consideration of the mutual promises, covenants, and conditions set forth in this MOU, the Parties agree as follows: 1. Feasibility Study 1.1 4Cs shall undertake, at 4Cs’ sole cost and expense, a feasibility study for the design and construction of a permanent building or buildings and related improvements for the continued operation of the licensed day care facility on the Real Property. The feasibility study shall be completed no later than August 31st, 2026, and 4Cs shall promptly provide a copy of such feasibility study to the City. This provision of the MOU is binding on the Parties. 1.2 4Cs and the City shall have until March 31, 2027 to determine, each in its sole Docusign Envelope ID: 61AFCF4E-CE18-8095-82E8-C6E8701EAA69 Memorandum of Understanding - 1455 Golf Course Drive Rohnert Park CA 2.27.26 4909-3802-9714 v.2.docx Page 2 of 5 discretion, whether the construction of a new building(s) and related improvements is feasible, and to notify the other Party in writing of its determination. If either 4Cs or the City fails to provide its feasibility determination to the other Party by such date, such non-responsive Party shall be deemed to have determined that the actions are not feasible. If either 4Cs or the City determines, or is deemed to have determined, that these actions are not feasible, the Existing Lease shall terminate on its scheduled expiration date of August 31, 2026, if it has not already terminated, and if either 4Cs or the City determines, or is deemed to have determined, that these actions are not feasible, the Parties shall have no further obligations under this MOU This provision of the MOU is binding on the Parties. 1.3 If both 4Cs and the City determine, each in its sole discretion, that the construction of a new building(s) and related improvements is feasible, then the City and 4Cs shall commence good faith discussions and negotiations specific to the development of a childcare facility, including new buildings and related improvements, on the Real Property. It is anticipated that the negotiations would include discussion regarding the potential sale or a long-term lease of the Real Property, or a portion thereof, to 4Cs. This obligation to discuss and negotiate in good faith is binding on the Parties; however, if the Parties cannot reach agreement in their negotiations regarding such a future arrangement by way of a full and complete definitive legally binding written agreement on or before June 30, 2027, the Parties shall terminate their negotiations, the Existing Lease having already terminated on August 31, 2026, and the Parties will have no further obligations under the Existing Lease or this MOU. 1.4 Notwithstanding the Parties’ agreement in this MOU to have discussions and negotiations in good faith as set forth above, the Parties agree that no potential sale or lease arrangement is actually agreed to by the Parties in this MOU, and no arrangement shall be considered to be agreed to by the Parties unless and until the Parties enter into a full and complete definitive legally binding written purchase and sale agreement or lease agreement. 2. MISCELLANEOUS PROVISIONS 2.1 Notices. Any notices or reports relating to this MOU, and any request, demand, statement, or other communication required or permitted under this MOU must be in writing and must be delivered to the Parties at the addresses set forth below; delivery via email during regular business hours is acceptable. A notice will be deemed to have been received on the date of delivery, if delivered by hand, or via email or nationally recognized overnight delivery service during regular business hours. City: City of Rohnert City Manager 130 Avram Avenue Rohnert Park, California 94828 Email: admin@rpcity.org With a copy to: Office of City Attorney Burke, Williams & Sorensen, LLP 1999 Harrison Street, Suite 1650 Oakland, California 94612 Attention: Michelle Marchetta Kenyon Email: mkenyon@bwslaw.com Docusign Envelope ID: 61AFCF4E-CE18-8095-82E8-C6E8701EAA69 Memorandum of Understanding - 1455 Golf Course Drive Rohnert Park CA 2.27.26 4909-3802-9714 v.2.docx Page 3 of 5 4Cs: Community Childcare Council of Sonoma County 131-A Stony Circle, Suite 300 Santa Rosa, California 95401 Attn: Melanie Dodson, Executive Director Email: mdodson@sonoma4cs.org 2.2 Relationship of the Parties. The Parties are, and will remain as to each other, independent entities. No employee, agent, or officer of a Party will be deemed for any purpose whatsoever to be an agent, employee, or officer of the other Party. 2.3 Amendment of MOU. This MOU may be amended only by written instrument signed by both Parties. 2.4 Assignment. The rights and duties of a Party under this MOU may not be assigned without the advance written consent of the other Party, and any attempt to assign such rights or duties in contravention of this section will be null and void. Subject to the foregoing limitations, this MOU inures to the benefit of, and is binding upon, the successors and assigns of the Parties. 2.5 Governing law. This MOU is governed by, and will be interpreted, construed, and enforced in accordance with the laws of the State of California, without reference to its choice of law rules. 2.6 Entire Agreement; Conflicts. This MOU constitutes the entire agreement between the Parties with respect to the subject matter of this MOU. In the event of any conflict between the provisions of the Existing Lease and the provisions of this MOU, the provisions of this MOU shall control. 2.7 Waiver. Waiver by a Party to this MOU of any term, condition, or covenant of this MOU will not constitute a waiver of any other term, condition, or covenant. Waiver by a Party as to any breach of the provisions of this MOU will not constitute a waiver of any other provision, nor will it constitute a waiver of any subsequent breach or violation of any provision of this MOU. 2.8 No Presumption in Drafting. Both Parties have had the opportunity to have this MOU reviewed by their legal counsel. Accordingly, this MOU will be construed according to its fair meaning. 2.9 Severability. If one or more clauses, sentences, paragraphs or provisions of this MOU is held to be unlawful, invalid or unenforceable, the remainder of the MOU will not be affected. Such clauses, sentences, paragraphs or provisions will be deemed reformed so as to be lawful, valid, and enforced to the maximum extent possible. 2.10 Execution by Counterparts; Electronic Signatures. This MOU may be executed in any number of counterparts and upon execution by both Parties, each executed counterpart will have the same force and effect as an original instrument and as if both Parties had signed the same instrument. The Parties agree that an electronic copy of a signed contract, or an electronically signed contract, has the same force and legal effect as a contract executed with an original ink signature. Docusign Envelope ID: 61AFCF4E-CE18-8095-82E8-C6E8701EAA69 Memorandum of Understanding - 1455 Golf Course Drive Rohnert Park CA 2.27.26 4909-3802-9714 v.2.docx Page 4 of 5 [SIGNATURES ON NEXT PAGE] Docusign Envelope ID: 61AFCF4E-CE18-8095-82E8-C6E8701EAA69 Memorandum of Understanding - 1455 Golf Course Drive Rohnert Park CA 2.27.26 4909-3802-9714 v.2.docx Page 5 of 5 IN WITNESS WHEREOF, the undersigned authorized representatives of the Parties have executed this MOU as of the dates inserted below, but this MOU shall be effective retroactively to the Effective Date set forth on the first page of this MOU. APPROVED AS TO FORM: ________________________ Michelle Marchetta Kenyon City Attorney Date Signed: ______________ “City” CITY OF ROHNERT PARK, a California municipal corporation By __________________________ City Manager Date Signed: _________________ “4Cs” COMMUNITY CHILD CARE COUNCIL OF SONOMA COUNTY, a California non-profit public benefit corporation By _____________________________ Melanie Dodson Executive Director Date Signed: ________________ Docusign Envelope ID: 61AFCF4E-CE18-8095-82E8-C6E8701EAA69 4/23/2026