Agenda — Arvin City Council, October 24, 2023 (part 2 of 2)

Staff Report – Veolia Solar Master Services Agreement.

CITY OF ARVIN
Staff Report
Meeting Date: October 24, 2023
TO: Arvin City Council
FROM: John Burdette & Gerry Lemus, Veolia North America Jeff Jones, City Manager / Finance Director
SUBJECT: A Public Hearing to Consider Approval of A Resolution of the City Council of the City of Arvin Adopting the Findings and Approving A Master Services Agreement and Statement of Work for Energy Related Improvements to City of Arvin’s Wastewater Treatment Plant (WWTP) with Enovity, Inc., A Veolia Company.

BACKGROUND:

Veolia proposes to install a solar renewable energy generating system at the City of Arvin wastewater treatment plant (WWTP) to reduce utility costs required to operate the WWTP. City Council provided direction to Veolia to move forward and to complete the required engineering and design to meet the PG&E Interconnection Application Deadline of April 14th, 2023, to ensure the City of Arvin would be grandfathered into the PG&E Net Energy Metering (NEM) v2.0 program which offers much higher bill credits over the NEM v3.0 program that was going into effect on April 15th, 2023. City Council also provided direction to abandon the Power Purchase Agreement (PPA) funding approach and directed Veolia to apply to the California Energy Commission (CEC) Energy Conservation Assistance Act (ECAA) (1% Interest) Loan Program to fund the project in combination with the U.S Federal Investment Tax Credit (ITC) cash payment option for municipalities.

Veolia has successfully completed the above tasks and has received acknowledgement from both PG&E and the CEC that the City of Arvin’s applications have been received and are being processed. Veolia has worked with the City Manager and City Attorney to present a Master Services Agreement that has been approved by Veolia, City Staff, and City Attorney.

Veolia has conducted a detailed solar renewable energy model and cost analysis to determine the economic feasibility of implementing such a system. The data indicates that the PG&E and Constellation Energy cost of electricity including generation, transmission and distribution charges has been escalating at a rate of 10%+ per year over time, well above average escalation rates year after year. It has been determined that a solar renewable energy generation system located at the WWTP would create significant value and a handsome return on investment (ROI) for the City of Arvin. ROI’s estimates range from conservative coming in at 390%+ ROI and up to 900%+ ROI, over the life of the system, if escalation rates continue at the same rate as they have over the last 40 years in the PG&E service territory.

The project will also include avoided capital expenditures that the City of Arvin would have had to pay for as a capital expense, out of the city’s budget in the near future. Veolia proposed to include installing a new main electrical switchgear panel on the City of Arvin’s side of the PG&E utility meter, increasing the capacity from 800 amps to 2000 amps and also includes the

5.B.2
Attachment: Staff Report Request Veolia Solar Master Services Agmt - WWTP_102423 (Enovity - Master Services Agreement - Energy Related

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Staff Report – Veolia Solar Master Services Agreement.
relocation and increasing the size of the “centrate” drain pipe line. Both projects were future capital expenditures for the City of Arvin, which the City of Arvin can avoid having to pay out of the general fund as a capital expenditure.

Veolia has moved forward, by direction of the City Council and has internally funded, all project development, engineering, PG&E interconnection services, and associated fees to secure and grandfather the City of Arvin on the current Net Energy Metering (NEM v2.0) program. The proposed solar renewable energy system will reduce costs significantly and immediately reduce electric charges. The proposed system will also fix the cost of electricity for the amount of electricity that the solar renewable energy system produces, offering the City of Arvin a guaranteed hedge against the high inflation of PG&E delivered power and offer an avoided utility cost savings for the City of Arvin and its residents. The cost of PG&E electricity is forecasted to rise at even higher escalation rates due to the undergrounding of electrical transmission lines over thousands of miles and the adoption of Electric Vehicles (EV) which increase both cost and demand for ratepayers.

California Energy Commission (CEC) Energy Conservation Assistance Act (ECAA) One Percent (1%) Interest Loan Program
The State of California provides a revolving loan program to assist municipalities in implementing renewable energy and energy efficiency projects to save operating costs and reduce carbon footprint.

Per City Council’s direction, at the City Council Meeting on April 25th, 2023. Veolia has submitted the feasibility study to the California Energy Commission for their review and approval. Veolia has received acknowledgement that the application has been accepted and the anticipated funding date for the project will be July 2024.

United States Federal Investment Tax Credit (ITC), Cash Payment Option for Municipal Entities The City of Arvin is eligible of up to $1,448,024.00 from the United States Treasury. This cash payment combined with the CEC ECAA (1%) Interest Loan, fully funds the project with an Annual Percentage Rate (APR) of less than one percent (1%) when the two funding sources are combined. The City of Arvin may also qualify for an additional 10% bonus on the ITC Cash Payment for being a disadvantaged community. If the City of Arvin does qualify for this additional payment from the IRS, the financial Return on Investment (ROI) will improve even more.

Veolia has worked closely with the consultant that the City of Arvin hired, Project Development Solutions (PDS) out of Bakersfield, California to identify cost reduction opportunities for the proposed system. As a team effort, Veolia and PDS have identified significant first cost savings to the project in the amount of $229,439.00, lowering the Veolia implementation contract amount from $3,900,000.00 to $3,670,561.00 resulting in an 5.9% first cost reduction and includes the customized payment terms to accommodate cash flow management for the City of Arvin.

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Attachment: Staff Report Request Veolia Solar Master Services Agmt - WWTP_102423 (Enovity - Master Services Agreement - Energy Related

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Staff Report – Veolia Solar Master Services Agreement.

CUSTOMIZED PAYMENT TERMS:

Veolia has extended their standard NET-30 payment terms to NET-60 to accommodate the extended time it will take the California Energy Commission (CEC) to reimburse the City of Arvin for progress payment invoices.

And,
Section 4.3 of the Agreement has been modified in the Statement of Work for this project; whereas the City of Arvin may designate up to $1,000,000.00 in invoices for deferred payment such that the City of Arvin will not be required to remit for payment to Veolia such amounts designated for deferral until the earlier to occur of: (a) seven (7) days from the date of receipt by the City of Arvin of Investment Tax Credit amounts from the United States Government related to the Project in an amount greater than or equal to the amount designated for deferral; and (b) five hundred and forty-seven (547) days from the invoice date of the first invoice designated for deferral.

ENVIRONMENTAL:

The project is deemed to be categorically exempt from CEQA and Veolia has filed a Notice of Exemption (NOE) which will include a brief description of the proposed project, the location of the project, a finding that the project is exempt from CEQA, including a citation to the appropriate exemption, and a brief statement of the reasons to support the finding that this project is exempt per CEQA guidelines (15062(a).)
If a NOE is filed after project approval, it will trigger a 35-day statue of limitations for challenging the agency’s decision that the project is exempt from CEQA. (Pub. Res. Code 21167(d); Guidelines 15062(d).) If the NOE is not filed, the time period for challenging the action under CEQA is normally 180 days following the agency’s approval. (Pub. Res. Code 21167(d); Guidelines 15062(d).)
The NOE has been filed with both the Governor’s Office of Planning and Research and the County of Kern. The 35-day statue has passed with no challenges to the City of Arvin.

STAFF RECOMMENDATION:

Staff recommends that the Council act and approve the Master Services Agreement as modified from the original proposal and presented by Veolia to implement the solar renewable energy generating system at the City of Arvin’s Wastewater Treatment Plant (WWTP.) FINANCIAL IMPACT: $3,000,000.00 CEC ECAA Loan Required by City of Arvin $1,285,714.00 US Federal 30%-40% ITC – Cash Payment
$4,285,714.00 Total Potential Funding Opportunity
$3,435,061.00 Veolia Contract Implementation Cost
$ 235,500.00 Extended Payment Terms During Construction $3,670,561.00 Enovity, a Veolia Company Contract

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Attachment: Staff Report Request Veolia Solar Master Services Agmt - WWTP_102423 (Enovity - Master Services Agreement - Energy Related

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Staff Report – Veolia Solar Master Services Agreement.
$ 185,000.00 Estimated PG&E Utility Service Upgrade
$3,855,561.00 Total Estimated Funding Required
$8,906,309.00 Projected Electrical Cost Savings over life of Solar Renewable Energy System @ 3% PG&E
Annual Escalation, 246% ROI
$13,680,674.00 Projected Electrical Cost Savings over life of Solar Renewable Energy System @ 5% PG&E
Annual Escalation, 377% ROI
$39,252,681.00 Projected Electrical Cost Savings over life of Solar Renewable Energy System @ 10% PG&E
Annual Escalation, 1,084% ROI
ATTACHMENTS:

Veolia FBS Program – The City of Arvin Solar WWTP R5 - 10242023

5.B.2
Attachment: Staff Report Request Veolia Solar Master Services Agmt - WWTP_102423 (Enovity - Master Services Agreement - Energy Related Reso Approving Solar Master Services Agreement for Energy Related Improvements to City of Arvin WWTP with Enovity, a Veolia Company.

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RESOLUTION NO. _______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ARVIN

ADOPTING CERTAIN FINDINGS AND APPROVING A MASTER

SERVICES AGREEMENT AND STATEMENT OF WORK FOR ENERGY
RELATED IMPROVEMENTS TO CITY OF ARVIN’S WASTEWATER
TREATMENT PLANT WITH ENOVITY, A VEOLIA COMPANY.

WHEREAS California Government Code Section 4217.10 to 4217.18, authorizes the City of Arvin to enter into a Master Services Agreement for the implementation of energy related improvements if the City of Arvin finds that it is in the best interest of the City of Arvin to enter into such Master Services Agreement and that the anticipated cost to the City of Arvin for thermal or electrical energy or conservation services under the contract will be less than the anticipated marginal cost to the City for thermal, electrical, or other energy that would have been consumed by the City in the absence of such a contract; and WHEREAS the cost for thermal or electrical energy or conservation services provided under the proposed Master Services Agreement by and between the City of Arvin and Enovity, a Veolia Company, for the implementation of certain energy measures, will be less than the anticipated marginal cost to the City for thermal, electrical, or other energy that would have been consumed by the City in the absence of the implementation of the improvements under the Master Services Agreement, also known as, an Energy Service Contract.

NOW THEREFORE, the City Council of the City of Arvin finds and adopts the following:

SECTION 1. That the foregoing findings and recitals are true and correct.

SECTION 2. That the City of Arvin hereby declares its intention to enter into the proposed agreement with Enovity, a Veolia Company for energy conservation services for the City of Arvin facilities as defined by the Master Services Agreement, a true and correct copy of which is attached hereto as Exhibit “A.”
SECTION 3. That the City Council authorizes the City Manager or his/her designee to execute all documents necessary to enter into the Agreement with Enovity, a Veolia Company, for energy conservation services and custom extended payment terms for the City of Arvin facilities as defined by the Master Services Agreement and Statement of Work.

SECTION 4. That this Resolution shall become effective immediately upon adoption by the City Council.

SECTION 5. That the City Clerk shall certify to the passage and adoption of this Resolution.
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5.B.3
Attachment: Reso Approving Solar Master Services Agmt for Energy Related Imp to COA WWTP with Enovity, A Veolia Company_102423 Reso Approving Solar Master Services Agreement for Energy Related Improvements to City of Arvin WWTP with Enovity, a Veolia Company.

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I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the City Council of the City of Arvin at its regular meeting thereof held on the 24th day of October 2023 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST
CECILIA VELA, City Clerk

CITY OF ARVIN
By:

OLIVIA TRUJILLO, Mayor
APPROVED AS TO FORM:

By:

NATHAN HODGES, City Attorney
Hodges Law Group
Exhibit A: Master Services Agreement
I, ____________________________, City Clerk of the City of Arvin, California, DO HEREBY CERTIFY that the foregoing is a true and accurate copy of the Resolution passed and adopted by the City Council of the City of Arvin on the date and by the vote indicated herein.

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EXHIBIT A

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Attachment: Reso Approving Solar Master Services Agmt for Energy Related Imp to COA WWTP with Enovity, A Veolia Company_102423 Enovity, Inc. / City of Arvin
Master Services Agreement

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AGREEMENT NO. __________

MASTER SERVICES AGREEMENT
This Master Services Agreement (this “Agreement”) is made effective as of the date of the last signature hereto (“Effective Date”) by and between Enovity, Inc., a California corporation and a Veolia company, with an address at 100 Montgomery St. Suite 600, San Francisco, California 94104 (“Service Provider”), and City of Arvin, California, with an office at 200 Campus Dr. Arvin, CA 93203 (“Client”) (each of Service Provider and Client a “Party” and, together, the “Parties”).

WHEREAS, California Government Code section 4217.10, et seq., authorizes the Client, as a public agency, to enter into an energy services agreement wherein the Service Provider provides conservation services to the Client from an energy conservation facility on terms that its governing body determines are in the best interest of the Client;
WHEREAS, pursuant to California Government Code section 4217.11(d), “conservation services” include electrical, thermal, or other energy savings resulting from conservation measures, which shall be treated as a supply of such energy;
WHEREAS, through this Agreement, Client intends to contract for implementation, including engineering, system design, fabrication and installation, of renewable energy generation and energy management systems that will result in energy savings to Client and which shall be a supply of energy to Client at various sites owned or controlled by Client, consistent with the terms of California Government Code section 4217.10, et seq.;
WHEREAS, Client’s governing body, after holding a hearing at a regularly scheduled public hearing and after having provided two weeks advance notice of such hearing, made all findings required by Government Code section 4217.12 for Client to enter into this Agreement; NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Service Provider and Client agree as follows:

1. Scope of Services. Service Provider shall provide to Client the services (the “Services”) set out in one or more statements of work to be executed between Client and Service Provider (each, a “Statement of Work”) for an individual project (each, a “Project”) from time to time. The initial accepted Statement of Work is attached hereto as Exhibit A. Service Provider shall be responsible for the professional quality, technical accuracy, and timely completion of its Services. Service Provider shall cooperate with Client’s construction manager, architects and engineers, as well as any consultants for the Project as needed in the performance of the Services. Service Provider is responsible for the execution of all aspects of its services and shall coordinate its services with Client’s facility management staff.

2. Service Provider Obligations. Service Provider shall:

2.1. Designate employees or contractors that it determines, in its sole discretion, to be capable of filling the following positions:

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Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

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(a) A person to act as its authorized representative with respect to all matters pertaining to this Agreement (the “Service Provider Contract Manager”), which person will initially be Jeff Guild. (b) A person to act as its authorized representative with respect to each Statement of Work (“Project Representative” and, together with the Service Provider Contract Manager, the “Provider Representatives”), which person will initially be Mirna Romero.

2.2. Make no changes in Provider Representatives except:
(a) Following notice to Client.
(b) Upon the resignation, termination, death, or disability of an existing Provider Representative. (c) At the reasonable request of Client, in which case Service Provider shall use reasonable efforts to appoint a replacement at the earliest time it determines to be commercially viable.

3. Client Obligations. Client:

3.1. Shall designate one of its employees to serve as its primary contact with respect to this Agreement and to act as its authorized representative with respect to matters pertaining to this Agreement (the “Client Contract Manager”), with such designation to remain in force unless and until a successor Client Contract Manager is appointed, and which person shall initially be Jeff Jones.

3.2. Shall require that the Client Contract Manager respond promptly to any reasonable requests from Service Provider for instructions, information, or approvals required by Service Provider to provide the Services.

3.3. Shall cooperate with Service Provider in its performance of the Services and provide access to Client’s premises for Service Provider’s employees, contractors, and equipment as required to enable Service Provider to provide the Services.

3.4. Shall take all steps necessary, including obtaining any required licenses or consents, to prevent Client-caused delays in Service Provider’s provision of the Services.

3.5. Represents and warrants to Service Provider that it has fulfilled all requirements to enter into a contract pursuant to California Government Code section 4217.12, including, but not limited to, Client’s governing body, after holding a hearing at a regularly scheduled public hearing and after having provided two weeks advance notice of such hearing, making all findings required by Government Code section 4217.12 for Client to enter into this Agreement.

4. Fees and Expenses.

4.1. As compensation for the satisfactory completion of the Services, Client shall pay Service Provider monthly, based on invoiced amounts representing percentage of Project completion during the month per the applicable Statement of Work, up to the total amount listed in such Statement of Work. A schedule

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Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

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of values will be developed by Service Provider for each project and included in the applicable Statement of Work, which may include different payment terms than those set forth in this Section 4.

4.2. [Reserved]

4.3. Service Provider shall invoice Client on the last day of each month for actual services and expenses rendered by the Service Provider during the month. Client shall remit payment for the undisputed portion of each invoice to Service Provider within sixty (60) days following receipt of Service Provider invoice.

Client shall specifically identify disputed portions of each invoice and the reason(s) for such dispute. Client shall not withhold any payment as an offset to claimed or alleged costs or delays.

4.4. Client shall be responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by Client hereunder; provided, that, in no event shall Client pay or be responsible for any taxes imposed on, or with respect to, Service Provider’s income, revenues, gross receipts, personnel, or real or personal property, or other assets.

4.5. Except for invoiced payments that the Client is disputing in good faith, all late payments shall bear interest at the lesser of the rate of 1% per month or the highest rate permissible under California law, whichever is lower, calculated daily and compounded monthly. Client shall also reimburse Service Provider for all reasonable costs incurred in collecting any late payments, including, without limitation, attorneys’ fees. In addition to all other remedies available under this Agreement or at law (which Service Provider does not waive by the exercise of any rights hereunder), Service Provider shall be entitled to suspend the provision of any Services if the Client fails to pay any amounts when due hereunder and such failure continues for seven (7) days following written notice thereof.

5. Additional Services. If the Client requires Additional Services during the Term of this Agreement, Service Provider may provide such Additional Services as are requested by Client or deemed necessary by Service Provider for timely and successful completion of any Project. The compensation for such Additional Services will be agreed upon prior to performing such Additional Services.

6. Limited Warranty and Limitation of Liability.

6.1. Service Provider warrants that it shall perform the Services:
(a) In a timely, workmanlike, and professional manner in accordance with the terms and subject to the conditions set forth in the applicable Statement of Work and this Agreement. (b) Consistent with and limited to the standard of care applicable to such Services, which is that Service Provider shall provide its Services consistent with the professional skill and care ordinarily provided by others in the same profession practicing in the same or similar locality under the same or similar circumstances. The professional quality, technical accuracy, completeness and coordination of all reports, designs, plans, information, specifications, and other items and services furnished under this Agreement shall be consistent with these standards of care. (c) To the extent the Services include equipment, Service Provider shall procure and assign to Client warranties from the equipment manufacturers (the “Manufacturer Warranty”) to the extent said

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

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equipment is purchased and provided for a Project. Service Provider makes no representation or warranty, and Client shall seek no recourse from Service Provider, regarding the Manufacturer Warranties.

6.2. Service Provider’s sole and exclusive liability and Client’s sole and exclusive remedy for breach of this warranty shall be as follows:
(a) For one (1) year following the completion of Services under a Statement of Work, Service Provider shall use reasonable commercial efforts to promptly cure any such breach with respect to such Services; provided, that if Service Provider cannot cure such breach within a reasonable time (but no more than ninety (90) days) after Client’s written notice of such breach, Client may, at its option, terminate the Agreement by serving written notice of termination in accordance with 9.2. (b) In the event the Agreement is terminated pursuant to 6.2(a) above, Service Provider shall within thirty (30) days after the effective date of termination, refund to Client any fees paid by the Client as of the date of termination for such Services, less a deduction equal to the value of Services not affected by the breach of this warranty.

6.3. SERVICE PROVIDER MAKES NO WARRANTIES EXCEPT FOR THAT PROVIDED IN 6.1, ABOVE. ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, ARE EXPRESSLY DISCLAIMED.

7. Intellectual Property. All intellectual property rights, including copyrights, patents, patent disclosures, and inventions (whether patentable or not), trademarks, service marks, trade secrets, knowhow, and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works, and all other rights (collectively, “Intellectual Property Rights”) in and to all documents, work product, and other materials that are delivered to Client under this Agreement or prepared by or on behalf of the Service Provider in the course of performing the Services, including any items identified as such in the Statement of Work (collectively, the “Deliverables”), except for any Confidential Information of Client or customer materials, shall be owned by Service Provider. Service Provider hereby grants Client a license to use all Intellectual Property Rights in the Deliverables free of additional charge and on a non-exclusive, worldwide, nontransferable, non-sublicensable, fully paid-up, royalty-free, and perpetual basis to the extent necessary to enable Client to make reasonable use of the Deliverables and the Services.

8. Confidentiality. From time to time during the Term of this Agreement, either Party (as the “Disclosing Party”) may disclose or make available to the other Party (as the “Receiving Party”), nonpublic, proprietary, and confidential information of Disclosing Party that, if disclosed in writing or other tangible form is clearly labeled as “confidential,” or if disclosed orally, is identified as confidential when disclosed and within thirty (30) days thereafter, is summarized in writing and confirmed as confidential (“Confidential Information”); provided, however, that Confidential Information does not include any information that: (a) is or becomes generally available to the public other than as a result of Receiving Party’s breach of this 8; (b) is or becomes available to the Receiving Party on a non-confidential basis from a third-party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (c) was in Receiving Party’s possession prior to Disclosing Party’s disclosure hereunder; or (d) was or is independently developed by Receiving Party without using any Confidential Information. The Receiving Party shall: (x) protect and safeguard the confidentiality of the Disclosing Party’s Confidential Information with at least the same degree of care as the Receiving Party would use

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Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

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to protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care; (y) not use the Disclosing Party’s Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under this Agreement; and (z) not disclose any such Confidential Information to any person or entity, except to the Receiving Party’s Group who need to know the Confidential Information to assist the Receiving Party, or act on its behalf, to exercise its rights or perform its obligations under this Agreement.

If the Receiving Party is required by applicable law or legal process to disclose any Confidential Information, it shall, prior to making such disclosure, use commercially reasonable efforts to notify Disclosing Party of such requirements to afford Disclosing Party the opportunity to seek, at Disclosing Party’s sole cost and expense, a protective order or other remedy. For purposes of this 8 and 9.4 only, Receiving Party’s Group shall mean the Receiving Party’s affiliates and its or their employees, officers, directors, shareholders, partners, members, managers, agents, service providers, sublicensees, subcontractors, attorneys, accountants, and financial advisors.

9. Term, Termination, and Survival.

9.1. This Agreement shall commence as of the Effective Date and shall continue thereafter until the completion of the Services under all Statements of Work or five (5) years, whichever is later, unless sooner terminated pursuant to 9.2 or 9.3 (the “Term”).

9.2. Either Party may terminate this Agreement, effective upon written notice to the other Party (the “Defaulting Party”), if the Defaulting Party:
(a) Materially breaches this Agreement, and such breach is incapable of cure, or with respect to a material breach capable of cure, the Defaulting Party does not cure such breach within thirty (30) days after receipt of written notice of such breach.
(b) Becomes insolvent or admits its inability to pay its debts generally as they become due. (c) Becomes subject voluntarily to any proceeding under any domestic or foreign bankruptcy or insolvency law or subject to any involuntary version of such proceeding that is not dismissed or vacated within 45 days after filing.
(d) Is dissolved or liquidated or takes any corporate action for such purpose. (e) Makes a general assignment for the benefit of creditors. (f) Has a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.

9.3. Notwithstanding anything to the contrary in 9.2(a), Service Provider may terminate this Agreement before the expiration date of the Term on written notice if Client fails to pay any amount when due hereunder and such failure continues for 30 days.

9.4. The rights and obligations of the Parties set forth in this Section 9.4 and in Section 10, Section 11, and any right or obligation of the Parties in this Agreement which, by its nature, should survive termination

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Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

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or expiration of this Agreement, will survive any such termination or expiration of this Agreement, and with respect to Confidential Information that constitutes a trade secret under applicable law, the rights and obligations set forth in 8 hereof will survive such termination or expiration of this Agreement until, if ever, such Confidential Information loses its trade secret protection other than due to an act or omission of the Receiving Party or the Receiving Party’s Group.

10. Indemnification.

10.1. Service Provider hereby agrees to indemnify and hold Client and its officers and directors, attorneys, agents, employees, and representatives (“Indemnified Parties”) harmless from and against any and all claims, liabilities, suits, demands, losses, costs and expenses, including, but not limited to, reasonable attorneys’ fees and all legal expenses and fees incurred through appeal, and all interest thereon, accruing or resulting to any and all persons, firms or any other legal entities on account of any damages or losses to property or persons, including injuries or death, or economic losses that arise as a result of Service Provider’s negligence, recklessness, or willful misconduct under this Agreement; provided, Service Provider shall be liable only for that percentage of total damages that corresponds to its percentage of total negligence or fault.
(a) Notwithstanding anything to the contrary in this Agreement, if Service Provider’s obligation to defend, indemnify, and/or hold harmless any of the Indemnified Parties arises out of Service Provider’s performance of “design professional” services (as that term is defined under California Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, such obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Service Provider, and, upon Service Provider obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Service Provider’s proportionate percentage of fault.

10.2. Client agrees to indemnify and hold Service Provider and its officers and directors, attorneys, agents, employees and representatives harmless from and against any and all claims, liabilities, suits, demands, losses, costs and expenses, including, but not limited to, reasonable attorneys’ fees and all legal expenses and fees incurred through appeal, and all interest thereon, accruing or resulting to any and all persons, firms or any other legal entities on account of any damages or losses to property or persons, including injuries or death, or economic losses, that arise as a result of (i) concealed or unknown conditions at a Project site, (ii) the performance or non-performance of obligations under this Agreement by the Client, or (iii) the negligence, recklessness, or willful misconduct of Client, except that this obligation shall not arise to the extent such damages or losses are found by a court or forum of competent jurisdiction to be solely caused by Service Provider’s own negligent errors or omissions.

11. Limitation of Liability.

11.1. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER OR TO ANY THIRD PARTY FOR ANY

LOSS OF REVENUE, PROFIT, OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL,

INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF

BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER

SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

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11.2. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, IN NO EVENT SHALL SERVICE PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO ANY STATEMENT OF WORK

UNDER THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE TO SERVICE PROVIDER PURSUANT TO SUCH STATEMENT OF WORK.

12. Insurance.

12.1. Service Provider shall maintain:
(a) Statutory workers compensation for all of Service Provider’s employees associated with each Project in the amount required by the jurisdiction in which the Project is located. (b) Comprehensive general liability insurance in the amount of $1,000,000 per occurrence.

12.2. Client shall maintain:
(a) Statutory workers compensation for all of Client’s employees associated with each Project in the amount required by the jurisdiction in which the Project is located. (b) Property damage insurance for all property owned by Client associated with each Project. Any property, including vehicles, not properly or fully insured shall be the financial responsibility of Client.

12.3. Each Party will cause the other Party to be added as additional insured on the above insurance policies (except workers compensation or any professional liability insurance required to be maintained) and will require its insurance carrier to provide the other party at least thirty (30) days’ notice of the cancellation of such policies. Service Provider may self-insure reasonable deductible amounts under the policies it is required to maintain to the extent permitted by law. Each policy shall provide a waiver of subrogation in favor of the other Party.

13. Entire Agreement. This Agreement, including and together with any related Statements of Work, exhibits, schedules, attachments, and appendices, constitutes the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter. The parties acknowledge and agree that if there is any conflict between the terms and conditions of this Agreement and the terms and conditions of any Statement of Work, the terms and conditions of this Agreement shall supersede and control.

14. Notices. All notices and other communications hereunder shall be in writing and shall be deemed to be given if delivered personally or by facsimile transmission, emailed, or mailed by registered or certified mail (return receipt requested), postage prepaid, or deposited for overnight delivery with a reputable overnight delivery service, such as Federal Express, to the parties at the following addresses (or at such other address for the party as shall be specified by like notices; provided that notices of a change of address shall be effective only upon receipt thereof):

Notice to Client: City of Arvin
200 Campus Dr.

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

Page 8 ends

Arvin, CA 93203
Attn: Jeff Jones
Email: [email protected]
With a copy to: Nathan Hodges, City Attorney
Hodges Law Group
1925 G Street
Bakersfield, CA 93301
[email protected]
Notice to Service Provider: Enovity, Inc.
100 Montgomery St., Suite 600,
San Francisco, California 94104
Attn: Jeff Guild
Email: [email protected]
With a copy to: Veolia North America, LLC
53 State Street, 14th Floor
Boston, MA 02109
Attn: General Counsel
Email: [email protected]

15. Severability. If any term or provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon a determination that any term or provision is invalid, illegal, or unenforceable, the court may modify this Agreement to effect the original intent of the Parties as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

16. Amendments.

16.1. No amendment to or modification of or rescission, termination, or discharge of this Agreement is effective unless it is in writing and signed by each Party.

16.2. Should Service Provider become aware of a change in the scope of its Services and/or schedule to complete its services that affect any Statement of Work, Service Provider shall advise Client in writing within five (5) business days. Changes to the scope of Services that affect the fees for the applicable Statement of Work shall state clearly the justification for the additional fee, the amounts, and request approval of a contract change order.

17. Waiver. No waiver by any Party of any of the provisions of this Agreement shall be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

Page 9 ends

18. Assignment. Neither Party may assign, transfer, delegate, or subcontract any of its rights or delegate any of its obligations under this Agreement without the prior written consent of the other Party.

Any purported assignment or delegation in violation of this Section 18 shall be null and void.

19. Successors and Assigns. This Agreement is binding on and inures to the benefit of the Parties to this Agreement and their respective permitted successors and permitted assigns.

20. Relationship of the Parties.

20.1. The relationship between the Parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

20.2. Client understands and acknowledges that Service Provider shall not have control over or charge of, and shall not be responsible for, construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Services described herein, since these are solely the Client’s and/or its contractors’ responsibility. Service Provider shall not be responsible for Client’s contractors’ schedules or failure to carry out any Project. Service Provider shall not have control over or charge of acts or omissions of contractors, subcontractors, or their agents or employees, or of any other persons working on the Project who are not employees or contractors of Service Provider.

21. No Third-Party Beneficiaries. This Agreement benefits solely the Parties to this Agreement and their respective permitted successors and assigns and nothing in this Agreement, express or implied, confers on any other Person any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

22. Force Majeure. No Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations of the Client to make payments to Service Provider hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted Party’s reasonable control, including, without limitation, the following force majeure events: (a) acts of God; (b) flood, fire, earthquake, epidemic (including COVID-19), or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order, law, or actions, or changes in any applicable law or regulation; (e) embargoes or blockades in effect on or after the date of this Agreement; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns, or other industrial disturbances; (h) shortage of adequate power or transportation facilities; and (i) other events beyond the reasonable control of the impacted Party.

23. Choice of Law. This Agreement and all related documents are governed by, and construed in accordance with, the laws of the State of California, excepting those provisions dealing with conflicts of law.

24. Mandatory Mediation. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to the institution of legal or equitable proceedings by either party. If such matter relates to or is the subject of a lien arising out of Service Provider’s services, Service Provider may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by arbitration. The

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

Page 10 ends

Parties shall endeavor to resolve claims, disputes and other matters in question between them by mediation which, unless the Parties mutually agree otherwise, shall be in accordance with the rules and procedures of the American Arbitration Association or Judicial Arbitration and Mediation Services, Inc. currently in effect. The request may be made concurrently with the filing of legal or equitable proceedings, but, in such event, mediation shall proceed in advance of such legal or equitable proceedings, which shall be stayed pending mediation for a period of sixty (60) days from the date of filing, unless stayed for a longer period by agreement of the Parties or court order. The Parties agree to split the mediator’s fee and any filing fees equally. The mediation shall be held in Bakersfield, California, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof.

25. Jurisdiction. Each Party irrevocably and unconditionally agrees that it will not commence any action, litigation, or proceeding of any kind whatsoever against the other Party in any way arising from or relating to this Agreement, including all exhibits, schedules, attachments, and appendices attached to this Agreement, and all contemplated transactions, in any forum other than the courts of the State of California sitting in Kern County and any applicable appellate court. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of such courts. Each Party agrees that a final judgment in any such action, litigation, or proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

26. Counterparts. This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement, and a signed copy of this Agreement delivered by facsimile, email, or other means of electronic transmission is deemed to have the same legal effect as delivery of an original signed copy of this Agreement. [Signature Page Follows]

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin
Master Services Agreement

Page 11 ends

IN WITNESS WHEREOF, the undersigned warrant and represent that they have been duly authorized to sign this Agreement on behalf of their respective Parties:

CLIENT: SERVICE PROVIDER:

City of Arvin, California Enovity, Inc.

By: By:

Name: Name:

Title: Title:

APPROVED AS TO FORM:

By:

Name:

Title: City Attorney

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Exhibit A

STATEMENT OF WORK
THIS STATEMENT OF WORK (this “SOW”) is governed by the Master Services Agreement (the “Agreement”) entered into between Enovity, Inc. ("Service Provider") and City of Arvin, California ("Client"), dated [AGREEMENT DATE], 2023.

1. Project Overview
Service Provider will provide engineering, permitting, procurement, construction and commissioning, supervision, materials and supplies, labor, tools, construction equipment and machinery, transportation, and funding assistance for the proper execution and completion of a fully integrated and operational solar renewable energy system to provide renewable clean energy for the Client’s Wastewater Treatment Plant (“WWTP”), resulting in reducing greenhouse gas emissions and carbon footprint.

The City of Arvin’s WWTP consumes 1,379,339.00 kilowatt hours (kWh) annually under normal loaded conditions with planned process expansion and city growth planned in the near future. The solar system has been sized to produce 1,488,267 kWh annually. The high efficiency solar modules / panels will be mounted on a ground mounted, fixed tilt, racking system to maximize electrical performance and minimize ongoing operations and maintenance. Figure 1.0 shows the proposed layout and location of the solar panel array.

The main electrical switchgear being fed from a PG&E owned transformer is currently sized at 800 amps and will have to be upsized to a 2,000 amp service to accept the solar renewable energy system that currently serves the WWTP’s electrical load. This electrical upgrade is required for future processes and WWTP expansion as the city grows.

A part of the Project, the Service Provider plans to relocate and upsize the “centrate” line as it is currently installed in the proposed location for the solar renewable energy system. By relocating the centrate line, it will prevent taking the solar renewable energy system out of service in event this line needed to be serviced, repaired or replaced in the future. This is also a scope item that was going to have to be funded as a capital expense by the Client and is now being funded completely by the solar renewable energy system project.

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related Enovity, Inc. / City of Arvin, California
Exhibit A Statement of Work

Page 2 ends

Figure 1.0 - Helioscope Solar Design and Layout - Ground Mounted, Fixed Tilt

2. Payment
Client shall pay Service Provider $3,670,561.00 for the Project.

Service Provider will issue invoices and Client shall make payments in accordance with Section 4 of the Agreement and a schedule of values attached as Schedule 1.

To manage pricing and availability of equipment and potential cost impacts to the Project, Service Provider will coordinate with the Client to accommodate and mitigate such impacts. Accommodations may include, but are not limited to, allowing Service Provider to invoice Client for advance/prepayment and early deliveries of goods to a secure offsite location.

3. Timeline
The Pacific Gas and Electric (“PG&E”) interconnection application was submitted on April 14, 2023, and is pending approval. PG&E allows 36 months for Final Completion from the date of the interconnection approval to grandfather NEM 2.0 rates.

Service Provider will make commercially reasonable efforts to achieve Final Completion no later than 36 months from the date of approval of the interconnection application by PG&E. Upon such approval,

Page 3 ends

Service Provider and Client will work in good faith to establish a detailed Project schedule. Once a schedule is established and Client has secured funding, Client will issue Service Provider a written notice to proceed to begin work on the Project and proceed to Substantial Completion and Final Completion.

Service Provider shall not be liable, nor be deemed to have defaulted under or breached this Agreement, for failure to achieve Final Completion by 36 months from the date of approval of the interconnection application, when such failure is caused by or results from acts beyond the Service Party’s reasonable control, including but not limited to delays caused by Client in issuing a notice to proceed, delays caused by failure to make timely payments, or delays caused by upgrading of electrical services that are not the responsibility of Service Provider.
“Substantial Completion” means the date when the Project is sufficiently complete according to the Construction Documents to allow Client to utilize the Project for its intended purpose (but for interconnection). Substantial Completion will occur prior to interconnection. “Final Completion” occurs on the date when the Service Provider has completed the construction work in accordance with the Construction Documents; interconnection is completed; systems are tested and functional; all final punch list items have been completed and accepted by Client; all close-out documentation required under the Construction Documents have been transmitted to Client; and the Construction Permits have been approved by relevant governmental authorities.

4. Scope of Work
A. General
Provide a solar renewable energy system consisting of solar modules / panels, support structures for the solar modules / panels, inverters, system electrical protection, electrical disconnects, switchgear, control and monitoring systems, outdoor rated equipment enclosures, cables, wires, jumpers, connectors, system grounding and associated trenching and/or directional boring, equipment foundations, and signage.

All pricing and scope of work is dependent upon approval of the PG&E interconnection application submitted April 14, 2023.

B. Engineering Design Services
Provide the following Electrical Systems Design services:
i. Solar modules / panels
ii. Inverter
iii. DC Combines, disconnects, fuses, wiring
iv. AC breakers and disconnects
v. Revenue grade meter
vi. Enclosures, conduit, and wiring
vii. Communications and control systems as described herein viii. Other electrical systems included in the Scope of Work ix. Utility Interconnection Application and Agreement

Page 4 ends

C. Permits
Service Provider will obtain and shall file on a timely basis any documents required to obtain all fire and general construction and building permits (the “Construction Permits”). Client shall obtain, and shall file on a timely basis, any documents required to obtain all required permits other than Construction Permits (the “Client Permits” and, together with the Construction Permits, the “Permits”). Client shall pay for all taxes, fees, and costs required to obtain all Permits.

D. Investigate and Pothole for Centrate Line Relocation Provide labor and equipment to investigate and potholing of a new alignment for the centrate line leaving the Belt Press building and going to the manhole located at the North East corner of the Wastewater Treatment Plant.

E. Centrate Line Relocation
Install new centrate line from Belt Press to existing manhole to the North East of press building.

Approximately 210 linear feet. This quote is based on depth less than 6 feet. No provision for shoring is included.

F. Earthwork / Grading
Provide all necessary grading and earthwork is included in order to install ground mounted, fixed tilt, solar racking system.

G. Procurement
Procure all materials and equipment required for the installation of a complete System under this SOW.

H. New Switchgear
i.Increase switchgear from 800 amp to 2000 amp services per the Interconnection application. ii.Install a new concrete pad for the new switchgear (located adjacent to the existing switchgear outside).

I. Construction Services
Service Provider shall provide the following as part of the general construction activities:
i. Structural construction including erection of PV racks ii. Civil construction, including surveying, clearing, grubbing, excavating, trenching, backfill and fencing.
iii. Electrical construction, including PV modules, combiners, inverter, disconnects, wiring, breakers, metering, control and monitoring systems as required for a complete System iv. Safety services, including on-site safety equipment, personnel training, and safety monitoring of construction activities.
v. Coordination with Client’s staff for site access, laydown, and storage with minimal interference with site operations.
vi. Operator training services.
vii. Construction inspections, material verification, and testing as required. viii. Lawful disposal of refuse, chemicals, and waste materials brought on site through the performance of the Project.
ix. Testing and start-up services are included. Testing shall include pre-operational functional tests, equipment calibration. All necessary test equipment and instrumentation will be provided.
x. Coordination with Client’s staff and representatives for all inspections and submittals.

Page 5 ends

J. Documentation of Submittals
Service Provider will prepare and submit designs, drawings, and specifications to the Client for review and approval. Client shall review the documents and provide any comments in writing to Service Provider within ten (10) business days after receipt of such documents (the “Design Review Period”). Client shall consolidate all comments for each review cycle such that the Service Provider does not receive comments in separate submittals at different times from various Client personnel. To the extent consistent with applicable law and generally accepted professional practices and industry standards, the Service Provider will incorporate Client comments into the final designs, drawings, and specifications (the “Construction Documents”), as applicable. The Service Provider shall submit such revised documents to the Client for additional Design Review Periods, which shall not extend longer than ten (10) Business Days, until the Client approves such revised documents subject to the terms of the Agreement.

5. Assumptions and Exclusions
A. Working Hours. Work to be performed during normal business hours.

B. Facilities. Client to provide electricity, water, and access to restrooms.

C. Solar Work.
i. The systems proposed are based on the pending interconnection application and comprise the following equipment, subject to availability:

1. Solar Panels: Canadian Solar 535-watt

2. Inverters: Chint Power System

3. Racking: OMCO Solar CHOICE
ii. Utility upgrades are not included in the scope of this bid and will cost additional. iii. It is assumed the line side tap is approved by the building department and PG&E. iv. All existing infrastructure on the properties is assumed to be code compliant with the local authority having jurisdiction (“AHJ”). Any unknown modifications required by any AHJ in excess of the scope listed in this proposal are excluded and may result in additional costs. Blocking off work zones shall be permissible.
v. Assumes 2 phases, 2 mobilizations (racking / module installation and wiring). vi. Removal of hazardous materials or spoils from job sites is not included. vii. The project is bid as prevailing wages.
viii. Pile embedment is quoted at 7’, 20-degree tilt, 4 PSF ground snow load and 90 per hour wind speed.
ix. After construction, Service Provider will restore the project site to a reasonably similar condition, other than the conditions intended to be altered as part of the project (e.g., grading, installation of equipment). Remediation of any conditions existing prior to the beginning of the work will result in an extra cost.
x. Damage to underground utilities including irrigation lines not marked by Client or 811 are the Client’s cost to repair. Landscaping over trenching is Client’s responsibility. xi. Site is graded to eliminate any excessive contours (<3% in any direction). xii. Any work not expressly set forth in this SOW is hereby excluded.

D. Additional Work. Additional Work will be negotiated and agreed upon prior to performing such Additional Work.

Page 6 ends

6. Solar Equipment Manufacturer Warranties
The Service Provider shall procure and assign to Client warranties from the equipment manufacturers (the “Manufacturer Warranty”) to the extent said equipment is purchased and provided by Service Provider.

Solar energy equipment included in the scope of work for electricity generation (Solar modules, inverters) shall have a minimum ten (10) year manufacturer performance warranty to protect against degradation of electrical generation output of more than 15% from their originally rated electrical output. Except as expressly provided in this Agreement, Service Provider’s obligations under this warranty do not apply to any defects whatsoever in the equipment purchased and provided by Service Provider, provided Service Provider has procured and assigned to Client the Manufacturer Warranty of such equipment. Service Provider makes no representation or warranty, and Client shall seek no recourse from Service Provider, regarding the Manufacturer Warranties, including, without limitation, any degradation in electrical generation output of the PV modules.

7. Project Closeout
Service Provider shall deliver to the Client an operation and maintenance (O&M) manual and as-built drawings for the System no later than ninety (90) days after Substantial Completion occurs. For the avoidance of doubt, the as-built drawings shall be included in the punchlist items.

At Client’s request, Service Provider shall provide Client’s personnel with no less than one (1) full Day of detailed and complete on-site operation training with respect to the System. Client’s personnel shall have the qualifications necessary to perform their activities and will be hired by Client or its Affiliate. Service Provider shall provide Client reasonable assistance in soliciting and obtaining any subsidies, rebates or incentives that may be available from any Governmental Authority pursuant to or in connection with the purchase or operation of the System or otherwise. Service Provider makes no representation or warranty to Client as to the availability or amount of any such subsidies, rebates or incentives.

8. Client Responsibilities
Service Provider shall not be obligated to perform any work or activity beyond the scope of the work and its other obligations under this Agreement. In particular, the following shall not be included in the Scope of Work and therefore shall be performed by Client:

A. Client shall furnish, to the extent not already provided to Service Provider: (a) all surveys or other information in Client’s ’s possession that describe the physical characteristics, legal limitations, and utility locations in and around the Site; (b) any prior environmental review documentation and all known information in Client’s possession concerning subsurface conditions, including without limitation the existence of any known hazardous materials, in or around the general area of the Site where the Work will be performed; (c) all relevant information in Client’s possession, including any structural or other relevant as-built drawings and photographs, of prior construction undertaken in the general area where the Work will be performed; (d) title reports less than one (1) year in age; and (e) any and all easements, zoning variances, planning approvals, including any resolution of any environmental impact issues, and any other legal authorization regarding utilization of the Site essential to the execution of the Work.

Page 7 ends

B. Client shall provide continuous access to the Site to perform the work; C. Client shall clear all debris from the area of work prior to construction; D. Client shall obtain the Client Permits;
E. Client shall be responsible for hiring and paying for an inspector of record, if needed; F. Client shall select its own personnel so that it is present at the date of Substantial Completion;
G. Client shall pay for and provide communication access (internet) for system monitoring; H. Client shall pay for all taxes, fees, and costs required to obtain all Permits; I. As a condition of the pending interconnection application submitted on behalf of Client, Client’s utility company, PG&E, may need to provide a new, larger electrical service to the WWTP on the utility side of the meter. This potential service upgrade will be contracted directly between the Client and PG&E, and Client shall be responsible for any costs associated with such upgrade; provided that, upon request of the Client, Service Provider shall pay for such costs, and Client shall reimburse Service Provider for such costs in accordance with Section 4 of the Agreement. Client will be responsible for all power outages associated with any service upgrade.

9. Prevailing Wage
The Project is a public works project, the Work shall be performed as a public work and pursuant to the provisions of Section 1770 et seq. of the Labor Code of the State of California, which are hereby incorporated by reference and made a part hereof. Service Provider shall post a copy of the determination of the California Department of Industrial Relations (“DIR”) of the prevailing rate of per diem wages at each job site. This work is subject to compliance monitoring and enforcement by the DIR. Service Provider shall maintain all records in accordance with Federal and State requirements and shall cooperate with the Client’s labor compliance monitoring.

The payroll records will be certified and submitted by Service Provider on a monthly basis with its application for payment or at other times that may be required by the DIR. Service Provider will also make available or furnish a certified copy of all payroll records for inspection or upon request of the Division of Labor Standards Enforcement, the Division or Apprenticeship Standards or the DIR.

This Work is subject to apprenticeship requirements and attention is directed to Sections 1777.5, 1777.6, and 1777.7 of the California Labor Code and Title 8, California Administrative Code, Section 200 et seq. to ensure compliance and complete understanding of the law regarding apprentices.

The effective date of this Statement of Work is [DATE], 2023 (“SOW Effective Date”).

Page 8 ends

IN WITNESS WHEREOF, the parties hereto have caused this SOW to be signed by their respective authorized representatives as of the SOW Effective Date.

Enovity, Inc. The City of Arvin, California
By: ___________________________________ By: ___________________________________ Name: Name: Jeff Jones
Title: Title: City Manager & Director of Finance

Page 9 ends

Schedule 1
Schedule of Values
Item Description Amount
1 Program Development* $84,946.39
2 Project Management, Commissioning, and Closeout** $386,252.87 3 Performance Bond* $42,482.47
4 Engineering and Design $160,333.92
6 Solar Equipment $1,633,585.26
7 Earthwork and Centrate Line** $296,820.77
9 Installation Labor** $740,974.71
10 Warranty $89,664.61
11 Carrying Cost Fee** $235,500.00
Total $3,670,561.00
*Due upon contract execution
**Billed over the project duration
Payments to be made in accordance with Section 4 of the Agreement; provided, however, that the Client may designate up to $1,000,000.00 in invoices for deferred payment such that Client will not be required to remit for payment to Service Provider such amounts designated for deferral until the earlier to occur of: (a) seven (7) days from the date of receipt by Client of Investment Tax Credit amounts from the United States Government related to the Project in an amount greater than or equal to the amount designated for deferral; and (b) five hundred and forty-seven (547) days from the invoice date of the first invoice designated for deferral.

5.B.4
Attachment: Enovity Master Services Agreement City of Arvin (Final) 102423 (Enovity - Master Services Agreement - Energy Related

CITY OF ARVIN
Staff Report
Meeting Date: October 24, 2023
TO: Arvin City Council
FROM: Cecilia Vela, City Clerk
Jeff Jones, City Manager / Finance Director
SUBJECT: Consideration and Approval of Appointment of Board of Trustee to the Kern Mosquito & Vector Control District (KMVCD) and Setting the Term of the Appointment.

BACKGROUND:

The Kern Mosquito & Vector Control District (KMVCD) Board is made up of eight (8) Trustees; four appointed by the Kern County Board of Supervisors, one each by City Councils of Bakersfield, Arvin, Shafter, and Wasco. The District Manager of the Kern Mosquito & Vector Control District Board has informed City staff that a vacancy now exists and requested that the City consider appointing a qualified member to fill the City of Arvin’s Trustee seat for a term expiring on December 31, 2025 or December 31, 2027.

PRIMARY OBJECTIVE OF THE KMVCD BOARD:

The primary objective of the KMVCD is the progressive elimination of mosquito breeding places, the objective to be accomplished by an educational service on control measures, performing services of temporary relief control, establishing projects of source reduction, using abatement procedure methods when necessary, and by general policy of cooperation.

QUALIFICATIONS TO SERVE AS THE KMVCD BOARD TRUSTEE:

To be eligible to serve as the City of Arvin District Trustee of the KMVCD Board, the individual must be at least 18 years of age, and an elector and resident of the City of Arvin.

The filing of a Statement of Economic Interest disclosing certain personal financial holdings is required upon appointment and annually thereafter is required (Government Code sections 81000-91014). Two hours of training in general ethics principles and ethics law upon appointment, and every two years thereafter is required. (Government Code 53235(b), 53235.1).

The Arvin City Council may either appoint a qualified resident of Arvin; or appoint a member of the City Council to serve as the KMVCD Board of Trustee.

The Trustee must be available to attend meetings at the KMVCD office in Bakersfield every 2nd Wednesday of the month at 11:30am in Bakersfield. The term of the trustee may be set for either two or four years at the discretion of the City Council. Therefore, the term is scheduled to expire on December 31, 2025 or December 31, 2027.

6.A.1
Attachment: Staff Report Kern Mosquito Board of Trustee Appointment_102423 (Appointment of Board of Trustee to the Kern Mosquito & RECOMMENDATION:

Staff recommends that the City Council appoint a qualified Arvin resident or a member of the City Council to serve as the KMVCD Board Trustee and set the term of the appointment.

FINANCIAL IMPACT:

None

6.A.1
Attachment: Staff Report Kern Mosquito Board of Trustee Appointment_102423 (Appointment of Board of Trustee to the Kern Mosquito &

CITY OF ARVIN
Staff Report
Meeting Date: October 24, 2023
TO: Arvin City Council
FROM: Nathan M. Hodges, City Attorney
Jeff Jones, City Manager
SUBJECT: A Resolution of the City Council of the City of Arvin, California, Establishing An Ad Hoc City Council Committee to Review Methods of Employee Retention.

BACKGROUND:

The proposed Resolution is presented to Council following Council’s request. Based on previous discussion, the issue of City employee retention is of significant importance to City Council, members of the public, and to City employees. Previously, the Council formed an Ad Hoc Committee to review the City’s current job descriptions, organizational structure, and needs of all departments. After analysis of the City structure and employee classifications, the Personnel Committee and the Operational Methods Committee have recommended an additional Ad Hoc Committee be created to review methods that may be utilized to retain City Employees.

The Personnel Committee and Operational Methods Committee believes a Retention Committee would help focus the City’s efforts in the development of procedures and methods that could be utilized to reduce the turnover of employees, thereby allowing the City to remain staffed at a better level with employees who have a longstanding understanding of the City and its needs.

This proposed Resolution would, if adopted, authorize the formation of an Ad Hoc Committee to investigate the needed process and potential methods to increase the retention level of current employees.

The Proposed Committee would be tasked with developing plans to help retain employees and proposing methods of implementation of the retention plans.

Because retention methods may differ from department to department within the City, it will be more efficient for a committee to undertake the Proposed review, as a review by the Full Council would be significantly delayed by the quorum requirement.

Due to the various concerns for the efficiency and effectiveness of the City it is important for the City to understand all the facts underlying various methods that may be utilized to retain employees through all the City’s departments. The Ad Hoc Committee analysis will provide a

6.B.1
Attachment: Staff Report for Employee Retention Ad Hoc Committee_102423 (Ad Hoc Committee to Review Methods of Employee Retention) concise and systematic method of developing policy and procedures that meet the needs of each department.

STAFF RECOMMENDATION:

Staff recommends that the City Council approve the Resolution Establishing an Ad Hoc Committee to Review Methods of Employee Retention and implementation thereof.

FINANCIAL IMPACT:

This resolution does not involve budgetary impacts.

6.B.1
Attachment: Staff Report for Employee Retention Ad Hoc Committee_102423 (Ad Hoc Committee to Review Methods of Employee Retention)

Page 1 of 2 ends

Reso Establishing Ad Hoc City Council Committee to Review Methods of Employee Retention.

RESOLUTION NO. _______

A RESOLUTION OF THE CITY OF ARVIN, CALIFORNIA,

ESTABLISHING AN AD HOC CITY COUNCIL

COMMITTEE TO REVIEW METHODS OF EMPLOYEE

RETENTION
WHEREAS, the City Council approved Resolution No. 2021-50, establishing a City Council Committee Policy Governing Council Committees;
WHEREAS, the City Council wishes to establish an Ad Hoc Committee to assist the Council and the City Manager in a review of City Departments concerning retention of employees;

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ARVIN as follows:

1. SECTION 1. Committee Established.
a. The following Ad Hoc Committee is hereby established:
i. City Employee Retention Ad Hoc Committee.

2. SECTION 2. General Powers and Duties.
a. The Committee shall have the general power and duty to render advice and make recommendations to the City Council regarding:
i. Development of plans to help retain employees;
ii. Implementation of methods that could be utilized to increase retention of City Employees.
b. Other than requesting information be provided to assist the Committee in determining and understanding (1) the current processes of operation of each City Department, (2) and how such systems of operation relate to Departmental efficiency, the Committee shall not have the power to direct City staff toward action.
c. The Committee shall make regular oral reports to the Council, in addition to any specific reports and recommendations requested by the City Council

3. SECTION 3. Meetings. The Committee shall meet at least monthly, at times and places to be determined by the Committee and shall hold additional meetings as it deems necessary to perform its functions.

4. SECTION 4. The Mayor of the City of Arvin shall appoint two City Council Members to serve on the Committee. Each appointee shall serve at the pleasure of the Mayor.

5. SECTION 5. The Committee shall not remain in existence for more than one calendar year after its formation unless specifically extended by resolution of the City Council.

6. SECTION 9. The City Clerk shall certify the passage and adoption of this Resolution.

6.B.2
Attachment: Reso Forming Ad Hoc Employee Retention Committee_102423 (Ad Hoc Committee to Review Methods of Employee Retention)

Page 2 of 2 ends

Reso Establishing Ad Hoc City Council Committee to Review Methods of Employee Retention.

I HEREBY CERTIFY that the foregoing resolution was passed and adopted by the City Council of the City of Arvin at a regular meeting thereof held on the 24th day of October 2023 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST
CECILIA VELA, City Clerk

CITY OF ARVIN
By:

OLIVIA TRUJILLO, Mayor
APPROVED AS TO FORM:

By:

NATHAN HODGES, City Attorney
Hodges Law Group
I, ______________________________, City Clerk of the City of Arvin, California, DO HEREBY CERTIFY that the foregoing is a true and accurate copy of the Resolution passed and adopted by the City Council of the City of Arvin on the date and by the vote indicated herein.

6.B.2
Attachment: Reso Forming Ad Hoc Employee Retention Committee_102423 (Ad Hoc Committee to Review Methods of Employee Retention) Staff Report – Real Estate Purchase & Sale Agreement – Larry Joseph Walker – 816 Sycamore Rd.

Page 1 of 2 ends

CITY OF ARVIN
Staff Report
Meeting Date: October 24, 2023
TO: Board of Directors of the Successor Agency to the Dissolved Arvin Community Redevelopment Agency
FROM: Jeff Jones, Executive Director
SUBJECT: Consideration and Approval of Real Estate Purchase and Sale Agreement between City of Arvin as Successor Agency to the Arvin Community Redevelopment Agency and Larry Joseph Walker Related to Real Property known as 816 Sycamore Road, Arvin (APN 192-110-16).

BACKGROUND:

At the meeting of July 27, 2021, the Board of Directors of the Successor Agency to the Dissolved Arvin Community Redevelopment Agency (Successor Agency), adopted Resolution No. 2021-54 declaring certain Successor Agency owned real properties as exempt surplus land and other certain Successor Agency owned real properties as surplus land and directed the Executive Director to offer and initiate the sale of such properties in accordance with the procedures under the Surplus Land Act. The Successor Agency determined the surplus properties to be no longer needed by the Successor Agency for any governmental purpose and that it would be in the best interest of the Successor Agency to dispose of the surplus properties by selling them to potential developers to benefit the City of Arvin by the opportunity to repurpose the land for economic development purposes. The Act authorizes the Successor Agency to sell surplus real properties in the manner prescribed therein.

The Successor Agency owns the real property known as 816 Sycamore Road, Arvin (APN 192- 110-16) and this property was approved as surplus land. At the meeting of August 22, 2023, the Successor Agency discussed the price for sale of the property and provided direction to the Executive Director to move forward with the sale of this property.

Larry Joseph Walker wishes to purchase the real property known as 816 Sycamore Rd, Arvin from the Successor Agency for the purchase price of $15,525.00 (Fifteen thousand, five hundred, twenty-five dollars). Upon execution of the Real Estate Purchase and Sale Agreement, the Successor Agency shall submit this Agreement for approval by the Kern Countywide Oversight Board, shall endeavor to obtain such Oversight Board approval as soon after the Effective Date as is reasonably practicable and shall promptly notify the Buyer in writing of approval, conditional approval or disapproval by the Oversight Board.

STAFF RECOMMENDATION:

Staff recommends approval of the Real Estate Purchase and Sale Agreement between the City of Arvin as Successor Agency to the Arvin Community Redevelopment Agency and Larry Joseph Walker Related to Real Property known as 816 Sycamore Road, Arvin (APN 192-110-16).

7.A.1
Attachment: Staff Report SA Purchase and Sale Agmt_816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Staff Report – Real Estate Purchase & Sale Agreement – Larry Joseph Walker – 816 Sycamore Rd.

Page 2 of 2 ends

FINANCIAL IMPACT:

Funds received from the sale of the property are credited to the account of the Successor Agency.

ATTACHMENTS:

Real Estate Purchase and Sale Agreement – 816 Sycamore Rd (APN 192-110-16).

7.A.1
Attachment: Staff Report SA Purchase and Sale Agmt_816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real 1 REAL ESTATE PURCHASE AND SALE AGREEMENT
THIS REAL ESTATE PURCHASE AND SALE AGREEMENT (the “Agreement”), which is dated September 09, 2023 for reference purposes only, is entered into by and between CITY OF ARVIN as Successor Agency to the Arvin Community Redevelopment Agency, a California Public Agency (“Seller") and Larry Joseph Walker or permitted assignee ("Buyer").

RECITALS
WHEREAS, Seller is the owner of that certain unimproved real property located at 816 Sycamore Rd., in the City of Arvin, County of Kern, State of California, consisting of approximately 0.164 net acres (the “Property”) and legally described as APN 192-110-16 in the Office of the County Recorder of Kern County;
WHEREAS, Seller desires to sell to Buyer and Buyer desires to purchase from Seller the Property on the terms and conditions set forth herein;
WHEREAS, The effectiveness of this Agreement is conditioned upon the approval of this Agreement by the Kern Countywide Oversight Board (“Oversight Board”) after public hearing thereon as required by applicable law. Upon the execution of this Agreement, the Successor Agency shall submit this Agreement for approval by the Oversight Board, shall endeavor to obtain such Oversight Board approval as soon after the Effective Date as is reasonably practicable and shall promptly notify Developer in writing of approval, conditional approval or disapproval by the Oversight Board. If the Oversight Board’s approval is unconditional, then the date on which Successor Agency delivers written notice to Buyer of the Oversight Board’s unconditional approval is hereinafter referred as the “Oversight Board Approval Date”. If the Oversight Board imposes conditions to its approval, then Successor Agency and Buyer shall endeavor, in good faith, to address those conditions in a commercially reasonable manner. The date on which Successor Agency and Buyer reach agreement on how those conditions should all be addressed shall be deemed the Oversight Board Approval Date, provided that if such agreement is not reached within ninety (90) days, then either party may terminate this agreement upon written notice to the other at any time thereafter.

NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein and incorporating by this reference the foregoing RECITALS, the parties hereto hereby agree as follows:

ARTICLE I: PURCHASE AND SALE OF PROPERTY
Section 1.1. Agreement to Purchase and Sell. Subject to the terms and conditions contained herein, Seller hereby agrees to sell to Buyer and Buyer hereby agrees to purchase from Seller all of Seller’s right, title, and interest in the Property.

Section 1.2. Purchase Price. The total purchase price (the “Purchase Price”) for the Property shall be Fifteen thousand, five hundred, twenty-five Dollars ($15,525.00).

AGREEMENT NO. ____________

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 2 Section 1.3. Payment of Purchase Price. The Purchase Price shall be paid by Buyer to Seller as follows:

Subsection 1.3.1. Deposit. Buyer shall deposit the sum of Five thousand Dollars ($5,000) by Buyer's check, within three (3) days following the execution of this Agreement by Buyer and Seller (the “Execution Date”) payable to Fidelity National Title; 4400 MacArthur Blvd., Suite 200, Newport Beach, CA 92660; Attn: Mary Lou Adame (Escrow Officer), [email protected] (909-978-3020), Chris Scurti (Title Officer), [email protected] (951-710-5964), and April Palmer (Vice President), [email protected] (949-432-1058) ("Escrow Holder"), as a deposit (the “Deposit”) to be held in an account for Buyer’s benefit and applied to the Purchase Price at the close of escrow as hereinafter provided;
Subsection 1.3.2. Balance of Purchase Price. The balance of the Purchase Price in the amount of Ten thousand, five hundred, twenty-five Dollars ($10,525.00) (the “Cash Balance”) shall be deposited by Buyer with Escrow Holder in good funds within one (1) business day prior to the scheduled close of escrow.

ARTICLE II: PRE-CLOSING OBLIGATIONS
Section 2.1. Documents to be provided by Seller to Buyer. Within five (5) business days following the Execution Date, Seller shall provide Buyer with the following documents (if available):
(a) Preliminary Title Report of Escrow Holder covering the Property (the “Title Report”) together with copies of all documents identified as exceptions in the Title Report;
(b) Copies of all soils and environmental reports in Seller’s possession concerning the Property;
(c) Copies of all contracts, agreements, covenants, conditions, or restrictions affecting the Property;
(d) Copies of all surveys, any preliminary site plans, grading plans, improvement plans, engineering on-and-off-site plans, and other engineering maps of the Property in Seller’s possession or the possession of Seller’s agents.

In addition, during the Inspection Contingency Period (as defined in Section 2.2), Seller shall furnish Buyer with copies of any other documents which Buyer requests in writing, and which are in Seller’s possession and which Buyer feels are appropriate for a due diligence review of the Property. Such other documents shall be provided within a reasonable period of time after Buyer’s request.

Section 2.2. Inspection Contingency Period. Buyer shall have a period of time (the

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 3 “Inspection Contingency Period”) to conduct its due diligence review, inspection, and investigation of the Property, as described below. The Inspection Contingency Period shall commence upon the Execution Date and expire thirty (30 ) days thereafter.

Subsection 2.2.1. Buyer’s Due Diligence. During the Inspection Contingency Period, Buyer shall have an opportunity to review all of the documents delivered to Buyer pursuant to Section 2.1 above and shall have an opportunity to conduct a thorough review, investigation, and inspection of the physical, environmental, economic, and legal condition of the Property, as well as the laws, regulations, covenants, conditions, and restrictions affecting or governing the use of the Property, and all other matters which a prudent Buyer of commercial real property should review, investigate, or inspect in the course of a due diligence review; provided, however, that the scope of Buyer’s physical inspection shall be subject to Seller’s approval, which shall not be unreasonably withheld or delayed. All such reviews, investigations, and inspections shall be at Buyer’s sole expense and be conducted consistent with the requirements of Section 2.4 below.

Subsection 2.2.2. Buyer’s Notice of Objections. At any time prior to the expiration of the first thirty (30) days of the Inspection Contingency Period, Buyer may deliver a written notice to Seller and Escrow Holder identifying those matters, if any, which Buyer disapproves (the “Notice of Objections”). If (i) any of those matters which Buyer disapproves are not reasonably susceptible of cure by Seller, (ii) within (10) days after its receipt of the Notice of Objections, Seller notifies Buyer in writing that it will not cure all those matters objected to by Buyer, or (iii) Seller undertakes to cure all such matters in the Notice of Objections but is unable to do so within thirty (30) days after its receipt of the Notice of Objections, then Buyer shall, upon further notice to Seller and to Escrow Holder elect either to (a) terminate this Agreement or (b) accept such previously unapproved matter(s). If Buyer elects to terminate this Agreement, then neither party shall have any further rights or obligations hereunder, except that the Deposit shall be returned to Buyer and Buyer and Seller shall each pay one-half (1/2) of any cancellation fee charged by Escrow Holder. In the event that Buyer elects to accept such previously unapproved matter, then Buyer shall accept the Property without reduction of the Purchase Price and without any liability on the part of Seller. Buyer’s failure to provide Seller with a Notice of Objections or Seller’s cure of all matters set forth in Buyer’s Notice of Objections shall be deemed Buyer’s approval of all matters pertaining to the physical, environmental, economic, and legal condition of the Property. Any cure by Seller of items listed on a Notice of Objections shall be subject to Buyer’s approval, which shall not be unreasonably withheld or delayed.

Subsection 2.2.3. Buyer’s Right to Terminate Agreement. At any time prior to the expiration of the Inspection Contingency Period, Buyer shall have the right in its sole discretion to terminate this Agreement for any reason whatsoever by giving written notice to Escrow Holder and Seller, and Escrow Holder, without requiring the consent of Seller, shall promptly return the Deposit to Buyer, and Buyer shall pay any cancellation fee charged by Escrow Holder. In such event, Seller shall be entitled to retain the Extension Payment(s) if paid.

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 4 Section 2.3. Release of Deposit. Unless Buyer has terminated this Agreement pursuant to Subsection 2.2.3 above, Escrow Holder shall release to Seller the Deposit referred to in Subsection 1.3.1 upon the expiration of the Inspection Contingency Period and any extensions thereof (if no Notice of Objections has been provided by Buyer to Seller pursuant to Subsection

2.2.2) or within five (5) days after Seller has notified Escrow Holder and Buyer that all items in the Notice of Objections have been cured.

Section 2.4. Manner of Conducting Inspections and Investigations. In exercising its rights under Section 2.2 to enter upon and inspect the Property and conduct tests thereon, Buyer shall provide at least forty-eight (48) hours’ oral or written notice to Seller. Following such entry, Buyer shall restore the Property to its condition prior to such entry. Buyer shall keep the Property free and clear of any mechanic’s liens and/or materialmen’s liens arising out of any such activities on the Property. Buyer shall indemnify, defend, and hold Seller and the Property harmless from and against any and all liabilities caused by or arising out of the activities of Buyer, its agents, employees, and authorized representatives, on or about the Property, whether pursuant to the terms hereof or otherwise. Buyer’s obligations under this Section 2.4 shall survive the close of escrow or termination of this Agreement.

ARTICLE III: CONDITIONS
Section 3.1. Condition of Title. Buyer's and Seller's obligations to perform under this Agreement are contingent upon the ability of Escrow Holder to issue its standard coverage California Land Title Association ("CLTA") owner protection policy of title insurance on its usual form, dated as of the closing date, with liability not less than the Purchase Price, covering the Property and showing title vested in Buyer (or Buyer’s nominee), and subject only to the exceptions shown on the Title Report which have been approved by Buyer. If Buyer fails to notify Seller within then (10) days after Buyer’s receipt of the Title Report of any disapproved title exceptions, then all exceptions disclosed on the Title Report other than deeds of trust and liens which Seller is obligated to remove pursuant to Subsection 3.1.2 below shall be deemed approved by Buyer.

Subsection 3.1.1. Right of Buyer to Require an ALTA Policy of Title Insurance. Buyer may elect, by written notice to Seller and Escrow Holder given prior to the date set for the close of escrow, to instruct Escrow Holder to issue Buyer an extended coverage American Land Title Association (“ALTA”) owner’s policy of title insurance in lieu of the CLTA policy of title insurance, provided that such ALTA title insurance policy will not delay the close of escrow. In such case, Seller shall only be required to pay the premium for the title insurance policy that would have been incurred had the CLTA policy been issued, and Buyer shall pay any additional premium and any additional costs associated with the ALTA policy, including without limitation, survey costs, and it shall be Buyer’s responsibility to order the ALTA survey. In no event shall Buyer’s election to obtain an ALTA title insurance policy extend the Inspection Contingency Period or extend the time period for Buyer to object to any exceptions to title.

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 5 Subsection 3.1.2. Seller’s Obligation to Remove Certain Exceptions. Seller agrees to remove, on or before the close of escrow, all deeds of trust and or liens against the Property involving the payment of money (other than liens for current real property taxes and assessments which are not yet due and payable). In addition, Seller agrees to remove any title exception which is not shown on the Title Report and which is voluntarily placed against the Property by Seller after the date of the Title Report.

Subsection 3.1.3. Failure of Title Condition. If Buyer timely disapproves of any exception (other than those exceptions that Seller is obligated to remove pursuant to Subsection 3.1.2 above), Seller shall notify Buyer whether it is able or unwilling to remove all such disapproved exceptions within ten (10) days after Seller’s receipt of the notice from Buyer of its disapproval. If Seller notifies Buyer that it is unable or unwilling to remove all such disapproved exceptions, then Buyer shall, within five (5) days after receipt of the Seller’s notice and upon further written notice to Seller and to Escrow Holder, elect to either (a) terminate this Agreement or (b) accept such previously unapproved exception(s). Buyer’s failure to provide Seller and Escrow Holder with such notice shall be deemed an election to terminate this Agreement. If Buyer elects to terminate this Agreement, then neither party shall have any further rights or obligations under this Agreement and shall have no liability to the other party, except that the Deposit shall be returned to Buyer. In the event that Buyer elects to accept such previously unapproved exception, then Buyer shall accept the Property without reduction of the Purchase Price and without any liability on the part of Seller.

Section 3.2. Other Condition For Buyer's Benefit. Buyer's obligations under this Agreement are subject to the satisfaction of the following additional conditions:

Subsection 3.2.1. Satisfaction of Objection. The satisfaction or cure by Seller at its expense of all objections of Buyer specified in the Notice of Objections which Seller has agreed to cure pursuant to Subsection 2.2.2 above; and Subsection 3.2.2. Accuracy of Seller’s Representations and Warranties. All covenants, representations, and warranties made by Seller pursuant to Section 4.1 shall be true and correct on and as of the closing date as if made on and as of such date.

Upon the failure of the condition for Buyer’s benefit under Subsection 3.2.1, or if there is a breach of any covenant, representation, and warranty made by Seller pursuant to Section 4.1 and discovered by Buyer before the close of escrow for the sale and purchase of the Property, then Buyer has the election of (a) terminating this Agreement without liability on the part of any party, or (b) accepting the Property without any reduction of the Purchase Price for the uncorrected matter and without any liability on the part of Seller. Such election shall be made by written notice to Seller given within three (3) business days after Buyer learns of the failure of the condition specified in Subsection 3.2.1, or the inaccuracy of Seller’s covenants, representations, and warranties. Buyer’s failure to give notice after its discovery of the failure of such condition or the inaccuracy of Seller’s covenants, representations, and warranties shall be construed as an election to accept the Property under clause (b) above. In the event Buyer elects to terminate this

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 6 Agreement under clause (a) above, Seller shall promptly return the Deposit and Extension Payment(s), if Paid, to Buyer and Seller shall pay for any escrow charges and expenses. Upon the return of the Deposit and Extension Payment(s), if paid, neither party shall have any further liability to the other party thereafter.

Section 3.3. Condition for Seller’s Benefit. Seller’s obligations under this Agreement are subject to the satisfaction of the condition that all covenants, representations, and warranties made by Buyer pursuant to Section 4.2 shall be true and correct on and as of the closing date as if made on and as of such date. If there is a breach of any covenant, representation, and warranty made by Buyer pursuant to Section 4.2 and discovered by Seller before the closing date, then Seller has the election of (a) terminating this Agreement without liability on the part of any party or (b) selling the Property without any increase to the Purchase Price for the uncorrected matter and without any liability on the part of Buyer. Such election shall be made by written notice to Buyer given within three (3) business days after Seller learns of the inaccuracy of Buyer’s covenants, representations, and warranties. Seller’s failure to give notice after its discovery of the inaccuracy of Buyer’s covenants, representations, and warranties shall be construed as an election to sell the Property under clause (b) above. If this Agreement is terminated by Seller by reason of a failure of a condition precedent specified under this Section 3.3, Seller shall be entitled to retain the Deposit and Extension Payment(s) if paid, as liquidated damages pursuant to Section 6.1 hereof and Buyer shall pay any escrow charges and expenses. Upon the receipt of said Deposit and Extension Payment(s), if paid, by Seller and payment of such charges and expenses, neither party shall have any further liability to the other party thereafter.

ARTICLE IV: COVENANTS, REPRESENTATIONS AND WARRANTIES
Section 4.1. Seller's Representations and Warranties. Seller covenants, represents, and warrants to Buyer the following:

Subsection 4.1.1. Legal Status and Authority of Seller. Seller is a Public Agency duly organized, validly existing and in good standing under the laws of California with all requisite power and authority to own its properties and to carry on the business in which it is engaged. Seller has full power and authority to execute, deliver and perform the Agreement, and the Agreement, when executed and delivered by Seller, will constitute the legal, valid, and binding obligation of Seller in accordance with its terms (subject to applicable bankruptcy, insolvency and other laws affecting creditors’ rights generally). All necessary proceedings of Seller have or will be taken on or before the closing date to authorize the execution, delivery, and performance of this Agreement by Seller and the transactions contemplated by this Agreement.

Subsection 4.1.2. Commission. Seller has not contracted for or otherwise engaged the services of any person or entity to act on Seller's behalf in such a manner as to give rise to a valid claim against Buyer for a brokerage commission, finder's fee or other like payment for the transaction contemplated hereby, except that Seller shall pay a brokerage commission to Kosmont Real Estate Services, dba Kosmont Realty (DRE #02058445), a California corporation (“Seller’s Broker”) in the amounts separately agreed

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 7 between Seller and Seller’s Broker.

Subsection 4.1.3. Leases Affecting the Property. To the best of Seller's knowledge, there are no parties in possession of any part of the Property as lessees or tenants at sufferance or will.

Subsection 4.1.4. Environmental Matters. To the best of Seller's knowledge, the Property does not contain and has not been used in any manner for the storage of any hazardous or toxic waste, materials, discharge, deposit, dumping, or contamination, whether of soil, ground water, or otherwise, which violates any applicable law, regulation, or other restriction or requires reporting to any governmental authority, and no activity on the Property has produced any such substances. To the best of Seller's knowledge, the Property does not contain any underground tanks of any type.

Subsection 4.1.5. Contracts Affecting the Property. To the best of Seller's knowledge, there are no contracts, licenses, commitments, or undertakings respecting maintenance of the Property, the performance of services on the Property, or the use of the Property or any part of it, which survive the closing, run with the land, and materially and adversely affect the commercial value and utility of the Property to Buyer other than those items set forth in the Title Report, WITH THE FOLLOWING EXCEPTION:

AFFORDABLE HOUSING DECLARATION OF RESTRICTIVE COVENANTS (Restrictive Covenant Required by the Surplus Lands Act, Government Code Section 54233), BUYER MUST APPROVE ATTACHMENT A.

Subsection 4.1.6. Condemnation or Eminent Domain Proceeding. To the best of Seller’s knowledge, Seller has received no written notice of any pending or threatened condemnation proceeding, eminent domain proceeding or other similar proceeding or assessment affecting the Property or any part thereof.

Section 4.2. Buyer's Representations and Warranties. Buyer covenants, represents, and warrants to Seller the following:

Subsection 4.2.1. Legal Enforceability. This Agreement, when executed and delivered by Buyer, will constitute the legal, valid, and binding obligation of Buyer in accordance with its terms (subject to applicable bankruptcy, insolvency and other laws affecting creditors rights generally).

Subsection 4.2.2. No Buyer’s Broker's Commission. Buyer has not contracted for or otherwise engaged the services of any person or entity to act on Buyer's behalf in such a manner as to give rise to a valid claim against Seller for a brokerage commission, finder's fee or other like payment for the transactions contemplated hereby.

Subsection 4.2.3. As Is Condition of the Property. Buyer is purchasing the Property solely in reliance on Buyer’s own investigation, and except as provided in Subsections 4.1.1 through 4.1.6. inclusive, Buyer is purchasing the Property “AS IS” and no other representations or warranties of any kind whatsoever, express or implied, have

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 8 been made by Seller, its agents or employees. Buyer’s agreement to purchase the Property “AS IS” is a material inducement to Seller to agree to sell the Property at the Purchase Price provided herein.

Section 4.3. Survival of Warranties. All representations and warranties of any party contained in this Agreement shall be true and accurate as of the closing date and shall survive the closing date provided that (a) with respect to the party claiming a breach of a representation and/or warranty (the “Claiming Party”) by the other party, the Claiming Party had no knowledge or had no reasonable cause to suspect that any representation or warranty was untrue or inaccurate in any material respect when it was made and/or as of the closing date, (b) the factual basis of the claim or cause of action asserted in the action or proceeding was further identified with reasonable clarity in a written notice delivered by the Claiming Party to the other party not later than twelve (12) months after the closing date, and (c) the action or proceeding is commenced and duly served on the other party within two (2) years of the closing date. The representations and warranties in this Agreement are personal to Buyer and Seller and shall not run with the Property and no person or entity other than Buyer or Seller respectively shall be entitled to bring any action based therein, except with respect to any permitted nominee or assignee of Buyer who assumes the Buyer’s rights and obligations under this Agreement on or before the closing date.

Section 4.4. Indemnification. If the sale contemplated by this Agreement is consummated and subject to the limitations contained in Section 4.3 above:

Subsection 4.4.1. Seller's Indemnification Obligations. Seller shall indemnify and hold Buyer, its officers, directors, agents, employees, affiliates, successors and assigns harmless from and against any and all liabilities, expenses (including reasonable attorneys' fees), costs, damages, and losses actually suffered or incurred by Buyer as a result of any third party claim, cause of action, or obligation successfully brought against or imposed upon Buyer by reason of any material breach or default by Seller of any warranty, covenant, obligation or representation contained in this Agreement.

Subsection 4.4.2. Buyer's Indemnification Obligations. Buyer shall indemnify and hold Seller, its officers, directors, agents, employees, affiliates, successors, and assigns harmless from and against any and all liabilities, expenses (including reasonable attorneys' fees), costs, damages, and losses actually suffered or incurred by Seller as a result of any third party claim, cause of action, or obligation successfully brought against or imposed upon Seller by reason of any material breach or default by Buyer of any warranty, covenant, obligation or representation contained in this Agreement.

The indemnity obligations of the parties hereunder shall survive the close of escrow and shall not apply to the extent of any insurance coverage insuring against the applicable third-party claim obtained by a party who would otherwise be entitled to the other party's indemnification.

ARTICLE V: ESCROW
Section 5.1. Establishment of Escrow and Escrow Instructions. Within three (3)

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 9 business days after the Execution Date, an escrow for consummation of the purchase and sale of the Property shall be established with Escrow Holder Fidelity National Title, 4400 MacArthur Blvd., Suite 200, Newport Beach, CA 92660; Attn: Mary Lou Adame (Escrow Officer), [email protected] (909-978-3020), Chris Scurti (Title Officer), [email protected] (951-710-5964), and April Palmer (Vice President), [email protected] (949-432-1058). This Agreement, including but not limited to the provisions of this Article V, as well as the General Escrow Provisions of Escrow Holder, shall constitute the instructions to the Escrow Holder. Buyer and Seller agree to execute and deliver to the Escrow Holder such additional and supplemental instructions as the Escrow Holder may require in order to clarify the Escrow Holder's duties under this Agreement. In the event of any conflict or inconsistency between this Agreement and the General Escrow Provisions, the terms of this Agreement shall govern the duties of the Escrow Holder and the rights and obligations of Seller and Buyer.

Section 5.2. Close of Escrow. The parties agree that the escrow for the sale and purchase of the Property shall be closed as soon as possible following the date when all conditions precedent to the closing have been satisfied, but in no event later than thirty (30) days following the expiration of the Inspection Contingency Period, which shall hereafter be referred to as the “Scheduled Closing Date.” For purposes of this Agreement, the “close of escrow” and the “closing date” shall be the date the Grant Deed (referred to in Subsection 5.4.1.) is recorded in the Official Records of Kern County, California.

Subsection 5.2.1 Buyer’s Conditions to Closing. The obligation of Buyer to complete the purchase of the Property is subject to the satisfaction or waiver of each of the following conditions at or prior to the Closing:
(i) The due and timely performance by Seller of each material covenant, undertaking and agreement to be performed by Seller as provided in this Agreement, subject to the notice and cure provisions specifically provided herein. (ii) As of the Closing Date, the irrevocable commitment of Title Company to issue or the issuance of an Owner’s Policy of title insurance complying with the requirements of Section 4.1(b).
(iii) The non-occurrence of any material adverse change to the physical condition or the environmental status of the Property from the last day of the Approval Period to the Closing Date.
(iv) Possession. The Property shall be free of all leases, licenses and occupancy agreements, free of parties in possession, free of all personal property belonging to Seller and all third (3rd) parties, and free of debris (collectively, “Seller’s Occupancy Obligation”). Seller agrees to satisfy Seller’s Occupancy Obligation. (v) Oversight Board Approval shall have been obtained.

Subsection 5.2.2 Seller’s Conditions to Closing. The obligation of Seller to complete the sale of the Property is subject to satisfaction or waiver of each of the following conditions at or prior to Closing:
(i) The due and timely performance by Buyer of each material covenant, undertaking and agreement to be performed by Buyer as provided in this Agreement, subject to the notice and cure provisions specifically provided herein.

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 10 (ii) All representations and warranties of Buyer contained in this Agreement shall be true and correct as of the date made and as of the Closing Date with the same effect as though such representations and warranties were made at and as of the Closing Date. (iii) Oversight Board Approval shall have been obtained.

Subsection 5.2.3. Failure to Close on Account of Default. In the event that, due to the failure of a party (the "Defaulting Party") to perform any of its obligations hereunder but not due to the failure of any condition precedent specified herein, the escrow does not close by the Scheduled Closing Date, then the non-Defaulting Party may, at any time thereafter, cancel the escrow by written notice to the Defaulting Party and to the Escrow Holder. Such termination shall be without prejudice to any other rights or remedies under this Agreement or available at law or in equity.

Subsection 5.2.4. Failure to Close on Account of Failure of a Condition Precedent. If the closing date has not occurred on or before the Scheduled Closing Date, due to the failure of any condition precedent specified herein, then (except to the extent such closing date may be further extended by the written agreement of both Buyer and Seller), the party whose obligations were conditioned upon the failed condition may, at any time thereafter, cancel the escrow by written notice to the other party and the Escrow Holder. Such cancellation shall be treated as a termination of this Agreement due to failure of a condition precedent.

Section 5.3. Escrow Cancellation. If, for any reason, the escrow is canceled or terminated pursuant to Subsections 5.2.1 and/or 5.2.2 above, the Escrow Holder shall return to the parties delivering same all funds and documents which are then held by the Escrow Holder in connection with the escrow, except that the Deposit and Extension Payments, if paid, shall be released to or retained by Seller if either (a) Buyer is the Defaulting Party and escrow is canceled or terminated pursuant to Subsection 5.2.1 or (b) if escrow is canceled or terminated pursuant to Subsection 5.2.2 due to failure of the condition for Seller’s benefit under Section 3.3 above. The re-delivery of the funds and documents by Escrow Holder shall be without prejudice to any other rights or remedies of the parties under this Agreement or available at law or in equity.

Subsection 5.3.1. Seller as Defaulting Party. If escrow is canceled or terminated pursuant to Subsection 5.2.1 and Seller is the Defaulting Party, Seller shall pay the escrow fee and any cancellation charges. Seller shall also cause the Deposit and Extension Payment(s), if paid, to be returned to Buyer without prejudice to Buyer's rights and remedies at law or in equity resulting from the default by Seller, including but not limited to the right to seek specific performance.

Subsection 5.3.2. Buyer as Defaulting Party. If escrow is canceled or terminated pursuant to Subsection 5.2.1 and Buyer is the Defaulting Party, Buyer shall pay the escrow fee and any cancellation charges. Seller shall be entitled to receive or retain the Deposit and Extension Payment(s), if paid, as liquidated damages pursuant to Section 6.1 below.

Subsection 5.3.3. No Defaulting Party. If escrow is canceled or terminated

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 11 pursuant to Subsection 5.2.2 by reason of failure of the title condition specified in Section

3.1, the Agreement shall be deemed to be terminated, and Buyer and Seller shall each bear one-half (1/2) of the escrow fee and cancellation charges. The Deposit shall also be returned by Escrow Holder or Seller to Buyer. If escrow is canceled or terminated pursuant to Subsection 5.2.2 by reason of the failure of a condition specified in Section 3.2, the Agreement shall be deemed to be terminated and Seller shall pay the escrow fee and cancellation charges. The Deposit and Extension Payment(s), if paid, shall also be returned by Escrow Holder or Seller to Buyer. If escrow is canceled or terminated pursuant to Subsection 5.2.2 by reason of the failure of the condition specified in Section 3.3, the Agreement shall be deemed to be terminated and Buyer shall pay the escrow fee and cancellation charges. Seller shall also be entitled to receive or retain the Deposit and Extension Payment(s), if paid, as liquidated damages pursuant to Section 6.1.

Section 5.4. Items to be Delivered into Escrow by Seller. Seller shall deliver or cause to be delivered to Escrow Holder, on or before one (1) business day prior to the date set for the close of escrow, the following documents:

Subsection 5.4.1. Grant Deed. A grant deed conveying the Property to Buyer duly executed and acknowledged by Seller (the "Grant Deed"). Escrow Holder is instructed to prepare the Grant Deed including the legal description of the Property to be attached to the Grant Deed.

Subsection 5.4.2. Non-Foreign Transferor Declaration. A non-foreign transferor declaration executed by Seller in the form as required and/or prepared by Escrow Holder (the "Non-foreign Transferor Declaration").

Section 5.5. Items to be Delivered into Escrow by Buyer. Buyer shall deliver or cause to be delivered to Escrow Holder, on or before one (1) business day prior to the date set for the close of escrow, the following funds and documents:

Subsection 5.5.1. Preliminary Change of Ownership Report. A preliminary change of ownership report relating to the transfer of the subject Parcel by Seller to Buyer (the “Preliminary Change of Ownership Report”) appropriately completed by Buyer.

Subsection 5.5.2. Immediately Available Funds. Immediately available funds in the amount sufficient to meet Buyer’s obligations under Subsection 1.3.2 (the “Cash Balance”). Buyer shall also deliver to Escrow Holder additional available funds in an amount equal to Escrow Holder’s reasonable estimate of Buyer’s share of costs, expenses, and prorations.

Section 5.6. Instructions for Closing the Escrow. At such time as all the conditions precedent to the obligations of the parties to perform under this Agreement set forth in Article III and elsewhere in this Agreement have been either satisfied, deemed satisfied, or waived, and after receipt by the Escrow Holder of all funds and documents required to be deposited or caused to be deposited into the escrow by the parties pursuant to Sections 5.4 and 5.5, Escrow Holder shall

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 12 cause the escrow to be closed by doing the following:

Subsection 5.6.1. Date Documents. Date, as of the date of the close of escrow, all instruments or documents calling for a date.

Subsection 5.6.2. Recordation of Grant Deed. Record the Grant Deed in the Official Records of Kern County, California.

Subsection 5.6.3. Preliminary Change of Ownership Report. Submit to the Office of the Kern County Recorder the Preliminary Change of Ownership Report, concurrently with the submission of the Grant Deed for recordation.

Subsection 5.6.4. Pay Off Liens and Deeds of Trust. Pay off any deeds of trusts or liens which Seller is obligated to remove pursuant to Subsection 3.1.2.

Subsection 5.6.5. Pay Broker’s Commissions. Pay the broker’s commission referred to in Section 4.5 to Kosmont Real Estate Services, dba Kosmont Realty (DRE # 02058445).

Subsection 5.6.6. Disbursement of Funds and Documents Due to Seller.

Disburse to Seller all funds due Seller in the amount of the Cash Balance less Seller’s share of costs and prorations as further provided in Sections 5.7 and 5.8 below.

Subsection 5.6.7. Disbursement of Funds and Documents to Buyer. Deliver to Buyer any excess funds deposited into the escrow by Buyer via Escrow Holder's check.

Deliver to Buyer through recordation the recorded Grant Deed.

Subsection 5.6.8. Issue Title Insurance Policy. Cause the policy of title insurance required pursuant to Section 3.1 to be issued.

Subsection 5.6.9. File Information Return. In the normal course of business following the close of escrow, prepare and submit to the Internal Revenue Service the information return statement concerning the closing of the escrow (the "Information Return") required by Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder ("Reporting Requirements"), including but not limited to IRS Form 1099-S and any other appropriate forms, and Seller and Buyer designate Escrow Holder as the "Reporting Person" (as defined in the Reporting Requirements) for this transaction.

Section 5.7. Prorations. Escrow Holder shall prorate real property taxes and assessments attributable to the Property (collectively “Real Estate Taxes”) as of the closing date based upon a three hundred sixty-five (365) day year and the assessed value of the Property in effect immediately prior to the close of escrow. Seller shall pay all such Real Estate Taxes attributable to periods through and including the closing date.

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 13 Section 5.8. Costs to be Paid by Seller. Seller shall pay for the following costs:
(a) The premium for the title insurance policy described in Section 3.1, provided however, that if an ALTA policy is issued pursuant to Buyer’s right to require same under Subsection 3.1.1, Seller shall only be required to pay the amount which would have been charged by Escrow Holder for a CLTA policy; (b) Documentary transfer taxes;
(c) Any commissions owed to Seller’s Broker ; and
(d) One-half (1/2) of any fees of the Escrow Holder.

Any other costs or expenses not specifically described above shall be allocated between Buyer and Seller in accordance with customary practice in Kern County.

Section 5.9. Costs to be Paid by Buyer. Buyer shall pay for the following costs:
(a) If an ALTA policy is issued pursuant to Subsection 3.1.1, Buyer shall pay for the survey costs and for the premium for such policy as reduced by the amount of the premium which Seller is required to pay under paragraph (a) of Section 5.8;
(b) Fees for recording the Grant Deed; and
(c) One-half (1/2) of any fees of the Escrow Holder.

Any other costs or expenses not specifically described above shall be allocated between Buyer and Seller in accordance with customary practice in Kern County.

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 14 ARTICLE VI: DEFAULT
Section 6.1. Liquidated Damages if Default by Buyer. If the close of escrow does not occur on the Expiration Date (as such date may be extended pursuant to Subsection 5.2.1) by reason of a material default by Buyer and not for reason of a failure of a condition referred to in Section 3.1 or 3.2 above, the parties agree that Seller shall be entitled to the Deposit and Extension Payment(s), if paid, as liquidated damages, which sum the parties agree is a reasonable sum considering all of the circumstances existing on the date of this Agreement, including the relationship of the sum to the range of harm to Seller that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or inconvenient. In placing their initials at the places provided, each party specifically confirms the accuracy of the statements made above and the fact that each party was represented by counsel who explained the consequences of this liquidated damages provision at the time this Agreement was made.

Seller: Buyer:

Initial here: ___________ Initial here:___________
Section 6.2. Default by Seller. If the close of escrow does not occur on the Expiration Date (as such date may be extended pursuant to Subsection 5.2.1) by reason of a material default by Seller, Buyer shall have such rights and remedies as Buyer may have under this Agreement, at law, or in equity.

ARTICLE VII: MISCELLANEOUS PROVISIONS
Section 7.1. Delivery of Possession. At close of escrow, Seller shall deliver to Buyer possession of the Property.

Section 7.2. Notices. All notices and demands of any kind which either party hereto may be required or desires to serve upon the other party under the terms of this Agreement shall be in writing and shall be served upon such other party by personal service, or by leaving a copy of such notice or demand with a responsible person at the address hereafter set forth, whereupon service shall be deemed complete, by Federal Express or other overnight courier, by telecopy or facsimile transmission, or by mailing a copy thereof by certified mail, postage prepaid, with return receipt requested, addressed as follows:

If to Seller: Hodges Law Group
Attn: Nathan Hodges
1925 G Street
Bakersfield, CA 93301
If to Buyer: Larry Joseph Walker
8500 Stockdale Hwy, Suite 190
Bakersfield, CA 93311

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 15 Service of any such notice or demand made by mail, by telecopy or facsimile transmission, federal express, or other overnight courier shall be deemed complete on the day of actual delivery or receipt (in the case of telecopy or facsimile) as shown by the addressee's registry or certification receipt. The address to which notices and demands shall be delivered or sent may be changed from time to time by notice served as hereinabove provided by either party upon the other party and the Escrow Holder.

Section 7.3. Time of the Essence. Each party hereto recognizes that time is of the essence for this Agreement and that each has a duty to the other to act with reasonable promptness in considering requests and consents from the other.

Section 7.4. Interpretation; Governing Law. This Agreement shall be construed as if prepared by both parties. This Agreement shall be construed, interpreted and governed by the laws of the State of California and the laws of the United States of America prevailing in California.

Section 7.5. Severability. In the event that any phrase, clause, sentence, paragraph, section, article or other portion of this Agreement shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, or against public policy, the remaining portions of this Agreement shall not be affected thereby and shall remain in force and effect to the full extent permissible by law.

Section 7.6. Performance of Acts on Business Days. Unless specifically stated on the contrary, all references to days herein shall be deemed to refer to calendar days. In the event that the final date for payment of any amount or performance of any act hereunder falls on a Saturday, Sunday or holiday, such payment may be made or act performed on the next succeeding business day.

Section 7.7. Attorneys' Fees. In the event of any legal action or other proceeding between the parties regarding this Agreement or the Property, the prevailing party shall be entitled to the payment by the losing party of its reasonable attorneys' fees, court costs and litigation expenses, as determined by the court.

Section 7.8. Further Assurances. Each party will, whenever and as often as it shall be requested to do so by the other party, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, any and all such further conveyances, assignments, approvals, consents and any and all other documents and do any and all other acts as may be necessary to carry out the intent and purpose of this Agreement.

Section 7.9. Entire Agreement; Amendments. This Agreement, together with the other written agreements referred to herein, is intended by the parties to be the final expression of their agreement with respect to the subject matter hereof, and is intended as the agreement between the parties. As such, this Agreement supersedes any prior understandings between the parties, whether oral or written. Any amendments to this Agreement shall be in writing and shall be signed by all parties hereto.

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 16 Section 7.10. No Waiver. A waiver by either party hereto of a breach of any of the covenants or agreements hereof to be performed by the other party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions hereof.

Section 7.11. Binding Effect. Subject to Section 8.16 below, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, representatives, successors and permitted assigns.

Section 7.12. Headings; Cross-References; Exhibits. The headings and captions used in this Agreement are for convenience and ease of reference only and shall not be used to construe, interpret, expand or limit the terms of this Agreement. All cross-references in this Agreement, unless specifically directed to another agreement or document, shall refer to provisions in this Agreement and shall not be deemed to be references to any other agreements or documents. Each of the exhibits attached to this Agreement is hereby incorporated into this Agreement by this reference.

Section 7.13. Backup Withholding. If any regulations proposed or promulgated by the Internal Revenue Service or the California Franchise Tax Board subject the transactions contemplated hereunder to backup withholding (which would require Buyer to withhold a portion of the Purchase Price from Seller), then Seller will provide Buyer with the necessary declaration in order to exempt such transactions from backup withholding.

Section 7.15. Counterparts. This Agreement may be executed in counterparts, which counterparts, when duly executed by each party, shall constitute a single binding agreement.

Section 7.16. Limitations on Assignment. Except as provided in Section 2.5, Buyer’s interest in this Agreement may be assigned only with the written consent of Seller, which shall not be unreasonably withheld. Among the factors which Seller may consider in determining whether to withhold its consent to any proposed assignment are the creditworthiness of the proposed assignee, the character and reputation of the proposed assignee, and the Seller’s past dealings, if any, with the assignee. Seller agrees that any partnership, corporation or limited liability company which is managed, owned and/or controlled by the Buyer will be a permitted assignee. Any permitted assignee must assume in writing, Buyer’s obligations attributable to the interest in the Property obtained by the permitted assignee. An assignment shall not release Buyer of its obligations hereunder.
[Signature Page Follows]

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 17 IN WITNESS WHEREOF, the parties hereto have executed this Agreement at Bakersfield, California on the date set forth opposite their respective signatures below. “Seller”
Dated: ______________________, 2023 SUCCESSOR AGENCY TO THE ARVIN

COMMUNITY REDEVELOPMENT AGENCY
By: ______________________________________
Jeff Jones
Executive Director

“Buyer”
Dated: ______________________, 2023 By: ______________________________________ Larry Joseph Walker

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 18 ATTACHMENT A

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Arvin
200 Campus Drive
Arvin, CA 93203
Attn: City Manager
No fee for recording pursuant to (Space above for Recorder’s Use) Government Code Section 27383

AFFORDABLE HOUSING DECLARATION OF RESTRICTIVE COVENANTS (Restrictive Covenant Required by the Surplus Lands Act, Government Code Section 54233)
This Affordable Housing Declaration of Restrictive Covenants (the “Declaration” or “Restrictive Covenant”) is made by the City of Arvin as Successor Agency to the Arvin Community Redevelopment Agency, a California Public Agency (“SA”) and with reference to the following facts:

RECITALS
A. SA is the owner of an approximately 0.164 acre parcel of real property located at 816 Sycamore Rd., Arvin, California, identified as Kern County Assessor's Parcel No. 192- 110-16, and more particularly described by the legal description that is attached hereto and incorporated herein by this reference as Exhibit A, which together with all rights, privileges, easements and appurtenances thereto, including, without limitation, all mineral and water rights, all permanent improvements and SA’s personal property, fixtures, furniture and/or furnishings located thereon at close of escrow, are hereinafter collectively referred to as the “Property.” The Property is located in the City of Arvin, and all entitlements for use will be granted by the City of Arvin.

B. On July 27, 2021, the Board of Directors of the SA ("Board") adopted Resolution No. 2021-54 declaring the Property as surplus.

C. On September 14, 2021, SA provided the Notice of Availability of surplus property required by the Surplus Land Act (the “Act” (Government Code section 54222 et seq.)) to the entities specified therein. SA received no timely notice expressing interest in purchasing the Property from an entity required by the Act to receive notice. The SA complied fully with the Act
D. On October 10, 2022, SA staff notified the Department of Housing and Community

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 19 Development (HCD) of SA’s compliance with the Act as required by Government Code section 54230.5.

E. SA received a letter from HCD, dated June 22, 2023, permitting the SA to proceed with the sale.

F. Pursuant to Government Code section 25526, the SA’s Board, by at least a two-thirds vote of all of its members, adopted on July 27, 2021 Resolution No. 2021-54 declaring the SA’s intention to sell the Property (the “Resolution of Intent”), which set forth all terms and procedures for sale by the SA of the Property, including the issuance of a Request for Proposals (“RFP”).

G. The SA has delegated the Executive Director to approve this sale.

H. Section 54233 of the Act requires that if the County does not agree to price and terms with an entity to which notice and an opportunity to purchase or lease are given and disposes of the Property to an entity that uses the Property for ten or more residential units, the SA shall record a covenant or restriction against the Property prior to approval of any land use entitlements that requires that not less than fifteen (15) percent of any residential units be Affordable Units. This Covenant is intended to comply with the requirements of Section 54233 and to implement the policies and programs of the City of Arvin’s adopted Housing Element of the General Plan.

TERMS
NOW, THEREFORE, SA hereby declares that the Property is, and shall be, held, conveyed, hypothecated, encumbered, leased, rented, used and occupied subject to the following Restrictive Covenants, all of which are declared and agreed to be in furtherance of a the Surplus Land Act. These restrictions shall run with the land and shall be binding on and inure to the benefit of all parties having or acquiring any right, title or interest in the Property or any part thereof, are for the benefit of the Property and shall be binding on and inure to the benefit of the successors in interest of such parties unless otherwise set for the hereinafter.

The foregoing recitals are hereby incorporated by reference and made part of this Declaration.

ARTICLE 1 DEFINITIONS AND EXHIBITS
Section 1.1 Definitions. In addition to those terms defined in the Recitals, the terms listed here have the following meanings in this Agreement:
a. “Affordable Ownership Price” means a sales price that includes a reasonable down payment and results in a Monthly Housing Payment during the first calendar year of a household's occupancy that (i) for Low Income Households, is equal to or less than one7.A.2 Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 20 twelfth (1/12) of thirty percent (30%) of seventy percent (70%) of Area Median Income, as adjusted for Assumed Household Size; and (ii) for Very Low Income Households, is equal to or less than one-twelfth (1/12) of thirty percent (30%) of fifty percent (50%) of Area Median Income, as adjusted for Assumed Household Size, as calculated consistent with Health & Safety Code Section 50052.5.
b. “Affordable Rent” means monthly Rent that (i) for Low Income Households, is equal to or less than one-twelfth (1/12) of thirty percent (30%) of sixty percent (60%) of Area Median Income, as adjusted for Assumed Household Size; and (ii) for Very Low Income Households, is equal to or less than one-twelfth (1/12) of thirty percent (30%) of fifty percent (50%) of Area Median Income, as adjusted for Assumed Household Size, as calculated consistent with Health & Safety Code Section 50053. If a tenant receives Section 8 housing assistance payments, the “Affordable Rent” requirement shall apply to the portion of such amount paid by the tenant.
c. “Affordable Price” means either Affordable Ownership Price or Affordable Rent. d. “Area Median Income” means the median income applicable to Kern County, adjusted for actual household size, as published annually by the California Department of Housing and Community Development in Title 25, Section 6932 of the California Code of Regulations (or successor provision) pursuant to California Health and Safety Code Section 50093(c). e. “Assumed Household Size” means one person in a studio dwelling unit, two persons in a one-bedroom dwelling unit, three persons in a two-bedroom dwelling unit, and one additional person for each additional bedroom thereafter. f. “Developer” means a party who purchases the Property and constructs Residential Homes thereon, and any successor, heir, or assign of the Developer, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by the SA.
g. “Eligible Household” means a household that is a Low-Income Household or a Very LowIncome Household. h. “Low Income Household” means a household whose annual household income does not exceed the low-income limits applicable to Kern County as published annually pursuant to Title 25, Section 6932, of the California Code of Regulations (or its successor provision) by the California Department of Housing and Community Development. i. “Monthly Housing Payment” includes monthly payment of mortgage interest and principal, property taxes, mortgage insurance, homeowner's insurance, homeowners' association dues, assessments paid by homeowners, and a reasonable allowance for utilities (excluding telephone service and cable television).
j. “Rent” means the total of monthly payments required to be paid by a tenant for the

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 21 following: use and occupancy of an Affordable Unit and associated facilities, including parking; any separately charged fees or service charges assessed by Developer and required to be paid by the tenant other than security deposits; utilities paid by the tenant, if any, which may include garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, excluding telephone service or cable television; and any other interest, taxes, fees or charges paid by the tenant in connection with the use of the Affordable Unit or associated facilities and assessed by a public or private entity other than Developer.
k. “Term” is the period of time beginning on the date that a permanent certificate of occupancy is issued for all of the Affordable Units and ending fifty-five (55) years following that date for rental housing or forty-five (45) years for ownership housing. l. “Very Low-Income Household” means a household whose annual household income does not exceed the very low-income limits applicable to Kern County as published annually pursuant to Title 25, Section 6932, of the California Code of Regulations (or its successor provision) by the California Department of Housing and Community Development.

Section 1.2 Exhibits. The following Exhibit is attached and incorporated into this Restrictive Covenant:
a. Exhibit A Legal Description of the Property
ARTICLE 2

AFFORDABILITY AND OCCUPANCY COVENANTS
Section 2.1 Affordable Housing Requirements.
a. Affordable Units. If 10 or more dwelling units are developed on the Property, not less than fifteen percent (15%) of the total residential units developed on the Property shall be sold or rented at an Affordable Price to Eligible Households. The Affordable Units shall be used only as residences for the Term of this Agreement. Rental units shall remain affordable to and occupied by lower income households for a period of 55 years for rental housing and 45 years for ownership housing. The initial occupants of all ownership units shall be lower income households, and the units shall be subject to an equity sharing agreement consistent with the provisions of paragraph (2) of subdivision (c) of 65915 of the California Government Code. These requirements shall be covenants or restrictions running with the land and shall be enforceable against any owner who violates a covenant or restriction and each successor-in-interest who continues the violation by any of the entities described in subdivisions (a) to (f), inclusive, of Section 54222.5 of the California Government Code.
b. Satisfaction of Affordable Housing Requirements. The affordable housing requirements contained in this Restrictive Covenant shall be satisfied with respect to the Property when:

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 22 (a) the Developer constructs, or causes to be constructed, and completes the construction of the Affordable Units meeting the requirements of this Agreement; and (b) for the Term of this Agreement, Developer sells or rents all Affordable Units to Eligible Households at an Affordable Ownership Price or Affordable Rent, as applicable, in compliance Section

2.1(a) above.
c. Recordation of Restrictive Covenant. Concurrently with close of escrow on sale of the Property to the Developer, or prior to receipt of any entitlement for use from the City of Arvin, whichever occurs first, this Declaration shall be duly executed by the SA and recorded against the Property in the Official Records of the County of Kern, consistent with the requirements of Section 54233 of the Act.

Section 2.2 Term and Release of Property from Agreement. a. Term. The provisions of this Agreement shall apply to the Property for the entire Term unless released as described in subsection (c) below. This Declaration shall bind any successor, heir, or assign of the Developer, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by the SA.

The SA intends to sell the Property on the condition, and in consideration of, this provision, and would not do so otherwise.
b. Covenant Running with the Land. The covenants and conditions herein contained shall apply to and bind, during their respective periods of fee ownership, Developer and its heirs, executors, administrators, successors, transferees, and assignees having or acquiring any right, title, or interest in or to any part of the Property, whether by operation of law or in any manner whatsoever, and shall run with and burden the Property for the Term of this Declaration until terminated in accordance with this Section. All of the provisions of this Declaration shall be enforceable as equitable servitudes and shall constitute covenants running with the land pursuant to applicable laws, including without limitation Section 1468 of the California Civil Code. Each covenant to do, or to refrain from doing, some act on the Property hereunder (a) is for the benefit of the Property and is a burden on the Property, (b) runs with the Property, and (c) is binding upon each party and each successive owner during its ownership of the Property or any portion thereof, and shall be a benefit to and a burden upon each party and the Property hereunder and each other person or entity succeeding in an interest to the Property.
c. Release of Restrictive Covenants.
i. Upon completion of all of the Affordable Units, if any, and the sale or rental of all of the Affordable Units at Affordable Ownership Price or Affordable Rent, as applicable, to Eligible Households, the SA shall release all portions of the Property except the parcels occupied by the Affordable Units from the burdens of this Agreement within thirty (30) days following written notice from the Developer, if at the time the Developer is in compliance with all terms of this Declaration. ii. Prior to the expiration of the Term, Developer shall provide all notifications

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 23 required by Government Code Sections 65863.10 and 65863.11 or successor provisions and any other notification required by any state, federal, or local law. iii. Upon the expiration of the Term, SA shall execute and record a release of all portions of the Property from the burdens of this Declaration within thirty (30) days following written notice from the Developer, if at the time the Developer is in compliance with all terms of this Agreement, including without limitation Developer's compliance with subparagraph (c)(ii) of this Section.

Section 2.3 Nondiscrimination. Developer shall not discriminate against persons or groups of persons on account of race, color, religion, creed, sex, sexual orientation, marital status, familial status, ancestry or national origin in the use, sale, transfer, occupancy, lease, tenure or enjoyment of the Property, nor shall Developer or any person claiming under or through Developer establish or permit any such practice or practices of discrimination or segregation with respect to use or occupancy of the Property.

ARTICLE 3 DEFAULT AND REMEDIES
Section 3.1 Default. The SA may exercise any and all remedies available to it for violation of this Declaration, including but not limited to: (a) instituting against the Developer, or other parties, a civil action for declaratory relief, injunction or any other equitable relief, or relief at law, including without limitation an action to rescind a transaction and/or to require repayment of any funds received in connection with such a violation; and (b) where one or more persons have received financial benefit as a result of a violation of this Declaration, the SA may assess, and institute legal action to recover as necessary, a penalty in any amount up to and including the amount of financial benefit received, in addition to recovery of other benefits received; (c) prosecuting a misdemeanor against any person who has violated the Surplus Land Act; and (d) any other remedies authorized by law.

Section 3.2 Enforcement by Third Parties. As required by Section 54233 of the Act, any default in the Developer’s obligations pursuant to this Declaration shall also be enforceable against the Developer by any of the entities described in subdivisions (a) through (f), inclusive, of Government Code Section 54222.5.

Section 3.3 Remedies Cumulative. No right, power, or remedy given is intended to be exclusive of any other available right, power, or remedy; but each and every such right, power, or remedy shall be cumulative and shall be in addition to every other right, power, or remedy given to the SA now or hereafter existing at law, in equity, or by statute or ordinance. Neither the failure nor any delay on the part of the SA to exercise any such rights and remedies shall operate as a waiver thereof, nor shall any single or partial exercise by the SA of any such right or remedy preclude any other or further exercise of such right or remedy, or any other right or remedy.

ARTICLE 4 GENERAL PROVISIONS
Section 4.1 Interpretation. The terms of this Declaration shall be interpreted so as to insure to

7.A.2
Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate 24 the maximum extent possible that the Affordable Units are used for affordable housing and are occupied by Eligible Households.

Section 4.2 Title of Parts and Sections. Any titles of the sections or subsections of this Declaration are inserted for convenience only and shall be disregarded in interpreting any part of the Declaration’s provisions.

Section 4.3 Governmental Standards. In the event any standard established and maintained by any governmental agency which is necessary to give effect to this Declaration ceases to exist, and no comparable replacement is issued, the SA shall create a replacement standard utilizing the formula and factors previously used to create the discontinued standard.

Section 4.4 Authority. This Declaration has been executed and delivered by persons who are duly authorized to execute and deliver the same for and on behalf of SA Section 4.5 Survival; No Merger. All of the terms, provisions, representations, warranties and covenants of herein shall survive the close of escrow of any sale of the Property or the Affordable Units and shall not be merged in any deed transferring the Property or the Affordable Units.

Section 4.6 Severability. In the event any limitation, condition, restriction, covenant, or provision contained herein is to be held invalid, void, or unenforceable by any court of competent jurisdiction, or if any provision herein is rendered invalid or unenforceable pursuant to any California statute which became effective after the date of recordation, the remaining portions of this Declaration shall nevertheless remain in full force and effect.

Date: CITY OF ARVIN, AS SUCCESSOR AGENCY

TO THE ARVIN COMMUNITY

REDEVELOPMENT AGENCY,

A CALIFORNIA PUBLIC AGENCY
By:

Name: Jeff Jones
Title: Executive Director

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate

EXHIBIT A

LEGAL DESCRIPTION
APN 192-110-16
BEING A PORTION OF THE FOOTHILLS CITRUS FARMS SUBDIVISION FILED APRIL 4, 1910

IN THE OFFICE OF THE KERN COUNTY RECORDER AND LYING WITHIN THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 26, TOWNSHIP 31 SOUTH, RANGE 29 EAST, M.D.M., TOGETHER WITH CERTIFICATES OF COMPLIANCE RECORDED IN BOOK 5725, PAGE 1850, BOOK 5923, PAGE 2480, DOCUMENT NO. 0196089589, DOCUMENT NO. 196158984, AND DOCUMENT NO. 209125645 ALL OF OFFICIAL RECORDS.

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Attachment: SA Purchase and Sale Agmt 816 Sycamore APN 192-110-16 Larry Joseph Walker_102423 (Successor Agency - Real Estate

7.A.3
Attachment: 816 Sycamore Diagram (Successor Agency - Real Estate Purchase & Sale Agreement - 816 816 Sycamore Rd,
APN 192-110-16

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Attachment: 816 Sycamore Diagram (Successor Agency - Real Estate Purchase & Sale Agreement - 816

Arvin City CouncilOctober 24, 2023

Arvin City Council
October 24, 2023