Agenda packet — Burbank City Council, May 19, 2026 (part 11 of 13)

Exhibit B 5 ATTACHMENT 12 - 298
1948

PROJECT MONITORING CHECKLIST
(CEQA Mitigation Measures)
PROJECT NAME Planned Development No. 2002-2 with .. .

Development Review No. 2002-42 ....... .

APPROVAL DATE proposed March 11, 2003 ....................... .

FILE NUMBER Block bounded by Glenoaks Blyd., Olive
Ave., Third St., and Orange Grove Ave.;
and southwest comer of Orange\ Grove
and Third St ...................................................... .

ENVIRONMENTAL Prepared January 30, 2003 ................................ .

All of the mitigation measures required for this project are consolidated on this checklist for the purpose. of monitoring them I for completion as a part of the project approval process. Each responsible department/division will assign a deadline for completion of the conditions it has required. Numbers of conditions are entered in the appropriate column. A signature at each point in the approval pricess indicates completion of conditions required by a responsible department/division at that point in time. Final approval for C of O m!st be obtained

RESPONSIBLE I II III IV V VI VII

DEPARTMENT/ DEMOLITION DURING GRADING BUILDING DURING CERTIFICATE OTHER ONGOING

DMSION DEMOLITION PERMIT CONSTRUCTION OF

OCCUPANCY
CDD - Building 1-6 1-6 1-6 1-6 1-6
CDD - Planning 5, 6 5,6 5, 6 5, 6 5, 6 7
(design)
PWD - General 5,6 5, 6 5,6 5,6 5,6
0 tu
1-A·
C)1
0 .....
~
'1
~ ~
Exhibit B 5 ATTACHMENT 12 - 299
1949
of the Buildings has been provided with funds from the Agency's Low and Moderate Income Housing Fund, and the remainder of the cost of acquisition of the Buildings has been provided with HOME Program funds. •
B-. --Pursmrntto~th~e~:rurchase :A:greement and A:~A0 lie N onprofiflias agreed to lease the apartment units in the Buildings at an Affordable Rent to Very Low, Lower and Low and Moderate Income Households
E. The Purchase Agreement and the AHA each required the execution and recording of Regulatory Agreements (the "Purchase Regulatory Agreement" and the AHA Regulatory Agreement," respectively) to set forth the ongoing affordability, maintenance, and other obligations of the Purchase Agreement and the AHA.

F. The Agency, City, and Nonprofit desire to execute this Agreement, which will amend and restate both the Purchase Regulatory Agreement arid AHA Regulatory . Agreement and set forth the obligations of the Parties under one Agreement. The purpose of this Amended and Restated Regulatory Agreement is to provide flexibility to the in leasing the housing units in all of the Buildings on the Property, while still requiring the same overall affordability levels set forth in the Purchase Regulatory Agreement and AHA Regulatory Agreement. •
NOW, THEREFORE, the parties hereto agree as follows:
100. DEFINITIONS
"Achievement Center" is defined in Section 406 hereof.
''Affordable Rent" is defined in Section 402.6 hereof.
''Agency" means the Redevelopment Agency of the City of Burbank, a public body, corporate and politic, exercising governmental functions and powers and organized and existing under Chapter 2 of the Community Redevelopment Law and any assignee of or successor to its rights, powers and responsibilities.
''Agreement" means this Amended and Restated Regulatory Agreement among the Agency, the City, and the Nonprofit. -
"AHA" is defined in Recital B above.
"AHA Regulatory Agreement" is defined in Recital E above. "Buildings" means those multifamily apartment complexes located on the Property. "Capital Replacement Reserve" is defined in Section 405 hereof. "City" means the City of Burbank, a California charter city and municipal corporation. k:\agmt\housihg\amended elmwood regulatory agmt
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3 Exhibit B 5 ATTACHMENT 12 - 300
1950
03 16344¥/2
"Community Redevelopment Law" means California Health and Safety Code Section 33000, et seq. as the same now exist or may hereinafter be amended. "County"means Los Angeles County.
''Date of Agreement" means the date set forth in the first paragraph hereof. "Default" means the failure of a party to perform any action or covenant .required by this Agreement within the time periods provided herein following notice and opportunity to cure, as set forth in Section 501 hereof.
"First Project Buildings" is defined in Recital A above.· "First Project Property" is defined in Recital A above. "Governmental Requirements" means all laws, ordinances, statutes, codes, rules, regulations, orders and decrees of the United States, the State, the County, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, age1:cy or instrumentality exercising jurisdiction over the Agency, the Nonprofit or the Property. "Hazardous Materials" means any substance, material, or waste which is or becomes, regulated by any local governmental authority, the State, or the United States Government, including, but not litp.ited to, any material or substance which is (i) defined as a "hazardous waste," "extremely hazardous waste," or "restricted hazardous waste" under Section 25115, 25117 or,:25122.7, or listed pursuant to Section 25140 of the California Iiealth and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law)), (ii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter

6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material," "hazardous substance," or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) friable asbestos, (vii) polychlorinated byphenyls, (viii) methyl tertiary butyl ether, (ix) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Code of Regulations, Division 4, Chapter 20, (x) designated as "hazardous substances" pursuant to Section 311 of the Clean Water Act (33 U.S.C. § 1317), (xi) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. §§6901, et seq. (42 U.S.C. §6903) or (xii) defined as "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. §§9601, et seq. "Legal Description" means the description of the Property which is attached hereto as Exhibit A and incorporated herein. ~
"Low and Moderate Income Household" shall mean a household earning not greater than the applicable portion of Los Angeles County median income (generally 120%) which is set forth from time to time by regulation of the Cctlifornia Department of Housing and Community Development, pursuant to Health and Safety Code Section 50093. k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 301
1951
"Lower Income Household" shall mean a household earning not greater than the applicable portion of Los Angeles County median income (generally 80%) which is set forth from time to time by regulation of the California Department of Housing and Community Development, pursuant to Health and Safety Code Section 50079.5. "Nonprofit" means Burbank Housing Corporation, a California nonprofit corporation, and its successors and assigns.
"Notice" shall mean a notice in the form prescribed by Section 601 hereof. "Property" means that certain real property improved with nine multifamily apartment complexes in the City of Burbank, located at 153 West Elmwood, 158 West Elmwood, 159 West Elmwood, 164 West Elmwood, 165 West Elmwood, 170 West Elmwood, 171 West Elmwood, 188 West Elmwood, 194 West Elmwood, and 199 West Elmwood. The Property is legally described in the Legal Description and depicted on the Map. "Purchase Agreement" is defined in Recital A above.
"Purchase Regulatory Agreement" is defined in Recital E above. "Rent" shall mean the total of monthly payments by the tenants of an apartment unit for use and occupancy for the unit and facilities associated therewith, including a reasonable allowance for utilities for an adequate level of service, as defined in 25 California Code of Regulations § 6918.
"Second Project Building" is defined in Recital B above. "Second Project Property" is defined in Recital B above. "State" means the State of California.
"Transfer" is defined in Section 603 .1 hereof.
"Very Low Income Household" shall mean a household earning not greater than fifty percent (50%) of Los Angeles County median income which is set forth from time to time by· regulation of the United States Department of Housing and Urban Development. 200. COMPLETION OF REHABILITATION; DISCLOSURE
201. Rehabilitation of the Second ProJect Property. The Nonprofit agrees to rehabilitate the Second Project Property in accordance with the provisions of the Affordable Housing Agreement, the Scope of Work which is attached to the Affordable Housing Agreement as Exhibit E and incorporated herein by reference, the Federal Housing Quality Standards, 24 CPR § 882.109, the City Municipal Code and all other applicable local codes, rehabilitation standards, ordinances and zoning ordinances, the lead based paint requirements of 24 CFR part 35, and accessibility standards pursuant to 24 CPR part 8 (the "Rehabilitation"). The Rehabilitation shall be conducted in such a manner so as to avoid or minimize tenant k:\agmt\housing\amended elmwood regulatory agmt
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s
Exhibit B 5 ATTACHMENT 12 - 302
1952
displacement to the greatest extent feasible, in accordance with the provisions of Section 209 .2 of the Affordable Housing Agreement.
202. Disclosure. Housing built before 1978 may contain lead-based paint. Lead from paint, paint cnips ana dust can pose healffi hazards if not taken care of properly. Lead exposure is especially harmful to young children and pregnant women. Landlords must, before renting pre-1978 housing, disclose the presence of known lead-based paint and lead-based paint hazards in the dwelling. Tenants must also receive a Federally approved pamphlet on lead poisoning prevention. The Agency has undertaken a program to abate lead-based paint which existed in the First Project Buildings, some of which was removed and some of which was encapsulated and allowed to remain in place in the First Project Buildings. The Agency has made available to the Nonprofit all of the reports and records which it has commissioned pertaining to lead-based paint and/or lead-based paint hazards in the First Project Buildings, and Nonprofit acknowledges receipt thereof. However, the Agency believes that the First Project Buildings were constructed prior to 1978, and, therefore, may contain lead-based paint. Nonprofit shall provide to its tenants all disclosures required by applicable law with respect to lead paint exposure. Moreover, Nonprofit shall comply with all applicable laws pertaining to lead-based paint for the Second Project Building.
300. OPERATION OF THE PROPERTY
301. Insurance Requirements. The Nonprofit shall take out and maintain or shall cause its contractor to take out and maintain during the Affordability Period a comprehensive generalliftbility policy in the amount of not less than Tvro Million Dollars ($2,000,000) combined single limit policy, and a co:rpprehensive automobile liability policy with limits of not less than One Hundred Thousand Dollars ($100,000) per person and Three Hundred Thousand Dollars ($300,000) per accident for bodily injury and not less than Twenty-Five Thousand Dollars ($25,000) per accident for property damage. Nonprofit shall maintain insurance in the amount of Two Million Dollars ($2,000,000) against damages sustained by reason of any action, claim or demand made by reason of breach or claim for breach of contract, or by reason of any contractual liability or alleged contractual liability on any contract entered into by the Nonprofit or its contractors, subcontractors, agents or employees with respect to the Property. All policies shall protect the Nonprofit, City and Agency from claims for such damages, and be issued by an insurance carrier qualified to do business in the State of California, which carrier is reasonably satisfactory to the Agency. Such policy or policies shall be written on an occurrence form. The Nonprofit shall also furnish or cause to be furnished to the Agency evidence satisfactory to the Agency that Nonprofit and any contractor with whom it has contracted for the performance of work on the Property or otherwise pursuant to this Agreement carries workers' compensation insurance as required by law. The Nonprofit shall furnish a certificate of insurance countersigned by an authorized agent of the insurance carrier on a form approved by the Agency setting forth the general provisions of the insurance coverage. This countersigned certificate shall name the City and the Agency and their respective officers, agents, and employees as additionally insured parties under the policy, and the certificate shall be accompanied by a duly executed endorsement evidencing such additional insured status, which shall be provided as a separate endorsement attached to the certificate: The certificate and separate endorsement by the insurance carrier shall contain a statement of obligation on the part of the carrier to notify City k:\agmt\housing\amended elmwood regulatory agmt
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(o
Exhibit B 5 ATTACHMENT 12 - 303
1953
03 1634472
and the Agency of any material change, cancellation or termination of the coverage at least thirty (30) days in advance ofthe effective date of any such material change, cancellation or termination. Coverage provided hereunder by the Nonprofit shall be primary insurance and not be contributing with any insurance maintained by the Agency or City, and the policy shall ------,e(')ntain~such~an-endorsement-'fhe-insurance policy or the endorsement shall contain a waiver of subrogation for the benefi~ of the City and the Agency. The required certificate shall be furnished by the Nonprofit at the time set forth therefor in the Schedule of Performance.

Nonprofit shall also take out and maintain from the date of the Closing until the end of the Affordability Period a policy of property damage insurance, with the policy amount in the full replacement value of the Property.
302. Indemnity. The Nonprofit shall defend, indemnify, assume all responsibility for, and hold the Agency and the City, and their representatives, volunteers, officers, employees and agents, harmless from all claims, demands, damages, defense costs or liability of any kind or nature relating to the subject matter of this Agreement or the implementation thereof and for any damages to property or injuries to persons, including accidental death (including attorneys fees and costs), which may be caused by any acts or omissions of the Nonprofit under this Agreement, whether such activities or performance thereof be by the Nonprofit or by anyone directly or indirectly employed or contracted with by the Nonprofit and whether such damage shall accrue or be discovered before or after termination of this Agreement. The Nonprofit shall not be liable for property damage or bodily injury to the extent occasioned by the willful misconduct or sole negligence of the Agency, the City, or their agents or employees. 303. Rights of Access. Representatives of the Agency and/or City sh.all have the rig.ht to inspect the Pr~perty so long as Agency and/or City representatives comply with all safety rules.
304. · Compliance With Laws. The Nonprofit shall carry out the operation of the Property in conformity with all applicable laws, including all applicable City zoning and development standards, building, plumbing, mechanical and electrical codes, and all other provisions of the City's Municipal Code. A portion of the cost of acquisition of the Buildings has been financed through funds provided to the City from the HOME Investment Partnership Act, 42 U.S.C. § 12701, et seq., pursuant to the implementing regulations set forth at 24 CPR 92 (the "HOME Program"). Accordingly, the Nonprofit shall comply with all applicable requirements of the HOME Program, as it now exists or may hereafter be amended. Upon request, the Agency/City shall provide to the Nonprofit a copy of applicable HOME Program requirements.
305. Financing of the Acquisition of the Property. The Nonprofit shall not enter into any conveyance for financing without the prior written approval of the Agency and City. 400. COVENANTS AND RESTRICTIONS
401. Duty to Prevent Hazardous Material Contamination. During the Rehabilitation of the Second Project Property and operation of the Property, the Nonprofit shall take all necessary precautions to prevent the release of any Hazardous Materials into the environment on or under the Property. Such precautions shall include compliance with all k:\agmt\housing\amended elmwood regulatory agmt
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1 Exhibit B 5 ATTACHMENT 12 - 304
1954
03 16344.,2
Governmental Requirements with respect to Hazardous Materials. The Nonprofit shall notify the City and Agency, and provide to the City and Agency a copy or copies, of any notices of violation, notices to comply, citations, inquiries, clean-up or abatement orders, cease and desist orders, reports filed pursuant to self-reporting requirements and reports filed or applications 11mtl~nt to any-Governmental-Requirement relatmg to Hazardous Matenals and underground tanks, and the Nonprofit shall report to the City and Agency, as soon as possible after each incident, any unusual, potentially important incidents in the event of a release of any Hazardous Materials into the environment.
402. Affordable Housing Requirements.
402.1 Number of Units. The Nonprofit agrees to make available, restrict occupancy to, and rent nineteen (19) of the apartment units in the Buildings to Very Low Income Households, twenty-three (23) of the apartment units in the Buildings to Lower Income Households, and twenty-three (23) of the apartment units in the Buildings to Low- and Moderate Income Households, at the rents established pursuant to Section 402.6 hereof. 402.2 Lease Requirements. Prior to rental of any of the apartment units in the Buildings to new tenants, Nonprofit shall submit a standard lease form to the Agency and City for their approval. Each such lease shall contain a waiver of relocation rights and benefits in a form which is reasonably acceptable to the Agency and City. The Agency and City shall approve such lease form upon finding that such lease form is consistent with this Agreement and contains all of the provisions required pursuant to the HOME Program, HOME Regulations, and the Comrrmnity Redevelopment Law. The Nonprofit shall enter into a lease, in the form approved by the Agency and City, with each new tenant of an apartment unit within the Buildings, and each existing tenant whose existing lease has expired. No lease shall contain any of the provisions which are prohibited pursuant to Section 92.253 of the HOME Regulations. 402.3 Duration of Affordability Requirements. The Buildings shall be subject to the requirements of this Section 402 in perpetuity commencing upon the date of this Agreement. The duration of this requirement shall be known as the "AffordabilityPeriod." 402.4 Selection of Tenants. Each apartment unit in the Buildings shall be leased to tenants selected by the Nonprofit who meet all of the requirements provided herein.

The Agency and/ot City may, from time to time, assist in the leasing of the apartment units in the Buildings by providing to 'the Nonprofit names of persons who have expressed interest in renting such units. The Nonprofit shall adopt a tenant selection system in conformance with Section

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Exhibit B 5 ATTACHMENT 12 - 305
1955
03 16344'72
tenant-based assistance program, who is otherwise qualified to be a tenant in accordance with the approved tenant selection criteria.
402.5 Income of Tenants. Prior to the rental or lease of any apartment unit in -----~the~-uildings~o~a tenant, andctnnuallytrrereafter;the~Nonprotlt snall obtain an income certification from the tenant of each apartment unit. The Nonprofit shall verify the income certification of the tenant in one or more of the following methods:
a.
periods, if any.
obtain two (2) paycheck stubs from the tenant's two (2) most recent pay b. obtain a true copy of an income tax return from the tenant for the most recent tax year in which a return was filed.
c. obtain an income verification certification from the employer of the tenant.
d. obtain an income verification certification from the Social Security Administration and/or the California Department of Social Services if the tenant receives assistance from such agencies.
e. obtain a credit report from a commercial credit reporting agency. f. obtain an alternate form of income ve1ification reasonably requested by the Nonptofit, if none of the above forms of verification is available to the ·Nonprofit.

A person or family who at the time of income certi_fication qualified as a Very Low, Lower or Low- and Moderate Income Household, as applicable, shall continue to be deemed so qualified, until such time as the person or family's income is redetermined and the person or family is determined by the Nonprofit to no longer be so qualified, even if such person or family's income has subsequently increased to an amount above the applicable income level.

Upon the Nonprofit's determination that the tenant is no longer qualified as either a Very Low, Lower or Low- and Moderate Income Household, such tenant's monthly rent, instead of the amount set forth in Section 402.6 hereof, shall be adjusted to the lesser of thirty percent of the tenant's monthly income or fair market rent, as reasonably determined by the Agency and the Nonprofit. In addition, the Nonprofit shall annually submit to the Agency and City, prior to July 15 each year, a certification of the number of apartment units in the Buildings actually occupied by Very Low, Lower and Low- and Moderate-Income Households in such form as may be provided by the Agency.
402.6 Determination of Affordable Rent. Each apartment unit in the Buildings shall be rented at an "Affordable Rent" to be established by the Agency and City as provided herein. The maximum Monthly Rent chargeable for the apartment units within the Buildings shall be established by the Agency on an annual basis by written notice to the Nonprofit, upon publication of annual median income limits by the United States Department of Housing and Urban Development and the California Department of Housing and Community Development, at the following amounts:
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Exhibit B 5 ATTACHMENT 12 - 306
1956
a. For Very Low Income Households: the lesser of (a) One-Twelfth (1112th) of Thirty Percent (30%) of Fifty Percent (50%) of Los Angeles County annual median income for a household size appropriate for the unit, or (b) the fair market rent for existing housing for comparable units in the area as established by the United States Department of Housing and tlroan Development under 24 CF~8&8Tl .
b. For Lower Income Households: One-Twelfth (1/lih) of Thirty Percent (30%) of Sixty Percent (60%) of Los Angeles County annual median income for a household size appropriate for the unit.
c. For Low and Moderate Income Households: One-Twelfth (1/lih) of Thirty Percent (30%) of One Hundred Ten Percent (110%) of Los Angeles County annual median income for a household size appropriate for the unit.

For purpose of determining "Affordable Rent" only, "household size appropriate to the unit" shall mean one person for a studio apartment unit, two persons for a one bedroom apartment unit, three persons for a two bedroom apartment unit, four persons f9r a three bedroom apartment unit, and five persons for a four bedroom apartment unit. The rents of the apartment • units in the Buildings may be increased simultaneously, once per year, regardless of when particular tenants commenced occupancy of their units. For purposes of this Agreement, "Monthly Rent" means the total of monthly payments for (a) use and occupancy of the Property and land and facilities associated therewith, (b) any separately charged fees or service charges assessed by the Nonprofit which are required of all tenants, other than security deposits, (c) a reasonable allowance for an adequate level of service of utilities not included in (a) or (b) above, including garbage collection, se·wer, water, electricity, gas and other heating, cooking and refrigeration fuels, but not including telephone service, and ( d) possessory interest, taxes or other fees or charges assessed for use of the land and facilities associated therewith by a public or private entity other than Nonprofit. The Agency and City, may in their discretion, base the utilities allowance on a utilities allowance adopted by the Los Angeles County Housing Authority, or established in connection with the Section 8 program administered by the United States Department of Housing and Urban Development. Upon the approval of the Agency, rents may be established at amounts which are lower than the maximum monthly rental amounts set forth above.
402. 7 Occupancy Standards. Based on a standard of two persons per bedroom plus one additional person, occupancy of studio apartment units shall be limited to two persons, occupancy of one bedroom apartment units shall be limited to three persons, occupancy of two bedroom apartment units shall be limited to five persons, occupancy of three bedroom apartment units shall be limited to seven persons, and occupancy of four bedroom apartment units shall be limited to nine persons. For those housing units originally subject to the Purchase Regulatory Agreement, the requirements of this section shall only be applied to tenants occupying the units after the Date of Agreement. All tenants occupying housing units in the First Project Buildings prior to the Date of Agreement shall comply with Section 402.6 of the Purchase Regulatory Agreement.
402.8 Affirmative Marketing. The rental of the Affordable Units shall be conducted in accordance with the affirmative marketing requirements which have been adopted k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 307
1957
oa 1634472 ) \
by the City and the requirements of Section 92.351, or successor regulation, of the HOME Regulations and other applicable HOME Program requirements. 402.9 Property Tax Exemption. The Nonprofit shall be entitled to apply for ------and-receive-a-fuH or partial--exemptiorrfromihe1myment of property taxes and assessments which would be assessed upon the Property. The Agency and City do not represent or warrant to the Nonprofit that such an exemption will be available to the Nonprofit. 403. Maintenance Covenants. The Nonprofit shall maintain or cause to be maintained the interior and exterior of the Property in a decent, safe and sanitary manner, in accordance with the HUD Housing Quality Standards and the maintenance standards required by Section 92.251 of the HOME Regulations, and the standard of maintenance of similar housing units within Los Angeles County, California. None of the apartment units on the Property shall at any time be utilized on a transient basis nor shall the Property or any portion thereof ever be used as a hotel, motel, dormitory, fraternity or sorority house, rooming house, hospital, nursing home, sanitarium or rest home, or be converted to condominium ownership. If at any time Nonprofit fails to maintain the Property in accordance with this Agreement and such condition is not corrected within five days after written notice from the Agency and/or City with respect to graffiti, debris, waste material, and general maintenance, or thirty days after written notice from the Agency and/or City with respect to landscaping and building improvements, then the Agency and/or City, in addition to whatever remedies they may have at law or at equity, shall have the right to enter upon the applicable portion of the Property and perform all acts and work necessary to protect, maintain, and preserve the Buildings and landscaped areas on the Property, and to attach a lien upon the Property, or to assess the Property, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by the Agency and/or City and/or costs of such cure, including a reasonable administrative charge, which amount shall be promptly paid by Nonprofit to the Agency and/or City upon demand. 404. . Management. Nonprofit shall manage or cause the Buildings to be managed in a prudent and business-like manner, consistent with first-class multifamily rental housing in Los Angeles County, California, and in accordance with the operating budget for the Buildings which has been approved by the Agency and City. Nonprofit may contract with a management company or manager to operate and maintain the Buildings in accordance with the terms of this Agreement (the "Property Manager"); provided, however, that the hiring and termination of the, Property Manager shall be subject to approval hy Agency Assistant Executive Director and the City's Community Development Director, or their designee(s). The Agency has assigned to Nonprofit the management agreement which the Agency has entered with Jenkins Properties, and Nonprofit has assumed such management agreement or entered a new management agreement with Jenkins Properties. The fees payable to the Property Manager shall not exceed six percent (6%) of the gross rents of the Buildings. Nonprofit may not itself act as the Property Manager, nor may any ofNonprofit's directors or officers, or any entity with which they are affiliated, act as the Property Manager. Approval of the Property Manager by Agency and City shall not be unreasonably withheld. If, at any time, the Property Manager is not performing to the reasonable satisfaction of the Agency and City, the Agency and City may direct the Nonprofit to use its best efforts to correct any defects in management at the earliest feasible time and, if necessary, to replace the Property Manager prior to the elapsing of such time period. If the management defects identified by Agency and/or City have not been corrected within thirty k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 308
1958
03 1634472 \ ~ (30) days after notice to Nonprofit, the Agency and/or City may in their sole discretion direct the Nonprofit to immediately terminate the Property Manager. 405. Reserve Accounts. The Nonprofit shall also, or cause the Property Manager to, annuatly set aside not less tnan Two Hundred F 1fty Dollars ($250) per unit, per year, into a separate interest-bearing trust account (the "Capital Replacement Reserve"). Notwithstanding the foregoing, however, no payments shall be made into the Capital Replacement Reserve which cause the balance thereof to exceed Sixty-Five Thousand Dollars ($65,000), except that interest accruing on the Capital Reserve Account shall remain in such account until withdrawn for the purposes hereof. Funds in the Capital Replacement Reserve shall be used for capital replacements to the Property fixtures and equipment which are normally capitalized under generally accepted accounting principles. The non-availability of funds in the Capital Replacement Reserve does not in any manner relieve the Nonprofit of the obligation to undertake necessary capital repairs and improvements and to continue to maintain the Project in the manner prescribed herein. Not less than once per year, Nonprofit, at its expense, shall submit to the Agency and City an accounting for the Capital Replacement Reserve. Capital repairs to and replacement of the Property shall include only those items with a long useful life, including without limitation the following: carpet and drape replacement; appliance replacement; exterior painting, including exterior trim; hot water heater replacement; plumbing fixtures replacement, including tubs and showers, toilets, lavatories, sinks, faucets; air conditioning and heating replacement; asphalt repair and replacement, and seal coating; roofing repair and replacement; landscape tree replacement and irrigation pipe and controls replacement; gas line pipe replacement; lighting fixture replacement; elevator replacement and upgrade work; miscellaneous motors and blowers; common area furniture replacement, and common area repainting.
406. Achievement Center. Nonprofit shall operate within the Buildings an educational center ( the "Achievement Center") which provides an after-school educational services program to children in grades kindergarten through 12 who reside in the Buildings. The Achievement Center shall provide (i) learning enrichment services, including homework assistance, self-study and reading, (ii) mentoring opportunities, including formal mentor relationships and after-school learning sessions, and (iii) community service opportunities, including volunteer opportunities and neighborhood involvement.

The following services shall be provided by the Achievement Center on a daily basis:
(a) Enrollment of students, including recruitment, orientation, assessment, development of strategy, monitoring and reevaluation.
(b) Monitoring of individual student progress, including review of program performance, grade reports, parent and community feedback. ( c) Observation of student behavior in multiple settings, supplying intervention when necessary.
( d) Maintaining a comfortable, safe and positive environment for all students. k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 309
1959
03 1634472 \3
The Achievement Center shall provide opportunities for mentoring relationships to be developed and strengthened, including (i) recruiting, evaluating and selecting mentors, (ii) promoting cooperative relationships with other individuals, such as teachers, older students and community members, and (iii) providing opportunities for participation in special events.

The Achievement Center shall be administered by a full-time Achievement Center Director. The hiring and termination of the Achievement Center Director shall be subject to approval by the Agency Assistant Executive Director, or his or her designee. ' Participation in the Achievement Center shall be limited to residents of the Buildings and residents of apartment complexes in the 100 block of West Elmwood Avenue with which the Agency has entered into affordable housing agreements.
407. Monitoring and Recordkeeping. Throughout the Afford,tbility Period, Nonprofit shall comply with all applicable recordkeeping and monitoring requirements set forth in Section 92.508 ( or successor regulation) of the HOME Regulations and shall annually complete and submit to City a Certification of Continuing Program Compliance in the form provided by the Agency. Representatives of the Agency and City shall be entitled to enter the Property, upon at least twenty-four (24) hours notice, to monitor compliance with this Agreement, to inspect the record~ of the Property with respect to the Affordable Units, and to ,conduct an independent audit or inspection of such records. The Nonprofit agrees to cooperate with the Agency and City in making the Property available for such inspection or audit. If for any reason the Agency and/or City are unable to obtain the Nonprofit's consent to such an inspection or audit, the Nonprofit understands and agrees that the Agency and/or City may obtain at Nonprofit's expense an administrative 1nspection wmrant or other appropriate legal order to obtain access to and search the Property. Nonprofit agrees to maintain records in businesslike manner, and to maintain such records for the term of this Agreement. 408. Nondiscrimination Covenants. The Nonprofit covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, nor shall the Nonprofit itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property. The foregoing covenants shall run with the land.

The Nonprofit shall refrain from restricting the rental, s·ale or lease of the Property on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses:
a. In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 310
1960
03 163,J472
conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land." b. In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions:
"That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased." c. In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account of race, color, creed, religion, sex, marital status,· national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming , under or through him or her, establish or pemiit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees of the premises." 500. DEFAULTS AND REMEDIES
501. Default Remedies. Subject to the extensions of time set forth in Section 602 of - this Agreement, failure by either party to perform any action or covenant required by this Agreement within the tinie periods provided herein following notice and failure to cure as described hereafter, constitutes a "Default" under this Agreement. A party claiming a Default shall give written notice of Default to the other party specifying the Default complained of.

Except as otherwise expressly provided in this Agreement, the claimant shall not institute any proceeding against any other party, and the other party shall not be in Default if such party cures such failure within thirty (30) days from receipt of such notice, or if the nature of such Default is such that more than thirty (30) days is reasonable required to cure such deficiency, if such party immediately, with due diligence, commences to cure, correct or remedy such failure or delay and shall complete such cure, correction or remedy with diligence. 502. Institution of Legal Actions. In addition to any other rights or remedies and subject to the restrictions otherwise set forth in this Agreement, either party may institute an action at law or equity to seek specific performance of the terms of this Agreement, or to cure, correct or remedy any Default, to recover damages for any Default, or to obtain any other remedy consistent with the purpose of this Agreement. Such actions shall be instituted in the Superior Court of State of California, Los Angeles County. k:\agmt\housing\amended ehnwood regulatory agmt
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Page 13 ends

Exhibit B 5 ATTACHMENT 12 - 311
1961
03 1634472 ,:;
503. Acceptance of Service of Process. In the event that any legal action is commenced by the Nonprofit against the Agency and/or the City, service of process on the Agency shall be made by personal service upon the Agency's Secretary or in such other manner as may be provided by law and service of process on the City shall be made by personal service upon the City Clerk or m such other manner as may be provided by law. In the event that any legal action is commenced by the Agency or City against the Nonprofit, service of process on the Nonprofit shall be made by personal service in such manner as may be provided by law. 504. Rights and Remedies Are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different ·times, of any other rights or remedies for the same default or any other default by the other party.
505. Inaction Not a Waiver of Default. Any failures or delays by either party in asserting any of its rights and remedies as to any Default shall not operate as a waiver of any Default or of any such rights or remedies, or deprive either such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies.
506. Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement.
507. Non-Liability of Officials and Employees of the Agency and City. No member, official or employee of the Agency or the City shall be personally liable to the Nonprofit, or any successor in interest, in the event of any Default or breach by the Agency (or the City) or for any amount which may become due to the Nonprofit or its successors, or on any obligations under the terms of this Agreement.
508. Attorneys' Fees. In any action between the parties to interpret, enforce, reform, modify, rescind, or otherwise in connection with any of the terms or provisions of this Agreement, the prevailing party in the action shall be entitled, in addition to damages, injunctive relief, or any other relief to which it might be entitled, reasonable costs and expenses including, without limitation, litigation costs and reasonable attorneys' foes. 600. GENERAL PROVISIONS
601. Notices, Demands and Communications Between the Parties. Any approval, disapproval, demand, document or other notice ("Notice") which either party may desire to give to the other party under this Agreement must be in writing and may be given by first class mail, postage prepaid, or reputable overnight delivery service, addressed to the party to whom the Notice is directed as set forth below, or at any other address as that party may later designate by Notice.
k:\agmt\housing\amended elmwood regulatory agmt
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Page 14 ends

Exhibit B 5 ATTACHMENT 12 - 312
1962
03 1634472 ,ui
To Agency:

To City:

To Nonprofit:

Redevelopment Agency of the City of Burbank
275 East Olive Avenue
P.O. Box 6459
Burbank, California 91510-6459
Attention: Assistant Executive Director
City of Burbank
275 East Olive Avenue
P.O. Box 6459
Burbank, California 91510-6459
Attention: Community Development Director
Burbank Housing Corporation
241 West Verdugo A venue
Burbank, California 91510
Attention: Judith S. Arandes, Executive Director
Any written notice, demand or communication shall be deemed received immediately if delivered by hand and shall be deemed received on the third day from the date it is postmarked if delivered by registered or certified mail.
602. Enforced Delay; Extension of Times of Performance. In addition to specific provisions of this Agreement, perfonnance by either party hereunder shall not be deemed to be in Default, and all performance and other dates specified in this Agreement shall be extended, where delays or Defaults are due to events which are outside of the reasonable control of the party claiming an extension, which may include, without limitation: war; insurrection; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental . restrictions or priority; litigation; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplier; acts or omissions of the other party; acts or failures to act of any other public or governmental agency or entity ( other than the acts or failures to act of the Agency and/or City which shall not excuse performance by the Agency and/or City respectively); or any other causes beyond the control or without the fault of the party claiming an extension of time to perform. Notwithstanding anything to the contrary. in this Agreement, an extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thirty (30) days of the commencement of the cause. Times of performance under this Agreement may also be extended in writing by the mutual agreement of Agency and Nonprofit. 603. Transfers of Interest in Property or Agreement.
603.1 Prohibition. The qualifications and identity of the Nonprofit are of particular concern to the Agency and City. It is because of those qualifications and identity that the Agency and City have entered into this Agreement with the Nonprofit. Accordingly, for the k:\agmt\housing\amended elmwood regulatory agmt
08-21-02

Page 15 ends

Exhibit B 5 ATTACHMENT 12 - 313
1963
03 1634472 \1
period commencing upon the date of this Agreement and throughout the Affordability Period, no voluntary or involuntary successor in interest of the Nonprofit shall acquire any rights or powers under this Agreement, (b) nor shall the Nonprofit make any total or partial sale, transfer, conveyance, assignment, subdivision, refinancing or lease of the whole or any part of the Property (collectively referred to herem as a ''Transfer"), without the prior written approval of the Agency and City, except as expressly set forth herein. 603.2 Permitted Transfers. Notwithstanding any other provision of this Agreement to the contrary, Agency and City approval of a Transfer shall not be required in connection with any of the following:
(a) The conveyance or dedication of any portion of the Property to the City or other appropriate governmental agency.
(b) Any lease of an apartment unit in the Property to individual tenants in the ordinary course of business.
603.3 Agency Consideration of Requested Transfer. The Agency and City agree that they will not unreasonably withhold approval of a request for approval of a Transfer made pursuant to this Section 603, provided the Nonprofit delivers written notice to the Agency and City requesting such approval. Such notice shall be accompanied by evidence regarding the proposed transferee's qualifications and experience, and its financial commitments and resources, in sufficient detail to enable the Agency to evaluate the proposed assignee or purchaser pursuant to the criteria set forth in this Section 603 and as reasonably determined by the Agency and City. The Agency may, in considering any such request, take into consideration such factors as (i) the quality of any new and/or replacement owner, (ii) the transferee's past performance as owner and operator of affordable multifamily apartment complexes, (iii) the current financial condition of the transferee, and similar factors. The Agency and City agree not to unreasonably withhold its approval of any such requested Transfer, taking into consideration the foregoing fa(?tors.

An assignment and assumption agreement in form satisfactory to the Agency's legal counsel and the City Attorney shall also be required for all proposed Transfers. Within thirty (30) days after the receipt of the Nonprofit's written notice requesting Agency approval of a Transfer pursuant to this Section 603, the Agency and City shall either approve or disapprove such proposed assignment or shall respond in writing by stating what further information, if any, the Agency reasonably requires in order to determine the request complete and determine whether or not to grant the requested approval. Upon receipt of such a response, the Nonprofit shall promptly furnish to the Agency and City such further information as may be reasonably requested.
603.4 Successors and Assigns. All of the terms, covenants and conditions of this Agreement shall be binding upon the Nonprofit and its permitted successors and assigns.

Whenever the term "Nonprofit" is used in this Agreement, such term shall include any other permitted successors and assigns as herein provided.
603.5 Assignment by Agency or City. The Agency or City may assign or transfer any of their rights or obligations under this Agreement with the approval of the k:\agmt\housing\amended elmwood regulatory agmt
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Page 16 ends

Exhibit B 5 ATTACHMENT 12 - 314
1964
03 1634472 ,1
Nonprofit, which approval shall not be unreasonably withheld; provided, however, that the Agency may assign or transfer any of its interests hereunder to the City and vice versa, at ariy time without the consent of the Nonprofit.
------------,04-. -Ag-en-ey-and-€i~pprovals--aml--A--ctiuns~he7\gency and--eitysh----rut maintain authority of this Agreement and the authority to implement this Agreement through the Agency's Assistant Executive Director (or his or her duly authorized representative) and the Community Development Director, respect1vely .. The Agency's Assistant Exec-µtive Director and the City's Community Development Director shall have the authority to make approvals, issue interpretations, execute documents, waive provisions, extend time periods, and/or enter into amendments of this Agreement on behalf of the Agency and City, respectively, so long as such actions do not materially or substantially change the uses permitted on the Property, or add to the costs incurred or to be incurred by the Agency and City, respectively, as specified herein. All other material and/or substantive interpretations, waivers, or amendments shall require the consideration, action and written consent of the Agency Board and City Council, respectively. 605. No Waiver. A waiver by either party of a breach of any of the covenants, conditions or agreements under this Agreement 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 of this Agreement.
606. Modifications. Any alteration, change or modification of or to this Agreement, in order to become effective, shall be made in writing and in each instance signed on behalf of each party.
607. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.
608. Time of Essence. Time is expressly made of the essence with respect to the performance by the Agency and the Nonprofit of each and every obligation and condition of this Agreement.
609. Cooperation. Each party agrees to cooperate with the other in this transaction and, in that regard, to sign any and all documents which may be reasonably necessary, helpful, or appropriate to carry out the purposes and intent of this Agreement including, but not limited to, releases o~ additional agreements.
610. Amendment and Supersession of Prior Agreements. This Agreement amends and supersedes the Purchase Regulatory Agreement, dated November 30, 1999, by and between Agency and Nonprofit, and the AHA Regulatory Agreement, dated July 17, 2001, among the Agency, City, and Nonprofit, which, except as set forth in Section 402.7 of this Agreement, shall be of no further force or effect as of the Date of Agreement. k:\agmt\housing\amended elmwood regulatoty agint Page 17 • 08-21-02
Exhibit B 5 ATTACHMENT 12 - 315
1965
03 1634472
IN WITNESS WHEREOF, the Agency and the Nonprofit have executed this Amended and Restated Regulatory Agreement as of the date first set forth above ("Date of Agreement").

ATTEST:
"fh {2M) d, -e
Margarita
I
ATTEST:
dn V,
Approved as to Form and Legal Content
AGENCY:

REDEVELOPMENT AGENCY OF THE CITY
OF BURBANK, a publici;d[y, corporate and
politic ~/ ; / /' /
l
By: f/1 ()
Robert . Ovrom, Executive Director
CITY:

CITY OF BU
corporation
I ?K, a California municipal
/ /
l j\
By: ____ ...,=---/-~ __ __,,,,_ __ _
Robert R. Ovrom, City Manager
NONPROFIT:

BURBANK HOUSING CORPORATION, a
California nonprofit corporation
By: _____________ _
Dennis A. Barlow, City Attorney/Agency Counsel
By: . ant City Attorney ,,;'
~-
k:\agmt\housing\amended elmwood regulatory agmt
08-21-02

Page 18 ends

Exhibit B 5 ATTACHMENT 12 - 316
1966
03 16344'72 :i
EXHIBIT "A"

LEGAL DESCRIPTION OF PROPERTY
That real property located in the State of California, County of Los Angeles, City of Burbank and described as follows:
[SEE ATTACHED]
Exhibit "A"
Exhibit B 5 ATTACHMENT 12 - 317
1967
LEGhli DESCRI~TION
03 16344'72 .. ,
r::J-.-·. , PARCEL l :'
LOTS· 6, 12 .AND 13 OF TRACT NO .. 14564, .IN THE CITY OF BUR.BANK, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN EOOK 420 1 PAGE(S) 33 AND 34 OF MAPS, IN·tHE OFFICE OF THE COUNTY RECORDER OF SAlD COUNTY.
--PARCEL~:

LOT 7 OF TRACT NO_ 14564, IN THE CITY OF BURBANK, IN THE COUNTY OF LOS ANGEL~S, STATE OF CALIFORNIA, AS ,PER MAP RECORDED IN BOOK 420, PAGE(S) 33 AND 34 OF MAPS, I~ THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

PARCEL 3:

LOTS 8, 9, 10 AND ll OF TR.ACT NO. 14564; IN THE CITY OF BURBANK, IN THE COUNTY·OF LOS 'A.NGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 420~ PAGE(S) 33 AND 34 OF MAPS, IN TEE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. •
PARCEL 4:

LOTS 15 AND 17 OF TRACT NO. 14564, IN THE CITY. OF BURBANK, -IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ~S PER MAP.RECORDED IN BOOK 420, PAGB{S) 33 AND 34 OF MA.PS, IN THE OFF]CE OF TliE COUNTY RECORDER OF SAID COUNTY.

I?AR~EL S:

THAT PORTION OF ELMWOOD AVENUE, 60 .. 00 FEET WIDE AND VARIABLE WIDTH, AS SHOWN ON MAP OF TRACT NO. 145614, IN THE CITY OF BURBANK, IN THE COUNTY OF LOS ANGELES, STA~E OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 120, PAGE(S} 33 AND 34 OF ~ps·, • IN THE. OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, LYinG NORTHEAStERLY OF THE FOLLOWlNG DESCRIBED LINE: ' ' COlY!MENCIMG AT TEE SOUTHEAST CORNER OF LOT 6 OF SAID TRACT; THENCE NORTR 41° ·15' 55" EAST ALONG THE NORTHWESTERLY RIGHT-OF-WAY OF SAID ELMWOOD AVENUE 19 .. 06' FEET TO THE BEGIJ;fflING QF A· TANGENT CUR.VE, .CONCAVE NORTEWESTBRLY, • RAVING A RADIUS OF 35.00 .FEET; THENCE NORTHEASTERLY ALONG SAID CURVE TH.ROUGH A CENTRAL ANGLE OF 29° 55' 35'' AN A.RC IrENGTH OF 18 .28 FEET TO THE

BEGINNING OF A REVERSE CURVE, CONCAVE SOUTEEASTERLY RAVING A RADIUS OF 4 0 . 0 O FEET; 'THENCE NORTHEASTERLY ALONG SA!D REVERSE CURVE THROUGH A. CENTRA.L A.NGLE OF 71° 20' 10 11 AN ARC LENGTH OF 49.80 FEET TO A POINT IN SAID - NORTHWESTERLY RIGHT OF WAY OF ELMWOOD A'V'ENUE, S:AID POINT BEING THE TRUE POINT OF BEGINNING, A RADIAL LINE TO SA.ID POINT BEARS 07° 19' 3ln EAST;

THENCE CONTINUING SOUTHEASTERLY ALONG SAID RESERVE CURVE CONCAVE A CENTRAL .ANGLE OF 97° 10' 51" AN ARC LENGTH OF ·67.85 FEET '.I'O A POINT IN THE SOUTHEASTERLY RIGHT-OF-WAY OF SAID ELMWOOD AVENO"Er A RADIAL LINE TO SAID POINT BEARS SOUTH 89° 51 1 20n WEST. SAID VACATION WAS ADOPTED BY THE CITY COUNCIL OF TE:E CITY OF BURBANR UNDER RESOLUTION NO. 24,635, A CERTIFIED COPY OF WRICH WAS RECORDED. FEBRUARY 19, 1~97 AS INSTRUMENT NO. 97-2572457 OF OFFICIAL RECORDS.

PARCEL 6:

LOT 1, TRACT NO. 14564, IN THE CITY OF BURBANK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 420, PAGES 33 AND 34 , . OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

Exhibit B 5 ATTACHMENT 12 - 318
1968

STATE OF CALIFORNIA

COUNTY OF ORANGE
personally appeared
~ personally known to me
-or-
)
) ss.
)
oa 16344'12
□ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

WITNESS my hand and official seal.

S1kv'~

OPTIONAL
Though tht:: data below is not required by law, it may prove valuable to persons relying on the document and , could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT □ Individual
□ Corporate Officer
Title(s)
□ Partner(s) □ Limited
~~&..t<l ~ r2e.s~ r&~u...ld-or-~
Title Or Type Of Document A5W\-¥-
□ General
□ Attorney-In-Fact
□ Trustee( s)
~ ?)
Number Of Pages
□ Guardian/Conservator
~ Other: C,1-hj ~....-
Signer is representing:

Name Of Person(s) Or Entity(ies)
10- t./ -D,2,
Date Of Document
Signer(s) Other Than Named Above
Exhibit B 5 ATTACHMENT 12 - 319
1969

STATE OF CALIFORNIA

COUNTY OF ORANGE
)
) ss.
)
03 1634472
~±bbec: g~no:2 'before me, Lt1...u.::r7.c~t~ v, ~ 'Notary Public, 1 (Prmt Name of Notary Pubhc) personally appeared (<.(:;) bev--+ te. OV Y-&n
~ personally known to me
-or-
□ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. ee••-••eea •, WITNESS my hand and official seal.

Sign-~

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT □ Individual
□ Corpo~ate Officer
Title(s)
□ Partner(s) □ Limited
~d.tL" ~ ~iJd!_ty.,,
Title Or Type Of Doc~ ~..,rt-Q
□ General
□ Attorney-In-Fact
□ Trustee( s) Number Of Pages
□ Guardian/Conservator
~ Other: ~'Kee t.L-tive. Direc.~r lO- \J-b~
Signer is representing:

Name Of Person(s) Or Entity(ies)
Date Of Document
A\ \et\ G:4 Co#YteJ
Signer( s) Other Than Named Above
Exhibit B 5 ATTACHMENT 12 - 320
1970
08 1634472

ILLEGIBLE NOTARY SEAL DECLARATION
GOVERNMENT CODE 27361.7
I certify under penalty of perjury that the notary seal on the document to which this statement is attached reads as follows:

Name of Notary
Date Commission Expires ____ 0 __
~10-0 - ___ -4r_ ~ _______ _
Notary Identification Number / d-~ L// 9 r:.
(For Notaries commissioned after 1-1-1992)
/(_.11 l. ;1//. Manufacturer/Vendor Identification Number _ .... l __ l_ V_r____,i ________ _ (For Notaries commissioned after 1-1-1992)
Place of Execution of this Declaration j3 k? C /;Cb, /c R747 1/92
Exhibit B 5 ATTACHMENT 12 - 321
1971
rSTATE OF CALIFORNIA

COUNTY OF LOS ANGELES
personally appeared
~ personally known to me
-or-
)
) ss.
) 03 1634472
~[~~ PrintName ~Puhc) , Notary Public,
Cot+nc.(
□ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. /
WITNESS my hand and official seal.
l G
'l"tt"':~,;;:;::;t:;:~~~=-c.._...=....~,L,,E,,.,.~:::::...:::::...__ ______ _

OPTIONAL
Though the data below is not reqmred by law, it may prove valuable to persons relying on the document and cO':iJ.d prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT □ Individual
□ Corporate Officer
Title(s) Title Or Type Of Document
□ Partner(s) □ Limited
□ General
□ Attorney-In-Fact □ Trustee(s) Number Of Pages
□ Guardian/Conservator □ Other: -------------
Signer is representing:

Name Of Person(s) Or Entity(ies)
Date Of Document
Signer(s) Other Than Named Above
Exhibit B 5 ATTACHMENT 12 - 322
1972
DATE:

TO:

FROM
141 n. glenoaks boulevard • p.o. box 6459 • burbank • california • 91510-6459 • (818) 238-5180 October 1 , 2002
Robert R. Ovrom, City Manager/Executive Director
Susan Georgina, Community Development Director/~
Asst. Executive Director 1:7'6'
Susan Evans, Asst. COD for Housing, Redevelopment
and Economic Development ~c
By: Duane Solomon, Housing Development Mana~JY_;)
SUBJECT: Amendment to Regulatory Agreements Between the City of Burbank, the Burbank Redevelopment Agency and the Burbank Housing Corporation Governing Properties on West Elmwood

PURPOSE
The purpose of this report is to provide information for the City of Burbank and the Burbank Redevelopment Agency (hereinafter generally referred to as City/Agency) to consider terminating the Regulatory Agreement with the Burbank Housing Corporation (BHC) for 199 West Elmwood and including those conditions in an amended Regulatory Agreement governing ownership of 59 units sold to the BHC (153, 158, 159, 164, 165, 170, 171, 188 and 194 West Elmwood Avenue) under a Purchase and Sale Agreement.

The intent of this action •is to integrate the terms of occupancy and affordability into one master recorded document.

BACKGROUND
On November 30, 1999, the City/Agency approved a Purchase and Sale Agreement with the BHC for the disposition of 153, 158, 159, 164, 165, 170, 171, 188 and 194 West Elmwood Avenue. The sale of these 59-housing units plus the Achievement Center included various conditions restricting housing operations, e.g., occupancy, and affordability. On July 10, 2001, the City/Agency entered into an Affordable Housing Agreement to assist the BHC acquire and rehabilitate a six-unit apartment building at 199 West Elmwood Avenue and to amend and restate the Promissory Note for the earlier approved 59-unit BHC project on Elmwood to integrate the debt and revenue generated by the two projects on Elmwood.
f<-Joq I
J(,,/ 3?J4
Exhibit B 5
/D-1-0~
ATTACHMENT 12 - 323
1973

ANALYSIS
The Affordable Housing Agreement for 199 West Elmwood and the Purchase and Sale Agreement for other BHC-owned properties on West Elmwood each provide for a Regulatory Agreement that serves as the recording instrument for the covenants, conditions and restrictions placed on the BHC's property operations by the City/Agency for each project. While all the terms are identical for the two projects, occupancy and affordability restrictions are project specific and thereby unduly complicate BHC leaseup of units. This is a property management issue that would only increase should the BHC later acquire other properties on West Elmwood with each also generating a separate Regulatory Agreement. Consequently, staff is supporting the BHC's recommendation that the two Regulatory Agreements be melded together into one Regulatory Agreement that applies to both transactions, and that provides BHC with greater flexibility when leasing units. Staff is also recommending adjusting the occupancy standard to conform to recent transactions with the BHC. Following is a synopsis of the proposed amended Regulatory Agreement.
• Occupancy and Affordability Requirements
Occupancy (also referenced as income restrictions) and affordability (rent restrictions) set forth in the Purchase and Sale Agreement (59-unit project) and the Affordable Housing Agreement (six-unit project at 199 West Elmwood Avenue) were recorded via a Regulatory Agreement for each project. The Regulatory Agreement for the purchase by BHC of the 59 Elmwood units distributed occupancy and affordability accordingly: 19 very low-income units, 20 lower-income units and 20 moderate- income units. Under the Regulatory Agreement (Section 4) for 199 West Elmwood, affordability and income covenants stipulate that three two-bedroom units will be HOME restricted for low-income households and the remaining three twobedroom units will be affordable to moderate-income households.

The amended Regulatory Agreement will combine the terms of the two aforementioned agreements as shown below.

Ver Low-Income/Set-Aside Rents
Ver Low-Income/HOME Rents 18 18
Lower-Income/Set-Aside Rents 20 20
Lower-Income/HOME Rents 3 3
Moderate-Income/Set-Aside Rents 20 3 23
Totals 59 6 65
2 Exhibit B 5 ATTACHMENT 12 - 324
1974
The Affordability Period in the Amended Regulatory Agreement will continue requiring income and rent restrictions to extend in perpetuity. • Property Maintenance
This section would be unchanged, except as it relates to occupancy standards described below. The BHC is required to maintain the Project in accordance with all applicable local codes, rehabilitation standards, ordinances and zoning ordinances as required by Section 92.251 of the HOME Regulations and at a standard of maintenance commensurate with similar housing units within Los Angeles County.

An occupancy standard is imposed to guard against overcrowded conditions. The amended Regulatory Agreement reduces the maximum household size from an earlier limit of two persons per bedroom plus two additional persons (e.g., a twobedroom unit would have a maximum household size of six persons) to two persons per bedroom plus one additional person (the same example for a two-bedroom would have a maximum occupancy of five persons). However, no residents as of the date of this amended Regulatory Agreement would be evicted from their apartment units if they do not meet the revised occupancy standards requirements.

At the request of the Council and Agency, staff has attached a report regarding an alternative occupancy standard (Exhibit B) under the Uniform Housing Code of UHC (Section 503.2). The UHC provides for an occupancy standard tied the square footage of a unit; however, staff believes that the current standard of two persons per bedroom plus one person, which is patterned after federal housing quality standards, is a preferable requirement.

The amended Regulatory Agreement would continue requiring periodic inspections and allow the City/Agency to abate property violation and attach a lien upon the Project or assess the BHC, if the BHC fails to maintain the Project. The City/Agency has authority to require replacement of a property manager due to poor performance and to approve another property manager or property management company.
• Approval of Sale, Transfer or Assignment
This section remains unaltered. Covenants run with the land and all of the terms, covenants and conditions are binding upon the BHC and any "permitted" successors and assigns. The Project may not be sold, transferred, conveyed, encumbered to secure financial experience and capability, who would be required to assume the obligations of the BHC under the Agreement and would be considered a community housing development organization or CHOO.
3 Exhibit B 5 ATTACHMENT 12 - 325
1975

FISCAL IMPACT
Amending the Regulatory Agreement for West Elmwood properties owned by the BHC will have no financial impact to the City/Agency.

RECOMMENDATION
City Council
Staff recommends that the City Council adopt the proposed resolution.

Redevelopment Agency
Staff recommends that the Redevelopment Agency adopt the proposed resolution.

EXHIBITS:

A Amended Regulatory Agreement
B Occupancy Standard Memorandum
199amndelmwdagra.doc
4 Exhibit B 5 ATTACHMENT 12 - 326
1976
RECORDING REQUESTED BY:

AND WHEN RECORDED MAIL TO:

Redevelopment Agency of the City of Burbank
275 East Olive Avenue
P.O. Box 6459
Burbank, California 91510-6459
Attention: Assistant Executive Director
)
)
)
)
)
)
)
)
This document is exempt from the payment of a
recording fee pursuant to Government. Code
Section 273 83.

AMENDED AND RESTATED

REGULATORY AGREEMENT
THIS AMENDED AND RESTATED REGULATORY AGREEMENT (the
"Agreement") is entered into as of ________ _.. 2002, by and among the REDEVELOPMENT AGENCY OF THE CITY OF BURBANK, a public body, corporate and politic (the "Agency"), the CITY OF BURBANK, a charter city and municipal corporation (the "City"), and BURBANK HOUSING CORPORATION, a California nonprofit corporation (the "Nonprofit").

RECITALS
A. Pursuant to the terms of a Purchase and Sale Agreement between the Age~cy and the Nonprofit, dated as of November 30, 1999 (the "Purchase Agreement"), the Nonprofit has acquired from the Agency nine multifamily apartment complexes (the "First Project Buildings") in the City of Burbank, located at 153 West Eln;iwood, 158 West Elmwood, 159 West Elmwood, 164 West Elmwood, 165 West Elmwood, 1 70 West Elmwood, 171 West Elmwood, 188 West Elmwood, and 194 West Elmwood (collectively, the "First Project Property").

B. .Pursuant to the terms of an Affordable Housing Agreement by and among the Agency, the City and Nonprofit, dated as of July 10, 2001 (the "AHA"), the City and Agency agreed to provide financial assistance to the Nonprofit to acquire one six-unit apartment complex (the "Second Project Building") in the City of Burbank, located at 199 West Elmwood Avenue (the "Second Project Property"). The AHA also amended the tenns of the Promissory Note executed pursuant to the Purchase Agreement to integrate the debt and revenue generate by the First Project Property under the Purchase Agreement and the Second Project Property under the AHA. The First Project Buildings and the Second Project Building are referred to herein collectively as the "Buildings." The First Project Property and Second Project Property are referred to herein collectively as the "Property."
C. The Property is further described in the Legal Description which is attached hereto as Exhibit A, which is incorporated herein. A portion of the cost of acquisition k:\agmt\housing\amended ebnwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 327
1977
of the Buildings has been provided with funds from the Agency's Low and Moderate Income Housing Fund, and the remainder of the cost of acquisition of the Buildings has been provided with HOME Program funds. , •
D. Pursuant to the Purchase Agreement and AHA, the Nonprofit has agreed to lease the apartment units in the Buildings at an Affordable Rent to Very Low, Lower and Low and Moderate Income Households
E. The Purchase Agreement and the AHA each required the execution and recording of Regulatory Agreements (the "Purchase Regulatory Agreement" and the AHA Regulatory Agreement," respectively) to set forth the ongoing affordability, maintenance, and other obligations of the Purchase Agreement and the AHA.

F. The Agency, City, and Nonprofit desire to execute this Agreement, which will amend and restate both the Purchase Regulatory Agreement arid AHA. Regulatory . Agreement-and set forth the obligations of the Parties under.one Agreement. The purpose of this Amended and Restated RegulatoryAgreement is to provide flexibility to the in leasing the housing units in all of the Buildings on the Property, while still requiring the same overall affordability levels set forth in the Purchase Regulatory Agreement and AHA Regulatory • Agreement.

NOW, THEREFORE, the parties hereto agree as follows: -
100. DEFINITIONS
"Achievement Center" is defined in Section 406 hereof.
''Affordable Rent" is defined in Section 402.6 hereof.
"Agency" means the Redevelopment Agency of the City of Burbank, a public body, corporate and politic, exercising governmental functions and powers and organized and existing under Chapter 2 of the Community Redevelopment Law and any assignee of or successor to its • rights, powers and responsibilities.
''Agreement" means this Amended and Restated Regulatory Agreement among the Agency, the City, and the Nonprnfit. • •• • • • •• • • • •• "AHA" is defined in Recital B above.
"AHA Regulatory Agreement" is defined in Recital E above. "Buildings" means those multifamily apartment complexes located on the Property. "Capital Replacement Reserve" is defined in Section 405 hereof. "City" means the City of Burbank, a California charter city and municipal corporation. k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 328
1978
"Community Redevelopment Law" means California Health and Safety Code Section 33000, et seq. as the same now exist or may hereinafter be amended. "County" means Los Angeles County.
"Date of Agreement" means the date set forth in the first paragraph hereof. "Default" means the failure of a party to perform any action or covenant-required by this Agreement within the time periods provided herein following notice and opportunity to cure, as set forth in Section 501 hereof.
''First Project Buildings" is defined in Recital A above. • "First Project Property" is defined in Recital A above. "Governmental Requirements" means· all laws, ordinances, statutes, codes, rules, regulations, orders and decrees of the United States, the State, the County, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, age1:3-cy or instrumentality exercising jurisdiction over the Agency, the Nonprofit or the Property. "Hazardous Materials" means any substance, material, or waste which is or becomes, regulated by any local governmental authority, the State, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste," "extremely hazardous waste," or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law)), (ii) defined as a "hazardous substance" under Section 25=316 of the California Health and Safety Code, Division 20, Chapter

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Exhibit B 5 ATTACHMENT 12 - 329
1979
"Lower Income Household" shall mean a household earning not greater than the applicable portion of Los Angeles County median income (generally 80%) which is set forth from time to time by, regulation of the California Department of Housing and Community Development, pursuant to Health and Safety Code Section 50079.5. "Nonprofit" means Burbank Housing Corporation, a California nonprofit corporation, and its successors and assigns.
"Notice" shall mean a notice in the form prescribed by Section 601 hereof. "Property" means that certain real property improved with nine multifamily apartment complexes in the City of Burbank, located at 153 West Elmwood, 158 West Elmwood, 159 West Elmwood, 164 West Elmwood, 165 West Elmwood, 1 70 West Elmwood, 171 West Elmwood, 188 West Elmwood, 194 West Elmwood, and 199 West Elmwood. The Property is legally described in the Legal Description and depicted on the Map. "Purchase Agreement" is defined in Recital A above.
"Purchase Regulatory Agreement" is defined in Recital E above. "Rent" shall mean the total of monthly payments by the tenants of an apartment unit for use and occupancy for the unit and facilities associated therewith, including a reasonable allowance for utilities for an adequate level of service, as defined in 25 California Code of Regulations§ 6918.
"Second Project Building" is ·defined in Recital B above. "Second Project Property" is defined in Recital B above. "State" means the State of California.
"Transfer" is defined in Section 603 .1 hereof.
"Very Low Income Household" shall mean a household earning not greater than fifty percent ( 50%) of Los Angeles County median income which is set forth from time to time by· regulation ofthe· United States Department o(Housing and Urban Development. 200. COMPLETION OF REHABILITATION; DISCLOSURE
201. Rehabilitation of the Second Project Property. The Nonprofit agrees to rehabilitate the Second Project Property in accordance with the provisions of the Affordable Housing Agreement; the Scope of Work which is attached to the Affordable Housing Agreement as Exhibit E and incorporated herein by reference, the Federal Housing Quality Standards, 24 CFR § 882.109, the City Municipal Code and all other applicable local codes, rehabilitation standards, ordinances and zoning ordinances, the lead based paint requirements of 24 CFR part 35, and accessibility standards pursuant to 24 CFR part 8 (the "Rehabilitation"). The Rehabilitation shaU be conducted in such a manner so as to avoid or minimize tenant k:\agmt\housing\amended elmwood regulatory agmt
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Page4 ·
Exhibit B 5 ATTACHMENT 12 - 330
1980
displacement to the greatest extent feasil;Jle, in accordance with the provisions of Section 209 .2 of the Affordable Housing Agreement.
202. Disclosure. Housing built before 1978 may contain lead-based paint. Lead from paint, paint chips and dust can pose health hazards if not taken care of properly. Lead exposure is especially harµiful to young children and pregnant women. Landlords must, before renting pre-1978 housing, disclose the presence of known lead-based paint and lead-based paint hazards in the dwelling. Tenants must also receive a Federally approved pamphlet on lead poisoning prevention. The Agency has undertaken a program to abate lead-based paint which existed in the First Project Buildings, some of which was removed and some of which was encapsulated and allowed to remain in place in the First Project Buildings. The Agency has made available to the Nonprofit all of the reports and records which it has com.missioned pertaining to lead-based paint and/or lead-based paint hazards in the First Project Buildings, and Nonprofit acknowledges receipt thereof. However, the Agency believes that the First Project Buildings were constructed prior to 1978, and, therefore, may contain lead-based paint. Nonprofit shall provide to its tenants,. all disclosures required by applicable law with respect to lead paint exposure. Moreover, Nonprofit shall comply with all applicable laws pertaining to lead-based paint for the Second Project Building.
300. OPERATION OF THE PROPERTY
301. Insurance Requirements. The Nonprofit shall tak~ out and maintain or shall cause its contractor to take out and maintain during the Affordability Period a comprehensive general liability policy in the amount of not less than Two Million Dollars ($2,000,000) combined single limit policy, and a corpprehensive automobile liability policy with limits of not less than One Hundred Thousand Dollars ($100,000) per person and Three Hundred Thousand Dollars ($300,000) per ·accident for bodily injury and not less than Twenty-Five Thousand Dollars ($25,000) per accident for property damage. Nonprofit shall maintain insurance in the amount of Two Million Dollars ($2,000,000) against damages sustained by reason of any action, claim or demand made by reason of breach or claim for breach of contract, or by reason of any contractual liability or alleged contractual liability on any contract entered into by the Nonprofit or its contractors, .subcontractors, agents or employees with respect to the Property. All policies shall protect the Nonprofit, City and Agency from claims for such damages, and be issued by an insurance carrier qualified to do business in the State of California, which carrier is reasonably satisfactory to the Agency. Such policy or policies shall .be written on an occurrence fonn. The _ Nonprofit shall also furnish or cause to be furnished to the Agency evidence satisfactory to the Agency that Nonprofit and any contractor with whom it has contracted for the performance of work oh the Property or otherwise pursuant to this Agreement carries workers' compensation insurance as required by law. The Nonprofit shall furnish a certificate of insurance countersigned by an authorized agent of the insurance carrier on a form approved by the Agency setting forth the general provisions of the insurance coverage. This countersigned certificate shall name the City and the Agency and their respective officers, agents, and-employees as additionally insured parties under the policy, and the certificate shall be accompanied by a duly executed endorsement evidencing such additional insured status, which shall be provided as a separate endorsement attached to the certificate: The certificate and separate endorsement by the insurance carrier shall contain a statement of obligation on the part of the carrier to notify City k:\agmt\housing\amended elrnwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 331
1981
and the Agency qf any material change, cancellation or termination of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation or tennination. Coverage provided hereunder by the Nonprofit shall be primary insurance and not be contributing with any insurance maintained by the Agency or City, and the policy shall contain such an endorsement. The insurance policy or the endorsement shall contain a waiver of subrogation for the benefit of the City and the Agency. The required certificate shall be furnished by the Nonprofit at the time set forth therefor in the Schedule of Performance.

Nonprofit shall also take out and maintain from the date of the Closing until the end of the Affordability Period a policy of property damage insurance, with the policy amount in the full replacement value of the Property.
302. Indemnity. The Nonprofit shall defend, indemnify, assume all responsibility for, and hold the Agency and the City, and their representatives, volunteers, officers, employees and agents, ham1less from all claims, demands, damages, defense costs or liability of any kind or nature relating to the subject matter of this Agreement or the implementation thereof and for any damages to property or injuries to persons, including accidental death (including attorneys fees and costs), which may be caused by any acts or omissions of the Nonprofit under this Agreement, whether such activities or performance thereof be by the Nonprofit or by anyone directly or indirectly employed or contracted with by the Nonprofit and whether such damage shall accrue or be discovered before or after termination of this Agreement. The Nonprofit shall not be liable for property damage or bodily injury to the extent occasioned by the willful misconduct or sole negligence of the Agency, the City, or their agents or employees. 303. Rights of Access. Representatives of the Agency and/or City shall have the right to inspect the Property so long as Agency and/or City representatives comply with all safety rules. ,
304. Compliance With Laws. The Nonprofit shall carry out the operation of the Property in conformity with all applicable laws, including all applicable City zoning and development standards, building, plumbing, mechanical and electrical codes, and all other provisions of the City's Municipal Code. • A portion of the cost of acquisition of the Buildings has been financed through funds provided to the City from the HOME Investment Partnership Act, 42 U.S.C. § 12701, et seq., pursuant to the implementing regulations set forth at 24 CFR 92 (the "HOME Program"). Accordingly, the Nonprofit shall comply with all applicable requirements of the HOME Program, as it now exists or may hereafter be amended. Upon request, the Agency/City shall provide to the Nonprofit a copy of applicable HOME Program requirements.
305. Financing of the Acquisition of the Property. The Nonprofit shall not enter into any conveyance for financing without the prior written approval of the Agency and City. 400. COVENANTS AND RESTRICTIONS
401. Duty to Prevent Hazardous Material Contamination. During the Rehabilitation of the Second Project Property and operation of the Property, the Nonprofit shall take all necessary precautions to prevent the release of any Hazardous Materials into the environment on_ or under the Property. Such precautions shall include compliance with all k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 332
1982
Governmental Requirements with respect to Hazardous Materials. The Nonprofit shall notify the City and Agency, and provide to the City and Agency a copy or copies, of any notices of violation, notices to comply, citations, inquiries, clean-up or abatement orders, cease and desist orders, reports filed pursuant to self-reporting requirements and reports filed or applications made pursuant to any Governmental Requirement relating to Hazardous Materials and underground tanks, and the Nonprofit shall report to the City and Agency, as soon as possible after each incident, any unusual, potentially important incidents in the event of a release of any Hazardous Materials into the environment.
402. Affordable Housing Requirements.
402.1 Number of Units. The Nonprofit agrees to make available, restlict occupancy to, and rent nineteen (19) of the apartment units in the Buildings to Very Low Income Households, twenty-three (23) of the apartment units in the Buildings to Lower Income Households, and twenty-three (23) of the apartment units in the Buildings to Low- and Moderate Income Households, at the rents established pursuant to Section 402.6 hereof. 402.2 Lease Requirements. Prior to rental of any of the apartment units in the Buildings to new tenants, Nonprofit shall submit a standard lease form to the Agency and City for their approval. Each such lease shall contain a waiver of relocation rights and benefits in a form which is r~asonably acceptable to the Agency and City. The Agency and City shall approve such lease fonn upon finding that such lease fonn is consistent with this Agreement and contains all of the provisions required pursuant to the HOME Program, HOME Regulations, and . the Co1mnunity E.edevelopment Law. The Nonprofit shall enter into a lease, in the form approved by the Agency and City, with each new tenant of an apartment unit within the Buildings, and each existing tenant whose existing lease has expired. No lease shall contain any ofthe provisions which are prohibited pursuant to Section 92.253 of the HOME Regulations. 402.3 Duration of Affordability Requirements. The Buildings shall be subject to the requirements of this Section 402 in perpetuity commencing upon the date of this Agreement. The duration of this requirement shall be known as the "Affordability Period." 402.4 Selection of Tenants. Each apartment unit in the Buildings shall be leased to tenants selected by the Nonprofit who meet all of the requirements provided herein.

Th~ Ag~ggy q,:pq/ or City may, from time to time, assist in the leasing of the apartment units in the Buildings by providing to the Nonprofit names of persons who have expressed interest in renting such units. The Nonprofit shall adopt a tenant ·selection system in confonnance with Section

92.253(e) of the HOME Regulations, which shall be approved by the Agency in its reasonable discretion, which establishes a chronological waiting list system and/or random lottery system for selection of tenants. The tenant selection system shall include, without limitation, a method • for investigation of the credit history of proposed tenants through obtaining a credit report on the proposed tenant. Highest priority in the selection of tenants shall be given to those applicants who have been displaced by Agency projects, if any. The Nonprofit shall not refuse to lease to a holder of a certificate of family participation under 24 CFR part 8 82 (Rental Certificate Program) or a rental voucher under 24 CFR part 887 (Rental Voucher Program) or to the holder of a comparable document evidencing participation in a HOME Program, Section 8 program or other k:\agmt\housing\amended elmwood regulatoiy agmt
08-21-02
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Exhibit B 5 ATTACHMENT 12 - 333
1983
tenant-based assistance program, who is otherwise qualified to be a tenant in accordance with the approved tenant selection criteria.
402.5 Income of Tenants. Prior to the rental or lease of any apartment unit in the Buildings to a tenant, and annually thereafter, the Nonprofit shall obtain an income certification from the tenant of each apartment unit. The Nonprofit shall verify the income . certification of the tenant in one or more of the following methods:
a.
periods, if any.
obtain two (2) paycheck stubs from the tenant's two (2) most recent pay / b. obtain a true copy of an income tax return from the tenant for the most recent tax year in which a return was filed.
c. 1 obtain an income verification certification from the employer of the tenant.
d. obtain an income verification certification from the Social Security Administration and/or the California Department of Social Services if the tenant receives assistance from such agencies.
e. obtain a credit report from a commercial credit reporting agency. f. obtain an alternate form of income verification reasonably requested by the Nonprofit, if none of the above forms of verification is available to the Nonprofit.

A person or family who at the time of income certi_fication qualified as a Very Low, Lower or Low- and Moderate Income Household, as applicable, shall continue to be deemed so qualified, until such time as the person or family's income is redetermined and the person or family is detennined by the Nonprofit to no longer be so qualified, even if such person or family's income has subsequently increased to an amount above the applicable income level.

Upon the Nonprofit's determination that the tenant is no longer qualified as either a Very Low, Lower or Low- and Moderate Income Household, such tenant's monthly rent, instead of the amount set forth in Section 402.6 hereof, shall be adjusted to the lesser of thirty percent of the tenant's monthly income or fair market rent, as reasonably determined by the Agency and the Nonprofit, In addition, the Nonprofit shall animaily submit to the Agency and City, .prior to Juiy 15 each year, a ce1iification of the number of apaiiment units in the Buildings actually occupied by Ve1y Low, Lower and Low- and Moderate-Income Households in such fonn as may be provided by the Agency.
402.6 Determination of Affordable Rent. Each apartment unit in the Buildings shall be rented at an "Affordable Rent" to be e$tablished by the Agency and City as provided herein. The maximum Monthly Rent chargeable for the apartment units within the Buildings shall be established by the Agency on an annual basis by written notice to the Nonprofit, upon publication of annual median income limits by the United States Department of Housing and Urban Development and the California Department of Housing and Community Development, at the following amounts:
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Exhibit B 5 ATTACHMENT 12 - 334
1984
a. For Very Low Income Households: the lesser of (a) One-Twelfth (1112th) of Thirty Percent (30%) of Fifty Percent (50%) of Los Angeles County annual median income for a hous_ehold size appropriate for the unit, or (b) the fair marketrent for existing housing for comparable units in the area as established by the United States Department of Housing and Urban Development under 24 CPR 888.111.
b. For Lower Income Households: One-Twelfth (1/lih) of Thirty Percent (30%)-of Sixty Percent (60%) of Los Angeles County annual median income for a household size appropriate for the unit. ·
c. For Low and Moderate Income Households: One-Twelfth (1/lih) of Thirty Percent (30%) of One Hundred Ten Percent (110%) of Los Angeles County annual median income for a household size appropriate for the unit.

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Exhibit B 5 ATTACHMENT 12 - 335
1985
by the City and the requirements of Section 92.351, or successor regulation, of the HOME Regulations and other applicable HOME Program requirements. 402.9 Property Tax Exemption. The Nonprofit shall be entitled to apply for and receive a full or partial exemption from the payment of property taxes and assessments • which would be assessed upon the Property. The Agency and City do not represent or warrant to the Nonprofit that such an exemption will be available to the Nonprofit. 403. Maintenance Covenants. The Nonprofit shall maintain or cause to be maintained the interior and exte1ior of the Property in a decent, safe and sanitary manner, in accordance with the HUD Housing Quality Standards and the maintenance standards required by Section 92.251 of the HOME Regulations, and the standard of maintenance of similar housing units within Los Angeles County, California. None of the apartment units on the Property shall at any time be utilized on a transient basis nor shall the Property or any portion thereof ever be used as a hotel, motel, dormitory, fraternity or sorority house, rooming house, hospital, nursing home, sanitarium or rest home, or be converted to condominium ownership. If at any time Nonprofit fails to maintain the Property in accordance with this Agreement and such condition is not corrected within five days after written notice from the Agency and/or City with respect to graffiti, debris, waste material, and_general maintenance, or thirty days after written notice from the Agency and/or City with respect to landscaping and building improvements, then the Agency and/or City, in addition to whatever remedies they may have at law or at equity~ shall have the right to ent~r upon the applicable portion of the Property and perform all acts and work necessary to protect, maintain, and preserve the Buildings and landscaped areas on the Property, and to attach a lien upon the Property, or to assess the Property, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by the Agency and/or City and/or costs of such cure, including a reasonable administrative charge, which amount shall be promptly paid by Nonprofit to the Agency and/or City upon demand. • 404. Management. Nonprofit shall manage or cause the Buildings to be managed in a prudent and business-like manner, consistent with first-class multifamily rental housing in Los Angeles County, California, and in accordance with the operating budget for the Buildings which has been approved by the Agency and City. Nonprofit may contract with a management company or manager to operate and maintain the Buildings in accordance with the terms of this Agreement (the "Property Manager"); provided, however, that the hiring and termination of the, Proped:y Manager shall be subject to approval byAgency Assistant Executive Director and the City's Community Development Director, or their designee(s). The Agency has assigned to Nonprofit the management agreement which the Agency has entered with Jenkins Properties, and Nonprofit has assumed such management agreement or entered a new management agreement with Jenkins Properties. The fees payable to the Property Manager shall not exceed six percent (6%) of the gross rents of the Buildings. Nonprofit may not itself act as the Property Manager, nor may any ofNonprofit's directors or officers, or any entity with which they are affiliated, act as the Property Manager. Approval of the Prope1iy Manager by Agency and City· shall not be unreasonably withheld. If, at any time, the Property Manager is not performing to the reasonable satisfaction of the Agency and City, the Agency and City may direct the Nonprofit to use its best efforts to correct any defects in management at the earliest feasible time and, if necessary, to replace the Property Manager prior to the elapsing of such time period. If the management defects identified by Agency and/or City have not been corrected within thirty k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 336
1986
(30) days after notice to Nonprofit, the Agency and/or City may in their sole discretion direct the Nonprofit to immediately terminate the Property Manager. 405. Reserve Accounts. The Nonprofit shall also, or cause the Property Manager to, annually set aside not less than Two Hundred Fifty Dollars ($250) per unit, per year, into a separate interest-bearing trust account (the "Capital Replacement Reserve"). Notwithstanding the foregoing, however, no payments shall be made into the Capital Replacement Reserve which cause the balance thereof to exceed Sixty-~ive Thousand Dollars ($65,000), except that interest accruing on the Capital Reserve Account shall remain in such account until withdrawn for the purposes hereof. Funds in the Capital Replacement Reserve shall be used for capital replacements to the Prope1iy fixtures and equipment which are normally capitalized under generally accepted accounting principles. The non-availability of funds in the Capital Replacement Reserve does not in any manner relieve the Nonprofit of the obligation to undertake necessary capital repairs and improvements and to continue to maintain the Project in the manner prescribed herein. Not less than once per year, Nonprofit, at its expense, shall submit to the Agency and City an accounting for the Capital Replacement Reserve. Capital repairs to and replacement of the Property shall include only those items with a long useful life, including without limitation the following: carpet and drape replacement; appliance replacement; exterior painting, including exterior trim; hot water heater replacement; plumbing fixtures replacement, including tubs and showers, toilets, lavatories, sinks, faucets; air conditioning and heating replacement; asphalt repair and replacement, and seal coating; roofing repair and replacement; landscape tree replacement and irrigation pipe and controls replacement; gas line pipe replacement; lighting fixture replacement; elevator replacement and upgrade work; miscellaneous motors and blowers; common area furniture replacement, and common area repainting.
406. Achievement Center. Nonprofit shall operate within the Buildings an educational center (the "Achievement Center") which provides an after-school educational services program to children in grades kindergarten through 12 who reside in the Buildings. The Achievement Center shall provide (i) learning enrichment services, including homework assistance, self-study and reading, (ii) mentoring opportunities, including fo1mal mentor relationships and after-school learning sessions, and (iii) community service opportunities, including volunteer opportunities and neighborhood involvement.

The following services shall b'e provided bythe Achieverij.erit Center on a daily basis:
(a) Enrollment of students, including recruitment, 01ientation, assessment, development of strategy, monitoling and reevaluation.
(b) Monitoring of individual student progress, including review of program perfo1mance, grade reports, parent and community feedback. ( c) Observation of student behavior in multiple settings, supplying intervention when necessary.
( d) Maintaining a comfortable, safe and positive environment for all students. k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 337
1987
The Achievement Center shall provide opportunities for mentoring relationships to be developed and strengthened, including (i) recruiting, evaluating and selecting mentors, (ii) promoting cooperative relationships with other individuals, such as teachers, older students and community members, and (iii) providing opportunities for participation in special events.

The Achievement Center shall be administered by a full-time Achievement Center Director. The hiring and te1mination of the Achievement Center Director shall be subject to approval by the Agency Assistant Executive Director, or his or her designee. , Participation in the Achievement Center shall be limited to residents of the Buildings and residents of apartment complexes in the 100 block of West Elmwood Avenue with which the Agency has entered into affordable housing agreements.
407. Monitoring and Recordkeeping. Throughout the Affordability Period, Nonprofit shall comply with all applicable recordkeeping and monitoring requirements set forth in Section 92.508 ( or successor regulation) of the HOME Regulations and shall annually complete and submit to City a Certification of Continuing Program Compliance in the fonn provided by the Agency. Representatives of the Agency and City shall be entitled to enter the Property, upon at least twenty-four (24) hours. notice, to monitor compliance with this Agreement, to inspect the record~ of the Prope1iy with respect to the Affordable Units, and to conduct an independent audit or inspection of such records. The Nonprofit agrees to cooperate with the Agency and City in making the Property available· for such inspection or audit. If for any reason the Agency and/or City are unable to obtain the Nonprofit's consent to such an inspection or audit, the Nonprofit understands and agrees that the Agency and/or City may obtain at Nonprofit' s expense an administrative inspection warrant or other approp1iate legal order to obtain access to and search the Property. Nonprofit agrees to maintain records in businesslike manner, and to maintain such records for the term of this Agreement. 408. Nondiscrimination Covenants. The Nonprofit covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person or group of persons_ on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, nor shall the Nonprofit itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property. The foregoing covenants shall run with the land.

The Nonprofit shall refrain from restricting the rental, sale or lease of the Prope1iy on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses:
a. In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, 'sublease, transfer, use, occupancy, tenure or enjoyment of the lanci herein k:\agmt\housing\amended elmwood regu'Iatory agmt
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Exhibit B 5 ATTACHMENT 12 - 338
1988
conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land." b. In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions:
"That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or pennit any such practice_or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sub lessees, subtenants, or vendees in the premises herein leased." c. In contracts: "There shall be no discrimination against or segregation of, any person, or group of persons on account ofrace, color, creed, religion, sex, marital status,· national origin, or ancestry, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub lessees or vendees of the premises." 500. DEFAULTS AND REMEDIES
501. Default Remedies. Subject to the extensions of time set forth in Section 602 of this Agreement, failure by either party to perform any action or covenant required by this Agreement within the time periods provided herein following notice and failure to cure as described hereafter, constitutes a "Default" under this Agreement. A party claiming a Default shall give written notice of Default to the other·party specifying the Default complained of.

Except as otherwise expressly provided in this Agreement, the claimant shall not institute any proceeding against any other paiiy, and the other party shall not be in Default if such party cures S1l.Gh failure within thirty (3 0) days from receipt of such notice, or if the nature. of such Default is such that more than thirty (30) days is reasonable required to cure such deficiency, if such party immediately, with due diligence, commences to cure, c01Tect or remedy such failure or delay and shall complete such cure, con-ection or remedy with diligence. 502. Institution of.Legal Actions. In addition to any other rights or remedies and subject to the restrictions othe1wise set f01ih in this Agreement, either party may institute an action at law or equity to seek specific performance of the tenns of this Agreement, or to cure, con-ect or remedy any Default, to recover damages for any Default, or to obtain any other remedy consistent with the purpose of this Agreement. Such actions shall be instituted in the Superior Court of State of California, Los Angeles County. k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 339
1989
503. Acceptance of Service of Process. In the event that any legal action is commenced by the Nonprofit against the Agency and/or the City, service of process on the Agency shall be made by personal service upon the Agency's Secretary or in such other manner as may be provided by law and service of process on the City shall be made by personal service upon the City Clerk or in such other manner as may be provided by law. In the event that any legal action is commenced by the Agency or City against the Nonprofit, service of process on the Nonprofit shall be made by personal service in such manner as may be provided by law. 504. Rights and Remedies Are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and ren1edies of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.
505. Inaction Not a Waiver of Default. Any failures or delays by either party in asserting any of its rights and remedies as to any Default shall not operate as a waiver of any Default or of any such rights or remedies, or deprive either such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, asse1i or enforce any such rights or remedies ..
506. Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement.
507. Non-Liability of Offici~ls and Employees of the Agency and City. No member, official or employee of the Agency or the City shall be personally liable to the Nonprofit, or any successor in interest, in the event of any Default or breach by the Agency (or the City) or for any amount which may become due to the Nonprofit or its successors, or on any obligations under the tenns of this Agreement.
508. Attorneys' Fees. In any action between the parties to interpret, enforce, refonn, modify, rescind, or otherwise in connection with any of the terms or provisions of this Agreement, the prevailing party in the action shall be entitled, in addition to dam~ges, injunctive relief, or any other relief to which it might be entitled, reasonable costs and expenses including, without limitation, litigation costs and reasonable attorneys' fees. 600. GENERAL PROVISIONS
601. Notices, Demands and Communications Between the Parties. Any approval, disapproval, demand, document or other notice ("Notice") which either party may desire to give to the other party under this Agreement must be in writing and may be given by first class mail, postage prepaid, or reputable overnight delivery service, addressed to the party to whom the Notice is directed as set forth below, or at any other address as that party may later designate by Notice.
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Exhibit B 5 ATTACHMENT 12 - 340
1990
To Agency:

To City:

To Nonprofit:

Redevelopment Agency of the City of Burbank
275 East Olive Avenue
P.O. Box 6459
Burbank, California 91510-6459
Attention: Assistant Executive Director
City of Burbank
- 275 East Olive Avenue
P.O. Box 6459
Burbank, California 91510-6459
Attention: Community Development Director
Burbank Housing Corporation
241 West Verdugo A venue
Burbank, California 91510
Attention: Judith S. Arandes, Executive Director
Any written notice, demand or communication shall be deemed received immediately if delivered by hand and shall be deemed received on the third day from the date it is postmarked if delivered by registered or certified mail.- •
602. Enforced Delay; Extension of Times of Performance. In addition to specific provisions of this Agreement, performance by either party hereunder shall not be deemed to be in Default, and all performance and other dates specified in this Agreement shall be extended, where delays or Defaults are due to events which are outside of the reasonable control of the party claiming an extension, which may include, without limitation: war; insurrection; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental _ restrictions or priority; litigation; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplier; acts or omissions of the other party; acts or failures to act of any other public or governmental agency or entity ( other than the acts or failures to act of the Agency and/or City which shall not excuse performance by the Agency and/or City respectively); or any other causes beyond the control or without the fault • of the party claiming an extension of time to perform. Notwithstanding anything to the contrary - in this Agreement, an extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thiliy (30) days of the commencement of the cause. Times of performance under this Agreement may also be extended in writing by the mutual agreement of Agency and Nonprofit. 603. Transfers of Interest in Property or Agreement.
603.1 Prohibition. The qualifications and identity of the Nonprofit are of particular concern to the Agency and City. It is because of those qualifications and identity that the Agency and City have entered into this Agreement with the Nonprofit. Accordingly, for the - k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 341
1991
period commencing upon the date of this Agreement and throughout the Affordability Period, no voluntary or involuntary successor in interest of the Nonprofit shall acquire any rights or powers under this Agreement, (b) nor shall the Nonprofit make any total or partial sale, transfer, conveyance, assignment, subdivision, refinancing or lease of the whole or any part of the Property ( collectively referred to herein as a "Transfer"), without the prior written approval of the Agency and City, except as expressly set forth herein. 603.2 Permitted Transfers. Notwithstanding any other provision of this Agreement to the contrary, Agency and City approval of a Transfer shall not be required in connection with any of the following:
(a) The conveyance or dedication of any portion of the Property to the City or other appropriate governmental agency.
(b) Any lease of an apartment unit in the Property to individual tenants in the ordinary course of business.
603.3 Agency Consideration of Requested Transfer. The Agency and City agree that they will not unreasonably withhold approval of a request for approval of a Transfer made pursuant to this Section 603, provided the Nonprofit delivers written notice to the Agency and City requesting such approval. Such notice shall be accompanied by evidence regarding the proposed transferee's qualifications and experience, and its financial commitments and resources, in sufficient detail to enable the Agency to evaluate the proposed assignee or purchaser pursuant to the criteria set forth in this Section 603 and as reasonably determined by the Agency and City. The Agency may, in considering any such request, take into consideration such factors as (i) the quality of any new and/or replacement owner, (ii) the transferee's past performance as owner and operator of affordable multifamily apartment complexes, (iii) the CutTent financial condition of the transferee, and similar factors. The Agency and City agree not to unreasonably withhold its approval of any such requested Transfer, taking into consideration the foregoing factors.

An assignment and assumption agreement in form satisfactory to the Agency's legal counsel and the City Attorney shall also be required for all proposed Transfers. Within thirty (30) days after the receipt of the Nonprofit's written notice requesting Agency approval of a Transfer pmsuant to this Section 603, the Agency and City shall either approve or disapprove such proposed assignment or shall respond in writing by stating yVhat further information, if any, the Agency reasonably requires in order to detennine the request complete and detennine whether or not to grant the requested approval. Upon receipt of such a response, the Nonprofit shall promptly furnish to the Agency and City such further infonnation as may be reasonably requested.
603.4 Successors and Assigns. All of the terms, covenants and conditions of this Agreement shall be binding upon the Nonprofit and its pe1mitted successors and assigns.

Whenever the term "Nonprofit" is used in this Agreement, such tenn shall include any other pe1111itted successors and assigns as herein provided.
603.5 Assignment by Agency or City. The Agency or City may assign or transfer any of their rights or obligations under this Agreement with the approval of the k:\agmt\housing\amended elmwood regulatory agmt
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Exhibit B 5 ATTACHMENT 12 - 342
1992
Nonprofit, which approval shall not be unreasonably withh,eld; provided, however, that the Agency may assign or transfer any of its interests hereunder to the City and vice versa, at ruiy time without the consent of the Nonprofit.
604. Agency and City Approvals and Actions. The Agency and City shall maintain authority of this Agreement and the authority to implement this Agreement through the Agency's Assistant Executive Director ( or hi-s or her duly authorized representative) and the Community Development Director, respectjvely .. The Agency's Assistant Exec-qtive Director and the City's Community Development Director shall have the authority to make approvals, issue interpretations, execute documents, waive provisions, extend time periods, and/or enter into amendments of this Agreement on behalf of the Agency and City, respectively, so long as such actions do not materially or substantially change the uses permitted on the Property, or add to the costs incurred or to be incurred by the Agency and City, respectively, as specified herein. All other material and/or substantive interpretations, waivers·, or amendments shall require the considera~ion, action and written consent of the Agency Board and City Council, respectively. 605. No Waiver. A waiver by either party of a breach of any of the covenants, conditions or agreements under this Agreement 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 of this Agreement.
606. Modifications. Any alteration, change or modification of or to this Agreement, • in order to become effective, shall be made in writing and in each instance signed on behalf of each party.
607. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agteement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent pennitted by law.
608. Time of Essence. Time is expressly made of the essence wi~h respect to the perfonnance by the Agency and the Nonprofit of each and every obligation and condition of this Agreement.
609. Cooperation. Each party agrees to cooperate with the other in this transaction and, in that regard, to sign any and all documents which may be reasonably necessary, helpful, or appropriate to carry out the purposes and intent of this Agreement including, but not limited to, releases o~ additional agreements.
610. Amendment and Supersession of Prior Agreements. This Agreement amends and supersedes the Purchase Regulatory Agreement, dated November 30, 1999, by and between Agency and Nonprofit, and the AHA Regulatory Agreement, dated July 17, 2001, among the Agency, City, and Nonprofit, which, except _as set forth in Section 402. 7 of this Agreement, shall be of no further force or effect as of the Date of Agreement. k:\agmt\housing\amended elmwood regulatory agmt Page 17 • 08-21-02
Exhibit B 5 ATTACHMENT 12 - 343
1993
IN WITNESS WHEREOF, the Agency and the Nonprofit have executed this Amended and Restated Regulatory Agreement as of the date first set forth above ("Date of Agreement").

ATTEST:

Margarita Campos, Agency Secretary
ATTEST:

Margarita Campos, City Clerk
Approved as to Form and Legal Content
AGENCY:

REDEVELOPMENT AGENCY OF THE CITY
OF BURBANK, a public body, corporate and
politic
By: _____________ _
Robert R. Ovrom, Executive Director
CITY:

CITY OF BURBANK, a California municipal
corporation
By: ---------------- Robe rt R. Ovrom, City Manager
NONPROFIT:

BURBANK HOUSING CORPORATION, a
California nonprofit corporation
By: ---------~~__,,..,..,-,--,-,....,...,....,.-,----,-,..,..,...,.,.

By: _____________ _
Dennis A. Barlow, City Attorney/Agency Counsel
By: Michael J. Garcia, Assistant City Attorney_
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Exhibit B 5 ATTACHMENT 12 - 344
1994
EXHIBIT "A"

LEGAL DESCRIPTION OF PROPERTY
That real property located in the State of California, County of Los Angeles, City of Burbank and described as follows:
[SEE ATTACHED]
Exhibit "A"
Exhibit B 5 ATTACHMENT 12 - 345
1995
LEG1UJ DESCRIFTION
J?Jl...RCEL l :·
.LOTS· 6, 12 AND 13 OF TR.A.CT NO. 14564, IN THE CITY OF BURBANK, IN THE COUNTY OF LOS ANGELES, STATE OF C~..L!FORNrAr AS PER MAP RECORDED IN.BOOK 420 1 PAGE (S) 33 AND 34 OF ~J?S I IN· THE OFFICE OF' THE COUNTY RECORDER OF S~~ID COUNTY .
.PA.RCEL 2:

LOT 7 OF TRACT NO. 14564 1 IN THE CITY OF BURBANK, IN TEE COUNTY OF LOS ANGEL~S, STATE OF C~..LIFORNIA, AB .PER MAP RECORDED IN BOOK 420, PAGB(S) 33 .AND 34 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF S1t!D COUNTY . .P~....RCEL 3 ~
LOTS 8, 9, 10 AND ll OF TRACT NO. 14564, IN THE CITY OF BURBANK, IN THE -COUNTY·OF LOS 'ANGELES, STATE OF 0.LIFORNIA, AS PER MF.P RECORDED IN BOOK 420, PAGE(S) 33 AND ~4 OF MA.i?S, IN TEE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

PARCEL 4:

LOTS l.o J.\NU 17 OF TRACT NO. 14564, IN THE CITY. OF BURBANK, -IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, ~S PER MAP.RECORDED IN BOOK 420, PAGE{S) 33 AND 34 OF MA.PS, IN .THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. :P~~EL 5:

THAT PORTIGN OF ELMWOOD AVENUE, 60.00 FEET WIDE AND VAAI~..BLE ~IDTH, AS SHOWN ON MAJ? OF TRACT NO. · 145 64, IN THE CITY OF BUR.EAlJK, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER ~AP aECORDED IN BOOK ~20, PAGE(S) 33 AND 34 OF MAPS·,· IN THE. OFF:CCE OF THE COtJNTY RECORDER OF SAID COUNTY, LYING NORTHEAS~ERLY OF THE FOLLOWING DESCRIBED LINE: • ' . COMMENCING AT THE SOUTHEAST COP..NER OF LOT 6 OF SAID TAACT; THENCE NORTH 41° '15' 55u EAST ALONG THE NORTHWESTERLY RIGHT-OF-WAY OF SAID ELMWOOD ~VENUE

19.06 FEET TO THE BEGINNING 0F A TANGENT CURVE, .CONCAVE NORTBWESTERLY,.

HAVING A RADIUS OF 35. 00 _FEET; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH. A CENTRAL A.NGLE OF 29° 55' 35'' AN A.RC LENGTH OF 18 .28 FEET TO THE BEGINNING OF A REVERSE CURVE, CONCAVE SOUTREASTERLY H.~vING A RADIUS OF 4 o . O o :fEET i 'THENCE NORTHEASTERLY ]l..LONG. SAID REVERSE Ctr.RVE THROUGH A CENTRP .. L ANGLE OF 71 ° 2 0' 10 11 AN: ARC iiENGTH OF 49. 8 0 FEET TO A POINT IN. SA-ID • NORTHWESTERLY RIGHT OF WAY OF ELMWOOD AVENUE, S,~ .. ID POINT BEING THE TRUE POINT OF BEGil,JNING 1 JJ.., RADIAL LINE TO SAID POINT BEll-...RS 07° 19 1 3ln EAST;

THENCE CONTINUING SOUTEEASTERLY ALONG SAID RESERVE CURVE CONCAVE A CENTRAL ANGLE OF Sn° 10' 51" AN ARC .LENGTH OF ·67-.85 FEET TO A POINT IN THE SOUTHEASTERLY RIGHT-OF-WAY OF SAID ELMWOOD AVENUEr A RA.DIAL LINE TO SAID POINT BEARS. SOUTH 8.9° 51' 20 11 WEST. SA.ID VACATION WAS .ADOPTED BY THE CITY COUNCIL OF THE CITY OF BURBANK UNDER RESOLUTION NO. 24~635 1 A CERTIFIED COPY OF WHlCH WAS RECORDED. FEBRUARY 19, 1997 AS INSTRUMENT NO~ 97-2572457 OF OFFICIAL RECORDS.

PARCEL 6:

LOT 1, TRACT NO. 14564, IN THE CITY OF BURBANK, COUNTY OF LOS ANGELES, ST ATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 420, PAGES 33 AND 34 . OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

Exhibit B 5 ATTACHMENT 12 - 346
1996

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
)
) ss.
)
On ____________ , before me, --~~~-~~-~~~~-' Notary Public, (Pnnt Name of Notary Pubhc) personally appeared
D personally known to me
-or-
□ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies ), and that by his/her/their signature( s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

WITNESS my hand and official seal.

Signature Of Notary

OPTIONAL
Though the data below is not required by law, it may prove vah.table to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT □ Individual
□ Corporate Officer
Title(s) Title Or Type Of Document
□ Partner(s) □ Limited
□ General
□ Attorney-In-Fact
□ Trustee( s)
□ Guardian/Conservator
□ Other:

Signer is representing:

Name Of Person( s) Or Entity(ies)
Number Of Pages
Date Of Document
Signer( s) Other Than Named Above
Exhibit B 5 ATTACHMENT 12 - 347
1997

STATE OF CALIFORNIA

COUNTY OF ORANGE
)
) ss.
)
On , before me, ------------ -----,,=----,---,=-=--____,.=--=--~=-----..,,.....-..,---' Notary Public, (Prmt Name of Notary Public) personally appeared
D personally known to me
-or-
□ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

WITNESS my hand and official seal.

Signature Of Notary

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT □ Individual
□ Co:rporate Officer
Title(s) Title Or Type Of Document
□ Partner(s) □ Limited
□ General
□ Attorney-In-Fact
□ Trustee( s)
□ Guardian/Conservator
□ Other:

Signer is representing: C
Nfilile Of Person(s) Or Entity(ies)
Number Of Pages
Date Of Document
Signer(s) Other Than Named Above
Exhibit B 5 ATTACHMENT 12 - 348
1998
DATE:
141 n. glenoaks boulevard • p.o. box 6459 • burbank • california • 91510-6459 • (818) 238-5180 October 1 , 2002
TO: Robert R. Ovrom, City Manager/Executive Director
FROM Susan Georgine, Community Development Director/ ~ Asst. Executive Director v rj Susan Evans, Asst. COD for Housing, Redevelopment __
and Economic Development (\~
By: Duane Solomon, Housing Development Manager~/_)
SUBJECT: Occupancy Standards
At the August 27, 2002 joint meeting of the Council and Agency, staff was instructed to return with information regarding an alternative occupancy standard predicated upon the square footage of a unit. In recent years, the Agency has established an occupancy standard in all projects it assists that limits the number of household members to two persons per bedroom plus one additional member, which meets the federal Housing Quality Standards or HQS definition under 24 CFR.982.401 (d)(2)(iii). The U. S.

Department of Housing and Urban Development (HUD) requires that a Housing .Authority administering HQS must "provide for the smallest number of bedrooms needed to house a family without overcrowding" and comply with HQS space requirements, which stipulates that "The dwelling unit must have at least one bedroom or living/sleeping room for each two person. "
1 As with many jurisdictions, the Agency (and the City's Housing Authority) has increased the HQS minimum standard to allow an additional household member. In addition to not reducing the HQS standard below HQS occupancy limits, this measure also accommodates households with children of differing genders, while also staving off any fair housing concern about the Agency dictating housing choices. 1 (d) Space and security-- (1) Performance requirement. The dwelling unit must provide adequate space and security for the family.
(2) Acceptability criteria.
(ii) The dwelling unit must have at least one bedroom or living/sleeping room for each two persons. Children of opposite sex, other than very young children, may not be required to occupy the same bedroom or living/sleeping room.

Exhibit B 5 ATTACHMENT 12 - 349
1999
Occupancy based on a unit's square footage (as compared to the number of bedrooms as used under the current City/Agency occupancy standard) is codified in the Uniform Housing Code or UHC (Section 503.2), which sets forth the following definition of the number of permitted occupants in a dwelling:

Dwelling units and congregate residences shall have at least one room, which shall not have less than 120 square feet of floor area. Other habitable rooms, except kitchens, shall have an area of not less than 70 square feet. Where more than two persons occupy a room used for sleeping purposes, the required floor area shall be increased at the rate of 50 square feet for each occupant in excess of two.

Under the UHC, 70 square feet of living space exclusive of the kitchen and each bathroom is required for two persons, while a minimum of 50 square feet is needed for each additional occupant. The maximum occupancy is then determined by subtracting 70 square feet from the unit's total square footage, subtracting the square footage of the kitchen and each bedroom and then dividing the remaining square footage (the habitable area) by 50.

Occupancy under the UHC is a variable, sometimes confusing standard that too often legitimizes overcrowding. Following are two examples of UHC standards that help illustrate the methodology used under the UHC to calculate maximum occupancy.

Bedroom equals 120 SF (70 for 3 First bedroom equals 120 SF 3 first two persons and 50 SF for (70 for first two persons and third person) 50 SF for third person)
487 SF minus 120 SF (Bedroom) 4 932 SF minus 120 SF (First 12 minus 50 SF (Bath) minus 100 Bedroom) minus 100 SF (2
SF (Kitchen) equals 217 SF /50 Baths at 50 SF each) minus 100 SF SF (Kitchen) equals 612 SF /50
SF
Total Maximum Occupants 7 Total Maximum Occupants 15
Current Maximum Occupancy 3 Current Maximum Occupancy 5 2 Exhibit B 5 ATTACHMENT 12 - 350
2000
Using this calculation, a sampling (Attachment A) of Burbank Housing Corporation (BHC) units would suggest the following occupancy limits:

W. Elmwood Apts. 13 3 14 5 NA NA
(averaged)
237 West Verdu o 10 3 NA NA NA NA
257 West Verdugo NA NA 16 5 NA NA
241 West Verdugo 14 3 NA NA NA NA
220 West Tu ·un a 7 3 NA NA 15 7
There is a plethora of issues that must be addressed if the Agency opts for a standard that links maximum occupancy to a unit's square footage (UHC) rather than to one based upon persons per bedroom (housing quality standards or HQS). • Site Constraints. Many of the projects the Agency assists the BHC to acquire have limited on-site parking, often one space per unit. Increasing the number of occupants creates greater demands for parking that will spill off-site. • Property Maintenance. The quintessential issue is to ensure Agency assisted properties are maintained appropriately. In doing so, the Agency specifically avoided a standard that allows for an excessive number of occupants, one that far exceeds the normal wear and tear on residential units and resultantly escalates maintenance costs.
• Service Costs. Fire Department staff's perception is that increasing the number of occupants adds to the calls for service for safety services; "Responses or call volume is directly linked to population numbers." As density increases, there typically is a corresponding increase in the volume of calls for service. Fire .

Department staff observed that,
There are more incidents of fires and medical emergencies among [residents] in overcrowded multiple dwellings. Occupancy units designed to accommodate a family unit, for instance, of 2-6 people become overtaxed when that usage swells to twice that number.

Kitchens designed to accommodate cooking requirements for 2-6 people will have increased risks do to the added usage. • Occupancy Determination/Monitoring. The contorted calculation used to determine occupancy under the UHC would make the initial determination and subsequent monitoring of units more difficult than the current standard. The 3 Exhibit B 5 ATTACHMENT 12 - 351
2001
UHC standard will also create differing occupancy limits subject to unit configuration that can result in a number of anomalies as illustrated below. □ A household may find in that it meets occupancy standard in one unit and not in another unit with the same number of bedrooms due to the differing square footage.
□ A household could occupy a unit with more square footage but with less bedrooms but not qualify for another unit with more bedrooms but with less square footage.
□ Two households of identical size can apply for two units with comparable number of bedrooms, one household meeting the occupancy limit and the other household not meeting the occupancy limit again due to the square footage of the units.
• Public Perception. Overcrowding and substandard housing are interrelated terms often associated with poorly maintained projects. The Agency should balance the need to house larger households with public confidence that Agency assisted projects improve, not erode, housing conditions. This point was emphasized recently when Agency staff frequently had to assure residents surrounding the Peyton-Grismer neighborhood that the proposed acquisition/rehabilitation project at 1801-1819 Grismer Avenue would improve housing conditions and reduce overcrowding.

RECOMMENDATION
Staff recommends the Agency retain the current occupancy standard of two persons per bedroom plus one additional household member.

Occupancy standard.doc
4 Exhibit B 5 ATTACHMENT 12 - 352
2002
Exhibit B 6
ATTACHMENT 12 - 353
2003

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Burbank
275 East Olive Avenue
P.O. Box 6459
Burbank, California 91519-6459
Attention: Housing Director
)
)
)
)
)
)
)
)
26060290
1111111111111111111111111111111111111111111
Batch Number: 15657746
11111111111111111111111111111111111111111111
This document is exempt from the payment of a recording fee pursuant to Government Code Section 27383.

THIRD AMENDMENT TO REGULATORY

AGREEMENT
(Phase 1 - 2025 Master Loan Amendment)
�til�THIRD AMENDMENT TO REGULATORY AGREEMENT is entered into as of --�� 2,, 2025 among the Housing Authority of the City of Burbank , a public body, corporate and politic (the "Authority") , the City of Burbank, a municipal corporation and charter city ("City")
, and Burbank Housing Corporation, a California nonprofit public benefit corporation (the "Developer or BHC")
.

Subject Properties
listed in Attachment No. 1 with prior recorded instrument numbers and/or legal descriptions (collectively "Subject Properties")

RECITALS
The following recitals are a substantive part of this Agreement:

A. In 1997, the former Redevelopment Agency of the City of Burbank (the "Agency") established a nonprofit corporation, the Burbank Housing Corporation ("BHC")
, to improve and preserve the existing housing inventory in the City of Burbank, California that is affordable to low-income and moderate-income persons and to provide community assistance and property management services at affordable housing projects within the City of Burbank.

B. The City receives funds from the HOME Investment Partnership Act of the united States, 42 U.S.C. Sec. 12701, et seq, ("HOME funds") , for the purpose of the
production and operation of housing affordable to lower and very low income families.

The City also receives Community Development Block Grant ("CDBG") funds authorized under Title I of the Housing and Community Development Act of 1974, 42 U.S.C. Sec. 5301 et seq.
2 I 80\02\3876745.14
Exhibit B 6 ATTACHMENT 12 - 354
2004
Exhibit B 6
ATTACHMENT 12 - 355
2005
Exhibit B 6
ATTACHMENT 12 - 356
2006
Exhibit B 6
ATTACHMENT 12 - 357
2007
Exhibit B 6
ATTACHMENT 12 - 358
2008
Exhibit B 6
ATTACHMENT 12 - 359
2009
Exhibit B 6
ATTACHMENT 12 - 360
2010
Exhibit B 6
ATTACHMENT 12 - 361
2011
Exhibit B 6
ATTACHMENT 12 - 362
2012
Exhibit B 6
ATTACHMENT 12 - 363
2013
Exhibit B 6
ATTACHMENT 12 - 364
2014
Exhibit B 6
ATTACHMENT 12 - 365
2015
Exhibit B 6
ATTACHMENT 12 - 366
2016
Exhibit B 6
ATTACHMENT 12 - 367
2017
Exhibit B 6
ATTACHMENT 12 - 368
2018
Exhibit B 6
ATTACHMENT 12 - 369
2019
Exhibit B 6
ATTACHMENT 12 - 370
2020
Exhibit B 6
ATTACHMENT 12 - 371
2021
Exhibit B 6
ATTACHMENT 12 - 372
2022
Exhibit B 6
ATTACHMENT 12 - 373
2023
Exhibit B 6
ATTACHMENT 12 - 374
2024
Exhibit B 6
ATTACHMENT 12 - 375
2025
Exhibit B 6
ATTACHMENT 12 - 376
2026
Exhibit B 6
ATTACHMENT 12 - 377
2027
Exhibit B 6
ATTACHMENT 12 - 378
2028
2180\05\4174679.5 ATTACHMENT 13 – 1
RESOLUTION NO. __________

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A COMMITMENT LETTER TO
ROLL-OVER AN EXISTING CITY LOAN OF $1,215,384.73

AND APPROVING A COMMITMENT LETTER TO

CONDITIONALLY RESERVE HOME FUNDS FOR A NEW
LOAN OF $2,592,389 TO THE BURBANK HOUSING

CORPORATION FOR THE VILLAGE AT FAIRVIEW
PROJECT.

THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. In 1997, the former Redevelopment Agency of the City of Burbank ("Agency"), the predecessor-in-interest to the Housing Authority of the City of Burbank (“Authority”), established a nonprofit corporation, the Burbank Housing Corporation (“BHC”), to improve and preserve the existing housing inventory in the City of Burbank ("City") that is affordable to low and moderate income persons and to provide community assistance and property management services at affordable housing projects within the City.

B. As of March 2006, the City and former Agency had loaned BHC funds for eleven income restricted affordable housing properties with each property having a separate loan agreement and related loan documents. On March 21, 2006, BHC, the Agency and the City entered into a consolidated loan agreement to consolidate these loans ("Master Loan Agreement").

C. The City and the Agency (Authority) continued to make loans to BHC for additional affordable housing projects and as each loan was made it was added to the Master Loan Agreement.

D. On January 14, 2025, BHC, the City and the Authority entered into an Amended and Restated Master Loan Agreement (the "A&R MLA") which made financial revisions to the Master Loan Agreement covering loans made to 25 properties at that time, consolidated the notes for all the City loans covered by the A&R MLA (the "City MLA Note"), consolidated the notes for all the Authority loans covered by the A&R MLA, amended the master deed of trust for the loans covered by the A&R MLA (the "MLA Deed of Trust"), and amended the regulatory agreements for the properties covered by the A&R MLA.

E. BHC owns properties located at 2321, 2325-2327, 2331-2333, and 2335 N. Fairview Street (the "Properties"). The Properties are covered by the terms of the A&R MLA. The City current loan on the Properties has a principal balance of $1,215,384.73 (the "City MLA Loan").
2029
2180\05\4174679.5 ATTACHMENT 13 – 2
F. BHC intends to demolish existing improvements on the Properties and construct and operate a new 60-unit multifamily rental housing development for affordable low- and very-low-income households on the Properties (the "Project"). BHC intends to apply for low-income housing tax credits to assist in the construction and operation of the Project.

G. To enhance BHC's ability to secure additional financing for the Project, BHC and the City desire to make revisions to the A&R MLA and related documents H. Contingent upon the Project's receipt of a reservation of low-income housing tax credits and other terms and conditions, the City desires to remove the City MLA Loan from the A&R MLA and the City MLA Note, release and reconvey the City MLA Deed of Trust as it relates to the Properties, and terminate all agreements related to the Properties, including recorded regulatory agreements, to which the City is a party (collectively, the "MLA Fairview Amendments").

I. Contingent upon the Project's receipt of a reservation of low-income housing tax credits and other terms and conditions, the City further desires to roll-over and recast the existing City MLA Loan (the "Recast City Loan") concurrently with the MLA Fairview Amendments and enter into a new loan agreement and promissory note with BHC, or its designee, for the existing City MLA Loan, accept and record a new deed of trust on the Properties to secure the note, and record a new regulatory agreement on the Properties to reflect new unit counts and affordability restrictions, subject to applicable Article XXXIV limitations (collectively, the "Recast City Loan Documents").

J. To effectuate the MLA Fairview Amendments and the recast of the City MLA Loan, the City desires to approve a commitment letter, together with the Authority (the "Commitment Letter"), which shall provide the terms and conditions of the MLA Fairview Amendments and Recast City Loan Documents.

K. Contingent upon the Project's receipt of a reservation of low-income housing tax credits and other terms and conditions, the City further desires to make a new loan to BHC, or its designee, up to a total of $2,592,389 (the "New City Loan") from HOME Funds. The City desires to enter into loan documents with BHC, or its designee, evidencing and securing the New City Loan (the "New City Loan Documents").

L. To effectuate the New City Loan, the City desires to approve a conditional reservation letter (the "City Conditional Reservation Letter") which shall provide the terms and conditions of the New City Loan.

M. The City has duly considered all terms and conditions of the proposed Commitment Letter and the City Conditional Reservation Letter, and the City believes that the MLA Fairview Amendments, the Recast City Loan and the New City Loan, and entering into the respective documents for the MLA Fairview Amendments, the Recast City Loan and the New City Loan, subject to the terms and conditions of the 2030
2180\05\4174679.5 ATTACHMENT 13 – 3
Commitment Letter and the City Conditional Reservation Letter, are in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements.

N. An Environmental Assessment (EA) was prepared to evaluate the potential environmental impacts associated with the Project. Based on the analysis contained in the EA, it was determined that the Project will not result in significant adverse impacts on quality of the human environment and a Finding of No Significant Impact (FONSI) was issued for the Project.

O. The Project has been determined to be exempt from the California Environmental Quality Act (CEQA) in accordance with Section 15332 (In-Fill Development Project) of the State CEQA Guidelines. A CEQA Class 32: In-Fill Development Project Categorical Exemption Report was prepared for the Project.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The Commitment Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

2. The City Conditional Reservation Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

3. The City Manager or their designee, on behalf of the City, is authorized to execute the Commitment Letter and the City Conditional Reservation Letter. The City Attorney retains the authority to make minor modifications as long as the financial terms remain unaffected.

4. The Commitment Letter and City Conditional Reservation Letter shall be retained by the City Clerk as a permanent file.

PASSED AND ADOPTED this ______ day of May, 2026
__________________________
Tamala Takahashi
Mayor
Approved as to Form
Attest: Office of the City Attorney
___________________________ By: _______________________ Kimberley Clark, City Clerk Joseph H. McDougall
City Attorney
2031
2180\05\4174679.5 ATTACHMENT 13 – 4

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

CITY OF BURBANK )
I, Kimberley Clark, City Clerk of the Council of the City of Burbank, do hereby certify that the foregoing Resolution was duly and regularly passed and adopted by the Council of the City of Burbank at its regular meeting held on this 5th day of May, 2026, by the following vote:

AYES:

NOES:

ABSENT:
____________________________
Kimberley Clark, City Clerk
2032
ATTACHMENT 14 – 1
2180\05\4181804.5
[City of Burbank/Housing Authority Letterhead]
May 19, 2026
Ms. Sylvia Moreno
Executive Director
Burbank Housing Corporation
1810 Grismer Avenue
Burbank, CA 91504
Re: Commitment Letter to Restructure Existing City of Burbank/Housing Authority Fairview Loans; and Extend New Authority Fairview Loan Dear Ms. Moreno:

This commitment letter ("Commitment") is provided by the City of Burbank ("City") and the Housing Authority of the City of Burbank, in its capacity as the housing successor to the dissolved Redevelopment Agency of City of Burbank ("Authority"), with regard to the New Development (as defined below) related to the following actions: (i) restructuring existing City and Authority loans to Burbank Housing Corporation, a California nonprofit public benefit corporation ("BHC"), secured by the Properties (as defined below); and (ii) extending a new Authority loan to the new Borrower (as defined below) secured by the Properties.

As noted below, this Commitment is contingent on the New Development being awarded Low-Income Housing Tax Credits and is subject to the terms and conditions set forth in this Commitment.

Unless otherwise agreed in writing by the City and the Authority, each in its sole discretion, the City’s and the Authority’s approval of this financing commitment is subject to and contingent upon the terms and conditions set forth in this Commitment. In addition, the City and the Authority each reserve the right, in the exercise of its sole discretion, to modify any of the terms, conditions or requirements set forth in this Commitment upon written notice to Borrower only in the event that changes in the financing for the New Development materially affect the City or Authority's loans to the Borrower or the regulatory agreements for the Project as described herein.

The parties intend that the City and the Authority shall only be obligated to restructure the existing City and Authority loans to Burbank Housing Corporation and the Authority shall only be obligated to fund the subject loan when: (i) all of the matters set forth in this Commitment have been satisfied, completed or waived, (ii) Borrower has satisfied all of the industry customary lender conditions to closing set forth in the City’s and the Authority’s loan documents, and (iii) Borrower has executed and delivered, in recordable form, the City’s and the Authority’s loan documents in a form acceptable to the City and the Authority.
2033
ATTACHMENT 14 – 2
2180\05\4181804.5
I. BACKGROUND
"Properties" shall mean the following properties:
• 2321 N. Fairview which has an outstanding Authority loan principal amount of $1,174,984.20.
• 2325-2335 N. Fairview which has an outstanding Authority loan principal amount of $377,165.76 and an outstanding City HOME loan principal amount of $1,080,000.00.
• 2331-2333 N. Fairview which has an outstanding Authority loan principal amount of $111,890.04 and an outstanding City HOME loan of principal amount of $135,384.73.

BHC plans to develop a sixty (60) unit affordable housing apartment complex on the Properties ("New Development") to increase the number of affordable units available on the Properties. BHC intends to submit a joint application to the California Debt Limit Allocation Committee ("CDLAC") and the California Tax Credit Allocation Committee ("TCAC") for an allocation of tax-exempt bonds and a reservation of low-income housing tax credits for the New Development.

The Properties are currently part of a larger property portfolio located within the City that secures a master loan ("Master Loan") from the City and the Authority to BHC, most recently documented in that certain Amended and Restated Master Loan Agreement dated January 14, 2025, by and among City, Authority, and BHC ("A&R MLA"). The Master Loan is comprised of a City loan in the original principal amount of $7,047,124.73, as evidenced by that certain City Promissory Note dated January 14, 2025 signed by BHC and payable to the City, and an Authority loan in the original principal amount of $43,822,258.70, as evidenced by that certain Authority Promissory Note dated January 14, 2025 signed by BHC and payable to the Authority (collectively, the "A&R MLA Promissory Notes"). The Master Loan is secured by a single deed of trust recorded on all the properties in the BHC portfolio dated as of September 22, 2025, and recorded in the Official Records of Los Angeles County on November 17, 2025 as Document No. 20250809610 (the "A&R MLA Deed of Trust").

The borrower of the restructured City and Authority loans and the new Authority loan will be The Village at Fairview, LP, a California limited partnership ("Borrower"), whose managing general partner is BHC Fairview MGP, LLC, a California limited liability company, whose sole member is BHC, and whose administrative general partner is HH Fairview AGP, LLC, a California limited liability company, whose sole member is Homes & Hope, LLC, a California limited liability company.

II. RESTRUCTURING EXISTING CITY AND AUTHORITY LOANS
2034
ATTACHMENT 14 – 3
2180\05\4181804.5
II.A Loan Rollover Amount
Subject to the terms and conditions of this Commitment, City agrees to consolidate the promissory notes for its existing HOME loans on the Properties into one promissory note in the total principal amount of $1,215,384.73. Subject to the terms and conditions of this Commitment, Authority agrees to consolidate the promissory notes for its existing loans on the Properties into one promissory note in the total principal amount of $1,664,040. The total amount of the City and Authority rollover loans secured by the Properties shall be $2,879,424.73.

II.B Modification Documents
Subject to the terms and conditions of this Commitment, City and Authority each agree first to enter into the following modification documents:
• Amendment of the A&R MLA to remove the Properties from the A&R MLA • Amendment of the A&R MLA Promissory Notes to remove the Properties principal loan amounts of $1,664,040 (Authority) and $1,215,384.73 (City) • Reconveyance of the A&R MLA Deed of Trust from the Properties • Termination of Affordable Housing Agreements and all other City and Authority agreements related to the Properties
• Release of all City and Authority recorded documents related to the A&R MLA, including regulatory agreements, from the Properties II.C Recast Loan Terms
Subject to the terms and conditions of this Commitment, City and Authority each agree to then enter into Recast Loan Documents, as defined in Section II.D. of this Commitment, on the following terms:

Borrower: Borrower shall be The Village at Fairview, LP, a California limited partnership
New
Development:

The New Development will consist of Borrower’s acquisition of the Properties, consolidation of the four contiguous parcels comprising the Properties, demolition of 16 existing multi-residential units and single-family homes on the Properties, implementation of an approved relocation plan for the existing 16 households, and new construction of 60 units of rental housing, consisting of twenty-three (23) one-bedroom units, twenty-two (22) two-bedroom units, twelve (12) three-bedroom units, and three (3) fourbedroom units. All units, except the manager’s unit, must be occupied by and restricted pursuant to TCAC requirements, at affordable rents for at least 55 years. The New Development includes the following affordability mix for TCAC purposes: eleven (11) units will be restricted for extremely 2035
ATTACHMENT 14 – 4
2180\05\4181804.5
low-income households at 30% AMI, twenty-eight (28) units will be restricted for very low income households at 40% - 50% AMI, and twenty (20) units will be restricted for low-income households at 60% - 80% AMI. Borrower must comply with State Prevailing Wage and Federal Davis-Bacon requirements, as applicable.

Financing Plan: This Commitment is contingent upon Borrower receiving a preliminary reservation of Low-Income Housing Tax Credits from TCAC to finance the New Development approximately as set forth below (these are current projections and are subject to change). Concurrently with its submittal to CDLAC and TCAC, the Borrower must submit to the City and the Authority a copy of its application for Low-Income Housing Tax Credits to CDLAC and TCAC.

This Commitment is based on Borrower’s current estimates of total development costs, including relocation and demolition costs. Borrower will be responsible, without cost to the City or the Authority, for any additional sources of funds that may be needed to complete the New Development.

Borrower agrees that the new Authority Loan will be reduced to the extent the New Development is eligible for additional funding not needed to pay project costs and to the extent that, upon completion, there are net cost savings or excess funding after payment in full of all project costs (all as to be set forth in more detail in the loan agreement).

Borrower must prepare and submit a project pro forma, including a “sources and uses” project budget, for approval by the City and the Authority as an attachment to the loan agreement(s). Line-item estimates of the uses of funds must be supported by such documentation, including appraisals and construction cost estimates, as may reasonably be required by the City Manager/Authority Executive Director. The final sources and uses of funds for the New Development must be consistent with the approved project budget except as otherwise approved by the City Manager/Executive Director.

Source Amount
Conventional Permanent Loan $4,099,000
New City Loan $2,592,389
New Authority Loan $5,772,883
Existing City and Authority Debt Rollover $2,879,425
Regional Housing Trust Fund $475,000
Senator Portantino's Office $2,000,000
Deferred Developer Fee $3,082,336
General Partner – Capital Contribution $100
Limited Partner – Capital Contribution $28,911,576
Total $49,812,709
Interest Rate: The outstanding principal balance of each loan shall bear simple interest at three percent (3%) annually.

Loan Term: Each loan will have a term ("Term") of 55 years from issuance of certificate of occupancy for the New Development.

Cross-Default: There shall be no cross-default provisions with other loans provided to BHC 2036
ATTACHMENT 14 – 5
2180\05\4181804.5
or its affiliates for other projects.

Loan Payment: Loans to be repaid from a percentage of 50% of annual residual receipts, if any, from the New Development, net sale proceeds, and net refinancing proceeds. The residual receipts percentage shall be equal to the principal amounts of the Authority and City loans divided by the total principal amount of all loans payable from residual receipts. Residual receipts will be defined in the Authority and City promissory notes, which definition shall include as operating expenses industry customary standard property asset management fees, partnership fees, and other fees and expenses, as reasonably approved by the City and the Authority. The terms of the residual receipts obligation will be set forth in the promissory notes.

Second Right of
First
Refusal/Option to
Purchase
City and Authority shall each have a second right of first refusal/option to purchase the New Development upon investor exit if BHC does not exercise its right of first refusal/option to purchase.

Ownership: Borrower must own a fee interest in the Properties.

Security: Loans for the New Development will be secured by new deed(s) of trust and other customary loan documents on Borrower's fee interest in the Properties (collectively, the "Fairview Deed of Trust"). The Fairview Deed of Trust will be subordinated to senior commercial construction and permanent loan deeds of trust, provided the senior lender(s) agree to provide the City and the Authority each with reasonable notice and cure rights that protect the City’s and the Authority’s investment in the event of a default by Borrower, pursuant to a form of subordination agreement reasonably acceptable to the City Manager/Authority Executive Director and the City Attorney/Authority Counsel.

Prepayments: Borrower shall have the right to prepay each loan in full or in part at any time without penalty or fee; provided, however, that the City/Authority regulatory agreement and the Fairview Deed of Trust shall remain in full force and effect for the entire Term.

Insurance: Borrower shall obtain policies of all-risk insurance with extended coverage, comprehensive general liability insurance, naming the City and Authority as additional insureds, and such other insurance as City and Authority reasonably require, in such amounts, in such form, with such companies, and with additional insureds endorsements, all as are reasonably acceptable to City and Authority.

Loan Documents: This Commitment does not set forth all of the terms, conditions, and documents that will be required by City and Authority in connection with each respective loan. It is not intended to describe all of the requirements, terms, conditions and documents necessary for the transactions contemplated by this Commitment. A loan agreement(s), including the forms of promissory notes, deed(s) of trust and related documents, will be prepared, and is subject to execution by the Borrower prior to its consideration by the City and the Authority. The final form of the loan agreement(s) approved by Borrower shall be subject to the discretionary approval of the City and the Authority and shall include all provisions and attachments customarily included in City and Authority loan agreements. 2037
ATTACHMENT 14 – 6
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Other
Documentation:

Borrower shall deliver to City and Authority any further documentation reasonably required by City or Authority.

Nonrecourse
Obligation:

Each loan shall be a nonrecourse obligation of Borrower and Borrower and its partners shall not have any personal liability for the loan repayment, subject to customary nonrecourse carve-outs. The loan documents for the New Development shall not provide for any "cross default" amongst, or between, other loans from City or Authority for other projects to Borrower or any of Borrower's affiliates.

Transfers The loan documents will contain mutually agreeable provisions prohibiting certain direct or indirect transfers of Borrower’s interests in the Properties, the New Development and/or the loan documents without the reasonable prior written consent of the City Manager/Authority Executive Director.

No Third Party
Beneficiaries:

This Commitment is solely for the benefit of Borrower, City and Authority, and shall not inure to the benefit of, or be relied upon by, any other person or entity.

Waiver of
Conditions
Either City or Authority each in its sole discretion may waive or modify certain conditions or requirements of this Commitment, however, no waiver or modification of any such condition or requirement shall be deemed or construed to be a waiver of any other provision of this Commitment. No waiver shall be effective unless included in a writing signed by City or Authority as applicable.

Termination: Each of City and Authority reserves the right to cancel this Commitment and terminate its obligations hereunder upon any material misrepresentation by Borrower in information and representations supplied by Borrower to City and Authority, or upon a material adverse change in Borrower or the New Development.

Scope of
Development
Borrower must prepare and submit a scope of development of the New Development for approval by the City and the Authority. The scope of development must be consistent with the New Development description contained in the Development Review (Project No. 23-0003176) approval issued by the City, in its municipal capacity, on February 9, 2026 and shall include such other detail or requirements as requested by the City or the Authority and agreed to by Borrower, as may be revised (such as for value engineering) and approved by the City and the Authority.

Regulatory
Agreements
Borrower must execute a regulatory agreement restricting for at least 55 years the maximum income of tenants and the maximum rents that may be charged to tenants relative to the use of the Low- and Moderate-Income Housing Asset Funds, which will be recorded in senior position against Borrower’s interest in the New Properties. This regulatory agreement will require City and Authority approvals of the housing management company and the management plans relating to the management and operation of the New Development and will set forth Borrower’s compliance reporting obligations.
.

Entity Approvals Borrower’s general contractor, architect, construction lender, permanent lender, tax credit investor, Davis Bacon Wage Compliance consultant, if 2038
ATTACHMENT 14 – 7
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applicable, and other lenders, consultants and service providers, including but not limited to the property manager, will be subject to the reasonable approval of the City Manager/Authority Executive Director. At its option, the City and the Authority will each also have the right to review and approve any and all contracts and agreements with such entities for the New Development.

Title Condition Borrower will cooperate with the City and the Authority by providing preliminary title reports, market studies, soils reports, surveys, phase I environmental report and additional information and data relating to the Properties, the New Development, the proposed financing or the Borrower, as the City or the Authority may reasonably request.

Schedule of
Performance
Borrower must prepare and submit a schedule of performance providing for the timely satisfaction of all conditions precedent to the closing and the timely commencement and completion of construction, for approval by the City and the Authority.

Evidence of
Financing
As a condition to closing, Borrower must submit for approval by the City Manager/Authority Executive Director evidence of financing consistent with this Commitment and sufficient to completely finance the development of the New Development.

Hazardous
Materials
Borrower must indemnify and hold the City and the Authority harmless for any costs relating to hazardous materials affecting the New Properties. Prior to closing, Borrower must submit to the City and the Authority the Phase 1 Environmental Site Assessment. Borrower will conduct such additional environmental testing as may be necessary to determine that hazardous materials are not present on the Properties, or that any hazardous materials on the Properties may be remediated without adversely affecting the feasibility of the New Development. Borrower must execute an environmental indemnity in favor of the City and the Authority as required by the City and the Authority.

Organization
Documents
Borrower must submit for City and Authority approval all applicable corporate and partnership or limited liability formation documents, agreements with the tax credit investor, evidence of good standing, and authorizing resolutions.

Title Insurance At Borrower’s cost, the City and the Authority will each receive an ALTA lender’s policy (or policies) of title insurance, showing the City and the Authority deed of trust junior in priority only to deeds of trust to which the City and the Authority have agreed to subordinate their interests, with such endorsements as the City and the Authority may reasonably require.

Events of Default The City and Authority loan documents will describe events of default which will permit the City and the Authority, after notice and opportunity to cure, each to pursue appropriate remedies, including acceleration of its loans.

These events may include, but are not limited to, failure to complete the development of the New Development as required by the loan agreement(s), failure to comply with use restrictions, prohibited transfers of interests in the Borrower or in the New Development without the reasonable prior consent of the City or the Authority, failure to comply with terms and conditions of the loan agreement(s), promissory notes or deeds of trust, and similar occurrences.
2039
ATTACHMENT 14 – 8
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II.D Recast Loan Documents
"Recast Loan Documents" shall mean:
• New loan agreement(s) with the Borrower for the existing Authority loan principal amount ($1,664,040) and the existing City loan principal amount ($1,215,384.73).
• New promissory notes to be executed by Borrower for the benefit of the Authority ($1,664,040) and the City ($1,215,384.73).

New deed(s) of trust executed by the Borrower for the benefit of the City and Authority, loan documents as referenced herein, and other standard loan documents, securing the recast City and Authority loans. The new deed(s) of trust shall be allowed to be subordinated to senior commercial construction and permanent loan deeds of trust, provided the senior lender(s) agree to provide the City and the Authority each with reasonable notice and cure rights that protect the City’s and the Authority’s investment in the event of a default by Borrower, pursuant to a form of subordination agreement reasonably acceptable to the City Manager/Authority Executive Director and the City Attorney/Authority Counsel.
• New regulatory agreements as described in Section II.C, above.

III. NEW AUTHORITY LOAN
Subject to the terms and conditions of this Commitment, Authority agrees to make a new loan to Borrower in the original principal loan amount of $5,772,883 ("New Authority Loan") for the New Development.

The terms of New Authority Loan shall be the same as the terms listed in Section II.C of this Commitment, except for the following:

Interest Rate: The outstanding principal balance of this loan shall bear simple interest at three percent (3%) annually from the date(s) of each disbursement.

Audit Borrower must submit an audited cost certification following completion of construction. For the avoidance of doubt, Borrower may submit a copy of the cost certification which will be sent to TCAC.

Distribution of Loan
Funds:

The New Authority Loan funds shall be disbursed on a pro rata basis with the construction lender disbursements. The New Authority Loan will be disbursed to pay or reimburse Borrower for payment of costs in the approved project budget in accordance with disbursement procedures and requirements to be included in the New Authority Loan agreement and other funder's loan agreement(s).

Source of Funds The Authority reserves the right to fund the New Authority Loan using Low- and Moderate-Income Housing Asset Funds or any other 2040
ATTACHMENT 14 – 9
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available funds of the Authority. The Borrower must comply with all applicable requirements relating to the funding source. Separate promissory notes will be used to evidence the repayment obligations relating to each funding source. The loan agreement(s) will set forth all conditions precedent to the disbursement of the New Authority Loan.

The "New Authority Loan Documents" shall mean:
• Loan agreement with Borrower for the original principal amount of $5,772,883.
• Promissory note executed by Borrower for the benefit of the Authority ($5,772,883).
• Deed of trust executed by Borrower for the benefit of the Authority which may be the same deed of trust listed in Section II.D of this Commitment. • Regulatory agreement among City, Authority, and Borrower, which may be the same regulatory agreement as the Recast Loan Documents. • Other loan documents referenced in this Commitment and other standard loan documents.

IV. COMMITMENT LETTER TERM
This Commitment will expire on December 31, 2027, unless by that date the Borrower has received all necessary funding commitments for the New Development as determined by the City and the Authority, in which case this Commitment will automatically extend until the earlier of (1) the date all construction financing for the New Development has closed; and (2) March 31, 2028. In no event shall this Commitment expire later than March 31, 2028 without the prior written authorization of the City, the Authority, and BHC, each in its sole and absolute discretion. [Acknowledgement continues on next page]
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ATTACHMENT 14 – 10
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Please indicate your acceptance by signing the acknowledgement below.

Very truly yours,
By: ________________________
Justin Hess
City Manager/Authority Executive Director

ACCEPTANCE OF COMMITMENT
This Commitment is approved and accepted as of __________, 2026.

BORROWER:

THE VILLAGE AT FAIRVIEW, LP,
a California limited partnership
By: BHC Fairview MGP, LLC,
a California limited liability company,
its Managing General Partner
By: Burbank Housing Corporation,
a California nonprofit public benefit corporation
its Sole Member
By: ____________________________
Sylvia Moreno, Executive Director
By: HH Fairview MGP, LLC,
a California limited liability company,
its Administrative General Partner
By: Homes & Home, LLC,
a California limited liability company
its Sole Member
By: ___________________________________
Alexander Russell, Chief Executive Officer
2042
ATTACHMENT 15 – 1
2180\05\3799210.11
[ON CITY OF BURBANK LETTERHEAD]
May 19, 2026
Ms. Sylvia Moreno
Executive Director
Burbank Housing Corporation
1810 Grismer Avenue
Burbank, CA 91504
Re: Conditional reservation of HOME funds to the Village at Fairview Affordable Housing Project, Burbank, California
Dear Ms. Moreno:

On May 19, 2026, the City Council of the City of Burbank approved a conditional reservation of $2,592,389 in HOME funds for a sixty (60) unit affordable housing apartment complex ("Project") to be constructed at 2321, 2325-2327, 2331-2333 and 2335 North Fairview Street, Burbank, California 91504 (the "Properties"):

As noted below, this conditional reservation is contingent on the Project being awarded Low-Income Housing Tax Credits, and is subject to the terms and conditions set forth in this conditional reservation.

Unless otherwise agreed in writing by the City, in its sole discretion, the City’s approval of this conditional reservation of HOME funds is subject to and contingent upon the terms and conditions set forth in this conditional reservation. In addition, the City reserves the right, in the exercise of its sole discretion, to modify any of the terms, conditions or requirements set forth in this conditional reservation upon a change in the financing plan for the Project, upon written notice to Borrower.

The parties intend that the City shall only be obligated to fund the HOME loan when: (i) all of the matters set forth in this conditional reservation have been satisfied, completed or waived, (ii) Borrower has satisfied all of industry customary conditions to closing set forth in the City’s loan documents, (iii) Borrower has executed and delivered, in recordable form, the City’s loan documents in a form acceptable to the City, and (iv) all of the terms and conditions set forth in a commitment letter from the City and the Housing Authority of the City of Burbank with regard to other funding for the Project with the same date of this letter (“Commitment Letter”) have been satisfied, completed or waived. The total award of reserved HOME funds is Two Million Five Hundred Thousand Ninety-Two Thousand Three Hundred Eighty-Nine Dollars ($2,592,389).

The HOME funds will be reserved for the Project until December 31, 2027 for the purposes of completing the financing for the Project. The City must receive copies of firm commitments from all funding sources on or before this date. 2043
ATTACHMENT 15 – 2
2180\05\3799210.11
The loan of HOME funds (or other funds available to the City) will be made available as a nonrecourse loan, subject to customary nonrecourse carve-outs (the "HOME Loan") available for construction and will roll over into permanent financing for the Project with the following terms:

Borrower: The Borrower will be The Village at Fairview, LP, a California limited partnership, whose
managing general partner is BHC Fairview
MGP, LLC, a California limited liability
company, whose sole member is Burbank
Housing Corporation, a California nonprofit
public benefit corporation (“BHC”).

Loan Amount: $2,592,389 in total HOME funds.

Interest Rate: 3% simple interest per year from date(s) of disbursement.

Term: 55 years from date of issuance of certificate of
occupancy.

Repayment: 50% of annual residual receipts, if any, which will be allocated on a pro rata basis to
repayment of the HOME Loan and any other
loans to the Project payable from residual
receipts.

Security: The HOME Loan will be secured by a deed of
trust on Borrower's fee interest in the
Development (the "Deed of Trust"). The
Deed of Trust shall be subordinate to senior
commercial construction and permanent loan
deeds of trust, provided the senior lender(s)
agree to provide the City with reasonable
notice and cure rights that protect the City’s
investment in the event of a default by
Borrower, pursuant to a form of subordination
agreement reasonably acceptable to the City
Manager and the City Attorney.

Regulatory
Agreement:

The City and Borrower will enter into a
regulatory agreement to, among other things,
restrict for at least 20 years the maximum
income of tenants and the maximum rents
that may be charged to tenants of the HOME2044
ATTACHMENT 15 – 3
2180\05\3799210.11
Assisted units relative to the use of the federal
HOME funds, which will be recorded in senior
position against Borrower’s interest in the
New Properties after the Low- and ModerateIncome Housing Asset Funds regulatory agreement. The number of units to be
considered HOME-Assisted shall be
determined under the federal regulations
governing the HOME Program (24 CFR Part
92) (the "HOME Regulations"). The
maximum incomes of tenants of the HOMEAssisted Units and maximum rents for the HOME-Assisted Units will be determined in
conformance with the HOME Regulations.

Other Terms and
Conditions:

The HOME Loan will also incorporate and is
subject to the same terms and conditions as
the Commitment Letter.

To receive the HOME Loan funds, Borrower must execute City HOME Loan documents (collectively, the “City HOME Loan Documents”) consisting of a loan agreement, promissory note, deed of trust and regulatory agreement evidencing and securing the HOME Loan in forms to be approved by the City Council.

The following conditions must be met or waived by the City in its sole discretion to receive disbursement of the HOME Loan funds:

1. Firm commitments from all financing sources in sufficient amounts to complete the Project;

2. The Project must meet all applicable requirements of the HOME Program (24 CFR Part 92);

3. Subsidy layering requirements have been met as defined by the U.S.

Department of Housing and Urban Development;

4. A budget and schedule must be established and Borrower must certify that construction is ready to begin within 12 months; and

5. Execution of City’s HOME Loan Documents.

When all funding sources are secured, City Community Development Department staff will work diligently to prepare and obtain approval of the City HOME Loan Documents by the City Council.
2045
ATTACHMENT 15 – 4
2180\05\3799210.11
The City is supportive of the Project and we look forward to working with BHC on the successful completion of this development.

Please indicate your acceptance by signing the acknowledgement below.

Very truly yours,
By: __________________________________
Justin Hess
City Manager
[Signatures continue on next page]
2046
ATTACHMENT 15 – 5
2180\05\3799210.11

ACCEPTANCE OF CONDITIONAL RESERVATION
This conditional reservation is approved and accepted as of ____________, 2026.

BORROWER:

HOUSING AUTHORITY
OF THE

CITY OF BURBANK
RESOLUTION NO. H-_________

A RESOLUTION OF THE HOUSING AUTHORITY OF THE

CITY OF BURBANK APPROVING A COMMITMENT

LETTER TO ROLL-OVER AN EXISTING HOUSING
AUTHORITY LOAN OF $1,664,040 AND TO EXTEND A
NEW LOAN OF $5,772,883 TO THE BURBANK HOUSING

CORPORATION FOR THE VILLAGE AT FAIRVIEW
PROJECT, AND APPROVING AN AWARD OF PROJECTBASED SECTION 8 VOUCHERS TO THE PROJECT.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK FINDS:

A. In 1997, the former Redevelopment Agency of the City of Burbank ("Agency"), the predecessor-in-interest to the Housing Authority of the City of Burbank ("Authority"), established a nonprofit corporation, the Burbank Housing Corporation ("BHC"), to improve and preserve existing housing inventory in the City of Burbank ("City") that is affordable to low and moderate income persons and to provide community assistance and property management services at affordable housing projects in the City.

C. The City and the Agency (Authority) continued to make loans to BHC for additional affordable housing projects and as each loan was made it was added to the Master Loan Agreement.

D. On January 14, 2025, BHC, the City, and the Authority entered into an Amended and Restated Master Loan Agreement (the "A&R MLA") which revised financial terms in the Master Loan Agreement covering loans made to 25 properties at that time, consolidated the notes for all City loans covered by the A&R MLA, consolidated the notes for all Authority loans covered by the A&R MLA (the "Authority MLA Note"), amended the master deed of trust for the loans covered by the A&R MLA (the "MLA Deed of Trust"), and amended the regulatory agreements for the properties covered by the A&R MLA.

E. BHC owns properties located at 2321, 2325-2327, 2331-2333, and 2335 N.

Fairview Street (the "Properties"). The Properties are covered by the terms of the A&R MLA. The Authority current loan on the Properties has a principal balance of $1,664,040 (the "Authority MLA Loan").
2048
2180\05\4174678.4 ATTACHMENT 16 – 2
F. BHC intends to demolish existing improvements on the Properties and construct and operate a new 60-unit multifamily rental housing development for low- and very-low-income households on the Properties (the "Project"). BHC intends to apply for low-income housing tax credits to assist in the construction and operation of the Project.

G. To enhance BHC's ability to secure additional financing for the Project, BHC and the Authority desire to make revisions to the A&R MLA and related documents.

H. Contingent upon the Project's receipt of a reservation of low income housing tax credits and other terms and conditions, the Authority desires to remove the Authority MLA Loan from the A&R MLA and the Authority MLA Note, release and reconvey the MLA Deed of Trust as it relates to the Properties, and terminate all Authority agreements related to the Properties, including recorded regulatory agreements, to which the Authority is a party (collectively, the "MLA Fairview Amendments").

I. Contingent upon the Project's receipt of a reservation of low income housing tax credits and other terms and conditions, the Authority further desires to roll-over and recast the existing Authority MLA Loan (the "Recast Authority Loan") concurrently with the MLA Fairview Amendments and enter into a new loan agreement and promissory note with BHC, or its designee, for the existing Authority MLA Loan, accept and record a new deed of trust on the Properties to secure the note, and record a new regulatory agreement on the Properties to reflect new unit counts and affordability restrictions, subject to applicable Article XXXIV limitations (collectively, the "Recast Authority Loan Documents").

J. Contingent upon the Project's receipt of a reservation of low income housing tax credits and other terms and conditions, the Authority further desires to make a new loan to BHC, or its designee, of up to $5,772,883 from the Low and Moderate Income Housing Asset Fund for the Project (the "New Authority Loan") and enter into loan documents with BHC, or its designee, evidencing and securing the New Authority Loan (the "New Authority Loan Documents").

K. To effectuate the MLA Fairview Amendments, the recast of Authority MLA Loan, and the making of the New Authority Loan, the Authority desires to approve a commitment letter, together with the City (the " Commitment Letter"), which shall provide the terms and conditions of the MLA Fairview Amendments, Recast Authority Loan Documents, and the New Authority Loan Documents.

L. The Authority operates a Section 8 Project Based Voucher Program. The Authority desires to award twenty (20) Section 8 project-based vouchers ("PBVs") to the Project, subject to certain terms and conditions.

M. To effectuate the awarding of the PBVs to the Project, the Authority desires to approve a voucher award letter (the "Voucher Award Letter"). 2049
2180\05\4174678.4 ATTACHMENT 16 – 3
N. The Authority has duly considered all terms and conditions of the proposed Commitment Letter and Voucher Award Letter, and the Authority believes that the MLA Fairview Amendments, the Recast Authority Loan, the New Authority Loan, and the provision of the PBVs and entering into the respective documents for the MLA Fairview Amendments, the Recast City Loan, the New City Loan and the provision of the PBVs, subject to the terms and conditions of the Commitment Letter and Voucher Award Letter, are in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements.

O. An Environmental Assessment (EA) was prepared to evaluate the potential environmental impacts associated with the Project. Based on the analysis contained in the EA, it was determined that the Project will not result in significant adverse impacts on quality of the human environment and a Finding of No Significant Impact (FONSI) was issued for the Project.

P. The Project has been determined to be exempt from the California Environmental Quality Act (CEQA) in accordance with Section 15332 (In-Fill Development Project) of the State CEQA Guidelines. A CEQA Class 32: In-Fill Development Project Categorical Exemption Report was prepared for the Project.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

1. The Commitment Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

2. The Voucher Award Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

4. The Commitment Letter and Voucher Award Letter shall be retained by the City Clerk as a permanent file.
2050
2180\05\4174678.4 ATTACHMENT 16 – 4
PASSED AND ADOPTED this 5th day of May, 2026
__________________________
[_____________]
Chairperson of the Housing
Authority of the City of Burbank
Approved as to Form
Attest: Office of the City Attorney
___________________________ By: _______________________ Kimberley Clark, Clerk Joseph H. McDougall
Counsel to the Housing Authority
2051
2180\05\4174678.4 ATTACHMENT 16 – 5

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

CITY OF BURBANK )
I, Kimberley Clark, Clerk of the Housing Authority of the City of Burbank, do hereby certify that the foregoing Resolution was duly and regularly passed and adopted by the Housing Authority of the City of Burbank at its regular meeting held on this 5th day of May 2026, by the following vote:

AYES:

NOES:

ABSENT:
____________________________
Kimberley Clark, Clerk
2052
ATTACHMENT 17 – 1
2180\05\4177585.3
[HOUSING AUTHORITY LETTERHEAD]
May 19, 2026
Ms. Sylvia Moreno
Executive Director
Burbank Housing Corporation
1810 Grismer Avenue
Burbank, CA 91504
Re: Conditional Award of Project Based Vouchers for The Village at Fairview Affordable Housing Project, Burbank, California
Dear Ms. Moreno:

We are pleased to notify you that the Housing Authority of the City of Burbank (the "Housing Authority") has conditionally awarded the affordable housing project to be constructed at 2321, 2325-2327, 2331-2333 and 2335 North Fairview Street, Burbank, California 91504, known as The Village at Fairview (the "Project"), twenty (20) Section 8 Project-Based Vouchers ("PBVs") for an initial term of 20 years. Your proposal was selected in accordance with the Housing Authority’s selection policy and 24 CFR 983.51.

The unit mix for the PBVs will be fourteen (14) one-bedroom units, three (3) twobedroom units, two (2) three-bedroom units, and one (1) four-bedroom unit. The estimated annual subsidy amount is $350,460 and the total subsidy amount over 20 years is estimated to be $8,952,384. This is based on the Housing Authority's current voucher payment standards, which include utility allowances, for one-bedroom units at $2,207, two-bedroom units at $2,799, three-bedroom units at $3,590 and four-bedroom units at $3,960.

Final award of the PBVs and entry into an Agreement to Enter into Housing Assistance Payment ("AHAP") Contract is subject to the following conditions:
• The Project's receipt of all necessary funding for the construction of the Project, including but not limited to a reservation of low-income housing tax credits.
• Approval of a subsidy layering review as required by the U.S. Department of Housing and Urban Development ("HUD").

No construction should start prior to execution of the AHAP contract. As this award exceeds nine (9) units, the Project is subject to federal prevailing Davis Bacon wage requirements. The environmental review requirements under 24 CFR 983.58 for the Project have been met prior to the date of this letter. An Environmental Assessment (EA) was
2053
ATTACHMENT 17 – 2
2180\05\4177585.3
prepared to evaluate the potential environmental impacts associated with the Project.

Based on the analysis contained in the EA, it was determined that the Project will not result in significant adverse impacts on quality of the human environment and a Finding of No Significant Impact (FONSI) was issued for the Project.

The Housing Authority reserves the right to rescind the commitment if the developer fails to secure all necessary capital funding, such as tax credits, to complete the Project by December 31, 2027.

If you have any questions, please contact Odet Ayvazyan, Housing Development Manager at (818)238-5157 or via email at [email protected].

Thank you,
___________________________
Justin Hess, Authority Executive Director
2054
ATTACHMENT 18 – 1
1 STAFF REPORT
DATE: April 21, 2026
TO: Justin Hess, City Manager/Housing Authority Executive Director FROM: Patrick Prescott, Community Development Director/Housing Authority Assistant Executive Director
BY: Maribel Leyland, Assistant Community Development Director SUBJECT: Update on the Proposed Burbank Housing Corporation Master Loan Agreement Phase II Related to Activity Center Programming; and Proposed Financing for 2321-2335 North Fairview Street Development (The Village at Fairview Street)

BACKGROUND
This Study Session will provide the City Council an overview of Burbank Housing Corporation’s (BHC) financial and operational analysis of its Activity Centers; present information related to future proposed amendments to the Master Loan Agreement Phase II (MLA II); and provide a comprehensive update on the Village at Fairview affordable housing development. This study session is for information purposes only. The actions requested by BHC will be presented at a later date for Council and Housing Authority Board consideration.

Related to Activity Center programming, the future actions include the proposed transition of Activity Center programming off-site and allowing those existing spaces to be utilized for other uses including affordable housing units. Furthermore, BHC proposes changes for the MLA II specific to the City’s and Housing Authority’s proposed financial participation in the Village at Fairview project that includes removing existing properties from BHC’s portfolio for that new development. In summary, the Study Session will present information to the Council and Housing Authority Board for proposed, future actions.

BHC Partnership
The City and BHC’s long-standing (25-year) relationship has created more than 320 affordable units utilizing the City’s restricted housing funds. These funds include federal

COMMUNITY

DEVELOPMENT
2055
ATTACHMENT 18 – 2
2 HOME Investment Partnership (HOME) funds and Low- and Moderate-Income Housing funds of the former Redevelopment Agency.1 BHC’s units have restricted rents for Extremely-Low, Very-Low, Low- and Moderate-Income households. The affordability restrictions are in place for a minimum of 55 years, and City staff work closely with BHC on an annual basis to ensure affordability requirements are met. In 2024, BHC reported financial challenges affecting long‑term sustainability and committed to returning with a financial analysis and plan for stability and portfolio growth.

MLA Phase I Approved in January 2025
Study sessions were held at City Council meetings on August 13, 2024 and November 26, 2024 to discuss the partnership between the City and BHC and present a proposal from BHC for amendments to the MLA to help improve their long-term financial outlook.

Proposed amendments have been divided into phases to ensure proper review and implementation. Phase 1, approved January 14, 2025, made global accounting and oversight changes for BHC. Specifically, MLA Phase I modified the City’s loan to BHC reducing the amount owed by BHC to the Authority and amended and restated several documents to reflect the new loan terms, extended the affordability covenant for an additional 55 years, and made other Council/Housing Authority Board approved changes.

As the Housing Authority no longer receives ongoing restricted housing funds to assist BHC, these amendments gave BHC flexibility to apply for other funding sources, such as grants to help finance existing projects. MLA Phase I also put BHC in a more favorable position to investors for future development, which would require Authority/City action, and may involve state and federal tax credits or private funds such as BHC’s The Village at Fairview project.

DISCUSSION
The presentation will describe BHC’s need to transition activity centers off-site, and how the financial benefit from the proposed change will allow BHC to develop additional affordable housing. BHC will also present an overview of The Village at Fairview project including:
i. The release of the Fairview properties from the MLA and cross-collateralization of properties including no impact to the Golden State Focus Neighborhood in removing the Fairview properties from the portfolio.
ii. The Village at Fairview Tax Credit application. BHC will describe its first proposed application and its request for conditional commitment letters for City and Housing Authority proposed financing, including financing terms. iii. Introduction of their development partner, Homes & Hope Development, who has experience with tax credit projects.
1 Redevelopment Agencies were dissolved in the State of California as of February 1, 2012. 2056
ATTACHMENT 18 – 3
3 The following summary is for informational purposes only. Consideration of the proposed actions by the City Council and Housing Authority Board is scheduled for next month.

Transition of Activity Centers Programming Off-Site
BHC has declining participation at its onsite Activity Centers. Several households who originally benefited have aged out of school-based programming or attend elsewhere.

The proposal amends several documents related to the operation of four activity centers:

1. Grismer Activity Center in the Peyton Grismer Neighborhood adjacent to the BHC Corporate office.

2. Verdugo Activity Center in the Verdugo Lake Neighborhood.

3. Catalina Activity Center in the Golden State Neighborhood.

4. The Elmwood Achievement Center in the Elmwood Neighborhood.

BHC is proposing transitioning programming off-site for the Grismer, Verdugo and Catalina Activity Centers in June 2026. Programming for the Elmwood Achievement Center would transition in the fall of 2027 (Map - Attachment 1).2 BHC would realize financial benefit with transitioning the current onsite activity center programming to school site programming in partnership with Boys and Girls Club at 14 Burbank Unified School District Campuses. BHC has signed a five-year agreement with Boys and Girls Club, at discounted rates, for after- school programming which begins Fall 2026. BHC will work with families to provide financial assistance to offset fees by applying for grant funding and private donations.

Consideration of this proposed transition at a later date will add four new affordable housing units to BHC’s portfolio. BHC will present financial information that demonstrates the 10-year impact to BHC cash flow by transitioning Activity Center programming off-site and creating four new affordable housing units during the study session presentation.

The Village at Fairview
In February 2025, BHC received entitlements to construct an apartment-style multi-family residential building with 60 units (44 net new units) on the properties located at 2321, 2325, 2331, and 2335 N Fairview Street (Project) (Attachment 2). The project site includes four separate lots along Fairview Street that are not tied together. The total area of the four lots combined is 27,192 square feet or 0.6 acres. The Project utilized state density bonus law to demolish 16 existing units and develop 60 new affordable dwelling units on the site. State density bonus law does not require parking; however, the Project includes 60 parking spaces.
2 There is no activity center in the Lake Alameda Neighborhood. 2057
ATTACHMENT 18 – 4
4 During the Development Review process, staff held a community meeting on January 30, 2025, to inform the public of the proposed Project and solicit feedback. In addition, a Replacement Housing plan and Relocation plan for the existing 16 units on site was completed. The Replacement Housing Plan was approved with the MLA amendments in January 2025, and a Relocation Plan will be presented with final financing approval of the City Council and Housing Authority Board.

Proposed Financing
The Village at Fairview is estimated to cost $51 million. BHC has submitted a financing proposal requesting financial assistance from the City and Housing Authority to finance the development with Low- and Moderate-Income Housing Asset funds (LMIHAF), federal Home Investment Partnerships funds (HOME) and project-based vouchers. In addition, BHC will submit a 4% tax credit application in May 2026 – noted as Limited Partner/Capital Contribution in the following chart:

To submit their tax credit application, BHC has requested the City Council and Housing Authority Board consider authorizing the City Manager/Executive Director to execute conditional commitment letters for the City/Authority requested funds. If BHC is awarded funds through the tax credit application, staff will return to Council and the Housing Authority Board to execute complete loan documents and subordination agreements along with the Relocation Plan referenced above.

Permanent Sources
Source Amount
Conventional Permanent Loan $4,557,000
Housing Authority Low & Moderate
Income Housing Asset Fund** $5,772,883
City HOME Funds** $2,592,389
Existing BHC Debt Rollover $2,879,425
Regional Housing Trust Fund $475,000
Senator Portantino’s Office $2,000,000
Deferred Developer Fee $3,214,193
General Partner/Capital Contribution $100
Limited Partner/Capital Contribution $29,347,881
Total $50,838,871
2058
ATTACHMENT 18 – 5
5 **City/Authority Proposed Assistance
and Funding Sources
Total
Authority Loan to BHC (LMIHAF) $5,772,883
City Loans to BHC (HOME) $2,592,389
Total City/Authority Sources $8,365,272
Project Based Vouchers
The Burbank Housing Authority released a Request for Proposals in July 2024 accepting invitations for the utilization of project-based vouchers (PBVs). PBVs is a financing tool authorized by the federal department of Housing and Urban Development (HUD) to utilize a portion of its Housing Choice Voucher allocation (Section 8 voucher allocation) for the financial benefit of a project-specific affordable housing project. BHC was the only respondent and requested 20 PBVs for The Village at Fairview project. Of the 20 vouchers requested, 15 will be utilized for formerly homeless households. To support those households, BHC will provide services via a local service provider. In addition to conditional commitment letters for LMIHAF and HOME funds as described, BHC is also requesting a conditional commitment letter for the PBV allocation.

Proposed MLA Phase II
To support The Village at Fairview tax credit application, BHC is requesting the City and Housing Authority Board authorize the City Manager/Executive Director to execute conditional commitment letters. Upon a tax credit award, staff will return to the City Council and Housing Authority Board to approve loan and subordination documents. The Fairview properties must be removed from all MLA-related agreements, and these actions constitute MLA Phase II. Once a tax credit award is received, additional City/Authority actions would be required, including:
• Amendment of the MLA and MLA Promissory Notes
• Termination of Affordable Housing Agreements relating to the Fairview parcels • Reconveyance and release of MLA deeds of trust and regulatory agreements • Execution of a new regulatory agreement reflecting revised affordable unit counts and 55-year affordability requirements
As previously mentioned, the MLA Phase I put BHC in a more favorable position for investors for future development. The Village at Fairview project is BHC’s next affordable housing opportunity for the community. The proposed actions for MLA Phase II summarized above, along with the proposed changes to transition the activity center programming off-site, will provide BHC with the financial ability to develop The Village at Fairview project. These proposed MLA Phase II changes will allow BHC to pursue funding for this new development without affecting BHC’s financial stability that was the goal of the MLA Phase I approved by the City Council and Housing Authority Board. 2059
ATTACHMENT 18 – 6
6 ENVIRONMENTAL REVIEW
This study session is not a project subject to the California Environmental Quality Act (CEQA) under State CEQA Guidelines § 15060(c)(2), in that no action is being taken, Council is only discussing future document modifications related to activity center programming and conditional commitment letters for financing will not result in a direct or reasonably foreseeable indirect physical change in the environment. The study session is further and independently exempt from the California Environmental Quality Act under State CEQA Guidelines § 15061(b)(3), in that it can be seen with certainty there is no possibility the modification documents and conditional commitment letters will have a significant effect on the environment. The underlying Village at Fairview project is subject to environmental assessment under California Environmental Quality Act (CEQA) and the National Environmental Policy Act (NEPA) because it uses federal funds. CEQA and NEPA review is complete, and the Council/Housing Authority Board will adopt that compliance at final financing consideration at a later date.

FISCAL IMPACT
There is no fiscal impact to the City or Housing Authority with this study session, which is for informational purposes only. Information on the fiscal impact, if any, on transitioning Activity Center programming off-site, and the proposed conditional commitment letters to The Village at Fairview project will be a separate item for consideration of the City Council and Housing Authority Board.

CONCLUSION
This study session will provide the City Council and Housing Authority Board with a comprehensive overview of BHC’s operational and financial restructuring efforts, preview proposed Phase II amendments to the MLA, and the financing strategy for The Village at Fairview development. The summary of the proposed actions will help reinforce BHC’s long-term financial stability, enhance the City’s affordable housing portfolio, and support production of new units that address identified community housing needs. After the study session, the City Council and Housing Authority Board will consider modifying documents for the transition of Activity Center programming off-site and authorizing the execution of conditional commitment letters for Housing Authority and City funds in the amount of $8,365,272, and the reservation of 20 PBV’s. That future item will present the draft legal documents and draft financing letters for the Council and Housing Authority Board’s approval approving these actions.

ATTACHMENTS
Attachment 1 – BHC Neighborhood Map
Attachment 2 – The Village at Fairview Project Site
2060
1 RESOLUTION NO. 26-29,694

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A MODIFICATION AGREEMENT
REGARDING THE USE OF 2321 NORTH CATALINA

STREET AMONG THE CITY OF BURBANK, THE HOUSING

AUTHORITY OF THE CITY OF BURBANK, AND THE

BURBANK HOUSING CORPORATION, MAKING A

DETERMINATION OF CATEGORICAL EXCLUSION

UNDER THE NATIONAL ENVIRONMENTAL POLICY ACT
(NEPA), AND MAKING A DETERMINATION OF

CATEGORICAL EXEMPTION UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA)
THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. The Burbank Housing Corporation (the “Owner”) is proposing the conversion of the use of the Activity Center located at 2321 North Catalina Street (the "Activity Center") to use as one moderate income two bedroom unit.

B. To document this change of use, the City of Burbank (the "City"), Housing Authority of the City of Burbank (the "Authority"), and Owner desire to enter into a Modification Agreement (the "Agreement") of their existing agreements regarding the use of the Activity Center space.

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

D. The City has duly considered all terms and conditions of the proposed Agreement and believes that the modification of the use of the Activity Center space pursuant thereto, is in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements.

E. The project is categorically excluded under the National Environmental Policy Act (NEPA) pursuant to 24 CFR 58.35(a).

F. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 2321 North Catalina Street in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved. 2061
26-29,694
2 2. The City Manager or their designee is authorized to execute the Agreement and all documents attached thereto, on behalf of the City. The City Manager and their designees are further authorized to implement the Agreement on behalf of the City and take all further actions and execute all documents necessary or appropriate to carry out the Agreement. The City Attorney retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the City Clerk as a permanent file.

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Mayor
Approved as to Form
Attest: Office of the City Attorney
_s/Kimberley Clark____________ By: _s/Joseph H. McDougall______ Kimberley Clark, City Clerk Joseph H. McDougall
City Attorney

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

CITY OF BURBANK )
I, Kimberley Clark, City Clerk of the City of Burbank, do hereby certify that the foregoing Resolution was duly and regularly passed and adopted by the City of Burbank at its regular meeting held on the 19th day of May 2026 by the following vote:

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark______________
Kimberley Clark, City Clerk
2062
1 RESOLUTION NO. 26-29,695

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A MODIFICATION AGREEMENT
REGARDING THE USE OF 153 W. ELMWOOD AVENUE

AMONG THE CITY OF BURBANK, THE HOUSING

AUTHORITY OF THE CITY OF BURBANK, AND THE

BURBANK HOUSING CORPORATION, MAKING A

DETERMINATION OF CATEGORICAL EXCLUSION

UNDER THE NATIONAL ENVIRONMENTAL POLICY ACT
(NEPA), AND MAKING A DETERMINATION OF

CATEGORICAL EXEMPTION UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA)
THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. The Burbank Housing Corporation (the “Owner”) is proposing the conversion of the use of the Activity Center located at 153 W. Elmwood Avenue (the "Activity Center") to use as two moderate income one bedroom units.

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

E. The project is categorically excluded under the National Environmental Policy Act (NEPA) pursuant to 24 CFR 58.35(a).

F. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 153 W. Elmwood Avenue in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved. 2063
26-29,695
2 2. The City Manager or their designee is authorized to execute the Agreement and all documents attached thereto, on behalf of the City. The City Manager and their designees are further authorized to implement the Agreement on behalf of the City and take all further actions and execute all documents necessary or appropriate to carry out the Agreement. The City Attorney retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the City Clerk as a permanent file.

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Mayor
Approved as to Form
Attest: Office of the City Attorney
_s/Kimberley Clark______________ By: _s/Joseph H. McDougall______ Kimberley Clark, City Clerk Joseph H. McDougall
City Attorney

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark_______________
Kimberley Clark, City Clerk
2064
1 RESOLUTION NO. 26-29,696

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A MODIFICATION AGREEMENT
REGARDING THE USE OF 1819 GRISMER AVENUE

AMONG THE CITY OF BURBANK, THE HOUSING

AUTHORITY OF THE CITY OF BURBANK, AND THE

BURBANK HOUSING CORPORATION, MAKING A

DETERMINATION OF CATEGORICAL EXCLUSION

UNDER THE NATIONAL ENVIRONMENTAL POLICY ACT
(NEPA), AND MAKING A DETERMINATION OF

CATEGORICAL EXEMPTION UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA)
THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. The Burbank Housing Corporation (the “Owner”) is proposing the conversion of the use of the Activity Center located at 1819 Grismer Avenue (the "Activity Center") to the property management office which will free up the current property management space (a one bedroom residential unit) for use as a very low income one bedroom unit.

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

E. The project is categorically excluded under the National Environmental Policy Act (NEPA) pursuant to 24 CFR 58.35(a).

F. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 1819 Grismer Avenue in the form attached 2065
26-29,696
2 to the Staff Report dated May 19, 2026, together with all exhibits is approved.

2. The City Manager or their designee is authorized to execute the Agreement and all documents attached thereto, on behalf of the City. The City Manager and their designees are further authorized to implement the Agreement on behalf of the City and take all further actions and execute all documents necessary or appropriate to carry out the Agreement. The City Attorney retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the City Clerk as a permanent file.

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark_____________
Kimberley Clark, City Clerk
2066
1 RESOLUTION NO. 26-29,697

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A MODIFICATION AGREEMENT
REGARDING THE USE OF 241 W. VERDUGO AVENUE

AMONG THE CITY OF BURBANK, THE HOUSING

AUTHORITY OF THE CITY OF BURBANK, AND THE

BURBANK HOUSING CORPORATION, MAKING A

DETERMINATION OF CATEGORICAL EXCLUSION

UNDER THE NATIONAL ENVIRONMENTAL POLICY ACT
(NEPA), AND MAKING A DETERMINATION OF

CATEGORICAL EXEMPTION UNDER THE CALIFORNIA

ENVIRONMENTAL QUALITY ACT (CEQA)
THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. The Burbank Housing Corporation (the “Owner”) is proposing the conversion of the use of the Activity Center located at 241 W. Verdugo Avenue (the "Activity Center") to use as one moderate income two bedroom unit.

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

E. The project is categorically excluded under the National Environmental Policy Act (NEPA) pursuant to 24 CFR 58.35(a).

F. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 241 W. Verdugo Avenue in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved. 2067
26-29,697
2 2. The City Manager or their designee is authorized to execute the Agreement and all documents attached thereto, on behalf of the City. The City Manager and their designees are further authorized to implement the Agreement on behalf of the City and take all further actions and execute all documents necessary or appropriate to carry out the Agreement. The City Attorney retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the City Clerk as a permanent file.

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Mayor
Approved as to Form
Attest: Office of the City Attorney
_s/Kimberley Clark_____________ By: _s/Joseph H. McDougall______ Kimberley Clark, City Clerk Joseph H. McDougall
City Attorney

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark_____________
Kimberley Clark, City Clerk
2068
1 RESOLUTION NO. 26-29,698

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A COMMITMENT LETTER TO
ROLL-OVER AN EXISTING CITY LOAN OF $1,215,384.73

AND APPROVING A COMMITMENT LETTER TO

CONDITIONALLY RESERVE HOME FUNDS FOR A NEW
LOAN OF $2,592,389 TO THE BURBANK HOUSING

CORPORATION FOR THE VILLAGE AT FAIRVIEW

PROJECT
THE COUNCIL OF THE CITY OF BURBANK FINDS:

C. The City and the Agency (Authority) continued to make loans to BHC for additional affordable housing projects and as each loan was made it was added to the Master Loan Agreement.

E. BHC owns properties located at 2321, 2325-2327, 2331-2333, and 2335 N. Fairview Street (the "Properties"). The Properties are covered by the terms of the A&R MLA. The City current loan on the Properties has a principal balance of $1,215,384.73 (the "City MLA Loan").
2069
26-29,698
2 F. BHC intends to demolish existing improvements on the Properties and construct and operate a new 60-unit multifamily rental housing development for affordable low- and very-low-income households on the Properties (the "Project"). BHC intends to apply for low-income housing tax credits to assist in the construction and operation of the Project.

M. The City has duly considered all terms and conditions of the proposed Commitment Letter and the City Conditional Reservation Letter, and the City believes that the MLA Fairview Amendments, the Recast City Loan and the New City Loan, and entering into the respective documents for the MLA Fairview Amendments, the Recast City Loan and the New City Loan, subject to the terms and conditions of the 2070
26-29,698
3 Commitment Letter and the City Conditional Reservation Letter, are in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The Commitment Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

2. The City Conditional Reservation Letter, if the form attached to the Staff Report dated May 19, 2026, is approved.

4. The Commitment Letter and City Conditional Reservation Letter shall be retained by the City Clerk as a permanent file.

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Mayor
Approved as to Form
Attest: Office of the City Attorney
_s/Kimberley Clark______________ By: _s/Joseph H. McDougall______ Kimberley Clark, City Clerk Joseph H. McDougall
City Attorney
2071
26-29,698
4 STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark______________
Kimberley Clark, City Clerk
2072
1 HOUSING AUTHORITY
OF THE

CITY OF BURBANK, CALIFORNIA
RESOLUTION NO. H-26-277

A RESOLUTION OF THE HOUSING AUTHORITY OF THE

CITY OF BURBANK APPROVING A MODIFICATION
AGREEMENT REGARDING THE USE OF 2321 NORTH

CATALINA STREET AMONG THE CITY OF BURBANK, THE

HOUSING AUTHORITY OF THE CITY OF BURBANK, AND

THE BURBANK HOUSING CORPORATION AND MAKING A

DETERMINATION OF CATEGORICAL EXEMPTION

UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY

ACT (CEQA)
THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

D. The Authority has duly considered all terms and conditions of the proposed Agreement and believes that the modification of the use of the Activity Center space pursuant thereto, is in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements.

E. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 2321 North Catalina Street in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved.

2. The Executive Director or their designee is authorized to execute the 2073
H-26-277
2 Agreement, and all documents attached thereto, on behalf of the Authority. The Executive Director or their designee is further authorized to implement the Agreement on behalf of the Authority and take all further actions and execute all documents necessary or appropriate to carry out the intent of the Agreement. The Authority Counsel retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the Authority Clerk as a permanent file.

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Chairperson of the Housing
Authority of the City of Burbank
Approved as to Form
Attest: Office of the City Attorney
_s/Kimberley Clark____________ By: _s/Joseph H. McDougall_______ Kimberley Clark, Clerk Joseph H. McDougall
Counsel to the Housing Authority

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark___________
Kimberley Clark, Clerk
2074

HOUSING AUTHORITY
OF THE

CITY OF BURBANK, CALIFORNIA
RESOLUTION NO. H-26-278

A RESOLUTION OF THE HOUSING AUTHORITY OF THE

CITY OF BURBANK APPROVING A MODIFICATION
AGREEMENT REGARDING THE USE OF 153 W.

ELMWOOD AVENUE AMONG THE CITY OF BURBANK,

THE HOUSING AUTHORITY OF THE CITY OF BURBANK,

AND THE BURBANK HOUSING CORPORATION AND

MAKING A DETERMINATION OF CATEGORICAL

EXEMPTION UNDER THE CALIFORNIA ENVIRONMENTAL

QUALITY ACT (CEQA)
THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

E. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 153 W. Elmwood Avenue in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved.

2. The Executive Director or their designee is authorized to execute the 2075
H-26-278
2 Agreement, and all documents attached thereto, on behalf of the Authority. The Executive Director or their designee is further authorized to implement the Agreement on behalf of the Authority and take all further actions and execute all documents necessary or appropriate to carry out the intent of the Agreement. The Authority Counsel retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the Authority Clerk as a permanent file.

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark____________
Kimberley Clark, Clerk
2076
1 HOUSING AUTHORITY
OF THE

CITY OF BURBANK, CALIFORNIA
RESOLUTION NO. H-26-279

A RESOLUTION OF THE HOUSING AUTHORITY OF THE

CITY OF BURBANK APPROVING A MODIFICATION
AGREEMENT REGARDING THE USE OF 1819 GRISMER

AVENUE AMONG THE CITY OF BURBANK, THE HOUSING

AUTHORITY OF THE CITY OF BURBANK, AND THE

BURBANK HOUSING CORPORATION AND MAKING A

DETERMINATION OF CATEGORICAL EXEMPTION

UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY

ACT (CEQA)
THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

E. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 1819 Grismer Avenue in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved. 2077
H-26-279
2 2. The Executive Director or their designee is authorized to execute the Agreement, and all documents attached thereto, on behalf of the Authority. The Executive Director or their designee is further authorized to implement the Agreement on behalf of the Authority and take all further actions and execute all documents necessary or appropriate to carry out the intent of the Agreement. The Authority Counsel retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the Authority Clerk as a permanent file.

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark___________
Kimberley Clark, Clerk
2078
1 HOUSING AUTHORITY
OF THE

CITY OF BURBANK, CALIFORNIA
RESOLUTION NO. H-26-280

A RESOLUTION OF THE HOUSING AUTHORITY OF THE

CITY OF BURBANK APPROVING A MODIFICATION
AGREEMENT REGARDING THE USE OF 241 W.

VERDUGO AVENUE AMONG THE CITY OF BURBANK,

THE HOUSING AUTHORITY OF THE CITY OF BURBANK,

AND THE BURBANK HOUSING CORPORATION AND

MAKING A DETERMINATION OF CATEGORICAL

EXEMPTION UNDER THE CALIFORNIA ENVIRONMENTAL

QUALITY ACT (CEQA)
THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

C. The Owner is not requesting City or Authority financial assistance for the change in use of the Activity Center space.

E. The project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 of the CEQA Guidelines as minor alteration of existing facilities.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

1. The Modification Agreement for 241 W. Verdugo Avenue in the form attached to the Staff Report dated May 19, 2026, together with all exhibits is approved.

2. The Executive Director or their designee is authorized to execute the 2079
H-26-280
2 Agreement, and all documents attached thereto, on behalf of the Authority. The Executive Director or their designee is further authorized to implement the Agreement on behalf of the Authority and take all further actions and execute all documents necessary or appropriate to carry out the intent of the Agreement. The Authority Counsel retains the authority to make minor modifications as long as the financial terms remain unaffected.

3. The aforementioned Agreement and any related documents shall be retained by the Authority Clerk as a permanent file.

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark____________
Kimberley Clark, Clerk
2080
1 HOUSING AUTHORITY
OF THE

CITY OF BURBANK, CALIFORNIA
RESOLUTION NO. H-26-281

A RESOLUTION OF THE HOUSING AUTHORITY OF THE

CITY OF BURBANK APPROVING A COMMITMENT

LETTER TO ROLL-OVER AN EXISTING HOUSING
AUTHORITY LOAN OF $1,664,040 AND TO EXTEND A
NEW LOAN OF $5,772,883 TO THE BURBANK HOUSING

CORPORATION FOR THE VILLAGE AT FAIRVIEW
PROJECT, AND APPROVING AN AWARD OF PROJECTBASED SECTION 8 VOUCHERS TO THE PROJECT THE HOUSING AUTHORITY OF THE CITY OF BURBANK FINDS:

C. The City and the Agency (Authority) continued to make loans to BHC for additional affordable housing projects and as each loan was made it was added to the Master Loan Agreement.

E. BHC owns properties located at 2321, 2325-2327, 2331-2333, and 2335 N.

Fairview Street (the "Properties"). The Properties are covered by the terms of the A&R MLA. The Authority current loan on the Properties has a principal balance of $1,664,040 (the "Authority MLA Loan").
2081
H-26-281
2 F. BHC intends to demolish existing improvements on the Properties and construct and operate a new 60-unit multifamily rental housing development for low- and very-low-income households on the Properties (the "Project"). BHC intends to apply for low-income housing tax credits to assist in the construction and operation of the Project.

G. To enhance BHC's ability to secure additional financing for the Project, BHC and the Authority desire to make revisions to the A&R MLA and related documents.

M. To effectuate the awarding of the PBVs to the Project, the Authority desires to approve a voucher award letter (the "Voucher Award Letter"). 2082
H-26-281
3 N. The Authority has duly considered all terms and conditions of the proposed Commitment Letter and Voucher Award Letter, and the Authority believes that the MLA Fairview Amendments, the Recast Authority Loan, the New Authority Loan, and the provision of the PBVs and entering into the respective documents for the MLA Fairview Amendments, the Recast City Loan, the New City Loan and the provision of the PBVs, subject to the terms and conditions of the Commitment Letter and Voucher Award Letter, are in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements.

THE HOUSING AUTHORITY OF THE CITY OF BURBANK RESOLVES:

1. The Commitment Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

2. The Voucher Award Letter, in the form attached to the Staff Report dated May 19, 2026, is approved.

3. The Executive Director or their designee, on behalf of the Authority, is authorized to execute the Commitment Letter and the Voucher Award Letter. Authority Counsel retains the authority to make minor modifications as long as the financial terms remain unaffected.
2083
H-26-281
4 4. The Commitment Letter and Voucher Award Letter shall be retained by the Authority Clerk as a permanent file.

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Chairperson of the Housing
Authority of the City of Burbank
Approved as to Form
Attest: Office of the City Attorney
_s/Kimberley Clark_____________ By: _s/Joseph H. McDougall_______ Kimberley Clark, Clerk Joseph H. McDougall
Counsel to the Housing Authority

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark____________
Kimberley Clark, Clerk
2084
1 STAFF REPORT
DATE: May 19, 2026
TO: Justin Hess, City Manager
FROM: Damian Skinner, Public Works Director
Via: Lifan Xu, Chief Assistant Public Works Director—City Engineer BY: Artin Megerdichian, Principal Civil Engineer
SUBJECT: Adoption of a Resolution Approving a Project List for the Road Repair and Accountability Act (SB 1) for Fiscal Year 2026-27

RECOMMENDATION
Adopt A RESOLUTION OF THE COUNCIL OF THE CITY OF BURBANK APPROVING A PROJECT LIST FOR THE ROAD REPAIR AND ACCOUNTABILITY ACT (SB 1) FOR FISCAL YEAR 2026-27 (Attachment 1).

BACKGROUND
Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017), was passed by the Legislature and signed into law by the Governor of California in April 2017 to address significant multimodal transportation funding shortfalls statewide.

SB 1 is funded through a combination of gas tax revenues and the Transportation Improvement Fee that took effect on January 1, 2018. SB 1 requires the City to provide annually, by July 1st, a list of all proposed projects eligible to receive funding from the Road Maintenance and Rehabilitation Account (RMRA) created by SB 1.

Since the inception of the RMRA of 2017, staff has provided Council with a project street list for approval each year to meet SB 1 requirements. The actual revenue received since inception through March 2026 is $15 million at an average of $1.8 million annually over the last eight years.

DISCUSSION
PUBLIC
WORKS
Consent Calendar
Item # 7
The City of Burbank maintains an established Pavement Management Program (PMP), 2085
2 the PMP evaluates at least four zones each year to identify the streets most in need of resurfacing. This process includes both local/residential and arterial streets.

Streets in good condition will not be repaved as they do not meet the design standard/threshold. Additionally, some streets are temporarily removed from the resurfacing cycle due to pre-planned excavation activities. Those streets are resurfaced as part of the planned excavation project or deferred to the next available funding cycle, typically the following year.

To meet the requirements of SB 1, staff has prepared a list of project streets anticipated to be funded by monthly SB 1 revenues in Fiscal Year (FY) 2026-27. The list of proposed street segments recommended for resurfacing based on their current condition, utilizing SB 1 funding, is included in Attachment 2 (and Exhibit 1 of the Resolution). A corresponding map of the proposed street segments is also included (Attachment 3).

Although the estimated construction cost for the complete list of proposed street resurfacing projects is approximately $3.5 million, SB 1 revenue is anticipated to fund only a portion of the overall project list, estimated at $2.9 million. Should Council approve the project list for SB 1 funding, Attachment 2 would be submitted to the State by July 1, 2026 (as required by SB 1) and incorporated into the City’s FY 2026-27 Adopted Budget.

Submission of the proposed project list is necessary for the City to remain eligible to receive and utilize an estimated $2.9 million in SB 1 funding for roadway repairs. This funding supplements, rather than replaces, the City’s required Maintenance of Effort (MOE). The MOE is determined using a State established formula based on the City’s average road maintenance expenditures in Fiscal Years 2010, 2011, and 2012 ($8.57 million including salaries, benefits, and Capital Improvement funding). The RMRA designated these fiscal years as a baseline period to calculate each agency’s MOE. The City has received SB 1 funding in monthly installments since January 2018. If the proposed Resolution is approved and incorporated into the FY 2026-27 Budget, the $2.9 million of SB 1 funding will account for approximately 83% of the City’s current PMP budget of $3.5 million.

The proposed Resolution will support Council’s City Services goals by improving and maintaining the City’s pavement inventory to better serve all modes of transportation for its residents and visitors. The annual SB 1 funding is projected to substantially support the City’s commitment to maintaining a Pavement Condition Index (PCI) within a range of 70-73 through FY 2030-31. The City’s current pavement condition index is 73, which is defined as “good” condition. Maintaining a PCI of 70-73 places the City well above the State average of 66 and will ensure street maintenance needs remain at a preferable level. This level also exceeds nearby cities, such as Pasadena (60) and Los Angeles (61- that divides the city into 20 zones. With funding from SB 1, Measure M, and Measure P, 70), and closely aligns with Glendale’s current PCI of 72. 2086
3 ENVIRONMENTAL REVIEW
Adoption of this Resolution is not a “project” within the meaning of the California Environmental Quality Act (CEQA) and under CEQA Guidelines Section 15378 (14 CCR §15378), which states that a project does not include “government fiscal activities, which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.” This Resolution adopts, and authorizes submission for approval of, a list of projects proposed to receive funding under SB1 and the RMRA. If such funding is approved, the activity subject to the funding will involve repair and maintenance of existing facilities (resurfacing existing streets) at a later date.

Such a project will be reviewed and approved at a later time and will most likely qualify as a Class 1 project that is categorically exempt from CEQA. Accordingly, adoption of this Resolution is not a project, and no further environmental review is necessary.

FISCAL IMPACT
To qualify for SB1 funding and to provide accountability and transparency, the Financial Services Department established a special revenue fund titled the Road Maintenance and Rehabilitation Fund 123 in 2018, which is used to manage the RMRA program funding. By approving the proposed Resolution, the City will be eligible to receive an estimated $2.9 million in SB1 funding that will provide substantial support for the City’s road repairs and maintenance.

CONCLUSION
Staff recommends that Council adopt the proposed Resolution to approve the list of project streets to be eligible to use SB1 funding.

ATTACHMENTS
Attachment 1 – Resolution
Attachment 2 – Proposed Streets for Resurfacing with SB1 Funds in FY 2026-27 Attachment 3 – Project Location Map
2087
Attachment 1 - Page 1
RESOLUTION NO. ______

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A PROJECT LIST FOR THE ROAD
REPAIR AND ACCOUNTABILITY ACT (SB 1) FOR FISCAL
YEAR 2026-27
THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. Senate Bill 1 (“SB 1”), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the California Legislature and signed into law by the Governor in April 2017 in order to address the significant multi-modal transportation funding shortfalls statewide.

B. SB 1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects are in progress or have been completed each fiscal year.

C. SB 1 further requires the City of Burbank (“City”), by resolution, adopt a list of all projects proposed to receive funding from the Road Maintenance and Rehabilitation Account (“RMRA”). This list must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement.

D. The City will receive an estimated $2,902,555 in RMRA funding for Fiscal Year 2026-27 from SB 1.

E. The City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment.

F. Adoption of this resolution is not a “project” within the meaning of the California Environmental Quality Act (CEQA) and under CEQA Guidelines Section 15378 (14 CCR §15378), which states that a project does not include “government fiscal activities, which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.” This resolution adopts, and authorizes submission for approval of, a list of projects proposed to receive funding under SB1 and the RMRA. If such funding is approved, the City may then potentially use such funds for the resurfacing of existing streets that may be reviewed at a later time and likely may be considered categorically exempt from CEQA under the existing facilities exemption (14 CCR §15301). Accordingly, adoption of this resolution is not a project and no further environmental review is necessary.
2088
Attachment 1 – Page 2
THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The foregoing recitals are true and correct.

2. The list of projects planned to be funded in fiscal year 2026-27 with Road Maintenance and Rehabilitation Account revenues, as set forth in Exhibit A (which was presented as Attachment 2 to the May 19, 2026, staff report), is hereby approved. The project description is the resurfacing of the listed roads to maintain a useful life of twenty years. Project is anticipated to commence in FY 2026-27, subject to receipt of the SB 1 funds.

3. The Public Works Director is authorized to submit the Council approved listed streets and the project list to the California Transportation Commission (“CTC”).

4. The Financial Services Director is directed to include the list set forth in Attachment 2 for Council consideration during the City FY 2026-27 budget process, along with a budget request of the use of SB 1 funds in the amount of $2,902,555.

PASSED AND ADOPTED this __ day of May, 2026.
__________________________
Tamala Takahashi
Mayor
Approved as to Form:

Attest: Office of the City Attorney
_____________________________ By: _______________________ Kimberley Clark, City Clerk Catherine Kim
Senior Assistant City Attorney
2089
Attachment 1 – Page 3

STATE OF CALIFORNIA )
CITY OF BURBANK ) ss.

COUNTY OF LOS ANGELES )
I, Kimberley Clark, City Clerk of the City of Burbank, do hereby certify that the foregoing Resolution was duly and regularly passed and adopted by the Council of the City of Burbank at its regular meeting held on the ____ day of May 2026, by the following vote:

AYES:

NOES:

ABSENT:
__________________________
Kimberley Clark, City Clerk
2090
Street Name From To
Magnolia Blvd Ontario St Fairview St
Magnolia Blvd Fairview St Niagara St
Magnolia Blvd Niagara St Catalina St
Magnolia Blvd Catalina St Florence St
Magnolia Blvd Florence St Naomi St
Magnolia Blvd Naomi St Frederic St
Magnolia Blvd Frederic St Buena Vista St
Magnolia Blvd Buena Vista St Brighton St
Magnolia Blvd Brighton St Lincoln St
Magnolia Blvd Lincoln St Myers St
Magnolia Blvd Myers St Keystone St
Magnolia Blvd Keystone St Lamer St
Magnolia Blvd Lamer St Parish St
Magnolia Blvd Parish St Orchard St
PROPOSED STREETS FOR RESURFACING FOR SB-1 FUNDING
IN FISCAL YEAR 2026-27

Page 1 of 1 ends

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CITY OF BURBANK

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PROPOSED STREETS FOR RESURFACING
FOR SB-1 FUNDING IN FY 2026-27
Attachment 3
2092
1 RESOLUTION NO. 26-29,699

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING A PROJECT LIST FOR THE ROAD
REPAIR AND ACCOUNTABILITY ACT (SB 1) FOR FISCAL
YEAR 2026-27
THE COUNCIL OF THE CITY OF BURBANK FINDS:

D. The City will receive an estimated $2,902,555 in RMRA funding for Fiscal Year 2026-27 from SB 1.

THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The foregoing recitals are true and correct.
2093
26-29,699
2 2. The list of projects planned to be funded in fiscal year 2026-27 with Road Maintenance and Rehabilitation Account revenues, as set forth in Exhibit A (which was presented as Attachment 2 to the May 19, 2026, staff report), is hereby approved. The project description is the resurfacing of the listed roads to maintain a useful life of twenty years. Project is anticipated to commence in FY 2026-27, subject to receipt of the SB 1 funds.

3. The Public Works Director is authorized to submit the Council approved listed streets and the project list to the California Transportation Commission (“CTC”).

PASSED AND ADOPTED this 19th day of May 2026.
_s/Tamala Takahashi_________
Tamala Takahashi
Mayor
Approved as to Form:

Attest: Office of the City Attorney
_s/Kimberley Clark_____________ By: _s/Catherine Kim__________ Kimberley Clark, City Clerk Catherine Kim
Senior Assistant City Attorney

STATE OF CALIFORNIA )
CITY OF BURBANK ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark_____________
Kimberley Clark, City Clerk
2094
1 STAFF REPORT
______________________________________________________________________ DATE: May 19, 2026
TO: Justin Hess, City Manager
FROM: Mandip Kaur Samra, General Manager, Burbank Water and Power VIA: Frank Messineo, Assistant General Manager, Power Supply BY: Anthony D’Aquila, Power Resources Manager
SUBJECT: Adoption of a Resolution Approving Updates to the Renewable Energy Resources Procurement Plan and Enforcement Program (Version 4) and Incorporating Optional Compliance Measures Available Under California’s Renewable Portfolio Standards Program
______________________________________________________________________

RECOMMENDATION
Adopt A RESOLUTION OF THE COUNCIL OF THE CITY OF BURBANK APPROVING

UPDATES TO THE RENEWABLE ENERGY RESOURCES PROCUREMENT PLAN AND ENFORCEMENT PROGRAM (VERSION 4) AND INCORPORATING OPTIONAL COMPLIANCE MEASURES AVAILABLE UNDER CALIFORNIA’S RENEWABLE PORTFOLIO STANDARD (RPS) PROGRAM (Attachment 1).

BACKGROUND
The purpose of this staff report is to provide an update to City Council (Council) on Burbank Water and Power’s (BWP) RPS procurement planning and compliance outlook, and to request adoption of updates to the Department’s Renewable Energy Procurement Plan and Enforcement Program (Procurement Plan).

Senate Bill 100 (SB 100) requires load-serving entities, such as BWP, to meet 60% of the retail energy needs with renewable energy by 2030, and to continue progress toward a 100% zero-carbon electric supply by 2045.

Under the RPS rules, publicly owned utilities (POU) must adopt both a renewable energy resources procurement plan, and an enforcement program, together establishing the

WATER AND
POWER
Consent Calendar
Item #8
2095
2 utility’s compliance strategy and internal administrative processes. Council initially adopted BWP’s Procurement Plan on November 22, 2011. An amended Version 2, with updated renewable contracts, was subsequently adopted on October 30, 2012.

Procurement Plan Version 3, including an amended version of the document, was adopted to incorporate compliance with SB 100 and additional CEC RPS Regulations on December 14, 2021.

Version 4 of the Procurement Plan updates BWP’s compliance planning through 2030 and reflects current renewable procurement conditions, compliance status, and costlimitation evaluation procedures. The updated version clarifies the Optional Compliance Measures (OCMs) available to Council under California Energy Commission (CEC) regulations and avoids severe penalties that could be assessed by the CEC if RPS compliance obligations are not met.

DISCUSSION
The RPS represents the amount of eligible renewable energy (as a percentage of retail sales) that BWP must use to meet its compliance period obligations, with interim targets as outlined in the California Public Utilities Code (PUC) Section 3204. In addition to compliance period targets, renewable contracts are classified into Portfolio Content Categories (PCCs) to define the type of renewable energy credit (REC) generated and how those RECs may be applied toward compliance requirements.

RPS regulations specify minimum renewable procurement requirements, PCC limitations, and a Long-Term Procurement Requirement (LTR), which requires that at least 65% of renewable procurement applied toward a compliance period is from contracts with terms of ten years or longer or from owned renewable resources. These requirements are described in detail in the updated Procurement Plan.

BWP has successfully met all prior RPS compliance obligations through Compliance Period 4 (2021–2024), which is currently undergoing CEC reporting and verification. BWP achieved these obligations through a combination of long-term renewable contracts, recently executed renewable agreements, owned renewable resources, and short-term renewable procurements used to balance compliance requirements. However, BWP anticipates challenges in meeting renewable procurement requirements beginning in Compliance Period 5 (CP5, 2025–2027). These challenges include:
• limited availability of deliverable renewable projects, • interconnection and permitting delays,
• transmission constraints, and
• elevated REC market prices.
2096
3 BWP’s most recent long-term renewable energy project, Milford Solar Phase II, signed in June 2025, is currently under development and not expected to begin delivery until very late in CP5. Other projects under consideration will not be operating until 2029 to 2031, making CP5 compliance challenging.

Version 4 of the Procurement Plan reflects BWP’s current renewable portfolio and procurement outlook through 2030. The updated Procurement Plan incorporates revisions to the Department’s cost-limitation framework, clarifies OCMs available to the Council, and updates enforcement roles and compliance reporting processes consistent with CEC regulations. The Plan requires BWP to continue good-faith efforts to secure additional long-term renewable resources by pursuing renewable resources with the Southern California Public Power Authority (SCPPA) to support future compliance periods.

As part of Version 4, the Department established a cost-limitation evaluation methodology using the FY 2024/2025 Power Supply Budget as the Base Year. This framework evaluates incremental renewable procurement costs using Retail Power Supply and Transmission Expenses (Retail PS&TE) on a price-per-kilowatt-hour ($/kWh) basis, and benchmarks cost increases against the Consumer Price Index (CPI). This approach provides a transparent method for evaluating renewable procurement decisions while protecting BWP customers from disproportionate rate impacts associated with renewable procurement required to meet RPS mandates.

CEC regulations provide OCMs that may be used when circumstances beyond a utility’s reasonable control affect the ability to meet RPS procurement requirements. The OCMs are included in the table below:

OCMs available if circumstances are beyond the reasonable control of the POU OCM Purpose
Delay of Timely Compliance
Permits a POU to determine that conditions beyond
the control of the POU existed and delay compliance
to future years.1
Cost-Limitation Implementation
Allows for limits on the costs associated with procuring renewable energy to prevent disproportionate rate
impacts.
1 The Procurement Plan provides more detail on the types of delays and the measures that must be taken by BWP in connection to them.
2097
4 Portfolio Balance
Requirement Reduction
Allows for the reduction of the portfolio balance
requirement for Portfolio Content Category 1 (limited
to 15%).

Excess Procurement Banking Allows for procurement of renewable energy beyond what is required in one period to apply in a later period.

In December 2024, the CEC issued a regulatory advisory reminding publicly owned utilities of the availability of optional compliance measures where circumstances beyond a utility’s reasonable control affect the ability to satisfy the LTR. The CEC also stated that it was prudent to have these OCMs in place prior to the end of the Compliance Period (CP) in case they are needed. The end of CP5 is December 31, 2027. The advisory further emphasizes that utilities are expected to continue making reasonable, good-faith efforts to meet all RPS obligations.

The updated Procurement Plan clarifies these provisions and the Council’s authority to implement them, when necessary, while requiring continued documentation of good-faith procurement efforts.

Overall, Version 4 of the Procurement Plan reflects BWP’s continued progress toward SB 100 compliance while recognizing current renewable procurement constraints and market conditions. The updates maintain a clear compliance framework, preserve procurement flexibility, and support BWP’s ongoing efforts to secure long-term renewable resources while protecting ratepayers from disproportionate cost impacts.

Portfolio Status and Compliance Tracking
RPS Compliance Projection Through 2030
2098
5 2
Application of Equation for the Cost Limitation
To apply the cost limitation provisions under PUC §399.15(b)(5)–(7), BWP evaluates when renewable project-related costs place upward pressure beyond CPI. This gives the Council the discretion to not proceed with the project, and it deems BWP’s progress to this point toward RPS as meeting regulatory obligations.

In application, BWP uses the Fiscal Year (FY) 2024-25 Retail Power Supply, including Transmission Expenses, multiplied by the CPI for that year. The combined output of the FY 2024-25 and CPI becomes a benchmark for determining an acceptable rate impact for adding a potential project. After adding the cost of a potential new project to the FY 2024-25 Budget, a project value is calculated, the benchmark is then compared to the new project value. If the result is above the benchmark, the General Manager would notify the Council with a recommendation not to pursue the project, deem our progress towards meeting state mandates acceptable, and thereby protect the City from any penalties that could be assessed by the California Energy Commission for not meeting the RPS targets.

However, the Council will still have the discretion to pursue the project if they choose to do so.

ENVIRONMENTAL REVIEW
The adoption of updates to the Procurement Plan is not considered a “project” under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 2 The table is subject to change based on ongoing procurement efforts. The table reflects the most up-todate information as of April 2026.

44.00% 46.00%

50.00% 52.00% 54.67% 57.33% 60.00%
0%
10%
20%
30%
40%
50%
60%
70%
2024 2025 2026 2027 2028 2029 2030
BWP RPS as a Percent of Retail Sales2
PCC-0 PCC-1 PCC-2
PCC-3 Needed - PCC-1 Needed - PCC-2
Needed - PCC-3 Compliance Obligation
2099
6 §15378 and therefore does not require environmental review.

FISCAL IMPACT
There is no immediate fiscal impact associated with the adoption of the updated Procurement Plan. The cost-limitation framework provides a mechanism to evaluate and mitigate future financial risks associated with renewable procurement. Adopting the updated Procurement Plan will give Council future authority to accept BWP’s achievement towards meeting RPS obligations as acceptable, should it be necessary, and avoid penalties of $150 per megawatt-hour or approximately $110,000,000 that the CEC could assess. In the event of a delay of timely compliance, the OCMs will protect the City and its ratepayers from possible penalties assessed by the CEC.

CONCLUSION
Staff anticipates continued progress toward SB 100 compliance but recognizes procurement challenges in the near term due to market conditions and project development timelines. Version 4 of the Procurement Plan provides updated compliance planning, clarifies OCMs, and establishes a cost-limitation evaluation framework to guide procurement decisions.

Adoption of these updates ensures BWP continues operating within the RPS compliance framework while maintaining flexibility to manage procurement risk and protect ratepayers from disproportionate cost impacts.

Staff recommends that the Council adopt a resolution approving the updates to the Renewable Energy Resources Procurement Plan and Enforcement Program (Version 4) and incorporates OCMs available under California’s Renewable Portfolio Standards Program.

ATTACHMENTS
Attachment 1 – Resolution
Attachment 2 – Renewable Energy Resources Procurement Plan and Enforcement Program (Version 4)
2100
ATTACHMENT 1
RESOLUTION NO. _________________

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING UPDATES TO THE RENEWABLE

ENERGY RESOURCES PROCUREMENT PLAN AND
ENFORCEMENT PROGRAM (VERSION 4) AND

INCORPORATING OPTIONAL COMPLIANCE MEASURES
AVAILABLE UNDER CALIFORNIA’S RENEWABLE

PORTFOLIO STANDARD (RPS) PROGRAM
THE COUNCIL OF THE CITY OF BURBANK FINDS:

A. The California’s Renewables Portfolio Standard (RPS) program, established in 2002 and strengthened through Senate Bill 100, requires publicly owned electric utilities to increase procurement of eligible renewable energy resources to 60 percent by 2030 and to achieve 100 percent zero-carbon electricity by 2045; and B. The Renewable Energy Resources Procurement Plan and Enforcement Program describes the RPS regulatory requirements, the utility’s strategy for achieving renewable procurement targets, and the administrative processes for ensuring compliance with RPS requirements; and
C. City of Burbank has implemented and periodically updated these documents since 2011 in accordance with California Energy Commission (CEC) RPS regulations; and
D. Version 4 of the Renewable Energy Resources Procurement Plan and Enforcement Program updates BWP’s compliance planning through 2030, clarifies Optional Compliance Measures available under California Energy Commission regulations, and incorporates a cost-limitation evaluation framework designed to protect ratepayers from disproportionate rate impacts associated with renewable procurement; and
E. Burbank Water and Power (BWP) has reported compliance with all RPS obligations through Compliance Period 4 (2021–2024), which is currently undergoing California Energy Commission verification and continues to pursue renewable procurement to meet future compliance obligations; and
F. Current market conditions, project development timelines and availability, transmission constraints, and renewable energy credit market volatility may affect BWP’s ability to meet certain near-term procurement requirements despite continued good-faith procurement efforts;
THE COUNCIL OF THE CITY OF BURBANK RESOLVES:

1. The City Council approves and adopts Version 4 of Burbank Water and A1-1
2101
ATTACHMENT 1
Power’s Renewable Energy Resources Procurement Plan and Enforcement Program (attached as Exhibit A).

2. The City Council acknowledges and incorporates the Optional Compliance Measures available under California Public Utilities Code section 399.15 and the California Energy Commission’s Renewable Portfolio Standard Enforcement Regulations, including cost-limitation provisions and delay of timely compliance when conditions beyond the utility’s reasonable control affect procurement outcomes.

3. Burbank Water and Power is authorized to continue pursuing renewable procurement opportunities, monitor compliance status, and document reasonable procurement efforts consistent with CEC regulations and the adopted Procurement Plan.

4. Burbank Water and Power shall report its RPS compliance status and procurement activities to the City Council through public meetings and required regulatory filings.

PASSED AND ADOPTED this ____ day of May, 2026
________________________
Tamala Takahashi
Mayor
Approved as to Form:

Attest: Office of the City Attorney
____________________ By: ____________________________
Kimberley Clark, City Clerk Christopher Chwang
Senior Assistant City Attorney
A1-2
2102
ATTACHMENT 1

STATE OF CALIFORNIA )
CITY OF BURBANK ) ss.

AYES:

NOES:

ABSENT:
_____________________________
Kimberley Clark, City Clerk
A1-3
2103

BURBANK WATER AND POWER

RENEWABLE ENERGY RESOURCES PROCUREMENT PLAN &

ENFORCEMENT PROGRAM
(VERSION 4)
MAY 2026
__________________________________________________________________

TABLE OF CONTENTS
PURPOSE.....................................................................................................................1 TARGET QUANTITIES OF RENEWABLE ENERGY RESOURCES.............................2 ELIGIBLE RENEWABLE ENERGY RESOURCES........................................................3 CURRENT RENEWABLE RESOURCES AND PROGRESS TO SB 100 TARGET…....4 RENEWABLE PORTFOLIO REQUIREMENTS ............................................................5 BWP PROCUREMENT PROCESS...............................................................................6 CITY COUNCIL DISCRETION AND OPTIONAL COMPLIANCE MEASURES…………7 OPTIONAL COMPLIANCE MEASURES – MEASUREMENT AND TRIGGERS……....8 BWP RPS COMPLIANCE TO DATE AND PLANNED COMPLIANCE WITH LAW.........9 ENFORCEMENT PROGRAM.....................................................................................10 VERSIONS..................................................................................................................11

PURPOSE
To fulfill unmet long-term generation resource needs, each publicly owned electric utility (POU) governing board must adopt and implement a renewable energy resources procurement plan pursuant to § 399.30 of the Public Utilities Code (PUC) that implements a 60% renewable resource procurement target by December 31, 2030 as required by Senate Bill 100 (SB 100), passed into law on September 10, 2018.

The regulations related to the procurement of renewable resources for local publicly owned electric utilities are established in Article 16 (commencing with section 399.11) of Chapter 2.3 of Part 1 of Division 1 of the PUC. The California Energy Commission (CEC) establishes the regulatory procedures for publicly owned utilities in conformance with the requirements in the PUC.

Effective as of the date of adoption (the “Effective Date”), this document supplants and replaces, in whole, Burbank’s October 2012 Renewable Energy Resources EXHIBIT A A1-4
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Procurement Plan and Enforcement Program (Procurement Plan) to procure 33% of eligible renewable resources by December 31, 2020, by restating it to continue procurement of eligible renewable resources to at least 60% of the electric utility’s annual retail sales by December 31, 2030, and to remain at or greater than 60%, post 2030.

TARGET QUANTITIES OF RENEWABLE ENERGY RESOURCES
Consistent with § 399.15 of the PUC, Burbank Water and Power (BWP) shall continue procurement of eligible renewable resources consistent with the requirements in order to achieve a sustained level of 60% of its annual retail energy sales by December 31, 2030. Energy from eligible renewable sources will be procured to meet the following targets at the end of the indicated compliance periods, while attempting to achieve reasonable progress during intervening years within such compliance period. • Compliance Period 5 - January 1, 2025 - December 31, 2027. BWP is expected to procure and retire eligible renewable energy products within the period sufficient to meet the sum of 46% of its 2025 retail sales, 50% of its 2026 retail sales, and 52% of its 2027 retail sales.
• Compliance Period 6 - January 1, 2028 - December 31, 2030. BWP is expected to procure and retire eligible renewable energy products within the period sufficient to meet the sum of 54.67% of its 2028 retail sales, 57.33% of its 2029 retail sales, and 60% of its 2030 retail sales. • Compliance Periods 7 and beyond are three years in duration. BWP is expected to maintain procurement and retirement of eligible renewable energy products within each additional period sufficient to meet an average of 60% or greater of its retail sales in each compliance period as required by law.

Consistent with regulations, BWP is not required to demonstrate a specific quantity of procurement in any of the individual years within the compliance period between 2021 up to and including 2030. However, BWP must demonstrate procurement equal to the compliance period target, which is an average for all years in the compliance period.

BWP will submit its annual and compliance period compliance reports, as required by the California Energy Commission (CEC).

For purposes of this document, the term “retail sales” has the same meaning as defined in Section 3201(ii) of the California Code of Regulations (Cal. Code Regs., tit. 20, § 3201) in effect as of the date of adoption. As defined therein, retail sales means sales of electricity by a publicly-owned utility to end-use customers and their tenants, measured in MWh and may exclude from its total retail sales the kilowatt-hours generated by an eligible renewable energy resource that is credited to sales to customers taking service under a voluntary green pricing program such as the optional EXHIBIT A A1-5
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renewable energy option or any shared renewable generation program. Sales to retail customers taking Direct Access service, energy consumption by BWP, electricity used by BWP for water pumping, and electricity produced for onsite consumption under (self-generation) as well as wholesale energy, that was not sold to the customer by BWP, shall not be included in this definition of retail sales.

For a customer participating in optional renewable energy programs or any shared renewable generation project, if the renewable energy is excluded from the calculation of retail sales, the Portfolio Content Category (“PCC”) 1 Renewable Energy Credits (“RECs”) associated with the electricity credited to such customer under the program will not be used by BWP for compliance with state mandated Renewable Portfolio Standards (RPS) procurement requirements. The RECs will be retired on behalf of the participating customer, and may not be further sold, transferred, or otherwise monetized for any purpose. To the extent possible, the electricity products excluded from retail sales will be procured by BWP from eligible renewable energy resources that are located in close proximity to BWP service territory.

ELIGIBLE RENEWABLE ENERGY RESOURCES
Renewable energy resources procured to comply with this Procurement Plan can be located anywhere along the high-voltage interconnected transmission systems known together as the Western Interconnection and shall meet the requirements defined in the Renewable Portfolio Standard Eligibility Commission Guidebook (Guidebook) published by the CEC in effect at the time the resource was procured. As of December 19, 2025, the Guidebook is in its Tenth Edition.

In general, renewable energy resources allowed are from carbon neutral, and carbon free resources. The following types are examples of what constitute “eligible” resources: biomass, biomethane, solar thermal, solar photovoltaic, wind, geothermal, fuel cells using renewable fuels, low impact small hydroelectric generation, digester gas, municipal solid waste, landfill gas, ocean wave, ocean thermal, tidal current, or renewable distributed generation on the customer side of the meter. This does not include large hydro (greater than 30 MW) or nuclear energy.

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Long Term Contract Resources
Contract Name PCC Capacity Annual
REC
Contract Term Progress
(as of 2026)
Projected
RPS %
Ameresco PCC 0 1.7 MW ~5,000 2010 |████████░░| 2029 ~0.5% Copper Mountain
Solar 3 PCC 1 40 MW 97,000 2012 |██████░░░░| 2033 9.1%
Desert Harvest Solar PCC 1 22 MW 48,180 2020 |██░░░░░░░░| 2045 4.5% Don A. Campbell PCC 1 2.5 MW 22,307 2013 |██████░░░░| 2032 2.1% Milford Solar Phase I PCC 0 10 MW 19,000 2009 |████████░░| 2028 1.8% Milford Solar Phase II* PCC 1 40 MW 108,225 2028 |░░░░░░░░░░| 2058 10.2% Pebble Springs Wind PCC 0 10 MW 22,608 2009 |█████████░| 2027 2.2% Powerex PCC 1 25 MW 20,000 2022 |███░░░░░░░| 2032 1.9%
Tieton Hydro PCC 0 6.9 MW 21,000 2009 – N/A*** 2.1%
Tule Hydro** PCC 1 6.4 MW 22,300 2025 |░░░░░░░░░░| 2039 2.1% 3Degree’s #1 PCC 3 - 35,000 2024 |██░░░░░░░░| 2033 3.3% 3Degree’s #2 PCC 3 - 35,000 2024 |██░░░░░░░░| 2033 3.3% Valley Pumping Hydro PCC 0 150 kW 804 2002 – N/A*** 0.1% Burbank Landfill PCC 0 550 kW 800 2005 – N/A*** 0.1%
Utility Solar PCC 0 231 kW 360 2012 – N/A***
Customer Solar PCC 3 1.1 MW 1689 2011 – N/A*** 0.2%
*Milford Solar II’s guaranteed commercial operation date December 31, 2027. **Tule Hydro generation operations commenced February 2025 *** Resources listed with an end date of “N/A” represent BWP-owned generation resources or REC/attribute programs without a defined termination date. For example, Tieton Hydro is a BWP-owned generation resource, while Customer Solar reflects PCC 3 attributes retained by BWP rather than contracted energy. These resources are treated as long-term supply for planning and compliance purposes.

Short Term Contract Resources*
Contract Name PCC Capacity Annual
REC
Contract Length
(as of 2026) RPS %
Deal #1 PCC 1 - 23,500 3 years / 2022 – 25 2.3%
Deal #2 PCC 2 - 23,500 3 years / 2022 – 25 2.3%
Deal #3 PCC 3 - 9,500 3 years / 2022 – 25 1%
Deal #4 PCC 1 - 20,000 1 year / 2025 2%
Deal #5 PCC 2 - ~40,000 2 years / 2024 – 25 4.25%
*Note: REC + Index refers to paying a set REC price plus market price for the energy.

The chart below provides BWP’s progress towards compliance with SB 100. BWP plans to procure at least two additional long-term contracts by the end of 2030. BWP will also seek to secure PCC 2 and PCC 3 (defined below), on an annual basis, in order to mitigate costs of complying with RPS mandates.

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*Table subject to change based on ongoing procurement efforts. Updated as of April 2026.

RENEWABLE PORTFOLIO REQUIREMENTS
• PCC 1 – Directly Scheduled: A REC associated with a certified renewable resource and the energy from the same resource, bundled together and procured from the eligible renewable energy source. The eligible renewable energy resource must have a first point of interconnection with a California balancing authority or be scheduled into a California balancing authority without substituting electricity from another source.
• PCC 2 – Firmed and Shaped: A REC associated with the energy from a certified renewable resource, that was generated in the past and is bundled together with the energy from another resource, procured at the same time, in real-time.
• PCC 3 – Unbundled RECs: A REC associated with the energy from a certified renewable energy resource, purchased without associated energy. In this case the REC is unbundled from the energy and sold separately. • PCC 0 – Count in Full: This refers to resources procured prior to June 1, 2010. These resources were under contract before the formal RPS regulations took effect and are considered “grandfathered.” The total RPS requirement

44.00% 46.00%

50.00% 52.00%

54.67%

57.33%

60.00%
0%
10%
20%
30%
40%
50%
60%
70%
2024 2025 2026 2027 2028 2029 2030
BWP RPS as a Percent of Retail Sales*
PCC-0 PCC-1 PCC-2
PCC-3 Needed - PCC-1 Needed - PCC-2
Needed - PCC-3 Compliance Obligation
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(the % of retail sales that needs to be renewable), minus the PCC 0 resources that count in full, will result in a “Net” RPS Requirement, against which the other PCC requirements will apply (Net Procurement Requirement).

Example of how a PCC 0 resource impacts the Net Procurement Requirement:
o Using the following information for a given calendar year:

Description Numerical Example
Retail Sales 100 Gigawatt hours (GWh)
PCC0 25 GWh
RPS % Requirement 50%
Total GWh of PCC 1-3
RPS:
�(100 𝐺𝐺𝐺𝐺ℎ 𝑅𝑅𝑅𝑅𝑅𝑅𝑅𝑅𝑅𝑅𝑅𝑅) × 0.5%� − 25 𝐺𝐺𝐺𝐺ℎ 𝑃𝑃𝑃𝑃𝑃𝑃 0 = 25𝐺𝐺𝐺𝐺ℎ PCC 1-3 requirements apply to the remainder of the 25
GWh, based on 50% RPS. Remaining RPS Needs = 25
GWh; which must meet the PCC rules:
• PCC 1 - not less than 75%
• PCC 2 - not more than 25% (assuming not using
10% PCC 3)
• PCC 3 - not more than 10%
Consistent with §399.13, RPS rules require that at least 65% of the procurement applied towards any compliance period after January 1, 2021, shall be from contracts of 10 or more years in duration or through ownership agreements for the renewable energy resource. This Long-Term Procurement Requirement (LTR) is discussed in detail under the CEC RPS Enforcement Regulations, titled “Modification of Regulations Specifying Enforcement Procedures for the Renewable Portfolio Standard for Local Publicly Owned Electric Utilities,” which went into effect on July 12, 2021.

Consistent with the limits provided for in §399.16(c), the amount of renewable energy from each PCC that BWP can apply in each compliance period is as follows:
• PCC 1 - not less than 75%
• PCC 2 - not more than 25% (if no PCC 3 are used)
• PCC 3 - not more than 10%
Together, these thresholds ensure that the majority of renewable energy procured by BWP is sourced from long-term, bundled renewable contracts, supporting both grid reliability and California’s long-term decarbonization targets. The table below consolidates all RPS procurement requirements for upcoming compliance periods, providing a clear reference framework for planning and compliance tracking.

Burbank Water and Power
California Energy Commission RPS Procurement Requirements by Calendar Year
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BWP PROCUREMENT PROCESS
BWP solicits many of its long-term renewable resources through open Requests for Proposals (RFPs) conducted by its joint-powers authority, SCPPA. This allows BWP (and other SCPPA members) to purchase the outputs of portions of multiple diverse projects and gain economies of scale, rather than limit the projects they can participate in due to the comparatively small demand of most individual utilities. BWP also conducts its own competitive solicitations to procure additional renewable energy resources, both short-term and long-term.

BWP is part of the Los Angeles Balancing Authority Area and our access to transmission is limited. Since new transmission has a very long lead time and developed by agencies like LADWP, BWP aims to secure a majority of its renewable contracts, where transmission is already available and already contracted for, to be able to deliver the energy to its customers. BWP will secure resources in diverse locations, with variable term lengths and ultimately, on a least-cost and best-fit basis.

BWP will try to meet its outstanding RPS procurement with a combination of baseload and peaking renewable resources. BWP will also seek products with energy pricing tied to electricity market indices, as well as fixed-priced. The SCPPA RFPs are considered an open and “rolling” solicitation, generally issued in January and July, annually. The SCPPA RFPs solicit proposals for power purchase agreements with and without ownership options and invite energy storage and other innovative renewable proposals. BWP initially screens prospective renewable resource proposals received through SCPPA and BWP directly with renewable project developers based on the levelized offer price ($/MWh) for resources with a project size and proposed delivery period that match BWP’s procurement targets and available transmission. For larger projects, BWP’s needs are too small to participate on its own, making joint participation with other SCPPA members desirable to be able to participate in a project and to obtain the best project economics and contract terms.

CITY COUNCIL DISCRETION AND OPTIONAL COMPLIANCE MEASURES Pursuant to California Public Utilities Code section 399.30(d) and as provided under Section 3206 of the California Energy Commission’s RPS Enforcement Regulations, the Burbank City Council may adopt Optional Compliance Measures (OCMs) as part of this Procurement Plan.

California RPS
Mandatory
Procurement
Requirement
Compliance
Period 5
Compliance
Period 6
Compliance
Period 7+
1/1/2025 - 12/31/2027 1/1/2028 - 12/31/2030 3 calendar-year blocks 52% by 1
2/31/2027
60% RPS by
12/31/2030 60% RPS
PCC 1 Minimum ≥ 75% of Net Procurement Requirement
PCC 2 Maximum ≤ 25% of Net Procurement Requirement
PCC 3 Maximum ≤ 10% of Net Procurement Requirement
LTR At least 65% of all RPS contracts must be long-term in duration (at least 10 years in duration)
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These measures allow BWP to address circumstances beyond their reasonable control that may affect their ability to fully satisfy RPS procurement requirements while protecting retail ratepayers from unreasonable costs.

Any adoption of OCMs by City Council shall be considered and approved at a publicly noticed meeting. Within 30 days of adoption, BWP shall submit the adopted rules or rule revisions to the CEC, along with reports, analyses, findings, and other information relied upon by the City Council in adopting the rule or rule revision.

Consistent with this guidance, BWP includes the optional compliance measures described below while continuing to make reasonable, good-faith efforts to procure eligible renewable energy resources and meet all RPS obligations. Circumstances such as interconnection queue delays, transmission constraints, permitting timelines, and renewable development risks may affect the timing and availability of eligible renewable energy resources and are consistent with the types of conditions contemplated under Section 3206(a)(2).

A. Excess Procurement
Pursuant to Public Utilities Code section 399.30(d) and Section 3206(a)(1) of the RPS Enforcement Regulations, BWP may apply excess renewable procurement accrued in one compliance period toward a subsequent compliance period subject to the following conditions:
i. Excess procurement may be accrued only if BWP has applied sufficient electricity products to satisfy its RPS procurement requirements for the compliance period. A POU that applies an optional compliance measure described in Section 3206(a)(2) through (4) to satisfy its RPS procurement requirements may not accrue excess procurement for that compliance period. ii. Excess procurement accrual will be subject to the following limitations for compliance periods beginning January 1, 2011 through December 31, 2020:
a. Electricity products that meet the criteria of Section 3202(a)(1) or Section 3202(a)(3), and are classified in Portfolio Content Category 3, may not be accrued as excess procurement.
b. Electricity products that meet the criteria of Section 3202(a)(1) and that exceed the maximum limit for Portfolio Content Category 3 for the EXHIBIT A A1-11
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compliance period, as specified in Section 3204(c), must be subtracted from the calculation of accrued excess procurement.
c. Electricity products procured under contracts of less than ten years in duration shall be subtracted from the calculation of accrued excess procurement unless the electricity product meets the criteria in Section 3202(a)(2).
iii. Excess procurement accrual will be subject to the following limitations for compliance periods beginning January 1, 2021 and thereafter:
a. Electricity products that meet the criteria of Section 3202(a)(1) or Section 3202(a)(3) and are classified in Portfolio Content Category 2 or Portfolio Content Category 3 may not be accrued as excess procurement. b. Electricity products that exceed the maximum limit for Portfolio Content Category 3 for the compliance period, as specified in Section 3204(c), must be subtracted from the calculation of accrued excess procurement. iv. A POU that opts to allow the application of excess procurement as part of its renewable energy resources procurement plan or enforcement program may begin accruing excess procurement no earlier than January 1, 2011. v. Electricity products accrued as excess procurement may be applied toward any future compliance periods subject to the limitations specified in the RPS Enforcement Regulations.
vi. Excess procurement accrued in a compliance period shall be calculated as follows for compliance periods beginning January 1, 2021:

𝐸𝐸𝐸𝐸𝐸𝐸 𝐸𝐸𝐸𝐸 𝑃𝑃𝑃𝑃𝑃𝑃 𝑃𝑃𝑃𝑃 𝑃𝑃 𝑃𝑃 𝑥𝑥 = 𝐸𝐸𝑃𝑃𝑥𝑥−(𝑅𝑅 𝑆𝑆𝑥𝑥 − 𝐵𝐵𝑥𝑥) − (𝑆𝑆3𝑥𝑥 + 𝑆𝑆𝑆𝑆 𝑥𝑥) EPₓ = Electricity products retired for compliance period x RPSₓ = The RPS procurement target calculated in section 3204 (a) for compliance period X or, if greater than the target, the amount of electricity products applied toward the target. This may include electricity products retired for compliance period X, excess procurement accrued in a prior compliance period, or historic carryover pursuant to section 3206 (a)(5), that the POU has applied toward the target
Bₓ = Any excess procurement accrued in a prior compliance period or historic carryover pursuant to section 3206 (a)(5) that the POU applied toward the RPS procurement target calculated in section 3204 (a) for compliance period X
S3ₓ = Any remaining retired electricity products that meet the criteria of section 3202 (a)(1) or section 3202 (a)(3), and the definition of Portfolio Content Category
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STCₓ = Any remaining retired electricity products that meet the criteria of section 3202 (a)(1) or section 3202 (a)(3), and are associated with contracts less than 10 years in duration in accordance with section 3206 (a)(1)(C)4.

B. Delay of Timely Compliance
Pursuant to Public Utilities Code section 399.30(d)(2)(A) and section 399.15(b)(5) and section 3206(a)(2) of the RPS Guidelines, BWP shall adopt rules allowing it to determine that conditions beyond the control of BWP exist to delay timely compliance with RPS procurement requirements, as defined in section 3204.

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a. Prudently managed portfolio risks, including, but not limited to, holding solicitations for RPS-eligible resources with outreach to market participants and relying on a sufficient number of viable projects to achieve RPS procurement requirements.
b. Sought to develop either its own eligible renewable energy resources, transmission to interconnect to eligible renewable energy resources, or energy storage used to integrate eligible renewable energy resources. c. If the cause for delay or insufficient supply was foreseeable, procured an appropriate minimum margin of procurement above the level necessary to comply with the RPS to compensate for foreseeable delays or insufficient supply. BWP’s determination shall identify the minimum margin of procurement that BWP deemed appropriate to compensate for foreseeable delays or insufficient supply.
d. Taken reasonable measures to procure cost-effective distributed generation and allowable unbundled RECs.
iii. Unanticipated curtailment of eligible renewable energy resources, if the delay of timely compliance would not result in an increase in greenhouse gas emissions.

BWP’s determination shall include information showing that unanticipated curtailment of eligible renewable energy resources delayed timely compliance and did not result in an increase in greenhouse gas emissions. iv. Unanticipated increase in retail sales due to “transportation electrification,” as defined in Public Utilities Code section 237.5. BWP’s determination shall include information showing that it considered the following:
a. Whether transportation electrification significantly exceeded forecasts in BWP's service territory based on the best and most recently available information available to it. Transportation electrification forecasts may include, but are not limited to, information filed with the State Air Resources Board, the Commission, or another state agency, forecasts in BWP’s integrated resource plan developed pursuant to Public Utilities Code section 9621, or other forecasts developed or approved by BWP. b. Whether BWP has taken reasonable measures to procure sufficient resources to account for unanticipated increases in retail sales due to transportation electrification.

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If BWP approves a delay in compliance for a particular compliance period, BWP shall provide a compliance plan within 3 months that identifies actions to ensure future procurement requirements are satisfied.

C. Cost Limitations
Pursuant to Public Utilities Code Section §399.30(d) and 399.15(c) and Section 3206(a)(3) of the California Code of Regulations (Cal. Code Regs., tit. 20, § 3206), the City Council may adopt rules establishing cost limitation on procurement expenditures used to comply RPS procurement requirements.
i. Adopted cost limitation rules shall be set at a level determined by the City Council to prevent disproportionate rate impacts.
ii. When applying procurement expenditures under an adopted cost limitation rule, BWP shall apply only those types of procurement expenditures permitted under the adopted rule.
iii. Adopted cost limitation rules shall include planned actions to be taken in the event the projected cost of meeting RPS procurement requirements exceeds the cost limitation.

Such actions may include refraining from entering into new contracts or constructing facilities for eligible renewable energy resources beyond the quantity that can be procured within the cost limitation.

D. Portfolio Balance Requirements Reduction
Pursuant to Public Utilities Code section 399.16(e) and Section 3206(a)(4) of the RPS Enforcement Regulations, the Burbank City Council may adopt rules that allow for the reduction of the PCC 1 portfolio balance requirement for a specific compliance period. i. The need to reduce the portfolio balance requirement for PCC 1 must result from conditions beyond the control of BWP as provided in Section 3206(a)(2). ii. A reduction of the PCC 1 portfolio balance requirement below 65 percent for any compliance period after December 31, 2016 will not be considered consistent with Public Utilities Code section 399.16(e). iii. A POU that reduces its portfolio balance requirement for PCC 1 must adopt the change at a publicly noticed meeting and include this information in an updated renewable energy resources procurement plan submitted to the Commission.

The notice and procurement plan must include:
a. The compliance period for which the reduction may be adopted. b. The level to which the PCC 1 requirement has been reduced.

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c. An explanation of how the reduction resulted from conditions beyond the control of the utility.

E. Invoking Optional Compliance Measures
BWP may invoke the optional compliance measures described in this section when circumstances beyond its reasonable control affect its ability to satisfy RPS procurement requirements.

If BWP invokes an optional compliance measure, BWP shall identify the applicable measure in its RPS compliance filings submitted to the California Energy Commission, along with documentation describing the circumstances necessitating the measure and the actions taken to mitigate the impact.

OPTIONAL COMPLIANCE MEASURES – MEASUREMENT AND TRIGGERS Cost Limitations
The City Council may adopt a cost limitation pursuant to PUC Section 399.30(d) and §399.15(b)(5)–(7)1 to safeguard BWP customers from disproportionate rate impacts associated with renewable procurement. This cost limitation is intended to reflect current market conditions and address any disproportionate rate impacts to customers.

The cost limitation analysis is calculated based on the most recent Power Supply budget forecast and considers projected procurement costs (including transmission, battery storage and other related costs necessary to deliver the energy to the customers) relative to the FY 2024/2025 adopted budget as the Base Year. This analysis includes factors such as energy and REC market pricing trends, the projected compliance position for the applicable compliance period, and any potential long-term contracts under consideration.

If compliance costs are determined to exceed reasonable thresholds, the City Council, retains the authority to implement a cost limitation. Implementation of a cost limitation may result in the temporary deferral of RPS procurement or other compliance actions, ensuring that long-term RPS compliance is achieved in a prudent and financially responsible manner. BWP shall document all efforts taken to achieve compliance prior to invoking a cost limitation and report such actions in its RPS compliance filing to the CEC.

Definitions
i. Total Net Power Supply Costs (TNPSC) - The summation of resource, transmission and LADWP Balancing Authority (BA) costs required to meet retail sales and includes renewable energy costs to meet s RPS goals.

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ii. Total Cost of Procurement for the RPS - The total annual incremental FY cost to procure renewable resources to meet RPS compliance above the cost of FY2024/2025 Power Supply Budget. Total Cost of Procurement for the RPS also includes the expected cost of building, owning, delivering and/or operating eligible renewable resources. iii. Retail Power Supply & Transmission Expenses (Retail PS&TE) – The summation of this includes all power, fuel, and transmission to related costs to serve retail customer energy needs.

Consumer Price Index (CPI) Benchmark for Cost Limitation Evaluation For purposes of evaluating potential disproportionate rate impacts associated with RPS procurement, the BWP shall benchmark the increase in costs against the Consumer Price Index (CPI). The CPI provides a transparent, publicly available measure of inflation that reflects change in general price levels affecting customers in the Los Angeles metropolitan area.

The CPI used for this analysis shall be the Consumer Price Index for All Urban Consumers (CPI), All Items, Los Angeles metropolitan area, not seasonally adjusted, as published by the United States Department of Labor, Bureau of Labor Statistics (BLS). The applicable CPI benchmark shall be based on the annual percentage change in the CPI over the prior twelve month (12)-month period, consistent with BWP’s CPI adjustment methodology.

The FY 2024/2025 Power Supply Budget is designated as the Base Year for the cost limitation analysis. Using this Base Year, BWP will calculate the budgeted all-in Retail PS&TE for energy delivered on a $/kWh (or $/MWh) basis by dividing total Retail PS&TE plus transmission cost by the budgeted Retail Sales. Each incremental RPS procurement decision will be layered in the Retail PS&TE and the impact on potential cost increases will be evaluated as a percentage relative to CPI.

A result showing an increase in Retail PS&TE costs on a $/kWh basis that exceeds CPI growth relative to the Base Year shall be considered indicative of a disproportionate rate impact under PUC §399.15(b)(5)–(7), and BWP will provide a recommendation to its Board and City Council to trigger the OCM based on cost limitations.

For purposes of this analysis, the CPI benchmark shall reflect the annual percentage change in the CPI over the prior twelve (12) month period, as published by the BLS. If the CPI change is equal to zero (0) or negative, no adjustment shall be applied for purposes of evaluating cost limitation thresholds. If the CPI change is positive, the percentage change shall be converted to a multiplier by dividing the percentage by 100 and adding one (1.000), consistent with the CPI adjustment methodology used by the BWP.

Establishment of Threshold for Disproportionate Rate Impacts BWP has established a quantitative threshold to determine when RPS procurement cost may result in a disproportionate rate impact to BWP customers. Using the Base EXHIBIT A A1-17
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Year, a disproportionate rate impact is deemed to occur when the percentage increase in TNPSC, expressed on a per-kilowatt-hour ($/kWh) basis and attributable to RPS procurement, exceeds the applicable CPI benchmark.

For reference purposes, CPI values shall be updated annually using publicly available BLS data. The CPI benchmark and its applicability shall be reassessed during each annual budget cycle, or when evaluating new renewable procurement opportunities intended to support compliance with the 60 percent RPS target by 2030, consistent with the objectives of SB 100.

Trigger for City Council Notification
BWP shall notify the City Council if any of the following conditions occur:
• Total Cost of Procurement to meet RPS compliance activities in the current fiscal year exceeds the FY 2024/2025 TMPSC by more than the CPI benchmark; or
• BWP’s updated budget forecast indicates that projected costs will exceed the established CPI based threshold in the following fiscal year; or • A PPA is being considered and is expected to cause a cost increase that exceeds the CPI benchmark.

BWP shall prepare an analysis and recommendation for review by the BWP Board and City Council.

Establishment of Base Fiscal Year
The FY 2024/2025 Power Supply Budget is designated as the Base Year for cost limitation analysis. Using this fiscal year ensures that all future comparisons are anchored to a City Council adopted Power Supply Budget and rate structure, providing a transparent and publicly reviewed financial baseline.

The FY 2024/2025 budget reflects BWPs current resource portfolio, operating cost assumption, and approved procurement plan, including renewable procurement necessary to maintain progress toward SB 100 compliance goals.

The FY 2024/2025 budget reflects BWP’s current resource portfolio, operating cost assumptions, and approved procurement plan, including renewable procurement necessary to maintain progress toward SB 100 compliance targets. Because this budget represents BWP’s most recently adopted and fully implemented financial plan, it provides a consistent reference point for evaluating incremental cost impacts associated with additional RPS procurement.

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Equation for Cost Limitation
To apply the cost limitation provisions under PUC §399.15(b)(5)–(7), BWP evaluates when annual RPS procurement costs place disproportionate upward pressure on electric rates using the following benchmark:

Cost Limitation Benchmark, If:

Future Year Annual Retail PS&TE ($/kWh) > (1 + CPI) × FY 2024/2025 Retail PS&TE ($/kWh), then a disproportionate rate impact exists.

Future Year Annual Retail PS&TE is the future year where we are measuring the impact of potential RPS-related procurement to see if the Cost Limitation is triggered.

Process for Implementation of Cost Limitation
BWP continuously monitors its power supply expenditure and will advise the City Council at least annually of its TNPSC. When TNPSC expenditures approach or exceed the cost limitation threshold, BWP will follow the process below to notify the City Council and seek directions on further action:
i. BWP will advise City Council, via a memo or staff report, that the threshold for the cost limitation has been met and will recommend a course of action for City Council consideration,
ii. City Council, at its sole discretion, may choose to implement the cost limitation provision and direct BWP to pause or cease activities related to RPS compliance until the costs for complying with the RPS fall to a level that will not have a cost impact exceeding the Index,
iii. Through the direction provided by City Council, BWP will either (a) pause or cease its activities related to RPS compliance until the costs for complying fall below the Index, or (b) continue its RPS procurement and compliance efforts as instructed and implement the necessary rate increases.

BWP may recommend invocation of an optional compliance measure; however, adoption and implementation of any such measure remain solely within the discretion of the City Council.

If the City Council elects to implement the cost limitation provision, BWP may rely on applicable CEC RPS statutory flexibilities, as provided in the RPS regulations, including:
• Delay of Timely Compliance
• Use of Excess Procurement (Banking)
• Portfolio Balance Requirement Reduction
Any cost limitation adopted by the City Council is intended to be temporary and shall be reassessed periodically as market conditions and procurement costs evolve.

EXHIBIT A A1-19
2119

BWP RPS COMPLIANCE TO DATE AND PLANNED COMPLIANCE WITH LAW Consistent with §399.15, occurrence of the following items, as well as others that are allowed under §399.15, are instances where City Council may delay timely procurement sufficient to reach 60% of retail sales by December 31, 2030 (or any interim target).
• Inadequate Transmission Capacity: BWP has limited transmission rights to market hubs and scheduling points within the Western Interconnection and cannot on its own finance the development of high-voltage transmission projects to new resource developments. Burbank’s ability to access new eligible renewable energy resource developments across the Western United States are constrained. A delay may apply if BWP has inadequate transmission capacity despite taking reasonable measures under its control to develop or otherwise obtain transmission for potential eligible renewable energy resources. • Permitting or Interconnection delays. Delays affecting the completion, interconnection or operating date of new eligible renewable power projects or result in an inadequate supply of such projects beyond the control of the utility. • Unanticipated Curtailment or unforeseeable circumstances. Unexpected and sudden loss or reduction of supply from a resource.
• Unanticipated increase in retail sales due to transportation electrification. In the event that adoption of transportation electrification through 2030 greatly exceeds current load estimates, BWP may not be able to meet compliance period targets without disproportionate rate impacts.

ENFORCEMENT PROGRAM
The General Manager of Burbank Water and Power shall have the duty and responsibility of executing the Procurement Plan outlined above and ensuring that is done in full compliance with the law and any applicable regulations issued there under.

It is BWP’s practice to discuss Burbank’s renewable energy portfolio with the public during the annual budget meetings that take place with Burbank City Council and Utility Board. BWP shall maintain the practice of reporting on its renewable procurement progress during these public meetings.

The General Manager shall inform the City Council at a separate public meeting if they determine that BWP will not meet a procurement target set out above or doing so will result in rate increases exceeding CPI. The General Manager shall present a plan to bring the utility back into compliance at the same meeting for City Council’s consideration for adoption.

VERSIONS
• VERSION 1: Initially Adopted – November 22, 2011
EXHIBIT A A1-20
2120
o New mandate to comply with SBX12
• VERSION 2: Amended – October 30, 2012
o Update on renewable energy contracts
• VERSION 3: Amended – December 14, 2021
o Show compliance with SB 100
o Incorporate RPS Regulations as approved on July 12, 2021 • VERSION 4: Amended – May 19, 2026
o Incorporation of Cost Limitation Procedures & Compliance Update
EXHIBIT A A1-21
2121

BURBANK WATER AND POWER

RENEWABLE ENERGY RESOURCES PROCUREMENT PLAN &

ENFORCEMENT PROGRAM
(VERSION 4)
MAY 2026
__________________________________________________________________

Effective as of the date of adoption (the “Effective Date”), this document supplants and replaces, in whole, Burbank’s October 2012 Renewable Energy Resources ATTACHMENT 2
A2-1
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Procurement Plan and Enforcement Program (Procurement Plan) to procure 33% of eligible renewable resources by December 31, 2020, by restating it to continue procurement of eligible renewable resources to at least 60% of the electric utility’s annual retail sales by December 31, 2030, and to remain at or greater than 60%, post 2030.

BWP will submit its annual and compliance period compliance reports, as required by the California Energy Commission (CEC).

For purposes of this document, the term “retail sales” has the same meaning as defined in Section 3201(ii) of the California Code of Regulations (Cal. Code Regs., tit. 20, § 3201) in effect as of the date of adoption. As defined therein, retail sales means sales of electricity by a publicly-owned utility to end-use customers and their tenants, measured in MWh and may exclude from its total retail sales the kilowatt-hours generated by an eligible renewable energy resource that is credited to sales to customers taking service under a voluntary green pricing program such as the optional ATTACHMENT 2
A2-2
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renewable energy option or any shared renewable generation program. Sales to retail customers taking Direct Access service, energy consumption by BWP, electricity used by BWP for water pumping, and electricity produced for onsite consumption under (self-generation) as well as wholesale energy, that was not sold to the customer by BWP, shall not be included in this definition of retail sales.

ATTACHMENT 2
A2-3
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Long Term Contract Resources
Contract Name PCC Capacity Annual
REC
Contract Term Progress
(as of 2026)
Projected
RPS %
Ameresco PCC 0 1.7 MW ~5,000 2010 |████████░░| 2029 ~0.5% Copper Mountain
Solar 3 PCC 1 40 MW 97,000 2012 |██████░░░░| 2033 9.1%
Desert Harvest Solar PCC 1 22 MW 48,180 2020 |██░░░░░░░░| 2045 4.5% Don A. Campbell PCC 1 2.5 MW 22,307 2013 |██████░░░░| 2032 2.1% Milford Solar Phase I PCC 0 10 MW 19,000 2009 |████████░░| 2028 1.8% Milford Solar Phase II* PCC 1 40 MW 108,225 2028 |░░░░░░░░░░| 2058 10.2% Pebble Springs Wind PCC 0 10 MW 22,608 2009 |█████████░| 2027 2.2% Powerex PCC 1 25 MW 20,000 2022 |███░░░░░░░| 2032 1.9%
Tieton Hydro PCC 0 6.9 MW 21,000 2009 – N/A*** 2.1%
Tule Hydro** PCC 1 6.4 MW 22,300 2025 |░░░░░░░░░░| 2039 2.1% 3Degree’s #1 PCC 3 - 35,000 2024 |██░░░░░░░░| 2033 3.3% 3Degree’s #2 PCC 3 - 35,000 2024 |██░░░░░░░░| 2033 3.3% Valley Pumping Hydro PCC 0 150 kW 804 2002 – N/A*** 0.1% Burbank Landfill PCC 0 550 kW 800 2005 – N/A*** 0.1%
Utility Solar PCC 0 231 kW 360 2012 – N/A***
Customer Solar PCC 3 1.1 MW 1689 2011 – N/A*** 0.2%
*Milford Solar II’s guaranteed commercial operation date December 31, 2027. **Tule Hydro generation operations commenced February 2025 *** Resources listed with an end date of “N/A” represent BWP-owned generation resources or REC/attribute programs without a defined termination date. For example, Tieton Hydro is a BWP-owned generation resource, while Customer Solar reflects PCC 3 attributes retained by BWP rather than contracted energy. These resources are treated as long-term supply for planning and compliance purposes.

ATTACHMENT 2 A2-4
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*Table subject to change based on ongoing procurement efforts. Updated as of April 2026.

44.00% 46.00%

50.00% 52.00%

54.67%

57.33%

60.00%
0%
10%
20%
30%
40%
50%
60%
70%
2024 2025 2026 2027 2028 2029 2030
BWP RPS as a Percent of Retail Sales*
PCC-0 PCC-1 PCC-2
PCC-3 Needed - PCC-1 Needed - PCC-2
Needed - PCC-3 Compliance Obligation
ATTACHMENT 2 A2-5
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(the % of retail sales that needs to be renewable), minus the PCC 0 resources that count in full, will result in a “Net” RPS Requirement, against which the other PCC requirements will apply (Net Procurement Requirement).

Example of how a PCC 0 resource impacts the Net Procurement Requirement:
o Using the following information for a given calendar year:

Burbank Water and Power
California Energy Commission RPS Procurement Requirements by Calendar Year
ATTACHMENT 2 A2-6
2127

California RPS
Mandatory
Procurement
Requirement
Compliance
Period 5
Compliance
Period 6
Compliance
Period 7+
1/1/2025 - 12/31/2027 1/1/2028 - 12/31/2030 3 calendar-year blocks 52% by 1
2/31/2027
60% RPS by
12/31/2030 60% RPS
PCC 1 Minimum ≥ 75% of Net Procurement Requirement
PCC 2 Maximum ≤ 25% of Net Procurement Requirement
PCC 3 Maximum ≤ 10% of Net Procurement Requirement
LTR At least 65% of all RPS contracts must be long-term in duration (at least 10 years in duration)
ATTACHMENT 2
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These measures allow BWP to address circumstances beyond their reasonable control that may affect their ability to fully satisfy RPS procurement requirements while protecting retail ratepayers from unreasonable costs.

A. Excess Procurement
Pursuant to Public Utilities Code section 399.30(d) and Section 3206(a)(1) of the RPS Enforcement Regulations, BWP may apply excess renewable procurement accrued in one compliance period toward a subsequent compliance period subject to the following conditions:
i. Excess procurement may be accrued only if BWP has applied sufficient electricity products to satisfy its RPS procurement requirements for the compliance period. A POU that applies an optional compliance measure described in Section 3206(a)(2) through (4) to satisfy its RPS procurement requirements may not accrue excess procurement for that compliance period. ii. Excess procurement accrual will be subject to the following limitations for compliance periods beginning January 1, 2011 through December 31, 2020:
a. Electricity products that meet the criteria of Section 3202(a)(1) or Section 3202(a)(3), and are classified in Portfolio Content Category 3, may not be accrued as excess procurement.
b. Electricity products that meet the criteria of Section 3202(a)(1) and that exceed the maximum limit for Portfolio Content Category 3 for the ATTACHMENT 2
A2-8
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compliance period, as specified in Section 3204(c), must be subtracted from the calculation of accrued excess procurement.
c. Electricity products procured under contracts of less than ten years in duration shall be subtracted from the calculation of accrued excess procurement unless the electricity product meets the criteria in Section 3202(a)(2).
iii. Excess procurement accrual will be subject to the following limitations for compliance periods beginning January 1, 2021 and thereafter:
a. Electricity products that meet the criteria of Section 3202(a)(1) or Section 3202(a)(3) and are classified in Portfolio Content Category 2 or Portfolio Content Category 3 may not be accrued as excess procurement. b. Electricity products that exceed the maximum limit for Portfolio Content Category 3 for the compliance period, as specified in Section 3204(c), must be subtracted from the calculation of accrued excess procurement. iv. A POU that opts to allow the application of excess procurement as part of its renewable energy resources procurement plan or enforcement program may begin accruing excess procurement no earlier than January 1, 2011. v. Electricity products accrued as excess procurement may be applied toward any future compliance periods subject to the limitations specified in the RPS Enforcement Regulations.
vi. Excess procurement accrued in a compliance period shall be calculated as follows for compliance periods beginning January 1, 2021:

𝐸𝐸𝐸𝐸𝐸𝐸 𝐸𝐸𝐸𝐸 𝑃𝑃𝑃𝑃𝑃𝑃 𝑃𝑃𝑃𝑃 𝑃𝑃 𝑃𝑃 𝑥𝑥 = 𝐸𝐸𝑃𝑃𝑥𝑥−(𝑅𝑅 𝑆𝑆𝑥𝑥 − 𝐵𝐵𝑥𝑥) − (𝑆𝑆3𝑥𝑥 + 𝑆𝑆𝑆𝑆 𝑥𝑥) EPₓ = Electricity products retired for compliance period x RPSₓ = The RPS procurement target calculated in section 3204 (a) for compliance period X or, if greater than the target, the amount of electricity products applied toward the target. This may include electricity products retired for compliance period X, excess procurement accrued in a prior compliance period, or historic carryover pursuant to section 3206 (a)(5), that the POU has applied toward the target
Bₓ = Any excess procurement accrued in a prior compliance period or historic carryover pursuant to section 3206 (a)(5) that the POU applied toward the RPS procurement target calculated in section 3204 (a) for compliance period X
S3ₓ = Any remaining retired electricity products that meet the criteria of section 3202 (a)(1) or section 3202 (a)(3), and the definition of Portfolio Content Category
ATTACHMENT 2
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STCₓ = Any remaining retired electricity products that meet the criteria of section 3202 (a)(1) or section 3202 (a)(3), and are associated with contracts less than 10 years in duration in accordance with section 3206 (a)(1)(C)4.

ATTACHMENT 2
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a. Prudently managed portfolio risks, including, but not limited to, holding solicitations for RPS-eligible resources with outreach to market participants and relying on a sufficient number of viable projects to achieve RPS procurement requirements.
b. Sought to develop either its own eligible renewable energy resources, transmission to interconnect to eligible renewable energy resources, or energy storage used to integrate eligible renewable energy resources. c. If the cause for delay or insufficient supply was foreseeable, procured an appropriate minimum margin of procurement above the level necessary to comply with the RPS to compensate for foreseeable delays or insufficient supply. BWP’s determination shall identify the minimum margin of procurement that BWP deemed appropriate to compensate for foreseeable delays or insufficient supply.
d. Taken reasonable measures to procure cost-effective distributed generation and allowable unbundled RECs.
iii. Unanticipated curtailment of eligible renewable energy resources, if the delay of timely compliance would not result in an increase in greenhouse gas emissions.

ATTACHMENT 2
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If BWP approves a delay in compliance for a particular compliance period, BWP shall provide a compliance plan within 3 months that identifies actions to ensure future procurement requirements are satisfied.

The notice and procurement plan must include:
a. The compliance period for which the reduction may be adopted. b. The level to which the PCC 1 requirement has been reduced.

ATTACHMENT 2
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c. An explanation of how the reduction resulted from conditions beyond the control of the utility.

ATTACHMENT 2
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ii. Total Cost of Procurement for the RPS - The total annual incremental FY cost to procure renewable resources to meet RPS compliance above the cost of FY2024/2025 Power Supply Budget. Total Cost of Procurement for the RPS also includes the expected cost of building, owning, delivering and/or operating eligible renewable resources. iii. Retail Power Supply & Transmission Expenses (Retail PS&TE) – The summation of this includes all power, fuel, and transmission to related costs to serve retail customer energy needs.

Establishment of Threshold for Disproportionate Rate Impacts BWP has established a quantitative threshold to determine when RPS procurement cost may result in a disproportionate rate impact to BWP customers. Using the Base ATTACHMENT 2
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Year, a disproportionate rate impact is deemed to occur when the percentage increase in TNPSC, expressed on a per-kilowatt-hour ($/kWh) basis and attributable to RPS procurement, exceeds the applicable CPI benchmark.

BWP shall prepare an analysis and recommendation for review by the BWP Board and City Council.

ATTACHMENT 2
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Equation for Cost Limitation
To apply the cost limitation provisions under PUC §399.15(b)(5)–(7), BWP evaluates when annual RPS procurement costs place disproportionate upward pressure on electric rates using the following benchmark:

Cost Limitation Benchmark, If:

Future Year Annual Retail PS&TE ($/kWh) > (1 + CPI) × FY 2024/2025 Retail PS&TE ($/kWh), then a disproportionate rate impact exists.

Future Year Annual Retail PS&TE is the future year where we are measuring the impact of potential RPS-related procurement to see if the Cost Limitation is triggered.

BWP may recommend invocation of an optional compliance measure; however, adoption and implementation of any such measure remain solely within the discretion of the City Council.

ATTACHMENT 2
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VERSIONS
• VERSION 1: Initially Adopted – November 22, 2011
ATTACHMENT 2
A2-17
2138
o New mandate to comply with SBX12
• VERSION 2: Amended – October 30, 2012
o Update on renewable energy contracts
• VERSION 3: Amended – December 14, 2021
o Show compliance with SB 100
o Incorporate RPS Regulations as approved on July 12, 2021 • VERSION 4: Amended – May 19, 2026
o Incorporation of Cost Limitation Procedures & Compliance Update
ATTACHMENT 2 A2-18
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1 RESOLUTION NO. 26-29,700

A RESOLUTION OF THE COUNCIL OF THE CITY OF

BURBANK APPROVING UPDATES TO THE RENEWABLE

ENERGY RESOURCES PROCUREMENT PLAN AND
ENFORCEMENT PROGRAM (VERSION 4) AND

INCORPORATING OPTIONAL COMPLIANCE MEASURES
AVAILABLE UNDER CALIFORNIA’S RENEWABLE

PORTFOLIO STANDARD (RPS) PROGRAM
THE COUNCIL OF THE CITY OF BURBANK FINDS:

1. The City Council approves and adopts Version 4 of Burbank Water and 2140
26-29,700
2 Power’s Renewable Energy Resources Procurement Plan and Enforcement Program (attached as Exhibit A).

4. Burbank Water and Power shall report its RPS compliance status and procurement activities to the City Council through public meetings and required regulatory filings.

PASSED AND ADOPTED this 19th day of May 2026
_s/Tamala Takahashi__________
Tamala Takahashi
Mayor
Approved as to Form:

Attest: Office of the City Attorney
_s/Kimberley Clark_____________ By: _s/Christopher Chwang__________ Kimberley Clark, City Clerk Christopher Chwang
Senior Assistant City Attorney
2141
26-29,700
3 STATE OF CALIFORNIA )
CITY OF BURBANK ) ss.

AYES: Anthony, Perez, Rizzotti, Mullins, and Takahashi.

NOES: None.

ABSENT: None.
_s/Kimberley Clark______________
Kimberley Clark, City Clerk
2142

BURBANK WATER AND POWER

RENEWABLE ENERGY RESOURCES PROCUREMENT PLAN &

ENFORCEMENT PROGRAM
(VERSION 4)
MAY 2026
__________________________________________________________________

Effective as of the date of adoption (the “Effective Date”), this document supplants and replaces, in whole, Burbank’s October 2012 Renewable Energy Resources 26-29,700
Exhibit A
2143
Procurement Plan and Enforcement Program (Procurement Plan) to procure 33% of eligible renewable resources by December 31, 2020, by restating it to continue procurement of eligible renewable resources to at least 60% of the electric utility’s annual retail sales by December 31, 2030, and to remain at or greater than 60%, post 2030.

BWP will submit its annual and compliance period compliance reports, as required by the California Energy Commission (CEC).

For purposes of this document, the term “retail sales” has the same meaning as defined in Section 3201(ii) of the California Code of Regulations (Cal. Code Regs., tit. 20, § 3201) in effect as of the date of adoption. As defined therein, retail sales means sales of electricity by a publicly-owned utility to end-use customers and their tenants, measured in MWh and may exclude from its total retail sales the kilowatt-hours generated by an eligible renewable energy resource that is credited to sales to customers taking service under a voluntary green pricing program such as the optional 26-29,700
2144
renewable energy option or any shared renewable generation program. Sales to retail customers taking Direct Access service, energy consumption by BWP, electricity used by BWP for water pumping, and electricity produced for onsite consumption under (self-generation) as well as wholesale energy, that was not sold to the customer by BWP, shall not be included in this definition of retail sales.

CURRENT RENEWABLE RESOURCES AND PROGRESS TO SB 100 TARGET Burbank has a diverse portfolio of long-term renewable energy resources consisting of solar, wind, geothermal, and hydro energy generation, as shown in the Long-Term and Short-Term Contract Resources tables below. The last contract BWP executed was in 2025 with Milford Solar Phase II, LLC., (40 MW) which is set to come online prior to December 31, 2027. The majority of these contracts were done with the assistance of the Southern California Public Power Authority (SCPPA) and partnering with other SCPPA-affiliated public utilities.
26-29,700
2145
Long Term Contract Resources
Contract Name PCC Capacity Annual
REC
Contract Term Progress
(as of 2026)
Projected
RPS %
Ameresco PCC 0 1.7 MW ~5,000 2010 |████████░░| 2029 ~0.5% Copper Mountain
Solar 3 PCC 1 40 MW 97,000 2012 |██████░░░░| 2033 9.1%
Desert Harvest Solar PCC 1 22 MW 48,180 2020 |██░░░░░░░░| 2045 4.5% Don A. Campbell PCC 1 2.5 MW 22,307 2013 |██████░░░░| 2032 2.1% Milford Solar Phase I PCC 0 10 MW 19,000 2009 |████████░░| 2028 1.8% Milford Solar Phase II* PCC 1 40 MW 108,225 2028 |░░░░░░░░░░| 2058 10.2% Pebble Springs Wind PCC 0 10 MW 22,608 2009 |█████████░| 2027 2.2% Powerex PCC 1 25 MW 20,000 2022 |███░░░░░░░| 2032 1.9%
Tieton Hydro PCC 0 6.9 MW 21,000 2009 – N/A*** 2.1%
Tule Hydro** PCC 1 6.4 MW 22,300 2025 |░░░░░░░░░░| 2039 2.1% 3Degree’s #1 PCC 3 - 35,000 2024 |██░░░░░░░░| 2033 3.3% 3Degree’s #2 PCC 3 - 35,000 2024 |██░░░░░░░░| 2033 3.3% Valley Pumping Hydro PCC 0 150 kW 804 2002 – N/A*** 0.1% Burbank Landfill PCC 0 550 kW 800 2005 – N/A*** 0.1%
Utility Solar PCC 0 231 kW 360 2012 – N/A***
Customer Solar PCC 3 1.1 MW 1689 2011 – N/A*** 0.2%
*Milford Solar II’s guaranteed commercial operation date December 31, 2027. **Tule Hydro generation operations commenced February 2025 *** Resources listed with an end date of “N/A” represent BWP-owned generation resources or REC/attribute programs without a defined termination date. For example, Tieton Hydro is a BWP-owned generation resource, while Customer Solar reflects PCC 3 attributes retained by BWP rather than contracted energy. These resources are treated as long-term supply for planning and compliance purposes.

44.00% 46.00%

50.00% 52.00%

54.67%

57.33%

60.00%
0%
10%
20%
30%
40%
50%
60%
70%
2024 2025 2026 2027 2028 2029 2030
BWP RPS as a Percent of Retail Sales*
PCC-0 PCC-1 PCC-2
PCC-3 Needed - PCC-1 Needed - PCC-2
Needed - PCC-3 Compliance Obligation
26-29,700
2147
(the % of retail sales that needs to be renewable), minus the PCC 0 resources that count in full, will result in a “Net” RPS Requirement, against which the other PCC requirements will apply (Net Procurement Requirement).

Example of how a PCC 0 resource impacts the Net Procurement Requirement:
o Using the following information for a given calendar year:

Burbank Water and Power
California Energy Commission RPS Procurement Requirements by Calendar Year
26-29,700
2148

California RPS
Mandatory
Procurement
Requirement
Compliance
Period 5
Compliance
Period 6
Compliance
Period 7+
1/1/2025 - 12/31/2027 1/1/2028 - 12/31/2030 3 calendar-year blocks 52% by 1
2/31/2027
60% RPS by
12/31/2030 60% RPS
PCC 1 Minimum ≥ 75% of Net Procurement Requirement
PCC 2 Maximum ≤ 25% of Net Procurement Requirement
PCC 3 Maximum ≤ 10% of Net Procurement Requirement
LTR At least 65% of all RPS contracts must be long-term in duration (at least 10 years in duration)
26-29,700
2149
These measures allow BWP to address circumstances beyond their reasonable control that may affect their ability to fully satisfy RPS procurement requirements while protecting retail ratepayers from unreasonable costs.

A. Excess Procurement
Pursuant to Public Utilities Code section 399.30(d) and Section 3206(a)(1) of the RPS Enforcement Regulations, BWP may apply excess renewable procurement accrued in one compliance period toward a subsequent compliance period subject to the following conditions:
i. Excess procurement may be accrued only if BWP has applied sufficient electricity products to satisfy its RPS procurement requirements for the compliance period. A POU that applies an optional compliance measure described in Section 3206(a)(2) through (4) to satisfy its RPS procurement requirements may not accrue excess procurement for that compliance period. ii. Excess procurement accrual will be subject to the following limitations for compliance periods beginning January 1, 2011 through December 31, 2020:
a. Electricity products that meet the criteria of Section 3202(a)(1) or Section 3202(a)(3), and are classified in Portfolio Content Category 3, may not be accrued as excess procurement.
b. Electricity products that meet the criteria of Section 3202(a)(1) and that exceed the maximum limit for Portfolio Content Category 3 for the 26-29,700
2150
compliance period, as specified in Section 3204(c), must be subtracted from the calculation of accrued excess procurement.
c. Electricity products procured under contracts of less than ten years in duration shall be subtracted from the calculation of accrued excess procurement unless the electricity product meets the criteria in Section 3202(a)(2).
iii. Excess procurement accrual will be subject to the following limitations for compliance periods beginning January 1, 2021 and thereafter:
a. Electricity products that meet the criteria of Section 3202(a)(1) or Section 3202(a)(3) and are classified in Portfolio Content Category 2 or Portfolio Content Category 3 may not be accrued as excess procurement. b. Electricity products that exceed the maximum limit for Portfolio Content Category 3 for the compliance period, as specified in Section 3204(c), must be subtracted from the calculation of accrued excess procurement. iv. A POU that opts to allow the application of excess procurement as part of its renewable energy resources procurement plan or enforcement program may begin accruing excess procurement no earlier than January 1, 2011. v. Electricity products accrued as excess procurement may be applied toward any future compliance periods subject to the limitations specified in the RPS Enforcement Regulations.
vi. Excess procurement accrued in a compliance period shall be calculated as follows for compliance periods beginning January 1, 2021:

𝐸𝐸𝐸𝐸𝐸𝐸 𝐸𝐸𝐸𝐸 𝑃𝑃𝑃𝑃𝑃𝑃 𝑃𝑃𝑃𝑃 𝑃𝑃 𝑃𝑃 𝑥𝑥 = 𝐸𝐸𝑃𝑃𝑥𝑥−(𝑅𝑅 𝑆𝑆𝑥𝑥 − 𝐵𝐵𝑥𝑥) − (𝑆𝑆3𝑥𝑥 + 𝑆𝑆𝑆𝑆 𝑥𝑥) EPₓ = Electricity products retired for compliance period x RPSₓ = The RPS procurement target calculated in section 3204 (a) for compliance period X or, if greater than the target, the amount of electricity products applied toward the target. This may include electricity products retired for compliance period X, excess procurement accrued in a prior compliance period, or historic carryover pursuant to section 3206 (a)(5), that the POU has applied toward the target
Bₓ = Any excess procurement accrued in a prior compliance period or historic carryover pursuant to section 3206 (a)(5) that the POU applied toward the RPS procurement target calculated in section 3204 (a) for compliance period X
S3ₓ = Any remaining retired electricity products that meet the criteria of section 3202 (a)(1) or section 3202 (a)(3), and the definition of Portfolio Content Category
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STCₓ = Any remaining retired electricity products that meet the criteria of section 3202 (a)(1) or section 3202 (a)(3), and are associated with contracts less than 10 years in duration in accordance with section 3206 (a)(1)(C)4.

BWP’s adopted rules shall limit the determination to one or more of the causes for delay specified in section 3206(a)(2)(A)1. - 4. BWP’s determination shall include information showing that it would have met its RPS procurement requirements but for the cause(s) of delay:
i. There is inadequate transmission capacity to allow sufficient electricity to be delivered from eligible renewable energy resources, or proposed eligible renewable energy resource projects, to the extent applicable, using the current operational protocols of the balancing authority in which BWP operates1. If BWP at the time of the determination owns transmission or has transmission rights, it shall include in its determination information showing how the inadequate transmission capacity delayed timely compliance and:
a. That BWP has undertaken all reasonable measures under its control and consistent with its obligations under local, state, and federal laws and regulations, to develop and construct new transmission lines or upgrades to existing lines intended to transmit electricity generated by eligible renewable energy resources in light of its expectation for cost recovery. b. That BWP has taken all reasonable operational measures to maximize cost-effective purchases of electricity from eligible renewable energy resources in advance of transmission availability.
ii. Permitting, interconnection, or other circumstances have delayed procured eligible renewable energy resource projects, or there is an insufficient supply of eligible renewable energy resources available to BWP. BWP will include in its determination information showing how the permitting, interconnection, or other circumstances caused delayed projects or insufficient supply and that BWP:
1 A publicly-owned utility that owns transmission or transmission rights must include in its determination information showing how inadequate transmission capacity delayed timely compliance and:
(i) It has undertaken all reasonable measures under its control and consistent with its obligations under local, state, and federal laws and regulations to develop and construct new transmission lines or upgrades to existing lines intended to transmit electricity generated by eligible renewable energy resources, in light of its expectation for cost recovery. (ii) It has taken all reasonable operational measures to maximize cost-effective purchases of electricity from eligible renewable energy resources in advance of transmission availability. 26-29,700
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a. Prudently managed portfolio risks, including, but not limited to, holding solicitations for RPS-eligible resources with outreach to market participants and relying on a sufficient number of viable projects to achieve RPS procurement requirements.
b. Sought to develop either its own eligible renewable energy resources, transmission to interconnect to eligible renewable energy resources, or energy storage used to integrate eligible renewable energy resources. c. If the cause for delay or insufficient supply was foreseeable, procured an appropriate minimum margin of procurement above the level necessary to comply with the RPS to compensate for foreseeable delays or insufficient supply. BWP’s determination shall identify the minimum margin of procurement that BWP deemed appropriate to compensate for foreseeable delays or insufficient supply.
d. Taken reasonable measures to procure cost-effective distributed generation and allowable unbundled RECs.
iii. Unanticipated curtailment of eligible renewable energy resources, if the delay of timely compliance would not result in an increase in greenhouse gas emissions.

Pursuant to Public Utilities Code section 399.15(b)(9) and section 3204(e) of the RPS Guidelines, in no event shall a deficit associated with the compliance period be added to a future compliance period.
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If BWP approves a delay in compliance for a particular compliance period, BWP shall provide a compliance plan within 3 months that identifies actions to ensure future procurement requirements are satisfied.

The notice and procurement plan must include:
a. The compliance period for which the reduction may be adopted. b. The level to which the PCC 1 requirement has been reduced. 26-29,700
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c. An explanation of how the reduction resulted from conditions beyond the control of the utility.

These costs are calculated annually on a fiscal year basis. 1 Section 399.30(d) provides that cost limitations for procurement expenditures must be consistent with subdivision 399.15(c). For purposes of Section 399.15, references to “commission” shall refer to the City Council, and references to the “electric corporation” shall refer to Burbank Water and Power, as a department of the City of Burbank.
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ii. Total Cost of Procurement for the RPS - The total annual incremental FY cost to procure renewable resources to meet RPS compliance above the cost of FY2024/2025 Power Supply Budget. Total Cost of Procurement for the RPS also includes the expected cost of building, owning, delivering and/or operating eligible renewable resources. iii. Retail Power Supply & Transmission Expenses (Retail PS&TE) – The summation of this includes all power, fuel, and transmission to related costs to serve retail customer energy needs.

Establishment of Threshold for Disproportionate Rate Impacts BWP has established a quantitative threshold to determine when RPS procurement cost may result in a disproportionate rate impact to BWP customers. Using the Base 26-29,700
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Year, a disproportionate rate impact is deemed to occur when the percentage increase in TNPSC, expressed on a per-kilowatt-hour ($/kWh) basis and attributable to RPS procurement, exceeds the applicable CPI benchmark.

BWP shall prepare an analysis and recommendation for review by the BWP Board and City Council.

Using the FY 2024/2025 Power Supply Budget as the Base Year allows BWP to evaluate future changes in Retail PS&TE costs on a $/kWh basis relative to an adopted baseline. This approach ensures that any determination of disproportionate rate impact is grounded in actual adopted cost structures and rate-setting decisions, consistent with BWP’s financial planning practices and the cost-limitation provisions of the RPS regulations.
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Equation for Cost Limitation
To apply the cost limitation provisions under PUC §399.15(b)(5)–(7), BWP evaluates when annual RPS procurement costs place disproportionate upward pressure on electric rates using the following benchmark:

Cost Limitation Benchmark, If:

Future Year Annual Retail PS&TE ($/kWh) > (1 + CPI) × FY 2024/2025 Retail PS&TE ($/kWh), then a disproportionate rate impact exists.

Future Year Annual Retail PS&TE is the future year where we are measuring the impact of potential RPS-related procurement to see if the Cost Limitation is triggered.

BWP may recommend invocation of an optional compliance measure; however, adoption and implementation of any such measure remain solely within the discretion of the City Council.

VERSIONS
• VERSION 1: Initially Adopted – November 22, 2011
26-29,700
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o New mandate to comply with SBX12
• VERSION 2: Amended – October 30, 2012
o Update on renewable energy contracts
• VERSION 3: Amended – December 14, 2021
o Show compliance with SB 100
o Incorporate RPS Regulations as approved on July 12, 2021 • VERSION 4: Amended – May 19, 2026
o Incorporation of Cost Limitation Procedures & Compliance Update
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1 STAFF REPORT
DATE: May 19, 2026
TO: Justin Hess, City Manager
FROM: Mandip Kaur Samra, General Manager, Burbank Water and Power VIA: Richard Wilson, Assistant General Manager, Water Systems BY: Michelle Elorde, Principal Civil Engineer–BWP
Melissa Hourany, Senior Administrative Analyst
SUBJECT: Approval of an Amendment to the License Agreement with the BurbankGlendale-Pasadena Airport Authority for Access to the Hollywood Burbank Airport for the Installation, Operation, and Maintenance of Water Service Connections and Related Appurtenances

RECOMMENDATION
Approve an amendment to the License Agreement with the Burbank-Glendale-Pasadena Airport Authority (BGPAA) that grants Burbank Water and Power (BWP) access to the Hollywood Burbank Airport for the installation, operation, and maintenance of water service connections and related appurtenances, find the item exempt from the California Environmental Quality Act (CEQA), and authorize the BWP General Manager, as the City Manager’s designee, to execute the amendment and any other ancillary documents or future amendments to the License Agreement, in form and substance satisfactory to the City Attorney’s Office (Attachment 1).

BACKGROUND
On September 30, 2025, the City Council (Council) approved a License Agreement with the BGPAA to allow the City of Burbank (City), acting by and through BWP – Water, to access the Hollywood Burbank Airport (Airport) property for the installation, operation, and maintenance of an 8-inch potable water service to serve Airport facilities and

WATER AND
POWER
Michelle Elorde
Melissa Hourany
operations.

Since that time, BGPAA has requested additional potable and recycled water service connections to further support Airport operations and future needs. The expanded scope Consent Calendar
Item #9
2161
2 service, a 2-inch domestic potable service, and a 6-inch fire service to provide reliable and redundant service for Airport facilities.

To accommodate these additional improvements, the City must enter into a First Amendment to the existing License Agreement (Amendment). The Amendment will expand the licensed premises and permitted activities to allow for the installation, operation, and maintenance of the additional water infrastructure. As with the original agreement, the Amendment will provide the City with the necessary rights to perform this work on Airport property until a permanent easement is secured and recorded.

DISCUSSION
Approval of the Amendment will allow the BWP Water Division to expand the original License Agreement and complete the work requested by BGPAA. The Amendment adds new areas to the Licensed Premises and new permitted activities related to installing and maintaining the additional water infrastructure. Specifically, the Amendment includes new exhibits that describe the expanded license area, and details additional water line installations and related work to be performed by BWP. Also included are clarified responsibilities for installation, relocation, and repairs if issues arise due to survey errors or future construction by BGPAA. All other terms of the original License Agreement remain unchanged.

Approving this Amendment continues to support the delivery of reliable potable and recycled water services to the Hollywood Burbank Airport, ensures clear delineation of responsibilities and ownership between the parties, and provides the City with the legal rights necessary to install, operate, and maintain these infrastructures until the City receives the recorded dedicated easement.

ENVIRONMENTAL REVIEW
Operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use, are categorically exempt under the CEQA (14 CCR §15301). This Amendment grants temporary authorization to BWP Water to install, operate, and maintain potable and recycled water service lines, vaults, meters, and related appurtenances on Airport property until a dedicated easement for such purposes is recorded with the County of Los Angeles. The project involves minor alterations to existing facilities and rights-of-way and does not expand or change the underlying use of the property. As such, it qualifies for the exemption under §15301.

FISCAL IMPACT
There is no direct fiscal impact to approve the Amendment. includes installation of an 8-inch domestic potable water service, a 4-inch recycled water 2162
3 CONCLUSION
Staff recommends that the Council approve the First Amendment to the License Agreement with BGPAA, find the activity exempt under CEQA, and authorize the BWP General Manager as the City Manager’s designee, to execute the Amendment and any other ancillary documents or future amendments to the License Agreement, in form and substance satisfactory to the City Attorney’s Office.

ATTACHMENTS
Attachment 1 – First Amendment to the License Agreement Attachment 2 – License Agreement
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AMENDMENT NO. 1 TO

LICENSE AGREEMENT
This Amendment No. 1 (“First Amendment”) to the October 6, 2025 License Agreement (“Agreement”) executed by the Burbank-Glendale-Pasadena Airport Authority (“Licensor”), a California joint powers agency, and the City of Burbank (“Licensee”), a California municipal corporation, is dated May 20, 2026 for reference purposes. Capitalized terms not otherwise defined in this First Amendment shall have the meaning given to such terms in the Agreement.

R E C I T A L S
A. The parties executed the Agreement to provide for Licensor’s grant to Licensee of a right to temporarily use and have access to the Licensed Premises for the purposes and obligations related to installation, inspection, operation, and maintenance of water lines and related points of connection.

B. The parties desire to amend the Agreement to expand the Licensed Premises and the Permitted Activities.

NOW, THEREFORE, Licensor and Licensee agree as follows:

1. Addition of Exhibit A-1. The Licensed Premises are expanded by adding the area depicted in the attached Exhibit A-1, incorporated by this reference. All references in the Agreement to the Licensed Premises shall be deemed to refer to the land described on Exhibits A and A-1.

2. Addition of Exhibit B-1. The Permitted Activities are expanded by adding the activities listed in the attached Exhibit B-1, incorporated by this reference. All references in the Agreement to the Permitted Activities shall be deemed to refer to the activities set forth on Exhibits B and B1.

3. Counterparts. This First Amendment may be executed in any number of counterparts, each of which shall be deemed an original and all of such counterparts together shall constitute one and the same instrument. Furthermore, executed counterparts of this First Amendment may be delivered by e-mail of pdf documents, and such electronic transmissions shall be valid and binding for all purposes when transmitted to and actually received by the other party.

4. Preservation of Agreement. Except as expressly modified by this First Amendment, all of the provisions of the Agreement shall remain unaltered and in full force and effect. In the event of a conflict between the provisions of this First Amendment and the provisions of the Agreement, the provisions of this First Amendment shall control.
[SIGNATURES ON FOLLOWING PAGE]
ATTACHMENT 1
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EXECUTED:

Licensee Licensor:

City of Burbank Burbank-Glendale-Pasadena
Airport Authority
By: By:

Print Name: Print Name:

Title: Title:

Date: Date:

Approved as to Form: Approved as to Form:

By: By:

Print Name: Print Name:

Title: Title:

Date: Date:

ATTACHMENT 1
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3236790.5
EXHIBIT A-1
Additional Licensed Premises
ATTACHMENT 1
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3236790.5
EXHIBIT B-1
Additional Permitted Activities

1. Licensee shall have the right to temporarily access and use Airport land, on the west side of Hollywood Way at the Winona Avenue intersection, for the purposes set forth in this First Amendment.

2. Licensee, through Burbank Water and Power (“BWP Water”), shall install and/or perform:
• 8" potable service line, 8" meter and vault, and related appurtenances. • 4" recycled water service line, 4" meter and vault and related appurtenances. • 2” potable service line, tapping saddle, 2" valve, 2" potable water line, 2" meter and vault, and related appurtenances.
• 6" fire water service line, thrust block up to the future PSE (proposed sidewalk easement).
• Demolition of the existing 8" abandoned water line. water blowoff valve & manhole. (collectively, the “BWP Connections”) within the Licensed Premises.

3. Licensee, through BWP Water, shall complete turn-key installation of the BWP Connections, including temporary shoring for excavation, pipe bedding, and any other temporary means and methods necessary for the installation, based on a survey of the Licensed Premises prepared by Licensor or its agent that establishes the point of connection, horizontal alignments, and elevations for the installation of the BWP Connections (the “Site Survey”). Licensee shall bear the costs of any re-installation or relocation of the BWP Connections required due to deviations from the Site Survey. If re-installation or relocation of the BWP Connections is required due to errors in the Site Survey, Licensor shall reimburse Licensee for re-installation or relocation costs that are directly attributable to errors in the Site Survey. If the newly installed BWP Connections are damaged during the construction by Licensor of civil improvements such as roadways, curbs and gutters, planters, or landscaping (“Infrastructure Improvements”), Licensor shall reimburse Licensee for re-installation or relocations costs that are directly attributable to construction of the Infrastructure Improvements.

4. BWP Water shall dig a minimum 30” wide trench to install the service lines, and the excavations for the meters, vaults and appurtenances.

5. BWP Water shall perform all necessary underground utility avoidance best practices, including DigAlert, as-built review, and hand digging (if applicable). BWP Water shall provide temporary shoring and support for all existing utilities encountered within the Licensed Premises impacted by the construction of the BWP Connections.

6. BWP Water shall backfill all trenches in the Licensed Premises per BWP Water standards and restore the finished elevation to match conditions that existed prior to construction.

7. BWP Water shall have access to the service line, vault, meter, and appurtenances for routine maintenance and in case of emergencies.

ATTACHMENT 1
A1-4 2167
ATTACHMENT 2 A2-1
ATTACHMENT 2

LICENSE AGREEMENT
Tris LicENsE AGREEMENT c*Agreement) is dated (CC(po«( . 202s for reference purposes, and is executed by the Burbank-Glendale-Pasadena Airport Authority ("Licensor"), a California joint powers agency, and the City of Burbank ("Licensee"), a California � municipal corporation.

RECITALS
A. Licensor is the owner of the land described on Exhibit A ("Licensed Premises"), which is part of the Hollywood Burbank Airport ("Airport").

8. Licensee has requested the right to temporarily use and have access to the Licensed Premises for the purposes and obligations set forth on Exhibit 8 related to installation. inspection, operation, and maintenance of water lines and related points of connection (collectively, "Permitted Activities").

C. In consideration of the Licensee's use of and access to the Licensed Premises, the Permitted Activities will limit unforeseen water shut-offs and primarily benefit Licensor and the Airport.

D. Licensor has agreed to give to Licensee. and Licensee has agreed to accept from Licensor, a temporary and limited contractual license to enter upon the Licensed Premises at no charge to conduct the Permitted Activities in accordance with this Agreement.

NOW, THEREFORE, Licensor and Licensee agree as follows:

1. Term. The License Term shall commence o )CAO3W 2025 and shall expire on the earlier of (i) the date upon which an easement authorizing Licensee to perform the Permitted Activities within the Licensed Premises. or a larger area that includes the Licensed Premises. is recorded in the Official Records of Los Angeles County, or (ii) January 31. 2027.

Either party may terminate the License Term at any time upon 75 days' prior written notice to the other party. Licensee waives any and all rights to relocation benefits under applicable law upon the expiration or earlier termination of the License Term.

2. Condition of Property. Licensee represents that it has inspected the Licensed Premises and accepts the Licensed Premises in its current "AS IS" condition, without representation or warranty, express or implied, subject to all matters of record; provided. that to Licensee's actual knowledge, there is no dangerous condition or hazardous material on the Licensed Premises.

3. Use. Licensee may use the Licensed Premises only for the Permitted Activities.

Licensee acknowledges that the Permitted Activities do not include fencing off or otherwise obstructing access to the Licensed Premises. Licensee assumes all risk of third party theft or damage to materials or equipment that Licensee lays down or stores at the Licensed Premises.

Licensee shall comply with applicable laws and the Federal Requirements set forth in the attached Exhibit C. Licensee shall not intentionally release any hazardous materials or substances on the Property. In the event of any accidental release. Licensee shall promptly - 1 of 3 �
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ATTACHMENT 2 A2-2
ATTACHMENT 2
remediate the site for any hazardous materials or substances released by Licensee. Licensor shall have the right to enter and inspect the Licensed Premises at any time.

4. Removal of Personal Property. Within 75 days after expiration or earlier termination of the License Term. unless otherwise requested by Licensor. Licensee shall remove all of its improvements and personal property from the Licensed Premises. and shall restore the Licensed Premises to its pre-existing condition including landscaping. If Licensee does not do so. then Licensor � may do so, and � may dispose of or retain such improvements and personal property without obligation or liability to Licensee.

5. Indemnity. Each party shall indemnify, defend. and hold harmless the other party, and the other party's officers, employees, and agents from and against any and all claims. liabilities, damages. losses, costs and expenses of any kind or nature whatsoever (including attorneys' fees and expenses) (collectively "Indemnified Claims") incurred in connection with the Permitted Activities, except to the extent that any such Indemnified Claims arise in connection with the actions or omissions of the indemnified party, and the other partys officers, agents, contractors or employees. The obligations under this section shall survive the expiration or earlier termination of this Agreement.

6. Miscellaneous. This Agreement does not convey to Licensee any right. title or interest in or to the Licensed Premises or the Airport. but merely grants limited contractual rights and privileges. In no event shall this Agreement or any memorandum be recorded. This Agreement may not be assigned by Licensee. in whole or in part. This Agreement shall be construed and enforced in accordance with the laws of the State of California.

7. Counterparts. This Agreement � may be executed in counterparts. each of which shall be deemed an original, and all of such counterparts together shalI constitute one and the same instrument. Furthermore, executed counterparts of this Agreement � may be delivered by e-mail of pdf documents, and such electronic transmissions shall be valid and binding for all purposes when transmitted to and actually received by the other party.

8. Integration. This Agreement contains the entire agreement of the parties with respect to the Licensee's use of the Licensed Premises for the Permitted Activities.

9. Representations and Warranties. Licensor and Licensee each represents and warrants that (a) it has the authority to enter into this Agreement, (b) the execution, delivery and performance by it shall not result in any default or breach of any agreement and (c) no other consent or approval is necessary for the execution. delivery and performance of this Agreement. - 2 of3
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ATTACHMENT 2 A2-3 ATTACHMENT 2 A2-3 ATTACHMENT 2 A2-3 ATTACHMENT 2 A2-3 ATTACHMENT 2
EXECUTED:

Licensee:

City of Burbank
� t]lR
� 6cir
Print Name: M4\di p Fa' S _mm
Title: (1eneral Manaqer - pwr
Approved as to Form
By:-040± PlHS9:Atorney
Title:�
Date: C 77
Kane Thuven
Senior Assistant City Attorney
3152079 2
Licensor:

Burbank-Glendale-Pasadena Airport
7 »
742 5
�
Pint Name: 1)@-l Av-?5or
me Nsvest
- 3 of 3 �
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ATTACHMENT 2 A2-4 ATTACHMENT 2 A2-4 ATTACHMENT 2 A2-4

APPROXIMATE EASEMENT LOCATION

PROPERTY LINE
ATTACHMENT 2
Hollywood Burbank
Airport

EXHIBIT A
Licensed Premises

PROPERTY LINE
6FEOVVM
BWP)
1,897,747.92
6,454,507.08
5 [
STA: 1+53. 73
INSTALL 6" x 6" MJ TEE
\J- N: 1,897,747.20
\/ E: 6 , 454, 505. 20
• elLllIIX srA: 1+s4.73
�
INSTALL 8" x 6" REDUCER
N: 1,897,746.84
E: 6,454,504. 27
INSTALL MJxMJ ADAPTER
TO 90° BEND AND 6" x 6"
MJ TEE
1V-GSEE NOTE 9
��
� STA: 1+40.66
INSTALL 6" 90° BE
A = 90°
� 'N: 1,897,751.91
E: 6.454,517.40
� � \ STA: 1+59.10
INSTALL 8" B

SEE DETAIL
ON WD002
N. 1,897,745.

E: 6,454,500.1
□
9 1+74 78
TALL 12 22.5° BE

22.5°
,897,739.63
...« � [ i [ # � � � � I � Tl � WATERLINE 1 STA: 2+55.20 I WATER�STA·1+ 00 00 INSTALL8"k 8" MJ TEE � � -2837 T 1 ! □ E: 6,454,414..51 9 I � � I � - Li.I _,,.

STA: 1+68.83
INSTALL 12 x 8" REDUCER

TRANSITION FROM

DIP TO PVC
N: 1,897,741.77
E: 6,454,491.11
� �� STA2+45 64 -31·, - INSTALL 12 90° BEND �
� A = 90 �
N: 1,897,741.34 � WATEF
<E: 6.454.414.73 WATEF ""--,- INSTAL
sTA· 2+50. 38 ,1.89
INSTALL 12" x 8" REDUCER ; *. � E: 6,45
N: 1 ,897, 736.60 � • � � �
E: 6.454,414. 62·
�
e�
M-M-M
INSTAL
A*s
L
o
8"
i4
GATE
oCs: A-INSTA

VALVE IN VALVE BOX
T N: 1,897,726.85 e, E:6.454.414.40 1 � yarek.unE ? �� SEE DWGCF109 � 1 � PLAN WATER LINE 1
A2-4 2171
ATTACHMENT 2 A2-5
ATTACHMENT 2

EXHIBIT B
Permitted Activities
I. Licensee shall have the right to temporarily access and use Airport land. adjacent to an existing 12° water main line owned by Licensee and located on an existing utility easement on Cohasset Street. for the purposes set forth in this Agreement.

2. Licensee. through Burbank Water and Power ("BWP Water"). shall install a 12� x 8" tapping saddle. 8
.
. valve, 8 .. potable service line. 8.
. compound meter and vault, and
related appurtenances (collectively, the "BWP Connection") within the Licensed Premises.

3. Licensee. through BWP Water, shall complete turn-key installation of the BWP Connection, including temporary shoring for excavation. pipe bedding. and any other temporary means and methods necessary for the installation, based on a survey of the Licensed Premises prepared by Licensor or its agent that establishes the point of connection. horizontal alignments. and elevations for the installation of the BWP Connection (the .. Site Survey .. ). Licensee shall bear the costs of any re-installation or relocation of the BWP Connection required due to deviations from the Site Survey. lfreinstallation or relocation of the BWP Connection is required due to errors in the Site Survey, Licensor shall reimburse Licensee for re-installation or relocation costs that are directly attributable to errors in the Site Survey. If the newly installed BWP Connection is damaged during the construction by Licensor of civil improvements such as roadways, curbs and gutters. planters. or landscaping ( .. Infrastructure Improvements"), Licensor shall reimburse Licensee for re-installation or relocations costs that are directly attributable to construction of the Infrastructure Improvements.

4. BWP Water shall dig a minimum 30� wide trench to install the tapping saddle. valve and water service line, and a 6' x 9° trench to install the meter, vault and appurtenances.

5. BWP Water shall perform all necessary underground utility avoidance best practices. including DigAlert. as-built review. and hand digging (if applicable). BWP Water shall provide temporary shoring and support for all existing utilities encountered within the Licensed Premises impacted by the construction of the BWP Connection.

6. BWP Water shall backfill all trenches in the Licensed Premises per BWP Water standards and restore the finished elevation to match conditions that existed prior to construction.

7. BWP Water shall have access to the service line, vault, meter, and appurtenances for routine maintenance and in case of emergencies.

8. Licensee shall repair the Licensed Premises to a condition substantially similar to the condition immediately before Licensee's work related to the Permitted Activities.

Licensee shall not be responsible for any maintenance within the Licensed Premises. 3152079,2
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ATTACHMENT 2 A2-6
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ATTACHMENT 2
except with respect to Licensee's facilities located at the Licensed Premises from the point of connection up to the customer valve, as depicted in Exhibit A. - C3 �
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ATTACHMENT 2

EXHIBIT C
Federal Requirements
For purposes of this Exhibit, references to "Tenant shall be deemed to refer to Licensee.

1. General Civil Rights Provisions
A. In all its activities within the scope of its airport program. the Tenant agrees to comply with pertinent statutes. Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no person shall, on the grounds of race, color, national origin (including limited English proficiency), creed, sex, age, or disability be excluded from participating in any activity conducted with or benefiting from Federal assistance.
1964.

8. This provision is in addition to that required by Title VI of the Civil Rights Act of C. If the Tenant transfers its obligation to another. the transferee is obligated in the same manner as the Tenant.

2. Civil Rights -Title VI Assurance
A. During the performance of this contract. the Tenant. for itself. its assignees. and successors in interest (hereinafter referred to as the "Tenant) agrees to comply with the following non-discrimination statutes and authorities: including but not limited to:

1. Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq.. 78 stat. 252) (prohibits discrimination on the basis of race. color. national origin);

2. 49 CFR part 21 (Non-discrimination in Federally-Assisted programs of the Department of Transportation-Effectuation of Title Vi of the Civi I Rights Act of I 964);

3. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970. (42 USC § 4601) (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);

4. Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.). as amended (prohibits discrimination on the basis of disability): and 49 CFR part 27 (Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance);

5. The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (prohibits discrimination on the basis of age):
- C1-
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ATTACHMENT 2

6. Airport and Airway Improvement Act of 1982 (49 USC § 47123), as amended (prohibits discrimination based on race. creed. color. national origin. or sex);

7. The Civil Rights Restoration Act of 1987 (PL 100-259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973. by expanding the definition of the terms "programs or activities" to include a ll of the programs or activities of the Federal-aid recipients, sub-recipients and Tenants, whether such programs or activities are Federally funded or not):

8. Titles Il and III of the Americans with Disabilities Act of 1990 (42 USC § 12101. et seq) (prohibit discrirnination on the basis of disability in the operation of pubI ic entities. public and private transportation systems, places of public accommodation. and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38:

9. The Federal Aviation Administration's Nondiscrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex):

10. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency. and resulting agency guidance. national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs [70 Fed. Reg. 74087 (2005)];
� 1. Title IX of the Education Amendments of 1972. as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC § 1681. et seq).

B. During the performance of this contract. the Tenant. for itself. its assignees. and successors in interest (hereinafter referred to as the "Tenant"). agrees as follows:

I. Compliance with Regulations: The Tenant will comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time. which are herein incorporated by reference and made a part of this contract.

2. Nondiscrimination: The Tenant, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, national origin (including limited English proficiency). creed, sex. age. or disability in the selection and retention of subcontractors. including procurements of materials and leases of equipment. The Tenant will not participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity. project. or program set forth in Appendix B 0f 49 CFR part 21. - C2 �
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ATTACHMENT 2 A2-9
ATTACHMENT 2

3. Solicitations for Subcontracts. including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding or negotiation made by the Tenant for work to be performed under a subcontract. including procurements of � materials. or leases of equipment, each potential subcontractor or suppl ier will be notified by the Tenant of the Tenant's obl igations under th is contract and the Nondiscrimination Acts and Authorities on the grounds of race. color, or national origin.

4. Information and Reports: The Tenant will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books. records, accounts. other sources of information. and its facil ities as may be determined by the Sponsor or the Federal Aviation Administration to be pertinent to ascertain compl iance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a Tenant is in the exclusive possession of another who fails or refuses to furnish the information. the Tenant will so certi fy to the Sponsor or the Federal Aviation Administration, as appropriate. and wi ll set forth what efforts it has made to obtain the information.

5. Sanctions for Noncompl iance : In the event of a Tenanfs noncompl iance with the non-discrimination provisions of this contract. the Sponsor will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate. incl uding. but not limited to:
a. Withholding payments to the Tenant under the contract until the Tenant compl ies: and/or
b. Cancell ing. termi nating. or suspending a contract. in whole or in part.

6. Incorporation of Provisions: The Tenant will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment. un less exempt by the Acts. the Regu lations. and directives issued pursuant thereto.

The Tenant will take action with respect to any subcontract or procurement as the Sponsor or the Federal Aviation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Tenant becomes involved in. or is threatened with litigation by a subcontractor. or supplier because of such direction, the Tenant may request the Sponsor to enter into any litigation to protect the interests of the Sponsor. In addition. the Tenant may request the United States to enter into the litigation to protect the interests of the United States.

3. Transfer of Real Propertv Acquired or Improved Under the Airport Improvement Program
A. The Tenant for himself/herself, his/her heirs. personal representatives. successors in interest. and assigns, as a part of the consideration hereof. does hereby covenant and agree as a covenant running with the land that:
- C3 �
31 52079,2
A2-9 2176
ATTACHMENT 2 A2-10
ATTACHMENT 2
I. In the event facil ities are constructed. maintained. or otherwise operated on the property described in this lease for a purpose for which a Federal Aviation Administration activ ity, facility. or program is extended or for another purpose involving the prov ision of simi lar serv ices or benefits. the Tenant wi ll mai ntain and operate such facil ities and services in compliance with all requirements imposed by the Nondiscrimination Acts and Regulations listed in the Title VI List of Pertinent Nondiscrimi nation Acts and Authorities (as may be amended) such that no person on the grounds of race, color, or national origin. wi ll be excluded from participation in. denied the benefits of, or be otherwise subjected to discrimination in the use of said facil ities.

4. Construction/Use/Access to Real Property Acquired Under the Airport Improvement Program
A. The Tenant for himsel f/herself. his/her heirs. personal representatives. successors in interest. and assigns. as a part of the consideration hereof. does hereby covenant and agree as a covenant running with the land that:

I. In the event facil ities are constructed. maintained. or otherwise operated on the property described in this Lease for a purpose for which a Federal Aviation Administration activity. facil ity. or program is extended or for another purpose involving the prov ision of simi lar services or benefits. the Tenant will maintain and operate such facil ities and services in compliance with al l requirements imposed by the Nondiscrimination Acts and Regulations listed in the Title VI List of Pertinent Nondiscrimination Acts and Authorities (as may be amended) such that no person on the grounds of race. color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facil ities.

B. In the event of breach of any of the above Nondiscrimination covenants, the Authority will have the right to terminate the Lease and to enter, re-enter, and repossess said lands and facil ities thereon. and hold the same as if the Lease had never been made or issued. - C4 �
31 52079 2
A2-10 2177
1 STAFF REPORT
DATE: May 19, 2026
TO: Justin Hess, City Manager
FROM: Patrick Prescott, Community Development Director
VIA: Fred Ramirez, Asst. Community Development Director – Planning Scott Plambaeck, Planning Manager
Daniel Villa, Principal Planner
BY: Silvia Sulis, Planning Technician
SUBJECT: Annual Review of Planned Developments and Development Agreements

RECOMMENDATION
Note and file.

BACKGROUND
The Planned Development (PD) process was established and codified in the Burbank Municipal Code (BMC) in 1985 to allow for rezoning a property to a PD zone designation.

This alternate process has allowed the City to consider proposals for unique developments for residential, commercial, professional, or other similar activities. In some instances, a PD may include combinations of uses and modified development standards, which can create a desirable, functional, and community-oriented environment under the controlled conditions of a development plan (BMC § 10-1-19119). The BMC requires that a PD have approval of a Development Agreement (DA). The DA is the implementation and enforcement instrument for PD approval and serves as an agreement between the City and an applicant to grant a developer a vested right to build an approved project within a prescribed period under the specific terms noted therein.

BMC §§ 10-1-19114 and 10-1-19129 require staff to provide the City Council (Council) with annual updates on the status of active PDs and DAs and ongoing compliance with the terms of their respective agreements.

COMMUNITY

DEVELOPMENT
Consent Calendar
Item #10
2178
2 DISCUSSION
Since 1985, various developers have submitted a total of 119 PD applications (summarized below). Consistent with BMC §§ 10-1-19114 and 10-1-19129, which are substantially similar to the process outlined in California Government Code § 65865.1, the City undertakes this annual review for 2025 to confirm the PDs and DAs ongoing compliance with the terms of their respective agreements.

Staff notes the following definitions to help facilitate review of the summary table:
• Approved PDs – Total PD applications approved by Council since 1985. • Completed PD/DAs – PD applications that have been built and are in compliance with the related DA and mitigation measures.
• PDs with Active DAs – PD applications that have been approved and have an active DA. Property owners may be in the process of developing the project; all retain a vested right to develop the project through the term identified in the DA. • PDs with Expired DAs – PDs with DAs that were approved, but expired because the project was never fully developed, or they were replaced by another PD/DA. • Replaced by Other PD – Prior PD approvals that were replaced by subsequent PDs on the City’s Zoning map.
• Denied or Withdrawn – PD applications that were denied or withdrawn before Council consideration.
• Under Review – PD applications that are currently undergoing review and processing or are on hold.
• Submitted in 2025 – PD applications submitted in the current reporting calendar year.

Summary of PD/DA Status Since 1985
Approved PDs 83
Completed PD/DAs: 48
PDs with Active DAs: 14
PDs with Expired DAs: 18
Replaced by Other PD: 3
Denied or Withdrawn: 35
Under Review: 1
Submitted in 2025: 0
TOTAL 119
Approved PDs
Completed PD/DAs – Since the last update to Council on May 20, 2025, no active PD/DAs were completed. However, there is an update on two previously Completed PD/DAs (PD 97-03, and PD 02-2). An overview of this update (Attachment 1) is summarized below. 2179
3 • PD 97-03 (Burbank Empire Center):

On October 13, 2025, the Planning Commission approved Project No. PL 24- 0000703, consisting of a Variance and Lot Line Adjustment. The Variance authorized a reduced front yard setback of 8.18 feet for the existing restaurant building occupied by Sharky’s Woodfired Mexican Grill, a front yard setback ranging from 9.91 to 9.95 feet for the adjacent trash enclosure located to the west, and wall heights of 9.5 feet and 4 feet for the retaining wall and garden wall.

The Lot Line Adjustment was approved to realign and correct the property boundary along West Empire Avenue to make it consistent with the public right-of-way improvements constructed as part of the Empire Avenue Interchange Project adjacent to 1791 West Victory Boulevard. The City is currently coordinating with the property owner to satisfy the conditions of approval and implement the revised lot lines and associated utility easement resulting from this project. • PD 02-2 (Civic Center Master Plan)
On February 2, 2026, a Development Review application for a revised new Library and Civic Center Project was submitted and is currently under review by the City. The project area is bounded by Third Street, Olive Avenue, Orange Grove Boulevard, and Glenoaks Boulevard. A Development Review Community Meeting was held on April 2, 2026, to present the project to members of the community. On April 23, 2026, the Community Development Director approved the Development Review for the new Civic Center and Library Project. The Director’s decision became final on May 8, 2026.

PDs with Active DAs
Staff monitor active PD/DAs to ensure progress and compliance with development requirements including requirements of Mitigation Monitoring & Reporting Programs (MMRP), and conditions of approval contained in associated DAs. There are 14 active PD/DAs. A summary of active PDs, their status, and ongoing monitoring of MMRPs and conditions of approval, is included in Attachment 1.

If a developer is found out of compliance with the terms of a PD or DA, DAs typically outline a procedure for the City to provide notice of default and a time to cure. If the default is not cured and/or if there is substantial evidence that a developer has not complied in good faith with the terms and conditions of the DA, then the City may initiate proceedings to terminate the DA and rezone the property. All active PDs currently comply with the requirements of their respective DAs, as noted in Attachment 1.

Since the last update to Council on May 20, 2025, four updates have been made to previously Active PD/DAs (i.e., PD 94-8, PD 2004-169/170, PD 2014-01, PD 17-01). An overview of these updates is included in Attachment 1 and summarized below. 2180
4 • PD 94-8 (Warner Brothers Studio, Ranch Lot Master Plan):

In 2023, the entire project site was cleared to facilitate construction of the new Ranch Lot Studios campus. As of April 2026, construction has been completed and includes 16 sound stages, a five-story media office building, a five-level parking structure, a mill building for production manufacturing, and various site improvements including upgraded infrastructure and new landscaping. Additionally, a Master Sign Program for the Ranch Lot Studios project was approved on January 14, 2025, establishing design standards for signage and ensuring a thematic and harmonious design throughout the property.
• PD 2004-169/170 (Hollywood Burbank Airport Development Agreement) The Project was formally submitted into Plan Check under a new address, 2827 N.

Hollywood Way, in September 2023; demolition of the property commenced in December 2023. All permit packages have been approved, including tenant improvements for food and beverage concessions. These are expected to be completed by Spring 2026, with a Temporary Certificate of Occupancy (TCO) forecasted for July 2026. The BUR Replacement Terminal facility is anticipated to open for operations in October 2026, with demolition of the old terminal to begin shortly thereafter. At the time of this report, a timeline for demolition has not been established. • PD 2014-01 (First Street Village)
The project is in the process of being constructed on three acres (three blocks) in downtown Burbank. It will be completed in three phases, with one building (one block) to be completed during each phase. Building A, located at 325 N. First Street, has been completed, and was issued a Certificate of Occupancy in August of 2023. The ground floor of Building A is occupied by a dog groomer and a fitness studio, and an application for a Conditional Use Permit for a wine bar and shop was approved in March 2026. Building B, located at 275 N. First Street, has been completed with remaining offsite improvements in the adjacent public right-of-way expected to be completed in mid-2026. As for Building C, located at 375 N. First Street, this project has been delayed at the request of the Developer until further notice. • PD 2017-01 (777 North Front Street)
Construction activities commenced in 2021 on the residential phase of the project.

Construction on Building 1 (800 N. Front Street) was completed, and a temporary certificate of occupancy was issued in June 2025. Construction on Building II (700 N.

Front Street) was completed, and a temporary certificate of occupancy was issued in October 2025. The majority of required off-site improvements have been completed with the completion of the residential phase of project construction. City staff is currently reviewing the proposed off-site improvements which include the following:
2181
5 (1) 28,000 square feet of publicly accessible open space area and (2) elevator and staircase leading up to the Magnolia Bridge.

On December 31, 2024, the applicant submitted an SB 330 Preliminary Application to replace the approved hotel with 40 townhome style units. A Preliminary Application, though not required for housing development projects, intends to allow the project to 1) vest, or “lock in,” zoning rules and development standards when the complete application is submitted (vesting rights do not apply to changes in State law or building code); and 2) limits the number of hearings on a project to five (5) maximum. An applicant has 180 days to submit a full application following a Preliminary Application to prevent expiration. A full application for this specific project (PD 2017-01) would include a Development Review and a PD/DA Amendment to replace the hotel with the housing units. The applicant did not formally submit a request to amend the existing PD/DA approvals within the 180-day submittal window, therefore the SB 330 Preliminary Application expired on June 29, 2025.

PDs with Expired DAs
Since staff’s last update to Council, no DAs or their related PDs have expired.

Denied or Withdrawn
None.

Under Review
One proposed PD/DA is currently under review:
• PD/DA at 2500 North Hollywood Way – This PD/DA proposes development of an Aloft and Residence Inn Dual Brand Hotel. The project would include a sevenstory building with 420 hotel rooms and a detached parking structure. The application is still under review. In December 2024, a Draft Environmental Impact Report (DEIR) was released for public review and comment. Staff is in the process of preparing the Final EIR, which will be completed ahead of Planning Commission and City Council consideration of the project. Concurrently, staff is actively working with the Project Applicant to finalize the Development Agreement (DA). Completion of the DA is required prior to scheduling public hearings. It is anticipated that the project will be considered by the City Council in Fall 2026.

Submitted in 2025
None.

ENVIRONMENTAL REVIEW
City Council’s annual review of City-approved PDs and DAs is exempt from the California Environmental Quality Act (CEQA) in accordance with CEQA Guideline §15306 2182
6 pertaining to information collection activities, which do not result in disturbance to an environmental resource. The purpose of the report is to provide data and research strictly for information gathering.

FISCAL IMPACT
The annual review of City-approved PDs and associated DAs will have no fiscal impact.

CONCLUSION
The annual review of PDs and DAs provides an opportunity for the City to confirm that developers and property owners are complying with the terms of their respective agreements and provides the City with an opportunity to work with developers and property owners to address any concerns. As of May 19, 2026, staff has determined that all active PDs comply with their respective DA terms, conditions of approval, and any associated MMRP requirements.

ATTACHMENT
Attachment 1 – Summary of Completed and Active Planned Developments and Development Agreements
2183
ATTACHMENT 1-1
ATTACHMENT 1

SUMMARY OF COMPLETED AND ACTIVE PLANNED DEVELOPMENTS (PD) AND

DEVELOPMENT AGREEMENTS (DA)
The following terms, as defined below, are used in this document:
• “Approved PDs” – PD projects approved by the City Council since the PD process was added to the Zoning Ordinance in October 1985.
• “Completed PD/DAs” – PD Projects that have been built out and are in compliance with the related DA and mitigation measures.
• “PDs with Active DAs” – Approved PD projects with an active DA that are either in process of construction, or where the PD or DA has been or will be amended. • “PDs with Expired DAs” – PDs with DAs that were approved and have expired, but the project was never developed, or were replaced by another PD/DA.

COMPLETED PD/DAs:

Planned Development No. 97-03
Project: Burbank Empire Center
Location: West Empire Avenue & North Victory Place (former B-1 Site) Applicant: Zelman Retail Partnerships, Inc. (original applicant/developer) Approved Effective DA Expiration
PD and DA
(Ord. 3554)
September 12,
2000
October 17,
2000
October 17, 2015
(Sub-Area D:

Sept. 6, 2018)
Minor Amendment
(Ord. 16-3,877)
May 10,
2016
June 10,
2016
October 17, 2015
(Sub-Area D:

Sept 6, 2018)
Status:

This PD was previously completed (build out) and the DA expired in 2018. It is being included in this report to provide the Council an update on recent activity, including a Development Review application and a request for a Variance and Lot Line Adjustment.

On November 20, 2024, the property owner of Sub Area C submitted a Preliminary Development Review (Pre-DR) application for the potential proposal to redevelop the building previously occupied by Hometown Buffet for a new 10,975 square-foot threeunit building that would include a drive-through restaurant, a restaurant, and a retail tenant space. City staff conducted a comprehensive preliminary review of the proposal and provided comments on January 31, 2025. To date, the property owner has not submitted a formal Development Review (DR) application. 2184
ATTACHMENT 1-2
On October 13, 2025, the Planning Commission approved Project No. PL 24- 0000703, consisting of a Variance and Lot Line Adjustment. The Variance authorized a reduced front yard setback of 8.18 feet for the existing restaurant building occupied by Sharky’s Woodfired Mexican Grill, a front yard setback ranging from 9.91 to 9.95 feet for the adjacent trash enclosure located to the west, and wall heights of 9.5 feet and 4-feet for the retaining wall and garden wall.

The Lot Line Adjustment was approved to realign and correct the property boundary along West Empire Avenue so that it is consistent with the public right-of-way improvements constructed as part of the Empire Avenue Interchange Project adjacent to 1791 West Victory Boulevard. The City is currently coordinating with the property owner to satisfy the conditions of approval and implement the revised lot lines and associated utility easement resulting from this project.

Planned Development No. 02-2
Project: Civic Center Master Plan
Location: 150 N Third Street
Applicant: City of Burbank
Approved Effective DA Expiration
PD and DA
(Ord.3620)
March 26, 2003 April 26, 2003 April 26, 2018
Status:

Originally approved on March 26, 2003, the Planned Development and Development Agreement proposed the redevelopment of the property bounded by Glenoaks Boulevards, Olive Avenue, Third Street, and Orange Grove Avenue and the southwest corner of Orange Grove and Thirds Street. Projects included five new City Buildings:

Community Services Building, New Central Library, New Parking Structures, and Administrative Services Building. The DA expired on April 26, 2018, and the only structure that was built was the Community Services Building at 150 North Third Street – it was completed and occupied in 2008.

On February 2, 2026, a Development Review application for a revised new library and civic center project was submitted for Planning Division review. A Development Review Community Meeting was held on April 2, 2026, during which the Project was presented to members of the community. The project area is bound by Third Street, Olive Avenue, Orange Grove Boulevard, and Glenoaks Boulevard. On April 23, 2026, the Community Development Director approved the Development Review for the new Civic Center and Library Project. The Director’s decision became final on May 8, 2026. 2185
ATTACHMENT 1-3
PDs WITH ACTIVE DAs:

Planned Developments No. 88-2 & 99-1
Project: Parc Pointe-Chandler
Location: 3601 W. Verdugo Avenue and 610 and 630 N. Hollywood Way Applicant: Mishenka Properties, LLC and Park Pointe Investors, LLC

Approved Effective DA Expiration
PD 88-2 and DA
(Ord. 3134)
November 15,
1988
December 2,
1988
December 2,
2038
First Amendment
and PD 99-1 (Ord. 3534)
December 14,
1999
December
15, 1999
No change
Second Amendment
(Ord. 19-3,912)
February 5,
2019
March 8,
2019
No change
Status:

The Project Site is developed with a multifamily residential community consisting of 255 units across seven three-story buildings, along with one three-story office building totaling 30,000 square feet. Parking is provided within three two-story subterranean garages located beneath the residential and commercial structures. The site is governed by two zoning designations, PD 88-2 and PD 99-1, which operate under a single Development Agreement (DA). Construction of the project has been completed in compliance with all conditions of approval. The DA is scheduled to expire on December 2, 2038.

On February 5, 2019, the City Council approved an ordinance amending the DA to:
(1) reallocate 51 parking spaces previously designated for residential use to be used exclusively by tenants of the 30,000-square-foot office building; (2) remove provisions allowing commercial parking spaces to be used by residential tenants during evenings and weekends; and (3) revise the maximum permitted size and height of the office building to 30,000 square feet and three stories, excluding parking levels. The PD 88- 2 and PD 99-1 zoning designations, as well as the project boundaries and acreage, remained unchanged.

Since staff’s last PD/DA update to the City Council, there have been no changes. The property owner continues to comply with all conditions of approval and all applicable mitigation measures related to the project.

Planned Development No. 89-7
Project: Media Studios North
Location: 3101-3377 Empire Avenue, between Ontario Street and Hollywood Way Applicant: Worthe Real Estate Group, successor-in-interest M. David Paul Development, LLC
Approved Effective DA Expiration
PD and DA November 5, Never Recorded, 10 years
2186
ATTACHMENT 1-4
(Ord. 3278) 1991 no effective date
First Amendment
(Ord. 3463)
April 15,
1997
May 24,
1997
June 17,
2007
Second Amendment
(Ord. 3667)
March 1,
2005
April 9,
2005
N/A
Third Amendment
(Ord. 3838)
April 16,
2013
June 20,
2013
May 10,
2018
Fourth Amendment
(Ord. 18-3,903)
May 8,
2018
June 15,
2018
January 31,
2019
Fifth Amendment
(Ord. 19-3910)
January 29,
2019
March 1,
2019
May 10,
2028
Status:

The project is a large, campus-style office complex occupied by multiple media companies. It was originally approved in 1991 for a maximum of 710,000 adjusted gross square feet of development. In 2013, the City Council approved an additional 73,000 adjusted gross square feet, increasing the total permitted development to 783,000 square feet. To date, approximately 622,553 adjusted gross square feet have been constructed. The Planned Development/Development Agreements (PD/DAs) have been extended several times since their original approval and are currently set to expire on May 10, 2028.

Mitigation Monitoring:

The project meets all conditions of approval for the DA’s constructed square footage.

Construction of the remaining 160,447 square feet would require additional intersection improvements to be constructed at Hollywood Way / Thornton Ave. and Hollywood Way / Winona Ave. However, these improvements have already been completed by the Avion Burbank Development Project to address traffic impacts associated with the Avion Burbank Development Project.

Planned Development No. 91-13
Project: The Walt Disney Studios Master Plan
Location: 500 South Buena Vista Street
Applicant: The Walt Disney Company (succeeded by Disney Enterprises, Inc., a wholly owned subsidiary of The Walt Disney Company)
Approved Effective DA Expiration
PD and DA
(Ord. 3317)
October 20,
1992
November 24,
1992
November 24,
2017
First Amendment
(Ord. 16-3,885)
August 16,
2016
September 16,
2016
November 24,
2035
2187
ATTACHMENT 1-5
Status:

The Planned Development (PD) permits up to 1,932,528 Office Equivalent Gross Square Feet (OE-GSF) 1 of studio-related development, including sound stages, production and support facilities, media office buildings, an employee center, and other associated uses, to be constructed over a 25-year period. To date, Disney has constructed approximately 1,251,398 OE-GSF, representing about 65 percent of its total entitlement, and has satisfied all conditions of approval associated with current development.

Since the last PD/DA update to the City Council, no new major development has occurred. However, in 2025, Disney implemented several energy efficiency and water conservation improvements, including HVAC upgrades, lighting retrofits, fleet electrification measures, and plumbing fixture replacements. These upgrades comply with applicable Uniform Building Code and Burbank Municipal Code standards and have resulted in reduced consumption of electricity, natural gas, potable water, and fuel. Additionally, Disney expanded its Transportation Demand Management program by introducing a new shuttle service, the Riverside Express, which operates between 3800 Alameda and ABC Riverside.

The PD/DA was extended on August 16, 2016, for an additional 18 years. They are set to expire November 24, 2035.

Mitigation Monitoring:

Disney continues to comply with all applicable mitigation measures related to the ongoing operation of the Studio Lot.

Planned Development No. 94-7
Project: Warner Bros. Studio Main Lot Master Plan
Location: 4000 Warner Boulevard
Applicant: Warner Bros. Discovery
Approved Effective DA Expiration
PD and DA
(Ord. 3415)
October 10,
1995
November 25,
1995
November 25,
2015
First Amendment
(Ord. 3807)
April 26,
2011
May 27,
2011
November 25,
2030
Status:

The PD was approved in 1995 and allowed a total of 2,123,000 net new Office Equivalent Gross Square Feet (OE-GSF), in addition to the square-footage that was existing in 1995. The DA was set to expire on November 25, 2015. However, the DA was extended on April 26, 2011, for an additional 15 years to November 25, 2030. To date, Warner Bros. Discovery has developed approximately 9.3% of their entitled Master Plan for the Main Lot, approximately 196,616 net new OE-GSF. The most recent developments on the Main Lot include the Warner Brothers Tour Center and 1 OE-GSF is a metric used in the Media District to regulate development intensity based on traffic impacts. 2188
ATTACHMENT 1-6
Parking Structure, completed in Q1 of 2020, and a 15,620-square-foot employee Child Care Center for 132 children, approved in 2022. The Child Care center was completed in 2023. The Certificate of Occupancy was issued on July 6, 2023.

The DA is set to expire November 25, 2030.

Mitigation Monitoring:

All conditions of approval required for the construction to date have been met, including near-term traffic improvements such as signal control systems improvements. Additional long-term traffic improvements will be implemented when future construction reaches square-footage thresholds specified in the DA.

Planned Development No. 94-8
Project: Warner Bros. Studio Ranch Lot Master Plan
Location: 3701 Oak Street
Applicant: Warner Bros. Discovery
Approved Effective DA Expiration
PD and DA
(Ord. 3416)
October 10,
1995
November 25,
1995
November 25,
2015
First Amendment
(Ord. 3808)
April 26,
2011
May 27,
2011
November 25,
2030
Status:

The Planned Development/Development Agreement (PD/DA), originally approved in 1995, authorized 749,000 net new Office Equivalent Gross Square Feet (OE-GSF), in addition to the 85,497 OE-GSF existing at that time. The Development Agreement was originally set to expire on November 25, 2015, but was extended on April 26, 2011, for an additional 15 years to November 25, 2030.

On August 8, 2023, the City Council approved Resolution No. 23-29,452, consenting to the transfer of the Ranch Lot Development Agreement from Warner Bros.

Entertainment Inc. to Ranch Lot Studios Owner, LLC, pursuant to Section 1.4 of the Development Agreement. The new owner assumed all rights, obligations, and terms of the agreement.

In 2023, the new owner fully cleared the Project Site to facilitate construction of the new Ranch Lot Studios campus. As of April 2026, construction has been completed and includes 16 sound stages, a five-story media office building, a five-level parking structure, a mill building for production manufacturing, and various site improvements, including upgraded infrastructure and new landscaping.
2189
ATTACHMENT 1-7
Additionally, a Master Sign Program for the Ranch Lot Studios project was approved on January 14, 2025, establishing design standards for signage and ensuring a thematic and harmonious design throughout the property.

Mitigation Monitoring:

The Community Development Department staff is working with the Ranch Lot Studios Owner, LLC / Worthe Real Estate Group (property owner) and Krismar Construction (contractor) to ensure compliance with all mitigation measures applicable with the proposed redevelopment of the project site, including traffic mitigation measures required as part of the proposed development. The project currently complies with all Conditions of Approval.

Planned Development No. 96-01
Project: Burbank Studios Master Plan (formerly NBC Studios Master Plan) Location: 2900 & 3000 West Alameda Avenue
Applicant: Worthe Real Estate Group, successor-in-interest to NBC Catalina Media; Development II, LLC)
Approved Effective DA Expiration
PD and DA
(Ord. 3461)
March 11,
1997
March 19,
1997
March 19,
2017
First Amendment
(Ord. 13-3,846)
December 17,
2013
January 17,
2014
March 19,
2024
Second Amendment
(Ord. 24-4,007)
February 13,
2024
March 15,
2024
March 19,
2027
Status:

Originally approved in 1997, PD 96-01 established the Burbank Studios Master Plan (also known as the former NBC Studios property) and was accompanied by a 20-year Development Agreement (DA) authorizing up to 1,825,865 Office Equivalent Gross Square Feet (OE-GSF) of development through 2017.

Following approval, The Pointe Burbank was constructed in 2006–2007, consisting of an approximately 480,000-square-foot office building (329,000 OE-GSF) at 2900 West Alameda Avenue. More recently, two Frank Gehry-designed buildings, collectively known as the “Second Century Project,” were completed between 2022 and 2023. With completion of the Second Century Project, a total of 882,396 OE-GSF has been developed, with 614,458 OE-GSF of vested development capacity remaining, representing approximately 33.6 percent of the total entitlement.

In 2023, the developer completed an internal lot line adjustment for the project site.

This action updated the legal description and associated street addresses but did not alter the site’s exterior boundaries or create new parcels.

In February 2024, the City Council approved the Second Amendment to the Development Agreement, extending its term by three years to March 19, 2027. 2190
ATTACHMENT 1-8
Since staff’s last PD/DA update to the City Council, there have been no changes. The property owner continues to comply with all conditions of approval and all applicable mitigation measures related to the project.

Mitigation Monitoring:

All conditions of approval required for the construction to date have been met, including near-term traffic improvements such as signal control systems improvements. Additional conditions of approval will be implemented when future construction reaches square-footage thresholds specified in the DA.

Airport Development Agreement
Project: Airport Development Agreement and Planned Development Nos. 2004-169 and 2004-170
Location: Hollywood-Burbank Airport
Applicant: Burbank-Glendale-Pasadena Airport Authority
Approved Effective DA Expiration
Replacement
Terminal DA and
Minor Amendments
to PD Nos.
2004-169 & 2004-
170
(Ord. 16-3,882)
August 1,
2016
February 7,
2017
February 7,
2037
Status:

On August 1, 2016, the City Council adopted an ordinance approving a Development Agreement (and related PD Amendments) for a 14-gate replacement terminal, other airport buildings and facilities, and related improvements. On November 8, 2016, Burbank residents approved Measure B (with 70% of the vote) to allow a new 14-gate, 355,000-square-foot replacement terminal to be built with up to 3,180 public and 600 employee parking spaces.

The Authority began the Replacement Terminal Design Process by holding a series of public design charrette workshops between March 27, 2019, and October 26, 2019.

The design charrette workshops were held in the City of Burbank, as well as in the cities of Glendale, Pasadena, and Los Angeles. Furthermore, the Authority conducted a procurement and later released a request for proposals for the selection of a consultant firm that would provide project management and associated services for the replacement terminal project which include setting up the program control processes, supporting the Authority in soliciting progressive design-builder firms, and helping define the selection process by which the best value design-builder firm will be selected. In 2019, the Authority selected the firm of AECOM Technical Services, Inc. (AECOM) to provide program management and associated services for the replacement terminal project.
2191
ATTACHMENT 1-9
In March 2020, the Airport Authority (Authority) suspended planning and implementation of all discretionary projects, including the replacement terminal, due to the COVID-19 Pandemic. As of September 2021, the Authority had authorized the restart of the replacement terminal project by re-engaging AECOM Technical Services, Inc. consulting firm (AECOM) to manage the project and continue work on development of the Program Development Manual and preparation of a Request for Qualification to begin the selection of a progressive design builder for the project. On April 27, 2022, the Authority Commission voted to have Jacobs Project Management Co. (Jacobs) assume the program management services for the replacement terminal project.

In early 2022, the Authority initiated a procurement process for the project to solicit for a design-builder to provide planning, design, construction, and commissioning services. On December 19, 2022, the Authority Commission awarded a design-build agreement to the Holder, Pankow, TEC, Joint Venture (HPTJV) to provide designbuild services for the replacement terminal project. A notice to proceed was subsequently issued to HPTJV the same day for Phase 1 (Preliminary State) of the project, which involves construction specifications up to 60% completion and construction planning services.

On October 3, 2022, the Authority Commission designated the Adjacent Property as the site of the replacement passenger terminal and approved a Covenant and Environmental Restriction on Property (Land Use Covenant) for the Benefit of the Los Angeles Regional Water Quality Control Board (LARWQCB). The Land Use Covenant memorializes development and use restrictions imposed on the Adjacent Property by the LARWQCB. The Memorandum of Adjacent Property Replacement Passenger Terminal Selection was recorded with the County Registrar-Recorder on October 6, 2022, and the Land Use Covenant was recorded with the County Registrar-Recorder on December 5, 2022.

In November 2022, Jacobs began the process of meeting with various City departments and divisions to discuss various City requirements as they began to work with the design-build team to formalize a project schedule. The project applicant and staff met in March 2023 to discuss timelines for plan check submittal.

The Project was formally submitted for plan check in September 2023 under the address 2827 North Hollywood Way, and demolition commenced in December 2023.

All permit packages have since been approved, including those for concession tenant improvements. Food and beverage concessions are anticipated to be completed by Spring 2026, with a Temporary Certificate of Occupancy (TCO) expected in July 2026.

The BUR Replacement Terminal is currently projected to open in October 2026, with demolition of the existing terminal to follow shortly thereafter.

The DA is set to expire February 7, 2037.

Mitigation Monitoring:
2192
ATTACHMENT 1-10
The Authority received LA County approval in 2018 of the Human Health Risk Assessment (HRRA) and conditional Federal Aviation Administration (FAA) approval on the Airport Layout Plan (ALP) in 2020.

In 2018, the Authority began work on the Environmental Impact Statement (EIS) required under the National Environmental Protection Act (NEPA) and a Notice of Intent was released in December 2018. A 30-day public scoping period was held in early 2019 with two scoping meetings being held for the Agency and public to solicit input on the EIS. The Draft EIS was released for a 67-day public review and comment period starting on August 21, 2020, and ending on October 27, 2020. During the public review and comment period, two virtual public workshops were held where the FAA provided a presentation about the project, the alternatives, and an overview of the impacts; and one public hearing was held to allow the public to provide oral comments.

In May 2021, the FAA issued a Final EIS and Record of Decision (ROD) for the proposed construction and operation of the 14-gate replacement passenger terminal.

City staff continues to monitor the project and compliance with the Mitigation Monitoring and Reporting Program (MMRP) that was approved as part of the DA and Final EIR.

Planned Development No. 2012-01
Project: IKEA Store
Location: 600 South San Fernando Boulevard
Applicant: IKEA Property, Inc.

Approved Effective DA Expiration
PD and DA
(Ord. 14-3,850)
March 18,
2014
April 18,
2014
April 18,
2034
Status:

The PD was originally approved in 2014 and allowed for the construction of a new IKEA Store. Construction was completed and the store opened in Spring 2017. Most recently, in 2022, IKEA in partnership with the Downtown Burbank Property-Based Business Improvement District (PBID) and the City of Burbank Community Development Department completed landscaping improvements for two (2) medians along South San Fernando Boulevard. The improvements were fully funded by IKEA.

Additionally, City staff is working with IKEA on completion of an outstanding condition of approval that includes the installment of landscape planters on the parking deck of the existing IKEA store.

The DA is set to expire April 18, 2034.

Mitigation Monitoring:

A Mitigation Monitoring and Reporting Program (MMRP) was approved as part of the Final EIR. All mitigation measures have been completed.

Planned Development No. 2013-01
Project: The Talaria at Burbank Mixed Use Project
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ATTACHMENT 1-11
Location: 3401 West Olive Avenue
Applicant: MBV Investment Co., L.L.C.

Approved Effective DA Expiration
PD and DA
(Ord. 14-3,856)
October 28,
2014
November 28,
2014
November 28,
2029
Status:

The Talaria at Burbank Mixed Use Project is a mixed-use residential and retail development with 241 rental units, a 42,950-square-foot grocery store, and 760 parking spaces on a 3.86-acre site. Construction of the approved project commenced in 2016 and was completed in 2019. The residential and commercial components of the project are open and fully operational.

The DA is set to expire November 28, 2029.

Mitigation Monitoring:

A Mitigation Monitoring and Reporting Program (MMRP) was approved as part of the Final EIR. All mitigation measures have been completed.

Planned Development No. 2014-01
Project: First Street Village
Location: 275, 325, & 375 North First Street (Approved as 315 North First Street) Applicant: First Street Village, L.L.C.

Approved Effective DA Expiration
PD and DA
(Ord. 17-3,894)
June 6,
2017
July 14,
2017
July 14,
2027
Status:

First Street Village Mixed Use Project comprises a total of 275 multifamily apartments (including 14 “Workforce Housing Units”) including resident amenities and a total of 18,976 square-feet of retail/commercial space on the ground floors (of which may be a maximum of 9,711 square-feet for retail uses, and a maximum of 9,265 square-feet for restaurant uses).

The project is in the process of being constructed on three acres (three blocks) in downtown Burbank. It will be completed in three phases, with one building (one block) to be completed during each phase. Building A, located at 325 N. First Street has been completed, and was issued a Certificate of Occupancy in August of 2023. The ground floor of building A is occupied by a dog groomer and a fitness studio, and an application for a Conditional Use Permit for a wine bar and shop was approved in March 2026. Building B, located at 275 N. First Street has been completed with 2194
ATTACHMENT 1-12
remaining offsite improvements in the adjacent public right of way expected to be completed in mid-2026. As for Building C, located at 375 N. First Street, this project has been delayed until further notice.

The DA is set to expire July 14, 2027.

Mitigation Monitoring:

Mitigation monitoring is ongoing through the plan check process. Public improvements adjacent to the project site include pedestrian amenities, street furniture, intersection bulb-outs, landscape and lighting within the public right-of-way, a raised bicycle paths, and a public “pocket park” located at the northeastern corner of the project site, where N. First Street and W. Magnolia Blvd meet. The excavation permit for the abovementioned improvements was issued in early February 2023, with a second phase of offsite improvements being approved in December 2024. Construction of offsite improvements is in progress.

Planned Development No. 16-01
Project: Avion Burbank
Location: 3001 N. Hollywood Way
Applicant: Burbank Industrial Investors, LLP
Approved Effective DA Expiration
PD and DA
(Ord. 19-3916)
March 26,
2019
May 17,
2019
May 17,
2029
Status:

On April 16, 2019, the City Council approved this project, which consists of six industrial/flex buildings totaling 1,004,307 square feet; 9 creative office buildings of 142,250 square feet total; 2 retail and restaurant buildings of 15,475 square feet total, and a 150-room hotel. Construction commenced in October 2019, and the applicant has completed construction of the industrial buildings, office buildings and retail/restaurant buildings. The development is currently occupied by a range of businesses, including offices, restaurants and other food services, personal and physical arts studios, and wholesale and distribution uses.

A Development Review application (DR) for the construction of a six-story, 150-room hotel was approved on February 11, 2021, and the building permit was issued on February 25, 2022. The hotel officially opened its doors on April 4, 2024.

The DA is set to expire May 17, 2029.

Mitigation Monitoring:

The Mitigation Monitoring and Reporting Program (MMRP) was approved as part of the Final EIR. All the required on- and off-site improvements (buffered bike lanes, 2195
ATTACHMENT 1-13
onsite parking for Metrolink, green streets infrastructure, tree installation, new streets and associated curb & gutter improvements) have been completed.

Planned Development No. 17-01
Project: 777 North Front Street
Location: 777 North Front Street
Applicant: LaTerra Development, LLC for SJ4 Burbank, LLC Approved Effective DA Expiration
PD and DA
(Ord. 19-3,926)
December 17,
2019
January 17,
2020
January 17,
2030
Status:

On December 17, 2019, the City Council approved the project which consists of a mixed-use project with 573 residential (rental) units, a hotel with 307 rooms, and 1,067 square feet of ground floor retail space. Construction activities commenced in 2021 on the residential phase of the project. Construction on Building 1 (800 N. Front Street) was completed, and a temporary certificate of occupancy was issued in June 2025. Construction on Building II (700 N. Front Street) was completed, and a temporary certificate of occupancy was issued in October 2025. Most of the required off-site improvements have also been constructed in conjunction with the completion of the residential phase of the project. Construction plans for the proposed publicly accessible open space area and new elevator and stairway connection to the Magnolia Boulevard overpass were submitted into Building Plan Check Review in April 2024 and the applicant is currently working to address all City comments so that building permits to allow construction of these off-site improvements may be issued upon approval of the Plan Check Review.

On December 31, 2024, the applicant submitted an SB 330 Preliminary Application to replace the approved hotel with 40 townhome style units. Submittal of this Preliminary Application, though not required for housing development projects, allows the project to: 1) vest, or “lock in” zoning rules and development standards at the time a complete application is submitted; these vesting rights do not apply to changes in State law or to changes in building code; and 2) limits the number of hearings on a project to a maximum of five (5). After submitting this Preliminary Application an applicant has 180 days to submit a full application, which for this project would include Development Review and a PD/DA Amendment to replace the hotel with the housing units, or the Preliminary Application will expire. The applicant did not submit formally to amend the existing PD/DA approvals within the 180-day submittal window and the SB 330 Preliminary Application expired on June 29, 2025.

The DA is set to expire January 17, 2030.

Mitigation Monitoring:

Mitigation monitoring is ongoing through the plan check and construction process. The majority of required off-site improvements have been completed with the completion of the residential phase of Project construction. City staff is currently reviewing the 2196
ATTACHMENT 1-14
proposed off-site improvements which include the following: (1) 28,000 square feet of publicly accessible open space area and (2) elevator and staircase leading up to the Magnolia bridge. City Staff continues to monitor the Mitigation Monitoring and Reporting Program (MMRP) that was approved as part of the Final EIR. 2197
1 STAFF REPORT
DATE: May 19, 2026
TO: Justin Hess, City Manager
FROM: Courtney Padgett, Assistant City Manager
VIA: Cathryn LaBrado, Assistant to the City Manager
BY: Kylene Pecor, Community Assistance Coordinator
SUBJECT: Approval of Funding Allocations for the 2026 Community Events and Program Grant

RECOMMENDATION
Consider the funding recommendations from the Review Committee, approve the allocation of funding for the 2026 Community Events and Program Grant awards totaling $52,500 for Fiscal Year (FY) 2025-26, provide direction, if any, on the allocation of funds for the remaining $2,500, and authorize the City Manager or designee to execute all necessary documentation to effectuate the grant funding.

BACKGROUND
At the May 7, 2024, City Council (Council) meeting, then Mayor Perez requested a budget discussion paper on funding for a Community Event and Program Grant. On June 4, 2024, Council approved a pilot Community Events and Program Grant (Grant Program) for the next two fiscal years ($50,000 in FY 2024-25 and $50,000 in FY 2025-26). The purpose of the Grant Program is to provide monetary grants to eligible non-profit organizations for events and/or program initiatives that foster community engagement and benefit the Burbank community at large.

On May 19, 2025, during Year 1 of the Grant Program, Council awarded a total of $45,000 to 17 nonprofit organizations for various programs and events throughout the community.

The remaining $5,000 was carried over to Year 2.

CITY MANAGER’S
OFFICE
Reports to Council
Item #1
2198
2 DISCUSSION
The application submission period for Year 2 of the Grant Program opened on March 2, 2026. Staff held two application workshops, March 11, 2026 (in-person) and March 25, 2026 (virtual), to review the Grant Program guidelines and application process, as well as answer questions. Following the application deadline of April 2, 2026, a total 24 applications were deemed complete and eligible to proceed through the review process, requesting a combined total of $142,500.

Based on staff’s evaluation of the first year of the Grant Program, the application and grant guidelines were refined to more effectively align funding requests with available program resources. The recommended grant range applicants could request was adjusted from $2,500-$10,000 to $1,000-$4,000, and the application was modified to limit requests to a maximum of $10,000. These changes contributed to a reduction in the total amount of funding requested and improved alignment between requests and available funding.

An internal Review Committee comprised of representatives from the Community Development Department, City Manager’s Office, Financial Services Department, and Library Services Department reviewed and rated the applications based on the following criteria:
1) Organization Capacity
a. Details sound management practices, strong financial stability, and established partnerships with other organizations
b. Demonstrates success in community engagement with qualified staff and relevant expertise to execute events/programs effectively 2) Event/Program Feasibility
a. Outlines well-defined project goals with a clear, feasible methodology and approach to achieve them within the given resources and timeline b. Includes a comprehensive work plan outlining timelines, deliverables, and the event/program’s overall feasibility
3) Community Need/Impact
a. Demonstrates an understanding of the Burbank community and details how the event/program will make a positive impact for City residents and visitors b. Demonstrates the need for the event/program in addressing a gap in existing services
4) Budget/Financial Management
a. Outlines a clear and detailed budget breakdown with cost justifications and efficient use of grant funds
b. Includes well-prepared contingency plans to address potential budget challenges
2199
3 Following the Committee’s review, a total of 17 applications were recommended for funding totaling $52,500. The remaining 7 applications were not recommended for funding due to one or more of the following reasons:
• The proposed event or program did not appear feasible based on the information provided.
• The proposal lacked sufficient detail or left significant questions unanswered. • The proposed event or program’s direct impact to the Burbank community was limited or uncertain.
• The budget information provided was unrealistic or incomplete, lacked contingency plans, or the organization is already receiving significant City funding or resources.

Following Council’s approval of funding recommendations for this year’s Grant Program, organizations will have the opportunity to meet with staff to discuss their application and receive feedback.

All selected grant recipients will be required to sign and execute an agreement with the City of Burbank that requires them to expend all funds within 12 months of the grant award and provide proof of expenditure of the entire grant amount within sixty (60) days of the completion of the event or program.

A summary table of the Grant Program applications for FY 2025-26 (Attachment 1) lists the following:
• Organization name;
• Proposed event/program name;
• Requested grant funding amount;
• Recommended grant funding amount by the Committee; and • Funding recommendation factors.

All eligible applications have also been included (Attachment 2) for reference.

COMMUNITY OUTREACH
A dedicated webpage was created to provide comprehensive information related to the Grant Program, including eligibility criteria, application processes (including online submission), evaluation standards, and important deadlines.

Staff held two application workshops to review the grant guidelines and application process as well as provide an opportunity to answer any questions. The first was held inperson on March 11, 2026, and the second was held virtually on March 25, 2026. A total 2200
4 of 21 representatives attended both workshops. The virtual workshop was recorded and posted on the Grant Program’s dedicated webpage for those who were unable to attend.

The Grant Program and workshops were promoted via social media posts, E-blasts, and City Council announcements.

In addition, staff remained available throughout the application period to schedule oneon-one phone calls to provide additional assistance, guidance, or clarification for individuals preparing their applications for the Grant Program.

ENVIRONMENTAL REVIEW
This activity has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and as such, is not a “project” subject to the requirements of the California Environmental Quality Act (CEQA) 14 Cal. Code Regs § 15378.

FISCAL IMPACT
There is no fiscal impact associated with the approval of funding allocations for the 2026 Grant Program as the $55,000 was previously allocated for FY 2025-26. Council consideration of funds to continue the Grant Program in future years will be considered as part of a budget discussion paper item included in the proposed FY 2026-27 budget.

CONCLUSION
Staff recommends Council consider the funding recommendations from the Review Committee, approve the allocation of funding for the 2026 Community Events and Program Grant awards totaling $52,500 for Fiscal Year (FY) 2025-26, provide direction, if any, on the allocation of the remaining $2,500, and authorize the City Manager or designee to execute all necessary documentation to effectuate the grant funding.

ATTACHMENTS
Attachment 1 – Community Events and Program Grant FY 2025-26 Summary Table Attachment 2 – FY 2025-26 Community Events and Program Grant Applications 2201
FY 2025-26 Community Events and Program Grant Summary Table ATTACHMENT 1 # Organization Name Event/Program
Requested
Amount
Recommended
Amount
Council
Approved
1 Armenian Relief Society of
Western USA Inc.

Community Educational Workshops provide education on financial management, tenant rights, job development, civic engagement, digital literacy, and housing resources. $ 10,000.00 1,500.00 $
2 Beauty Bus
Beauty Services at Providence Saint Joseph's Health Center provides weekly onsite licensed cosmetology services to long-term patients in oncology, NICU, and stroke rehabilitation units. $ 10,000.00 4,000.00 $
3 Boys & Girls Club of Burbank
and Greater East Valley
Back to School Fair, held in collaboration with the Non-Profit Coalition and community partners, provides students with school supplies, dental and visions screenings, clothing, and other essential resources. $ 6,000.00 6,000.00 $
4 Burbank Eco Council
Lost and Found Rehomed collects, cleans, and redistributes unclaimed BUSD clothing to families through pop-up events at the Burbank Public Library.
$ 3,500.00 1,000.00 $
5 Burbank Housing Corporation
BHC Holiday Meal Distribution and Family Resource Event distributes holiday food baskets, gift cards, and resource connections to approximately 200 low-income families through volunteer and partner support. $ 4,000.00 4,000.00 $
6 Burbank Human Relations
Council
MLK Jr. Day I Have a Dream Breakfast brings the community together through student scholarships, youth voices, and a program honoring Dr. King's legacy.
$ 2,050.00 2,000.00 $
7 Burbank Pride Inc
Burbank Pride's Family Pride in the Park is a free, inclusive community event featuring entertainment, activities, and resource booths for LGBTQIA+ individuals, families, and allies. $ 10,000.00 6,000.00 $
8 Burbank Tournament of Roses
Decoration: Seeds and Flowers supports the design, construction, and decoration of the organization's annual float for the Pasadena Rose Parade.
$ 8,000.00 1,000.00 $
9 Ella's Angels Foundation
Ella's Angels Burbank Thanksgiving Community Meal Program distributes meal kits to 500 Burbank residents in need while fostering community support and youth volunteerism. $ 3,000.00 1,000.00 $
10 Family Growth and Wellness
Center
"Parenting Children with ADHD - A 6-Week Intensive Workshop" offers virtual, evidence-based support strategies for parents of neurodivergent children at a subsidized cost. $ 3,000.00 3,000.00 $
11 Hive & Hanger
Burbank Community Pollinator Series implements a six-month environmental education program combining STEM learning, storytelling, and hands-on activities to support pollinator-friendly habitats. $ 10,000.00 1,000.00 $
12 Leadership Burbank
Funding Support for Growth Campaign strengthens organizational capacity by supporting executive leadership, expanding fundraising efforts, and developing new community leadership programs and services. $ 10,000.00 5,000.00 $
13 Los Anarchists Junior Derby
2026 Equipment Acquisition and Community Event expands a free roller derby equipment lending program and hosts a no-cost community skate event with demonstrations, activities, and partner booths. $ 5,000.00 5,000.00 $
14 Magnolia Park Events Holiday in the Park - Art Block features local artists to enhance the event's cultural experience. $ 10,000.00 4,000.00 $ 15 Musicians at Play Foundation
Music is Instrumental Concert and Mentorship Program connects BUSD students with professional musician coaching, ensemble participation, and a culminating public performance at Burbank High School. $ 10,000.00 5,000.00 $
16 Salit Foundation
Meet the Orchestra (Instrument Petting Zoo) is a free, hands-on music education event at the Burbank Public Library where children explore instruments, meet musicians, and receive a take-home instrument to begin their musical learning journey.
$ 3,200.00 2,000.00 $
17 Verdugo Hills Council
Rain Gutter Regatta/Water Safety hosts a one-day youth event featuring rain gutter boat racing and water safety education for ages 5-18 in a hands-on, inclusive environment. $ 2,000.00 1,000.00 $
$52,500.00
Recommended for Funding
2026 Funding Recommendations Total

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Burbank City CouncilMay 19, 2026

Burbank City Council
May 19, 2026