Agenda packet — Colma City Council, February 12, 2025

Regular Meeting Agenda 02.12.25 Page 1 of 2

AGENDA

REGULAR MEETING

CITY COUNCIL OF THE TOWN OF COLMA
Wednesday, February 12, 2025
Regular Session – 7:00 PM

The City Council meeting will be held in person in the City Council Chambers. The Town will only accept public comments from the public attending in person and will not accept public comments via Zoom.

As a courtesy and technology permitting, the meeting can also be viewed /heard via Zoom Video Conference, but no public comment will be allowed or accepted by the Town via Zoom. The Town cannot guarantee that the public’s access to Zoom will be uninterrupted, and technical difficulties may occur from time to time. In those instances, so long as the public may still attend the meeting in person, the meeting will continue, even if the public is unable to view/hear or otherwise access the meeting via Zoom.

To attend the meeting in person:

Town Hall, Council Chamber, 1198 El Camino Real, Colma CA 94014

To view/hear the meeting via Zoom Video Conference:

Join Zoom Meeting:

https://us02web.zoom.us/j/85610028212

Meeting ID: 856 1002 8212

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To provide Public Comment:

Members of the public wishing to provide public comment are required to attend the meeting in person and are requested to complete a yellow speaker card and submit it to the City Clerk. Comments should be kept to three minutes or less. If there appears to be a large number of speakers, time may be reduced to no less than one minute each, at the discretion of the Mayor.

The City Council Meeting Agenda Packet and supporting documents are available for review on the Town’s website www.colma.ca.gov or at Colma Town Hall, 1198 El Camino Real, Colma, CA. Persons interested in obtaining an agenda via e-mail should call 650-997-8300 or email a request to [email protected].

Reasonable Accommodation
Upon request, this publication will be made available in appropriate alternative formats to persons with disabilities, as required by the Americans with Disabilities Act of 1990. Any person with a disability, who requires a modification or accommodation to view the agenda, should direct such a request to Renee Eshun, ADA Coordinator, at 650-997-8300 or [email protected]. Please allow two business days for your request to be processed.

Regular Meeting Agenda 02.12.25 Page 2 of 2

PLEDGE OF ALLEGIANCE AND ROLL CALL

ADOPTION OF AGENDA

PRESENTATIONS
• Proclamation in Honor of Black History Month
• Colma Police Department Year End Review

PUBLIC COMMENTS

Comments on the Consent Calendar and Non-Agenda Items will be heard at this time.

Comments on Agenda Items will be heard when the item is called.

CONSENT CALENDAR

1. Motion to Approve the Minutes from the January 22, 2025 Regular Meeting

2. Motion to Approve and Accept the Annual and Five-Year Development Impact Fee Report for Fiscal Year Ending June 30, 2024 Pursuant to the Mitigation Fee Act Pursuant to CEQA Guideline 15378

3. Motion to Adopt a Resolution Approving and Authorizing the City Manager to Execute a Primary Grant Agreement with the San Mateo County Transportation Authority for Future Measures A and W Funding, Pursuant to CEQA Guideline 15378

4. Motion to Adopt a Resolution Amending Colma Administrative Code Section 3.05.030 Regarding the Retirement Health Savings Plan Pursuant to CEQA Guideline 15378

5. Motion to Adopt a Resolution Approving the Fourth Amendment to the Bulk Cable Television Services Agreement with Comcast to Extend the Agreement for Three Years Pursuant to CEQA Guideline 15378

NEW BUSINESS

6. FY2024-25 MID-YEAR FINANCIAL UPDATE & BUDGET AMENDMENT

Consider: Motion to Accept the Fiscal Year 2024-25 Mid-Year Financial Report Through December 31, 2024, and Authorize a Copy to be Posted on the Town’s Website and Adopt a Resolution Appropriating Funds and Amending Budget for the Fiscal Year 204-25 to Increase General Fund (11) Appropriation by $261,250 Pursuant to CEQA Guideline 15378

REPORTS

Mayor/City Council Reports

Committee Reports

City Manager Report

ADJOURNMENT
Minutes – Regular Meeting 01.22.25 Page 1 of 3

MINUTES

REGULAR MEETING
City Council of the Town of Colma
Town Hall Council Chamber
1198 El Camino Real, Colma CA
Also viewable via Zoom.us
Wednesday, January 22, 2025
State of the City – 6:30 PM
Regular Session – 7:00 PM

STATE OF THE CITY
Mayor Gonzalez gave the 2025 State of the City address.

The Council recessed at 6:50 p.m. for refreshments.

PLEDGE OF ALLEGIANCE AND ROLL CALL
Mayor Gonzalez reconvened the meeting to order at 7:01 p.m.

Council Present – Mayor Ken Gonzalez, Vice Mayor Carrie Slaughter and Councilmembers Helen Fisicaro, and Thomas Walsh
Council Absent – Joanne F. del Rosario
Staff
Present – City Manager Daniel Barros, City Attorney Christopher Diaz, Chief of Police John Munsey, Planning and Public Works Director Brad Donohue, City Engineer Cyrus Kianpour, Administrative Services Director Renee Eshun, Recreation Manager Angelika Abellana, City Clerk Michelle Estabillo, and Deputy City Clerk Abigail Dometita Council recited the Pledge of Allegiance.

ADOPTION OF THE AGENDA
Action: A motion was made by Councilmember Walsh, seconded by Vice Mayor Slaughter, to adopt the agenda. The motion carried by the following vote:

Name Voting Present, Not Voting Absent
Aye No Abstain Not Participating
Ken Gonzalez, Vice Mayor 
Carrie Slaughter 
Helen Fisicaro 
Joanne F. del Rosario 
Thomas Walsh 
4 0
ITEM #1

Minutes – Regular Meeting 01.22.25 Page 2 of 3

PRESENTATIONS

Presentation from HIP Housing
HIP Housing Outreach Coordinator Kevin Joyner spoke about the 2025 Calendar.

PUBLIC COMMENTS

Laura Walsh spoke about speeding on Mission Road.

Laura Venegas spoke about speeding on B Street and urged the Town to install speed bumps.

CONSENT CALENDAR

1. Motion to approve minutes of the January 8, 2025 Regular Meeting

2. Motion to approve report of checks paid for December 2024

3. Motion to accept Informational Report on Recreation Department program, activities, events, and trips for the fourth quarter of 2024

There was no Public Comment received.

Action: A motion was made by Vice Mayor Slaughter, seconded Councilmember Walsh, to approve the Consent Calendar. The motion carried by the following vote:

Name Voting Present, Not Voting Absent
Aye No Abstain Not Participating
Ken Gonzalez, Mayor 
Carrie Slaughter, Vice Mayor 
Helen Fisicaro 
Joanne F. del Rosario 
Thomas Walsh 
4 0

STUDY SESSION

4. Daylighting Law – Assembly Bill 413

Planning and Public Works Director Brad Donohue presented the staff report.

Council questions and comments followed.

Planning and Public Works Director Donohue, City Attorney Chris Diaz, and City Manager Dan Barros responded to Council questions.

Public Comment was received from the following speakers:

John Irish Goodwin

Minutes – Regular Meeting 01.22.25 Page 3 of 3

COUNCIL CALENDARING

Mayor Gonzalez announced that the next Regular Council Meeting is on February12, 2025.

REPORTS

Mayor/Council Reports
There were none.

Committee Reports
Councilmember Walsh reported that he attended the HEART meeting held today. He noted that he did not need to attend it but learned more about the organization and will be attending the upcoming meeting in March.

City Manager Report
City Manager Barros Pacific Nurseries operating under a new name Devil Mountain Nurseries.

He also noted that the Town received reimbursement of approximately $64,000 from a FEMA Grant for expenditures occurred during the pandemic. Lastly, Mr. Barros announced that the Town is hosting its first Ghost Run 5K in collaboration with Cypress/Olivet Cemeteries.

ADJOURNMENT

Mayor Gonzalez adjourned the meeting at 8:10 p.m.

Respectfully submitted,

Michelle Estabillo, MMC
City Clerk

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Staff Report re FY 2023-24 Development Impact Fee Page 1 of 4

STAFF REPORT
TO: Mayor and Members of the City Council
FROM: Renee Eshun, Administrative Services Director
VIA: Dan Barros, City Manager
MEETING DATE: February 12, 2025 January 8, 2025
SUBJECT: FY 2023-24 Development Impact Fee Report
(AB1600), Including Five Year Report

RECOMMENDATION
Staff recommends that the City Council make the following motion:

APPROVE AND ACCEPT THE ANNUAL AND FIVE-YEAR DEVELOPMENT IMPACT FEE REPORT FOR FISCAL YEAR ENDING JUNE 30, 2024 PURSUANT TO THE MITIGATION FEE ACT PURSUANT TO CEQA GUIDELINE 15378

COUNCIL ADOPTED VALUES

By accepting and publishing this report on the Town’s website, the Town is showing its commitment to being transparent and accountable in its use of development impact fees. This is in alignment with the fairness and responsibility attributes of the City Council adopted value-based code of conduct.

BACKGROUND
Development impact fees are charged by local governmental agencies in connection with approved development projects. The purpose of these fees is to defray all or a portion of the cost of public facilities related to the development projects, implementing the projects’ “fair share” of the cost of the capital improvements project consistent with the general plan. The legal requirements for enactment of a development impact fee program are set forth in Government Code Sections 66000-66025 (the “Mitigation Fee Act” or “Act”), the bulk of which was adopted in 1987 as Assembly Bill (AB) 1600.

The Mitigation Fee Act regulates how public agencies collect, maintain and spend impact charges and fees imposed on developers for the purpose of defraying costs of public facilities.

The Act includes requirements for accounting, expending and reporting charges, fees and related interest earnings.

The Town collects the following types of fees in connection with development:

Date of Adoption Ordinance No. Fee authorized
March 14, 2006 641 Park Land Dedication (Park In-Lieu)
September 28, 2016 639 Housing In-Lieu Fee/Housing Impact Fee

Staff Report re FY 2023-24 Development Impact Fee Page 2 of 4 Th
e Housing Impact Fee is the only fee that is subject to annual reporting under the Mitigation Fee Act. The Park In-Lieu fee is classified as a "Quimby Act" fee (Government Code §§ 66477) and is expressly excluded from the Mitigation Fee Act per Section 66000(b). The Town’s inclusionary (affordable) housing requirement for for-sale residential development provides developers’ a voluntary option to pay the Housing In-Lieu Fee (CMC Section 5.12.040). As such, the Housing In-Lieu Fee is not an exaction and is not subject to the Mitigation Fee Act. (616 Croft Ave., LLC v. City of West Hollywood, 3 Cal.App.5th 621, 630 (2016); see also Hamilton & High, LLC v. City of Palo Alto (2023) 89 Cal.App.5th 528, 553 [affordable housing requirements, including voluntary election to pay in-lieu fees, do not defray costs of increased demand on public facilities and therefore not subject to Mitigation Fee Act].) The Park In-Lieu Fee and Housing In-Lieu Fee are included in this staff report for informational purposes only and are not subject to annual reporting requirements under the Mitigation Fee Act.

This Annual Report must also be reviewed by the City Council at a regularly scheduled public meeting. In addition, notice of the time and place of the meeting shall be mailed at least 15 days prior to the meeting to any interested party who files a written request with the local agency.

ANALYSIS
As required by the Mitigation Fee Act, impact fees must be segregated from the General Fund and accounted for in special revenue funds. Government Code Section 66006 requires that the City make available to the public information regarding development impact fees for each fund within 180 days after the end of each fiscal year:
• A brief description of the fee and the fund into which the fee was deposited; • The amount of the fee;
• The associated fund's beginning and ending balances for the fiscal year; • The total amount of fees collected, and interest earned; • Identification of each public improvement on which impact fees were expended and the amount of expenditure on each improvement, including the total percentage of the cost of the public improvement that was funded with impact fees; • Identification of the approximate date by which construction of a public improvement will commence if the local agency determined that sufficient funds have been collected to complete financing on an incomplete public improvement and the public improvement remains incomplete;
• An identification of each public improvement identified in a previous report and whether construction began on the approximate date noted in the previous report; • For a project identified above for which construction did not commence by the approximate date provided in the previous report, the reason for the delay and a revised approximate date that the local agency will commence construction. • A description of each interfund transfer or loan made from an account or fund; and • The amount of refunds made, including the number of persons or entities identified to receive such funds , and any allocations pursuant to subdivision (f) of Section 66001. (Attachment A)
Further, Government Code Section 66001(d) also requires that findings describing the continuing need for impact fees be made the fifth fiscal year following the first deposit into the Staff Report re FY 2023-24 Development Impact Fee Page 3 of 4 account or fund, and every five years thereafter, specifying the intended use of any unexpended impact fees, regardless of whether the fees are committed or uncommitted.

In 2023-24, the Town collected $0 of Park In-Lieu Fees, $0 of Housing In-Lieu Fees and $0 of Housing Impact Fee. For reference, below is the fund information for the Park In-Lieu Fee and the Housing In-Lieu Fee. Information regarding the Housing Impact Fee is included in the FY 2023-24 Development Impact Fee Report (Attachment A).

PARK LAND DEDICATION (PARK IN-LIEU)
Balance at 7/1/2023 $ 0
2023-24 Fee Revenues 0
2023-24 Capital Spending/Encumbrance Project Budget
Actual
Spending
None 0
Interfund Transfers 0
Balance at 6/30/2024 $ 0

HOUSING IN-LIEU FEE
Balance at 7/1/2023 $ 212,965
2023-24 Fee Revenues 0
2023-24 Interest Revenue 4581
2023-24 Spending/Encumbrance Project Budget
Actual
Spending
None 0 0
Interfund Transfers 0
Balance at 6/30/2024 $ 217,546
FIS

CAL IMPACT
There is no fiscal impact.

ENVIRONMENTAL
The City Council’s decision to accept the development impact fee report is exempt from environmental review under the California Environmental Quality Act pursuant to CEQA Guideline 15378 as it is more akin to a report on government activity, which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.

Staff Report re FY 2023-24 Development Impact Fee Page 4 of 4

ALTERNATIVES

1. Make alternations to the report for understandability. Please note, the amounts cannot be altered.

2. Direct staff to post the report in additional public locations

CONCLUSION
Staff recommends the City Council approve and accept the report.

ATTACHMENTS
A. FY 2023-24 Development Impact Fee Report
B. Mitigation Fee Act Five Year Report Findings
FY 2023-24 Development Impact Fee Report
February 12, 2025 City Council Meeting

Page 1 of 2 ends

DEVELOPMENT IMPACT FEE REPORT FOR
FISCAL YEAR ENDED JUNE 30, 2024
This repor
t provides an overview and summarized information on the Town’s Development Impact Fees and five-year findings report for Fiscal Year Ending June 30, 2024.

HOUSING IMPACT FEE
FEE DESCRIPTION: The Housing Impact Fee is required to be paid by a developer of a single- family residence, a for-rent residential development of five or more units and for non- residential/commercial development over 5,000 square feet (CMC Sections 5.12.050 and 5.12.060). In accordance with CMC Sections 5.12.010 and 5.12.030, monies deposited in the Housing Fund along with any interest earnings on such monies shall be used solely to increase and improve the supply of housing affordable to households of moderate -, low - and very low -income households in the Town and in northern San Mateo County.

FEE AMOUNT: The impact fees can be found in Subchapter 1.10 of the Colma Administrative Code, Master Fee Schedule, and are listed below for each of the different types of development.

Residential Use Fee per Square Foot of Net
New Floor Area
Single Family Detached Home $10.00
Townhouses, Duplexes and Triplexes $ 15.00
Apartments and Condominiums $ 15.00
Non-Residential Use
(Only applies to developments over 5,000 sf)
Fee per Square Foot of Net
New Floor Area
Hotel $5.00
Retail, Restaurants and Services $5.00
Office, Medical Office and Research and Development Uses $5.00 FUND BALANCE*
Balance at 7/1/2023 $ 67,510
2023-24 Fee Revenues
2023-24 Interest Revenue 1,447
2023-24 Spending/Encumbrance Project Budget
Actual
Spending
None
Interfund Transfers -
Balance at 6/30/2024 $ 68,957

ATTACHMENT A
r I I I I I I I I
Gt L I I I I I I I I
FY 2023-24 Development Impact Fee Annual Report (AB 1600) February 12, 2025 City Council Meeting

Page 2 of 2 ends

PUBLIC IMPROVEMENTS:

The fund balance has not been expended on any public improvements during fiscal year ended June 30, 2024.

APPROXIMATE DATE THE CONSTRUCTION OF THE PUBLIC IMPROVEMENT WILL COMMENCE:

The approximate date by which the construction of the public improvements identified in Colma Municipal Code Section 5.12.030 will commence is unknown at this time as sufficient funds have not been collected to complete financing on the incomplete public improvements. No public improvements were identified in the previous annual report. Therefore, there is nothing to report for the remainder of this reporting requirement.

INTERFUND TRANSFERS OR LOANS:

No interfund transfer or loan from the fund has occurred this financial year.

REFUNDS/ALLOCATIONS:

No refunds or allocations have been made this financial year.

TOWN OF COLMA

DEVELOPMENT IMPACT FEE FIVE YEAR FINDINGS REPORT FOR
FISCAL YEAR ENDED JUNE 30, 2024
(A) Identify the purpose to which the fee is to be put.

The fee is to be used to assist in providing aﬀordable housing to very low-, low-, and moderate- income households in the Town by providing funding for future aﬀordable housing as mandated by the state through the certiﬁed Colma Housing Element Update which requires the city to provide a total of 106 very low-, low-, and moderate-income households by 2031. (B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.
i. As new development continues to progress in the Town, the prices of housing has continued to increase causing a decrease in the stock of aﬀordable housing, considering the limitations of available lands in Colma as 76 percent of the town’s land use is dedicated to cemetery use, and the eﬀect of supply and demand for aﬀordable housing. ii. The Town has continued to experience a lack of aﬀordable housing and the need for such aﬀordable housing has increased.
iii. The town experienced a major aﬀordable housing project – the Veterans Village which has provided 66 aﬀordable housing units for veterans, located at 1680 Mission Road, and by the state mandate, the town is in needs of 106 more aﬀordable units prior to 2031, hence a continued need for aﬀordable housing and to continue to collect a development impact fee. iv. As provided previously, the town is mandated by the state to add 106 more aﬀordable units by 2031, therefore, the development impact fees will assist in achieving that goal. (C) At this time, there are no housing development scheduled to be completed anytime soon. Currently, there are no outside additional sources outside of development impact fees is expected.
(D) The Town does not have any other expected source of funds other than the development impact fees. The development impact fees are collected as new development occurs in the Town. Given the unknown nature of private property owners’ plans for development and market conditions, the Town is unable to designate an approximate date when private development will occur in the Town, as the Town is not in control of the private property owner’s decision-making process. The Town will continue to monitor development projects and development impact fees collected as development progresses.

ATTACHMENT B

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Staff Report – Approving Primary Grant Agreement with TA Page 1 of 3

STAFF REPORT
TO
: Mayor and Members of the City Council
FROM: Brad Donohue, Director of Public Works and Planning Abdulkader Hashem, Principal Project Manager
VIA: Daniel Barros, City Manager
MEETING DATE: February 12, 2025
SUBJECT: Approving a Primary Grant Agreement with the San Mateo County Transportation Authority

RECOMMENDATION
St
aff recommends that the City Council adopt the following:

RESOLUTION A PPROVING AND A UTHORIZING THE CITY MANAGER TO EXECUTE A

PRIMARY GRANT AGREEMENT WITH THE SAN MATEO COUNTY TRANSPORTATION

AUTHORITY FOR FUTURE MEASURES A AND W FUNDING, PURSUANT TO CEQA GUIDELINES 15378

COUNCIL ADOPTED VALUES
The City Council’s action in adopting the resolution to approve and authorize the City Manager to execute a Primary Grant Agreement with the San Mateo County Transportation Authority (TA) is visionary , as it will make Town eligible for Measures A and W grant programs for transportation projects, which will provide the necessary funding to implement innovative solutions that will enhance our community's quality of life, promote sustainable transportation, and improve safety for all users.

BACKGROUND
In 1988, San Mateo County voters approved Measure A, a 20-year half-cent sales tax to fund and leverage additional funding for transportation projects and programs in San Mateo County. The approval of Measure A created the TA to manage and administer the sales tax revenues generated in conformance with the Transportation Expenditure Plan (TEP). The 1988 sales tax expired on December 31, 2008. In 2004, the San Mateo County voters reauthorized the Measure A half-cent sales tax and adopted a new TEP for an additional 25 years (from January 1, 2009, through December 31, 2033). The TEP established funding categories for Transit; Highways ITEM #3
Staff Report – Approving Primary Grant Agreement with TA Page 2 of 3 Improvements; Local Streets/Transportation; Grade Separations; Pedestrian and Bicycle Improvements; and Alternative Congestion Relief projects.

In 2018, the San Mateo County voters approved Measure W, a 30-year half cent sales tax, from July 1, 2019 through June 30, 2048, to fund and leverage additional funding for transportation projects and programs in San Mateo County that are consistent with the Measure W Congestion Relief Plan. The San Mateo County Transit District (District) levies this tax and administers investments for the 50% of the proceeds assigned to the County Public Transportation Systems category in the Congestion Relief Plan. The TA is responsible for administering the remaining 50% of funds assigned to: Countywide Highway Congestion Improvements; Local Safety, Pothole and Congestion Relief Improvements including Grade Separations; Bicycle and Pedestrian Improvements; and Regional Transit Connections.

The Town of Colma and TA have been engaging in several funding agreements for various bicycle and pedestrian improvement projects, including the El Camino Real Project Study Report-Project Development Support ( PSR-PDS), Project Approval and Environmental Document (PA&ED ), Segment B from Mission Road intersection to Arlington Drive, and the recently awarded Hillside Boulevard Phase II. The Town of Colma is the project sponsor and implementing agency, while TA provides funding and oversight.

ANALYSIS
The proposed Primary Grant Agreement with the San Mateo County Transportation Authority (TA) represents a significant opportunity for the Town to pursue substantial funding over the next 10 years. By approving this agreement, the Town will become eligible to apply for future funding from Measure A and Measure W.

This funding opportunity will enable the Town to prioritize and implement a variety of transportation projects and programs that will enhance pedestrian and cyclist safety, improve mobility, and mitigate traffic congestion that will directly benefit the residents, businesses and visitors of our community. The grant funding will offset project costs , reducing the Town’s financial burden.

Detailed Description of the Project/Proposal/Ordinance
The San Mateo County Transportation Authority (TA) has developed a 10-year primary grant agreement (PGA) to streamline and expedite future contracting processes for the delivery of Measure A and Measure W funds for transportation projects throughout San Mateo County.

Concise individual project supplements , detailing each funded project and its specific requirements, will be attached to the PGA (refer to Exhibit A in the PGA template, Attachment B).

To be eligible for Measures A and W funding over the next 10 years, the TA requires the Sponsor's governing board to adopt a resolution authorizing the City Manager, or a designee, to sign a PGA with the TA, and take any other actions necessary to give effect to this resolution. Also, the Sponsor must certify that any funds awarded by the TA will be used to supplement existing funds for program activities and will not replace existing funds or resources.

Staff Report – Approving Primary Grant Agreement with TA Page 3 of 3

FISCAL IMPACT
In recent years, TA has awarded the Town of Colma several Measure A and W grants for various bicycle and pedestrian improvement projects. The Town and TA have formalized these funding arrangements through a series of executed agreements.

The adoption of a resolution authorizing the City Manager to execute a PGA with the TA will not have a direct fiscal impact on the Town. This action aligns with the Town's existing funding agreements with the TA and more than likely creates opportunities for future funding through Measure A and W grants. The specific costs and funding sources will be determined on a project-by-project basis in subsequent supplemental funding agreements.

ENVIRONMENTAL
The City Council’s action in adopting the resolution is exempt from the environmental review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guideline 15378 as it merely structures the relationships and related obligations between TA and Colma and is more akin to an organizational or administrative activity of the government that will not result in direct or indirect physical changes in the environment. This initial action is to approve and authorize the City Manager, in the future, to execute a Primary Grant Agreement (PGA) for future funded projects. For all projects, environmental review will be conducted prior to such time that any project is considered.

ALTERNATIVES
The City Council could choose not to adopt the resolution. Doing so is not recommended as the opportunity to become eligible for Measures A and W funding over the next 10 years could significantly limit the Town’s access to available grant funding going forward.

ATTACHMENTS
A. Resolution
B. San Mateo Transportation Authority’s Primary Grant Agreement Template

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Reso 2025-__, Approving Primary Grant Agreement with TA Page 1 of 2 RESOLUTION NO. 2025-__

OF THE CITY COUNCIL OF THE TOWN OF COLMA

RESOLUTION APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A

PRIMARY GRANT AGREEMENT WITH THE SAN MATEO COUNTY TRANSPORTATION

AUTHORITY FOR FUTURE MEASURES A AND W FUNDING, PURSUANT TO CEQA GUIDELINES 15378
The City Council of the Town of Colma does resolve as follows:

WHEREAS, on June 7, 1988, the voters of San Mateo County approved a ballot measure to allow the collection and distribution by the San Mateo County Transportation Authority (TA) of a half-cent transactions and use tax in San Mateo County for 20 years with the tax revenues to be used for highway and transit improvements pursuant to the Transportation Expenditure Plan presented to the voters (Original Measure A); and
WHEREAS, on November 2, 2004, the voters of San Mateo County approved the continuation of the collection and distribution by the TA of the Measure A half cent transaction and use tax for an additional 25 years to implement the 2004 Transportation Expenditure Plan, beginning January 1, 2009 (New Measure A); and
WHEREAS, on November 6, 2018, the voters of San Mateo County authorized a new one-half percent sales tax in San Mateo County for transportation purposes, and tasked the TA with administering four of the five transportation program categories described in t he Congestion Relief Plan presented to the voters (Measure W); and WHEREAS, the Town of Colma is eligible for funding under certain programs in the 1988 Transportation Expenditure Plan, 2004 Transportation Expenditure Plan, and/or 2018 Congestion Relief Plan; and
WHEREAS, the TA requires the Sponsor's governing board to adopt a resolution authorizing the Sponsor's City Manager, or a designee, to sign a Primary Grant Agreement with the TA to receive Measures A and W grants over the next 10 years, and to take any other actions necessary to give effect to this resolution.

NOW, THEREFORE, BE IT RESOLVED that the governing board of the Town of Colma:

1. Approves and authorizes the City Manager, or designee, to execute a primary grant agreement with the San Mateo County Transportation Authority to be eligible to receive

ATTACHMENT A
Reso 2025-__, Approving Primary Grant Agreement with TA Page 2 of 2 Measures A and W grants over the next 10 years; and

2. Certifies that any funds awarded by the TA will be used to supplement existing funds for program activities, and will not replace existing funds or resources; and

3. Approves and au thorizes the City Manager, or designee, to take any other actions necessary to give effect to this resolution.

Ce
rtification of Adoption
I certify that the foregoing Resolution 2025-__ was duly adopted at a regular meeting of said City Council held on February 12, 2025 by the following vote:

Name Voting Present, Not Voting Absent
Aye No A bstain Not Participating
Ken Gonzalez, Mayor
Carrie Slaughter, Vice Mayor
Helen Fisicaro
Joanne F. del Rosario
Thomas Walsh
Da
ted ______________________ ___________________________________ Ken Gonzalez, Mayor
Attest: ____________________________
Michelle Estabillo, City Clerk

Page 1 of 36 ends

20016287.14
PRI

MARY GRANT AGREEMENT

SAN MATEO COUNTY TRANSPORTATION AUTHORITY

MEASURE A AND/OR MEASURE W FUNDS
This Primary Grant Agreement (Agreement) is made __________________ by and between the San Mateo County Transportation Authority (TA) and the [Project Sponsor] (Sponsor), each of which is referred to herein individually as “Party” and jointly as “Parties.”

RECITALS
WH
EREAS, on June 7, 1988, the voters of San Mateo County approved a ballot measure to allow the collection and distribution by the TA of a half-cent transactions and use tax in San Mateo County for 20 years with the tax revenues to be used for highway and transit improvements pursuant to the Transportation Expenditure Plan presented to the voters (Original Measure A); and
WHEREAS, on November 2, 2004, the voters of San Mateo County approved the continuation of the collection and distribution by the TA of the Measure A half cent transaction and use tax for an additional 25 years to implement the 2004 Transportation Expenditure Plan, beginning January 1, 2009 (New Measure A); and
WHEREAS, on November 6, 2018, the voters of San Mateo County authorized a new one-half percent sales tax in San Mateo County for transportation purposes, and tasked the TA with administering four of the five transportation program categories described in the Congestion Relief Plan presented to the voters (Measure W); and
WHEREAS, the TA and Sponsor desire to enter into this Agreement to establish the process, terms and conditions governing the allocation and expenditure of Measures A/W Funds by Sponsor for capital projects.

Now therefore, the Parties agree as follows:

SECTION 1: Form of Agreements

1.1. Primary G
rant Agreement. This Primary Grant Agreement outlines the general terms and conditions applicable to all TA allocations of Measures A/W Funds to Sponsor for capital projects. As allocations are made, the TA and Sponsor will enter into subsequent arrangements for each allocation (Project Supplements). From time to time the Parties may enter into Project Supplements with third parties for cosponsored projects.

1.2. Project Supplements. Eac
h Project Supplement will be substantially in a form
attached hereto as described in Exhibit A, "Form of Project Supplements " and will be attached to this Agreement and incorporated herein by this reference.

SECTION 2: Te rm and Termination

2.1. Term. The term of this Agreement will commence on Execution Date and will terminate after 10 years, unless terminated by Sponsor or the TA pursuant to this Section 2. Wor k begun under the Agreement will continue to be governed by this Agreement until the Scope of Work is complete.

ATTACHMENT B

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2.2. Sponsor’s Right to Terminate; Repayment upon Termination. Sponsor may at any time terminate the Agreement or a Project Supplement by giving ten (10) days’ written notice to the TA of its election to do so. Upon such termination, Sponsor will not be reimbursed for any further Scope of Work Costs associated with the Agreement or the Project Supplement, as applicable, and will reimburse the TA for all monies paid by the TA and costs incurred by the TA in connection with the applicable Scope of Work as well as all reasonable costs and expenses incurred to effect such termination within ninety (90) days of the TA’s submission to Sponsor of a detailed statement of such payments and costs.

2.3. Ter mination by the TA . The TA may terminate this Agreement or a Project Supplement, with or without cause, by giving ten (10) days’ written notice of such termination.

If the TA terminates the Agreement for Sponsor’s default, Sponsor will reimburse the TA for all funds paid to Sponsor in connection with all Scopes of Work, and for all costs incurred by the TA in connection with the Scope of Work as well as all reasonable costs and expenses incurred to effect such termination, within ninety (90) days of the TA’s submission to Sponsor of a detailed statement of such payments and costs.

If the TA terminates a Project Supplement for Sponsor’s default, Sponsor will reimburse the TA for all funds paid to Sponsor in connection with the Scope of Work for the applicable Project Supplement, and for all costs incurred by the TA in connection with the Scope of Work as well as all reasonable costs and expenses incurred to effect such termination, within ninety (90) days of the TA’s submission to Sponsor of a detailed statement of such payments and costs.

If the TA terminates the Agreement or a Project Supplement for convenience, the TA is obligated to pay to Sponsor all costs and expenses incurred thereunder by Sponsor up to the date of notice of termination, as well as all reasonable costs and expenses incurred to effect such termination.

2.4. Expiration/Suspension of TA’s Financial Obligations. Any and all financial obligations of the TA pursuant to this Agreement expire upon the expenditure of TA’s maximum contribution to each Scope of Work as established in each Project Supplement or the conclusion of the Term as defined in Section

2.1, whichever occurs
first. The TA reserves the right to suspend its financial obligation, with ten (10) days’ advance notice, if Sponsor identifies a risk of not being able to complete a Scope of Work within budget. If Sponsor cannot provide a credible funding plan acceptable to the TA to fund and complete each Scope of Work, the Sponsor will be in default and the TA may terminate this Agreement. If Sponsor identifies a risk of not being able to complete each Scope of Work within budget, failure to report such risk to the TA constitutes default and is cause for termination under Section 2.3.

2.5. Supplementing Existing Revenue. Sponsor agrees that it will use funds provided pursuant to this Agreement to supplement existing revenue. Sponsor will not use Measures A/W Funds to replace other local taxes or revenues already programmed and available for use for the same purpose. Sponsor will use funds provided pursuant to this Agreement only for the Scope of Work for each Project Supplement.

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2.6. Misuse of Funds. If the TA determines that Sponsor has used Measures A/W Funds other than for the approved Scope of Work or Project Costs, the TA will notify Sponsor of its determination. Within thirty (30) days of notification Sponsor will either (a) repay such funds to the TA, or (b) explain in writing how the funds in question were spent for the approved Scope of Work. The TA will respond to Sponsor’s written explanation within thirty (30) days of receipt. Unless otherwise stated in the response, the TA’s response will be final, and Sponsor will repay any funds used other than for the approved Scope of Work within thirty (30) days.

SECTION 3: Time of Performance

3.1. Time of Performance. The time of performance will be specified in each Project Supplement (Time of Performance).

3.2. Ti me Extension. If the Scope of Work cannot be completed within the Time of Performance as defined in Section 3.1, Sponsor must submit a request in writing to the TA no later than six (6) months before the Time of Performance for an extension for the Time of Performance. The TA will review the request and may grant the extension via a letter of concurrence if it is justified in TA’s sole and complete discretion. Extensions longer than one (1) year will require a formal amendment to the Project Supplement.

Costs incurred for the Scope of Work after the Time of Performance are at risk of denial for reimbursement by the TA. The unreimbursed portion of Measures A/W allocation will be retained by the TA for the Measures A/W Program.

SECTION 4: Insurance

4.1. Insurance. For the purposes of this Section, “Entity” is defined as any entity designing, approving designs and/or performing each Scope of Work specified in the Project Supplements funded by this Agreement. Entities may include Sponsor, a contractor of Sponsor, another body on behalf of which Sponsor submitted its funding application, and/or a contractor of such other body.

For each Project Supplement, all Entities will provide the appropriate insurance covering the work being performed as specified in the Project Supplement. The insurance requirements specified in this Section will cover each Entity’s own liability and any liability arising out of work or services of Entity subcontractors, subconsultants, suppliers, temporary workers, independent contractors, leased employees, or any other persons, firms or corporations (hereinafter collectively referred to as “Agents”) working on each Project (as defined in each Project Supplement). If Sponsor itself is an Entity, Sponsor must also provide its own insurance meeting the requirements of this Section. a) Minimum Types and Scope of Insurance. Each Entity is required to procure and maintain at its sole cost and expense insurance subject to the requirements set forth below. Such insurance will remain in full force and effect throughout performance of the Scope of Work. All policies will be issued by insurers acceptable to the TA (generally with a Best’s Rating of A-10 or better). Each Entity is also required to assess the risks associated with work to be performed by Agents and to require that Agents maintain adequate insurance coverages with appropriate limits and endorsements to cover such risks. To the extent that its Agent does not procure and maintain such insurance coverage, an Entity is responsible for and assumes any and all costs and expenses that may be

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incurred in securing said coverage or in fulfilling Entity’s indemnity obligations as to itself or any of its Agents in the absence of coverage. Entities may self-insure against the risks associated with the Scope of Work, but in such case, waive subrogation in favor of the TA respecting any and all claims that may arise. i. Workers’ Compensation and Employer’s Liability Insurance. Worker’s Compensation coverage must meet statutory limits and Employer’s Liability Insurance must have minimum limits of $1 million. Insurance must include a Waiver of Subrogation in favor of the TA. ii. C
ommercial General Liability Insurance. The limit for Commercial General Liability Insurance will be specified in each Project Supplement.

Commercial General Liability Insurance must be primary to any other insurance, name the TA as an Additional Insured, include a Separation of Interests endorsement and include a Waiver of Subrogation in favor of the TA.
iii. B usiness Automobile Liability Insurance. The limit for Business Automobile Liability Insurance will be specified in each Project Supplement. Insurance must cover all owned, non-owned and hired autos, and include a Waiver of Subrogation in favor of the TA. iv. P roperty Insurance . Property Insurance must cover an Entity’s and/or Agent’s own equipment as well as any materials to be installed. Property Insurance must include a Waiver of Subrogation in favor of the TA. v. P rofessional Liability Insurance. If specified in a Project Supplement, Professional Liability insurance should cover each Entity’s and any Agent’s professional work on the Project.
vi. C yber Liability Insurance . If specified in a Project Supplement, and if contract deals with Personally Identifiable Information (PII), then Professional Liability Insurance policy, should also include coverage for Cyber risk coverages including Network and Internet Security Liability coverage, Privacy coverage and Media coverage.
vii. E mployee Theft Insurance/Crime Insurance. If specified in a Project Supplement, then an Employee Theft Insurance policy covering the loss of money, securities or other property resulting from theft by employees.

The policy should include Third-Party Crime or Client Crime coverage viii. C ontractors’ Pollution Liability Insurance and/or Environmental Liability Insurance. If specified in a Project Supplement, Contractors’ Pollution Liability Insurance and/or Environmental Liability insurance should cover potential pollution or environmental contamination or accidents. The limit for Pollution and/or Environmental Liability Insurance in each appropriate contract and subcontract should not be less than $1 million. Such insurance must name the TA as an Additional Insured and include a Waiver of Subrogation in favor of the TA.

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ix. Railroad Protective Liability Insurance. Insurance is required if the Project will include any construction or demolition work within 50 feet of railroad tracks. The limit for Railroad Protective Liability Insurance in each appropriate contract and subcontract cannot be less than $2 million per occurrence and $6 million annual aggregate. On the Entity’s Commercial General Liability insurance policy, the contractual liability exclusion for liability assumed shall be deleted.
b) S pecial Requirement for Caltrain Shuttles. If Sponsor and/or Entity is operating shuttle(s) with the Caltrain logo on the vehicle(s) or on any shuttle public information materials, the Commercial General Liability, Business Automobile, and Pollution and/or Environmental Liability (if applicable) policies also must name as Additional Insureds: the Peninsula Corridor Joint Powers Board, the San Mateo County Transit District, the Santa Clara Valley Transportation Authority, the City and County of San Francisco, TransitAmerica Services, Inc. or any successor Operator of the Service, and the Union Pacific Railroad Company and their respective directors, officers, employees, volunteers and agents while acting in such capacity, and their successors or assignees, as they now, or as they may hereafter be constituted, singly, jointly or severally. c) E
xcess or Umbrella Coverage. Sponsor and/or any other Entity may opt to procure excess or umbrella coverage to meet the above requirements, but in such case, these policies must also satisfy all specified endorsements and stipulations for the underlying coverages and include provisions that the policy holder’s insurance is to be primary without any right of contribution from the TA. d) D eductibles and Retentions . Sponsor must ensure that deductibles or retentions on any of the above insurance policies are paid without right of contribution from the TA. Deductible and retention provisions cannot contain any restrictions as to how or by whom the deductible or retention is paid. Any deductible or retention provision limiting payment to the named insured is unacceptable.

In the event that any policy contains a deductible or self-insured retention, and in the event that the TA seeks coverage under such policy as an additional insured, Sponsor will ensure that the policy holder satisfies such deductible to the extent of loss covered by such policy for a lawsuit arising from or connected with any alleged act or omission of the Entity or Agents, even if neither the Entity nor Agents are named defendants in the lawsuit.
e) Claims Made Coverage. If any insurance specified above is provided on a claim- made basis, then in addition to coverage requirements above, such policy must provide that:
i. Policy retroactive date coincides with or precedes the Entity’s start of work (including subsequent policies purchased as renewals or replacements).
ii. Entity will make every effort to maintain similar insurance for at least three (3) years following Project completion, including the requirement of adding all additional insureds.

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iii. If insurance is terminated for any reason, each Entity agrees to purchase an extended reporting provision of at least three (3) years to report claims arising from work performed in connection with this Agreement. iv. Policy allows for reporting of circumstances or incidents that might give rise to future claims.
f) Failure to Procure Adequate Insurance. Failure by any Entity to procure sufficient insurance to financially support the indemnification requirements of this Agreement does not excuse Sponsor from meeting all obligations of the indemnification requirements and the remainder of this Agreement, generally. g) Prior to beginning work under this Agreement, Sponsor must obtain, and produce upon request of the TA, satisfactory evidence of compliance with the insurance requirements of this Section.

SECTION 5: Additional Terms Applicable to Sponsor-Performed Capital Projects The following additional terms apply when the Sponsor is performing the scope of work for capital projects as described in each Project Supplement.

5.1. Project Performance. Sponsor will oversee completion of the scope of work for each TA funded project as described in each Project Supplement (Scope of Work).

Sponsor is responsible for procuring and administering any professional service and/or other contracts entered into in connection with each such Scope of Work. Sponsor may appoint a designee or engage contractor(s) to perform work necessary for completion of work, but Sponsor remains responsible to the TA for the completion of each Scope of Work.

5.2. R
equired Approvals. Prior to commencement of each Scope of Work, Sponsor or its designee (e.g., a consultant) will obtain all applicable local, state and federal approvals and permits for each Scope of Work. In addition, Sponsor must comply with all applicable federal, state and local laws and regulations applicable to the Project. All real property appraisals must comply with Uniform Standards of Professional Appraisal Practice (USPAP). Any right-of-way activities involving property on the Caltrans right-of- way must be conducted in accordance with the current version of the Caltrans Right-of- Way manual.

5.3. C ontract Award and Change Orders . Sponsor must comply with state and local agency requirements for the award of any contract(s) for the performance of each Scope of Work and any change orders. As each Scope of Work proceeds, Sponsor must advise the TA of any contracts awarded and change orders as part of the regular progress reporting requirements. Notice of any contracts and change orders provided to the TA will not constitute approval by the TA of the contracts and change orders nor obligate the TA to provide funds in excess of its maximum contribution stated in each Project Supplement.

5.4. P
rogress Reports . Sponsor will prepare and submit to the TA quarterly progress reports during the entire term of each Scope of Work and covering all Scope of Work activities for work completed during the previous month using the template in Exhibit B or in other formats specified by the TA. The reports must describe:

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a) The current status of, and any changes in, scope, schedule, budget, and funding plans of each Scope of Work and each Project;
b) Any risk factors;
c) The work performed during the previous quarter and projected for the next three months;
d) Scope of Work Costs (as defined in Section 5.8 below) projected to be expended during the next three months; and
e) Any other information requested by the TA.

5.5. Final Report. Within ninety (90) days of Sponsor’s final acceptance of each Scope of Work and all incidental work, Sponsor must prepare and submit to the TA a final report detailing the following and all other relevant information:
a) A description of the Project, including a statement detailing the overall progress and success of the Scope of Work and the Project, a compilation of any data collected during the active phase(s) of the Project, and changes/additions to the scope of the Project.
b) Total costs for the Scope of Work, including an accounting of all Measures A/W Funds expended in connection with the Scope of Work, and reflecting any unexpended Measures A/W Funds.
c) An explanation and the status of any outstanding obligations or potential obligations related to the Scope of Work.
d) A discussion of any pertinent issues or problems that arose during the implementation of the Scope of Work.
e) Any copies of press articles, press releases, newsletter articles and any other publicity materials regarding the Project.
f) Written confirmation or, for the final project phase, a Project Close-out form that no further reimbursements associated with the Scope of Work are anticipated and that all draw-down requests have been made.
g) Photographs for all construction projects that satisfactorily demonstrate: 1) site conditions before the project was implemented; 2) work in progress; and 3) completed improvements.

5.6. Funding Commitment. The TA allocates to Sponsor up to the amount specified in each Project Supplement for reimbursement of expenditures related to the Scope of Work (Scope of Work Costs). Sponsor will contribute, or provide for the contribution of matching funds as specified in each Project Supplement. Sponsor also will contribute, or provide for the contribution of the entire amount in excess of the total project cost specified in the Project Supplement needed to complete each Scope of Work. The TA’s funding commitment under this Agreement in no way establishes a right for Sponsor to receive additional funding from the TA. All funding obligations of the TA under this

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Agreement are subject to downward adjustment based on actual sales tax receipts for the fiscal years indicated.

Sponsor will assess and confirm its ability to complete the Scope of Work described in each Project Supplement within budget as part of the quarterly reporting requirements established in 5.4, above. Sponsor must further notify the TA between reporting cycles if Sponsor determines that the budget will not be sufficient to complete each Scope of Work. The TA reserves the right to suspend its funding obligation as set forth in applicable Project Supplements upon such notice, and until Sponsor develops a credible funding plan acceptable to the TA to fund and complete the associated Scope of Work.

5.7. Use of Funds.
a) Measures A/W Funds must be used only for direct eligible costs to complete the Scope of Work. The Sponsor is responsible for demonstrating to the TA that the expenses incurred were necessary to deliver each Scope of Work.

Reimbursement for the following costs will require detailed documentation in accordance with generally-accepted accounting principles:
i. Scope of Work phases or components such as stakeholder/public outreach; development of planning studies, project initiation documents (PID), project study reports (PSR), environmental clearance and mitigation for up to three years following project completion, project approval and environmental document (PA&ED), project design, and plans specifications and estimates (PS&E); regulatory agency review; acquisition of right-of-way; construction, and construction management; ii. Sponsor staff time for Scope of Work implementation; iii. Project administration costs for each Scope of Work under this Agreement.
iv. Costs directly tied to the implementation of each Project Scope of Work as more specifically defined in Exhibit C, “Eligible Costs for Reimbursement,” which is attached to this Agreement and incorporated herein by this reference. Eligible costs are defined in greater detail in Exhibit C. If Sponsor wishes to undertake items of work not covered under each Scope of Work concurrent with performing each Scope of Work, the cost for including and undertaking the additional work must be segregated, and the costs borne exclusively by the Sponsor from a non- Measures A/W Program funding source(s). In the event that an activity is not listed in Exhibit C but Sponsor believes that it is an eligible cost, Sponsor may request that the TA consider reimbursing the Sponsor for the activity. The TA will have sole discretion to grant or deny Sponsor’s requests.
b) The following costs are not eligible for Measures A/W Funds reimbursement:
i. Sponsor’s costs which are unrelated to each Scope of Work; ii. Costs for entering into this Agreement and each Project Supplement;

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iii. Maintenance, rehabilitation, routine operations of each Project or other facilities or programs except as specifically identified in the Scope of Work for each Project Supplement; and
iv. Development of proposals, applications or agreements for Measure A, Measure W, or other funding programs.

5.8. Reimbursement Basis. Unless otherwise specified in the Project Supplement, Sponsor may seek reimbursement for Scope of Work Costs incurred on or after the Execution Date. Scope of Work Costs must be incurred and paid by Sponsor prior to requesting reimbursement from the TA. Sufficient documentation must accompany all requests for reimbursement, including the submittal of all due monthly progress reports.

5.9. A
ccounting and Request for Reimbursement Procedures . Sponsor, in coordination with and to the satisfaction of the TA, will establish procedures for Scope of Work accounting and requests for reimbursement. These procedures will track and reflect the accumulation of the TA’s pro rata share of Scope of Work Costs. Sponsor will detail the TA’s pro rata share of Scope of Work costs for all work funded under this Agreement with each “Reimbursement Claim Form,” which is attached to this Agreement as Exhibit D and incorporated herein, or in other formats specified by the TA.

Sponsor
will maintain all necessary books and records in accordance with generally accepted accounting principles.

5.10. Invoices; Payments.
a) Sponsor must prepare and submit billing statements consistent with the Reimbursement Claim Form with all required supporting documentation.

Supporting documentation may include, but is not limited to, copies of vendor invoices, timesheets, backup documentation, checks, and payment advice, and must include an accounting of the TA’s share of costs for the Scope of Work as contemplated by this Agreement.
b) For any property acquisitions for which Sponsor seeks reimbursement from the TA, Sponsor must provide the following supporting documentation for each property:
i. Copies of the final real estate appraisal and any appraisal review conducted on behalf of Sponsor;
ii. For any right-of-way activities involving property on the Caltrans right-of- way, written confirmation that the acquisition process was conducted in accordance with the then-current version of the Caltrans Right-of-Way manual;
iii. A Phase One Environmental Assessment and any recommended additional testing (unless waived by the TA);
iv. Copy of the offer package provided to the property owner(s);

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v. Copy of the Notice of Exemption or other required document for environmental clearance under CEQA/NEPA for the purchase of the property, and evidence of the date of filing such Notice; and vi. Written justification acceptable to the TA of any settlement at an amount higher than the offer.
c) For each voluntary real property transaction, Sponsor must also provide:
i. Copy of the fully executed purchase and sale agreement; ii. Copy of an executed and recorded deed, in a form consistent with the requirements set forth in the then-current Caltrans Right-of-Way manual; iii. Copy of the Policy of Title insurance; and
iv. Copy of the final closing statement from the escrow. d) For each real property acquisition undertaken through condemnation, Sponsor must also provide:
i. Copy of the recorded Final Order of Condemnation; and ii. Copy of the litigation guarantee issued by a title insurer. e) Sponsor must detail the tasks performed, associated costs, and pro rata share of Scope of Work Costs to be borne by the TA with each reimbursement request. f) The TA will endeavor to disburse reimbursements for approved Scope of Work Costs within thirty (30) days after the TA’s approval of each claim, subject to the limits on the TA’s maximum contribution as established in each Project Supplement. The TA’s obligation to reimburse Scope of Work Costs to Sponsor as provided in this Section is conditioned upon the TA’s prompt receipt of quarterly progress reports from Sponsor.
g) Invoices may be submitted, no more frequently than once a quarter, by e-mail to:
[email protected], [email protected]
, and the designated TA
Project Manager at the email address specified in the Project Supplement.

Sponsor must submit a minimum of one reimbursement claim for each fiscal year (July through June) and no more frequently than quarterly. If Sponsor does not submit a reimbursement claim for two consecutive quarters (six months), then Sponsor will be deemed inactive. If the Sponsor does not submit a reimbursement claim within the next two quarters after being deemed inactive then project may be deprogrammed. Sponsor must submit a letter to the TA to seek administrative approval for an exemption.

5.11. Return of Project Cost Savings. Upon submission of the Final Report, if the total Scope of Work Costs are less than the amount specified in the Project Supplement, Sponsor will return to the TA that proportion of the Project cost savings that is equal to

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the percentage of the original Scope of Work budget that consisted of Measure A/W Funds.

5.12. Indemnity by Sponsor.

Sponsor will indemnify, keep and save harmless the TA and its directors, officers, agents and employees against any and all suits, claims or actions related to the performance of this Agreement, each Scope of Work or each Project including, but not limited to, those arising out of any of the following:
a) Any injury to persons or property that may occur, or that may be alleged to have occurred, arising from the performance of each Project or implementation of this Agreement; or
b) Any allegation that materials or services developed, provided or used for each Project infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party.

Sponsor further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred.

If any judgment is rendered, or settlement reached, against the TA or any of the individuals enumerated above in any such action, Sponsor will, at its expense, satisfy and discharge the same.

This indemnification will survive termination or expiration of the Agreement.

SECTION 6: Additional Terms Applicable to TA-Performed Capital Projects The following additional terms apply when the TA is performing the scope of work for capital projects as described in each Project Supplement (Scope of Work).

6.1. Funding Commitment. The TA will provide in lieu contributions, expenditures on consultants, and/or funds up to the amount specified in each Project Supplement for the Scope of Work tasks specified in the Project Supplement (Scope of Work Costs).

6.2. C ost Savings. Any cost savings of the funds allocated for each Project Supplement will revert to the applicable program for the TA to reallocate to any eligible project through its usual fund programming and allocation activities.

6.3. I nsufficient Funding . In the event that additional funding is needed to complete the Scope of Work specified in a Project Supplement, the TA will identify the additional amounts needed and review those estimates with the Sponsor. The Parties will work together to identify potential sources of funding, as well as obtain the necessary funds to complete the Scope of Work for the Project Supplement. If additional funding is needed due to a change in the Project Supplement Scope of Work, as requested by the Sponsor, the TA will identify the additional amounts needed and review those estimates with the Sponsor. In such case, it is the responsibility of the Sponsor to identify the potential sources of funding, as well as obtain the necessary funds to complete the changed Project Supplement Scope of Work. The TA may consider requests for additional funding, but is under no obligation to grant such requests.

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6.4. TA Responsibilities. For purposes of delivering the Scope of Work, the TA agrees to perform the following tasks, unless otherwise specified in a Project Supplement:
a) The TA will perform and complete the Scope of Work, either through its own forces or the use of one or more third-party consultants or contractors. b) The TA will make available to the Project up to the amount(s) specified in the Project Supplement(s) for the Scope of Work.
c) For purposes of delivering the Scope of Work, the TA agrees to perform the following tasks, unless otherwise specified in a Project Supplement:
i. Manage the Scope of Work, including developing and carrying out the Scope of Work on schedule and within budget;
ii. Provide technical oversight for performance of the Scope of Work; iii. Lead coordination with Caltrans and/or other permitting agencies as necessary for the Scope of Work;
iv. Obtain the necessary permits and approvals required for the Scope of Work;
v. Procure and administer the consultant/contractor services to complete the Scope of Work;
vi. Organize and facilitate regular meetings of a Project Development Team (PDT), the Sponsor and representatives from involved local and regional entities to provide input and guidance on the Scope of Work; vii. Keep Sponsor apprised of developments, such as award of contracts or potential changes that may affect the scope, schedule, or budget of the Project or Scope of Work; and
viii. Consult with Sponsor where necessary/appropriate. d) To the extent applicable, the TA will execute an agreement with Caltrans for oversight services associated with the Scope of Work.
e) T he TA will prepare and provide to Sponsor status reports including anticipated and expended costs and Scope of Work delivery milestones and schedule forecasts.
f) The TA will review, process, and audit (at its discretion) invoices and other documentation of expenditures for work performed under each Project Supplement. The TA will also track the accumulation and expenditure of funds allocated for Scope of Work, and process other documentation of expenditures in compliance with TA accounting and budgeting requirements.

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6.5. Sponsor Responsibilities. For purposes of delivering the Scope of Work, the Sponsor agrees to perform the following tasks, unless otherwise specified in a Project Supplement:
a) The Sponsor will be responsible for championing the effort of obtaining political and public support for the Project.
b) The Sponsor will be the public face of the Project for purposes of leading outreach efforts to local stakeholders and community members, including coordination of public meetings and solicitation of public comment. c) The Sponsor will provide input and oversight based on local policies and desires regarding the outcome of and deliverables of the Project. d) The Sponsor will actively participate in the PDT meetings related to the Scope of Work.
e) The Sponsor may, at its discretion, review any professional services agreements, change orders and any other agreements that the TA has entered into for the performance of Scope of Work; however the TA retains ultimate authority over contracting and related decisions.
f) The Sponsor may, at its discretion, review the work products and deliverables produced by the TA and/or its contractors/consultants for the Scope of Work, including reports, designs, drawings, plans, specifications, schedules and other materials; however, the TA retains authority to accept or reject contractor/consultant work.
g) The Sponsor will approve or endorse, in writing, the final deliverables or work products produced by the TA and/or its contractors/consultants for the Scope of Work.
h) The Sponsor will review progress reports prepared and provided by the TA. i) The Sponsor may, at its discretion, review and audit invoices and other documentation of the expenditure of funds allocated for the Scope of Work, however the TA retains ultimate authority for expenditure of allocated funds on the Project.

6.6. Indemnification.
a) Each of the Parties will indemnify, hold harmless and defend the other Party and its directors/councilmembers, officers, employees and agents (collectively, "Indemnitees") against all liability, claims, suits, actions, costs or expenses related to performance of the Scope of Work or the Project, including but not limited to those arising from loss of or damage to property, and injuries to or death of any person (including but not limited to the property or employees of each Party) when arising out of or resulting from any act or omission by the indemnifying Party, its agents, employees, contractors or subcontractors in connection with any aspect of the Project, including Project design, construction and/or maintenance.

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b) Each of the Parties will also fully release, indemnify, hold harmless and defend the other Party and Indemnitees from and against any and all claims or suits that may be brought by any of the indemnifying Party's contractors or subcontractors performing work in connection with or related to the Project. c) The indemnifying Party's obligation to defend includes the payment of all reasonable attorneys' fees and all other costs and expenses of suit, and if any judgment is rendered, or settlement entered, against any Indemnitee, the indemnifying Party must, at its expense, satisfy and discharge the same.

Indemnitees may require the indemnifying Party to obtain counsel satisfactory to the Indemnitees.
d) This indemnification will survive termination or expiration of this Agreement.

SECTION 7: Additional Terms Applicable to Shuttle Operations The following additional terms apply to shuttle projects as described in each Project Supplement (Project).

7.1. Sponsor Oversight; Work Plan. Sponsor is responsible for implementation of the Project as described in each Project Supplement. Sponsor assumes responsibility for procuring and administering any professional service and/or other contracts entered into in connection with the Project.

Though Sponsor may appoint a designee or engage contractor(s) to perform work necessary for Project implementation, Sponsor will remain ultimately responsible to the TA for performance of all responsibilities set forth herein.

7.2. Required Approvals. Prior to commencement of each Project, Sponsor or its designee (e.g., a consultant) will obtain all required local, state and federal approvals and permits for Project work. In addition, Sponsor must comply with all federal, state and local laws and regulations applicable to the Project.

7.3. C
ontract Award and Scope Changes. Sponsor must comply with state and local agency requirements for the award and amendment of any contract(s) for the implementation of each Project. Sponsor must advise the TA in writing (electronic mail is acceptable) as soon as possible of any contracts awarded and any amendments thereto, such as for any changes in service. Notice of any contracts and amendments provided to the TA will not constitute approval by the TA nor obligate the TA to provide funds in excess of its maximum contribution stated in the Project Supplement.

7.4. M onthly & Annual Operations Reports . Within eight (8) calendar days after the end of each month a given Project Supplement is in effect, Sponsor or its agent must submit to the TA a monthly operations report (Operations Report) based on National Transit Database (NTD) reporting requirements, attached as Exhibit E, “National Transit Database Reporting Requirements.” The Operations Report must include such items as the average daily ridership of the Project, and the Project’s total boardings, total revenue miles, hours, vehicles in service, road calls, accidents and any other information pertinent to assess the performance of the service for purposes of local, state or federal reporting requirements for the month just ended. Any monthly service mileage and/or hours that were scheduled, but where service was not operated for any reason, must be

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deducted from monthly reporting totals. An explanation for all lost service miles and/or hours must be included in the monthly report. Sponsor or its agent must review all required reporting for accuracy prior to submittal to the TA. The form of all reports must be determined by the TA. Within eight (8) calendar days of the end of the performance of the work under a Project Supplement, and/or any extension thereof, Sponsor or its agent must submit to the TA an annual report on the same statistics. All Operations Reports must be submitted via Excel spreadsheet or other format as approved by the TA to [email protected]
or as specified in the Project Supplement.

7.5. Quarterly Progress Reports. Sponsor must prepare and submit to the TA quarterly progress reports by January 31, April 30, July 31 and October 31 of each year during the entire term of the Project. Reports must be presented in the form provided as Exhibit F, “Quarterly/Annual Shuttle Program Progress Report Form,” which is attached to this Agreement and incorporated herein by this reference, or in other formats specified by the TA. The reports must describe Project performance and expenditures during the previous quarter.

The reports must include actions expected to be taken and any projected changes in the service plan / schedule during the next quarter, and any other information requested by the TA. Additionally, each progress report must include information on any potential issues that may impact any of the performance measures set forth in Exhibit F as well as the ability of Sponsor to meet the conditions outlined in this Agreement.

7.6. Annual Report. By October 1 of each year, Sponsor must provide the TA with an annual report in the form provided as Exhibit F, or in other formats specified by the TA, summarizing the quarterly progress reports from the prior fiscal year.

The reports must include actions expected to be taken and any projected changes in the service plan /schedule for the next year (if the Project is continuing), and any other information requested by the TA. Additionally, each Annual report must include information on any potential issues that may impact any of the performance measures set forth in Exhibit F as well as the ability of Sponsor to meet the conditions outlined in this Agreement for the next year (if the Project is continuing). If the Annual Report is submitted after the second year of the Time of Performance, the Annual Report should include written confirmation that no further reimbursements associated with the Project are anticipated and that all reimbursement requests have been made or are being submitted with the Annual Report.

7.7. Funding Commitment. The TA allocates to Sponsor up to the amount specified in each Project Supplement for reimbursement of expenditures related to the Project (Project Costs). The Sponsor will contribute, or provide for the contribution of matching as specified in each Project Supplement, as well as the entire amount in excess of TA's allocation needed to implement the Project. The TA’s funding commitment under this Agreement in no way establishes a right for the Sponsor to receive additional funding from the TA.

All funding obligations of the TA under this Agreement are subject to downward adjustment based on actual sales tax receipts for the fiscal years indicated, or if Sponsor receives funding for Project Costs from other sources which allow Sponsor to provide more than the matching funds specified in the Project Supplement over the term of the Agreement.

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The Sponsor will assess and confirm its ability to implement the Project within budget as part of the quarterly reporting requirements established in Section 7.5, above. The Sponsor must further notify the TA between reporting cycles if the Sponsor determines that the budget will not be sufficient to implement the Project. The TA retains authority to suspend its funding obligation as set forth in Section 2.4 of this Agreement upon such notice, and until the Sponsor develops a credible funding plan acceptable to the TA to fund and implement the Project.

7.8. Reimbursement Basis. Sponsor may seek reimbursement for Project Costs incurred on or after the Execution Date. Project Costs must be incurred and paid by the Sponsor prior to requesting reimbursement from the TA. Sufficient documentation must accompany all requests for reimbursement, including the submittal of all due operations and progress reports.

7.9. A
ccounting and Reimbursement Procedures. Sponsor, in coordination with and to the satisfaction of the TA, will establish procedures for Project accounting and requests for reimbursement. These procedures will track and reflect the accumulation of the TA’s pro rata share of costs for the Project. Sponsor will detail the TA’s pro rata share of Project Costs for all work funded under this Agreement with each “Reimbursement Claim Form” which is attached to this Agreement as Exhibit D and incorporated herein, or in other formats specified by the TA. Sponsor will maintain all necessary books and records in accordance with generally accepted accounting principles.

7.10. I
nvoices; Payments. Once per quarter following submission of the quarterly progress reports, Sponsor must prepare and submit billing statements consistent with the Reimbursement Claim Form with all required supporting documentation. Supporting documentation may include, but is not limited to, copies of associated vendor invoices, timesheets, backup documentation, checks and payment advice, and must include an accounting of the TA's share of costs for the Project as contemplated by this Agreement.

Claims and supporting documentation for reimbursement may be submitted by e-mail to:
[email protected] and [email protected]

The TA will endeavor to disburse reimbursements for approved Project Costs within thirty (30) days after the TA's approval of each claim, subject to the limits on the TA's maximum contribution as established in the Project Supplement. The TA's obligation to reimburse Project Costs to the Sponsor as provided in this section is conditioned upon the TA’s prompt receipt of reports from Sponsor pursuant to Sections 7.4–7.6, above.

7.11. Indemnity by Sponsor. The Sponsor will indemnify, keep and save harmless the TA (and, if the Project includes shuttle(s) with the Caltrain logo on the vehicle(s) or on any shuttle public information materials, the Peninsula Corridor Joint Powers Board, the San Mateo County Transit District, the Santa Clara Valley Transportation Authority, the City and County of San Francisco, TransitAmerica Services, Inc. or any successor Operator of the Service, and the Union Pacific Railroad Company and each of its/their directors, officers, agents and employees against any and all suits, claims or actions related to the performance of this Agreement including, but not limited to, those arising out of any of the following:

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a) Any injury to persons or property that may occur, or that may be alleged to have occurred, arising from the performance of the Project or implementation of this Agreement; or
b) Any allegation that materials or services developed, provided or used for the Project infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party.

The Sponsor further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred. If any judgment is rendered, or settlement reached, against the TA or any of the other agencies or individuals enumerated above in any such action, the Sponsor will, at its expense, satisfy and discharge the same.

This indemnification will survive termination or expiration of the Agreement.

SECTION 8: Additional Terms Applicable to All Other Project Supplements for Operations The following additional terms apply to operational projects as described in each Project Supplement (Project).

8.1. Sponsor Oversight; Work Plan. Sponsor is responsible for the completion of the Scope of Work as described in each Project Supplement. Sponsor is responsible for procuring and administering any professional service and/or other contracts entered into in connection with the Scope of Work. Sponsor will oversee completion of the Scope of Work. Sponsor may appoint a designee or engage contractor(s) to perform work necessary for Scope of Work completion, but Sponsor remains responsible to the TA for the completion of the Scope of Work.

8.2. R
equired Approvals . Prior to commencement of the Scope of Work, Sponsor or its designee (e.g., a consultant) will obtain all applicable local, state and federal approvals and permits for the Scope of Work. In addition, Sponsor must comply with all applicable federal, state and local laws and regulations applicable to the Project.

8.3. C
ontract Award and Change Orders . Sponsor must comply with state and local agency requirements for the award of any contract(s) for the performance of the Scope of Work and any amendments. As the Scope of Work proceeds, Sponsor must advise the TA of any contracts awarded and amendments as part of the regular progress reporting requirements pursuant to Section

8.4 below. Notice of any contracts and
amendments provided to the TA will not constitute approval by the TA of the contracts and amendments nor obligate the TA to provide funds in excess of its maximum contribution stated in the Project Supplement.

8.4. Progress Reports. For each of the projects in the Scope of Work, Sponsor will prepare and submit to the TA quarterly progress reports as the program proceeds and covering all Scope of Work activities for work completed during the previous month using the template in Exhibit B, or in other formats specified by the TA. The reports must describe:
a) The current status of, and any changes in, scope, schedule, budget, and funding plans of the Scope of Work and the Project;

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b) Any risk factors;
c) The work performed during the previous quarter and projected for the next three months;
d) Scope of Work Costs (as defined in Section 8.8, below) projected to be expended during the next three months; and
e) Any other information requested by the TA.

8.5. Closeout. Within ninety (90) days of Sponsor’s final acceptance of the Scope of Work and all incidental work, Sponsor must notify the TA with a final closeout letter detailing the following and all other relevant information: Total costs for the Scope of Work, including an accounting of all Measures A/W expended in connection with the Scope of Work, and reflecting any unexpended Measure A/W Funds.

8.6. Fundi ng Commitment. The TA allocates to Sponsor up to the amount specified in each Project Supplement related to the Scope of Work (Scope of Work Costs). Funds cannot be transferred between projects without separate approval from the TA. The TA Executive Officer, or designee, can approve funds transfers administratively with a letter.

The TA’s funding commitment under this Agreement in no way establishes a right for Sponsor to receive additional funding from the TA.

8.7. U se of Funds .
a) Measures A/W Funds must be used only for direct eligible costs to complete the Scope of Work. The Sponsor is responsible for demonstrating to the TA that the expenses incurred were necessary to deliver the Scope of Work. b) The following costs are not eligible for reimbursement:
i. Sponsor’s costs which are unrelated to the Scope of Work; ii. Costs for entering into this Agreement;
iii. Maintenance, rehabilitation, routine operations of the Project or other facilities or programs; and
iv. Development of proposals, applications or agreements for Measure A, Measure W, or other funding programs.

8.8. Indemnity by Sponsor.

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b) Any allegation that materials or services developed, provided or used for the Project infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party.

Sponsor further agrees to defend any and all such actions, suits or claims and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred.

If any judgment is rendered, or settlement reached, against the TA or any of the individuals enumerated above in any such action, Sponsor will, at its expense, satisfy and discharge the same. This indemnification will survive termination or expiration of the Agreement.

SECTION 9: Miscellaneous

9.1. Access to Records and Record Retention. At all reasonable times, Sponsor will permit the TA access to all reports, designs, drawings, plans, specifications, schedules and other materials prepared, or in the process of being prepared, for each Scope of Work by Sponsor or any contractor or consultant of Sponsor. Sponsor will also make available to the TA upon request any professional service agreements, change orders and any other agreements that are related to each Scope of Work. Sponsor will provide copies of any documents described in this Section to the TA upon request. Sponsor will retain all records pertaining to each Scope of Work for at least three years after completion of each Project.

9.2. A
udits . The TA, or its authorized agents, may, at any reasonable time during business hours, conduct an audit of Sponsor’s performance under this Agreement.

Sponsor will permit the TA, or its authorized agents, to examine, inspect, make excerpts from, transcribe or photocopy books, documents, papers and other records of Sponsor which the TA reasonably determines to be relevant to this Agreement.

Sponsor will transmit to the TA the Independent Auditor’s Report prepared for Sponsor’s Annual Comprehensive Financial Report within thirty (30) days of receipt by Sponsor and highlight the section that pertains to the Measures A/W Funds.

9.3. No Waiver. No waiver of any default or breach of any covenant of this Agreement by either Party will be implied from any omission by either Party to take action on account of such default if such default persists or is repeated. Express waivers are limited in scope and duration to their express provisions. Consent to one action does not imply consent to any future action.

9.4. A ssignment . Parties are prohibited from assigning, transferring or otherwise substituting their interests or obligations under this Agreement without the written consent of all other Parties.

9.5. G overning Law . This Agreement is governed by the laws of the State of California as applied to contracts that are made and performed entirely in California.

9.6. C ompliance with Laws . In performance of this Agreement, the Parties must comply with all applicable Federal, State and local laws, regulations and ordinances.

9.7. A ccessibility of Services to Persons with Disabilities . The Project implementation must comply with, and not subject the TA or Sponsor to liability under, the Americans

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with Disabilities Act, the California Disabled Persons Act, or any other state or federal laws protecting the rights of persons with disabilities.

9.8. Modifications. This Agreement may only be modified in a writing executed by both Parties.

9.9. A ttorneys’ Fees . In the event legal proceedings are instituted to enforce any provision of this Agreement, the prevailing Party in said proceedings is entitled to its costs, including reasonable attorneys’ fees.

9.10. R
elationship of the Parties . It is understood that this is an Agreement by and between Independent Contractors and does not create the relationship of agent, servant, employee, partnership, joint venture or association, or any other relationship other than that of Independent Contractor.

9.11. O wnership of Work . All reports, designs, drawings, plans, specifications, schedules, studies, memoranda, and other documents assembled for or prepared by or for, in the process of being assembled or prepared by or for, or furnished to Sponsor under this Agreement, are the joint property of the TA and Sponsor, and will not be destroyed without the prior written consent of the TA. The TA is entitled to copies and access to these materials during the progress of the Project and upon completion or termination of the Project or this Agreement. Sponsor may retain a copy of all material produced under this Agreement for its use in its general activities. This Section does not preclude additional shared ownership of work with other entities under contract with Sponsor for funding of the Project.

9.12. No
n -discrimination. Sponsor and any contractors performing services on behalf of Sponsor will not discriminate or permit discrimination against any person or group of persons on the basis of race, color, religion, national origin or ancestry, age, sex, sexual orientation, marital status, pregnancy, childbirth or related conditions, medical condition, mental or physical disability or veteran’s status, or in any manner prohibited by federal, state or local laws.

9.13. A
ttribution to the TA . Sponsor must include attribution that indicates work was funded with “Measure A Funds” or “Measure W Funds” or “Measures A/W Funds from the TA." This provision applies to any project, or publication, that was funded in part or in whole by “Measure A Funds” or “Measure W Funds” or “Measures A/W Funds." Acceptable forms of attribution include TA branding on Project-related documents, construction signs, public information materials, and any other applicable documents.

Sponsor must comply with the TA's External Attribution Guide which may be updated from time to time and will be available on the TA's website.

9.14. W
arranty of Authority to Execute Agreement . Each Party to this Agreement represents and warrants that each person whose signature appears hereon is authorized and has the full authority to execute this Agreement on behalf of the entity that is a Party to this Agreement.

9.15. S
everability . If any portion of this Agreement, or the application thereof, is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining portions of this Agreement, or the application thereof, will remain in full force and effect.

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9.16. Electronic Signatures. This Agreement may be executed through the use of digital or electronic signatures in accordance with Government Code Section 16.5. The presence of an electronic signature on this Agreement will be construed as the Parties’ consent to do business electronically.

9.17. C ounterparts . This Agreement may be executed in counterparts.

9.18. Entire Agreement. This Agreement constitutes the entire agreement between the Parties pertaining to its subject matter and supersedes any prior or contemporaneous written or oral agreement between the Parties on the same subject.

IN WITNESS WHEREOF, the Parties have hereunder subscribed their names as of the last date written below (Execution Date).
[SPONSOR]
By:

Name:

Its:

Date:

Approved as to Form:

Legal Counsel for the [SPONSOR]
Date:

SAN MATEO COUNTY TRANSPORTATION

AUTHORITY
By:

Name: April Chan
Its: Executive Director
Date:

Approved as to Form:

Legal Counsel for the TA
Date:

Exhibit A: Form of Project Supplements
Exhibit B: Progress Reporting Template
Exhibit C: Permissible Costs for Reimbursement
Exhibit D: Reimbursement Claim Form
Exhibit E: National Transit Database Reporting Requirements Exhibit F: Quarterly/Annual Shuttle Program Progress Report Form

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Exhibit A: Form of Project Supplements

SECTION A: Primary Agreement
The San Mateo County Transportation Authority (TA) and [Project Sponsor] (Sponsor) entered into a Primary Grant Agreement on ________, 20__ (Primary Agreement).

This Project Supplement is entered into on ________, 20__ pursuant to the Primary Grant Agreement and is subject to the terms set forth therein.

SECTION B: Project Background
Measure(s):
☐ Original Measure A
☐ New Measure A
☐ Measure W
Program Category:

Measure A Measure W
☐ Transit
☐ Highways
☐ Local Streets/Transportation
☐ Grade Separations
☐ Pedestrian and Bicycle
☐ Alternative Congestion Relief Programs
☐ Countywide Highway Congestion
Improvements
☐ Local Safety, Pothole & Congestion Relief
Improvements – Local Investment Share
☐ Local Safety, Pothole & Congestion Relief
Improvements – Grade Separation
☐ Bicycle and Pedestrian Improvements
☐ Regional Transit Connections

Program Subcategory (if applicable):

Project: [Add project name]
Scope of Work: [Specify phase(s)]
Scope of Work Costs: [Specify amount programmed and allocated for each phase] TA Technical Assistance (if applicable):

Date Funding Programmed:

Date Funding Allocated:

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Applicable Resolutions (attached):

Additional Terms: The following Agreement Section(s) apply to this Project Supplement:
☐ Section 5 (Additional Terms Applicable to Sponsor-Performed Projects) ☐ Section 6 (Additional Terms Applicable to TA-Performed Projects) ☐ Section 7 (Additional Terms Applicable to Shuttle Operations) ☐ Section 8 (Additional Terms Applicable to All Other Project Supplements for Operations)
SECTION C: Invoices; Payments [ALTERNATIVE CLAUSE TO AGREEMENT SECTION

5.10(a) – DELETE IF NOT APPLICABLE]
Section 5.10(a) of the Agreement does not apply to this Project Supplement. Instead, the TA will make one upfront lump sum payment of $_______ to the Sponsor to complete the Scope of Work.

SECTION D: Mat ching Funds
Sponsor will contribute, or provide for the contribution of, the entire amount in excess of $________ needed to complete the Scope of Work [and must provide at least __% pro rata share of the Scope of Work Costs.]
OR

Sponsor agrees to contribute the matc hing funds to the TA in one upfront lump sum payment of $________ (Matching Funds) following Sponsor's approval of an invoice from TA describing the expenses to which the Matching Funds will be applied, subject to the following terms and conditions:

TA agrees that the Matching Funds are to be expended solely for the Project and agrees to:
(i) prioritize application of the Matching Funds to expenses under the Scope of Work with the objective of utilizing all of the Matching Funds not later than _________; (ii) promptly return to Sponsor any and all unspent Matching Funds upon termination of the Project Supplement, or, absent termination, that have not been expended for the Project by _________.

SE
CTION E: Description of Scope of Work
Sponsoring Agency:

Lead/Implementing Agency:

Contact:

-
-
--

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Project Description and Scope of Work:

Project Schedule:

Begin End

Project Budget/ Source of Funding:

Include funding plan for the project defined above, including use of TA Technical Assistance if applicable

* The other fund sources are provided for informational purposes.

Oper
ating Responsibility:

Maintenance Responsibility:

Project Implementation Responsibility:

Project Oversight Responsibility:

SECTION F: Third Party Roles

1. Third Party Roles. The [THIRD PARTY] is responsible for [LIST ALL RELEVANT RESPONSIBILITIES] for the Project.

2. Caltrans Role s. Caltrans as owner operator of the facility proposed for modification is responsible for reviewing and approving the [RELEVANT DOCUMENTS] for the Project.

3. Other Ag reements. A Cooperative Agreement must be executed between Caltrans and the TA that lists the terms and conditions, roles and responsibilities and fee payment associated with Caltrans’ review and approval of the [RELEVANT DOCUMENTS].

SECTION G: Tim e of Performance

1. Time of Performance. T he Scope of Work must be completed no later than the end of __ quarter, Fiscal Year 20__-20__ (the TA's fiscal year runs July 1 through June 30).

2. Timely Use of Funds. Sponsor must expend Measures A/W funds expeditiously. If Sponsor fails to invoice the TA for two consecutive quarters, the TA will require a meeting with Sponsor’s executive and Project staff to review project progress. A Project Supplement found to be non-compliant with this requirement may be terminated for default by the TA. ■

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SECTION H: Notice
Notices. All notices required or permitted to be given under this Agreement, be in writing and delivered by email to the addresses specified below. Notices will be deemed given when the email was sent. A recipient’s failure to acknowledge receipt of the emailed notice will not affect the effectiveness of notice if (a) the sender can show that the notice was properly addressed and sent by email, and (b) the sender did not receive any email system notification that the email could not be delivered.

To TA: San M
ateo County Transportation Authority
1250 San Carlos Avenue
P.O. Box 3006
San Carlos, CA 94070-1306
Attn: TA Secretary and Executive Director
Emails:

To [Sponsor]: [Sponsor]

ADDRESS LINE ONE

ADDRESS LINE TWO
Attn: Project Sponsor Contact
TITLE
Email:

In 2025, the TA plans to relocate its administrative building to 166 N. Rollins Road in Millbrae, Cal
ifornia and when that occurs, the TA’s address will be at that location.

SECTION I: Insurance [The TA and Sponsor will determine what types and levels of insurance are required for each Project Supplement]
The following types of insurance are required fo r this Project Supplement. See Section 6 of the Primary Agreement for additional requirements.

Insurance Type Required Coverage Amount
Workers’
Compensation and
Employer’s Liability
Insurance
Yes Statutory limits for Workers’ Compensation and
at least $1 million for Employers Liability.

Commercial General
Liability Insurance
Yes [$1/5/10 million]
• For all projects: $1M for Project Planning,
Project Initiation, Project Approval &
Environmental Design and Right of Way
Phases and for operations.
• For capital projects with budgets of up to
$10M (e.g., road widening): $1M for Design
and Construction Phases.
• For capital projects with budgets between
$10M and $40M (e.g., freeway
interchange): $5M for Design and
-

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Construction Phases.
• For capital projects with budgets of $40M
or more: $10M limits for Design and
Construction Phases.

Business Automobile
Liability Insurance
Yes [$1/5/10 million]
• For all projects: $1M for Project Planning,
Project Initiation, Project Approval &
Environmental Design and Right of Way
Phases.
• For capital projects with budgets of up to
$10M (e.g., road widening): $1M for Design
and Construction Phases.
• For capital projects with budgets between
$10M and $40M (e.g., freeway
interchange): $5M for Design and
Construction Phases.
• For capital projects with budgets of $40M
or more: $10M limits for Design and
Construction Phases.
• For operations projects: $10M
Property Insurance Yes
Professional Liability
Insurance
[Yes/No] [$1/2/5 million]
For most projects with professional liability
exposure, such as consulting: At least $1
million
For capital projects with some design: At
least $2 million.

For capital projects with significant design:

At least $5M.

Cyber Liability
Insurance
[Yes/No] If contract deals with Personally Identifiable Information (PII): At least $1 million and part of
the Professional Liability Insurance program.

Crime Insurance [Yes/No] If Entity’s employees have access to funds, securities and other property: At least
$250,000 for Employee Dishonesty Insurance
and $250,000 for Third-Party/Client Property.

If Entity has access to significant funds,
securities or other property: Limits should
reflect cumulative exposure.

Contractors’ Pollution
Liability Insurance
and/or Environmental
[Yes/No] At least $1 million

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Liability Insurance
Railroad Protective
Liability Insurance
[Yes/No] At least $2 million per occurrence and $6 million annual aggregate

IN WITNESS WHEREOF, the Parties have hereunder subscribed their names as of the last date written below.
[SPONSOR]

By:

Name:

Its:

Date:

Approved as to Form:

Legal Counsel for the [SPONSOR]
Date:

SAN MATEO COUNTY TRANSPORTATION

AUTHORITY

By:

Name: April Chan
Its: Executive Director
Date:

Approved as to Form:

Legal Counsel for the TA
Date:

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Exhibit B: Progress Reporting Template

REPORTING PERIOD: FROM mm/dd/yyyy TO mm/dd/yyyy

SMCTA Project # 00XXX – [Project Title/Phases]
[Carryover to additional pages as necessary]

Contact: [Name, Title, Phone, email, address]

1) Scope:
[Describe Scope of Work here, specify Project limits, phases of Project. Identify the [Original Measure A and/or New Measure A and/or Measure W] funded components]

Status Summary: [Provide Status]

Issues: [List any issues, i.e. potential scope changes]

____________________________________________________________________________ 2) Schedule: Original Baseline Current Baseline Current Forecast Major Milestones: Start Finish Start Finish Start Finish

[Activity] MM/DD/YY MM/DD/YY MM/DD/YY MM/DD/YY MM/DD/YY MM/DD/YY

Progress This Reporting Period:
[Describe progress and activities]

[Original Measure A and/or New Measure A and/or Measure W] Funds Expended This Reporting Period: $

Future Activities, Next Reporting Period:
[Describe planned future activities]

Projected [Original Measure A and/or New Measure A and/or Measure W] Funds Expenditure Next Reporting Period: $

Issues: [List any issues, such as impacts to schedule]

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_______________________________________________________________________ 3) Scope of Work Total Budget:

____________________________________________________________________________ 4) Scope of Work [Original Measure A and/or New Measure A and/or Measure W] Budget:

Phase/Activity

A B C D E F
Original allocation
(per Project
Supplement)
Current
allocation (Per
Amendments)
Change in
allocation from
Project
Supplement (B-A)
Total
Measure
[A/W]
Expended to
date
% of
current
allocation
expended
(D/B)
% of Work
Completed
#DIV/0!
#DIV/0!
#DIV/0!
Total Scope of
Work $0 $0 $0 $0 #DIV/0!

Issues: [List any issues, i.e. potential cost increases]

____________________________________________________________________________ 5) Funding: [List additional sources as needed, Fill out the following matrix for each phase for the Scope of Work. i.e. environmental, design, etc.]

Issues: [List any issues such as changes in non-Measure [A/W] funding]

Submit Progress Reports To: [email protected] or
SMCTA
Planning & Development
1250 San Carlos Avenue
San Carlos, CA 940701

1 In 2025, the TA plans to relocate its administrative building to 166 N. Rollins Road in Millbrae, California and when that occurs, the TA’s address will be at that location.

A B C D E F
Phase/Activity
Original Budget
(per Funding
Agreement)
Updated Cost
Estimate
Total Change
from Approved
(B-A)
Total Expended
to Date
% of Revised
Budget
Expended
(D/B)
% of Work
Completed
- 0.00% 0.00%
- 0.00% 0.00%
- 0.00% 0.00%
Total Project - - - - #DIV/0! Original Original % Current Current %
Estimated at
Completion EAC %
SMCTA #DIV/0! #DIV/0! #DIV/0!
Others:

Federal (specify) #DIV/0! #DIV/0! #DIV/0!
State (specify) #DIV/0!
Other (specify)
Total - #DIV/0! - #DIV/0! - #DIV/0! Contribution Contribution Contribution
.,.
.,. .,. ~
..

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Exhibit C: Eligible Costs for Reimbursement

Program / Promotions – activities pertaining to marketing/promotional programs detailed in the Scope of Work.

Planning – activities necessary to implement planning studies covered under the Scope of Work.

Project Initiation Documents (PID) – activities necessary to complete PIDs covered under the Scope of Work.

Environmental Studies – environmental studies costs, including determination of the appropriate environmental document, preparation of all preliminary engineering for each alternative, including geomantic layouts, determination of right-of-way needs, environmental technical studies (such as air, noise, energy, cultural resources and hazardous waste), and all other studies or activities necessary to prepare and finalize the appropriate documents for Project and environmental approval.

Design – design activities such as preparation of design studies; materials and foundation reports; drainage, hydrology and hydraulic reports; surveying and mapping; preparation of the plans, specifications and estimate; preparation of bid documents and Project files; preparation of permit applications and maintenance agreements; coordination of agency reviews and any other activities necessary to prepare final plans specifications and estimate (PS&E) for bid advertisement and award; and management oversight of these tasks except as limited in the Agreement.

Right-of-Way Acquisition – all activities related to right-of-way including determination of right- of-way needs; title searches; preparation of appraisal maps, legal descriptions and plat maps; parcel appraisals and appraisal reviews; hazardous materials testing and analysis; preparation of right-of-way acquisition documents; activities involved with acquiring rights-of-way including negotiation with property owners and cost associated with condemnation proceedings (including legal costs, expert witness costs, etc., but not including costs related to claims for inverse condemnation), right-of-way capital costs and cost-to-cure impacts related to the acquisition. To the extent allowed by law, Sponsor will undertake all best efforts so that cleanup of existing hazardous materials will remain the liability of the property owner.

Services provided for right-of-way activities involved with property not necessary for the Measure A or Measure W Highway Program-funded Project as defined in the Scope of Work, and the associated costs for all such property, will be at the sole expense of the Sponsor.

Any property not used for construction of the Project, or used for any purpose other than construction of the Project as defined in the Scope of Work, should be identified and the funding agencies should be informed. Any excess right-of-way will be identified as early as possible in the Project design process and sold. The proceeds from the sale of such property must be returned to the funding agencies, prorated based on the percentage of funds each agency contributed to the purchase of the property.

Construction – construction expenditures for the Project (construction capital, management and inspection, surveys, public outreach, and related activities) that are part of the Scope of Work agreed to by the TA. Sponsor must submit all change orders over $50,000 to the TA for

Page 32 of 36 ends

20016287.14
review and written approval before the TA will reimburse the Sponsor with Measure A Funds or Measure W Funds.

In addition, Measures A and W Funds are eligible for reimbursement of Sponsor’s Project management oversight expenses associated with the construction of the Project. This would include activities such as construction management inspection, expenses associated with reviewing proposed change orders, and activities involved with submitting final costs to the appropriate agencies to secure other leveraged funds. Expenditure of Measure A and Measure W Funds remains subject to the limits set forth in the Agreement.

The Sponsor may include additional work beyond the Scope of Work for the Project at its own expense. The TA will require these costs to be segregated from the other item work expenses and paid for with non-Measure A or Measure W Highway Program funds.

Miscellaneous – fees from other agencies, including permit fees or reimbursement for review or oversight costs needed for the Project are eligible costs. However, the cost of permits or fees from the Project Sponsor will not be eligible. Utility relocation costs are eligible for reimbursement according to previous agreements establishing rights for those utilities. The costs for specialized equipment for testing, analysis or production of documents for Project- related work are also eligible.

Page 33 of 36 ends

20016287.14
Exhibit D: Reimbursement Claim Form

SMCTA Projec t ID:

SMCTA Projec t Allocation:

Claim Date:

Claim Number:

Claim Period:

Claim Amount: $0.00
Consultant!Contractor l
Vendor Invoice#
Total
Quarterly Progress Report included ?
Please issue check payable to:

Invoice Total
Agency
Contact person
Address
Exhibit D

REIMBURSEMENT CLAIM
San Mateo County Measure NW Funds
t-undmg source
% of % of
Fund Source1 Ttl Fund Source2 Ttl Measure AJW
- -- -- -- -- -
Y/N
MeasureAJW
% of Prior Total Life to Date Budget
Ttl Measure AJW S Measure AJW S Balance
----- s -

Page 34 of 36 ends

20016287.14
Exhibit E: National Transit Database Reporting Requirements

The NTD was established by Congress to be the Nation’s primary source for information and statistics on the transit systems of the United States. Recipients or beneficiaries of grants from the Federal Transit Administration (FTA) under the Urbanized Area Formula Program (§5307) or Other than Urbanized Area (Rural) Formula Program (§5311) are required by statute to submit data to the NTD. Over 660 transit providers in urbanized areas currently report to the NTD through the Internet-based reporting system. Each year, NTD performance data is used to apportion over $5 billion of FTA funds to transit agencies in urbanized areas (UZAs). Annual NTD reports are submitted to Congress summarizing transit service and safety data.

Below is a partial list of reported elements that may change at any time. For additional information, please go to the National Transit Database website at:
https://www.transit.dot.gov/ntd.

a) Deadhead (Miles/Hours): The miles and hours that a vehicle travels when out of revenue service.
i) Deadhead includes:
1) Leaving or returning to the garage or yard facility; 2) Changing routes;
3) When there is no expectation of carrying revenue
passengers;
ii) However, deadhead does not include:
1) Charter service;
2) School bus service;
3) Operator training;
4) Maintenance training;
b) Fuel Consumed: The quantity of fuel consumed for the service (by fuel type);
c) Mechanical System Failure - Major: A failure of some mechanical element of the revenue vehicle that prevents the vehicle from completing a scheduled revenue trip or from starting the next scheduled revenue trip because actual movement is limited or because of safety concerns; d) Mechanical System Failure - Other: A failure of some other mechanical element of the revenue vehicle that, because of local agency policy, prevents the revenue vehicle from completing a scheduled revenue trip or from starting the next scheduled revenue trip even though the vehicle is physically able to continue in revenue service. Any mechanical problem that delayed service more than five minutes, even if no Road Call was required;
e) Passenger Miles Traveled (PMT): The cumulative sum of the distances ridden by each passenger;
f) Reportable Incident: A safety or security incident occurring on transit property or otherwise affecting revenue service that results in one or more of the following conditions:
i) A fatality confirmed within 30 days of the incident; ii) An injury requiring immediate medical attention away from the scene for one or more persons;

Page 35 of 36 ends

20016287.14
iii) Property damage equal to or exceeding $25,000;
iv) An evacuation for life safety reasons; or
v) A mainline derailment.
g) Revenue Service (Miles, Hours, and Trips): The time when a vehicle is available to the general public and there is an expectation of carrying passengers. Vehicles operated in fare free service are considered in revenue service.
i) Revenue service includes:
1) Layover / recovery time.
ii) Revenue service excludes:
1) Deadhead
2) Vehicle maintenance testing
3) School bus service, and
4) Charter service.
h) Total Service (Miles or Hours): The time or miles from when a transit vehicle starts (pull -out) from a garage to go into revenue service to the time or miles it returns to the garage (pull-in) after completing its revenue service.
i) Since total service covers the time or miles between:
1) Pullout; and
2) Pull-in;
ii) It therefore includes both:
1) Deadhead; and
2) Revenue service;
i) Unlinked Passenger Trips (UPT): The number of passengers who board public transportation vehicles. Passengers are counted each time they board vehicles no matter how many vehicles they use to travel from their origin to their destination.

Page 36 of 36 ends

20016287.14
Exhibit F: Quarterly/Annual Shuttle Program Progress Report Form

Staff Report Updating Subchapter 3.05.030 of the Colma Administrative Code regarding the Retirement Health Savings Plan Page 1 of 2

STAFF REPORT
TO:

Mayor and Members of the City Council
FROM: Juan Rumayor, Management Analyst
VIA: Dan Barros, City Manager
MEETING DATE: 2/12/2025
SUBJECT: Amendment to Colma Administrative Code Subchapter 3.05.030: Relating to the Retirement Health Savings Plan

RECOMMENDATION
Staff recommends that the City Council adopt the following:

RESOLUTION AMENDING COLMA ADMINISTRATIVE CODE SECTION 3.05.030 REGARDING THE RETIREMENT HEALTH SAVINGS PLAN PURSUANT TO CEQA GUIDELINE 15378

COUNCIL ADOPTED VALUES
The Staff recommendation is consistent with the Council adopted values of:
• Responsibility: Making decisions after prudent consideration of their financial impact, taking into account the long-term financial needs of the agency. • Fairness: Treat all persons, claims and transactions in a fair and equitable manner.

BACKGROUND
As a result of the Town’s labor negotiations with the Peace Officers Association (POA) and the Dispatch/Records Association (DRA), the Retirement Health Savings Plan contribution amounts have changed. Employer RHSP contributions have increased from 1.5% to 2.5%, which includes eligible unrepresented employees and City Council members. This increase will assist members to pay for medical expenses in retirement. The Colma Administrative Code will be updated to reflect these changes.

ITEM #4
Staff Report Updating Subchapter 3.05.030 of the Colma Administrative Code regarding the Retirement Health Savings Plan Page 2 of 2

ANALYSIS
Colma Administrative Code (CAC):

The following changes to Chapter 3 of the CAC as it relates to the Town’s Retirement Health Savings Plan will apply to all members Hired on or After January 1, 2017, including unrepresented employees and City Council Members.

Eligible employees hired on or after January 1, 2017 receive a monthly Employer contribution to an individual account under the Retirement Health Savings Plan (RHSP). The Town shall contribute to the Member’s individual RHSP account an amount equivalent to one and one- half percent (1.5%) two- and one-half percent (2.5%) of the Member’s monthly base salary as shown in the Town’s adopted salary schedule. The base salary for the initial month of service and final month of service shall be prorated based on actual base salary paid in those months.

The member shall contribute to the Member’s individual RHSP account an amount equivalent to one- and one-half percent (1.5%) of the Member’s monthly base salary as shown in the Town’s adopted salary schedule. The base salary for the initial month of service and final month of service shall be prorated based on actual base salary paid in those months.

FISCAL IMPACT
The approval of the attached resolution will increase the Town’s RHSP contribution by 1% for all eligible City Council Members elected after January 1, 2017. The Town’s annual cost increase will be $449.64.

CONCLUSION
Staff recommends that the City Council adopt the resolution.

ATTACHMENTS
A. Resolution

Res. 2025-_ - CAC Subchapter 3.05.030 Regarding Retirement Health Savings Plan

ATTACHMENT A

Page 1 of 3 ends

RESOLUTION NO. 2025 – XX

OF THE CITY COUNCIL OF THE TOWN OF COLMA
RESOLUTION AMENDING COLMA ADMINISTRATIVE CODE SECTION 3.05.030

REGARDING THE RETIREMENT HEALTH SAVINGS PLAN PURSUANT TO CEQA GUIDELINE 15378
The City Council of the Town of Colma hereby resolves:

ARTICLE 1. COLMA ADMINISTRATIVE CODE SUBCHAPTER 3.05.030 AMENDED Section 3.05.030(b)(4)(i) is hereby amended to read as follows with all other language in Section

3.05.030 remaining:

3.05.030 Medical and Hospital Insurance
(4) Supplemental Benefit for Annuitants Hired on or After January 1, 2017 i) Mandat
ory Participation – Members Hired on or after January 1, 2017 Eligible employees hired on or after January 1, 2017 receive a monthly Employer contribution to an individual account under the Retirement Health Savings Plan (RHSP).

The Town shall contribute to the Member’s individual RHSP account an amount equivalent to one and one-half percent (1.5%), two- and one-half percent (2.5%) of the Member’s monthly base salary as shown in the Town’s adopted salary schedule. The base salary for the initial month of service and final month of service shall be prorated based on actual base salary paid in those months.

The m
ember shall contribute to the Member’s individual RHSP account an amount equivalent to one- and one-half percent (1.5%) of the Member’s monthly base salary as shown in the Town’s adopted salary schedule. The base salary for the initial month of service and final month of service shall be prorated based on actual base salary paid in those months.

The Tow
n’s RHSP is administered by a third-party administrator selected by the Town.

The design of the RHSP is intended to be a tax -advantaged savings plan to be used exclusively for qualifying medical expenses during retirement. [History: Adopted by Res 2008-03, 2/13/08; Amended by Res 2014-04, 2/13/14; Res 2016-01, 1/13/16; Res 2017-10, 2/8/17; Res 2020-01, 1/8/20; Res 2021-44, 12/8/21; Res 2025-XX, 2/12X/25]
Res. 2025-_ - CAC Subchapter 3.05.030 Regarding Retirement Health Savings Plan

ATTACHMENT A

Page 2 of 3 ends

ARTICLE 3. SEVERABILITY.

Each of the provisions of this resolution are severable from all other provisions. If any article, section, subsection, paragraph, sentence, clause or phrase of this resolution is for any reason held by a court of competent jurisdiction to be invalid, such a decision shall not affect the validity of the remaining portions of this resolution. The City Council hereby declares that it intended do and would have adopted each and every provision of this resolution independent of any other provision of this resolution.

ARTICLE 4. NOT A CEQA PROJECT.

The City Council finds that adoption of this resolution is not a "project," as defined in the California Environmental Quality Act (CEQA) because it is more akin to an administrative activity under CEQA Guideline 15378 and does not have a potential for resulting in either a direct physical change in the environment or a reasonably foreseeable indirect physical change in the environment and concerns general policy and procedure making.

ARTICLE 5. EFFECTIVE DATE.

This resolution shall be effective upon its adoption by the City Council. //
//
//
//
//
//
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Res. 2025-_ - CAC Subchapter 3.05.030 Regarding Retirement Health Savings Plan

ATTACHMENT A

Page 3 of 3 ends

CERTIFICATE OF ADOPTION
I certify that the foregoing Resolution No. 2025-_ was duly adopted at a regular meeting of said City Council held XXXX, 2025 by the following vote:

Name Voting Present, Not Voting Absent
Aye No Abstain Not Participating
Ken Gonzalez, Mayor
Carrie Slaughter, Vice Mayor
Helen Fisicaro, Councilmember
Joanne F. del Rosario,
Councilmember
Thomas Walsh, Councilmember
Voting Tally
Dat
ed
Ken Gonzalez, Mayor
Attest:

Michelle Estabillo, City Clerk
I
- - - -
• JI.• 4 II
Staff Report re Fourth Amendment to Comcast Agreement Page 1 of 3

STAFF REPORT
TO
: Mayor and Members of the City Council
FROM: Daniel Barros, City Manager
MEETING DATE: February 12, 2025
SUBJECT: Fourth Amendment to Comcast Agreement

RECOMMENDATION
Staff recommends that the City Council adopt the following:

RESOLUTION APPROVING THE FOURTH AMENDMENT TO THE BULK CABLE

TELEVISION SERVICES AGREEMENT WITH COMCAST TO EXTEND THE AGREEMENT FOR THREE YEARS PURSUANT TO CEQA GUIDELINE 15378

COUNCIL ADOPTED VALUES

RESPONSIBLE

BACKGROUND
In 2002, the Town contracted with TCI Cablevision, the predecessor to Comcast Corporation, to provide cable television services to all residents. The Comcast contract was renewed every three to five years after 2002.

A new five-year bulk services agreement was executed with Comcast in 2015. The original agreement included a cost of $30 per unit for cable service ($26.75 per unit charge for bulk video service and $3.25 per unit cost for broadcast TV). The original agreement was set to expire on May 31, 2020. The agreement allowed Comcast to escalate the monthly cost by 3% annually.

In December 2017 the bulk services agreement was amended; the amendment related to the calculation of Public, educational, and governmental access fees (PEG). This amendment was to clarify that Comcast did not need to pay the Town governmental access support fees or PEG Fees. Because those fees would be imposed on subscribers (in this instance the Town), it didn’t make sense for the Town to agree to have Comcast collect PEG Fees as Comcast would impose it on the Town only to provide it back to the Town. In a normal situation where residents are the subscribers, a PEG Fee makes more sense. This amendment did not change the term of the original agreement or the costs.

ITEM #5
Staff Report re Fourth Amendment to Comcast Agreement Page 2 of 3 In November 2018 the bulk services agreement was amended, adding units from Veteran’s Village (66 units) and the B and C Street Homes (9 homes). The third amendment was executed in November 2019, extending the agreement for an additional five years. This amendment also changed some of the Town’s pricing but kept the overall monthly cost per household the same as follows: The amendment included a cost of $30 per unit for cable service with a breakdown different than the original agreement with a $25.50 per unit charge for bulk video service and a $4.50 per unit cost for broadcast TV). This amendment continued to allow Comcast to escalate the monthly cost by 3% annually. This amendment also introduced the option for the Town and Comcast to allow the agreement to continue to extend annually past the termination date of November 2024 with automatic renewals thereafter for one year periods unless either party provides a maximum of 270 days’ notice of its intent not to renew the agreement.

ANALYSIS
With the third amendment set to officially expire in November 2024 (with the understanding that it would automatically renew for a one-year period in November 2024), staff engaged in communication with Comcast to express our desire to execute another amendment and continue the ongoing contractual relationship, but potentially with better pricing. To that end, Comcast has provided Town staff with the Fourth Amendment which includes slightly better pricing as follows:

• Overall Monthly Cost: $29.00 per unit (comprised of $15.65 per unit for bulk video service and $13.35 per unit for broadcast TV)

The above represents a savings to the Town of $1.00 per unit per month compared to the last amendment. There is also further cost savings as Comcast has escalated its cost annually so the current monthly cost per unit since the Third Amendment was executed is $15,090. This represents a monthly cost savings of $503.

This amendment would extend the term of the original agreement again, but this time for 3 years through January 2028. It would also continue to allow for automatic renewals after the expiration date for one-year periods unless either party provides a maximum of 270 days’ notice of its intent not to renew the agreement. This amendment also allows Comcast to escalate its price by 3% annually. All other terms included in the original agreement would remain.

FISCAL IMPACT

The proposed amendment is for 499 households and Town facility cable services (4) at a rate of $29 each. The annual cost to the Town would be approximately $176,000.

ALTERNATIVES
The City Council could choose not to approve the amendment and continue with the current one- year renewals provided for under the Third Amendment, which is still controlling the relationship between the Town and Comcast . This alternative is not recommended since the agreement is intended to provide cable services to all within the Town.

Staff Report re Fourth Amendment to Comcast Agreement Page 3 of 3

CONCLUSION
Staff recommends the City Council adopt the resolution.

ATTACHMENTS
A. Resolution
B. Original Agreement and First Three Amendments
C. Fourth Amendment

I
- -
- -
• JI.• 4 II
25977.00100\43227267.1
Res. 2024-__, Fourth Amendment Bulk Cable Television Services Agreement Page 1 of 4

RESOLUTION NO. 2025-__

OF THE CITY COUNCIL OF THE TOWN OF COLMA

RESOLUTION APPROVING FOURTH AMENDMENT TO THE BULK CABLE

TELEVISION SERVICES AGREEMENT WITH COMCAST TO EXTEND THE

AGREEMENT FOR THREE YEARS PURSUANT TO CEQA GUIDELINE
15378
The City Council of the Town of Colma does hereby resolve:
1 . Background.
(a) In 1998, the Colma Recreation Advisory Committee, led by an outside, independent expert in recreational and leisure services and comprised of residents and staff members of the Town, filed a report recommending that the Town develop a comprehensive recreational program which should meet the following goals, inter alia:
(i) The Town should subsidize all new and existing recreation programs; (ii) Programs should be consistent and sustainable;
(iii) There should be a variety of recreational programs which encompass the total needs of individuals, represent the demographic needs of the community, provide quality leisure experiences, and provide participants with exposure to positive images of diversity. (b) Since then, the City Council has endeavored to develop such a comprehensive recreational program and, in furtherance thereof, adopted Guidelines for Recreation and Leisure Programs, Events and Activities (Colma Administrative Code § 2.01.010 et seq.). The Guidelines encourage the development of programs that encompass the total needs of the individual, including education, culture, personal relaxation, and self- improvement (Colma Administrative Code §

2.01.100) and provide for increased access for all citizens. (c) In 2002, prior to adopting Resolution 2002 -15, the Council reviewed the following documentary evidence: Town of Colma Recreation Activities Committee, Colma Recreation Activities Guide, 1998; City and County of San Francisco, Recreation and Park Department Assessment Project, 1998; California Park and Recreation Society, Vision Insight Planning Strategic Plan, 1999; Canadian Parks/Recreation Association, Benefits of Parks and Recreation Catalogue, 1997 (web site: http://www.lin.ca/htdocs/catackn.htm); and found, among other facts, that:
(i) Making cable television programs available to all residents of the Town of Colma provides a substantial public benefit because cable television offers so much informational, educational and recreational value to the viewer;
(ii) Adopting a program wherein the Town shall pay for all residents to have access to and continued availability of cable television services is desirable in a free and democratic society where the people are the electorate because the citizenry becomes more informed, more up to date on current issues affecting the nation, region, and locality, and more ready to meet the responsibilities of being an informed electorate; and

ATTACHMENT A
25977.00100\43227267.1

Res. 2024-__, Fourth Amendment Bulk Cable Television Services Agreement Page 2 of 4

(iii) Making cable television services available to all residents of the Town is consistent with the Policies set forth in the R ecreation Program Guidelines contained at Colma Administrative Code § 2.01.100.
(d) In 2002, after making these findings, the City Council adopted Resolution 2002-15, which approved a Bulk Services Agreement with TCI Cablevision , the predecessor to Comcast Corporation and authorized the Town to subsidize cable television programming for Town residents.
(e) Since 2002, the contract has been renewed every three to five years. (f) In 2015, the Town entered into an amended and restated agreement with Comcast Corporation for five years.
(g) In 2017, the Town en tered into a First Amendment related to the calculation of Public, educational, and governmental access fees (PEG).
(h) In 2018, the Town entered into a Second Amendment to include additional units in the Town.
(i) In 2019, the Town entered into a Third Amendment to extend the term five years, and allow for one year automatic extensions after the termination date. (j) Staff is now recommending that the City Council enter into a Fourth Amendment to extend the term three years with better pricing than prior contractual arrangements between the Town and Comcast.

2. Findings.

The City Council finds that each of the following facts are true:
(a) Recreational, educational, and cultural opportunities for Colma residents are limited. The total amount of land dedicated for park purposes is 2.43 acres. This amounts to approximately

1.5 acres of parkland per 1,000 residents. This is lower than the recommended target of 3.0 acres of parkland per 1,000 residents. Because of these limited recreational opportunities, the Town of Colma subsidizes recreational, educational and cultural opportunities for its citizens to increase accessibility for its residents. For example, the Town has sponsored and subsidized children’s summer camps, summer picnics, holiday parties, and cultural trips to museums. (b) Cable television programming provides significant informational, educational, cultural, civic, and recreational values to people. By subsidizing the distribution of cable television programming, the Town will bring these values to the entire community. (c) The informational and news value of cable television programming is well -established.

Among the ongoing programming of cable television are (i) network channels, including CNN, MSNBC, and CNBC, which report the news or offer informed commentary of current events 24 hours per day; (ii) local PEG channels covering the governmental and public affairs matters of importance to the Town; (iii) several local stations which each broadcast up -to-date local news and weather for the region, the state and the nation; and (i v) a weather channel. A wider 25977.00100\43227267.1

Res. 2024-__, Fourth Amendment Bulk Cable Television Services Agreement Page 3 of 4

penetration of news programming leads to a more informed and educated electorate and community.
(d) Cable television offers a wealth of educational programs. Many channels focus solely on one theme, such as History channel and Discovery channel. Some news channels offer significant educational content when not reporting news. Just as news of current even ts leads to a more informed and educated public, educational and history programs help the public better understand civic, national and international events and issues. (e) Self-improvement programming also provides a benefit to the public. HGTV, for example, teaches people how to care for and improve their homes, which in turn preserves neighborhoods and maintains home values.
(f) Studies have shown that the average American who reaches the age of 70 spends approximately 27.5 years involved in some form of recreation. The average person will attribute the relative happiness of their life to the quality of their leisure time. To obtain relative happiness and quality leisure time, participants must have a variety of activities from which to choose.

Television, despite its sometimes seemingly trivial side, offers a leisurely respite from the stresses of modern urban living.
(g) Continuing the Town’s program of subsidizing residents’ access to and continued availability of cable television services provides a substantial public benefit, as more particularly described in the foregoing findings.
(h) Continuing the Town’s program of subsidizing residents’ access to and continued availability of cable television services is desirable in a free and democratic society where the people are the electorate in that the citizenry becomes more informed, more up to date on current issue affecting the nation, region, and locality, and more ready to meets the responsibilities of being an informed electorate.
(i) Continuing the Town’s program of subsidizing residents’ access to and continued availability of cable television services is consistent with the Policies set forth in the R ecreation Program Guidelines contained at Colma Administrative Code § 2.01.100. (j) The Town’s program of subsidizing residents’ access to and continued availability of cable television services should be expanded as appropriate to ensure all Town residents have access to the program’s benefits.

3. Order.
(a) The City Council hereby approves the Fourth Amendment to the agreement between the Town and Comcast.
(b) The Mayor is authorized to execute the fourth amendment to the existing Bulk Cable Television Services Contract with Comcast Corporation for the purposes of extending the agreement for three additional years , with such technical amendments as may be deemed appropriate by the City Manager and the City Attorney.

25977.00100\43227267.1

Res. 2024-__, Fourth Amendment Bulk Cable Television Services Agreement Page 4 of 4

Certification of Adoption
I certify that the foregoing Resolution No. 2024-__ was duly adopted at a regular meeting of said City Council held on February 12, 2025 by the following vote:

Name Voting Present, Not Voting Absent
Aye No Abstain Not Participating
Ken Gonzalez, Mayor x
Carrie Slaughter, Vice Mayor
Helen Fisicaro
Joanne F. del Rosario
Thomas Walsh

Dated ______________________ ___________________________________ Ken Gonzalez, Mayor

Attest: ____________________________
Michelle Estabillo, City Clerk

ATTACHMENT B

AMENDED AND RESTATED BULK VIDEO SERVICES AGREEMENT
This Amended and Restated Bulk Video Services Agreement (the "Agreement") is effective June 1, 2015, and is between Comcast of California IX, Inc. (the "Company"), whose address is 3055 Comcast Place, Livermore, CA 94551, and Town of Colma (the "Town"), whose address is 1198 El Camino Real, Colma, CA 94014. As of the date of this Agreement, there are 424 covered Residential Dwelling Units ("RDU") as defined below in the Town as listed in Exhibit A plus four (4) public buildings owned or occupied by agencies of the Town. Together, the RDUs and the four (4) public buildings comprise the "Premises".

The Company has been granted a franchise as evidenced by California Video Franchise Certificate No. 0021 (hereafter, "Certificate 0021 ") by an authorized governmental agency ( the "Franchise Authority") to construct and operate a cable communications system in Colma, California (the "Franchise Area"). The Town wishes to provide, as a subsidized or partially subsidized public benefit, multi-channel video services to the Premises on a bulk billing basis (the "Bulk Video Services").

The Company is currently providing Bulk Video Services pursuant to an agreement entered into with the Town dated February 1, 2009, as amended, and the Parties wish to replace that agreement with this Agreement effective as of June 1, 2015.

The parties, for good and valuable consideration, intending to be legally bound, agree as follows:
l. Wiring.

The Company has installed the facilities necessary to provide the Bulk Video Services to the RDUs and the 4 public buildings (the "Company Wiring"). The portions of the Company Wiring in the public rights of way shall be and will remain the property of the Company and subject to the requirements set forth in Certificate 0021. The ownership of those portions of the Company Wiring not within the public right of way shall be as agreed to between the RDU owners with respect to the RDUs or the Town with respect to the public buildings in accordance with applicable law. All work shall be done by the Company in a proper and workmanlike manner in accordance with Federal Communications Commission ("FCC") regulations, industry standards and local codes, unless otherwise provided in this Agreement. The Company shall be responsible for all costs and expenses incun-ed by it in operating, maintaining and repairing the Company Wiring. The Company agrees to repair and/or replace any damage to the Premises resulting from the operation, maintenance or repair of the Company Wiring, except as otherwise provided in this Agreement. The Company will be responsible for obtaining all necessary permits, licenses and approvals in connection with the operation of the Company Wiring.

2. Resident Information/Unauthorized Use of Bulk Video Services.

The Town will supply the names and addresses of residents at reasonable intervals. The Town shall cooperate with the Company to prevent (i) the unauthorized possession of converters or channel selectors and (ii) the unauthorized reception of the Bulk Video Services.

Page 1 of 16 ends

3. Franchise Fees.

The Company shall not be required to calculate or remit to the Town any franchise fee on revenues received from the Town for Bulk Video Services covered by this Agreement, nor shall the Company pass through any franchise fees to the Town on invoices issued pursuant to Section 5(b) for Bulk Video Services covered by this Agreement.

4. Delivery of Bulk Video Services.

The Town has the authority to grant and does hereby grant to the Company during the term hereof the right to deliver the Bulk Video Services to the Premises, unless otherwise required by applicable law. The Town shall not enter into a bulk video services agreement with another service provider to provide services similar to the Bulk Video Services during the te1m of this Agreement regardless of the method used to deliver such video services to the Premises.

However, nothing in this Agreement shall prohibit other service providers from providing service to the Premises provided that no use is made of the Company Wiring by such other service providers. The Town acknowledges that if a resident utilizes another provider for services using the wiring within the RDU that the Company is using to provide the Bulk Video Services, the resident may not be able to receive the Bulk Video Services and such inability to receive the Bulk Video Services will not be a breach of this Agreement by the Company or result in a reduction in the per unit fees paid by the Town.

5. Fees and Charges for Bulk Video Services.
a) The Company agrees to provide Bulk Video Services on one (1) outlet in each of the 424 RDUs and those portions of the Bulk Video Services that do not require two way communications to two (2) outlets in each of 424 RDUs and a total of twelve (12) outlets in the four (4) public buildings identified in Exhibit A. As of the date of this Agreement, the Bulk Video Service consists of the channel lineup set forth on Exhibit B attached hereto which is subject to change from time to time.
b) The Town shall pay the Company a monthly fee for Bulk Video Service equal to $26.75 per unit and a broadcast TV fee of $3.25 per unit for a "monthly per unit service fee" of $30.00, plus all applicable government fees and taxes, except for franchise fees. For the 424 dwelling units and four (4) public buildings, the initial total monthly fee will be $12,840.00 plus all applicable government fees and taxes. The monthly per unit service fee referenced above does not include any fees which may be billed directly to RDU residents for Additional Services (defined in Section 5(e) below) or any fees which may be billed directly to the Town for additional equipment or other technical services at the public buildings. The monthly per unit service fee may be increased by the Company once aimµally upon thirty (30) days written notice and shall not exceed 3 % and further provided that the rai:e increase shall not be greater than the service rate increases applicable to residential subscribers in Daly City, California for Digital Starter or equivalent service.
c) The Town may modify the RDUs covered by the Agreement for any homes or • buildings added or constructed in the future. The parties agree to meet and confer in good faith from time to time, but no less than annually, to determine the number oflegal residential

Page 2 of 16 ends

dwelling units in the Town covered by the Agreement. After a determination that the number of residential dwelling units covered by the Agreement is different than 424 RDUs, the billing will be adjusted to reflect the adjusted number ofRDUs beginning with the next quaiier after the determination has been made. Notwithstanding the foregoing, the Company shall have no obligation to provide the Bulk Video Services to any RDU for which it is not receiving the monthly per unit Bulk Video Service fee.
d) Monthly per unit Bulk Video Service fees pursuant to this Agreement shall be due and payable upon receipt of an invoice and shall be subject to an administrative fee of 1 % per month if not paid within (15) calendar days of receipt thereof. The Company may terminate this Agreement upon written notice to Town in the event payment of the monthly per unit Bulk Video Service fee remains unpaid for sixty ( 60) days.
e) The Town acknowledges and understands that a digital receiver is required to receive the Bulk Video Service. To the extent that a resident does not have such equipment in their residential unit as of the effective date of this Agreement, the Company shall provide each resident with one (1) high definition digital receiver and one (1) remote control and with two (2) high definition digital adapters and two (2) remote controls at no additional monthly charge provided that the resident enters into a separate agreement with the Company accepting responsibility for the receiver, adaptors, remote(s) and any services purchased which are additional to the Bulk Video Service (the "Additional Services"). The Town assumes no liability or responsibility for service or equipment charges for Additional Services contracted for by individual residents. If a resident refuses to enter into such agreement or violates such agreement, the resident may be capable of viewing only those p01iions of Bulk Video Service that do not require a high definition digital receiver or digital adapter and the Company shall not be required to provide any reduction in the monthly per unit Bulk Video Service fee. The type of high definition digital receiver, high definition digital adapters and remotes provided to the residents shall be at the Company's sole discretion.
f) The Company shall provide the Town with up to 12 high definition digital adaptors and 12 remote controls capable of receiving the Bulk Video Service at no additional monthly charge. The type of high definition digital adaptors and remotes provided to the Town shall be at the Company's sole discretion. The Town shall keep an inventory report of the high definition digital adaptors and remotes issued to the Town listing status of each adaptor and remote as in one of the following statuses: (1) in inventory; (2) installed in a public building listing the location within the building; (3) missing, lost, stolen, damaged; or ( 4) exchanged not damaged. The Town shall provide such inventory report to the Company upon the Company's request and shall provide reasonable access to the Company to verify the accuracy of the inventory rep01i. The Town shall return all adaptors and remotes to the Company within ten (10) days of the termination or expiration of the Agreement. The Town shall reimburse the Company for the Company's costs to replace any adaptors or remotes issued to the Town that are lost, stolen, missing or damaged within thirty (30) days of receipt of an invoice from the Company.

The Company will replace non-functioning adaptors and remotes at no charge after the Company determines that the failure of such adaptor or remote is not the result of misuse or intentional damage. The Company will replace such lost, stolen, missing or damaged adaptors and remotes after the receipt of payment from the Town of the full replacement costs of such equipment. The

Page 3 of 16 ends

Town shall pay such costs within thirty (30) days of receipt of an invoice from the Company.

The digital adaptors and remotes are and shall remain the personal property of the Company. g) The Town may not sell, offer for sale or resell any of the services contemplated by this Agreement without the prior written consent of the Company. h) The RDU residents are eligible for promotional pricing for bundled and/or upgraded services for bulk customers as made by the Company within the service area set forth in Certificate 0021.

6. Programming and Licenses
a) The Town acknowledges and agrees that the Company has the right at any time to preempt, without prior notice, specific programs and to determine what substitute programming, if any, shall be made available. The Company may, in its discretion, make additions, deletions or modifications to its channel line-up without liability to the Town or anyone claiming through the Town so long as the Company continues to provide a level of Bulk Video Services that is substantially equivalent to the channel lineup set forth in Exhibit B. The Company shall not be liable for failure to deliver any programming which is caused by the failure of the programmer to deliver or make such programming available to Company or any other reason beyond the reasonable control of the Company.
b) The Bulk Video Services may not be displayed ( either in whole or in part) in bars, lounges, lobbies or other public areas, except for the public buildings set forth in this Agreement.

The Town may not charge a cover charge or admission fee to the public buildings for any Bulk Video Services. The Town shall not permit any advertisement, program delay, intem1ption, editing, insertion, deletion or alteration in the Bulk Video Services provided to the public buildings. The Town shall not authorize and shall take reasonable steps to prevent unauthorized copymg or videotaping of the Bulk Video Services and Additional Services in the public buildings.
c) The Town acknowledges that it may be required to obtain additional licenses or authorizations in order to publicly perform and/or display certain copyrighted material in the public buildings. The Town acknowledges and agrees that it (and not the Company) shall be solely responsible for obtaining all such licenses or authorizations and the payment of any charges or fees in connection therewith.

7. Customer Service.
a) The Company shall provide customer service in accordance with state law and applicable Town ordinances. The Company will maintain a local or toll-free telephone number which will be available to its subscribers twenty-four (24) hours a day, seven (7) days a week. Company representatives will be available to respond to customer telephone inquiries during normal business hours. The Company will begin working on service interruptions promptly and in no event later than the next business day after notification of the service problem, excluding conditions beyond the control of the Company.

Page 4 of 16 ends

b) The Company will provide the Town's Manager with the name and telephone number of a designated Community Account Representative ("CAR") to address specific concerns of the Town with respect to Bulk Video Services.

8. Interference.

Notwithstanding anything else in this Agreement to the contrary, the Company shall not interfere with the right of an individual resident to install or use his or her own private reception device, provided, however, that should any device or any facility belonging to a resident (or the Town) does not comply with the technical specifications established by the FCC, including, but not limited to, signal leakage, which interferes with the Company's delivery of the Bulk Video Services, the Company reserves the right to discontinue the Bulk Video Service to any or all of the RDUs or the public buildings until such non-conformance is cured by the Town or resident, as the case may be.

9. Term.

This Agreement, when duly executed by both parties, shall constitute a binding agreement between the Town and the Company and their respective successors and assigns from June 1, 2015 through May 31, 2020. Thereafter, this Agreement shall automatically renew for successive periods of one (1) year unless either party shall provide the other with a minimum 270 days' notice of its intention not to renew at the end of the then current term.

10. Insurance.

The Company agrees to maintain comprehensive general liability insurance with a minimum combined single limit of not less than two million dollars ($2,000,000) per occurrence for bodily or personal injury to, illness of, or death of persons, and damage to property, as required by the Town's ordinances. Upon request, the Company will provide the Town with a certificate evidencing such insurance.

11. Indemnification.
a) The Company shall indemnify, defend and hold the Town harmless from any and all claims, damage or expense arising out of the actions or omissions of the Company, its agents and employees with respect to the installation, operation, maintenance or removal of the Company Wiring and the Services provided RDUs pursuant to this Agreement. b) The Town agrees to indemnify and hold harmless the Company from any claims, actions or lawsuits arising from the acts or omissions of the Town, its employees, contractor or other representative with respect to the validity or enforceability of this Agreement under local or state law. Such indemnification and hold harmless includes, but is not limited to, damages, attorney fees or other costs arising from such claim, action or lawsuit. c) Each party seeking such indemnification shall use reasonable efforts to promptly notify the other of any situation giving rise to an indemnification obligation hereunder and neither party shall enter into a settlement that imposes liability on the other without the other party's consent, which shall not be umeasonably withheld.

Page 5 of 16 ends

12. Limitation of Liability.

NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR SPECIAL INCIDENTAL,

PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT

LIMITED TO FRUSTRATION OF ECONOMIC OR BUSINESS EXPECTATIONS, LOSS OF

PROFITS, LOSS OF CAPITAL, COST OF SUBSTITUTE PRODUCT(S), FACILITIES OR

SERVICES, OR DOWN TIME COST, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13. Termination.
a) Default. In the event either party defaults in the performance of any of the material terms of this Agreement, the non-defaulting party shall give the defaulting party written notice specifying the nature of such default and identifying the specific provision in this Agreement which gives rise to the default. The defaulting party shall have sixty (60) days to either (i) notify the non-defaulting party that no default occurred and provide reasonable proof thereof, (ii) cure the default, or (iii) if such default is incapable of cure within such sixty ( 60) day period, commence curing the default within such sixty ( 60) day period and diligently pursue such cure to completion. In the event if the defaulting party fails to do so within such sixty ( 60) day period, the non-defaulting party may terminate this Agreement upon thirty (30) days written notice without further liability of either party.
b) Permanent Loss of Authority. This Agreement shall terminate automatically without any further liability on the part of the Company in the event the Company lacks authority to continue to provide the Services to the Premises due to loss of governmental authorization.

This clause, however, shall not apply to periods of transition, such as franchises subject to review, transfer or reapplication, or where te1mination is the subject of dispute.

14. Removal of Company Wiring.
a) Upon expiration or termination of this Agreement for any reason the Company shall have a period of six (6) months during which it shall be entitled, but not required, to remove the Company Wiring within the public rights of way. The Company shall promptly repair any damage to the Premises caused by the removal of the Company Wiring. b) Notwithstanding anything to the contrary contained in this Agreement, the removal period referenced in section (a) shall be tolled for as long as the Company has the right under applicable law to continue to provide any or all of the Services to any or all of the units on the Premises after the termination or expiration of this Agreement, in which case the Company shall have the right to continue to own and use the Company Wiring to provide the Services.

This Section shall survive the termination of this Agreement.

15. Dispute Resolution.

All disputes under this Agreement shall be submitted to and settled by arbitration in accordance with the rules of the American Arbitration Association. The parties shall appoint a mutually

Page 6 of 16 ends

agreeable arbitrator reasonably familiar with broadband communications systems and services.

In the event the parties are unable to agree to a single arbitrator, the dispute shall be submitted to a panel of three (3) arbitrators, one of which shall be reasonably familiar with broadband systems and services. Each party shall appoint an arbitrator and the two arbitrators so appointed shall then select a third arbitrator. The arbitrators shall apply applicable federal laws and regulations and the laws of the jurisdiction in which the Premises are located, without regard to its choice of law principles. The decision of the arbitrators shall be binding and conclusive on all parties involved, and judgment upon their decision may be entered in a court of competent jurisdiction.

The prevailing party in any such arbitration shall be entitled to collect from the non-prevailing party all costs of the arbitration, including reasonable attorneys' fees.

16. Miscellaneous.
a) Definition of a Residential Dwelling Unit (RDU): A Residential Dwelling Unit (RDU) is defined as any building or portion thereof which contains living facilities, consisting of provisions for sleeping, eating, cooking and sanitation, for not more than one family. b) Force Majeure. Neither party shall be liable for failure to perform its obligations under this Agreement due to acts of God, the failure of equipment or facilities not owned or controlled by a party (including, but not limited to, utility service), denial of access to facilities or rights-of-way essential to serving the Premises, government order or regulation or any other circumstances beyond the reasonable control of the party with the performance obligation. c) Assignability; Binding Effect. This Agreement may be assigned by either party, provided, however the Town may not assign this Agreement to any person or entity that does not govern the Town of Colma. The assignee shall agree in writing to be bound by all the terms and conditions hereof. This Agreement shall be binding upon the parties and their respective successors and assigns.
d) No Third Party Beneficiaries. This Agreement shall not provide any person not a party to this Agreement with any remedy, claim, liability, reimbursement, commission, cause of action or other right.
e) Applicable Law. This Agreement shall be governed and construed in accordance with applicable State of California and federal laws and regulations. Any state action brought on, or arising out of this Agreement shall be brought in San Mateo County, California, and any federal action brought on, or arising out of this Agreement, shall be brought in the Northern District of California.
f) Invalidity. If any provision of this Agreement is found to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement will not be affected or impaired.
g) Notices. All notices, demands, requests or other communications given under this Agreement shall be in writing and be given by personal delivery, United States Postal Service, or nationally-recognized overnight courier service to the address set forth below or as may

Page 7 of 16 ends

subsequently in writing be requested.

Ifto the Town of Colma:

Town of Colma
1198 El Camino Real
Colma, CA 94014
Attn.: Town Manager
Ifto the Company:

Comcast of California IX, Inc.
3055 Comcast Place
Livermore, CA 94551
Attn.: MDU Operations
With a copy to:

Comcast Cable Communications, LLC
One Comcast Center
Philadelphia, PA 19103
Attn.: General Counsel
h) Entire Agreement; Amendments. All recitals set forth above are hereby incorporated into the body of this Agreement. This Agreement, including Exhibits A and B attached hereto, constitutes the entire agreement between the parties and supersedes all prior agreements, promises and understandings, whether oral or written. This Agreement shall not be modified, amended, supplemented or revised, except by a written document signed by both parties.
i) Authority. Each party represents to the other that the person signing on its behalf has the legal right and authority to execute, enter into and bind such party to the commitments and obligations set forth herein.
[SIONA TURES APPEAR ON THE NEXT PAGE.]

Page 8 of 16 ends

IN WITNESS WHEREOF , the paiiies hereto have caused this Agreement to be executed by their duly authorized representatives as of the date first written above.

WITNESS/ ATTEST
Name: Sean Rabe, City Manager
**Please See Attach**
~ California Acknowledgment
_ California Jurat
ATTEST:

Name:

TOWN
Town of Colma
ByJ_/>M,,,,L 1 /4l ~ .

N~ e: Joanne Del Rosario
Title: Mayor **Please See Attach**

COMPANY
y:
$ Califomia Acknowledgment
_ California Jurat
Name: Elaine Barden
Title: Regional VP Sales & Marketing

Page 9 of 16 ends

Callfarnlll AII-Parpa■e Certlllcate of
A notary public ar altw afflclr campllllng 1h11 cerllllcllll wrlllll only the ldlnllly of the lnr:lvldUII who llgned the documlllt to which thll Clrtlflca II l1llctled, and not thl trulhfulnlll. lCCUl'WI, or vddlty of thlt document.

Stm of Callfomla
County of 6 C<..b (\)qZe.p
on \'<\Gh,J r;;.o, 'Zol, beforeme, -::, ,~a,,,t~r- / 1v~re::,- , 7 Name or Notay Public, Tlllt I
peraonally appeared ____ ~_o;;;;..;;;.;;o... ... n ___ <\._€.J ___ f.J __ e ____ L ____ R __ o __ S ____ a.. ___ >-..._/o.___ ......iid------- Nam, of S!Qn .. 11) 5/<
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~o proved to me on the buts of 18tilfactory evidence to be the pnon(a) whON name(a) • .,._are subscribed _!9 the within inatrument and acknowledged to me that balllielthey executed the ume lr,JJletlferlthelr authorized capacity(181)1 and that by l:llelhlrlthelr llgnature(a) on the instrument the person(1), or the entity upon behalf of which the per10n(a) acted, executed the instrument.

I certify under PENAL TY OF PERJURY under the laws
of the State of califomia that the foregoing paragraph 111 • ,: .... ·, • • • • • 0 , ... • , r true and COrrect. ~ r,;v;=o-: , P. F MER! ~
• 0 t'1\._,:-J~~1- COMM. #2 003459 z
WITNESS h d nd offl_._1 __ 1 ix~~~\~::: -!( t .; Notary Public - California i3 my an ■ "-.. -,. z •::-1 .,,_ir"''-1>1 San Mateo County ~ ~ ~ .,.., :7, p IL_--7----=::::::::::::=~ J-:~:·· 0 M_y CJmT ~xp~es_fe~ 6:_20l7 l 8811
---------- OPTIONAL INFORMATION -----------
Although the Information in thll ,ect;on is not n,quif8d by law, it could prevent fraudu/fJnt remowl end rHttachmtnt of this acknowledgment to en unauthorized document and may pmve useful to peraons 19/ying on the attached document.

Description of Attached Document
The pracedlng Certificate of Aclcnawledgment is~ to a Malhad of ldlnllllcallan doa.tment tltledlrarthe purpoN of fJ '(Y\e., 'f\ 9&Q ~ P""'9111Dmean~bllllilrlwl"'4a,yMlnl:
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. fil?o t ) The 1igner(1) capac:lty or aulhartty llian{ u: Paae•--- &n1ry•- O lndlvldual(1) Nataryc:anlllCt ______ _
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Cl 200&-201 s Notary Leaming Center-All Rights Reserved You can purcn ... copies or this fom, from our Wlb lite at www.~.com

EXHIBIT A
Town of Colma Address Range List
Part 1 - RDUs
House# Street Name House# Street Name
401 BST 463 B ST
403 B ST 468 B ST
405 B ST 469 BST APTA
407 BST 469 B ST APT B
409 B ST APTA 471 B ST
409 B ST APTB 472 BST
411 BST APTA - 475 B ST
411 B ST APTB 476 B ST
413 B ST APTA 479 B ST
413 BST APTB 480 B ST
415 B ST APTA 483 B ST
415 BST APTB 484 B ST
416 B ST APTA 488 BST
416 B ST APTB 492 SST
417 BST APTA 503 BST
417 BST APT B 504 B ST
418 B ST 507 B ST
419 BST APTA 508 B ST
419 B ST APTB 511 BST
420 B ST APTA 512 B ST
420 B ST APT B 515 B ST
424 B ST 516 B ST
426 B ST 519 B ST
429 BST 520 B ST
429 B ST 1/2 523 B ST
429 B ST APTA 524 B ST
430 B ST 527 B ST
431 BST 528 B ST
433 B ST 531 BST
435 B ST 532 B ST
436 BST 536 B ST
437 B ST 540 B ST
438 B ST 401 CST APTA
439 B ST 401 CST
441 BST 409 CST
442 B ST 411 CST
444 B ST 413 CST
451 B ST 415 CST APTA
453 B ST 415 CST APT B
455 B ST 417 CST APTA
461 B ST 417 CST APTB

Page 10 of 16 ends

House# Street Name House# Street Name
419 CST APTA 507 CST
419 CST APTB 508 CST
420 CST APTA 511 CST
420 CST APT B 512 CST
421 CST 515 CST
422 CST APTA 516 CST
422 CST APTB 519 CST
423 CST 520 CST
424 CST APTA 523 CST
424 CST APTB 524 CST
426 CST APTA 527 CST
426 CST APT B 528 CST
427 CST 531 CST
431 CST 532 CST
435 CST APT 1 535 CST
435 CST APT2 536 CST
435 CST APT3 539 CST
435 CST APT4 540 CST
435 CST APTA 543 CST
438 CST 544 CST
440 CST 547 CST
441 CST 548 CST
441 CST APTA 551 CST
442 CST 552 CST
445 CST APTA 556 CST
445 CST APTB 560 CST
445 CST APTC 564 CST
445 CST APTD 350 CLARK AVE
446 CST 450 CLARK AVE
449 CST 550 CLARK AVE
455 CST 560 CLARK AVE
464 CST 570 CLARK AVE
466 CST 580 CLARK AVE
467 CST 429 DST
471 CST 430 DST
472 CST 431 DST
475 CST 433 DST
476 CST 434 DST
479 CST 435 DST
480 CST 436 DST
483 CST 438 DST
484 CST 439 DST
487 CST 442 DST
491 CST 443 DST
492 CST 443 DST APTA
503 CST 448 DST
504 CST 452 DST

Page 11 of 16 ends

House# Street Name House# Street Name
455 DST 416 EST
456 DST 417 EST
459 DST 419 EST
460 DST 421 EST
463 DST 423 EST
464 DST 425 EST
467 DST 427 EST
468 DST 429 EST
471 DST 435 EST
472 DST 441 EST
475 DST 443 EST
476 DST 444 EST
479 DST 445 EST
480 DST 446 EST #A
483 DST 446 EST #B
484 DST 446 EST #C
487 DST 448 EST
488 DST 449 EST APT 1
490 DST 449 EST APT2
491 DST 449 EST APT 3
503 DST 450 1/2 EST
507 DST 450 EST
511 DST 455 EST
515 DST 460 1/2 EST Apt Front
519 DST 460 EST
523 DST 461 EST
527 DST 462 EST APT 1
531 DST 462 EST APT2
535 DST 462 EST APT 3
539 DST 463 EST
543 DST 464 EST APTA
547 DST 464 E1ST APT B
551 DST 465 EST APTA
555 DST 465 EST APTB
559 DST 466 EST APTA
563 DST 466 EST APT B
567 DST 467 EST
571 DST 469 EST
575 DST 471 EST
579 DST 478 EST
401 EST APT 1 483 EST
401 EST APT2 490 EST
401 EST APT3
401 EST APT4
412 EST
414 EST
415 EST

Page 12 of 16 ends

House# Street Name House# Street Name
1051 EL CAMINO REAL 627 F ST APTA
1180 EL CAMINO REAL APTA 627 F ST APTB
1180 EL CAMINO REAL APT B 629 F ST
1180 EL CAMINO REAL APTC 1450 HILLSIDE BLVD APT 1
1180 EL CAMINO REAL APTD 1450 HILLSIDE BLVD APT2
1180 EL CAMINO REAL APTE 1450 HILLSIDE BLVD APT 3
1180 EL CAMINO REAL APT F 1450 HILLSIDE BLVD APT4
1180 EL CAMINO REAL APTG
1180 EL CAMINO REAL APTH 1801 HILLSIDE BLVD
1180 EL CAMINO REAL APTI 1905 HILLSIDE BLVD
1180 EL CAMINO REAL APT J 2003 HILLSIDE BLVD
1180 EL CAMINO REAL APTK 2005 HILLSIDE BLVD
1180 EL CAMINO REAL APT L 2300 HILLSIDE BLVD
1180 EL CAMINO REAL APTM 2700 HILLSIDE BLVD
1180 EL CAMINO REAL APT N 2702 HILLSIDE BLVD
1180 EL CAMINO REAL APTO 2704 HILLSIDE BLVD
1180 EL CAMINO REAL APTP 2706 HILLSIDE BLVD
1180 EL CAMINO REAL APTR 2708 HILLSIDE BLVD
1180 EL CAMINO REAL APTS 2710 HILLSIDE BLVD
1222 EL CAMINO REAL APTA 302 HOFFMAN ST
1222 EL CAMINO REAL APT B 304 HOFFMAN ST
1242 EL CAMINO REAL 306 HOFFMAN ST
1350 EL CAMINO REAL 308 HOFFMAN ST
7685 EL CAMINO REAL 316 HOFFMAN ST
7701 EL CAMINO REAL 318 HOFFMAN ST
7623 EL CAMINO REAL 320 HOFFMAN ST
7625 EL CAMINO REAL 301 HOFFMAN ST
7627 EL CAMINO REAL APTA 303 HOFFMAN ST
417 F ST APT B 305 HOFFMAN ST
419 F ST 307 HOFFMAN ST
421 F ST 309 HOFFMAN ST
421 F ST 311 HOFFMAN ST
313 HOFFMAN ST
433 F ST 315 HOFFMAN ST
437 F ST 317 HOFFMAN ST
439 F ST 319 HOFFMAN ST
441 F ST 321 HOFFMAN ST
601 F ST 1221 ISABELLE CIR
609 F ST 1223 ISABELLE CIR
611 F ST 1225 ISABELLE CIR
613 F ST 1227 ISABELLE CIR
615 F ST 1229 ISABELLE CIR
617 F ST 1231 ISABELLE CIR
619 F ST 1233 ISABELLE CIR
621 F ST 1235 ISABELLE CIR
623 F ST 1237 ISABELLE CIR
625 F ST 1239 ISABELLE CIR

Page 13 of 16 ends

House# Street Name
1241 ISABELLE CIR
1243 ISABELLE CIR
1245 ISABELLE CIR
1247 ISABELLE CIR
1249 ISABELLE CIR
1251 ISABELLE CIR
1321 ISABELLE CIR
1323 ISABELLE CIR
1325 ISABELLE CIR
1327 ISABELLE CIR
1331 ISABELLE CIR
1333 ISABELLE CIR
1335 ISABELLE CIR
1337 ISABELLE CIR
1339 ISABELLE CIR
1341 ISABELLE CIR
1343 ISABELLE CIR
1345 ISABELLE CIR
1347 ISABELLE CIR
1349 ISABELLE CIR
1349 ISABELLE CIR
1351 ISABELLE CIR
1353 ISABELLE CIR
1355 ISABELLE CIR
1357 ISABELLE CIR
1359 ISABELLE CIR
1188 El Camino Real
1199 El Camino Real
427 F Street
1520 Hillside Blvd
House# Street Name
1263 MISSION RD
1267 MISSION RD
1271 MISSION RD
1275 MISSION RD
1279 MISSION RD
1283 MISSION RD
1287 MISSION RD
1291 MISSION RD
1295 MISSION RD
1299 MISSION RD
1303 MISSION RD
1307 MISSION RD
1311 MISSION RD
1315 MISSION RD
1319 MISSION RD
1323 MISSION RD
1327 MISSION RD
1341 MISSION RD
1345 MISSION RD
1349 MISSION RD
1353 MISSION RD
1357 MISSION RD
1361 MISSION RD
1365 MISSION RD
1369 MISSION RD
1373 MISSION RD
1377 MISSION RD
1420 MISSION RD
1431 MISSION RD
1433 MISSION RD
1439 MISSION RD
1445 MISSION RD
1451 MISSION RD
1457 MISSION RD
1655 MISSION RD APTA
1655 MISSION RD APTB
1655 MISSION RD APTC
1655 MISSION RD APTD
Part 2 - Government Buildings

Page 14 of 16 ends

EXHIBITB
Bulk Services Channel Line-up
Channel Channel Name Channel Channel Name # #
1 XFINITY On Demand 38 ESPN
2 KTVU (FOX) 39 ESPN2
3 KNTV (NBC) 40 CSNBay Area
4 KRON(MyTV) 41 CSN California
5 KPIX(CBS) 42 USA
6 KICU (IND) 43 MTV
7 KGO (ABC) 44 VHl
8 KTSF (IND) 45 SPIKE
9 KQED (PBS) 46 Lifetime
10 KQEH (PBS) 47 A&E
11 HSN 49 AMC
12 KBCW(CW) 50 TLC
13 KOFY (IND) 51 Animal Planet
14 KDTV (Univision) 52 ABC Family
15 Discovery Channel 53 Nickelodeon
16 KKPX(ION) 54 Cartoon Network
17 KCSM(PBS) 55 Disney Channel
18 KSTS (Telemundo) 56 CNN
19 KTNC (Estrella) 57 HLN
20 KFSD (UniMas) 58 CNBC
21 KCNS (Mundo FOX) 59 FOX News Channel
22 KRCB (PBS) 60 MSNBC
23 QVC 61 The Weather Cham1el
24 C-SPAN 62 History
25 KTLN (IND) 63 Comedy Central
26 Local Programming 64 El
27 Community Programming 66 Galavisi6n
31 KEMOAzteca 67 HGTV
32 KMTP(EDU) 70 BET
33 WGN America 71 Travel Channel
34 Food Network 72 TV Land
35 TBS 73 Oxygen
36 FX 74 CMT
37 TNT 77 Leased Access

Page 15 of 16 ends

Channel Channel Name Channel Channel Name # #
81 NBC Sports Network 192 KQEHKids
82 Golf Channel 193 KRON Weather
83 Public Access 194 KSTS Exitos
85 HSN2 195 KGO Live Well
102 Leased Access 196 KOFYMeTV
106 Bloomberg TV 197 KICU Korean TV (KEMS)
109 C-SPAN 2 198 KCSM France 24
110 C-SPAN 3 199 KCSMJAZZ
111 TVGN 201 KRCB Create
116 Jewelry Television 202 KRCB NHK World
119 Sprout 220 Oprah Winfrey Network
130 FOX Business Network 229 EWTN
149 MoviePlex 230 TBN
162 BBC America 238 Crossings TV
164 ShopHQ 271 Investigation Discovery
172 KCNC Sino 275 fyi,
173 KTSF KBS (Korean) 276 H2
174 KTSF Viet Today 401 FXX
175 KTSFICN 408 FOX Spots 1
181 Bravo 433 Pac-12 Networks Bay Area
183 Esquire Network 482 Up TV
184 Jewelry Television 500 Hallmark Movies and Mysteries 185 Hallmark Channel 502 WEtv
186 KNTV Cozi TV 504 LMN
187 KRON AntennaTV 599 XFINITY Latino Entertainment
188 KTVULATV
189 KQEHLife
190 KQEDWorld
191 KQEHVme
25977.17087\9727270.5

Page 16 of 16 ends

I
- -
- -
• JI.• 4 II
Amendment# 1 to the

AMENDED AND RESTATED BULK VIDEO SERVICES AGREEMENT
THIS AMENDMENT #1 (this "Amendment") is made and entered into this Jj_~ay of December, 2017, to be.effective as of the Effective Date (as defined below), by and between Comcast of California IX, Irie. (the "Company") and Town of Colma (the "Town"), whose address is 1198 El Camino Real, Colma, CA 94014.

Whereas, the Company and the Town entered into that certain Amended and Restated Bulk Video Services Agreement (the "Agreement") effective June 1, 2015; Whereas, the Company and the Town wish to amend the Agreement as provided herein to clarify their respective rights and obligations; and .Whereas, unless otherwise defined herein, capitalized terms usecl in this Amendment shall have the meaning ascribed to such term in the Agreement.

Now, therefore, the parties, intending to be legally bound, mutually agree as follows:

L The foregoing recitals of facts are true and correct and, by this reference, are hereby fully incorporated herein.

2. Section 3 (Franchise Fees) oftlie Agreement is hereby deleted and replaced with the following:

3. Franchise Fees and PEG Fees.

The Company shall not be required to calculate or remitto the Town any franchise fee or any public, educational, and governmental access support fee ("PEG fee") on revenues received from the Town for Bulle Video Servfoes covered by this Agreement, nor shall • the Company pass through any franchise fees or PEG fees to the Town on invoices issued pursuant to. Section S(b) for Bulk Video Services covered by this Agreement.

3. A\l other terms and conditions that are not hereby amended shall remain in full force and effect.

4. This Amendment shall be effective as of July 1, 2017 (the "Effective Date").

5. Each P,arty represents to the other that the person signing on its behalf has the legal right and authority to execute, enter into and bind such party to the commitments and.obligations set forth herein,
[SIGNATURES APPEAR ON THE NEXT PAGE·,]

Page 1 ends

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to b~ executed by their duly authorized representatives as of the date first written above.

TQWN
WITNESS/ ATTEST Town of Colma
~ ·✓
( ('(i (
Name: (v.: +( , " . C· ~, lt '--'\
( \ t'--J (~or\<- ' . .-
By:

Name: Bill Norton
Title: Interim City Manager

COMPANY
ATTEST: Comcast of California IX, Inc.
rden
Title: I egional VP Sales & Marketing

Page 2 ends

AMENDMENT TO AMENDED AND RESTATED BULK VIDEO SERVICES AGREEMENT

THIS AMENDMENT TO AMENDED AND RESTATED BULK VIDEO SERVICES AGREEMENT (this "Amendment") is made and entered into this 1/2. day of £eb:u4r~ , 2018 by COMCAST OF CALIFORNIA IX, INC. (hereinafter referred to as the "Company") and TOWN OF COLMA (hereinafter referred to as the "Town") who owns or has control over certain real estate and improvements thereon located in Colma, California 94014 (the "Premises").

W I TN E S S E T H: ----------
WHEREAS, the Company and the Town entered into that certain Amended and Restated Bulk Video Services Agreement dated (the "Agreement"); and WHEREAS, new residential units are being built and completed in the Town; and WHEREAS, the Company and the Town desire to amend the Agreement as hereinafter provided; and
WHEREAS, unless otherwise defined herein, capitalized terms used in this Amendment shall have the meaning ascribed to such term in the Agreement.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties, intending to be legally bound, hereby agree as follows:

1. The foregoing recitals of facts are true and correct and, by this reference, are hereby fully incorporated herein.

2. Paragraph 1 of the Preamble is deleted in its entirety and replaced by the following:

This Amended and Restated Bulk Video Services Agreement (the "Agreement") is effective June 1, 2015, and is between Comcast of California IX, Inc. (the "Company"), whose address is 3055 Comcast Place, Livermore, CA 94551, and Town of Colma (the "Town"), whose address is 1198 El Camino Real, Colma, CA 94014. As of the date of this Agreement, there are 424 covered Residential Dwelling Units ("Existing RDUs") in the Town as defined below and as listed in Exhibit A plus four ( 4) public buildings owned or occupied by agencies of the Town. In addition a new facility comprised of 66 residential units and 9 new single family homes are being built in the Town for a total of 75 additional residential dwelling units (the "New RDUs") Together, the Existing RDUs, the New RDUs are the "RDUs" and the RDUs total 499 units. The RDUs and the 4 public buildings comprise the "Premises".

3. Section 1. Wiring is deleted in its entirety and replaced by the following:

1. Wiring. The Company has installed the facilities necessary to provide the Bulk Video Services to the Existing RDUs and the 4 public buildings (the "Company Wiring"). The Company will extend those portions of the Company Wiring necessary for the Company to distribute the Services to the New RDUs. The portions of the Company Wiring in the public rights of way shall be and will remain the property of the Company and subject to the requirements set forth in Certificate 0021. The ownership of those portions of the Company Wiring not within the public right of way shall be as agreed to between the RDU owners with respect to the RDUs or the Town with respect to the public buildings in accordance with applicable law. All work shall be done by the Company in a proper and workmanlike manner in accordance with Federal Communications Commission ("FCC") regulations, industry standards and local codes, unless otherwise provided in this Agreement. The Company shall be responsible for all costs and expenses incurred by it in operating, maintaining and repairing the Company Wiring. The Company agrees to repair and/or replace any damage to the Premises resulting from the operation, maintenance or repair of the Company Wiring, except as otherwise provided in this Agreement. The Company will be responsible for obtaining all necessary permits, licenses and approvals in connection with the operation of the Company Wiring.

4. Section 5. Fees and Charges for Bulk Video Services subsection (a) (b) (c) and (e) are hereby deleted in their entirety and replaced by the following:
a) The Company agrees to provide Bulk Video Services on one (1) outlet in each of the 499 RDUs and those portions of the Bulk Video Services that do not require two-way communications to two (2) outlets in each of 499 RDUs and a total of twelve (12) outlets in the four (4) public buildings identified in Exhibit A. As of the date of this Agreement, the Bulk Video Service consists of the channel lineup set forth on Exhibit B attached hereto which is subject to change from time to time.
b) The Town shall pay the Company a monthly fee for Bulk Video Service equal to $26.75 per unit and a broadcast TV fee of $3.25 per unit for a "monthly per unit service fee" of $30.00, plus all applicable government fees and taxes, except for franchise fees, according to the Activation Schedule below. For the 499 dwelling units and four (4) public buildings, the initial total monthly fee will be $12,840.00 plus all applicable government fees and taxes. The monthly per unit service fee referenced above does not include any fees which may be billed directly to RDU residents for Additional Services ( defined in Section 5(e) below) or any fees which may be billed directly to the Town for additional equipment or other technical services at the public buildings. The Town shall pay the Company a monthly per unit service fee for each unit that is activated and added to the Company's monthly invoice. The Town shall provide a written report to the Company no later than the 20th of each month in the months of February, March, April, May, June and July in 2019, listing the unit numbers and resident information for the units to be activated with the Bulk Service for the following month. The Town acknowledges: (i) if the number of units listed on such report are less than the number of units to be activated that month on the Activation Schedule, the Town will be billed for the total number of units to be billed that month in accordance with the Activation Schedule below or: (ii) if the number of units listed on such report are more than the number of units to be activated, the Company will activate the additional units with the Bulk Service. Such units will be added to the Company's monthly per unit billing and the Activation Schedule will automatically be amended to reflect the additional units. Notwithstanding anything in this Bulk Addendum or the Agreement to the contrary, the Company shall have no obligation to provide the Bulk Service to any unit which has not been listed on the Town's monthly report for the Bulk Service and has not been added to the Company's monthly invoice. The monthly per unit service fee may be increased by the Company once annually upon thirty (30) days written notice and shall not exceed 3% and further provided that the rate increase shall not be greater than the service rate increases applicable to residential subscribers in Daly City, California for Digital Starter or equivalent service.

Billing Schedule
Number of New Number of Total
Activation Time Units to be Units to be
Activated Billed
October 2018 0 424
November 2018 9 433
December 2018 0 433
January 2019 0 433
February 2019 0 433
March 2019 0 433
April 2019 22 455
May 2019 22 477
June 2019 22 499
Each month thereafter 0 499
c) The Town may modify the RDUs covered by the Agreement for any homes or buildings added or constructed in the future. The parties agree to meet and confer in good faith from time to time, but no less than annually, to determine the number of legal residential dwelling units in the Town covered by the Agreement. After a determination that the number of residential dwelling units covered by the Agreement is different than 499 RDUs, the billing will be adjusted to reflect the adjusted number ofRDUs beginning with the next quarter after the determination has been made. Notwithstanding the foregoing, the Company shall have no obligation to provide the Bulk Video Services to any RDU for which it is not receiving the monthly per unit Bulk Video Service fee.
e) The Town acknowledges and understands that a digital receiver is required to receive the Bulk Video Service. To the extent that a resident does not have such equipment in their residential unit as of the effective date of this Agreement, the Company shall provide each resident with one (1) high definition digital primary receiver and one (1) remote control and with two (2) high definition digital secondary receivers and two (2) remote controls at no additional monthly charge provided that the resident enters into a separate agreement with the Company accepting responsibility for the receiver, remote(s) and any services purchased which are additional to the Bulk Video Service (the "Additional Services"). The Town assumes no liability or responsibility for service or equipment charges for Additional Services contracted for by individual residents. If a resident refuses to enter into such agreement or violates such agreement, the resident may be capable of viewing only those portions of Bulk Video Service that do not require a high definition digital receiver or digital adapter and the Company shall not be required to provide any reduction in the monthly per unit Bulk Video Service fee. The type of high definition digital receiver, high definition digital adapters and remotes provided to the residents shall be at the Company's sole discretion.

5. Each party represents to the other that the person signing on its behalf has the legal right and authority to execute, enter into and bind such party to the commitments and obligations set forth herein.

Except as herein amended, the Agreement shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the undersigned have caused this Amendment to be signed, sealed and delivered as of the day and year first above written.

TOWN
Town of Colma
~iu~
By: '7: 0 ,
Name:JD4nn~ r -d ... el {::.oSt,;Yt o
Title: Mayor

COMPANY
Comcast of California IX, Inc.

Name: Kristeen Cominiello
Title: Regional Vice-President, Sales & Marketing

EXHIBIT A
Town of Colma Address Range List
Part 1 - RDUs
House# Street Name House# Street Name
401 BST 462 B ST
403 B ST 463 BST
405 B ST 464 BST
407 B ST 468 BST
409 B ST APTA 469 BST APTA
409 B ST APTB 469 BST APT B
411 B ST APTA 470 BST
411 BST APTB 471 BST
413 BST APTA 472 BST
413 BST APTB 475 BST
415 BST APTA 476 BST
415 BST APTB 479 BST
416 BST APTA 480 BST
416 BST APTB 483 BST
417 B ST APTA 484 BST
417 B ST APTB 488 BST
418 B ST 492 BST
419 BST APTA 503 BST
419 BST APTB 504 BST
420 BST APTA 507 BST
420 B ST APTB 508 BST
424 B ST 511 BST
426 B ST 512 B ST
429 BST 515 BST
429 BST 1/2 516 BST
429 BST APTA 519 BST
430 B ST 520 BST
431 B ST 523 BST
433 B ST 524 BST
435 B ST 527 BST
436 B ST 528 BST
437 B ST 531 BST
438 B ST 532 BST
439 BST 536 BST
441 B ST 540 BST
442 B ST 401 CST APTA
444 BST 401 CST
446 BST 409 CST
448 BST 411 CST
451 B ST 413 CST
453 B ST 415 CST APTA
455 B ST 415 CST APT B
456 BST 417 CST APTA
460 B ST 417 CST APTB
461 B ST
House# Street Name House# Street Name
419 CST APTA 507 CST
419 CST APTB 508 CST
420 CST APTA 511 CST
420 CST APTB 512 CST
421 CST 515 CST
422 CST APTA 516 CST
422 CST APTB 519 CST
423 CST 520 CST
424 CST APTA 523 CST
424 CST APTB 524 CST
426 CST APTA 527 CST
426 CST APTB 528 CST
427 CST 531 CST
431 CST 532 CST
435 CST APT 1 535 CST
435 CST APT2 536 CST
435 CST APT3 539 CST
435 CST APT4 540 CST
435 CST APTA 543 CST
438 CST 544 CST
439 CST
440 CST 547 CST
441 CST 548 CST
441 CST APTA 551 CST
442 CST 552 CST
445 CST APTA 556 CST
445 CST APTB 560 CST
445 CST APTC 564 CST
445 CST APTD 350 CLARK AVE
446 CST 450 CLARK AVE
449 CST 550 CLARK AVE
455 CST 560 CLARK AVE
464 CST 570 CLARK AVE
466 CST 580 CLARK AVE
467 CST 429 DST
471 CST 430 DST
472 CST 431 DST
475 CST 433 DST
476 CST 434 DST
479 CST 435 DST
480 CST 436 DST
483 CST 438 DST
484 CST 439 DST
487 CST 442 DST
491 CST 443 DST
492 CST 443 DST APTA
503 CST 448 DST
504 CST 452 DST
House# Street Name House# Street Name
455 DST 416 EST
456 DST 417 EST
459 DST 419 EST
460 DST 421 EST
463 DST 423 EST
464 DST 425 EST
467 DST 427 EST
468 DST 429 EST
471 DST 435 EST
472 DST 441 EST
475 DST 443 EST
476 DST 444 EST
479 DST 445 EST
480 DST 446 EST #A
483 DST 446 EST #B
484 DST 446 EST #C
487 DST 448 EST
488 DST 449 EST APT 1
490 DST 449 EST APT2
491 DST 449 EST APT3
503 DST 450 1/2 EST
507 DST 450 EST
511 DST 455 EST
515 DST 460 1/2 EST Apt Front
519 DST 460 EST
523 DST 461 EST
527 DST 462 EST APT 1
531 DST 462 EST APT2
535 DST 462 EST APT3
539 DST 463 EST
543 DST 464 EST APTA
547 DST 464 EST APT B
551 DST 465 EST APTA
555 DST 465 EST APT B
559 DST 466 EST APTA
563 DST 466 EST APT B
567 DST 467 EST
571 DST 469 EST
575 DST 471 EST
579 DST 478 EST
401 EST APT 1 483 EST
401 EST APT2 490 EST
401 EST APT3
401 EST APT4
412 EST
414 EST
415 EST
House# Street Name House# Street Name
1051 EL CAMINO REAL 627 F ST APTA
1180 EL CAMINO REAL APTA 627 F ST APTB
1180 EL CAMINO REAL APTB 629 F ST
1180 EL CAMINO REAL APTC 1450 HILLSIDE BLVD APT 1
1180 EL CAMINO REAL APTD 1450 HILLSIDE BLVD APT2
1180 EL CAMINO REAL APTE 1450 HILLSIDE BLVD APT3
1180 EL CAMINO REAL APTF 1450 HILLSIDE BLVD APT4
1180 EL CAMINO REAL APTG
1180 EL CAMINO REAL APTH 1801 HILLSIDE BLVD
1180 EL CAMINO REAL APTI 1905 HILLSIDE BLVD
1180 EL CAMINO REAL APT J 2003 HILLSIDE BLVD
1180 EL CAMINO REAL APTK 2005 HILLSIDE BLVD
1180 EL CAMINO REAL APT L 2300 HILLSIDE BLVD
1180 EL CAMINO REAL APTM 2700 HILLSIDE BLVD
1180 EL CAMINO REAL APTN 2702 HILLSIDE BLVD
1180 EL CAMINO REAL APTO 2704 HILLSIDE BLVD
1180 EL CAMINO REAL APTP 2706 HILLSIDE BLVD
1180 EL CAMINO REAL APTR 2708 HILLSIDE BLVD
1180 EL CAMINO REAL APTS 2710 HILLSIDE BLVD
1222 EL CAMINO REAL APTA 302 HOFFMAN ST
1222 EL CAMINO REAL APTB 304 HOFFMAN ST
1242 EL CAMINO REAL 306 HOFFMAN ST
1350 EL CAMINO REAL 308 HOFFMAN ST
7685 EL CAMINO REAL 316 HOFFMAN ST
7701 EL CAMINO REAL 318 HOFFMAN ST
7623 EL CAMINO REAL 320 HOFFMAN ST
7625 EL CAMINO REAL 301 HOFFMAN ST
7627 EL CAMINO REAL APTA 303 HOFFMAN ST
417 F ST APTB 305 HOFFMAN ST
419 F ST 307 HOFFMAN ST
421 F ST 309 HOFFMAN ST
421 F ST 311 HOFFMAN ST
313 HOFFMAN ST
433 F ST 315 HOFFMAN ST
437 F ST 317 HOFFMAN ST
439 F ST 319 HOFFMAN ST
441 F ST 321 HOFFMAN ST
601 F ST 1221 ISABELLE CIR
609 F ST 1223 ISABELLE CIR
611 F ST 1225 ISABELLE CIR
613 F ST 1227 ISABELLE CIR
615 F ST 1229 ISABELLE CIR
617 F ST 1231 ISABELLE CIR
619 F ST 1233 ISABELLE CIR
621 F ST 1235 ISABELLE CIR
623 F ST 1237 ISABELLE CIR
625 F ST 1239 ISABELLE CIR
House# Street Name House# Street Name
1241 ISABELLE CIR 1263 MISSION RD
1243 ISABELLE CIR 1267 MISSION RD
1245 ISABELLE CIR 1271 MISSION RD
1247 ISABELLE CIR 1275 MISSION RD
1249 ISABELLE CIR 1279 MISSION RD
1251 ISABELLE CIR 1283 MISSION RD
1321 ISABELLE CIR 1287 MISSION RD
1323 ISABELLE CIR 1291 MISSION RD
1325 ISABELLE CIR 1295 MISSION RD
1327 ISABELLE CIR 1299 MISSION RD
1331 ISABELLE CIR 1303 MISSION RD
1333 ISABELLE CIR 1307 MISSION RD
1335 ISABELLE CIR 1311 MISSION RD
1337 ISABELLE CIR 1315 MISSION RD
1339 ISABELLE CIR 1319 MISSION RD
1341 ISABELLE CIR 1323 MISSION RD
1343 ISABELLE CIR 1327 MISSION RD
1345 ISABELLE CIR 1341 MISSION RD
1347 ISABELLE CIR 1345 MISSION RD
1349 ISABELLE CIR 1349 MISSION RD
1349 ISABELLE CIR 1353 MISSION RD
1351 ISABELLE CIR 1357 MISSION RD
1353 ISABELLE CIR 1361 MISSION RD
1355 ISABELLE CIR 1365 MISSION RD
1357 ISABELLE CIR 1369 MISSION RD
1359 ISABELLE CIR 1373 MISSION RD
1377 MISSION RD
1420 MISSION RD
1431 MISSION RD
1433 MISSION RD
1439 MISSION RD
1445 MISSION RD
1451 MISSION RD
1457 MISSION RD
1655 MISSION RD APTA
1655 MISSION RD APTB
1655 MISSION RD APTC
1655 MISSION RD APTD
1680 MISSION RD Unit 101
1680 MISSION RD Unit 102
1680 MISSION RD Unit 103
1680 MISSION RD Unit 106
1680 MISSION RD Unit 107
1680 MISSION RD Unit 109
1680 MISSION RD Unit 110
1680 MISSION RD Unit 111
1680 MISSION RD Unit 113
1680 MISSION RD Unit 114
House# Street Name House# Street Name
1680 MISSION RD Unit 115 1680 MISSION RD Unit315
1680 MISSION RD Unit 118 1680 MISSION RD Unit 3176
1680 MISSION RD Unit 120 1680 MISSION RD Unit318
1680 MISSION RD Unit 121 1680 MISSION RD Unit 321
1680 MISSION RD Unit 122 1680 MISSION RD Unit 322
1680 MISSION RD Unit 123 1680 MISSION RD Unit 323
1680 MISSION RD Unit 124 1680 MISSION RD Unit 324
1680 MISSION RD Unit 125 1680 MISSION RD Unit 325
1680 MISSION RD Unit 126 1680 MISSION RD Unit 326
1680 MISSION RD Unit 201
1680 MISSION RD Unit 202
1680 MISSION RD Unit 203
1680 MISSION RD Unit 204
1680 MISSION RD Unit 205
1680 MISSION RD Unit 206
1680 MISSION RD Unit 207
1680 MISSION RD Unit 208
1680 MISSION RD Unit 209
1680 MISSION RD Unit 210
1680 MISSION RD Unit 211
1680 MISSION RD Unit 212
1680 MISSION RD Unit 213
1680 MISSION RD Unit 214
1680 MISSION RD Unit215
1680 MISSION RD Unit217
1680 MISSION RD Unit218
1680 MISSION RD Unit 220
1680 MISSION RD Unit 221
1680 MISSION RD Unit 222
1680 MISSION RD Unit 223
1680 MISSION RD Unit 224
1680 MISSION RD Unit 225
1680 MISSION RD Unit 226
1680 MISSION RD Unit 301
1680 MISSION RD Unit 302
1680 MISSION RD Unit 303
1680 MISSION RD Unit 304
1680 MISSION RD Unit 305
1680 MISSION RD Unit 306
1680 MISSION RD Unit 307
1680 MISSION RD Unit 308
1680 MISSION RD Unit 309
1680 MISSION RD Unit310
1680 MISSION RD Unit 311
1680 MISSION RD Unit 312
1680 MISSION RD Unit313
1680 MISSION RD Unit 314
1188 El Camino Real
1199 El Camino Real
427 F Street
1520 Hillside Blvd
Town of Colma Address Range List
Part 2 - Government Buildings
DocuSign Envelope ID: C4487D48-7BC2-44F7-8BAD-E602AC5CBE7A

THIRD AMENDMENT TO

AMENDED AND RESTATED SERVICES AGREEMENT

THIS THIRD AMENDMENT TO AMENDED AND RESTATED SERVICES
AGREEMENT (the "Amendment") is made and entered into this 14th day of November, 2019 (the "Effective Date") by and between Comcast of California IX, Inc. (the "Company") and Town of Colma (the "Town ") who owns or has control over ce1iain 1:eal prope1iy located Colma, California 94014 (the "Premises"). The Owner and the Company are parties to that ce1iain Amended and Restated Bulk Video Services Agreement dated June 1, 2015 (the "Agreement").

Capitalized terms used herein without definition shall have the meanings assigned to them in the Agreement.

The parties agree to amend the Agreement as follows:

1. The term of the Agreement is hereby extended for an additional 5 years (the "Initial Renewal Period") commencing on the Effective Date. Thereafter, the Agreement shall automatically renew for additional one (1) year periods ( each, an "Additional Renewal Period" and together with the Initial Renewal Period, the "Renewal Term") unless either patiy shall provide the other with a minimum 270 days' notice of its intention not to renew of the then current term.

2. Section 5. Fees and Charges for Bulk Services subsection (b) is hereby deleted in their entirety and replaced by the following:
b) Effective November 14, 2019, the Town shall pay the Company a monthly fee for Bulk Video Service equal to $25.50 per unit and a broadcast TV fee of $4.50 per unit for a total "monthly per unit service fee" of $30.00, plus all applicable government fees and taxes, except for franchise fees, according to the Activation Schedule below. For the 499 dwelling units and four (4) public buildings, the initial total monthly fee will be $14,970.00 plus all applicable government fees and taxes. The monthly per unit service fee referenced above does not include any fees which may be billed directly to RDU residents for Additional Services (defined in Section 5(e) below) or any fees which may be billed directly to the Town for additional equipment or other technical services at the public buildings. The monthly per unit service fee may be increased by the Company once annually upon thirty (30) days written notice and shall not exceed 3% and further provided that the rate increase shall not be greater than the service rate increases applicable to residential subscribers in Daly City, California for Digital Starter or equivalent service.

3. Except as specifically modified hereby, the Agreement shall remain in full force and effect in accordance with its terms.

4. Each pa1iy represents to the other that the person signing on its behalf has the legal right and authority to execute, enter into and bind such paiiy to the commitments and obligations set forth herein.

DocuSign Envelope ID: C44B7D4B-7BC2 -44F7-8BAD-E602AC5CBE7A [SIGNATURES APPEAR ON THE NEXT PAGE.]
IN WITNESS WHEREOF, the undersigned have caused this Amendment to be signed, sealed and delivered as of the day and year first above written.

TOWN
Town of Colma
By: ~-4---~ dvt.-~
N~t Jo~ e F. de! Rosario
Title: Mayor

COMPANY
Comcast of California IX, Inc.
11 013us\gned by:

L~ ~~ominiello
0!1fitl~~00R~gional Vice President, Sales and Marketing

FOURTH AMENDMENT TO

AMENDED AND RESTATED BULK VIDEO SERVICES AGREEMENT
Defined Terms
Customer Town of Colma
Company Comcast Cable Communications Management, LLC
Property Name Town of Colma
Service Agreement Xfinity Communities Service Agreement and Service Order Service Agreement Effective Date 11/14/2019
Amendment Effective Date 1/1/2025
Amendment
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED BULK VIDEO SERVICES AGREEMENT (the "Amendment") is made and entered into this 1 st day of January, 2025 (the “Effective Date”) by and between Comcast of California IX, Inc. (the "Company") and Town of Colma (the "Town ") who owns or has control over certain real property located Colma, California 94014 (the “Premises”). The Owner and the Company are parties to that certain Amended and Restated Bulk Video Services Agreement dated June 1, 2015, that certain Amendment #1 to the Amended and Restated Bulk Video Services Agreement dated December 13, 2017, that certain Amendment to Amended and Restated Bulk Video Services Agreement dated February 22, 2018, and that certain Third Amendment to Amended and Restated Services Agreement dated November 14, 2019 (together, the “Agreement”). Capitalized terms used herein without definition shall have the meanings assigned to them in the Agreement.

The parties agree to amend the Agreement as follows:

1. The term of the Agreement is hereby extended for an additional 3 years (the “Initial Renewal Period”) commencing on the Effective Date of this Amendment. Thereafter, the Agreement shall automatically renew for additional one (1) year periods (each, an “Additional Renewal Period” and together with the Initial Renewal Period, the “Renewal Term”) unless either party shall provide the other with a minimum 270 days’ notice of its intention not to renew of the then current term.

2. Section 5. Fees and Charges for Bulk Services subsection (b) is hereby deleted in their entirety and replaced by t he following:
b) Effective January 1, 2025, the Town shall pay the Company a monthly fee for Bulk Video Service equal to $1 5.65 per unit and a broadcast TV fee of $13.35 per unit for a “monthly per unit service fee” of $29.00, plus all applicable government fees and taxes, except for franchise fees, according to the Activation Schedule below. For the 499 dwelling units and four (4) public buildings (503 total units), the initial total monthly fee will be $14, 587.00 plus all applicable government fees and taxes. The monthly per unit service fee referenced above does not include any fees which may be billed directly to RDU residents for Additional Services (defined in Section 5(e) below) or any fees which may be billed directly to the Town for additional equipment or other technical services at the public buildings.

The monthly per unit service fee may be increased by the Company once annually upon thirty (30) days written notice and shall not exceed 3% and further provided that the rate increase shall not be greater than the service rate increases applicable to residential subscribers in Daly City, California for Digital Starter or equivalent service.

3. Except as specifically modified hereby, the Agreement shall remain in full force and effect in accordance with its terms.

4. Each party represents to the other that the person signing on its behalf has the legal right and authority to execute, enter into and bind such party to the commitments and obligations set forth herein.

ATTACHMENT C

Except as specifically modified hereby, the Service Agreement remains in full force and effect in accordance with its terms. The parties hereto have caused this Amendment to be executed by their duly authorized representatives.

Customer: Town of Colma

Company: Comcast of California IX, Inc.

By: \si1\________________________________________

By: \si4\________________________________________

Name:

Name: Jacob Mitchell
Title:

Title: Vice President, Sales and Marketing

Staff Report re FY2024-25 Mid-Year Financial Update Page 1 of 5

STAFF REPORT
TO
: Mayor and Members of the City Council
FROM: Renee Eshun, Administrative Services Director
VIA: Dan Barros, City Manager
MEETING DATE: February 12, 2025
SUBJECT: FY2024-25 Mid-Year Financial Update & Budget Amendment

RECOMMENDATION
Staff recommend that the City Council adopt:

MOTION ACCEPTING THE FISCAL YEAR 2024 -25 MID - YEAR FINANCIAL REPORT THROUGH DECEMBER 31, 2024, AND AUTHORIZE A COPY TO BE POSTED ON THE TOWN’S WEBSITE
AND

ADOPT A RESOLUTION APPROPRIATING FUNDS AND AMENDING BUDGET FOR THE FISCAL YEAR 2024-25 TO INCREASE GENERAL FUND (11) APPROPRIATION BY $261,250, PURSUANT TO CEQA GUIDELINE 15378

COUNCIL ADOPTED VALUES
Periodic review of the Town’s financial condition aligns with the City Council adopted responsibility value.

BACKGROUND
The City Council approved the fiscal year 2024-25 budget on June 26, 2024, with $32.9 million in projected revenue and $32.7 million in expenditure across all funds. The General Fund accounts for $21.7 million in revenue and $20.30 million in expenditure, including $290,000 for annual debt service. The budget reflects a fiscally responsible approach, maintaining a slight surplus while prioritizing essential services and infrastructure investments.

Annually, a mid-year financial review is submitted to the City Council for consideration and discussion. The review serves as a key tool for assessing the Town’s fiscal health and ensuring alignment with budgetary goals. By calculating and comparing the "mid-year ratio" over multiple years, the Town can effectively gauge financial trends, anticipate potential overages, and make informed decisions about fund allocation and savings utilization, in accordance with Colma Administrative Code 4.01.200.

ITEMN #6
Staff Report re FY2024-25 Mid-Year Financial Update Page 2 of 5

ANALYSIS
For the six months ending December 31, 2024, revenues and expenditures were analyzed and compared to the projected budget for June 30, 2025, to determine if the Town of Colma is currently on track to be within its 2024-25 adopted budget.

I. General Fund Revenues
The Town’s General Fund is performing well against budgeted expectations. With strong sales tax revenues and steady performance in other revenue categories, the Town is well-positioned to achieve its fiscal goals. The total General Fund Revenues through July to December 31, 2024, have a revenue run rate of 47% compared to its budget. The Town received 45% of its budgeted sales tax revenues and 41% of its cardroom tax by mid-year. These are good indicators the Town will reach our General Fund revenue projections by the end of the fiscal year. Additionally, as of December 31, 2024, the Town received sales tax revenue higher than last year by $1.5 Million. This is due to retro sales tax revenue payments from Colma car dealerships.

The General Fund other revenues totaled $1.2 million, maintaining consistency with the prior year’s mid-year figures. (See graph below):

CHART 1: MID-YEAR REVENUES TO FULL YEAR COMPARISON
General Fund Revenues
$28.00 M $25.21 M
$24.00 M $19.40 M $18.76M
$20.00 M
$16.00 M
$1200M
$8DOM
$4DOM
$0.00
M
$7.3SM
(4511>]
$7..23M
j39'16j
$8.65 M
[34it)
Thru Thru Tora Thru Thru Thru
6/YJ/22 12/31/21 6/30/23 12/31/22 6(31:J/24 12/31/23
Sales Tax ■ Ciirdroom Tax Other Re-venues
$21.70M
St0.17M
(47%]
24/25 Thru
Budget 12/31/24
Staff Report re FY2024-25 Mid-Year Financial Update Page 3 of 5 II. General Fund Expenditures
The Town’s general fund expenditure remains aligned with its adopted budget for FY24-25. Mid-year spending trends indicate that expenditure across all categories is on track. The consistency in general fund expenditure compared to prior years further reinforces stability in budgeting and financial management.

At mid-year the expenditure is $10.26 Million, which is 51% of its budgeted amount.

Personnel costs are $6.56 Million and non-personnel costs are $3.68 Million.

Benefits-Pension are less than in prior year due to additional payment in the amount of $.391 Million in FY2023-24 for the unfunded liability.

Public Safety accounts for 48% of general fund expenditure, making it the largest spending category.

Chart 2: Mid Vear Expenditures to Budget Comparison
Table 2 FY2023-24 FY2024-25
General Fund Expenditures Mid-Year %of Mid-Year %of
(by major categories) Budget Actual Budget Budget Actual Budget Expenditures
Personnel Expenses $12.81 M $ 6.69 M 52% $ 13.26 M $ 6.56 M 49% Supplies and services $ 1.69 M $ 0.93 M 55% $ 1.75M $ 0.80 M 46% Insurance (Liability/ Property) $ 1.00M $ 0.94 M 94% $ 1.04 M $ 1.04 M 100% Facility Operations $ 0.81 M $ 0.28 M 35% $ 0.87 M $ 0.37 M 43% Professional & Contract Services $ 3.23 M $ 1.33 M 41% $ 3.35 M $ 1.48 M 44% Capital Outlay $ 0.03 M $ 0.00 M 0% $ 0.03 M $ 0.01 M 33% Total GF Expenditures $19.57 M $ 10.17 M 52% $ 20.30 M $ 10.26 M 51% CHART 3: MID-YEAR EXPENDITURE TO FULL YEAR COMPARISON
General Fund Expenditures (by Departments)
$24.00M $20.30 M
$20.00 M $16.47 M $17.06M $1LS.34M
$16.00 M
$12.00 M
$8.62M
152%)
$9c42 M
(5-596)
$10.18M
(56%)
$10.2 6 M
(51%}
$&.OOM
$4.00M
$0.00M
Thru Thru Thru Thru Thru Thru 24/25 Thru
6/30/22 12/31/21 6/30/23 12/31/22 6/"§J/24 12/31/23 Budget 12/31/24 ■ R.ecrei!l:iori II Pu blii:: Wms & Planning Public Safety II General Governmem:

Staff Report re FY2024-25 Mid-Year Financial Update Page 4 of 5 III. General Fund Reserves
The general fund reserve, or fund balance of the general fund, is a measure of the financial resources available. Table 4 shows the total General Fund reserves by category. The Town’s total general fund reserves as of December 31, 2024, is $30.8 Million. The unassigned reserves are generally lower by mid-year because major tax revenues are one to two months delayed. The Budget Stabilization reserve is $15.5 million based on City Council actions adopting the 2024-25 budget. Transfers to accrued leave payout reserves, capital program, and sewer operations will be completed as part of the FY 2024-25 year-end process.

Reasons For the Recommended Action/Findings
Receive feedback from the City Council regarding the mid-year budget financial review and update. Acceptance of the report provides disclosure of current year’s revenue and expenditure trends. Also, part of the mid-year financial review includes assessing the need to amend the budget to prepare for new programs or changes in operation. FY2024-25, Staff identified five main operating changes.
• Housing Element Implementation Programs- The Planning Department needs an additional $57,000 to meet State Housing and Community Development requirements for the Housing Element Implementation Programs. (11-410-71009) • Sustainability Services- The Town’s Climate Action Plan (CAP) 2030 was approved by City Council to reduce gas emissions by 40%. The Planning department is requesting $33,500 in additional funds due to an increase in work volume. The additional work includes efforts to expand electric vehicle infrastructure, solar installments, managing franchise agreements, and meeting state mandate requirements of SB 1383, AB 341, and AB 1326. (11-410-71013)
• Current Planning- The current planning is a division of the Town’s planning department that reviews and approves development applications concerning zoning ordinance, other land use policies, and use permits. The Planning Department is TABLE 4: GENERAL FUND RESERVES HISTORY
GENERAL FUND RESERVES: J •• 30. 2023 J •• 30 . 202, Dec 31 1 202.a COMMITTED RESERVES: (12)
BUDGET STABILIZATION 15,000,000 15,000,000 15,500,000
DEBT REDUCTION 600,000 600,000 600,000
ACCRUED LEAVE PAYOUT 1,064,087 1,064,087 1,064,087
COMMITTED RESERVES TOT AL 16,664,0:37 16,664,0:37 17,164,0:37 AS:S:IGNED RESERVES: (11)
LITIGATION 100,000 100,000 100,000
INSURANCE 100,000 100,000 100,000
DISASTER RESPONSE 8: RECOVER' 750,000 750,000 750,000
ASSIGNED RESERVES TOT AL :350,000 :350,000 :350,000
UNAS:S:IGNED RESERVE (11) 8,424,526 14,:334,332 12,710,027 TOT AL GF RESERVES: 27,033,623 32,543,:32:3 30,324,124
Staff Report re FY2024-25 Mid-Year Financial Update Page 5 of 5 requesting additional funds of $66,750 due to an increase in work volume. (11-410- 71008)
• Police Patrol- The Police Department is requesting additional funds of $100,000 to cover the payroll costs of overtime. This is due to two vacancies. (11-220-51005) • Recreation-The recreation department wants to upgrade or replace the six credit card machines readers at Sterling Park and Colma Community Center. The amount requested is $4,000 (11-510-6004).

FISCAL IMPACT
Acceptance of the report has no fiscal impact. Approval of the budget amendment will increase the General Fund Expenditures by $261,250.

ALTERNATIVES
The City Council could choose not to adopt the resolution. Doing so is not recommended, because it will not allow the necessary adjustments for revenue projections and expenditure allocations based on real-time data.

CONCLUSION
The staff recommends that the City Council receive and accept the report and adopt resolution on the FY2024-25 Mid-Year Budget Review and financial update.

ATTACHMENTS
A. Resolution
B. 2024-25 Mid-Year Financial Report
C. Mid-Year Budget 24-25 Planning Increase Justification

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Res. 2025-__, FY 2024-25 Budget Amendment Page 1 of 2
RESOLUTION NO. 2025-__

OF THE CITY COUNCIL OF THE TOWN OF COLMA
RESOLUTION AMENDING THE FISCAL YEAR 2024-25 BUDGET AND APPROPRIATING FUNDS TO INCREASE THE GENERAL FUND (11) APPROPRIATION BY $261,250 PURSUANT TO CEQA GUIDELINE 15378
The City Council of the Town of Colma does hereby resolve:

1. Background
(a) On June 26, 2024, the City Council adopted the Fiscal Year (FY) 2024-25 Budget. (b) Staff reviewed the budget to actual through December 31, 2024, and found that the current operating budget does not include appropriations for the Planning Department’s Housing Element, Current Planning, and Sustainability Services Programs, as well as Recreation and Police Patrol departments.

2. Finding
(a) Housing Element Implementation Programs- The Planning Department needs an additional $57,000 to meet State Housing and Community Development requirements for the Housing Element Implementation Programs.
(b) Sustainability Services- The Town’s Climate Action Plan (CAP) 2030 was approved by City Council to reduce gas emissions by 40%. The Planning department is requesting $33,500 in additional funds due to an increase in work volume. The additional work includes efforts to expand electric vehicle infrastructure, solar installments, managing franchise agreements, and meeting state mandate requirements of SB 1383, AB 341, and AB 1326. (c) Current Planning- The current planning is a division of the Town’s planning department that reviews and approves development applications concerning zoning ordinance, other land use policies, and use permits. The Planning Department is requesting additional funds of $66,750 due to an increase in work volume.
(d) Police Patrol- The Police Department is requesting additional funds of $100,000 to cover the payroll costs of overtime. This is due to two vacancies. (e) Recreation -The recreation department wants to upgrade or replace the six credit card machines readers at Sterling Park and Colma Community Center. The amount requested is $4,000.

ATTACHMENT A
Res. 2025-__, FY 2024-25 Budget Amendment Page 2 of 2

3. Amendment to Budget
(a) The FY 2024-25 Budget for the Town of Colma is hereby amended by increasing the general fund (11) budget as follows:
(i) Police Patrol (11-220-51005) by $100,000,
(ii)Current Planning (11-410-71008) by $66,750,
(iii)Planning-Housing Element (11-410-71009) by $57,000, (iv)Sustainability Servies (11-410-71013) by $33,500 and (v)Recreation (11-510-6004) by $4,000.
(b) The funds described in this resolution are hereby appropriated as described above.

Certification of Adoption
I certify that the foregoing Resolution No. 2025-__ was duly adopted at a regular meeting of said City Council held on February 12, 2025 by the following vote:

Name Voting Present, Not Voting Absent
Aye No A bstain Not Participating
Kenneth Gonzalez, Mayor
Carrie Slaughter
Helen Fisicaro
Joanne F. del Rosario
Thomas Walsh
Voting Tally
Da
ted _____________ _____________________________
Kenneth Gonzalez, Mayor
Attest: ____________________________
Michelle Estabillo, City Clerk
GENERAL FUND RESERVES Jun 30, 2023 Jun 30, 2024 Dec 31, 2024 COMMITTED RESERVES (12)
BUDGET STABILIZATION 15,000,000 15,000,000 15,500,000 # DEBT REDUCTION 600,000 600,000 600,000 #
ACCRUED LEAVE PAYOUT 1,064,097 1,064,097 1,064,097 #
COMMITTED RESERVES TOTAL 16,664,097 16,664,097 17,164,097 ASSIGNED RESERVES (11)
LITIGATION 100,000 100,000 100,000 #
INSURANCE 100,000 100,000 100,000 #
DISASTER RESPONSE & RECOVERY 750,000 750,000 750,000 #
ASSIGNED RESERVES TOTAL 950,000 950,000 950,000
UNASSIGNED RESERVE (11) 9,424,526 14,934,832 12,710,027 # TOTAL GF RESERVES 27,038,623 32,548,929 30,824,124
TABLE 4: GENERAL FUND RESERVES HISTORY
CHART 2: MID-YEAR EXPENDITURE TO FULL YEAR COMPARISON
FY 2024-25 MID-YEAR FINANCIAL REPORT
(JULY 1, 2024 – DECEMBER 31, 2024)
CHART 3: MID-YEAR EXPENDITURE TO FULL YEAR COMPARISON
CHART 1: MID-YEAR REVENUES TO FULL YEAR COMPARISON
$19.40 M
$7.35 M
(45%)
$18.76 M
$7.23 M
(39%)
$25.21 M
$8.65 M
(34%)
$21.70 M
$10.17 M
(47%)
$0.00 M
$4.00 M
$8.00 M
$12.00 M
$16.00 M
$20.00 M
$24.00 M
$28.00 M
Thru
6/30/22
Thru
12/31/21
Thru
6/30/23
Thru
12/31/22
Thru
6/30/24
Thru
12/31/23
24/25
Budget
Thru
12/31/24
General Fund Revenues
Sales Tax Cardroom Tax Other Revenues
GENERAL FUND: BUDGET VS ACTUAL
Overall, the Town is financially healthy at mid-year. By December 31, 2024, the Town received $10.17 million in
General Fund revenues - with $7.26 million in sales tax, $1.71 million in cardroom tax and $1.20 million in other general fund revenues.

GENERAL FUND REVENUES
As shown in Chart 1 (right), the revenue for General Fund is 51% of budget, which is higher than prior three fiscal years. Additionally, the Town received 47% of its
budgeted sales tax revenues and 41% of its cardroom tax by mid-year. These are good indicators the Town will
reach our General Fund revenue projections by the end of the fiscal year; absent another unforeseen interruption to the economy.

GENERAL FUND EXPENDITURES
General Fund Expenditures are shown by Categories
(Chart 2) and by Departments (Chart 3).

In Chart 2, The total General Fund expenditures were

10.26 million at 12/30/2024. The personnel expenditures totaled $6.56 million, or 50% of budget. The typical burn rate for personnel cost by mid-year is between 50% and
55%, because of lump-sum payments made towards
unfunded pension liabilities in July of each fiscal year.

Non-personnel expenditures of $3.69 million, or 53% of
budget, is reasonable as well, since the budget for non- personnel includes special projects slated for the second half of the fiscal year and contingency budget to address unforeseen emergencies.

Comparing expenditure trends by department (Chart 3),
General Government and Public Safety spending rate is
consistent with prior years, at 54% and 52%, respectively.

General Government includes insurance payments
($1,036,128) in the beginning of the fiscal year, and
therefore the burn rate will generally be higher than 50% by mid-year. Public Works & Planning and Recreation are both trending at 43% and 55% respectively. This is typical of Public Works & Planning as majority of their budget is non-personnel.

GENERAL FUND RESERVES
Total General Fund reserves as of December 31, 2024 is
$30.8 million. The unassigned reserves are generally
lower by mid-year because major tax revenues are one to two months delayed.
$16.47 M
$8.62 M
(52%)
$17.06 M
$9.42 M
(55%)
$18.34 M
$10.18 M
(56%)
$20.30 M
$10.26 M
(51%)
$0.00 M
$4.00 M
$8.00 M
$12.00 M
$16.00 M
$20.00 M
$24.00 M
Thru
6/30/22
Thru
12/31/21
Thru
6/30/23
Thru
12/31/22
Thru
6/30/24
Thru
12/31/23
24/25
Budget
Thru
12/31/24
General Fund Expenditures (by Categories)
Personnel Non-Personnel
$16.47 M
$8.62 M
(52%)
$17.06 M
$9.42 M
(55%)
$18.34 M
$10.18 M
(56%)
$20.30 M
$10.26 M
(51%)
$0.00 M
$4.00 M
$8.00 M
$12.00 M
$16.00 M
$20.00 M
$24.00 M
Thru
6/30/22
Thru
12/31/21
Thru
6/30/23
Thru
12/31/22
Thru
6/30/24
Thru
12/31/23
24/25
Budget
Thru
12/31/24
General Fund Expenditures (by Departments)
Recreation Public Works & Planning Public Safety General Government FY 2023-24 Mid-Year Financial Report (July 2023 - December 2023) Page 1 of 1

ATTACHMENT B
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Description/justification for budget increase for Planning Services Advanced Planning Services
The Advanced Planning Division of the Department is responsible for maintaining and updating the Colma General Plan by establishing policies for future growth, preparing community development and land use policies, as well as preparing ordinance updates, as well as regional tasks assigned for the Town, and attending 21 Element’s (regional planning efforts) meetings and reginal projects involving the Town. Below listed tasks have been in addition to Advanced Planning Division’s initial fiscal budget for 24/25:
 Housing Element Implementation Programs
• 24/25 continued efforts by planning department to meet State’s Housing and Community Development Agency’s mandated requirements.
a) Program 2.2 – Ac cessory Dwelling Units (ADUs).
b) Program 3.1 – Develop Objective Design Standards for Planned Development (PD) & Create Administrative Approval Process. c) Program 3.3 – High Density Housing Near Colma & South San Francisco BART Stations.
d) Program 4.3 – Identify Opportunities for Emergency Shelters & Homeless Assistance.
e) Program 4.4 – Housing Opportunities for Persons with Developmental Disabilities.
f) Program 5.4 - Address Needs of Extremely Low-Income Households. g) Program 5.5 – Demonstrate Consistency with the Employee Housing Act. • Implementation programs’ update was provided to the City Council on November 18, 2024.
• The implementation programs have been State mandated and it requires additional annual funds for completion.
 MTC Transit Oriented Communities grant applications
• Planning staff’s efforts in late 2024 to apply for two grant applications:
a) Town of Colma Residential and Commercial Office zoning update. b) Town of Colma Housing and commercial policies.

Sustainability Services
The Town of Colma’s Climate Action Plan (CAP) 2030 approved by City Council set a target to reduce greenhouse gas emissions (GHG) by 40% from the Town’s 2005 base year GHG. This target is consistent with San Mateo County and Bay Area jurisdictions (though some

ATTACHMENT C
jurisdictions have set more stringent GHG reduction targets). Using the Town’s CAP as a guiding document, the Town’s Sustainability Manager implements CAP programs with a focus on leveraging grant funds, programs that save the Town money and resources, and programs that leverage regional programs (e.g., PCE, BAAQMD and San Mateo County’s Office of Sustainability programs) to reduce staff time and costs to the Town. Additional work includes ensuring the Town meets state mandates related to organics, recycling, solid waste (e, g, SB 1383, AB 341, etc.) as well as management of franchise agreement compliance/meetings with Republic and CalRecycle, managing multiple grants and working to expand electric vehicle infrastructure and solar installations.

A summary of projects is below with the monthly average number of hours to complete this project:

1. Complete reporting and ensuring compliance with state mandates AB 341, SB 1383, AB 1826, etc. with reporting to state and on-site audit with CalRecycle, Implementation Record, EFR Program, Disposal Reporting System (DRS): 5 hours/month

2. Manage Republic franchise agreement compliance, meetings/communication with Republic regarding accounts, services, invoices, rates, recycling/organics data for businesses and their required reporting: 5 hours/month

3. Manage Town’s GHG emission inventory for community and municipal emissions, meet with Office of Sustainability/Regional Integrated Climate Action Plan team, subcommittee to discuss program alternatives and leverage resources for emission reduction programs. Monitor and report on the Town’s emission trends (e.g. natural gas usage increases) and impacts on meeting the 2030 GHG reduction target. Develop program alternatives which reduce emissions cost effectively, are practical and acceptable to Town staff and council. 10 hours /month

4. Develop outreach and education for social media and website content (working in coordination with other agencies) highlighting rebates, 0% financing, resources for energy efficiency, electrification, solar, water conservation for residents: 2 hours/month

5. Complete ongoing compliance for Green Business Certification for Town Hall and outreach and education for commercial business certification: 1 hour/month

6. Manage grants e.g. SB 1383 grants, PCE grants, CCPP grants, etc. with reporting, meeting milestone requirements and contract management. 1 hour/month

7. Develop project for PCE Energy Grant (complete), ongoing process to manage grant to meet deadline for HV AC replacement at Sterling: 1 hour/month

8. Expand Electric Vehicle Infrastructure installations via outreach, education and technical assistance for commercial, Town and residential. Leverage grants, financing for Town, commercial and residential: 7/month Note: CCC EV no cost installation w/ grant, Measure K

9. Facilitate progress/meetings/timeline/communication for solar installation e.g. PG&E staff to complete interconnection, timeline, communication with McMillan and PCE (outside of Ed Slintak work): 2/month Note: 3 projects save $1.6 million for Town

10. Meetings with Town staff, City Manager other staff to provide recommendations and sustainability project updates: 2 hours/month

11. Manage compliance for Sustainable Procurement Policy and Foodware Ordinance for facilities: 2 hours/month Note: CCPP grants fund recycling bins, water refill stations

12. Manage Compost Procurement Program, assist cemeteries with compost, coordinate with Republic, manage RCD contract, while meeting Town’s annual Organics procurement target: 2 hours/month Note: compost provided at no cost to Town

13. Complete outreach, education, technical assistance for commercial, cemeteries, etc. for energy efficiency, electrification, solar, highlighting rebates, financing, etc. to place on social media, website, direct outreach to business. Provide water conservation resources, technical assistance, provide alternatives, resources to reduce natural gas, stationery resources to reduce GHG emissions 9 hours/month

14. Development of report of alternatives regarding expiring Franchise Agreement (e.g. amendment to current franchise agreement, another alternative, e.g. RFP). Note: a separate CIP project has been defined with a timeline and hours outside of this task.

The most recently completed (2023) GHG inventory shows Colma reduced GHG 16.52% from the Town’s base year, 2005. The Town has 5 years remaining to meet the 40% reduction target as established in the Town’s Climate Action Plan; to meet this reduction target, additional staff time is needed for sustainability program implementation. Currently, the sustainability manager is limited to 8 hours/week which restricts CAP program implementation and opportunities to reduce GHG. Staff recommends a minimum of 12 hours/week to enable staff time to implement CAP programs and meet the GHG reduction target by 2030.

Note that the franchise agreement project noted above has been identified as a CIP project.

Note that the Sterling Rec HV AC heat pump project has been identified as a CIP project.

Lastly, a note for consideration for the next FY 25/26 budget cycle and revenue sources for sustainability staff. Note that revenue for sustainability staff could come from the solid waste agreement franchise fee which generates approximately $82,000 per year (the franchise fee is based on a percentage of the hauler’s gross revenue), the new SB 1383 fee proposed in the franchise agreement amendment, or the recycling rebate which generates $14,000 per year.

These hours total 49 per month divided by 4.33 weeks in month=11.32 hours per week.

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Colma City CouncilFebruary 12, 2025

Colma City Council
February 12, 2025