Folsom City Council
September 22, 2026

1 Agenda
City Council Regular Meeting
Folsom City Hall | City Council Chambers, First Floor
50 Natoma Street, Folsom, CA 95630
September 22, 2026, 6:30 PM

Welcome to Your City Council Meeting
We welcome your interest and involvement in the city’s legislative process. This agenda includes information about topics coming before the City Council and the action recommended by city staff. You can read about each topic in the staff reports, which are available on the city website and in the Office of the City Clerk. The City Clerk is also available to answer any questions you have about City Council meeting procedures.

Participation
If you would like to provide comments to the City Council, please:
 Fill out a blue speaker request form, located at the back table.  Submit the form to the City Clerk before the item begins.  When it’s your turn, the City Clerk will call your name and invite you to the podium.  Speakers generally have three minutes, unless the presiding officer (usually the mayor) changes that time.

Reasonable Accommodations
In compliance with the Americans with Disabilities Act, if you are a person with a disability and you need a disability-related modification or accommodation to participate in this meeting, please contact the City Clerk’s Office at (916) 461-6035, (916) 355-7328 (fax) or [email protected]. Requests must be made as early as possible and at least two full business days before the start of the meeting.

How to Watch
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City Council meetings take place at
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More information about City Council meetings is available at the end of this agenda

2 City Council Regular Meeting
Folsom City Hall | City Council Chambers, First Floor
50 Natoma Street, Folsom, CA 95630
www.folsom.ca.us
Tuesday, September 22, 2026 6:30 PM

Justin Raithel, Mayor

Sarah Aquino, Councilmember Barbara Leary, Councilmember Mike Kozlowski, Councilmember Anna Rohrbough, Vice Mayor

AGENDA
Remote Participation via Zoom (Audio Only):

Telephone: (669) 254 5252 Online: zoomgov.com/join
Meeting ID: 165 368 8594 Meeting Passcode: 1946

CALL TO ORDER
ROLL CALL: Councilmembers: Aquino, Kozlowski, Leary, Rohrbough, Raithel The City Council has adopted a policy that no new item will begin after 10:30 p.m. Therefore, if you are here for an item that has not been heard by 10:30 p.m., you may leave, as the item will be continued to a future Council meeting.

PLEDGE OF ALLEGIANCE

AGENDA UPDATE
BUSINESS FROM THE FLOOR:

Members of the public may address the City Council concerning any item within the Folsom City Council's jurisdiction. Public comments are generally limited to no more than three minutes. Except for certain specific exceptions, the City Council is prohibited from discussing or taking action on any item not appearing on the posted agenda.

In person speakers: please fill out a blue speaker request form located at the back table and submit the form to the City Clerk before the item begins.

Remote speakers: Use Zoom's "Raise Hand" feature (*9 via phone) once the Council begins discussion of the item you wish to comment on. When called on, you'll be asked to unmute (*6 via phone).

3 SCHEDULED PRESENTATIONS:

1. Welcoming Delegates from Folsom’s Italian Sister City Pieve del Grappa to the City of Folsom CONSENT CALENDAR:

Items appearing on the Consent Calendar are considered routine and may be approved by one motion.

Councilmembers may pull an item for discussion.

2. Ordinance No. 1374– An Ordinance of the City of Folsom for the Repeal and Re-Enactment of Chapter 17.102 (Density Bonus) of the Folsom Municipal Code (Second Reading and Adoption)

3. Resolution No. 11709 - A Resolution Replacing Resolution No. 11285 and Designating Conflict of Interest Filing Positions and Disclosure Categories

4. Resolution No. 11716 – A Resolution Ratifying the City Manager’s Authorization to Purchase a Replacement Server from Sidepath, Inc. for the Police Department for a Total Not-to-Exceed Amount of $299,800 funded through the General Fund (Fund 010) Using American Rescue Plan Act (ARPA) Grant Proceeds

5. Resolution No. 11717 - A Resolution Authorizing the City Manager to Execute Contract Amendment 1 with Kimley Horn and Associates, Inc. for the Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2601, in the Amount of $33,000 from the Transportation Improvement Fund (Fund 446)

6. Resolution No. 11720- A Resolution Authorizing the City Manager to Execute a Cooperative Service Agreement with the State Department of Transportation (Caltrans) for Plans, Specifications, and Estimate Design Oversight of the Empire Ranch Road Interchange Project, Project No. PW1804

7. Resolution No. 11721 - A Resolution Approving the Establishment of a New Classification and the Associated Salary Range: Property & Evidence Supervisor

8. Resolution No. 11722 – A Resolution Accepting the Fiscal Year 2026-27 Sacramento Metropolitan Cable Television Commission (SMCTC) Public, Educational, and Governmental (PEG) Fee Funding and Appropriation of Funds in the General Grants Fund (Fund 012) PUBLIC HEARING:

9. Historic Folsom Station Development Agreement Amendment (DEVA26-00036) and Determination that No Further Environmental Review is Required i. Ordinance No. 1378 - An Uncodified Ordinance of the City of Folsom Approving the Second Amended and Restated Development Agreement by and Between the City of Folsom and Folsom Railroad Block Developers, LLC Relative to the Historic Folsom Station (Introduction and First Reading)

10. City of Folsom Community Facilities District No. 22A (Folsom Heights) i. Resolution No. 11710- A Resolution of the City Council of the City of Folsom to Form a Community Facilities District, to Designate Improvement Areas within the District, to Designate a Future Annexation Area therein and to Levy Special Taxes therein ii. Resolution No. 11711- A Resolution of the City Council of the City of Folsom Deeming it Necessary to Incur Bonded Indebtedness in and for City of Folsom Community Facilities District No. 22A (Folsom Heights)

4 iii. Resolution No. 11712- A Resolution of the City Council of the City of Folsom Calling Special Mailed-Ballot Election in the City of Folsom Community Facilities District No. 22A (Folsom Heights)
iv. Resolution No. 11713- A Resolution of the City Council of the City of Folsom Declaring Election Results in the City of Folsom Community Facilities District No. 22A (Folsom Heights) v. Resolution No. 11714- A Resolution of the City Council of the City of Folsom Determining that the Special Tax of City of Folsom Community Facilities District No. 22 (Folsom Heights) Shall Cease to be Levied and Authorizing and Directing the Recordation of a Notice of Cessation of Special Tax
vi. Ordinance No. 1379- An Uncodified Ordinance Levying Special Taxes for the Fiscal Year 2026-27 and Following Fiscal Years Solely within and Relating to the City of Folsom Community Facilities District No. 22A (Folsom Heights) (Introduction and First Reading) NEW BUSINESS:

11. Resolution No. 11723 – A Resolution Authorizing the City Manager to Execute a Memorandum of Understanding with Sacramento County Related to Interim Design, Construction, and Maintenance for Prairie City Road

12. Direction to Staff on Prairie City Road Right-of-Way Annexation for Jurisdictional Boundary Realignment

13. Housing Program Implementation Workshop: City Council Priorities for the Next Two Years

14. Empire Ranch Neighborhood Crack Seal Project
i. Resolution No. 11718 - AA Resolution Authorizing the City Manager to Execute a Construction Agreement with Doug Veerkamp General Engineering, Inc. for the Empire Ranch Crack Seal Project in the amount of $218,600, and Appropriation of Funds in the amount of $258,600 from the Road Maintenance and Rehabilitation Fund (Fund 235) ii. Resolution No. 11719 – A Resolution Authorizing the City Manager to Execute a No-Cost Contract Amendment No. 1 with Dewberry Engineers, Inc. for Construction Management and Inspection Services Expanded Scope

CITY MANAGER REPORTS

COUNCIL COMMENTS

ADJOURNMENT

NOTICE: Members of the public are entitled to directly address the City Council concerning any item that is described in the notice of this meeting, before or during consideration of that item. If you wish to address Council on an issue, which is on this agenda, please complete a blue speaker request card, and deliver it to a staff member at the table on the left side of the Council Chambers prior to discussion of the item. When your name is called, stand to be recognized by the Mayor and then proceed to the podium. If you wish to address the City Council on any other item of interest to the public, when the Mayor asks if there is any “Business from the Floor,” follow th e same procedure described above. Please limit your comments to three minutes or less.

NOTICE REGARDING CHALLENGES TO DECISIONS: Pursuant to all applicable laws and regulations, including without limitation, California Government Code Section 65009 and or California Public

5 Resources Code Section 21177, if you wish to challenge in court any of the above decisions (regarding planning, zoning and/or environmental decisions), you may be limited to raising only those issues you or someone else raised at the public hearing(s) described in this notice/agenda, or in written correspondence delivered to the City at, or prior to, the public hearing.

As presiding officer, the Mayor has the authority to preserve order at all City Council meetings, to remove or cause the removal of any person from any such meeting for disorderly conduct, or for making personal, impertinent, or slanderous remarks, using profanity, or becoming boisterous, threateni ng or personally abusive while addressing said Council, and to enforce the rules of the Council.

PERSONS INTERESTED IN PROPOSING AN ITEM FOR THE CITY COUNCIL AGENDA SHOULD CONTACT A MEMBER OF THE CITY COUNCIL.

This meeting of the City Council is recorded w ith closed captioning. The recording will be cablecast on Metro Cable Channel 14, the local government affairs channel on the Comcast and DirecTV U -Verse cable system, and will be shown in its entirety on the Friday and Saturday following the meeting, both at 9 a.m. The recording will also be video streamed at metro14live.saccounty.gov.The City does not control scheduling of this telecast and persons interested in watching the televised meeting should confirm this schedule with Metro Cable TV, Channel 14. The City of Folsom provides live and archived webcasts of regular City Council meetings. The webcasts can be found on the online services page of the City's website www.folsom.ca.us.

In compliance with the Americans with Disabilities Act, if you are a person with a disability and you need a disability-related modification or accommodation to participate in this meeting, please contact the City Clerk’s Office at (916) 461-6035, (916) 355-7328 (fax) or [email protected]. Requests must be made as early as possible and at least two full business days before the start of the meeting.

Any documents produced by the City and distributed to the City Council regarding any item on this agenda will be made available at the City C lerk’s Counter at City Hall located at 50 Natoma Street, Folsom, California and at the Folsom Public Library located at 411 Stafford Street, Folsom, California during normal business hours.

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Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA SECTION:

Scheduled Presentations
SUBJECT: Welcoming Delegates from Folsom’s Italian Sister City Pieve del Grappa to the City of Folsom

FROM: City Clerk's Department

RECOMMENDATION / CITY COUNCIL ACTION

The City Council will welcome delegates from Folsom’s Italian Sister City Pieve del Grappa to the City of Folsom. No formal action is requested of the Council.

BACKGROUND

In 2000, the City of Folsom formally established a Sister City relationship with Crespano del Grappa, Italy, building on ties first strengthened in August 1999 when the mayor and a delegation from Crespano del Grappa visited Folsom. This partnership honors Folsom's Italian heritage, most notably embodied by Giuseppe "Joe" Murer, a native of Crespano del Grappa who immigrated to Folsom in the early 20th century and became a prominent local businessman, builder, and civic leader. Murer's legacy is preserved today through the historic Murer House and Gardens, a cultural landmark that reflects the enduring connection between Folsom and its sister city.

In 2019, the municipality of Crespano del Grappa merged with Paderno del Grappa to form Pieve del Grappa, and the Sister City relationship continued under this new municipal identity. The partnership operates within the framework of Sister Cities International, a citizen diplomacy program founded in 1956 by President Dwight Eisenhower to promote peace and mutual understanding through international cooperation.

In 2025, the City marked the 25th anniversary of this Sister City relationship, celebrating a quarter-century of international friendship, cultural exchange, and community engagement between Folsom and Pieve del Grappa. The upcoming ceremonial welcome of the visiting

09/22/2026 Item No.1.
2 delegation from Pieve del Grappa continues this tradition, providing an opportunity for the City Council and community to reaffirm the longstanding bond between the two cities.

Submitted,

Christa Freemantle, CMC
City Clerk

09/22/2026 Item No.1.

Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA
SECTION:

Consent Calendar
ITEM TITLE: Ordinance No. 1374 – An Ordinance of the City of Folsom for the Repeal and Re-Enactment of Chapter 17.102 (Density Bonus) of the Folsom Municipal Code (Second Reading and Adoption)

FROM: Community Development Department

RECOMMENDATION / CITY COUNCIL ACTION

Staff recommends that the City Council move to c onduct a second reading and adopt Ordinance No. 1374 – An Ordinance of the City of Folsom for the Repeal and Re -Enactment of Chapter 17.102 (Density Bonus) of the Folsom Municipal Code.

BACKGROUND / ISSUE

On September 8, 2026, the City Council introduced and conducted the first reading of Ordinance No. 1374, for repeal and replacement of Chapter 27.102 (Density Bonus) of the Folsom Municipal Code to update the ordinance to be consistent with State Density B onus Law. No changes have been made to the Ordinance since the first reading.

Project Context
The City of Folsom’s Density Bonus Ordinance, Chapter 17.102 of the Folsom Municipal Code, plays a key role in promoting the development of affordable housing. Adopted in 2002 and amended in 2005, the ordinance is intended to govern density bonuses for residential projects that meet specified affordable housing percentages, consistent with State Law.

The city’s 2021 –2029 Housing Element identifies the need to update the Density Bonus Ordinance to ensure consistency with current State Density Bonus Law as part of the broader zoning code update. Due to delays in the comprehensive zoning code update, this upda te has not yet been completed. In the interim, the city has relied on State density bonus requirements when processing qualifying projects.

09/22/2026 Item No.2.
2 In recent years, density bonus provisions have been applied to several affordable housing projects, including Mangini Place Apartments, Harrington Grove Apartments, Vintage Senior Apartments, and the Persifer Street Habitat for Humanity for-sale project.

State Density Bonus Law Alignment
The California Density Bonus Law, originally enacted in 1979, requires cities and counties to provide density bonuses, incentives, concessions, parking reductions, and development standard waivers for housing developments that include qualifying levels of affordable or senior units. Califo rnia courts have consistently recognized that the purpose of the law is to incentivize the production of affordable housing by allowing developers who include specified percentages of lower income units to exceed what local zoning would otherwise permit.

Under State density bonus requirements, a city must grant a density bonus and related incentives upon request when a project meets the applicable affordability thresholds. These requirements are mandatory and are intended to remove local regulatory barriers to producing affordable housing.

Since the city’s 2005 update, the State density bonus requirements have evolved through a series of legislative amendments, including several substantial changes in recent years. A table summarizing the major legislative updates to State density bonus requirements i s provided in Attachment 3. These cumulative changes, intended to expand affordable housing opportunities and reduce local regulatory barriers, have established clear statewide standards that guide how jurisdictions must evaluate qualifying housing projects.

As statewide reforms continue to expand and refine provisions related to eligibility, bonus calculation methods, development standard waivers, incentives and concessions, parking reductions, and administrative procedures, several sections of the city’s existing ordinance have become inconsistent with current State requirements.

To maintain alignment with the latest State density bonus requirements and support the city’s affordable housing goals, the ordinance must be updated as required by Government Code section 65915. Because the Legislature now revises these requirements almost annually, staff recommends structuring the ordinance to reference State law directly, rather than restating statutory language. This approach aims to ensure the ordinance remains consistent with future legislative amendments and avoids becoming outdated as new housing legislation takes effect.

Summary of Proposed Ordinance Updates

1. Updated Purpose and Intent Section (Section 17.102.010)

The updated Purpose and Intent section clarifies that the city must interpret and apply the ordinance in a manner consistent with State Density Bonus Law, and that State law governs in the event of any conflict. This revision reflects HCD guidance and strengthens the ordinance’s legal defensibility.

09/22/2026 Item No.2.
3 2. Updated Definitions - Defer to State Density Bonus Law (Section 17.102.020)

The updated Definitions section reduces the number of defined terms in the ordinance by deferring to the definitions contained in State Density Bonus Law, ensuring consistency and avoiding conflicts with statutory language. As a result, the ordinance no longer defines terms that are already established in State Law, improving clarity for both applicants and staff.

3. Clarified Density Bonus Calculation (Section 17.102.030 (B))

The update includes defining “base density” in a manner consistent with Government Code Section 65915(f), clarifying that fractional units are rounded up, and explaining how inclusionary units may be applied toward density bonus eligibility. These changes ensure that density calculations remain accurate, consistent, and compliant with State requirements.

4. Updated Incentive and Concession Provisions (Section 17.102.030(C) and Section

17.102.060(B))

The updated incentive and concession provisions incorporate the statutory definition of incentives and concessions, specify that the allowable number of incentives or concessions is established in Government Code Section 65915(d), clarify that qualifying projects are eligible for incentives and concess ions regardless of whether they utilize an increase in density, and state that such projects must be approved without requiring alternative designs or reductions in density. These updates bring the city’s procedures into full alignment with State law.

5. Updated Waiver Provisions (Section 17.102.030 (D) and Section 17.102.060 (B))

The updated waiver provisions confirm that applicants may request an unlimited number of waivers of development standards, clarify that the city may not require feasibility analyses, pro formas, or alternative designs in connection with a waiver request, and require approval of requested waivers unless the specific findings in Section 65915(e) can be made. These revisions ensure that development standards are not applied in a way that would physically prevent qualifying projects from being constructed.

6. Updated Parking Ratio Requirements (Section 17.102.030 (E))

The updated parking ratio requirements incorporate the maximum parking ratios established in Government Code Section 65915(p) and clarify that parking studies may not be required and that parking reductions operate independently of incentives, concessions, and waivers. These updates strengthen consistency with State law .

7. Added Affordable Housing Agreement Requirement (17.102.050)

09/22/2026 Item No.2.
4 The updated ordinance now requires an Affordable Housing Agreement for any project receiving a density bonus, incentive, parking reduction, or waiver, and mandates that the agreement be recorded prior to approval of a final or parcel map or issuance of building permits. This ensures that long -term affordability commitments are legally binding, transparent, and enforceable, and strengthens the city’s ability to monitor compliance with State Density Bonus Law.

8. Updated Application Requirements and Review Procedures

The updated ordinance now includes clear timing requirements for application submittal, a detailed list of required application materials, a completeness review process consistent with the Permit Streamlining Act, and a consolidated findings section specifying the only allowabl e basis for denial. These additions streamline the review process and improve transparency for applicants.

Together, these updates ensure that the city’s density bonus ordinance remains consistent with current State law, improves clarity for applicants, and strengthens the city’s ability to implement its affordable housing objectives. Adoption of the updated or dinance will help maintain compliance with ongoing legislative changes and support streamlined, legally defensible housing approvals.

Public Outreach
Ahead of the Planning Commission hearing, staff notified stakeholders by email regarding the proposed updates to the city’s Density Bonus Ordinance and provided a link to the staff report and draft ordinance. Notifications were sent to the North State Building Industry Association (BIA), the Sacramento Housing Alliance (SHA), and affordable housing developers. The city received one response from SHA expressing support for the update and appreciation for the outreach.

Planning Commission Hearing
The Planning Commission considered this item at their August 19, 2026, meeting. Following the staff presentation on Ordinance No. 1374, the Commission briefly discussed with staff the three minor clarifying revisions included in the green sheet. No public comments were received.

The Planning Commission adopted a motion (6 -0-0-1, with one member absent) recommending that the City Council adopt the proposed Ordinance No. 13 74 and determine that the project is not subject to CEQA.

City Council Hearing
On September 8, 2026, the City Council reviewed staff’s proposed ordinance update of Folsom Municipal Code Chapter 17.102 and considered a late revision to Section 17.160 (B) (b) of the draft ordinance. The City Council asked some general questions and ultimately voted (5 -0-0- 0) to introduce and conduct the first reading of Ordinance No. 1374 (An Ordinance of the City

09/22/2026 Item No.2.
5 of Folsom for the Repeal and Re-Enactment of Chapter 17.102 (Density Bonus) of the Folsom Municipal Code). No changes have been made to Ordinance No. 1374 since the first reading.

Once adopted by the city, the new Density Bonus Ordinance will be subject to review and approval by the California Housing and Community Development Department (HCD) to ensure consistency with State Law.

POLICY / RULE

Government Code Section 65915 specifies certain requirements that the city must meet pertaining to density bonuses, as well as certain incentives that must be considered when a developer constructs a residential project containing specified percentages of housing for low and very low-income households. These provisions of State law are mandatory an d conflict with certain provisions of the city’s current density bonus ordinance. This ordinance is proposed to bring the city’s density bonus ordinance in line with the requirements of State law.

Under Section 2.12 of the City Cha rter, amendments to the Folsom Municipal Code require review and approval by the City Council.

Furthermore, the city’s 2021–2029 Housing Element, which is part of the city’s General Plan, requires that the city update its density bonus ordinance to ensure consistency with State law.

ANALYSIS

The city’s 2021 – 2029 Housing Element includes Program H-13, which requires updating the city’s Density Bonus Ordinance to reflect changes in State Density Bonus Law as part of the broader zoning code update. The anticipated timeframe for this update was 2021; however, due to delays in the comprehensive zoning code update and the frequent legislative changes to State law, the required update has not yet been completed. Given these circumstances, staff recommends moving forward now to bring the ordinance into compliance and structuring the update in a way that reduces the need for frequent future revisions.

State Density Bonus Law Updates and Need for Local Action In recent years, the Legislature has enacted numerous updates to State Density Bonus Law. As outlined in the State Housing Law Alignment section, these changes have rendered portions of the city’s existing ordinance outdated or inconsistent with current State requirements. Given these legislative changes and the delay in the full zoning code update, staff finds it appropriate to bring the ordinance into compliance now. Updating the ordinance at this time will restore consistency with State law and help minimize the need for frequent amendments as State requirements continue to evolve.

09/22/2026 Item No.2.
6 Role of the Density Bonus Program
Density bonus provisions remain an important tool for encouraging developers to construct additional housing units and ensuring the inclusion of lower and moderate-income units in new residential projects. Consistent with the city’s adopted Housing Element, Folsom remains committed to promoting equitable access to housing and supporting the development of new homes that meet the needs of all economic segments of the community.

Applicable General Plan Goals and Policies
The following City of Folsom General Plan policies support increasing housing capacity, encouraging a range of housing types, and improving the efficiency of the development review process. Updating the Density Bonus Ordinance is consistent with and helps implement these policies:

Policy H-1.1 – Sufficient Land for Housing. The city shall ensure that sufficient land is designated and zoned in a range of residential densities to accommodate the city’s regional share of housing.

Policy H -1.3 – Multi-family Housing Densities. The city shall encourage home builders to develop their projects on multi -family-designated land at the high end of the applicable density range.

Policy H -3.6 – Density Bonus. The city shall continue to make density bonuses available to affordable and senior housing projects, consistent with State law and Title 17 of the Folsom Municipal Code.

Conclusion
The proposed ordinance modernizes local regulations to reflect current State density bonus requirements, removes outdated or conflicting provisions, and establishes a clearer, more efficient framework for reviewing and administering density bonus requests. Replacing the ordinance ensures continued compliance with State mandates, reduces potential legal exposure, improves consistency and transparency for applicants and staff, and supports the city’s long-term housing production and affordability goals.

FINANCIAL IMPACT
The proposed update to the City of Folsom’s Density Bonus Ordinance is not expected to have a direct impact on the General Fund. The proposed amendments align the ordinance with current State Density Bonus Law and review of density bonus requests will continue to occur as part of standard project review within existing departmental workloads. Any future fiscal effects would result from private development rather than from adoption of the ordinance itself.

ENVIRONMENTAL REVIEW

The proposed ordinance is not a “Project” requiring environmental review under the California Environmental Quality Act (CEQA). "Organizational or administrative activities of

09/22/2026 Item No.2.
7 governments that will not result in direct or indirect physical changes in the environment” are excluded from the definition of “Project” as defined by the CEQA Guidelines. (Section 15378(b)(5).) Here, the proposed ordinance will bring the city’s Density Bonus Ordinance into compliance with state law and is ministerial in nature as it does not involve any discretionary decision-making by the city’s legislative body.

Even if the proposed ordinance could be considered a “Project,” the ordinance is exempt from CEQA pursuant to Section 15061(b)(3) “(Common Sense) of the CEQA Guidelines because it revises local procedures and regulatory requirements and does not authorize any activity that could cause a physical change to the environment. Any future projects will undergo their own CEQA review, and there is no possibility of a significant environmental impact that will occur from the proposed action. Accordingly, the ordinance update is not subject to CEQA.

ATTACHMENT

1. Ordinance No. 1374 - An Ordinance of the City of Folsom for the Repeal and Re-

Enactment of Chapter 17.102 (Density Bonus) of the Folsom Municipal Code.

Submitted,

Pam Johns, Community Development Director

09/22/2026 Item No.2.

Ordinance No. 1374

ORDINANCE NO. 1374

AN ORDINANCE OF THE CITY OF FOLSOM FOR THE REPEAL AND
RE-ENACTMENT OF CHAPTER 17.102 (DENSITY BONUS) OF THE

FOLSOM MUNICIPAL CODE

The City Council of the City of Folsom does hereby ordain as follows:

SECTION 1 PURPOSE
The purpose of this ordinance is to amend the Folsom Municipal Code to ensure consistency with State Density Bonus Law. The ordinance establishes the city’s specific procedures, responsibilities, and required findings for implementing the Density Bonus Law.

SECTION 2 REPEAL AND RE-ENACTMENT TO CODE
Chapter 17.102 of the Folsom Municipal Code is hereby repealed and re-enacted to read as follows:

Chapter 17.102

DENSITY BONUS

Sections:

17.102.010 Purpose and intent.

17.102.020 Definitions.

17.102.030 Implementation.

17.102.040 Development standards for Affordable units.

17.102.050 Affordable housing agreement.

17.102.060 Application requirements and review.

17.102.010 Purpose and Intent.

This density bonus chapter establishes the city’s density bonus program, which provides density bonuses, incentives, concessions, and waivers or reduction of development standards for the production of housing and implements California Government Code Sections 65915, et seq. , as amended from time to time. The program is intended to support the development of housing for very low-, low-, and moderate -income households, as well as senior housing, student housing, housing for persons with disabilities, and other qualified housing types as provided by state law.

In enacting this chapter, it is the intent of the City of Folsom to affirm its commitment to implementing the goals, objectives, and policies of the housing element of the general plan, and to encouraging the development of a diverse range of housing opportunities within the community.

09/22/2026 Item No.2.

Ordinance No. 1374

This chapter shall be interpreted and applied liberally to effectuate the purposes of State Density Bonus Law. Nothing in this chapter shall be construed to impose requirements or limitations on density bonus projects beyond those authorized by Government Code section 65915 et seq. If any provision of this chapter conflicts with State Density Bonus Law, State law shall control. (Ord. 1145 § 2 (part), 2011)

17.102.020 Definitions.

The terms used in this chapter, including those defined below, have the meanings provided in this title and in Government Code section 65915 et seq. In the event of a conflict between definitions, state law shall control.

A. “Affordable unit” means a housing unit affordable to a lower income household.

B. “ Affordable housing agreement” means a recorded agreement between the applicant or property owner and the city that outlines the affordable housing obligations for a project approved under this ordinance or Government Code Section 65915.

C. “Applicant” means the property owner or any person, or entity authorized in writing by the property owner to apply for a density bonus, incentive, concession, waiver, or related approval under this chapter.

D. "Concession" or "Incentive" means any of the following:

1. A reduction in site development standards or a modification of zoning code requirements or architectural design requirements that exceed the minimum building standards approved by the California Building Standards Commission, including, but not limited to, a reduction in setback and square footage requirements and in the ratio of vehicular parking spaces that would otherwise be required that results in identifiable and actual cost reductions, to provide for affordable housing costs or for rents for the targeted units to be set.

2. Approval of mixed -use zoning in conjunction with the housing project if commercial, office, industrial, or other land uses will reduce the cost of the housing development and if the commercial, office, industrial, or other land uses are compatible with the housing project and the existing or planned development in the area where the proposed housing project will be located.

3. Other regulatory incentives or concessions proposed by the developer or the city that result in identifiable and actual cost reductions to provide for affordable housing costs or for rents for the targeted units to be set.

E. “Housing development” means any residential or mixed-use project that includes dwelling units and is eligible for a density bonus under State Density Bonus Law.

F. “Lower income household” means a household whose income does not exceed eighty percent of the area median income (AMI) for the county or metropolitan area, adjusted for household size,

09/22/2026 Item No.2.

Ordinance No. 1374

as determined annually by the California Department of Housing and Community Development (HCD) pursuant to state law. Lower income households include very low income, extremely low income, and acutely low-income households unless otherwise specified.

G. "Maximum allowable residential density" means the greatest number of units allowed under the zoning ordinance, specific plan, or land use element of the general plan, or, if a range of density is permitted, means the greatest number of units allowed by the specific zoning range, specific plan, or land use element of the general plan applicable to the project. Density shall be determined by using dwelling units per acre. However, if the applicable zoning ordinance, specific plan, or land use element of the general plan does not provide a dwelling -units-per-acre standard for density, then the local agency shall calculate the number of units by:

1. Estimating the realistic development capacity of the site based on the objective development standards applicable to the project, including, but not limited to, floor area ratio, site coverage, maximum building height and number of stories, building setbacks and stepbacks, public and private open-space requirements, minimum percentage or square footage of any nonresidential component, and parking requirements, unless not required for the base project. Parking requirements shall include considerations regarding number of spaces, location, design, type, and circulation. A developer may provide a base density study, and the local agency shall accept it, provided that it includes all applicable objective development standards.

2. Maintaining the same average unit size and other project details relevant to the base density study, excepting those that may be modified by waiver or concession to accommodate the bonus units, in the proposed project as in the study.

H. “Targeted unit” means dwelling units within a housing development which will be reserved for sale or rent to lower income households, or senior residents.

I. "Waiver" or "Reduction of development standards" means a local development standard that will either be reduced or not enforced because the development standard would physically prevent the project from being built at the permitted density and with the granted concessions or incentives.

17.102.030 Implementation.

A. Density Bonus Eligibility. A housing development is eligible for a density bonus, incentives or concessions, waivers or reductions of development standards, and parking ratio reductions in accordance with Government Code section 65915. To request a density bonus, the applicant shall identify the applicable eligibility category under Government Code section 65915, including but not limited to affordable housing, senior housing, student housing, land donation, child -care facilities, or commercial development bonuses. The applicant shall also identify the percentage, number, and income level of the restricted units proposed to qualify the project under state law.

The city may require reasonable documentation to establish eligibility for a requested density bonus.

If the housing development is proposed on any property that includes a parcel or parcels on which

09/22/2026 Item No.2.

Ordinance No. 1374

rental dwelling units are located or, if the dwelling units have been vacated or demolished in the five-year period preceding the application, and meets the requirements listed in Government Code section 65915(c)(3)(A), the applicant shall be ineligible for a density bonus or any other incentives or concessions unless the proposed housing development replaces those units, and either Government Code section 65915(c)(3)(A)(i) or (ii) apply.

If a housing development meets the eligibility criteria under Government Code section 65915, the city shall grant the density bonus and any related incentives, concessions, waivers, or parking reductions required by State law.

B. Density Bonus Calculation. The maximum density bonus a housing development project may receive shall be calculated in accordance with Government Code section 65915 , including the density bonus provisions for affordable housing, land donation, child -care facilities, and commercial development . Maximum allowable residential density shall be calculated in accordance with the maximum allowable density under the applicable zoning, specific plan, or general plan designation, consistent with Government Code section 65915(f). The following provisions apply to the calculation of density and affordable unit requirements:

1. Rounding of Units. Any fractional unit resulting from the calculation of maximum allowable residential density or bonus density shall be rounded up to the next whole number. Any fractional affordable unit required to qualify for a density bonus shall also be rounded up to the next whole number.

2. Units Counted Toward Qualification. Units added through a density bonus shall not be included when determining the number of affordable units required to qualify for the bonus. affordable units provided on site to satisfy the city’s inclusionary housing requirements pursuant to Folsom Municipal Code Chapter 17.104 may also be used to qualify for a density bonus if they meet the affordability requirements of Government Code section 65915. Payment of in -lieu fees in place of constructing affordable units shall not be used to qualify a project for a density bonus.

3. Election of Bonus Amount. An applicant may elect to accept a density bonus that is less than the maximum permitted, or to forgo a density bonus entirely, provided that the minimum affordable housing requirements of Government Code section 65915 are met.

C. Incentives or Concessions. A qualifying housing development is entitled to receive the number of incentives or concessions specified in Government Code section 65915(d), regardless of whether it elects to use the density bonus.

1. Types of Incentives or Concessions. In accordance with, and further defined in Government Code section 65915(k), incentives or concessions include:
a. A reduction in site development standards or a modification of zoning code requirements or architectural design requirements that exceed the minimum building standards as specified in Government Code section 65915(k) that would otherwise be

09/22/2026 Item No.2.

Ordinance No. 1374

required that results in identifiable and actual cost reductions to provide for affordable housing costs , as defined in section 50052.5 of the Health and Safety Code, or for affordable rents for the targeted units to be set as specified in Government Code section 65915(c).
b. Approval of mixed -use zoning in conjunction with the housing development if commercial, office, industrial, or other land uses will reduce the cost of the housing development and if the commercial, office, industrial, or other land uses are compatible with the housing development and the existing or planned development in the area where the proposed housing development will be located as determined by the city in its reasonable discretion.
c. Other regulatory incentives or concessions proposed by the applicant or the city that result in identifiable and actual cost reductions to provide for affordable housing costs, as defined in section 50052.5 of the Health and Safety Code, or for affordable rents for the targeted units to be set as specified in Government Code section 65915(c).

2. 100% Affordable Projects. For a housing development in which 100% of the units, exclusive of a manager’s unit, are affordable to lower -income households, the city may grant a reduction in the minimum base density as a concession or incentive, provided that the applicant demonstrates that the reduction would result in an identifiable and actual cost savings to the project or that, absent such reduction, the project would be physically precluded from being constructed.

3. Approval Standard. The city shall grant a requested concession or incentive unless it makes a written finding , based on substantial evidence, of any of the reasons listed under Government Code section 65915(d)(1)(A)–(C).

D. Waivers or Reductions of Development Standards. In accordance with Government Code section 65915(e), the applicant for a housing development that qualifies for a density bonus may request waivers or reductions of development standard that would physically preclude construction of the housing development project at the permitted density or with the concessions or incentives.

For purposes of this section, development standards include, but are not limited to, height limits , setback requirements, lot coverage, and Floor Area Ratio (FAR).

1. The applicant may submit a proposal for waivers or reductions of any development standard that would physically preclude the construction of the housing development at the density or with the incentives or concessions permitted by Government Code section 65915. The city shall not require the applicant to reduce the project’s density or incentives as a condition of requesting or receiving a waiver.

2. The city shall grant a requested waiver or reduction of a development standard unless it makes a written finding, permitted under Government Code section 65915(e).

3. A request for a waiver or reduction of development standards is separate from incentives or concessions and does not count toward the number of incentives.

09/22/2026 Item No.2.

Ordinance No. 1374

4. There is no limit on the number of waivers or reductions in development standards an applicant may request or receive, provided the applicant demonstrates that each requested waiver is necessary to physically accommodate the project at the permitted density or with the permitted incentives or concessions.

5. The city may engage in a voluntary, collaborative design dialogue with the applicant regarding requested waivers or reductions, including offering advisory recommendations to address community concerns or to explore ways the project might better align with overarching principles of the general plan, zoning ordinance, or design and development standards. All such recommendations shall be advisory only and shall not be a condition of approval unless voluntarily agreed to by the applicant. The city shall not require the applicant to modify the project, alter or withdraw any requested waiver or reduction in development standards, or otherwise delay, impede, or reduce the applicant’s entitlement to waivers or reductions in development standards required under Government Code section 65915, subdivision (e).

E. Parking Ratios. In accordance with Government Code section 65915(p), the parking requirements for a housing development that qualifies for a density bonus shall not exceed the maximum parking ratios established by state law. These parking ratios apply notwithstanding any other provision of this Code. Parking reductions do not limit or reduce the applicant’s entitlement to incentives, concessions, or waivers. The city shall not require the applicant to provide a report or study that is not otherwise required by state law , but it may require reasonable documentation to establish eligibility for the parking ratios established by state law.

F. Effect of Gran ting Density Bonus , Incentive, Concession, or other Modifications . In accordance with Government Code section 65915(j), the granting of a density bonus, incentives, concessions or waivers, reductions of development standards, and/or parking reductions shall not, in and of itself, require to be interpreted, to require a general plan amendment, specific plan amendment, zoning change, study or other discretionary approval.

17.102.040 Development Standards for Affordable Units.

A. Affordable units shall be constructed concurrently with market-rate units unless both the city and the applicant agree, in writing, to an alternative schedule for development.

B. Affordable units shall be integrated into the housing development to the greatest extent feasible. Where feasible, the bedroom count and bedroom mix of the affordable units shall be generally consistent with the bedroom mix of the non -affordable units, except that the applicant may provide a higher proportion of affordable units with more bedrooms. The design, materials, and exterior appearance of the affordable units shall be compatible with, and comparable to, the overall design of the housing development.

17.102.050 Affordable Housing Agreement
A. Requirement for Affordable Housing Agreement. If a density bonus, incentive or concession, parking reduction, or waiver or reduction of development standards is approved

09/22/2026 Item No.2.

Ordinance No. 1374

pursuant to this chapter, the applicant shall enter into a binding affordable housing agreement or restrictive covenant with the city. The form and content of the affordable housing agreement shall be approved by the Community Development Director and the City Attorney.

B. Compliance and Enforcement. The affordable housing agreement shall establish compliance standards and identify the remedies available to the city in the event the applicant fails to comply with State Density Bonus Law, this chapter, or the affordable housing agreement.

C. Recordation and Timing. The executed affordable housing agreement shall be recorded against the housing development prior to final or parcel map, or, if no map is required, prior to issuance of any building permit for the housing development.

D. Binding Effect. The affordable housing agreement shall run with the land and shall be binding on all future owners, successors, and assigns for the duration of the required affordability period.

17.102.060 Application Requirements and Review for Density Bonus Projects.

A. Application Timing and Processing. An application for a density bonus, incentive or concession, waiver or reduction of a development standard, or revised parking standard pursuant to this Chapter shall be submitted with the first application for approval of the housing development. The request shall be processed concurrently with all other required applications in accordance with applicable State law, including but not limited to the Permit Streamlining Act.

B. Application Contents. The application shall be submitted on a form prescribed by the city and shall include, at minimum, the following information:

1. Site Plan
A site plan showing:
• Total number of units;
• Number and location of affordable units;
• Number and location of proposed density bonus units.

2. Affordability Information.

The target income levels of the affordable units and the proposed method(s) for ensuring affordability.

3. Requested Incentives, Concessions, waivers, or Parking Reductions A description of all requested incentives or concessions, waivers or reductions of development standards, or modified parking standards.

09/22/2026 Item No.2.

Ordinance No. 1374

a. Incentives or Concessions . For any requested incentive or concession, the application shall include sufficient information for the city to evaluate the request in accordance with Government Code section 65915.
b. Waiver or Reduction of Development Standards . For any requested waiver or reduction of a development standard, the applicant shall provide sufficient information for the city to determine that the development standard would physically preclude construction of the residential project at the permitted density and with the requested incentives or concessions. The city shall not require additional reports or studies that are not otherwise required by state law. c. Parking Reductions. A summary table showing parking required by the zoning regulations, parking proposed under state density bonus law, and sufficient information for the city to determine that the housing development is eligible for the requested parking reductions. The city shall not require parking studies or additional documentation beyond what is necessary to verify eligibility under Government Code section 65915(p).

4. Requests Based on Any Qualifying Category Under State Law.

For any request made pursuant to a qualifying category under Government Code section 65915, the application shall include sufficient information to demonstrate that the project satisfies all applicable statutory requirements and findings for that category.

C. Application Review.

1. Completeness Review . Upon submittal, the city shall review the application for completeness in accordance with Government Code section 65943. If the application is determined to be incomplete, the city shall provide written notice identifying the additional information required in accordance with Government Code section 65943.

2. Eligibility Review. The city shall review the application to verify that the housing development qualifies for a density bonus and any requested incentives, concessions, waivers, reductions of development standards, or parking reductions pursuant to Government Code section 65915.

3. Required Findings. The review authority shall approve a density bonus and any requested incentives, concessions, waivers, reductions of development standards, or parking reductions unless it makes written findings as specified under Government Code section 65915, including, as applicable:
a. The incentive or concession does not result in identifiable and actual cost reductions to provide for affordable housing costs or for rents;
b. The incentive or concession would have a specific adverse impact, as defined in the Government Code, on public health or safety, or on a property listed in the California Register of Historical Resources, and there is no feasible method to

09/22/2026 Item No.2.

Ordinance No. 1374

satisfactorily mitigate or avoid the adverse impact without rendering the development unaffordable to low-income and moderate-income households; c. The concession or incentive would be contrary to state or federal law. d. The waiver or reduction of a development standard is not necessary to physically accommodate the housing development at the permitted density and with the requested incentives or concessions.

4. Conditions of Approval. Any approval of a density bonus, incentive or concession, waiver or reduction of a development standard, or revised parking standard may include conditions necessary to ensure compliance with Government Code section 65915 and this chapter.

In accordance with Government Code section 65915(j), the granting of a density bonus, incentives, concessions or waivers, and/or reductions of development standards shall not, in and of itself, require a general plan amendment, specific plan amendment, zoning change, study , or other discretionary approval.

SECTION 3 SCOPE
Except as set forth in this ordinance, all other provisions of the Folsom Municipal Code shall remain in full force and effect.

SECTION 4 SEVERABILITY
If any section, subsection, sentence, clause, or phrase in this ordinance or any part thereof is for any reason held to be unconstitutional, invalid, or ineffective by any court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this ordinance or any part thereof. The City Council declares that it would have passed each section irrespective of the fact that any one or more section, subsection, sentence, clause, or phrase is declared unconstitutional, invalid, or ineffective.

SECTION 5 NO MANDATORY DUTY
This ordinance is not intended to and shall not be construed or given effect in a manner that imposes upon the city or any officer or employee thereof a mandatory duty of care towards persons and property within or without the city, so as to provide a basis of civil liability for damages, except as otherwise imposed by law.

SECTION 6 EFFECTIVE DATE
This ordinance shall become effective thirty (30) days from and after its passage and adoption, provided it is published in full or in summary within twenty (20) days after its adoption in a newspaper of general circulation in the city.

09/22/2026 Item No.2.

Ordinance No. 1374

This ordinance was introduced and the title thereof read at the regular meeting of the City Council on September 8, 2026, and the second reading occurred at the regular meeting of the City Council on September 22, 2026.

On a motion by Councilmember seconded by Councilmember , the foregoing ordinance was passed and adopted by the City Council of the City of Folsom, State of California, this 22nd day of September, 2026, by the following roll-call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):
__________________________________
Justin Raithel, MAYOR

ATTEST:
______________________________
Christa Freemantle, CITY CLERK

09/22/2026 Item No.2.

This page is intentionally left blank
to facilitate double-sided printing
and minimize paper use.

09/22/2026 Item No.2.

Folsom City Council
Staff Report

1 MEETING DATE:

September 22, 2026
AGENDA SECTION:

Consent Calendar
SUBJECT: Resolution No. 11709 - A Resolution Replacing Resolution No. 11285 and Designating Conflict of Interest Filing Positions and Disclosure Categories

FROM: City Clerk's Department

RECOMMENDATION / CITY COUNCIL ACTION

Staff recommends that the City Council approve Resolution No. 11709 - A Resolution Replacing Resolution No. 11285 and Designating Conflict of Interest Filing Positions and Disclosure Categories.

BACKGROUND / ISSUE

All local California agencies are required to establish a Conflict of Interest Code. The purpose of a Conflict of Interest Code is to ensure that public officials and employees make decisions impartially, without undue influence from personal financial interests. This code aims to promote transparency and accountability by requiring individuals in positions of authority to disclose their financial interests that could potentially conflict with their public duties. By clearly defining disclosure requirements and prohibitions, the Conflict of Interest Code helps prevent corruption and maintains public trust in the integrity of city government operations.

POLICY / RULE

Under the Political Reform Act, specifically Government Code Section 87303 et seq., agencies must review their Conflict of Interest Codes every two years to assess the need for revisions. The City’s last update was completed in 2024.

09/22/2026 Item No.3.

2 Section 7.01 of the City’s Charter stipulates that “[t]he use of public office for private gain is prohibited. The City Council shall implement this prohibition by ordinance adopting and ensuring compliance with the laws of the State of California regarding such conflicts…”

Folsom Municipal Code Section 2.34.030 et seq. grants the City Council the authority to designate by resolution those positions involved in making or participating in decisions that could materially affect any financial interest.

ANALYSIS

The City of Folsom’s Conflict of Interest Code designates specific staff positions within the City that make or are involved in making financial decisions. Examples of financial decisions made by staff include contracting for services, purchasing goods and supplies, and overseeing financial investments or expenditures. Each designated position is assigned one or more disclosure categories based on the position’s responsibility and authority. For example, positions involving contracting and purchasing are categorized under Disclosure Category 2.

For this year’s update, department heads have reviewed the 2024 list of designated positions and their corresponding disclosure categories to identify any necessary updates. This review assessed whether positions should be added, removed, or reclassified based on their decision-making responsibilities and potential impact on personal financial interests.

Since the 2024 update to the Conflict of Interest Code, there have been changes in positions, including additions, reassignments, deletions, and re-titling. As a result, the appendix of designated positions also requires revision to accurately reflect the current structure and titles.

Removed: Animal Control Officers, as their purchases of basic equipment does not rise to the level of making significant financial decisions.

ATTACHMENTS

1. Resolution No. 11709 - A Resolution Replacing Resolution No. 11285 and Designating Conflict of Interest Filing Positions and Disclosure Categories

2. 2026 Local Agency Biennial Notice

Submitted,

Christa Freemantle, CMC
City Clerk

09/22/2026 Item No.3.

Attachment 1

09/22/2026 Item No.3.

Resolution No. 11709

RESOLUTION NO. 11709

A RESOLUTION REPLACING RESOLUTION NO. 11285

AND DESIGNATING CONFLICT OF INTEREST FILING POSITIONS

AND DISCLOSURE CATEGORIES

WHEREAS, the Political Reform Act, Government Code Section 87303 et seq. requires that agencies review biennially in even-numbered years the provisions of their Conflict of Interest Code, which includes designated positions and disclosure categories; and

WHEREAS, persons holding these positions are designated public officials, officials, employees and consultants as defined in Government Code Section 82019 et seq. are deemed to make or participate in the making of decisions which may foreseeably have a material effect on any personal financial interest; and

WHEREAS, Chapter 2.34 of the Folsom Municipal Code pertaining to the Conflict of Interest Code, authorizes the City Council to designate by resolution those designated Conflict of Interest staff positions which should file statements of economic interests; and

WHEREAS, that as a result of the review mandated by Government Code Section 87300 et seq. it has been determined that the current list of designated positions and disclosure categories should be updated:

NOW THEREFORE, BE IT RESOLVED , that Resolution No. 11285, which established the prior list of designated filers and disclosure categories is hereby replaced; and

BE IT FURTHER RESOLVED, that all public officials, officials, elected and appointed officers, persons holding designated positions and consultants that are subject to the filing and disclosure requirements pursuant to Exhibit “A” in accordance to the disclosure categories as set forth in Exhibit “B” shall file statements of economic interests in accordance with the forms and procedures established by the California Fair Political Practices Commission.

PASSED AND ADOPTED on this 22nd day of September, 2026, by the following roll-call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):
____________________________________
Justin Raithel, MAYOR

ATTEST:

___________________________________
Christa Freemantle, CITY CLERK

09/22/2026 Item No.3.

Resolution No. 11709

EXHIBIT “A”

CITY OF FOLSOM

CONFLICT OF INTEREST CODE

APPENDIX OF DESIGNATED OFFICIALS/EMPLOYEES

I. Designated Positions.

The positions listed below constitute the list of designated positions required by the City of Folsom’s conflict of interest code (Folsom Municipal Code Chapter 2.34). Individuals holding these positions as designated public officials, officials, employees and consultants as defined in Government Code Section 82019 et seq. are deemed to make or participate in the making of decisions which may foreseeably have a material effect on any financial interest. The individuals occupying the designated positions shall disclose their economic interests in accordance with the corresponding disclosure categories, defined in Exhibit B.

Dept. Position Categories Status
Arts and Culture Commission Commission Member 1 Active
City Attorney's Dept. Administrative Assistant 2 Pending City Attorney's Dept. Assistant City Attorney 1,3,4 Active City Attorney's Dept. City Attorney 87200 Active
City Attorney's Dept. Legal Analyst 2,4 Active
City Clerk's Dept. City Clerk 1 Active
City Clerk's Dept. Deputy City Clerk 2 Active
City Council City Council Member 87200 Active
City Council Candidates Candidates 87200 Active
City Manager's Dept. Administrative Support Specialist 2 Active City Manager's Dept. City Manager 1 Approved
City Manager's Dept. Communications Director 2 Active
City Manager's Dept.

Senior Communications and Marketing
Specialist 2 Active
Community Development Dept. Associate Planner 3 Active
Community Development Dept. Building Inspector I/II 3,4 Active Community Development Dept. Building Inspector Supervisor 3,4 Active Community Development Dept.

Building Safety and Enforcement
Manager 3,4 Pending
Community Development Dept.

Building Services Manager / Chief
Building Official 1 Pending
Community Development Dept. City Engineer 2,3 Active
Community Development Dept. Code Enforcement Manager 3 Active Community Development Dept. Code Enforcement Officer I/II 2,3 Active Community Development Dept. Community Development Director 1 Active Community Development Dept. Housing Manager 3,4 Pending Community Development Dept. Plan Check Engineer 3,4 Approved Community Development Dept. Planning Manager 1 Active
Community Development Dept. Principal Civil Engineer 1 Approved

09/22/2026 Item No.3.

Resolution No. 11709

Community Development Dept. Principal Planner 2,3 Active Community Development Dept. Senior Building Inspector 3,4 Pending Community Development Dept. Senior Civil Engineer 2,3 Approved Community Development Dept. Senior Planner 3,4 Active
Community Development Dept. Urban Forester 3,4 Active
Finance Finance Officer 1 Pending
Finance Dept.

Accounting and Financial Analysis
Manager 87200 Pending
Finance Dept. Deputy Treasurer 2 Active
Finance Dept. Disbursements Manager 1 Pending
Finance Dept.

Finance Director / Chief Financial
Officer 87200 Active
Finance Dept. Financial Services Manager 1 Active
Finance Dept. Information Systems Manager 2 Active
Finance Dept. Revenue Services Manager 1,3 Pending
Fire Dept. Deputy Fire Marshal 2 Pending
Fire Dept. Fire Battalion Chief 2 Active
Fire Dept. Fire Chief 1 Active
Fire Dept. Fire Division Chief 2 Active
Fire Dept. Fire Prevention Officer 2 Active
Historic District Commission Commission Member 1 Active Human Resources Dept. Human Resources Director 1 Active Human Resources Dept. Management Analyst 2 Active
Human Resources Dept. Senior Management Analyst 2 Active L&L District Advisory Committee Committee Member 1 Active Library Commission Commission Member 1 Active
Library Services Library Director 2 Active
Library Services Library Supervisor 1 Active
Lobbyist Consultant 1 Active
Parks and Recreation
Commission Commission Member 1 Active
Parks and Recreation Dept. Capital Projects Manager 1 Pending Parks and Recreation Dept. Facilities Maintenance Supervisor 2,3 Active Parks and Recreation Dept. Municipal Landscape Services Manager 2,3 Pending Parks and Recreation Dept. Park Planning Manager 2,3 Pending Parks and Recreation Dept. Parks and Recreation Director 1 Active Parks and Recreation Dept. Parks Maintenance Supervisor 2,3 Active Parks and Recreation Dept. Parks/Facilities Maintenance Manager 2,3 Active Parks and Recreation Dept.

Recreation and Community Services
Manager 2,3 Pending
Parks and Recreation Dept. Recreation Supervisor 2,3 Active Parks and Recreation Dept. Senior Management Analyst 2 Active Parks and Recreation Dept. Senior Recreation Coordinator 1 Active

09/22/2026 Item No.3.

Resolution No. 11709

Parks and Recreation Dept. Senior Trails Planner 2,3 Active Parks and Recreation Dept. Zoo Manager 2,3 Active
Planning Commission Planning Commissioner 1 Active
Police Dept. Animal Control Officer 2,4 Active
Police Dept. Commander 1 Active
Police Dept. Police Chief 1 Active
Police Dept. Police Lieutenant 2 Active
Public Works Dept. Engineering Section Manager 2,3 Approved Public Works Dept. Environmental Specialist Supervisor 2,4 Approved Public Works Dept. Public Works Director 1 Approved
Public Works Dept. Section Manager 2,4 Active
Public Works Dept. Senior Civil Engineer 2,3 Active
Public Works Dept. Senior Environmental Specialist 1 Active Public Works Dept. Senior Management Analyst 2 Active
Public Works Dept. Senior Traffic Control/Light Technician 1 Active Public Works Dept. Solid Waste Supervisor 1 Active
Public Works Dept. Solid Waste/Fleet Manager 2,4 Active Public Works Dept. Streets Operations Supervisor 2,3 Approved Special Counsel Consultant 1 Active
Traffic Safety Committee Committee Member 1 Active
Utilities Dept. Associate Civil Engineer 2,3 Active
Utilities Dept.

Director of Environmental/Water
Resources 1 Active
Utilities Dept. Management Analyst 2 Active
Utilities Dept. Principal Civil Engineer 2,3 Active
Utilities Dept. Senior Management Analyst 2 Pending
Utilities Dept. Utilities Maintenance Manager 2,4 Pending Utilities Dept. Utilities Section Manager 2,3 Pending
Utilities Dept. Utility Maintenance Supervisor 2,4 Active Utilities Dept. Utility Manager 2,3,4 Pending
Utilities Dept. Wastewater Collection Manager 2,4 Active Utilities Dept. Water Distribution Manager 2 Active
Utilities Dept. Water Treatment Plant Manager 2,4 Pending Utility Commission Commission Member 1 Active

* “87200 Filer(s)” refers to filers identified within Government Code section 87200* et seq, This section establishes certain requirements for members of planning commissions, mayors, city managers, city attorneys, city treasurers, members of city councils, other public officials who manage public investments, and candidates for any of these offices to file statements of economic interest disclosing investments, interests in real property (excluding principal or personal residence) and any income received.

09/22/2026 Item No.3.

Resolution No. 11709

EXHIBIT “B”

CITY OF FOLSOM

CONFLICT OF INTEREST CODE

DISCLOSURE CATEGORIES

Disclosure Categories

Category 1 – Officials and employees whose duties are broad and indefinable:

Investments and business positions in business entities, and income including loans, gifts, and travel payments from sources located in or doing business in the jurisdiction.

Interests in real property located in the jurisdiction, including property located within a two- mile radius of any property owned or used by the City or within two miles of the boundaries of the City.

Category 2 – Officials and employees whose duties involve contracting or purchasing:

Investments and business positions in business entities and sources of income including those that provide services, supplies, materials, machinery or equipment of the type utilized by the City.

Category 3 – Officials and employees whose decisions may affect real property interests:

Investments and business positions in business entities and income including loans, gifts, and travel payments from sources that provide services, supplies, materials, machinery, or equipment of the type utilized by the City.

Engage in land development, construction or the acquisition or sale of real property.

Interests in real property located within the jurisdiction, including property located within a two-mile radius of any property owned or used by the City.

Category 4 – Officials and employees with regulatory powers:

Investments and business positions in business entities and sources of income including loans, gifts, and travel payments from sources that provide services, supplies, materials, machinery, or equipment of the type utilized by the Dept or division to which the filer is assigned.

Regulations Regarding Gifts
Gifts from outside the agency’s jurisdiction shall not be required to be reported if the purpose of disclosure of the gift does not have some connection with or bearing upon the duties of the position. (18730.1, Title 2, Div 6, CA Code of Regulations)

09/22/2026 Item No.3.

Attachment 2

09/22/2026 Item No.3.
www.fppc.ca.gov
FPPC Advice: [email protected] (866.275.3772)

2026 Local Agency Biennial Notice

Name of Agency:

Mailing Address:

Contact Person: Phone No.

Email: Alternate Email:

Accurate disclosure is essential to monitor whether officials have conflicts of interest and to help ensure public trust in government. The biennial review examines current programs to ensure that the agency’s code includes disclosure by those agency officials who make or participate in making governmental decisions.

This agency has reviewed its conflict of interest code and has determined that (check one BOX):

An amendment is required. The following amendments are necessary:
(Check all that apply.)
Include new positions
Revise disclosure categories
Revise the titles of existing positions
Delete titles of positions that have been abolished and/or positions that no longer make or participate in making governmental decisions
Other (describe)
The code is currently under review by the code reviewing body.

No amendment is required. (If your code is over five years old, amendments may be necessary.)

Verification (to be completed if no amendment is required)

This agency’s code accurately designates all positions that make or participate in the making of governmental decisions. The disclosure assigned to those positions accurately requires that all investments, business positions, interests in real property, and sources of income that may foreseeably be affected materially by the decisions made by thos e holding designated positions are reported. The code includes all other provisions required by Government Code Section 87302.

__________________________________________ _________________________ Signature of Chief Executive Officer Date

All agencies must complete and return this notice regardless of how recently your code was approved or amended. Please return this notice no later than October 1, 2026, or by the date specified by your agency, if earlier, to:

(PLACE RETURN ADDRESS OF CODE REVIEWING BODY HERE)

PLEASE DO NOT RETURN THIS FORM TO THE FPPC.

City of Folsom
50 Natoma Street
Christa Freemantle, City Clerk
[email protected]
✔
✔
✔
✔
✔
916-461-6035

09/22/2026 Item No.3.

Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA SECTION:

Consent Calendar
SUBJECT: Resolution No. 11716– A Resolution Ratifying the City Manager’s Authorization to Purchase a Replacement Server from Sidepath, Inc. for the Police Department for a Total Not-to-Exceed Amount of $299,800 funded through the General Fund (Fund 010) Using American Rescue Plan Act (ARPA) Grant Proceeds

FROM: Finance Department

RECOMMENDATION / CITY COUNCIL ACTION

Staff Recommends the City Council pass and adopt Resolution No. 11716– A Resolution Ratifying the City Manager’s Authorization to Purchase a Replacement Server from Sidepath, Inc. for the Police Department for a Total Not-to-Exceed Amount of $299,800 funded through the General Fund (Fund 010) Using American Rescue Plan Act (ARPA) Grant Proceeds

BACKGROUND / ISSUE

Due to the age of the existing Police Department server and increasing technology requirements, system performance and service reliability had significantly deteriorated. Concurrently, supply chain disruptions resulted in sharply elevated hardware costs, with market pricing for comparable replacement infrastructure projected to be as much as five times higher than the solution pricing obtained through Sidepath and Dell. This combination of operational risk and escalating costs necessitated the replacement of the server infrastructure.

POLICY / RULE

Section 2.36.080, Award of Contracts of the Folsom Municipal Code states, in part, that contracts for supplies, equipment, services, and construction with an estimated value of $77,426 or greater shall be awarded by City Council..

09/22/2026 Item No.4.
2 ANALYSIS

The existing Police Department server infrastructure had exceeded its optimal service life and was experiencing increasing performance degradation due to aging hardware and growing technology demands. The declining reliability of the system presented an elevated risk of service interruptions, reduced performance, and potential impacts to critical departmental operations.

At the same time, supply chain constraints and market conditions resulted in significant increases in hardware costs and procurement challenges. Cost estimates obtained through standard purchasing channels indicated that replacement infrastructure could be substantially more expensive than pricing secured through Sidepath and Dell. For example, one quote obtained for a Hewlett Packard Enterprise server was approximately $1.36 million, further demonstrating the significant cost difference between standard market pricing and the pricing available through Sidepath and Dell. This created both an operational need to replace the aging equipment and a financial incentive to act quickly before costs increased further.

The replacement server was physically installed approximately mid-August. Migration and configuration services are ongoing and require additional time to complete. Staff anticipates that all remaining functions will be fully migrated, tested, and operational by the end of September.

Replacement of the server infrastructure addressed the immediate risks associated with continued operation of aging equipment, improved overall system reliability and performance, and provided a cost-effective solution for supporting current and future technology requirements. Accordingly, staff determined that proceeding with the replacement represented the most prudent operational and fiscal course of action.

FINANCIAL IMPACT

Due to the urgent need to replace the Police Department server and the limited timeframe available to procure a replacement prior to a significant anticipated increase in cost, the City Manager authorized the purchase of a replacement server from Sidepath, Inc. in April 2026, for a total not-to-exceed amount of $299,800. The purchase was funded through the General Fund (Fund 010) using American Rescue Plan Act (ARPA) grant proceeds and was authorized prior to City Council consideration. Payment to Sidepath, Inc. was completed in May 2026.

Ratification of the purchase will formalize the City Council’s authorization of the expenditure in an amount not-to-exceed $299,800. S ufficient funds were budgeted and available in the General Fund (Fund 010), using ARPA grant proceeds, to support the purchase. Accordingly, City Council ratification will not result in any additional fiscal impact beyond the costs previously authorized an d incurred.

Ratification will confirm the administrative action previously taken by the City Manager.

ATTACHMENTS

1. Resolution No.11716– A Resolution Ratifying the City Manager’s Authorization to Purchase a Replacement Server from Sidepath, Inc. for the Police Department for a Total Not-to-

09/22/2026 Item No.4.
3 Exceed Amount of $299,800 funded through the General Fund (Fund 010) Using American Rescue Plan Act (ARPA) Grant Proceeds

Submitted,

Stacey Tamagni
Chief Financial Officer

09/22/2026 Item No.4.

Resolution No. 11716

RESOLUTION NO. 11716

A RESOLUTION RATIFYING THE CITY MANAGER’S AUTHORIZATION TO PURCHASE A REPLACEMENT SERVER FROM SIDEPATH, INC. FOR THE POLICE DEPARTMENT FOR A TOTAL NOT-TO-EXCEED AMOUNT OF $299,800 FUNDED THROUGH THE GENERAL FUND (FUND 010) USING AMERICAN RESCUE PLAN

ACT (ARPA) GRANT PROCEEDS

WHEREAS, the Folsom Police Department urgently needed to replace a failing server that had exceeded its optimal service life and was experie ncing performance degradation due to aging and increased service demands; and

WHEREAS, Sidepath, Inc . had a replacement server meeting the Police Department’s requirements available for immediate procurement and delivery; and

WHEREAS, delaying the purchase of the replacement server would have resulted in a significant increase in cost, making immediate procurement financially advantageous.; and

WHEREAS, sufficient funds were budgeted and available in the General Fund (Fund 010) using ARPA grant proceeds; and

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Folsom does hereby ratify the City Manager’s authorization to purchase a replacement server from Sidepath, Inc. for the Police Department for a total not -to-exceed amount of $299,800 funded through the General Fund (Fund 010) using American Rescue Plan Act (ARPA) grant proceeds.

PASSED AND ADOPTED this 22nd day of September, 2026, by the following roll -call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):

__________________________________
Justin Raithel, MAYOR
ATTEST:

______________________________
Christa Freemantle, CITY CLERK

09/22/2026 Item No.4.

Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA SECTION:

Consent Calendar
SUBJECT: Resolution No. 11717 - A Resolution Authorizing the City Manager to Execute Contract Amendment 1 with Kimley Horn and Associates, Inc. for the Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2601, in the Amount of $33,000 from the Transportation Improvement Fund (Fund 446)

FROM: Public Works Department

RECOMMENDATION / CITY COUNCIL ACTION

The Public Works Department recommends that the City Council pass and adopt Resolution No. 11717- A Resolution Authorizing the City Manager to Execute Contract Amendment 1 with Kimley Horn and Associates, Inc . for the Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2 601, in the Amount of $ 33,000 from the Transportation Improvement Fund (Fund 446).

BACKGROUND / ISSUE

The Folsom Lake Crossing Safety Improvements Phase 2 Project is a high-priority safety project installing 3,890 feet of median barrier along Folsom Lake Crossing between the Folsom Dam Road and Folsom Lake Crossing intersection and the easternmost edge of the Folsom Lake Crossing bridge deck. The project also consists of crack seal and slurry seal of the pavement surface along the project alignment, and removal and replacement of pavement markings.

In May of 2024, the City of Folsom was notified by the Federal Highway Administration of the award of $1,040,00 0 in Congressionally Directed Spending (CDS) funds for “roadway safety improvements that may include a median barrier, pavement resurfacing, updated roadway delineation and segment lighting.”

09/22/2026 Item No.5.
2 On April 22, 2025, City Council adopted Resolution No. 11360, authorizing the City Manager to execute a program supplement agreement for the Folsom Lake Crossing Safety Improvements Phase 2 Project for reimbursement of design costs associated with the project.

On May 27, 2025, City Council a dopted Resolution No. 11388 authorizing the City Manager to execute a design and consulting services contract with Kimley Horn and Associates , Inc. in the amount of $132,443 to complete design, environmental, and right of way phases of the project.

During the design stage of the project, additional areas of pavement preservation and pavement resurfacing were recommended to be included due to the economies of scale with contractors performing similar type of work along the main roadway section of Folsom Lake Crossing . This increase in pavement preservation area of approximately 1,200 linear feet will close the gap between the bridge deck and Folsom Auburn Road . Additionally, due to the pavement condition of the intersection of Folsom Auburn Road and Folsom Lake Crossing showing signs of pavement degradation, structural cracks and pavement shoving, a 3 inch grind and overlay of this intersection is recommended to be included in the design and delivery of the project.

Figure 1 - Project Limits

Based on the expanded scope and limits of pavement treatments, Caltrans is requiring an Aerial Deposited Lead (ADL) study for hazardous waste associated with the ground disturbance related to the grind and overlay of the existing pavement surface of Folsom Auburn Road and Folsom Lake Crossing.

Staff requested a contract amendment proposal from Kimley Horn and Associates, Inc . to incorporate the additional environmental technical study efforts, inclusion of the crack seal and slurry area, pavement restoration of Folsom Auburn Road and Folsom Lake Crossing with the associated required ADA ramp upgrades, and to complete design services for the project.

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3 POLICY / RULE

Section 2.36.080 of the Folsom Municipal Code states, in part, that contracts for supplies, equipment, services, and construction with an estimated value of $77,426 or greater shall be awarded by the City Council.

ANALYSIS

The proposed contract amendment 1 includes the following expanded services:

• Since this project utilizes federal funding sources, it is subject to the requirements of the National Environmental Policy Act (NEPA) and compliance with Caltrans Local Assistance procedures. An Aerially Deposited Lead (ADL) assessment needs to be conducted, including soil sampling, laboratory testing, and reporting for a recertification of NEPA clearance.
• Design and cost estimate for expanded pavement preservation using crack seal and slurry from the Folsom Lake Crossing bridge deck to Folsom Auburn Road, approximately 1,200 linear feet.
• Design of intersection improvements at Folsom Auburn Road and Folsom Lake Crossing, including pavement resurfacing, roadway striping, and ADA curb ramp design.

Staff has reviewed the Kimley Horn and Associates, Inc. scope and fee to provide the additional services and concur with the level of effort required to comply with Caltrans requests and full design efforts for this phase of the project.

Staff will use the City’s standard contract amendment in a form acceptable to the City Attorney.

FINANCIAL IMPACT

The City of Folsom applied for and successfully secured $ 1,040,000 in Congressionally Directed Spending during Fiscal Year 2024 to fund the design and construction of the Folsom Lake Crossing Safety Improvements Phase 2 Project with a total local cost share of $374,412 ($15,191 for design and $359,221 for construction)..

The Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2601, was included in the Fiscal Year 2026-27 Capital Improvement Plan with a budget of $1,174,743 in the Transportation Improvement Fund (Fund 446).

If approved, the contract amendment 1 with Kimely Horn and Associates, Inc. would increase the contract by $33,000 for a new total contract amount of $165,443. There is sufficient funding in the Folsom Lake Crossing Safety Improvements Phase 2 Project budget to accommodate contract amendment 1. Costs are initially funded through the Transportation Improvement Fund (Fund 446) and reimbursed by the federal grant at an 88.53% rate.

09/22/2026 Item No.5.
4 Original Funding Amounts
Project Phase Federal Funding City Cost Share Total
Design $117,251 $15,191 $132,442
Construction $922,749 $359,221 $1,281,970
Total $1,040,000 $374,412 $1,414,412
Requested Funding Amounts
Project Phase Federal Funding City Cost Share Total
Design $146,466 $18,976 $165,442
Construction $893,534 $355,436 $1,248,970
Total $1,040,000 $374,412 $1,414,412

ENVIRONMENTAL REVIEW

The Folsom Lake Crossing Safety Improvement Phase 2 Project has previously been determined to be categorically exempt under the NEPA Section 23 USC 326 and 23 CFR 771.117(c): activity (c)(22). Additional NEPA compliance recertification documents will be brought to City Council at a later date.

ATTACHMENTS

1. Resolution No. 11717– A Resolution Authorizing the City Manager to Execute Contract Amendment 1 with Kimley Horn and Associates, Inc. for the Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2601, in the Amount of $33,000 from the Transportation Improvement Fund (Fund 446)

2. Project Limits Map

3. Amendment 1 – Agreement for Design Consulting Services with Kimley Horn and Associates, Inc. for the Folsom Lake Crossing Safety Improvements Phase 2 Project

Submitted,

Rebecca Neves, PUBLIC WORKS DIRECTOR/CITY ENGINEER

09/22/2026 Item No.5.

Attachment 1

09/22/2026 Item No.5.

Resolution No. 11717

RESOLUTION NO. 11717

A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT AMENDMENT 1 WITH KIMLEY HORN AND ASSOCIATES, INC. FOR THE FOLSOM LAKE CROSSING SAFETY IMPROVEMENTS PHASE 2 PROJECT, PROJECT NO. PW2601, IN THE AMOUNT OF $33,000 FROM THE
TRANSPORTATION IMPROVEMENT FUND (FUND 446)

WHEREAS, the City of Folsom has identified the Folsom Lake Crossing Safety Improvements Phase 2 Project as a priority to improve safety alon g the Folsom Lake Crossing corridor; and

WHEREAS, the project was selected to receive $1.04 million in Congressionally Directed Spending funds with a local cost share of $374,412 and is eligible for federal reimbursement; and

WHEREAS, City Council adopted Resolution No. 11388 authorizing the City Manager to execute a design and engineering contract with Kimley Horn and Associates, Inc. to prepare project plans, specifications, estimate, and environmental document ation for the Folsom Lake Crossing Safety Improvements Phase 2 Project; and

WHEREAS, the City desires additional pavement preservation and restoration improvements along Folsom Lake Crossing to be included in the project scope; and

WHEREAS, Caltrans environmental review feedback and comments require expanded technical studies from the initial scope to obtain approval of the environmental document; and

WHEREAS, sufficient funds are available in the fiscal year 2026 -27 adopted project budget for the Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2601, in the Transportation Improvement Fund (Fund 446) for the amendment; and

WHEREAS, reimbursement will be received through Cal trans invoicing and will be credited to the Transportation Improvement Fund (Fund 446); and

WHEREAS, the contract will be in a form acceptable to the City Attorney:

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Folsom authorizes the City Manager to execute Contract Amendment 1 with Kimley Horn and Associates, Inc. in the amount of $ 33,000 from the Transportation Improvement Fund (Fund 446) for an updated not to exceed contract amount of $ 165,442 for the Folsom Lake Crossing Safety Improvements Phase 2 Project, Project No. PW2601.

PASSED AND ADOPTED on this 22nd day of September 2026, by the following roll- call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

09/22/2026 Item No.5.

Resolution No. 11717

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):

___________________________________
Justin Raithel, MAYOR

ATTEST:
____________________________________
Christa Freemantle, CITY CLERK

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Attachment 2

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Phase 1 Limits
Phase 2 Original Limits
Phase 2 Expanded Limits

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Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA SECTION:

Consent Calendar
SUBJECT: Resolution No. 11720 - A Resolution Authorizing the City Manager to Execute a Cooperative Service Agreement with the State Department of Transportation (Caltrans) for Plans, Specifications, and Estimate Design Oversight of the Empire Ranch Road Interchange Project, Project No. PW1804

FROM: Public Works Department

RECOMMENDATION / CITY COUNCIL ACTION

The Public Works Department recommends that the City Council pass and adopt Resolution No. 11720- A Resolution Authorizing the City Manager to Execute a Cooperative Service Agreement with the State Department of Transportation (Caltrans) for Plans, Specifications, and Estimate Design Oversight of the Empire Ranch Road Interchange Project , Project No.

PW1804.

BACKGROUND / ISSUE

The Empire Ranch Road Interchange Project has been a planned capital project for many years, and with the development of the Folsom Plan Area, an increasing need for congestion relief within the East Bidwell Street interchange and corridor has become prevalent. This proposed interchange will create a new connection to US 50 and include a multi -modal overcrossing in the north-south direction, serving as a parallel route to East Bidwell Street.

Staff and the project team have been progressing through the environmental clearance phase for both the California Environmental Quality Act (CEQA) and the National Environmental Policy Act (NEPA). As p art of concluding the environmental process with Caltrans and Federal Highways, an approved Final Project Report is required along with Cooperative Agreements for oversight of the design and right of way for all on -system (on -highway) projects. A graphic of the project limits and footprint is provided below.

09/22/2026 Item No.6.
2 POLICY / RULE

Per the Folsom Municipal Code, t he City Council is the sole authority for entering into agreements between the City and another party.

ANALYSIS

The Cooperative Service Agreement provided by Caltrans establishes the framework for the purpose, authority, and responsibilities between the City of Folsom , as the implementing agency of the design , and Caltrans, which provides design oversight for the duration of the project. The proposed item will allow the project to pro ceed to the design phase following revalidation of the NEPA environmental document and final signature of the Project Report.

The Project Report is currently routed for final signatures within Caltrans , and the estimated completion is the end of October. Staff will return to Council to issue an amendment to the consultant contract with Dewberry Engineers, Inc., which will include final design and right of way services to move the project to a “shovel ready” state of final bid documents. When staff returns to Council, a formal presentation and project update will be provided.

09/22/2026 Item No.6.
3 FINANCIAL IMPACT

There is no di rect financial impact associated with this action at this time. Public Works Department staff will work with Caltrans throughout the design phase in preparation for delivery of the project.

ENVIRONMENTAL REVIEW

This action of entering into a cooperative service agreement is exempt from environmental review under the California Environmental Quality Act (CEQA). Any individual projects undertaken through this agreement will obtain the necessary environmental permits on a project-by-project basis.

ATTACHMENTS

1. Resolution No. 11720 - A Resolution Authorizing the City Manager to Execute a Cooperative Service Agreement with the State Department of Transportation (Caltrans) for Plans, Specifications, and Estimate Design Oversight of the Empire Ranch Road Interchange Project, Project No. PW1804

2. Cooperative Service Agreement between the City of Folsom and Caltrans for Oversight of the PS&E phase for the Empire Ranch Road Interchange

Respectfully Submitted,

Rebecca Neves, Public Works Director/City Engineer

09/22/2026 Item No.6.

Attachment 1

09/22/2026 Item No.6.

Resolution No. 11720

RESOLUTION NO. 11720

A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A

COOPERATIVE SERVICE AGREEMENT WITH THE STATE DEPARTMENT OF

TRANSPORTATION (CALTRANS) FOR PLANS, SPECIFICATIONS, AND ESTIMATE

DESIGN OVERSIGHT OF THE EMPIRE RANCH ROAD INTERCHANGE, PROJECT NO. PW1804

WHEREAS, the City of Folsom is the lead and implementing agency for the Empire Ranch Road Interchange Project, located within state right of way and proposed to construct a new connection to US-50 as part of the project; and

WHEREAS, Caltrans is the oversight authority for US 50, and the National Environmental Policy Act (NEPA) delegated oversight for this on-system project; and

WHEREAS, the City has progressed in the environmental clearance of the project , and execution of this agreement is required prior to completion of the NEPA environmental document revalidation and authorization to proceed into design; and

WHEREAS, the cooperative service agreement will be in a form acceptable to the City Attorney:

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Folsom Authorizes the City Manager to Execute a Cooperative Service Agreement with the State Department of Transportation (Caltrans) for Plans, Specifications, and Estimate Design Oversight of the Empire Ranch Road Interchange Project, Project No. PW1804.

PASSED AND ADOPTED this 22nd day of September 2026, by the following roll -call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):

___________________________________
Justin Rathiel, MAYOR

ATTEST:

____________________________________
Christa Freemantle, CITY CLERK

09/22/2026 Item No.6.

Attachment 2

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Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA SECTION:

Consent Calendar
SUBJECT: Resolution No. 11721 - A Resolution Approving the Establishment of a New Classification and the Associated Salary Range: Property & Evidence Supervisor
FROM: Human Resources Department

RECOMMENDATION / CITY COUNCIL ACTION
The Human Resources Department recommends that the City Council pass and adopt Resolution No. 11721 - A Resolution Approving the Establishment of a New Classification and the Associated Salary Range: Property & Evidence Supervisor.

BACKGROUND / ISSUE
Police Department – Property & Evidence Supervisor
The Police Department is requesting a dedicated Property and Evidence Supervisor to oversee this high-liability function. Supervision currently falls to a detective sergeant as one of several competing duties, while day -to-day operations are handled by lin e-level Community Service Officers. This function covers the receipt, documentation, security, storage, and disposition of evidence and property , work that's critical to preserving chain of custody, supporting prosecutions, and limiting the City's liabilit y. The California Commission on Peace Officer Standards and Training (POST) identifies effective evidence management as a core component of the criminal justice system. A dedicated supervisor would provide consistent oversight, serve as the Department's su bject-matter expert, and coordinate with investigations, records, and the courts.

POLICY / RULE
Over the course of a fiscal year, organizational adjustments and staffing changes occur that may necessitate updates to the Adopted Position Detail. Pursuant to Folsom Municipal Code Section 3.02.030( D), the City Manager may transfer authorized positions between departments, divisions, or programs , but not between funds , so long as the fund's total appropriation isn't exceeded, the transferred position's salary is at the same or lower level and amount than the prior incumbent, and the appropriation transfer follows th e referenced section's procedures.

09/22/2026 Item No.7.
2 ANALYSIS
Human Resources and the Police Department develop ed a new job specification and salary schedule for the Property & Evidence Supervisor position, which would be represented by the Folsom Police Officers Association (FPOA). To establish the salary range, staff conduct ed a market study of comparable agencies, as identified in the FPOA MOU, Article V, Section (B), evaluating the position's duties and responsibilities to determine market comparability. The new classification was also reviewed against existing Police Depar tment classifications and organizational structure to ensure internal equity and appropriate placement within the department, avoiding salary compaction. The proposed classification and salary were reviewed with Police Department Command Staff, and with the FPOA, the latter of which satisfied the meet-and-confer requirement. Following is the proposed salary range:

FINANCIAL IMPACT
If approved, the Property & Evidence Supervisor classification within the Police Department will be funded through savings generated by a vacant Dispatcher II position and accommodated within the Police Department’s existing operating budget.

Sufficient funds are budget ed and available within the Police Department’s General Fund (Fund 010) existing operating budget to accommodate the costs associated with the new position classification.

ATTACHMENTS

1. Resolution 11721 - A Resolution Approving the Establishment of a New Classification and the Associated Salary Range: Property & Evidence Supervisor

2. Job Description for Property and Evidence Supervisor

Respectfully Submitted,

Allison Garcia, Human Resources Director
Effective Salary 1 2 3 4 5 6 7 8 9 10 11 12 13
9/22/2026 Annual 72,345.62 74,154.26 76,008.12 77,908.32 79,856.03 81,852.43 83,898.74 85,996.21 88,146.12 90,349.77 92,608.51 94,923.73 97,296.82 1/1/2027 Annual 74,515.99 76,378.89 78,288.36 80,245.57 82,251.71 84,308.01 86,415.71 88,576.10 90,790.50 93,060.26 95,386.77 97,771.44 100,215.72 1/1/2028 Annual 76,751.47 78,670.26 80,637.01 82,652.94 84,719.26 86,837.25 89,008.18 91,233.38 93,514.22 95,852.07 98,248.37 100,704.58 103,222.20

PROPERTY AND EVIDENCE SUPERVISOR

09/22/2026 Item No.7.

Attachment 1

09/22/2026 Item No.7.

Resolution No. 11721

RESOLUTION NO. 11721

A RESOLUTION APPROVING THE ESTABLISHMENT OF A NEW CLASSIFICATION AND THE ASSOCIATED SALARY RANGE: PROPERTY & EVIDENCE SUPERVISOR

WHEREAS, the Police Department has identified the need for a dedicated Property & Evidence Supervisor to provide consistent oversight of the receipt, documentation, security, storage, and disposition of evidence and property; and

WHEREAS, this function is currently supervised by a dete ctive sergeant, with day -to-day operations handled by line-level Community Service Officers; and

WHEREAS, pursuant to Folsom Municipal Code Section 3.02.030(D), the City Manager may transfer authorized positions between departments, divisions, or programs, but not between funds, provided the fund's total appropriation is not exceeded and the transferred positi on's salary is at the same or a lower level and dollar amount than the prior incumbent, and the appropriation transfer follows the referenced section's procedures; and

WHEREAS, the Human Resources Department, in coordination with the Police Department, developed job specifications and conducted market studies of comparable agencies for each proposed classification to establish competitive and internally equitable salary ranges; and

WHEREAS, sufficient funds are budgeted and available within the Police Department’s General Fund (Fund 010) existing operating budget to accommodate the costs associated with the new position classification;

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Folsom that the new classification title and associa ted salary range for the Property & Evidence Supervisor are hereby approved, as set forth in the job description and salary schedule attached hereto.

PASSED AND ADOPTED this 22nd day of September 2026, by the following roll -call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):

__________________________________
Justin Raithel, MAYOR

ATTEST:

______________________________
Christa Freemantle, CITY CLERK

09/22/2026 Item No.7.

Attachment 2

09/22/2026 Item No.7.

POLICE PROPERTY AND EVIDENCE SUPERVISOR

DEFINITION
Under general direction, plans, organizes, directs, and supervises the operations of the Property and Evidence Unit within the Police Department. Performs complex and specialized duties in the receipt, documentation, preservation, collection, analysis, storage, security, and dispositio n of property and evidence. Ensures compliance with applicable laws, regulations, and departmental policies. Provides direct supervision to assigned staff and performs related duties as required.

SUPERVISION RECEIVED/EXERCISED
Receives general direction from a Police Lieutenant or designee. Exercises direct supervision of Community Service Officers, and/or other Property and Evidence staff.

DISTINGUISHING CHARACTERISTICS
The Property and Evidence Supervisor is the first-line supervisory classification responsible for overseeing the full scope of property and evidence operations and, where applicable, advanced field and forensic evidence work. This class is distinguished from Community Service Officer evidence classi fications by its responsibility for supervising staff, establishing operational procedures, ensuring legal compliance in evidence management, and performing highly technical and complex assignments requiring specialized knowledge.

EXAMPLES OF ESSENTIAL DUTIES
NOTE: The following are the duties performed by employees in this classification. However, employees may perform other related duties at an equivalent level. Each individual in the classification does not necessarily perform all the duties listed.
 Plan, prioritize, assign, supervise, and review the work of staff involved in property and evidence operations. Participate in the selection of staff; provide and coordinate staff training; evaluate employee performance. Prepare work schedules, authorize leave, and ensure adequate staffing levels, including coverage outside normal business hours when required.  Recommend and assist in the implementation of unit goals, objectives, policies, procedures, and work standards.
 Oversee receipt, cataloging, storage, security, preservation, and release of all property and evidence, including, but not limited to, firearms, narcotics, biological samples, currency, digital media, hazardous materials, and found property. Ensure strict adherence to chain-of-custody procedures; monitor and evaluate unit practices for compliance with legal mandates and departmental requirements.
 Conduct detailed audits, inventories, and inspections to verify documentation accuracy and security integrity.
 Determine appropriate disposit ion of property and evidence; coordinate release to owners, destruction orders, auctions, or court-directed actions and secure necessary court orders for destruction of firearms and controlled substances; ensure compliance with California DOJ Law Enforcement Gun Release processes.
 Oversee entries, updates, and internal audits of firearms in CLETS and other evidence management systems.
 Coordinate release of evidence for court presentation, attorney review, investigative needs, or external laboratory analysis and communicate with detectives, officers, prosecutors, and outside agencies regarding property and evidence status.

09/22/2026 Item No.7.

 Testify in court regarding chain of custody, evidence storage conditions, collection procedures, and related technical matters.
 Assist in budget preparation and monitoring; prepare cost estimates and justifications for staffing, equipment, materials, and technology improvements. Assist in the implementation of new or upgraded technology systems and evidence-handling equipment.  Research vendo rs and procure supplies, equipment, and services needed for evidence operations.
 Prepare, maintain, and review a wide variety of reports, records, documentation, and statistics related to property and evidence.
 Respond to inquiries from the public and othe r agencies regarding property and evidence; research issues and recommend corrective actions when appropriate.  Maintain positive and effective working relationships with staff, law enforcement personnel, legal authorities, and the public.
 Perform related duties as assigned.

EMPLOYMENT STANDARDS
NOTE: The level and scope of the following knowledge and abilities are related to duties listed under the "Examples of Essential Duties" section of this specification.

Knowledge of:
 Principles and practices of law enforcement property and evidence management, including chain-of-custody requirements.
 Methods and procedures for evidence handling preservation, processing, storage, and disposal.
 Court procedures, legal mandates, and regulations governing evidentiary materials.  Safety practices related to hazardous materials, biological samples, firearms, and narcotics.
 Supervisory principles including training, evaluation, discipline, leadership, and team building.
 Modern office practices, records management, and comp uterized evidence tracking systems.
 Principles of budget preparation and monitoring.

Ability to:
 Plan, organize, and direct property and evidence operations and activities.  Analyze reports, case files, inventories, and operational procedures; identify issues and implement improvements.
 Handle the most complex and sensitive issues with sound judgement and provide a resolution in a timely manner.
 Read, understand, interpret, apply, and explain laws, regulations, and procedures related to evidence management.
 Prepare clear, accurate, and concise reports and documentation.  Maintain detailed, secure, and legally compliant evidence records.  Interview, select, train, supervise, motivate, and evaluate assigned staff.  Communicate clearly and concisely, both orally and in writing.  Handle confidential matters with a high degree of discretion.  Work effectively under pressure, handle multiple priorities, and meet mandated deadlines.  Exercise independent judgment appropriately.
 Establish and maintain cooperativ e working relationships with those contacted in the course of work.

09/22/2026 Item No.7.

 Work irregular hours and/or be on call when required.

MINIMUM QUALIFICATIONS
Any combination of experience and education that provides the required knowledge and abilities is qualifying.

Education:

Equivalent to completion of the twelfth grade. Additional coursework or training in criminal justice, forensic science, property and evidence management, or related fields is highly desirable.

Experience:
 Minimum of three years of experience i n law enforcement evidence management and property control.
 Experience in a lead or supervisor capacity is highly desirable.

License and Certification:
 Some positions may require the possession of, or the ability to obtain and retain, a California Class C driver license by the time of appointment. Individuals who do not meet this requirement due to a disability will be reviewed on a case-by-case basis.  Property and Evidence Management certification (e.g., California Association for Property and Evidence) is highly desirable.

Physical Requirements:

Work is performed in a typical office environment. Work may take place at offsite and outdoor locations throughout the city . (1) Mobility: frequent use of keyboard; frequent sitting for long periods of time; occasional climbing, balancing, stooping, bending, twisting, squatting, kneeling, crouching, crawling. (2) Lifting: occasionally up to 75 pounds. (3) Vision: constant use of overall vision; frequent writing, reading and close-up work; occasional color and depth vision . (4) Dexterity: frequent reaching overhead, carrying, grasping, holding, reaching, pushing and pulling; repetitive wrist motion. (5) Hearing/ Talking: frequent hearing and talking, in person and on the phone. (6) Emotional/Psychological: frequent decision making and concentration; frequent public and/or coworker contact; occasional working alone (7) Environmental: work in confined spaces and occasionally uncomfortable conditions with exposure to toxic agents, dirt, dust, odors, or items stored that may cause discomfort; occasional use of smell and touch to distinguish odors and objects.

09/22/2026 Item No.7.

Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA SECTION:

Consent Calendar
SUBJECT: Resolution No. 11722– A Resolution Accepting the Fiscal Year 2026-27 Sacramento Metropolitan Cable Television Commission (SMCTC) Public, Educational, and Governmental (PEG) Fee Funding and Appropriation of Funds in the General Grants Fund (Fund 012)

FROM: Finance Department

RECOMMENDATION / CITY COUNCIL ACTION

Staff Recommends the City Council pass and adopt Resolution No. 11722 – A Resolution Accepting the Fiscal Year 2026-27 Sacramento Metropolitan Cable Television Commission (SMCTC) Public, Educational, and Governmental (PEG) Fee Funding and Appropriation of Funds in the General Grants Fund (Fund 012)

BACKGROUND / ISSUE

The Sacramento Metropolitan Cable Television Commission (SMCTC) administers a Community Grant Program that supports Public, Educational, and Government (PEG) access television channels.

The purpose of the program is to enhance community access to information, civic participation, and educational programming through local cable channels such as Metro Cable 14.

Each year, SMCTC allocates PEG funding to agencies, including the City of Folsom, to support eligible capital expenditures such as broadcast and production equipment upgrades. These funds enable agencies to maintain high-quality audio and video production for local programming, including live broadcasts of City Council and Commission meetings.

Under the SMCTC funding process, the recipient agency first pays for the approved project or equipment purchase, then submits documentation to SMCTC for reimbursement. Therefore, the project results in a net-zero financial impact to the City after reimbursement is received.

POLICY / RULE

09/22/2026 Item No.8.
2 City Council Resolution No. 8367 requires that all grants received from federal, state, or regional agencies, whether for operating or capital purposes, be formally recognized through separate resolutions. Each grant-funded project must be balanced, with both revenues and appropriations approved prior to the commencement of the project.

ANALYSIS

SMCTC provides an important public service by broadcasting City Council meetings and other civic programming on Metro Cable 14, ensuring that residents have access to local government proceedings. The City’s existing Council Chamber broadcast system, installed more than a decade ago, has reached the end of its useful life. To maintain transparency and accessibility for residents, staff recommends replacing the outdated equipment with modern systems that meet current broadcast standards and improve reliability.

Staff submitted a request to SMCTC to utilize the City’s FY 2026-27 PEG allocation of $144,062 to replace and upgrade the Council Chamber’s audio-visual and broadcasting equipment, purchase presentation equipment to assist the Communications Department in facilitating Public Service Announcements, as well as other needed equipment as recommended by Metro Cable. SMCTC approved this request.

Following project completion and submission of required documentation, SMCTC will reimburse the City for the full cost of the approved equipment purchases, in accordance with the terms of the PEG Funding Agreement.

FINANCIAL IMPACT

The FY 2026-27 SMCTC PEG Funding Agreement provides $144,062 to the City of Folsom for eligible capital expenses associated with the replacement of audio/visual and broadcast equipment.

There is no City match requirement, and therefore no direct impact to the General Fund. Upon reimbursement, the City’s net fiscal impact will be neutral.

Staff requests City Council approval to accept the FY 2026-27 SMCTC PEG funding allocation and appropriate $144,062 in revenue and expenditures to the General Grants Fund (Fund 012) for the approved equipment upgrades.

ATTACHMENTS

1. Resolution No. 11722– A Resolution Accepting the Fiscal Year 2026-27 Sacramento Metropolitan Cable Television Commission (SMCTC) Public, Educational, Governmental (PEG) Fee Funding and Appropriation of Funds in the General Grants Fund (Fund 012)

2. Sacramento Metropolitan Cable Television Commission FY 2026-27 PEG Fee Funding Agreement

Submitted,

Stacey Tamagni

09/22/2026 Item No.8.
3 Chief Financial Officer

09/22/2026 Item No.8.

Attachment 1

09/22/2026 Item No.8.

Resolution No. 11722

RESOLUTION NO. 11722

A RESOLUTION ACCEPTING THE FISCAL YEAR 2026-27 SACRAMENTO

METROPOLITAN CABLE TELEVISION COMMISSION (SMCTC) PUBLIC,

EDUCATIONAL, AND GOVERNMENTAL (PEG) FEE FUNDING AND
APPROPRIATION OF FUNDS IN THE GENERAL GRANTS FUND (FUND 012)

WHEREAS, the Sacramento Metropolitan Cable Television Commission (SMCTC) administers a Public, Educational, and Governmental (PEG) Fee Grant Program that allocates funds to member agencies to support capital equipment and technology that enhance the production and distribution of local government and community programming; and

WHEREAS, the City of Folsom benefits from the Commission’s funding program, which enables the continued broadcast of City Council and Commission meetings, as well as other civic programming, on Metro Cable Channel 14; and

WHEREAS, the existing audio -visual and broadcasting equipment in the City Council Chambers was installed more than a decade ago and has experienced declining performance; and

WHEREAS, the Sacramento Metropolitan Cable Television Commission has approved an allocation of $144,062 in Fiscal Year 2026-27 PEG funding to the City of Folsom for the purpose of purchasing and installing replacement broadcast and audio-visual equipment; and

WHEREAS, the City will initially fund the purchase and installation of the equipment and subsequently be reimbursed by the SMCTC in accordance with the terms of the Fiscal Year 2026- 27 PEG Funding Agreement.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Folsom accepts the Fiscal Year 202 6-27 Sacramento Metropolitan Cable Television Commission Public , Educational, and Governmental (PEG) Fee Funding in the amount of $144,062 for the acquisition and installation of new audio-visual and broadcast equipment; and

BE IT FURTHER RESOLVED that the Finance Director is authorized to increase budgeted revenue by $144,062 and appropriate $144,062 in the General Grants Fund (Fund 012) in fiscal year 2026-27.

PASSED AND ADOPTED this 22nd day of September, 2026, by the following roll -call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):

09/22/2026 Item No.8.

Resolution No. 11722

___________________________________
Justin Raithel, MAYOR

ATTEST:

____________________________________
Christa Freemantle, CITY CLERK

09/22/2026 Item No.8.

Attachment 2

09/22/2026 Item No.8.

SACRAMENTO METROPOLITAN CABLE TELEVISION COMMISSION

PEG FEE FUNDING AGREEMENT FOR MEMBER AGENCY

FISCAL YEAR 2026-27

THIS AGREEMENT is entered into this ____ day of ______________, 2026, by and between the Sacramento Metropolitan Cable Television Commission (“Cable Commission”) and the City Of Folsom, a political subdivision of the State of California (“Member Agency”).

WHEREAS, the Cable Commission is a joint powers agency comprised of seven member jurisdictions (collectively, the “Member Agencies”), one of which is the Member Agency;

WHEREAS, commencing with the 2009-2010 fiscal year, the Cable Commission began collecting a 1% Public, Educational, and Governmental (“PEG”) access channel fees (“PEG Fee funding”) from cable television operators to support PEG facilities;

WHEREAS, the Cable Commission anticipates that PEG Fee funds will be available to provide to its Member Agencies to support projects, programming, and services relating to PEG access facilities;

WHEREAS, the Cable Commission has received a request(s) for PEG Fee funding from Member Agency and hereby approves that request(s). A copy of Member Agency’s approved request(s) is hereby incorporated by this reference;

WHEREAS, federal law currently restricts the use of PEG Fee funding to capital costs and facilities; and

WHEREAS, the Cable Commission and Member Agency desire to enter into this Agreement to memorialize the terms under which the Cable Commission will provide PEG Fee funding to Member Agency, and to expressly set forth the restrictions on Member Agency’s use of such funding.

NOW, THEREFORE, the Cable Commission and Member Agency agree as follows:

1. Funding to Member Agency. The Cable Commission hereby agrees to provide to Member Agency the total not to exceed sum of ONE

09/22/2026 Item No.8.

Pro Forma PEG Fee Funding Agreement for Member Agency
Fiscal Year 2026-27

HUNDRED FORTY-FOUR THOUSAND SIXTY-TWO DOLLARS ($144,062), which consists of PEG Fee funding to be used solely for the purposes summarized in the table below and detailed in Exhibit “A” attached hereto and incorporated by this reference.

FISCAL YEAR 2026-27 PEG FEE FUNDING TOTAL (See Exhibit A) PEG Equipment / Facilities List $144,062
The PEG Fee funding will be available during the Fiscal Year 2026-27 as set forth below.

2. Payment Contingent on Receipt of PEG Fees. Member Agency understands that the funding amount set forth in Section 1 will be made to Member Agency solely out of PEG fees collected by the Cable Commission from cable television operators. Such PEG fees are received in quarterly payments and the Cable Commission shall be under no obligation to pay to Member Agency the amount stated in Section 1, or any other amount, unless the Cable Commission receives sufficient PEG fees to make such payment. If actual revenue received through PEG Fees is less than anticipated, the Cable Commission is not obligated to pay Member Agency.

Payments to member agency will occur during the fiscal year and will be prioritized by the Cable Commission based upon facility needs and available revenue; Member Agency will be reimbursed based on actual expenditures.

Member Agency further understands that the Cable Commission may enter, or has already entered, into similar funding agreements with other member agencies and with channel licensees that operate one or more of the Cable Commission PEG channels. In the event the Cable Commission receives some, but not all of the PEG fees necessary to fund all such funding agreements, each member agency and channel licensee shall receive available PEG funds based on the criteria set forth above. If there are insufficient PEG fees to satisfy all funding requests during this fiscal year, members agencies not receiving all identified funding shall be entitled to a higher priority in the next fiscal year before any funding for new projects for the next year fiscal year is approved.

3. Use of PEG Fee funding. Member Agency understands that the funding provided to it pursuant to this Agreement originated from PEG access channel fees. As a condition of accepting the PEG Fee funding, Member Agency agrees to use those funds only for capital expenditures and facilities related to the provision of cablecasting on the PEG channels and for

09/22/2026 Item No.8.

Pro Forma PEG Fee Funding Agreement for Member Agency
Fiscal Year 2026-27

no other purpose. The Cable Commission has both the responsibility and the right under this Agreement to monitor and audit the use of the funding allocated under this Agreement. Member Agency shall agree to cooperate fully with any audit requested by the Cable Commission.

Since applicable law does not specifically define those expenses that qualify as capital costs, the Cable Commission has developed a working definition of the types of expenses that it believes qualify for the use of PEG Fee funding. The Cable Commission reserves the right to modify its working definition as the law on this topic develops. In accordance with the Cable Commission’s working definition, PEG Fee funding may be used for the following expenditures: purchase of equipment, rental of facilities, purchase of software, and tangible goods provided that a CPA certifies that the tangible goods qualify as capital expenditures pursuant to standard accounting practices. PEG Fee funding may not be used for the following expenditures: operations, training, maintenance, maintenance contracts/agreements, employment of staff, and hiring of persons to perform services. Member Agency shall provide for such fiscal control and funding accounting procedures as reasonably necessary to assure proper disbursement, accounting, and expenditures of PEG Fee funding.

Member Agency further understands and agrees that the PEG Fee funding provided by the Cable Commission was awarded based on a request from Member Agency and that the use of the PEG funds are limited to the expenditures outlined in that request as approved by the Cable Commission. If Member Agency determines that it will not proceed with the expenditures as set forth in the request approved by the Cable Commission during the current fiscal year, then Member Agency may (1) notify the Cable Commission that the Member Agency will re-submit the PEG Fee funding in the next fiscal year or (2) request an extension for use of the funds within sixty days of the expiration of the current fiscal year. The Executive Director may approve or condition such request in their discretion. The Member Agency may also request to modify the approved use of the funding.

The Executive Director may consider and approve requests up to a total of $50,000 in the fiscal year if the requested change(s) is an allowable PEG Funding expenditure. Requests above a total of $50,000 will require Commission consideration and action. The Executive Director may consider and approve any request as authorized by this section. The Executive Director may also elect to seek direction or action by the Commission on any such requests.

09/22/2026 Item No.8.

Pro Forma PEG Fee Funding Agreement for Member Agency
Fiscal Year 2026-27

4. Indemnification. Member Agency shall, at its sole expense, fully indemnify, defend and hold harmless the Cable Commission and its member agencies, and in their capacity as such, the officers, agents and employees thereof, from and against any and all claims, suits, actions, liability and judgments for damages including reasonable attorneys’ fees or otherwise.

For actual or alleged injury to persons or property, including loss of use of property due to an occurrence, whether or not such property is physically damaged or destroyed, directly or indirectly arising out of or attributable to, in whole or in part, the acts or omissions of Member Agency in connection with, related to, or in any way arising out of Member Agency’s use of the PEG Fee funding provided to it under this Agreement.

Directly or indirectly arising out of or attributable to, in whole or in part, Member Agency’s failure to comply with the provisions of any statute, regulation, or ordinance of the United States, the State of California, the Cable Commission or any local agency in connection with, related to, or in any way arising out of Member Agency’s use or expenditure of the PEG Fee funding provided to it under this Agreement.

5. Attorneys’ Fees. If any party to this Agreement commences any legal action against another party to this Agreement which arise out of this Agreement or the performance thereof, the prevailing party in such action may recover its reasonable litigation expenses, including court costs, expert witness fees, discovery expenses and attorneys’ fees.

6. Reimbursement Requirement; Record Retention. No later than June 1st for each fiscal year, Member Agency shall submit to the Cable Commission a copy of all invoices and receipts reflecting the expenditures made with such funds during the preceding fiscal year, a request for reimbursement from funds identified in Section 1 above and such other information as the Cable Commission may require. Any expenses or projects that have not been completed by June 15 of that fiscal year shall be subject to the provisions of section 3 above. The Cable Commission shall reimburse Member Agency within a reasonable time of receipt of such documentation subject to the provisions of this Agreement, including Sections 2 and 3. Member Agency shall retain all records related to the expenditure of PEG Fee funds for a period of no less than three (3) years from the last expenditure reimbursed under this Agreement.

7. Unauthorized Use of PEG Fee funding. If the Cable Commission determines that Member Agency has used the PEG Fee funds provided to it

09/22/2026 Item No.8.

Pro Forma PEG Fee Funding Agreement for Member Agency
Fiscal Year 2026-27

under this Agreement for purposes other than capital expenditures and facilities, Member Agency shall return to the Cable Commission the total sum of those unauthorized expenditures within sixty (60) days of receipt of written notice from the Cable Commission.

8. Ownership of Facilities and Equipment. Member Agency shall own and be solely responsible for any facilities, equipment, or other items that it acquires with PEG Fee funding provided to it pursuant to this Agreement. The Cable Commission shall have no obligations, and shall bear no costs, with respect to any facilities, equipment, or other items that Member Agency acquires with such PEG Fee funding.

9. No Right of Action. Member Agency understands and agrees that it has no right of judicial action against the Cable Commission for the failure of the Cable Commission to pay any or all of the funds to Member Agency under this Agreement. Such judicial actions include those at law and/or equity, including, but not limited to, any action to compel payment of the funds, any action for general or special damages, or otherwise.

10. Agreement Contains All Understanding. This document represents the entire and integrated agreement between the Parties, and supersedes all prior negotiations, representations or agreements, either written or oral regarding the subjects addressed herein. This document may be amended only by written instrument, signed by all Parties.

11. Effective Date of Agreement. This Agreement shall be effective on the date next to the signature of the Executive Director of the Cable Commission, as authorized by the Cable Commission Board on the 4 th of
June 2026.

12. Terms. The term of the PEG Fee funding Agreement ends June 30, 2027.

MEMBER AGENCY SACRAMENTO

METROPOLITAN CABLE

TELEVISION COMMISSION

By: ________________________ By: _______________________

Title: ________________________ Title: _______________________

Date: ________________________ Date: _______________________

09/22/2026 Item No.8.

______________________________________________________________________________________ 50 Natoma Street, Folsom, CA 95630 ▪ (209) 989-7449 ▪ [email protected]

April 13, 2026

Sacramento Metropolitan Cable Television Commission
799 G Street, 4th Floor
Sacramento, CA 95814

RE: Peg Funding Request 2026-27

To Whom It May Concern,

Please consider this leter from the City of Folsom reques�ng PEG Funding for the 2026-27 funding year.

This request will go towards replacing the ageing equipment which produces our Council webcast and mee�ng agendas for public consump�on. We have request from our Communica�ons Department for Presenta�on equipment to help facilitate PSA’s. The breakdown is as follows: PEG funds re-request from Fiscal year 25-26 is $100,033.99 and new funds request for Fiscal year 26-27 is $44,028.10. The total requested funds are $144,062.09. I have atached quotes from E1 Audio Visual and CDWG as well as other vendors.

We are reques�ng $144,062.09 for the PEG Funding FY2026-2027.

Thank you for your considera�on of this request.

Sincerely,

Brandon Birmingham
Contracted IT Manager
City of Folsom

09/22/2026 Item No.8.

Item Description Quantity Unit Price Sub Total Sales Tax 10%
Contingency TOTAL Installation Warranty Shipping GRAND TOTAL P-01 Amazon V216US 1 33.37$ 33.37$ 2.59$ 3.34$ 39.29$ -$ -$ -$ 39.29$ P-02 CABLECAST VIOLITE-800 HARDWARE ASSIST 2 2,000.00$ 4,000.00$ -$ 400.00$ 4,400.00$ -$ -$ -$ 4,400.00$ P-03 CABLECAST VIOLITE SOFTWARE ASSURANCE - 5 YR GOLD 1 3,200.00$ 3,200.00$ -$ 320.00$ 3,520.00$ -$ -$ -$ 3,520.00$ P-04 CABLECAST VIOLITE-800 1 10,000.00$ 10,000.00$ 775.00$ 1,000.00$ 11,775.00$ -$ -$ -$ 11,775.00$ P-05 COBALT 9243 1 719.18$ 719.18$ 55.74$ 71.92$ 846.83$ -$ -$ -$ 846.83$ P-06 COBALT 9910DA-AV 1 460.06$ 460.06$ 35.65$ 46.01$ 541.72$ -$ -$ -$ 541.72$ P-07 COBALT 9960-TG2-REF1 1 4,192.50$ 4,192.50$ 324.92$ 419.25$ 4,936.67$ -$ -$ -$ 4,936.67$ P-08 COBALT RM20-9243-B 1 269.86$ 269.86$ 20.91$ 26.99$ 3 17.76$ -$ -$ -$ 317.76$ P-09 COBALT RM20-9910AV-B 1 145.00$ 145.00$ 11.24$ 14.50$ 170.74$ -$ -$ -$ 170.74$ P-10 COBALT RM20-9960-A 1 185.71$ 185.71$ 14.39$ 18.57$ 218.67$ -$ -$ -$ 218.67$ P-11 E1 MISCELLANEOUS EQUIPMENT HARDWARE AND SUPPLIES 1 1,250.00$ 1,250.00$ 96.88$ 125.00$ 1,471.88$ -$ -$ -$ 1,471.88$ P-12 JBL CONTROL 2P 1 30

5.44$ 305.44$ 23.67$ 30.54$ 359.66$ -$ -$ -$ 359.66$ P-13 JBL MTC-2P 1 31.56$ 31.56$ 2.45$ 3.16$ 37.16$ -$ -$ -$ 37.16$ P-14 MACKIE 402VLZ 1 153.64$ 153.64$ 11.91$ 15.36$ 180.91$ -$ -$ -$ 180.91$ P-15 NEWBLUE FUSION 3 SDI 1 19,993.33$ 19,993.33$ 1,549.48$ 1,999.33$ 23,542.15$ -$ -$ -$ 23,542.15$ P
-16 TASCAM BD-MP1MK2 1 594.99$ 594.99$ 46.11$ 59.50$ 700.60$ -$ -$ -$ 700.60$ P-17 VIEWSONIC VG2456A 1 246.24$ 246.24$ 19.08$ 24.62$ 289.95$ -$ -$ -$ 289.95$ 45,780.88$ 2,990.02$ 4,578.09$ 53,348.99$ 46,685.00$ -$ -$ 100,033.99$ Item Description Quantity Unit Price Sub Total Sales Tax 10%
Contingency TOTAL Installation Warranty Shipping GRAND TOTAL N-01 KINGSTON DC600M SSD - MIXED USE - 7.68 TB 10 2,792.77$ 27,927.70$ 2,164.40$ 2,792.77$ 32,884.87$ -$ -$ -$ 32,884.87$ N-02 QNAP 1U 10-BAY 2.5" SATA ALL-FLASH NAS 1 4,573.35$ 4,573.35$ 354.43$ 457.34$ 5,385.12$ -$ -$ -$ 5,385.12$ PEG EQUIPMENT FUNDING (FY 2024-25 RE-REQUEST):

FISCAL YEAR 2026-27 PEG FEE FUNDING REQUEST
(PEG Equipment/Facilities)
Items Not Completed in FY 2025-26 & Re-Requested FY 2026-27 New Projects Requested FY 2026-27
<CITY OF FOLSOM>
<CITY OF FOLSOM>
Top Priorities (Critical Projects)

09/22/2026 Item No.8.

Item Description Quantity Unit Price Sub Total Sales Tax 10%
Contingency TOTAL Installation Warranty Shipping GRAND TOTAL FISCAL YEAR 2026-27 PEG FEE FUNDING REQUEST
(PEG Equipment/Facilities)
Items Not Completed in FY 2025-26 & Re-Requested FY 2026-27 N-03 QNAP RAIL-B02 RACK RAIL KIT 1 98.54$ 98.54$ 7.64$ 9.85$ 116.03$ -$ -$ -$ 116.03$ N-04 TRENDnet 10GBase-T to SFP+ Fiber Media Converter 2 142.63$ 285.26$ 22.11$ 28.53$ 335.89$ -$ -$ -$ 335.89$ N-05 Proline 2PK Ubiquiti UF-SM-10G Compatible TAA 10GBase-LR SFTP+ Transceiver 2 221.44$ 442.88$ 34.32$ 44.29$ 521.49$ -$ -$ -$ 521.49$ N-06 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-07 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ 33,327.73$ 2,582.90$ 3,332.77$ 39,243.40$ -$ -$ -$ 39,243.40$ Item Description Quantity Unit Price Sub Total Sales Tax 10%
Contingency TOTAL Installation Warranty Shipping GRAND TOTAL N-08 APUTURE STORM 400X TUNABLE WHITE LED MONOLIGHT (V-MOUNT) 1 1,059.00$ 1,059.00$ 82.07$ 105.90$ 1,246.97$ -$ -$ -$ 1,246.97$ N-09 APUTURE QUICK DOME 90 - 35" DIAMETER 1 175.20$ 175.20$ 13.58$ 17.52$ 206.30$ -$ -$ -$ 206.30$ N-10 APUTURE QUICK DOME 60 - 24" DIAMETER 1 103.25$ 103.25$ 8.00$ 10.33$ 121.58$ -$ -$ -$ 121.58$ N-11 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-12 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-13 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-14 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ 1,337.45$ 103.65$ 133.75$ 1,574.85$ -$ -$ -$ 1,574.85$ Item Description Quantity Unit Price Sub Total Sales Tax 10%
Contingency TOTAL Installation Warranty Shipping GRAND TOTAL N-15 SONYA A7 IV MIRRORLESS CAMERA WITH 28-70MM F/3.5-5.6 LENSE AND BASIC BUNDLE 1 2,598.00$ 2,598.00$ 201.35$ 259.80$ 3,059.15$ -$ -$ -$ 3,059.15$ N-16 SMALLRIG AD-01 HEAVY-DUTY TRIPOD WITH FLUID HEAD 1 127.99$ 127.99$ 9.92$ 12.80$ 150.71$ -$ -$ -$ 150.71$ N-17 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-18 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-19 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ <CITY OF FOLSOM>
Low Priorities (Would be Helpful)
<CITY OF FOLSOM>
FISCAL YEAR 2026-27 TOP PRIORITIES PEG EQUIPMENT FUNDING REQUEST:

FISCAL YEAR 2026-27 HIGH PRIORITIES PEG EQUIPMENT FUNDING REQUEST:

High Priorities (Needed Projects)

09/22/2026 Item No.8.

Item Description Quantity Unit Price Sub Total Sales Tax 10%
Contingency TOTAL Installation Warranty Shipping GRAND TOTAL FISCAL YEAR 2026-27 PEG FEE FUNDING REQUEST
(PEG Equipment/Facilities)
Items Not Completed in FY 2025-26 & Re-Requested FY 2026-27 N-20 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ N-21 0 -$ -$ -$ -$ -$ -$ -$ -$ -$ 2,725.99$ 211.26$ 272.60$ 3,209.85$ -$ -$ -$ 3,209.85$ 37,391.17$ 2,897.82$ 3,739.12$ 44,028.10$ -$ -$ -$ 44,028.10$ Sub Total
Sales Tax
Total
10%
Contingency
Total TOTAL
Installation
Total
Warranty
Total
Shipping
Total Grand Total
45,780.88$ 2,990.02$ 4,578.09$ 53,348.99$ 46,685.00$ -$ -$ 100,033.99$ 37,391.17$ 2,897.82$ 3,739.12$ 44,028.10$ -$ -$ -$ 44,028.10$ 83,172.05$ 5,887.83$ 8,317.21$ 97,377.09$ 46,685.00$ -$ -$ 144,062.09$ Tax Rate 7.75%
4/12/2026
Date:

FISCAL YEAR 2026-27 LOW PRIORITIES PEG EQUIPMENT FUNDING REQUEST:

Name & Title:

Signature
Please attach vendor quotes / supporting documentation for all of the items requested above.

Brandon Birmingham - IT Manager
FISCAL YEAR 2026-27 TOTAL PEG EQUIPMENT FUNDING REQUEST:

TOTAL PEG EQUIPMENT FUNDING (FY 2024-25 RE-REQUEST):

TOTAL FISCAL YEAR 2026-27 PEG EQUIPMENT FUNDING REQUEST:

GRAND TOTAL

09/22/2026 Item No.8.

Folsom City Council
Staff Report

1 MEETING DATE:

9/22/2026
AGENDA
SECTION:

Public Hearing
SUBJECT: Historic Folsom Station Development Agreement Amendment (DEVA26-00036) and Determination that No Further
Environmental Review is Required

i. Ordinance No. 1378 - An Uncodified Ordinance of the
City of Folsom Approving the Second Amended and
Restated Development Agreement by and Between the
City of Folsom and Folsom Railroad Block Developers,
LLC Relative to the Historic Folsom Station (Introduction and First Reading)
FROM: Community Development Department

RECOMMENDATION / CITY COUNCIL ACTION
Introduce and conduct first reading of Ordinance No. 1378 - An Uncodified Ordinance of the City of Folsom Approving the Second Amended and Restated Development Agreement by and Between the City of Folsom and Folsom Railroad Block Developers, LLC Relative to the Historic Folsom Station.

BACKGROUND / ISSUE
In 1983, the Folsom City Council adopted the Redevelopment Plan for the Central Folsom Redevelopment Project. A master conceptual plan for the Historic Folsom Station (also known as the Railroad Block), located on four parcels within the square block bound by Leidesdorff Street, Reading Street, Sutter Street, and Wool Street , was approved in 2004, and an Implementation Plan was approved in 2006. T he City , through the former Redevelopment Agency, entered into a Disposition and Development Agreement (DDA) with Folsom Railroad Block Developers, LLC (the Developer) in 2006 which provided for the sale of the private parcels to the Developer for development of office, retail, and residential uses within the Historic Folsom Station and development by the City on the remaining portion of the site. The City approved entitlements for the four mixed-use buildings in 2007. The DDA was amended

09/22/2026 Item No.9.
2 in 2011 (refer to Attachment 3), and the Developer completed construction of the first building (the Folsom Roundhouse , which includes Scott’s Seafood and Willamette Wineworks ) in 2020.

A second building, known as the Granite House, was originally approved for building permits in 2009 and included retail and residential space on the upper floors with parking on the ground floor. However, due to various factors described in the attached recitals, construction did not occur. The plans for the Granite House were later modified to include commercial uses on the first floor instead of parking, as well as associated exterior modifications and site improvements. Those plans were recommended for approval by the Historic District Commission in 2024 and submitted to the City for review . As a condition of approval, the Developer was required to update the agreement to reflect the Granite House modifications and update the schedule of performance for the Historic Folsom Station project as a whole.

Since the disposition or sale of the properties to the Developer already occurred, the agreement is now referred to as a Development Agreement (DA) and is included in this rep ort as Attachment 2.

POLICY / RULE
As set forth in the State Planning and Zoning Law, approval of, or amendments to, a Development Agreement is a legislative act which requires approval by the planning agency and legislative body. The City Council serves as the legislative body for the City of Folsom, and also currently serves as the planning agency for properties within the Historic District.

ANALYSIS
As part of the updates to the DA, the Developer is proposing several modifications, both at the request of City staff and at their own request. A summary of the key modifications along with staff’s analysis and recommendation for each modification is provided below:

1. Removal of Disposition and Redevelopment Agency: The Developer has removed references to terms related to disposition of the property and the Redevelopment Agency of the City of Folsom.

Staff Recommendation: Since the sale and disposition of the properties under the agreement has already occurred and the Redevelopment Agency was dissolved in 2012 and replaced by the City of Folsom as Successor Agency, staff supports removing terms regarding the disposition from the updated agreement and replacing references to the Redevelopment Agency.

2. Updated Recitals: The Developer has included several additional recitals to the agreement to describe events that have occurred between the previous Amendment and the present. The Developer has stated that it is very important to him to have these recitals, as they present a complete picture of the challenges the project has faced over the years, thereby necessitating updated terms.

Staff Recommendation: Staff has reviewed the proposed updated recitals and has

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3 verified the accuracy of all the statements. Staff has also included additional recitals based on guidance from legal counsel to which the Developer was agreeable.

3. Granite House Modifications: The Developer has updated the elevations and floor plans for the Granite House to reflect retail uses on the first floor rather than a parking garage.

Staff Recommendation: Staff reviewed these modifications as part of a Design Review application. Replacing the parking garage provides multiple benefits to the area despite the loss of parking. First, it places restaurants, offices and retails on the plaza area thereby helping to activity that space, encourage activity and enhance security by providing eyes on that area. Second, from a visual standpoint it removes a series of parking garage doors from the plaza area and replaces it with storefronts and outdoor seating. As a result, s taff recommended approval of the modifications and presented the project to the Historic District Commission, who also recommended approval to City Council. As such, staff supports inclusion of the revised Granite House project in the updated DA. This recommendation assumes approval of the updated building by City Council, which is scheduled for the October 13, 2026 meeting.

4. Additional Parking Spaces in City Garage: The original Agreement included 23 parking spaces reserved for tenants of the Granite House project within the 315-space City-owned public parking garage located in the Historic Folsom Station. The Developer is now requesting that 32 spaces be made available for the use of any of their tenants (office, commercial, or residential).

Staff Recommendation: The updated Granite House building would no longer contain a parking garage and would instead contain new retail and office space on the ground level (if approved by City Council as proposed). Residents, tenants, employees, and customers that may have otherwise used the parking within the Granite House building would therefore have to seek parking elsewhere. As noted earlier, staff sees the modification of the parking within the Granite House to retail uses as a major improvement since the additional retail facing the City’s plaza would help improve security and encourage activity in that area. Furthermore, staff believes that if the request for additional parking spaces within the City garage were denied, the Developer would instead use the surface parking lot on Leidesdorff Street that they own but has allowed the City to use for public parking. Staff sees the use of nine additional spaces in the parking garage as a superior alternative to this.

5. Extensions: The updated DA now includes a n allowed one-year extension to the Schedule of Performance for each mixed -use parcel by the City Manager before City Council approval of a change to the Schedule of Performance is required.

Staff Recommendation: Previously, the Developer could request an extension from the City Manager and the City Manager could approve such a request without Council authorization. Given the desire by both the Developer and the City to develop the

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4 projects in a timely manner, s taff has limited the request to a one-year extension for each development project. Any extension beyond that except for a failure by the City to adhere to its review timeline would require the Developer to request further extensions from the City Council. If the City fails to complete its review of Developer’s plans for any given Mixed -Use Parcel within the timelines set forth in the Amended Schedule of Performance, the City Manager can authorize an additional extension, commensurate with the length of City delay up to a maximum of an additional 365 days, without Council approval.

6. Performance Standards: Performance standards have been added that require the Developer to provide a construction feasibility report and updated financing plan to the City if construction does not start after 270 days from the commencement date shown in the Schedule of Performance in the Agreement , and that failure to provide a satisfactory report and plan will constitute a default of the Agreement . Similarly, as referenced above, if the City fails to meet its review timelines under the Schedule of Performance, the developer could then request the City Manager to grant up to a one- year extension without Council approval.

Staff Recommendation: Given concerns about the timeline for the development of the mixed-use parcels by the City and the Developer, performance standards for both parties were included as part of the DA Amendment. Staff found that requiring a construction feasibility report and updated financing plan from the Developer was a reasonable measure to ensure development as proposed is still viable. In turn, staff concluded that if the City does not meet the agreed review timelines, the Developer should have the right to request an extension without having to go to City Council. As such, staff is supportive of these new performance standards.

7. City Buyback Provisions Removed: In the original grant deed, the language included a provision that gave the City the right to re-purchase the four mixed-use parcels in the event of a default by the Developer.

Staff Recommendation : If the City were to re -purchase the parcels they would be subject to the Surplus Land Act requirements, which would mean that the sites would need to be developed for affordable housing. As a result, staff recommends removing that requirement as well as the associated Form of Grant Deed that was contained in the original Agreement.

8. 2019 Building Code Cycle Requirements: The Developer has requested to comply with the 2019 Building Code cycle requirements for the Granite House project for up to two years rather than comply the most recent 2025 code cycle requirements, which would require updates to the existing building plans.

Staff Recommendation: The Granite House project was submitted and reviewed under the 2019 Building Code cycle. Since that submittal, the Developer has continued to

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5 make progress on the project and recently amended the approved plans to remove the parking and replace it with restaurants, retail and office space. Since requiring the Developer to upgrade their plans to the 2025 Building Code cycle and resubmit would result in more delays and costs to the Granite House project, staff supports an extension of allowing the Developer to utilize the 2019 code cycle. Ultimately, staff found that the cost and delay associated with updating the plans to the 2025 code cycle outweigh the costs associated with further project delays. If the project is stalled beyond two years, the Developer would be required to resubmit and bring their plans into compliance with the 2025 code.

Additional economic benefit is expected for the City with approval of the DA Amendment, as the amendment incorporates modifications to the Granite House building that includes new floor-level retail, restaurants, and office where a parking garage was previ ously approved.

Despite the economic development potential of the project, the changes to the Granite House project result in a loss of 30 parking spaces for that development. As identified in the 2011 First Amended and Restated DDA, the four mixed use parcels were to ha ve 80 off -street parking spaces. Under the new amendment, this amount will be reduced to 50 off-street spaces plus a reservation of 32 spaces in the City’s parking garage for tenants of the Granite House project. With the passage of AB 2097, which went into effect on January 1, 2023, the City can no longer require residential or commercial projects within ½ -mile of a light rail station. Due to this new law, if the Developer were to exit the agreement, the City would not be able to impose any parking requirements on the project.

Despite the reduction in off -street parking , staff anticipates that these new uses w ill bring additional business into the area and generate additional sales tax for the City. The updated agreement also provides a clear path forward for the Developer to complete the overall project in a timely manner and bring additional property and sales tax to the City once completed. No other financial impacts to the City are anticipated with the proposed modifications to the Development Agreement, as all subsequent buildings remain unchanged.

In summary, City staff has conducted a thorough review of the proposed modifications to the Development Agreement and is supportive of the DA Amendment as proposed.

Credit of Development Agreement, Legal, and Building Permit Fees: While not covered under the DA Amendment itself, the Developer has requested that the City credit the fees associated with the Development Agreement application review and processing , the City’s legal fees for outside counsel associated with preparation of the DA Amendment, and a portion of the building permit fees for the Granite House against the amount owed by the City to him since the Developer paid the property tax on his Leidesdorff lot while it has been used for public parking under an agreement with the City. This request will be presented to the City Council on October 13, 2026 under a separate staff report and resolution, but staff wanted to make you aware of this request as you consider the changes to the DA.

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6 ENVIRONMENTAL REVIEW
An Initial Study/Mitigated Negative Declaration was prepared for the Folsom Historic Railroad Block 1997 Urban Design Master Plan project area in accordance with the California Environmental Quality Act (Public Resources Code Section 21000 et seq) and the CEQA Guidelines, and the City Council, as the lead agency, adopted the Mitigated Negative Declaration and a Mitigation Monitoring Plan. This request does not include any substantial changes to the project, and substantial changes have not occurred with respect to the circumstances under which the project is undertaken, nor is there any new information of substantial importance. Therefore, this request is exempt from CEQA pursuant to Section 21166 of CEQA and Section 15162(a) of the CEQA Guidelines.

FINANCIAL IMPACT

There is no direct financial impact on the General Fund with the approval of this Ordinance.

ATTACHMENTS

1. Ordinance No. 1378 - An Uncodified Ordinance of the City of Folsom Approving the Second Amended and Restated Development Agreement by and Between the City of Folsom and Folsom Railroad Block Developers, LLC Relative to the Historic Folsom Station

2. Second Amended and Restated Development Agreement by and between the City of Folsom and Folsom Railroad Block Developers, LLC Relative to the Historic Folsom Station

3. Amended and Restated Disposition and Development Agreement (Historic Folsom Station/Railroad Block) by and between Redevelopment Agency of the City of Folsom and Folsom Railroad Block Developers, LLC- Central Folsom Redevelopment Project

Submitted,

PAM JOHNS
Community Development Director

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09/22/2026 Item No.9.

Ordinance No. 1378

ORDINANCE NO. 1378

AN UNCODIFIED ORDINANCE OF THE CITY OF FOLSOM APPROVING THE

SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT BY AND

BETWEEN THE CITY OF FOLSOM AND FOLSOM RAILROAD BLOCK

DEVELOPERS, LLC RELATIVE TO THE HISTORIC FOLSOM STATION

WHEREAS, on November 29, 1983, the City Council of the City of Folsom (the “City Council”) adopted Ordinance No. 512 approving and adopting the Redevelopment Plan (the “Redevelopment Plan”) for the Central Folsom Redevelopment Project (the “Redevelopment Project” or “Redevelopment Project Area”); and

WHEREAS, on October 20, 2006, the Redevelopment Agency (the “ Redevelopment Agency”) and Folsom Railroad Block Developers, LLC (the “Developer”) entered into a Disposition and Development Agreement (the “DDA”) which provided for the sale of certain real property (the “Mixed -Use Sites”) by the Redevelopment Agency to the Developer for the development of office, retail and residential uses (the “Developer Improvements”) and the development by the Redevelopment Agency on t he remaining portion of the Site (the “Public - Use Site”) of certain public improvements, including a public parking structure and public improvements; and

WHEREAS, an Amended and Restated Disposition and Development Agreement (the “Amended and Restated DDA”) between the Redevelopment Agency and the Developer for the Redevelopment Project was executed on March 8, 2011; and

WHEREAS, on February 1, 2012 , the Redevelopment Agency was dissolved, at which time the City of Folsom became the Successor Agency for any existing development agreements previously under the Redevelopment Agency per City of Folsom Resolution 8891; and

WHEREAS, the disposition of all property under the DDA by the Agency to the Developer has occurred as approved by Folsom Successor Agency Oversight Board Resolution No. 014-FSAOB; and

WHEREAS, the Developer has completed construction on the first building of the site (Folsom Roundhouse ), is ready to commence construction of the second building (Granite House); and has proceeded with planni ng the development of remaining Mixed -Use Sites (now called the “Historic Folsom Station”); and

WHEREAS, changes in conditions have prompted the need for changes to the DDA affecting development of the Mixed -Use Sites, in particular removing references to the Redevelopment Agency, disposition, and overall project timeline; and

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Ordinance No. 1378

WHEREAS, the proposed amendments to the DDA have been incorporated into a proposed Second Amended and Restated Development Agreement (the “ Second Amended and Restated DA”); and

WHEREAS, an Initial Study/Mitigated Negative Declaration (the "Mitigated Negative Declaration") was prepared for the Folsom Historic Railroad Block 1997 Urban Design Master Plan project area in accordance with the California Environmental Quality Act (Public Resources Code Section 21000 et seq.; “CEQA”) and the CEQA Guidelines (Cal. Code of Regulations Section 15000 et seq.; “CEQA Guidelines”), and on December 9, 1997, the City Council, as the lead agency, adopted the Mitigated Negative Declaration and a Mitigation Monitoring Plan; and

WHEREAS, in connection with modifications made to the public plaza, including relocation of an engine display building, adding sound and lighting systems to the public amphitheater and relocating the amphitheater within the public plaza site, the City of Folsom prepared a second addendum to the Mitigated Negative Declaration (the “Second Addendum”), which was approved by the City of Folsom Historic District Commission on March 5,2008, and concluded that the modifications are with in the scope of the previously adopted Mitigated Negative Declaration, and

WHEREAS, Section 21166 of CEQA and Section 15162(a) of the CEQA Guidelines state that following the certification of an environmental impact report or approval of a negative declaration, no subsequent environmental review shall be required unless substantial changes are proposed in the project, substantial changes occur with respect to the circumstances under which the project is undertaken, or new information of substantial importance becomes available; and

WHEREAS, pursuant to the authority in Sections 65864 through 65869.5 of the Government Code, the City Council, following a duly notified public hearing on September 22, 2026, approved the Second Amended and Restated Development Agreement by and between the City of Folsom and Folsom Railroad Block Developers, LLC Relative to the Historic Folsom Station; and

WHEREAS, all notices have been given at the time and in the manner required by State Law and the Folsom Municipal Code.

NOW, THEREFORE, the City Council of the City of Folsom hereby does ordain as follows:

SECTION 1 FINDINGS

A. The above recitals are true and correct and incorporated herein by reference.

B. The City finds in adopting this Agreement:
(1) the original redevelopment disposition process was substantially completed through the post -dissolution conveyance process in or around

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Ordinance No. 1378

December 2014, when all four Mixed -Use Parcels were conveyed to the Developer;
(2) no new redevelopment property is being conveyed by this Agreement; (3) no new redevelopment subsidy is being granted;
(4) the Project has remained continuously active since execution of the original DDA; and
(5) this Agreement is intended to implement, update, and complete an existing, partially -completed redevelopment -derived project, and preserves rather than eliminates the core public -benefit framework that originally justified redevelopment participation.

C. The Second Amended and Restated DA is consistent with the objectives, policies, general land uses and programs specified in the City’s General Plan and the Folsom Zoning Code.

D. The Second Amended and Restated DA is in conformity with public convenience, general welfare, and good land use practices.

E. The Second Amended and Restated DA will not be detrimental to the health, safety, and general welfare of persons residing in the immediate area, nor be detrimental or injurious to property or persons in the general neighborhood or to the general welfare of the residents of the City as a whole.

F. The Second Amended and Restated DA will not adversely affect the orderly development of property or the preservation of property values.

G. The Second Amended and Restated DA has been prepared in accordance with, and is consistent with, Government Code Sections 65864 through 65869.5, and City Council Resolution No. 2370.

H. All notices have been given at the time and in the manner required by State Law and the Folsom Municipal Code.

I. The environmental impact of the development of the Railroad Block pursuant to the Second Amended and Restated DA has been previously studied by the Mitigated Negative Declaration, the First Addendum and the Second Addendum; none of the circumstances described in Section 15162(a) of the CEQA Guidelines exist that would require preparation of a subsequent environmental impact report; and development of the Railroad Block pursuant to the Second Amended and Restated DA will not cause a significant effect on the environment because the mitigation measures adopted with the Mitigated Neg ative Declaration have been

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Ordinance No. 1378

included as part of the Second Amended and Restated DA and reduce any potential impacts to an insignificant level. From an environmental perspective, no substantial changes to the project requiring further environmental review have been proposed.

SECTION 2 APPROVAL OF AMENDMENT TO DEVELOPMENT AGREEMENT

The Mayor is hereby authorized and directed to execute the Second Amended and Restated Development Agreement by and between the City of Folsom and Folsom Railroad Block Developers, LLC Relative to the Historic Folsom Station in substantially the form attached to the staff report accompanying this Ordinance on behalf of the City after the effective date of this Ordinance.

SECTION 3 SEVERABILITY

If any section, subsection, sentence, clause, or phrase in this Ordinance or any part thereof is for any reason held to be unconstitutional, invalid, or ineffective by any court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this Ordinance or any part thereof. The City Council declares that it would have passed each section irrespective of the fact that any one or more section, subsection, sentence, clause, or phrase be declared unconstitutional, invalid, or ineffective.

SECTION 4 EFFECTIVE DATE

This ordinance shall become effective thirty (30) days from and after its passage and adoption, provided it is published in full or in summary within twenty (20) days after its adoption in a newspaper of general circulation in the City.

This ordinance was introduced and the title thereof read at the regular meeting of the City Council on September 22, 2026 and the second reading occurred at the regular meeting of the City Council on October 13, 2026.

On a motion by Councilmember seconded by Councilmember , the foregoing ordinance was passed and adopted by the City Council of the City of Folsom, State of California, this 13th day of October, 2026, by the following roll-call vote:

AYES: Councilmember(s):

NOES: Councilmember(s):

ABSENT: Councilmember(s):

ABSTAIN: Councilmember(s):

__________________________________
Justin Raithel, MAYOR

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Ordinance No. 1378

ATTEST:

______________________________
Christa Freemantle, CITY CLERK

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09/22/2026 Item No.9.

(SPACE ABOVE THIS LINE RESERVED FOR

RECORDER'S USE)

Second Amended and Restated Development Agreement
by and between

City of Folsom
and
Folsom Railroad Block Developers, LLC

HISTORIC FOLSOM STATION

CITY CLERK CITY OF FOLSOM
50 NATOMA STREET
FOLSOM, CALIFORNIA 95630Attn:

FOR THE BENEFIT OF THE CITY OF

FOLSOM PURSUANT TO GOVERNMENT
CODE §6103

RECORDING REQUESTED BY AND
WHEN RECORDED, MAIL TO:

09/22/2026 Item No.9.

SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT

by and between

CITY OF FOLSOM
and

FOLSOM RAILROAD BLOCK DEVELOPERS, LLC

Historic Folsom Station

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i

TABLE OF CONTENTS
100 DEFINITIONS ................................................................................................................. 13 101. Definitions ................................................................................................................ 9 200. CITY IMPROVEMENTS AND CONVEYANCE OF THE SITE ............................... 13 201. Public-Use Site ....................................................................................................... 13 201.1 City Improvements ..................................................................................... 13 201.2 Conveyance of Public-Use Site and Assignment of Agency Interests ....... 13 202. Purchase and Sale of Mixed-Use Parcels ................................................................ 13 202.1 Purchase and Sale ....................................................................................... 13 203. Environmental Covenants ....................................................................................... 15 203.1 Environmental Covenants Remain in Perpetuity .............................................. 16 203.2 Developer Precautions After Closing ................................................................ 16 203.3 Required Disclosures After Closing .................................................................. 16 203.4 Developer Indemnity .......................................................................................... 16 203.5 No Modification or Waiver ................................................................................ 16 203.6 Survival ............................................................................................................... 17 300 DEVELOPMENT OF THE MIXED-USE PARCELS.................................................. 17 301. Scope of Development ............................................................................................ 17 301.1 Developer's Obligation to Construct Improvements ................................... 17 302. Design Review ........................................................................................................ 17 302.1 Basic Concept Drawings ............................................................................ 17 302.2 Design Development Application ............................................................... 17 302.3 Revisions .................................................................................................... 17 302.4 Substantial Change ..................................................................................... 18 302.5 Defects in Plans .......................................................................................... 19 303. Land Use Approvals ............................................................................................... 19 303.1 Granite House Project Plans ...................................................................... 19 304. Amended Schedule of Performance ........................................................................ 20 305. Cost of Construction ............................................................................................... 20 306. Insurance Requirements .......................................................................................... 20 307. Indemnity ............................................................................................................... 21 308. Rights of Access ..................................................................................................... 21 309. Compliance With Laws ........................................................................................... 21

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310. Nondiscrimination in Employment.......................................................................... 22 310.1 Taxes and Assessments .............................................................................. 22 310.2 Liens and Stop Notices ............................................................................... 22 311. Release of Construction Covenants ......................................................................... 23 400. COVENANTS AND RESTRICTIONS........................................................................... 24 401. Use of Mixed-Use Parcels ....................................................................................... 24 402. Use and Operation Covenants ................................................................................. 25 403. Affordable Housing ................................................................................................ 26 403.1 Affordable Units ........................................................................................26 403.2 Selection of Qualified Renters/Buyers ....................................................... 26 403.3 Income of Renters/Buyers .......................................................................... 26 403.4 Documentation ........................................................................................... 27 403.5 Best Efforts to Rent/Sell Affordable Units ................................................. 27 404. CC&Rs for Residential Units ................................................................................. 27 405. Maintenance Covenants; Reserved Parking; Mutual Rights of Access and Use of the Railroad Block During Construction; Reciprocal Easement Agreement ........ 28 405.1 Maintenance of Mixed-Use Parcels ............................................................ 28 405.2 Maintenance of Public-Use Site ................................................................. 28 405.3 Reserved Parking ....................................................................................... 28 405.4 Mutual Rights of Access and Use of the Railroad Block During Construction ............................................................................................... 28 405.5 Reciprocal Easement Agreement ............................................................... 29 405.6 Air Space Easements .................................................................................. 29 405.7 Public Restrooms on Mixed-Use Parcel E ................................................. 29 406. Nondiscrimination Covenants ................................................................................. 29 407. Effect of Violation of the Terms and Provisions of this Agreement After Completion of Construction .................................................................................... 31 500. DEFAULTS AND REMEDIES ....................................................................................... 31 501. Default .................................................................................................................... 31 502. Institution of Legal Actions .................................................................................... 32 503. Acceptance of Service of Process ........................................................................... 32 504. Rights and Remedies Are Cumulative .................................................................... 32 505. Inaction Not a Waiver of Default ............................................................................ 32 506. Applicable Law ....................................................................................................... 32 600. GENERAL PROVISIONS .............................................................................................. 32

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601. Notices, Demands and Communications Between the Parties ................................. 32 602. Enforced Delay; Extension of Times of Performance ............................................. 33 603. Transfers of Interest in Mixed-Use Parcels or Agreement ......................................... 33 603.1 Prohibition .................................................................................................. 33 603.2 Permitted Transfers .................................................................................... 34 603.3. City Consideration of Requested Transfer ................................................ 34 603.4. Successors and Assigns .............................................................................. 35 603.5 Assignment by City .................................................................................... 35 604. Non-Liability of Officials and Employees of the City ............................................. 35 605. Relationship Between City and Developer .............................................................. 35 606. City Approvals and Actions .................................................................................... 35 607. Counterparts ........................................................................................................... 35 608. Integration .............................................................................................................. 35 609. Attorneys' Fees ........................................................................................................ 36 610. Titles and Captions ................................................................................................. 36 611. Interpretation .......................................................................................................... 36 612. No Waiver.............................................................................................................. 36 613. Modifications.......................................................................................................... 36 614. Severability ............................................................................................................. 36 615. Computation of Time .............................................................................................. 36 616. Legal Advice .......................................................................................................... 37 617. Time of Essence ..................................................................................................... 31 618. Cooperation ............................................................................................................ 31 619. Conflicts of Interest ................................................................................................ 37 620. Date of Agreement .................................................................................................. 37

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Attachments

Attachment No. 1 Legal Description of the Railroad
Attachment No. 2 Map of the Railroad Block
Attachment No. 3 Master Conceptual Plan
Attachment No. 4 Scope of Development
Attachment No. 5 Legal Description of the Mixed-Use Parcels Attachment No. 6 Intentionally Omitted
Attachment No. 7 Schedule of Performance
Attachment No. 8 Form of Release of Construction Covenants

09/22/2026 Item No.9.

1 DEVELOPMENT AGREEMENT
(Historic Folsom Station)
THIS SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT (this "Agreement") is entered into by and between the CITY OF FOLSOM , a charter city and a municipal corporation (the “City”), and FOLSOM RAILROAD BLOCK DEVELOPERS, LLC, a Delaware limited liability company (the "Developer").

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

A. The real property subject to this Agreement is commonly known as the Railroad Block, consisting of approximately 4.9 acres within the Folsom Historic District, more particularly described in Attachment No. 1 and shown on Attachment No. 2 (the " Railroad Block"). The master conceptual plan and development guidelines for the site were originally approved pursuant to Resolution No. 207 -R, dated June 8, 2004 (" Master Conceptual Plan "), attached hereto as Attachment No. 3.

B. The complex project history described in more detail in these recitals originated with a Disposition and Development Agreement executed on October 20, 2006 ("Original DDA") by and between the Developer and the former Redevelopment Agency of the City of Folsom ("Agency"), which was subsequently amended and restated on March 8, 2011 ("Amended and Restated DDA") to guide the public-private development of the Railroad Block.

C. Following the statutory dissolution of the Agency in 2011 under Assembly Bill x1 26, the City elected to serve as the Successor Agency. As described in more detail below, o n December 24, 2014, fee title to the four reconfigured private development parcels (Parcels A, C, D, and E, collectively the "Mixed -Use Parcels") was formally conveyed to the Developer via a post-dissolution transfer framework approved by the California D epartment of Finance.

Concurrently therewith, the parties recorded a Grant Deed, Restrictive Covenant, and an Easement and Maintenance Agreement assigning the former Agency's surviving rights and enforcement obligations to the City.

D. The public and private components of the broader site plan have progressed in phases.

The City completed the primary public plaza and streetscape enhancements on the retained balance of the site (the " Public-Use Site "). On the Mixed -Use Parcels, the Developer successfully completed construction and commercial build -out of the building on Mixed -Use Parcel D (the " Roundhouse") in 2019 –2020. Additionally, on March 14, 2018, the parties recorded a temporary easement agreement permitting the City to position a temporary public restroom structure on a portion of Mixed-Use Parcel E pending future phase construction.

E. To address macroeconomic changes and ensure structural project feasibility, the Developer applied for a design modification for the unbuilt building on Mixed -Use Parcel C ("Granite House"), which was recommended for approval by the Historic District Commission on October 2, 2024 under Project No. DRCL24 -00191. This design modification reallocated space previously designated for internal parking into active retail and office uses.

F. As is more fully set forth in this Agreement, the Developer will finance and undertake

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2 the development, operation and maintenance of improvements on the Mixed -Use Parcels, consisting of office, retail, restaurant, and residential uses (the " Developer Improvements"), and the City has financed and undertaken the development of public improvements on the Public-Use Site, consisting of public plaza and streetscape improvements (the " City Improvements"). The Developer Improvements and the City Improvements are collectively referred to herein as the "Historic Folsom Station Project." The residential component of the Developer Improvements requires that the Developer comply with the affordable housing requirements set forth herein.

G. The development of the Mixed-Use Parcels by the Developer, and the improvement of the Railroad Block by the City and the Developer pursuant to the terms of this Agreement, are in the vital and best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements under which the redevelopment of the Railroad Block is being undertaken.

H. The City finds that in adopting this Agreement: (1) the original redevelopment disposition process was substantially completed through the post -dissolution conveyance process in or around December 2014, when all four Mixed -Use Parcels were conveyed to the Developer; (2) no new redevelopment property is being conveyed by this Agreement; (3) no new redevelopment subsidy is being granted; (4) the Project has remained continuously active since the original DDA; and (5) this Agreement is intended to implement, update, and complete an existing, partially -completed redevelopment -derived project, and preserves rather than eliminates the core public -benefit framework that originally justified redevelopment participation.

J. Historic Folsom Station Project History:

1. Development of the Historic Folsom Station Project was previously considered in the Folsom Historic Railroad Block 1997 Urban Design Master Plan (the "1997 Urban Design Master Plan"). Pursuant to the California Environmental Quality Act (Public Resources Code Section 21000 et seq.; "CEQA") and its implementing guidelines (14 Cal. Code Regs. Section 15000 et seq.; "CEQA Guidelines"), an initial study was performed, which determined that a mitigated negative declaration (the "Initial Study/Mitigated Negative Declaration") should be adopted for the 1997 Urban Design Master Plan. The City of Folsom adopted the 1997 Urban Design Master Plan and the Initial Study/Mitigated Negative Declaration on December 9, 1997.

2. Following the adoption of the 1997 Urban Design Master Plan, the City undertook the construction of Lake Natoma Crossing, which included creating a grade level separation between Folsom Boulevard and Leidesdorff Street with a block-long 'lid' overcrossing. Lake Natoma Crossing was completed in 1999.

3. In 2000, the Agency issued a Request for Proposals for the Railroad Block.

After reviewing several proposals, the Agency selected Developer to redevelop the Railroad Block.

4. After receiving and reviewing two development proposals for the Railroad Block from the Developer, in 2003, the Agency determined that a public outreach effort

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3 was necessary in order to provide guidance to the Developer beyond what had been presented in the 1997 Urban Design Master Plan. A series of community workshops to discuss development concepts for the Railroad Block culminated in the preparation of a master conceptual plan and development guidelines for the Railroad Block that would combine a mixed -use development with a large public plaza area. The master conceptual plan and development guidelines were approved by the Agency pursuant to Resolution No. 207-R, dated June 8, 2004 ("Master Conceptual Plan"). A copy of the Master Conceptual Plan is attached hereto as Attachment No. 3, and incorporated herein.

5. Development of the Railroad Block pursuant to the Master Conceptual Plan was determined to be within the scope of the Initial Study/Mitigated Negative Declaration adopted for the 1997 Urban Design Master Plan of the Railroad Block, pursuant to an addendum to the Initial Study/Mitigated Negative Declaration prepared by the City and approved by the City on January 24, 2006 (the "2006 Addendum to the IS/MND").

Federal funding was obtained for the public plaza component of the Master Conceptual Plan, which required separate review of the public plaza pursuant to the National Environmental Policy Act (42 U.S.C. Section 4321 et seq.) and its implementing guidelines (40 C.F.R. Section 1500 et seq.). On April 11, 2006, the Federal Transit Administration approved a categorical exclusion from NEPA for the public plaza portion of the Master Conceptual Plan.

6. Following approval of the Master Conceptual Plan, the Agency and Developer restarted negotiations regarding the development of the Railroad Block pursuant to the guidelines of the Master Conceptual Plan. In October 2006, Bernau Development Corporation joined the Developer.

7. On October 20, 2006, the Agency and the Developer entered into a Disposition and Development Agreement (the "Original DDA") providing for the development of the Railroad Block. The Original DDA identified three non -contiguous parcels within the Railroad Block as parcels designated for private development, required the Developer to acquire all three parcels in a single purchase transaction, and set forth a schedule for the development of the Railroad Block. Under the Original DDA, Developer was to construct three buildings, one on each of the three non-contiguous parcels, and Agency was to construct the Public Parking Garage and a public plaza.

8. Prior to the execution of the Original DDA, the City and Agency completed two public works projects adjacent to the Railroad Block: the realignment of Reading Street (which forms the southern boundary of the Railroad Block) and the construction of the light rail plaza for the Folsom Historic District Light Rail Station (located across Reading Street from the Railroad Block), which were both completed in October 2005.

9. The Agency commenced construction of the Public Parking Garage in December 2006. Completion of the Public Parking Garage was a condition precedent under the Original DDA to the close of escrow of the sale of the three parcels to the Developer. Construction of the Public Parking Garage was completed in April 2008.

10. In February 2007, the Developer prepared and submitted to the Historic District Commission of the City of Folsom (the "Historic District Commission") its designs for

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4 four buildings on three non -contiguous parcels within the Railroad Block. The Developer's design plans were approved by the City on June 6, 2007. The Developer submitted its construction plans for all four buildings of the Developer's proposed improvements in November 2007.

11. After discussions with the Developer during Spring 2007, the Agency began redesigning the public plaza to include an amphitheater that would include a sound system, seating for performances and could be fenced off from the rest of the public plaza; prior conceptual designs of the public plaza had included a less formal amphitheater. The new amphitheater incorporated certain design elements in order to meet standards set by the City's Noise Ordinance, which also required certain additional sound dampening measures for the Developer's proposed buildings. A noise impact study was performed by The Acoustics & Vibration Group, Inc., in February 2008 (the "TAVG Noise Impact Study") that determined limitations for the amphitheater as well as specifications for Developer's buildings in compliance with the City's Noise Ordinance.

12. The public plaza design changes necessitated a review of prior environmental reviews pursuant to CEQA and NEPA. The Agency prepared a second addendum to the Initial Study/Mitigated Negative Declaration for the 1997 Urban Design Master Plan, dated February 14, 2008 (the "2008 Addendum to the ISMND"), which determined that the public plaza modifications were within the scope of the Initial Study/Mitigated Negative Declaration for the 1997 Urban Design Master Plan. The City approved the redesigned public plaza design on March 5, 2008. A categorical exclusion for the redesigned public plaza was approved by the California Department of Transportation (which had been delegated authority over the project by the Federal Transit Administration) on December 23, 2008.

13. In early 2008 the Developer obtained a geotechnical study from the Youngdahl Consulting Group, Inc. ("Youngdahl"), dated March 17, 2008, which focused primarily on the proposed parcels to be acquired by Developer (the "2008 Youngdahl Soils Analysis"). The 2008 Youngdahl Soils Analysis found that the soils of the portions of the Railroad Block would need to be over excavated and replaced with engineered fill beyond what had been anticipated in order to support the Developer's proposed buildings.

14. In June 2008, based on the TAVG Noise Impact Study and the 2008 Youngdahl Soils Analysis, the Developer resubmitted plans for the Developer's first planned building, known as the "Granite House" on the proposed parcel to be conveyed to Developer, defined as Parcel D in the Original DDA, and as Parcel C in this Agreement.

15. By Fall 2008, as a result of the further planning of the Railroad Block by both the Agency and the Developer, the Agency and Developer were in the process of preparing substantive amendments to the Original DDA. However, at the same time the Developer desired to enter onto the Railroad Block to perform certain site preparation work needed for the development of the Granite House; if the site preparation work was delayed until the anticipated approval of the amendments of the DDA, construction of the Granite House would be substantially delayed. To permit the

09/22/2026 Item No.9.

5 Developer to enter onto the Railroad Block and begin construction prior to acquiring the Granite House property, the Agency and Developer entered into an Implementation Agreement dated October 13, 2008 (the "Implementation Agreement"),, which authorized the Developer to enter upon the Railroad Block to perform certain site preparation work pursuant to rough grading plans for the Granite House property approved by the City on October 10, 2008. The Implementation Agreement also authorized financial assistance to the Developer in the amount of $250,000 (the "Housing Assistance") in exchange for the Developer's commitment to provide six (6) units of affordable housing as part of the development of the Railroad Block, which commitment and Housing Assistance are now more specifically provided for in Section 403.1 of this Agreement. The Developer completed the site preparation work by November 2008.

16. The real estate appraisal firm of Seevers, Jordan and Ziegenmeyer ("Seevers") completed an initial appraisal of the Granite House parcel in October 2008. After review by both the Agency and Developer, it was determined that a peer review of the Seevers appraisal of the Granite House parcel was necessary. In March 2009, the Agency contacted the firm of Bender Rosenthal, Inc.("Bender"), to prepare a peer review; it was instead determined to be more cost effective to have Bender prepare a second appraisal of the Granite House property, which was completed on May 3, 2009.

17. The Developer's building permit for the Granite House property was ready for issuance in June 2009.

18. Based on the results of the 2008 Youngdahl Soils Analysis, the Agency requested that Youngdahl prepare a new soils analysis for the public plaza improvements, which was completed on July 31, 2009 (the "2009 Youngdahl Soils Analysis"). The 2009 Youngdahl Soils Analysis found that the soil beneath the public plaza would need to be excavated and replaced with engineered fill in order to support the planned hardscape of the public plaza to an extent far greater than had been previously anticipated based on earlier soils analyses. The Agency retained the firm of Kleinfelder to perform a peer review of the 2008 Youngdahl Soils Analysis and the 2009 Youngdahl Soils Analysis, which was completed in September 2009 and concurred with the Youngdahl Soils Analyses. The Agency subsequently began working with responsible governmental entities to revise construction plans for the public plaza.

19. In July 2009, the Agency publicly advertised its Sutter Street Streetscape Project for construction bids. The Sutter Street Streetscape Project involved the removal of medians and trees, relocating traffic lanes, making certain drainage improvements, creating limited on-street parking and delivery areas, removing certain shed roofs and widening sidewalks to accommodate shoppers, outdoor cafes and shade trees along Sutter Street and portions of cross streets, including the portion of Sutter Street that serves as the eastern boundary of the Railroad Block. All bids received by the Agency in July 2009 were rejected as being too expensive. A second round of bidding occurred in December 2009, and the Agency accepted a bid in January 2010.

Construction of the Sutter Street Streetscape Project improvements began in February 2010 and were completed in May 2011.

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6 20. On April 29, 2010, the Parcel Map for Historic Folsom Station, Subdivision No.

PN 07-485 was recorded in Book 910402, at page 1151 of the official records of Sacramento County creating private development parcels A, C, D and E and public parcel B. The assessor parcel numbers for these are: 070 -0052-022-0000 (Parcel A – Leidesdorff Building); 070 -0052-024-0000 (Parcel C – Granite House); 07000520250000 (Parcel D - Roundhouse); 070-0052-026-0000 (Parcel E – Sutter Row) and 070-0052-023-0000 (Parcel B – Public Plaza). In light of current conditions and the further planning and decisions of the parties, the City and Developer reconfigured the three private development parcels into four parcels and have determined that a phased approach to the purchase and development of the private development parcels is now appropriate.

21. In the spring of 2010, as mobilization, staging, demolition and construction commenced for the Sutter Street Streetscape Project, the Agency and Developer agreed to delay construction of the Granite House to avoid exacerbating the significant construction impacts to Historic District businesses. Additionally, since the plaza improvements would be required for occupancy of the Granite House, it was also agreed that construction of Granite House should not begin until construction commenced for the Historic Folsom Station Plaza Improvements.

22. In December 2010, the City accepted a bid for construction of the public plaza, which includes substantial archeological investigation and earthwork to commence in spring 2011. Except for lighting and landscaping the public plaza improvements were completed in April 2012.

23. To summarize, since the Original DDA was adopted in 2006, the following events had taken place by December 2010:|
February 2007: Developer submits design documents
June 2007: HDC approves Developer design documents
November 2007: Developer submits building plans
February 2008: TAVG Noise Impact Study completed
March 2008: 2008 Youngdahl Soils Analysis completed
April 2008: Public Parking Garage opens
June 2008: Developer re-submits Granite House building plans October 2008: Seevers appraisal of Granite House property completed October 2008: Implementation Agreement executed
Agency provides payment of $250,000 in Housing
Assistance to Developer
November 2008: Rough grading of Granite House property completed May 2009: Bender appraisal of Granite House property completed June 2009: Granite House building permit ready for issuance July 2009: 2009 Youngdahl Soils Analysis completed

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7 September 2009: Kleinfelder Peer Review of Youngdahl Soils Analyses completed
December 2009: Sutter Street Streetscape Project advertised for bids February 2010: Sutter Street Streetscape Project construction begins December 2010: Public Plaza construction bid awarded

24. In January of 2011, the Governor of the State of California proposed statewide elimination of redevelopment agencies (RDAs) beginning with the fiscal year (FY) 2011-12 State budget.

25. On March 8, 2011, the Amended and Restated Disposition and Development Agreement (DDA) was executed by the Developer, Folsom Railroad Block Developers, LLC, and the Seller, the Redevelopment Agency of the City of Folsom.

By that time, the Developer had already completed the Granite House building pad grading, construction drawings for the Granite House were ready for issuance, the Developer had obtained a Public Report from the California Department of Real Estate, and successfully marketed and received purchase deposits from qualified buyers for 75% of the loft condominiums as required by the Developer’s lender.

26. On June 28, 2011, the Governor’s proposal to dissolve redevelopment agencies was incorporated into Assembly Bill 26 (ABX1 26, Chapter 5, Statutes of 2011, First Extraordinary Session), which was passed by the Legislature, and signed into law by the Governor. As a result of that change to state law , Folsom Railroad Block Developers, LLC was not allowed to proceed with acquisition of the parcel and development of the Granite House until the Successor Agency and the State Department of Finance ratified the development agreement, reappraised the parcels and allowed the sale to proceed. Since the Redevelopment Agency of the City of Folsom was no longer in existence and the Successor Agency would be merged with other area Successor Agencies over time, the City of Folsom and the Developer agreed that it was in their mutual best interest for the Developer to acquire all four parcels initially rather than wait to acquire each parcel immediately prior to commencement of construction of each building.

27. On August 23, 2011, the City of Folsom elected to become the Successor Agency.

28. On February 1, 2012, after a period of litigation, redevelopment agencies were officially dissolved, and assets transferred to successor agencies.

29. On June 27, 2012, AB1484 passed clarifying the dissolution process and requirements for Successor Agencies.

30. On January 9, 2013, via Resolution No. 14-FSAOB, Folsom’s Successor Agency approved the sale and disposition of the Mixed-Use Parcels to the Folsom Railroad Block Developers, LLC pursuant to Enforceable Obligation (DDA).

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8 31. On December 23, 2013, the California Department of Finance issued a final determination letter approving Folsom’s Successor Agency’s Long Range Property Management Plan, which includes the Mixed-Use Parcels.

32. While the developer had obtained all land use and other discretionary entitlements, permits and approvals from the City and any other governmental agency applicable to the development of the Mixed -Use Parcels and submitted complete construction plans (i.e. civil, landscaping, and building) for development of the Mixed- Use Parcels to the City (see Schedule of Performance, Attachment 7, DOA), the Developer and the City needed to complete additional items on the Schedule of Performance to prepare for the Developer's acquisition of all four parcels. The additional items below were completed by December 2014:
a. Escrow Opened.
b. Agency (now Successor Agency) gives appraiser direction to proceed to prepare complete appraisal of the Mixed-Use Parcels.
c. Developer submits Evidence of Financing.
d. Developer Submits Air Space Easements for Mixed-Use Parcels. e. Appraiser completes appraisal of the Mixed-Use Parcels. f. Agency (now Successor Agency) Approves Developer's Evidence of Financing.
g. Agency (now Successor Agency) Approves Developer’s Air Space h. Easements for the Mixed-Use Parcels.
i. Close Escrow for Mixed-Use Parcels.

33 On January 29, 2014, Bender Rosenthal completed an updated appraisal of the four private development parcels for the Successor Agency completing items 2 and 5 of the Schedule of Performance from the 2011 First Amended and Restated DDA.

34. In December 2014, escrow was opened, the Developer deposited funds, the title company sent confirmation of funding to the Successor Agency, and the Developer closed on all four Mixed-Use parcels on December 24, 2014, completing items 1, 3, 6, and 8.

35. Concurrently with closing on December 24, 2014, the Easement and Maintenance Agreement between the City of Folsom and Folsom Railroad Block Developers, LLC was recorded to complete items 4. and 7. above.

36. The Developer acknowledged and agreed that the City had undertaken engineering costs a portion of which were attributable to the Developer Improvements and that the Developer's share of the engineering costs was $65,980.00, as described in City Resolution No. 261-R adopted on May 22, 2007. The Developer reimbursed the Developer's share of the engineering costs to the City, at the Closing of the Mixed-Use Parcels on December 24, 2014.

37. In addition to items 1-8 on the Schedule of Performance, the City of Folsom and the

09/22/2026 Item No.9.

9 Developer recorded a Grant Deed and Restrictive Covenant on December 24, 2014. The Grant Deed and Restrictive Covenant assigned all rights of the Agency provided for in the DDA to be transferred to the City of Folsom as expressly provided in Section 603.5 of the DDA. Also, the Grant Deed and Restrictive Covenant set forth the uses and types of businesses that shall not be permitted on the Mixed-Use Parcels by the owners, occupants or tenants of the parcels and other conditions and provisions of the DDA.

38. The Developer and Scott's Seafood, the Roundhouse anchor tenant, executed a lease for the first level of the Roundhouse in June 2015. As a result, City and Developer agreed to change the order of the development for the Mixed -Use Parcels so that the Roundhouse site (Mixed-Use Parcel D) could be developed first . Since the building codes had changed since the Roundhouse plans were originally submitted to the City of Folsom, the Developer was required to prepare and submit new plans. Both the Roundhouse building shell plans, and the Scott's Seafood tenant improvement plans were completed and submitted to the City of Folsom in 2016 and approved for issuance in 2017. The Developer commenced construction of the Roundhouse in late 2017.

39. In 2018, the Developer executed a lease with Willamette Wineworks for a portion of the Roundhouse and Willamette prepared and submitted tenant improvement plans to the City of Folsom.

40. In January 2019, the Developer completed the building shell and Scott's Seafood and Willamette Wineworks commenced tenant improvements. In the midst of the pandemic, Willamette and Scott's Seafood opened in February and July 2020, respectively.

41. On February 26, 2018, the City of Folsom and the Developer executed an Easement and Maintenance Agreement so the City of Folsom could place, on a temporary basis, a manufactured restroom facility on a portion of the Developer’s Parcel E. There are two easements covered by the agreement , a 5’ x 20’ easement for placement of a two -restroom building with one toilet and sink each and a 10’ wide easement extending from the rear center of the temporary restroom to the existing electrical meter. The easements shall continue until commencement of construction of the Sutter Row building or until termination by the City of Folsom, whichever occurs first. This agreement was recorded in the official records of Sacramento County on March 14, 2018, Document #210803140370.

42. Because multiple standard building code updates had occurred since building permits for the Granite House were ready for issuance in June 2009 , the City of Folsom required the Developer to prepare and submit new construction drawings for the Granite House. Given the pandemic, the new plans were completed and submitted to Folsom’s Building Department in 2022, and the City of Folsom approved the plans for issuance in 2023. After bidding was complete, the construction cost and fees had increased over 65% from the cost in 2011 and Developer represented to the City that condo values and retail rents had not increased commensurately. Value engineering could not yield the savings necessary to make the Granite House financially feasible. To address this Developer proposed to City to convert the non-revenue generating parking space in the Granite House to retail and office to support the higher construction cost

43. July 5, 2024, the Developer applied to the City of Folsom for the proposed change. On October 2, 2024, the Historic District Commission recommended approval to the City Council

09/22/2026 Item No.9.

10 for the Granite House Modification Project (DRCL24 -00191), changing the parking to retail and office uses including exterior revisions to the building elevations to accommodate the modification.

44. Pursuant to the terms of the DDA, on September 30, 2024, the City of Folsom and the Developer agreed to amend Attachment No. 7, Schedule of Performance to extend the commencement and completion dates of the Developer improvements of the remaining three parcels at Historic Folsom Station including the Granite House, Sutter Row and the Leidesdorff buildings.

45. On April 25, 2025, the Developer submitted revised building plans for the Granite House to the City of Folsom for plan review reflecting the modification that had been recommended for approval to the City Council by the Historic District Commission. On June 11, 2025, the Developer received the first round of plan check comments from the City of Folsom. On July 25, 2025, the Developer submitted responses and/or corrections. On October 9, 2025, the Developer received the second round of plan check comments from the City of Folsom. On November 14, the Developer submitted responses and/or corrections. On November 21, 2025, the City approved the building and structural review. On January 15, 2026, the Developer received a third round of engineering comments. On January 22, 2026, the Developer submitted engineering responses and/or corrections. On April 16, 2026 , City approved the Granite House Site Improvement Plans, and the Developer obtaine d grading permit consistent with the original approved and pending plans.

46. This Agreement amends, restates and supersedes in their entirety both the Original DDA, the Amended and Restated DDA and the Implementation Agreement, and is designed to achieve the co - development of the Railroad Block by the City and the Developer in a coordinated and comprehensive manner.

47. To summarize, since adoption of the Amended and Restated DDA in March 2011, the following events have taken place:

April 2011 City commences construction of Historic Folsom Station Public Plaza May 2011 City completes Sutter Street Streetscape project June 2011 Folsom Redevelopment Agency was terminated
Developer not allowed to acquire and develop Mixed-use parcels April 2012 Historic Folsom Station Public Plaza construction substantially complete January 2013 Successor Agency approved sale and disposition to Developer subject to State approval
December 2013 State approves Successor Agency's Long Range Property Management Plan, including the sale and disposition of the Mixed-Use Parcels to Developer
January 2014 Appraisal completed of Mixed-use parcels for Successor Agency December 2014 Developer and City complete and record the Easement and Maintenance Agreement
Escrow is opened

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11 Developer deposits funds for purchase of the four Mixed-Use Parcels Developer deposits funds to reimburse Agency for share of engineering costs
Sale of Mixed-use parcels close
June 2015 Developer and Scott's Seafood execute Roundhouse lease and Scott's begins tenant improvement (TI) plans
April 2016 Scott's Seafood submits TI plans to City
December 2016 Developer submits updated Roundhouse building shell plans to City May 2017 City approves Scott's Seafood TI plans and Scott's obtains permit (17-939) June 2017 City approves Roundhouse plans and Developer obtains permit (16-4845) December 2017 Developer acquires Kolokotronis and River Rock LLC membership interests
March 2018 Developer and Willamette Valley Vineyards sign Roundhouse lease November 2018 Willamette submits Roundhouse TI plans to the City (18-4628) May 2019 City approves Willamette TI plans and Willamette obtains permit (18- 4628)
February 2020 Willamette Wineworks receives Certificate of Occupancy (C of O) and opens for business
May 2020 Developer signs contract with architect to update Granite House plans July 2020 Scott's Seafood receives C of O and opens for business December 2022 Developer submits updated Granite House plans to City (MULT22-07428) July 2023 City approves Granite House plans for permit
May 2024 After bidding and value engineering, Developer meets with City Manager re: economic viability
July 2024 Developer submits revised first floor plan and elevations to City for Historic District Commission review and recommendation for City Council approval
September 2024 Developer and City Manager revise the Schedule of Performance, pursuant to the terms of the DDA
October 2024 Historic District Commission recommends approval first floor and elevation revisions of the Granite House to the City Council April 2025 Developer submits updated Granite House plans to City (REVS25-04967) March 2026 Developer submits Second Amended and Restated Development Agreement for City review and approval
April 2026 On April 16, 2026, the City approves the Granite House Site Improvement Plans and Developer obtains the grading permit
May 2026 Commencing on May 4, 2026, Developer regrades building pad per approved Site Improvement Plans and re-opens public parking lot on May

09/22/2026 Item No.9.

12 8, 2026

48. As the Historic Folsom Station Project proceeds, the City may also determine to undertake renovations to the SP Depot and the Interpretive Center, provided, however, that nothing in this Agreement shall be deemed or construed to require or obligate the Cit y as to any such renovations.

49. The development of the Mixed-Use Parcels by the Developer, and the improvement of the Railroad Block by the City and the Developer pursuant to the terms of this Agreement, are in the vital and best interests of the City of Folsom (the "City") and the healt h, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements under which the redevelopment of the Railroad Block is being undertaken.

09/22/2026 Item No.9.

13 AGREEMENTS
NOW, THEREFORE, the City and the Developer hereby agree as follows:
100. DEFINITIONS
101. Definitions
"Affordable Housing Cost" has the same meaning as defined in Section 50052.5 of the Health and Safety Code.
"Affordable Rent" has the same meaning as defined in Section 50053 of the Health and Safety Code.
"Affordable Units" means residential units affordable to persons and families of moderate income as defined by Health and Safety Code Section 50093, in accordance with Section 403 hereof.
"Agency" means the Redevelopment Agency of the City of Folsom, a public body, corporate and politic, which exercised governmental functions and powers and organized and existed under Chapter 2 of the C alifornia Redevelopment Law (“CRL”), and any assignee of or successor to its rights, powers and responsibilities. The Agency was terminated in June 2011. "Agreement" means this Second Amended and Restated Disposition and Development Agreement between the City and the Developer. "Basic Concept Drawings" means the drawings attached as Exhibit A to the Scope of Development (Attachment No. 4), as set forth in Section 302.1 hereof. "City" City means the City of Folsom, California.
"City Improvements" means the improvements constructed by the City on the Public- Use Site pursuant to this Agreement, as more particularly described in the Scope of Development (Attachment No. 4).
"City Manager" means the City Manager of the City of Folsom, California. "Date of Agreement" means the date upon which this Second Amended and Restated Development Agreement shall have been signed by the City and Developer , as further defined in Section 620 of this Agreement.
"Default" means the failure of a party to perform any action or covenant required by this Agreement within the time provided herein following notice and opportunity to cure, as set forth in Section 501 hereof.
"Design Development Application" means those plans and drawings to be submitted to the City for its review and approval, pursuant to the terms of this Agreement. "Developer" means Folsom Railroad Block Developers, LLC, a Delaware limited liability company.

09/22/2026 Item No.9.

14 "Developer Improvements" means the new improvements to be constructed by the Developer upon the Mixed-Use Parcels pursuant to this Agreement and all approvals, inspections and permits required for completion of the new improvements, as more particularly described in the Scope of Development (Attachment No. 4).
"Governmental Requirements" means all laws, ordinances, statutes, codes, rules, regulations, orders and decrees of the United States, the state, the county, the City, or any other political subdivision in which the Railroad Block is located, and of any other political subdivision, agency or instrumentality exercising jurisdiction over the City, the Developer or the Railroad Block.
"Hazardous Materials" means any substance, material, or waste which is or becomes, regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste," "extremely hazardous waste," or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material," hazardous substance," or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) defined as "hazardous" or "extremely hazardous" pursuant to Title 22 of the California Code of Regulations, Division 4.5, Chapter 11, (ix) designated as "toxic pollutants" pursuant to Section 311 of the Clean Water Act (33 U.S.C. §1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. §6901 et seq. (42 U.S.C. §6903) or (xi) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42 U.S.C. §9601 et seq. "Historic Folsom Station Project" refers to the Railroad Block and m eans the development of the Railroad Block pursuant to this Agreement consisting of the City Improvements and the Developer Improvements.
"Housing Assistance" means the $250,000 paid by the City to the Developer pursuant to the Implementation Agreement.
"Implementation Agreement" means the agreement entered into by the Developer and the Agency on October 13, 2008, in which the Agency (1) permitted the Developer to enter upon the Railroad Block to perform certain site preparation work and (2) provided $250,000 in Housing Assistance to the Developer in exchange for the Developer's commitment to provide six (6) units affordable to persons or families of moderate income. "Map of the Railroad Block" means the map of the Railroad Block that is attached hereto as Attachment No. 2.
"Member" shall mean any of the members of Folsom Railroad Block Developers, LLC, including, without limitation: Bernau Development Corporation, a California corporation

09/22/2026 Item No.9.

15 and Jeremy G. Bernau, an individual.
"Notice" shall mean a notice in the form prescribed by Section 601 hereof. "Public Parking Garage" means the four -story, 315 -space public parking garage constructed on the Railroad Block by the Agency and the City. "Reciprocal Easement Agreement" or "REA" means the agreement described in Section 405.5 hereof.
"Redevelopment Plan" means the Redevelopment Plan for the Central Folsom Redevelopment Project, adopted by the City Council of the City of Folsom on November 29, 1983, by Ordinance No. 512, as amended on December 13, 1994, by Ordinance No. 811, and on April 8, 2003, by Ordinance No. 992, and on December 9, 2003, by Ordinance No. 1010, on August 23, 2005, by Ordinance No. 1045, and on October 10, 2006, by Ordinance No. 1065. Redevelopment Agency and its associated plans were formally terminated February 1, 2012. "Release of Construction Covenants" means the document that evidences the Developer's satisfactory completion of the Developer Improvements, as set forth in Section 311 hereof, in the form of Attachment No. 8 hereto.
"RR Turntable" means the historic train turntable located on the Railroad Block. "Schedule of Performance" means the Schedule of Performance (Attachment No. 7) setting out the dates and/or time periods by which certain obligations set forth in this Agreement must be accomplished.
"Scope of Development" means the Scope of Development (Attachment No. 4) describing the scope, amount and quality of development of the Developer Improvements to be constructed by the Developer pursuant to the terms and conditions of this Agreement.

200. CITY IMPROVEMENTS AND CONVEYANCE OF THE SITE
201. Public-Use Site.
201.1. City Improvements. Within the times set forth in the Schedule of Performance (Attachment No. 7) of the Amended and Restated DDA, the Agency or City have developed and constructed the Agency or City Improvements in accordance with the Scope of Development (Attachment No. 4) of the Amended and Restated DDA and as set forth herein. 201.2. Conveyance of Public -Use Site and Assignment of Agency Interests.

Following the completion of the Agency Improvements, the Successor Agency has conveyed the Public-Use Site to the City and assigned to the City its rights and obligations under the REA. 202. Purchase and Sale of Mixed-Use Parcels.
202.1 Purchase and Sale. Developer has completed the purchase of all four of the Mixed-Used Parcels from the Successor Agency in accordance with the terms of the Amended and Restated DDA. For reference to those previous provisions, see the Amended and Restated DDA

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16 recorded at the Sacramento County Recorder on April 7, 2011 in Book 2011407 at Page 0. 203. Environmental Covenants.
203.1 Environmental Covenants Remain in Perpetuity . The environmental covenants set forth below shall remain in full force and effect in perpetuity and are binding upon the Developer and every successor in interest to the Mixed -Use Parcels or any part thereof, notwithstanding the issuance of any Release of Construction Covenants, or any other event occurring under this Agreement.
203.2 Developer Precautions After Closing. Upon the Closing for a Mixed­Use Parcel, the Developer shall take all necessary precautions to prevent the release into the environment of any Hazardous Materials which are located in, on or under the Mixed-Use Parcels.

Such precautions shall include comp liance with all Governmental Requirements with respect to Hazardous Materials. In addition, the Developer shall install and utilize such equipment and implement and adhere to such procedures as are consistent with commercially reasonable standards as respects the disclosure, containment, storage, use, removal and disposal of Hazardous Materials.
203.3 Required Disclosures After Closing. After the Closing for a Mixed -Use Parcel, the Developer shall notify the City, and provide to the City a copy or copies, of all environmental permits, disclosures, applications, entitlements or inquiries relating to the Mixed­Use Parcels, including notices of violation, notices to comply, citations, inquiries, clean-up or abatement orders, cease and desist orders, reports filed pursuant to self-reporting requirements and reports filed or applications made pursuant to any Governmental Requirements relating to Hazardous Materials and underground tanks. The Developer shall report to the City as soon as possible after each incident, any unusual or potentially important incidents with respect to the environmental condition of the Mixed-Use Parcels.
203.4 Developer Indemnity. From and after the Closing for a Mixed -Use Parcel, Developer agrees to indemnify, defend and hold City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage or disposal of any Hazardous Materials on, under, in or about, or the transportation of any such Hazardous Materials to or from, the Mixed-Use Parcel, (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment or license relating to the use, generation, release, discharge, storage, disposal or transportation of Hazardous Materials on, under, in or about, to or fr om, the Mixed- Use Parcel. This indemnity shall include, without limitation, any damage, liability, fine, penalty, cost or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease or death), tangi ble or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resources or the environment, nuisance, contamination, leak, spill, release or other adverse effect on the environment.
203.5 No Modification or Waiver. Nothing in this Agreement shall be construed to modify, limit, waive, or terminate the environmental covenants set forth in this Section 203. To the extent any provision of this Agreement could be interpreted to conflict with the environmental covenants incorporated herein, the environmental covenants shall control.

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17 203.6 Survival. The obligations set forth in this Section 203 shall survive the termination or expiration of this Agreement, the issuance of a final Release of Construction Covenants, and any transfer of title to any Mixed -Use Parcel, and shall run with the land as covenants appurtenant to the Mixed-Use Parcels for the benefit of the City and the public. 300. DEVELOPMENT OF THE MIXED-USE PARCELS
301. Scope of Development.
301.1 Developer's Obligation to Construct Improvements. Within the times respectively set forth therefor in the Amended Schedule of Performance (Attachment No. 7), the Developer shall commence and diligently prosecute to completion the construction of the Developer Improvements on each of the Mixed -Use Parcels in accordance with the Scope of Development (Attachment No. 4) and the plans, drawings and documents submitted by the Developer and approved by the City as set forth herein. 302. Design Review.
302.1 Basic Concept Drawings. Conceptual drawings for the development of the Developer Improvements on all of the Mixed-Use Parcels (the "Basic Concept Drawings") have been approved by the City and are attached to the Scope of Development (Attachment No. 4) as Exhibit A.
302.2 Design Development Application . The Developer has submitted to the City, and the City approved on June 6, 2007 and then the Developer subsequently revised and resubmitted the plans which were approved by the City on October 13, 2026 , the following plans and drawings with respect to the Developer Improvements on all of the Mixed-Use Parcels (collectively, the "Design Development Application"):
a. Site plans.
b. Preliminary landscape plan.
c. Floor plans.
d. Roof plans.
e. Elevations and project sections (submitted in both black-and-white and color). f. Tabulation of areas/uses.
g. Materials samples.
302.3 Revisions. If the Developer desires to propose any substantial changes (defined below) to the City-approved Design Development Application, it shall submit such proposed changes to the City, and shall also proceed in accordance with any and all State and local laws and regulations regarding such revision. Any and all change orders or revisions required by the City and its inspectors which are required under the Folsom Municipal Code and all other applicable Uniform Codes (e.g., Building, Plumbing, Fire, Electrical, etc.) and under other applicable laws and regulations shall be included by the Developer in its Design Development Application and completed during the construction of the Developer Improvements.

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18 The City shall have the right to review any and all aspects of substantial changes proposed by the Developer, and shall have the right to reasonably approve or disapprove of substantial changes proposed by the Developer. The Developer acknowledges and agrees that the City is entitled to approve or disapprove any proposed substantial changes in order to satisfy the City’s obligation to promote the sound development and redevelopment of land, to integrate the Developer Improvements with the City Improvements, to promote a high level of design which will impact the surrounding development, and to provide an environment for the social, economic and psychological growth and well-being of the citizens of the City and to comply with state and local laws and regulations governing development projects. The Developer shall not be entitled to any monetary damages or compensation as a result of the City’s disapproval or failure to approve substantial changes proposed by the Developer.

On July 5, 2024, the Developer applied to the City of Folsom for a proposed change to the Granite House building. On October 2, 2024, the Historic District Commission recommended approval of the Granite House Modification Project (DRCL24 -00191), changing the parking to retail and office uses including exterior revisions to the building elevations to accommodate the modification. (see Attachment No. 4, Exhibit A). City Council approved the modification project on October 13, 2026.
302.4 Substantial Change. A "substantial change" shall include, without limitation, the following:
a. Changes in the layout, elevation, design, or square footage substantially affecting architectural appearance or functional use and operation. b. Changes in the exterior finishing materials substantially affecting architectural appearance or functional use and operation. c. Changes in size or design affecting parking, bulk, building coverage or floor area ratio, building height or number of floors, frontage, size or placement of public service facilities; or changes in general pedestrian or vehicular circulation in, around or through the Mixed-Use Parcels, layout of passenger loading zones, or, retaining walls. d. Any changes requiring approval of any city, county or state board, body, or commission, or any change required by any city, county or state board, body, or commission. e. Any change that would preclude or materially reduce the ability to use the Mixed-Use Parcels as intended by this Agreement.

If the Developer requests any change in the permitted uses of a Mixed-Use Parcel provided for in this Agreement, the Developer shall submit to the City appropriate evidence, as determined by the City, substantiating the need for any such change, including a current market analysis, together with documentation detailing the Developer's good faith efforts to market and finance the Mixed -Use Parcel for the uses provided for in th is Agreement. The City agrees to reasonably consider the Developer's request for a change in permitted uses, provided, however, that no change shall be presented that proposes residential uses on the ground floor. If the City agrees that a change in the uses for a particular Mixed-Use Parcel may be necessary, the Developer shall bear the sole responsibility for and cost of processing an amendment to the Master Conceptual Plan, including community meetings in connection therewith, and related amendments to this

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19 Agreement. The Developer expressly acknowledges and agrees that nothing in this paragraph shall be deemed or construed to limit the discretion of the Historic District Commission and the City Council in their consideration of an amendment to the Master Conceptual Pla n and related amendments to this Agreement.
302.5 Defects in Plans. The City shall not be responsible either to the Developer or to third parties in any way for any defects in the Basic Concept Drawings (Exhibit A of the Scope of Development, Attachment No. 4) or the Design Development Application, nor for any structural or other defects in any work done according to the approved Basic Concept Drawings or Design Development Application. The Developer shall hold harmless, indemnify and defend the City and its officials, officers, employees, agents and representatives from and against any claims, suits for damages to property or injuries to persons arising out of or in any way relating to defects in the Basic Concept Drawings or Design Development Application, including without limitation the violation of any laws, and for defects in any work done according to the approved Basic Concept Drawings and Design Development Application whether or not the City, or its officials, officers, employees, agents or representatives reviewed, accepted or approved the Basic Concept Drawings, Design Development Application, or any other Developer submittals and whether or not such liabilities are litigated, settled, or reduced to judgment. 303. Land Use Approvals. Within the times respectively set forth therefor in the Schedule of Performance (Attachment No. 7), the Developer has, at its own cost and expense, secured or cause to be secured any and all land use and other discretionary entitlements, permits and approvals which may be required for the Developer Improvements on a Mixed-Use Parcel by the City or any other governmental agency affected by such construction or work. The Developer has, without limitation, applied for and secured the following, and had paid all costs, charges and fees associated therewith:
a. Conditional Use Permit;
b. Parking Variance;
c. Design Review Approval;
d. All other permits and fees required by the City, County of Sacramento, and other governmental agencies with jurisdiction over the Developer Improvements; and e. Any environmental studies and documents required pursuant to the California Environmental Quality Act.
303.1 Granite House Project Plans. The plans for the Granite House Project located on Mixed-Use Parcel C were prepared under the 2019 California Building Code and submitted to the City in 2022. Since the Developer has continued to make progress on the plans including modifications to the plans to remove the parking and replace it with retail and office uses, the project plans may continue to remain under the 2019 Building Code. However, in addition to any other remedies available to the City as described in Article 500, in the event that the Developer does not proceed with construction or if the project stalls without any substantial forward progress for two (2) years from the date of the agreement then the plans shall be required to be updated and brought into compliance with the current building code in effect at the time and resubmitted to the City for review before construction of the Granite House may commence.

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20 304. Amended Schedule of Performance. The Developer shall commence and complete all construction of the Developer Improvements on each Mixed -Use Parcel, and satisfy all other obligations and conditions of this Agreement within the times established therefor in the Amended Schedule of Performance (Attachment No. 7). The Amended Schedule of Performance is subject to revision from time to time as mutually agreed upon in writing between the Developer and the City Manager, and the City Manager is authorized to make such revisions as he or she deems reasonably necessary on behalf of the City, subject to the following limitations.

Upon receipt of a written request from the Developer received not less than 30 days before the applicable deadline , the City Manager shall have authority to grant extensions to the Schedule of Performance up to a cumulative total of three hundred and sixty-five days (365) days per Mixed-Use Parcel. Any extension beyond three hundred and sixty -five (365) days for any Mixed-Use Parcel shall require approval by the City Council by resolution at a duly noticed public meeting. Except as described in the following paragraph, a ny extension granted without the required Council approval shall be void and of no effect.

Notwithstanding the prior paragraph, upon receipt of a written request from the Developer received not less than 30 days before the applicable deadline, the City Manager shall have the authority to grant an extension of up to an additional three hundred and sixty-five (365) days without approval by the City Council in the event that the City fails to meet the review timelines set forth in the Schedule of Performance (Attachment No. 7). Any extension granted pursuant to this paragraph shall be equivalent to the delay in City review beyond the timelines stated in the Schedule of Performance (Attachment No. 7) . Any extension granted beyond that time period without Council approval shall be void and of no effect. 305. Cost of Construction. Except to the extent otherwise expressly set forth in this Agreement, all costs and expenses of planning, designing, developing and constructing all of the Developer Improvements, demolition of existing improvements, and preparation and grading of the Mixed-Use Parcels shall be borne solely by the Developer. 306. Insurance Requirements. The Developer shall take out and maintain or shall cause its contractor to take out and maintain until the issuance of a final Release of Construction Covenants pursuant to Section 311 of this Agreement, a comprehensive general liability policy in the amount of Two Million Dollars ($2,000,000.00) combined single limit policy, and a comprehensive automobile liability policy in the amount of One Million Dollars ($1,000,000.00), combined single limit, and such other policies as the City may approve at its discretion, including contractual liability, to protect the Developer, and the City from claims for damages arising out of or related to development of the Mixed Use Parcels pursuant to this Agreement . Such policy or policies shall be written on an occurrence form. Claims-made coverage is not acceptable. The Developer shall furnish a certificate of insurance countersigned by an authorized agent of the insurance carrier on a form approved by the City setting forth the general provisions of the insurance coverage. This countersigned certificate shall name the City and its respective officials, officers, agents, and employees as additionally insured parties under th ese policies, and the certificate(s) shall be accompanied by a duly executed original endorsement evidencing such additional insured status. The certificate and endorsement by the insurance carrier shall contain a statement of obligation on the part of the carrier to notify City of any cancellation or termination of the coverage at least thirty (30) days in advance of the effective date of any such cancellation or termination. Coverage provided hereunder by the Developer shall be primary insurance and not be contributing with any insurance maintained by the City, and the policy shall contain such an

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21 endorsement. The insurance policy or the endorsement shall contain a waiver of subrogation for the benefit of the City. The required certificate shall be furnished by the Developer at the time set forth therefor in the Schedule of Performance. The Developer shall also furnish or cause to be furnished to the City evidence satisfactory to the City that Developer and any contractor with whom it has contracted for the performance of work on the Mixed -Use Parcels or otherwise pursuant to this Agreement carries workers' compensation insurance as required by law. The workers’ compensation coverage shall contain a statement of obligation on the part of the carrier to notify City of any cancellation or termination of the coverage at least thirty (30) days in advance of the effective date of any such cancellation or termination. The workers’ compensation insurance policy or the endorsement shall contain a waiver of subrogation for the benefit of the City. All insurance is to be placed with insurers with a Bests' rating of no less than A:VII. 307. Indemnity. The Developer shall defend, indemnify, assume all responsibility for, and hold the City, and its representatives, volunteers, officials, officers, employees and agents, harmless from, all claims, demands, damages, defense costs or liability of any kind or nature (including attorneys' fees and costs) arising out of or relating to the subject matter of this Agreement or the implementation hereof and for any damages to property or injuries to persons, including but not limited to accidental death , which may be caused by any negligent, willful, or intentional acts or omissions of the Developer, or arising from strict liability, whether such activities or performance thereof be by the Developer or by anyone directly or indirectly employed or contracted with or by the Developer , its authorized agents, contractors, or subcontractors and whether such damage shall accrue or be discovered before or after termination of this Agreement.

The Developer shall not be liable for property damage or bodily injury occasioned by the sole negligence of the City or its designated agents or employees. The City shall not be liable for any passive negligence of the City, or its officers, officials, agents, representatives or employees in reviewing, accepting or approving any action, service, or work performed or provided by the Developer.
308. Rights of Access. Prior to the issuance of a Release of Construction Covenants (as specified in Section 311 of this Agreement), for purposes of assuring compliance with this Agreement, representatives of the City shall have the right of access to any Mixed -Use Parcel owned by the Developer, without charges or fees, at normal construction hours during the period of construction for the purposes of this Agreement, including but not limited to, the inspection of the work being performed in constructing the Developer Improvements on such Mixed-Use Parcel so long as City representatives comply with all safety rules. The City (or its representatives) shall, except in emergency situations, make good faith efforts to notify the Developer prior to exercising its rights pursuant to this Section 308.
309. Compliance With Laws. The Developer shall carry out the design and construction of the Developer Improvements in conformity with all applicable laws, including all applicable state and federal labor standards and prevailing wage requirements, the City zoning and development standards, building, plumbing, mechanical and electrical codes, and all other provisions of the Folsom Municipal Code. and all applicable disabled and handicapped access requirements, including without limitation the Americans With Disabilities Act, 42 U.S.C. Section 12101, et seq., California Government Code Section 4450, et seq., California Government Code Section 11135, et seq., and the Unruh Civil Rights Act, California Civil Code Section 51, et seq.

When improvements that are considered to be public works under State law are constructed as part of the Developer Improvements, the Developer shall, and shall cause its general contractor to, pay

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22 prevailing wages as those wages are determined pursuant to California Labor Code Sections 1720 et seq. and implementing regulations of the Department of Industrial Relations and comply with the other applicable provisions of California Labor Code Sections 1720 et seq. and implementing regulations of the Department of Industrial Relations. The Developer shall, and shall cause its general contractor to, keep and retain such records as are necessary to determine that prevailing wages have been paid as required by law. The Developer shall, and the construction agreement for any Mixed Use Parcel developed pursuant to the terms of this Agreement shall require its general contractor to, indemnify, hold harmless and defend (with counsel reasonably acceptable to the City) the City against any claim for damages, compensation, fines, penalties or other amounts arising out of the failure or alleged failure of any person or entity (including Developer, its general contractor, and their subcontractors, if any) to pay prevailing wages as required by law or to comply with the other applicable provisions of California Labor Code Sections 1720 et seq. and implementing regulations of the Department of Industrial Relations in connection with construction of the Developer Improvements.

310. Nondiscrimination in Employment. Developer certifies and agrees that all persons employed or applying for employment by it, its affiliates, subsidiaries, or holding companies, and all subcontractors, bidders and vendors, are and will be treated equally by it without regard to, or because of race, color, religion, ancestry, national origin, sex, age, pregnancy, childbirth or related medical condition, medical condition (cancer related) or physical or mental disability, and in compliance with Title VII of the Civil Rights Act of 1964, 42 U.S.C. Section 2000, et seq., the Federal Equal Pay Act of 1963, 29 U.S.C. section 206(d), the Age Discrimination in Employment Act of 1967, 29 U.S.C. Section 621, et seq., the Immigration Reform and Control Act of 1986, 8 U.S.C. Section 1324b, et seq., 42 U.S.C. Section 1981, the California Fair Employment and Housing Act, California Government Code Section 12900, et seq., the California Equal Pay Law, California Labor Code Section 1197.5, California Government Code Section 11135, the Americans with Disabilities Act, 42 U.S.C. Section 12101, et seq., and all other anti- discrimination laws and regulations of the United States and the State of California as they now exist or may hereafter be amended. Developer shall allow representatives of the City access to its employment records related to this Agreement during regular business hours to verify compliance with these provisions when so requested by the City.
310.1 Taxes and Assessments. The Developer shall pay prior to delinquency all ad valorem real estate taxes and assessments on each of the Mixed-Use Parcels owned by the Developer, subject to the Developer's right to contest in good faith any such taxes. The Developer shall remove or have removed any levy or attachment made on any of the Developer- owned Mixed- Use Parcels, or assure the satisfaction thereof, within a reasonable time. The Developer shall not apply for or receive any exemption from the payment of property taxes or assessments on any interest in or to the Mixed-Use Parcels or the Developer Improvements. 310.2 Liens and Stop Notices. The Developer shall not allow to be placed on the Mixed-Use Parcels or any part thereof any lien or stop notice. If a claim of a lien or stop notice is given or recorded affecting the Developer Improvements, the Developer shall within thirty (30) days of such recording or service or within five (5) days of the City’s demand whichever last occurs:
a. pay and discharge the same; or

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23 b. affect the release thereof by recording and delivering to the City a surety bond in sufficient form and amount, or otherwise; or c. provide the City with other assurances that the City deems, in its sole discretion, to be satisfactory for the payment of such lien or bonded stop notice and for the full and continuous protection of City from the effect of such lien or bonded stop notice. 311. Release of Construction Covenants. Promptly after completion of construction of the Developer Improvements upon a Mixed-Use Parcel in conformity with this Agreement, and upon the written request of the Developer, the City shall furnish the Developer with a "Release of Construction Covenants," substantially in the form of Attachment No. 8 hereto. The City shall not unreasonably withhold such Release of Construction Covenants. The Release of Construction Covenants shall be a conclusive determination of satisfactory completion of the Developer Improvements upon the respective Mixed-Use Parcel and the Release of Construction Covenants shall so state. Any party then owning or thereafter purchasing, leasing or otherwise acquiring any interest in the respective Mixed-Use Parcel shall not (because of such ownership, purchase, lease or acquisition) incur any obligation or liability under this Agreement except for those continuing covenants as set forth in Section 400 et seq. of this Agreement.

The City’s issuance of a Release of Construction Covenants applicable to the last Mixed -Use Parcel to be acquired and developed by the Developer as set forth in the Schedule of Performance (Attachment No. 7) shall be deemed a "final" Release of Construction Covenants for purposes of this Agreement and the obligations of the Developer hereunder.

If the City refuses or fails to furnish a Release of Construction Covenants, after written request from the Developer, the City shall, within thirty (30) days of written request therefore, provide the Developer with a written statement of the reasons the City refused or failed to furnish the Release of Construction Covenants. The statement shall also contain the City’s opinion of the actions the Developer must take to obtain the Release of Construction Covenants. Even if the City fails to provide such written statement within such thirty (30) day period, the Developer shall not be deemed entitled to the Release of Construction Covenants. The Release of Construction Covenants shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer to any holder of any mortgage, or any insurer of a mortgage securing money loaned to finance the Developer Improvements, or any part thereof. The Release of Construction Covenants is not a notice of completion as referred to in Section 3093 of California Civil Code.

Notwithstanding any other provision of this Agreement, the issuance of a Release of Construction Covenants for an individual Mixed-Use Parcel shall not be construed to waive, terminate, or modify any obligation arising under Section 203 (Environmental Constraints), Article 400 (Covenants and Restrictions) of this Agreement for the other remaining Mixed-Use Parcels, or any obligation, easement, covenant, or restriction contained in any recorded instrument affecting the Mixed-Use Parcels, including without limitation the First Amendment to Grant Deed and Restrictive Covenant recorded October __, 20 26, the Easement and Maintenance Agreement recorded December 24, 2014, and the Easement and Maintenance Agreement recorded March 14, 2018 (Temporary Restroom).

Notwithstanding any other provision of this Agreement, the issuance of a Release of Construction Covenants for one Mixed -Use Parcel shall not be construed to waive, terminate, or modify an

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24 obligation arising under any provision of this Agreement for any other Mixed-Use Parcel. 400. COVENANTS AND RESTRICTIONS
401. Use of Mixed -Use Parcels. The Developer covenants and agrees for itself, its successors, its assigns and every successor in interest to the Mixed-Use Parcels and any part thereof that such Mixed-Use Parcels and all parts thereof shall be devoted to the uses specified in this Agreement. Except as further limited by this Agreement, all uses conducted on the Mixed -Use Parcels or any part thereof, including, without limitation, all activities undertaken by the Developer pursuant to this Agreement, shall conform to all applicable provisions of the Folsom Municipal Code.

Notwithstanding provisions of the Folsom Municipal Code, the Developer herein expressly covenants and agrees, for itself, its successors, its assigns and every successor in interest that the uses and types of businesses set forth below shall not be permitted by owners, occupants or tenants of the Mixed-Use Parcels or parts thereof. These use restrictions shall run with the land and be disclosed in every sale or lease of a Mixed-Use Parcel or part thereof. Any alteration of such use restrictions shall require an amendment of this Agreement formally approved by the City Council:
• "Laundromat, Self -Service," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #135, and defined as any establishment that contains coin or other pay operated laundry machines for use on -site, other than laundry facilities constructed and operated exclusively as an amenity serving the residential units constructed on the Mixed-Use Parcels; laundromats are not intended to include dry cleaning establishments;
• "Check-Casher Business," as defined in Civil Code Section 1789.31 as written or hereafter amended which reads as follows: "a 'check casher' means a person or entity that for compensation engages, in whole or in part, in the business of cashing checks, warrants, drafts, money orders, or other commercial paper serving the same purpose. 'Check casher' does not include a state or federally chartered bank, savings association, credit union, or industrial loan company. 'Check casher' also does not include a retail seller engaged primarily in the business of selling consumer goods, including consumables, to retail buyers that cashes checks or issues money orders for a fee not exceeding two dollars ($2) as a service to its customers that is incidental to its main purpose or business.";
• "Discount Store," defined as any establishment that sells a diverse range of products and in which at least eighty percent (80%) of the products for sale are priced at one dollar twenty-five cents ($1.25) or less per unit;
• "Liquor Store," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #141, and defined as any establishment with sixty percent (60%) or more of its shelf space devoted to the sale of alcoholic beverages, other than beer, wine and fortified wines, for consumption elsewhere; • "Tattoo Shop," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #229, and defined as any establishment whose principal business activity is the placing of designs, letters, figures, symbols or other marks upon

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25 or under the skin of a person using ink or other substances that result in the permanent coloration of the skin by means of the use of needles or other instruments designed to contact or puncture the skin;
• "Pawn Shop or Pawnbroker," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #170, and as defined in California Finance Code Section 21000 as written or hereafter amended which reads as follows: "Every person engaged in the business of receiving goods, including motor vehicles, in pledge as security for a loan is a pawnbroker.";
• "Adult-related business," as defined in Chapter 5.21 of Title 5 of the Folsom Municipal Code;
• "Auto Minor Service-Repair-Replacement," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #19; • "Towing Service-No Storage of Vehicles," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #237; • "Furniture Cleaning, Refinishing and Reupholstery Shop," as listed in the Commercial Use . Table of the Folsom Municipal Code, Section 17.22.030E, Use #101; • "Funeral Establishment," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #103;
• "Taxi Cab Service and Storage Facility," as listed in the Commercial Use Table of the Folsom Municipal Code. Section l 7.22.030E, Use #230:
• "Tool Reconditioning," as listed in the Commercial Use Table of the Folsom Municipal Code, Section 17.22.030E, Use #235.
402. Use and Operation Covenants. For a period of not less than twenty (20) years from the date a Certificate of Occupancy is granted for the Developer Improvements on a Mixed- Use Parcel, the Developer hereby covenants and agrees to use and continuously operate the respective Mixed-Use Parcel as follows:
a. The portion of the Mixed -Use Parcel developed with residential units shall continue to be used and operated as residential units only; however, the Affordable Units constructed pursuant to Section 403.1 hereof shall be used and operated as affordable residential units for the time period required by Section 403.1 hereof.
b. The portion of the Mixed-Use Parcel developed as ground-level retail (street level along Sutter Street and Wool Street frontages, and plaza level adjacent to the public plaza) shall continue to be used and operated for retail purposes only except that portion of the Granite House which faces the public parking garage and plaza that was originally approved as parking that has been changed to retail or office by the Granite House Modification Project (DRCL24-00191) and was recommended for approval to the City Council by the Historic District Commission on October 2, 2024 . The City Council approved the project on October 13, 2026.

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26 403. Affordable Housing.
403.1 Affordable Units. In consideration of receipt of the Housing Assistance from the Agency, the Developer covenants and agrees for itself, its successors, its assigns and every successor in interest that six (6) units of the residential units to be constructed as part of the Historic Folsom Station Project shall be and remain affordable to and occupied by persons and families of moderate income, as defined by Health and Safety Code Section 50093 (the "Affordable Units"). The Affordable Units may be either rental units or for -sale units. The Developer may elect at any time to repay the Housing Assistance in cash to City and be relieved of the obligation to construct the Affordable Units.

The Developer agrees to cooperate with the City in any subsidized loan program the City may, in its sole discretion, make available to purchasers of some or all of the Affordable Units. Covenant agreements shall be recorded against the Affordable Units providing for the use, maintenance and occupancy of the Affordable Units, which shall require the Affordable Units to remain affordable to and occupied by persons and families of moderate income for not less than forty-five (45) years for owner-occupied units and not less than fifty- five (55) years for rental units from the date of issuance of a certificate of occupancy by the City for the improvements containing the Affordable Units.

The Affordable Units shall be dispersed throughout the residential component of the Developer Improvements and shall not be concentrated. The Developer may choose to defer the Affordable Units until after the development of Mixed -Use Parcel C. If the Developer defers the Affordable Units until after the development of Mixed-Use Parcel C, prior to the construction of each remaining Mixed-Use Parcel, the Developer shall notify the City whether it will construct the Affordable Units on the Mixed-Use Parcel being constructed, defer constructing the Affordable Units to another Mixed-Use Parcel or repay the Housing Assistance to the City . Prior to the construction of the last Mixed-Use Parcel by the Developer, the Developer shall either identify the location of the Affordable Units on the Mixed-Use Parcel, or repay the Housing Assistance to the City. If the Developer chooses to construct the Affordable Units, the Developer shall identify whether the Affordable Units will be rental housing units or for-sale housing units. 403.2 Selection of Qualified Renters/Buyers . The Developer shall be solely responsible for the selection of qualified renters/buyers of the Affordable Units. The Developer shall use commercially reasonable efforts to ensure that the Affordable Units are leased/sold to persons and families of moderate income, as required by Section 403.1, that are able to lease/purchase such units at the maximum lease/sales price for the unit at an affordable rent/affordable housing cost (as defined in Section 101 of this Agreement) without any loan or subsidy from the City.
403.3 Income of Renters/Buyers. Prior to the rental or sale of any Affordable Unit to a renter or buyer, the Developer and any successor in interest to Developer shall submit or cause to be submitted to the City a completed income computation and certification form in the form that is provided by the City. The Developer shall certify, to the best of the Developer's knowledge, that each prospective renter/buyer renting or buying an Affordable Unit meets the eligibility requirements established for the Affordable Unit. The Developer shall obtain an income certification from the prospective renter/buyer of each Affordable Unit and shall certify that, to the best of the Developer's knowledge, the income of the prospective renter/buyer is truthfully set forth in the income certification form. The Developer shall verify the income certification of the

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27 prospective renter/buyer in one or more of the following methods reasonably acceptable to the City:
a. obtain paycheck stubs from the prospective renter/buyer's two (2) most recent pay periods.
b. obtain a true copy of an income tax return from the prospective renter/buyer for the most recent tax year in which a return was filed. c. obtain an income verification certification from the employer of the prospective renter/buyer.
d. obtain an income verification certification from the Social Security Administration or the California Department of Social Services if the prospective renter/buyer receives assistance from such agencies. e. obtain an alternate form of income verification reasonably acceptable to the City, if none of the above forms of verification is available to the Developer. 403.4 Documentation. If the Developer determines that the Affordable Units will be rental housing units, prior to the construction of the Mixed-Use Parcel chosen for the Affordable Units, the Developer shall execute an affordable housing covenant agreement and such further documents reasonably required by the City, as approved by the City’s legal counsel, to effectuate the Developer's covenant for itself, its successors, its assigns and every successor in interest to the subject Mixed-Use Parcel that the Affordable Units shall remain available to and occupied by persons and families of moderate income for a period of not less than fifty-five (55) years from the date of issuance of the Certificate of Completion for the Mixed -Use Parcel containing the Affordable Units.

If the Developer determines that the Affordable Units will be for -sale housing units, at the close of escrow for the purchase of an Affordable Unit, the City will require each purchaser of such unit to execute an affordable housing covenant agreement and such further documents reasonably required by the City, in forms approved by the City’s legal counsel to address re-sale and any and all other issues required to comply with the terms and conditions of this Agreement and all other governmental requirements, including that the unit shall remain available to and occupied by persons and families of moderate income for a period of not less than forty -five (45) years from the date of issuance of the Certificate of Completion for the Mixed-Use Parcel containing the Affordable Units. The Developer covenants and agrees that no Affordable Unit shall be sold unless and until this condition has been satisfied as to such Affordable Unit. 403.5 Best Efforts to Rent/Sell Affordable Units. The Developer agrees to exercise reasonable efforts consistent with prudent business practices to rent/sell all of the Affordable Units to renters or owner -occupants as soon as practical following the completion of the construction of the Affordable Units. The Developer agrees that the Affordable Units shall not be leased or rented by the Developer or any party related to the Developer. 404. CC&Rs for Residential Units. If the residential units are to be made available for sale upon completion of construction pursuant to this Agreement, then prior to the sale of any residential unit, the Developer shall prepare and submit to the City for its approval, which approval shall not be unreasonabl y withheld, a Declaration of Covenants, Conditions and Restrictions

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28 ("CC&Rs") which establishes a homeowner's association (the "Association") for the residential units. The City’s review of the CC&Rs shall be limited to compliance with the requirements of this Section 404. The CC&Rs shall require the owners of all dwelling units constructed on the Mixed-Use Parcels to be members of the Association. The CC&Rs shall entitle each owner to use of the common areas and facilities to be constructed on the Mixed-Use Parcels, and shall set forth an equitable apportionment of the costs of maintaining and operating such common areas and facilities. The CC&Rs shall also obligate the Association to maintain and assume all liability for any landscaping that is installed on the Mixed-Use Parcels. The location of such landscaping shall be set forth in a landscaping map attached to and incorporated into the CC&Rs. The CC&Rs shall also require compliance with Sections 401, 402, 406, and 407 of this Agreement. The CC&Rs shall be enforceable by the City, and no amendment to the CC&Rs which relates to the requirements of this Section 404 or Sections 401, 402, 406, or 407 of this Agreement shall be permitted or be effective prior to the written approval of the City.
405. Maintenance Covenants; Reserved Parking; Mutual Rights of Access and Use of the Railroad Block During Construction; Reciprocal Easement Agreement. 405.1 Maintenance of Mixed -Use Parcels. The Developer shall maintain the Developer-owned Mixed-Use Parcels and all improvements thereon, including all landscaping, in compliance with all applicable provisions of the Folsom Municipal Code, and with the Reciprocal Easement Agreement (the "REA").
405.2 Maintenance of Public -Use Site. The Developer shall be solely responsible and bear all costs for maintaining: (a) the portion of the Public-Use Site adjacent to Mixed-Use Parcel C, as shown on the map attached to this Agreement as Exhibit C to the Scope of Development (Attachment No. 4) (the "South Plaza"), and (b) the portion of the Sutter Street right-of-way adjacent to Mixed-Use Parcel C, as shown on the map attached to this Agreement as Exhibit C to the Scope of Development (Attachment No. 4) (the "Granite House-Adjacent Right- of-Way"). The Developer shall maintain the South Plaza and the Granite House-Adjacent Right-of- Way and all improvements thereon, including all landscaping, in compliance with all applicable provisions of the Folsom Municipal Code, and with the terms of the REA described in Section 405.5 hereof.

As to the remainder of the Public-Use Site, the Developer agrees to pay the assessments for the Historic Folsom Property and Business Improvement District which reimburses the City of Folsom for landscaping maintenance for the Historic Folsom Station Plaza and public areas within the PBID boundaries.

405.3 Reserved Parking. The City agrees to make available to the Developer, for the use of its tenants, up to thirty (32) parking spaces, on a reserved basis, in the Public Parking Garage. In the event that improvements to the Public Parking Garage are needed for those spaces, including but not limited to striping, paving, and gate installation, the Developer shall be responsible for those costs.
405.4 Mutual Rights of Access and Use of the Railroad Block During Construction. The City agrees that during construction of the Developer Improvements on a Mixed-Use Parcel, the Developer shall have the right, without any cost or charge therefor by the City to use and occupy such portions of the Public-Use Site as are reasonably necessary for (as determined by the City) construction staging (materials and equipment transportation, storage and

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29 maneuvering) for the Developer Improvements and related activities. These mutual rights of access and use shall not interfere with any ongoing construction on or use of the Public-Use Site. These right of access and use of the Railroad Block during construction is more specifically set forth in the REA. 405.5 Reciprocal Easement Agreement. The Developer and the City have executed a Reciprocal Easement Agreement ("REA") setting forth the parties' respective grants of easements for vehicular and pedestrian ingress and egress over and across Mixed-Use Parcels and the Public-Use Site, mutual rights of access and use of the Railroad Block during construction of the City Improvements and the Developer Improvements on the Mixed-Use Parcels, maintenance obligations, and rights and obligations concerning reserved parking. Nothing in this Agreement shall be construed to modify, limit, or terminate any obligation, easement, or right established by the Easement and Maintenance Agreement recorded in the official records of Sacramento County on December 24, 2014, the Easement and Maintenance Agreement recorded March 14, 2018 (Document #210803140370), the First Amendment to Grant Deed and Restrictive Covenant recorded October __, 2026, or any other recorded instrument affecting the Mixed -Use Parcels or the Public-Use Site, or Right of Entry and License Agreement (Folsom File No. 174 -21 14-069) except to the extent such instrument is expressly identified herein as being amended and except with respect to the DA a conforming amendment thereto is separately executed and recorded. In the event of conflict between this Agreement and the Easement and Maintenance Agreement, the terms of this Agreement shall control.
405.6 Air Space Easements. The design of the Developer Improvements includes balconies that extend over the public right -of-way of Sutter Street as well as the Public - Use Site. Developer has prepared air space easements for the encroachments of each Mixed-Use Parcel over the public right-of-way and Public-Use Site, which was submitted to the City for its review and approval. Consistent with Chapter 12.20 of the Folsom Municipal Code, Developer shall defend, indemnify, and hold harmless the City, its officials, officers, agents, employees, and representatives from and against any and all claims, demands, suits, causes of actio n, damages, costs, expenses, losses or liability, at law or in equity, of every kind and nature whatsoever arising out of or in connection with the Developer Improvements that extend over the public right-of-way.

Developer understands and agrees that this indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not Developer’s insurance policies have been determined to apply. Developer further understands and agrees that this indemnification and hold harmless clause shall survive the expiration or termination of this Agreement. 405.7 Public Restrooms on Mixed-Use Parcel E. The Developer Improvements to be constructed on Mixed-Use Parcel E may include space, to be used for two public restrooms of similar size as the two public restrooms that the City has temporarily placed on Parcel E. If the City desires to have public restroom space, Developer shall enter into a lease with the City for the public restroom space, for a term not less than fifty (50) years at a rental amount of ONE DOLLAR ($1.00) per year prior to and as a condition of issuance of a Certificate of Completion for Mixed- Use Parcel E.
406. Nondiscrimination Covenants. The Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of

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30 the Mixed-Use Parcels, nor shall the Developer itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Mixed-Use Parcels or any part thereof. The foregoing covenants shall run with the land.

The Developer shall refrain from restricting the rental, sale or lease of the Mixed- Use Parcels or any part thereof on the basis of race, color, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or non-segregation clauses:
a. In deeds: "The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land." b. In leases: "The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions:
'That there shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the premises herein leased nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, sublessees, subtenants, or vendees in the premises herein leased.'" c. In contracts: "There shall be no discrimination against or segregation of, any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the premises, nor shall the transferee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises."
407. Effect of Violation of the Terms and Provisions of this Agreement After Completion of Construction. The City is deemed the beneficiary of the terms and provisions of

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31 this Agreement and of the covenants running with the land, for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Agreement and the covenants running with the land have been provided, without regard to whether the City has been, remains or is an owner of any land or interest therein in the Mixed-Use Parcels. The City shall have the right, if the Agreement or covenants are breached, to exercise all rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breaches to which it or any other beneficiaries of this Agreement and covenants may be entitled. The covenants contained in this Agreement shall remain in effect until the issuance of the Release of Construction Covenants for the completion of construction of the Developer Improvements, except for the following:
a. The environmental covenants set forth in Sections 209.3, 209.4 and 209.5 of the Amended and Restated DDA shall remain in effect in perpetuity. b. Except for the Affordable Units (which shall be subject to and controlled by separate covenant agreements pursuant to Section 403.4), the covenants pertaining to the use and operation of the Mixed -Use Parcels set forth in Sections 401 and 402 shall remain in effect for the periods set forth therein. c. The covenants pertaining to maintenance of the improvements on the Mixed-Use Parcels and all improvements thereon, as set forth in Section 405.1, shall remain in effect for the period of time set forth in the REA described in Section 405.5 hereof.
d. The covenants pertaining to the Developer's obligations to maintain the South Plaza and the Granite House -Adjacent Right-of-Way and to pay its annual assessments for the Historic Folsom Property and Business Improvement District which contribute to the annual costs for maintenance of the improvements on the remainder of the Public-Use Site, excluding the Public Parking Garage, shall remain in effect for the period of time set forth in the REA.
e. The covenants against discrimination, as set forth in Section 406, shall remain in effect in perpetuity.
500. DEFAULTS AND REMEDIES
501. Default. Subject to the extensions of time set forth in Section 602 of this Agreement, failure by either party to perform any action or covenant required by this Agreement within the time periods provided herein following notice and failure to cure as described hereafter, constitutes a "default" under this Agreement. A party claiming a default shall give written notice of default to the other party specifying the default complained of. Except as otherwise expressly provided in this Agreement, the claimant shall not institute any proceeding against any other party, and the other party shall not be in default if such party within thirty (30) days from receipt of such notice immediately, with due diligence, commences to cure, correct or remedy such failure or delay and shall complete such cure, correction or remedy with diligence.

In addition to the remedies set forth above, in the event Developer fails to commence construction on any Mixed -Use Parcel within two hundred seventy (270) days after the applicable commencement date set forth in the Schedule of Performance in Attachment No. 7, and after any

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32 permitted extensions, the City shall have the right, exercisable upon thirty (30) days' written notice with no further cure period, to require Developer to submit to City a written construction feasibility report and updated financing plan for the applicab le Mixed-Use Parcel within sixty (60) days of such notice. Failure to submit a satisfactory feasibility report and financing plan shall itself constitute a separate and independent default under this Agreement. 502. Institution of Legal Actions. In addition to any other rights or remedies and subject to the restrictions otherwise set forth in this Agreement, either party may institute an action at law or equity to seek specific performance of the terms of this Agreement, or to cure, correct or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court of the County of Sacramento, State of California, in an appropriate municipal court in that county, or in the District of the United States District Court in which such county is located. 503. Acceptance of Service of Process. In the event that any legal action is commenced by the Developer against the City, service of process on the City shall be made by personal service upon the City Manager of the City or in such other manner as may be provided by law. In the event that any legal action is commenced by the City against the Developer, service of process on the Developer shall be made by personal service upon any Member of the Developer or in such other manner as may be provided by law.
504. Rights and Remedies Are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.
505. Inaction Not a Waiver of Default. Any failures or delays by either party in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies, or deprive either such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies.
506. Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement.

600. GENERAL PROVISIONS
601. Notices, Demands and Communications Between the Parties . Any approval, disapproval, demand, document or other notice ("notice") which either party may desire to give to the other party under this Agreement must be in writing and may be given by any commercially acceptable means to the party to whom the notice is directed at the address of the party as set forth below, or at any other address as that party may later designate by notice.

To City: City of Folsom
Attn: City Manager
50 Natoma Street
Folsom, California 95630

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33 To Developer: Folsom Railroad Block Developers, LLC Attn: Jeremy G. Bernau, Member
921 Sutter Street
Folsom, CA 95630
Such written notices, demands and communications may be sent in the same manner to such other addresses as either party may from time to time designate as herein provided. Notices which are delivered by hand or overnight courier shall be deemed received upon delivery; notices which are deposited in the United States mail in accordance with the terms of this Section 601 shall be deemed received three (3) days after mailing. The inability to deliver any notice because of a changed address of which no notice was given, or rejection or other refusal to accept any notice, shall be deemed to be the receipt of the notice as of the date of such inability to deliver or rejection or refusal to accept.
602. Enforced Delay; Extension of Times of Performance . In addition to specific provisions of this Agreement, performance by either party hereunder shall not be deemed to be in default, and all performance and other dates specified in this Agreement shall be extended, where delays or defaults are due to: war; insurrection; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; governmental restrictions or priority; unusually severe weather; inability to secure necessary labor, materials or tools (provided that such inability is not the fault of the party claiming an extension of time to perform); delays of any contractor, subcontractor or supplier (provided that such delay(s) is not the fault of the party claiming an extension of time to perform); acts or omissions of the other party; acts or failures to act of the City or any other public or governmental agency or entity (other than the acts or failures to act of the City which shall not excuse performance by the City): or any other causes beyond the control or without the fault of the party claiming an extension of time to perform. Notwithstanding anything to the contrary in this Agreement, an extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thirty (30) days of the commencement of the cause.

Times of performance under this Agreement may also be extended in writing by the mutual agreement of City and Developer, except as limited by Section 304 of this Agreement .

Notwithstanding any provision of this Agreement to the contrary, a lack of funding to complete the Developer Improvements shall not constitute grounds of enforced delay pursuant to this Section 602.
603. Transfers of Interest in Mixed-Use Parcels or Agreement. 603.1 Prohibition. The qualifications and identity of the Developer are of particular concern to the City. It is because of those qualifications and identity that the City has entered into this Agreement with the Developer. For the period commencing upon the date of this Agreement and until the issuance of a final Release of Construction Covenants pursuant to Section 311 hereof, no voluntary or involuntary successor in interest of the Developer shall acquire any rights or powers under this Agreement without the prior written approval of the City, except as expressly set forth herein. Additionally, for the period commencing upon the date of this Agreement and until issuance of a Release of Construction Covenants pursuant to Section 311 for the development of a Mixed-Use Parcel the Developer shall not make any total or partial sale,