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Attachment 1
Date: 2/2/2026
0 0.03 0.060.01
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ATTACHMENT 1
159
Fund FY2024-25 FY2025-26 FY2026-27 FY2027-28 FY2028-29 FY2029-30 FY2030-45 Total PEG Capital Fees
(Fund 287) $0 $460,000 $0 $0 $0 $0 $0 $460,000
TOTAL $0 $460,000 $0 $0 $0 $0 $0 $460,000
PROJECT
FUNDING
OUTDOOR ELECTRONIC KIOSK SYSTEMS
Project No.: BL202630
COMMUNITY PILLAR: A City That Works
Civic Center, Civic
Center Library, L
Street Garage
Project Description:
Project Justification:
O&M COST ASSUMPTIONS: O&M costs
will be approximately $4,800 annually.
FUNDING: Project funding comes from
PEG Capital Fees (Fund 287).
This project will install three electronic kiosks
outside the City Council Chambers, Civic Center
Library, and L-Street Parking Garage. The kiosks
will be interactive with the ability to livestream
City Council meetings, provide wayfinding tools,
event information, and other real-time
information. Work on this project will consist of
the purchase of the kiosks and any required
demolition, excavation, installation, and
landscape repair work.
This project seeks to promote community engagement
by giving residents easy, centralized access to up-to-date information with a user-friendly interface.
GOAL: 6: Provide effective
communication to and coordinate
engagement with the community.
CAPITAL IMPROVEMENT PLAN
Public Buildings
FY 2025-2030 CAPITAL IMPROVEMENT PLAN
PROJECT LOCATION
61 ATTACHMENT 2
160
1 RESOLUTION NO. ________
IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA
A RESOLUTION ADDING THE OUTDOOR ELECTRONIC KIOSK
SYSTEMS PROJECT TO THE 2025-2030 CAPITAL IMPROVEMENT
PLAN, AUTHORIZING AN ALLOCATION OF $460,000 OF PEG
CAPITAL FEES (FUND 287) IN FISCAL YEAR 2025-26, AND
AUTHORIZING EXECUTION OF AN AGREEMENT WITH EFLYN
ELECTRONICS, IN AN AMOUNT NOT-TO-EXCEED $358,246 TO
PROVIDE THREE OUTDOOR KIOSKS
(OUTDOOR ELECTRONIC KIOSK SYSTEMS PROJECT BL202630)
The Outdoor Electronic Kiosk System Project will include the pur chase of electronic kiosks and the installation of foundations and other ancillary infrastructure required to support the new electronic kiosks. The kiosks will be located at the Civic Center Meeting Hall, Civic Center Library, and the downtown L Street Garage.
NOW, THEREFORE, B E IT RESOLVED by the City Council of th e City of Livermore, that it hereby:
1. Approves adding Outdoor Electronic Kiosk Systems Project BL202630 to the 2025-30 Capital Improvement Plan;
2. Authorizes allocating $460,000 in PEG Capital F ees (Fund 287) to the FY 2025 - 26 budget of the Outdoor Electronic Kiosk Systems Project BL202630; and
3. Authorizes the City Manager to execute an agreement with Eflyn Electronics, in an amount not -to-exceed $358,246, to provide three outdoor kiosks for Outdo or Electronic Kiosk Systems Project BL202630.
On motion of Council M ember ______________________, seconded by Council Member ______________________, the foregoing r esolution was passed and adopted on February 23, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Tara Mazzanti
Amy Heavener Tara Mazzanti
City Clerk Senior Assistant City Clerk
Exhibit A – Eflyn Electronics Agreement
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Purchase Agreement and Terms of Sale | 1
Purchase Agreement and Terms of Sale
This Purchase Agreement (“Agreement”) is effective as of the date of signature (“Effective Date”) and is made between Eflyn Electronics Ltd., (“Seller”), a CORPORATION organized under the laws of California, with offices at 8570 Stanton Ave, Buena Park, CA 90620, and City of Livermore (“Buyer”) with offices at 1052 S Livermore Ave, Livermore, CA 94550.
Seller and Buyer are hereinafter collectively agreed to the following reference terms: Seller and Buyer as “Parties”
Physical/Tangible products collectively as “Goods”
Software Products and Services collectively as “Services” Buyer will be deemed to have accepted these Purchase Agreement and Terms of Sale if any Goods or Services are sold, supplied, or delivered by the Seller to the Buyer or an invoice is delivered by the Seller to the Buyer in respect of such Goods or Services.
1. ENTIRE AGREEMENT: This Purchase Agreement and Terms of Sale is between Seller, its subsidiaries, affiliates, divisions, successors and assigns, and Buyer, its subsidiaries, affiliates, divisions, successors and assigns and form the entire agreement between Seller and Buyer and apply to all transactions between Seller and Buyer unless otherwise specifically agreed to in writing. Buyer acknowledges that standard business forms of Buyer, including enquiry via website, email, purchase order, and or requests for proposal may be used in the ordinary course of business between Seller and Buyer, but that such standard business forms will only be used to define the description, quantity, price, and destination of Goods to be sold, supplied or delivered by the Seller to Buyer. All prior oral or written agreements, including but not limited to Buyer's purchase order, which are different from or purport to be in addition to these Purchase Agreement and Terms of Sale are not applicable and are not binding on the Seller.
2.TERM: The term of this Agreement commences on February 1, 2026, and terminates upon the completion of the Services or June 30, 2031, whichever occurs first.
3. PRICE: The total compensation payable by Buyer to Seller for Goods and Services SHALL NOT EXCEED the sum of $358,246. Buyer shall compensate Seller as set forth in Pricing Overview included in the Scope of Work.
4. PAYMENT: Buyer will authorize the Seller to invoice the Buyer fifty percent (50%) at the time of order and the final fifty percent (50%) upon completion of full installation and on-site training.
In the event the Buyer fails to make any payment to the Seller when due, Buyer's entire account(s) with the Seller will become immediately due and payable. If Buyer is in default for non-payment, then in addition to any other remedies available to the Seller, the Buyer agrees to
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pay and shall indemnify and hold harmless the Seller in respect of such interest together with all of the costs, losses, charges, expenses and liabilities of the Seller related or incidental to its collection efforts or the enforcement of any of its rights in connection with such default (including legal fees).
5. SHIPMENT: All orders are shipped F.O.B. point of shipment unless otherwise noted in this agreement or appendices attached herein. Risk of loss will transfer to Buyer upon tender of Goods to Buyer, Buyer's representative, or common carrier. The cost of any special packaging or handling caused by Buyer's requirements or requests will be added to the amount of Buyer's order. If Buyer causes or requests a delay of shipment, or if the Seller ships or delivers an order erroneously as a result of inaccurate, incomplete or misleading information supplied by Buyer or its agents or employees, all storage and other additional costs and risk will be borne by Buyer.
6. DELIVERY: Delivery to the job site or other location indicated by Buyer constitutes delivery to Buyer, regardless of whether Buyer or Buyer's agent is at such location at the time of delivery or signs a delivery receipt. Seller will make a Good faith effort to complete the delivery of all Goods ordered by Buyer as indicated by Seller in writing; provided, however, that Seller assumes no responsibility or liability and will not accept any back charge for any loss or damage due to delay or inability to deliver, whether or not such loss or damage was made known to Seller, including but not limited to as a result of Seller's non-performance caused by an act of God, war, labor disputes, civil unrest, accidents, inability to obtain materials, delays of carriers, contractors or suppliers or any other causes of any kind which is beyond the control of Seller.
7. TERMINATION AND REFUNDS: All sales are final. No Goods may be returned to Seller without Seller’s prior written authorization or express consent under special circumstances at the discretion of the Seller. Buyer has fourteen (14) days from the time of delivery to inform Seller if they would like to refund or exchange the Good under special circumstances. The Seller will assess the Goods and decide if the Goods are eligible for repairs, replacements, or a refund of the Goods provided. With all refunds, a 20% restocking fee applies and will be deducted from the amount returned to the Buyer. Following the fourteen (14) day policy, Seller will assess all deficiencies on an individual case by case basis. Seller does not provide refunds or exchanges on customized hardware Goods, software setup & configuration, data entry fee, activation fee, custom vinyl wraps, delivery, and installation.
8. INSPECTION AND ACCEPTANCE: Buyer shall examine all goods upon receipt and prior to installation. All claims for damage, shortage, errors in shipment or improper delivery must be made to Seller in writing within five (5) business days of delivery, after which date Buyer will be deemed to have irrevocably accepted the Goods, if not previously accepted, and will have no right to reject the Goods or to revoke acceptance.
9. EXCLUSION OF WARRANTY AND LIMITATION OF LIABILITY: Buyer waives any right to legal action against Seller for damage caused by the Goods sold, supplied or delivered by Seller. Any warranty is void if there has been misuse, accident, modification, unsuitable physical or operating environment, improper maintenance, storage or installation. Buyer's sole and
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exclusive remedy will be the repair, replacement or refund of the purchase price paid for the Goods returned during the relevant manufacturer's warranty period. All matters relating to payment terminal(s) are the responsibility of the payment merchant and all issues pertaining to the payment terminal(s) will be made directly to the merchant either by the Buyer or through the Seller on behalf of the Buyer. SELLER DISCLAIMS ALL OTHER EXPRESSED OR IMPLIED
WARRANTIES, INCLUDING BUT NOT LIMITED TO THE IMPLIES WARRANTIES OR MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SELLER WILL NOT, IN
ANY CIRCUMSTANCES, BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL,
LIQUIDATED OR CONSEQUENTIAL DAMAGES SUFFERED BY THE BUYER AND IN NO EVENT WILL SELLER’S LIABILITY, IF ANY, EXCEED THE NET SALES PRICE OF THE GOODS SOLD, SUPPLIED OR DELIVERED TO BUYER. For complete warranty terms Refer to Appendix A.
10. INDEMNIFICATION: Seller shall indemnify, hold harmless and defend Buyer and its employees, officers, directors, volunteers and agents from and against any action, cause of action, judgment or claim for damages to property or bodily injury, loss of sales due to hardware/software service interruption, loss of life, liability of any nature (including the violation of any applicable laws or regulations in connection with the sale, transportation, installation, use or repair of the Goods sold, supplied or delivered by Seller), costs, or expenses including reasonable legal fees to the extent caused by the negligent act or omission.
11. INSURANCE: Consultant shall procure and maintain insurance during the term of this Agreement in the amounts and under the terms set forth in Exhibit A against claims that may arise from or in connection with this Agreement and performance of the Services. Upon reasonable written notice, Consultant shall comply with any changes in the amounts and terms of insurance as may be required from time-to-time by City’s Risk Manager.
12. CONFIDENTIALITY: The Buyer understands the kiosk solution is cloud-based and authorizes the Seller to have access to all kiosk data. The Seller will not disclose data to any third party, will not make copies of data without the Buyer’s written consent and will not use data for personal use or distribution. The Seller will act in good faith and use data solely to provide technical assistance to the Buyer.
13. SEVERABILITY: This Purchase Agreement and Terms of Sale will be construed as if prepared jointly by the parties hereto and any uncertainty or ambiguity will not be interpreted against any one party. If any of the provisions contained in these Purchase Agreement and Terms of Sale are held to be unenforceable then such provision will be given effect in such reduced form as may be decided by a court of competent jurisdiction; provided, however, that if any provision should be declared unenforceable or invalid for any reason, such unenforceable or invalid provisions will be severed from the remainder of these Purchase Agreement and Terms of Sale without affecting the enforceability or validity of the remaining provisions.
14. NON-WAIVER: The failure of Seller to insist upon strict performance of any of these Purchase Agreement and Terms of Sale will not be deemed to be a waiver of any of the rights
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or remedies of Seller, nor of its right to insist upon strict performance of such term or of any other term in the future. No waiver of any of these Purchase Agreement and Terms of Sale will be valid unless in writing signed by Seller.
15. GOVERNING LAW: DISPUTE RESOLUTION: Buyer agrees that all matters relating to your purchase, including all disputes, will be governed by the laws of United States and by the laws of California without regard to its conflicts of laws provisions. The parties agree to the personal jurisdiction by and venue in the state and federal courts in Alameda County, California, and waive any objection to such jurisdiction or venue. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between Seller and Buyer arising out of or in connection with your use of the equipment, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If Seller is unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.
16. SOFTWARE: In the case where the solution(s) purchased as indicated in the invoice include Eflyn E Suite software licensed from the Seller, the Buyer agrees to the terms and conditions specified in Appendix B - End-User License Agreement (EULA) of E Suite.
I acknowledge that I have read and understand all the Purchase Agreement and Terms of Sale above and by signing below I accept this Purchase Agreement and Terms of Sale. I also confirm that I have the authority to bind this corporation.
BUYER DETAILS:
Business Name: City of Livermore
Name: ______________________________
Title: ________________________________
Date:
________________________________
___________________________________
SIGNATURE
(I have the authority to bind the corporation)
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Appendix A
Limited Consumer Warranty for Eflyn Digital Hardware – California 100. PURPOSE AND SCOPE
100.1 This Limited Consumer Warranty (this “Warranty”) sets out the warranty coverage offered by Eflyn for certain Eflyn-branded digital hardware products (the “Product”) purchased and delivered in the State of California.
100.2 This Warranty covers defects in materials and workmanship under normal consumer use, subject to the terms, exclusions, and limitations stated below. 100.3 This Warranty applies only to the hardware Product. Software, firmware, cloud services, third-party applications, and content are governed by their own applicable terms and are not warranted under this document except as expressly stated in the definition of Warranted Functionality.
100.4 Security. Notwithstanding Eflyn’s maintenance of an information security program and implementation of safeguards designed to protect the Product and any Eflyn-provided software, firmware, and related services, including SOC 2–aligned controls, as applicable, no system can be guaranteed to be completely secure or uninterrupted. Accordingly, Eflyn does not warrant that the Product, any software/firmware, or any online service will be free of vulnerabilities, immune from unauthorized access, or uninterrupted. Issues arising from customer networks, credentials, third-party services, or security incidents are addressed in Section 105. 101. PARTIES
101.1 “Eflyn,” “we,” “us,” or “our” means the Seller identified in the final invoice or receipt for the Product (the “Seller”).
101.2 “You” or “Customer” means the original end-user purchaser—whether an individual or an organization (including a business, government agency, educational institution, or other entity)—that purchased a new Product from Eflyn or an Eflyn-authorized reseller for use in California.
101.3 “Authorized Reseller” means a reseller expressly authorized by Eflyn to sell the Product, as determined by Eflyn records.
102. DEFINITIONS
102.1 “Product” means the Eflyn-branded digital hardware device(s) identified on your invoice/receipt, including internal components and in-box accessories shipped as part of the same Product configuration. Separately purchased accessories, peripherals, consumables, installation materials, mounting hardware, and third-party devices are not included unless expressly listed on your invoice as included within the Product configuration.
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102.2 “Warranty Period” means the time period stated in Section 103. 102.3 “Warranted Functionality” means the Product’s materially functional operation consistent with Eflyn’s published documentation for that Product model and configuration, excluding issues caused by excluded conditions in Section 105.
102.4 “Service” means warranty troubleshooting, repair, replacement, advance replacement, in- person service, or other remedial action provided by Eflyn under this Warranty. 102.5 “RMA” means Return Merchandise Authorization, which may be required before shipping any Product to Eflyn.
102.6 “Advance Replacement” means Eflyn ships a replacement Product or replacement part before Eflyn receives the original Product/part, subject to Section 111.4. 102.7 “On-Site Service” means in-person technician dispatch by Eflyn or its designated service provider under Section 109.
103. WARRANTY PERIOD
103.1 Standard Coverage. Unless otherwise specified on the final invoice, the Warranty Period is two (2) years from the date the Product is delivered to you. 103.2 Extended Coverage (EflynCare+). If your invoice confirms purchase of an EflynCare+ extended warranty plan, the Warranty Period is extended by the additional coverage term stated on your invoice (the “EflynCare+ Term”). The total Warranty Period will equal the Standard Coverage term plus the EflynCare+ Term, measured from the date the Product is delivered to you, subject to the applicable EflynCare+ terms on your invoice or plan document. 103.3 Replacement or Repaired Product Coverage.
(a) A repaired Product is covered for the remainder of the then-applicable Warranty Period. (b) A replacement Product is covered for the remainder of the then-applicable Warranty Period or ninety (90) days from the date the replacement is delivered to you, whichever is longer. 104. WHAT THIS WARRANTY COVERS
104.1 Eflyn warrants that during the Warranty Period the Product will be free from defects in materials and workmanship under normal consumer use.
104.2 If a defect covered by this Warranty arises during the Warranty Period, Eflyn will, at its option:
(a) repair the Product,
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(b) replace the Product with a new, refurbished, or remanufactured unit that is the same or functionally equivalent,
(c) provide replacement parts, or
(d) refund the purchase price you paid for the Product (excluding taxes and fees unless required by applicable law), if Eflyn determines repair or replacement is not commercially reasonable. 104.3 Scope of Covered Remedy. For approved warranty repairs or replacements, Eflyn will cover the cost of necessary replacement parts, labor to perform the authorized repair (depot or remote), and two-way shipping as stated in Section 108. 104.4 Exclusions From Covered Remedy. Unless expressly included in writing, this Warranty does not cover installation, removal, reinstallation, mounting, construction, electrical work, conduit, lifts, site modifications, or other contractor-type services. 104.5 Touchscreen and Display Coverage. Touchscreen/display coverage is governed by Section 104.6 and the exclusions in Section 105.
104.6 Touchscreen and Display Terms.
(a) Covered touchscreen/display failures include manufacturing defects and internal component failures that materially impair Warranted Functionality (for example, a non-responsive touch controller, internal display failure, or other internal defect not caused by impact, liquid ingress, or misuse).
(b) Not covered: cracked glass, chipped edges, punctures, scratches, scuffs, dents, pressure marks, impact damage, vandalism, liquid damage, corrosion, and other accidental damage; burn-in/image retention caused by abnormal or improper use; cosmetic blemishes that do not materially affect Warranted Functionality; and issues caused by improper cleaning agents or methods.
(c) Service method: touchscreen/display repairs are typically performed as depot service. Eflyn may, at its discretion, offer On-Site Service under Section 109. (d) On-site labor: On-Site Service, if offered, is subject to Section 109 and may be covered or billable as stated therein.
105. WHAT THIS WARRANTY DOES NOT COVER
105.1 This Warranty does not cover any problem caused by, arising from, or attributable to:
(a) accident, abuse, misuse, neglect, improper handling, vandalism, theft, impact damage, drops, crushing, punctures, glass breakage, cosmetic damage that does not affect Warranted Functionality, or other accidental damage;
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(b) improper installation, removal, transportation, or packaging, including damage from inadequate packing during shipment;
(c) operation outside rated environmental conditions (including temperature, humidity, dust, liquids, corrosion, salt-air exposure) or use inconsistent with Product documentation; (d) power-related issues, including improper voltage, faulty wiring, lack of surge protection, power surges, lightning, insufficient grounding, or generator/UPS misconfiguration; (e) unauthorized modification, tampering, or repair, including opening sealed enclosures, bypassing safety features, flashing non-approved firmware, rooting/jailbreaking, or altering/removing serial-number labels;
(f) use with incompatible, unsuitable, or unauthorized peripherals, accessories, software, services, or networks;
(g) normal wear and tear, consumables, and items expected to be replaced through normal use (including, where applicable, paper, ink/toner, batteries, filters, fuses, cables, connectors, external adapters, and routine maintenance items);
(h) data loss, corruption, inability to access data, accounts, or content, whether stored locally or in any cloud service;
(i) third-party products or services not manufactured by Eflyn, even if packaged or sold with the Product, except to the extent Eflyn expressly states otherwise on the invoice (third-party items may be covered by the third-party manufacturer’s warranty); (j) security incidents, unauthorized access, credential compromise, malware, phishing, misconfiguration, or issues arising from your network, firewall rules, DNS, certificates, identity providers, VPNs, content filters, or other customer-controlled infrastructure; or (k) issues caused by third-party changes or outages (including ISP issues, cloud provider outages, third-party API changes, or third-party software updates not controlled by Eflyn). 105.2 This Warranty does not guarantee uninterrupted operation, error-free operation, uptime, availability, performance on third-party networks, or the continued compatibility of any third-party services.
105.3 Vandalism/Impact/Accidental Damage Boundary. Damage due to vandalism, impact, or accidental events is excluded under this standard Warranty. Eflyn may provide a paid repair estimate on a case-by-case basis under Section 118.
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106. YOUR RESPONSIBILITIES
106.1 You are responsible for:
(a) following Product documentation and safety instructions, (b) maintaining appropriate power protection (e.g., surge suppression) and operating conditions, (c) backing up data regularly; and
(d) removing or securely wiping confidential information before sending a Product for Service, where feasible.
106.2 If you cannot remove data due to a fault, you acknowledge that Eflyn may need to access the Product for diagnostic purposes. Eflyn is not responsible for loss of data or confidentiality issues resulting from a Product malfunction.
107. HOW TO OBTAIN WARRANTY SERVICE
107.1 Contact. To request Service, contact Eflyn:
(a) Website: www.eflyn.com
(b) Phone: (905) 566-0606
(c) Email (Warranty/Support intake): [email protected]
(d) Legal questions: [email protected]
107.2 Troubleshooting and Remote Triage. Eflyn may require reasonable troubleshooting steps (remote diagnostics, logs, photos, or video) to confirm eligibility and identify the issue. Remote triage is a prerequisite for On-Site Service and Advance Replacement unless Eflyn approves an exception in writing.
107.3 Proof of Purchase. Eflyn may validate your purchase through its records. If Eflyn cannot validate, you may be required to provide proof of purchase. 107.4 RMA Requirement. Eflyn may issue an RMA and shipping instructions. Do not ship a Product without an RMA if one is required.
107.5 Packaging. You must package the Product securely in accordance with Eflyn instructions and Section 108.5. Damage caused by inadequate packaging is not covered.
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108. Two-Way Shipping Covered by Eflyn for Warranty-Eligible Service 108.1 Covered Two-Way Shipping. For Service claims that Eflyn confirms are covered by this Warranty, Eflyn will cover two-way shipping costs by arranging carrier pickup and/or providing prepaid return shipping labels and instructions.
108.2 Shipping Method. Eflyn will select the carrier and service level (typically standard ground).
If you request expedited shipping, you are responsible for any incremental cost unless Eflyn agrees otherwise in writing.
108.3 Shipping Documentation. You must use the RMA and shipping instructions provided by Eflyn. Eflyn may decline or delay processing of Products shipped without an RMA where required.
108.4 Non-Covered Claims. If Eflyn determines the issue is not covered by this Warranty, Eflyn may offer a paid repair option under Section 118, and you may be responsible for shipping costs and/or diagnostic fees to the extent permitted by law and disclosed to you before charges apply. 108.5 Packaging Requirements.
(a) Use the original packaging if available. If not available, use equivalent protective packaging, including sufficient padding to protect the Product from drops and transit vibration. (b) Remove and retain removable media and personal items. Do not include accessories, mounts, cables, keys, or other items unless Eflyn specifically requests them. (c) Clearly label the shipment with the RMA and follow all carrier requirements. (d) Damage caused by inadequate packaging is not covered and may be handled as a non- warranty repair under Section 118.
108.6 Transit Risk. For covered Service returns using Eflyn-provided labels or Eflyn-arranged pickup, Eflyn covers shipping charges. Title and ownership of your Product do not transfer merely by shipment. If Eflyn replaces your Product, the replaced unit becomes Eflyn property under Section 104.3.
108.7 Advance Replacement Shipping. If Eflyn approves Advance Replacement, shipping is covered as stated in this Section 108, subject to Section 111.4 regarding return obligations and any applicable deposit/authorization.
109. IN-PERSON TECHNICIAN SERVICE
109.1 Eflyn may, at its sole discretion, elect to dispatch a technician for On-Site Service when Eflyn determines it is reasonable, efficient, or necessary (for example, when remote resolution is not feasible or when the Product configuration warrants onsite work).
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109.2 Remote triage is required before any On-Site Service unless Eflyn approves an exception in writing.
109.3 Availability and Geographic Limits. On-Site Service availability may be limited by geography, distance, service partner coverage, site access constraints, and scheduling. Eflyn may require depot Service instead.
109.4 Access and Safety. If On-Site Service is approved:
(a) you must provide safe, reasonable access to the Product and the installation environment; (b) you must ensure the site meets basic safety and power requirements; and (c) the technician may refuse or pause service if conditions are unsafe or materially inconsistent with Product requirements.
109.5 Scope of On-Site Service. On-Site Service is limited to work Eflyn authorizes on the Product itself. Construction, electrical work, mounting, conduit, structural modifications, lifts, and other contractor-type services are excluded unless explicitly included in writing. 109.6 Covered vs. Billable On-Site Service. If Eflyn elects On-Site Service as the warranty remedy for a covered defect, Eflyn will cover the authorized on-site labor for that remedy. If On- Site Service is requested by you or is offered by Eflyn as an optional convenience (including for non-warranty issues), travel, on-site labor, and related costs may be billable and will be quoted for approval in advance.
110. SERVICE LEVEL TARGETS
110.1 The following targets are guidelines, not guarantees. Actual times may vary due to parts availability, carrier performance, distance, weather, and other factors outside Eflyn control. 110.2 Business Hours. Unless otherwise stated in writing, “Business Hours” means Monday to Friday, 9:00 a.m. to 5:00 p.m., Pacific Time, excluding holidays. 110.3 Severity Definitions.
(a) Severity 1 (Critical): Product is non-functional or unusable for its primary intended function.
No reasonable workaround.
(b) Severity 2 (High): Major functional impairment; primary functions significantly degraded.
Workaround may exist but is limited.
(c) Severity 3 (Medium): Partial impairment or intermittent issue with practical workaround. (d) Severity 4 (Low): Cosmetic issues, general questions, documentation requests, or non- urgent configuration guidance.
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110.4 SLA Table.
Severity Example Impact Remote Initial Response
Target
Remote Triage Target In-Person
Dispatch Target
Sev 1 Device down, cannot
perform primary function
Within 2 Business Hours Same Business Day
(best effort)
Within 1–3
Business Days
Sev 2 Major degradation,
limited workaround
Within 1 Business Day Within 2 Business Days Within 3–7 Business Days
Sev 3 Minor/intermittent issue Within 2 Business Days Within 5 Business Days As scheduled, if approved
Sev 4 Informational/cosmetic Within 5 Business Days As agreed Not applicable 110.5 Depot Repair/Replacement Target (After Receipt). For covered returns, Eflyn’s typical target is to complete repair or ship a replacement within 5–10 Business Days after the Product is received, subject to parts availability.
111. REPLACEMENT PRODUCTS AND PARTS
111.1 Any replacement may be new, refurbished, or remanufactured, and may contain new or used parts that meet Eflyn quality standards.
111.2 Functionally Equivalent Replacement. If the exact model is not available, Eflyn may provide a functionally equivalent replacement.
111.3 Data and Configuration. Replacement Products may not include your data, software configuration, or content. You are responsible for restoring data and configuration unless Eflyn has separately agreed to a paid migration service.
111.4 Advance Replacement Option (If Approved).
(a) Availability. Eflyn may, at its discretion, offer Advance Replacement for certain covered issues, models, or parts, typically for Severity 1 or Severity 2 cases after remote triage. (b) Return Obligation. If Eflyn ships an advance replacement Product or part, you must return the original Product or part within fourteen (14) calendar days of delivery of the replacement (or other timeframe stated by Eflyn in writing) using Eflyn-provided instructions. (c) Authorization/Deposit. Eflyn may require a credit card authorization or deposit to secure the return of the original Product/part. If the original is not returned within the required period, or is returned with missing components beyond normal wear, Eflyn may charge the replacement value or the difference in value, as permitted by law and disclosed at the time of authorization.
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(d) Condition and Packaging. The original Product/part must be returned in reasonable condition consistent with the reported defect and normal use, and packaged per Section 108.5. Damage due to inadequate packaging may result in a non-warranty handling under Section 118. 112. LIMITATIONS OF LIABILITY
112.1 To the maximum extent permitted by law, Eflyn is not responsible for special, indirect, incidental, or consequential damages, including loss of profits, revenue, business interruption, loss of data, security incidents, or loss of use, arising out of or related to the Product or this Warranty.
112.2 To the maximum extent permitted by law, Eflyn’s total liability for any claim arising out of or related to this Warranty will not exceed the amount you paid for the Product. 112.3 Some limitations may not apply to you depending on applicable law. Nothing in this Warranty is intended to limit any non-waivable rights or remedies you may have under California or federal consumer protection laws.
113. IMPLIED WARRANTIES AND CONSUMER RIGHTS
113.1 This Warranty gives you specific legal rights, and you may also have other rights which vary from state to state.
113.2 Implied warranties, including the implied warranty of merchantability and fitness for a particular purpose, may apply to you. Where permitted by applicable law, the duration of implied warranties is limited to the shortest duration allowed. Some jurisdictions do not allow limitations on how long an implied warranty lasts, so this limitation may not apply to you. 114. DISPUTE RESOLUTION
114.1 If you have a concern, please contact Eflyn first so we can attempt to resolve it through our support process.
114.2 Nothing in this Warranty limits your right to pursue remedies available under applicable law.
115. GOVERNING LAW
115.1 This Warranty is governed by the laws of the State of California, without regard to conflict of laws principles, except where such principles are required to apply the consumer protection laws of another jurisdiction.
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116. CHANGES TO THIS WARRANTY
116.1 Eflyn may update the form of this Warranty for future sales. The version applicable to your purchase is the version provided with your Product or referenced on your invoice/receipt at time of purchase.
117. CONTACT INFORMATION
117.1 Warranty/Support Requests: [email protected]
117.2 Legal Inquiries: [email protected]
117.3 Website: www.eflyn.com
117.4 Phone: (905) 566-0606
118. NON-WARRANTY SERVICE
118.1 If Eflyn determines an issue is not covered by this Warranty (including vandalism, impact damage, accidental damage, liquid damage, corrosion, or excluded causes in Section 105), Eflyn may, at its discretion, offer non-warranty diagnostic and repair services for a fee. 118.2 Estimates and Approval. Non-warranty service may require inspection and diagnosis.
Eflyn may provide a written estimate for parts, labor, and shipping. No non-warranty repair will be performed without your approval of the estimate.
118.3 Costs. Unless prohibited by law, you are responsible for non-warranty costs, including diagnostic fees (if disclosed in advance), parts, labor, and shipping. 118.4 Declined Estimates. If you decline a non-warranty estimate after Eflyn receives the Product, Eflyn may return the Product to you at your expense and may charge disclosed diagnostic or handling fees to the extent permitted by law. 118.5 Limited Service Warranty. If Eflyn performs a paid non-warranty repair, Eflyn may provide a limited service warranty on the specific repaired component or labor as stated on the repair invoice.
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Appendix B
End-User License Agreement (EULA) of E Suite
Effective Date: January 1, 2022
This End-User License Agreement (EULA) of E Suite referred to as the “Service” is between the Seller (“Seller”, “us”, “we” or “our”) and the Buyer (“Buyer”, “you” or “your”).
1. General Service Terms
1.1. The Service. E Suite is a cloud-based program with various modules such as self checkout, wayfinding, unmanned donation, ads campaigns management, ticketing system and various other custom applications inclusive of any and all functionalities, application programming interface, and tools.
1.2. Modification or Discontinuation of the Service. We may add, modify or discontinue any feature, functionality or any other tool, within the Service and/or Sites, at our own discretion and without further notice, however, if we make any material adverse change in the core functionality of the Service, then we will notify you by posting an announcement on the Sites and/or via the Service or by sending you an email.
1.3. No Contingency on Future Releases and Improvements. You hereby acknowledge that your purchase of the Service and/or Third Party Services (as defined below) hereunder are not contingent on the delivery by us of any future release of any functionality or feature, including without limitation, the continuance of: (i) a certain Service beyond its current Subscription Term; or (ii) Third Party Services, or dependent on any public comments we make, orally or in writing, regarding any future functionality or feature.
1.4. Ability to Accept Terms. If you access and use the Sites and/or the Service, you represent and warrant that you are at least 16 years old. The Sites and/or Service are only intended for individuals aged sixteen (16) years or older. We reserve the right to request proof of age at any stage so that we can verify compliance with this paragraph.
2. Account Registration and Administration
2.1. Account Registration. To register to the Service for the first time, you will be provided account credentials as part of the on-boarding process. The first user of the Account is automatically assigned as the Account administrator (the “Admin”).
Your Registration Information. When creating an Account or when you are added into an Account and creating your user profile (the “User Profile”), you : (i) agree to provide us with accurate, complete, and current registration information about yourself; (ii) acknowledge that it is your responsibility to ensure that your password remains confidential and secure; (iii) agree that you are fully responsible for all activities that occur under your User Profile and password, including any integration or any other use of third party Goods or services (and associated
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disclosure of data) in connection with the Service; and (iv) undertake to promptly notify us in writing if you become aware of any unauthorized access or use of your Account or User Profile and/or any breach of these Terms. We may assume that any communications we receive under your User Profile have been made by you. Buyer will be solely responsible and liable for any losses, damages, liability and expenses incurred by us or a third party, due to any unauthorized usage of the Account by either you or any other User or third party on your behalf.
2.3. User Verification. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your Account and/or User Profile. In the event that you or the Admin lose access to an Account or otherwise request information about an Account, we reserve the right to request from you or such Admin (as the case may be) any verification we deem necessary before restoring access to or providing information about such Account.
2.4. Account Admins. The Admin(s) of an Account are, severally and jointly, deemed as the authorized representatives of the Buyer, and any decision or action made by any Admin, is deemed as a decision or action of Buyer. An Admin may assign or add other members of the Account as Admins, which possess important privileges and controls over the use of the Service and the Account, including, without limitation: (i) control your (and other Users) use of the Account; (ii) purchase, upgrade or downgrade the Service; (ii) create, monitor or modify Users’ actions and permissions; (iii) manage the access to, control, remove, share content or otherwise change, all or part of the Buyer's Data (as defined below); and (iv) integrate or disable integration with Third Party Services. You also acknowledge that your Account can become managed by a representative of the entity that owns or controls the email address domain with which your Account was created or registered.
2.5 Other Users. There are several types of Account users, such as guests, viewers and team members, all of whom are defined within the Service and referred to herein as “Authorized Users”, and collectively with the Admin, the “Users”. The features and functionalities available to the Users are determined by the respective subscription plan governing such Account, and the privileges of each such Authorized User are assigned and determined by the Account Admin(s)..
2.6. Responsibility for Authorized Users. Buyer is solely liable and responsible for understanding the settings, privileges and controls for the Service and for controlling whom Buyer permits to become a User and what are the settings and privileges for such User, including without limitation, the right for a User to invite other Users (either paid or unpaid), the right to incur charges on the Account, the right to access, modify or share boards, etc. Buyer is responsible for the activities of all of its Users, including Invoice and how Users use the Buyer's Data, even if those Users are not from Buyer’s organization or domain. Further, Buyer acknowledges that any action taken by a User of Buyer’s Account, is deemed by us as an authorized action by Buyer, hence Buyer shall have no claim in this regard.
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3. Your Buyer's Data
3.1 Buyer's Data. Buyer's Data is any data, file attachments, text, images, reports, personal information, or any other content, that is uploaded or submitted, transmitted or otherwise made available, to or through the Service by you or any User and is processed by us on Buyer’s behalf (the “Buyer's Data”). For the avoidance of doubt, Anonymous Information (as defined below) is not regarded as Buyer's Data. Buyer retains all right, title, interest and control, in and to the Buyer's Data, in the form submitted to the Service. Subject to these Terms, Buyer grants us a worldwide, royalty-free, limited license to access, use, process, copy, distribute, perform, export, and display the Buyer's Data, and solely to the extent that reformatting Buyer's Data for display in the Service constitutes a modification or derivative work, the foregoing license also includes the right to make modifications and derivative works. The afore- mentioned license is hereby granted solely: (i) to maintain and provide you the Service; (ii) to prevent or address technical or security issues and resolve support requests; (iii) to investigate when we have a Good faith belief, or have received a complaint alleging, that such Buyer's Data is in violation of these Terms; (iv) to comply with a valid legal subpoena, request, or other lawful process; and (v) as expressly permitted in writing by you.
3.2. Responsibility for Buyer's Data Compliance. You represent and warrant that: (i) you have or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to grant the rights granted herein, for any Buyer's Data that you submit, post or display on or through the Service; (ii) the Buyer's Data is in compliance with, and subject to, our Acceptable Use Policy (available on www.eflyn.com); and (iii) the Buyer's Data you submit, your use of such Buyer's Data, and our use of such Buyer's Data, as set forth in these Terms, do not and shall not (a) infringe or violate any patents, copyrights, trademarks or other intellectual property, proprietary or privacy, data protection or publicity rights of any third party; (b) violate any applicable local, state, federal and international laws, regulations and conventions, including those related to data privacy and data transfer and exportation (the “Laws”); violate any of your or third party’s policies and terms governing the Buyer's Data. Other than our security and data protection obligations expressly set forth in Section 6, we assume no responsibility or liability for Buyer's Data, and you shall be solely responsible for Buyer's Data and the consequences of using, disclosing, storing, or transmitting it. It is hereby clarified that Seller shall not monitor and/or moderate the Buyer's Data and there shall be no claim against Seller of not acting so.
3.3. No Sensitive Data. You shall not submit to the Service any data that is protected under a special legislation and requires a unique treatment, including, without limitations, (i) categories of data enumerated in European Union Regulation 2016/679, Article 9(1) or any similar legislation or regulation in other jurisdiction; (ii) any protected health information subject to the Health Insurance Portability and Accountability Act (“HIPAA”), as amended and supplemented, or any similar legislation in other jurisdiction, unless Buyer and Seller separately enter into a HIPAA Business Associate Agreement; and (iii) credit, debit or other payment card data subject to PCI DSS or any other credit card schemes.
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4. Public User Submissions.
4.1. Public User Submissions. The Sites may have certain features that allow you to submit comments, information, and other materials publicly (collectively, “Public User Submissions”) and share such Public User Submissions with other Users, or the public. By submitting Public User Submissions through the Sites, you grant us a license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display that Public User Submissions for any purpose, business, including without limitation, for publicizing and promoting Seller, the Service and/or the Sites and for any other lawful purpose, in any media format (e.g. in-print, websites. electronically, broadcast), and you hereby waive, or to the extent legally prohibited, assign to Seller, any moral rights in your Public User Submissions.
4.2. Responsibility for Public User Submissions. You acknowledge and agree that: (i) you have or have obtained all rights, licenses, consents, permissions, power and/or authority, necessary to grant the rights granted herein, for any Public User Submissions that you submit, post or display on or through the Service; (ii) we do not control, and are not responsible for, other content and/or submissions, posted on our Sites and/or Service by others; (iii) by using the Service and/or Sites, you may be exposed to content and/or submissions by other users or site visitors that is offensive, indecent, inaccurate, misleading, or otherwise unlawful; (iv) any Public User Submissions are submitted in accordance with, and subject to our Acceptable Use Policy.
5. Intellectual Property Rights; License.
5.1. Our Intellectual Property. The Service and Sites, inclusive of materials, such as software, application programming interface, design, text, editorial materials, informational text, photographs, illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks (excluding Buyer's Data), any and all related or underlying technology and any modifications, enhancements or derivative works of the foregoing (collectively, “Seller Materials”), are the property of Seller and its licensors, and may be protected by applicable copyright or other intellectual property laws and treaties. As between both Parties, Seller retains all right, title and interest, including all intellectual property rights, in and to the Seller Materials.
5.2. Buyer Reference. Buyer acknowledges and accepts that Seller has the right to use Buyer’s name and logo to identify Buyer as a Buyer of Seller or User of the Service, on Seller’s website, marketing materials or otherwise by public announcements.
5.3. Your Access and Use Rights. Subject to the Purchase Agreement and Terms of Sale, and your compliance thereof, and specifically in strict compliance with our Acceptable Use Policy, we grant you a limited, worldwide, non-exclusive, non-transferable right to access and use the Service and Sites, during the applicable Subscription Term, solely for Buyer’s internal purposes.
5.4. Use Restrictions. Except as expressly permitted in these Terms, you may not, and shall not allow an Authorized User or any third party to: (i) give, sell, rent, lease, timeshare, sublicense,
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disclose, publish, assign, market, resell, display, transmit, broadcast, transfer or distribute any portion of the Service or the Sites to any third party, including, but not limited to your affiliates, or use the Service in any service bureau arrangement; (ii) circumvent, disable or otherwise interfere with security-related features of the Sites or Service or features that prevent or restrict use or copying of any content or that enforce limitations on use of the Service or Sites; (iii) reverse engineer, decompile or disassemble, decrypt or, attempt to derive the source code of, the Service or Sites, or any components thereof; (iv) copy, modify, translate, patch, improve, alter, change or create any derivative works of the Service or Sites, or any part thereof; (v) take any action that imposes or may impose (at Seller's sole discretion) an unreasonable or disproportionately large load on the Seller infrastructure or infrastructure which supports the Sites or Service; (vi) interfere or attempt to interfere with the integrity or proper working of the Service or Sites, or any related activities; (vii) remove, deface, obscure, or alter Seller's or any third party's identification, attribution or copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Service or Sites, or use or display logos of the Service or Sites without Seller’s prior written approval; (viii) use the Service or Sites for competitive purposes, including to develop or enhance a competing service or Good; or (ix) encourage or assist any third party (including other Authorized Users) to do any of the foregoing.
5.5. API Use. We may offer an application programming interface that provides additional ways to access and use the Service ("API"). Such API is considered a part of the Service, and its use is subject to all these Terms. Without derogating from Sections 5.1 through 5.4 hereof, you may only access and use our API for Buyer’s internal business purposes, in order to create interoperability and integration between the Service and other Goods, services or systems you and/or Buyer use internally. When using the API you should follow our relevant developer guidelines. We reserve the right at any time to modify or discontinue, temporarily or permanently, your and/or Buyer’s access to the API (or any part of it) with or without notice. The API is subject to changes and modifications, and you are solely responsible to ensure that your use of the API is compatible with the current version.
6. Privacy and Security
6.1. Security Seller implements reasonable security measures and procedures to assist in protecting your Data.
6.2. Privacy Policy. As a part of accessing or using the Service and the Sites, we may collect, access, use and share certain Personal Data (as defined in the Privacy Policy available on www.EFLYN.com) from, and/or about, you. Please read our Privacy Policy, which is incorporated herein by reference, for a description of such data collection and use practices.
6.3. Anonymous Information. Notwithstanding any other provision of these Terms, we may collect, use and publish Anonymous Information (defined below) relating to your use of the Service and/or Sites, and disclose it for the purpose of providing, improving and publicizing our Goods and services, including the Sites and Service, and for other business purposes. “Anonymous Information” means information which does not enable identification of an
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individual, such as aggregated and analytics information. Seller owns all Anonymous Information collected or obtained by Seller.
7. Third Party Services; Links.
7.1. Third Party Services. The Service enables you to engage and procure certain third party services, Goods, apps and tools in connection with the Service, including, without limitation, third party applications and widgets offered via our integrations offering or which you decide to connect through our API, as part of the Service (collectively, “Third Party Services”).
7.2. Independent Relationship. You acknowledge and agree that regardless of the manner in which such Third Party Services may be offered to you, we merely act as an intermediary platform between you and such Third Party Services, and we do not, in any way, endorse any such Third Party Services, or shall be in any way responsible or liable with respect to any such Third Party Services. Your relationship with such Third Party Services and any terms governing your payment for, and use of, such Third Party Services, including without limitation, the collection, processing and use of your data by such Third Party Services, are subject to a separate contractual arrangement between you and the provider of a Third Party Service (the “Third Party Agreement”). We are not a party to, or responsible, in any manner, for the compliance by you or by the provider of the Third Party Service with the Third Party Agreement.
7.3. Integration with a Third Party Service and your Buyer's Data. Through the Service you and any other Authorized User within the Account, may enable an integration of your Account, including, boards within your Account (or a portion thereof), with Third Party Services, which will allow an exchange, transmission, modification or removal of data between us and the Third Party Service, including without limitation, the Buyer's Data, the scope of which is determined by the applicable actions set by such integration. You hereby acknowledge that any access, collection, transmission, processing, storage or any other use of data, including the Buyer's Data, by a Third Party Service, is governed by the Third Party Agreement, including any applicable privacy policy, and Seller is not responsible for any access, collection, transmission, processing, storage or any other use of data, including the Buyer's Data, by the Third Party Service or for such Third Party Service privacy and security actions, inactions or general practices. By integrating and/or using the Third Party Services, you acknowledge and agree that: (a) you are solely responsible for your compliance with applicable privacy restrictions, laws and regulations, including your use of the Third Party Service and other data activities you may conduct or may permit third parties, including the Third Party Service, to conduct; (b) the activities and use of the data by you and any other Users within the Account, may result in a modification and/or removal of data, either in the Account (i.e. Buyer's Data) and in the integrated Third Party Service. We shall have no obligation of any kind, for any such modification and/or removal of data, either in the Account with us and/or the integrated Third Party Service.
7.4. Use Conditions and Limitations. Both Seller and a Third Party Service may impose, each at its sole discretion, additional conditions or limitations on your access and use of certain Third
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Party Services, including without limitation, imposing a limited quota on the number of actions or other uses (as the case may be). Such additional conditions or limitations shall be indicated wherever relevant within the Service or the Third Party Service or otherwise notified to you or to any other relevant User of the Account.
7.5. Payment for Third Party Services. Third Party Services may be offered free of charge or for a certain fee, either charged directly by the Third Party Service or by Seller. Wherever the Third Party Service requires a payment, it shall be indicated next to the offering of the Third Party Service, unless such price is included within the Subscription Plan (as defined below) for the Service. Whenever Seller charges Buyer on behalf of itself and not as an agent on behalf of the Third Party Service, the payment terms, including the payment of fees, renewal and refund policy, are governed by Sections 8 and 9 herein. Whenever Seller charges Buyer on behalf of the Third Party Services, then Buyer acknowledges that Seller serves only as an intermediary role in facilitating or collecting the applicable fees and taxes from Buyer, for the Third Party Service, thus all payment related issues, including the payment of fees, renewal and refund policy, are governed by the Third Party Agreement.
7.6. Change of Fees. Buyer acknowledges that Seller and any Third Party Service, may change the fees for the Third Party Service from time to time, including imposing a new charge on a Third Party Service that was provided for free.
7.7. Discontinuation of a Third Party Service. Each of Seller and the Third Party Service reserves the right to discontinue the use or suspend the availability of any Third Party Service, for any reason and with no obligation to provide any explanation or notice. Such discontinuation may result in the inability to utilize certain features and actions of the Third Party Service along with our Service.
7.8. Links. The Sites, Service and/or any Third Party Services may contain links to third party websites that are not owned or controlled by us (the “Links”). You acknowledge that we have no control over, and assume no responsibility for the content, privacy policies, or practices of any third party websites. You:
(i) are solely responsible and liable for your use of and linking to third party websites and any content that you may send or post to a third-party website; and (ii) expressly release us from any and all liability arising from your, and in case of a Buyer, all Users’, use of any third party website. Accordingly, we encourage you to read the terms and conditions and privacy policy of each third party website that you may choose to visit.
7.9. LIMITATIONS OF LIABILITY. SELLER BEARS NO RESPONSIBILITY AND/OR LIABILITY
FOR ANY LINKS OR THIRD PARTY SERVICES, INCLUDING WITHOUT LIMITATION, SUCH THIRD PARTY SERVICE’S OPERABILITY OR INTEROPERABILITY WITH OUR SERVICE,
SECURITY, ACCURACY, RELIABILITY, DATA PROTECTION AND PROCESSING
PRACTICES AND THE QUALITY OF ITS OFFERINGS, AS WELL AS ANY ACTS OR OMISSIONS BY THIRD PARTIES. BY ACCESSING AND/OR USING THE THIRD PARTY
SERVICES, YOU ACKNOWLEDGE THAT YOUR ACCESS AND USE OF THE THIRD PARTY
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SERVICES ARE AT YOUR SOLE DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ENSURING SUCH THIRD PARTY SERVICE’S OPERATION AND PRACTICES AND ITS RESPECTIVE THIRD PARTY AGREEMENT, MEET YOUR NEEDS.
8. Subscription Term, Renewal and Fees Payment.
8.1. Subscription Term. The Service is provided on a subscription basis for the term specified in your Invoice and/ or Purchase Agreement, in accordance with the respective subscription plan purchased.
8.2. Subscription Fees. In consideration for the provision of the Service (except for Trial Service), Buyer shall pay us the applicable fees per the purchased Subscription, as set forth in the applicable Invoice (the “Subscription Fees”). Unless indicated otherwise, Subscription Fees are stated in US dollars. Buyer hereby authorizes us, either directly or through our payment processing service, to charge such Subscription Fees via Buyer’s selected payment method, upon due date. Unless expressly set forth herein, the Subscription Fees are non-cancelable and non-refundable. We reserve the right to change the Subscription Fees at any time, upon notice to Buyer if such change may affect Buyer’s existing subscriptions upon renewal. In the event of failure to collect the Fees owed by Buyer, we may, at our sole discretion (but shall not be obligated to) retry to collect at a later time, and/or suspend or cancel the Account, without notice.
8.3. Taxes. The Subscription Fees are exclusive of any and all taxes (including without limitation, value added tax, sales tax, use tax, excise, Goods and services tax, etc.), levies, or duties, which may be imposed in respect of these Terms and the purchase or sale, of the Service hereunder (the “Taxes”), except for Taxes imposed on our income. If Buyer is located in a jurisdiction which requires Buyer to deduct or withhold Taxes or other amounts from any amounts due to us, please notify us, in writing, promptly and we shall join efforts to avoid any such Tax withholding, provided, however, that in any case, Buyer shall bear the sole responsibility and liability to pay such Tax and such Tax should be deemed as being added on top of the Subscription Fees, payable by Buyer.
8.4. Subscription Upgrade. During the Subscription Term, Buyer may upgrade its Subscription Plan by either: (i) adding Authorized Users; (ii) upgrading to a higher type of Subscription Plan; (iii) adding add- on features and functionalities; and/or (iv) upgrading to a longer Subscription Term (collectively, “Subscription Upgrades”). Some Subscription Upgrades or other changes may be considered as a new purchase, hence will restart the Subscription Term and some won’t, as indicated within the Service and/or the Invoice. Upon a Subscription Upgrade, Buyer will be billed for the applicable increased amount of Subscription Fees, at our then-current rates (unless indicated otherwise in an Invoice), either: (1) prorated for the remainder of the then- current Subscription Term, or (2) whenever the Subscription Term is being restarted due to the Subscription Upgrade, then the Subscription Fees already paid by Buyer will be reduced from the new upgraded Subscription Fees, and the difference shall be due and payable by Buyer upon the date on which the Subscription Upgrade was made.
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8.5. Excessive Usage. We shall have the right, including without limitation where we, at our sole discretion, believe that Buyer and/or any of its Users, have misused the Service or otherwise use the Service in an excessive manner compared to the anticipated standard use (at our sole discretion), to offer the Subscription in different pricing and/or impose additional restrictions as for the upload, storage, download and use of the Service, including, without limitation, restrictions on Third Party Services, network traffic and bandwidth, size and/or length of content, quality and/or format of content, sources of content, volume of download time, etc.
8.6. Billing. As part of registering, or submitting billing information, to the Service, Buyer agrees to provide us with updated, accurate and complete billing information, and Buyer authorizes us (either directly or through our affiliates, subsidiaries or other third parties) to charge, request and collect payment (or otherwise charge, refund or take any other billing actions) from Buyer’s payment method or designated banking account, and to make any inquiries that we may consider necessary to validate Buyer’s designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from Buyer’s credit card company or banking account (e.g., updated expiry date or card number as may be provided to us by Buyer’s credit card company).
8.7. Subscription Auto-Renewal. The Seller will disable the auto-renewal option by default unless otherwise requested by the Buyer. Upon renewal, the Seller will issue an invoice for the Buyer’s authorization prior to processing any subscription renewals.
8.8. Discounts and Promotions. Unless expressly stated otherwise in a separate legally binding agreement, if Buyer received a special discount or other promotional offer, Buyer acknowledges that upon renewal of its Subscription, Seller will renew such Subscription, at the full applicable Subscription Fee at the time of renewal.
8.9. Credits. Any credits that may accrue to Buyer’s Account, for any reason (the “Credits”), will expire and be of no further force and effect, upon the earlier of: (i) the expiration or termination of the applicable Subscription under the Account for which such Credits were given; or (ii) in case such Credits accrued for an Account with a Trial Subscription (as defined below) that was not upgraded to a Subscription Plan, then upon the lapse of 90 days of such Credits’ accrual.
Unless specifically indicated otherwise, Credits may be used to pay for the Services only and not for any Third Party Service or other payment of whatsoever kind. Whenever fees are due for any Services, accrued Credits will be first reduced against the Subscription Fees and the remainder will be charged from Buyer’s respective payment method. Credits shall have no monetary value (except for the purchase of Services under the limited terms specified herein) nor exchange value and will not be transferable or refundable.
8.10. Payment through Reseller. If Buyer purchased a Service from a reseller or distributor authorized by us (“Reseller”), then to the extent there is any conflict between these Terms and the agreement entered between Buyer and the respective Reseller, including any purchase order (“Reseller Agreement”), then, as between Buyer and Seller, these Terms shall prevail.
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Any rights granted to Buyer and/or any of the other Users in such Reseller Agreement which are not contained in these Terms, apply only in connection with the Reseller. In that case, Buyer must seek redress or realization or enforcement of such rights solely with the Reseller and not Seller. For clarity, Buyer’s and its Users’ access to the Service is subject to our receipt from Reseller of the payment of the applicable Fees paid by Buyer to Reseller. Buyer hereby acknowledges that at any time, at our discretion, the billing of the Subscription Fees may be assigned to us, such that Buyer shall pay us directly the respective Subscription Fees.
9. Refund Policy; Chargeback.
9.1. Refund Policy. If Buyer is not satisfied with its initial purchase of a Service, Buyer may terminate such Service by providing us a written notice, within 14 days of having first ordered such Services (the “Refund Period”). In the event that Buyer terminates such initial purchase of a Service, within the Refund Period, we will refund Buyer the Subscription Fees paid in respect of such terminated Subscription, in the same currency we were originally paid (the “Refund”). If the Service includes one- time setup and/or activation fees such fees are non-refundable and will not be subject to the Refund Policy. The Refund is applicable only to the initial purchase of the Service by Buyer and does not apply to any additional purchases, upgrades, modification or renewals of such Service. Please note that the Refund amount may be different than the amount Buyer was charged due to currency changes and third party fees, such as wire transfer fees, and we shall not be responsible for any differences caused by change of currency exchange rates or fees that Buyer was charged by third parties. After the Refund Period, the Subscription Fees are non-refundable and non-cancellable. To the extent permitted by law, if we find that a notice of cancellation has been given in bad faith or in an illegitimate attempt to avoid payment for Services actually received and enjoyed, we reserve our right to reject Buyer’s Refund request.
9.2. Non-Refundable Services. Certain Services such as activation and one-time setup fees may be non- refundable. In such an event we will identify such Services as non-refundable, and Buyer shall not be entitled, and we shall not be under any obligation, to terminate the Service and give a Refund.
9.3. Chargeback. If, at any time, we record a decline, chargeback or other rejection of a charge of any due and payable Subscription Fees on Buyer’s Account (“Chargeback”), this will be considered as a breach of Buyer’s payment obligations hereunder, and Buyer’s use of the Service may be disabled or terminated and such use of the Service will not resume until Buyer re-subscribes for any such Service, and pay any applicable Subscription Fees in full, including any fees and expenses incurred by us and/or any Third Party Service for each Chargeback received (including handling and processing charges and fees incurred by the payment processor), without derogating from any other remedy that may be applicable to us under these Terms or applicable law.
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10. Term and Termination; Suspension
10.1 Term. These Terms are in full force and effect, commencing upon the Effective Date, until the end of the Service underlying the Account, either paid or unpaid, unless terminated otherwise in accordance with these Terms.
10.2 Termination for Cause. Either Buyer or us may terminate the Service and these Terms, upon written notice, in case that (a) the other party is in material breach of these Terms and to the extent, curable, fails to cure such breach, within a reasonable cure period, which shall not be less than 10 days following a written notice from by the non-breaching party; or (b) ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within 45 days.
10.3. Termination by Buyer. Buyer may terminate its Subscription to the Service by cancelling the Service and/or deleting the Account, whereby such termination shall not derogate from Buyer’s obligation to pay applicable Subscription Fees except where such termination is made within the Refund Period. In accordance with Section 9 above, unless mutually agreed otherwise by Buyer and us in a written instrument, the effective date of such termination will take effect at the end of the then- current Subscription Term, and Buyer’s obligation to pay the Subscription Fees throughout the end of such Subscription Term shall remain in full force and effect, and Buyer shall not be entitled to a refund for any pre-paid Subscription Fees.
10.4. Effect of Termination of Service. Upon termination or expiration of these Terms, Buyer’s Subscription and all rights granted to you hereunder shall terminate, and we may change the Account’s web address. It is Buyer’s sole liability to export the Buyer's Data prior to such termination or expiration. In the event that Buyer did not delete the Buyer's Data from the Account, we may continue to store and host it until either Buyer or we, at our sole discretion, delete such Buyer's Data, and during such period, Buyer shall still be able to make a limited use of the Service in order to export the Buyer's Data (the “Read-Only Mode”), but note that we are not under any obligation to maintain the Read-Only Mode period, hence such period may be terminated by us, at any time, with or without notice to Buyer, and subsequently, the Buyer's Data will be deleted. Buyer acknowledges the foregoing and its sole responsibility to export and/or delete the Buyer's Data prior to the termination or expiration of these Terms, and therefore we shall not have any liability either to Buyer, nor to any User or third party, in connection thereto. Unless expressly indicated herein otherwise, the termination or expiration of these Terms shall not relieve Buyer from its obligation to pay due Subscription Fees.
11. Suspension
11.1 Without derogating from our termination rights above, we may decide to temporarily suspend the Account and/or a User Profile (including any access thereto) and/or our Service, in the following events: (i) we believe, at our sole discretion, that you or any third party, are using the Service in a manner that may impose a security risk, may cause harm to us or any third party, and/or may raise any liability for us or any third party; (ii) we believe, at our sole
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discretion, that you or any third party, are using the Service in breach of these Terms or applicable Law; (iii) Buyer’s payment obligations, in accordance with these Terms, are or are likely to become, overdue; or (iv) Buyer’s or any of its Users’ breach of the Acceptable Use Policy. The afore-mentioned suspension rights are in addition to any remedies that may be available to us in accordance with these Terms and/or applicable Law.
12. Confidentiality
12.1. Confidential Information. In connection with these Terms and the Service (including the evaluation thereof), each party (“Disclosing Party”) may disclose non-public business, product, technology and marketing information, including without limitation, Buyer’s lists and information, know- how, software and any other non-public information that is either identified as such or should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure, whether disclosed prior or after the Effective Date (the “Confidential Information”) to the other party (“Receiving Party”). For the avoidance of doubt, (i) Buyer Data is regarded as Buyer’s Confidential Information, and (ii) our Site, Service, Trial Service and/or Pre-Released Services, inclusive of their underlying technology, and their respective performance information, as well as any data, reports and materials we provided to you in connection with your evaluation or use of the Service, are regarded as our Confidential Information. Confidential Information does not include information that (a) is or becomes generally available to the public without breach of any obligation owed to the Disclosing Party; (b) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (c) is received from a third party without breach of any obligation owed to the Disclosing Party; or (d) was independently developed by the Receiving Party without any use or reference to the Confidential Information.
12.2. Confidentiality Undertakings by the Receiving Party. The Receiving Party will (i) take at least reasonable measures to prevent the unauthorized disclosure or use of Confidential Information, and limit access to those employees, affiliates, service providers and agents, on a need to know basis and who are bound by confidentiality obligations at least as restrictive as those contained herein; and (ii) not use or disclose any Confidential Information to any third party, except as part of its performance under these Terms and as required to be disclosed to legal or financial advisors to the Receiving Party or in connection with a due diligence process that the Receiving Party is undergoing, provided that any such disclosure shall be governed by confidentiality obligations at least as restrictive as those contained herein.
12.3. Compelled Disclosure. Notwithstanding the above, Confidential Information may be disclosed pursuant to the order or requirement of a court, administrative agency or other governmental body; provided, however, that to the extent legally permissible, the Receiving Party shall make best efforts to provide prompt written notice of such court order or requirement to the Disclosing Party to enable the Disclosing Party to seek a protective order or otherwise prevent or restrict such disclosure.
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13. Warranty Disclaimer
NOTWITHSTANDING ANYTHING IN THESE TERMS OR ELSEWHERE TO THE CONTRARY AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:
13.1. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SITES AND THE SERVICE ARE PROVIDED ON AN "AS IS", “WITH ALL FAULTS” AND "AS AVAILABLE" BASIS, AND WITHOUT WARRANTIES OF ANY KIND. WE AND OUR AFFILIATES, SUBCONTRACTORS,
AGENTS AND VENDORS (INCLUDING, THE THIRD PARTY SERVICE PROVIDERS,
HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND,
INCLUDING WITHOUT LIMITATION, WARRANTIES AND/OR REPRESENTATIONS OF
MERCHANTABILITY, FUNCTIONALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, WHETHER EXPRESS, IMPLIED OR STATUTORY.
13.2. WE AND OUR VENDORS DO NOT WARRANT, AND EXPRESSLY DISCLAIM ANY
WARRANTY OR REPRESENTATION THAT THE SERVICE AND SITES, INCLUDING THE
ACCESS THERETO AND USE THEREOF, WILL BE UNINTERRUPTED, TIMELY, SECURED, ERROR FREE, THAT DATA WON’T BE LOST, THAT DEFECTS WILL BE CORRECTED, OR
THAT THE SITES AND/OR SERVICE ARE FREE FROM VIRUSES OR OTHER HARMFUL CODE. WE AND OUR VENDORS FURTHER DISCLAIM ANY AND ALL LIABILITY OR
RESPONSIBILITY FOR ANY DELAYS, FAILURES, INTERCEPTION, ALTERATION, LOSS,
OR OTHER DAMAGES THAT YOU AND/OR YOUR DATA (INCLUDING BUYER DATA) MAY SUFFER, THAT ARE BEYOND OUR CONTROL.
13.3. EXCEPT AS EXPRESSLY SET FORTH HEREIN, WE DO NOT WARRANT, AND
EXPRESSLY DISCLAIM ANY WARRANTY OR REPRESENTATION (I) THAT OUR SERVICE (OR ANY PORTION THEREOF) IS COMPLETE, ACCURATE, OF ANY CERTAIN QUALITY,
RELIABLE, SUITABLE FOR, OR COMPATIBLE WITH, ANY OF YOUR CONTEMPLATED
ACTIVITIES, DEVICES, OPERATING SYSTEMS, BROWSERS, SOFTWARE OR TOOLS (OR
THAT IT WILL REMAIN AS SUCH AT ANY TIME), OR COMPLY WITH ANY LAWS APPLICABLE TO YOU; AND/OR (II) REGARDING ANY CONTENT, INFORMATION,
REPORTS OR RESULTS THAT YOU OBTAIN THROUGH THE SERVICE AND/OR THE SITES.
14. LIMITATION OF LIABILITY
NOTWITHSTANDING ANYTHING IN THESE TERMS OR ELSEWERE TO THE CONTRARY AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:
14.1. IN NO EVENT SHALL EITHER PARTY HERETO AND ITS AFFILIATES,
SUBCONTRACTORS, AGENTS AND VENDORS (INCLUDING, THE THIRD PARTY SERVICE
PROVIDERS), BE LIABLE UNDER, OR OTHERWISE IN CONNECTION WITH THESE TERMS
FOR (I) ANY INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES; (II) ANY LOSS OF PROFITS, COSTS, ANTICIPATED SAVINGS; (III)
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ANY LOSS OF, OR DAMAGE TO DATA, USE, BUSINESS, REPUTATION, REVENUE OR GOODWILL; AND/OR (IV) THE FAILURE OF SECURITY MEASURES AND PROTECTIONS,
WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY OR
OTHERWISE, AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES IN ADVANCE, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
14.2. EXCEPT FOR THE INDEMNITY OBLIGATIONS OF EITHER PARTY UNDER SECTION 16 (INDEMNIFICATION) HEREIN, YOUR PAYMENT OBLIGATIONS HEREUNDER OR
BREACH OF OUR ACCEPTABLE USE POLICY BY EITHER YOU OR IN CASE OF A BUYER,
ANY OF THE USERS UNDERLYING ITS ACCOUNT, IN NO EVENT SHALL THE TOTAL
AGGREGATE LIABILITY OF EITHER PARTY, ITS AFFILIATES, SUBCONTRACTORS,
AGENTS AND VENDORS (INCLUDING, THE ITS THIRD- PARTY SERVICE PROVIDERS),
UNDER, OR OTHERWISE IN CONNECTION WITH, THESE TERMS (INCLUDING THE SITES
AND THE SERVICE), EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU (IF ANY) DURING THE 12 CONSECUTIVE MONTHS PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. THIS LIMITATION OF LIABILITY IS CUMULATIVE AND NOT PER INCIDENT.
15. Specific Laws; Reasonable Allocation of Risks
15.1. Specific Laws. Except as expressly stated in these Terms, we make no representations or warranties that your use of the Service is appropriate in your jurisdiction. Other than as indicated herein, you are responsible for your compliance with any local and/or specific applicable Laws, as applicable to your use of the Service
15.2. Reasonable Allocation of Risks. You hereby acknowledge and confirm that the limitations of liability and warranty disclaimers contained in these Terms are agreed upon by you and us and we both find such limitations and allocation of risks to be commercially reasonable and suitable for our engagement hereunder, and both you and us have relied on these limitations and risk allocation in determining whether to enter these Terms.
16. Indemnification
Indemnity Conditions. The defense and indemnification obligations of the indemnifying party in this Purchase Agreement are subject to: (i) the indemnified party shall promptly provide a written notice of the claim for which an indemnification is being sought, provided that such indemnitee's failure to do so will not relieve the indemnifying party of its obligations under this Section 16, except to the extent the indemnifying party’s defense is materially prejudiced thereby; (ii) the indemnifying party being given immediate and exclusive control over the defense and/or settlement of the claim, provided, however that the indemnifying party shall not enter into any compromise or settlement of any such claim that that requires any monetary obligation or admission of liability or any unreasonable responsibility or liability by an indemnitee without the prior written consent of the affected indemnitee, which shall not be unreasonably
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withheld or delayed; and (iii) the indemnified party providing reasonable cooperation and assistance, at the indemnifying party’s expense, in the defense and/or settlement of such claim and not taking any action that prejudices the indemnifying party’s defense of, or response to, such claim.
17. Insurance
Consultant shall procure and maintain insurance during the term of this Agreement in the amounts and under the terms set forth in Exhibit A against claims that may arise from or in connection with this Agreement and performance of the Services. Upon reasonable written notice, Consultant shall comply with any changes in the amounts and terms of insurance as may be required from time-to-time by City’s Risk Manager.
18. Third Party Components within Our Service
Our Service includes third party codes and libraries that are subject to third party open source license terms (the “Open Source Code” and the “Open Source Terms”, respectively). Some of such Open Source Terms determine that to the extent applicable to the respective Open Source Code licensed thereunder, such terms prevail over any conflicting license terms, including these Terms. We use our best endeavors to identify such Open Source Code, within our Service, hence we encourage Buyer to familiarize itself with such Open Source Terms. Note that we use best efforts to use only Open Source Codes that does not impose any obligation or affect the Buyer Data or related intellectual property (beyond what is stated in the Open Source Terms and herein), on an ordinary use of our Service that does not involve any modification, distribution or independent use of such Open Source Code.
Notwithstanding anything to the contrary, we make no warranty or indemnity hereunder with respect to any Open Source Codes.
19. Modifications
Occasionally we may make changes to these Terms for valid reasons, such as adding new functions or features to the Service, technical adjustments, typos or error fixing, for legal or regulatory reasons or for any other reasons as we deem necessary, at our sole discretion.
When we make material changes to these Terms, we’ll provide the Buyer with notice as appropriate under the circumstances, e.g., by displaying a prominent notice within the Service or by sending Buyer an email. Your continued use of the Service after the changes have been implemented will constitute your acceptance of the changes.
20. Governing Law; Jurisdiction
20.1. These Terms and any action related thereto will be governed and interpreted by and under the laws of CA, United States without giving effect to any conflicts of laws principles that require the application of the law of a different jurisdiction. Courts of competent jurisdiction located in CA, United States, shall have the sole and exclusive jurisdiction and venue over all
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controversies and claims arising out of, or relating to, these Terms. You and us mutually agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms. Notwithstanding the foregoing, Seller reserves the right to seek injunctive relief in any court in any jurisdiction.
20.2. Class Action Waiver. WHERE PERMITTED UNDER APPLICABLE LAW, YOU AND Seller
AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER PARTY ONLY IN
YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and Seller mutually agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
20.3. Mediation. To the extent permitted under applicable Law, you and Seller hereby irrevocably agree to the following provisions:
20.3.1 Dispute Resolution. Any dispute, claim, or controversy between you and us arising in connection with, or relating in any way to, these Terms (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination or expiration of these Terms) will first be resolved by the parties agreeing to try to resolve the dispute through informal discussions. If either party feels that informal efforts are not sufficient to resolve a dispute, it may initiate mediation before a single mediator at JAMS Mediation, Arbitration and ADR Services (JAMS) in Alameda County, California or other alternative dispute resolution procedures mutually agreed to by the parties, before a mediator agreed to by both parties.
Each party agrees to execute any and all documents as may be necessary to engage in mediation, and the cost of any mediation shall be paid equally by the parties. In the event of litigation, the prevailing party shall recover costs of such proceedings from the non-prevailing party.
20.3.2. Exception. Notwithstanding clause 19.3.1 above, you and Seller both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to seek injunctive relief in a court of law. In addition to the above, notwithstanding clause 19.3.1 above, Seller may file a suit in a court of law against you to address intellectual property infringement claims.
20.3.3. Notice; Process. A party who intends to seek mediation must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or in the event that we do not have a physical address on file for you, by electronic mail (“Dispute Notice”). The Dispute Notice must (i) describe the nature and basis of the claim . Without derogating from the generality of the confidentiality protection under Section 18.3.3 above, all documents and information disclosed in the course of the mediation shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the mediation or the enforcement of the mediator’s decision and award and shall
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not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable Law. Except as required to enforce the mediator’s decision and award, neither you nor us shall make any public announcement or public comment or originate any publicity concerning the mediation, including, but not limited to, the fact that the parties are in dispute, the existence of the mediation, or any decision or award of the mediator.
21. General Provisions
21.1. Force Majeure. Neither us nor you will be liable by reason of any failure or delay in the performance of its obligations on account of events beyond the reasonable control of a party, which may include denial-of-service attacks, interruption or failure of the Internet or any utility service, failures in third-party hosting services, strikes, shortages, riots, fires, acts of God, war, and terrorism.
21.2. Relationship of the Parties; No Third-Party Beneficiaries. The parties are independent contractors. These Terms and the Service provided hereunder, do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.
There are no third-party beneficiaries to these Terms.
21.3. Notice. We shall use your contact details that we have in our records, in connection with providing you notices, subject to this Section 20.4. Our contact details for any notices are detailed below. You acknowledge notices that we provide you, in connection with these Terms and/or as otherwise related to the Service, shall be provided as follows: via the Service, including by posting on our Sites or posting in your account, text, in-app notification, e-mail, phone or first class, airmail, or overnight courier. You further acknowledge that an electronic notification satisfies any applicable legal notification requirements, including that such notification will be in writing. Any notice to you will be deemed given upon the earlier of: (i) receipt; or (ii) 24 hours of delivery. Notices to us shall be provided to Seller Ltd., attn: General Counsel, at [email protected], or sent to 8570 Stanton Ave, Buena Park, CA 90620.
21.4. Assignment. These Terms, and any and all rights and obligations hereunder, may not be transferred or assigned by you without our written approval, provided that you may assign these Terms to your successor entity or person, resulting from a merger, acquisition, or sale of all or substantially all of your assets or voting rights, except for an assignment to a competitor of Seller, and provided that you provide us with prompt written notice of such assignment and the respective assignee agrees, in writing, to assume all of your obligations under these Terms. We may assign our rights and/or obligations hereunder and/or transfer ownership rights and title in the Service to a third party without your consent or prior notice to you. Subject to the foregoing conditions, these Terms shall bind and inure to the benefit of the parties, their respective successors, and permitted assigns. Any assignment not authorized under this Section 20.5 shall be null and void.
21.5. Severability. These Terms shall be enforced to the fullest extent permitted under applicable Law. If any provision of these Terms is held by a court of competent jurisdiction to be
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contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms will remain in effect.
21.6. No Waiver. No failure or delay by either party in exercising any right under these Terms will constitute a waiver of that right. No waiver under these Terms will be effective unless made in writing and signed by an authorized representative of the party being deemed to have granted the waiver.
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CITY COUNCIL STAFF REPORT
ITEM NO. 7.1
DATE:
February 23, 2026
TO:
Honorable Mayor and City Council
FROM:
Brent Smith, Community Development Director
SUBJECT:
Public hearing, landowner election, declaration of results, and actions related to formation of Community Facilities District No. 2026-1 (Garaventa Services) located north of Altamont Creek Elementary School along Bear Creek Drive pursuant to the Mello- Roos Community Facilities Act of 1982.
RECOMMENDED ACTION
Staff recommends the City Council take the following actions in connection with the proposed formation of Community Facilities District No. 2026-1:
1 .
Conduct the public hearing and consider written and oral protests; 2 .
Adopt the resolution of formation of a Community Facilities District; 3 .
Adopt a resolution calling a special landowner election for a community facilities district, and direct the City Clerk to complete the landowner elections;
4 .
Adopt a resolution declaring the results of the special landowner election and, if the election is successful, direct recording of Notice of Special Tax Lien; and 5 .
Introduce an ordinance levying special taxes within the CFD.
DECISION TYPE
Administrative
SUMMARY
To meet the conditions of approval for Tentative Tract 8094, north of Altamont Creek Elementary School along Bear Creek Drive, the property owner, Livermore LT Ventures I Group, LLC, has submitted a signed petition and consents to the formation of Community Facilities District No. 2026-1 (Garaventa Services) (the "CFD").
A petition was filed by the property owner, Livermore LT Ventures I Group, LLC, requesting the City Council undertake proceedings under the Mello-Roos Act and waive all applicable election notices and waiting periods to expedite the completion of the district formation. On January 12, 2026, the City Council adopted a Resolution of Intention to form the CFD, approving the Rate and Method of 194
Apportionment of Special Tax ("RMA") for the CFD, calling for a public hearing, and directing the City Engineer to prepare and file with the City Clerk a CFD Report describing the services that will be provided by the CFD and an estimate of the fair and reasonable costs to provide the services and incidental expenses associated with the CFD.
Following the public hearing, the City Council may establish the CFD and call for a special landowner election. The property owner will vote on: (1) the levy of the special taxes on taxable property in the CFD pursuant to the RMA; and (2) the appropriation limit for the CFD. The first-year assessment of the special tax for the property will reflect the costs of maintaining the improvements and an additional amount to reimburse the City for costs of forming the CFD.
The maximum annual operation and maintenance costs for the CFD is estimated at $142,213 for FY 2025-26. This cost will be spread over the 44 residential units within Vesting Tentative Tract 8094. This maximum annual operation and maintenance cost establishes the Max Cap of the annual assessment for the CFD and will be adjusted annually on July 1, based upon the prior calendar year's change in the Consumer Price Index - All Urban Consumers (San Francisco-Oakland-San Jose, CA) plus one percent (CPI +1%).
DISCUSSION
Development projects with new public amenities such as trails, landscaping, and other public infrastructure are required, through conditions of approval, to provide for the long-term maintenance of the new infrastructure.
The Garaventa Hills residential development Tract 8094, located north of Altamont Creek Elementary School along Bear Creek Drive, was conditioned to form a maintenance district to finance the maintenance and operation of the new storm drain outfalls to Altamont Creek, the multi-use trails located within the project's open space, long-term repair and replacement costs of the new pedestrian bridge that will connect Hawk Street to the Garaventa Hill Development for pedestrian and emergency vehicle access. The owners of the project have elected to form Community Facilities District 2026-1 (Garaventa Services) pursuant to the Mello-Roos Act of 1982.
The City Council received a petition from the property owner, Livermore LT Ventures I Group, LLC, requesting initiation of formation of a CFD to finance certain ongoing public maintenance and services and waiving the otherwise applicable election time periods and procedures. The City Council adopted a Resolution of Intention to form the CFD and set a public hearing for February 23, 2026, for consideration of the formation of the CFD, including the levy of special taxes according to the RMA and the proposed services to be financed by the special taxes. The RMA has been reviewed by the property owner and is attached to the Resolution of Formation. The boundary map was recorded in the Alameda County real property records, a notice of the public hearing has been published, and a Community Facilities District Report has been prepared and has been published on the City's website.
The areas to be maintained with the Garaventa Hills Maintenance and Services CFD funding include:
New storm drain outfalls to Altamont Creek
The multi-use trails located within the project's open space Long-term repair and replacement costs of the new pedestrian bridge that will connect Hawk Street to the Garaventa Hill Development for emergency vehicle access
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Cost for administration of the CFD maintenance items, as well as Alameda County's collection of the special taxes, will also be funded by the CFD and are further defined in the description of services attached to the Resolution of Intention.
On February 2, 2026, a ballot was mailed to the property owner, referencing the RMA. Ballots are due to the City Clerk no later than 7:00 pm on February 23, 2026.
The City Council will conduct the public hearing. The public hearing provides an opportunity for public inquiry into the formation of the CFD (including the RMA and the proposed services). At the conclusion of the public hearing, the City Council is asked to consider and adopt the following resolutions:
1 .
A Resolution of Formation of Community Facilities District and Authorizing and Directing Actions Related Thereto; and
2 .
A Resolution Calling a Special Landowner Election for a Community Facilities District and Authorizing and Directing Actions Thereto.
After calling the special election and receiving the sealed ballot, the City Clerk will open and tabulate the ballot and announce the results of the election. The number of votes allocated to the property owner is based on the number of acres; the Mello-Roos Act specifies that each property owner in the CFD will be allocated one vote for each acre or portion of an acre of taxable property owned in the CFD. The City Clerk will then complete the election canvass.
Assuming two-thirds of the votes cast at the election are in favor of the ballot measure, the City Council will consider and is asked to adopt the following resolution and introduce the following ordinance:
A Resolution Declaring Results of a Special Landowner Election and Directing Recording of a Notice of Special Tax Lien, and Authorizing and Directing Actions Related Thereto (the City Clerk's canvass will be attached to this Resolution); and
An Ordinance Levying a Special Tax within City of Livermore Community Facilities District 2026-1 (Garaventa Services) (the "Ordinance").
Following these actions, the City Clerk will record a Notice of Special Tax Lien against the parcels of the CFD within 15 days after the election. The Ordinance authorizes and levies the Special Tax in perpetuity within the CFD in accordance with the RMA. The Ordinance will go into effect 30 days from the date of final passage, which is anticipated for the City Council meeting on March 9, 2026.
FISCAL AND ADMINISTRATIVE IMPACTS
The City will administer the CFD on an annual basis and will budget for, and manage, the necessary maintenance, operation, and administration. All related expenditures will be paid by the CFD. The estimated annual cost for maintaining all the items in the Description of Services for the CFD is approximately $142,213.
The FY 2025-26 Special Tax Requirement Maximum Cap is estimated at $142,213, which is an average of $3,233 per residential unit. The maximum cap will escalate on July 1, 2026, and annually each July 1 thereafter, based upon the prior calendar year’s change in the Consumer Price Index (CPI)– All Urban Consumers (San Francisco-Oakland-San Jose, CA) plus one percent (CPI + 1%).
COMMUNITY PILLAR
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1: A Safe Community That Thrives
GOAL
9: Facilitate new development consistent with the City's General Plan
ATTACHMENTS
1. CFD Report
2. Resolution of Formation
3. Exhibit A - Description of Services
4. Exhibit B - Rate and Method of Apportionment
5. Resolution Calling for Election
6. Exhibit A - Full Text of Ballot Measures
7. Exhibit B - Official Ballot
8. Resolution Declaring Results
9. Exhibit A - Canvass and Statement of Result of Election
10. Ordinance
Prepared by: Jarrett Rasmussen
Associate Civil Engineer
Approved by:
____________________________________
Marianna A. Burch
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
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City of Livermore
Community Facilities District No. 2026-1
(Garaventa Services)
COMMUNITY FACILITIES DISTRICT REPORT
CONTENTS
Introduction
A. Description of Services
B. Proposed Boundaries of the Community Facilities District
C. Cost Estimate
D. Rate and Method of Apportionment of Special Tax
* * * * * * * * * * * *
EXHIBIT A – Description of the Services
EXHIBIT B – Boundary Map
EXHIBIT C – Cost Estimate
EXHIBIT D – Rate and Method of Apportionment of Special Tax
ATTACHMENT 1
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ATTACHMENT 1
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A-1
EXHIBIT A
CITY OF LIVERMORE
Community Facilities District No. 2026-1
(Garaventa Services)
DESCRIPTION OF SERVICES
Special Taxes collected in the CFD will fund, in wh ole or in part, the services listed below. Services may be performed inside the CFD and outside the CFD if the City has concluded that such services would benefit properties in the CFD.
1. Trail Improvement Services
Trail Improvement Services include the maintenance, operation and repair and replacement of the multi-use trails within the proj ect’s open space. Trail Improvement Services also include trash pickup, weed control, a nd flood and storm protection services, clearing, removals and grading. The costs of Trail Improvement Services include any associated electricity, water, and othe r utility costs. Trail Improvements include, but are not limited to, maintenance, opera tion, repair and replacement of storm drain system (including pipe, catch basins and manh oles), permeable swale, rip rap, pavement restoration and rehabilitation, sidewalks, curbs and gutters, driveways to adjacent roadways, bollards, retaining walls, gates, fences, signage and monuments.
2. Hawk Street Bridge Services
Hawk Street Bridge Services include the maint enance, operation and repair and replacement of the street improvements along Hawk S treet. Hawk Street Bridge Services include, but are not limited to, maintenan ce operation, repair and replacement of AC pavement, Altamont School driveway, retaining wall, removable bollard, water line system, signage and striping. The costs of Hawk Str eet Bridge Services include any associated electricity, water, and other utility costs.
3. Storm Drain Outfall Services
Storm Drain Outfall Services include the maintenanc e, operation and repair and replacement of the storm drain outfalls to Altamont Creek. Storm Drain Outfall Services include, but are not limited to, maintenance, opera tion, repair and replacement of storm drain pipes, manholes, outfalls and rip rap dissipa ters. The costs of Storm Drain Outfall Services include any associated electricity, water, and other utility costs.
4. Maintenance and Operation of Other Property.
Maintenance and operation of any real property or o ther tangible property with an estimated useful life of five or more years that is owned by the City or by another local agency pursuant to an agreement entered into under Section 53316.2.
MISCELLANEOUS ITEMS RELATED TO THE SERVICES
1. Definitions
ATTACHMENT 1
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A-2
a. “Services” has the meaning given that term in th e Mello-Roos Community Facilities Act of 1982, as amended (the “Act”).
b. “Maintenance” has the meaning given that term in the Act, and includes, but is not limited to, servicing, repair and removal.
2. Reserves. Special taxes may be used to fund oper ating reserves, capital reserves, and “costs” and “incidental expenses” rel ated to the authorized Services as those terms are defined in the Act.
3. Delinquencies. Special taxes may be levied to cu re actual or estimated delinquencies in such special taxes for the current or previous fiscal years.
4. Performance of Services. The Services may be per formed by the City, or the City may engage a third party (including any owner of pr operty in the CFD or a property owners’ association) by contract to perform the services.
5. Administrative Expenses. The CFD will also finan ce the expenses incurred by the CFD in administering the CFD, including, but not limited to, the levy and collection of the special taxes, the fees and expenses of the City’s legal counsel, costs related to annexing property into the CFD, charges levied by t he County of Alameda (“County”) in connection with the levy and collection of the spec ial taxes, costs related to property owner inquiries regarding special taxes, costs asso ciated with appeals or requests for interpretation associated with the special taxes an d the Rate and Method, costs associated with foreclosure and collection of delinquent special taxes and all other costs and expenses of the City and County in any way rela ted to the establishment or administration of the CFD.
ATTACHMENT 1
201
B-1
EXHIBIT B
City of Livermore
Community Facilities District No. 2026-1
(Garaventa Services)
BOUNDARY MAP
Reference is hereby made to the map on file in the office of the City Clerk for a description of the boundaries of the CFD. A reduce d copy of the Boundary Map for Community Facilities District No. 2026-1 (Garaventa Services) is included on the following page.
ATTACHMENT 1
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ATTACHMENT 1
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C-1
EXHIBIT C
City of Livermore
Community Facilities District No. 2026-1
(Garaventa Services)
Cost Estimate
Direct Costs Annual Cost Estimate
Subtotal Annual Services Costs $116,496
10% Contingency $11,650
10% City Administration costs $11,650
CFD Administration
Subtotal Contingency and Administration $23,300
Total Annual Services, Contingency and Administration Costs $1 39,796
Alameda County Collection Charge (1.7% of total) $2,418
Total $142,213
ATTACHMENT 1
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D-1
EXHIBIT D
City of Livermore
Community Facilities District No. 2026-1
(Garaventa Services)
RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
ATTACHMENT 1
205
City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 1
RATE AND METHOD OF APPORTIONMENT
FOR CITY OF LIVERMORE
COMMUNITY FACILITIES DISTRICT NO. 2026-1
(GARAVENTA SERVICES)
A Special Tax, as hereinafter defined, shall be lev ied and collected in City of Livermore Community Facilities District No. 2026-1 (Garaventa Services) (“CFD No. 2026-1”) each Fiscal Year commencing in Fiscal Year 2025/26, in an amount determined by the application of the procedures below. All Taxable Property, as hereinafter defined, unless exempted b y law or by the provisions hereof, shall be taxed f or the purposes, to the extent and in the manner herein provided.
A. DEFINITIONS
The terms hereinafter set forth have the following meaning:
“Accessory Dwelling Unit” or “ADU” means all Assessor’s Parcels of Residential Property for which a building permit(s) has been issued for an “Accessory Dwelling Unit” that is separate from a primary Unit, as defined in California Government Code Sect ion 66313, as may be amended from time to time, that is accessory to a primary Unit.
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as sho wn on an Assessor’s Parcel Map or in the Assessor’s Data for each Assessor’s Parcel. In the event the Assessor’s Parcel Map or Assessor’s Data shows no Acreage, the Acreage for any Assessor’s Parcel shall be determined by the CFD Administrator based upon the applicable final m ap, parcel map, condominium plan, or other recorded County parcel map. If the preceding maps are not available, the Acreage of an Assessor’s Parcel may be determined utilizing GIS.
“Act” means the Mello-Roos Community Facilities Act of 19 82, as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State. “Administrative Expenses” means the actual or reasonably estimated costs dir ectly related to the administration of CFD No. 2026-1 including, but not limited to, the following: the costs of computing the Annual Special Tax Requirement and of preparing the Special Tax collection schedules; the costs of collecting the Special Tax, including any charge s levied by the County Auditor’s Office, Tax Collector’s Office or Treasurer’s Office; the costs of the City or designee in complying with the disclosure requirements of the California Governmen t Code (including the Act), including public inquiries regarding the Special Tax; the costs of t he City or designee related to an appeal of the Special Tax; and the costs of commencing and pursui ng to completion any action arising from any delinquent Special Tax in CFD No. 2026-1. Administr ative Expenses shall also include amounts estimated or advanced by the City or CFD No. 2026-1 for any other administrative purposes, including, but not limited to, attorney’s fees.
“Annual Services Costs” means the respective amounts determined by the CFD Administrator required to fund services authorized to be funded b y CFD No. 2026-1 for the applicable yearly period.
ATTACHMENT 1
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City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 2 “Annual Special Tax Requirement” means that amount with respect to CFD No. 2026-1 determined by the City Council or designee as required in any Fiscal Year to pay: (1) the Administrative Expenses, (2) the Annual Services Costs, (3) any amount requi red to establish or replenish any reserve or replacement fund established in connection with CFD No. 2026-1, and (4) any reasonably anticipated delinquent Special Tax based on the del inquency rate for any Special Tax levied in the previous Fiscal Year.
“Assessor’s Data” means Assessor’s Parcel Number, Units, Building Square Feet, Acreage, or other information contained in the records of the County Assessor for each Assessor’s Parcel. “Assessor’s Parcel” or “Parcel” means a lot or parcel shown in an Assessor’s Parce l Map and/or Assessor’s Data with an assigned Assessor’s Parcel Number. “Assessor’s Parcel Map” means an official map of the Assessor of the Count y designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” means, with respect to an Assessor’s Parcel, that number assigned to such Assessor’s Parcel by the County Assessor for purposes of identification. “Building Square Feet” or “BSF” means all of the square footage within the perimet er of a structure, not including any carport, walkway, gara ge, overhang, patio, enclosed patio, or similar area. The determination of Building Square Feet shall be made by reference to the Assessor’s Data.
If the Assessor’s Data does not show Building Squar e Feet, building permit(s) issued for such structure, or other records of the City shall be used, as determined by the CFD Administrator. “CFD Administrator” means an official of the City, or designee thereof, responsible for determining the Annual Special Tax Requirement and providing for the levy and collection of the Special Taxes. “CFD No. 2026-1” means the City of Livermore Community Facilities District No. 2026-1 (Garaventa Services).
“City” means the City of Livermore.
“City Council” means the City Council of the City, acting as the legislative body of CFD No. 2026-1. “County” means the County of Alameda.
“County Assessor” means the County Assessor of the County. “Developed Property” means, in any Fiscal Year, all Taxable Property in CFD No. 2026-1 for which a building permit for new construction was issued by the City prior to June 30 of the preceding Fiscal Year.
“Exempt Property” means all Assessors’ Parcels within the boundary of CFD No. 2026-1 which are exempt from the Special Tax pursuant to Section E.
"Final Subdivision Map" means a subdivision of property created by recordat ion of a final subdivision map, parcel map or lot line adjustment, approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or recordation of a condominium plan ATTACHMENT 1
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City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 3 pursuant to California Civil Code 4120, that create s individual lots for which residential building permits may be issued without further subdivision of such property. “Fiscal Year” means the period starting July 1 and ending on the following June 30. “GIS” means a geographic information system.
“Maximum Special Tax” means the maximum Special Tax authorized to fund the Annual Special Tax Requirement in any Fiscal Year that may apply to Taxable Property as described in Section C. “Non-Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit(s) was issued for a non-residential use.
“Open Space Property” means property within the boundaries of CFD No. 2026-1 which (i) has been designated with specific boundaries and Acreage on a Final Subdivision Map as open space, (ii) is classified by the County Assessor as open space, (iii) has been irrevocably offered for dedication as open space to the federal government, the State, the County, the City, or any other public agency, or (iv) is encumbered by an easement or other restr iction required by the City limiting the use of such property to open space.
“Property Owners’ Association” means any property owners’ association. As used in this definition, a Property Owners’ Association includes any home-ow ner’s association, condominium owners’ association, master or sub-association or non-residential owners’ association. “Property Owners’ Association Property” means any property within the boundaries of CFD No . 2026-1 which is (a) owned by a Property Owners’ Ass ociation or (b) designated with specific boundaries and acreage on a Final Subdivision Map as property owners’ association property. “Proportionately” means for Taxable Property that the ratio of the Special Tax levy to the Maximum Annual Special Tax is equal for all Assessors’ Parcels of Taxable Property levied within each property land use classification within CFD No. 2026-1.
“Public Property” means any property within the boundaries of CFD No. 2026-1 which (i) is owned by a public agency, (ii) has been irrevocably offer ed for dedication to a public agency, or (iii) is designated with specific boundaries and Acreage on a Final Subdivision Map as property which will be owned by a public agency. For purposes of this d efinition, a public agency includes the federal government, the State, the County, the City, school districts, or any other public agency. “Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential dwelling units. “Special Tax” means the amount levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property to fund the Annual Special Tax Requirement.
“State” means the State of California.
“Taxable Property” means all of the Assessor’s Parcels within the bou ndaries of CFD No. 2026-1 that are not exempt from the Special Tax pursuant to law or Section E below. “Undeveloped Property” means all of the Assessor’s Parcels within the boundaries of CFD No. 2026- ATTACHMENT 1
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City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 4 1 that is not classified as Developed Property, Ope n Space Property, Property Owners’ Association Property, or Public Property.
“Unit” means an individual residential dwelling unit. The number of Units assigned to each Assessor’s Parcel may be determined by (i) referencing Assessor’s Data, (ii) site surveys and physical unit counts, and/or (iii) other research by the CFD Administrator. “Welfare Exempt Property” means, in any Fiscal Year, all Parcels within the boundaries of CFD No. 2026-1 that (a) have been granted a welfare exempti on by the County under subdivision (g) of Section 214 of the Revenue and Taxation Code indica ted in the Assessor’s Data finalized as of January 1 of the previous Fiscal Year, and (b) are exempt from the Special Tax pursuant to Section 53340(c) of the Act.
B. DETERMINATION OF TAXABLE PARCELS
Each Fiscal Year, the CFD Administrator shall determine the valid Assessor’s Parcel Numbers for all Taxable Property within CFD No. 2026-1. If any Asse ssor’s Parcel Numbers are no longer valid, the CFD Administrator shall determine the new Assessor’s Parcel Number or Numbers in effect for the then-current Fiscal Year. To the extent a Parcel or Parcels of Taxable Property are subdivided, consolidated, or otherwise reconfigured, the Maximu m Special Tax shall be assigned to the new Assessor’s Parcels Numbers pursuant to Section C. T he CFD Administrator shall also determine: (i) which Parcels are Taxable Property; (ii) the number of Units or Building Square Footage each Parcel contains; (iii) the property type, i.e., Residentia l Property, Non-Residential Property, etc.; and (iv ) the Annual Special Tax Requirement for the Fiscal Year.
C. MAXIMUM ANNUAL SPECIAL TAX RATES
The Maximum Special Taxes for each Assessor’s Parcel of Taxable Property shall be assigned below:
1. Maximum Special Taxes
The Maximum Special Tax for each Assessor’s Parcel of Taxable Property shall be assigned according to Table 1 below:
TABLE 1
MAXIMUM SPECIAL TAX RATES
FISCAL YEAR 2025/26*
Land Use Category Maximum Special Tax Rate Per
Residential Property $3,233.00 Unit
Accessory Dwelling Unit See below
*On July 1 of each Fiscal Year, commencing on July 1, 2026, the Maximum Special Tax rates shall be increased by the February annual percentage change in the Consumer Price Index for all Urban Consumers (“CPI-U”) for the San Francisco-Oakland-H ayward, CA, plus one percent (1.0%). If the percentage change in the CPI-U is negative, the Maximum Special Tax rates shall not be decreased. In the event the index described above ceases to be publis hed, it shall be replaced by another reasonably comparable index, as determined by the City.
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City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 5
2. Accessory Dwelling Units
The Maximum Special Tax for an Accessory Dwelling Unit shall be calculated as a percentage of the Maximum Special Tax for the primary Unit the ADU is accessory to, based on Building Square Footage. For example, if a primary Unit of Resident ial Property with 2,000 BSF has an ADU of 800 BSF, the Maximum Special Tax for the ADU shall be calculated by the following steps:
1. 800 BSF / 2,000 BSF = 0.40 or 40%
2. $3,233.00 Maximum Special Tax per Unit x 40% = $1,293.20 Maximum Special Tax for such ADU
3. Assignment of Maximum Special Tax to Newly Created Assessor’s Parcel(s) When an Assessor’s Parcel changes or subdivides, th e Maximum Special Tax shall be assigned to each newly created Assessor’s Parcel so that there is no net loss in the Maximum Special Tax revenue to be generated as a result of changes in the planned development.
When an Assessor’s Parcel changes or subdivides, and there are changes to the overall planned development within CFD No. 2026-1, the process for assigning the Maximum Special Tax to each newly created Assessor’s Parcel is as follows:
Step 1: Sum the expected Maximum Special Tax assigned to each Assessor’s Parcel that is being changed or subdivided.
Step 2: Identify the newly created Assessor’s Parce l(s) of Taxable Property created by the change or subdivision and assign the Maximum Specia l Tax to each newly created Assessor’s Parcel of Taxable Property according to the then-cu rrent Maximum Special Tax Rates for each Land Use Category. Sum the Maximum Special Tax assi gned to each newly created Assessor’s Parcel of Taxable Property.
Step 3: Divide the total expected Maximum Special Tax in Step 1 by the total Maximum Special Tax assigned in Step 2 to arrive at a fraction.
Step 4: Apportion the total Maximum Special Tax from Step 1 to each newly created Assessor’s Parcel of Taxable Property by multiplying each newl y created Assessor’s Parcel fraction, determined in Step 3, by the then-current Maximum S pecial Tax Rates for each Land Use Category.
Step 5: The Maximum Special Tax assigned to each ne wly created Assessor’s Parcel of Taxable Property shall be the greater of the Maximum Specia l Tax assigned in Step 2 or the Maximum Special Tax calculated in Step 4.
When an Assessor’s Parcel changes or subdivides, an d there are no changes to the planned development within CFD No. 2026-1, the Maximum Spec ial Tax shall be assigned according to Table 1.
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City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 6 The planned development for CFD No. 2026-1 is provided in the table below:
Land Use Category
Planned
Development
Residential Property 44 Units
Once created, if a newly created Assessor’s Parcel( s) of Taxable Property further changes or subdivides, the above steps shall be repeated to de termine the Maximum Special Tax for the additional newly created Assessor’s Parcel(s) of Ta xable Property created from the change or subdivision.
D. METHOD OF APPORTIONMENT OF THE SPECIAL TAXES
All Taxable Property shall be subject to the Specia l Tax defined as follows. The Special Tax shall be levied each Fiscal Year by the CFD Administrator.
The Annual Special Tax Requirement shall be apportioned to each Parcel within CFD No. 2026-1 by the method shown below.
First: Determine the Annual Special Tax Requirement.
Second: Levy the Special Tax on each Parcel of Deve loped Property, Proportionately, up to the applicable Maximum Special Tax.
Under no circumstances will the Special Taxes on an y Assessor’s Parcel of Developed Residential Property be increased by more than 10% as a consequence of delinquency or default by the owner of any other Assessor’s Parcel within CFD No. 2026-1.
E. EXEMPTIONS
Notwithstanding any other provision of this Rate an d Method of Apportionment of Special Tax, no Special Tax shall be levied on Non-Residential Prop erty, Open Space Property, Property Owners’ Association Property, Undeveloped Property, Assesso r’s Parcels with public or utility easements making impractical their utilization for any use other than the purposes set forth in the easement, or Public Property, except as otherwise provided in Sections 53317.3, 53317.5 and 53340.1 of the Act.
No Special Tax shall be levied on any Assessor’s Pa rcel in any Fiscal Year in which such Assessor’s Parcel is classified as Welfare Exempt Property.
F. APPEAL OF SPECIAL TAX LEVY
Any property owner may file a written appeal of the Special Tax with the CFD Administrator claiming that the amount or application of the Special Tax i s not correct. The appeal must be filed not later than one calendar year after having paid the Special Tax that is disputed, and the appellant must be current in all payments of the Special Tax. In addi tion, during the term of the appeal process, all Special Tax levied must be paid on or before the payment date established when the levy was made.
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City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 7 The appeal must specify the reasons why the appella nt claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with th e appellant if the CFD Administrator deems necessary, and advise the appellant of its determination.
If the property owner disagrees with the CFD Admini strator’s decision relative to the appeal, the owner may then file a written appeal with the City Council whose subsequent decision shall be final and binding on all interested parties. If the decision of the CFD Administrator or subsequent decision by the City Council requires the Special Tax to be modified or changed in favor of the property owner, then an adjustment shall be made to credit the Special Tax in future years.
This procedure shall be exclusive and its exhaustio n by any property owner shall be a condition precedent to filing any legal action by such owner.
G. INTERPRETATIONS OF RATE AND METHOD OF APPORTIONM ENT The City reserves the right to make minor administr ative and technical changes to this document that do not materially affect the rate and method o f apportioning the Special Tax. In addition, the interpretation and application of any section of th is document shall be at the City’s discretion.
Interpretations may be made by the City Council by ordinance or resolution for purposes of clarifying any vagueness or ambiguity in this Rate and Method of Apportionment of Special Tax.
H. MANNER AND DURATION OF SPECIAL TAX
The Special Tax shall be collected in the same mann er and at the same time as ordinary ad valorem property taxes, provided that the City may directly bill the Special Tax, may collect the Special Tax at a different time or in a different manner if needed to meet the financial obligations of CFD No. 2026- 1, and may collect delinquent Special Taxes through available methods.
Special Taxes shall continue to be levied and collected within CFD No. 2026-1, as needed to fund the Annual Special Tax Requirement, in perpetuity.
I. PREPAYMENT OF SPECIAL TAX
The Special Tax may not be prepaid.
J. REPEAL OF SPECIAL TAX
If the levy of the Special Tax is repealed by initiative or any other action participated in by the owners of Assessor’s Parcels in CFD No. 2026-1, the City shall cease to levy the Special Tax and shall cease to be obligated to provide the authorized services for which the Special Tax was levied. The obligations to provide the authorized services previously funde d by the repealed Special Tax shall become the joint obligations of the property owners of Assessor’s Parcels within CFD No. 2026-1.
ATTACHMENT 1
212
1 RESOLUTION NO. ________
IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA
A RESOLUTION OF FORMATION OF CITY OF LIVERMORE
COMMUNITY FACILITIES DISTRICT NO 2026-1 (GARAVENTA
SERVICES)
Under the Mello-Roos Community Facilities Act of 1982, Chapte r 2.5 of Part 1 of Division 2 of Title 5, commencing at Section 53311, of the California Government Code (the “Act”), the City Council (the “Council”) of the City of Livermore (the “City”) is authorized to establish a community facilities district and to act as its legislative body.
On January 12, 2026, t his Council adopted Resolution No. 2026-004, entitled “A Resolution of Intention to Establish City of Livermore Community Facilities District No. 2026-1 (Garaventa Services)” (the “Resolution of Intention” ), stating its intention to form “City of Livermore Community Facilities District No. 2026-1 (Garaventa Services)” (the “CFD”) pursuant to the Act in order to levy special taxes (the “Special Taxes”) to finance all or a part of certain services (the “Servi ces”), as described in the Resolution of Intention.
The Resolution of Intention, incorporating a map of the proposed boundaries of the CFD and stating the Services to be provided and the rate and method of apportionment of the Special Taxes to be levied w ithin the CFD to pay for the Services (the “Rate and Method”), is on file with the City Clerk and the provisions thereof are incorporated herein by this reference as if fully set forth herein.
On this date, this Council held a noticed public hearing as r equired by the Act and the Resolution of Intention relative to the proposed formation of the CFD.
At the hearing all interested persons desiring to be heard on all matters pertaining to the formation of the CFD, the Services to be provided therein and the levy of such Special Taxes according to the Rate and Method were heard and a full and fair hearing was held.
At the hearing evidence was presented to this Council on such matters before it, including a special report (the “Report”) as to the Services to be provided through the CFD and the costs thereof, a copy of which is on file with the City Clerk, and this Council at the conclusion of said hearing is fully advised in the premises.
Written protests with respect to the formation of the CFD, the furnishi ng of specified types of Services and the Rate and Method have not been filed with the City Clerk by 50% or more of the registered voters residing within the territory of the CFD or property owners of one -half or more of the area of land within the CFD and not exempt from the proposed Special Taxes.
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2 RESOLUTION NO. ________
NOW, THEREFORE, B E IT RESOLVED by the City Council of th e City of Livermore, that the foregoing recitals are true and correct.
BE IT FURTHER RESOLVED , the proposed CFD and the pro posed Special Taxes to be levied within the CFD have not been precluded by majority protest pursuant to section 53324 or section 53339.6 of the Act.
BE IT FURTHER RESOLVED, all prior proceedings taken by this City Council in connection with the establishm ent of the CFD and the levy of the Special Taxes have been duly considered and are hereby found and determined to be valid and in conformity with the Act. To the extent the proceedings conflict with the City of Livermore Goals and Policies for Land Secured Financings, adopted by the City Council pursuant to Resolution No. 2009 -005 on January 12, 2009, such variances are hereby waived.
BE IT FURTHER RESOLVED, the community facilities district designated “City of Livermore Community Facilities District No. 2026-1 (Garaventa Services)” of the City is hereby established pursuant to the Act.
BE IT FURTHER RESOLVED, the boundaries of the CFD, as set forth in the map of the CFD heretofore recorded in the Alameda County Recorder’s Office on January 23, 2026, in Book 19 of Maps of Assessment and Community Facilities Districts at Page 64, as document number 2026008580, are hereby approved, are incorporated herein by reference and shall be the boundaries of the CFD.
BE IT FURTHER RESOLVED, the Services proposed to be financed by the CFD and pursuant to the Act shall consist of those items shown in Exhibit A , attached hereto, and by this reference incorporated herein.
BE IT FURTHER RESOLVED, that:
1. Except to the extent that funds are otherwise available to the CFD to pay for the Services, the Special Taxes, sufficient to pay the costs thereof, secured by the recordation of a continuing lien against all non -exempt real property in the CFD, is intended to be levied annually within the CFD, and collected in the sam e manner as ordinary ad valorem property taxes or in such other manner as may be prescribed by this Council.
2. The proposed Rate and Method, in sufficient detail to allow each landowner within the proposed CFD to estimate the maximum amount such owner wi ll have to pay, are shown in Exhibit B attached hereto and hereby incorporated herein.
BE IT FURTHER RESOLVED, it is hereby found and determined that the Services are necessary to meet increased demands placed upon local agencies, including the City, as the result of development occurring in the CFD. The Services are 214
3 RESOLUTION NO. ________
in addition to those provided in the territory of the CFD as of the date hereof and will not supplant services already available within the territory of the CFD as of the date hereof.
BE IT FURTHER RESOLVED, the City Manager (or their designee) of the City of Livermore, City Hall, 1052 South Livermore Avenue, Livermore, CA 94550, telephone number 925 -960-4040, is the officer of the City who will be responsible for preparing annually a current roll of the levy of the Special Taxes obligations by assessor’s parcel number and who will be responsible for estimating future levies of the Special Taxes.
BE IT FURTHER RESOLVED, upon recordation of a notice of special tax lien pursuant to Section 3114 .5 of the California Streets and Highways Code, a continuing lien to secure each levy of the Special Taxes shall attach to all nonexempt real property in the CFD and this lien shall continue in force and effect until the Special Taxes obligation is prepaid and permanently satisfied and the lien canceled in accordance with law or until collection of the Special Taxes by the City ceases.
BE IT FURTHER RESOLVED, in accordance with the Act, the annual appropriations limit, as defined by subdivision (h) of Sect ion 8 of Article XIII B of the California Constitution, of the CFD is hereby preliminarily established at $ 5,000,000 and such appropriations limit shall be submitted to the voters of the CFD as hereafter provided. The proposition establishing such annual appropriations limit shall become effective if approved by the qualified electors voting thereon and shall be adjusted in accordance with the applicable provisions of the Act and the Constitution.
BE IT FURTHER RESOLVED, pursuant to the provisions of the Act, the proposition of the levy of the Special Taxes and the proposition of the establishment of the appropriations limit specified above shall be submitted to the qualified electors of the CFD at an election , the time, place and conditions of which elect ion shall be as specified by a separate resolution of this Council.
BE IT FURTHER RESOLVED, this resolution shall take effect upon its adoption.
On motion of Council M ember ______________________, seconded by Council Member ______________________, the foregoing resolution was passed and adopted on February 23, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
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4 RESOLUTION NO. ________
ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Molly A. O’Toole
Amy Heavener Molly A. O'Toole
City Clerk Assistant City Attorney
Exhibit A – Description of Services
Exhibit B – Rate and Method of Apportionment
216
Exhibit B
EXHIBIT A
CITY OF LIVERMORE
Community Facilities CFD No. 2025-1
(Garaventa Services)
DESCRIPTION OF SERVICES
Special Taxes collected in the CFD will fund, in wh ole or in part, the services listed below. Services may be performed inside the CFD and outside the CFD if the City has concluded that such services would benefit properties in the CFD.
1. Trail Improvement Services
Trail Improvement Services include the maintenance, operation and repair and replacement of the multi-use trails within the proj ect’s open space. Trail Improvement Services also include trash pickup, weed control, a nd flood and storm protection services, clearing, removals and grading. The costs of Trail Improvement Services include any associated electricity, water, and othe r utility costs. Trail Improvements include, but are not limited to, maintenance, opera tion, repair and replacement of storm drain system (including pipe, catch basins and manh oles), permeable swale, rip rap, pavement restoration and rehabilitation, sidewalks, curbs and gutters, driveways to adjacent roadways, bollards, retaining walls, gates, fences, signage and monuments.
2. Hawk Street Bridge Services
Hawk Street Bridge Services include the maint enance, operation and repair and replacement of the bridge structure, abutments and street improvements along Hawk Street. Hawk Street Bridge Services include, but ar e not limited to, maintenance operation, repair and replacement of bridge structu re & abutments, AC pavement, Altamont School driveway, retaining wall, removable bollard, water line system, signage and striping. The costs of Hawk Street Bridge Servi ces include any associated electricity, water, and other utility costs.
3. Storm Drain Outfall Services
Storm Drain Outfall Services include the maintenanc e, operation and repair and replacement of the storm drain outfalls to Altamont Creek. Storm Drain Outfall Services include, but are not limited to, maintenance, opera tion, repair and replacement of storm drain pipes, manholes, outfalls and rip rap dissipa ters. The costs of Storm Drain Outfall Services include any associated electricity, water, and other utility costs.
4. Maintenance and Operation of Other Property.
Maintenance and operation of any real property or o ther tangible property with an estimated useful life of five or more years that is owned by the City or by another local agency pursuant to an agreement entered into under Section 53316.2.
MISCELLANEOUS ITEMS RELATED TO THE SERVICES
217
Exhibit B
1. Definitions
a. “Services” has the meaning given that term in th e Mello-Roos Community Facilities Act of 1982, as amended (the “Act”).
b. “Maintenance” has the meaning given that term in the Act, and includes, but is not limited to, servicing, repair and removal.
2. Reserves. Special taxes may be used to fund oper ating reserves, capital reserves, and “costs” and “incidental expenses” rel ated to the authorized Services as those terms are defined in the Act.
3. Delinquencies. Special taxes may be levied to cu re actual or estimated delinquencies in such special taxes for the current or previous fiscal years.
4. Performance of Services. The Services may be per formed by the City, or the City may engage a third party (including any owner of pr operty in the CFD or a property owners’ association) by contract to perform the services.
5. Administrative Expenses. The CFD will also finan ce the expenses incurred by the CFD in administering the CFD, including, but not limited to, the levy and collection of the special taxes, the fees and expenses of the City’s legal counsel, costs related to annexing property into the CFD, charges levied by t he County of Alameda (“County”) in connection with the levy and collection of the spec ial taxes, costs related to property owner inquiries regarding special taxes, costs asso ciated with appeals or requests for interpretation associated with the special taxes an d the Rate and Method, costs associated with foreclosure and collection of delinquent special taxes and all other costs and expenses of the City and County in any way rela ted to the establishment or administration of the CFD.
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 1
RATE AND METHOD OF APPORTIONMENT
FOR CITY OF LIVERMORE
COMMUNITY FACILITIES DISTRICT NO. 2026-1
(GARAVENTA SERVICES)
A Special Tax, as hereinafter defined, shall be lev ied and collected in City of Livermore Community Facilities District No. 2026-1 (Garaventa Services) (“CFD No. 2026-1”) each Fiscal Year commencing in Fiscal Year 2025/26, in an amount determined by the application of the procedures below. All Taxable Property, as hereinafter defined, unless exempted b y law or by the provisions hereof, shall be taxed f or the purposes, to the extent and in the manner herein provided.
A. DEFINITIONS
The terms hereinafter set forth have the following meaning:
“Accessory Dwelling Unit” or “ADU” means all Assessor’s Parcels of Residential Property for which a building permit(s) has been issued for an “Accessory Dwelling Unit” that is separate from a primary Unit, as defined in California Government Code Sect ion 66313, as may be amended from time to time, that is accessory to a primary Unit.
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as sho wn on an Assessor’s Parcel Map or in the Assessor’s Data for each Assessor’s Parcel. In the event the Assessor’s Parcel Map or Assessor’s Data shows no Acreage, the Acreage for any Assessor’s Parcel shall be determined by the CFD Administrator based upon the applicable final m ap, parcel map, condominium plan, or other recorded County parcel map. If the preceding maps are not available, the Acreage of an Assessor’s Parcel may be determined utilizing GIS.
“Act” means the Mello-Roos Community Facilities Act of 19 82, as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State. “Administrative Expenses” means the actual or reasonably estimated costs dir ectly related to the administration of CFD No. 2026-1 including, but not limited to, the following: the costs of computing the Annual Special Tax Requirement and of preparing the Special Tax collection schedules; the costs of collecting the Special Tax, including any charge s levied by the County Auditor’s Office, Tax Collector’s Office or Treasurer’s Office; the costs of the City or designee in complying with the disclosure requirements of the California Governmen t Code (including the Act), including public inquiries regarding the Special Tax; the costs of t he City or designee related to an appeal of the Special Tax; and the costs of commencing and pursui ng to completion any action arising from any delinquent Special Tax in CFD No. 2026-1. Administr ative Expenses shall also include amounts estimated or advanced by the City or CFD No. 2026-1 for any other administrative purposes, including, but not limited to, attorney’s fees.
“Annual Services Costs” means the respective amounts determined by the CFD Administrator required to fund services authorized to be funded b y CFD No. 2026-1 for the applicable yearly period.
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 2 “Annual Special Tax Requirement” means that amount with respect to CFD No. 2026-1 determined by the City Council or designee as required in any Fiscal Year to pay: (1) the Administrative Expenses, (2) the Annual Services Costs, (3) any amount requi red to establish or replenish any reserve or replacement fund established in connection with CFD No. 2026-1, and (4) any reasonably anticipated delinquent Special Tax based on the del inquency rate for any Special Tax levied in the previous Fiscal Year.
“Assessor’s Data” means Assessor’s Parcel Number, Units, Building Square Feet, Acreage, or other information contained in the records of the County Assessor for each Assessor’s Parcel. “Assessor’s Parcel” or “Parcel” means a lot or parcel shown in an Assessor’s Parce l Map and/or Assessor’s Data with an assigned Assessor’s Parcel Number. “Assessor’s Parcel Map” means an official map of the Assessor of the Count y designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” means, with respect to an Assessor’s Parcel, that number assigned to such Assessor’s Parcel by the County Assessor for purposes of identification. “Building Square Feet” or “BSF” means all of the square footage within the perimet er of a structure, not including any carport, walkway, gara ge, overhang, patio, enclosed patio, or similar area. The determination of Building Square Feet shall be made by reference to the Assessor’s Data.
If the Assessor’s Data does not show Building Squar e Feet, building permit(s) issued for such structure, or other records of the City shall be used, as determined by the CFD Administrator. “CFD Administrator” means an official of the City, or designee thereof, responsible for determining the Annual Special Tax Requirement and providing for the levy and collection of the Special Taxes. “CFD No. 2026-1” means the City of Livermore Community Facilities District No. 2026-1 (Garaventa Services).
“City” means the City of Livermore.
“City Council” means the City Council of the City, acting as the legislative body of CFD No. 2026-1. “County” means the County of Alameda.
“County Assessor” means the County Assessor of the County. “Developed Property” means, in any Fiscal Year, all Taxable Property in CFD No. 2026-1 for which a building permit for new construction was issued by the City prior to June 30 of the preceding Fiscal Year.
“Exempt Property” means all Assessors’ Parcels within the boundary of CFD No. 2026-1 which are exempt from the Special Tax pursuant to Section E.
"Final Subdivision Map" means a subdivision of property created by recordat ion of a final subdivision map, parcel map or lot line adjustment, approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or recordation of a condominium plan 220
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 3 pursuant to California Civil Code 4120, that create s individual lots for which residential building permits may be issued without further subdivision of such property. “Fiscal Year” means the period starting July 1 and ending on the following June 30. “GIS” means a geographic information system.
“Maximum Special Tax” means the maximum Special Tax authorized to fund the Annual Special Tax Requirement in any Fiscal Year that may apply to Taxable Property as described in Section C. “Non-Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit(s) was issued for a non-residential use.
“Open Space Property” means property within the boundaries of CFD No. 2026-1 which (i) has been designated with specific boundaries and Acreage on a Final Subdivision Map as open space, (ii) is classified by the County Assessor as open space, (iii) has been irrevocably offered for dedication as open space to the federal government, the State, the County, the City, or any other public agency, or (iv) is encumbered by an easement or other restr iction required by the City limiting the use of such property to open space.
“Property Owners’ Association” means any property owners’ association. As used in this definition, a Property Owners’ Association includes any home-ow ner’s association, condominium owners’ association, master or sub-association or non-residential owners’ association. “Property Owners’ Association Property” means any property within the boundaries of CFD No . 2026-1 which is (a) owned by a Property Owners’ Ass ociation or (b) designated with specific boundaries and acreage on a Final Subdivision Map as property owners’ association property. “Proportionately” means for Taxable Property that the ratio of the Special Tax levy to the Maximum Annual Special Tax is equal for all Assessors’ Parcels of Taxable Property levied within each property land use classification within CFD No. 2026-1.
“Public Property” means any property within the boundaries of CFD No. 2026-1 which (i) is owned by a public agency, (ii) has been irrevocably offer ed for dedication to a public agency, or (iii) is designated with specific boundaries and Acreage on a Final Subdivision Map as property which will be owned by a public agency. For purposes of this d efinition, a public agency includes the federal government, the State, the County, the City, school districts, or any other public agency. “Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential dwelling units. “Special Tax” means the amount levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property to fund the Annual Special Tax Requirement.
“State” means the State of California.
“Taxable Property” means all of the Assessor’s Parcels within the bou ndaries of CFD No. 2026-1 that are not exempt from the Special Tax pursuant to law or Section E below. “Undeveloped Property” means all of the Assessor’s Parcels within the boundaries of CFD No. 2026- 221
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 4 1 that is not classified as Developed Property, Ope n Space Property, Property Owners’ Association Property, or Public Property.
“Unit” means an individual residential dwelling unit. The number of Units assigned to each Assessor’s Parcel may be determined by (i) referencing Assessor’s Data, (ii) site surveys and physical unit counts, and/or (iii) other research by the CFD Administrator. “Welfare Exempt Property” means, in any Fiscal Year, all Parcels within the boundaries of CFD No. 2026-1 that (a) have been granted a welfare exempti on by the County under subdivision (g) of Section 214 of the Revenue and Taxation Code indica ted in the Assessor’s Data finalized as of January 1 of the previous Fiscal Year, and (b) are exempt from the Special Tax pursuant to Section 53340(c) of the Act.
B. DETERMINATION OF TAXABLE PARCELS
Each Fiscal Year, the CFD Administrator shall determine the valid Assessor’s Parcel Numbers for all Taxable Property within CFD No. 2026-1. If any Asse ssor’s Parcel Numbers are no longer valid, the CFD Administrator shall determine the new Assessor’s Parcel Number or Numbers in effect for the then-current Fiscal Year. To the extent a Parcel or Parcels of Taxable Property are subdivided, consolidated, or otherwise reconfigured, the Maximu m Special Tax shall be assigned to the new Assessor’s Parcels Numbers pursuant to Section C. T he CFD Administrator shall also determine: (i) which Parcels are Taxable Property; (ii) the number of Units or Building Square Footage each Parcel contains; (iii) the property type, i.e., Residentia l Property, Non-Residential Property, etc.; and (iv ) the Annual Special Tax Requirement for the Fiscal Year.
C. MAXIMUM ANNUAL SPECIAL TAX RATES
The Maximum Special Taxes for each Assessor’s Parcel of Taxable Property shall be assigned below:
1. Maximum Special Taxes
The Maximum Special Tax for each Assessor’s Parcel of Taxable Property shall be assigned according to Table 1 below:
TABLE 1
MAXIMUM SPECIAL TAX RATES
FISCAL YEAR 2025/26*
Land Use Category Maximum Special Tax Rate Per
Residential Property $3,233.00 Unit
Accessory Dwelling Unit See below
*On July 1 of each Fiscal Year, commencing on July 1, 2026, the Maximum Special Tax rates shall be increased by the February annual percentage change in the Consumer Price Index for all Urban Consumers (“CPI-U”) for the San Francisco-Oakland-H ayward, CA, plus one percent (1.0%). If the percentage change in the CPI-U is negative, the Maximum Special Tax rates shall not be decreased. In the event the index described above ceases to be publis hed, it shall be replaced by another reasonably comparable index, as determined by the City.
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2. Accessory Dwelling Units
The Maximum Special Tax for an Accessory Dwelling Unit shall be calculated as a percentage of the Maximum Special Tax for the primary Unit the ADU is accessory to, based on Building Square Footage. For example, if a primary Unit of Resident ial Property with 2,000 BSF has an ADU of 800 BSF, the Maximum Special Tax for the ADU shall be calculated by the following steps:
1. 800 BSF / 2,000 BSF = 0.40 or 40%
2. $3,233.00 Maximum Special Tax per Unit x 40% = $1,293.20 Maximum Special Tax for such ADU
3. Assignment of Maximum Special Tax to Newly Created Assessor’s Parcel(s) When an Assessor’s Parcel changes or subdivides, th e Maximum Special Tax shall be assigned to each newly created Assessor’s Parcel so that there is no net loss in the Maximum Special Tax revenue to be generated as a result of changes in the planned development.
When an Assessor’s Parcel changes or subdivides, and there are changes to the overall planned development within CFD No. 2026-1, the process for assigning the Maximum Special Tax to each newly created Assessor’s Parcel is as follows:
Step 1: Sum the expected Maximum Special Tax assigned to each Assessor’s Parcel that is being changed or subdivided.
Step 2: Identify the newly created Assessor’s Parce l(s) of Taxable Property created by the change or subdivision and assign the Maximum Specia l Tax to each newly created Assessor’s Parcel of Taxable Property according to the then-cu rrent Maximum Special Tax Rates for each Land Use Category. Sum the Maximum Special Tax assi gned to each newly created Assessor’s Parcel of Taxable Property.
Step 3: Divide the total expected Maximum Special Tax in Step 1 by the total Maximum Special Tax assigned in Step 2 to arrive at a fraction.
Step 4: Apportion the total Maximum Special Tax from Step 1 to each newly created Assessor’s Parcel of Taxable Property by multiplying each newl y created Assessor’s Parcel fraction, determined in Step 3, by the then-current Maximum S pecial Tax Rates for each Land Use Category.
Step 5: The Maximum Special Tax assigned to each ne wly created Assessor’s Parcel of Taxable Property shall be the greater of the Maximum Specia l Tax assigned in Step 2 or the Maximum Special Tax calculated in Step 4.
When an Assessor’s Parcel changes or subdivides, an d there are no changes to the planned development within CFD No. 2026-1, the Maximum Spec ial Tax shall be assigned according to Table 1.
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 6 The planned development for CFD No. 2026-1 is provided in the table below:
Land Use Category
Planned
Development
Residential Property 44 Units
Once created, if a newly created Assessor’s Parcel( s) of Taxable Property further changes or subdivides, the above steps shall be repeated to de termine the Maximum Special Tax for the additional newly created Assessor’s Parcel(s) of Ta xable Property created from the change or subdivision.
D. METHOD OF APPORTIONMENT OF THE SPECIAL TAXES
All Taxable Property shall be subject to the Specia l Tax defined as follows. The Special Tax shall be levied each Fiscal Year by the CFD Administrator.
The Annual Special Tax Requirement shall be apportioned to each Parcel within CFD No. 2026-1 by the method shown below.
First: Determine the Annual Special Tax Requirement.
Second: Levy the Special Tax on each Parcel of Deve loped Property, Proportionately, up to the applicable Maximum Special Tax.
Under no circumstances will the Special Taxes on an y Assessor’s Parcel of Developed Residential Property be increased by more than 10% as a consequence of delinquency or default by the owner of any other Assessor’s Parcel within CFD No. 2026-1.
E. EXEMPTIONS
Notwithstanding any other provision of this Rate an d Method of Apportionment of Special Tax, no Special Tax shall be levied on Non-Residential Prop erty, Open Space Property, Property Owners’ Association Property, Undeveloped Property, Assesso r’s Parcels with public or utility easements making impractical their utilization for any use other than the purposes set forth in the easement, or Public Property, except as otherwise provided in Sections 53317.3, 53317.5 and 53340.1 of the Act.
No Special Tax shall be levied on any Assessor’s Pa rcel in any Fiscal Year in which such Assessor’s Parcel is classified as Welfare Exempt Property.
F. APPEAL OF SPECIAL TAX LEVY
Any property owner may file a written appeal of the Special Tax with the CFD Administrator claiming that the amount or application of the Special Tax i s not correct. The appeal must be filed not later than one calendar year after having paid the Special Tax that is disputed, and the appellant must be current in all payments of the Special Tax. In addi tion, during the term of the appeal process, all Special Tax levied must be paid on or before the payment date established when the levy was made. 224
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 7 The appeal must specify the reasons why the appella nt claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with th e appellant if the CFD Administrator deems necessary, and advise the appellant of its determination.
If the property owner disagrees with the CFD Admini strator’s decision relative to the appeal, the owner may then file a written appeal with the City Council whose subsequent decision shall be final and binding on all interested parties. If the decision of the CFD Administrator or subsequent decision by the City Council requires the Special Tax to be modified or changed in favor of the property owner, then an adjustment shall be made to credit the Special Tax in future years.
This procedure shall be exclusive and its exhaustio n by any property owner shall be a condition precedent to filing any legal action by such owner.
G. INTERPRETATIONS OF RATE AND METHOD OF APPORTIONM ENT The City reserves the right to make minor administr ative and technical changes to this document that do not materially affect the rate and method o f apportioning the Special Tax. In addition, the interpretation and application of any section of th is document shall be at the City’s discretion.
Interpretations may be made by the City Council by ordinance or resolution for purposes of clarifying any vagueness or ambiguity in this Rate and Method of Apportionment of Special Tax.
H. MANNER AND DURATION OF SPECIAL TAX
The Special Tax shall be collected in the same mann er and at the same time as ordinary ad valorem property taxes, provided that the City may directly bill the Special Tax, may collect the Special Tax at a different time or in a different manner if needed to meet the financial obligations of CFD No. 2026- 1, and may collect delinquent Special Taxes through available methods.
Special Taxes shall continue to be levied and collected within CFD No. 2026-1, as needed to fund the Annual Special Tax Requirement, in perpetuity.
I. PREPAYMENT OF SPECIAL TAX
The Special Tax may not be prepaid.
J. REPEAL OF SPECIAL TAX
If the levy of the Special Tax is repealed by initiative or any other action participated in by the owners of Assessor’s Parcels in CFD No. 2026-1, the City shall cease to levy the Special Tax and shall cease to be obligated to provide the authorized services for which the Special Tax was levied. The obligations to provide the authorized services previously funde d by the repealed Special Tax shall become the joint obligations of the property owners of Assessor’s Parcels within CFD No. 2026-1. 225
1 RESOLUTION NO. ________
IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA
A RESOLUTION CALLING SPECIAL LANDOWNER ELECTION FOR
CITY OF LIVERMORE COMMUNITY FACILITIES DISTRICT
NO. 2026-1 (GARAVENTA SERVICES)
Under the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing at Section 53311, of the California Government Code (the “Act”), the City Council (the “Council”) of the City of Livermore (the “City”) is authorized to establish a community facilities district and to act as its legislative body.
This Council has adopted a resolution entitled “A Resolution of Formation of City of Livermore Community Facilities District No. 2026 -1 (Garaventa Servic es)" (the “Resolution of Formation”), ordering the formation of the “City of Livermore Community Facilities District No. 2026 -1 (Garaventa Services)” (the “CFD”), defining the public services (the “Services”) to be provided by the CFD, authorizing the levy of special taxes on property within the CFD and p reliminarily establishing an appropriations limit for the CFD, all pursuant to the Act.
Pursuant to the provisions of the Resolution of Formation, the propositions of the levy of the special taxes and the establishment of the appropriations limit shall be submitted to the qualified electors of the CFD as required by the provisions of the Act.
NOW, THEREFORE, B E IT RESOLVED by the City Council of th e City of Livermore, that pursuant to the Act, the issues of the levy of the special taxes and the establishment of an annual appropriations limit shall be submitted to the qualified electors (as described below) of the CFD at an election called therefor as provided below.
BE IT FURTHER RESOLVED , this Council hereby finds that fewer than twelve (12) persons have been registered to vote within the territory of the CFD for each of the ninety (90) days preceding the close of the public hearings heretofore conducted by this Council for the purposes of these proceedings. Accordingly, and pursuant to Section 53326 of the Act, this Council finds that, for these proceedings, the qualified electors are the landowners within the CFD and that the vote shall be by such landowners or their authorized representatives, each having one vote for each acre or portion thereof, such landowner owns in the CFD as of the close of the public hearing not exempt from the special taxes.
BE IT FURTHER RESOLVED, this Council hereby calls a special election to consider the issues described above, which election sh all be held on February 23, 2026, and the results thereof canvassed at the meeting of this Council on February 23, 2026. The City Clerk is hereby designated as the official to conduct the election and to receive all ballots until the close of business on the election date. It is hereby 226
2 RESOLUTION NO. ________
acknowledged that the City Clerk has on file the Resolution of Formation, a map of the boundaries of the CFD, and a sufficient description to allow the City Clerk to determine the electors of the CF D. Pursuant to Section 53 327 of the Act, the election shall be conducted by messenger or mail -delivered ballot pursuant to Section 4000 of the California Elections Code. This Council hereby finds that Sections 53326 and 53327 of the Act shall govern for purposes of determining the date of the election.
Pursuant to Section 53326(d) of the Act, if all the qualified voters have voted, the election may be closed with the concurrence of the City Clerk.
BE IT FURTHER RESOLVED, the City Council hereby approve s the full form of the ballot measure, attached hereto as Exhibit A . The City Clerk is hereby authorized and directed to cause a ballot, in substantially the form of Exhibit B, to be delivered to each of the qualified electors of the CFD. Each ballot shall indicate the number of votes to be voted by the respective landowner to which the ballot pertains. Each ballot shall be accompanied by a Voter Information Pamphlet (which shall include the Resolution of Formation and this Resolution as appendices) and al l supplies and written in structions necessary for the use and return of the ballot. The envelope to be used to return the ballot shall be enclosed with the ballot, have the return postage prepaid, and contain the following: (a) the name and address of the landowner, (b) a declara tion, under penalty of perjury, stating that the voter is the owner of record or authorized representative of the landowner entitled to vote and is the person whose name appears on the envelope, (c) the printed name, signature and address of the voter, (d) the date of signing and place of execution of the declaration pursuant to clause (b) above, and (e) a notice that the envelope contains an official ballot.
BE IT FURTHER RESOLVED, this Council hereby further finds that the provisions of Section 53326 of the Act requiring a minimum of 90 days following the adoption of the Resolution of Formation to elapse before the special election are for the protection of the qualified electors of the CFD. There is on file with the City Clerk a written waiver executed by all of the qualified electors of the CFD allowing for a shortening of the time for the special election to expedite the process of formation of the CFD and waiving any requirement for notice, analysis and arguments in connection with the election. Acco rdingly, this Council finds and determines that the qualified electors have been fully apprised of and have agreed to the shortened time for the election and waiver of analysis and arguments, and have thereby been fully protected i n these proceedings. This Council also finds and determines that the City Clerk has concurred in the shortened time for the election. Analysis and arguments with respect to the ballot measure are hereby waived, as provided in Section 53327 of the Act.
BE IT FURTHER RESOLVED pursuant to Section 50075.1 of the California Government Code, the following accountability provisions shall apply to the special taxes: (a) the Services and the incidental costs thereof, all as described in the Resolution of Formation , shall constitute the sp ecific single purpose; (b) the proceeds shall be applied only to the specific purposes identified in (a) above; (c) there shall be created special account(s) or funds(s) into which the proceeds shall be deposited; and 227
3 RESOLUTION NO. ________
(d) there shall be caused to be prepared an annual report if required by Section 50075.3 of the California Government Code.
BE IT FURTHER RESOLVED, this Resolution shall take effect upon its adoption.
On motion of Council M ember ______________________, seconded by Council Member ______________________, the foregoing r esolution was passed and adopted on February 23, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Molly A. O’Toole
Amy Heavener Molly A. O'Toole
City Clerk Assistant City Attorney
Exhibit A – Full Text of Ballot Measures
Exhibit B – Official Ballot
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Exhibit B
EXHIBIT A
CITY OF LIVERMORE
Community Facilities CFD No. 2026-1
(Garaventa Services)
FULL TEXT OF BALLOT MEASURE
Upon approval of this ballot measure by at least tw o-thirds of the qualified electors voting on the proposition, the City of Livermore (t he “City”) shall be authorized as follows with respect to City of Livermore Community Facilities District No. 2026-1 (Garaventa Services) (the “CFD”):
SPECIAL TAX LEVY
Except to the extent that funds are otherwise avail able to the CFD to pay for the authorized services described below (the “Services” ), the City will be authorized to levy special taxes (the “Special Taxes”) on taxable prop erty in the CFD according to the rate and method of apportionment of special tax (the “Rate and Method”).
The proposed Rate and Method, in sufficient detail to allow each landowner within the proposed CFD to estimate the maximum amount such ow ner will have to pay, are shown in Attachment 1 attached hereto and hereby in corporated herein. The Special Taxes are intended to be levied annually within the CFD, and collected in the same manner as ordinary ad valorem property taxes or in such other manner as may be prescribed by this Council.
The City expects to levy the Special Taxes in perpe tuity, although the Rate and Method provides for the possibility of a shorter period.
DESCRIPTION OF SERVICES
Special Taxes collected in the CFD will fund, in wh ole or in part, the services listed below. Services may be performed inside the CFD and outside the CFD if the City has concluded that such services would benefit properties in the CFD.
1. Trail Improvement Services
Trail Improvement Services include the maintenance, operation and repair and replacement of the multi-use trails within the proj ect’s open space. Trail Improvement Services also include trash pickup, weed control, a nd flood and storm protection services, clearing, removals and grading. The costs of Trail Improvement Services include any associated electricity, water, and othe r utility costs. Trail Improvements include, but are not limited to, maintenance, opera tion, repair and replacement of storm drain system (including pipe, catch basins and manh oles), permeable swale, rip rap, 229
Exhibit B
pavement restoration and rehabilitation, sidewalks, curbs and gutters, driveways to adjacent roadways, bollards, retaining walls, gates, fences, signage and monuments.
2. Hawk Street Bridge Services
Hawk Street Bridge Services include the maint enance, operation and repair and replacement of the bridge structure, abutments and street improvements along Hawk Street. Hawk Street Bridge Services include, but ar e not limited to, maintenance operation, repair and replacement of bridge structu re & abutments, AC pavement, Altamont School driveway, retaining wall, removable bollard, water line system, signage and striping. The costs of Hawk Street Bridge Servi ces include any associated electricity, water, and other utility costs.
3. Storm Drain Outfall Services
Storm Drain Outfall Services include the maintenanc e, operation and repair and replacement of the storm drain outfalls to Altamont Creek. Storm Drain Outfall Services include, but are not limited to, maintenance, opera tion, repair and replacement of storm drain pipes, manholes, outfalls and rip rap dissipa ters. The costs of Storm Drain Outfall Services include any associated electricity, water, and other utility costs.
4. Maintenance and Operation of Other Property.
Maintenance and operation of any real property or o ther tangible property with an estimated useful life of five or more years that is owned by the City or by another local agency pursuant to an agreement entered into under Section 53316.2.
MISCELLANEOUS ITEMS RELATED TO THE SERVICES
1. Definitions
a. “Services” has the meaning given that term in th e Mello-Roos Community Facilities Act of 1982, as amended (the “Act”).
b. “Maintenance” has the meaning given that term in the Act, and includes, but is not limited to, servicing, repair and removal.
2. Reserves. Special taxes may be used to fund oper ating reserves, capital reserves, and “costs” and “incidental expenses” rel ated to the authorized Services as those terms are defined in the Act.
3. Delinquencies. Special taxes may be levied to cu re actual or estimated delinquencies in such special taxes for the current or previous fiscal years.
4. Performance of Services. The Services may be per formed by the City, or the City may engage a third party (including any owner of pr operty in the CFD or a property owners’ association) by contract to perform the services.
230
Exhibit B
5. Administrative Expenses. The CFD will also finan ce the expenses incurred by the CFD in administering the CFD, including, but not limited to, the levy and collection of the special taxes, the fees and expenses of the City’s legal counsel, costs related to annexing property into the CFD, charges levied by t he County of Alameda (“County”) in connection with the levy and collection of the spec ial taxes, costs related to property owner inquiries regarding special taxes, costs asso ciated with appeals or requests for interpretation associated with the special taxes an d the Rate and Method, costs associated with foreclosure and collection of delinquent special taxes and all other costs and expenses of the City and County in any way rela ted to the establishment or administration of the CFD.
231
Exhibit B
Attachment 1
Rate and Method
232
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 1
RATE AND METHOD OF APPORTIONMENT
FOR CITY OF LIVERMORE
COMMUNITY FACILITIES DISTRICT NO. 2026-1
(GARAVENTA SERVICES)
A Special Tax, as hereinafter defined, shall be lev ied and collected in City of Livermore Community Facilities District No. 2026-1 (Garaventa Services) (“CFD No. 2026-1”) each Fiscal Year commencing in Fiscal Year 2025/26, in an amount determined by the application of the procedures below. All Taxable Property, as hereinafter defined, unless exempted b y law or by the provisions hereof, shall be taxed f or the purposes, to the extent and in the manner herein provided.
A. DEFINITIONS
The terms hereinafter set forth have the following meaning:
“Accessory Dwelling Unit” or “ADU” means all Assessor’s Parcels of Residential Property for which a building permit(s) has been issued for an “Accessory Dwelling Unit” that is separate from a primary Unit, as defined in California Government Code Sect ion 66313, as may be amended from time to time, that is accessory to a primary Unit.
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as sho wn on an Assessor’s Parcel Map or in the Assessor’s Data for each Assessor’s Parcel. In the event the Assessor’s Parcel Map or Assessor’s Data shows no Acreage, the Acreage for any Assessor’s Parcel shall be determined by the CFD Administrator based upon the applicable final m ap, parcel map, condominium plan, or other recorded County parcel map. If the preceding maps are not available, the Acreage of an Assessor’s Parcel may be determined utilizing GIS.
“Act” means the Mello-Roos Community Facilities Act of 19 82, as amended, being Chapter 2.5, Division 2 of Title 5 of the Government Code of the State. “Administrative Expenses” means the actual or reasonably estimated costs dir ectly related to the administration of CFD No. 2026-1 including, but not limited to, the following: the costs of computing the Annual Special Tax Requirement and of preparing the Special Tax collection schedules; the costs of collecting the Special Tax, including any charge s levied by the County Auditor’s Office, Tax Collector’s Office or Treasurer’s Office; the costs of the City or designee in complying with the disclosure requirements of the California Governmen t Code (including the Act), including public inquiries regarding the Special Tax; the costs of t he City or designee related to an appeal of the Special Tax; and the costs of commencing and pursui ng to completion any action arising from any delinquent Special Tax in CFD No. 2026-1. Administr ative Expenses shall also include amounts estimated or advanced by the City or CFD No. 2026-1 for any other administrative purposes, including, but not limited to, attorney’s fees.
“Annual Services Costs” means the respective amounts determined by the CFD Administrator required to fund services authorized to be funded b y CFD No. 2026-1 for the applicable yearly period.
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 2 “Annual Special Tax Requirement” means that amount with respect to CFD No. 2026-1 determined by the City Council or designee as required in any Fiscal Year to pay: (1) the Administrative Expenses, (2) the Annual Services Costs, (3) any amount requi red to establish or replenish any reserve or replacement fund established in connection with CFD No. 2026-1, and (4) any reasonably anticipated delinquent Special Tax based on the del inquency rate for any Special Tax levied in the previous Fiscal Year.
“Assessor’s Data” means Assessor’s Parcel Number, Units, Building Square Feet, Acreage, or other information contained in the records of the County Assessor for each Assessor’s Parcel. “Assessor’s Parcel” or “Parcel” means a lot or parcel shown in an Assessor’s Parce l Map and/or Assessor’s Data with an assigned Assessor’s Parcel Number. “Assessor’s Parcel Map” means an official map of the Assessor of the Count y designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” means, with respect to an Assessor’s Parcel, that number assigned to such Assessor’s Parcel by the County Assessor for purposes of identification. “Building Square Feet” or “BSF” means all of the square footage within the perimet er of a structure, not including any carport, walkway, gara ge, overhang, patio, enclosed patio, or similar area. The determination of Building Square Feet shall be made by reference to the Assessor’s Data.
If the Assessor’s Data does not show Building Squar e Feet, building permit(s) issued for such structure, or other records of the City shall be used, as determined by the CFD Administrator. “CFD Administrator” means an official of the City, or designee thereof, responsible for determining the Annual Special Tax Requirement and providing for the levy and collection of the Special Taxes. “CFD No. 2026-1” means the City of Livermore Community Facilities District No. 2026-1 (Garaventa Services).
“City” means the City of Livermore.
“City Council” means the City Council of the City, acting as the legislative body of CFD No. 2026-1. “County” means the County of Alameda.
“County Assessor” means the County Assessor of the County. “Developed Property” means, in any Fiscal Year, all Taxable Property in CFD No. 2026-1 for which a building permit for new construction was issued by the City prior to June 30 of the preceding Fiscal Year.
“Exempt Property” means all Assessors’ Parcels within the boundary of CFD No. 2026-1 which are exempt from the Special Tax pursuant to Section E.
"Final Subdivision Map" means a subdivision of property created by recordat ion of a final subdivision map, parcel map or lot line adjustment, approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or recordation of a condominium plan 234
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 3 pursuant to California Civil Code 4120, that create s individual lots for which residential building permits may be issued without further subdivision of such property. “Fiscal Year” means the period starting July 1 and ending on the following June 30. “GIS” means a geographic information system.
“Maximum Special Tax” means the maximum Special Tax authorized to fund the Annual Special Tax Requirement in any Fiscal Year that may apply to Taxable Property as described in Section C. “Non-Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit(s) was issued for a non-residential use.
“Open Space Property” means property within the boundaries of CFD No. 2026-1 which (i) has been designated with specific boundaries and Acreage on a Final Subdivision Map as open space, (ii) is classified by the County Assessor as open space, (iii) has been irrevocably offered for dedication as open space to the federal government, the State, the County, the City, or any other public agency, or (iv) is encumbered by an easement or other restr iction required by the City limiting the use of such property to open space.
“Property Owners’ Association” means any property owners’ association. As used in this definition, a Property Owners’ Association includes any home-ow ner’s association, condominium owners’ association, master or sub-association or non-residential owners’ association. “Property Owners’ Association Property” means any property within the boundaries of CFD No . 2026-1 which is (a) owned by a Property Owners’ Ass ociation or (b) designated with specific boundaries and acreage on a Final Subdivision Map as property owners’ association property. “Proportionately” means for Taxable Property that the ratio of the Special Tax levy to the Maximum Annual Special Tax is equal for all Assessors’ Parcels of Taxable Property levied within each property land use classification within CFD No. 2026-1.
“Public Property” means any property within the boundaries of CFD No. 2026-1 which (i) is owned by a public agency, (ii) has been irrevocably offer ed for dedication to a public agency, or (iii) is designated with specific boundaries and Acreage on a Final Subdivision Map as property which will be owned by a public agency. For purposes of this d efinition, a public agency includes the federal government, the State, the County, the City, school districts, or any other public agency. “Residential Property” means all Assessor’s Parcels of Developed Property for which a building permit has been issued for purposes of constructing one or more residential dwelling units. “Special Tax” means the amount levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property to fund the Annual Special Tax Requirement.
“State” means the State of California.
“Taxable Property” means all of the Assessor’s Parcels within the bou ndaries of CFD No. 2026-1 that are not exempt from the Special Tax pursuant to law or Section E below. “Undeveloped Property” means all of the Assessor’s Parcels within the boundaries of CFD No. 2026- 235
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 4 1 that is not classified as Developed Property, Ope n Space Property, Property Owners’ Association Property, or Public Property.
“Unit” means an individual residential dwelling unit. The number of Units assigned to each Assessor’s Parcel may be determined by (i) referencing Assessor’s Data, (ii) site surveys and physical unit counts, and/or (iii) other research by the CFD Administrator. “Welfare Exempt Property” means, in any Fiscal Year, all Parcels within the boundaries of CFD No. 2026-1 that (a) have been granted a welfare exempti on by the County under subdivision (g) of Section 214 of the Revenue and Taxation Code indica ted in the Assessor’s Data finalized as of January 1 of the previous Fiscal Year, and (b) are exempt from the Special Tax pursuant to Section 53340(c) of the Act.
B. DETERMINATION OF TAXABLE PARCELS
Each Fiscal Year, the CFD Administrator shall determine the valid Assessor’s Parcel Numbers for all Taxable Property within CFD No. 2026-1. If any Asse ssor’s Parcel Numbers are no longer valid, the CFD Administrator shall determine the new Assessor’s Parcel Number or Numbers in effect for the then-current Fiscal Year. To the extent a Parcel or Parcels of Taxable Property are subdivided, consolidated, or otherwise reconfigured, the Maximu m Special Tax shall be assigned to the new Assessor’s Parcels Numbers pursuant to Section C. T he CFD Administrator shall also determine: (i) which Parcels are Taxable Property; (ii) the number of Units or Building Square Footage each Parcel contains; (iii) the property type, i.e., Residentia l Property, Non-Residential Property, etc.; and (iv ) the Annual Special Tax Requirement for the Fiscal Year.
C. MAXIMUM ANNUAL SPECIAL TAX RATES
The Maximum Special Taxes for each Assessor’s Parcel of Taxable Property shall be assigned below:
1. Maximum Special Taxes
The Maximum Special Tax for each Assessor’s Parcel of Taxable Property shall be assigned according to Table 1 below:
TABLE 1
MAXIMUM SPECIAL TAX RATES
FISCAL YEAR 2025/26*
Land Use Category Maximum Special Tax Rate Per
Residential Property $3,233.00 Unit
Accessory Dwelling Unit See below
*On July 1 of each Fiscal Year, commencing on July 1, 2026, the Maximum Special Tax rates shall be increased by the February annual percentage change in the Consumer Price Index for all Urban Consumers (“CPI-U”) for the San Francisco-Oakland-H ayward, CA, plus one percent (1.0%). If the percentage change in the CPI-U is negative, the Maximum Special Tax rates shall not be decreased. In the event the index described above ceases to be publis hed, it shall be replaced by another reasonably comparable index, as determined by the City.
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 5
2. Accessory Dwelling Units
The Maximum Special Tax for an Accessory Dwelling Unit shall be calculated as a percentage of the Maximum Special Tax for the primary Unit the ADU is accessory to, based on Building Square Footage. For example, if a primary Unit of Resident ial Property with 2,000 BSF has an ADU of 800 BSF, the Maximum Special Tax for the ADU shall be calculated by the following steps:
1. 800 BSF / 2,000 BSF = 0.40 or 40%
2. $3,233.00 Maximum Special Tax per Unit x 40% = $1,293.20 Maximum Special Tax for such ADU
3. Assignment of Maximum Special Tax to Newly Created Assessor’s Parcel(s) When an Assessor’s Parcel changes or subdivides, th e Maximum Special Tax shall be assigned to each newly created Assessor’s Parcel so that there is no net loss in the Maximum Special Tax revenue to be generated as a result of changes in the planned development.
When an Assessor’s Parcel changes or subdivides, and there are changes to the overall planned development within CFD No. 2026-1, the process for assigning the Maximum Special Tax to each newly created Assessor’s Parcel is as follows:
Step 1: Sum the expected Maximum Special Tax assigned to each Assessor’s Parcel that is being changed or subdivided.
Step 2: Identify the newly created Assessor’s Parce l(s) of Taxable Property created by the change or subdivision and assign the Maximum Specia l Tax to each newly created Assessor’s Parcel of Taxable Property according to the then-cu rrent Maximum Special Tax Rates for each Land Use Category. Sum the Maximum Special Tax assi gned to each newly created Assessor’s Parcel of Taxable Property.
Step 3: Divide the total expected Maximum Special Tax in Step 1 by the total Maximum Special Tax assigned in Step 2 to arrive at a fraction.
Step 4: Apportion the total Maximum Special Tax from Step 1 to each newly created Assessor’s Parcel of Taxable Property by multiplying each newl y created Assessor’s Parcel fraction, determined in Step 3, by the then-current Maximum S pecial Tax Rates for each Land Use Category.
Step 5: The Maximum Special Tax assigned to each ne wly created Assessor’s Parcel of Taxable Property shall be the greater of the Maximum Specia l Tax assigned in Step 2 or the Maximum Special Tax calculated in Step 4.
When an Assessor’s Parcel changes or subdivides, an d there are no changes to the planned development within CFD No. 2026-1, the Maximum Spec ial Tax shall be assigned according to Table 1.
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Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 6 The planned development for CFD No. 2026-1 is provided in the table below:
Land Use Category
Planned
Development
Residential Property 44 Units
Once created, if a newly created Assessor’s Parcel( s) of Taxable Property further changes or subdivides, the above steps shall be repeated to de termine the Maximum Special Tax for the additional newly created Assessor’s Parcel(s) of Ta xable Property created from the change or subdivision.
D. METHOD OF APPORTIONMENT OF THE SPECIAL TAXES
All Taxable Property shall be subject to the Specia l Tax defined as follows. The Special Tax shall be levied each Fiscal Year by the CFD Administrator.
The Annual Special Tax Requirement shall be apportioned to each Parcel within CFD No. 2026-1 by the method shown below.
First: Determine the Annual Special Tax Requirement.
Second: Levy the Special Tax on each Parcel of Deve loped Property, Proportionately, up to the applicable Maximum Special Tax.
Under no circumstances will the Special Taxes on an y Assessor’s Parcel of Developed Residential Property be increased by more than 10% as a consequence of delinquency or default by the owner of any other Assessor’s Parcel within CFD No. 2026-1.
E. EXEMPTIONS
Notwithstanding any other provision of this Rate an d Method of Apportionment of Special Tax, no Special Tax shall be levied on Non-Residential Prop erty, Open Space Property, Property Owners’ Association Property, Undeveloped Property, Assesso r’s Parcels with public or utility easements making impractical their utilization for any use other than the purposes set forth in the easement, or Public Property, except as otherwise provided in Sections 53317.3, 53317.5 and 53340.1 of the Act.
No Special Tax shall be levied on any Assessor’s Pa rcel in any Fiscal Year in which such Assessor’s Parcel is classified as Welfare Exempt Property.
F. APPEAL OF SPECIAL TAX LEVY
Any property owner may file a written appeal of the Special Tax with the CFD Administrator claiming that the amount or application of the Special Tax i s not correct. The appeal must be filed not later than one calendar year after having paid the Special Tax that is disputed, and the appellant must be current in all payments of the Special Tax. In addi tion, during the term of the appeal process, all Special Tax levied must be paid on or before the payment date established when the levy was made. 238
City of Livermore
Community Facilities District No. 2025-1 (Garaventa Se rvices) Page 7 The appeal must specify the reasons why the appella nt claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with th e appellant if the CFD Administrator deems necessary, and advise the appellant of its determination.
If the property owner disagrees with the CFD Admini strator’s decision relative to the appeal, the owner may then file a written appeal with the City Council whose subsequent decision shall be final and binding on all interested parties. If the decision of the CFD Administrator or subsequent decision by the City Council requires the Special Tax to be modified or changed in favor of the property owner, then an adjustment shall be made to credit the Special Tax in future years.
This procedure shall be exclusive and its exhaustio n by any property owner shall be a condition precedent to filing any legal action by such owner.
G. INTERPRETATIONS OF RATE AND METHOD OF APPORTIONM ENT The City reserves the right to make minor administr ative and technical changes to this document that do not materially affect the rate and method o f apportioning the Special Tax. In addition, the interpretation and application of any section of th is document shall be at the City’s discretion.
Interpretations may be made by the City Council by ordinance or resolution for purposes of clarifying any vagueness or ambiguity in this Rate and Method of Apportionment of Special Tax.
H. MANNER AND DURATION OF SPECIAL TAX
The Special Tax shall be collected in the same mann er and at the same time as ordinary ad valorem property taxes, provided that the City may directly bill the Special Tax, may collect the Special Tax at a different time or in a different manner if needed to meet the financial obligations of CFD No. 2026- 1, and may collect delinquent Special Taxes through available methods.
Special Taxes shall continue to be levied and collected within CFD No. 2026-1, as needed to fund the Annual Special Tax Requirement, in perpetuity.
I. PREPAYMENT OF SPECIAL TAX
The Special Tax may not be prepaid.
J. REPEAL OF SPECIAL TAX
If the levy of the Special Tax is repealed by initiative or any other action participated in by the owners of Assessor’s Parcels in CFD No. 2026-1, the City shall cease to levy the Special Tax and shall cease to be obligated to provide the authorized services for which the Special Tax was levied. The obligations to provide the authorized services previously funde d by the repealed Special Tax shall become the joint obligations of the property owners of Assessor’s Parcels within CFD No. 2026-1. 239
Exhibit B
EXHIBIT B
CITY OF LIVERMORE
Community Facilities District No. 2026-1
(Garaventa Services)
OFFICIAL BALLOT
SPECIAL TAX ELECTION
This ballot is for a special, landowner election. You must return this ballot in the enclosed postage paid envelope to the office of the City Clerk of the City of Livermore no later than the hour of 7:00 p.m. on Monday, February 23, 2026, either by mail or in person. The City Clerk’s office is located at 1052 South Livermore Avenue, Livermore, California.
To vote, mark a cross (X) on the voting line after the word “YES” or after the word “NO”.
All marks otherwise made are forbidden. All distin guishing marks are forbidden and make the ballot void.
If you wrongly mark, tear, or deface this ballot, r eturn it to the City Clerk of the City of Livermore and obtain another.
BALLOT MEASURE : Shall the following measure be adopted:
authorizing the City of Livermore (the “City”) to (i) levy a special tax solely on lands within the City of Livermore Commun ity Facilities District No. 2026-1 (Garaventa Services) (“CFD”) in accordance with the rate and method contained in the resolutio n of the City Council establishing the CFD (“Formation Resolution ”), commencing in the City’s fiscal year 2026-27 (with annual escalation thereafter), to pay for the public services specified in the Formation Resolution and to pay the costs of the Ci ty in administering the CFD, which special tax, if levied at the maximum rate and assuming full build-out of the properties in the CFD at the time of formation, is anticipated to raise approximately $149,625 in fiscal year 2026-27 (with annual escalation thereaf ter) and (ii) establish an annual appropriations limit for the CFD of $5,000,000?
YES: __________
NO: __________
240
Exhibit B
The undersigned is the landowner or the authorized representative of the landowner and is legally authorized and entitled to cast this bal lot on behalf of the landowner, and certifies that the landowner has received and reviewed all the pro ceedings leading up to this election. The undersigned acknowledges that this election is being undertaken at the request and for the benefit of the landowner. The undersigned knowingly and vol untarily waives any and all rights it may have with respect to the election proceedings as of the date hereof.
Assessor’s Parcel Number(s): 099B-5300-010
Acres: 31.67
Number of Votes: 32
Property Owner:
Livermore LT Ventures I Group, LLC ,
a California limited liability company
By: Omnibus LT Ventures, LLC, a California
limited liability company
Its: Managing Member
By: ______________________________
Richard S. Lafferty, Managing Member
Declaration
I hereby affirmatively represent and certify that I have taken all necessary steps, and that I am duly authorized, to sign and submit this Ballo t on behalf of the owner(s) of the Property (Assessor’s Parcel Number 099B-5300-010) to form th e CFD for the Property, and that the City may rely upon my representation to accept this Ballot on behalf of the owner(s) of the Property.
I certify (or declare) under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Date: ______________________________
Name: ___________________________
241
1 RESOLUTION NO. ________
IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA
A RESOLUTION DECLARING RESULTS OF SPECIAL LANDOWNER
ELECTION AND DIRECTING RECORDING OF NOTICE OF SPECIAL
TAX LIEN FOR CITY OF LIVERMORE COMMUNITY FACILITIES
DISTRICT NO. 2026-1 (GARAVENTA SERVICES)
Under the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing at Section 53311, of the California Government Code (the “Act”), the City Council (the “Council”) of the City of Livermore (the “City”) is authorized to establish a community facilities district and to act as its legislative body.
The Council has adopted a resolution entitled “A Resolution of Formation of City of Livermore Community Facilities District No. 2026 -1 ( Garaventa Servic es)” (the “Resolution of Formation”), ordering the formation of the “City of Livermore Community Facilities District No. 2026 -1 (Garaventa Services)” (the “CFD”), authorizing the levy of special taxes on property within the CFD and prelimin arily establishing an appropriations limit for the CFD, all pursuant to the Act.
Under the provisions of the Resolution of Formation and pursuant to a resolution entitled "A Resolution Calling Special Landowner Election for City of Livermore Community Fac ilities District No. 2026 -1 (Garaventa Services)" (the “Election Resolution”) heretofore adopted by this Council, the propositions of the levy of the special taxes and the establishment of the appropriations limit were submitted to the qualified electors of the CFD as required by the provisions of the Act.
Pursuant to the terms of the Election Resolution, which are by this reference incorporated herein, the special election has been held and the City Clerk has on file a Canvass and Statement of Result of E lection, (the “C anvass”) a copy of which is attached hereto as Exhibit A.
This Council has been informed of the Canvass, finds it appropriate and wishes to complete its proceedings for the CFD.
NOW, THEREFORE, B E IT RESOLVED by the City Council of th e City of Livermore, that the foregoing recitals are all true and correct.
BE IT FURTHER RESOLVED , the issues presented at the special election were the levy of the special taxes within the CFD and the approval of an annual appropriations limit of not to exceed $ 5,000,000, all pursuant to the Resolution of Formation.
BE IT FURTHER RESOLVED, the Council hereby approves the Canvass and finds that it shall be a permanent part of the record of its proceedings for the CFD.
Pursuant to the Canvass, the issues presented at the special election were approved by 242
2 RESOLUTION NO. ________
the qualified electors of the CFD by more than two -thirds of the votes cast at the special election.
BE IT FURTHER RESOLVED, pursuant to the voter approval, the CFD is hereby declared to be fully formed with the authority to levy the special taxes and to have the established appropriations limit, all as heretofore provided in these proceedings and in the Act. It is hereby found that all prior proceedings and actions taken by this C ouncil with respect to the CFD were valid and in conformity with the Act.
BE IT FURTHER RESOLVED, the City Clerk is hereby directed to complete, execute and cause to be recorded in the office of the County Recorder of the County of Alameda a notice of spe cial tax lien in the form required by the Act, such recording to occur no later than fifteen (15) days following adoption of this resolution by the Council.
BE IT FURTHER RESOLVED, this Resolution shall take effect upon its adoption.
On motion of Counc il Member ______________________, seconded by Council Member ______________________, the foregoing r esolution was passed and adopted on February 23, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST: APPROVED AS TO FORM:
_____________________________ /s/ Molly A. O’Toole
Amy Heavener Molly A. O'Toole
City Clerk Assistant City Attorney
Exhibit A – Canvass and Statement of Result of Election
243
Exhibit A
EXHIBIT A
CANVASS AND STATEMENT OF RESULT OF ELECTION
CITY OF LIVERMORE
Community Facilities District No. 2026-1
(Garaventa Services)
I hereby certify that on February 23, 2026, I canvassed the returns of the election held on February 23, 2026, in the City of Livermore Community Facilities District No. 2026-1 (Garaventa Services) and the total number of ballots cast in s uch District and the total number of votes cast for and against the measure are as follows and the totals as shown for and against the measure are full, true and correct:
BALLOT MEASURE : Shall the following measure be adopted:
authorizing the City of Livermore (the “City”) to (i) levy a special tax solely on lands within the City of Livermore Commun ity Facilities District No. 2026-1 (Garaventa Services) (“CFD”) in accordance with the rate and method contained in the resolutio n of the City Council establishing the CFD (“Formation Resolution ”), commencing in the City’s fiscal year 2026-27 (with annual escalation thereafter), to pay for the public services specified in the Formation Resolution and to pay the costs of the Ci ty in administering the CFD, which special tax, if levied at the maximum rate and assuming full build-out of the properties in the CFD at the time of formation, is anticipated to raise approximately $149,625 in fiscal year 2026-27 (with annual escalation thereaf ter) and (ii) establish an annual appropriations limit for the CFD of $5,000,000?
Qualified
Landowner Votes
Votes Cast YES NO
City of Livermore
Community Facilities District No. 2026-1
(Garaventa Services)
Special Tax Election, February 23, 2026 32 _____ __ ___ _____
244
Exhibit A
IN WITNESS WHEREOF, I HAVE HEREUNTO SET MY HAND on February 23, 2026.
By:
City Clerk
City of Livermore
245
1 ORDINANCE NO.____
IN THE CITY COUNCIL OF THE CITY OF LIVERMORE, CALIFORNIA
AN ORDINANCE LEVYING A SPECIAL TAX WITHIN CITY OF
LIVERMORE COMMUNITY FACILITIES DISTRICT NO. 2026-1
(GARAVENTA SERVICES)
Under the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing at Section 53311, of the California Government Code (the “Act”), the City Council (the “Council”) of the City of Livermore (the “City”) is authorized to establish a community facilities district and to act as its legislative body.
On January 12, 2026, this City Council (the “Council”) adopted a resolution entitled “A Resolution of Intention to Establish City of Livermore Community Facilities District No. 2026-1 (Garaventa Services) ” (the “Resolution of Intention”), and has conducted proceedings (the “Proceedings”) to establish “City of Livermore Commun ity Facilities District No. 2026-1 (Garaventa Services)” (the “CFD”) pursuant to the Act to f inance certain municipal services (the “Services) as provided in the Act.
Pursuant to notice as specified in the Act, and as part of the Proceedings, the Council has held a public hearing under the Act relative to the determination to proceed with the formation of the CFD and a rate and method of apportionment of the special tax (the “Special Tax ”) to be levied within the CFD to finance the Services, and at such hearing all persons desiring to be heard on all matters pertaining to the formation of the CFD and the levy of the Special Tax were heard, substantial evidence was presented and considered by this Council and a full and fair hearing was held.
Upon the conclusion of the hearing, this Council adopted its “ A Resolution of Formation of City of Livermor e Community Facilities District No. 2026-1 (Garaventa Services)” (the “Resolution of Formation ”), pursuant to which it completed the Proceedings for the establishment of the CFD, the authorization of the levy of the Special Tax within the CFD, and the calling of an election within the CFD on the propositions of levying the Special Tax and establishing an appropriations limit within the CFD.
On February 23, 2026, a special election was held among the landowner voters within the CFD at which such vo ters approved such propositions by the two -thirds vote required by the Act, which approval has been confirmed by resolution of this Council.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LIVERMORE DOES ORDAIN AS FOLLOWS:
Section 1 . Authorization and Levy of the Special Tax . By the passage of this Ordinance, the Council hereby authorizes and levies the Special Tax within the CFD pursuant to the Act, at the rate and in accordance with the rate and method of apportionment of Special Tax set forth in the Resolution of Formation , as it may be amended and supplemented from time to time, which rate and method is by this reference 246
2 ORDINANCE NO.____ incorporated herein. The Special Tax is hereby levied commencing in fiscal year 2026- 27 and in each fiscal year thereafter to pay for the Services for the CFD, as contemplated by the Resolution of Formation and the Proceedings , and all costs of administering the CFD.
Section 2 . Direction to Determine Special Tax . The City Manager or their designee, or an employee or consultant of t he City, is hereby authorized and directed each fiscal year to determine the specific Special Tax to be levied for the next ensuing fiscal year for each parcel of real property within the CFD, in the manner and as provided in the Resolution of Formation.
Section 3. Exemptions; Maximum Special Tax . Exemptions from the levy of the Special Tax shall be as provided in the Resolution of Formation and the applicable provisions of the Act. In no event shall the Special Tax be levied on any parcel within the CFD in excess of the maximum Special Tax specified in the Resolution of Formation.
Section 4. Use of Special Tax. All of the collections of the Special Tax shall be used as provided in the Act and in the Resolution of Formation, including, but not limited to, the payment of costs of the Services, the payment of the costs of the City in administering the CFD, and the costs of collecting and administering the Special Tax.
Section 5. Collection of Special Tax. The Special Tax shall be collected in the same manner as ordinary ad valorem taxes are collected and shall have the same lien priority and be subject to the same penalties and the same procedure and sale in cases of delinquency as provided for ad valorem taxes; provided, however, that the Council may provide for other appropriate methods of collection by resolution(s) of the Council. The City Manager of the City (or a designee) is hereby authorized and directed to provide all necessary information to the auditor/tax collector of the County of Alameda in o rder to effect proper billing and collection of the Special Tax, so that the Special Tax shall be included on the secured property tax roll of the County of Alameda for fiscal year 2026- 27 and for each fiscal year thereafter until no longer required to pay for the Services or until otherwise terminated by the City.
Section 6. Severability. If, for any reason, any portion of this Ordinance is found to be invalid, or if the Special Tax is found inapplicable to any particular parcel within the CFD, by a cou rt of competent jurisdiction, the balance of this Ordinance and the application of the Special Tax to the remaining parcels within the CFD shall not be affected.
Section 7. Publication. The Mayor shall sign this Ordinance and the City Clerk shall cause the same to be published within fifteen (15) days of its passage at least once in a newspaper of general circulation circulated in the City or pursuant to such other procedure identified by the City Clerk.
Section 8. Effective Date. This Ordinance shall take effect 30 days from the date of final passage.
247
3 ORDINANCE NO.____
The foregoing ordinance was introduced at the meeting of the City Council of the City of Livermore held on February 23, 2026, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
The ordinance was adopted at the regular meeting of the City Council held on _____________, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
Mayor, City of Livermore
ATTEST:
Amy Heavener
City Clerk
APPROVED AS TO FORM:
/s/ Molly A. O’Toole _____
Molly A. O’Toole
Assistant City Attorney
248
CITY COUNCIL STAFF REPORT
ITEM NO. 11.1
7.1 Public hearing, landowner election, declaration of results, and actions related to formation of Community Facilities District No. 2026-1 (Garaventa Services) located north of Altamont Creek Elementary School along Bear Creek Drive pursuant to the Mello-Roos Community Facilities Act of 1982.
Material: PowerPoint Presentation
9.0 Council Committee Reports and Matters Initiated by City Manager, City Attorney, Staff, and Council Members.
Material: Council Reports
DATE:
February 23, 2026
TO:
Honorable Mayor and City Council
FROM:
Marianna A. Burch, City Manager
SUBJECT:
Supplemental materials received prior to the meeting.
RECOMMENDED ACTION
DECISION TYPE
Not Applicable
SUMMARY
These materials were posted online and made available to the public at the same time that they were distributed to the City Council.
DISCUSSION
ATTACHMENTS
1. Supplemental Materials
249
Prepared by: Amy Heavener
City Clerk
Approved by:
____________________________________
Marianna A. Burch
City Manager
Fiscal Review by:
____________________________________
Tina Olson
Administrative Services Director
250
1 v
Community Facilities District No. 2026-1
Garaventa Maintenance and Services
February 23, 2026
Presented by
Jarrett Rasmussen, Associate Civil Engineer
Community Facilities District No. 2026-1Garaventa Services • Community Facilities Districts (CFD) provides
funding
for maintenance and replacement of
public infr
astructure installed by the developer.
• Property owners within the district are assessed
annually t
o provide this funding.
1 2
Item 7.1
PowerPoint Presentation
251
2 Project Location
The amenities to be maintained with the annual CFD
funding include:
• Maintenance and operation of the new storm drain
outfalls to Altamont Creek
• Multi-use trails located within the project's open space • Long-term repair and replacement costs for the new
pedestrian bridge connecting Hawk Street to the
Garaventa Hill Development for emergency vehicle
access
• Public potable water system
• Various street improvements
Community Facilities District No. 2026-1Garaventa Services 3 4
Item 7.1
PowerPoint Presentation
252
3 Staff recommends that City Council:
1. Adopt a Resolution of Formation of Community
Facilities District 2026-1 (Garaventa Services);
2. Adopt a Resolution Calling Special Landowner Election for a Community Facilities District;
3. Break to conduct Special Landowner Election for a
Community Facilities District;
4. Adopt a Resolution Declaring Results of Special
Landowner Election and Directing Recording of Notice
of Special Tax Lien; and
5. Introduce Ordinance Levying Special Tax within City of Livermore Community Facilities District No. 2026-1.
5 Item 7.1
PowerPoint Presentation
253
Council Member
Date of
Meeting or
Event
Committee or Organization Meeting or Event Type Summary of Meeting or Event Mayor Marchand 2/11/2026 Valley Link Board meeting Approved budget amendment and agreements on alternate delivery methods, cost estimating services and the Tracy O&M facility.
Mayor Marchand 2/11/2026 Alameda County Mayors Conference Monthly meeting Received reports from mayors and heard a presentation on insights on homelessness in the Bay Area.
Mayor Marchand 2/12/2026 Chinses Consulate/ City of Livermore New Year's Celebration Presented a New Years Proclamation on behalf of the City.
Mayor Marchand 2/13/2026 Innovation Tri-Valley Monthly meeting Heard updates from two of the standing committees.
Mayor Marchand 2/14/2026 Silicon Valley Asian Association New Years Performances Cultural celebration of music and dance for the Year of the Horse.
Mayor Marchand 2/18/2026 City of Livermore Employee Service Awards Celebrated the service of 68 employees with over 770 years of service.
Mayor Marchand 2/18/2026 Chamber of Commerce Monthly mixer Networked with local businesses.
Mayor Marchand 2/19/2026 City of Livermore TV30 Mayor's Report Provided an update on City activities.
Mayor Marchand 2/20/2026 Tri-Valley Non-Profit Alliance Forum with State Senator McNerney Collaboration and tools available for local non-profits.
Mayor Marchand 2/20/2026 Muslim Cultural Society of Dublin Iftar Dinner celebrating Ramadan Iftar Dinner celebrating Ramadan.
Mayor Marchand 2/22/2026 HealFest Health fair Presented an award recognizing the contributions by Stanford Health Care Tri-Valley.
Item 9.0
Council Reports
254
Council Member Date of Meeting or
Event Committee or Organization Meeting or Event Type Summary of Meeting or Event Vice Mayor Wang 2/10/2026 Tri-Valley Conservancy Community Forum Presentations from winegrowers and TVC staff on the topic of “What’s Happening in South Livermore’s Vineyards?” -- the challenges facing our vineyards, work being done to protect them, marketing strategies and pivots to respond to market trends and stabilize our wine heritage; also, conservation easements, their purpose, and how they protect our land.
Vice Mayor Wang 2/12/2026 Livermore Public Library and Longevity Wines Game Night Celebration of Black History Month at Longevity Wines, a certified minority-owned business.
Vice Mayor Wang 2/17/2026 Livermore Valley Wine Community Workshop Presentation by wine industry experts on vineyard
decommissioning: strategies for successfully taking vineyards out of production.
Vice Mayor Wang 2/17/2026 Culinary Angels Fundraiser Almost 100 supporters and donors at Stampede.
Vice Mayor Wang 2/18/2026 City of Livermore Employee Service Awards Luncheon Recognize employees for years of service milestones.
Vice Mayor Wang 2/18/2026 Livermore Valley Chamber of Commerce Monthly mixer Very well attended mixer at Los Caporales Restaurant.
Vice Mayor Wang 2/19/2026 Livermore Public Library and Tri-Valley for Black Lives
Trivia Night Celebration of Black History Month.
Vice Mayor Wang 2/20/2026 Muslim Cultural Society of Dublin Neighborhood Iftar Breaking the daily fast during Ramadan -- at Meza n Moka with Mayor Marchand and three from Dublin City Council.
Vice Mayor Wang 2/21/2026 Slice House Grand opening Long line wrapped around the block and down the street, with many continuing to join the line.
Vice Mayor Wang 2/21/2026 Grounded Livermore Lunar New Year celebration Special vendors and red envelopes for kids.
Vice Mayor Wang 2/21/2026 Cub Scouts Pack 914 Blue & Gold Event Presented certificates to four 5th graders who were awarded the Arrow of Light and promoting from cub scouts to an older scout troop.
Vice Mayor Wang 2/22/2026 Arthur Barinque and The Bankhead LVA Lunar New Year Celebration Very well attended celebration with performances by KungFu Dragon USA, Xiao Pei Chinese Dance, and others.
Vice Mayor Wang 2/22/2026 Livermore Public Library Jazz Performance Black History Month celebration with Ashley Jemison & Friends jazz ensemble.
Item 9.0
Council Reports
255
Council Member Date of Meeting or
Event
Committee or
Organization Meeting or Event Type Summary of Meeting or Event Council Member Barrientos 2/12/2026 Ava ad hoc committee Development of a procurement policy Discussion of guidelines in our procurement policy.
Council Member Barrientos 2/18/2026 City Attended the Livermore Employee Service Awards lunch
Acknowledging the years of service employees have
committed to Livermore.
Council Member Barrientos 2/19/2026 City Discussion of Art ceramic stepping stones
The stepping stones will be placed in cement in the
wetlands in the old golf course.
Council Member Barrientos 2/20/2026 City Hindu Temple reception The reception was for Dr Swati Mohan the guidance
control op lead on NASA Mars 2020. An certificate of
appreciation from the city was presented to Dr Mohan.
Item 9.0
Council Reports
256
Council Member Date of Meeting or
Event Committee or Organization Meeting or Event Type
Council Member Branning 2/12/2026 Livermore Amador Valley Transit Authority Paratransit Ad-Hoc Advisory Committee
Council Member Branning 2/12/2026 CalCities East Bay Division Bylaws Sub-Committee Council Member Branning 2/13/2026 Livermore Craft Beer Assn Livermoron Launch Party Council Member Branning 2/17/2026 Livermore Downtown Inc Board Meeting Council Member Branning 2/18/2026 Livermore Amador Valley Water Management Agency Board Meeting
Council Member Branning 2/23/2026 Livermore Amador Valley Transit Authority Projects and Services Meeting Item 9.0
Council Reports
257
Council Member Date of Meeting or
Event Committee or Organization Meeting or Event Type Summary of Meeting or Event Council Member Dunbar 2/18/2026 City of Livermore Employee service awards Thank you and congratulations to employees and award
honorees who have served our community for so many years with such high standards and passion.
Council Member Dunbar 2/18/2026 Livermore Amador Valley Water Management Agency Normal board meeting Solar project terms still in discussion with contractor/bidder, item continued to April.
Item 9.0
Council Reports
258