National City City Council
October 1, 2024

PAYEE DESCRIPTION CHK NO DATE AMOUNT

Mayor and Council
DEKRA-LITE INDUSTRIE YAMANE'S BANNER - 50% PARTIAL PAYMENT 370884 8/20/24 8,245.00 BUSH, MARCUS BUSH - ALBUQUERQUE TRAVEL EXPENSE 370915 8/22/24 245.88 SMART & FINAL MOP 45756 - YAMANE'S OPEN HOUSE SNACKS 370986 8/22/24 62.64 STAPLES BUSINESS ADV OFFICE SUPPLIES/COFFEE FOR COUNCIL 370992 8/22/24 58.43 STAPLES BUSINESS ADV OFFICE SUPPLIES/COFFEE FOR COUNCIL 370992 8/22/24 58.43 STAPLES BUSINESS ADV OFFICE SUPPLIES/COFFEE FOR COUNCIL 370992 8/22/24 58.45 STAPLES BUSINESS ADV OFFICE SUPPLIES/COFFEE FOR COUNCIL 370992 8/22/24 58.43 Total for Department 8,787.26
Building/Planning
SMART SOURCE OF CALI MOP#63845 COMM DEVELOPMENT BUSINESSD CARD 370987 8/22/24 54.23 Total for Department 54.23
CAO
Total for Department 0.00
City Clerk
EL LATINO NEWSPAPER ELECTION PUBLIC NOTICE - SPANISH NEWSPAPER 370941 8/22/24 2,899.20 STAPLES BUSINESS ADV OFFICE SUPPLIES 370993 8/22/24 39.14 STAPLES BUSINESS ADV OFFICE SUPPLIES 370993 8/22/24 108.86 STAPLES BUSINESS ADV OFFICE SUPPLIES 370993 8/22/24 74.32 THE STAR NEWS PUBLIC NOTICING 371000 8/22/24 181.94
TRANS-LANG TRANSLATION SERVICES FOR CITY COUNCIL MEETIN 371003 8/22/24 595.00 Total for Department 3,898.46
CMO
AMAZON MIKOLO MULTI-FUNCTION POWER CAGE. SQUAT RAC 370908 8/22/24 -217.50 COUNTY OF SAN DIEGO MAIL POSTAGE BILLING - JANUARY 2024 370931 8/22/24 3,061.66 COUNTY OF SAN DIEGO MAIL POSTAGE BILLING - APRIL 2024 370932 8/22/24 1,926.00 COUNTY OF SAN DIEGO MAIL POSTAGE BILLING - MAY 2024 370933 8/22/24 1,204.00 COUNTY OF SAN DIEGO MAIL POSTAGE BILLING - FEBRUARY 2024 370934 8/22/24 1,684.84 COUNTY OF SAN DIEGO MAIL POSTAGE BILLING - JUNE 2024 370935 8/22/24 2,305.01 SPARKLETTS WATER FOR FINANCE DEPARTMENT 370991 8/22/24 82.88 Total for Department 10,046.89
Community Services/Nutrition/Library
HOME DEPOT CREDIT SE HOME DEPOT REFUND/CSD 370888 8/20/24 -484.66 HOME DEPOT CREDIT SE BIG BLOWERS FOR CS DAY/CSD 370888 8/20/24 481.64 HOME DEPOT CREDIT SE CASA YOUTH PROGRAMMING SUPPLIES/CSD 370888 8/20/24 439.49 ALDEMCO FOOD/CONSUMABLES AS NEEDED FOR NUTRITION C 370906 8/22/24 147.88 WARRANT REGISTER # 8
8/22/2024
1/8Page 175 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
ALDEMCO FOOD/CONSUMABLES AS NEEDED FOR NUTRITION C 370906 8/22/24 812.17 ALDEMCO FOOD/CONSUMABLES AS NEEDED FOR NUTRITION C 370906 8/22/24 1,733.90 ALDEMCO FOOD/CONSUMABLES AS NEEDED FOR NUTRITION C 370906 8/22/24 726.12 AMAZON U-TOOLIZE GRANT- RETURN FIBERGLAS STEPLADDE 370908 8/22/24 -201.04 AMAZON U-TOOLIZE GRANT- TOOLS FOR CHECK OUT AT 370908 8/22/24 538.57 AMAZON CAPITAL SERVI PORTABLE INFLATABLE SPORTS COURT C/O 080824/C 370909 8/22/24 1,131.00 AMAZON CAPITAL SERVI DESK SUPPLIES FOR ZAIDE/CSD 370909 8/22/24 44.37 BOOT WORLD WORK BOOTS FOR YURI PENA 370913 8/22/24 166.37 CONSTANT CONTACT INC PRE-PAYMENT SUBSCRIPTION/CSD 370929 8/22/24 3,788.65 COZZINI BROS., INC. KNIFE SHARPENING SERVICES FOR FY 25 370936 8/22/24 64.17 GUERRERO, FEDERICO RFW-CONT INST QUARTERLY PAYMENT GRP FOLK SU 370945 8/22/24 5,544.00 PACIFIC REFRIGERATIO SERVICE CALL CHARGE 370968 8/22/24 317.90 PRUDENTIAL OVERALL S LAUNDRY AND CONSUMABLES FOR FY25 370973 8/22/24 153.43 PRUDENTIAL OVERALL S LAUNDRY & CONSUMABLES AS NEEDED FOR NUTRIT 370973 8/22/24 148.36 PRUDENTIAL OVERALL S LAUNDRY & CONSUMABLES AS NEEDED FOR NUTRIT 370973 8/22/24 124.34 PRUDENTIAL OVERALL S LAUNDRY AND CONSUMABLES FOR FY25 370973 8/22/24 303.48 PRUDENTIAL OVERALL S LAUNDRY & CONSUMABLES AS NEEDED FOR NUTRIT 370973 8/22/24 437.69 PRUDENTIAL OVERALL S LAUNDRY & CONSUMABLES AS NEEDED FOR NUTRIT 370973 8/22/24 458.56 S & S RECREATION WOR SENIOR PROGRAMMING SUPPLIES/CSD 370976 8/22/24 193.07 SEAPORT MEAT COMPANY FOOD AS NEEDED FOR NUTRITION CTR. FY25 370984 8/22/24 476.00 STAPLES BUSINESS ADV MOP 45704 PROGRAMMING SUPPLIES/CSD 370992 8/22/24 69.26 STAPLES BUSINESS ADV MOP 45704 PROGRAMMING SUPPLIES/CSD 370992 8/22/24 147.90 STAPLES BUSINESS ADV MOP 45704 OFFICE SUPPLIES/CSD 370992 8/22/24 96.48 SYSCO SAN DIEGO INC FOOD/CONSUMABLES AS NEEDED FOR NUTRITION C 370996 8/22/24 3,804.74 SYSCO SAN DIEGO INC FOOD/CONSUMABLES AS NEEDED FOR NUTRITION C 370996 8/22/24 246.00 T'S & SIGNS INC ESPORTS T-SHIRTS AND MEDALS/CSD 370997 8/22/24 845.54 Total for Department 22,755.38
Engineering / PW's
GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 158.91 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 107.66 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 34.37 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 223.74 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 111.87 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 308.45 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/FAC 370885 8/20/24 308.45 HOME DEPOT CREDIT SE BPO: BUILDING MATERIAL SUPPLIES FOR FY25-PW/FA 370888 8/20/24 123.46 HOME DEPOT CREDIT SE BPO: BUILDING MATERIAL SUPPLIES FOR FY25-PW/FA 370888 8/20/24 814.55 HOME DEPOT CREDIT SE BPO: BUILDING MATERIAL SUPPLIES FOR FY25-PW/FA 370888 8/20/24 1,104.12 MAINTEX INC JANITORIAL SUPPLIES FY25-PW/FAC 370889 8/20/24 266.53 O'REILLY AUTO PARTS MOP 75877 AUTO SUPPLIES FY25-PW/EQM 370890 8/20/24 95.66 O'REILLY AUTO PARTS MOP 75877 AUTO SUPPLIES FY25-PW/EQM 370890 8/20/24 125.17 PACIFIC STATES PETRO HYDRAULIC OIL, ENGINE OIL FY25-PW/EQM 370891 8/20/24 1,099.79 PARTS AUTHORITY METR MOP 75943 AUTO SUPPLIES FY25-PW/EQM 370892 8/20/24 43.46 PARTS AUTHORITY METR MOP 75943 AUTO SUPPLIES FY25-PW/EQM 370892 8/20/24 201.06 PARTS AUTHORITY METR MOP 75943 AUTO SUPPLIES FY25-PW/EQM 370893 8/20/24 160.86 PARTS AUTHORITY METR MOP 75943 AUTO SUPPLIES FY25-PW/EQM 370894 8/20/24 46.85 2/8Page 176 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
PARTS AUTHORITY METR MOP 75943 AUTO SUPPLIES FY25-PW/EQM 370894 8/20/24 77.56 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/FAC 370895 8/20/24 26.89 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/FAC 370895 8/20/24 21.18 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/PARKS 370895 8/20/24 168.78 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY25-PW/EQM 370896 8/20/24 59.11 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY25-PW/FAC 370896 8/20/24 14.42 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY25-PW/PARKS 370896 8/20/24 70.66 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY25-PW/SEWER 370896 8/20/24 65.08 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY24-PW/FAC 370896 8/20/24 198.14 SEDANO FORD OF LM, I R&M CITY VEHICLES FY25-PW/EQM 370897 8/20/24 290.36 SITEONE LANDSCAPE SU MOP 69277 LANDSCAPE SUPPLIES FY25-PW/FAC 370898 8/20/24 88.21 SITEONE LANDSCAPE SU MOP 69277 LANDSCAPE SUPPLIES FY24-PW/PARKS 370898 8/20/24 69.47 SITEONE LANDSCAPE SU MOP 69277 LANDSCAPE SUPPLIES FY25-PW/PARKS 370898 8/20/24 489.81 SITEONE LANDSCAPE SU MOP 69277 LANDSCAPE SUPPLIES FY25-PW/PARKS 370898 8/20/24 90.27 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 510.99 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 475.51 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 376.85 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 1,520.21 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 262.27 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 1,232.83 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 807.77 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 713.85 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 106.59 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 227.91 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 127.62 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 437.51 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370899 8/20/24 194.59 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 102.87 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 8,618.72 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 11,375.38 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 113.99 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 146.54 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 6,750.00 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 4,032.29 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 112.96 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 530.72 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 112.96 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370899 8/20/24 160.14 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370900 8/20/24 77.85 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370900 8/20/24 66.53 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370900 8/20/24 26.09 SWEETWATER AUTHORITY WATER SERVICE FOR FACILITIES MAY-JUL FY25-PW 370900 8/20/24 46.31 3/8Page 177 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 89.39 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 89.39 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 89.39 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 86.00 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 96.13 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FORMAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 27.70 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 89.39 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 27.70 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 89.39 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 27.70 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 68.14 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 45.56 SWEETWATER AUTHORITY WATER SERVICE FOR PARKS FOR MAY-JUL FY25-PW 370900 8/20/24 27.70 TURF STAR INC PARTS FOR PARKS MOWER FY25-PW/EQM 370901 8/20/24 285.53 VULCAN MATERIALS COM ASPHALT & ROCK MATERIALS FOR FY25-PW/STS 370903 8/20/24 1,035.17 AEP CALIFORNIA LLC NCPD FY24 LEASE VEHICLE LIGHTING 370905 8/22/24 7,613.13 ANSER ADVISORY MANAG NTP 5-5-21- SWEETWATER RD PROTECTED 370910 8/22/24 8,920.00 ANSER ADVISORY MANAG NTP 5-5-21- SWEETWATER RD PROTECTED 370910 8/22/24 16,050.00 ANSER ADVISORY MANAG NTP 5-5-21- SWEETWATER RD PROTECTED 370910 8/22/24 6,731.02 ANSER ADVISORY MANAG NTP 5-5-21- SWEETWATER RD PROTECTED 370910 8/22/24 1,377.00 ANSER ADVISORY MANAG NTP - FY24/25 NC WASTEWATER TAX ROLL UPDATE 370911 8/22/24 24,071.35 CALIFORNIA COMMERCIA CIP 22-01 LAS PALMAS SWIMMING POOL 370916 8/22/24 172,989.13 CALRECYCLE REFUND FOR CALRECYCLE BEV CONTAINER RECLYIN 370917 8/22/24 280.00 CANON SOLUTIONS AMER EQUIPMENT BASE CHARGE ENG PLOTTER/SCANNER 370918 8/22/24 88.57 CANON SOLUTIONS AMER EQUIPMENT USAGE CHARGE ENG PLOTTER/SCANNE 370918 8/22/24 36.03 CHEN RYAN ASSOCIATES CIP 23-13 24TH ST TRANSIT CENTER 370920 8/22/24 13,045.00 CHEN RYAN ASSOCIATES CIP 23-13 24TH ST TRANSIT CENTER 370920 8/22/24 11,801.96 CHEN RYAN ASSOCIATES CIP 23-1 FEASIBILITY STUDY FOR 24TH ST 370920 8/22/24 26,816.15 CHEN RYAN ASSOCIATES CIP 23-13 24TH ST TRANSIT CENTER 370920 8/22/24 14,672.39 CHEN RYAN ASSOCIATES ON-CALL PROJECT SUPPORT SERVICES~ 370920 8/22/24 1,411.25 CHEN RYAN ASSOCIATES CIP 22-13 ON-CALL PROJECT SUPPORT SERVICES 370920 8/22/24 2,927.50 COSCO FIRE PROTECTIO CITY HALL SPRINKLERS FY24-PW/FAC 370930 8/22/24 1,305.00 COSCO FIRE PROTECTIO NUTRITION CTR SPRINKLERS FY24-PW/FAC 370930 8/22/24 905.00 COSCO FIRE PROTECTIO MLK SPRINKLERS FY24-PW/FAC 370930 8/22/24 1,400.00 COSCO FIRE PROTECTIO FD SPRINKLERS FY24-PW/FAC 370930 8/22/24 805.00 COSCO FIRE PROTECTIO PD INSPECTION FY24-PW/FAC 370930 8/22/24 1,305.00 COSCO FIRE PROTECTIO SPRINKLER INSPECTION FY24-PW/FAC 370930 8/22/24 805.00 CUMMING CHEVROLET TRANSMISSION FOR FIRE VEH #085 FY25-PW/EQM 370937 8/22/24 6,587.61 D-MAX ENGINEERING IN T&A 90626- UNION TOWER APARTMENTS 370938 8/22/24 744.44 D-MAX ENGINEERING IN T&A 90539 – KIMBALL HIGHLAND WEST- 1221 D AVE. 370938 8/22/24 137.85 4/8Page 178 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
D-MAX ENGINEERING IN 90412- C AVE. CANYON- RANCHO ARROLLO VILLAS 370938 8/22/24 25.19 D-MAX ENGINEERING IN T&A 90634: IN-N-OUT BURGER- 1900 E PLAZA BLVD. 370938 8/22/24 25.19 D-MAX ENGINEERING IN T&A 90562 – NC SAN YSIDRO HEALTH PACE CLINIC 370938 8/22/24 25.19 D-MAX ENGINEERING IN T&A 90538 – KIMBALL HIGHLAND EAST 370938 8/22/24 100.30 DICK MILLER INC CIP 22-09 EASTSIDE I-805 COMMUNITY GREENBELT P 370940 8/22/24 280,667.94 GRAINGER COMPRESSOR PUMPS FY25-PW/FAC 370944 8/22/24 6,093.11 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/STS 370944 8/22/24 140.55 GRAINGER MOP 65179 SEWER SUPPLIES FY25-PW/WW 370944 8/22/24 19.68 GRAINGER MOP 65179 BUILDING SUPPLIES FY25-PW/STS 370944 8/22/24 61.12 HASA INC CHEMICALS FOR MUNICIPAL POOL FY25-PW/FAC 370947 8/22/24 627.89 HASA INC CHEMICALS FOR MUNICIPAL POOL FY25-PW/FAC 370947 8/22/24 702.07 HASA INC CHEMICALS FOR MUNICIPAL POOL FY25-PW/FAC 370947 8/22/24 1,392.90 HASA INC CHEMICAL PRODUCTS FOR MUNICIPAL POOL FY24-PW 370947 8/22/24 853.65 HASA INC CHEMICALS FOR MUNICIPAL POOL FY25-PW/FACQ 370947 8/22/24 1,901.03 HOME DEPOT CREDIT SE BPO: BUILDING MATERIAL SUPPLIES FOR FY25-PW/FA 370958 8/22/24 118.55 HSCC INC CIP 23-06 KIMBALL PARK DOG PARK, TOT 370959 8/22/24 16,385.93 INNOVATIVE CONSTRUCT CIP 22-09 EASTSIDE I-805 GREENBELT 370961 8/22/24 43,008.00 KIMLEY HORN AND ON-CALL PROJECT SUPPORT SERVICES~ 370963 8/22/24 22,617.78 KIMLEY HORN AND ON-CALL PROJECT SUPPORT SERVICES~ 370963 8/22/24 11,070.23 LEIGHTON CONSULTING NTP - EASTSIDE I-805 COMMUNITY GREENBELT PROJ 370965 8/22/24 3,297.54 LEIGHTON CONSULTING NTP - EASTSIDE I-805 COMMUNITY GREENBELT PROJ 370965 8/22/24 4,508.11 NERI LANDSCAPE ARCHI NTP - LAS PALMAS PROJECT SCOPING 370967 8/22/24 4,725.00 NERI LANDSCAPE ARCHI NTP- PLAZA AND HARBISON IMPROVEMENTS 370967 8/22/24 4,560.00 POWERSTRIDE BATTERY MOP 67839 AUTO BATTERIES FY24-PW/EQM 370969 8/22/24 353.95 PRECISION TEMPERATUR DEFROST TIMER FOR PD FY24-PW/FAC 370970 8/22/24 983.45 PRECISION TEMPERATUR FREEZER LED LIGHT FOR PD FY24-PW/FAC 370970 8/22/24 3,193.66 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/FAC 370971 8/22/24 204.80 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/FAC 370971 8/22/24 316.95 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/FAC 370971 8/22/24 123.29 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/FAC 370972 8/22/24 148.00 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/FAC 370972 8/22/24 79.78 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/FAC 370972 8/22/24 107.19 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/FAC 370972 8/22/24 80.99 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/FAC 370972 8/22/24 437.34 PRO BUILD COMPANY MOP 45707 PARK SUPPLIES FY24-PW/PARKS 370972 8/22/24 105.91 PRO BUILD COMPANY CONCRETE FOR STREETS FY24-PW/STS 370972 8/22/24 497.04 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY24-PW/STS 370972 8/22/24 388.64 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/STS 370972 8/22/24 139.29 PRO BUILD COMPANY MOP 45707 GENERAL SUPPLIES FY25-PW/STS 370972 8/22/24 113.20 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY25-PW/STS 370973 8/22/24 820.04 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SERVICES FY25-PW/WW 370973 8/22/24 65.08 RED WING BUSINESS SAFETY BOOTS FOR JUAN PICHE FY25-PW/STS 370975 8/22/24 200.00 RED WING BUSINESS SAFETY BOOTS FOR MANUEL AGUIRRE FY25-PW/STS 370975 8/22/24 200.00 SITEONE LANDSCAPE SU MOP 69277 LANDSCAPE SUPPLIES FY24-PW/PARKS 370985 8/22/24 87.17 SITEONE LANDSCAPE SU MOP 69277 LANDSCAPE SUPPLIES FY24-PW/PARKS 370985 8/22/24 13.18 SOLANA CENTER FOR PROVIDE STATE BILL (SB) 1383 COMPLIANCE 370988 8/22/24 1,891.25 SOUTHWEST CONSTRUCTI CIP 20-05 PISTOL RANGE HVAC AND SAFETY 370990 8/22/24 84,175.46 SOUTHWEST CONSTRUCTI CIP 20-05 PISTOL RANGE HVAC AND SAFETY 370990 8/22/24 16,115.86 5/8Page 179 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
SUNBELT RENTALS, INC RENTAL OF AUGER FY24-PW/PARKS 370994 8/22/24 672.99 SUNBELT RENTALS, INC RENTAL OF AUGER FY24-PW/PARKS 370994 8/22/24 -179.34 VALLEY INDUSTRIAL SP MOP 46453 BUILDING SUPPLIES FY25-PW/FAC 371004 8/22/24 35.76 VALLEY INDUSTRIAL SP MOP 46453 BUILDING SUPPLIES FY25-PW/FAC 371004 8/22/24 265.01 VALLEY INDUSTRIAL SP MOP 46453 BUILDING SUPPLIES FY25-PW/FAC 371004 8/22/24 499.92 VALLEY INDUSTRIAL SP MOP 46453 BUILDING SUPPLIES FY25-PW/FAC 371004 8/22/24 30.94 Total for Department 887,556.36
Finance
BRINK'S INCORPORATED TRANSPORTATION BILLING PERIOD 8/1/24-8/31/24 370914 8/22/24 567.87 CAPFORGE INC. RSWA CAPFORGE INC/PAYROLL BOARD STIPENDS 370919 8/22/24 145.00 CITY OF DEL MAR RSWA PAYMENT FOR HHW EDUCATIONAL FY 24/25 370922 8/22/24 7,000.00 CITY OF ENCINITAS RSWA PAYMENT FOR HHW EDUCATIONAL FY 24/25 370923 8/22/24 7,000.00 CITY OF ESCONDIDO RSWA PAYMENT FOR HHW EDUCATIONAL FY 24/25 370924 8/22/24 7,000.00 CITY OF NATIONAL CIT RSWA PAYMENT FOR EDUCATIONAL FY 24/25 370925 8/22/24 7,000.00 CITY OF POWAY RSWA PAYMENT FOR HHW EDUCATIONAL FY 24/25 370926 8/22/24 7,000.00 CITY OF SOLANA BEACH RSWA PAYMENT FOR HHW EDUCATIONAL FY 24/25 370927 8/22/24 7,000.00 CITY OF VISTA RSWA PAYMENT FOR HHW EDUCATIONAL FY 24/25 370928 8/22/24 7,000.00 FEDEX GROUND - BILLING THIRD PARTY 370942 8/22/24 17.69 HDL COREN & CONE CONTRACT SVCS PROPERTY TAX JULY - SEPTEMBER 370948 8/22/24 3,486.38 HEALTH NET INC GRP #GX011A - SEPTEMBER 2024 HEALTH NET INS 370949 8/22/24 34,130.47 HEALTH NET INC GRP. #LB439A - SEPTEMBER 2024 HEALTH NET INS 370950 8/22/24 23,241.08 HEALTH NET INC GRP. #LB439F - SEPTEMBER 2024 HEALTH NET INS 370951 8/22/24 777.39 HEALTH NET INC GRP. #N8240A - SEPTEMBER 2024 HEALTH NET INS 370952 8/22/24 2,019.15 HEALTH NET INC GRP #R1192A - SEPTEMBER 2024 HEALTH NET INS 370953 8/22/24 65,470.27 HEALTH NET INC GRP #R1192R - SEPTEMBER 2024 HEALTH NET - D. JO 370954 8/22/24 920.47 HEALTH NET INC GRP #ZI454A - SEPTEMBER 2024 HEALTH NET INS 370955 8/22/24 329.86 HEALTH NET INC GRP #ZI454F - SEPTEMBER 2024 HEALTH NET INS 370956 8/22/24 3.02 SOLANA CENTER FOR RSWA SB1383 COMPLIANCE SUPPORT FOR 6/1/24-6/3 370988 8/22/24 2,400.00 WOODRUFF & SMART RSWA REIMBURSEMENTS TO WSS THRU 6/30/24 371008 8/22/24 655.00 WOODRUFF & SMART RSWA GM SERVICES EXCESS OF RETAINER 371008 8/22/24 14,614.00 WOODRUFF & SMART RSWA GM MONTHLY INVOICE AUGUST 2024 371008 8/22/24 4,750.00 WOODRUFF & SMART RSWA LEGAL SERVICES EXCESS RETAINER 2024 371008 8/22/24 8,984.00 WOODRUFF & SMART RSWA LEGAL SERVICES AUGUST 2024 371008 8/22/24 2,500.00 Total for Department 214,011.65
Fire
HOME DEPOT CREDIT SE TOOLS FOR FIRE ST #34/HOME DEPOT 370888 8/20/24 482.78 HOME DEPOT CREDIT SE TOOLS FOR FIRE ST #34/HOME DEPOT 370888 8/20/24 837.33 HOME DEPOT CREDIT SE TOOLS FOR FIRE ST #34/HOME DEPOT 370888 8/20/24 277.31 HOME DEPOT CREDIT SE TOOLS FOR FIRE ST #34/HOME DEPOT 370888 8/20/24 226.05 HOME DEPOT CREDIT SE ROUGHNECK 32 GAL VENTED OUTDOOR REC 370888 8/20/24 226.05 HOME DEPOT CREDIT SE EMERGENCY ELECTRICAL REPAIRS-OUTLETS 370888 8/20/24 52.82 AMAZON STRIKE TEAM EQUIPMENT 370907 8/22/24 965.89
BAUER COMPRESSORS CONTROL MODULE 4500/5500 PSIG, TIC 370912 8/22/24 1,963.49 6/8Page 180 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
DAY WIRELESS SYSTEMS RADIO REPAIR 370939 8/22/24 912.00 HALLIBURTON, TREVOR REIMBURSMENT EDUCATIONAL EXPENSE, S-90 370946 8/22/24 142.00 L N CURTIS & SONS XFT-NJ CROSSFIRE MONITOR AND BASE 370964 8/22/24 5,020.25 PRO BUILD COMPANY MOP 45707, 3-IN-1 MULTI PURPOSE OIL 370972 8/22/24 120.21 PRUDENTIAL OVERALL S MOP #45742 370973 8/22/24 25.00
SAFETY-KLEEN SYSTEMS GASTEC AQUEOUS PW SAMPLE TUBE 370977 8/22/24 260.61 SMART & FINAL MOP 45756, FIRST STREET WATER FOR THE FIRE STA 370986 8/22/24 248.30 STAPLES BUSINESS ADV MOP #45704, FIRE ADMIN OFFICE SUPPLIES 370992 8/22/24 143.23 THE COUNSELING TEAM EMPLOYEE SUPPORT SERVICES-4 -JULY 2024 370998 8/22/24 440.00 THE SUPPLY CACHE FIRE HOSE BANDS 371001 8/22/24 127.62 VIORA, BRIAN REIMBRSMT EXPNSS, AMBULANCE BUS ACADEMY, PR 371005 8/22/24 207.08 WAXIE SANITARY SUPPL JANITORIAL SUPPLIES FOR FIRE STATIONS 371006 8/22/24 2,080.87 WRIGHT & LESTRANGE CONSULTANT SHALL PROVIDE LEGAL OPINION 371009 8/22/24 3,826.59 Total for Department 18,585.48
Housing / Sec 8
CHULA VISTA EXTENDED HOTEL ASSISTANCE/ HOUSING 370921 8/22/24 3,795.00 KEYSER MARSTON ASSOC ON-CALL CONSULTING SERVICES 370962 8/22/24 14,102.50 RAMADA SAN DIEGO - S HOTEL ASSISTANCE/ HOUSING 370974 8/22/24 13,686.84 SBCS CORPORATION TBRA SBCS VII AGREEMENT FOR FY24 370983 8/22/24 47,958.00 Total for Department 79,542.34
Human Resources
FLORES, RICHARD M LICENSE REIMBURSEMENT-FLORES 370943 8/22/24 85.00 Total for Department 85.00
MIS
Total for Department 0.00
NSD
ACE UNIFORMS & ACCES UNIFORM HAT 370882 8/20/24 12.93
HYATT REGENCY ORANGE CACEO CONFERENCE HOTEL SORIANO 370960 8/22/24 1,110.87 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SVC 370973 8/22/24 52.91 PRUDENTIAL OVERALL S MOP 45742 LAUNDRY SVC 370973 8/22/24 31.85 SARMIENTO, GILBERT REIMBURSEMENT GILBERT SARMIENTO FOR POST O 370982 8/22/24 108.40 Total for Department 1,316.96
Police
CAMACHO, JOSEPH B REIMB: PEER SUPPORT BEREAVEMENT FLOWERS 370883 8/20/24 71.13 CAMACHO, JOSEPH B REIMB: PEER SUPPORT WELLNESS FLOWERS 370883 8/20/24 24.46 HEADSETS DIRECT, INC HEADSETS 370886 8/20/24 1,602.10
VERIZON WIRELESS DATA FOR SEARCH WARRANT / PD 370902 8/20/24 75.00 7/8Page 181 of 267

PAYEE DESCRIPTION CHK NO DATE AMOUNT
WARRANT REGISTER # 8
8/22/2024
ACE UNIFORMS & ACCES UNIFORM AND ACCESSORIES FOR FY25 370904 8/22/24 20.45 ACE UNIFORMS & ACCES UNIFORM AND ACCESSORIES FOR FY25 370904 8/22/24 86.18 ACE UNIFORMS & ACCES UNIFORM AND ACCESSORIES FOR FY25 370904 8/22/24 581.74 ACE UNIFORMS & ACCES UNIFORM AND ACCESSORIES FOR FY25 370904 8/22/24 -861.14 ACE UNIFORMS & ACCES UNIFORM AND ACCESSORIES FOR FY25 370904 8/22/24 226.25 HENRY, ZACHARY R REIMB / UNIFORM - POLICE 370957 8/22/24 109.99 PRO BUILD COMPANY MOP 45704. SUPPLIES / POLICE 370972 8/22/24 54.61 SAN DIEGO MIRAMAR CO TRAINING TUITION FOR 137TH POLICE ACADEMY T30 370978 8/22/24 2,401.20 SAN DIEGO MIRAMAR CO TRAINING TUITION FOR DUI FOR BARAJAS AND SANC 370979 8/22/24 46.00 SAN DIEGO POLICE EQU BALLISTIC VESTS / MC CLURE / PD 370980 8/22/24 661.59 SAN DIEGO POLICE EQU BALLISTIC VESTS / SOTO / PD 370980 8/22/24 884.34 SANCHEZ, GILBERT EDUCATIONAL REIMBURSEMENT / PD 370981 8/22/24 343.00 SOSA, PAMELA POST TRAINING REIM FOR PLN 4 SDCRLI PRC PENDIN 370989 8/22/24 279.36 SYMBOLARTS, LLC BADGES, BADGE REPAIRS AND PINS FOR FY25 370995 8/22/24 515.57 SYMBOLARTS, LLC BADGES, BADGE REPAIRS AND PINS FOR FY25 370995 8/22/24 368.77 THE COUNSELING TEAM POA MEA PEER SUPPORT / JUNE 2024 370999 8/22/24 800.00 THE COUNSELING TEAM POA MEA PEER SUPPORT / MAY 2024 370999 8/22/24 800.00 THOMSON REUTERS INVESTIGATIVE SERVICE FOR DETECTIVES / JULY / P 371002 8/22/24 726.55 THOMSON REUTERS INVESTIGATIVE SERVICE FOR DETECTIVES / AUG / PD 371002 8/22/24 726.55 WILLY'S ELECTRONIC S MOP 45763. ELECTRICAL SUPPLIES / PD 371007 8/22/24 33.09 WILLY'S ELECTRONIC S MOP 45763. ELECTRICAL SUPPLIES / PD 371007 8/22/24 47.52 Total for Department 10,624.31
Risk
Total for Department 0.00
A/P Total 1,257,264.32

PAYROLL
Pay period Start Date End Date Check Date
17 7/23/2024 8/5/2024 8/14/2024 1,549,072.28

WIRED PAYMENTS
Engineering / PW's
CITY OF SAN DIEGO TRANSPORTATION / TREATMENT FEES FY 2025 539 8/16/24 1,893,570.00 Human Resources
ADMINSURE INC WORKERS' COMP ACCT REPLENISHMENT FOR 07/202 542 8/16/24 127,906.00 PAYCHEX BENEFIT TECH BENETRAC ESR SVCS BASE FEE-AUG 242280143 8/16/24 803.00 GRAND TOTAL 4,828,615.60
8/8Page 182 of 267

AGENDA REPORT

Department: Community Development
Prepared by: Angelita Palma, Housing Manager
Meeting Date: Tuesday, October 1, 2024
Approved by: Benjamin A. Martinez, City Manager

SUBJECT:

Development and Disposition Agreement with Tower 999, LLC, for a Mixed-Use Housing Project Including City-Owned Real Property Located at 921, 925, and 929 National City Blvd.

RECOMMENDATION:

Adopt the Resolutions Entitled:

1. “Resolution of the City Council of the City of National City, California, Authorizing the City Manager to Execute a Disposition and Development Agreement with Tower 999, LLC, a Nevada Limited Liability Company , for the Disposition of City -Owned Real Property Located at 921, 925, and 929 National City Boulevard for the Development of a Seven - Story, Mixed-Use Building with Approximately 9,294 Square Feet of Retail/Commercial Space and 127 Rental Housing Units.”

2. “Resolution of the City Council of the City of National Ci ty, California, Authorizing the City Manager to Execute the Compensation Agreement by and among the City of National City, the County of San Diego, the National School District, the Sweetwater Union High School District, Southwestern College, San Diego County Office of Education, and the San Diego County Water Authority Pertaining to the Sale of Real Property Located at 921, 925, and 929 National City Boulevard in National City.”

BOARD/COMMISSION/COMMITTEE PRIOR ACTION:

Resolution 2023-04
Resolution 2023-144

EXPLANATION:

Background of Proposed Project

The City of National City is the owner of real property located at 921, 925 and 929 National City Boulevard (APN’s 556 -471-03 and 556 -471-04) (collectively, “City Property”). Tower 999, LLC (“Developer”) is the owner of real property directly adjacent to the City Property located at 999 National City Boulevard (APN 556 -471-17) (“Developer Property”). The Developer desires to acquire the City Property from the City to develop a seven -story, mi xed-use building with

approximately 9,294 square feet of ground floor retail/commercial space and 127 residential dwelling units (collectively, the “Project”) on the Developer Property and City Property (collectively referred to as the “Project Property”).

In order for the Developer to avoid the Surplus Land Act property sale requirement of offering the property to other affordable housing developers, local park and recreation districts, and school districts the opportunity to purchase or lease the land b efore negotiating exclusively, the Developer is exercising an exemption under the Surplus Land Act (California Government Code Section 54221 Subdivision (f)(1)(A)) that requires that the affordability of 40% of the units be restricted to very low- and low-income households for 55 years. The Project proposes to have no onsite parking for the residential component and three parking spaces for the retail component.

The Project proposed to include laundry rooms and a large, a central plaza on the 4th floor, as well as a 7,800-square-foot rooftop terrace.

Disposition and Development Agreement

On January 17, 2023, the City entered into an Exclusive Negotiating Agreement (“ENA”) to negotiate the terms of the Developer’s acquisition and development of the City Property in the form of a Disposition and Development Agreement (“DDA”) . The ENA was amended four times in order to extend the term of negotiations and expires on October 16, 2024. Staff has completed negotiations of the proposed DDA for City Council’s consideration and is attached to the staff report as Exhibit “A.” Table 1 below summarizes some of the major components of the DDA.

Once the City Council authorizes entering into the DDA, the Developer will work to complete the terms and conditions for the transfer of the City Property, including but not limited to, securing all government and building permit approvals by the closing deadline of December 31, 2025. Under the DDA, City staff and its consultants w ill perform a full review of the Developer’s Project financing before transferring ownership of the City Property to ensure that the Developer is still in a firm position to complete the Project.

Table 1 – Summary of Major Components of the DDA
Affordable
Units1 (Section
100)
 Forty percent (40%) of the total dwelling units in the Project will be restricted for a period of fifty-five years after the Completion of Construction for occupancy by Very Low-Income Households and Low-Income Households.
 Of the Affordable Units, at least fifty percent (50%) shall be restricted for occupancy only by Very Low-Income Households at monthly rental rates that do not exceed the Maximum Rents-Very Low-Income Households, and the balance of the Affordable Units shall be occupied by Low Income Households at monthly rental rates that do not exceed the Maximum Rents-Low Income Households set forth in more detail in the Regulatory Agreement.

1 Unit monthly rent and income chart provided in Exhibit “B”

Regulatory
Agreement
(Section 100)
 Form and format approved by the City in the City’s sole discretion, which shall restrict the rent and occupancy of the Affordable Units for fifty-five (55) years. The Regulatory Agreement shall require Developer to pay annual occupancy monitoring fees imposed by the City.

Closing
Deadline
(Section 100)
 December 31, 2025.
 In the event the Developer is not then in default under this Agreement, the Closing Deadline: (a) may be extended, at the Developer’s sole discretion, for a period of up to one (1) year (i.e., until December 31, 2026) if, the Federal Reserve’s Federal Funds rate as of December 31, 2025, has not decreased by one hundred (100) or more basis points from that interest rate in effect on the date this Agreement is executed by all parties and/or Developer has not secured a low income housing tax credit for the Project; or (b) may be extended, at the Developer’s written request to the City Manager, and in the sole discretion of the City Manager, for a period of up to six (6) months.

Due Diligence
Period
(Section 201.1)
 Period of time commencing on the date this Agreement is executed by the City and ending at 5:00 p.m. Pacific Standard Time on June 30, 2025.
 Developer may determine in the Developer’s sole and absolute discretion, whether to proceed with the purchase of the City Property.  Developer may terminate this Agreement for any reason or for no reason at all by delivering written notice of such termination to the City and Escrow Agent.
 After expiration of the Due Diligence Period, the Developer’s right to terminate this Agreement for any reason, or for no reason at all, shall expire.

Access and
Cooperation
during the Due
Diligence Period
(Section 201.2)
 Developer and its representatives, consultants and attorneys shall have access to the City Property.
 Developer shall provide the City with copies of all surveys, studies and tests obtained by Developer with respect to the Project Property. “As-Is,”
“Where-Is”
(Section 201.3)
 Developer hereby agrees to take title to the City Property in its “as-is,” physical and environmental condition, with no warranty, express or implied, by the City as to the condition of any existing improvements, the soil, its geology, the presence of known or unknown faults or Hazardous Materials or toxic substances, and Developer shall have the sole responsibility at its own expense to investigate and determine the physical and environmental conditions of City Property.  The City Property shall be conveyed to the Developer in an “as-is” physical and environmental condition, with no warranty, express or implied, by the City as to the condition of any existing improvements,

the soil, its geology, the presence of known or unknown faults or Hazardous Materials or toxic substances, and it shall be the sole responsibility of the Developer at its expense to investigate and determine the physical and environmental conditions.

Conditions to
Closing
(Section 203)
 Closing is subject to satisfaction or waiver of the conditions outlined in Section 203.1 on or before the Closing Deadline.
 If any condition is not met by the Closing Deadline, the Agreement may be terminated, unless both parties agree in writing to waive the unsatisfied condition(s).
 The conditions include obtaining approval for the Project Design and Plan, securing all necessary entitlements and environmental compliance, obtaining a title policy, agreeing on the forms of required documents, completing financing arrangements, and obtaining approvals from taxing entities for the transfer of the property.  The City's obligation to Closing is dependent on satisfying all conditions outlined in Section 203.2 before the Closing Deadline.  The Developer's obligation to close the agreement is dependent on satisfying or waiving all conditions outlined in Section 203.3 before the closing deadline.

Cost of Project
(Section 307)
 All costs of the Project whatsoever shall be borne by Developer, including without limitation the cost of planning, the payment of any required prevailing wages, if any, designing, developing and constructing the Project in accordance with the Project Design and Plan.

Compensation Agreement between Taxing Entities

The Revised Long -Range Property Management Plan (“LRPMP”) prepared by the Successor Agency to the Community Development Commission as the National City Redevelopment Agency (“Successor Agency”) addresses the disposition and use of the real properties that the Community Development Commission of the City of National City previously owned . The City Property is listed in the LRPMP as a property retained for future development and require s that a Compensation Agreement be entered in to by and among all of the Affected Taxing Entities including the City of National City, the County of San Diego, the National School District, the Sweetwater Union High School District, Southwestern College, San Diego County Superintendent of Schools, and the San Diego County Water Authority.

In order for the Developer to provide the development subsidy to 40% of the housing units at the required affordability under the Surplus Land Act exemption, the Developer’s project budget proposes $50,000 as the total purchase price for the City Property. The Affected Taxing Entities would receive a percentage of the purchase price as listed on Table 2 on the next page. With the exception of the City of National City, all of the other Affected Taxing Entities have consented to

the proposed purchase price for the City Property. The Compensation Agreement is attached to the staff report as Exhibit “C.”

Table 2 – Taxing Entities & Fund Impact Ratio

Taxing Entities Fund Name FUND IMPACT RATIOS
County of San Diego (County General) 0.14927220
National School District 0.28785044
Sweetwater Union High School District 0.17612891
Southwestern College 0.04745948
San Diego County Office of Education 0.02113370
Educational Revenue Augmentation Fund2 0.13300694
City of National City 0.1812058
San Diego County Water Authority 0.0039425
TOTAL 1.00000000

FINANCIAL STATEMENT:

The City of National City will receive $9,060.29 from the sale of the City-owned Property. There are no additional costs to the City’s General Fund. The Developer will pay, by the close of Escrow, all consultants’, experts’ and attorneys’ fees reasonably incurred by the City.

RELATED CITY COUNCIL 2020-2025 STRATEGIC PLAN GOAL:

Housing and Community Development

ENVIRONMENTAL REVIEW:

The approval of the Compensation Agreement or Development and Disposition Agreement is not a project under CEQA and is therefore not subject to environmental review. CCR 15378; PRC 21065.

PUBLIC NOTIFICATION:

The Agenda Report was posted within 72 hours of the meeting date and time in accordance with the Ralph M. Brown Act.

ORDINANCE:

Not Applicable

EXHIBITS:

Exhibit A – Disposition and Development Agreement
Exhibit B – Monthly Income and Rent Limit Charts
Exhibit C – Compensation Agreement
Exhibit D – Development and Disposition Agreement Resolution Exhibit E – Compensation Agreement Resolution

2 Acceptance of the Compensation Agreement for the Educational Revenue Augmentation Fund is completed by the San Diego County Office of Education.

DISPOSITIO

N AND DEVELOPMENT AGREEMENT
By and Among
the

CITY OF NATIONAL CI
TY
and
TOWER 999, LLC
1

DISPOSITION AND DEVELOPMENT AGREEMENT
(Tower 999)

THIS DISPOS
ITION AND DEVELOPMENT AGREEMENT (“Agreement”) is dated as of the __ day of ______________, 2024 by and between the City of National City (“ City”), and Tower 999, LLC, a Nevada limited liability company (“Developer”).

RECITALS
A. The City is th
e owner of certain real property generally located at 921, 925 and 929 National City Boulevard ( APN’s 556-471- 03 and 556-471- 04) more particularly described on Exhibit A attached hereto (collectively, the “ City Property”). The City now desires to make beneficial use of the underutilized City Property to generate affordable housing in furtherance of its housing objectives and in compliance with local and state law.

B. Developer
is the owner of certain real property generally located at 999 National City Boulevard ( APN 556-471-17) more particularly described on Exhibit B attached hereto (“Developer Property”). The Developer Property is adjacent to the City Property. The Developer Property and City Property are collectively referred to herein as the “Project Property.” C. Developer d
esires to acquire the City Property from the City. Developer proposes to and thereafter develop a seven-story, mixed-use building with approximately 9,294 square feet of ground floor retail/commercial space and approximately 127 residential dwelling units (collectively, the “Project”) on the Project Property , and has expressed a desire, willingness, and capability to take on the expense, resources, and time necessary to maximize the Project Property’s beneficial use of the Project Property in furtherance of the City’s housing objectives. Closing shall be contingent upon the City and Developer agreeing, in writing to, the actual number of residential dwelling units to be developed on the Project Property.

D. The purpose of t
his Agreement is to provide the terms and conditions for the sale and transfer of the City Property to Developer and to set forth the terms and conditions for Developer’s construction of the Project on the Project Property.

NOW, THER
EFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, City, Developer hereby agree as follows:
100. Definition
s.
“Affordable
Units” means the forty percent (40%) of the total dwelling units in the Project (by way of example only, if there will be 127 total units in the Project, then 40% = 51 Affordable Units), which will be restricted for a period of fifty-five years after the Completion of Construction, for occupancy by Very Low Income Households and Low Income Households. Of the Affordable Units, at least fifty percent (50%) shall be restricted for occupancy only by Very Low Income Households at monthly rental rates that do not exceed the Maximum Rents -Very Low Income Households and the balance of the Affordable Units shall be occupied by Low Income Households at monthly rental rates that do not exceed the Maximum Rents-Low Income Households set forth 2

in more detail in the Regulatory Agreement. Fractions resulting from the calculation of the number of Affordable Units restricted to Very Low Income Households shall be rounded up and Affordable Units restricted to Low Income Households shall be rounded down. “Agreement” m
eans this Disposition and Development Agreement between City and Developer.
“Area Median I
ncome” or “AMI” shall mean the area median income defined by U.S.

Department of Housing and Urban Development ( HUD) as the then-current area median income for the San Diego- Carlsbad Metropolitan Statistical Area, as adjusted for family size. When determining income eligibility, Developer shall use the actual household size of the prospective tenant(s). When determining rents, Developer shall use the household size appropriate for the Affordable Unit.
“City” mea
ns the City of National City, a California municipal corporation. “City Proper
ty” means that certain real property generally located at 921, 925 and 929 National City Boulevard ( APN’s 556-471- 03 and 556-471- 04) more particularly described on Exhibit A attached hereto.
“Close” or “C
losing” means the Developer’s closing on acquisition of the City Property and all funding necessary to construct the Project.
“Closing
Deadline” means December 31, 2025; provided, however, in the event the Developer is not then in default under this Agreement, the Closing Deadline: (a) may be extended, at the Developer’s sole discretion, for a period of up to one (1) year (i.e., until December 31, 2026) if, the Federal Reserve’s Federal Funds rate as of December 31, 2025, has not decreased by one hundred (100) or more basis points from that interest rate in effect on the date this Agreement is executed by all parties and/or Developer has not secured a low income housing tax credit for the Project; or (b) may be extended, at the Developer’s written request to the City Manager, and in the sole discretion of the City Manager, for a period of up to six (6) months. “Completi
on of Construction” shall occur upon the filing or the issuance by the building official of the City of a temporary certificate of occupancy for the residential component of the Project.
“Construc
tion Deed of Trust” means the deed of trust recorded against the Project Property for purposes of obtaining senior construction financing for the Project. “Default
” means the failure of a party to perform any action or covenant required by this Agreement within the time periods provided herein following notice and opportunity to cure, as set forth in Section 500.1 hereof.
“Developer”
means Tower 999, LLC, a Nevada limited liability company. Where the term Developer is used herein, such term shall include any permitted nominee, assignee or successor in interest as herein provided.
3

“Develope
r Property” means that certain real property generally located at 999 National City Boulevard (APN 556-471-17) more particularly described on Exhibit B attached hereto. “Due Dili
gence Period” means the period of time commencing on the date this Agreement is executed by the City and ending at 5:00 p.m. Pacific Standard Time on June 30, 2025. “Escrow” means t
he escrow depository and disbursement services to be performed by Escrow Agent pursuant to the provisions of this Agreement. “Escrow Agen
t” means Chicago Title Company or another title insurance company mutually selected by the parties hereto.
“Escrow
Instructions” shall mean the escrow instructions to be executed by the City and Developer with respect to the Closing.
“Final Pr
oject Budget” means a budget prepared by Developer, and approved in the sole discretion of the City Manager , setting forth all sources and uses for construction of the Project and all projected income and expenses for operation of the completed Project. City Manager shall complete its review of said budget within fifteen (15) business days and not unreasonably withhold, condition, or otherwise delay, approval.
“Governme
ntal Requirements” means all laws, ordinances, statutes, codes, rules, regulations, orders and decrees of the United States, the state, the county, the City, or any other political subdivision in which the Project Property is located, and of any other political subdivision, agency or instrumentality exercising jurisdiction over City, Developer or the Project Property. “Hazardous Mat
erials” means any hazardous or toxic substance, material or waste which is or becomes regulated by any local governmental authority, the State of California or the United State Government. Provided, however, the term “Hazardous Materials” shall not include substances typically used in the ordinary course of developing, operating and maintaining apartment complexes in California , or small amounts of chemicals, cleaning agents and the like commonly employed in routine household uses in a manner typical of occupants in other similar properties, provided that such substances are used in compliance with applicable laws. “Initial Proj
ect Budget” means the proforma budget attached hereto as Exhibit C and as further set forth in Section 301.1.
“Low Incom
e Household” means persons and families whose income does not exceed eighty percent (80%) of the then- current Area Median Income, provided that such persons or families meet the additional requirements set forth in the Regulatory Agreement. “Maximum Ren
ts-Low Income Households ” shall mean the maximum amount of consideration, of any kind whatsoever, that the Developer may receive , which monthly amount shall not exceed the product of one twelfth (1/12) of thirty percent (30%) sixty percent (60%) of the-then Area Median Income as adjusted for household size appropriate for the Affordable Unit, 4

less the utility allowance as determined in accordance with the utility allowance schedule published annually by the CDC-HA.

“Maximum Rents-Very Low Income Households ” shall mean the maximum amount of consideration, of any kind whatsoever, that the Developer may receive, which monthly amount shall not exceed the product of one twelfth (1/12) of thirty percent (30%) of fifty percent (50%) of the then Area Median Income as adjusted for household size appropriate for the Affordable Unit , less the utility allowance as determined in accordance with the utility allowance schedule published annually by the CDC-HA.

“Permanent Deed of Trust” means the deed of trust recorded against the Project Property for purposes of obtaining senior permanent financing for the Project.

“Permitted Transfer” is defined in Section 601.2, below.

“Project” means the seven-story, mixed-use building with approximately 9,294 square feet of ground floor retail/commercial space and approximately 127 residential dwelling units Developer shall construct on the Project Property, subject to further refinement by Developer prior to Closing and approval by the City Manager in his reasonable discretion.

“Project Deed of Trust” means the subordinate deed of trust, in forms agreed to by the City and Developer, to be executed by Developer and recorded against the Project Property at Closing.

The Project Deed of Trust shall be subordinated to the Construction Deed of Trust and Permanent Deed of Trust. Any such subordination shall be in a form acceptable in the reasonable discretion of the City Manager.

“Project Design and Plan” means the design and plan for the Project, which shall set forth the design, plan and construction work, including without limitation, landscaping, flatwork and similar work, to be done with respect to the Project, which shall be subject to the approval of the City Manager, which approval shall not be unreasonably withheld, conditioned or delayed.

“Project Property” means, collectively, the Developer Property and City Property.

“Purchase Price” means the fair market value purchase price payable by the Developer to the City in exchange for title and ownership as to the City Property.

“Regulatory Agreement” means a regulatory agreement, in a form and format approved by the City in the City’s sole discretion, which shall restrict the rent and occupancy of the Affordable Units for fifty-five (55) years. The Regulatory Agreement shall require Developer to pay an annual occupancy monitoring fees imposed by the City.

“Very Low Income Household” means persons and families whose income does not exceed fifty percent (50%) of the then-current Area Median Income, provided that such persons or families meet the additional requirements set forth in the Regulatory Agreement.

200. Transfer of the City Prope
rty.
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Due Diligence.

200.1.1 Due Diligence Period . During the D ue Diligence Period the Developer may determine in the Developer’s sole and absolute discretion, whether to proceed with the purchase of the City Property. During the Due Diligence Period, the Developer may terminate this Agreement for any reason or for no reason at all by delivering written notice of such termination to the City and Escrow Agent. After expiration of the Due Diligence Period, the Developer’s right to terminate this Agreement for any reason, or for no reason at all, shall expire.

If this Agreement is terminated during the Due Diligence Period, then: (i) all rights and liabilities of the City and Developer with respect to this Agreement shall immediately terminate, except for rights and liabilities that specifically survive such termination; (ii) Escrow Agent shall return to the Developer all funds or other things deposited in Escrow by the Developer , less any fees and costs charged by the Escrow Agent; and (iii) Escrow Agent shall return to the City all funds or other things deposited in Escrow by the City.

200.1.2 Access and Cooperation . During the D
ue Diligence Period, the
Developer and its representatives, consultants and attorneys shall have access to the City Property.

Developer shall provide the City with copies of all surveys, studies and tests obtained by Developer with respect to the Project Property. Such access shall be at the sole risk and expense of Developer.

Developer shall indemnify and defend the City , and shall hold the City , the City ’s agents and employees and the City Property harmless from, any actions, losses, costs, damages, claims and/or liabilities, including but not limited to, mechanics’ and materialmen’s liens and attorney fees, proximately caused by the actions of Developer and/or its contractors or agents (including Developer’s Consultants , as defined below ) upon the City Property. The Developer shall not permit any mechanic’s, materialman’s, contractor’s, subcontractor’s or other lien arising from any work done by the Developer or its agents pursuant to this Agreement to stand against the City Property. If any such lien shall be filed against the City Property, the Developer shall cause the same to be discharged or bonded by payment, deposit, bond or otherwise within thirty (30) calendar days after actual notice of such filing. The Developer ’s obligations under this Section shall survive the termination or expiration of this Agreement. If Developer desires to do any invasive testing at the City Property, the Developer may do so only after obtaining City’s prior written consent to the same, which consent may be withheld or granted on conditions to the City’s satisfaction, provided, however, such consent shall not be unreasonably withheld or delayed if such invasive testing will be for the purpose of further investigation of a known condition and such invasive testing is recommended by a qualified specialist . The Developer shall promptly restore the Project Property to the condition the City Property was in immediately prior to any tests or inspections conducted pursuant to this Section at the Developer ’s sole cost and expense. The Developer shall provide the City with all plans, drawings and specifications (“Invasive Testing Plans”) that define to the satisfaction of the City the invasive testing to be performed on the City Property and the names of all environmental and other consultants, contractors and subcontractors who will be performing such invasive testing (collectively “ Developer’s Consultants”). The Developer shall deliver the names of the Developer’s Consultants and the Invasive Testing Plans to the City concurrently with its request to the City that the Developer desires to perform invasive testing (unless the names of Developer’s Consultants have previously been provided to the City).

Before any of Developer’s Consultants or other contractors, consultants or agents acting for or on 6

behalf of Developer enter onto the City Property, Developer; and (2) shall furnish to City evidence that the Developer’s Consultants or other contractors , consultants or agents of Developer have procured commercial general liability insurance from an insurer authorized to do business in the State of California , which is reasonably acceptable to City , insuring against claims for bodily injury, death or damage to property in a single limit amount of not less than $1,000,000.00 , endorsed to name City as an additional insured.

200.1.3 “As-Is,” “Where -Is.” The City has not investigated and makes no representations or warranties whatsoever regarding the condition of any of the City Property.

Developer hereby agrees to take title to the City Property in its “as-is,” physical and environmental condition, with no warranty, express or implied, by the City as to the condition of any existing improvements, the soil, its geology, the presence of known or unknown faults or Hazardous Materials or toxic substances, and Developer shall have the sole responsibility at its own expense to investigate and determine the physical and environmental conditions of City Property. The City Property shall be conveyed to the Developer in an “as -is” physical and environmental condition, with no warranty, express or implied, by the City as to the condition of any existing improvements, the soil, its geology, the presence of known or unknown faults or Hazardous Materials or toxic substances, and it shall be the sole responsibility of the Developer at its expense to investigate and determine the physical and environmental conditions. Prior to Closing, the Developer shall have the right to engage its own environmental consultant (the “Environmental Consultant”) and other consultants to make such investigations of the City Property as the Developer deems necessary, including any soils, geotechnical and other testing of the City Property, and the City shall promptly be provided a copy of all reports and test results provided to the Developer by the Environmental Consultant. It shall be the sole responsibility and obligation of the Developer to take such action as may be necessary to place the physical and environment al conditions of the City Property in a condition entirely suitable for the purposes set forth in this Agreement.

201. Consideration. The Purchase Pri
ce is Fifty Thousand Dollars ($50,000.00).

202. Escrow. Concurre ntly with the City’s execution and delivery of this Agreement to Developer, Developer shall open the Escrow with Escrow Agent to facilitate the Closing and recordation of the grant deed and such other matters as required under this Agreement. The parties will execute the Escrow Instructions prior to the Closing, which Escrow Instructions shall provide for the order of recordation, distribution of original documents and other provisions customarily contained in escrow instructions. Upon the parties’ execution of the Escrow Instructions, t he Developer shall deposit three percent (3%) of the Purchase Price ( i.e., $1,500.00; the “Earnest Money”) into Escrow within five (5) calendar days, which amount shall be credited toward the Purchase Price upon Closing and shall be re funded to the Developer in the event th is Agreement is terminated for any reason and the Closing does not occur. Upon Closing, Developer shall deposit the balance of the Purchase Price, the sum of Forty Eight Thousand Five Hundred Dollars ($48,500.00) into the Escrow, which sum along with the Earnest Money shall be released to the City by the Escrow Officer upon transfer of title of the City Property to the Developer. The Developer shall pay all fees, charges, and costs which arise from Escrow, as well as all documentary transfer taxes due with respect to the Developer’s acquisition of the City Property.

203. Conditions to Closing.
7

Closing Conditions in Favor of Both Developer and City. The Closing is conditioned upon satisfaction or waiver of each and all of the conditions set forth in this Section 203.1, and its subparts, on or before the Closing Deadline. In the event that one or more of these conditions are not satisfied on or before the Closing Deadline, then this Agreement shall be terminated, unless the City and the Developer waive satisfaction of such condition or conditions in writing, in which event the Closing shall proceed and the parties waive any right to damages or compensation with respect to the unsatisfied condition.

(a) Project Design and Plan. Developer shall have obtained approval from the City of the Project Design and Plan , including, without limitation, the actual number of residential dwelling units and number of Affordable Units to be constructed on the Project Property.

(b) Entitlements and Environme ntal Compliance. The Developer shall have secured any and all land use and other entitlements, permits and approvals which may be required for completion of the Project, including without limitation all approvals required under the California Environmental Quality Act (the “Entitlements”) and the Developer shall have adopted, and the City shall have approved, an environmental remediation plan, if necessary. The Developer shall have paid any and all applicable fees (including, without limitation, community facility district fees and public facilities fees due at that time as imposed by the City or any other governmental agency having jurisdiction with respect to the Project) (collectively, the “City and Permit Fees”) or shall pay such fees concurrently with Closing. The execution of this Agreement does not constitute the granting of or a commitment to obtain any required Entitlements.

(c) Title Policy. Escr
ow Agent is prepared and irrevocably obligated to
cause to be issued: (i) a title policy insuring the Developer ’s fee ownership of the City Property; and (ii) a title policy insuring the City’s Project Deed of Trust.

(d) Forms of Documents. The City and the Deve loper have agreed (or will agree prior to Closing) to the forms of the grant deed, Regulatory Agreement and Project Deed of Trust and all other documents reasonably necessary to complete the Closing.

(e) Financing. All of the fo
llowing shall have occurred: (i) City shall
have approved in writing all of the Developer’s proposed acquisition, construction and permanent financing for the Project; (ii) concurrently with the Closing, the Developer shall have closed on all of the City-approved financing necessary to acquire the City Property and construct the Project; and (iii) Developer shall have obtained commitments for all of the City-approved permanent financing of the Project.

(f) Taxing Entities. Approv
als have been obtained from all affected
taxing entities with respect to the transfer of the City Property from the City to the Developer.

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Closing Conditions for the Benefit of the City . The City ’s obligation to Closing is conditioned upon satisfaction (or waiver) of each and all of the conditions set forth in this Section 203.2 on or before the Closing Deadline. Any such waiver shall be effective only if the same is (i) expressly waived in writing signed by the City or by email from the City , and (ii) delivered or emailed to the Developer and Escrow Agent. In the event that one or more of the conditions set forth in this Section 203.2 are not satisfied or expressly waived on or before the Closing Deadline, the City (provided the City is not in default hereunder) may unilaterally terminate this Agreement by mailing or emailing notice of conditional termination to the Developer and Escrow Agent. After receipt of any such notice of conditional termination, the Developer shall have ten (10) business days to cure any non- satisfaction of a condition or other default specified in the notice of conditional termination, or such time as may be commercially reasonable to cure in the event ten (10) business days is impracticable. If such matter is satisfied or cured prior to the expiration of such ten (10) day period, then the Closing shall proceed. If such matter remains unsatisfied or the default remains uncured after the expiration of said cure period, then this Agreement shall terminate. Any such termination of this Agreement shall not release the Developer from liability under this Agreement.

(a) No Default. The Develo per is not in default of any of its obligations under the terms of this Agreement and all representations and warranties made by the same to the City contained herein shall be true and correct in all material respects.

(b) Insurance. The Devel
oper shall have provided proof of insurance as
required in Section 301.3.

(c) Attorneys’ and Experts
’ Fees. The Developer has paid prior to or
will pay concurrently with the Closing all consultants’, experts’ and attorneys’ fees reasonably incurred by the City with respect to the same.

(d) Deposit of Documents . The Devel
oper has delivered to Escrow
Agent duly executed and notarized originals of the Regulatory Agreement, Deed of Trust and all other documents reasonably required by the City.

(e) Additional Documents. The deposit by the Developer into Escro w of all other documents and instruments reasonably required by Escrow Agent.

(f) Final Project B
udget. The City shall have approved the Final Project
Budget.

(g) Performance and Payment Bond. The Developer shall have caused its contractor to post security in the form of a performance and payment bond for the Project in an amount not to exceed the value of the construction contract and in a form acceptable to the City in its reasonable discretion, to assure the completion of the Project Design and Plan. The performance and payment bond shall insure that construction completion based on the Project Design and Plan is timely accomplished, free and clear of mechanic’s liens, stop notices and other encumbrances, concerning the provision of material, labor and supplies. Upon a failure of by the Developer to timely perform its requirements under the 9

terms of this Agreement, the City may resort to the performance and payment bond to ensure performance of this Agreement, by either requiring the bonding company, or its designees, to comply with the terms of this Agreement, or at the election of the City, by requiring the bonding company to pay all costs necessary for the City, to take over and complete the construction as contemplated under the Project Design and Plan at the cost and expense of the bonding company.

(h) Construction Contract . The co
nstruction contract for the Project
shall have been executed by the Developer and the general contractor who has been selected by the Developer to do the work. The general contractor and the construction contract for the Project shall be subject to the approval of City, which approval shall not be unreasonably withheld, conditioned or delayed.

(i) FIRPTA. The deposit
by Developer into Escrow of Developer’s
affidavit that Developer is not a foreign person and is a “United States Person” as such term is defined in Section 7761(a)(30) of the Internal Revenue Code of 1986, in the form prescribed by federal regulations.

(j) FTB Form 590 . The deposit
by Developer into Escrow of a duly
executed FTB Form 590 or other evidence that withholding is not required by the Revenue and Taxation Code of California.

(k) Surplus Land Act Compliance. The proposed transfer of the City Property to Developer has been definitively determined to have satisfied the requirements of the California Surplus Land Act have been satisfied with respect to the transfer of the City Property to Developer.

Closing Conditions for the Benefit of the Developer . The Developer ’s obligation to Close is conditioned on satisfaction or waiver of each and all of the conditions set forth in this Section 203.3 on or before the Closing Deadline. Any such waiver shall be effective only if the same is (i) expressly waived in writing signed by, or by email from, the Developer, and (ii) delivered or emailed to the City and Escrow Agent. In the event that one or more of the conditions set forth in this Section 203.3 are not satisfied or expressly waived on or before the Closing Deadline, the Developer may unilaterally terminate this Agreement by mailing or emailing notice of conditional termination to the City and Escrow Agent. After receipt of such notice of conditional termination, the City shall have ten (10) business days to cure any non-satisfaction of a condition or other default specified in the notice of conditional termination. If such matter is satisfied or cured prior to the expiration of such ten (10) business day period, or such time as may be commercially reasonable to cure in the event ten (10) business days is impracticable, then the Closing shall proceed. If such matter remains unsatisfied or the default remains uncured after said cure period, then this Agreement shall terminate. Any such termination of this Agreement shall not release the City from liability under this Agreement.

(a) No Default. The City is not in default in any of its obligations under the terms of this Agreement and all representations and warranties of the City contained herein shall be true and correct in all material respects. 10

(b) Deposit of Documents. The City has deli vered to Escrow Agent duly an executed and notarized original of the grant deed and counterpart original of the Regulatory Agreement.

(c) Additional Documents. The deposi t by the City into Escrow of all other documents and instruments reasonably required by Escrow.

204. Default. Not withstanding Section 500.1, below, or anything contained herein to the contrary, in the event of any Default after the Closing, but prior to Completion of Construction beyond any applicable cure period (which cure period shall reasonably be extended to practicably permit cure to commence and/or conclude), in the performance of any of the material terms, covenants and conditions contained in this Agreement or any document or instrument executed by the Developer in conjunction with this Agreement; (iii) any prior or junior note secured by an encumbrance on the Project Property; (iv) in the event of the filing of a bankruptcy proceeding by the Developer; or (v) in the event of the filing of a bankruptcy against the Developer which is not dismissed within ninety (90) days of filing, then the Developer shall, immediately upon demand from the City, convey the City Property to the City. If the Developer fails to immediately, upon demand from the City, convey the City Property to the City, then: (a) the City shall have the right to foreclose under the Project Deed of Trust; and ( b) City shall be released from any and all obligations to Developer under the terms of this Agreement. These remedies shall be in addition to any and all other rights and remedies available to City, either at law or in equity.

205. Representations and Warranties.

City Representations and Warranties. The City represents and warrants to Developer that the City has the full right, power and lawful authority to grant, sell and convey the City Property to the Developer as provided herein and lawful authority to take all actions and undertake all obligations required of the City under this Agreement.

Developer’s Representations and Warranties. The Developer represents and warrants to City as follows:

(a) Authority. The De veloper is a Nevada corporation authorized to do business in the State of California. The persons executing this Agreement on behalf of the Developer have all necessary authority to execute this Agreement on behalf of Developer, and this Agreement is a binding obligation of Developer. Execution of this Agreement shall not result with the passage of time or the giving of notice or both in breach of or in acceleration of performance under any contract or document to which Developer may be a party. A true and complete certificate of good standing, issued by the California Secretary of State shall have been delivered to the City prior to the execution of this Agreement and again within ten (10) calendar days of Closing. Developer has the full right, power and lawful authority to purchase and accept the conveyance of the City Property and to undertake all obligations as provided herein and the execution, performance and delivery of this Agreement by Developer has been fully authorized by all requisite actions on the part of Developer.
11

(b) No Conflict. Developer’ s execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which Developer is a party or by which it is bound.

(c) No Bankruptcy. Developer is not the s
ubject of a bankruptcy
proceeding.

(d) Rent and Occupancy Restrictions. Develope
r shall at all times after
the Closing during the 55- year term comply with the requirements of the Regulatory Agreement.

206. Post-Closing Condition of the Project Property.

Developer Precautions After Closing . From and after the Closing, Developer shall take all necessary precautions to prevent the release of any Hazardous Materials in, on or under the Project Property. Such precautions shall include compliance with all Governmental Requirements with respect to Hazardous Materials. In addition, Developer shall install and utilize such equipment and implement and adhere to such procedures as are consistent with commercially reasonable standards as respects the disclosure, storage, use, removal and disposal of Hazardous Materials.

Required Disclosures After Closing. From and after the Closing, Developer shall notify City , and provide the City with a copy or copies, of all environmental permits, disclosures, applications, entitlements or inquiries relating to the Project and the Project Property, including notices of violation, notices to comply, citations, inquiries, clean-up or abatement orders, cease and desist orders, reports filed pursuant to self -reporting requirements and reports filed or applications made pursuant to any Gover nmental Requirements relating to Hazardous Materials and underground tanks. Developer shall report to the City , as soon as commercially reasonable after each incident, any unusual or potentially important incidents with respect to the environmental condition of the Project or the Project Property. In the event of a release of any Hazardous Materials into the environment, Developer shall, as soon as possible after the release, deliver to the City a copy of any and all reports relating thereto and copies of all correspondence with governmental agencies relating to the release. Upon request, Developer shall deliver to the City a copy or copies of any and all other environmental entitlements or inquiries relating to or affecting the Project or the Project Property including, but not limited to, all permit applications, permits and reports including, without limitation, those reports and other matters which may be characterized as confidential.

207. Developer Indemnity. From and after the Closing, the Developer ag rees to and shall indemnify, defend and hold City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys’ fees), resulting from, arising out of, or based upon any of the following: (i) the presence, release, use, generation, discharge, storage or disposal of any Hazardous Materials on, under, in or about, or the transportation of any such Hazardous Materials to or from, the Project Property, or (ii) the violation, or alleged violation, of any statute, ordinance, 12

order, rule, regulation, permit, judgment or license relating to the use, generation, release, discharge, storage, disposal or transportation of Hazardous Materials on, under, in or about, to or from, the Project Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, parallel indemnity after closing cost or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease or death), tangible or intangible prope rty damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, contamination, leak, spill, release or other adverse effect on the environment. This indemnity does not include any condition arising solely as a result of the negligence or willful misconduct of the City or its employees, agents, representatives, predecessors, successors or assigns.

300. Scope of Construction.

City Review and Approval of the Project Design and Plan. Developer shall prepare and submit a Project Design and Plan for the Project to the City for review and approval.

The City shall have the right to review and approve or disapprove all aspects of the Project Design and Plan. Developer acknowledges and agrees that the City is entitled to approve or disapprove the Project’s Design and Plan for the Project.

Standards for Disapproval . The City Manager shall have the right to disapprove in its reasonable discretion any of the Project Design and Plan for the Project, as set forth in Section 300.1, above, including without limitation if the same does not conform to this Agreement or is otherwise incomplete. In the event the Project Design and Plan is not approved, the City shall state in a writing provided to the Developer each of the reasons for disapproval.

Developer, upon receipt of notice of disapproval from the City, shall meet and confer with the City Manager to resolve any disapproved aspects of the Project Design and Plan, and shall resubmit the revised Project Design and Plan as soon as practicably possible thereafter for approval. The City Manager and Developer agree to work together in good faith to resolve any disagreements and disputes regarding the Project Design and Plan. Developer shall not be entitled to any monetary damages or compensation as a result of the City Manager’s disapproval or failure to approve or disapprove any Project Design and Plan.

Revisions. If Developer desires to propose any revisions to the Project Design and Plan after approval, the Developer shall submit such proposed changes to the City Manager. If the Project Design and Plan , as modified by the proposed changes, generally and substantially conforms to the requirements of the Project Design and Plan and this Agreement, the City Manager shall review the proposed changes and notify Developer in writing within thirty (30) calendar days after submission to the City whether the proposed change is approved or disapproved. The City Manager is authorized to approve changes to the Project Design and Plan.

Provided, however, the City Manager shall have no obligation to approve any change from the basic use set forth in this Agreement.

Defects in Plans. The City shall not be responsible or liable in any way, either to Developer or to any third parties, for any defects in the Project Design and Plan , or for any structural or other defects in any work done according to the approved Project Design and Plan, or for any delays caused by the review and approval processes established by this Section 13

300. Developer shall hold harmless and indemnify the City and its officers, employees, agents and representatives from and against any and all claims, demands and suits for damages to property or injuries to persons arising out of or in any way relating to the Project Property, including without limitation any defects in the Project Design and Plan, violation of any laws, and for defects in any work done according to the approved Project Design and Plan or for defects in work performed by Developer or any contractor or subcontractor of Developer.

Land Use Approvals. Before commencement of the work or any works of improvement at the Project Property as contemplated under the Project Design and Plan, Developer shall, at Developer ’s sole expense, secure or cause to be secured any and all Entitlements which may be required for the Project Design Work and Plan by the City or any other governmental agency affected by such construction or work. The execution of this Agreement does not constitute the granting of or a commitment to obtain any required Entitlements or approvals.

Construction Commencement and Completion. Not later than sixty (60 ) calendar days following the Closing, or as soon as commercially practicable thereafter, Developer shall commence construction of the Project and shall continue such construction diligently and without substantial delay in a good and workmanlike manner. Developer will complete the Project substantially in accordance with the plans and specifications approved by the City , including any additional specifications prescribed by the City at or before Closing, and in compliance with all requirements of governmental authorities having or asserting jurisdiction. No material change shall be made in the plans and specifications approved by the City , including any additional specifications prescribed by the City , without the City ’s prior written consent, which written consent or disapproval shall be made by the City within seven (7) business days. The City shall approve material design revisions provided the same are a logical evolution of the design and preserve the integrity of the Project as previously approved by the City. Failure of the City to provide its written consent or disapproval within seven (7) business days shall be deemed consent to the material change. For purposes of this Section, “material change” means changes which, in aggregate, increase or decreases th e rehabilitation and construction costs by one percent (1%) or more of the total Project cost. Completion of Construction shall occur not later than thirty (30) months from the Closing. Failure to complete all of work contemplated under the Project Design and Plan for the Project, shall, inter alia, be a default by Developer, entitling the City to exercise all of its rights and remedies, including without limitation foreclosure of the Deed of Trust.

301. Cost of Project. All cost s of the Project whatsoever shall be borne by Developer , including without limitation the cost of planning, the payment of any required prevailing wage s, if any, designing, developing and constructing the Project in accordance with the Project Design and Plan.

Initial P roject Budget. The Developer has submitted the Initial Project Budget to the City. The Initial Project Budget summarizes the current estimates of the sources and uses of funds for the complete development of the Project. By its execution of this Agreement, the City has given its approval to the Initial Project Budget.

Final Project Budget. Once the City and the Developer have agreed upon a final sources and uses for the Project Design and Plan, then the parties shall replace the Initial 14

Project Budget with the Final Project Budget, which shall include development sources and uses and an operating budget.

Insurance Requirements. Developer shall take out and maintain during the term of the Regulatory Agreement, and Developer shall cause Developer’s general contractor and subcontractors to take out and maintain until Completion of Construction of the Project, a commercial general liability policy in the amount of not less than $4,000,000 combined single limit policy for the general contractor and not less than $2,000,000 combined single limit policy for subcontractors, and a commercial automobile liability policy in the amount of $2,000,000 combined single limit, or such other policy limits as the City may approve in its discretion, including contractual liability, as shall protect the Developer and the City from claims for such damages covered by the policies; the policy limits required herein may be achieved through the use of a combination of primary and umbrella/excess liability policies. Such policies shall be written on an occurrence form. Developer shall also furnish or cause to be furnished to the City evidence satisfactory to the City that Developer, and any contractor with whom the Developer has contracted for the performance of work on the Project or otherwise pursuant to this Agreement, carries workers’ compensation insurance as required by law, which shall include a waiver of subrogation endorsement in favor of the City. The Developer shall furnish a certificate of insurance countersigned by an authorized agent of the insurance carrier. This countersigned certificate shall name the City and its respective officers, agents, and employees as addit ionally insured parties under the policy, and the certificate shall be accompanied by a duly executed endorsement evidencing such additional insured status. The certificate and endorsement by the insurance carrier shall contain a statement of obligation on the part of the carrier to notify the City of any material change, cancellation or termination of the coverage at least ten (10) calendar days in advance of the effective date of any such material change, cancellation or termination; should the insurer not be able to afford the City such notice, then responsibility to provide the City such notice shall be borne by the Developer . Coverage provided hereunder by the Developer shall be primary insurance and not be contributing with any insurance maintained by the City and the policy shall contain such an endorsement. The insurance policy or the endorsement shall contain a waiver of subrogation for the benefit of the City . The required certificate shall be furnished by the Developer prior to Closing. Insurance shall be written with only insurers authorized to conduct business in California with a current policy holder’s alphabetic and financial size category rating of not less than A: VII according to the current Best’s Key Rating Guide or a company of equal financial stability that the City approves. In the event coverage is provided by non- admitted “surplus lines” carriers, they must be included on the most recent List of Approved Surplus Line
Insurers maintained by the California Department of Insurance a nd otherwise meet rating requirements set forth herein.

302. Additional Indemnity. The Devel oper shall be responsible for all injuries to persons and/or all damages to real or personal property of the City or others, caused by or resulting from the negligence of the Developer, and/or breach of this Agreement by the Developer, or its employees, subcontractors and/or their agents during the term of this Agreement. The Developer shall defend and hold harmless and indemnify the City and all of its officers and employees from all costs, damages, judgments, expenses and claims to any third party resulting from the negligence and/or breach of this Agreement, by the Developer or its directors, officers, partners, members, employees, subcontractors and/or their agents and assigns or any employee , director, officer, 15

partners or member of Developer arising out of the development of the Project Property and/or the breach of this Agreement, except those arising from the sole negligence or willful misconduct of the City, its employees, representatives, agents, contractors, and/or officials.

303. Rights of Access. Upon forty-eight (4 8) hours’ written notice provided by the City, the Developer agrees to allow the City and its representatives to access the Project Property to review and inspect compliance with the terms of this Agreement pertaining to the construction of the Project in accord with the Project Design and Plan . The City shall monitor the Developer ’s activities without liability for said inspection and review. This Section shall not be understood to require the City to provide notice to perform its customary inspection, pursuant to its police power, of all permitted work on the Project Property.

304. Compliance With Laws.

Prevailing Wage and Other Labor Standards. The Developer represents and warrants that during the term of this Agreement that it will comply with all applicable State prevailing wage requirements. The City retains the right to require the Developer and Project to obtain a “Public Works Coverage Determination” from the California Department of Industrial Relations prior to commencement of any demolition, construction or other “work,” as used in Labor Code Section 1720, et seq., at the Property or on the Project.

The Developer shall carry out the design of the Project and construction of the Project in conformity with all applicable laws, including all applicable state labor standards, the City zoning and development standards, building, plumbing, mechanical and electrical codes, and all other provisions of the Title 24 of the California Code of Regulations, and all applicable disabled and handicapped access requirements, including without limitation the Americans With Disabilities Act, 42 U.S.C. Section 12101, et seq., Government Code Section 4450, et seq., Government Code Section 11135, et seq., and the Unruh Civil Rights Act, Civil Code Section 51, et seq. The Developer hereby agrees to carry out development, construction and operation of the Project and Project Property , including, without limitation, any and all public works (as defined by applicable law), in conformity with all applicable local, state and federal laws, including, without limitation, all applicable federal and state labor laws , including, without limitation, any requirement to pay State prevailing wages . The Developer shall have the obligation to provide any and all disclosures, representations, statements, rebidding, and/or identifications which may be required by Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. The Developer shall have the obligation to provide and maintain any and all bonds to secure the payment of contractors (including the payment of wages to workers performing any public work) which may be required by the Civil Code, Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. The Developer shall have the obligation, at Developer’s sole cost, risk and expense, to obligate any party as may be required by Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. The Developer shall indemnify, protect, defend and hold harmless the City and its respective officers, employees, contractors and agents, with counsel reasonably acceptable to the City, from and against any and all loss, liability, damage, claim, cost, expense, and/or “increased costs” (including labor costs, penalties, reasonable attorneys’ fees, court and litigation costs, and 16

fees of expert witnesses) which, in connection with the completion of construction of the Project, including, without limitation, any and all public works (as defined by applicable law), results or arises in any way from any of the following: (i) the noncompliance by the Developer of any applicable local, state and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, if applicable, the requirement to pay state prevailing wages); (ii) the implementation of Sections 1726 and 1781 of the Labor Code, as the same maybe enacted, adopted or amended from time to time, or any other similar law; (iii) failure by the Developer to provide any required disclosure, representation, statement, rebidding and/or identification which may be required by Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law; (iv) failure by the Developer to provide and maintain any and all bonds to secure the payment of contractors (including the payment of wages to workers performing any public work) which may be required by the Civil Code, Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law; and/or (v) failure by the Developer to obligate any party as may be required by Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. It is agreed by the parties that, in connection with the development, construction and operation of the Project Property, including, without limitation, any public work (as defined by applicable law), the Developer shall bear all risks of payment or non -payment of state prevailing wages and/or the implementation of Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. “Increased costs” as used in this Section shall have the meaning ascribed to it in Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time. The foregoing indemnity shall survive termination of this Agreement.

Workforce Enhancement Initiative. The purpose of this Section, and its subparts, is to set forth guidance so that all construction work relating to Project pursuant to this Agreement may proceed continuously and without interruption, thereby assuring the timely and cost-effective Completion of Construction, and to support the efforts of City to strive to implement a form of construction career training through mentorship and opportunities for targeted workers and local apprenticeship and pre-apprentice programs to the extent there is workforce interest and it is financially feasible for the Developer with respect to the Project.

(a) Management Rights. The Devel oper and its general contractor retain the full and exclusive authority for the management of its operations. The contractor shall direct the workforce at its sole prerogative, including but not limited to the hiring, promotion, transfer, layoff, discipline or discharge for just cause of its employees; the selection of foremen and general foremen; the assignment and schedule of work; the promulgation of reasonable work rules; and, the requirement of overtime work, the determination of when it will be worked, and the number and identity of employees engaged in such work.

(b) Apprentices. The parti
es recognize the need to maintain continuing
support of the programs designed to develop adequate numbers of competent workers in the construction industry, the obligation to capitalize on the availability of the local work force, and the opportunities to provide continuing work under the construction program. To these ends, the parties will use good faith efforts to facilitate, encourage, and assist an established apprenticeship 17

program to commence and progress in labor/management apprenticeship and/or training programs during the course of construction on the Project.
(c) Loca
l Hires. The Develope r will cause its general contractor to ensure that individuals and firms located in or owned in substantial part by persons residing in the area of the City of National City are used whenever possible, so long as the individual or firm is qualified to perform such work, and is competitive in price. Such efforts (to the extent feasible and permitted by law) shall include, but shall not be limited to: (i) including such firms, when qualified, on solicitation mailing lists; (ii) encouraging their participation through direct solicitation of proposals whenever they are a potential source; (iii) dividing total subcontract requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by such firms; and (iv) establishing delivery schedules, where the requirement permits, which encourages participation by such firms.
(d) Gene
ral Contractor. This Sec tion shall apply and be limited to the construction work relating to the Project to be performed by the general contractor selected and engaged by the Developer. A copy of this Section shall be provided to the general contractor to set forth guidance in hiring and other related labor practices.

Exclusions. Items specifically excluded from the scope of Section 304.2 , including its subparts, are as follows:
(a) the wor
k of non- manual employees, including, but not limited to, superintendents, supervisors, staff engineers, timekeepers, mail carriers, clerks, office workers, messengers, guards, safety personnel, emergency medical and first aid technicians, and other professional, engineering, consultants, administrative, supervisory, executive and management employees; state inspectors or other public employees, post -construction tenant improvements, emergency work, non-construction support services, creation and ins tallation of art work, future maintenance, and architectural, engineering, surveying or inspection services; (b) off- s
ite maintenance of leased equipment and on-site supervision of such work;
(c) off-site
laboratory work for testing;
(d) work p
erformed by employees of an Original Equipment
Manufacturer (“ OEM”) or vendor on the OEM’s or vendor’s equipment, if required by the warranty agreement between the OEM or vendor and the Primary Employer or Developer in order to maintain the warranty or guarantee on such equipment, and provided that the warranty agreement is the OEM’s or vendor’s standard warranty agreement for such equipment and is consistent with industry practice;
(e) all wor
k related to the delivery, unloading, moving and installation of the Developer’s individual, unattached pieces of furniture, furnishings, equipment or supplies; 18

(f) all hauling from and delivery to the Project and deliveries of all materials required to complete the Project, except that the hauling/delivery of soil, sand, gravel, aggregate, rocks, concrete, asphalt, excavation materials, fill material and construction debris; and (g) the delivery, placement, servicing and removal of all temporary toilets, site fencing, storage units, temporary offices and trash/recycling dumpsters, or any other equipment or materials needed for the operation of the construction oversight.

305. Nondiscrimination in Employment. Develope
r certifies and agrees that all persons
employed or applying for employment by it, its affiliates, subsidiaries, or holding companies, and all subcontractors, bidders and vendors, are and will be treated equally by it without regard to, or because of race, color, religion, ancestry, national origin, sex, gender identity, age, pregnancy, childbirth or related medical condition, medical condition (cancer related) or physical or mental disability, and in compliance with Title VII of the Civil Rights Ac t of 1964, 42 U.S.C. Section 2000, et seq., the Federal Equal Pay Act of 1963, 29 U.S.C. Section 206(d), the Age Discrimination in Employment Act of 1967, 29 U.S.C. Section 621, et seq., the Immigration Reform and Control Act of 1986, 8 U.S.C. Section 1324b, et seq., 42 U.S.C. Section 1981, the California Fair Employment and Housing Act, Cal. Government Code Section 12900, et seq., the California Equal Pay Law, Cal. Labor Code Section 1197.5, Cal. Government Code Section 11135, the Americans with Disabilities Act, 42 U.S.C. Section 12101, et seq., and all other anti-discrimination laws and regulations of the United States and the State of California as they now exist or may hereafter be amended. Developer shall allow representatives of the City access to its employment records related to this Agreement during regular business hours, and upon twenty four (24) hours’ written notice to Developer to verify compliance with these provisions when so requested by the City.

306. Taxes and Assessments. After Closing, the Developer shall pa y prior to
delinquency all ad valorem real estate taxes and assessments on the Project Property . Developer shall remove or have removed any levy or attachment made after the Closing on the Project Property, or any part thereof, or assure the satisfaction thereof within a reasonable time.

307. Liens and Stop Notices . Develope
r shall not allow any lien or stop notice to be
placed on the Project Property. If a claim of a lien or stop notice is given or recorded affecting the Project Property, the Developer shall upon the earlier of: thirty (30) calendar days of such recorded lien or stop notice or within fifteen (15) calendar days of the City’s demand as to such matter:

(a) pay and di
scharge the same;

(b) effect the release thereof by recording and delivering to the City a surety bond in sufficient form and amount as approved by the City in its sole discretion; or

(c) provide the City with other assurance which the City deems, in its sole discretion, to be satisfactory for the payment of such lien or bonded stop notice and for the full and continuous protection of the City from the effect of such lien or bonded stop notice.

308. Financing of the Project.

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Encumbrances. With the exception of encumbrances arising from, or relating to, state and/or federal agencies, prior to Completion of Construction, mortgages and deeds of trust against the Project Property may be permitted only with the City’s prior written approval, which approval shall not unreasonably be withheld, denied, or conditioned, and only for the purpose of securing loans of funds to be used for financing the Project Design and Plan work, and any other purposes deemed necessary and appropriate by the City in connection with the Project.

The Developer shall notify the City in advance of the execution or recordation of any mortgage or deed of trust. The Developer shall not enter into any mortgage or deed of trust for financing without the prior written approval of the City, which approval the City agrees to give if any such mortgage or deed of trust for financing is given to a responsible financing lending institution or person or entity, as determined by the City in its reasonable discretion.

Right of City to Cure Mortgage or Deed of Trust Default . Prior to Completion of Construction, i n the event of a mortgage or deed of trust default or breach by the Developer, the Developer shall immediately deliver to the City a copy of any mortgage holder’s notice of default. The City shall have the right but not the obligation to cure the default. In such event, the City shall be entitled to reimbursement from the Developer of all costs and expenses incurred by the City in curing such default, including without limitation attorneys’ fees.

309. Occupancy Monitoring and Inspection Fees; Records and Reports. For a period of fifty-five (55) years, c ommencing upon Completion of Construction, the Developer shall pay to the City an annual occupancy monitoring fee per unit per year (“Annual Loan Monitoring Fee”) , as determined by schedules printed by City and amended from time to time. For illustrative purpose, the schedule containing the Annual Loan Monitoring Fee in effect at the time of this Agreement’s execution is attached hereto as Exhibit D. Annual Loan Monitoring Fees shall be paid by Developer to the City annually within thirty (30) calendar days after the City provides a written invoice for the same . Developer shall supply City, annually, on May 31 st, of each year during the term of the Regulatory Agreement, for the immediately prior calendar year, such records and reports relating to the Project Property as are required by the City to aid it in complying with its reporting and record keeping requirements. The records and reports include the following Project matters:

(a) Amount of funds
expended pursuant to this Agreement;

(b) Eligible tenant information, including yearly income verifications;

(c) On-site inspection results;

(d) Housing payments charged to tenants;

(e) Affirmative marketing records;

(f) Insurance policies and notices;

(g) Equal Employment Opportunity and Fair Housing records;

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(h) Labor costs and records;

(i) Audited income and expense statement, balance sheet and statement of cash flows for the Developer;

(j) Federal and State income tax returns for the calendar year, ending on the preceding December 31
st;

(k) Annual budget of reserves for repair and replacement;

(l) Annual certification and representation regarding status of all loans, encumbrances and taxes;

(m) Such other and further information and records as the City reasonably requires in light of changes in law demanding such additional material from the Developer.

310. Accessibility Standards. The Devel
oper represents and warrants that it will comply
with all federal, state and local requirements and regulations concerning access to the units by the disabled and handicapped persons.

400. Covenants and Restrictions.

Affordable Units. Developer covenants and agrees for itself, its successors, assigns, and every successor in interest to the Project Property , or any part thereof, that upon Completion of Construction and thereafter, Developer shall comply with the Regulatory Agreement for the period of time specified therein. The Closing is conditioned upon the execution, and recordation of the Regulatory Agreement against the Project Property.

Maintenance Covenants . Developer represents and warrants that after Completion of Construction , the Project and all of the Affordable Units shall continually be maintained in a decent, safe and sanitary condition, and in good repair as described in 24 C.F.R. §5.703, and in a manner which satisfies the Uniform Physical Conditions Standards promulgated by the Department of Housing and Urban Development (24 C.F.R. §5.705), as such standards are interpreted and enforced by the City under its normal policies and procedures. The Developer warrants that all construction work shall meet or exceed the applicable local codes and construction standards, including zoning and building codes of the City as well as the provisions of the Model Energy Code published by the Council of American Building Officials. The Developer hereby consents to periodic inspection by the City’ s designated inspectors and/or designees during regular business hours and upon reasonable advance written notice of no less than 48 hours, including the code enforcement agents of the City, to assure compliance with all applicable zoning, building codes, regulations and property standards.

Nondiscrimination Covenants. The Developer covenants by and for itself and any successors in interest that there shall be no discrimination against or segregation of, any person or group of persons on the basis of race, color, creed, religion, sex, sexual orientation, 21

gender identity, marital status, national origin, ancestry, familial status, source of income or disability of any person in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project Property, nor shall any of them or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, with reference to the selection, location, number, use or occupancy of tenants, lessees, subte nants, sublessees or vendees of the Project Property. The foregoing covenants shall run with the land. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses:

(a) Deeds. In deeds: “The grantee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, religion, sex, sexual orientation, disability, medical condition, familial status, source of income, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee itself or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land.”

(b) Leases. In leases: “The lessee herein covenants by and for itself, its successors and assigns, and all persons claiming under or through them, and this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons, on account of race, color, religion, sex, sexual orientation, gender identity disability, medical condition, familial status, source of income, marital status, national origin or ancestry in the leasing, subleasing, renting, transferring, use, occupancy, tenure or enjoyment of the land herein leased, nor shall lessee itself, or any person claiming under or through it, establish or permit such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the land herein leased.”

(c) Contracts. In con
tracts for the rental, lease or sale of the Project:
“There shall be no discrimination against or segregation of any person or group of persons on account of race, color, religion, sex, sexual orientation, gender identity, disability, medical condition, familial status, source of income, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the transferee itself or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the land.”

401. Obligation to Refrain from Discrimination.

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State and Federal Requirements . Developer shall , at all times during the term of this Agreement, comply with all of the affirmative marketing procedures adopted by the City, unless otherwise prohibited by law . The Developer shall maintain records to verify compliance with the applicable affirmative marketing procedures and compliance. Such records are subject to inspection by the City during regular business hours upon five (5) calendar days’ written notice.

Additional Requirements. The Developer hereby agrees to comply with the Title VII of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, and any other applicable Federal and State laws and regulations.

Fair Housing Laws . All activities carried out by the Developer and/or its agents shall be in accordance with the requirements of the Federal Fair Housing Act. The Fair Housing Amendments Act of 1988 became effective on March 12, 1989. The Fair Housing Amendments Act of 1988 and Title VIII of the Civil Rights Act of 1968, taken together, constitute the Fair Housing Act. The Fair Housing Act provides protection against the following discriminatory housing practices if they are based on race, sex, gender ident ity, religion, color, handicap, familial status, or national origin: denying or refusing to rent housing, denying or refusing to sell housing, treating differently applicants for housing, treating residents differently in connection with terms and conditions, advertising a discriminatory housing preference or limitation, providing false information about the availability of housing, harassing, coercing or intimidating people from enjoying or exercising their rights under the Fair Housing Act, blockbusting for profit, persuading owner to sell or rent housing by telling them that people of a particular race, religion, etc. are moving into the neighborhood, imposing different terms for loans for purchasing, constructing, improving, repairing, or maintaining a home, or loans secured by housing; denying use or participation in real estate services, e.g., brokers’ organizations, multiple listing services, etc. The Fair Housing Act gives HUD the authority to hold administrative hearings unless one of the parties elects to have the case heard in U.S. District Court and to issue subpoenas.

Both civil and criminal penalties are provided. The Fair Housing Act also provides protection for people with disabilities and proscribes those conditions under which senior citizen housing is exempt from the prohibitions based on familial status. The following State of California Laws also govern housing discrimination and shall be complied with by Developer: Fair Employment and Housing Act, Unruh Civil Rights Act of 1959, Ralph Civil Rights Act of 1976, and Civil Code Section 54.1.

402. Effect of Violation of the Terms and Provisions of this Agreement. The City is deemed the beneficiary of the terms and provisions of this Agreement and of the covenants running with the land, for and in its own right and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Agreement and the covenants running with the land have been provided, without regard to whether the City has been, remains or is an owner of any land or interest therein in the Project Property.

The City shall have the right, if this Agreement or its covenants are breached, to exercise all rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breaches to which it or any other beneficiaries of this Agreement and covenants may be entitled.

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500. Defaults and Remedies.

Default Generally. Failure by the City or Developer to perform any action or covenant required by this Agreement within the time periods provided herein following notice and failure to cure as described hereafter, constitutes a “Default” under this Agreement. A party claiming a Default shall give written notice of Default to the other party specifying the alleged Default. Except as otherwise expressly provided in this Agreement, the claimant shall not institute any proceeding against any other party, and th e other party shall not be in Default if: (i) such alleged Default is cured thirty (30) calendar days from receipt of such written notice: or (ii) if the alleged Default is such that it is not capable of being cured within thirty (30) calendar days, but corrective action is initiated within thirty (30) calendar days and the allegedly defaulting party diligently and in good faith works to effect a cure as soon as possible.

Institution of Legal Actions. In addition to any other rights or remedies and subject to the restrictions otherwise set forth in this Agreement, any party may institute an action at law or equity to seek specific performance of the terms of this Agreement, or to cure, correct or remedy any Default, to recover damages for any Default, or to obtain any other remedy consistent with the purpose of this Agr eement. Such legal actions must be instituted in the County of San Diego, State of California, downtown branch, or in the District of the United States District Court in the County of San Diego.

501. Entry and Vesting of Title in City Prior to C ompletion of Construction.

Right of Reentry. In addition to all other rights and remedies the City may have at law or in equity, the City has the right, at its election, to enter and take possession of the City Property and all improvements thereon, and terminate and revest the fee interest in the City Property in the City if after Closing, the Developer:

(a) fails to start construction of the Project as required by this Agreement for a period of sixty (60) days after written notice thereof from City; or

(b) abandons or substantially suspends construction of the Project required by this Agreement for a period of sixty (60) days after written notice thereof from City, subject to any extensions which may be agreed upon pursuant to Section 600.2 herein; or

(c) transfers or suffers any involuntary transfer of the Project Property or any part thereof in violation of, or contrary to, the provisions of this Agreement.

Limitations on Right of Entry. Such right to enter and vest shall be subject to and be limited by and shall not defeat, render invalid or limit any mortgage or deed of trust permitted by this Agreement that is senior to the Project Deed of Trust.

Termination of Right of Entry. The City’s right to enter and take possession of the City Property and all improvements thereon, and terminate and revest same in the City, shall terminate upon the timely Completion of Construction of the Project. 24

502. Rights and Remedies are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by any party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

503. Inaction Not a Waiver of Default. Any failures or delays by any party in a sserting any of its rights and remedies as to any Default shall not operate as a waiver of any Default or of any such rights or remedies, or deprive either such party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies shall govern the interpretation and enforcement of this Agreement.

600. General Provisions.

Notices, Demands and Communications Between the Parties. All notices under this Agreement shall be in writing and sent (a) by certified or registered U.S. mail, return receipt requested, (b) overnight by a nationally recognized overnight courier such as UPS Overnight or FedEx, or (c) by personal delivery. All notices shall be effective upon receipt (or refusal to accept delivery). All notices shall be delivered to the following addresses or such other addresses as changed by any party from time to time by written notice to the other parties hereto.

To City: City of National City
1243 National City Boulevard
National City, CA 91950
Attention: Community Development Director

To Developer: Tower 999, LLC
4100 W Flamingo Rd, Suite 1416
Las Vegas, NV 89103
Attn: Cyrus Rapinan

With Copy To: Shift Capital
3400 J St Suite #G11,
Philadelphia, PA 19134
Attention: Gregg DiFabio

Enforced Delay; Extension of Times of Performance. In addition to specific provisions of this Agreement, performance by any party hereunder shall not be deemed to be in Default, and all performance and other dates specified in this Agreement shall be extended, where delays or Defaults are due to: war; insurrection; strikes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; pandemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; litigation ; unusually severe weather; acts or omissions of the other party; or any other causes beyond the control and without the fault of the party claiming an extension of time to perform.

Notwithstanding anything to the contrary in this Agreement, an extension of time for any such cause shall be for the period of the delay and shall commence to run from the time of the 25

commencement of the cause, if notice by the party claiming such extension is sent to the other party within ten (10) business days of the commencement of the cause. Times of performance under this Agreement may also be extended in writing by the mutual agreement of the City Manager and Developer.

601. Transfers of Interest in Property or Agreement.

Prohibition. The qualifications and identity of Developer are of particular concern to the City. It is because of those qualifications and identity that the City has entered into this Agreement with Developer . Until Completion of Construction, no voluntary or involuntary successor in interest of Developer shall acquire any rights or powers under this Agreement, nor shall Developer make any total or partial sale, transfer, conveyance, assignment, subdivision, refinancing or lease of the whole or any part of the Project Property, or the improvements thereon, without prior written approval of the City , which approval shall not be unreasonably withheld, delayed, conditioned or denied. Any proposed total or partial sale, transfer, conveyance, assignment, subdivision, refinancing or lease of the whole or any part of the Project Property or the improvements thereon will entitle City to its right of reentry and revesting as set forth in Section 501, and its subparts, hereof. For the reasons cited above, Developer represents and agrees for itself and any successor in interest to the Project Property that without the prior written approval of the City, there shall be no significant change in the ownership of Developer or with respect to the identity of the parties in control of Developer or the degree thereof, by any method or means.

Developer shall promptly notify the City of any and all changes whatsoever in the identity of the parties in control of the same or the degree thereof, of which it or any of its officers have b een notified or otherwise have knowledge or information. Any change (voluntary or involuntary) in the composition, management or control of Developer shall be a Default , except as otherwise permitted hereunder.

Permitted Transfers . Notwithstanding any other provision of this Agreement to the contrary, the City approval of an assignment of this Agreement or conveyance of the Project Prop erty or the improvements thereon, or any part thereof, will be granted in connection with any of the following, subject to the City and the applicable party executing appropriate documents of transfer which contain any exceptions or reservation of rights permitted under this Agreement (each a “Permitted Transfer”):

(a) The conveyance or dedication of any portion of the Project Property to the City or other governmental agency, or the granting of easements or permits to facilitate completion of construction of the Project; or

(b) Any conveyance for financing purposes (provided such financing is specifically allowed under this Agreement), including the Construction Deed of Trust and Permanent Deed of Trust.

Assignment by the City. The City may assign or transfer this Agreement in its entirety, or any of its rights or obligations hereunder.

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Successors and Assigns. All of the terms, covenants and conditions of this Agreement shall be binding upon parties to the Agreement and their respective, permitted successors and assigns.

602. Non-Liability of Officials and Employees

City. No member, official or employee of the City shall be personally liable to Developer, or any successor in interest, in the event of any Default or breach of this Agreement or for any amount which may become due to Developer or its successors, or on any obligations under the terms of this Agreement.

Developer. No member, directors, official or employee of the Developer shall be personally liable to the City, or any successor in interest, in the event of any Default or breach of this Agreement or for any amount which may become due to the City or City or its successors, or on any obligations under the terms of this Agreement.

603. Relationship Among the C ity and Developer . It is hereby acknowledged that the relationship among the City and Developer is that of independent contractors and not that of a partnership or joint venture and that the City and Developer shall not be deemed or construed for any purpose to be the agent of the other. The Developer agrees to indemnify, hold harmless and defend the City and Developer from any claim made against the City arising from a claimed relationship of partnership or joint venture among the City and Developer.

604. City Approvals and Actions. Whenev er a reference is made herein to an action or approval to be undertaken by the City, the City Manager or designee is authorized to act on behalf of the City unless specifically provided otherwise or the context should require otherwise.

605. Counterparts. This Agre ement may be signed in multiple counterparts which, when signed by all parties, shall constitute a binding agreement.

606. Integration. This Agreement contains the entire understanding between the parties relating to the subject matter of this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral and written, are merged in this Agreement and shall be of no further force or effect. Each party is entering this Agreement based solely upon the representations set forth herein and upon each party’s own independent investigation of any and all facts such party deems material. All exhibits referred to in this Agreement are hereby incorporated in this Agreement by this reference, regardless of whether or not the exhibits are actually attached to this Agreement. The Recitals to this Agreement are hereby incorporated in this Agreement by this reference.

607. No Real Estate Brokerage Commissions. The City and Deve loper each represent
and warrant to the other s that no broker or finder is entitled to any commission or finder’s fee in connection with the Project Property. The parties agree to defend and hold harmless the other party from any claim to any such commission or fee from any broker, agent or finder with respect to this Agreement which is payable by such party.

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608. Attorneys’ Fees. The parties agree that the prevailing party in litigation for the breach and/or interpretation and/or enforcement of the terms of this Agreement shall be entitled to their expert witness fees, if any, as part of their costs of suit, and reasonable attorneys’ fees as may be awarded by the court, pursuant to California Code of Civil Procedure (“CCP”) Section 1033.5 and any other applicable provisions of California law, including, without limitation, the provisions of CCP Section 998.

609. Titles and Captions. Titles and captions are for convenience of reference only and do not define, describe or limit the scope or the intent of this Agreement or of any of its terms.

References to section numbers are to sections in this Agreement, unless expressly stated otherwise.

610. Interpretation. As used in t
his Agreement, masculine, feminine or neuter gender
and the singular or plural number shall be deemed to include the others where and when the context so dictates. The word “including” shall be construed as if followed by the words “without limitation.” This Agreement shall be interpreted as though prepared jointly by both parties.

611. No Waiver. A waiv
er by any party of a breach of any of the covenants, conditions or agreements under this Agreement to be performed by the other party shall not be construed as a waiver of any succeeding breach of the same or other covenants, agreements, restrictions or conditions of this Agreement.

612. Modifications. Any amendme
nt, alteration, change or modification of or to this
Agreement, in order to become effective, shall be made in writing and in each instance signed on behalf of each party (any amendment, alteration, change or modification of this Agreement on behalf of the City, including without limitation changes to the economic terms of this Agreement and its exhibits, shall be made on behalf of the City by the City Manager in the City Manager’s sole discretion).

613. Severability. If any t
erm, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.

614. Computation of Time. The time
in which any act is to be done under this Agreement
is computed by excluding the first day (such as the day escrow opens), and including the last day, unless the last day is a holiday or Saturday or Sunday, and then that day is also excluded. The term “holiday” shall mean all holidays as specified in Section 6700 and 6701 of the California Government Code. If any act is to be done by a particular time during a day, that time sha ll be Pacific Time Zone time.

615. Legal Advice. Each party represents and warrants to the other the following: they have carefully read this Agreement, and in signing this Agreement, they do so with full knowledge of any right which they may have; they have received independent legal advice from their respective legal counsel as to the matters set forth in this Agreement, or have knowingly chosen not to consult legal counsel as to the matters set forth in this Agreement; and, they have freely 28

signed this Agreement without any reliance upon any agreement, promise, statement or representation by or on behalf of the other parties, or their respective agents, employees, or attorneys, except as specifically set forth in this Agreement, and without duress or coercion, whether economic or otherwise.

616. Time of Essence. Time is expressly made of the essence with respect to the performance by the City and Developer of each and every obligation and condition of this Agreement.

617. Cooperation. Each part
y agrees to cooperate in good faith with the other in this transaction and, in that regard, to sign any and all documents which may be reasonably necessary, helpful, or appropriate to carry out the purposes and intent of this Agreement including, but not limited to, releases or additional agreements.

618. Conflicts of Interest. No member, official or employee of the City shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership or association in which he is directly or indirectly interested.

619. Exhibits and Recitals Incorporated. All exhibits referred to in this Agreement are hereby incorporated in this Agreement by this reference, regardless of whether or not the exhibits are actually attached to this Agreement. The recitals to this Agreement are hereby incorporated in this Agreement by this reference.

620. Applicable Law. The law
s of the State of California shall govern the interpretation and enforcement of this Agreement.

621. Alternative Dispute Resolution . Any controver sy or dispute arising out of this Agreement shall be settled or determined by direct negotiation, mediation or litigation in the County of San Diego, California. In the event that either party reasonably determines that a dispute exists, such party shall promptly notify the other in writing as to the general nature of the dispute and as to dates and times that such party’s authorized representatives are available to discuss settlement. Within ten (10) calendar days of said notice, or as soon as reasonably practicable for both parties thereafter, the parties shall meet and negotiate in a good faith attempt to settle the dispute. In the event that the parties are unable to settle the dispute within ten (10) calendar days after such meeting, the parties shall select a mediator from the list of approved mediators maintained by the Superior Court for San Diego County or such other mediator as the parties may agree. The parties shall cooperate with such mediator to sched ule a mediation at the earliest feasible date and shall comply with any reasonable conditions imposed on such mediation by the mediator. The mediator’s fee shall be divided equally between the parties. In the event that the parties fail to resolve the dispute through mediation within thirty (30) calendar days after it is submitted to the mediator, either party may file suit in the Superior Court of the State of California, San Diego County for resolution of the dispute.

29

622. Authority to Sign . All individuals signing this Agreement for a party which is a corporation, limited liability company, partnership or other legal entity, or signing under a power of attorney, or as a trustee, guardian, conservator, or in any other legal capacity, covenant to the City that they have the necessary capacity and authority to act for, sign and bind the respective entity or principal on whose behalf they are signing.

IN WITNES
S WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above.

CITY:

City of National City

By: ______________________________
Benjamin A. Martinez, City Manager

APPROVED AS TO FORM:

By: ______________________________________
Barry J. Schultz, City Attorney

[SIGNATURES CONTINUED ON FOLLOWING PAGE]
30

EXHIBIT B

DEVELOPER PROPERTY LEGAL DESCRIPTION

LEGAL DESCRIPTION

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF NATIONAL CITY, IN THE COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

LOTS 8, 9 AND 10 IN BLOCK 1 OF W. C. KIMBALL’S SUBDIVISION OF 10 ACRE LOT 2, QUARTER SECTION 154 OF RANCHO DE LA NACION, ACCORDING TO MAP THEREOF NO. 105 , FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 10, 1887.

APN: 556-471-17
34

EXHIBIT C

INITIAL PROJECT BUDGET

36

2024 Area Median Income 121,250$
(80% HH of 4) 80% conversion factor
Extremely Low (30% AMI) 0.375
Bedrooms Studio 1 2 3 4 Very Low (50% AMI) 0.625
HH Size 1 2 3 4 5 Low (60% AMI) 0.75
HH Size Adj 70% 80% 90% 100% 108% Moderate (110%) 110%
2024 Income
HH Size 1 2 3 4 5
Extremely Low 31,850$ 36,400$ 40,950$ 45,450$ 49,100$ Extremely Low 30% Very Low 53,050 60,600 68,200 75,750 81,850 Very Low 30% Low (80% AMI) 84,900 97,000 109,150 121,250 130,950 Low 30% Median (100% AM 83,650 95,600 107,550 119,500 129,050 Moderate 30% Moderate 100,400 114,700 129,050 143,400 154,850 Utility Allowance (2024) MF All Electric
Heating
Cooking
Water Heating
Basic Electric
Water
Trash
Air Conditioning
Refrigerator
-$ -$ -$ -$ -$
Bedrooms Studio 1 2 3 4
HH Size 1 2 3 4 5
Extremely Low 796$ 909$ 1,023$ 1,137$ 1,228$ Very Low 1,326 1,516 1,705 1,895 2,046 Low (60% AMI) 1,591 1,819 2,046 2,273 2,455 Moderate 2,300 2,629 2,958 3,286 3,549 Percent of Income For Rent
Expense Share For Rent
Exhibit B
Monthly Rent and Annual Income Chart
Allowed Monthly Housing Expenditures (Rental)

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the dates set forth in the opening paragraph of this Agreement.

CITY OF NATIONAL CITY

By:

Name: Benjamin A. Martinez
Title: City Manager

ATTEST:

By:

Name: Shelley Chapel
Title: City Clerk

APPROVED AS TO FORM:

By:

Name: Barry J. Schultz
Title: City Attorne y

[remainder of page left intentionally blank]
[signatures on following pages]

City of National City:

EXHIBIT A

LIST OF NOTICE ADDRESSES OF PARTIES
City of National City
1243 National City Boulevard
National City, California 91950
Attention: City Manager
With a Copy to: City of National City
Office of the City Attorney
1243 National City Boulevard
National City, California 91950
Attn: City Attorney
County of San Diego: County of San Diego
1600 Pacific Highway
Room
San Diego, CA 92101
Attn: Brian Hagerty, Group Finance Director
National School District: National School District
1500 N Avenue
· National City, CA 91950
Attn: Ryan Burke,
Asst. Superintendent of Business Services
Sweetwater Union High School District:

Southwestern College:

Sweetwater Union High School District 1130 Fifth Ave
Chula Vista, CA 91911
Attn: Jenny Salkeld, Chief Financial Officer
Southwestern College
900 Otay Lake Road
Chula Vista, CA 91910
Attn: Sue Rearic,
VP of Business and
Financial Affairs
San Diego County Office of Education:

San Diego County Office of Education
6401 Linda Vista Road
San Diego, CA 92111
Attn: An
di Loree,
Executive Director, Internal Business
San Diego County Water Authority:

San Diego County Watel' Authority
4677 Overland A venue
San Diego, CA 92123
Attn: Christopher Woidzik, Controller

RESOLUTION NO. 2024 -

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY, CALIFORNIA ,

AUTHORIZING THE CITY MANAGER TO EXECUTE A DISPOSITION AND DEVELOPMENT AGREEMENT WITH TOWER 999, LLC, A NEVADA LIMITED LIABILITY COMPANY, FOR THE DISPOSITION OF CITY -OWNED REAL PROPERTY LOCATED AT 921, 925, AND 929

NATIONAL CITY BOULEVARD FOR THE DEVELOPMENT OF A SEVEN-STORY, MIXED-USE BUILDING WITH APPROXIMATELY 9,294 SQUARE FEET OF RETAIL/COMMERCIAL SPACE AND 127 RENTAL HOUSING UNITS.

WHEREAS, the City of National City ("City") is the owner of certain real property generally located at 921, 925, and 929 National City Boulevard (APN's 556-471-03 and 556-471- 04) (collectively, the "City Property"); and

WHEREAS, Tower 999, LLC, a Nevada limited liability company ("Developer") is the owner of certain real property generally located at 999 National City Boulevard (APN 556-471-17) ("Developer Property"). The Developer Property is adjacent to the City Property. The Developer Property and City Property are collectively referred to herein as the "Project Property;" and

WHEREAS, the Developer desires to acquire the City Property from the City and thereafter develop a seven -story, mixed-use building with approximately 9,294 square feet of ground floor retail/commercial space and 127 residential dwelling units (collectively, the "Project") on the Project Property; and

WHEREAS, forty percent (40%) of the total dwelling units in the Project will be restricted for a period of fifty -five (55) years after the Completion of Construction for occupancy by Very Low-Income Households and Low-Income Households; and

WHEREAS, of the Affordable Units, at least fifty percent (50%) shall be restricted for occupancy only by Very Low-Income Households at monthly rental rates that do not exceed the Maximum Rents-Very Low Income Households and the balance of the Affordable Units shall be occupied by Low Income Households at monthly rental rates that do not exceed the Maximum Rents-Low Income Households; and

WHEREAS, the City and the Developer enter into a Project Agreement, referred to as a Disposition and Development Agreement (“DDA”), which provides the terms and conditions for the sale and transfer of the City Property to the Developer and Developer’s co nstruction of the Project on the City Property; and

WHEREAS, upon authorization of the DDA, the Developer will work to complete the terms and conditions for the sale and transfer of the City Property to the Developer and for the Developer’s construction of the Project on the City Property by the Closing Deadline of December 31, 2025.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF NATIONAL CITY, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS:

Section 1: The City Council hereby authorizes the City Manager to execute a Disposition and Development Agreement, attached to the agenda report as Exhibit A, with Tower 999, LLC for the disposition of city-owned real property located at 921, 925, and 929 National City Boulevard in order to develop a seven-story, mixed-use building with approximately 9,294 square feet of retail/commercial space and 127 rental dwelling units.

Section 2: That the City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original Resolutions.

PASSED and ADOPTED this 1st day of October, 2024.

Ron Morrison, Mayor

ATTEST:

Shelley Chapel, MMC, City Clerk

APPROVED AS TO FORM:

Barry J. Schultz, City Attorney

RESOLUTION NO. 2024 -

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY, CALIFORNIA ,

AUTHORIZING THE CITY MANAGER TO EXECUTE THE COMPENSATION AGREEMENT BY

AND AMONG THE CITY OF NATIONAL CITY, THE COUNTY OF SAN DIEGO, THE NATIONAL

SCHOOL DISTRICT, THE SWEETWATER UNION HIGH SCHOOL DISTRICT,

SOUTHWESTERN COLLEGE, SAN DIEGO COUNTY OFFICE OF E DUCATION, AND THE

SAN DIEGO COUNTY WATER AUTHORITY PERTAINING TO THE SALE OF REAL PROPERTY LOCATED AT 921, 925, AND 929 NATIONAL CITY BOULEVARD IN NATIONAL CITY.

WHEREAS, the City of National City ("City") is the owner of certain real property generally located at 921, 925, and 929 National City Boulevard (APN's 556-471-03 and 556-471- 04) (collectively, the "City Property"); and

WHEREAS, Tower 999, LLC, a Nevada limited liability company ("Developer") is the owner of certain real property generally located at 999 National City Boulevard (APN 556-471-17) ("Developer Property"). The Developer Property is adjacent to the City Property. The Developer Property and City Property are collectively referred to herein as the "Project Property;" and

WHEREAS, t he Developer desires to acquire the City Property from the City and thereafter develop a seven -story, mixed-use building with approximately 9,294 square feet of ground floor retail/commercial space and 127 residential dwelling units (collectively, the "Project") on the Project Property; and

WHEREAS, the City Property is listed in the Revised Long-Range Property Management Plan (“LRPMP”) prepared by the Successor Agency to the Community Development Commission as the National City Redevelopment Agency for future development; and

WHEREAS, a requirement of the Revised LRPMP is for the City to enter into a “Compensation Agreement” with the County of San Diego, the National School District, the Sweetwater Union High School District, Southwestern College, San Diego County Office of Education, and the San Diego County Water Authority (“Affected Taxing Entities”) before the sale of the City Property can occur; and

WHEREAS, the Developer proposes $50,000 as the purchase price for the City Property in order to make the Development feasible; and

WHEREAS, staff presented a Compensation Agreement to the Affected Taxing Entities pertaining to sale of the City Property at the purchase price of $50,000; and

WHEREAS, all of the Affected Taxing Entitiies except for the City of National City have consented to the Compensation Agreement for the City Property at the purchase price of $50,000.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF NATIONAL CITY, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS:

Section 1: The City Council hereby authorizes the City Manager to execute a Compensation Agreement, attached to the agenda report as Exhibit C, in the amount of $50,000 with the Affected Taxing Entities pertaining to the sale of real property located at 921-929 National City Boulevard in National City retained by the City of National City for future development pursuant to the Revised Long Range Property Management Plan.

Section 2: That the City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original Resolutions.

PASSED and ADOPTED this 1st day of October, 2024.

Ron Morrison, Mayor

ATTEST:

Shelley Chapel, MMC, City Clerk

APPROVED AS TO FORM:

Barry J. Schultz, City Attorney

AGENDA REPORT

Department: City Clerk's Office
Prepared by: Shelley Chapel, MMC, City Clerk
Meeting Date: Tuesday, October 1, 2024
Approved by: Benjamin A. Martinez, City Manager

SUBJECT:

Amending City Council Policy No. 301 – Legislative and Judicial Platform for 2025

RECOMMENDATION:

Adopt a Resolution Entitled, “Resolution of the City Council of the City of National City, California, Amending City Council Policy No. 301 – Legislative and Judicial Platform”

BOARD/COMMISSION/COMMITTEE PRIOR ACTION:

Not Applicable.

EXPLANATION:

City Council Policy No. 301 requires that an annual review and periodic update shall be performed by the City Council on or before November 15 th of each year. The City Manager shall submit Legislative Policy recommendations to the City Council for review. On or before the final City Council Meeting in December (December 10, 2024), the City Council shall formally adopt the Annual Legislative Priorities.

The City’s Platform is to urge the Legislature to:

 Preserve and enhance the City’s ability to deliver quality and cost -effective services to National City’s residents and visitors.

 Preserve and enhance the City Council’s ability to serve National City residents by retaining local decision-making efforts which will be focused in these priority areas.

Staff has reviewed the current Legislative and Judicial Platform, aka City Council Policy No. 301, and finds it still reflects the City’s beliefs, with a couple of minor additions; one for clarification and another to bring specific focus to an issue that has been ongoing within the City.

City Council Policy No. 301 - page 8 of 9

PUBLIC SAFTEY AND EMERGENCY SERVICES
The addition of a paragraph supporting SB 1414 that includes new amendments presented this year, strengthening local law enforcements efforts against solicitation and human trafficking.

The addition would read as follows:

“The City supports SB 1414 and efforts statewide that strengthen local law enforcement against those who attempt, or are convicted of violation towards solicitation of minor’s including prostitution, human trafficking and pornography.”

The next change to the document is to clarify the specific Senate Bill regarding de-certification of officers under specific conditions.

The paragraph would read as follows adding “SB 2”:

The City supports SB 2 de-certification of officers under specified conditions, including those officers convicted of any felonies and those with a history of egregious misconduct, contingent that an impartial authority outside of the employing agency is utilized and officers are afforded due process.

If there are any additional changes made to the document by the City Council, the City Clerk will return with the final Annual Legislative Priorities for adoption before the final meeting in December.

FINANCIAL STATEMENT:

Not Applicable.

RELATED CITY COUNCIL 2020-2025 STRATEGIC PLAN GOAL:

Public Safety
Health, Environment, and Sustainability
Balanced Budget and Economic Development
Communication and Outreach
Housing and Community Development
Parks, Recreation and Library
Transportation Choices and Infrastructure

ENVIRONMENTAL REVIEW:

This is not a project under CEQA and is therefore not subject to environmental review. CCR15378; PRC 21065.

PUBLIC NOTIFICATION:

The Agenda Report was posted within 72 hours of the meeting date and time in accordance with the Ralph M. Brown Act.

ORDINANCE:

Not Applicable

EXHIBITS:

Exhibit A – DRAFT Redline – City Council Policy No. 301 Legislative and Judicial Platform 2025 Exhibit B - Resolution

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform
Purpose
To establish guidelines which allow staff to respond to proposed legislation and pending litigation quickly and effectively and to serve as broad statement of City policy on a variety of public issues.

Policy
The City Council shall adopt a legislative and judicial platform and annual legislative priorities, developed by staff as policy parameters in order to respond to proposed legislation and pending litigation quickly. The di rection provided in the legislative and judicial platform will encompass principles fundamental to the needs of the City. This platform shall be updated and revised by the City Council as necessary. In addition, the City Council shall adopt legislative priorities annually. These City Council endorsed legislative priorities may address specific and pending regional, state, and federal policy issues for the City of National City.

Generally, the legislative priorities document shall include only those items of a direct and substantial impact on municipal operations. The City will work with local legislators, as appropriate, in advancing the City's adopted legislative platform.

The City of National City Legislative Platform and Priorities Policy formally establishes the City's position on pending legislative matters. With this policy guidance, the City Manager's Office shall advocate for and against legislative matters as appropriate without waiting for Council approval. The method of communication and level of engagement will be determined by the City Manager's Office based on the City Council priorities, legislative climate, and urgency of the legislative proposal. The City Council will be provided with legislative updates and copies of correspondence sent on behalf of the City.

Similarly, the platform and priorities allow City staff to provide input into the judicial system, such as by adding the City's name to amicus curiae briefs, by corresponding with appellate courts, or by supporting efforts of the Cal Cities Legal Advocacy Committee, without waiting for Council approval. Written correspondence to the appellate courts or requests to participate in amicus curiae briefs will be signed by the City Attorney or designee, with a copy to the City Council.

Council approval is required on those issues which do not fall within the parameters of the legislative and judicial platform or legislative priorities, unless scheduling an approval is not possible due to (a) the emergency nature of the legislation or lit igation, or (b) the necessity of City action which prevents such scheduling in a timely manner. In such cases, the City Manager shall determine the appropriate course of action as to legislative matters, after considering the recommendation of the Departme nt Director . T he City Attorney shall make such determinations on litigation issues. For the purpose of the Legislative Platform, the term “City” includes the City of National City, Community Development Commission – Housing Authority, Successor Agency to the Community Development

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform
Commission (“Successor Agency”), the Parking Authority, a nd Joint Powers Financing Authority.

Timeline
The City Council shall periodically update the legislative and judicial platform as needed.

The City Council shall annually adopt legislative priorities. On or before November 15th, the City Manager shall submit legislative policy recommendations to the City Council for review. On or before the final City Council Meeting in December, the City Council shall formally adopt the annual Legislative Priorities.

On or before April 1st, the City Manager's Office shall compile items to be submitted for inclusion in the state and/or federal budget.

The priorities and timelines may be amended by the City Council from time to time when action on a matter appears to be of sufficient urgency that it would not be in the City’s best interest to wait until the next legislative year.

Related Policy References
February 24, 1981 – (Resolution No. 13,516) Adopting Legislative Policy Guidelines

Prior Policy Amendments:

November 12, 1991 (Resolution No. 91 -228)
December 16, 2008 (Resolution No. 2008 -271)
December 10, 2013 (Resolution No. 2013 -189)
October 17, 2023 (Resolution No. 2023-149)

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform
2023 2025 CITY OF NATIONAL CITY

LEGISLATIVE AND JUDICIAL PLATFORM

AND CORE PRIORITIES
_________________________________________________________________________ The National City Council urges the Legislature to:

 Preserve and enhance the City's ability to deliver quality and cost -effective services to National City's residents and visitors.

 Preserve and enhance the City Council's ability to serve National City residents by retaining local decision-making authority and maintaining state legislative and voter commitments for revenue resources.
__________________________________________________________________

LEGISLATIVE PLATFORM

CORE LEGISLATIVE PRIORITIES

The following core legislative priorities highlight issues that could significantly affect National City and legislative advocacy efforts which will be focused in these priority areas.

HOME RULE I FISCAL SUSTAINABILITY

Home Rule and Local Control

The City believes strongly in the principles of home rule authority and local control and its ability to increase the effectiveness and efficiency of local government services. The City encourages the Legislature to respect and support home rule and opposes legislation that attempts to weaken municipal home rule authority and flexibility.

The City supports efforts that r eflect a positive, collective, and cohesive approach to regional solutions, as long as local control is maintained.

Fiscal Sustainability
The City supports the retention of local taxing authority, the maintenance of fiscally balanced revenue sources, and measures that would provide fiscal independence to cities.

The City supports the full disbursement levels of existing revenue streams and directed funding sources including sales tax, property tax, and transient occupancy tax (TOT) and vehicle in -lieu fees. The City opposes diversions and reallocations of all funds by the Legislature in a manner that would negatively affect local government.

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform

The City opposes unfunded mandates placed on local jurisdictions, and encourages the Legislature to evaluate the fiscal impact such mandates will have on communities prior to considering the issue.

The City opposes any efforts to increase reporting requir ements related to locally raised revenues.

INFRASTRUCTURE

The City supports the retention of infrastructure funding and bonding for street projects, housing, infill infrastructure projects and parks. The City recognizes that funding for these key project areas will help to spur economic activity in National City.

The City supports efforts to provide more flexibility in raising revenue for necessary infrastructure projects.

The City supports federal and state economic stimulus initiatives that provide the necessary resources and funds to invest in necessary infrastructure projects to improve the transfer of goods and services throughout the region, create jobs , and encourage economic development.

TRANSPORTATION

The City believes the movement of goods and people is vital to continued economic success and to the maintenance of a high quality of life. In order to preserve these, the City encourages the Legislature to invest in the maintenance and expansion of the State's multi- modal transportation network . The City supports regional coordination in transportation planning but opposes efforts that limit local control in the transportation decision -making process.

The City supports measures to finance local and regional multi -modal transportation improvements and to enhance transportation funding equity.

The City opposes proposals that would adversely affect the quality of National City and the San Diego region . Furthermore, the City C ouncil supports efforts that grant cities the additional ability to provide for transportation improvements.

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform

PORT-RELATED LEGISLATION

The City and the Port of San Diego have worked cooperatively to address the disparity that has long existed between the regional benefits of the Port and the unique local impacts of the Port on the City and its residents. The City is committed to pursuin g public policy that would achieve the balance necessary between the Port, the Workin g Waterfront, and National City consistent with the following six principles agreed upon by the parties:

1. Protection of Maritime Uses;

2. Enhancement of the Working Waterfront;

3. Environmental Compliance;

4. Public and/or Visitor Serving Amenities;

5. Financial Benefits to the Port and National City; and

6. Public Participation within National City.

Generally, the City is supportive of any legislative measures that are consistent with the policies and intent of one or more of the foregoing principles. Further, the City Council supports efforts that grant Port communities the ability to fully addres s the economic and environmental impacts directly and indirectly attributed to the Port. National City is also supportive of public policy that provides financial incentives to Port communities for the preservation and expansion of maritime activities within its jurisdiction.

ENERGY CONSERVATION & ENVIRONMENTAL PROTECTION

The City recognizes the importance of working cooperatively with other governmental and private sector entities to implement and manage efficient, cost -effective, and sound environmental programs and services that secure clean air, water, and land.

The City supports appropriate legislation and regulation that promotes pollution prevention, supports energy conservation efforts and encourages green development without imposing unfunded mandates.

The City opposes efforts that place a severe financial burden on municipalities.

LAND USE PLANNING

The City supports maintaining local authority in land use planning issues and supports legislative efforts that promote more orderly growth and oppose efforts that impede growth management, including the preservation of local authority to set land use policies.

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform

The City supports efforts to assist local governments in implementing sustainable development practices.

The City opposes legislation that would restrict a City’s ability to redevelop Under-performing areas.

ECONOMIC DEVELOPMENT

The City supports efforts to enhance the range of economic development mechanisms at a City’s disposal that would strengthen the abilities of local agencies to prepare for and implement growth, job creation, workforce development, redevelopment, conservation, and beautification projects.

The City opposes any attempt to limit local control over, o r ability to execute economic development projects including through the diversion of redevelopment funding.

The City opposes any state or federal proposals that reduce economic investment opportunities at the local level. This includes reductions and res trictions to block grants and housing subsidies.

HOUSING

The City recognizes the importance of housing for all income levels as critical to the balanced and healthy growth of the City and its communities. The City supports affordable housing efforts as a key component to workforce recruitment and retention. This includes support for federal and state participation and financial support of programs to provide adequate housing for the elderly, disabled, homeless, and low-income persons throughout the community.

The City supports efforts to establish a permanent funding source for the development rehabilitation and preservation of affordable housing. Advocate for efforts to review and reduce state mandated regulations on housing development.

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform

GOVERNMENTAL PUBLIC LIABILITY POLICY

The City supports efforts to reinforce public entity design and discretionary act immunity.

The City supports efforts to abolish lump-sum awards for damages and to substitute installment payments projected over the plaintiff’s life span, to cease at time of death.

The City supports efforts to develop statutory provisions calling for the reimbursement of all public entity defense costs and expenditures incurred in the defense of frivolous and spurious claims and lawsuits.

The City supports efforts to change the legal principal of "joint and several liability" to protect, ensure, and otherwise provide that the City will not be a target for unmeritorious lawsuits based on the City’s more advantageous financial position , whether r eal or perceived, than that of the true tortfeasor .

The City opposes efforts to further erode governmental tort immunity.

The City opposes any efforts to remove or weaken any statutory time limits as to the filing and serving of claims and lawsuits as well as any efforts to open public entities to liability for punitive or exemplary damages.

The City opposes any efforts to expand situations in which public entities may be liable to pay for litigants' attorneys' fees or other litigation expenses.

LABOR RELATIONS AND BENEFITS

The City supports efforts that provide the City with necessary resources and authority to establish appropriate working conditions and benefits to its employees. This includes preserving and enhancing equal employment opportunities for all people seeking employment and opposing efforts that remove the local decision -making authority in employee issues.

The City is supportive of efforts that result in improved publ ic and private sector labor management relations and opposes efforts that impose state mandates.

The City supports efforts to prevent abuses within the compensation system, which in turn result in increased costs to the City.

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform
The City opposes efforts th at would increase the City’s liability for unemployment compensation and retirement pensions.

The City opposes efforts that would increase employee Workers’ Compensation benefits without system reforms to offset increased employer costs, and that would pr ovide presumptive eligibility for the award of Workers’ Compensation.

PUBLIC SAFETY AND EMERGENCY SERVICES

The City supports initiatives to preserve and enhance the ability of local governments t o strategically plan for and respond to em ergencies and efforts to ensure that the greatest level of public safety and emergency services are provided to the community witho ut creating an unfunded mandate.

The City supports the retention of revenue streams for funding public safety employee disaster preparedness, crime prevention, fire prevention and suppression, emergency medical services, and public safety training.

The City supports efforts to provide the City with additional resources such as behavioral health clinicians and homeless outreach referral services to assist those in need of assistance and to direct them to the appropriate services.

The City opposed efforts that would impede local law enforcement from addressing crime problems and recovering costs resulting from a crime committed by a guilty party.

The City supports efforts that strengthen local law enforcement, including: prevention of driving under the influence of drugs or alcohol; effective abatement of illegal land uses and illegal businesses; the sharing of criminal history information between states; registration of sex offenders; reducing access to firearms by the mentally ill; and providing tools and resources to address community challenges such as domestic violence, gangs, and human trafficking.

The City supports efforts statewide requiring persons convicted of certain specified crimes to annually register as a sex-offender, as specified, for a term of 1-, 20 or 30 years.

The City supports SB 1414 and efforts statewide that strengthen local law enforcement against those who attempt, or are convicted of violation towards solicitation of minor’s including prostitution, human trafficking and pornography.

The City supports SB 2 de-certification of officers under specified conditions, including th ose officers convicted of any felonies and those with a history of egregious misconduct, contingent

CITY COUNCIL POLICY

CITY OF NATIONAL CITY

AMENDED: October 17, 2023
October 1, 2024
ADOPTED: February 24, 1981
POLICY #301
TITLE: Legislative and Judicial Platform
that an impartial authority outside of the employing agency is utilized and officers are afforded due process.

The City supports statewide and federal tracking of information related to officers that resign in lieu of discipline or termination, or those with multiple sustained complaints and violations.

The City supports mandated and regular implicit and racial bias training for all law enforcement, and de-escalation training that focuses on alternatives to deadly force.

The City supports efforts that increase county, state and federal funding for local law enforcement, fire suppression, wildfire prevention, hazardous materials mitigation, and emergency medical services.

The City supports efforts that promote national fire code development using an open, consensus-based process.

The City supports efforts to create a funding mechanism for a regional fire department in San Diego County that does not diminish th e ability of cities to provide essential services and mechanisms that increase reimbursement funding for Medicare and Medi-Cal programs.

The City supports innovative health and safety efforts that improve access to primary and preventive care and decrease use of emergency departments, including expanded mental health services.

TELECOMMUNICATIONS

The City supports efforts that ensure consumer access to telecommunications services in an efficient and cost -effective manner while retaining local government's authority. This includes retaining local government's ability to negotiate franchise agreements, regulate the use of public rights-of-way, and collect appropriate revenues in order to maximize benefits to the consumer.

WATER MANAGEMENT
The City supports efforts to increase the water supply or improve water quality within the region and efforts that encourage voluntary water conservation.

RESOLUTION NO. 2024-

RESOLUTION OF CITY COUNCIL OF THE CITY OF NATIONAL CITY, CALIFORNIA, AMENDING CITY COUNCIL POLICY NO. 301 ENTITLED LEGISLATIVE AND JUDICIAL PLATFORM 2025

WHEREAS, City of National City (“City”) City Council Policy No. 301 requires a periodic update of the Legislative and Judicial Platform on or before November 15th of each year wherein the City Manager submits Legislative Policy recommendations for review; and WHEREAS, On or before the final City Council Meeting in December, the City Council shall formally adopt the Annual Legislative Priorities.

WHEREAS, having completed the review, and finding that minor modification s are required, staff has submitted legislative policy recommendations for approval that are presented in Exhibit A.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF NATIONAL CITY CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE, AND ORDER AS FOLLOWS:

Section 1: Authorizes updates to City Council Policy No. 301, Legislative and Judicial Platform as presented in Exhibit A.

Section 2: The City Clerk shall certify the passage and adoption of this Resolution and enter it into the book of original Resolutions.

PASSED and ADOPTED this 1st day of October, 2024
__________________________
Ron Morrison, Mayor
ATTEST:
_________________________
Shelley Chapel, MMC, City Clerk

APPROVED AS TO FORM
_________________________
Barry J. Schultz, City Attorney

AGENDA REPORT

Department: Planning
Prepared by: Martin Reeder, Assistant Community Development Director Meeting Date: Tuesday, October 1, 2024
Approved by: Benjamin A. Martinez, City Manager

SUBJECT:

Municipal Services Agreement Whitepaper – Port of San Diego

RECOMMENDATION:

Approve for Distribution the City’s Municipal Services Whitepaper to the Port of San Diego and Other Interested Parties, and Direct the City Manager to Secure Full Reimbursement Funding from the Port for Providing Municipal Services. The Full Cost Burden to the City from Providing Port Related Fire, Police, Community Development, and Engineering Services is $8,848,107.00.

The City Currently Receives from the Port a Base Rate of Approximately $1.3 Million.

BOARD/COMMISSION/COMMITTEE PRIOR ACTION:

Not Applicable.

EXPLANATION:

The Port of San Diego is authorized by the San Diego Unified Port District Act to reimburse its five (5) membership cities for municipal services they provide within the Port’s jurisdiction. The Port membership cities enter into “Municipal Service Agreements” (“MSA”) with the Port to reimburse the cities for fire, Emergency Medical Services (EMS), and other police services. The formula used for reimbursement is based on responding to events on non -tax generating areas within the Port and city’s jurisdiction. Examples for non -taxable areas include streets, parks, unleased tidelands, and open space areas.

The City entered into an MSA with the Port in July 2021 which will terminate automatically in June 2030. The City’s baseline rate paid on an annual basis is $1,310,324. The baseline rate is reset periodically. The first baseline reset was to occur in July 2022 and the second reset period is due in July 2025. The reset periods allow the City or the Port to renegotiate the baseline rate. Prior to the July 2025 reset period, the City may present a new baseline rate to the Port considering the actual documented co sts expended during the previous period. No reset negotiations have occurred since before 2022.

The MSA baseline amount is automatically increased by three percent (3%) on an annualized basis. Beyond these 3% changes, the Board of Port Commissioners must approve any changes to the baseline rate. To be reimbursed by the Port, the City must, on a quarterly basis, submit extensive documentation of the services provided to the Port. The documentation includes timecards, contracts, receipts, dispatch records, payroll documentation, overhead costs, service records, and police and fire budgets. The Port has a right to audit these records.

Other City MSA’s:

In 2023, the City of San Diego received $1.5 million, the City of Chula Vista received $1.1 million, the City of Imperial Beach received $5.4 million, and the City of Coronado received $1.3 million pursuant to their respective MSA’s with the Port. For example, Imperial Beach provides police, fire, EMS, park maintenance, and lifeguard services to the Port. Tw o cities (Chula Vista and Imperial Beach) receive facility reimbursements; and three cities (Chula Vista, Coronado, and Imperial Beach) receive reimbursement for vehicles.

Other California ports receive much higher reimbursement rates. For example, the Port of Stockton reimburses its public agencies $3.4 million for police and $3 million for police facilities.

The Port of Long Beach reimbursed the City of Long Beach $2.1 million for their police services.

ANALYSIS:

The Port’s MSA methodology uses a “calls for service” approach on land that has no ad valorem production. This approach fails to consider the full cost that the City expends in protecting Port assets. And the City has limited parks or public spaces to create these reimbursable service calls.

Additionally, other member cities generate significant municipal revenues from Port tidelands beyond property taxes that help support general fund supported services like police and fire services however, this is not the use for National City.

The City of National City will be and has been the first responder to major incidents occurring on the Port’s National City Marine Terminal or other port tenant leaseholds. Should there be a major fire incident, homeland security threat, or an accident req uiring road closures to the Terminal or adjoining Port Leaseholds the City of National City fire, police, or public works departments or a combination of these departments would be first on the scene.

To be prepared for such incidents, it takes not just personnel, but facilities and training. To date, no training or facility costs have been reimbursed to the City from the Port. As currently written, the MSA is devoid of equity between member cities; National City is the first responder to any major incident at the National City Marine Terminal and unlike other membership cities, National City first responders must have the training, equipment, and the facilities at the ready, 24/7, to respond to any homeland security issue or any large-scale fire event on Port tidelands.

MSA WHITEPAPER:

The City commissioned a Whitepaper to determine the actual cost of providing police, fire, community development, engineering, and other services to the Port. The attached Whitepaper took an unconstrained review of the services provided to the Port and their associated overhead costs. This unconstrained review went beyond the artificial constraint of using non-taxable lands to determine the baseline reimbursement amount and instead reviewed the training, facility, equipment, and overhead costs that are required to provide these services to the Port.

Under the current MSA, the City would be reimbursed by the Port when a police officer responds to a service call at Pepper Park, the reimbursement amount is derived from payrol l and service ticket records. The current MSA does not take into consideration all of the costs that go into making this one service call. It does not account for the training, equipment, or facility costs that supports the ability of an officer to respond to a Port related event.

This inequity becomes starker when consideration is given to the types of Port emergencies the City is asked to be prepared for. The City’s fire department must have the personnel, equipment, training, and facilities to respond to a major conflagration should the cars stored at the Pasha Automotive facility become engulfed with fire and should some of those cars involve electric cars or charging stations, then highly specialized equipment and training is required. Yet, under the current terms of the MSA these added costs are not reimbursable.

No other membership city has the burden that National City has in relationship to the lack of revenue received from port operations and the threats and hazards it faces on a daily basis. A s the Port implements its Maritime Clean Air Strategy, more electric charging stations, EV cars, and EV trucks will be present in the marine terminal environment. And while these actions are a net benefit to air quality, all those benefits are easily eras ed should there be a major EV fire conflagration.

Similarly, the City’s Police Department must train and equip its officers to deal with an array of complex homeland security threat events. Under the current MSA none of the training requirements or equipment costs will be reimbursed. And as our southern border remains fully open it is recognized that there is a significant increase in homeland security threats. These hazards and threats require specialized training, equipment, and personnel including the facilities that are needed to support those activities.

The City also handles homeless issues on Port tidelands, enforces parking regulations on the roads leading to the Terminal, and enforces building codes. None of these activities have been reimbursed by the Port.

The City also maintains 9,100 linear feet of sewer mains and 3,700 feet of storm drains on Port tidelands. And again, these services are not reimbursed.

In sum, the Port has asked that the City of National City and its residents to accept the adverse health consequences of Port maritime operations while also incurring the full economic burden of protecting those Port assets. As a consequence, National City residents pay for Port operations with both their health and their pocketbooks.

THE FULL COST OF SERVICES

National City Police Department:

The service -call methodology does not account for the fact that the National City Police Department (NCPD) utilizes a geographic beat system to capture statistical data and allocate police resources. The NCPD is divided into four (4) geographic regions, referred to as beats, and personnel are assigned accordingly. Beat 24, is the most south/west beat and encompasses the Port Tidelands. The NCPD has always included the Port Tidelands in the geographic responsibility of the personnel assigned to beat 24. Personnel assigned to the other beats are prepared to respond to beat 24 in the event of an emergency. The MSA fails to recognize all administrative and personnel costs that support the beat system which leaves National City

paying these training, facility, and equipment costs. When all these costs are fully recognized National City is paying $7,634,023 of non-reimbursable expenses to protect Port assets.

National City Fire Department:

The Port jurisdiction occupies approximately six percent (6%) of the City’s overall land mass and therefore facility, equipment, and training budgets should be allocated based on this land mass percentage.

From a public health and safety standpoint, it is concerning that the Port must rely on the use of electric vehicles and trucks to reduce the toxic air pollutants that currently are being generated by terminal activities. For example, a fire involving a standard internal combustion vehicle generally lasts approximately 30 minutes from ignition, dispatch, unit arrival of one fire department fire engine, extinguishment, and removal by a tow company. Comparatively, fires involving EVs generally require a minimum of two fire engines, extinguishment alone will take more than 2 hours and may take as long as 8 hours, and additional delays may be caused in removal as tow companies may require the vehicle to have a cooling off period of greater than 1 hour prior to removal. This causes a significant increase to unit on-scene time, reducing overall unit availability for other emergencies within National City. This impact may also be felt by the National City Police Department as law enforcement will be required to commit to longer road closures reducing officer availability.

Moreover, EV/lithium-ion fires may compromise the actual cells of the battery system causing a phenomenon known as thermal runaway. This potentially catastrophic failure of the battery system is difficult to stop and greatly increases the overall time of extinguishment. It may allow the fire to spread to other vehicles and infrastructure causing a much larger -scale incident.

Specific equipment has been developed for the fire service to combat this issue and involves specialized nozzles capable of penetrating into the battery to provide targeted cooling. This is designed to inhibit the thermal runaway process. This equipment costs approximately $40,000 with an additional $10,000 required to train personnel.

The cost to fully reimburse the City for fire protection , related to the Port’s jurisdiction, is $1,089,584. This sum includes training, a portion of facility costs, equipment, and personnel costs.

The Homeless Issue on Port Tidelands:

The City’s Community Development Department plays a key role in shaping the future of tideland development. The Community Development Department responds to homelessness issues on Port tidelands, manages parking violations (such as RV parking along the road s leading to the Terminal), removes graffiti placed on Port assets and enforces building codes for Port tenants.

The full cost for providing these services to the Port is $104,500. To date none of these costs have been reimbursed to the City.

Maintaining Critical Infrastructure on Port Tidelands:

The City’s Public Works Department maintains 9,100 linear feet of sewer main (inclusive of 40 manholes) and 3,700 feet of storm drains (inclusive of 30 drainage structures) on Port Tidelands.

In addition, City P ublic Works is required to maintain and service two sewer lift stations also located on Port Tidelands. The full cost for these services, which go unreimbursed by the Port, is approximately $120,000 annually.

TOTAL COST SUMMARY

The total cost of these four service categories is $8,848,107. This includes the fully burdened rates of facilities, personnel, equipment, and training. The breakdown of these costs is contained in the attached Whitepaper.

FINANCIAL STATEMENT:

The Municipal Services Agreement Whitepaper concludes that the full cost to the City of National City for the services it provides to the Port of San Diego is $8,848,107. Approval of the recommendation would enable the City Manager to work with the Port o f San Diego to achieve full cost reimbursement for the police, fire, community development, and infrastructure -related services it receives.

RELATED CITY COUNCIL 2020-2025 STRATEGIC PLAN GOAL:

Balanced Budget and Economic Development

ENVIRONMENTAL REVIEW:

This is not a project under CEQA and is therefore not subject to environmental review.CCR15378; PRC 21065.

PUBLIC NOTIFICATION:

The Agenda Report was posted within 72 hours of the meeting date and time in accordance with the Ralph M. Brown Act.

ORDINANCE:

Not Applicable

EXHIBIT:

Exhibit A – Final Port MSA Whitepaper

4865-8179-8121, v. 1
The City of National City Municipal Service Agreement
Port Operation Needs Assessment
September 2024

I. Background and Legal Framework
The purpose of this whitepaper is to provide the Port of San Diego, the State Lands Commission, and the community with a broader understanding of the cost that the City of National City incurs in providing services to port tidelands facilities and operations. This whitepaper establishes that the cost to provide City services to the Port far exceeds the amount that the City is currently receiving under the Municipal Service Agreement (“MSA”). Here, we will show that the current MSA methodology is wholly inadequate in reimbursing the City for the full cost of city services provided to Port tidelands.

Section 31 of the San Diego Unified Port District Act enables the Port to contract with a membership city for services. Monies transferred to a membership city must not represent a gift of public funds and capital expenditures for tideland expenditures requires the approval of the State Lands Commission. (San Diego Unified Port District Act Sec. 30.5). To avoid an unlawful gift of public funds the Port must show that the funds have been reasonably expended for a legitimate port purpose and not purely for municipal affairs. (Mallon v. City of Long Beach (1955) 44 Cal.2d 199,211). The Port enters into Municipal Service Agreements with all five of its membership cities.

The Port is lawfully allowed to reimburse a city for municipal services that are directly tied to the services provided on the Tidelands under the Port Act:

“In the absence of the adoption of any police, fire and sanitary regulations by the district, the police, fire, and sanitary regulations of any municipal corporation whose boundaries are adjacent to or contiguous to the territorial limits of the district shall be applicable.” (SDUPD Sec. 60.)

The Port has historically reimbursed cities for services provided to the Port. However, each agreement varies amongst the Port’s membership cities. Unlike the Port of San Diego, other California ports are usually controlled by one major city and port operations are part of the that city’s operating and capital improvement budgets.

II. MSA Funding

In 2023, the City of San Diego received $1.5 million, the City of Chula Vista received $1.1 million, the City of Imperial Beach received $5.4 million, and the City of Coronado received $1.3 million pursuant to their respective MSA ’s with the Port. For example, Imperial Beach provides police, fire, Emergency Medical Services (EMS), park maintenance, and lifeguard services to the Port. Two cities (Chula Vista and Imperial Beach) receive facility reimbursements. And three cities (Chula Vista, Coronado, and Imperial Beach) receive reimbursement for vehicles.

4865-8179-8121, v. 1

Each MSA has an automatic increase to its base rates. Annual resets were scheduled to occur at 3% in 2022 and again in 2025. If the overall MSA rate of reimbursement is not reset, then a city’s MSA would be subject to an annual rate increase of 3%.

Other California ports receive much higher reimbursement rates. For example, the Port of Stockton reimburses its public agencies $3.4 million for police and $3 million for police facilities.

The Port of Long Beach reimbursed the City of Long Beach $2.1 million for their police services.

III. National City’s Role in Protecting Port Assets
The City of National City is the first responder to any major incidents occurring on the Port’s National City Marine Terminal or other port tenant leaseholds. Should there be a major fire incident, homeland security threat, or an accident requiring road closures to the Terminal or adjoining Port Leaseholds the City of National City fire, police, EMS, or public works departments or a combination of these departments would be first on th e scene. To be prepared for such incidents, it takes not just personnel, but facilities and training. To date, no training costs or facility costs have been reimbursed to the City from the Port. And, as currently written, the MSA is devoid of equity between member cities, National City is the first responder to any major incident at the National City Marine Terminal and unlike other membership cities, National City first responders must have the training, equipment, and the facilities at the ready , 24/7, to respond to any homeland security issue or any large-scale fire event on Port tidelands. This inequality was first addressed to the Port in November of 2021 by way of a letter from the then City Manager to the Port but, to date, no resolution to address th e additional preparedness costs in the City’s MSA has been achieved.

IV. The Shortcomings of the Current MSA Methodology
Today, the Port’s methodology of using a simple accounting based on “calls for service” for non -ad valorem producing parcels fails to consider the full cost that the City expends in protecting Port assets. And, t he City has limited parks or public spaces to create these reimbursable service calls. Additionally, other member cities generate significant municipal revenues from Port tidelands beyond property taxes that support general fund supported services like police and fire services. Reimbursing costs for municipal services should factor in all revenues generated on Port tidelands to each of the five member cities and not be narrowly f ocused on service calls.

From 2021 to the present, the City has consistently informed the Port that as a result of the industrialization of National City’s Bayfront , the City‘s eighty-eight (88) person police force has higher training and equipment costs then non-Port membership cities. National City tidelands are “high hazard targets” which demand more expensive fire and police equipment resulting in greater expenses and higher training costs. Therefore, the MSA should account for these added training, equipment, and facility costs.

4865-8179-8121, v. 1
Moreover, the City’s police officers and firefighters do not delineate between jurisdictions and often engage in proactive policing and firefighting . Under the present service - call methodology the MSA fails to account for these public safety initiatives.

The service-call methodology does not account for the fact that the National City Police Department (NCPD) utilizes a geographic beat system to capture statistical data and allocate police resources. The NCPD is divided into four (4) geographic regions, referred to as beats, and personnel are assigned accordingly. Beat 24, is the most south/west beat and encompasses the Port Tidelands. The NCPD has always included the Port Tidelands in the geographic responsibility of the p ersonnel assigned to beat 24. Personnel assigned to the other beats are prepared to respond to beat 24 in the event of an emergency. The MSA fails to recognize all administrative and personnel costs that support the beat system and leave s National City pay ing the Port’s geographic share of the total cost.

Similarly, the National City Fire Department maintains staffing for two fire engines, one truck company, a rapid attack fire squad and a Battalion Chief for a total of fourteen (14) personnel per day. The majority of responses located in the Port tidelands constitute a higher hazard due to their size and occupancy type.

Moreover, the National Fire Protection Agency Standard 1710 recommends that fifteen (15) firefighters respond to a low hazard response, twenty-eight (28) firefighters respond to a medium hazard response and forty-three (43) firefighters respond to a high hazard response. The National City Fire Department not only acts as a mitigating authority for emergencies at these high hazard areas, but they also function as insurance preventing additional revenue loss while protecting occupancies exposed to conflagrations.

These are not hypothetical events; these high hazard threats h ave been realized . For example, in August 2019, there was an incident involving a large car lot that stored many cars from a local car dealership. The entire property , approximately 80,000 square feet , was in National City's industrial zone. The area of the fire measured approximately 23,000 square feet. Many new and used vehicles were on fire, with crews from National City and Chula Vista Fire Departments working the incident. The fire was a suspicious event resulting in the ignition of brush and debris found in the immediate area. This event resulted in severe da mage to 31 vehicles, with 21 of those vehicles considered a total loss with an estimated value of $1,000,000.

And in today’s security environment and given our open southern border , it is simply a matter of time before our region and perhaps the Port facilities themselves experience a major homeland security threat.

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V. The True Cost of Protecting the Port’s Assets
As stated, t he fully burdened cost of providing the Port with police, fire, community services, and public works assets has not been realized in the current MSA methodology. To address these shortcomings the City’s police, fire, public works, and community development departments were asked to provide a comprehensive budget breakdown of the costs to serve the Port. As a result of this methodical accounting, these costs are significant and the City has been carrying these costs for decades without the benefit of the Port fully reimbursing the City for the actual cost of these services.

VI. Police Services to the Port
To fully compensate the City for police service it provides to the Port, all costs need to be accounted and these include City facility service charges, vehicle use, information management systems, insurance, maintenance and operations, and personnel service s. All these cost factors must be accounted for in a renegotiated upcoming MSA.

For the budget year 2025, the total City Police budget is $32,229,849. Based on the City’s police beat system within the Port’s geographic boundaries , the Port’s share of the total cost is $7,634,023.

The foundation for these costs are as follows:

1. Police Department salaries
a. Captains and Chief $ 420,548.00
b. Beat Officers and non-sworn personnel $4,526,195.00

2. Police Department equipment
a. Service Charges for patrol vehicles $ 17,549.00

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b. Patrol Vehicles $ 15,698.00
c. Leased vehicles $ 20,100.00
d. Leased Patrol Vehicles $ 29,835.00

3. Use of Police Department Facilities
a. IT services $1,682,762.00

4. Administrative Police Services
a. Operational Readiness $ 842,339.39
b. Investment Services, Training, K-9 & Public
Services $ 78,995.00

Total Port Obligation: $7,634,023.00

VII. Fire Protection for Port Assets
The City of National City Fire Department will be the first emergency responder should there be a major fire involving Pasha Automotive. And because the vehicles are parked closely to each other, literally, within inches of each other, if one vehicle catches fire others are likely to be rapidly involved. This danger becomes significantly exasperated when the car fires involve electric vehicles. There is simply no effective way to extinguish electric car or electric truck fires. Often times the strategy is to separate other cars or trucks from the burning electric vehicle and let it burn itself out or penetrate it with large volumes of directed high pressure water. Here, the Port’s Maritime Clean Air Strategy adds to this safety risk because it recommends replacing hydrocarbon driven trucks and vehicles with electric vehicles and creating new car and truck charging facilities.

And while this may be a net benefit to air quality the inherent risk of fire is of grave concern. As more and more electric vehicles enter the terminal and more electric trucks are used to transport the cars off the terminal the risk of uncontained fire increases.

VIII. Increased risk caused by electric vehicles and the electrification of the Port

The electrification of the Port of San Diego requires increased training for National City Firefighters. Electric Vehicles (EVs), Battery Energy Storage Systems (BESS), and charging stations present new challenges when exposed to fire. As the number of these systems increases on Port lands the likelihood of an incident involving EV cars and trucks increases proportionally.

Firefighters responding to these emergencies will need specific training on extinguishment best practices, training on specialized extinguishment equipment, and training associated with the hazardous materials involved in these types of incidents. While these challenges are not isolated to the Port property and are present across the County, the sheer volume of EVs and the concentration of alternative fuel equipment make this hazard more unique to Port tidelands.

A fire involving a standard internal combusti on vehicle generally lasts approximately 30 minutes from ignition, dispatch, unit arrival of one fire department fire engine, extinguishment,

4865-8179-8121, v. 1
and removal by a tow company. Comparatively, fires involving EVs generally require a minimum of two fire engines, extinguishment alone will take more than 2 hours and may take as long as 8 hours, and additional delays may be caused in removal as tow companies may require the vehicle to have a cooling off period of greater than 1 hour prior to removal. This causes a si gnificant increase to unit on -scene time, reducing overall unit availability for other emergencies within National City. This impact may also be felt by the National City Police Department as law enforcement will be required to commit to longer road closures reducing officer availability.

EV/lithium-ion fires may compromise the actual cells of the battery system causing a phenomenon known as thermal runaway. This potentially catastrophic failure of the battery system is difficult to stop and greatly incr eases the overall time of extinguishment. It may allow the fire to spread to other vehicles and infrastructure causing a much larger -scale incident.

Specific equipment has been developed for the fire service to combat this issue and involves specialized nozzles capable of penetrating into the battery to provide targeted cooling. This is designed to inhibit the thermal runaway process. This equipment costs approximately $40,000 with an additional $10,000 required to train personnel.

Based on the increases to the threat environment it is recommended that the Port provide funding for the City to ensure all firefighters are trained to respond and mitigate fires involving the Port’s EVs, lithium-ion batteries, and other alternative energy equipment that will be used to develop the Port’s Maritime Clean Air Strategy. This also requires funding to increase staffing on fire engines to provide adequate number s of firefighters to extinguish the Port’s EV fires safely, effectively, and efficiently. And lastly, the Port should fund the purchase of specialized extinguishing equipment and train firefighters to use this equipment.

Like the police department, the City’s Fire Department has not received full reimbursement for its facilities, personnel, training, equipment, and information systems. The Port tidelands represents 6% of the City’s land mass and the fully burdened Port share is $1,089,584.00. As shown in the chart below: The full cost burden of Fire Services:

1. Fire Department salaries
a. Full-time salaries $351,029.00
b. Fringe Benefits $319,120.00
c. Overtime $106,644.00

2. Fire Department equipment
a. Vehicles $127,042.00
b. Firefighting accessories $13,861.00
c. Firefighting equipment $8,248.00

3. Fire Department Communications and Radios
a. Dispatch $40,531.00
b. Radios $8,015.00

4. Use of Fire Department Facilities
a. Bond payments $43,593.00
b. Building services $22,463.00
c. IT services $11,898.00

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d. Insurance $4,076.00

5. Administrative Fire Services
a. Training $9,128.00
b. Medical Services $5,572.00
c. Professional Services $4,900.00
d. Materials & Supplies $3,104.00
e. Indirect/Overhead Costs $1,187.00
f. Janitorial Supplies $602.00
g. Memberships $221.00
h. Office Supplies $210.00
i. Medical Supplies $161.00
j. Books $126.00
k. Duplicating Supplies $70.00
l. Printing & Binding $66.00
m. Uniforms $56.00

6. Specialized fire suppression equipment
a. Wearing apparel $7,661.00
Total Port Obligation: $1,089,584.00

IX. The Homeless Issue on Port Tidelands
The City’s Community Development Department plays a key role in shaping the future of tideland’s development. The Community Development Department is the organization that responds to homelessness issues on Port tidelands, handles parking violations (such as RV parking along the roads leading to the Terminal), and their team removes graffiti placed o n Port assets and enforces building codes for Port tenants. The fully burdened cost for providing these services to the Port is $104,500 and is more specifically described in the below:

1. Homeless Outreach $5,500.00

2. Parking Enforcement $52,800.00

3. Graffiti $19,200.00

4. Code Enforcement $27,000.00

Total Port Obligation: $104,500.00

X. Maintaining Critical Infrastructure on Port Tidelands The City’s Public Works Department maintains 9,100 linear feet of sewer main (inclusive of 40 manholes ) and 3,700 feet of storm drains (inclusive of 30 drainage structures ) on Port Tidelands. In addition, City Public Works is required to maintain and service two sewer lift stations also located on Port Tidelands. The full cost for these services, which go unreimbursed by the Port, is approximately $120,000 annually.

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XI. Total Cost Summary

The total cost for all four service categories represents $8,848,107.

XII. Conclusion and Recommended Actions

The City of National City has been providing services to the Port for decades without being fully reimbursed for these services. The current methodology is designed to preclude the actual cost of these services. If the Port had to build, equip, train, and administer these services it would far exceed the reimbursable amounts currently provided. In sum, the Port has asked the City and its residents not only to absorb all the health impacts from marine terminal operations but also to pay the fully burdened co sts of providing police, fire, community services, and public works services to the Port tidelands. No other membership city has the burden that National City has in relationship to the revenue received from Port operations and the threats and hazards it faces on a daily basis. As the Port implements its Maritime Clean Air Strategy more and more electric charging stations, EV cars, and EV trucks will be present in the marine terminal environment. And while these actions are a net benefit to air quality , all those benefits are easily erased should there be a major EV fire conflagration.

And as our southern border remains fully open it is recognized that there is a significant increase in homeland security threats. These hazards and threats require special ized training, equipment, and personnel including the facilities that are needed to support these activities.

The current methodology found in the Port’s MSA’s ignores these costs and ignores the revenue disparities amongst membership cities. To date, th e Port has asked that the City of National City and its residents accept the adverse health consequences of maritime operations and incur the full economic burden of Port operations. As a consequence, our National City residents pay for Port operations with both their health and their pocketbooks.

Therefore, it is incumbent on the Port to redress these issues in a fair and reasonable manner and change the MSA methodology in a manner that corrects decades of neglect. The Port needs to pay for their propor tional share of facilities, administrative overhead, training, equipment, and personnel in an amount that reflects the true cost of providing police, fire, community services, and public works services to tidelands activities and operations.