Oroville City Council
June 7, 2022

CITY OF OROVILLE

STAFF REPORT
TO: MAYOR REYNOLDS AND COUNCIL MEMBERS
FROM: BILL LAGRONE, CITY ADMINISTRATOR
DAWN NEVERS, ASST. DIRECTOR COMMUNITY DEVELOPMENT
RE: PUBLIC SAFETY FACILITY REMODEL PROJECT – AGREEMENT
AMENDMENT NO. 2
DATE: JUNE 7, 2022

SUMMARY
The Council may consider Amendment No. 2 to Agreement No. 3394 D.H. Slater & Sons, Inc. for the additional cost of change orders due to discovery during demolition and remodel Public Safety Building.

BACKGROUND
The existing Public Safety Facility was originally built in 1982 and has been used 24 hours a day for the last 40 years and was in need of a remodel and updating. Originally, the proposed plan was to update areas within the public safety department, to include an updated training room that would be able to facilitate a City Emergency Operation Center (EOC), new dispatch center, expanded lobby and added customer window, and new restroom facilities on both floors to meet accessibility for the public and personnel.

In 2019, the contract was awarded, and the construction commenced soon after to find the work to be substandard and unacceptable. The contractor was later let go.

The project was published again and on November 2, 2021, the Council awarded D.H. Slater & Sons, Inc. as the lowest and most qualified bidder at $1,246,832.00 with a 15% contingency of $187,024.80 to cover the cost of anticipated deficiencies and unsafe conditions created.

As D.H. Slater & Sons, Inc. commenced work to remove and correct a former contractors substandard work, it became apparent there were more deficiencies than anticipated. The contractor and the City’s Construction Manager and the Building Division staff documented the deficiencies as the work continued.

DISCUSSION
On April 5, 2022, the City Council approved Addendum No. 1 in the amount of $400,000 to include installing flooring and painting the remainder of the first floor match the remodel.

Abandoning old and inoperable equipment and wall speakers and patching. Exterior updates included stucco patching and paint with replacement of vertical metal roofing panels. Also 244
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added were, exterior lighting upgrades to LED, reconfigured ADA parking and added parking stalls.

As the project continues to progress and the work for the previously approved change orders has commenced, additional items for correction and updating have been discovered. Some items being cosmetic while others are outdated or substandard upgrades to be made.

FISCAL IMPACT
Payment is to occur as outlined in Exhibit “A”. Funds in the amount of $250,000.00 are requested and should cover additional unforeseeable items that may arise. Funds to come from fund 304 Capital Projects Fund that has been allocated in the 2022-2023 budget.

RECOMMENDATION
Request Council approval for contract Amendment No. 2 in the amount of $250,000.00

ATTACHMENTS
Attachment A - Agreement Amendment No. 2
Attachment B – Exhibit A
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Agreement No 3394
AMENDMENT TO PROJECT CONTRACT AGREEMENT NO. 3394

FOR PROJECT CONTRACT BETWEEN THE CITY OF OROVILLE
AND SLATER & SONS, INC.
(Amendment No. 2)
This Amendment dated June 7, 2022, is to the Project Contract Agreement No. 3394 between the City of Oroville (“City”) and Slater & Sons, Inc. (“Contractor”).

A copy of Contract Agreement No. 3394 is attached as Exhibit “B” including all prior amendments.

In consideration of terms and conditions herein, City and Contractor agree that Agreement No. 3394 shall be amended as follows:

1. The Agreement shall be amended to include work related to the additional change orders for the Facility Repair and Remodel of Oroville Police & Fire Department project, which are enumerated in the scope documents. The scope documents are attached as Exhibit A to this Amendment.

2. The fee for all change orders outlined in Exhibit “A” is $201,416.68.

Payment is to occur as outlined in Exhibit “A”. Funds in the amount of $250,000.00 are requested should any additional unforeseeable items arise.

3. Conflicts between the Agreement and any previous amendment to the Agreement shall be controlled by this amendment. All other provisions within Agreement No. 3394 as amended shall remain in full force effect.

CITY OF OROVILLE SLATER & SONS, INC.

Chuck Reynolds, Mayor By:

ATTEST: APPROVED AS TO FORM:

Bill LaGrone, City Clerk Scott E. Huber, City Attorney
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Public Safety Facility Remodel
Slater & Sons Inc.

Contract Amount $ 1,246,832.00
Contrac Date 11/18/2021
15% Contingency $ 187,024.80
Change Orders
PCO # Date PCO Description PCO Amount Date Approved Payment Amount Contract Balance 1 2/2/2022 Elevator Clearance Device $ 1,109.75 2/24/2022 2 2/2/2022 Bullet Proof Transaction Window $ 2,584.05 2/24/2022 3 2/7/2022 Rework existing HVAC & Plumbing $ 8,965.98 2/24/2022 4 2/7/2022 Hallway Carpet Replacement $ 3,115.35 2/24/2022 5 2/9/2022 Fire Rated Light Covers $ 7,877.74 2/24/2022 6 2/11/2022 Exhaust for Elevator Equip Room $ 4,853.58 2/24/2022 7 VOID Add fire alarm system for elevator recall VOID
8 2/15/2022 Added Dispatch Lighting $ 5,842.77 2/24/2022 9 2/16/2022 Above Ceiling Insulation $ 2,740.45 2/24/2022 10 2/17/2022 Fire Rated T-Bar $ 10,005.00 2/24/2022
11 2/17/2022 Addl. Misc. framing & Subfloor replacement $ 12,982.24 2/24/2022 12 2/23/2022 Add Ceiling Radiation Dampers $ 13,337.14 3/7/2022 13 2/24/2022 T&M Electrical $ 14,020.94 3/7/2022
14 2/24/2022 Relocate Women's Shower $ 4,887.50 3/23/2022 15 2/24/2022 Addl. Misc. framing & Subfloor replacement $ 9,390.23 3/23/2022 16 2/24/2022 Floor Leveler Women's Restroom $ 2,399.65 3/7/2022 17 2/25/2022 Front Concrete $ 59,468.80 2/25/2022
18 2/24/2022 Deletion of Stairs $ (54,136.95) 3/23/2022 19 3/9/2022 Added Site Lighting $ 21,074.90 3/11/2022
20 3/15/2022 Replace Circulaton Pump $ 5,031.25 3/23/2022 21 3/15/2022 Radiation Dampers for Upstairs Office $ 3,663.33 3/23/2022 22 3/15/2022 Rework Non-Compliant Gas on Roof $ 5,220.00 3/23/2022 23 3/17/2022 Additional Flooring $ 65,436.15 3/23/2022
24 3/17/2022 Replace Gate Valve $ 1,972.25 3/23/2022
25 3/18/2022 Replace Flag Pole $ 1,753.75
26 Paint entire interior/exterior $ 74,635.00
27 Roofing replacement $ 172,500.00
28 Rework existing doors $ 8,869.45
29 New lockers (includes credits) $ 31,098.00
30 Add interior window $ 500.00
31 Drywall patching at old low voltage $ 5,000.00
32 Dry rot repairs $ 2,500.00
33 Delete solar tube per owner request $ (2,625.00)
34 Delete reinstallation of partition per owner request $ (1,541.00) 35 Add bulletproof paneling and door $ 13,000.00
36 Additional drywall & ceiling tile $ 15,000.00
37 Add bike racks $ 1,000.00
38 Additional site lighting at flagpole & bldg lighting $ 8,000.00 39 Add frp to restroom & SS wrap $ 5,000.00
40 Phone line for elevator $ 1,200.00
41 Infill door to fire side $ 2,400.00
42 Replace bell support $ 2,500.00
$ 552,632.30 $ - $ (365,607.50)
Requested Extras $ 374,629.27
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Exhibit "A"
Addendum No. 2
Description of Change Orders
31 Add Bulletproof Wall & Door $ 12,521.09
32 Addl. Drywall Scope $ 15,357.10
33 Misc. Adds $ 4,100.82
34 Misc. Cedits $ (11,659.49)
35 Door Hardware Replacement (accessible) $ 18,103.76
36 Replace Exisiting Ceiling Tiles $ 16,663.50
37 Infill Fire Door in Lobby $ 2,242.50
38 Remove Glue on Ceiling Tile $ 12,305.00
39 Add FRP in Staff Restroom $ 4,715.00
40 Rework Existing AC Unit Package $ 2,724.35
41 Door Hardware Replacement Pt. 2 (accessible) $ 13,308.95 42 Replace Stair Treads $ 7,297.90
43 Report Writing Casework $ 5,736.20
44 Stinless Steel Wrap Cornerguards $ 5,000.00
45 Additional lighting & misc. electrical (T&M) $ 15,000.00 46 Break Room Plumbing and Electrical $ 6,500.00
47 Add Door to Chief's Conference Room (temp diapsatch) $ 3,500.00 48 Additional Final Cleaning $ 5,000.00
49 Infill Windows in Interrogation $ 3,000.00
50 Building Signage - Police & Fire Logos $ 5,000.00
51 Rework Driveway for ADA Compliance $ 50,000.00
52 Replace Skylights $ 5,000.00
$ 201,416.68
Approved Contingeny: $ 187,024.80
Addendum No. 1 $ 400,000.00
$ 587,024.80
Total of Change Orders Above to be Approved: $ 201,416.68 New Contingency Total $ 789,393.91
Addendum No. 2 Request Amount $ 250,000.00
New Total Contingency Limit $ 837,024.80
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CITY OF OROVILLE

STAFF REPORT
TO: MAYOR REYNOLDS AND COUNCIL MEMBERS
FROM: DAWN NEVERS, ASSISTANT COMMUNITY DEVELOPMENT DIRECTOR RE: CONSIDER THE PARK COMMISSION REQUEST TO OVERSEE THE

CITY MUSEUMS
DATE: JUNE 7, 2022

SUMMARY
The City Council may consider the request from the Park Commission to oversee the City’s five museums.

DISCUSSION
At the April 12, 2022, Park Commission meeting, the Commission discussed their goals for 2022. Out of that goals discussion came a request for the City Council to authorize the Park Commission to oversee the five City museums.

More specifically, the Park Commission has request to oversee the museum hours, entry fees, and the accession and deaccession of donated items.

Items to consider are the previously adopted the Park Commission Policies and Procedures that delineates the roles and responsibilities of the Park Commission and the City Council with respect to the parks and the museums. Policy No. 8 currently states that a donated artifact is presented to City Council for approval and an item to be loaned to a museum on a temporary basis is to be initially approved by the Park Commission with recommendation to City Council (further detailed in Policy No. 21).

Further detailed in Policy No. 8, artifacts proposed for renovation and special displays are approved by Park Commission with recommendation to Council.

Park Fees are set when the City conducts a city-wide fee study. A city-wide fee study is currently in progress and the newly proposes park fees will be presented to the Park Commission with a request for recommended approval to City Council.

Information for further consideration is the newly hired Cultural Facilities Curator who will be internally overseeing the five museums. This Curator is under the direction for the Community Development Director. The job description of the Curator details management of the collections of each museum, assessment of artifacts and recommendation of acceptance, or not, of artifact donations to Council.
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FISCAL IMPACT
No fiscal impact anticipated above the staff time for preparation dedicated to research and staff report preparation for the Park Commission as it relates to museums.

RECOMMENDATION
With the recent approval and hiring of the Cultural Facilities Curator position, staff recommends that the duties remain with the Museum Facilities Curator.

ATTACHMENTS
None
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CITY OF OROVILLE

STAFF REPORT
TO: MAYOR REYNOLDS AND COUNCIL MEMBERS
FROM: DAWN NEVERS, ASSISTANT COMMUNITY DEVELOPMENT DIRECTOR RE: CONSIDER A REQUEST BY THE GEE FAMILY FOR THE CITY TO ACQUIRE 1698 BRODERICK STREET AND CONSTRUCT A REPLICA

OF THE JEE WAH TONG GENERAL STORE AND CONSIDER

PRESERVATION OF AN EXISTING POMELO TREE WHERE THEY
ORIGINALLY STOOD IN THE EARLY 1900’S
DATE: JUNE 7, 2022

SUMMARY
The City Council may consider the request received from the Gee family to acquire 1698 Broderick Street to reconstruct a replica of the Jee Wah Tong (JWT) general merchandise store in addition to the preservation of the existing Pomelo tree at that location.

DISCUSSION
Council Members Pittman and Smith have received requests from Mr. Sherman Gee regarding the Gee Family’s desire to see the City of Oroville purchase 1698 Broderick Street, by eminent domain, and construct a replica of the Jee Wah Tong (JWT) general merchandise store. The Gee family has offered to assist with the funding for the project. Preservation of the Gee family store would provide a valuable visual experience to visitors to help identify the historic site.

Historical data pertaining to the site: (1) The original Gee family member, Quong Leong Gee, arrived in Butte County in 1883 according to the county census record. (2) He purchased the land on which he built the general store in 1901. (3) The Oroville Daily Register in 1908 shows an ad from the general store Jee Wah Tong (JWT). (4) The original signage for the store over the front facade is presently held by James Lenhoff, a local historian in Oroville. (5) The Chinese grapefruit (pomelo) tree adjacent to the general store was planted by Quong Leong Gee.

The challenges to the City of Oroville are the security of the funding, adding a sixth museum to the existing roster, long term maintenance and staffing. The existing museums do not operate with a net income or provide an economic benefit to the City. They are considered only for their historical and educational benefits to the citizens and those who visit.

Additionally, the parcel is currently in escrow by a developer wishing to develop the site. 251
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FISCAL IMPACT
The fiscal impact is estimated at upwards of $750,000 to acquire and build the replica facility in addition to regular maintenance and staff time.

Sherman Gee is offering a charitable gift of $100,000 to make the purchase of the parcel and project execution.

Endowed funds for maintenance and operation of the restored JWT site as a visitor destination may also be available.

RECOMMENDATION
Due to the number of museums staff currently owns and operates, staff recommends that this request remains a private endeavor to not exacerbate the existing city resources and docent association for the museums.

ATTACHMENTS
JWT Restoration Project Description
The Gee Family History
Original 1901 purchase deed of Quong Leong Gee
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JWT Restoration Project
Objective
Restore and preserve the historic Gee family store, known as Jee Wah Tong (JWT) originally located at 1698 Broderick Street, to highlight the vibrant center of the Chinese community in Oroville back in the early 1900s. Preservation of the Gee family store would provide a valuable visual experience to visitors to help identify the historic site. It would also add to tourism and produce substantial benefits to Oroville businesses and the local economy.

Location
Specifically, the tourist appeal in the local area on Broderick Street---anchored by the Oroville Chinese Temple Museum, a replica of the Gee family general store JWT at 1698 Broderick Street, and the Chinese Christian Mission School marker half a block away---could be markedly enhanced. For convenience, the legal description of the JWT site as shown on the 1901 deed of purchase by Quong Leong Gee has been forwarded previously to avoid any doubt regarding its location.

Background
Quong Leong Gee was an immigrant from China who evidently arrived in Oroville in the 1880s and is listed in the Butte county census record for 1883. After many years of manual labor, he was able to save enough money to purchase the plot of land in 1901. He built his store and started a small business there that carried a wide range of products and services---herbal medicines, clothing, hot food, lodging, free tea and served as a mail stop. Fragrant roast pig wafting in the air attracted regular customers to the store and the free tea was enough to have people stop and chat to help pass the time. Not surprisingly, the general store became the center of the Chinese community of many thousands in Oroville at the time. Quong Leong Gee in fact was considered at the time to be the unofficial mayor of the Chinese community.

The Challenge
Enhance and preserve the historic JWT local area as a vibrant visitor destination. A gift of $100,000 will be made available by the Gee family to the City for the following:
• Purchase the property at 1698 Broderick Street as first priority • Reconstruct and restore JWT to resemble its original outward appearance and interior arrangement that could serve as an early 1900 period museum item (for more information on the interior arrangement, see Ref.1).
• Place a permanent marker near the pomelo tree with a protective enclosure on the site pointing to the property having been the historically rich crossroad for early 1900 Chinese society in Oroville,
• Add a watering system for the pomelo tree which was planted by Quong Leong Gee with seeds he is believed to have brought with him from China as a reminder of his old homeland, 253
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• Provide for daily operations of the historic site employing endowed funds, state or private grants, donations from visitors, and local volunteers to give scheduled talks at the site.

Major Participants
The anticipated major participants and their respective roles in the project are described here.

1. Oroville City/Chamber of Commerce
● Project Lead/Execution: TBD (Dept of Parks and Trees ?) ▪ c.f. 1982 Interview of Gee family member in Sacramento by two Dept staff members ● Acquire original property of the Gee General Store (JWT) located at 1698 Broderick St. • c.f. Original 1901 purchase deed of Quong Leong Gee
● Secure State/Private Grants for Preservation of Historic Sites and Buildings ● Organize volunteers to serve as restored JWT docents to explain to visitors the historic legacy of JWT and the early Chinese culture in Oroville at turn of the 20th century.

2. Gee Family
● History of Gee Settlement in Oroville and the Gee General Store (JWT) ● Financial Assistance:
• charitable gift ($100,000) to the City for real estate purchase, project execution, JWT Restoration, Historical Marker, Pomelo Tree watering system, protective enclosure, Museum Displays
• endowed funds for maintenance and operation of the restored JWT site as a visitor destination

3. University of California Berkeley (UCB)
● Historical Research of JWT and Early 1900s Chinese Community in Oroville ● Multidisciplinary Technical Skills
● Historical Account of JWT Restoration, Historical Marker, etc. ● Documentary of JWT Restoration Project
● Facilitate Gee funding for Project and post-project operation Planned Schedule
The time for project completion is estimated to be two years from receipt of the charitable gift by Oroville.

Resources
A Gee family charitable gift for $100,000 will be forwarded to Oroville from UC Berkeley for property purchase and project execution. In addition, a gift for the maintenance and operation of the restored 254
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JWT property after project completion will be provided through a separate endowment from UC Berkeley. These resources are considered independent of any supplemental funds secured by Oroville such as through state or private grants for historic preservation.

Ref 1: “Legacy of the Lone Sentinel” , autobiography by Sherman Gee (c.f. Amazon.com) Contacts: Sherman Gee, [email protected]; Tel: 925-201-7687 (h) Darlene Gee Bouma, [email protected]; Tel: 703-731-1084 (c) 255
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CITY OF OROVILLE

STAFF REPORT
TO: MAYOR REYNOLDS AND OROVILLE CITY COUNCIL MEMBERS
FROM: BILL LAGRONE, CITY ADMINISTRATOR
RE: AMENDING THE MASTER DISPOSITION AND DEVELOPMENT
AGREEMENT WITH CMG PROJECT 1200, LLC FOR THE

DEVELOPMENT OF THE GATEWAY PROPERTY
DATE: JUNE 7, 2022

SUMMARY
The Council will consider amending the Master Disposition and Development Agreement with CMG Project 1200, LLC, for the development of the Gateway Project.

DISCUSSION
For several years, the Oroville Redevelopment Agency and City Council have sought to rejuvenate the area adjacent the Highway 70 Montgomery Street on/off-ramp, commonly referred to as the Gateway site. At the April 6, 2021, meeting of the Oroville City Council a presentation from Mark Mendez was heard by the Council. Council directed staff to continue to work with Mendez and return to Council with a completed agreement for the Council to review and potentially approve.

At the May 17, 2022 meeting of the Oroville City Council the original agreement for the Gateway property was reassign to CMG Project 1200, LLC. The following is the list of APN’s associated with the project and the parties:

1. Site and Parcel details
a. APN: 012-060-001, APN: 012-060-002
APN: 035-290-039, APN: 035-290-003

2. Parties to the Agreement
a. Developer – CMG Project 1200 LLC
b. City – City of Oroville
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3. Disposition of the Sites
City agrees to sell, and the developer to purchase for development, the Site for a nominal amount. However, the Site will be assessed for property tax purposes as the value which is established by the Butte County Assessor’s Office.

The City has communicated to the Developer the desire for the Gateway project to include a high quality hotel, several restaurant pads, along with a mix of commercial and retail space. This private-public partnership typifies the method by which future capital investments will deliver long-term infrastructure assets and related services for our community.

After the reassignment of this agreement staff met with CMG Project 1200 and discussed the necessary amendments to the original agreement. The amendments are necessary to modernize the agreement and to create an agreement that is capable of yielding a successful project. The following amendments are suggested and agreed upon with CMG Project 1200.

1. The purchase price will be $1.00 plus any cost associated with the reassignment of the original agreement.

2. Property taxable value will be determined by the County Assessor

3. CMG Project 1200 agrees to maintain a relationship via a liaison with the City of Oroville to ensure progress and status of project

4. Phase I: Subdivision, Marketing, Incorporation of Sub developers

5. Phase II: Site Engineering and Conceptual Architectural Design

6. Phase III: Onsite and Offsite Construction

7. Phase IV: Building Design, Approval, and Construction Phase

8. Phase V: Post Construction, Sales, Leasing, and Operations See attached agreement for additional details.

FISCAL IMPACT
City will receive one dollar at close of escrow and all fees necessary to cover cost for reassignment of original agreement. The City will further begin collecting property taxes on the property that has set vacant and off of the tax role for over a decade. As the property develops the City will receive additional revenues from sales tax generated by businesses located on the property.

RECOMMENDATIONS
Adopt Resolution No. 9059 – A RESOLUTION OF THE OROVILLE CITY COUNCIL

AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AN AGREEMENT WITH CMG PROJECT 1200, LLC. FOR THE DEVELOPMENT OF THE GATEWAY 273
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PROJECT (Agreement No. 3420)

ATTACHMENTS
Resolution No. 9059
Agreement No. 3420
Gateway Property Map
Gateway Property Proposed Map
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CITY OF OROVILLE
RESOLUTION NO. 9059

A RESOLUTION OF THE OROVILLE CITY COUNCIL AUTHORIZING AND

DIRECTING THE MAYOR TO EXECUTE A MASTER DISPOSITION AND DEVELOPMENT AGREEMENT WITH CMG PROJECT 1200, LLC FOR THE

DEVELOPMENT OF THE GATEWAY PROJECT
(Agreement No. 3420)
BE IT HEREBY RESOLVED by the Oroville City Council as follows:

1. The Mayor is hereby authorized and directed to execute a Master Disposition and Development Agreement with CMG Project 1200, LLC, for the development of the Gateway Project. A copy of the Agreement is attached to this Resolution.

2. The City Clerk shall attest to the adoption of this Resolution.

PASSED AND ADOPTED by the Oroville City Council at a regular meeting on June 7, 2022 by the following vote:

AYES:

NOES:

ABSTAIN: None
ABSENT: None
Chuck Reynolds, Mayor

APPROVED AS TO FORM: ATTEST:

Scott E. Huber, City Attorney Jackie Glover, Assistant City Clerk 275
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David G. Anderson, Architect
41 Butte Woods Drive, Oroville, CA 95966
Phone: (530) 693-4546, Cell (530) 520-0211, E-mail: [email protected] 109
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1 AMENDED AND RESTATED MASTER

DISPOSITION AND DEVELOPMENT AGREEMENT

BY AND BETWEEN

CITY OF OROVILLE
AND
CMG PROJECT 1200 LLC

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2 AMENDED AND RESTATED MASTER

DISPOSITION AND DEVELOPMENT AGREEMENT
This AMENDED AND RESTATED MASTER DISPOSITION AND DEVELOPMENT AGREEMENT (the “Agreement”) is entered into on ___________, 2022 (the “Effective Date”) by and between the CITY OF OROVILLE, a duly incorporated charter City (the “City”) and CMG PROJECT 1200 LLC, a California limited liability company, or its assignees (the “Developer”) with respect to the following agreed facts:

A. The City is a public body, corporate and politic, exercising governmental functions and powers, organized as a charter city, and duly incorporated in the State of California; B. The City, acting in its own behalf and as Successor Agency for the former Oroville Redevelopment Agency, is the owner of that certain real property situate in the State of California, County of Butte, City of Oroville, which is commonly referred to by Butte County Assessor’s Parcel Numbers 035-290-003, 035-290-039, 012-060-002, 012-060-001, and more particularly described on “EXHIBIT 1,” attached hereto and incorporated herein by this reference (the “Site”). The Site is further depicted on the Site Layout Map (the “Map”), attached hereto as “EXHIBIT 2” and incorporated herein by this reference; C. The Site is free and clear of all debts, liens, encumbrances, covenants, conditions, and restrictions except as disclosed in this Agreement, including but not limited to those related to the disposition of land in compliance with the law eliminating redevelopment agencies in California, as well as the Surplus Property Act (AB 1486). The City will endeavor to obtain clearance from the appropriate agencies related to the disposition of the Site, however the City is under no obligation to dispose of the Site, and Developer is under no obligation to proceed with the development of the Site, unless and until the City and the Developer have received the required approvals from the applicable governmental agencies; D. The qualifications and identity of Developer are of particular concern to the City, and it is because of Developer’s known qualifications and identity as a real estate developer that the City has entered into this Agreement with Developer. Developer may serve as both the land development entity and as a vertical developer of the Site and the structures thereon. The City and Developer acknowledge that Developer may, consistent with the Scope of Development, attached hereto as “EXHIBIT 3” and incorporated herein by this reference, develop, design, construct, and market hotels, restaurants, office and retail uses and such other uses as Developer may include in Developer’s plan of development on the Site and Developer may subdivide and sell or assign the Site, or portions thereof, as part of Developer’s plan of development;
E. The purpose of this Agreement is for the City to dispose of the Site in a manner that complies with ABx1 26, the legislation which eliminated redevelopment agencies throughout California. This Agreement is intended to serve as the development agreement for the Site.

The fulfillment generally of this Agreement is in the best interests of the City, and the health, 278
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3 safety, morals, and welfare of its residents and it is the intent of the Parties that this Agreement is, or by the Close of Escrow will be, in accord with the public purposes and provisions of applicable federal, state, and local laws and requirements, as well as for the benefit of the other tax revenue receiving public agencies;
F. In furtherance of the City’s intentions set forth in Paragraph E, above, and in this Agreement, and the Developer’s intentions with respect to the subdivision and development of the Site, the City and Developer, and each of them, understand, acknowledge, and agree that this Agreement and the terms, covenants, and conditions set forth in this Agreement shall be binding upon, and inure to the benefit of, Developer, and Developer’s heirs, predecessors-ininterest, successors-in-interest, and assigns and the covenants set forth in this Agreement shall, in accordance with Section 5 of this Agreement, run with the land and every part or portion thereof;
G. The City and the Developer each understand, acknowledge, and agree that this Agreement is a living document and a work in progress; therefore, this Agreement may be changed by the City Administrator and the Developer to serve the best interests of all of the people; and H. The City desires to sell the Site to Developer and Developer desires to purchase the Site from the City under the terms, covenants, and conditions set forth in this Agreement.

NOW, THEREFORE, for good and valuable consideration, the receipt, sufficiency, and adequacy of which are hereby acknowledged, the City and Developer (collectively referred to herein as the “Parties” and singularly as a “Party”), and each of them, covenant and agree as follows:

1. Incorporation by References. The recitals set forth in paragraphs A., B., C., D., E., F., G., and H., above, and all attachments, exhibits, and addenda attached hereto, are hereby incorporated into this Agreement by reference as though set forth herein in their entirety. The Parties, and each of them, covenant and agree that each such recital is true and correct.

2. Sale and Purchase.
a. Authority. Each Party represents to the other Party that each Party is vested with the actual authority to enter into this Agreement and that each of the undersigned is the actual agent of the Party with the power to bind that Party to the terms and conditions set forth in this Agreement. b. Purchase Price. With the understanding that under the terms and conditions set forth in this Agreement Developer will be required to undertake the cost and expense of the architectural and engineering designs, the cost and time associated with obtaining the necessary approvals and permits, the assumption of the inherent risks associated with prospective development, and the cost of applicable City, county, and state taxes, assessments, and fees, the City, acting on its own behalf and as Successor Agency for the former Oroville Redevelopment Agency, agrees to sell, and Developer agrees to purchase, the Site for the total sum of ONE DOLLAR ($1.00), which shall be paid by Developer to the City at the Close of Escrow. The City and Developer understand, acknowledge, and agree that the Site will be assessed for property tax purposes as the value which is established by an appraisal to be conducted jointly by the Parties and negotiated by Developer and 279
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4 the City with the Butte County Assessor prior to the Close of Escrow. Developer, or any successor assignee, shall be responsible to pay property taxes on the actual value of the Site established at the time of sale, and as adjusted from time to time by the County Assessor. c. Conveyance of Title. At such time as Developer and Seller have reasonably satisfied the conditions precedent to the Close of Escrow, the City and Developer shall direct the escrow holder for this transaction to close the escrow in accordance with this Agreement including recording the Grant Deeds, the form of which is attached hereto as EXHIBIT 4, and incorporated herein by this reference, as are necessary to convey the title to the Site to Developer in fee simple absolute.

3. Escrow. Within five (5) business days after this Agreement is fully signed and dated by the City and Developer, the City shall open the escrow account for this Transaction (the “Escrow Account”) with a title and escrow company that is mutually acceptable to both Developer and City (the “Escrow Holder”).
a. Escrow Instructions. This Agreement constitutes the joint escrow instructions of the City and Developer, and a duplicate original of this Agreement shall be delivered to the Escrow Holder. The City and Developer shall jointly provide such additional escrow instructions as shall be necessary and consistent with this Agreement. The Escrow Holder is hereby empowered by the Parties to act under this Agreement and, upon receipt of a copy of this fully executed Agreement, Escrow Holder shall deliver to the City and Developer its written acceptance of the escrow instructions and proceed to carry out its duties as the Escrow Holder hereunder. b. Escrow Fees and Costs. Except as otherwise provided herein, all escrow fees, recording fees, and costs of escrow shall be borne by the City and the Developer as follows:
(1) Developer’s Share of Escrow Fees and Costs. Developer shall, no later than five (5) days prior to the Close of Escrow, deliver to the Escrow Holder funds in amount sufficient to pay for:
(a) The full Purchase Price for the Site;
(b) Developer’s one-half (1/2) of all Escrow fees, charges, and costs including, but not limited to, document preparation fees, recording fees, notarial fees (collectively the “Escrow Fees and Costs”), all in such amounts as approved by Developer; and (c) The premium for the Developer’s CLTA title insurance policy, subject to the provisions of Subsection 3.b.(4), below.
(2) The City’s Share of Escrow Fees and Costs. The City shall, no later than five (5) days prior to the Close of Escrow, deliver to the Escrow Holder all documents and funds in an amount sufficient to pay for:
(a) Any and all Grant Deeds required to convey the Site to Developer in accordance with this Agreement;
(b) The City’s one-half (1/2) of all Escrow Fees and Costs, all in such amounts as approved by the City;
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5 (c) Any additional premium charged by the Title Company for an ALTA standard title insurance owner’s policies in lieu of the CLTA title insurance policy referred to in Subsection 3.b.(4), below;
(d) All ad valorem taxes, if any, for any time prior to the Close of Escrow; and
(e) All state, county, and city documentary transfer tax and stamp taxes. (3) Document Preparation and Signing. Upon the full performance of all requirements set forth in Subsections 3.b.(1) and 3.b.(2), above, and the delivery by the City of the signed, dated, and notarized Grant Deeds to the Escrow Holder in form suitable for recording, the Escrow Holder shall record such Grant Deeds when Developer can be vested with title in fee simple in accordance with the terms and provisions of this Agreement. (4) Title Insurance. Concurrently with recordation of the Grant Deeds, Title Company shall cause First American Title Insurance Company to issue to Developer and the City an ALTA Title Insurance Policy for the Site. Developer shall pay an amount equal to the premium for a CLTA Title Insurance Policy, and the City shall pay an amount equal to the difference between the Premium for the CLTA and ALTA Title Insurance Policies. The insured amount shall be equal to the value of the Site established in Subsection 3.b.(5), below. (5) Proration of Taxes and Assessments. Real property taxes (“Property Taxes”) and assessments on the Site, if any, and taxes upon this Agreement or any rights hereunder, levied, assessed, or imposed for any period commencing prior to Close of Escrow shall be borne by the City.

All such property taxes and assessments levied or imposed for any period commencing after the Close of Escrow shall be borne by Developer and Developer’s liability for the payment of such property taxes and assessments shall commence after the successful Close of Escrow. (6) General Escrow Accounts. All funds received in this Escrow shall be deposited by the Escrow Holder with other escrow funds of the Escrow Holder in a general escrow account or accounts with any state or national bank doing business in the State of California. All disbursements shall be made by check of the Escrow Holder. All prorations shall be made on the basis of a thirty (30) day month.
(7) Amendment. Any amendment of the Escrow instructions shall be in writing and signed by both the City and Developer and accepted by the Escrow Holder. (8) Notice. All communications from the Escrow Holder shall be directed to both the City and Developer to the addresses for each set forth in this Agreement. (9) Closing, Recording, and Distributions. Upon the Close of Escrow, the Escrow Holder shall:
(a) Cause the Grant Deeds to be recorded in the Official Records of the County of Butte, State of California, conveying title to Developer in fee simple absolute; 281
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6 (b) Record any instrument or instruments approved by Developer and the City which are reasonably necessary or proper to correctly vest title in Developer in accordance with the terms and provisions of this Agreement;
(c) Deliver the Purchase Price to the City;
(d) Deliver to Developer Title Insurance Policy or Policies in conformity with this Agreement; and
(e) Pay and charge the City and Developer for their respective share of the Escrow Fees and Costs, taxes, and assessments payable pursuant to this Agreement. As a condition precedent to the collection of the aforementioned fees, charges, and costs, Title Company shall have first notified the City and Developer of the fees, charges and costs necessary to clear title and Close the Escrow.
(10) Conveyance of Clear Title. The City and Developer covenant and agree that notwithstanding any term, covenant, or condition set forth in this Agreement that is or may be construed the contrary, at such time the Escrow is prepared to close, the City shall convey clear title to Site to Developer. If the City fails or refuses, for any reason, to convey title to the Site to Developer in accordance with this Agreement, City shall pay to Developer all costs, fees, and expenses incurred by Developer including but not limited to, the cost of Developer’s time, the cost of Developer’s consultants and attorneys, all design fees and costs, any and all escrow fees and costs, and all other damages (general, special, direct, indirect, and consequential) incurred or suffered by Developer. (11) No Agents or Brokers. Neither the City nor Developer shall be liable, and each shall hold the other harmless from and against, any real estate commissions or brokerage fees that may arise from this Agreement. The City and Developer each represent that neither has engaged any broker, agent, or finder in connection with this Transaction.

4. Tests, Investigations, and Inspections. Developer shall have a period of ninety (90) days from and after the Escrow Date (the “Inspection Period”) to perform such tests, investigations, and inspections (collectively, the “Inspections”), at Developer’s sole expense, on the Site as Developer deems necessary in Developer’s sole, subjective, and absolute discretion. The City covenants and agrees to fully cooperate with Developer and to facilitate the Inspections. In the event conditions are encountered that require, in Developer’s discretion, additional time for Developer’s Inspections, upon written notice by Developer to the City, Developer and City agree that the Inspection Period and the date for the Close of Escrow, shall be extended by the Parties for an additional sixty (60) days from and after the original ninety (90) day Inspection Period (the “Extended Inspection Period”). a. Reports, Documents, and Title. Within fifteen (15) days after this Agreement is fully signed by the Parties, the City shall provide Developer a Preliminary Report prepared and issued by First American Title Insurance Company (the “Preliminary Report”), copies of all documents and exceptions to title identified in the Preliminary Report (the “Exceptions”), copies of all of the most recent vesting deeds for each parcel identified in this Agreement, copies of all documents intended to create record notice of any interests, disputes, terms, covenants, and conditions affecting the Site, and copies of all tests, inspections, reports, and engineering for the Site including, but not limited to, all 282
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7 Phase I, Phase II, and Phase III environmental reports, geological tests and surveys, soil tests and reports, and all maps, plats, plans, and drawings previously prepared for the use or development of the Site (collectively, the “Reports”), that are in the possession, or within the control, of the City. In the event it is determined that an Environmental Impact Report (“EIR”) is required for any reason for this Development, the costs associated with the preparation of the EIR and the EIR process shall be borne by the City at the City’s cost and expense.
(1) Preliminary Report and Condition Title. The Preliminary Report shall be dated no earlier than the Escrow Date and the Preliminary Report and the Exceptions shall be updated and provided to Developer and the City no sooner than five (5) days prior to the Close of Escrow. (a) For a period not to exceed sixty (60) days after Developer’s receipt of the Preliminary Report, Developer shall have the opportunity to review and either approve or disapprove the Preliminary Report and any parts or portions thereof including the exceptions to title.

If Developer gives written notice to the City of Developer’s approval of the Preliminary Report, the condition of title, and the exceptions to title, this condition shall be deemed satisfied; provided, however, that this provision shall not be construed as a waiver of the City’s obligation to take all actions necessary to convey the Site to Developer free and clear of all debts, liens, and encumbrances as provided in this Agreement.
(b) If within said sixty (60) day period Developer disapproves all or any portion of the Preliminary Report, the condition of title, or any exception or exceptions to title, Developer shall provide the City written notice of the Developer’s disapproval or disapprovals thereto and the basis of said disapproval or disapprovals (the “Notice of Disapproval”). Within thirty (30) days after the date on which Developer delivers the Notice of Disapproval to the City, the City shall correct at City’s cost and expense those items identified by Developer in the Notice of Disapproval.
(c) If for any reason the City does not correct, at the City’s cost and expense, those items identified by Developer in the Notice of Disapproval within said thirty (30) day period, Developer and/or City shall have the option, but not the obligation to terminate this Agreement and the provisions of Subsection 4.b., below, shall apply. b. Site Inspections, Investigations, and Tests. The Reports shall be legible, signed, and dated and where applicable, each recorded instrument shall bear the date stamp and document identification of the Butte County Clerk Recorder. The City and the Developer are entitled to receive copies of all Reports without regard for the party who paid for or obtained the services to produce the Report.
(1) For a period of sixty (60) days after Developer’s receipt of all of the Reports, Developer shall have the right, but not the obligation, to freely enter the Site to perform all inspections, investigations, surveys, and tests on the Site that Developer so desires at the Developer’s sole expense.
(2) Upon completion of Developer’s inspections, investigations, surveys, and tests, Developer shall restore the Site to its condition prior to such inspections, investigations, and tests; 283
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8 provided, however, that Developer shall have no obligation to perform further testing on the Site, or to remove, restore, remediate, transfer, store, or dispose of any hazardous or toxic waste, materials substances, contamination, underground structures, tanks, fuel storage tanks, cisterns, or substances from the Site that are or may be uncovered, located, identified, indicated, or discovered during Developer’s Inspections.
(3) Developer agrees that after performing Developer’s due diligence investigations on the Site and after Developer’s evaluation of the tests, inspections, surveys, findings, borings, sampling, and Reports referred to above, if the condition of the Site is acceptable to Developer, in Developers sole and subjective discretion, Developer agrees to purchase the Site “ASIS,” in its current physical condition, with no warranties, express or implied, as to the physical condition thereof, the presence or absence of any latent or patent condition thereon or therein, including, without limitation, any Hazardous Materials (as defined herein) thereon or therein and any other matters affecting the Site.
(4) In the event Developer, during Developer’s Inspections of the Site, uncovers, locates, indicates, identifies, or discovers any Hazardous Materials on or about the Site or as a result Developer’s investigations, the City covenants and agrees to protect, defend (with legal counsel acceptable to Developer), indemnify, and hold Developer, and Developer’s officers, directors, shareholders, principals, agents, members, managers, employees, consultants, attorneys, heirs, successors, and assigns harmless from and against any and all claims, losses, costs, damages, fines, fees (including attorney’s fees, expert’s fees, consultant’s fees, and filing fees), costs (including, but not limited to, court costs), penalties, actions, administrative actions, causes of action, judgments, awards, liens, encumbrances, and all liabilities of any type, kind, or nature including, but not limited to, injuries to a person or persons and the death of a person or persons, arising out of, or in any way related to, the condition of the Site, the performance of Developer’s inspections, investigations, surveys, and tests on the Site, and information regarding the condition of the Site and the area surrounding the Site discovered at any time by Developer or those acting on behalf of Developer.

This provision shall survive the cancellation of this Agreement due to, or related to, the discovery of hazardous materials on the Site.
(5) It shall be the sole responsibility of the Developer, at the Developer’s sole expense, to investigate and determine the soil conditions of the Site and the suitability of such soil conditions for the improvements to be constructed by the Developer. (6) If within sixty (60) days after Developer’s receipt of all of the Reports, Developer gives written notice to the City of Developer’s approval of the Reports and the conditions on the Site, this condition shall be deemed satisfied; however, if the soil conditions are not in all respects entirely suitable for the use or uses to which the Site will be put, then Developer may request, in writing, that the unsuitable conditions be corrected by the City at the City’s cost and expense. If Developer requests the City make such corrections and the City does not make the requested corrections within thirty (30) days after Developer’s written request, Developer shall have the option, but not the obligation, in Developer’s sole, subjective, and absolute discretion to (1) proceed with this transaction and purchase the Site in its then present condition in which case Developer will perform 284
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9 the corrections at its cost or (2) cancel this Agreement by written notice to the City in which event neither party will have any further obligation to the other Party.

c. Development Plan and Schedule.
(1) Primary Performance. It is the intent of the City and Developer that the project contemplated by this Agreement (the “Project”), will reach certain development goals within defined periods of time. The City and Developer agree that in consideration of the complexity of the Project, the development process, and external conditions in the market place, the labor market, and world conditions, on a quarterly basis, the City and Developer will meet to discuss the then current status of the Project, and circumstances that may affect the Project, and the how the Parties, working together, may keep the project on track.
(2) Liaison. To facilitate the Project, the City and the Developer will each appoint a liaison for the primary purpose of maintaining clear lines of communication regarding the Project and its progress, and how the parties may best address their concerns and objectives and, in the spirit of cooperation to address such concerns and objectives, find solutions, and work toward the steady progress of the Project.
(3) Project Phases and Milestones. The development of the Project will be composed of a number of phases (collectively the “Phases” and singularly as “Phase”). Each Phase will identify a stage in the development, and will be comprised of a series of tasks, each of which will be connected to a particular “Milestone” or a series of “Milestones.” The duration of each Phase will be established by the commencement or completion of the series of Milestones. The Phases for the Project, will consist of the following:

Phase I: Subdivision, Marketing, Incorporation of Subdevelopers Phase II: Site Engineering and Conceptual Architectural Design Phase III: Onsite and Offsite Site Construction
Phase IV: Building Design, Approval, and Construction Phase Phase V: Post Construction, Sales, Leasing, and Operations (4) Developer’s preliminary Milestone Schedule, which will be reviewed quarterly by the Parties’ respective liaisons is attached hereto as “EXHIBIT 5” and incorporated herein by this reference. The Parties understand, acknowledge, and agree that the attached Milestone Schedule is for illustrative purposes, and it is not a representation as to the duration or completion date of the Project. It is anticipated that this Milestone Schedule will be modified as the project progresses to reflect changes in conditions and circumstances.
d. Phased Construction Considerations.
(1) The preliminary phasing of the Project is based on the following factors:
(a) Phases I and II begin after the Close of Escrow for the purchase of the Property by the Developer. Phase I will continue through the projected completion of the Project.
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10 (b) Phase III can begin once the subdivision portion of Phase II is completed.
(c) Once the subdivision part of Phase III is completed, the site construction component can begin.
(d) Once Phase III is completed, Phase IV will begin. In Phase IV, each structure will be scheduled and driven by market conditions, construction durations, materials and labor availability, and sale times; therefore, the duration illustrated is uncertain.
(e) Phase V will begin for each structure as completed. e. Performance. The City and Developer have discussed the time of performance and the duration of the Project. After discussing the development costs that the Developer will incur and bear under the terms of this Agreement including the cost of all design and engineering, onsite and offsite improvements, construction, and incubation, Developer’s greatest incentive will be to complete the Project as soon as reasonably possible.
f. The Parties understand, acknowledge, and agree that circumstances may change based on market, economic, land use, and construction conditions, Developer and the City agree that each will cooperate with the other in good faith to evaluate the “economic feasibility” of the proposed development of the Site and the construction of the improvements in accordance with this Agreement (collectively, the “Improvements”), and to modify, amend, or adjust the timing and development of the Improvements so that the Improvements are satisfactory to both the City and the Developer. g. Delay. With respect to any and all of Developer’s obligations set forth in this Agreement, or incorporated into this Agreement by reference, Developer shall be excused from any and all delays in the performance of said obligations including, but not limited to, delays caused by the condition of the marketplace and the economic feasibility of the development of the Site, the value of the Site, the construction of the Improvements, and the operating costs of the Improvements or marketability of the Improvements, any or all of which are caused by, or in any way related to, acts of God; acts, actions, or the failures to act of or by the City or the City’s council members, managers, directors, officers, agents, employees, consultants, contractors, and attorneys; inclement weather; labor slowdowns, strikes, and boycotts; the cost, availability of, or shortages of labor, materials, equipment, goods, services, and the utility service costs, unanticipated increases in the cost of labor, materials, and equipment and the cost and timing of shipping or delivery thereof; acts of public utilities, public bodies, public enemies, or inspectors; changes requested by the City or any person, persons, entity or entities acting on behalf of the City; fires, wildfires, tornados, and floods; Government action, legislation, executive orders, or emergency orders given or made as a result of the occurrences of any epidemic, pandemic, outbreak, strife, riot, or insurrection, shortages of food, fuel, water, personal protection equipment, the result or occurrence of which delay, stop, or suspend the Improvements and the ripple effect impact thereof on Developer, the Improvements, and Developer’s other projects; shelter in place orders, and shortages of labor, materials, and equipment; and all other contingencies unforeseen by Developer and beyond its reasonable control. 286
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11 5. Covenants Running With the Land.
a. The Covenants. The City and Developer, on behalf of Developer and Developer’s successors and assigns, covenant and agree that:
(1) This Agreement sets forth the City’s and Developer’s covenants concerning the development and use of the Site (the “Covenants”);
(2) This Agreement shall survive the Close of Escrow and run with the land and any part or portion thereof.
(3) Developer, and Developer’s successors-in-interest and assignees shall devote the Site to the uses in accordance with the Covenants;
(4) This Agreement and the Covenants shall terminate as a matter of law on that date which is ten (10) years after the date on which title to the Site is conveyed to Developer. b. Memorandum of Agreement. At the Close of Escrow, the Escrow Holder shall record a memorandum of this Agreement in the Official Records of the County of Butte, State of California, in sufficient detail to provide record notice of the Covenants, the duration of this Agreement, and the real property which is affected by this Agreement in form satisfactory to Developer and City. c. Beneficial Interest. The City is deemed the beneficiary of the terms and provisions of this Agreement and of the Covenants for the purposes of protecting the interests of the community and other Parties, public or private, who may benefit from this the development of the Site. d. Termination of Covenants. Except as provided elsewhere in this Agreement, upon the termination of this Agreement and the Covenants as provided in Subsection 5.a.(4), above, the Covenants shall no longer be enforceable and the City and Developer shall each cooperate with the other to record such documents, take such actions, and do such things as are necessary to release the Site from the Covenants effective as of the date of termination.

6. Permits, Approvals, Zoning, and Subdivision. As a material inducement to Developer to enter into this Agreement with the City and proceed with designs and approvals at Developer’s cost and expense, the City covenants and agrees that the City shall within the limitations of local, state, and federal ordinances, regulations, and laws, cooperate fully with Developer to obtain the required permits, approvals, zoning, and subdivision of the Site in accordance with the durations and milestones set forth in the Development Schedule.
a. Preliminary Plans. After the Close of Escrow, Developer shall prepare and submit to the City for the City’s review and written approval, Developer’s preliminary plans and drawings for the Site, which shall include the overall development concept for the development, of the Site showing subdivided parcels, building locations, points of ingress and egress, landscaping, and conceptual elevations (the “Preliminary Plans”). The City shall:
(1) Review and render comments on the Preliminary Plans to Developer within sixty (60) days after submittal of the Preliminary Plans by Developer to the City. If the City does not review and render its written comments on the Preliminary Plans to Developer within said sixty (60) 287
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12 day period, it shall be deemed that the Preliminary Plans are approved in all respects by the City and Developer shall proceed to prepare the “Final Plans” as defined in Subsection 6.b., below. (2) If the City has provided written comments to Developer as to the Preliminary Plans within the sixty (60) day period referred to in Subsection 6.a.(1), above, Developer will resubmit the revised Preliminary Plans to the City for the City’s review and approval based on the City’s written comments.
(3) The process outlined in Subsections 6.a.(1)-(2), above, may be repeated one (1) additional time for two (2) total reviews. After the City’s second review, Developer shall then proceed to prepare the Final Plans on the basis of the City’s second review of the Preliminary Plans.
b. Final Plans. Within twelve (12) months after the Preliminary Plans are approved by the City, Developer shall provide the City with the Final Plans. The “Final Plans” are hereby defined as having sufficient detail to obtain the building permit or permits for construction of the phase of the Development identified therein.
c. Responsibilities of the City. The City shall provide all services, and take such actions required of it for the approval of all plans and drawings, the issuance of permits, any modifications of existing zoning, and the subdivision of the Site all within the time set forth in this Section 6, subject to modifications by Developer in accordance with Subsection 4.f., above. d. Time for Review and Approval. The City shall approve or disapprove the plans, and related documents for the development of the Site within the times set forth in Section 6, above. In the event of a conflict as to times, durations, and milestones for the preparation, submittal, and review of the plans and drawings as set forth herein, the times, durations, and milestones set forth in the Milestone Schedule shall be the controlling document for the times, durations, and milestones for this Development.
e. Schedule Modification. The timelines and order of work may be modified by the City Administrator and Developer for good cause
If Developer desires to make any substantial change in the Final Plans after their approval by the City, Developer shall submit the proposed change to the City for its approval. If the Final Plans, as modified by the proposed change, appear in the Development Schedule, or conform to this Agreement or Developer’s scope of the development indicated in the Preliminary Plans, the City shall approve the proposed modification within twenty (20) days after the date of Developer’s request. If the City does not respond to Developer’s request for modification within the twenty (20) day period, Developer’s proposed modifications shall be deemed approved.

7. Construction of Improvements.
a. Construction Costs. Except as provided in this Agreement, the costs of developing the Site and the construction of the structures and improvements on the Site shall be borne by Developer unless set forth in this Agreement or a duly executed amendment to this Agreement. 288
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13 b. Construction Schedule. After all required permits and approvals are received by Developer for the development of the Site and provided the development of the Site is economically feasible, the Development Schedule shall be modified to reflect the order of construction by phase, the durations for the construction of each structure or phase, and any milestones identified by the Developer. The Parties agree that the Construction portion of the schedule shall be for general information and subject to modification by Developer, in Developer’s sole, subjective, and absolute discretion. This subsection shall not act as a waiver of the timelines contained in this Agreement related to delays and construction feasibility.
c. Compliance with Laws. Developer shall carry out the construction of the improvements on the Site in conformity with all applicable laws, including all applicable federal and state labor standards. The City represents to Developer that this Development is not a prevailing wage project, and each of the City and Developer understands, acknowledges, and agrees that if it is determined by the Division of Industrial Relations that prevailing wages are required to be paid for work performed on this Development, the City shall bear the cost and burden thereof.

8. Environmental Indemnification.
a. Environmental Hazard Definitions.
(1) As used in this Agreement, the term “Environmental Response Actions” means any and all activities, data compilations, preparation of studies or reports, interaction with environmental regulatory agencies, obligations and undertakings associated with environmental investigations, removal activities, remediation activities or responses to inquiries and notice letters, as may be sought, initiated or required in connection with any local, state or federal governmental or private Party claims, including any claims by Developer or the City. (2) As used in this Agreement, the term “Environmental Response Costs” means any and all costs associated with Environmental Response Actions including, without limitation, any and all fines, penalties and damages.
(3) As used in this Agreement, the term “Hazardous Materials” means any substance, material or waste which is (1) defined as a “hazardous waste,” “hazardous material,” “hazardous substances,” “extremely hazardous waste,” “restricted hazardous waste,” “pollutant” or any other terms comparable to the foregoing terms under any provision of California law or federal law; (2) petroleum; (3) asbestos; (4) polychlorinated biphenyls; (5) radioactive materials; or (6) determined by California, federal or local governmental authority to be capable of posing a risk of injury to health, safety or property.

9. Non-Discrimination Provisions.
a. Developer covenants by and for itself and any successors-in-interest that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of the Site. Nor shall Developer itself or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with 289
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14 reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Site. The foregoing covenants shall run with the land. b. Form of Nondiscrimination Clauses. Developer shall refrain from restricting the rental, sale or lease of the Site on the basis of race, color, creed, religion, sex, marital status, ancestry or national origin of any person. All such deeds, leases or contracts shall contain or be subject to substantially the following nondiscrimination clauses:
(1) In Deeds.
“The grantee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises herein conveyed, nor shall the grantee, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the premises herein conveyed.

The foregoing covenants shall run with the land.”
(2) In Leases.
“The lessee herein covenants by and for himself or herself, his or her heirs, executors, administrators and assigns, and all persons claiming under or through him or her, and this lease is made and accepted upon and subject to the following conditions:

That there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased, nor shall the lessee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the premises herein leased.”
(3) In Contracts:
“There shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee himself or herself, or any person claiming under or through him or her, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” 290
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15 10. Time of the Essence. Time is of the essence in all things pertaining to this Agreement. In the event of delay not within the reasonable control of a Party, the times set forth herein shall be equitably adjusted, in a writing signed by both the City and Developer.

11. Venue and Jurisdiction. In addition to any other rights or remedies, either Party may institute legal action to cure, correct, or remedy any default, or recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court of the State of California in and for the County of Butte, State of California.

The laws of the State of California shall govern the interpretation and enforcement of this Agreement.

12. Construction and Interpretation. This Agreement has been negotiated at arm’s length between persons sophisticated and knowledgeable in the matters dealt with herein. In addition, each Party has been represented by experienced and knowledgeable legal counsel. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Agreement against the Party that has drafted this Agreement is waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the purposes of the Parties and this Agreement.

13. Dispute Resolution. In the event of a dispute arising under this Agreement, the parties agree that such dispute shall be resolved by and through judicial reference in accordance with California Civil Code Section 638, et seq, and any successor statute of similar effect, subject to the provision of section 640. It is further agreed that all parties shall be entitled to discovery as set forth in the California Civil Discovery Act and the times and limitations set forth in the California Code of Civil Procedure and the California Evidence Code. Neither Party shall be required or compelled to participate in any form of arbitration and this provision may be pleaded as a complete defense to any motion, action, or attempt to compel the submission of disputes under this Agreement to any form of arbitration.

14. Attorney’s Fees. In the event of a dispute between the Parties, the prevailing party shall be entitled to recover from the non-prevailing party the prevailing parties’ reasonable attorney’s fees, expert’s fees, and costs of suit. This provision shall also apply to attorney’s fees on appeal.

15. 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 time or different times, of any other rights or remedies for the same default or any other default by the other Party.

16. Right to Cure and Damages. If either Party defaults with regard to any of the provisions of this Agreement, the non-defaulting Party shall serve written notice of such default upon the defaulting Party. If the default is not cured or commenced to be cured by the defaulting Party within ten (10) days after the delivery of said written notice, the defaulting Party shall be liable to the nondefaulting Party for the non-defaulting Party’s direct, indirect, general, special, and consequential damages.
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16 17. Waiver of Damages. Notwithstanding any term, covenant, or condition set forth in this Agreement to the contrary, each Party waives and release the other Party from and against all punitive and exemplary damages.

18. General Provisions.
a. Notices, Demands, and Communications Between the Parties. Notices, demands, and communications between the City and Developer required under, or in furtherance of, this Agreement shall be sufficiently given if dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of the City and Developer as follows:
(1) All Correspondence and Notices to the City concerning this Agreement shall be mailed to:

City of Oroville
Attn: City Administrator
1735 Montgomery Street
Oroville, California 95965-4897

(2) All Correspondence and Notices to Developer concerning this Agreement shall be mailed to:

CMG PROJECT 1200 LLC
Attn: Mark Mendez
______________________________
______________________________
Such written notices, demands, and communications may be sent in the same manner to such other addresses as either Party may from time to time designate by mail. b. 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 this Agreement that affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. Developer warrants that it has not paid or given, and will not pay or give, any third person any money or other consideration for obtaining this Agreement. c. Non-liability of the City Officials and Employees. To the extent set forth under California law, no member, official or employee of the City shall be personally liable to Developer in the event of any default or breach by the City or for any amount that may become due to Developer or on any obligations under the terms of this Agreement. d. Integration; Waivers. This Agreement is executed in duplicate originals, each of which is deemed to be an original. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto and supersedes all negotiations or previous agreements between the Parties with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the City and 292
Item 16.
17 Developer, and all amendments hereto must be in writing and signed by the appropriate authorities of the City and Developer.
e. Time of Acceptance by City. This Agreement, when executed by Developer and delivered to the City, must be authorized, executed and delivered by the City within fortyfive (45) days after the date of signature by Developer or this Agreement shall be void, except to the extent that Developer shall consent in writing to further extensions of time for the authorization, execution and delivery of this Agreement. The effective date of this Agreement shall be the date when this Agreement has been signed by the City.
f. Submission of Documents to the City for Approval. Whenever this Agreement requires Developer to submit plans, drawings or other documents to the City for approval, which shall be deemed approved if not acted on by the City within a specified time, said plans, drawings, or other documents shall be accompanied by a letter stating that they are being submitted and will be deemed approved unless rejected by the City within the stated time. If there is no time specified herein for such the City action, Developer may submit a letter requiring the City approval or rejection of documents within thirty (30) days after submission to the City or such documents shall be deemed approved.

CITY OF OROVILLE, a charter city duly
incorporated under the laws of the State of
California.

Dated: _____________________ By: ___________________________________ ____________________________, Mayor
Dated: _____________________ By: ___________________________________ ___________________, City Administrator
CMG PROJECT 1200 LLC,
a California limited liability company
Dated: ______________________ ______________________________________ MARK MENDEZ, Manager

APPROVED AS TO FORM AND CONTENT
___________________________________
SCOTT E. HUBER, Esq.

COLE | HUBER, LLP
Attorney for CITY OF OROVILLE
___________________________________
BENEDICT C. DI DUCA, Esq.

DI DUCA | ELLINGSON, APC,
Attorney for CMG PROJECT 1200 LLC
293
Item 16.

EXHIBIT 1

LEGAL DESCRIPTION
(TO BE ATTACHED BEFORE SIGNING)
294
Item 16.

EXHIBIT 2

SITE LAYOUT MAP
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Item 16.
i
EXHIBIT 3

SCOPE OF DEVELOPMENT

1. General Design Criteria. The purpose and intent of this Scope of Development is to provide the Parties to the Agreement a common understanding and expectation of the development of the Site. In the review of this Development, the Scope of Development may change based on such influences as demographics, market conditions, the health of general economy, natural disasters, and a lack of interest, or an increased interest in services not identified in this Scope of Development.

Subject to the provisions of Section 2, below, it is the intent of the Parties that the overall design theme for the Site is based on identifying the City of Oroville as the “gateway” to the greater Oroville recreation area. The overall design of the Site and the structures will utilize the imagery of the Feather River with the implementation of appropriate architectural designs. The basic materials, colors and design features of the buildings will be consistent with this imagery.

2. Proposed Improvements and Adjustment of Scope. With the understanding that circumstances may change based on market conditions, Developer and the City agree that each will cooperate with the other in good faith to evaluate the economic feasibility of the proposed improvements (the “Improvements”) and, if the Improvements (as described herein, above) are not feasible, economically or otherwise, Developer and the City will reasonably modify the scope, type, appearance, and extent of the Improvements such that Developer will be able to meet its financial expectations for the cost and return on Developer’s investment in the Site.

In consideration of the provisions of Sections 1 and 2, above, the proposed scope of the Improvements will include, but are not limited to, the following:
a. Restaurants and retail spaces;
b. Commercial Office Space; and
c. Market Rate Residential Housing.
d. An “upscale” hotel with mixed uses that makes the best use of locations, views, and geography immediately adjacent to the Feather River. The Improvements may be constructed or installed by Developer, Developer’s selected contractors, or Developer’s successor or successorsin-interest, in Developer’s discretion.

3. Order of Development. The City and Developer agree that the Site may be developed in one or more phases, which shall be outlined in Developer’s Development Schedule. The City agrees to work with Developer and Developer’s supervising architect(s) and engineer(s) to coordinate the overall design and quality of the improvements on the Site.

4. Parking. On-Site parking will be provided for development for each building consistent with the City of Oroville Zoning Ordinance.
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Item 16.
ii

5. Site Clearing and Preparation. Developer shall perform, or cause to be performed, at its sole cost and expense, the following work:
a. Demolish or salvage, clear, grub and remove (as may be needed and called for in the approved plans) all onsite buildings, pavement, walks, curbs, gutters and other known structures on the Site, if any;
b. Remove, plug and/or crush in place unused utilities, such as storm sewers, sanitary sewers, water systems, electrical overhead and underground systems and telephone and gas systems located on the Site, as may be required following any necessary relocation of the utilities; and
c. Compact, finish grade, and do such Site preparation as is necessary for the construction of Developer’s Improvements on the Site; provided, however, that Developer shall not be responsible for the location, removal, disposal, or remediation of the Site due to abate Hazardous Materials or Hazardous Substances discovered on the Site.

6. Site Improvements. Subject to the provisions of Section 2, above, the Improvements will also include the following onsite improvements, the construction of which may also be constructed in phases:
a. Monument sign situated along and visible from the highway. b. Entrance driveways from Montgomery Street and Feather River Boulevard. c. All required infrastructure, utilities and/or improvements necessary to accommodate the development designed and engineered by Developer in accordance with standards, guidelines and criteria approved by the City. d. Pedestrian access/walkway connecting the proposed new private-street and the Feather River.

7. Permitted Uses. The following is intended to present a list of the acceptable uses (“Permitted Use”) of the Site.
a. Hotels. It is intended that the Hotel will primarily serve leisure, business, and the commercial sectors of the Oroville lodging market. A hotel facility may include facilities such as breakfast and coffee areas, small meeting and banquet rooms, outdoor swimming pool and spa, exercise room.

To establish the quality rating of the Hotel or Hotels, the American Automobile Association (“AAA”) employs the following “AAA Diamond” rating system:
 Approved: Noteworthy by meeting the industry-leading standards of AAA inspections.
 Three Diamonds: Comprehensive amenities, style, and comfort level.  Four Diamonds: Upscale style and amenities with the right touch of service. 297
Item 16.
iii
For the purposes of this Agreement, where reference such as “high-quality,” “high class,” “upscale,” or other connotations having a similar meaning when describing the hotel or hotels to be developed, such references shall, singularly and collectively, refer to a hotel that is capable of being rated at no less than the American Automobile Association Three Diamonds. b. Restaurants. Defined as full table service restaurants and quick serve restaurants with drive-thru capabilities (including cafes, bistros, bars and grills, and microbreweries/ brewpubs).
c. Retail Uses. Permitted retail uses to be procured for the Project shall consist of:
(1) Food-Oriented Retail Uses. Including, but not limited to, retailers of specialty groceries and/or produce, bakeries, bagels, delicatessens, coffee, juice, quality wine/liquor, semi-prepared foods, ice cream, desserts, chocolate and candies, and cheese, and incidental products (collectively, “Specialty Grocers”). It is the intent of the Parties that Developer will use its best efforts to procure a Specialty Grocer that will occupy no less than 12,000 square feet and no more than 20,000 square of the development; provided, however, that such use shall be economically feasible for the Developer.
(2) Specialty Retail Uses. Including, but not limited to, retailers of housewares and fixtures, party items, seasonal merchandise, jewelry, florist/plants, art supplies, video, electronics, music, cards, gifts, eye wear, beauty supplies/products, first class day spas, bath supplies/products, cosmetics supplies/products, antiques, décor, hardware, books, photographic equipment, apparel, shoes, exercise items, bicycles, sports items, pet items and supplies and incidental pet services, and convenience goods.
(3) Service Uses. Including but not limited to photographic services provider, a photocopying services provider, and/or a financial services provider, legal support services and banking services (with an automated teller machine (ATM) service). (4) Professional Office Uses. Including but not limited to office space for accounting, real estate, medical, dental, legal, financial, banking, travel, insurance and/or similar professional office purposes.

8. Prohibited Uses. In addition to any other uses prohibited by applicable federal, state, or local laws or regulations, the following uses shall not be permitted in the Project (the “Prohibited Uses”):
a. Adult-oriented establishments whether for sale, rent or on-Site use or viewing including adult book stores, adult cabaret, adult motion picture theater or adult arcade; b. Dispensaries for the sale or consumption of tobacco, marijuana, or related products and paraphernalia;
c. Facility for repair of any appliances or vehicles or other products except as insubstantial and incidental to a Permitted Use;
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Item 16.
iv
d. Establishments for the sale, storage, rental, and/or servicing of vehicles and vehicle parts unless incidental to a Permitted Use; and
e. Self-service laundry facilities.
299
Item 16.

EXHIBIT 4

GRANT DEED
(TO BE ATTACHED BEFORE SIGNING)
(FOR FORM ONLY – DO NOT SIGN)

300
Item 16.

EXHIBIT 5

MILESTONE SCHEDULE
(TO BE ATTACHED BEFORE SIGNING)
(FOR FORM ONLY – DO NOT SIGN)
301
Item 16.
302
Item 16.

DATE: May 9, 2022
TO: STATE, CITY AND LOCAL OFFICIALS

NOTICE OF PACIFIC GAS AND ELECTRIC COMPANY'S REQUEST TO INCREASE RATES FOR ITS 2023 COST OF CAPITAL APPLICATION (A.22-04-008)
Acronyms you need to know
PG&E: Pacific Gas and Electric Company
CPUC: California Public Utilities Commission
Why am I receiving this notice?
On April 20, 2022, PG&E filed its 2023 Cost of Capital Application with the CPUC. The "cost of capital" is the financial rate of return on invested capital that PG&E collects on its capital assets used to provide safe and reliable service.

Setting the appropriate cost of capital helps ensure PG&E can secure the financing necessary to continue providing safe and reliable service for customers.

In this application, PG&E is requesting to establish its authorized cost of capital for utility operations beginning in 2023 and is also requesting recovery for its actual short-term borrowing costs based on the prior year.

In total, the proposed changes in the COC application^ould increase PG&E^cuirenFauthori^d revenues by^295.5^ million, or 1.5%. If approved, PG&E's request would become effective beginning January 1, 2023.

Why is PG&E requesting this rate change?
Utilities like PG&E fund the upfront costs of its capital assets with corporate loans (Long-term Debt) and equity/stock (Common Equity and Preferred Stock). The cost of capital changes over time as interest rates change,and with this application PG&E is updating its cost of capital. Capital assets include, but are not limited to, electric distribution poles and wires, natural gas pipelines, utility owned power plants, and information technology systems.

How couid this affect my monthly electric rates?
Many customers receive bundled electric service from PG&E, meaning they receive electric generation, transmission and distribution services. A summary of the proposed rate impact for these customers is was sent directly to customers in a bill insert.

The bill for a typical residential customer using 500 kWh per month would increase from $165.35 to $167.12, or 1.1%, compared to rates currently in effect.

Direct Access and Community Choice Aggregation customers only receive electric transmission and distribution services from PG&E. On average, rates for services provided by PG&E to these customers would increase by 1.7% if this application is approved. DA providers and CCAs set their own generation rates. Check with your DA provider or CCA to learn how this would impact your overall bill.

AnotheFGategory-of-Honbufrdled^Gustomers^is-Departing-LoadT^Tiese customers^© not-reeeive-eleetrie^generatiorri transmission or distribution services from PG&E. However, these customers are required to pay certain charges by law or CPUC decision. On average, existing Departing Load customers would see a rate increase of 0.6%.

Actual impacts will vary depending on usage and are subject to CPUC regulatory approval.

How will PG&E's application affect gas rates?
Bundled gas customers receive transmission, distribution, and procurement services from PG&E. A summary of the proposed rate increase for these customers was sent directly to customers in a bill insert.

Based on rates currently in effect, the bill for a typical residential customer averaging 33 therms per month would increase from $65.24 to $66.28, or 1.6%.

Actual impacts will vary depending on usage and are subject to CPUC regulatory approval. 303
Item i.

How does the rest of this process work?
This appllcation will be assigned to a CPUC Administrative Law Judge who will consider proposals and evidence presented during the formal hearing process. The Administrative Law Judge will issue a proposed decision that may adopt PG&E's application, modify it, or deny it. Any CPUC Commissioner may sponsor an alternate decision with a different outcome. The proposed decision, and any alternate decisions, will be discussed and voted upon by the CPUC Commissioners at a public CPUC Voting Meeting.

Parties to the proceeding may review PG&E's application, including the Public Advocates Office. The Public Advocates Office is an independent consumer advocate within the CPUC that represents customers to obtain the lowest possible rate for service consistent with reliable and safe service levels. For more information about the Public Advocates Office, please call 1-415-703-1584, email: [email protected] or visit PublicAdvocates.cpuc.ca.gov.

Where can I get more information?

CONTACT PG&E
If you have questions about PG&E's filing, please contact PG&E at 1-800-743-5000. For TTY, call 1-800-652-4712. Para obtener mdis informacibn sobre como este cambio podria afectar su pago mensual, llame al 1-800-660-6789 • Htf 1-800-893-9555. If you would like an electronic copy of the filing and exhibits, please write to the address below:

Pacific Gas and Electric Company
2023 Cost of Capital Application {A.22-04-008)
P.O. Box 7442
San Francisco, CA 94120

CONTACT CPUC
Please visit apps.cpuc.ca.gov/c/A2204008 to submit a comment about this proceeding on the CPUC Docket Card. Here you can also view documents and other public comments related to this proceeding.

Your participation by providing your thoughts on PG&E's request can help the CPUC make an informed decision.

If you have questions about CPUC processes, you may contact the CPUC's Public Advisor's Office at:

Phone: 1-866-849-8390 (toll-free) or 1-415-703-2074
Email: [email protected]
Mail: CPUC Public Advisor's Office
505 Van Mess Avenue
San Francisco, CA 94102
Please reference the 2023 Cost of Capital Application A.22-04-008 in any communications you have with the CPUC regarding this matter.
304
Item i.

DATE: May 19, 2022
TO: STATE, CITY AND LOCAL OFFICIALS

NOTICE OF PACIFIC GAS AND ELECTRIC COMPANY'S REQUEST TO INCREASE RATES FOR ITS DEMAND RESPONSE 2023-2027 APPLICATION (A.22-05-002) Acronyms you need to know
PG&E: Pacific Gas and Electric Company
OPUG: Gaiifornia Public Utilities Commission
Why am I receiving this notice?
On May 2, 2022, PG&E filed its Demand Response application with the CPUC covering the years 2023 through 2027. The application proposes to collect $70.9 million in rates in 2023 and subsequently collect $199.9 million in rates each year over a 4-year period from 2024 to 2027.

Demand Response programs included in this application increase electric reliability and provide options for customers to control their energy bills.

Why is PG&E^requesting-this ratexhange?— —
The CPUC requires all major electric utilities to file an application to authorize and fund demand response programs. The goal of these programs is to incentivize electric customers to reduce usage during periods of relatively high demand or high prices. Funding for these programs is scheduled to end and the proposals included in this application are to continue provided demand response programs for customers.

How could this affect my monthly electric rates?
Many customers receive bundled electric service from PG&E, meaning they receive electric generation, transmission and distribution services. A summary of the proposed rate impact for these customers was sent directly to customers in a bill insert.

The bill for a typical residential customer using 500 kWh per month would increase from $165.35 to $167.21, or

1.1%.

Direct Access and Community Choice Aggregation customers only receive electric transmission and distribution services from PG&E. On average, rates for services provided by PG&E to these customers would increase by 1.7% if this application is approved. DA providers and CCAs set their own generation rates. Check with your DA provider or CCA to learn how this would impact your overall bill.

Another category of nonbundled customers is Departing Load. These customers do not receive electric generation, transmission or distribution services from PG&E. However, these customers are required to pay certain charges by law or CPUC decision. On average, existing Departing Load customers would see a rate increase of 0.6%.

Actual impacts will vary depending on usage and are subject to CPUC regulatory approval.

How does the rest of this process work?
This application will be assigned to a CPUC Administrative Law Judge who will consider proposals and evidence presented during the formal hearing process. The Administrative Law Judge will issue a .proposed decision that may adopt PG&E's application, modify it, or deny it. Any CPUC Commissioner may sponsor an alternate decision with a different outcome. The proposed decision, and any alternate decisions, will be discussed and voted upon by the CPUC Commissioners at a public CPUC Voting Meeting. 305
Item i.

Parties to the proceeding may review PG&E's application, including the Pubiic Advocates Office. The Public Advocates Office is an independent consumer advocate within the CPUC that represents customers to obtain the lowest possible rate for service consistent with reliabie and safe service levels. For more information about the Public Advocates Office, please call 1-415-703-1584, email: [email protected] or visit PublicAdvocates.cpuc.Ga.gov.

Where can I get more information?

CONTACT PG&E
If you have questions about PG&E's filing, piease contact PG&E at 1-800-743-5000. For TTY, cali 1-800-652- 4712. Para obtener mas informacion sobre como este cambio podria afectar su pago mensual, Name ai 1-800- 660-6789 • Pit 1-800-893-9555.

If you would like an electronic copy of the filing and exhibits, piease write to the address beiow:

Pacific Gas and Eiectric Company
Demand Response 2023-2027 Application (A.22-05-002)
P.O. Box 7442
San Francisco, OA 94120

CONTACT CPUC
Piease visit apps.cpuc.ca.gov/c/A2205002 to submit a comment about this proceeding on the CPUC Docket Card. Here you can aiso view documents and other public comments related to this proceeding. Your participation by providing your thoughts on PG&E's request can help the CPUC make an informed decision. if you have questions about CPUC processes, you may contact the CPUC's Pubiic Advisor's Office at:

Email: [email protected]
Mail: CPUC
Public Advisor's Office
505 Van Mess Avenue
San Francisco, OA 94102
Call: 1-866-849-8390 (toil-free) or 1-415-703-2074
Please reference the Demand Response 2023-2027 Application A.22-05-002 in any communications you have with the CPUC regarding this matter.
306
Item i.

OROVILLE UNION HIGH SCHOOL DISTRICT Qyyy gp QROVILLE
RESOLUTION NO. 19-21/22 (May 18, 2022, Regular Meeting) y .y o c onoo

A RESOLUTION OF THE GOVERNING BOARD OF THE
OROVILLE UNION HIGH SCHOOL DISTRICT PITY PI FRk" HFPT
INCREASING SCHOOL FACILITIES FEES AS AUTHORIZED BY^'
GOVERNMENT CODE SECTION 65995 (b) 3
y\}\^^REAS, Statute AB 2926 (Chapter 887/Statutes of 1986) authorizes the governing board of any school district to levy a fee, charge, dedication or other form of requirement against any development project for the reconstruction of school facilities; and, WHEREAS, Government Code Section 65995 establishes a maximum amount of fee that may be charged against such development projects and authorizes the maximum amount set forth in said section to be adjusted for inflation every t\wo years as set forth in the state-wide cost index for Class B construction as determined by the State Allocation Board at its January meeting; and,
WHEREAS, at its February 23. 2022. meeting, the State Allocation Board approved the maximum fee authorized by Education Code Section 17620 to $4.79 per square foot of residential construction described in Government Code Section 65995(b)(1) and $0.78 per square foot against commercial and industrial construction described in Government Code Section 65995(b)(2); and.

WHEREAS, the purpose of this Resolution is to approve and adopt fees on residential projects in the amount of up to $4.79 per square foot as authorized by Education Code Section 17620; and.

WHEREAS, the purpose of this Resolution is to approve and adopt fees on commercial and industrial development projects in the amount of up to $0.78 per square foot as described in Government Code Section 65995(b)(2). The mini-storage category of commercial/industna justification has less impact than the statutory $0.78 per square foot commercial/industrial justification and should be collected at the justified rate of $0.03 per square foot.

NOW, THEREFORE, BE IT HEREBY RESOLVED by the Governing Board of the Oroville Union High School District as follows:
1 Procedure. This Board hereby finds that prior to the adoption of this Resolution, the Board conducted a public hearing at which oral and written presentations were made, as part of the Board's regularly scheduled May 18, 2022, meeting. Notice of the time and place of the meeting, including a general explanation of the matter to be considered, has been published twice in a newspaper in accordance with Government Code Section 66016, and a notice, including a statement that the data required by Government Code Section 66016 was available, was mailed at least 30 days prior to the meeting to any interested party who had filed a written request with the District for mailed notice of the meeting on new fees or service charges within the period specified by law. Additionally, at least 30 days prior to the meeting, the District made available to the public, data indicating the amount of the cost, or estimated cost, required to provide the service for which the fee or service charge is to be adjusted pursuant to this Resolution, and the revenue sources anticipated to provide this service. By way of such public meeting, the Board received oral and written presentations by District staff which are summarized and contained in the District's Developer Fee Implementation Study dated March 22. 2022, (hereinafter referred to as the "Plan") and which formed the basis for the action taken pursuant to this Resolution. 307
Item ii.

2. Findings. The Board has reviewed the Plan as it relates to proposed and potential development, the resulting school facilities needs, the cost thereof, and the available sources of revenue including the fees provided by this Resolution, and based thereon and upon all other written and oral presentations to the Board, hereby makes the following findings:

A. Additional development projects within the District, whether new residential construction or residential reconstruction involving increases in assessable area greater than 500 square feet, or new commercial or industrial construction will increase the need for reconstruction of school facilities.

B. Without reconstruction of present school facilities, any further residential development projects or commercial or industrial development projects within the District will result in a significant decrease in the quality of education presently offered by the District, C. The fees proposed In the Plan and the fees implemented pursuant to this Resolution are for the purposes of providing adequate school facilities to maintain the quality of education offered by the District;
D. The fees proposed in the Plan and implemented pursuant to this Resolution will be used for the reconstruction of school facilities as identified in the Plan; E The uses of the fees proposed in the Plan and implemented pursuant to this Resolution are reasonably related to the types of development projects on which the fees are imposed;
F. The fees proposed in the Plan and implemented pursuant to this Resolution bear a reasonable relationship to the need for reconstructed school facilities created by the types of development projects on which the fees are imposed; G. The fees proposed in the Plan and implemented pursuant to this Resolution do not exceed the estimated amount required to provide funding for the reconstruction of school facilities for which the fees are levied; and in making this finding, the Board declares that it has considered the availability of revenue sources anticipated to provide such facilities, including general fund revenues;
H. The fees imposed on commercial or industrial development bear a reasonable relationship and are limited to the needs of the community for schools and are reasonably related and limited to the need for reconstructed school facilities caused by the development;
I. The fees will be collected for school facilities for which an account has been established and funds appropriated and for which the district has adopted a reconstruction schedule and/or to reimburse the District for expenditures previously made. 3 Fee Based upon the foregoing findings, the Board hereby increases the previously levied fee to the amount of up to $4.79 per square foot for assessable space for new residential construction and for residential reconstruction to the extent of the resulting increase in assessable areas; and to the amount of up to $0.78 per square foot for new industrial construction. The mini-storage category of commerciai/industria justrfication has less impact than the statutory $0.03 per square foot commerciai/industnai justification and should be collected at the justified rate of $0.78 per square foot.

4. Fee Adjustments and Limitation. The fees adjusted herewith shall be subject to the following:
308
Item ii.

A. The amount of the District's fees as authorized by Education Code Section 17620 shall be reviewed every two years to determine if a fee increase according to the adjustment for inflation set forth in the statewide cost index for Class B construction as determined by the State Allocation Board is justified.

B. Any development project for which a final map was approved and construction had commenced on or before September 1, 1986, is subject only to the fee, charge, dedication or other form of requirement in existence on that date and applicable to the project.

C. The term "development project" as used herein is as defined by Section 65928 of the Government Code.

5. Additional Mitigation Methods. The policies set forth in this Resolution are not exclusive and the Board reserves the authority to undertake other or additional methods to finance school facilities including but not limited to the Mello-Roos Community Facilities Act of 1982 (Government Code Section 53311, et seq.) and such other funding mechanisms. This Board reserves the authority to substitute the dedication of land or other property or other form of requirement in lieu of the fees levied by way of this Resolution at its discretion, so long as the reasonable value of land to be dedicated does not exceed the maximum fee amounts contained herein or modified pursuant hereto.

6. Implementation. For residential, commercial or industrial projects within the District, the Superintendent, or the Superintendent's designee, is authorized to issue Certificates of Compliance upon the payment of any fee levied under the authority of this Resolution.

7. California Environmental Quality Act. The Board hereby finds that the implementation of Developer Fees is exempt from the California Environmental Quality Act (CEQA).

8. Commencement Date. The effective date of this Resolution shall be July 17, which is 60 days following its adoption by the Board.

9. Notification of Local Agencies. The Secretary of the Board is hereby directed to forward copies of this Resolution and a Map of the District to the Planning Commission and Board of Supervisors of Butte County and to the Planning Commission and City Council of the City of Oroville.

10. Severability. If any portion of this Resolution is found by a Court of cornpetent jurisdiction to be invalid, such finding shall not affect the validity of the remaining portions of this Resolution. The Board hereby declares its intent to adopt this Resolution irrespective of the fact that one or more of its provisions may be declared invalid subsequent hereto. /approved, passed and ADOPTED by the Governing Board of the Oroville Union High School District this day of May, 2022, by the following vote:

AYES:

NOES:
0 ABSENT:

ABSTAIN: ^
309
Item ii.
esident, Governing Board
ion High School District
EST:

Secretary, Governing Board
Orovilie Union High School District
310
Item ii.

IICAUKITQ
\ 'f. ji "•; .••
31 • y /
Base Map Copyright
BY
C. E. Erickson

OROVILLE UNION HIGH
_ -
311
Item ii.
legal description of

ORDVILLE UNION HIGH SCHOOL DISTRICT

COUNTY OF BUTTE

BEGINNING AT THE INTERSECTION WITH THE CENTER OF SOUTH HONCUT CREEK AND THE Southerly projection of the West line of Section 19. Titn. RaEi thence North ON range line ^ miles-more or less, to the Northwest corner of Section 2 SAID Township I thence westerly 1 mile more or less, to the Southwest corner nP Section 36. TisN, R3E1 thence Northerly 100 feet to the Southeast corner of fnT 17 of Watts Gridley Colonyi thence westerly to the Southwest corner of <;A1D Lot 17i THENCE NORTHERLY 3/4 MILE MORE OR LESS. TO THE NORTHWEST CORNER nF LOT NO. 1 OF SAID Watts Gridley Colony, thence Westerly to Northwest corner nF LOT 2 OF SAID SUBDIVISION, THENCE NORTHERLY ALONG HALF SECTION LINE TO THE Northeast corner of the Southeast quarter of the Southwest quarter of Section 26 TlSN R3E; thence EASTERLY 1/4 MILE MORE OR LESS, TO THE CENTER CORNER OF Southeast quarter of said Section 26, thence Northerly 3/4 mile to the North east CORNER of the NORTHWEST QUARTER OF THE NORHTEAST QUARTER OF SAID SECTION 261 THENCE EASTERLY 1/4 MILE TO THE NORTHEAST CORNER OF SAID SECTION 26, THENCE NORTHERLY 1 MILE TO THE NORTHEAST CORNER OF SECTION 23, SAME TOWNSHIP, THENCE Westerly along section LiNEfe to the center of Feather River, thence up the Feather River a x/z miles more or less, to its intersection with the Southerly prolongation of the West line of Block e24o as shown on the map of South Thermalito recorded in Book 2. Maps of Record at Page i76. County of Butte.

State of California, thence Northerly along said West line and the west line OF Blocks «23i and «23o to the Northwest corner of Block *f23o, thence Easterly along the north line of Block w23o to the Southeast corner df Block *2H, thence northerly along the East line of Blocks #211. 204 and lao to the North east corner OF Block wieo, thence Westerly along the north line of Block *^i80 TO the east line of Section 21. T19N, RbE (also being the Southwest corner of Block *i76>, thence northerly along said East line to the quarter corner be tween Sections 21 & 22 (also being the Northwest corner of Block ff is3); thence Westerly along the East - West centerline of Section 21 to the Northeast cor ner of the West half of the Southwest quarter Section 21, thence northerly PARALLEL TO THE WEST LINE OF SECTIONS 21. 16 AND 9. Tl9N. RsE, 2 1/2 MILES TO THE North line of Section 9, thence Westerly along Section lines 2 1/4 miles TO THE Southwest corner of Section 6, T19N;, RbE., thence Northerly 2 miles to THE Northwest corner of Section 31, T20N, TsE, thence Easterly 1 1/2 miles to THE QUARTER CORNER BETWEEN SECTIONS 29 AND 32, SAME TOWNSHIP; THENCE NORTH 1/2 mLE ^0 THE CENTER OF SAID SECTION 29, THENCE EASTERLY 1/2 MILE TO EAST QUARTER CORNER DF SAID SECTION 29, THENCE NORTHERLY I MILE TO QUARTER CORNER BE TWEEN SECTIONS 20 AND 21. SAME Township, thence Easterly on half section line TO the quarter section corner between Sections 21 and 22. same Township, THENCE northerly 3 1/2 MILES TO THE NORTHWEST CORNER OF SEC^ON 3. THENCE Easterly on Township line to the Southeast corner of Section 34. T21N. tSIJcE northerly 2 MILES TO THE NORTHWEST CORNER OF SECTION 26. SAME TOWNSHIP, thence Easterly i mile to the northeast corner of said Section 26, thence Northerly a miles to the northwest corner of section i, same Township, thence EAS^eSy 2 H?lS TO THE SOUTHEAST CORNER OF SECTION 31. T22N. RaE; THENCE NORTH ERLY ON SECTION LINE 9 MILES MORE OR LESS, TO NORTHWEST CORNER OF SECTION 20, T23N R4Ei THENCE EAST 2 MILES TO THE NORTHEAST CORNER OF SECTION 21, SAME TOWNSHIP; THENCE NORTHERLY 2 1/2 MILES TO THE QUARTER SECTION CORNER BETWEEN SEC^foi^a AND 4. T23N. RaE; THENCE EaST ON HALF SECTION LINE 3/4 MILES MORE OR lIs^ TO ?HE CENTER LINE OF WEST BRANCH FEATHER RIVER, THENCE UP^THE CENTER lIS'oF SAID river 4 1/2 MILES MORE OR LESS. TO THE SOUTH LINE OF SECTION 16.

T24N, RaE; THENCE Easterly along the North line of Sections 21, 22. 23 and 24, T24N RaE; and continuing Easterly along the North line of Sections 19. 20 and 21 T24N RsE, to the Northeast corner of Section 21 same Township and Range.

ALSO BEiAg rPOINT ON THE EASTERLY BOUNDARY LINE OF BUTTE COUNTY; THENCE SOUTH ERLY along said Easterly boundary line to the Southeast corner Section 36, TziN, R7E, ^HEN^E westerly along the south line said SECTION 36 TO THE NORTHWEST COR- ■NER Section i, TzoN. RtE, thence Southerly along the West line of Sections AND 12 SAID TOWNSHIP AND RaNGE . TO THE SOUTHEAST CORNER West along the South line Section n to Northeast corner Section is, thence South along the East line of Sections is and 22 to the Southeast corner Section 22; THENCE WEST ALONG THE SOUTH LINE SECTION 22 TO THE NORTHEAST CORNER SECTION 11, southerly ALDN6 THE EaST LINE OF SECTIDH 28 TO THE SOUTHEAST CORNER Section 28« thence West along the Section lines 7 miles more or less to the northwest corker of section 33. T20N. R6E. THENCE SOUTH ALONG WEST LINE OF Section 33 T2oN. R6E and Sections 4 and 9. Ti9N, R6E, to the southwest corner OF last said Section 9, thence Easterly along the south line of Section 9 to THE QUARTER CORNER BETWEEN SECTIONS 9 AND 16 SAME TOWNSHIP AND RANGE. ALSO Inc HoInt o^^he Ioutheasterlt boundary line
ERLY AND WESTERLY ALONG THE BUTTE COUNTY LINE TO THE PLACE OF BEGINNING. 312
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OROVILLE

UNION HIGH SCHOOL DISTRICT
E«t 1882
Level I Developer Fee Study
for
Oroville
Union High School District
March 22, 2022
Corey Willenberg, EdD., Superintendent
Board of Trustees
Mr. Scott Damon
Mrs. Amber England
Mrs. Bonnie King
Mr. Ray Sehorn
Mrs. NTannette Walker
Prepared bv:

Jack Schreder & Associates, Inc.
2230 K Street
Sacramento, CA 95816
916-441-0986
313
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TABLE OF CONTENTS
EXECUTIVE SUMMARY 1
SCHOOL DISTRICT BACKGROUND 3
INTRODUCTION 4
SECTION I: DEVELOPER FEE JUSTIFICATION 7
Facilities Capacity 7
Modernization and Reconstruction 8
Modernization Need 8
Residential Development and Fee Projections 12
Extent of Mitigation of School Facility Costs Provided by Level I Residential Fees.... 14 Commercial / Industrial Development and Fee Projections 14 Extent of Mitigation of School Facility Costs Provided by Level I Commercial/Industrial Fees 16
Summary 17
SECTION H: BACKGROUND OF DEVELOPER FEE LEGISLATION 17
SECTION ni: REQUIREMENTS OF AB1600 20
SECTION IV: REVENUE SOURCES FOR FUNDING FACILITIES 23
State Sources 23
Local Sources 23
SECTION V: ESTABLISHING THE COST, BENEFIT AND BURDEN NEXUS 25 SECTION VI: FACILITY FUNDING ALTERNATIVES 26
STATEMENT TO IDENTIFY PURPOSE OF FEE 26
ESTABUSHMENT OF A SPECIAL ACCOUNT 27
RECOMMENDATION 27
SOURCES 28
APPENDIX A: PER PUPIL CONSTRUCTION COSTS APP1
APPENDIX B: PER PUPIL GRANT AMOUNTS APP 2
APPENDDCC: COMMERCIAL/INDUSTRIAL CALCULATIONS APP 3
APPENDIX D: DEVELOPMENT APP 4

LIST OF TABLES
Page
Table 1: Construction Costs H
Table 2: Projected Students from Proposed Development 12 Table 3:25 year Modernization Need 12
Table 4: Summary of Projected Residential Square Footage 13 Table 5: Facilities Cost per SF from Proposed Residential Construction 13 Table 6: Commercial and Industrial Generation Factors 15 Table 7: Commercial and Industrial Facilities Cost Impact 16 314
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EXECUTIVE SUMMARY
Education Code Section 17620 authorizes school districts to levy a fee, charge, dedication or other form of requirement against any development project for the construction or modernization of school facilities, provided the District can show justification for levying of fees.

In February 2022, the State Allocation Board's biennial inflation adjustment changed the fee to $4.79 per square foot for residential construction and $0.78 per square foot for commercial/industrial construction.

The Oroville Union High School District shares developer fees with its feeder districts. The High School District collects 40 percent of the Level I Fee while the feeders collect 60 percent of the Level I Fee.

The Oroville Union High School District is justified in collecting $1.92 (40 percent of $4.79) per square foot of residential construction and $0.31 (40 percent of $0.78) per square foot of commercial/industrial construction, with the exception of mini storage. The mini storage category of construction should be collected at a rate of $0.03 per square foot.

In general, it is fiscally more prudent to extend the useful life of an existing facility than to construct new facilities when possible. The cost to modernize facilities is approximately 42.2 percent of the cost to construct new facilities.

The residential justification is based on the Oroville Union High School District's projected modernization need of $24,605,340 for students generated from residential development over the next 25 years and the projected residential square footage of 5,913,500.

Based on the modernization need for students generated from projected residential development and the projected residential square footage, each square foot of residential construction will create a school facilities cost of $4.16 ($24,605,340/5,913,500).

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Each square foot of commercial/industrial construction will create a school facilities cost ranging from $0.03 to $2,46 per square foot of new commercial/ industrial construction.

For both residential and commercial/industrial development, the fees authorized by Government Code section 65995 are justified.

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SCHOOL DISTRICT BACKGROUND
The Oroville Union High School District serves approximately 2,300 students in ninth through twelfth grade at two comprehensive high schools, one continuation school and one commimity day school: Las Plumas High, Oroville High, Prospect High, and Oroville High Community Day. The District also operates the OroviUe Adult Education Career and Technical Center. The majority of students identify as White (approximately 48%), followed by Hispanic or Latino (approximately 22%), with a smaU portion of other ethnic groups. The majority of students (approximately 73%) meet the criteria for socioeconomically disadvantaged. The northern portion of the District's boundary was impacted by wildfire, the Camp Fire, in 2018. "Oroville Union High School District will provide a variety of quality educational experiences for students of all learning styles, in a safe and nurturing environment to prepare them to be critical thinkers and consumers in the 21st century in a fiscally responsible manner. Learning coxrununities will provide programs and experiences that promote academic achievement and personal and social growth of every student" OroviUe Union High School District serves students in the City of OroviUe and a portion of unincorporated Butte County, encompassing 723 square mUes, located in the foothills on the western slope of the Sierra Nevada Mountain Range in Northern California. The City of OroviUe is located on the Feather River, approximately 70 miles north of the City of Sacramento. The City grew substantiaUy during the California Gold rush, foUowing the discovery of gold and the estabUshment of one of California's first mining sites at BidweU Bar, which now Ues beneath Lake OroviUe. The City of OroviUe is the cotmty seat for Butte Coimty. According to the City's General Plan, the City is surrounded by many bodies of water that serve as the starting point for the State Water Project The primarUy single-famUy residential community of OroviUe has experienced steady population growth over the last 25 years, and anticipates the residential and commercial growth to continue for the next 25 years. As of 2007, the retaU trade, manufacturing, healthcare, and social assistance economic sectors were the greatest sources of revenue and jobs in the City. The City has established a variety of economic development programs and projects designed to retain existing jobs and businesses and attract new economic opportunities to the multifaceted economy of the region, which boasts a charming downtown area, commercial corridors, industrial land, a municipal airport, and undeveloped land.

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INTRODUCTION
In September, 1986, the Governor signed into law Assembly Bill 2926 (Chapter 887/Statutes 1986) which granted school district governing boards the authority to impose developer fees. This authority is codified in Education Code Section 17620 which states in part "...the governing board of any school district is authorized to levy a fee, charge, dedication or other form of requirement against any development project for the construction or modernization of school facilities." The Level I fee that can be levied is adjusted every two years according to the inflation rate, as listed by the state-wide index for Class B construction set by the State Allocation Board. In January of 1992, the State Allocation Board increased the Level I fee to $1.65 per square foot for residential construction and $0.27 per square foot for commercial and industrial construction.

Senate Bill 1287 (Chapter 1354/Statutes of 1992) effective January 1, 1993, affected the facility mitigation requirements a school district could impose on developers. Senate Bill 1287 allowed school districts to levy an additional $1.00 per square foot of residential construction (Government Code Section 65995.3). The authority to levy the additional $1.00 was rescinded by the failure of Proposition 170 on the November 1993 ballot.

In January 1994, the State Allocation Board's biennial inflation adjustment changed the fee to $1.72 per square foot for residential construction and $0.28 per square foot for commercial/ industrial construction.

In January 1996, the State Allocation Board's biennial inflation adjustment changed the fee to $1.84 per square foot for residential construction and $0.30 per square foot for commercial/ industrial construction.

In January 1998, the State Allocation Board's biennial inflation adjustment changed the fee to $1.93 per square foot for residential construction and $0.31 per square foot for commercial/ industrial construction.

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In January 2000, the State Allocation Board's biennial inflation adjustment changed the fee to $2.05 per square foot for residential construction and $0.33 per square foot for commercial/industrial construction.

In January 2002, the State Allocation Board's biennial inflation adjustment changed the fee to $2.14 per square foot for residential construction and $0.36 per square foot for commercial/industrial construction.

In January 2004, the State Allocation Board's biennial inflation adjustment changed the fee to $2.24 per square foot for residential construction and $0.41 per square foot for commercial/industrial construction.

In January 2006, the State Allocation Board's biennial inflation adjustment changed the fee to $2.63 per square foot for residential construction and $0.42 per square foot for commercial/ industrial construction.

In January 2008, the State Allocation Board's biennial inflation adjustment changed the fee to $2.97 per square foot for residential construction and $0.47 per square foot for commercial/ industrial construction.

In January 2010, the State Allocation Board's biennial inflation adjustment maintained the fee at $2.97 per square foot for residential construction and $0.47 per square foot for commercial/ industrial construction.

In January 2012, the State Allocation Board's biennial inflation adjustment changed the fee to $3.20 per square foot for residential construction and $0.51 per square foot for commercial/industrial construction.

In January 2014, the State Allocation Board's biennial inflation adjustment changed the fee to $3.36 per square foot for residential construction and $0.54 per square foot for commercial/industrial construction.

In February 2016, the State Allocation Board's biennial inflation adjustment changed the fee to $3.48 per square foot for residential construction and $0.56 per square foot for commercial/industrial construction.

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In January 2018, the State Allocation Board's biennial inflation adjustment changed the fee to $3.79 per square foot for residential construction and $0.61 per square foot for commercial/industrial construction.

In January 2020, the State Allocation Board's biennial inflation adjustment changed the fee to $4.08 per square foot for residential construction and $0.66 per square foot for commercial/ industrial construction.

In February 2022, the State Allocation Board's biennial inflation adjustment changed the fee to $4.79 per square foot for residential construction and $0.78 per square foot for commercial/ industrial construction.

The next adjustment to the fee will occur at the January 2024 State Allocation Board meeting.

In order to levy a fee, a district must make a finding that the fee to be paid bears a reasonable relationship and be limited to the needs of the community for elementary or high school facilities and be reeisonably related to the need for schools caused by the development Fees are different from taxes and do not reqtiire a vote of the electorate.

Fees may be used only for specific piuposes and there must be a reasonable relationship between the levying of fees and the impact created by development.

In accordance with the recent decision in the Cresta Bella LP v. Powav Unified School District 218 Cal. 438(2013) court case, school districts are now required to demonstrate that reconstruction projects will generate an increase m the student population thereby creating an impact on the school district's facihties. School districts must establish a reasonable relationship between an increase in student facilities needs and the reconstruction project in order to levy developer fees.

Purpose of Study
This study will demonstrate the relationship between residential, commercial and industrial growth and the need for the modernization of school facilities in the Oroville Union High School District.

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SECTION I: DEVELOPER FEE JUSTIFICATION
Developer fee law requires that before fees can be levied a district must find that justification exists for the fee. Government Code Section 66001 (g) states that a fee shall not include the costs attributable to existing deficiencies in public facilities, but may include the costs attributable to the increased demand for public facilities reasonably related to the development project in order to refurbish existing facilities to maintain the existing level of service or achieve an adopted level of service that is consistent with a general plan. This section of the study will show that justification does exist for levying developer fees in the Oroville Union High School District.

Facilities Capacity
The District's capacity is adequate to house the District's current student population. Facility needs exist regardless of the availability of capacity to house student enrollments, inclusive of student enrollment generated from new development. New students generated from future development will create a burden on existing school facilities. Capital improvements, including upgrades or the replacement of existing facilities with new facilities for their continued long-term use, are necessary to adequately house future enrollment growth at all school levels.

The District's current total student capacity will diminish over time if the District does not modernize its facilities. Without modernization of aging buildings, some facilities wiU become imavailable, which will decrease the District's total student capacity. New development in the District necessitates that modernization occur in order to continue to have available school housing for newly generated students. As part of these modernization efforts, the District plans to modernize existing schools and to replace some of its existing schools with new buildings on the same site as the existing schools become old, inadequate, and pose health and safety challenges.

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Modernization and Reconstruction
Extending the useftd life of a school is a cost effective and prudent way to house students generated from future development. The state of California recognizes the need to extend the life of existing schools and provides modernization funding through the State School Facility Program. For the purpose of this report, modernization and reconstruction are used interchangeably since many of the improvements are common to both programs. Developer fees may not be used for regular maintenance, routine repair of school buildings and facilities or deferred maintenance. The District plans to use developer fees to install shade structures for outdoor student meeting areas, replace the ag greenhouse, install HVAC in the student union for physical education at OroviUe High, resurface tennis courts for physical education, replace roofs, modernize instructional spaces and add instructional space as needed. Projects will be funded as developer fee revenue is generated. The authorization to justify modernization and reconstruction of school facilities and extend the useful life of existing schools is contained in Education Code Section 17620 and Government Code Section 66001 (g).

School districts are permitted to modernize or replace existing or build new school facilities with developer fees as justified by this Study.

Modernization Need
As new students are generated by new development, the need to increase the useful life of school facilities will be necessary. In order to calculate the District's estimated modernization need generated by students from new development, it is necessary to determine the following factors: the number of units included in proposed developments, the District student yield factor, and the per pupil cost to modernize facilities.

Potential Development
The OroviUe Union High School District is located within the City of OroviUe and Butte Coimty Planning jxuisdictions. According to the County Planning Department, minimal development is projected in the Coimty's portion of the District's boimdary. The majority of development wiU occur within the City's boxmdary. According to the City of OroviUe Planning Department, the total build out for the School District's boimdary is 37,635 residential units. However, there are Jack Schreder & Associates, Inc.

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many constraints associated with the build out of the total number of units; it is xmcertain when all units will be constructed. Per the City's Housing Element, it was projected that an estimated 1,739 residential units, 217 units per year (1,739/8) may be constructed between 2014 and 2022 within the City's boundary. Based on information provided by the Planning Department, it would be reasonable to estimate approximately 80 percent, 174 (217 x .80) units per year, may be constructed within Oroville Union High School District's boundary over the next 25 years for a total of 4,350 (174 x 25). Based on the District's current housing breakdown, 63 percent, 2,740 units, are projected to be single-family detached and single-family attached, while 37 percent, 1,610 units, are projected to be multi-family and mobile homes. A total of 4,350 units were included to calculate the Level I fee. The City is in the process of updating its Housing Element The information from the updated Housing Element will be included in the District's 2024 Study. A letter from the City of Oroville regarding the buildout is included as Appendix D.

The School Facility Program allows districts to apply for modernization funding for classrooms over 25 (permanent) or 20 years (portable), meaning that school facilities are presumed to be eligible for, and therefore need, modernization after that time period. It is therefore generally presumed that school facilities have a useful Hfe span of 25 years before modernization is needed in order to maintain the same level of service as previously existed. The same would be true for modernization of buildings 25 years after their initial modernization. In some cases, these older buildings may need to be closed entirely for the health and safety of students, teachers, staff and other occupants.

Aging infrastructure and building problems can proformdly impact a school's ability to safely remain in service and to continue delivering the instructional program to students at existing levels of service. Therefore, the District's modernization needs are considered over a 25 year period, and a 25 year projection has been included in the Study when considering the homes that will generate students for the facilities in question. Future development will generate additional students for the District to house. Developer fees generated from future development may be iised to modernize or construct facilities to house students from planned future development.

School facilities have a limited usable lifespan, and school districts must consider the lifespan for each facility when planning and determining student housing needs in the future. Residential units will be built at different times over the coming years, and it Jack Schreder & Associates, Inc.

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is difficult to predict when construction on these projects will be complete.

Additionally, the homes in these developments may be immediately occupied with families with school-aged children, or they may not be occupied by school-aged children for another five, ten or fifteen years as yoimg people who move in begin starting to have families. Thus, the District must be prepared to house students from new developments for the next several decades.

Student Generation Rate
In determining the impact of new development, the District is required to show how many students will be generated from the new development. In order to ensure that new development is paying only for the impact of those students that are being generated by new homes and businesses, the student generation rate is applied to the munber of new housing units to determine development-related impacts. The student generation rate identifies the number of students per housing imit and provides a link between new residential construction projects and projected enrollment.

To identify the number of students anticipated to be generated by new residential development, a student yield factor of .2 has been utilized for the Oroville Union High School District. The yield factor is based on State wide student yield averages calculated by the Office of Public School Construction.

Construction Cost
The construction cost per 9-12 pupil is $67,019. Construction costs are based on information provided by California Department of Education and research completed by Jack Schreder & Associates. Appendix A includes the cost per student calculations.

Table 1 shows the estimated cost to construct facilities per 9-12 pupil.

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Table 1;
Construction Costs
Grade Level Construction Costs
9-12 $67,019
Source: California Department of Education, Jack Schreder & Associates.

Modernization Cost
The cost to modernize facilities is 42.2 percent of new construction costs. The percentage is based on the comparison of the State per pupil modernization grant (including 3% for Americans with Disabilities and Fire, Life Safety improvements) and the State per pupil new construction grant. For example, the State provides $19,679 per 9-12 pupil to construct new facilities and $7,710 to modernize facilities, which is 39.2 percent ($7,710 / $19,679) of the new construction grant amount. In addition, the State provides a rninimum of three percent for ADA/FLS improvements which are required by the Department of State Architect's (DSA) office. Based on the per pupil grant amounts and the ADA/FLS costs, the estimated cost to modernize facilities is 42.2 percent of the cost to construct facilities. The School Facility Program per pupil grant amounts are included in Appendix B.

The construction cost per 9-12 pupil is $67,019 and is outlined in Table 1.

Therefore, the per pupil cost to modernize facilities per 9-12 pupil is $28,282 ($67,019 x .422).
25 vear Modernization Need
Based on the student generation rate and the projected number of residential units, 870 9-12 students are projected from proposed new development. The calculation is included in Table 2.

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Table 2:

Protected Students from Proposed Development
Projected Units
Student
Generation Rate
Projected Students
4,350 .2 870
Source: Orooille Union High School District, Siskiyou County, Butte County, City of Oroville, Jack Schreder & Associates.

The District's estimated modernization need generated by students from new residential development is $24,605,340. The calculation is included in Table 3.

Table 3:
25 vear Modernization Need
Per Pupil Modernization Cost $28,282
Students Generated x870
Modernization Need $24,605,340
Butte County, City of Orooille.

Residential Development and Fee Froiections
To show a reasonable relationship exists between the construction of new housing units and the need for modernized school facilities, it will be shown that residential construction will create a school facility cost impact on the Oroville Union High School District by students generated from new development The Oroville Union High School District is located within the City of Oroville and Butte Coxmty Planning jurisdictions. According to the County Planning Department, minimal development is projected in the County's portion of the District's boundary. The majority of development will occur within the City's boimdary. Based on the City's most current Housing Element, a total of 4,350 residential units may be constructed over the next 25 years of which an estimated 2,740 will be single family and 1,610 will be multi family and mobile homes. Single family homes average 1,600 square feet while multi family Jack Schreder & Associates, Inc.

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and mobile homes average 950 square feet. Based on this information, an estimated

4.350 residential units, totaling 5,913,500 square feet, may be constructed within District boimdaries in the next 25 years. Table 4 includes the square footage calculation.

Table 4:

Summary of Projected Residential Square Footaee
Unit
Type
Projected Units
Average Square
Footage
Total Square Footage
Single Family 2,740 1,600 4,384,000
Multi Family
Mobile Homes
1,610 950 1,529,500
Total 4,350 5,913,500
Source: Oroville City Elementary School District, City or Oroville, Butte County, Jack Schreder & Associates Based on the District's modernization need of $24,605,340 generated by students from residential construction and the total projected residential square footage of 5,913,500, residential construction will create a facilities cost of $4.16 per square foot. The calculation is included in Table 5. However, the Level I statutory fee is $4.79 per square foot and the District has a fee sharing arrangement with its feeder districts. The High School district collects 40 percent of the fee and the feeder districts collects 60 percent of the fee. Therefore, the District is justified to collect $1.92 (40 percent of $4.79) per square foot of residential construction.

Table 5:

Facilities Cost per SF from Proposed Residential Construction Modernization Need
$24,605,340
Total Square Footage
/5,913,500
Facilities Cost
$4.16
Source: Oraoille Union High School District, Jack Schreder & Associates, Office of Public School Construction, City of Oroville, Butte County.

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Extent of Mitigation of School Facility Costs Provided by Level I Residential Fees Based on development projections, an estimated 5,913,500 residential square feet may be constructed in the next 25 years. Based on the statutory Level I fee of $1.92 (40 percent of $4.79) per square foot, the District is projected to collect $11,353,920 ($1.92 x 5,913,500) in residential developer fees. The $11,353,920 in total residential Level I fee revenue will cover only 46 percent of the $24,605,340 in total school facility modernization costs attributable to new residential development over the next 25 years.

Commercial / Industrial Development and Fee Froiections In order to levy developer fees on commercial and industrial development, a district must conduct a study to determine the impact of the increased number of employees anticipated to result from commercial and industrial development upon the cost of providing school facilities within the district. For the purposes of making this determination, the [developer fee justification] study shall utilize employee generation estimates that are calculated on either an individual project or categorical basis. Those employee generation estimates shall be based upon commercial and industrial factors within the district or upon, in whole or part, the applicable employee generation estimates as set forth in the January 1990 edition of "San Diego Traffic Generators," a report of the San Diego Association of Governments. (Education Code Section 17621).

The initial study that was completed in January of 1990 (updated annually) identifies the number of employees generated for every 1,000 square feet of floor area for several development categories. These generation factors are shown in Table 6.

Table 6 indicates the number of employees generated for every 1,000 square feet of new commercial and industrial development and the number of District households generated for every employee in 12 categories of commercial and industrial development. The number of District households is calculated by adjusting the number of employees for the percentage of employees that live in the District and are heads of households. School facility costs for development projects not included on the list may be estimated by using the closest employee per 1,000 square feet ratio available for the proposed development.

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In addition, an adjustment in the formula is necessary so that students moving into new residential units that have paid residential fees are not coimted in the commercial/industrial fee calculation. Forty percent of all employees in the District live in existing housing units. The forty percent adjustment eliminates double counting the impact. This adjustment is shown in the worksheets in Appendix C and in Table 6.

These adjustment factors are based on surveys of commercial and industrial employees in school districts similar to the District. When these figures are compared to the cost to house students, it can be shown that each square foot of commercial and industrial development creates a cost impact greater than the maximum fee, with the exception of mini storage. The data in Table 7 is based on the per student costs shown in Table 1. These figures are multiplied by the student yield factor to determine the number of students generated per square foot of commercial and industrial development. To determine the school facilities square foot impact of commercial and industrial development shown in Table 7, the students per square foot are multiplied by the cost of providing school facilities.

Table 6:

Conunerdal and Industrial Generation Factors
Type of *Employees **DistHH %Empin Adj.%Emp
Development per 1,000 sf Per Emp. Exist HH Dist HH/Emp
Medical Offices
Corporate Offices
Commercial Offices
Lodging
Scientific R&D
Industrial Parks
Industrial/Business Parks
Neighborhood Shopping Cente
Community Shopping Centers
Banks
Mini-Storage
Agriculture

4.27 .2 .4 .08

2.68 .2 .4 .08

4.78 .2 .4 ,08

1.55 .3 .4 .12

3.04 .2 .4 .08

1.68 .2 .4 .08

2.21 .2 .4 .08

3.62 .3 .4 .12

1.09 .3 .4 ,12

2.82 .3 .4 .12
.06 .2 .4 .08
.31 .5 .4 .20
* Source: SanDiego Association of Governments.
** Source: ]ack Schreder and Associates. Original Research.

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Table 7:

Commercial and Industrial Facilities Cost Impact
Type of Cost Impact
Development Per Sq. Ft.

Medical Offices $1.93
Corporate Offices $1.21
Commercial Offices $2.16
Lodging $1.05
Scientific R&D $1.38
Industrial/Business Parks $0.76
Industrial/Com Park $1.00
Commercial Shopping Centers $2.46
Community Shopping Centers $0.74
Banks $1.91
Mini-Storage $0.03
Agriculture $0.35
*Sources: San Diego Association ofGofoemments and Jack Schreder and Associates, Original Research.

Table 7 shows that all types of commercial and industrial development will create a square foot cost justifying a commercial/industrial fee. Thus, a reasonable relationship between commercial and industrial development and the impact on the District is shown. Based on this relationship, the levying of commercial and industrial developer fees is justified in the District
Extent of Mitigation of School Facility Costs Provided by Level I Commercial/Industrial Fees
Each square foot of commercial and industrial development creates a school facility cost ranging from $0.03 to $2.46 per square foot. The cost per square foot of commercial/industrial construction exceeds the District's share of the Level I commercial fee of $0.31 (40 percent of $0.78) in all categories of construction, with the exception of Agriculture and mini storage. Agriculture construction should be collected at $0.35 per square foot while Mini storage should be collected at $0.03 per square foot of construction. Therefore, the District is justified to collect $0.31 (40 percent of $0.78) per square foot of commercial/industrial construction.

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Summary
The cost impact on the District imposed by new students to be generated from new or expanded residential, commercial, and industrial development is greater than the maximum allowable fees. Each square foot of residential development creates a school facility cost of $4.16 per square foot. Each square foot of commercial and industrial development creates a school facility cost ranging from $0.03 to $2.46 per square foot. The cost to provide additional school facilities exceeds the amount of residential and commercial/industrial fees to be generated directly and indirectly by residential construction. However, the District currently has a Level I Fee Sharing Agreement with its feeder districts. The High School District collects 40 percent of the Level I fee and the Feeder districts School District collect 60 percent of the fee.

Therefore, the Oroville Union High School District is justified to coUect $1.92 (40 percent of $4.79) per square foot of residential construction and $0.31 (40 percent of $0.78) per square foot of commercial/industrial construction, with the exception of agriculture and mini storage. Agriculture construction should be collected at $0.35 per square foot while Mini storage should be collected at $0.03 per square foot of construction.

SECTION II: BACKGROUND OF DEVELOPER FEE LEGISLATION
InitiaUy, the allowable developer fee was limited by Government Code Section 65995 to $1.50 per square foot of covered or enclosed space for residential development and $0.25 per square foot of covered or enclosed space of commercial or industrial development. The Level I fee that can be levied is adjusted every two years, according to the inflation rate as listed by the state-wide index for Class B construction set by the State Allocation Board. In February of 2022, the State Allocation Board changed the Level I fee to $4.79 per square foot of residential construction and $0.78 per square foot of commercial and industrial construction.

The fees collected are to be used by the school district for the construction or modernization of school facilities and may be used by the district to pay bonds, notes, loans, leases or other installment agreements for temporary as well as permanent facilities.

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Assembly Bill 3980 (Chapter 418/Statutes of 1988) added Government Code Section 66006 to require segregation of school facilities fees into a separate capital facilities account or fund and specifies that those fees and the interest earned on those fees can only be expended for the purposes for which they were collected.

Senate Bill 519 (Chapter 1346/Statutes of 1987) added Section 17625 to the Education Code. It provides that a school district can charge a fee on manufactured or mobile homes only in compliance with all of the following:

1. The fee, charge, dedication, or other form of requirement is applied to the initial location, installation, or occupancy of the manufactured home or mobile home within the school district.

2. The manufactured home or mobile home is to be located, installed, or occupied on a space or site on which no other manufactured home or mobile home was previously located, installed, or occupied.

3. The manufactured home or mobile home is to be located, installed, or occupied on a space in a mobile home park, on which the construction of the pad or foundation system commenced after September 1,1986.

Senate Bill 1151 (Chapter 1037/Statutes of 1987) concerns agricultural buildings and adds Section 17622 to the Education Code. It provides that no school fee may be imposed and collected on a greenhouse or other space covered or enclosed for agricultural purposes unless the school district has made findings supported by substantial evidence as follows:

1. The amoxmt of the fees bears a reasonable relationship and is limited to the needs for school facilities created by the greenhouse or other space covered or enclosed for agricultural purposes.

2. The amount of the fee does not exceed the estimated reasonable costs of the school facilities necessitated by the structures as to which the fees are to be collected.

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3. In determining tlie amount of the fees, the school district shall consider the relationship between the proposed increase in the number of employees, if any, the size and specific use of the structure, as well as the cost of construction.

In order to levy developer fees, a study is required to assess the impact of new growth and the ability of the local school district to accommodate that growth. The need for new school construction and modernization must be determined along with the costs involved. The sources of revenue need to be evaluated to determine if the district can fund the new construction and modernization. Finally, a relationship between needs and funding raised by the fee must be quantified.

Assembly Bill 181 (Chapter 1109/Statutes of 1989) which became effective October 2,1989, was enacted to clarify several areas of developer fee law. Assembly Bill 181 provisions include the following:

1. Exempts residential remodels of less than 500 square feet from fees.

2. Prohibits the use of developer fee revenue for routine maintenance and repair, most asbestos work, and deferred maintenance.

3. Allows the fees to be used to pay for the cost of performing developer fee justification studies.

4. States that fees are to be collected at the time of occupancy, unless the district can justify earlier collection. The fees can be collected at the time the building permit is issued if the district has established a developer fee account and funds have been appropriated for which the district has adopted a proposed construction schedule or plan prior to the issuance of the certificate of occupancy.

5. Clarifies that the establishment or increase of fees is not subject to the California Environmental Quality Act.

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6. Clarifies that the impact of commercial and industrial development may be analyzed by categories of development as well as an individual projectby-project basis. An appeal process for individual projects would be required if analysis was done by categories.

7. Changes the frequency of the annual inflation adjustment on the Level I fee to every two yesirs.

8. Exempts from fees - development used exclusively for religious purposes, private schools, and government-owned development

9. Expands the definition of senior housing, which is limited to the commercial/industrial fee and requires the conversion from senior housing to be approved by the city/coimty after notification of the school district.

10. Extends the commercial/industrial fee to mobile home parks limited to older persons.

SECTION III: REQUIREMENTS OF AB1600
Assembly Bill 1600 (Chapter 927/Statutes of 1987) adds Section 66000 through 66003 to the Government Code:

Section 66000 defines various terms used in AB 1600:
"Fee" is defined as monetary exaction (except a tax or a special assessment) which is charged by a local agency to the applicant in connection with the approval of a development project for the purpose of defraying all or a portion of the costs of public facilities related to the development project.
"Development project" is defined broadly to mean any project undertaken for purposes of development. This would include residential, commercial, or industrial projects.

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"Public facilities" is defined to include public improvements, public services, and commrinity amenities.

Section 66001 (a) sets forth the requirements for establishing, increasing or imposing fees. Local agencies are required to do the following:

1. Identify the purpose of the fee.

2. Identify the use to which the fee is to be put.

3. Determine how there is a reasonable relationship between the fee's use and the type of development project on which the fee is imposed.

4. Determine how there is a reasonable relationship between the need for the public facility and the type of development project on which the fee is imposed.

Section 66001 (c) requires that any fee subject to AB 1600 be deposited in an account established pursuant to Government Code Section 66006. Section 66006 requires that development fees be deposited in a capital facilities account or fund. To avoid any commingling of the fees with other revenues and funds of the local agency, the fees can only be expended for the purpose for which they were collected. Any income earned on the fees should be deposited in the account and expended only for the purposes for which the fee was collected.

Section 66001 (d) as amended by Senate Bill 1693 (Monteith/Statutes of 1996, Chapter 569), requires that for the fifth year following the first deposit into a developer fee fund, and for every five years therecifter, a school district must make certain findings as to such funds. These findings are required regardless of whether the fimds are committed or imcommitted. Formerly only remaining unexpended or imcommitted fees were subject to the mandatory findings and potential refund process. Under this section as amended, relating to unexpended fee revenue, two specific findings must be made as a part of the public information required to be formulated and made available to the public. These findings are:

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1, Identification of aU sources and amounts of funding anticipated to provide adequate revenue to complete any incomplete improvements identified pursuant to the requirements of Section 66001 (a)(2).

2. A designation of the approximate date upon which the anticipated funding will be received by the school district to complete the identified but as yet, incomplete improvements.

If the two findings are not made, a school district must refund the developer fee revenue on account in the manner provided in Section 66001 (e).

Section 66001 (e) provides that the local agency shall reftmd to the current record owners of the development project or projects on a prorated basis the imexpended or uncommitted portion of the fees and any accrued interest for which the local agency is unable to make the findings required by Section 66001 (d) that it still needs the fees.

Section 66002 provides that any local agency which levies a development fee subject to Section 66001 may adopt a capital improvement plan which shall be updated annually and which shaU indicate the approximate location, size, time of avatiability and estimates of cost for all facilities or improvements to be financed by the fees.

Assembly Bill 1600 and the Justification for Levying Developer Fees Effective January 1, 1989, Assembly Bill 1600 requires that any school district which establishes, increases or imposes a fee as a condition of approval of development shaU make specific findings as follows:

1. A cost nexus must be established. A cost nexus means that the amount of the fee caimot exceed the cost of providing adequate school facilities for students generated by development Essentially, it prohibits a school district from charging a fee greater than their cost to construct or modernize facilities for use by students generated by development.

2. A benefit nexus must be established. A benefit nexus is established if the fee is used to construct or modernize school facilities benefiting students to be generated from development projects.

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3. A burden nexus must be established. A burden nexus is established if a project, by the generation of students, creates a need for additional facilities or a need to modernize existing facilities.

SECTION IV: REVENUE SOURCES FOR FUNDING FACILITIES
Two general sources exist for funding facility construction and modernization - state sources and local sources. The District has considered the following available sources:

State Sources
State School facility Program
Senate Bill 50 reformed the State School Building Lease-Purchase Program in August of 1998. The new program, entitled the School Facility Program, provides funding under a "grant" program once a school district establishes eligibility. Funding required from districts will be a 50/50 match for construction projects and 60/40 (District/State) match for modernization projects. Districts may levy the current statutory developer fee as long as a district can justify collecting that fee. If a district desires to collect more than the statutory fee (Level 2 or Level 3), that district must meet certain requirements outlined in the law, as well as conduct a needs assessment to enable a higher fee to be calculated.

Local Sources
MellO'Roos Community Facilities Act
The Mello-Roos Community Facilities Act of 1982 allows school districts to establish a community facilities district in order to impose a special tax to raise funds to finance the construction of school facilities.

1. The voter approved tax levy requires a two-thirds vote by the voters of the proposed Mello-Roos district.

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4. If a Mello-Roos district is established in an area in which fewer than twelve registered voters reside, the property owners may elect to establish a Mello-Roos district
General Obligation Bonds
General Obligation (GO) bonds may be issued by any school district for the purposes of purchasing real property or constructing or purchasing buildings or equipment "of a permanent nature." Because GO bonds are secured by an ad valorem tax levied on aU taxable property in the district, their issuance is subject to two-thirds voter approval or 55% majority vote under Proposition 39 in an election. School districts are obligated, in the event of delinquent payments on the part of the property owners, to raise the amount of tax levied against the non-delinquent properties to a level sufficient to pay the principal and interest coming due on the bonds.

The District does not have available bond funds for facility improvements.

Developer Fees
The District's developer fees are dedicated to the current needs related directly to modernization and replacement of school facilities.

School District General Funds
The District's general funds are needed by the District to provide for the operation of its instructional program.

Expenditure of Lottery Funds
Government Code Section 8880.5 states: "It is the intent of this chapter that all funds allocated from the California State Lottery Education Fimd shall be used exclusively for the education of pupils and students and no funds shall be spent for acquisition of real property, construction of facilities, financing research, or any other non-instructional purpose."
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SECTION V; ESTABLISHING THE COST, BENEFIT AND BURDEN
NEXUS
In accordance with Government Code Section 66001, the District has established a cost nexus and identified the purpose of the fee, established a benefit nexus, and a burden nexus:

Establishment of a Cost Nexus & Identify Purpose of the Fee The Oroville Union High School District chooses to replace and/or modernize facilities for the additional students created by development in the district and the cost to replace and/or modernize facilities exceeds the amoxmt of developer fees to be collected.

Based on development projections, an estimated 5,913,500 residential square feet may be constructed in the next 25 years. Based on the statutory Level 1 fee of $1.92 (40 percent of $4.79) per square foot, the District is projected to coUect $11,353,920 ($1.92 x 5,913,500) in residential developer fees. The $11,353,920 in total residential Level 1 fee revenue will cover only 46 percent of the $24,605,340 in total school fadhty modernization costs attributable to new residential development over the next 25 years.

Each squeire foot of commercial and industrial development creates a school facility cost ranging from $0.03 to $2.46 per square foot. The cost per square foot of commercial/industrial construction exceeds the District's share of the Level 1 commercial fee of $0.31 (40 percent of $0.78) in all categories of construction, with the exception of agriculture and mini storage. Agrioilture construction should be collected at $0.35 per square foot while Mini storage should be collected at $0.03 per square foot of construction. It is clear that when educational facilities are provided for students generated by new residential, commercial and industrial development that the cost of replacing and/or modernizing facilities exceeds developer fee generation, thereby establishing a cost nexus.

Jack Schreder 6* Associates, Inc.

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Establishment of a Benefit Nexus
Students generated by new residential, commercial and industrial development will be attending District schools. Housing District students in replaced and/or modernized facilities will directly benefit those students from the new development projects upon which the fee is imposed, therefore, a benefit nexus is established.

Establishment of a Burden Nexus
Future residential and commercial/industrial development will cause new families to move into the District and, consequently, will generate additional students in the District. While facilities are currently designed to meet the projected student enrollment, the existing facilities will need to remain in sufficient condition to maintain existing levels of service for the newly generated students. Future residential and commercial/industrial development, therefore, creates a need for the reconstruction and/or modernization of existing school facilities. The fee's use for school facility reconstruction and/or modernization efforts is, therefore, reasonably related to the future residential and commercial/ industrial development upon which it is imposed.

The need for reconstructing and/or modernizing facilities will be, in part, satisfied by the levying of developer fees on new residential and commercial/industrial developments, therefore, a burden nexus is established.

SECTION VI: FACILITY FUNDING ALTERNATIVES
The District does not currently have funds to provide for the shortfall in modernization costs. We suggest the District continue to consider and pursue aU State funding sources for the modernization of facilities.

STATEMENT TO IDENTIFY PURPOSE OF FEE
It is a requirement of AB1600 that the District identify the purpose of the fee. The purpose of fees being levied shall be used for the replacement and/ or modernization of school facilities. The District will provide for the replacement and/or modernization of school facilities, in part, with developer fees. The District plans to use developer fees to Jack Schreder & Associates, Inc.

Orauille Union High School District-Developer Fee Study/March 2022 Page 26 340
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install shade structures for outdoor student meeting areas, replace the ag greenhouse, install HVAC in the student union for physical education at Oroville High, resurface tennis courts for physical education, replace roofs, modernize instructional spaces and add instructional space as needed. Projects will be funded as developer fee revenue is generated.

ESTABLISHMENT OF A SPECIAL ACCOUNT
Pursuant to Government Code section 66006, the District has established a special accoimt in which fees for capital facilities are deposited. The fees collected in this account will be expended only for the purpose for which they were collected. Any interest income earned on the fees that are deposited in such an account must remain with the principal. The school district must make specific information available to the public within 180 days of the end of each fiscal year pertaining to each developer fee fund. The information required to be made available to the public by Section 66006 (b) (1) was amended by SB 1693 and includes specific information on fees expended and refunds made diulng the year.

RECOMMENDATION
Based on the fee justification provided in this report, it is recommended that the OroviUe Union High School District levy residential development fees and commercial/industrial fees up to the statutory fee for which justification has been determined.

Jack Schreder & Associates, Inc.

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SOURCES
California Basic Educational Data System. California State Department of Education.

October Enrollments, 2017-2020.

California Department of Education, Dataquest
Collard, Gary. Lead Housing Analyst for Southern California. California State Department of Housing and Community Development
Local Control Accountability Plan. Oroville Union High School District. 2021-2022.

Musler, Connor. Assistant Planner, Community Development Department, City of Oroville.

Office of Public School Construction. Leroy F. Greene School Facilities Act, 1998.

San Diego Association of Governments. Traffic Generators, January 1990.

Schreder, Jack and Associates. Original research.

Watts, Susan. Assistant Superintendent, Oroville Union High School District.

Weems, Tristan. Associate Planner, Butte County Planning Department.

Willenberg, Corey, EdD. Superintendent, Oroville Union High School District.

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A APPENDIX

COSTS CONSTRUCTION
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High School Facility Construction Costs
i. Allowable Building Area
A. Total Student Capacity
B. Building Area
1500 students @ 92sf/student 138,000
Speech/Resource Specialist 4.500
Total 142,500
li. Site Requirements
A. Purchase Price of Property (40 Acres)
Cost per Acre $0
B. Appraisals $0
C. Costs Incurred in Escrow $0
D. Surveys $0
E. Other Costs, Geo. and Soils Reports 20
Total-Acquisition of Site $0
III. Plans
A. Architect's Fee for Plans $7,374,667
B. OSA Plans Check Fee $573,585
C. School Planning, Plans Check Fee $11,349
D. Preliminary Tests $18,376
E. Other Costs, Energy Cons. & Advertising $167,808
$8,145,786
IV. Construction Requirements
A. Utility Services $1,531,409
B. Off-site Development $1,566,217
C. Site Development, Service $5,046,695
D. Site Development, General $3,793,724
E. New Construction $67,260,000
F. Unconventional Energy Source $2,742,704
Total Construction $81,940,749
Total Items II, ill and IV $90,086,535
Contingency 10% $9,008,653
Construction Tests $614,556
Inspection $819,407
TOTAL ESTIMATED PROJECT COSTS $100,529,151
ESTIMATED COST PER STUDENT $67,019
*Source: California Department of Education. Jack Scfjreder & Associates. 344
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345
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ATTACHMENT B

ANNUAL ADJUSTMENT TO SCHOOL FACILITY PROGRAM GRANTS
State Allocation Board Meeting, February 23, 2022
New Construction
Special Day Class - Severe
Speci^Ffey'diass
Automatic Fire Detection/Alarm
System - Elementary
Automatic-Fire Detedfibrl/il^fflS
System ^ M
Automatic Ffre"^DeteSon/Alarm
System - High
.Automatic Fire &ef^lion/SiariTv^
System — Special Day Class -
Severe : - ■ .

AutomaticTirelDetectron/Alarm
System - Special Day Class —
Non-Severe _
AMtomatic Sprinkler Sysl em ~ ^ ^
Elementary.

Automatic Sprinkler System -
Middle
Grant Amount Adjustments
SFP
Regulation
Section
Adjusted Grant
Per Pupil
Effective 1-1-21
1859.71.1
1859.71.1
1859.71.2
Adjusted Grant
Per Pupil
Effective 1-1-22
$14,623
$15,466
$19,679
$41,090
1859.71.2
' 1659.71.2
1859.71.2
346
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ATTACHMENT B

ANNUAL ADJUSTMENT TO SCHOOL FACILITY PROGRAM GRANTS
State Allocation Board Meeting, Febaiary 23, 2022
Grant Amount Adjustments
SFP Adjusted Grant Adjusted Grant
Regulation Per Pupil Per Pupil
Section Effective 1-1-21 Effective 1-1-22
Modernization
mmmm
l^utomatic Fire Detectidn/Alarrti Uj
Automatic Fire Detection/Alarm !
System - Middle I 1Q59.78.4
Automatic Fire Detection/Alarra.

Automatic Fire Detection/Alarm
System - Special Day Class - 1859.78.4
Severe
TAutomSic Fire DMectidn/AIa"nfr^4?^s^^^T7^
^System KSpecial Day Class - | .

Honmy- J 4859.78.4
Sevfefe V ; ; . ^
Over 50 Years Old - Elementary ' 1859.78.6
Over 50 Years Old - High I 1859.78.6
$430
$6,680
$498
$3341
$7,735
$10,709
Over 50 Years Old - Special
Day Class - Non-Severe
0ver 50 Years Old ~ StaEv'^^^
Special Day School - Severe :
1859.78.6
.78.6 ;
$14,237 $16,486
$35,48il8 $41,089
347
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348
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Oroville Union High School District
Commercial/industrial Calculations
EMP/ DIST.HH/ HH/SF % EMP IN ADJUSTED ADJ %
1000 SQ.FT EMP EXIST HH HH/SF DIST HH/EMP
MEDICAL 4.27 0.2 0.000854 0.4 0.0003416 0.08
CORP. OFFICE 2.68 0.2 0.000536 0.4 0.0002144 0.08
COM. OFFICE 4.78 0.2 0.000956 0.4 0.0003824 0.08
LODGING 1.56 0.3 0.000465 0.4 0.0001860 0.12
R&D 3.04 0.2 0.000608 0.4 0.0002432 0.08
IN. PARK 1.68 0.2 0.000336 0.4 0.0001344 0.08
IN/COM PARK 2.21 0.2 0.000442 0.4 0.0001768 0.08
NBHD COMM SO 3.62 0.3 0.001086 0.4 0.0004344 0.12
COMMUNITY SC 1.09 0.3 0.000327 0.4 0.0001308 0.12
BANKS 2.82 0.3 0.000846 0.4 0.0003384 0.12
MINI-STORAGE 0.06 0.2 0.000012 0.4 0.0000048 0.08
AGRICULTURE 0.31 0.5 0.000155 0.4 0.0000620 0.20

STUDENT GENERATION RATE MODERNIZATION COST PER STUDENT
K-8 0.2000 9-12 $28,282

STUDENTS PER SQUARE FOOT
(YIELD FACTORS XADJ HH/SQ. FT IN COLUMN F)
9-12
MEDICAL 0.000068
CORP. OFFICE 0.000043
COM. OFFICE 0.000076
LODGING 0.000037
R&D 0.000049
IN. PARK 0.000027
IN/COM PARK 0.000035
COM. SC. 0.000087
COMMUNITY SC 0.000026
BANKS 0.000068
MINI STORAGE 0.000001
AGRICULTURE 0.000012

COSTS PER SQUARE FOOT
(STUDENTS/ SO. FOOT X STUDENT COST/SQ. FOOT IN EACH CATEGORY) 9-12
MEDICAL $1.93
CORP. OFFICE $1.21
COM. OFFICE $2.16
LODGING $1.05
R&D $1.38
IN. PARK $0.76
IN/COM PARK $1.00
COM. SC. $2.46
COMMUNITY SC $0.74
BANKS $1.91
MINI STORAGE $0.03
AGRICULTURE $0.35
349
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APPENDIX D

DEVELOPMENT
350
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City of Oroville

COMMUNITY DEVELOPMENT DEPARTMENT
1735 Montgomery Street
Orovtlle, CA 95965-4897
(530) 53a-2401 FAX (530) 538-2426
January 11, 2021
Elona Cunningham
Jack Schreder & Associates
2230 K Street
Sacramento. OA 95816
RE: RESIDENTIAL UNIT COUNTS FOR THE OROVILLE CITY ELEMENTARY THERMALITO, AND OROVILLE HIGH SCHOOL DISTRICTS 2021/22
Ms. Cunningham
You have asked us to update our predictions of how many homes will be built in the above three school districts for a developer fee justification study. A similar letter was sent to you last year and the projections are mostly unchanged, with the minor addition of 15 units because of land use changes and annexation of vacant land. Since last year, the City has approved over 700 new muftifamiiy housing units, with at least 4 of those projects currently under construction. These new multifamiiy units are located on properties zoned and planned for the construction of projects of this type and are already included in the potential number of units projections detailed In this letter. A subdivision of roughly 70 single-family homes in the Thermalito area is also nearing completion, however, this subdivision was approved back in 2007 and Its completion has long been planned for and anticipated. The Cl^'s active project table further detailing this information is attached to this letter.

Factors affecting housing growth projections include:

1. We note that you have used the buildout infomiation below from prior letters to estimate the next 20 years. That's fine with us. The numbers provided herein are approximations. One can guestimate growth over the next 20 years based on projections of 2% - 3% per year (2% Is a useful long-term natural growth rate, 3% was used In our General Plan). Economic conditions mean that growth fluctuates between 0% (In the last recession) to 4.5% (boom cycle prior to the recession),

2. We note that most of the territory of the three districts is outside the City's Sphere of Influence. We trust you are getting projections from the County for their portions of these districts or are otherwise estimating growth there.

3. The numbers provided in this letter are based on what could be built per the allowable land uses in the City's 2030 General Plan and Zoning Ordinance. 351
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^^'''^2022 Housing Element adopted in June 3 2014 the Citv of Oroville had 6,405 total housing units as of 2013. ' ^ ^ Stngte-femlly detached
Single-family attacted
Miitl-femlly 2-4 units
Muffi-famlly 5+ units
Mobile Homes
Total units
II housing growfh need for the City of Oroville during
adopted T ? . : by P.®"®'' ^ However, per the current zoning regulations City Council on March 31. 2015, the potential number of units which may be constructed by school district is as seen below based on the following assumptions:
• Details that could affect the development potential of properties, such as topography, site access, existing structures, protected biological species, ecological systems and other enyironmenta! constraints, soil characteristics, number of stories, airport overlay restrictions, or other project specific information and site constraints are not considered;
• Full buOd out of the maximum residential density permitted is assumed; • The provision allowing owners of properties zoned for single family residential units 10 apply for the construction of an accessory dwelling unit, if applicable requirements were met, was not considered;
• Mixed Use Zoning designations permit and encourage, but do not require, residential units be constructed;
• Any fraction for the maximum potential number of units was rounded up to the next whole number;
• Tentative parcel/subdivision maps are not accounted for; • The potential for a developer to apply for residential bonuses was not accounted for.

We would like to note that the City is currently undergoing its 6'^ Cycle Housing Element Update for the 2022-2030 planning period. As part of this update, details about the existing and future housing stock/needs of the city will likely change from the currently adopted housing element, however, we do not anticipate any changes In the potential number of units projections with the adoption of the new housing element. 352
Item ii.

Zones
MXC
MXD
MXN
Oroville City Elementary School District
# of Parcels
568
282
64 2.251
Acres
594.33

65.38 57.24
332.72
Multi-Family
Allawed
Yes
Yes
Yes
Max Densitv
30 du/acre
70 du/acre
30 du/acre
Max Potential
Units

17.830

4.577
R-2
R-3
R-4
11 131
5 3.37
No
Yes
1 unit/parcel

54.25 14 du/acre
Yes 20 du/acre
2,251
48 1.085'
RL
RP

1.557
3 34.29 Yes

1.235.81
30 du/acre
No 1 unit/parcel

1.029

1.557
RR-10
RR-20
1 49

0.37 Yes

0.3 20 du/acre
No
222.43 No
1 unit/parcel
1 unit/parcel
8 49
Total 30.153
Thermalito Union School Disltrict
Zones # of Parcels Acres
Multi-Family
Allowed Max
Densitv
Max Potential
Units
MXN 54 96.67 Yes 30 du/acre 2.901
R-1 355 171.7 No 1 unit/parcel 355
R-2 266 99.78 Yes 14 du/acre 1.397
R-3 172 91.99 Yes 20 du/acre 1.840
R-4 15 18.44 Yes 30 du/acre 554
RA I 4 15.27 No 1 unit/parcel 4
RL 421 360.87 No 1 unlt/paroel 421
RR-1 5 9.94 No 1 unit/parcel 5
RR-20 7 46.98 No 1 unit/parcei 7
Total 7.484
353
Item ii.

Orovllle Union High School
Zones
MXC
# of Parcels
568
Acres
594.33

65.38 Mufti-Famify
Allowed
Yes
Max Density
30 du/acre
Max Potential
Units
282
118
Yes 70 du/acre 4.577

4.618 R-1
153.91
2606
Yes
R-2
504.42
30 du/acre
277
303
103.15
No
Yes
1 unH/parcel
14 du/acre

2.606
1,446
R-3
R-4 I
RA
RL
20 1978
146.24 Yes

52.73 20 du/acre
Yes

15.27 30 du/acre
2,925
No
1,682
1596.88 No
1 unit/parcel
1 unit/parcel 1,978
RP
RR-1

0.37 Yes 20 du/acre 8

9.94 RR-10 0.3
No
Yes
1 unit/parcel
1 unit/parcel 1
RR-20 56 269.41 Yes 1 unit/parcel 56
Total 37.635
The applicable land use zoning designations Identified above are abbreviated as follows:
• Corridor Mixed-Use (MXC)
Downtown Mixed-Use (MXD)
• Neighborhood Mixed-Use (MXN)
0 Single Family Residential (R-1)
• Medium-Density Residential (R-2)
« rilgh-Density Residential (R-3)
• Urban Density Residential (R-4)
• Agricultural Residential (RA)
0 Large-Lot Residential (RL)
• High-Density Residential / Professional (RP)
• Rural residential 1 Acre (RR-1)
e Rural Residential 10,000 Square Feet (RR-10)
• Rural Residential 20,000 Square Feet (RR-20)
i hope this information is useful. If you have any questions regarding the information in this letter, please contact Connor Musler at (530) 538-2430 or at [email protected].

Sincerely,
Connor Musler. Assistant Planner
Community Development Department
354
Item ii.

FEDERAL ENERGY REGULATORY COMMISSION
Office of Energy Projects
Division of Dam Safety and Inspections - San Francisco Regional Office 100 First Street, Suite 2300
San Francisco, CA 94105-3084
(415) 369-3300 Office - (415) 369-3322 Facsimile
May 4,2022
In reply refer to:

Project No. 2100-CA
Ms. Gwen Knittweis, Manager
Hydropower License Planning and Compliance Office
Executive Division
California Department of Water Resources (DWR)
P.O. Box 942836
Sacramento, California 94236-0001
Re: Aeration Analysis Project of the Flood Control Outlet - Board of Consultants Dear Ms. Knittweis:

This is in response to a number of your letters, listed below, submitting documents for the First, Second, Third, and Fourth Board of Consultants (BOC) Meetings for the Aeration Analysis Project of the Flood Control Outlet (FCO) spillway chute at Oroville Dam, part of the Feather River Project, FERC No. 2100. The submittals include the following meeting preparation packets and BOC Reports:

BOC No. 1 Preparation Material (February 11, 2020)
BOC No. 1 Report (March 16, 2020)
BOC No. 2 Preparation Material (August 5,2020)
BOC No. 2 Report (September 4, 2020)
BOC No. 3 Preparation Material (October 23,2020)
BOC No. 3 Report (November 23,2020)
BOC No. 4 Preparation Material (August 11,2021)
BOC No. 4 Report (September 23,2021)
We have reviewed the submittals and concur with both the BOC's conclusions in the reports and your plan and schedule to address the ongoing recommendations. We have the following comments:
355
Item iii.

1. In each of the BOC reports, the BOC has expressed, to varying degrees (most notably BOC No. 3), that they believe there is clear potential to complete the Aeration Analysis Project without the construction of artificial aeration features at the FCO chute. We concur with this potential. Although decision-making charts have been presented at some of the meetings in draft form, DWR should update the Commission on the decision-making process regarding the need for artificial aerators on the FCO chute. We concur that a properly executed formal Risk Informed Decision Making (RIDM) assessment could be helpful in this regard.

2. Preparation materials for the 4^*^ BOC meeting proposed that Risk Informed Decision Making (RIDM) be part of the Aeration Analysis BOC process. As discussed in a telephone conference call with DWR staff on October 28,2021, DWR should formally submit a proposal for the risk analysis for our review and acceptance prior to beginning. The proposal should include resumes of proposed facilitators, subject matter experts (SMEs), and estimators.

3. Most of the new Technical Memorandums (TMs) were presented with a 'draft' watermark, although stamped and signed. TM ORO-Aerator-05 was not stamped and signed. DWR should clarify the status of these TMs and when final versions would be submitted for the record.

4. TM ORO-Aerator-07, submitted for the 2^^ BOC Meeting included a reference to 'maintaining the 1.5 feet of freeboard at the Thermalito Forebay and Afterbay.' It is unclear if freeboard is intended to be relative to the crest of the structures, per normal usage. Additionally Table 6 provided a Forebay Crest elevation of 233 feet, although the correct elevation is 231 feet (correct in the text of the TM). We understand that DWR has not moved forward with the concept behind the TM. If DWR were to propose the operation, such a filling would represent a 'first filling' at that elevation of the embankment and would necessitate the development of plan justifying the purpose and how the operation would be completed safely.

Additionally, the modeling should be checked to ensure that the incorrect crest elevation was not carried forward from the table.

5. For the Fourth BOC meeting, TM ORO-Aerator-05 presented a summary of cavitation potential results from analytical methods, but did not present a detailed explanation of how those results were calculated. We understand the results are those from TM SRT-FCO-05, which was a cavitation damage potential assessment. However, that memorandum is not referenced as a source neither within nor at the end of the document. DWR should either provide a full explanation of this new analyses, or reference the previous TM.

6. DWR has typically provided insightful summary presentations at the BOC meetings in support of the submitted preparation materials. However, at the 4^^ BOC Meeting some of the questions to the BOC were answered exclusively in the 356
Item iii.
presentations and were not included in the official preparation packet even though BOC members reported receiving them unofficially the week of the meeting. In order to comply with the BOC process, DWR is required to formally submit all materials that would be the basis for the BOCs conclusions in the preparation packet, two weeks in advance of the BOC meeting.

7. Please develop a tracking sheet that summarizes the status of all BOC recommendations from the first four meetings. Also, you must update the worksheet and include it with the meeting preparation packet before each subsequent meeting.

Within 60 days of the date of this letter, please provide responses to these items or a plan and schedule for doing so. File your submittal using the Commission's ePiling system at https://www.fere.gov/ferc-online/overview. For all Dam Safety and Public Safety Documents, select Hydro: Regional Office and San Francisco Regional Office from the eFiling menu. The cover page of the filing must indicate that the material was eFiled. For assistance with eFiling, contact FERC Online Support at [email protected], (866) 208-3676 (toll free), or (202) 502-8659 (TTY).

We appreciate your continued cooperation in this aspect of the Commission's dam safety program. If you have questions, please contact Mr. Wes Cooley at (415) 369- 3340.

Sincerely,
Frank L. Blackett, P.E.

Regional Engineer
cc:

Ms. Sharon Tapia, Division Manager
CA Dept. of Water Resources
Division of Safety of Dams
P.O. Box 942836
Sacramento, CA 94236-0001
357
Item iii.