Agenda packet, first session — Palmdale City Council, August 3, 2022 (part 2 of 3)

FISCAL IMPACT
This project was funded through Sewer Maintenance Assessment District Funds (254), which have been allocated in Account No. U0003. The original construction contract amount for this project was $172,300.00 and the final construction cost was $163,128.93, which represents a 5.3% decrease. This decrease is due to field conditions that prevented lining of one section in the system. Thirty-five (35) days after the Notice of Completion is filed, retention will be released.

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability.

Prepared by: Chuck Heffernan, P.E. Director of Public Works Certified as to availability of Funds: Janelle Samson, Director of Finance Approved by: Ronda Perez, Interim City Manager
Approved as to form: Scott E. Porter, Acting City Attorney

ATTACHMENTS
Notice of Completion
A. Seek innovative, cost effective, customer focused methods of service delivery.

B. Implement and administer environmentally sustainable programs.

City Council Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: PUBLIC WORKS DEPARTMENT

CAPITAL IMPROVEMENT PROGRAM DIVISION
DISTRICT: 5
SUBJECT: NOTICE OF COMPLETION – ACCEPT COMPLETED PROJECT WITH INTERIOR DEMOLITION INC. , FOR PN 832, AVENUE R
ABATEMENT AND DEMOLITION OF 2 COMMERCIAL BUILDINGS
ISSUE
Notice of Completion - Accept completed project with Interior Demolition Inc., for PN 832, Avenue R Abatement and Demolition of 2 Commercial Buildings.

RECOMMENDATION
Staff recommends that the City Council:

A. Accept completed project with Interior Demolition, Inc., for Project No. 832, Avenue R Abatement and Demolition of 2 Commercial Buildings.

B. Authorize the Interim City Manager or her designee to execute and file a Notice of Completion.

BACKGROUND
Project No. 832 Avenue R Complete Streets Project provides for a complete street concept that will accommodate pedestrian, bicycle, vehicle, and bus transportation modes on Avenue R between Sierra Highway and 25th Street East. As part of this project there are a total of eight (8) residences and/or commercial sites that need to be removed due conflict with the proposed street improvements. PN 832 is the second phase of this project to provide asbestos and lead based paint abatement, demolishing of building(s) and clearing the property of two (2) commercial properties. The properties are located at 840 East Avenue R and 905 East Avenue R.

DISCUSSION
All construction work for this project has been completed. To release retention for Project No. 832 (five percent of each progress payment), it is necessary for the City Council to accept the project and for a Notice of Completion to be filed. Thirty -five days after filing the Notice of Completion, the retention may be released.

Report to Mayor and City Council
Re: Notice of Completion: PN 832
August 3, 2022

Page 2 ends

FISCAL IMPACT
This project was funded through Avenue R Complete Streets and Safe Routes which have been allocated in Account No. S0058209-724525-3039. The original construction budget for this project was $96,607.00 and the final construction cost was $105,171.10, which represents a 9% increase. This increase is due to additional work not anticipated in the original scope including a new block wall, water connections and electrical removals. Thirty-five days after the Notice of Completion is filed the retention for the project will be released.

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Chuck Heffernan, Director of Public Works
Certified as to availability of Funds: Janelle Samson, Director of Finance Approved by: Ronda Perez, Interim City Manager
Approved as to form: Scott E. Porter, Acting City Attorney

ATTACHMENTS
Notice of Completion

City Council Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: PUBLIC WORKS DEPARTMENT CAPITAL IMPROVEMENT

PROGRAM DIVISION
DISTRICT: 1, 2, 3, 4, & 5
SUBJECT: AWARD CONSTRUCTION AGREEMENT WITH MANHOLE
ADJUSTING, INC., FOR PN 866, SEWER MANHOLE

ADJUSTMENTS AND REHABILITATION PROJECT, IN T HE
AMOUNT OF $340,000 FOR A TERM OF 120 WORKING DAYSFROM

THE DATE OF THE NOTICE TO PROCEED
ISSUE
Award construction agreement with Manhole Adjusting Inc., for PN 866, Sewer Manhole Adjustments and Rehabilitation Project, in the amount of $340,000 for a term of 120 working days from the date of the Notice to Proceed.

RECOMMENDATION
Staff recommends that the City Council:

1. Award Construction Agreement No. A-7955 with Manhole Adjusting Inc., for PN 866, Sewer Manhole Adjustments and Rehabilitation Project, in the amount of $340,000.

2. Authorize the Interim City Manager or her designee to execute Agreement No.

A-7955 with Manhole Adjusting Inc. , including minimal and/or non -substantive changes.

BACKGROUND
Project No. 866, Sewer Manhole Adjustments and Rehabilitation Project, provides for the full repair & adjustments of 90 sewer manholes in residential or commercial easements and on school property at various locations around the city. Maps showing the location of the manhole repairs can be provided if requested. The work shall consist of various manhole repairs as described in the bid documents and in accordance with the Sewer Maintenance division.

DISCUSSION
Two (2) bids were received for this project on June 30, 2022, and are summarized below:

Report to Mayor and City Council
Re: Award of PN 866, Agreement No. A-7955
August 3, 2022

Page 2 ends

BIDDER LOCATION AMOUNT

1. Manhole Adjusting, Inc. Pico Rivera, CA $340,000

2. Cedro Construction, Inc. Santa Paula, CA $883,327
The project was released for public bid electronically on June 1, 2022, and over 460 vendors were notified. Twenty-five (25) prime contractors, with no local presence, downloaded the bid documents for review and one contractor posted questions regarding the project. Two contractors ultimately elected to submit a bid. As the construction work exceeds $250,000, it falls under the Community Workforce Agreement.

References have been checked and staff recommends that the City Council award Project No. 866 to the lowest bidder, Manhole Adjusting Inc., in the amount of $340,000.

FISCAL IMPACT
The project has been funded through Sewer Maintenance (254) funds, which have been allocated in Account No. U0004. The account has a current cumulative balance of $1,250,000. The fiscal impact and remaining account balance can be seen in the following table:

SCOPE OF WORK COST
PN 866 – Sewer Manhole Adjustment and Rehabilitation Project $340,000 Construction Contingency (10%) $34,000
Administration and Inspection $20,000
Materials Testing $10,000
Labor Compliance $10,500
Total Cost: $414,500
Account Number Starting Balance Anticipated
Expenditures
Anticipated
Remaining Balance
U0004254 $1,250,000 $414,500 $835,500

STRATEGIC PLAN
Goal II: Invest in infrastructure to improve community livability.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Chuck Heffernan, P.E., Director of Public Works Certified as to availability of Funds: Janelle Samson, Director of Finance Approved by: Ronda Perez, Interim City Manager
Approved as to form: Scott E. Porter, Acting City Attorney City Council Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: NEIGHBORHOOD SERVICES

HOUSING DIVISION
DISTRICT: 1
SUBJECT: APPROVE EXCESS COSTS GRANT AGREEMENT A -8007 WITH HOMES FOR FAMILIES FOR $800,000 FOR DEVELOPMENT OF 56

UNIT CALVET RESIDENTIAL ENHANCED NEIGHBORHOOD (REN)
LOCATED AT DIVISION AND TAINTOR.

ISSUE
Approve Excess Costs Grant Agreement A-8007 with Homes for Families for $800,000 for development of 56 unit CalVet REN Veteran housing located at Division and Taintor.

RECOMMENDATION
Staff recommends that the City Council:

1. Approve Excess Costs Agreement A-8007 with Homes for Families for $800,00 0 for development of 56 unit CalVet REN Veteran housing located at Division and Taintor; and

2. Authorize the City Manager or their designee to execute the Excess Costs Grant Agreement with Homes for Families, and take all necessary actions to implement the approved actions.

BACKGROUND
The City of Palmdale was awarded $35,445,019 by the United States Department of the Treasury of Corona virus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA) . Among the eligible uses of ARPA funds is the investment in affordable housing to increase the supply for low -income residents and the mitigation of financial hardship experienced by certain types of entities due to the negative economic impacts resulting from the COVID-19 pandemic.

DISCUSSION
Homes for Families CalVet REN Veteran housing consists of 56 duplex units for veteran ownership by low income households, includes open space, veggies for vets garden, tot- Report to Mayor and City Council
Re: Homes for Families A-8007
August 3, 2022

Page 2 ends

lot, three little free libraries, and neighborhood walkability for physical and mental health and community building. Forty-six homes are 3 bedroom and 10 are fully ADA 2 bedroom.

During the pandemic, Homes for Families experienced increased cost for construction materials and labor, including lumber, drywall, insulation, and garage doors. In addition, Homes for Families was unable to hold TEAMBuilds events due to quarantine orders, improvements planned for completion by volunteers, such as interior and exterior painting, required hiring subcontractors to complete these and other construction tasks.

The increased cost for vertical construction is $53,670 per home for 54 homes, totaling $2,898,180.

FISCAL IMPACT
Funds are available in account 15818503-737100-1332 ARPA Affordable Housing.

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability and to plan and maintain safe and attractive neighborhoods, streets and facilities.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

ATTACHMENTS

1. Excess Costs Grant Agreement A-8007

2. Project Location Map

EXCESS COSTS GRANT AGREEMENT
(A-8007)

This EXCESS COSTS GRANT AGREEMENT (this “Agreement”) is dated for reference purposes as of August 3 , 2022 , and is entered into by and between the CITY OF PALMDALE, a charter city of the State of California (“City”), and HOMES FOR FAMILIES, a California nonprofit public benefit corporation (“Developer”), who agree as follows:

RECITALS

A. The HOUSING AUTHORITY OF THE CITY OF PALMDALE, a public body corporate and politic (“ Authority”) and HABITAT FOR HUMANITY OF SAN FERNANDO/SANTA CLARITA VAL LEYS, INC. , a California nonprofit public benefit corporation (“Prior Developer”) have heretofore entered into that certain Affordable Housing Agreement dated as of April 4, 2017 (the “Original AHA”) with respect to the development of the Project consisting of 56 for-sale single-family housing units to be sold to Low Income households who are First Time Homebuyers (as such terms are defined in the Original AHA) on that certain real property described in the Original AHA as the “Property”.

B. As amended from time to time, the Original AHA shall be referred to herein as the “AHA”.

C. Developer is the successor-in-interest to Prior Developer and is the current developer party to the AHA.

D. Developer is a California nonprofit public benefit corpor ation engaged in the business of creating affordable homeownership opportunities for low income households.

E. The AHA contains a Project Budget ( as amended from time to time, the “Project Budget”), which sets forth the sources and uses of funds for construction of the Project.

F. Due to negative economic impacts resulting from the pandemic ( i.e., increased materials and construction costs) , the costs of developing the Project have exceeded the Project Budget.

G. City was awarded $35,445,019 in American Rescue Plan Act (“ ARPA”) funds (“ARPA Funds”) through the United States Department of the Treasury.

H. Among the eligible uses of ARPA Funds is the investment in affordable housing to increase the supply for low -income residents and the mitigation of financial hardship experienced by certain types of entities due to the negative economic impacts resulting from the COVID-19 pandemic.

I. In order to increase the supply of affordable housing for low-income residents and to mitigate the financial hardship experienced by Developer d ue to the negative economic impacts resulting from the COVID-19 pandemic, City desires to grant to Developer the sum of Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 2

$800,000 to be used to fund Project costs in excess of the Project Budget (the “ Excess Costs Grant”).

NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING RECITALS AND

FOR OTHER GOOD AND V ALUABLE CONSIDERATIO N, THE RECEIPT AND

SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLE DGED, CITY AND DEVELOPER HEREBY AGREE AS FOLLOWS:

TERMS

1. Capitalized terms not otherwise defined herein shall be ar the respective meanings set forth in the AHA.

2. City shall make the Excess Costs Grant to Developer. All proceeds of the Excess Costs Grant shall be used solely to reimburse Developer for Developer’s excess costs of developing the Project, and all expen ditures shall be supported by customary invoices, lien releases, etc. From time to time, Developer may request to draw upon the Excess Costs Grant; the initial draw shall be for $ 650,000, and the subsequent draw request (s) for the remaining $150,000 shall be accompanied by documentation of previous expenditures made prior to such new draw (s) being approved and released. As soon as practicable, the parties hereto shall develop and implement a report, which shall be due on the 5 th day of each calendar month , to track draw requests submitted, funds disbursed, budget line items funded, and the outstanding balance, with regard to the Excess Costs Grant.

3. Developer shall carry out the Project in conformity with all applicable laws, including all applicable federa l and state labor standards, including, without limitation, the requirement to pay state prevailing wages, if applicable, and the beneficiary reporting requirements of ARPA as required by 31 CFR Title 35, which requirements are further set forth in Exhibit A, attached hereto and incorporated herein by this reference.

4. Developer agrees to carry out development, construction (as defined by applicable law) and operation of the Project on the Property, including, without limitation, any and all public works (as defined by applicable law), in conformity with all applicable local, state and federal laws, including, without limitation, all applicable federal and state labor laws (including, without limitation, any requirement to pay state prevailing wages). Developer represents that the Project is a self-help housing project in which no fewer than 500 hours of construction work and self-sufficiency training associated with the homes are to be performed by the homebuyers and therefore, pursuant to California Labor C ode Section 1720(c)( 5)(A), the construction of the Improvements is not a “public works project” . Developer expressly acknowledges and agrees that neither City nor Authority has ever previously affirmatively represented to Developer or its contractor(s) for the Project in writing or otherwise, in a call for bids or otherwise, that the work to be covered by the bid or contract is not a “public work”, as defined in Section 1720 of the California Labor Code. Developer agrees that Developer shall have the obli gation to provide any and all disclosures, representations, statements, rebidding, and/or identifications which may Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 3

be required by California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. Developer agrees that Developer shall have the obligation to provide and maintain any and all bonds to secure the payment of contractors (including the payment of wages to workers performing any public work) which may be required by the California Civil Code, California Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law.

Developer agrees that Developer shall have the obligation, at Developer’s sole cost, risk and expense, to obligate any party as may be required by California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. Developer shall indemnify, protect, defend and hold harmless Aut hority, City and their respective elected officers, employees, contractors and agents, with counsel reasonably acceptable to Authority and City, from and against any and all loss, liability, damage, claim, cost, expense, and/or “increased costs” (including labor costs, penalties, reasonable attorneys’ fees, court and litigation costs, and fees of expert witnesses) which, in connection with the development, construction (as defined by applicable law) and/or operation of the Project, including, without limitation, any and all public works (as defined by applicable law), results or arises in any way from any of the following: (1) the noncompliance by Developer of any applicable local, state and/or federal law, including, without limitation, any applicable fede ral and/or state labor laws (including, without limitation, if applicable, the requirement to pay state prevailing wages); (2) the implementation of Sections 1726 and 1781 of the California Labor Code, as the same may be enacted, adopted or amended from ti me to time, or any other similar law; (3) failure by Developer to provide any required disclosure, representation, statement, rebidding and/or identification which may be required by California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law; (4) failure by Developer to provide and maintain any and all bonds to secure the payment of contractors (including the payment of wages to workers performing any public work) which may be required by the California Civil Code, California Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law; (5) failure by Developer to obligate any party as may be required by California La bor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, or any other provision of law. It is agreed by the parties hereto that, in connection with the development, construction (as defined by applicable law) and operation of the Project, including, without limitation, any public work (as defined by applicable law), Developer shall bear all risks of payment or non -payment of state prevailing wages and/or the implementation of California Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law ; and/or (6) noncompliance with ARPA. “Increased costs” as used in this Section shall have the meaning ascribed to it in California Labor Code Section 1781, as the same may be enacted, adopted or amended from time to time. The foregoing indemnity shall survive termination of this Agreement.

5. Developer acknowledges that, but for the execution of this Agreement, City would not make the Excess Costs Grant.

Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 4

6. The Excess Costs Grant need not be repaid to City. Notwithstanding the foregoing, the Excess Costs Grant shall be immediately repaid by Developer to City in the event that Developer is in default of any provision of this Agreement, and fails to cure s uch default within 10 days after receiving notice.

7. The funds used by City to make the Excess Costs Grant shall be ARPA Funds.

Accordingly, Developer agrees for itself, its successors and assigns that the use of the Property shall be for the development of qualifying affordable housing and for no other purpose.

8. Developer hereby agrees to pay all costs and expenses, including reasonable attorneys’ fees, which may be incurred by City, in the enforcement of this Agreement or any term or provision hereof.

9. Upon the failure of Developer to perform or observe any other term or provision of this Agreement, City may exercise its rights or remedies hereunder.

10. If the rights created by this Agreement shall be held by a court of competent jurisdiction to be invalid or unenforceable as to any part of the obligations described herein, then the remaining obligations shall be completely performed.

11. This Agreement may not be changed orally, but only by an amendment in writing signed by Developer and City.

[remainder of page intentionally left blank]
Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 5

12. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

Executed in Palmdale, California, as of the date first set forth above.

“DEVELOPER”

Date: _________________ HOMES FOR FAMILIES,
a California nonprofit public benefit corporation

By:____________________________
Donna E. Deutchman
Chief Executive Officer

By: ________________________________
Name: _____________________________
Its: ________________________________

*In accordance with California Corporations Code
Section 313, this document must be executed by the
Corporation’s Chief Executive Officer, President or
Vice-President, on the one hand, and the
Corporations’ C hief Financial Officer, Treasurer,
Assistant Treasurer or Secretary on the other hand.

[Signatures Continue on Following Page]
Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 6

“CITY”

CITY OF PALMDALE,
a charter city of the State of California

By: _______________________________ Date: _____________________________ Ronda Perez
Interim City Manager

ATTEST:

By: ___________________________
Shanae Smith
City Clerk

APPROVED AS TO FORM:

By: ___________________________
Scott E. Porter
Acting City Attorney

KANE, BALLMER & BERKMAN
City Special Counsel

By: ___________________________
Todd C. Mooney
Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 7

Exhibit A

CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS

TITLE VI OF THE CIVIL RIGHTS ACT OF 1964
In addition to other provisions required by the Federal agency or non -Federal entity, all contracts made by the non -Federal entity under the Federal award must contain provisions covering the following, as applicable.

1. Recipient ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exc lusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal financial assistance, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda, and/or guidance documents.

2. Recipient acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Recipient understands that denying a person access to its programs, services, and activities because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the T reasury’s implementing regulations. Accordingly, Recipient shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure that LEP persons have meaningful access to its programs, services, and activities. Recipient u nderstands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication in the Recipient’s programs, services, and activities.

3. Recipient agrees to consider the need for language services for LEP persons when Recipient develops applicable budgets and conducts programs, services, and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 F R 6067. For more information on taking reasonable steps to provide meaningful access for LEP persons, please visit http://www.lep.gov.

4. Recipient acknowledges and agrees that compliance with the assurances constitutes a condition of continued receipt of federal financial assistance and is binding upon Recipient and Recipient’s successors, transferees, and assignees for the period in which such assistance is provided.

5. Recipient acknowledges and agrees that it must require any sub -grantees, contractors , subcontractors, successors, transferees, and assignees to comply with assurances 1 -4 above, and agrees to incorporate the following language in every contract or agreement subject to Title VI Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 8

and its regulations between the Recipient and the Recipient’s sub-grantees, contractors, subcontractors, successors, transferees, and assignees:

The sub -grantee, contractor, subcontractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of fe deral financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Tre asury’s Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving f ederal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, 31 CFR Part 22, and herein incorporated by reference and made a part of this contract or agreement.

6. Recipient understands a nd agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Recipient, or in the case of a subsequent transfer, the transferee, for th e period during which the real property or structure is used for a purpose for which the federal financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this ass urance obligates the Recipient for the period during which it retains ownership or possession of the property.

7. Recipient shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligati ons. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. The Recipient shall comply with information requests, on -site compliance reviews and reporting requirements.

8. Recipient shall maintain a complaint log and inform the Department of the Treasury of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Righ ts Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Recipient also must inform the Department of the Treasury if Recipient has received no complaints under Title VI.

9. Recipient must provide documentation of an administrative agency's or court's findings of non-compliance of Title VI and efforts to address the non -compliance, including any voluntary compliance or other agreements b etween the Recipient and the administrative agency that made the finding. If the Recipient settles a case or matter alleging such discrimination, the Recipient must provide documentation of the settlement. If Recipient has not been the subject of any court or administrative agency finding of discrimination, please so state.

Excess Costs Grant Agreement Agreement No. A-8007
Homes For Families Page 9

10. If the Recipient makes sub -awards to other agencies or other entities, the Recipient is responsible for ensuring that sub -recipients also comply with Title VI and other applicable authorities covered in this document State agencies that make sub -awards must have in place standard grant assurances and review procedures to demonstrate that that they are effectively monitoring the civil rights compliance of subrecipients.

11. The Catalogue of Federal Domestic Assistance (CFDA) Number for the State and Local Fiscal Recovery Funds is 21.027.

The United States of America has the right to seek judicial enforcement of the terms of this assurances document and nothing in this document alter s or limits the federal enforcement measures that the United States may take in order to address violations of this document or applicable federal law.

Under penalty of perjury, the undersigned official(s) certifies that official(s) has read and understood the Recipient's obligations as herein described, that any information submitted in conjunction with this assurances document is accurate and complete, and that the Recipient is in compliance with the aforementioned nondiscrimination requirements.

Project Map
Homes for Families: Division/ Taintor

City Council Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: NEIGHBORHOOD SERVICES

HOUSING DIVISION
DISTRICT: ALL
SUBJECT: APPROVE GRANT FROM THE CITY OF PALMDALE TO THE HOUSING AUTHORITY OF THE CITY OF PALMDALE OF $1,200,000

OF UNITED STATES TREASURY OF CORONOVIRUS LOCAL

FISCAL RECOVERY FUNDS (CSLRF FUNDS) UNDER THE

AMERICAN RESCUE PLAN ACT (ARPA) FOR DEVELOPMENT OF

AFFORDABLE HOUSING
ISSUE
Approve Grant from the City of Palmdale to the Housing Authority of the City of Palmdale of $1,200,000 of United States Treasury of Coronavirus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA) for development of affordable housing in the City of Palmdale.

RECOMMENDATION
Staff recommends that the City Council:

1. Approve Grant from the City of Palmdale to the Housing Authority of the City of Palmdale of $1,200,000 of United States Treasury of Coronavirus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA) for development of affordable housing in the City of Palmdale; and

2. Authorize the City Manager or their designee to execute documents and take all necessary actions to implement the approved actions.

BACKGROUND
The City of Palmdale was awarded $35,445,019 by the United States Treasury of Coronavirus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA). Among the eligible uses of ARPA funds is the investment in affordable housing to increase the supply for low -income residents and the mitigation of financial hardship experienced by certain types of entities due to the negative economic impacts resulting from the COVID-19 pandemic.

Report to Mayor and City Council
Re: Grant to Housing Authority of ARPA funds
August 3, 2022

Page 2 ends

DISCUSSION
During the pandemic the cost of construction of affordable housing increased, the materials including lumber, drywall, insulation and concrete. The California Department of General Services Construction Cost Index increased 10.01% from 2020 to 2021, from 7,041 to 7,746, and 15.22% from 2021 to 2022, from 7,746 to 8,925.

The Housing Authority of the City of Palmdale assists Developers with gap financing to develop and rehabilitate units that are affordable to eligible households that are Extremely Low, Very Low and Low Income.

The Housing Authority proposes to loan or grant the ARPA funds granted by the City and program income received through repayment of the funds for the development of eligible affordable housing projects.

FISCAL IMPACT
Funds are available in account 15818503-737100-1332 ARPA Affordable Housing.

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability and to plan and maintain safe and attractive neighborhoods, streets and facilities.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Sophia Reyes, Housing Manager
Certified as to availability of Funds: Janelle Samson, Director of Finance Approved by: Ronda Perez, Interim City Manager
Approved as to form: Scott E. Porter, Acting City Attorney City Council Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: CITY ATTORNEY’S OFFICE
DISTRICT: ALL
SUBJECT: ADOPT RESOLUTION NO. CC 2022-087, A RESOLUTION OF

THE CITY COUNCIL OF THE CITY OF PALMDALE MAKING

LEGALLY REQUIRED FINDINGS AND EXTENDING REMOTE

TELECONFERENCE PARTICIPATION FOR MEETINGS OF

THE CITY COUNCIL AND/OR ITS RELATED OR

SUBORDINATE LEGISLATIVE BODIES
ISSUE
Adopt Resolution No. CC 2022-087, a Resolution of the City Council of the City of Palmdale authorizing remote teleconference participat ion for meetings of the City Council and/or its subordinate legislative bodies for an additional 30-day period.

RECOMMENDATION
Staff recommends that the City Council:

1. Approve the resolution to thereby extend, for an additional 30-day period, the authority of the City Council, and all related and/or subordinate legislative bodies, to participate remotely in properly noticed meetings.

BACKGROUND
Since October 1, 2021 and through January 1, 2024, AB 361 has temporarily amended the Ralph M. Brown Act (California Government Code § 54950 et seq.) to provide more flexibility regarding participation in public meetings from a remote location. In layman’s terms AB 361 allows “zoom” meetings if specified requirements are met.

If the City Council authorizes remote meetings, such authorization must expire no later than 30 days from the initial authorization. The City Council is authoriz ed to thereafter extend the authorization if it makes one of various specified findings.

AB 361 requires several procedural safeguards to protect public participation during a remote meeting, key ones of which are summarized as follows:

1. The public must have the ability to address the legislative body directly and must be given information on how to address the legislative body;

2. The public must be provided with either a call-in or internet-based service option;

3. The legislative body must stop the meeting if the call -in or internet-based option fails;
Report to Mayor and City Council
Re: Resolution No. CC 2022-087
August 3, 2022

Page 2 ends

4. The legislative body cannot require that public comments be submitted in advance (although this option can be provided);

5. Public speakers cannot be required to pre-register for public comment (except as required by an independent call-in or internet platform);

6. Members of the public must be given a reasonable time to register to provide public comment; and

7. Agencies that provide a timed public comment period shall not close the public comment period until that time period has expired.

DISCUSSION
The City Council adopted an initial AB 361 Resolution on June 15, 2022. A subsequent resolution adopted on July 13, 2022 is set to expire on August 13, 2022. An extension of authority to remotely participate is allowed if (1) the state of emergency continues, and (2) a resolution with required findings has been adopted within the last 30 days.

The proposed resolution would be immediately effective and allow members of legislative bodies to continue to participate remotely for an additional thirty days if the agenda for the meeting has included the legally required participation noticing. The resolution would also allow the City Manager (or designee) to opt to not include such noticing, as there may be instances where it would be impractical, due to staffing considerations, to allow remote participation in meetings.

FISCAL IMPACT
There is no fiscal impact associated with this action.

STRATEGIC PLAN
Goal II: Ensure long-term fiscal health of the City and maintain funding for services.

C. Involve and expand engagement to enhance public oversight and transparency.

Prepared by: Scott E. Porter, Acting City Attorney
Approved by: Ronda Perez, Interim City Manager
Approved as to form: Scott E. Porter, Acting City Attorney

ATTACHMENTS

1. Proposed Resolution No. CC 2022-087

CITY COUNCIL

CITY OF PALMDALE, CALIFORNIA
RESOLUTION NO. CC 2022-087

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE

MAKING LEGALLY REQUIRED FINDINGS AND EXTENDING REMOTE

TELECONFERENCE PARTICIPATION FOR MEETINGS OF THE CITY

COUNCIL AND ITS RELATED AND/OR SUBORDINATE LEGISLATIVE
BODIES
WHEREAS, the City of Palmdale is committed to preserving and fostering public access and participation in meetings of the City Council and all its subordinate bodies, consistent with the Ralph M. Brown Act (California Government Code § 54950 et seq.); and
WHEREAS, Government Code § 54953(e) expressly allows cities to, during the existence of a state of emergency declared by the Governor pursuant to Government Code § 8625, allow teleconference participation in city meetings; WHEREAS, on March 4, 2020, the Governor declared a state of emergency and such declaration continues to be in effect;
WHEREAS, state and local officials have imposed or recommended measures to promote social distancing, including requirements to not return to work within specified time frames for people who have tested positive for COVID-19; WHEREAS, the City Council adopted Resolution No 2022-081 within the last thirty days, authorizing exemption from the requirements of Government Code section 54953(b)(3) from July 13, 2022 until August 13, 2022.

NOW THEREFORE, BE IT RESOLVED, THE CITY COUNCIL OF THE CITY OF

PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:

SECTION 1. The Recitals set forth above are correct and are incorporated by reference.

SECTION 2. The City Council finds that the state of emergency declared by the Governor remains in effect and state officials continue to impose or recommend measures to promote social distancing. Therefore, for agendas which include all the noticing required by Government Code § 54953(e), the City Council and its related and/or subordinate bodies, by this Resolution, shall continue to be exempt from the requirements of Government Code section 54953(b)(3) until the end of the day on Resolution No. CC 2022-087

Page 2 of 2 ends

September 2, 2022. The City Council may conduct its meetings in a manner which allows telephonic participation by the members of the legislative body, staff, and the public. Such meetings shall be conducted consistent all requirements applicable to telephonic meetings. The City Clerk is directed to notice all such meetings to allow telephonic participation by the members of such bodies and the public and staff, except as otherwise directed by the City Manager, or the City Manager’s designee.

SECTION 3. This Resolution shall take effect immediately upon its adoption and shall remain effective until the end of the day on September 2, 2022, unless the term of this resolution is extended or prematurely terminated.

SECTION 4. The City Clerk shall certify to the adoption of this resolution.

PASSED, APPROVED and ADOPTED this 3rd day of August 2022. _________________________________
Steven D. Hofbauer, Mayor
APPROVED AS TO FORM: ATTEST:
___________________________ _________________________________ Scott E. Porter Shanae S. Smith, City Clerk
Acting City Attorney
I, Shanae S. Smith, City Clerk of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the City Council of the City of Palmdale at a regular meeting of said Council held on the 3rd day of August 2022 by the following roll call vote:

AYES:

NOES: ____________________________________________________________ ABSTAIN: ______________________ ABSENT: ___________________________ Date:

Shanae S. Smith, City Clerk
CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 1

MINUTES

CITY COUNCIL/SA/HA/IDA/PAA/PCA/PFA

CITY HALL COUNCIL CHAMBER
38300 SIERRA HIGHWAY, SUITE B

PALMDALE, CALIFORNIA
JUNE 15, 2022

www.cityofpalmdale.org

5:00 P.M.
1) CALL MEETING TO ORDER
Mayor Hofbauer called the meeting to order at 5:05 p.m.

2) ROLL CALL MAYOR HOFBAUER, MAYOR PRO TEM LOA, COUNCILMEMBERS

CARRILLO, BISHOP, BETTENCOURT
PRESENT: Steven Hofbauer, Richard J Loa, Austin Bishop, Laura Bettencourt.

ABSENT: Juan Carrillo.

City Clerk Smith stated Councilmember Carrillo was running late.

Mayor Hofbauer moved item 4.1 forward at this time.

Councilmember Carrillo arrived at 5:05 and was able to participate in all matters.

3) PUBLIC COMMENTS
The following individuals provided public comments:

Michelle Flanagan reported four fires within the last two weeks in Leona Valley and opposed the Ritter Ranch project.

Carl Piercy stated infrastructure is lacking for the Ritter Ranch Project, specifically the 14 freeway improvements.

Peggy Fuller spoke in opposition of the Ritter Ranch Project and expressed concerns regarding the Native American artifacts located on the Ritter Ranch property.

Mario Presents commented on the Ritter Ranch Project and the lack of fire protection.

Alesia Robertson shared comments regarding an additional fire department, the current traffic, and the lack of water for the Ritter Ranch project.

Mario Presents, Rich Gallego, Garlena Davis, and Abraham Saucedo commented in opposition to the hiring of John L. Jones II.

Carol Ross read scripture and prayed for Council.

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 2

Alenna Schofield expressed concerns regarding the hiring of John L. Jones II, Measure AV disbursements and the lack of representation for ethnic groups.

Dave Bowman shared comments in opposition to city leadership.

Kevin Shenkman congratulated Councilmember Carrillo and commented in favor of hiring John L. Jones II.

4) MEETING MANAGEMENT ITEM
4 . 1 ) Adopt Resolution No. CC 2022 -078, a Resolution of the City Council of the City of Palmdale Authorizing Remote Teleconference Participation for Meetings of the City Council and its Subordinate Legislative Bodies Between June 15, 2022 and July 15, 2022. (Sta ff Reference: Acting City Attorney Porter)
Acting City Attorney Porter provided Council with a brief overview of the staff report.

Motion: Adopt Resolution No. CC 2022-078.

Moved by Richard J Loa, seconded by Laura Bettencourt.

Vote: Motion carried (5-0)
Yes: Steven Hofbauer, Richard J Loa, Juan Carrillo, Austin Bishop, Laura Bettencourt.

5) PRESENTATION BY CITY ATTORNEY
Acting City Attorney Porter confirmed that items would be heard as listed.

5.1) CONFERENCE WITH LEGAL COUNSEL—ANTICIPATED LITIGATION The existing facts and circumstances that constitute a significant exposure to litigation are detailed in the following claim received by the City, which is available for public inspection pursuant to Government Code Section 54957.5:

Claimant: Michael Behen
City Claim No.: 2022-008
Date Filed: 02/09/22
Date of Loss: Various

5.2) CONFERENCE WITH LEGAL COUNSEL—ANTICIPATED LITIGATION The existing facts and circumstances that constitute a significant exposure to litigation are detailed in the following claim received by the City, which is available for public inspection pursuant to Government Code Section 54957.5:

Claimant: Patricia Nevarez
City Claim No.: 2022-005
Date Filed: 1/27/22
Date of Loss: Various

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 3

5.3) CONFERENCE WITH LEGAL COUNSEL—ANTICIPATED LITIGATION The existing facts and circumstances that constitute a significant exposure to litigation are detailed in the following claim received by the City, which is available for public inspection pursuant to Government Code Section 54957.5:

Claimant: Shanae Smith
City Claim No.: 2022-005
Date Filed: 1/10/22
Date of Loss: Various

5.4) CONFERENCE WITH LEGAL COUNSEL—EXISTING LITIGATION
Ricci v. City of Palmdale, et al.

Los Angeles County Superior Court Case No. 22STCV01269
This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).

5.5) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Marian K. Allen vs. City of Palmdale, et al.

Los Angeles Superior Court
Case No. 21AVCV00824
This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).

5.6) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Leona Valley Town Council vs. City of Palmdale, et al.

Los Angeles County Superior Court Case No. 22STCP01932
This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1)

5.7) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Shanae Smith, Patricia Nevarez, and Michael "Mike" Behen vs. City of Palmdale, et al.

Los Angeles County Superior Court Case No. 22STCV18219 This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).

5.8) The reason for holding a Closed Session is for the purpose of:

PUBLIC EMPLOYEE APPOINTMENT
Title: Interim City Attorney

5.9) CONFERENCE WITH LABOR NEGOTIATORS

City Representatives: Ronda Perez, Interim City Manager and Patricia Nevarez, Human Resources Manager

Position: Interim City Attorney
Unrepresented Employee: John Jones, Interim City Attorney

This Closed Session is being held pursuant to the authority of California Government Code Section 54957.6.

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 4

6) ANNOUNCEMENT BY CITY ATTORNEY
Acting City Attorney Porter reported the following:

Item 5.5 - The City Council authorized the filing of a cross complaint. 5 -0 vote Item 5.6 - The City Council authorized the filing of a cross complaint. 5 -0 vote There was no reportable action taken on the other agenda items. 7) ADJOURN CLOSED SESSION MEETING
Mayor Hofbauer adjourned the Closed Session meeting at 8:28 p.m.

7:00 P.M.

Mayor Hofbauer called the meeting to order at 8:30 p.m. 8) PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE IN HONOR OF OUR TROOPS
Riley Mellin led the pledge of allegiance.

9) ROLL CALL

MAYOR/CHAIR HOFBAUER, MAYOR PRO TEM/VICE CHAIR/CHAIR PRO TEM LOA,

COUNCILMEMBERS/DIRECTORS/MEMBERS/COMMISSIONERS CARRILLO,

BISHOP, BETTENCOURT, FRAGA-SAENZ, DENNY
PRESENT: Steven Hofbauer, Richard J Loa, Juan Carrillo, Laura Bettencourt Christina Fraga-Saenz, Phil Denny.

ABSENT: Austin Bishop.

Motion: Excuse the absence of Councilmember Bishop.

Moved by Juan Carrillo, seconded by Laura Bettencourt.

Vote: Motion carried (6-0)
Yes: Steven Hofbauer, Richard J Loa, Juan Carrillo, Laura Bettencourt, Christina Fraga-Saenz, Phil Denny

10) WAIVER OF FULL READING OF RESOLUTION(S) and ORDINANCE(S) Motion: Move to waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting.

Moved by Richard J Loa, seconded by Laura Bettencourt.

Vote: Motion carried (4-0)
Yes: Steven Hofbauer, Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Austin Bishop.

Mayor Hofbauer stated based on the fact that there was no action taken on 5.8 and

5.9, item 16.3 would be removed from the agenda.

Motion: Remove Item 16.3 from the agenda.

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 5
Moved by Steven Hofbauer, seconded by Laura Bettencourt.

Vote: Motion carried (4-0)
Yes: Steven Hofbauer, Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Austin Bishop.

Motion: Add a presentation to the agenda for volunteers that were instrumental in providing food and PPE materials to the unhoused.

Moved by Steven Hofbauer, seconded by Richard J Loa.

Vote: Motion carried (4-0)
Yes: Steven Hofbauer, Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Austin Bishop.

11) PUBLIC COMMENTS
Sky Jung invited the public and city staff to attend the Palmdale Pride Walk to be held on June 26th at 9:00 a.m. starting at the Palmdale Playhouse.

Dave Bowman expressed concerns regarding public participation in the meeting and the law enforcement contract.

Eugene Hernandez requested a moment of silence for the victims of the Uvalde, Texas shooting and called for transparency in city government.

The following individuals encouraged Council to provide more support for the unhoused population: Ron Kasan, Ishmael Gaven, Marcia Garcia, Moari Howard, Markeisha Nairn, Maurice Banks, Van Roberts, Tamnie Lang, and Julie Griswell.

Vladimir Gomez advocated for organizations requesting Measure AV funds and requested transparency of funds.

Jason Zink welcomed the new City Attorney, commented on how public comments are being handled, the homeless shelt er, fire danger, erecting a monument to Steve Knight, and election reform.

Stacia Nemeth commented in opposition to 14.3
Lourdes Everett opposed 15.1.

Victor Ramirez, Pueblo Y Salud, asked about codification of an ordinance related to single serve alcohol.

Lorraine Rowe, Denise Gregg, Laverne Harman, Jill Thomas opposed the removal of V. Jessie Smith from the Planning Commission.

Dr. Roger Girion, Antelope Valley Hospital Foundation, shared comments regarding Measure AV grant allocations.

Marcos Alvarez congratulated Juan Carrillo and implored the Council to invest in a women's shelter.

Gleydy Colmenares requested support for all non-profit organizations.

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 6
Eduardo Lopez expressed views on the lack of support for Latinos and African American organizations.

Nancy Rodriguez, Felix Menendez spoke in support of SALVA receiving Measure AV funds

Rich Gallego commented regarding illegal use of Measure AV disbursements by recipients

Yule Gevargis asked for a report on Measure AV funds and for information on the power purchase agreement.

Karen Davis, representative of Antelope Valley Toys for Tots, requested Measure AV grant funds.

Mario Presents, Amanda Palmer, Abraham Salcedo, Melissa Chavez requested the recusal of Councilmember Carrillo from the vote regarding Measure AV funds.

Alicia Noterman, Dynamic Therapy Solutions, expressed the importance of the organization receiving Measure AV grant funds

Kelli Mactaggart spoke in support of Dynamic Therapy Solutions receiving Measure AV grant funds

Melissa Chavez, Mark Napalitano, and Adrianna Salcedo requested transparency of recipients awarded Measure AV funds.

Brenda Avadian, volunteer for CERT, shared comments regarding the disbursement of Measure AV funds.

Mayor Hofbauer made a motion to continue the City Council meeting past 10:30 pm, the motion died for a lack of second.

Motion: Continue the City Council meeting to June 16, 2022 at 5:00 p.m.

Moved by Steven Hofbauer, seconded by Juan Carrillo.

Vote: Motion carried (4-0)
Yes: Steven Hofbauer, Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Austin Bishop.

12) CONSENT CALENDAR
Consent Calendar Items 12.1 through 12.8 were not heard.

12.1) Adopt Resolution No. CC 2022 -067, a Resolution of the City Council of the City of Palmdale establishing an appropriations limit for Fiscal Year 2022-23 pursuant to Article XIII B of the California Constitution and repeal Resolution No. CC 2021-064. (Staff Reference: Director of Finance Samson)

12.2) Approve blanket purchase order 20230001 with Amazon Capital Services, Inc. dba Amazon Business in an amount not to exceed $172,240.00 for FY 2022-23 to procure office & operating supplies, program supplies, equipment, technology equipment, and furniture. (Staff Reference: Director of Finance Samson)
CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 7

12.3) Approve Purchase Order No. 20230000 with Walsma Oil Company, Inc. for Diesel and Unleaded Fuel, Motor Oil and Lubricants in an amount not to exceed $450,000. (Staff Reference: Director of Public Works Heffernan)

12.4) Approve Contract Services Agreement with FirstCarbon Solutions to perform ongoing Planning and Permitting efforts for the Palmdale Warehouse Project located at 10th Street West and Avenue M. (Staff Reference: Directo r of Economic and Community Development Garibay)

12.5) Adopt Resolution No.CC 2022 -073, a Resolution of the City Council of the City of Palmdale Amending the City’s Clarification and Pay Plan for General Positions. (Staff Reference: Director of Finance Samson)

12.6) Adopt Resolution No. CC 2022 -074, a Resolution of the City Council of the City of Palmdale Amending the City’s Classification and Pay plan for Bargaining Unit Positions. (Staff Reference: Director of Finance Samson)

12.7) Adopt Resolution No. CC 2022 -075, a Resol ution of the City Council of the City of Palmdale Amending the City’s Classification and Pay plan for Parks & Recreation Unbenefited Positions. (Staff Reference: Director of Finance Samson)

12.8) Adopt Resolution No.CC 2022 -076, a Resolution of the City Council of the City of Palmdale Amending the City’s Classification and Pay Plan for "Y" Rated Positions. (Staff Reference: Director of Finance Samson) 13) JOINT PUBLIC HEARING CC/SA/HA/IDA/PAA/PCA/PFA
Item 13.1 was not heard.

13.1) Public Hearing and Review of Proposed Joint Resolution Nos. CC 2022 -066, SA 2022-004, PCA 2022-002, HA 2022-001, IDA 2022-001, PAA 2022-001, and PFA 2022 -001 approving the Annual Operating and Capita l Budget for Fiscal Year 2022-23. (Staff Reference: Director of Finance Samson)

A Joint Resolution of the City Council of the City of Palmdale, the Successor Agency to the Community Redevelopment Agency of the City of Palmdale, the Palmdale Civic Authorit y, the Housing Authority of the City of Palmdale, the Industrial Development Authority, the Palmdale Airport Authority of the City of Palmdale, and the Palmdale Financing Authority approving and adopting the City of Palmdale's Annual Budget for Fiscal Year 2022-23, and approving revenue and expenditure adjustments to Fiscal Year 2021-22.

14) PUBLIC HEARING
Items 14.1 through 14.3 were not heard.

14.1) Public Hearing and Review of Proposed Resolution No. CC 2022 -064. (Staff Reference: Director of Finance Samson)

Resolution No. CC 2022 -064, a Resolution of the City Council of the City of Palmdale, approving the initial rates and rate setting parameters for Energy for Palmdale's Independent Choice Community Choice Aggregation Program

14.2) Public Hearing and Review of Pro posed Resolution No. CC 2022 -065 for adoption, regarding an updated city wide fee schedule. (Staff Reference:

Director of Finance Samson)
Adopt Resolution No. CC 2022 -065, A Resolution of the City Council of the City Council of the City of Palmdale restati ng in its entirety the Palmdale CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 8
Master Schedule of Fees and repealing Resolution No.CC 2021-057

14.3) Public Hearing and Review of Proposed Urgency Ordinance U -1590 for adoption. (Staff Reference: Acting City Attorney Porter)

Adopt Urgency Ordinance No. U-1590, An Ordinance of the City Council of the City of Palmdale Amending Chapter 2.46 Regarding Planning Commissioner Appointments

15) APPOINTMENT
Items 15.1 and 15.2 were not heard.

15.1) Removal and Appointment and/or Reappointment of Planning Commissioners. (Staff Reference: Acting City Attorney Porter)

15.2) Approve Appointment to the Board of Library Trustees. (Staff Reference:

City Clerk Smith)

16) NEW BUSINESS
Items 16.1 through 16.3 were not heard.

16.2) Award Measure AV Grant Program Funding, totaling $1,306,810, to grantees in Exhibit A and authorize Interim City Manager to enter into agreements ranging from $2,000 to $250,000. (Staff Reference: Interim City Manager Perez, Deputy Director of Parks and Recreation Domb rowski and Management Analyst Kelley)

16.3) Approve Employment Agreement Between the City of Palmdale and Interim City Attorney, John Jones. (Staff Reference: Interim City Manager Ronda Perez).

17) ADJOURN

Mayor Hofbauer adjourned the meeting at 10:30 p.m. to Ju ne 16, 2022 at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.

PASSED, APPROVED, and ADOPTED this 3rd day of August 2022.

Steven D. Hofbauer, Mayor

ATTEST:

Shanae S. Smith, City Clerk

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/16/2022 1

MINUTES

CITY COUNCIL/SA/HA/IDA/PAA/PCA/PFA
06/16/2022 5:00 PM

CITY HALL COUNCIL CHAMBER
38300 SIERRA HIGHWAY, SUITE B

PALMDALE, CALIFORNIA
JUNE 16, 2022

www.cityofpalmdale.org

This meeting was continued from the June 15, 2022, 7:00 p.m. City Council meeting.

Please refer to the June 15, 2022, meeting minutes for information on Item No. 4.1 and City Attorney’s Closed Session Report.

Mayor Pro Tem Loa called the meeting to order at 5:05 p.m

8) PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE IN HONOR OF OUR TROOPS
Abraham Salcedo led the pledge of allegiance.

9) ROLL CALL MAYOR/CHAIR HOFBAUER, MAYOR PRO TEM/VICE CHAIR/CHAIR

PRO TEM LOA,

COUNCILMEMBERS/DIRECTORS/MEMBERS/COMMISSIONERS CARRILLO,

BISHOP, BETTENCOURT, FRAGA-SAENZ, DENNY
PRESENT: Richard J Loa, Juan Carrillo, Laura Bettencourt.

ABSENT: Steven Hofbauer, Austin Bishop.

Motion: Excuse the absence of Mayor Hofbauer and Councilmember Bishop.

Moved by Laura Bettencourt, seconded by Juan Carrillo.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop, Phil Denny.

10) WAIVER OF FULL READING OF RESOLUTION(S) and ORDINANCE(S) Recommendation: Move to waive full reading of the Resolution (s) and/or Ordinance (s) to be considered and voted on at this meeting.

Please see the minutes for June 15, 2022 for the action taken on this item.

11) PUBLIC COMMENTS
The following individuals provided public input:

Ruth Sanchez expressed concerns regarding the lack of quorum to approve the Measure AV item and the order of speaker forms.

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/16/2022 2
Betsy Haslett suggested thorough research of organizations before receiving Measure AV grant funds.

Mike Verduzco encouraged financial auditing of recipients of Measure AV funds and to keep the funds in Palmdale.

Rich Gallego shared comments regarding electrical power choices.

Brenda Court spoke on transparency of recipients of Measure AV funds and city government.

Mario Presents and Karla commented in opposition to the CalChoice item.

Eugene Hernandez encouraged staff to implement Project Homekey.

Linda Enos requested proper vetting of those receiving Measure AV funds.

John Hardestry encouraged Council to make the right decisions regarding Measure AV fund.

Rosie Mainella thanked Council for having a strong constitution, and shared comments regarding water rationing, funding for unhoused f rom LAHSA, and in support of Planning Commissioners.

Eric Ohlsen stated there was transparency in the Measure AV grant project.

Xavier Flores commented regarding hospitable treatment of all citizens in Palmdale.

A motion was made and carried unanimously to close the Public Comment section of the agenda.
12) CONSENT CALENDAR

12.1) Adopt Resolution No. CC 2022 -067, a Resolution of the City Cou ncil of the City of Palmdale establishing an appropriations limit for Fiscal Year 2022-23 pursuant to Article XIII B of the California Constitution and repeal Resolution No. CC 2021-064. (Staff Reference: Director of Finance Samson)

12.2) Approve blanket purchas e order 20230001 with Amazon Capital Services, Inc. dba Amazon Business in an amount not to exceed $172,240.00 for FY 2022-23 to procure office & operating supplies, program supplies, equipment, technology equipment, and furniture. (Staff Reference: Direct or of Finance Samson)

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/16/2022 3

12.5) Adopt Resolut ion No.CC 2022 -073, a Resolution of the City Council of the City of Palmdale Amending the City’s Clarification and Pay Plan for General Positions. (Staff Reference: Director of Finance Samson)

12.6) Adopt Resolution No. CC 2022 -074, a Resolution of the City Coun cil of the City of Palmdale Amending the City’s Classification and Pay plan for Bargaining Unit Positions. (Staff Reference: Director of Finance Samson)

12.7) Adopt Resolution No. CC 2022 -075, a Resolution of the City Council of the City of Palmdale Amending the City’s Classification and Pay plan for Parks & Recreation Unbenefited Positions. (Staff Reference: Director of Finance Samson)

12.8) Adopt Resolution No.CC 20 22-076, a Resolution of the City Council of the City of Palmdale Amending the City’s Classification and Pay Plan for "Y" Rated Positions. (Staff Reference: Director of Finance Samson) Motion: Approve all items listed on the Consent Calendar.

Moved by Juan Carrillo, seconded by Juan Carrillo.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop.

13) JOINT PUBLIC HEARING CC/SA/HA/IDA/PAA/PCA/PFA

13.1) Public Hearing and Review of Proposed Joint Resolution Nos. CC 2022 -066, SA 2022-004, PCA 2022-002, HA 2022-001, IDA 2022-001, PAA 2022-001, and PFA 2022 -001 approving the Annual Operating and Capital Budget for Fiscal Year 2022-23. (Staff Reference: Director of Finance Samson)

A Joint Resolution of the City Council of the City of Palmdale, the Successor Agency to the Community Redevelopment Agency of the City of Palmdale, the Palmdale Civic Authority, the Housing Authority of the City of Palmdale, the Industrial Development Authority, t he Palmdale Airport Authority of the City of Palmdale, and the Palmdale Financing Authority approving and adopting the City of Palmdale's Annual Budget for Fiscal Year 2022 -23, and approving revenue and expenditure adjustments to Fiscal Year 2021-22.

Motion: Continue items 13.1 and 14.2 to the June 29, 2022 meeting.

Moved by Laura Bettencourt, seconded by Juan Carrillo.

Vote: Motion carried (4-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt, Fraga- Saenz. Absent: Steven Hofbauer, Austin Bishop, Phil Denny.

14) PUBLIC HEARING

14.1) Public Hearing and Review of Proposed Resolution No. CC 2022 -064. (Staff Reference: Director of Finance Samson)

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/16/2022 4

Motion: Continue items 14.1, 14.3, 15.1 and 16.2 to July 13, 2022. Moved by Juan Carrillo, seconded by Laura Bettencourt.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura
Bettencourt. Absent: Steven Hofbauer, Austin
Bishop.

Items 16.1 and 16.2 were inadvertently switched at the release of the agenda but has been corrected in the minutes.

14.2) Public Hearing and Review of Proposed Resolution No. CC 2022 -065 for adoption, regarding an updated city-wide fee schedule. (Staff Reference:

Director of Finance Samson)

Adopt Resolution No. CC 2022 -065, A Resolution of the City Council of the City Counci l of the City of Palmdale restating in its entirety the Palmdale Master Schedule of Fees and repealing Resolution No.CC 2021-057

Motion: Continue items 13.1 and 14.2 to the June 29, 2022 meeting.

Moved by Laura Bettencourt, seconded by Juan Carrillo.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop.

14.3) Public Hearing and Review of Proposed Urgency Ordinance U -1590 for adoption. (Staff Reference: Acting City Attorney Porter)

Adopt Urgency Ordinance No. U -1590, An Ordinance of the City Council of the City of Palmdale Amending Chapter 2.46 Regarding Planning Commissioner Appointments

Motion: Continue items 14.1, 14.3, 15.1 and 16.2 to July 13, 2022.

Moved by Juan Carrillo, seconded by Laura Bettencourt.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura
Bettencourt. Absent: Steven Hofbauer, Austin
Bishop.

15) APPOINTMENTS

15.1) Removal and Appointment and/or Reappointment of Planning Commissioners. (Staff Reference: Acting City Attorney Porter)

Motion: Continue items 14.1, 14.3, 15.1 and 16.2 to July 13, 2022. Moved by Juan Carrillo, seconded by Laura Bettencourt.

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/16/2022 5
Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop.

15.2) Approve Appointment to the Board of Library Trustees. (Staff Reference:

City Clerk Smith)
City Clerk Smith provided a brief overview of the staff report.

Motion: Approve Appointment of Michael Friedlander to the Board of Library Trustees.

Moved by Richard J Loa, seconded by Juan Carrillo.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop.

16) NEW BUSINESS

Items 16.1 and 16.2 were inadvertently switched at the release of the agenda but have been corrected in the minutes.

16.1) Approve Second Amendment to the Franchise Agreement with Waste Management of California, Inc. dba Waste Management of Antelope Valley for Integrated Solid Waste Management Servi ces. (Staff Reference: Director of Public Works Heffernan - Presented by Deputy Director of Public Works Glidden)
Energy Resource Manager Lucha provided a detailed overview of the staff report. Councilmember Bettencourt asked about provisions for the disabled and seniors, and Energy Resource Manager Lucha stated seniors receive a senior discount and residents who do not produce as much trash are provided the option to apply for a supersaver cart at a lower rate. Discussion ensued.

Motion: Approve Second Amendment to the Franchise Agreement with Waste Management of California, Inc. dba Waste Management of Antelope Valley for Integrated Solid Waste Management Services.

Moved by Juan Carrillo, seconded by Laura Bettencourt.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop.

16.2) Award Measure AV Grant Program Funding, totaling $1,306,810, to grantees in Exhibit A and authorize Interim City Manager to enter into agreement s ranging from $2,000 to $250,000. (Staff Reference: Interim City Manager Perez, Deputy Director of Parks and Recreation Dombrowski and Management Analyst Kelley)

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/16/2022 6

Motion: Continue items 14.1, 14.3, 15.1 and 16.2 to July 13, 2022. Moved by Juan Carrillo, seconded by Laura Bettencourt.

Vote: Motion carried (3-0)
Yes: Richard J Loa, Juan Carrillo, Laura Bettencourt.

Absent: Steven Hofbauer, Austin Bishop.

17) ADJOURN
Mayor Pro Tem Loa adjourned the meeting at 6:31 p.m. to June 29, 2022.

PASSED, APPROVED, and ADOPTED this 3rd day of August 2022.

Steven D. Hofbauer, Mayor
ATTEST:

Shanae S. Smith, City Clerk
Housing Authority
Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE CHAIR AND COMMISSIONERS
FROM: NEIGHBORHOOD SERVICES

HOUSING
DISTRICT: ALL
SUBJECT: ACCEPT GRANT FROM THE CITY OF PALMDALE T O THE HOUSING AUTHORITY OF THE CITY OF PALMDALEOF $1,200,000

OF UNITED STATES TREASURY OF CORONOVIRUS LOCAL

FISCAL RECOVERY FUNDS (CSLRF FUNDS) UNDER THE

AMERICAN RESCUE PLAN ACT (ARPA) FOR DEVELOPMENT OF

AFFORDABLE HOUSING
ISSUE
Accept Grant from the City of Palmdale to the Housing Authority of the City of Palmdale of $1,200,000 of United States Department of the Treasury of Coronavirus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA) for development of affordable housing in the City of Palmdale.

RECOMMENDATION
Staff recommends that the Housing Authority:

1. Accept Grant from the City of Palmdale to the Housing Authority of the City of Palmdale of $1,200,000 of United States Treasury of Coronavirus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA) for development of affordable housing in the City of Palmdale; and

2. Authorize the City Manager or their designee to execute documents and take all necessary actions to implement the approved actions.

Report to Chair and Commissioners of the Housing Authority Re: Grant from City of ARPA funds
August 3, 2022

Page 2 ends

FISCAL IMPACT
Funds are available in account 15818503-737100-1332 ARPA Affordable Housing.

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability and to plan and maintain safe and attractive neighborhoods, streets and facilities.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

Prepared by: Sophia Reyes, Housing Manager
Certified as to availability of Funds: Janelle Samson, Director of Finance Approved by: Ronda Perez, Interim Executive Director
Approved as to form: Scott E. Porter, Acting Authority Attorney Housing Authority
Staff Report
DATE: AUGUST 3, 2022
TO: HONORABLE CHAIR AND COMMISSIONERS
FROM: NEIGHBORHOOD SERVICES

HOUSING DIVISION
DISTRICT: 4
SUBJECT: APPROVE EXCESS COSTS LOAN AGREEMENT A -8008 WITH RAVELLO MODS PALMDALE 118, LLC OF $ 1,200,000 FOR
DEVELOPMENT OF 118 UNIT AFFORDABLE RENTAL HOUSING
LOCATED AT 65TH STREET EAST AND EAST AVENUE S
ISSUE
Approve Excess Costs Loan Agreement A-8008 with Ravello Mods Palmdale 118, LLC for development of 118 unit affordable rental housing located at 65 th Street East and East Avenue S.

RECOMMENDATION
Staff recommends that the Housing Authority:

1. Approve Excess Costs Loan Agreement A-8008 with Ravello Mods Palmdale 118, LLC for development of 118 unit affordable rental housing located at 65 th Street East and East Avenue S; and

2. Authorize the Executive Director or their designee to execute the Excess Costs Loan Agreement with Ravello Mods Palmdale 118, LL C, and take all necessary actions to implement the approved actions.

BACKGROUND
The City of Palmdale was awarded $35,445,019 by the United StatesDepartment of the Treasury of Coronavirus Local Fiscal Recovery Funds (CSLRF Funds) under the American Rescue Plan Act (ARPA). Among the eligible uses of ARPA funds is the investment in affordable housing to increase the supply for low -income residents and the mitigation of financial hardship experienced by certain types of entities due to the negative economic impacts resulting from the COVID-19 pandemic.

The Housing Authority proposes to loan the $1,200,000 of ARPA funds granted by the City to Ravello Mods Palmdale 118 LLC with repayment to be received December 2023.

Report to Chair and Commissioners of the Housing Authority Re: Ravello Mods Palmdale 118 LLC A-8008
August 3, 2022

Page 2 ends

Program income received through repayment of the funds will be used for the development of eligible affordable housing projects.

DISCUSSION
Ravello Mods Palmdale 118, LLC’s, 118 unit rental housing development located at 65th Street East and East Avenue S consists of single family, Accessory Dwelling Units (ADU), and Junior ADU’s for eligible Low and Very Low Income households.

During the pandemic, Ravello Mods Palmdale 118, LLC experienced increased cost for construction materials and labor including lumber, drywall, and concrete.

FISCAL IMPACT
Funds are available in account 15818503-737100-1332 ARPA Affordable Housing.

STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability and to plan and maintain safe and attractive neighborhoods, streets and facilities.

C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.

ATTACHMENTS

1. Excess Costs Loan Agreement A-8008

2. Project Location Map

EXCESS COSTS LOAN AGREEMENT
(A-8008)

This EXCESS COSTS LOAN AGREEMENT (this “Agreement”) is dated for reference purposes as of August 3, 2022, and is entered into by and between the HOUSING AUTHORITY OF THE CITY OF PALMD ALE, a public body corporate and po litic (“ Authority”), and RAVELLO MODS PALMDALE 118, LLC, a California limited liability company (“Developer”), who agree as follows:

RECITALS

A. Developer is the Administrative Member of Maison’s Palmdale LP, a California limited partnership , with respect t o the development 118 residential units to be r ented to low income households (as such terms are defined in that certain Amended and Restated Agreement of Limited Par tnership of Maison’s Palmdale LP , a California limited partnership , dated as of June 16, 2 021 (the “ LPA”), by and among AHA High Desert MGP, LLC, a California limited liability company ( as the m anaging general partner), and Developer (as the administrative general partner), as the general p artners, WNC California Holding, LLC, a California limi ted liability company, as the limited partner , and WNC Housing, L.P., a California limited partnership, as the special limited partner) on that certain real property described in the LPA as the “Property” (the “Project”).

B. Authority is a housing authority organized and existing pursuant to State law (California Health and Safety Code Section 34000 et seq.).

C. Developer is engaged in the business of creating affordable homeownership opportunities for low income households on the Property.

D. The LPA contains a Project Budget, attached as Exhibit A hereto and incorporated herein by this reference (the “Project Budget”), which sets forth the sources and uses of funds for construction of the Project.

E. Due to negative economic impacts resulting from the pandemic (i.e., increased materials and construction costs), the costs of developing the Project have exceeded the Project Budget.

F. The City of Palmdale (“ City”) was awarded $35,445,019 in American Rescue Plan Act (“ARPA”) funds (“ ARPA Funds ”) through the U nited States Department of the Treasury.

G. Among the eligible uses of ARPA Funds is the investment in affordable housing to increase the supply for low -income residents and the mitigation of financial hardship experienced by certain types of entities due to the negative economic impacts resulting from the COVID-19 pandemic, and City transferred to Authority $1,200,000 in ARPA Funds to be utilized for such uses.

Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 2

H. In order to increase the supply of affordable housing for low-income residents and to mitigate the financial hardship experienced by Developer d ue to the negative economic impacts resulting from the COVID -19 pandemic , Authority desires t o loan to Developer the sum of $1,200,000 to be used to fund Project costs in excess of the Project Budget (the “ Excess Costs Loan”).

NOW, THEREFORE, IN C ONSIDERATION OF THE FOREGOING RECITALS A ND

FOR OTHER GOOD AND V ALUABLE CONSIDERATIO N, THE RECEIPT AND

SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLE DGED, AUTHORITY AND DEVELOPER HEREBY AGREE AS FOLLOWS:

TERMS

1. Capitalized terms not otherwise defined herein shall bear the respective meanings set forth in the LPA.

2. Upon Developer’s execution and delivery to Authority of the promissory note in the form attached to this Agreement as Exhibit B and incorporated herein by this refer ence (the “Excess Costs Loan Note”), and execution and delivery to Authority by Ravello Holdings, Inc., a California corporation, of the payment guaranty in the form attached to this Agreement as Exhibit C and incorporated herein by this reference , Authority shall make the Excess Costs Loan to Developer. In the event of any conflict between this Agreement and the Excess Costs Loan Note, the terms of the Excess Costs Loan Note shall control. All proceeds of the Excess Costs Loan shall be used solely or construction costs on the Project and all expenditures shall be supported by customary invoices, lien releases, etc. From time to time, Developer may request to draw upon the Excess Costs Loan; draw requests shall be accompanied by documentation of previous expenditures made prior to such new draw being approved and released. As soon as practicable, the parties hereto shall develop and implement a report, which shall be due on the 5 th day of each calendar month, to track draw requests submitted, funds disbursed, funds repaid, budget line items funded, and the outstanding balance, with regard to the Excess Costs Loan.

3. Developer shall carry out the Project in conformity with all applicable laws, including all applicable federal and state labor standards, includ ing, without limitation, the requirement to pay state prevailing wages, if applicable, and the beneficiary reporting requirements of ARPA as required by 31 CFR Title 35, which requirements are further set forth in Exhibit D, attached hereto and incorporated herein by this reference.

4. Developer agrees to carry out development, construction (as defined by applicable law) and operation of the Project on the Property, including, without limitation, any and all public works (as defined by applicable law), in con formity with all applicable local, state and federal laws, including, without limitation, all applicable federal and state labor laws (including, without limitation, any requirement to pay state prevailing wages). Developer represents that the Project is one in which occupancy of at least 40% of the units is restricted for at least 20 years, by deed or regulatory agreement, to individuals or families earning no more than 80 percent of the area median income and therefore, pursuant to California Labor Code Section 1720(c)(5)(E), the construction of the Project is not a “public works project”. Developer expressly acknowledges and agrees that neither City nor Authority has ever previously affirmatively Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 3

represented to Developer or its contractor(s) for the Pro ject in writing or otherwise, in a call for bids or otherwise, that the work to be covered by the bid or contract is not a “public work”, as defined in Section 1720 of the California Labor Code. Developer shall indemnify, protect, defend and hold harmless Authority, City and their respective elected officers, employees, contractors and agents, with counsel reasonably acceptable to Authority and City, from and against any and all loss, liability, damage, claim, cost, expense, and/or “increased costs” (including labor costs, penalties, reasonable attorneys’ fees, court and litigation costs, and fees of expert witnesses) which, in connection with the development, construction (as defined by applicable law) and/or operation of the Project, including, without li mitation, any and all public works (as defined by applicable law), results or arises in any way from the noncompliance by Developer of any applicable local, state and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, if applicable, the requirement to pay state prevailing wages). The foregoing indemnity shall survive termination of this Agreement.

5. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

Executed in Palmdale, California, as of the date first set forth above.

“DEVELOPER”

Date: _________________ RAVELLO MODS PALMDALE 118, LLC, a California limited liability company

By: Ravello Holdings, Inc, a California corporation,
its managing member

By:____________________________
Name: Dilip Ram
Its: President

By: ________________________________
Name: _____________________________
Its: ________________________________

*In accordance with California Corporations Code
Section 313, this document must be executed by the
Corporation’s Chief Executive Officer, President or
Vice-President, on the one hand, and the
Corporations’ Chief Financial Officer, Treasurer,
Assistant Treasurer or Secretary on the other hand.

[Signatures Continue on Following Page]
Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 4

“AUTHORITY”

THE HOUSING AUTHORITY OF THE

CITY OF PALMDALE,
a public body corporate and politic

By: _______________________________ Date: _____________________________ Ronda Perez
Interim Executive Director

ATTEST:

By: ___________________________
Shanae Smith
Authority Secretary

APPROVED AS TO FORM:

By: ___________________________
Scott E. Porter
Acting Authority Counsel

KANE, BALLMER & BERKMAN
Authority Special Counsel

By: ___________________________
Todd C. Mooney

Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 5

EXHIBIT A

PROJECT BUDGET

[BEHIND THIS PAGE]

Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 6

EXHIBIT B

FORM OF EXCESS COSTS LOAN NOTE

[BEHIND THIS PAGE]

PROMISSORY NOTE
(A-8008)

$1,200,000 Palmdale, California
0% interest August ____, 2022

FOR VALUE RECEIVED, RAVELLO MODS PALMDALE 118, LLC, a California limited liability company (the “ Borrower”), hereby promises to pay to the HOUSING AUTHORITY OF THE CIT Y OF PALMDALE, a public body, corporate and politic (the “Authority”), or order, a principal amount of up to $1,200,000, relating to that certain Excess Costs Loan Agreement , dated as of August __ __, 2022, by and between the Borrower (the “Developer” therein) and the Authority (the “ Agreement”). Any capitalized term not otherwise defined in this Promissory Note (this “Note”) shall have the meaning ascribed to such term in the Agreement. The obligation of the Borrower to the Authority hereunder is subject to the terms of the Agreement and this Note.

1. This Note is given in consideration of and to evidence the Authority’s loan of funds to the Borrower for a portion of the costs of construction in excess of the Project Budget for the Project (the “Excess Costs Loan”). The Borrower acknowledges that, but for the execution of this Note, the Authority would not make the Excess Costs Loan.

2. This Note is payable at the principal office of the Authority, 38250 Sierra Highway, Palmdale, California 93550 -3609, o r at such other place as the holder hereof may inform the Borrower in writing, in lawful money of the United States.

3. The Excess Costs Loan shall not bear interest and all outstanding principal balance shall be due and payable on December 31, 2023. Notwithstanding the foregoing, t he Excess Costs Loan shall be immediately due and payable in the event that the Borrower is in default of any provision of the Agreement or of this Note, and fails to cure such default within 10 days after receiving notice.

4. The funds used by the Authority to make the Excess Costs Loan shall be funds from the American Rescue Plan Act (ARPA) funds . Accordingly, the Borrower agrees for itself, its successors and assigns that the use of the Property shall be for the development of qualifying affordable housing and for no other purpose.

5. The Borrower waives presentment for payment, demand, protest, and notices of dishonor and of protest; the benefits of all waivable exemptions; and all defenses and pleas on the ground of any e xtension or extensions of the time of payment or of any due date under this Note, in whole or in part, whether before or after matu rity and with or without notice . The Borrower hereby agrees to pay all costs and expenses, including reasonable attorneys’ f ees, which may be incurred by the holder hereof, in the enforcement of this Note or any term or provision hereof.

6. Upon the failure of the Borrower to perform or observe any other term or provision of this Note, the Authority may exercise its rights or remedies hereunder.

Excess Costs Loan Note Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 2

7. If the rights created by this Note shall be held by a court of competent jurisdiction to be invalid or unenforceable as to any part of the obligations described herein, then the remaining obligations shall be completely performed and paid.

8. The Borrower shall have the right to prepay the obligation evidenced by this Note, or any part thereof, without penalty.

9. This Note may not be changed orally, but only by an amendment in writing signed by the Borrower and the Authority.

10. The Authority may, at its option, assign its right to receive payment or other satisfaction under this Note without necessity of obtaining the consent of the Borrower.

11. This Note shall bind the Borrower and the Borrower’s successors and assigns and th e benefits hereof shall inure to the Authority and the Authority’s successors and assigns.

IN WITNESS WHEREOF, the Borrower has executed this Note as of the day and year set forth above.

“BORROWER”

RAVELLO MODS PALMDALE 118, LLC, a
California limited liability company

By: Ravello Holdings, Inc, a California corporation,
its managing member

By:____________________________
Name: Dilip Ram
Its: President

By: ________________________________
Name: _____________________________
Its: ________________________________

*In accordance with California Corporations
Code Section 313, this document must be
executed by the Corporation’s Chief
Executive Officer, President or Vice -
President, on the one hand, and the
Corporations’ Chief Financial Officer,
Treasurer, Assistant Treasurer or Secretary
on the other hand.

Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 7

EXHIBIT C

FORM OF PAYMENT GUARANTY

[BEHIND THIS PAGE]

PAYMENT GUARANTY
(A-8008)

This Payment Guaranty (this “ Guaranty”) is made and entered into by RAVELLO HOLDINGS, INC., a California c orporation (the “ Guarantor”), to and for the benefit of the HOUSING AUTHORITY OF THE CITY OF PALMDALE, a public body corporate and politic (the “Authority”), and its successors and assigns, effective as of August ____, 2022.

RECITALS

A. The Authority , as lender, and Ravello Mods Palmdale 118, LLC, a California limited liability company (the “Developer”), as borrower, h ave entered into that certain Excess Costs Loan Agreement, dated as of August ____, 2022 (the “Agreement”) wherein the Authority has agreed to make the Excess Costs Loan in the amount of $1,200,000 (the “ Loan”) to the Developer pursuant to the Excess Costs Loan Note (the “Note”). All of the terms and provisions of the Agreement and the Note are incorporated herein by this reference as though fully set forth herein. All initially capitalized terms no t otherwise defined herein shall have the mea nings set forth in the Agreement and the Note.

B. The Guarantor is an affiliate of the Developer and will directly benefit from the Loan. The Guarantor acknowledges that this Guaranty is required by the Authority as a condition precedent and as an inducement to the Authority to enter into, and to perform its obligations under, the Agreement.

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration given by the Authority to the Developer and the Guarantor, the receipt a nd sufficiency of which are hereby acknowledged, and in further consideration of and to induce the Authority to enter into , and to perform its obligations under, the Agreement, the Guarantor does hereby irrevocably warrant, guarantee and agree, as follows:

1. The Guarantor hereby acknowledges receipt of a copy of the Agreement and the Note and all of the instruments described therein and/or attached thereto.

2. If for any reason, other than acts or omissions of the Authority, the Developer fails to pay any amounts for which the Developer is liable under the Agreement and/or the Note (which obligations are collectively and hereinafter referred to as the “ Payment Obligations”), then the Authority, at its option, and upon 30 calendar days’ prior written notice to the Guarantor, shall call upon the Guarantor, and the Guarantor shall assume each and all of the outstanding financial obligations of the Developer constituting the Payment Obligations, and promptly pay each and all of the outstanding balances of th e Payment Obligations in accordance with the terms of the Agreement and the Note as they become due and payable.

3. To the full extent of the Developer’s responsibility therefor under the Agreement and the Note, the Guarantor shall pay and discharge any and all mechanic’s and materialmen’s liens or claims therefor imposed against the Property.

Payment Guaranty Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 2

4. This Guaranty is a present, absolute, and continuing Guaranty during the term hereof as set forth in Section 14 below; the Authority’s entry into the Agreement shall conclusively evidence the reliance by the Authority upon this Guaranty and the obligations and agreements of the Guarantor as set forth herein.

5. The Guarantor waives (i) any right to require that any action be brought against the Developer or an y other person or to require that resort first be had to any security for the performance of the Developer’s obligations prior to the enforcement of this Guaranty by the Authority, and (ii) any right to pursue any remedy in the Developer’s power whatsoever , and if any right of action shall accrue to the Authority by reason of the failure of the Developer to pay any of the Payment Obligations required of the Developer pursuant to the Agreement and /or the Note then, unless such default shall be cured by the G uarantor as aforesaid, the Authority, at its election, may proceed against (A) the Guarantor, together with the Developer, (B) the Guarantor and the Developer, severally, or (C) the Guarantor only, in each case, without having commenced any action or havin g obtained any judgment against the Developer and whether or not the Developer is a party in any such action.

6. The obligations of the Guarantor shall not be discharged, impaired, or otherwise affected by (i) any sale, transfer, assignment, pledge, surr ender, indulgence, forbearance, alteration, substitution, exchange, change in, amendment, revision, modification, or other disposition of the Agreement and /or the Note and/or the Property or any portion thereof, (ii) the acceptance by the Authority of any security for or other guarantors with respect to the Payment Obligations, (iii) any failure, negligence, or omission on the part of the Authority to enforce the terms of the Agreement and /or the Note or otherwise protect the Property, or (iv) the release b y the Authority of any security for the performance of the Payment Obligations or the release by the Authority of any person (including any other guarantor) from liability for the Payment Obligations; it being expressly understood and agreed that the under takings, liabilities, and obligations of the Guarantor shall not be affected, discharged, impaired, or varied by any act, omission, or circumstance whatsoever (whether or not specifically enumerated herein) except the due and punctual performance of the Payment Obligations.

7. The Guarantor hereby expressly waives (i) notice of acceptance of this Guaranty, (ii) all notices to which the Guarantor might otherwise be entitled, except as required herein, (iii) any defense arising (A) by reason of any disability of the Developer or (B) by reason of the cessation from any cause whatsoever (except a defense available to the Developer under the Agreement and/or the Note) of the liability of the Developer other than full performance of the Payment Obligatio ns, (iv) diligence in enforcement and any and all formalities which might otherwise be legally required to charge the Guarantor with liability, and (v) all diligence in collection or protection and all presentment, demand, protest, and notice of protest, n otice of dishonor, and notice of default.

8. In the event that the Guarantor should fail to fully perform the Payment Obligations promptly as herein provided, the Authority shall have the following remedies:

(a) at its option and without any obligation so to do, but upon 30 calendar days’ prior written notice to the Guarantor, proceed to pay on behalf of the Guarantor any and all of the Payment Guaranty Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 3

Payment Obligations, and the Guarantor shall, upon demand, pay to the Authorit y all such sums expended by the Authority in such performance on behalf of the Guarantor; and

(b) from time to time and without first requiring full performance of any of the Payment Obligations by the Developer and without being required to exhaust any or all security held by the Authority, to require performance by the Guarantor of all of the Payment Obligations (or any part thereof) pursuant to the terms hereof, by action at law or in equity or both, and further to collect in any such action compensation for all loss, cost, damage, injury, and expense sustained or incurred by the Authority as a consequence of such breach.

9. This Guaranty is a guarantee of the payment of certain obligations contained and provided for herein by the Guarantor, and the Guarantor shall be personally liable for any claims by the Authority against the Developer with respect to the Payment Obligations. Nothing contained herein shall limit or otherwise impair the Guarantor’s obligation to pay to the Authority, upon demand, all actual, reasonable, out -of-pocket fees and costs (including, without limitation, attorneys’ fees and disbursements) incurred by the Authority in instituting and/or maintaining any action for damages against the Guarantor pursuant to the terms of this Guaranty.

10. As of the date of execution of this Guaranty, (i) the Guarantor warrants that it has full authority to execute this Guaranty and comply with its terms, and (ii) the Guarantor declares to and covenants with the Authority and its successors and assigns, that the Guarantor knows of no defense whatsoever to any action, suit, or proceeding, at law or otherwise, that may be instituted on this Guaranty.

11. No failure on the part of the Authority to pursue any remedy hereunder or under the Agreement and/or the Note shall constitute a waiver on its part of the right to pursue said remedy on the basis of the same or a subsequent breach.

12. The Guarantor shall promptly advise the Authority in writing of any material adverse change in its business or financial condition.

13. Until the Payment Obligations have been performed in full, the Guarantor shall have no right of subrogation, and hereby waives any right to enforce any remedy that the Authority now has or may hereafter have against the Developer and waives the benefit of, and any right to participate in, any security now or hereafter held by the Authority from the Developer, except to the extent that such security remains after full performance of the Payment Obligations.

14. This Guaranty shall terminate upon the date of full payment by the Developer of the financial obligations constituting the Payment Obligations accrued through the end of the term of the Agreement and the Note, as it may be extended from time to time.

15. This Guaranty shall be binding upon the Guarantor and its successors and assigns.

16. Each reference herein to the “Authority” shall be deemed to include the Authority and each of its successors and assigns, and all of the provisions of this Guaranty shall run in favor of said named Authority and its said successors and assigns.

Payment Guaranty Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 4

17. The Guarantor agrees that it shall reimburse the Authority for all actual, reasonable, out-of-pocket expenses, including reasonable attorneys’ fees (including the reasonable value of the serv ices of in -house counsel), incurred by the Authority in enforcing the Developer’s performance of the Payment Obligations or incurred by the Authority in the enforcement of this Guaranty. Any sums required to be paid by the Guarantor to the Authority pursu ant to the terms hereof shall bear interest at the rate of 3% over the Bank of America reference rate (up to the maximum rate permitted by law) on the due date from the date said sums shall be due to the Authority until the same shall have been paid in full.

18. This Guaranty shall be governed by and construed in accordance with the laws of the State of California.

19. In addition to any other rights or remedies, the parties hereto may institute legal action to cure, correct, or remedy any default, to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Guaranty. Such legal actions must be instituted in the Superior Court of the County of Los Angeles, State of California, in any other appropriate court of th at county, or in the Federal District Court in the Central District of California.

Notwithstanding anything herein, no party hereto, however, shall have any right to indirect or consequential or punitive damages against another, and each party hereto hereby waives the right to claim the same against the other.

20. In the event that any legal action is commenced by the Guarantor against the Authority, service of process on the Authority shall be made by personal service upon the Executive Director of the Authority, or in such other manner as may be provided by law. In the event that such legal action is commenced by the Authority against the Guarantor, service of process on the Guarantor shall be made by personal service upon the registered agent in California for the Guarantor and shall be valid whether made within or without the State of California, or in such manner as may be provided by law.

21. Time is of the essence of every part hereof.

22. If any term, provision, covenant, or condition hereof or any application thereof should be held by a court of competent jurisdiction to be invalid, void, or unenforceable, then all terms, provisions, covenants, and conditions hereof, and all applications thereof not held invalid, void, or unenforceable , shall continue in full force and effect and shall in no way be affected, impaired, or invalidated thereby.

23. This Guaranty may be executed by the parties hereto in any number of counterparts, each of which shall be deemed to be an original and all of which together shall constitute but one and the same instrument. The parties hereto specifically agree that signatures on this Guaranty transmitted electronically or by facsimile shall be legally binding and that each party hereto is entitled and authorized to rely on such electronic or facsimile signature of the other parties hereto hereon as if it were an original signature. Original signatures of the Guarantor shall also be provided to the Authority for its records.

[Signatures on Following Page]
Payment Guaranty Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 5

IN WITNESS WHEREOF, the Guarantor has executed this Guaranty as of the date first above written.

“GUARANTOR”

Date: _________________ RAVELLO HOLDINGS, INC,
a California corporation

By: ___________________________________
Name: Dilip Ram
Its: President

By: _________________________________
Name: ______________________________
Its: _________________________________

*In accordance with California Corporations Code
Section 313, this document must be executed by the
Corporation’s Chief Executive Officer, President or
Vice-President, on the one hand, and the
Corporations’ Chief Financial Officer, Treasurer,
Assistant Treasurer or Secretary on the other hand.

[Signatures Continue on Following Page]
Payment Guaranty Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 6

The Authority hereby accepts this Guaranty in accordance with the terms and conditions contained herein.

“AUTHORITY”

THE HOUSING AUTHORITY OF THE

CITY OF PALMDALE,
a public body corporate and politic

By: _______________________________ Date: _____________________________ Ronda Perez
Interim Executive Director

ATTEST:

By: ___________________________
Shanae Smith
Authority Secretary

APPROVED AS TO FORM:

By: ___________________________
Scott E. Porter
Acting Authority Counsel

KANE, BALLMER & BERKMAN
Authority Special Counsel

By: ___________________________
Todd C. Mooney

Excess Costs Loan Agreement Agreement No. A-8008
Ravello Mods Palmdale 118, LLC Page 8

EXHIBIT D

CONTRACT PROVISIONS FOR NON-FEDERAL ENTITY CONTRACTS

[BEHIND THIS PAGE]

2. Recipient acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP). Recipient understands that denying a person access to its programs, services, and activities because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Accordingly, Recipient shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure that LEP persons have meaningful access to its programs, services, and activities. Recipient understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication in the Recipient’s programs, services, and activities.

3. Recipient agrees to consider the need for language services for LEP persons when Recipient develops applicable budgets and conducts programs, services, and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on taking reasonable steps to provide meaningful access for LEP persons, please visit http://www.lep.gov.

5. Recipient acknowledges and agrees that it must require any sub -grantees, contractors , subcontractors, successors, transferees, and assignees to comply with assurances 1 -4 above, and agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Recipient and the Recipient’s sub-grantees, contractors, subcontractors, successors, transferees, and assignees:

2 or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Tre asury’s Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving f ederal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, 31 CFR Part 22, and herein incorporated by reference and made a part of this contract or agreement.

8. Recipient shall maintain a complaint log and inform the Department of the Treasury of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Recipient also must inform the Department of the Treasury if Recipient has received no complaints under Title VI.

3 11. The Catalogue of Federal Domestic Assistance (CFDA) Number for the State and Local Fiscal Recovery Funds is 21.027.

Project Map
Ravello: Avenue S/ 65th East

CC/SA/HA/IDA/PAA/PCA/PFA Minutes 06/15/2022 1