Paso Robles City Council
March 4, 2025

91282CCF6
T-Note 0.75 5/31/2026
1,210,000.00
6/4/2021

0.82 1,206,171.48
1,206,171.48 95.24

4.25 772.87
1,152,383.20
-53,788.28

0.78%
Moodys-Aaa
S&P-AA+

1.41 516
91282CCF6
T-Note 0.75 5/31/2026
905,000.00
6/8/2022

2.99 829,418.36
829,418.36 95.24

4.25 578.06
861,906.44
32,488.08

0.54%
Moodys-Aaa
S&P-AA+

1.41 516
91282CCZ2
T-Note 0.875 9/30/2026
1,075,000.00
4/7/2022

2.77 989,797.85
989,797.85 94.36

4.26 2,377.40
1,014,405.27
24,607.42

0.64%
S&P-AA+
Moodys-Aaa

1.73 638
91282CCV1
T-Note 1.125 8/31/2028
1,160,000.00
11/3/2023

4.69 983,507.81
983,507.81 89.18

4.35 4,398.07
1,034,484.38
50,976.57

0.64%
S&P-AA+
Moodys-Aaa

3.58 1339
91282CDQ1
T-Note 1.25 12/31/2026
1,385,000.00
1/30/2023

3.71 1,262,027.15
1,262,027.15 94.31

4.25 0.00
1,306,174.03
44,146.88

0.82%
S&P-AA+
Moodys-Aaa

1.98 730
91282CDQ1
T-Note 1.25 12/31/2026
2,760,000.00
2/10/2023

3.95 2,494,026.56
2,494,026.56 94.31

4.25 0.00
2,602,917.19
108,890.63

1.61%
S&P-AA+
Moodys-Aaa

1.98 730
91282CBZ3
T-Note 1.25 4/30/2028
1,865,000.00
1/25/2024

4.08 1,660,287.11
1,660,287.11 90.58

4.32 3,928.35
1,689,354.88
29,067.77

1.07%
S&P-AA
Moodys-Aaa

3.26 1216
9128287B0
T-Note 1.875 6/30/2026
1,620,000.00
5/18/2023

3.69 1,533,937.50
1,533,937.50 96.60

4.24 0.00
1,564,945.30
31,007.80

0.99%
S&P-AA+
Moodys-Aaa

1.49 546
912828V98
T-Note 2.25 2/15/2027
1,155,000.00
7/7/2022

2.85 1,125,132.42
1,125,132.42 95.96

4.26 9,745.31
1,108,303.71
-16,828.71

0.73%
S&P-AA+
Moodys-Aaa

2.07 776
9128282R0
T-Note 2.25 8/15/2027
2,180,000.00
9/6/2022

3.40 2,066,827.34
2,066,827.34 95.04

4.27 18,393.75
2,071,936.72
5,109.38

1.34%
S&P-AA+
Moodys-Aaa

2.54 957
9128286A3
T-Note 2.625 1/31/2026
805,000.00
2/8/2021

0.46 890,625.59
890,625.59 98.30

4.24 8,785.55
791,352.74
-99,272.85

0.58%
S&P-AA+
Moodys-Aaa

1.06 396
91282CEN7
T-Note 2.75 4/30/2027
1,285,000.00
5/5/2023

3.50 1,249,260.94
1,249,260.94 96.67

4.27 5,954.66
1,242,183.40
-7,077.54

0.81%
S&P-AA+
Moodys-Aaa

2.26 850
CUSIP
Face Amount /
Shares
Description Settlement Date
YTM @ Cost
Cost Value
Book Value YTM @ Market
Market Price Market Value
Accrued Interest Unre. Gain/Loss
% Portfolio
Credit Rating
Credit Rating
Duration To Maturity
Days To Call/Maturity
Date: 12/31/2024
Portfolio Holdings by Main Fund
City of Paso Robles
13 Attachment 1

9128284N7
T-Note 2.875 5/15/2028
1,735,000.00
1/11/2024

4.01 1,657,060.55
1,657,060.55 95.51

4.32 6,338.50
1,657,060.54
-0.01

1.07%
S&P-AA
Moodys-Aaa

3.22 1231
91282CGH8
T-Note 3.5 1/31/2028
1,755,000.00
6/5/2023

3.76 1,735,461.91
1,735,461.91 97.70

4.31 25,538.11
1,714,552.73
-20,909.18

1.12%
S&P-AA+
Moodys-Aaa

2.91 1126
91282CGH8
T-Note 3.5 1/31/2028
2,555,000.00
2/8/2024

4.16 2,493,520.31
2,493,520.31 97.70

4.31 37,179.42
2,496,115.22
2,594.91

1.61%
S&P-AA+
Moodys-Aaa

2.91 1126
91282CHA2
T-Note 3.5 4/30/2028
485,000.00
5/1/2023

3.60 482,821.29
482,821.29 97.46

4.32 2,860.43
472,704.49
-10,116.80

0.31%
S&P-AA+
Moodys-Aaa

3.15 1216
91282CLN9
T-Note 3.5 9/30/2029
470,000.00
10/3/2024

3.56 468,733.20
468,733.20 96.21

4.39 4,157.69
452,173.05
-16,560.15

0.3%
S&P-AA+
Moodys-Aaa

4.37 1734
91282CGT2
T-Note 3.625 3/31/2028
1,230,000.00
5/5/2023

3.41 1,241,963.67
1,241,963.67 97.93

4.31 11,269.37
1,204,535.16
-37,428.51

0.8%
S&P-AA+
Moodys-Aaa

3.06 1186
91282CLK5
T-Note 3.625 8/31/2029
1,345,000.00
9/5/2024

3.58 1,347,784.57
1,347,784.57 96.81

4.39 16,431.66
1,302,128.13
-45,656.44

0.87%
S&P-AA+
Moodys-Aaa

4.27 1704
91282CJR3
T-Note 3.75 12/31/2028
1,680,000.00
1/11/2024

3.97 1,663,725.00
1,663,725.00 97.74

4.37 0.00
1,642,068.76
-21,656.24

1.07%
S&P-AA
Moodys-Aaa

3.75 1461
91282CGV7
T-Note 3.75 4/15/2026
1,240,000.00
5/5/2023

3.63 1,244,262.50
1,244,262.50 99.36

4.26 9,836.54
1,232,104.68
-12,157.82

0.8%
S&P-AA+
Moodys-Aaa

1.26 470
91282CGE5
T-Note 3.875 1/15/2026
2,500,000.00
2/10/2023

4.12 2,483,398.44
2,483,398.44 99.66

4.21 44,488.79
2,491,621.10
8,222.66

1.6%
None
None

1.01 380
91282CGE5
T-Note 3.875 1/15/2026
1,675,000.00
1/18/2024

4.21 1,664,334.96
1,664,334.96 99.66

4.21 29,807.49
1,669,386.14
5,051.18

1.08%
None
None

1.01 380
91282CJT9
T-Note 4 1/15/2027
1,665,000.00
1/18/2024

4.01 1,664,414.65
1,664,414.65 99.50

4.26 30,585.33
1,656,675.00
-7,739.65

1.08%
S&P-AA
Moodys-Aaa

1.94 745
CUSIP
Face Amount /
Shares
Description Settlement Date
YTM @ Cost
Cost Value
Book Value YTM @ Market
Market Price Market Value
Accrued Interest Unre. Gain/Loss
% Portfolio
Credit Rating
Credit Rating
Duration To Maturity
Days To Call/Maturity
Date: 12/31/2024
Portfolio Holdings by Main Fund
City of Paso Robles
14 Attachment 1

91282CJW2
T-Note 4 1/31/2029
2,505,000.00
2/8/2024

4.10 2,493,649.22
2,493,649.22 98.62

4.37 41,659.24
2,470,360.56
-23,288.66

1.61%
S&P-AA+
Moodys-Aa

3.74 1492
91282CGL9
T-Note 4 2/15/2026
2,535,000.00
3/6/2023

4.61 2,493,014.06
2,493,014.06 99.73

4.24 38,025.00
2,528,266.41
35,252.35

1.61%
None
Moodys-Aaa

1.1 411
91282CGP0
T-Note 4 2/29/2028
2,295,000.00
3/6/2023

4.26 2,268,374.41
2,268,374.41 99.08

4.31 30,938.12
2,273,842.97
5,468.56

1.47%
S&P-AA+
Moodys-Aaa

2.96 1155
91282CGP0
T-Note 4 2/29/2028
1,640,000.00
1/11/2024

4.02 1,638,846.88
1,638,846.88 99.08

4.31 22,108.29
1,624,881.25
-13,965.63

1.06%
S&P-AA+
Moodys-Aaa

2.96 1155
91282CHK0
T-Note 4 6/30/2028
115,000.00
7/3/2023

4.17 114,133.01
114,133.01 98.95

4.33 0.00
113,796.09
-336.92

0.07%
S&P-AA+
Moodys-Aaa

3.3 1277
91282CHK0
T-Note 4 6/30/2028
775,000.00
7/10/2023

4.34 763,253.91
763,253.91 98.95

4.33 0.00
766,886.72
3,632.81

0.49%
S&P-AA+
Moodys-Aaa

3.3 1277
91282CLC3
T-Note 4 7/31/2029
1,965,000.00
8/2/2024

3.86 1,977,818.55
1,977,818.55 98.40

4.39 32,678.80
1,933,606.06
-44,212.49

1.28%
S&P-AA+
Moodys-Aaa

4.16 1673
91282CLR0
T-Note 4.125 10/31/2029
1,275,000.00
11/4/2024

4.18 1,271,862.30
1,271,862.30 98.84

4.39 8,862.48
1,260,158.21
-11,704.09

0.82%
S&P-AA+
Moodys-Aaa

4.4 1765
91282CMA6
T-Note 4.125 11/30/2029
2,735,000.00
12/6/2024

4.09 2,739,914.45
2,739,914.45 98.85

4.39 9,608.19
2,703,590.22
-36,324.23

1.77%
S&P-AA+
Moodys-Aaa

4.48 1795
91282CKG5
T-Note 4.125 3/31/2029
535,000.00
4/11/2024

4.38 529,085.74
529,085.74 99.00

4.38 5,577.82
529,670.90
585.16

0.34%
S&P-AA+
Moodys-Aaa

3.9 1551
91282CFM8
T-Note 4.125 9/30/2027
1,500,000.00
5/18/2023

3.57 1,533,515.63
1,533,515.63 99.59

4.28 15,638.74
1,493,906.25
-39,609.38

0.99%
S&P-AA+
Moodys-Aaa

2.6 1003
91282CFM8
T-Note 4.125 9/30/2027
2,045,000.00
10/10/2023

4.76 1,998,588.09
1,998,588.09 99.59

4.28 21,320.81
2,036,692.19
38,104.10

1.29%
S&P-AA+
Moodys-Aaa

2.6 1003
CUSIP
Face Amount /
Shares
Description Settlement Date
YTM @ Cost
Cost Value
Book Value YTM @ Market
Market Price Market Value
Accrued Interest Unre. Gain/Loss
% Portfolio
Credit Rating
Credit Rating
Duration To Maturity
Days To Call/Maturity
Date: 12/31/2024
Portfolio Holdings by Main Fund
City of Paso Robles
15 Attachment 1

91282CKD2
T-Note 4.25 2/28/2029
965,000.00
3/19/2024

4.32 962,135.16
962,135.16 99.52

4.38 13,821.89
960,363.47
-1,771.69

0.62%
S&P-AA
Moodys-Aa

3.8 1520
91282CKX8
T-Note 4.25 6/30/2029
625,000.00
7/3/2024

4.40 620,751.95
620,751.95 99.43

4.39 0.00
621,459.96
708.01

0.4%
S&P-AA+
Moodys-Aaa

4.14 1642
91282CKX8
T-Note 4.25 6/30/2029
1,394,000.00
7/3/2024

4.38 1,386,104.30
1,386,104.30 99.43

4.39 0.00
1,386,104.30

0.00 0.9%
S&P-AA+
Moodys-Aaa

4.14 1642
91282CKX8
T-Note 4.25 6/30/2029
860,000.00
7/9/2024

4.24 860,470.31
860,470.31 99.43

4.39 0.00
855,128.91
-5,341.40

0.56%
S&P-AA+
Moodys-Aaa

4.14 1642
91282CJN2
T-Note 4.375 11/30/2028
1,785,000.00
12/8/2023

4.23 1,796,435.16
1,796,435.16 100.03

4.37 6,650.84
1,785,488.09
-10,947.07

1.16%
None
Moodys-Aaa

3.63 1430
91282CJN2
T-Note 4.375 11/30/2028
990,000.00
12/18/2023

3.94 1,009,219.92
1,009,219.92 100.03

4.37 3,688.70
990,270.71
-18,949.21

0.65%
None
Moodys-Aaa

3.63 1430
91282CHX2
T-Note 4.375 8/31/2028
710,000.00
9/13/2023

4.42 708,474.61
708,474.61 100.07

4.35 10,468.58
710,471.48
1,996.87

0.46%
None
None

3.38 1339
91282CKT7
T-Note 4.5 5/31/2029
665,000.00
6/6/2024

4.31 670,636.91
670,636.91 100.46

4.38 2,548.56
668,091.21
-2,545.70

0.43%
S&P-AA+
Moodys-Aaa

4.04 1612
91282CHM6
T-Note 4.5 7/15/2026
1,645,000.00
1/18/2024

4.09 1,660,807.42
1,660,807.42 100.36

4.26 33,995.18
1,650,847.47
-9,959.95

1.07%
S&P-AA
Moodys-Aaa

1.48 561
91282CKP5
T-Note 4.625 4/30/2029
1,035,000.00
5/3/2024

4.57 1,037,708.79
1,037,708.79 100.95

4.38 8,066.28
1,044,783.98
7,075.19

0.67%
S&P-AA+
Moodys-Aaa

3.95 1581
91282CJA0
T-Note 4.625 9/30/2028
2,000,000.00
10/10/2023

4.70 1,993,515.63
1,993,515.63 100.92

4.35 23,379.12
2,018,437.50
24,921.87

1.29%
Moodys-Aaa
None

3.45 1369
91282CJF9
T-Note 4.875 10/31/2028
955,000.00
11/2/2023

4.73 960,968.75
960,968.75 101.79

4.36 7,845.11
972,048.24
11,079.49

0.62%
None
Moodys-Aaa

3.52 1400
CUSIP
Face Amount /
Shares
Description Settlement Date
YTM @ Cost
Cost Value
Book Value YTM @ Market
Market Price Market Value
Accrued Interest Unre. Gain/Loss
% Portfolio
Credit Rating
Credit Rating
Duration To Maturity
Days To Call/Maturity
Date: 12/31/2024
Portfolio Holdings by Main Fund
City of Paso Robles
16 Attachment 1

91282CJF9
T-Note 4.875 10/31/2028
1,370,000.00
1/4/2024

4.00 1,421,910.16
1,421,910.16 101.79

4.36 11,254.25
1,394,456.64
-27,453.52

0.92%
None
Moodys-Aaa

3.52 1400
912810FB9
T-Note 6.125 11/15/2027
1,125,000.00
1/30/2023

3.60 1,248,925.78
1,248,925.78 105.02

4.25 8,756.04
1,181,469.72
-67,456.06

0.81%
None
Moodys-Aaa

2.67 1049
981

2.54 57.89%
-100,061.99
89,511,148.19

4.30 648,562.62
89,611,210.18
Sub Total US Treasury 91,954,000.00 3.47 89,611,210.18
TOTAL PORTFOLIO 157,507,195.87 3.83 154,775,445.26
154,766,918.49

4.42 1,181,884.85
154,711,720.13
-63,725.13
100.00%

1.83 708
CUSIP
Face Amount /
Shares
Description Settlement Date
YTM @ Cost
Cost Value
Book Value YTM @ Market
Market Price Market Value
Accrued Interest Unre. Gain/Loss
% Portfolio
Credit Rating
Credit Rating
Duration To Maturity
Days To Call/Maturity
Date: 12/31/2024
Portfolio Holdings by Main Fund
City of Paso Robles
17 Attachment 1

Council Agenda Report
From: Catherine Piatti, Finance Manager
Ryan Cornell, Administrative Services Director
Subject: Approval of Annual and Five-Year Development Impact Fee Compliance Report CEQA Determination: The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Date: March 4, 2025
Facts

1. The Mitigation Fee Act, specifically Government Code Section 66000 et seq., establishes the criteria by which municipal governments may charge developments impact fees for the cost of providing new facilities, including public improvements, public services, and community amenities.

2. A key premise of the Mitigation Fee Act is that existing development should not subsidize new development; the new development should pay its own way. Similarly, new development should not bear costs related to the correction of service level deficiencies within existing development.

3. Development impact fees are collected for different categories of public facilities and are maintained in separate interest-bearing funds which are used only to pay for the designated category of facilities and equipment. Interest income is allocated to each impact fee account based upon its proportionate share of total invested City cash resources.

4. The Mitigation Fee Action also requires local agencies to complete ongoing annual reporting, including a requirement to adopt “five-year findings” accounting for development impact fee proceeds held unexpended beginning the fifth year and every five years. The purpose of this report is to concentrate on the accounting requirements in regard to development impact fees that have already been collected.

5. The City’s Annual and Five-Year Development Impact Fee Compliance Report (Exhibit A) includes the following findings for each of the impact fees the City charges:
a. A brief description of the fee in the account or fund. b. The amount of the fee.
c. The beginning and ending balance of the account or fund. d. The amount of fees collected, and the interest earned. e. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees.
f. (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

(iii) For a project identified pursuant to clause (ii) for which construction did not commence by the approximate date provided in the previous report, the reason for the delay and a revised approximate date that the local agency will commence construction. g. A description of each interfund transfer of loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, the date on which the loan will be repaid, and the rate of interest that the account or fund will receive on the loan.
h. The amount of refunds made pursuant to subdivision (e) of Section 66001, the number of persons or entities identified to receive those refunds, and any allocations pursuant to subdivision (f) of Section 66001.

6. Additionally, the report also includes the following findings for the applicable impact fees the City charges which have been held for five years:
i. Identify the purpose to which the fee is to be put.
j. Demonstrate a reasonable relationship between the fee and the purpose for which it is charged. k. Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) or subdivision (a). l. Designate the approximate dates on which the funding referred to in subparagraph (c) is expected to be deposited into the appropriate account or fund.

7. The City’s Annual and Five-Year Development Impact Fee Compliance Report does not change or alter any existing development impact fees.

Community Outreach
The Annual and Five-Yer Development Impact Fee Compliance Report was made available for public review on the City’s website starting on February 6, 2025, at least 15 days prior to the date of this regularly scheduled public meeting. Physical copies were also available upon request at the City Clerk’s office, at least 15 days prior to the date of the public meeting, for any interested party wishing to review the information in person. There are currently no interested parties that have filed a written request for mailed notice of meetings related to the City’s development impact fees. As such, the City was not required to mail written notices to interested parties pursuant to Government Code section 66006, subdivision (b)(2). .

Options

1. Take no action;

2. Approve the Annual and Five-Year Development Impact Fee Compliance Report for fiscal year ending June 30, 2024 and making findings required by the Mitigation Fee Act;

3. Provide alternative direction to staff.

Analysis and Conclusions
As required by State law, the City is required to make available to the public the impact fee information as described in Attachment 1, 180 days after the last day of each fiscal year. The attached report is the annual activity of the City beginning on July 1, 2023 and ending on June 30, 2024. Again, this report simply focuses on the accounting requirements related to development impact fees. The Mitigation Fee Act requirements dictate that agencies must make the following information available for each fee:
 The beginning and ending balances in each fee account;  The fee amounts collected, and the interest earned during the preceding year;  The projects the fees were used for and the percentage of the total project costs funded with fees;

 The expected start date for construction on improvements the fees will fund if the City determines that sufficient funds have been collected to complete financing on an incomplete public improvement;
 A description of any inter-fund transfers or loans, the interest the account will receive for the; loan, and the date on which the loan will be repaid; and  The amount of any refunds made, including the number of persons or entities that received such refunds, if any.

Additionally, prior to 1996, the Mitigation Fee Act required that local agencies collecting impact fees were required to expend or commit impact fee revenue within five years or make findings to justify a continued need for the money. California Senate Bill 1693, adopted in 1996 as an amendment to the Mitigation Fee Act, changed this requirement in material ways. Section 66001(d) requires that, for the fifth year following the first deposit of any impact fee revenue into an account or fund as required by Section 66006(b), and every five years thereafter, the local agency shall make findings identifying the approximate date when funds will be collected and when the public facilities will be completed for any fee revenue that remains unexpended, whether it is committed or uncommitted.

These findings are detailed in the Annual and Five-Year Development Impact Fee Compliance Report (Attachment No. 1). Once the City determines that sufficient funds have been collected to complete financing on incomplete improvements for which impact fee is to be used, it must, within 180 days of that determination, identify an approximate date by which construction of the public improvements will commence. The following Annual and Five-Year Report provides findings for Wastewater Connection, Transportation, General Government, Parks and Recreation, and Library impact fees. The report does not include Water Connection and Public Safety impact fees because the fees collected more than five years ago have been expended.

Fiscal Impact
There is no direct fiscal impact by receiving and filing the report; however, should the City Council choose not to receive the findings report, the City could be required to refund the development impact fees in the account or fund, as required by Government Code Section 66001(d).

CEQA
The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Recommendation (Option 2)
Approve Resolution 25-XXX, accepting the Annual and Five-Year Development Impact Fee Compliance Report for fiscal year ending June 30, 2024, and making findings required by the Mitigation Fee Act.

Attachments

1. Resolution 25-XXX – Accepting the Annual and Five-Year Development Impact Fee Compliance Report a. Exhibit A - Annual and Five-Year Development Impact Fee Compliance Report for fiscal year ending June 30, 2024

Attachment 1
RESOLUTION 25-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES APPROVING THE ANNUAL AND FIVE-YEAR DEVELOPMENT IMPACT FEE COMPLIANCE REPORT (AB1600) FOR FISCAL YEAR ENDING JUNE 30, 2024 AND MAKING FINDINGS REQUIRED BY THE MITIGATION FEE ACT WHEREAS, pursuant to the Mitigation Fee Act (Government Code Section 66000,et seq.) certain findings are required to be made regarding unexpended development impact fees in connection with consideration of the Annual and Five-Year Development Impact Fee Compliance Report; and WHEREAS, the Annual and Five-Year Development Impact Fee Compliance Report for FY 2023-24 identifies impact fee programs for which there are unexpended development impact fees for which findings are required.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES DOES hereby approve the Annual and Five-Year Development Impact Fee Compliance Report for the fiscal year ending June 30, 2024, and BE IT FURTHER RESOLVED, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES hereby finds the following as required by Government Code Section 66001 (d) and based upon review of the Annual and Five-Year Development Impact Fee Compliance Report for the fiscal year ending June 30, 2024:

Section 1. Based on the information contained in the Annual and Five-Year Development Impact Fee Compliance Report for the fiscal year ended June 30, 2024, the City Council hereby finds and determines that:
a. That the purpose of the development impact fees has been identified. b. That there is a continued need for the improvements and that there is a reasonable relationship between the fees and the impacts for development for which the fees are collected. c. The sources and amounts of funding anticipated to complete financing of improvements have been identified.
d. The approximate dates for funding improvements are included in the City’s Adopted Budget for FY 2025-26 Capital Improvement Program unless the improvements are longer term projects.

APPROVED this 4
th day of March, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr., Mayor
ATTEST:

Melissa Boyer, City Clerk
Exhibit A – Annual and Five-Year Development Impact Fee Compliance Report for the Fiscal Year Ending June 30, 2024

City of El Paso de Robles
Annual and Five-Year Development Impact Fee
Compliance Report
For the Fiscal Year Ending June 30, 2024
DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024

TABLE OF CONTENTS

INTRODUCTION AND BACKGROUND
Requirements for Development Impact Fee Reporting ......................................................................... 1 Annual Report Requirements................................................................................................................. 1 Five-Year Report and Findings Requirements ........................................................................................ 2

ANNUAL AND FIVE-YEAR REPORT AND FINDINGS
Water Development Impact (Connection) Fee ...................................................................................... 3 Sewer Development Impact (Connection Fee........................................................................................ 4 Transportation Impact Fee..................................................................................................................... 7 Public Safety (Police and Fire) Impact Fees.......................................................................................... 10 General Government Impact Fees ....................................................................................................... 11 Parks and Recreation Impact Fees ....................................................................................................... 14 Library Impact Fees .............................................................................................................................. 17 DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 1

INTRODUCTION AND BACKGROUND
In California, State legislation sets certain legal and procedural parameters for the charging of development impact fees. This legislation was passed as AB1600 by the California Legislature and is now codified as California Government Code Sections 66000 through 66025(“Mitigation Fee Act”). This State law went into effect on January 1, 1989.

Requirements for Development Impact Fee Reporting
The Mitigation Fee Act imposes certain accounting and reporting requirements with respect to the fees collected. The fees must be deposited in a special account to avoid commingling the fees with the City’s other revenues or funds. Interest on each development fee fund or account must be credited to that fund or account and used only for those purposes for which the fees were collected.

The Mitigation Fee Act also requires any local agency that imposes Development Impact Fees to prepare an annual report, with annual findings and five-year findings, that provides specific information about those fees. This report serves both of those functions and has been prepared for the fiscal year (FY) ended June 30, 2024, in accordance with the provisions of the California Government Code Section 66006 (b) and 66001 (d).

In addition to development impact fees, the City also collects water and wastewater capacity (connection) fees. Connection fees are typically related to utilities, such as water or wastewater, and are used to cover costs associated with expanding the associated infrastructure systems to accommodate increased demand by new development. Although connection fees are subject to different requirements than other impact fees under the Mitigation Fee Act, they are included in the annual report.

Annual Report Requirements
Pursuant to California Government Code Section 66006(b)(1), local agencies shall, within 180 days after the last day of each fiscal year, make available to the public the following information:

A. 66006 (b) (1) (A): A brief description of the fee in the account or fund.

B. 66006 (b) (1) (B): The amount of the fee.

C. 66006 (b) (1) (C): The beginning and ending balance of the account or fund.

D. 66006 (b) (1) (D): The amount of fees collected, and the interest earned.

E. 66006 (b) (1) (E): An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees.

F. 66006 (b) (1) (F): (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 2
(iii) For a project identified pursuant to clause (ii) for which construction did not commence by the approximate date provided in the previous report, the reason for the delay and a revised approximate date that the local agency will commence construction.

G. 66006 (b) (1) (G): A description of each interfund transfer of loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, the date on which the loan will be repaid, and the rate of interest that the account or fund will receive on the loan.

H. 66006 (b) (1) (H): The amount of refunds made pursuant to subdivision (e) of Section 66001, the number of persons or entities identified to receive those refunds, and any allocations pursuant to subdivision (f) of Section 66001.

Five-Year Report and Findings Requirements
California Government Code Section 66001(d) also requires that, for the fifth fiscal year following the first deposit of any impact fee revenue into an account or fund as required by Section 66006 (b), and every five years thereafter, the local agency shall make all the following findings for any fee revenue that remains unexpended, whether committed or uncommitted:

I. 66001 (d) (1) (A): Identify the purpose to which the fee is to be put.

J. 66001 (d) (1) (B): Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

K. 66001 (d) (1) (C): Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a) of Government Code section 66001.

L. 66001 (d) (1) (D): Designate the approximate dates on which the funding referred to in K. is expected to be deposited into the appropriate account or fund.

The following section of the report provides both the annual report requirements as well as any five-year report requirements for each applicable impact fee fund.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 3

ANNUAL AND FIVE-YEAR REPORT

1. Water Development Impact (Connection) Fee

A. This fee is used to assist in funding the construction and improvements in water production and delivery needed to accommodate new development.

B. The amount of the fee:

Meter Size Fee
3/4" $ 19,066
1" $ 31,840
1 1/2" $ 63,490
2" $ 101,622
3" $ 190,660
4" $ 317,830
6" $ 635,470
8" $ 1,016,790
10" $ 1,461,788
C. The beginning and ending balance of the account of fund:

Beginning Balance $ (3,577,140)
Ending Balance $ (2,537,381)
D. The amount of fees collected and interest earned:

Fees Collected $1,027,793
Interest Earned $11,966
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

No fees were expended in fiscal year 2023-24.

F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete:

Sufficient funds have not been collected. See Exhibit A of Resolution 17-113 regarding the Evaluation of Water and Wastewater Capital Facility Charges Final Report (Table 9) for further detail.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 4
G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfers or loans were made utilizing these funds during fiscal year 2023-24.

H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

2. Sewer Development Impact (Connection) Fee

A. This fee is used to assist in funding the construction and improvements in sewer collection and treatment needed to accommodate new development.

B. The amount of the fee:

Type of Development Fee
Single Family Residence $ 8,093
Non-Residential - All Types Based on
Water Meter Size Fee
3/4" $ 8,093
1" $ 13,515
1 1/2" $ 26,948
2" $ 43,134
3" $ 80,296
C. The beginning and ending balance of the account or fund:

Beginning Balance $ 5,862,001
Ending Balance $ 6,080,723
D. The amount of fees collected and the interest earned:

Fees Collected $ 422,868
Interest Earned
DRAFT
$ 26,215
Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 5
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

Project Expenditure % Funded by Fees
Tertiary Treatment Facilities $ 220,308 50%
2023 Right of Way Acquisitions $ 10,054 25.5%
F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete:

Sufficient funds have not been collected. See Exhibit A of Resolution 17-113 regarding the Evaluation of Water and Wastewater Capital Facility Charges Final Report (Table 21) for further detail.

G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfers or loans were made during fiscal year 2023-24 utilizing these funds.

H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

I. Identify the purpose to which the fee will be put:

The purpose of the wastewater capacity fee is intended to provide a contribution of capital to both reimburse the cost of the existing oversized capacity in the current system, and help finance planned future growth-related capacity improvements which must be implemented prior to the actual need for the capacity. That is, these charges are intended to provide funds to the utility to finance all or a part of the capital improvements needed to serve and accommodate new customer growth.

J. Demonstrate the reasonable relationship between the fee and the purpose for which it is charged:

The City utilizes a combination of buy-in and growth methodologies. The fees are based on an average cost approach under which new or expanded connections would fund their proportionate share of costs for capacity needed in existing and planned wastewater system facilities and assets. Under this approach, new connections pay for their proportionate share of the average cost of facilities needed to meet the demands of the City’s service area through DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 6
projected build-out. This methodology ensures that there is a reasonable relationship between the fee and the purpose for which it is charged and is documented in Exhibit A of Resolution 17-113, the Evaluation of Water and Wastewater Capital Facility Charges Final Report, prepared August 2017, and available on the City’s website.

K. Identify all sources and amounts of funding anticipated to complete financing of incomplete improvements for which impact fees are to be used:

Sewer development impact fees are expected to be used to fund improvements to the wastewater system facilities and assets. The projects listed below are eligible to be funded wholly, or in part, with sewer development impact (connection) fee revenue but may need supplement funding if the impact fee revenue is not sufficient. To the extent that a specific project cannot be fully funded with capacity fee revenue, the balance of the costs is expected to be funded with ratepayer revenue (sewer fund reserves).

Priority
No. Project Name
Estimated
Project
Start Year
Total
Project
Cost
%
Funded
with
Impact
Fees
Amount
Funded
with
Impact
Fees
Amount Funded with
Additional Funding Source
A1 Airport Area
Improvements-Phase 2 2023-24 $10,445,059 90% $9,400,553 Sewer Fund Reserves: $1,044,506 A6 South River Upgrades 2024-25 $ 712,097 100% $ 712,097 N/A A7 Commerce, Scott, Flatt
Upgrades 2023-24 $ 2,577,987 100% $2,577,987 N/A
B4 Beechwood Dr Upgrades 2027-28 $ 361,422 100% $ 361,422 N/A B5 Lift Station No. 1 Upgrade 2026-27 $ 2,429,665 50% $1,214,833 Sewer Fund Reserves: $1,214,832 B7 Lift Station No. 11
Upgrade 2027-28 $ 147,439 100% $ 147,439 N/A
C2 Ramada Dr Upgrade 2023-24 $ 437,709 100% $ 437,709 N/A L. Designate the approximate dates on which the funding necessary to complete financing of those improvements will be deposited into the appropriate account or fund:

The date of impact fee collection and deposit of funding is difficult to predict and will depend on the timing of each specific developer and on the relative economic conditions. As such, the City is unable to predict when all such development impact fees will be accumulated and will continue to provide updates as additional information and fees are collected. Estimated dates of when complete financing will be available, as well as the project start date are included below. The estimated start year will have an impact on whether or not the project moves forward with full impact fee funding or requires supplement funding.

Priority
No. Project Name
Estimated
Project Start
Year
Estimated Year
of Complete
Financing
A1 Airport Area Improvements-Phase 2 2023-24 2023-24
DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 7

3. Transportation Impact Fee
A. This fee is used to assist in funding the construction and improvements of the transportation system, including bike and pedestrian path and storm drains, sufficient to accommodate future traffic demand generated by new development.

B. The amount of the fee:

C. The beginning and ending balance of the account or fund:

Beginning Balance $ 2,798,250
Ending Balance $ 3,305,832
D. The amount of fess collected and the interest earned:

Fees Collected $ 501,562
Interest Earned $ 188,539
Priority
No. Project Name
Estimated
Project Start
Year
Estimated Year
of Complete
Financing
A6 South River Upgrades 2024-25 2024-25
A7 Commerce, Scott, Flatt Upgrades 2023-24 2023-24
B4 Beechwood Dr Upgrades 2027-28 2027-28
B5 Lift Station No. 1 Upgrade 2026-27 2026-27
B7 Lift Station No. 11 Upgrade 2027-28 2027-28
C2 Ramada Dr Upgrade 2023-24 2023-24
Construction Type Area "A"
Fee
Area "B"
Fee
Area "C"
Fee
Single Family Residential $ 3,659 $ 4,856 $ 12,555
Multi-Family Residential $ 2,522 $ 3,347 $ 8,652
One Bedroom Units $ 1,422 $ 1,887 $ 4,879
Studio Units $ 948 $ 1,258 $ 3,253
Accessory Dwelling Units (per sq. ft. (750 sq. ft. & >)) $ 1.83 $ 2.43 $ 6.28 Commercial Lodging Motel/Hotel $ 1,513 $ 3,032 $ 3,146
RV Parks & Campgrounds $ 1,513 $ 3,032 $ 3,146
Commercial (per sq. ft.) $ 10.62 $ 14.09 $ 14.63
Fuel Stations w/ Convenience Market (per sq. ft.) $ 38.95 $ 71.85 $ 76.91 Drive-Thru Food/Beverage Outlets (per sq. ft.) $ 39.45 $ 75.95 $ 81.56 Assisted Living Facilities (per sq. ft.) $ 1.21 $ 1.61 $ 1.67 Light Industrial (per sq. ft.) $ 2.12 $ 2.81 $ 2.93
Heavy Industrial (per sq. ft.)
DRAFT
$ 0.85 $ 1.12 $ 1.16
Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 8
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

Project Expenditure % Funded by Fees
2023 Right of Way Acquisitions $ 16,150 40.9%
Union Road/Golden Hill Rd Roundabout $ 166,370 100%
F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete:

Sufficient funds have not been collected. See Exhibit C of Resolution No. 19-017 regarding the Transportation Impact Fee Justification Study (Table 4-2) for further detail.

G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfer or loans were made utilizing these funds during fiscal year 2023-24.

H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

I. Identify the purpose to which the fee will be put:

The purpose of the Transportation Impact Fee (TIF) is to fund future facilities required as a result of projected development within the City through 2045. A review of the City's Traffic Demand Model (“TDM”), projects the construction of 5,551 single and multi-family units and

5.0 million square feet of various non-residential land uses. The future residents and workers housed within this future development will create an additional demand for transportation facilities that existing facilities alone cannot accommodate. In brief, to mitigate the effects of future development in an orderly manner while maintaining the current quality of life in the City, the facilities on the Needs List can be found on page 12 in the Transportation Impact Fee Justification Study).

J. Demonstrate the reasonable relationship between the fee and the purpose for which it is charged:

The TIFs collected will be used for the construction of future facilities on the Transportation Needs List within the City. The types of development that will be paying these fees are new residential and nonresidential projects within the City between June 1, 2019 and December 31, 2045. This expected development will generate new residents and employees that will DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 9
increase the burden on existing transportation infrastructure in the form of increased traffic and roadway usage. In order to maintain existing service standards, the fees to be imposed on new development will ensure that new development contributes its fair share of funds to mitigate the impacts caused by such development.

For the foregoing reasons, there is a reasonable relationship between the acquisition, construction, and installation of the facilities on the Needs Lists and new development as required under Section 66001(a)(3) of the Mitigation Fee Act as substantiated by the most recent and applicable transportation impact fee justification study in Exhibit C of Resolution No. 19-017 regarding the Transportation Impact Fee Justification Study.

K. Identify all sources and amounts of funding anticipated to complete financing of incomplete improvements for which impact fees are to be used:

Transportation development impact fees are expected to be used to fund traffic improvements such as the 24th Street bridge, Huer Huero Creek bridge, South Vine Street realignment and bridge, and the Union Road at State Highway 46 East Overcrossing. The balance of the cost of the projects are expected to be funded with federal (e.g., Highway Safety Improvement Program, American Rescue Plan Act), state (e.g., Trade Corridor Enhancement Program), transit and General Fund revenues, as needed. As the outcome of pending grants are unknown at this time, for purposes of this report, general funds are listed as the additional funding source for any projects needing supplement funding. Actual funding sources will be updated as funding becomes known.

Project
ID. Project Name
Estimated
Project
Start Year
Total
Project Cost
%
Funded
with
Impact
Fees
Amount
Funded
with
Impact
Fees
Amount Funded with Additional
Funding Source
C0084 24th Street Bridge Underway $ 24,359,518 11.11% $ 2,720,000 General Fund Reserves: $125,773
Measure E-12: 310,031
Sewer Fund: $300,000
ADA Set-aside: $800,000
HBP Grant: $20,103,714
C0151 Huer Huero Creek
Bridge
Underway $ 36,577,900 15.99% $ 5,847,900
General Fund Reserves: $22,030,000
Transit Funds: $500,000
Unsecured Developer Funding: $8,200,000
X0006 South Vine St
Bridge/Road
Realignment
Underway $ 27,661,192 5.72% $ 1,583,492
General Fund Reserves: $1,333,100
Transit Funds: $2,000,000
ARPA Funds: $4,166,900
Developer Contributions: $4,000,000
Proceeds from Debt Issuance: $14,577,700
X0007 Union Road/Highway
46E Overcrossing
Underway $ 78,374,227 13.85% $10,853,607
General Fund Reserves: $1,186,642
Transit Funds: $1,000,000
Grant Funds: $65,333,978
DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 10
L. Designate the approximate dates on which the funding necessary to complete financing of those improvements will be deposited into the appropriate account or fund:

The date of impact fee collection and deposit of funding is difficult to predict and will depend on the timing of each specific developer and on the relative economic conditions. As such, the City is unable to predict when all such development impact fees will be accumulated and will continue to provide updates as additional information and fees are collected. As part of the biennial budget process, the City identifies public improvement projects that have sufficient impact fee funds available and the approximate dates (fiscal year) of construction.

This information is included in the Capital Improvement Program which is adopted by City Council as part of the overall budget adoption process. Estimated dates of when complete financing will be available, as well as the estimated project start date are included below. The estimated start year will have an impact on whether or not the project moves forward with full impact fee funding or requires supplement funding.

Project
ID. Project Name
Estimated
Project
Start Year
Estimated
Year of
Complete
Financing
C0084 24th Street Bridge Underway 2023-24
C0151 Huer Huero Creek Bridge Underway 2023-24
X0006 South Vine St Bridge/Road Realignment Underway 2023-24 X0007 Union Road/Highway 46E Overcrossing Underway 2023-24

4. Public Safety (Police & Fire) Impact Fees:

A. This fee is used to assist in funding the construction and improvements of new law enforcement and fire service facilities and equipment used to protect life and property.

B. The amount of the fee:

Construction Type Fee
Single Family Residential $ 1,555
Multi-Family Residential $ 1,574
One Bedroom Units $ 893
Studio Units $ 592
Accessory Dwelling Units (per sq. ft. (750 sq. ft. & >)) $ 0.77 Commercial Lodging Motel/Hotel $ 725
RV Parks & Campgrounds $ 725
Commercial (per sq. ft.) $ 0.69
Fuel Stations w/ Convenience Market (per sq. ft.) $ 0.69 Drive-Thru Food/Beverage Outlets (per sq. ft.) $ 0.69
Assisted Living Facilities (per sq. ft.) $ 2.15
Light Industrial (per sq. ft.) $ 0.33
Heavy Industrial (per sq. ft.) $ 0.33
DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 11
C. The beginning and ending balance of the account of fund:

Beginning Balance $ 546,120
Ending Balance $ 747,006
D. The amount of fees collected and the interest earned:

Fees Collected $177,396
Interest Earned $34,448
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete.:

Sufficient funds have not been collected. See Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study (Table 4-2) for further detail.

G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfers or loans were made utilizing these funds during fiscal year 2023-24.

H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

5. General Government Impact Fees:

A. This fee is used to assist in the construction and development of facilities, such as City Hall, used by the City to provide basic governmental services such as public meetings.

Project Expenditure % Funded by Fees
Fire Engine for Fire Station No. 3 $ 10,958 100%
DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 12
B. The amount of the fee:

C. The beginning and ending balance of the account or fund:

Beginning Balance $ 8,812,461
Ending Balance $ 9,693,458
D. The amount of fees collected and the interest earned:

Fees Collected $442,019
Interest Earned $430,890
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

Project Expenditure
% Funded by
Fees
City Hall Parking Lot Feasibility Study (Project Closeout) $ (8,089) 100% F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete:

Sufficient funds have not been collected. See Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study (Table 4-2) for further detail.

Construction Type Fee
Single Family Residential $ 4,199
Multi-Family Residential $ 4,199
One Bedroom Units $ 2,367
Studio Units $ 1,579
Accessory Dwelling Units (per sq. ft. (750 sq. ft. & >)) $ 2.10 Commercial Lodging Motel/Hotel $ 125
RV Parks & Campgrounds $ 125
Commercial (per sq. ft.) $ 1.52
Fuel Stations w/ Convenience Market (per sq. ft.) $ 1.52 Drive-Thru Food/Beverage Outlets (per sq. ft.) $ 1.52
Assisted Living Facilities (per sq. ft.) $ 1.72
Light Industrial (per sq. ft.) $ 0.83
Heavy Industrial (per sq. ft.) $ 0.83
DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 13
G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfers or loans were made utilizing these funds during fiscal year 2023-24.

H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

I. Identify the purpose to which the fee will be put:

The fee will be used for the acquisition, installation, and construction of the public facilities identified on the Needs List included on pages 16-17 in the Impact Fee Justification Study and other appropriate costs to mitigate the direct and cumulative impacts of new development in the City. The fee will provide a source of revenue to the City to allow for the acquisition, installation, and construction of public facilities, which in turn will both preserve the quality of life in City and protect the health, safety, and welfare of the existing and future residents and employees.

The discussion presented in this section of the Fee Study identifies the use to which the fee is to be put as required by Section 66001(a)(2) of the California Government Code can be found in Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study.

J. Demonstrate the reasonable relationship between the fee and the purpose for which it is charged:

All new development in the City impacts public facilities. Moreover, each individual development project and its related increase in population and employment, along with the cumulative impacts of all development in the City, will adversely impact existing facilities.

Thus, imposition of the fee to finance the public facilities on the Needs Lists is an efficient, practical, and equitable method of permitting development to proceed in a responsible manner. Section 66000 of the Government Code requires that a reasonable relationship exist between the need for public facilities and the type of development on which a fee is imposed.

The need for public facilities is related to the level of service demanded, which varies in proportion to the equivalent dwelling units (“EDUs”) generated by a particular land use type.

K. Identify all sources and amounts of funding anticipated to complete financing of incomplete improvements for which impact fees are to be used:

General government impact fees are expected to be used to fund the City Hall/Library expansion and the City Corporation Yard. The balance of the cost of the projects is expected to be funded with General reserves, as needed.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 14
Project
ID. Project Name
Estimated
Project
Start Year
Total
Project Cost
%
Funded
with
Impact
Fees
Amount
Funded
with Impact
Fees
Amount Funded with Additional
Funding Sources
C0099 City Hall Expansion 2024-25 $ 3,579,518 23.72% $ 1,357,000 General Fund Reserves: $337,248 CH Development Fund: $1,885,270
C0204 Corporation Yard 2023-24 $ 16,094,448 57.81% $ 9,303,800 General Fund Reserves: $218,000
Water Fund: $2,616,000
Sewer Fund: $2,180,000
Riverside Sale Proceeds: $1,776,648
L. Designate the approximate dates on which the funding necessary to complete financing of those improvements will be deposited into the appropriate account or fund:

The date of impact fee collection and deposit of funding is difficult to predict and will depend on the timing of each specific developer and on the relative economic conditions. As such, the City is unable to predict when all such development impact fees will be accumulated and will continue to provide updates as additional information and fees are collected. As part of the biennial budget process, the City identifies public improvement projects that have sufficient impact fee funds available and the approximate dates (fiscal year) of construction.

This information is included in the Capital Improvement Program which is adopted by City Council as part of the overall budget adoption process. Estimated dates of when complete financing will be available, as well as the estimated project start date are included below. The estimated start year will have an impact on whether or not the project moves forward with full impact fee funding or requires supplement funding.

Project
ID. Project Name
Estimated
Project
Start Year
Estimated
Year of
Complete
Financing
C0099 City Hall/Library Expansion 2024-25 2024-25
C0204 Corporation Yard 2023-24 2023-24

6. Parks and Recreation Impact Fees:

A. This fee is used to assist in the construction and development of public facilities which improve neighborhood and community parklands as well as an aquatics center needed to serve new development.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 15
B. The amount of the fee:

C. The beginning and ending balance of the account or fund:

Beginning Balance $ 4,828,618
Ending Balance $ 5,072,990
D. The amount of fess collected and the interest earned:

Fees Collected $ 37,019
Interest Earned $ 233,534
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete:

Sufficient funds have not been collected. See Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study (Table 4-2) for further detail.

G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfer or loans were made utilizing these funds during fiscal year 2023-24.

Construction Type Fee
Single Family Residential $ 4,105
Multi-Family Residential $ 4,105
One Bedroom Units $ 2,315
Studio Units $ 1,543
Accessory Dwelling Units (per sq. ft. (750 sq. ft. & >)) $ 2.05 Project Expenditure
% Funded by
Fees
Sherwood Park Master Plan-Pickleball Courts $ 26,181 29.8% DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 16
H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

I. Identify the purpose to which the fee will be put:

The fee will be used for the acquisition, installation, and construction of the public facilities identified on the Needs List included on pages 16-17 in the Impact Fee Justification Study and other appropriate costs to mitigate the direct and cumulative impacts of new development in the City. The fee will provide a source of revenue to the City to allow for the acquisition, installation, and construction of public facilities, which in turn will both preserve the quality of life in City and protect the health, safety, and welfare of the existing and future residents and employees.

The discussion presented in this section of the Fee Study identifies the use to which the fee is to be put as required by Section 66001(a)(2) of the California Government Code can be found in Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study.

J. Demonstrate the reasonable relationship between the fee and the purpose for which it is charged:

All new development in the City impacts public facilities. Moreover, each individual development project and its related increase in population and employment, along with the cumulative impacts of all development in the City, will adversely impact existing facilities.

Thus, imposition of the fee to finance the public facilities on the Needs Lists is an efficient, practical, and equitable method of permitting development to proceed in a responsible manner. Section 66000 of the Government Code requires that a reasonable relationship exist between the need for public facilities and the type of development on which a fee is imposed.

The need for public facilities is related to the level of service demanded, which varies in proportion to the equivalent dwelling units (“EDUs”) generated by a particular land use type.

K. Identify all sources and amounts of funding anticipated to complete financing of incomplete improvements for which impact fees are to be used:

Parks and recreation development impact fees are expected to be used to fund the Sherwood Park and Larry Moore Park Master Plan. The balance of the cost of the projects is expected to be funded with federal American Rescue Plan Act (ARPA) funds and General fund revenues, as needed.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 17
Project
ID. Project Name
Estimated
Project
Start Year
Total Project
Cost
%
Funded
with
Impact
Fees
Amount
Funded
with
Impact
Fees
Amount Funded with
Additional Funding Sources
C0194 Sherwood Park Master Plan 2024-25 $ 9,878,000 11.59% $ 1,144,500 ARPA Funds: $833,500 Unsecured Grant: $7,900,000
C0230 Larry Moore Park Master
Plan 2023-24 $ 8,351,550 18.78% $ 1,568,450 Sale Proceeds: $783,100Unsecured Grant: $6,000,000 L. Designate the approximate dates on which the funding necessary to complete financing of those improvements will be deposited into the appropriate account or fund:

The date of impact fee collection and deposit of funding is difficult to predict and will depend on the timing of each specific developer and on the relative economic conditions. As such, the City is unable to predict when all such development impact fees will be accumulated and will continue to provide updates as additional information and fees are collected. As part of the biennial budget process, the City identifies public improvement projects that have sufficient impact fee funds available and the approximate dates (fiscal year) of construction.

This information is included in the Capital Improvement Program which is adopted by City Council as part of the overall budget adoption process. Estimated dates of when complete financing will be available, as well as the estimated project start date are included below. The estimated start year will have an impact on whether or not the project moves forward with full impact fee funding or requires supplement funding.

7. Library Impact Fees:

A. This fee is used to assist in funding the construction and improvements of the library facility sufficient to accommodate future demand generated by new development.

B. The amount of the fee:

Project
ID. Project Name
Estimated
Project
Start Year
Estimated
Year of
Complete
Financing
C0194 Sherwood Park Master Plan 2024-25 2024-25
C0230 Larry Moore Park Master Plan 2023-24 2023-24
Construction Type Fee
Single Family Residential $ 1,354
Multi-Family Residential $ 1,354
One Bedroom Units $ 763
Studio Units $ 509
Accessory Dwelling Units (per sq. ft. (750 sq. ft. & >)) $ 0.68 DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 18
C. The beginning and ending balance of the account or fund:

Beginning Balance $ 2,084,439
Ending Balance $ $ 2,238,239
D. The amount of fees collected and the interest earned:

Fees Collected $ 54,513
Interest Earned $ 99,286
E. An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees:

No fees were expended in fiscal year 2023-24.

F. An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete:

Sufficient funds have not been collected. See Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study (Table 4-2) for further detail.

G. A description of each interfund transfer or loan made from the account or fund, including the public improvement on which the transferred or loaned fees will be expended, and, in the case of an interfund loan, that date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan:

No interfund transfer or loans were made utilizing these funds during fiscal year 2023-24.

H. The amount of refunds made pursuant to subdivision (e) of Section 66001 and any allocation pursuant to subdivision (f) of Section 66001:

No refunds were made during fiscal year 2023-24.

I. Identify the purpose to which the fee will be put:

The fee will be used for the acquisition, installation, and construction of the public facilities identified on the Needs List included on pages 16-17 in the Impact Fee Justification Study and other appropriate costs to mitigate the direct and cumulative impacts of new development in the City. The fee will provide a source of revenue to the City to allow for the acquisition, installation, and construction of public facilities, which in turn will both preserve the quality of life in City and protect the health, safety, and welfare of the existing and future residents and employees.

DRAFT Exhibit A

City of El Paso de Robles
Annual and Five-Year Development Impact Fee Compliance Report Fiscal Year Ended June 30, 2024
City of El Paso de Robles 19
The discussion presented in this section of the Fee Study identifies the use to which the fee is to be put as required by Section 66001(a)(2) of the California Government Code can be found in Exhibit B of Resolution 14-035 regarding the Development Impact Fee Justification Study.

J. Demonstrate the reasonable relationship between the fee and the purpose for which it is charged:

All new development in the City impacts public facilities. Moreover, each individual development project and its related increase in population and employment, along with the cumulative impacts of all development in the City, will adversely impact existing facilities.

Thus, the imposition of the fee to finance the public facilities on the Needs Lists is an efficient, practical, and equitable method of permitting development to proceed in a responsible manner. Section 66000 of the Government Code requires that a reasonable relationship exist between the need for public facilities and the type of development on which a fee is imposed.

The need for public facilities is related to the level of service demanded, which varies in proportion to the equivalent dwelling units (“EDUs”) generated by a particular land use type.

K. Identify all sources and amounts of funding anticipated to complete financing of incomplete improvements for which impact fees are to be used:

Library development impact fees are expected to be used to fund the Library Expansion Master Plan. The balance of the cost of the projects is expected to be funded with state grants and General fund revenues, as needed.

L. Designate the approximate dates on which the funding necessary to complete financing of those improvements will be deposited into the appropriate account or fund:

The date of impact fee collection and deposit of funding is difficult to predict and will depend on the timing of each specific developer and on the relative economic conditions. As such, the City is unable to predict when all such development impact fees will be accumulated and will continue to provide updates as additional information and fees are collected. As part of the biennial budget process, the City identifies public improvement projects that have sufficient impact fee funds available and the approximate dates (fiscal year) of construction.

This information is included in the Capital Improvement Program which is adopted by City Council as part of the overall budget adoption process. All other state and local funding is anticipated to be awarded by the estimated project start year listed below.

Project
ID. Project Name
Estimated
Project
Start Year
Total
Project
Cost
%
Funded
with
Impact
Fees
Amount
Funded with
Impact Fees
Amount
Funded with
Additional
Funding
Sources
C0099 Library Expansion Master Plan 2028-29 $ 2,141,000 100% $ 2,141,000 N/A Project
ID. Project Name
Estimated Project
Start Year
Estimated Year of
Complete Financing
C0099 Library Expansion Master Plan 2028-29 2028-29
DRAFT Exhibit A

Council Agenda Report
From: Leslie Frazier, City Engineer/Deputy Director of Community Development Subject: Approval of Final Map Tract 3153-4 For Recordation, Vinedo Planning Area 4 CEQA Determination: The City finds that a Final Environmental Impact Report (EIR) was previously prepared for the Olsen South Chandler Specific Plan. The proposed Vesting Tentative Tract Map does not require additional review under CEQA pursuant to Public Resources Code section 21166 and CEQA Guidelines section 15162 and 15182 (no subsequent or supplemental EIR is required, because no “substantial changes” to the project or to the circumstances under which the project was undertaken are proposed, and there are no “new significant environmental effects” or a “substantial increase in the severity of previously identified significant effects” under the existing EIR).

Date: March 4, 2025
Facts

1. The Olsen South Chandler Specific Plan (SP) (also referred to as “Vinedo”) was approved by the City Council on February 20, 2020. The intent of the SP is to serve as a comprehensive guide to development of the 358-acre, 1,293 residential unit specific plan area, located on the southeast side of the City, adjacent to unincorporated San Luis Obispo County land.

2. Vesting Tentative Tract Map (VTTM) 3152 was approved as part of the SP approvals. VTTM 3152 subdivided the various planning areas to accommodate the 1,293 planned residential units.

3. Planning Area 4 (PA-4), Lot D of Tract Map 3152, was included in VTTM 3153 – South Chandler Small Lot Map.

4. Olsen Ranch 212, LLC has sold their interest in PA4 to Brookfield who is subsequently selling their interest to K Hovanian.

5. K Hovanian has submitted a signed Subdivision Improvement Agreement (SIA) and valid financial assurances to guarantee construction of public improvements required by the Planning Commission’s approval.

6. The formation of Community Facility Districts for services and facilities is required in connection with this project, and the Community Facility Districts are being established accordingly. The new lots created by this map will be subject to these Community Facility Districts.

7. The City Engineer reviewed the conditions of approval for Tentative Tract Map 3153, and associated documents, to determine compliance with the same. The City Engineer is recommending approval of Final Tract Map 3153-4 for recordation based on the Project’s compliance with the Conditions of Approval.

8. The City Attorney has reviewed the Subdivision Improvement Agreement, Financial Assurances, CC&Rs, Deed Restriction and Covenant, and has determined that they are satisfactory.

9. The City Attorney and Staff have reviewed Exhibit 4 – Public Utility Easement Deed, which is necessary to provide utility services for PA4 over a portion of PA6. The City Engineer is recommending

acceptance of the Deed based on the Project’s compliance with the Conditions of Approval, attach a certificate of acceptance and record the easement.

10. The City Attorney and Staff have reviewed Exhibit 5 – Public Access Easement Deed which is necessary to provide parking on a portion of PA6 (Farmstand). The City Engineer is recommending acceptance of the Deed based on the Project’s compliance with the Conditions of Approval, attach a certificate of acceptance and record the easement.

11. The Acting City Surveyor reviewed Final Map 3153-4 and has determined that the Map complies with the applicable provisions of the Subdivision Map Act and has determined that the Map is Technically Correct.

Options

1. Approve Final Map Tract 3153-4 and direct the City Clerk to indicate Council’s approval on the map; Direct the City Manager to sign a Subdivision Improvement Agreement with the applicant, subject to editorial revisions by the City Attorney; and direct the City Engineer to record the Final Map 3153-4 and required agreements, documents, and easements; and take any other ancillary actions necessary to effectuate the contemplated approvals.

2. Refer the Final Map 3153-4 back to staff with specific directions for further consideration.

3. Provide alternative directions to staff.

Analysis and Conclusions
Planning Area 4 is part of the Olsen South Chandler Specific Plan, as shown in Figure 1. Final Map 3153-4 subdivides Planning Area 4 and is included as Exhibit 2. Final Map 3153-4 subdivides one parcel into 86 single family residential, 1 road lot and 5 common area lots. The Applicant is requesting that Final Map 3153-4 be recorded so they can move forward with housing construction.

The Applicant must demonstrate compliance with the project’s conditions of approval to record the Final Map. The conditions of approval include construction of water, recycled water, and sewer improvements, and submittal of CC&R and future Homeowners Association documents. The City Engineer and City Surveyor have reviewed the Final Map and have determined that it is technically correct and ready to record pending the following:

Subdivision Improvement Agreement
The Applicant is required to install water, recycled water, sewer, tract, and frontage improvements as part of the conditions of approval. The Applicant is requesting that they be allowed to sign a Subdivision Improvement Agreement in lieu of installing the improvements prior to Final Map recordation. This is allowed by the City Code and the Subdivision Map Act. The Applicant has reviewed the Subdivision Improvement Agreement and agrees with the terms. The Applicant-signed Subdivision Improvement Agreement is included as Exhibit 3. Subdivision Improvement Agreements include financial securities that ensure frontage improvements are completed if the project is abandoned. The applicant is proposing to use Bonds as the financial security. The City Attorney has reviewed the bonds and determined they meet the City’s Municipal Code Requirements.

Community Facilities District
Community Facilities Districts (CFD) 2022-1N (Facilities) and 2022-2N (Services) were formed in August 2022. The parcel being subdivided was included in these CFD areas; therefore, the new parcels will automatically be subject to the requirements of each CFD. Community Services District 2022-1N is established to pay for backbone infrastructure improvements (e.g., roads, water, sewer) that will serve

the entire project. Community Facilities District 2022-2N is established to pay for maintenance of services including roads, parks, open space, emergency, and community services.

Fiscal Impact
There is no fiscal direct fiscal impact resulting from Final Map Tract 3153-4 recordation. The Map’s long term fiscal impact to City services are offset by the property leases, community facilities district taxes, and fees for services.

CEQA
A Final Environmental Impact Report (EIR) was previously prepared for the Olsen South Chandler Specific Plan. The proposed Final Tract Map does not require additional review under CEQA pursuant to Public Resources Code section 21166 and CEQA Guidelines section 15162 and 15182 (no subsequent or supplemental EIR is required, because no “substantial changes” to the project or to the circumstances under which the project was undertaken are proposed, and there are no “new significant environmental effects” or a “substantial increase in the severity of previously identified significant effects” under the existing EIR).

Recommendation (Option 1)

1. Approve Resolution 25-XXX which:

A. Approves Final Tract Map 3153-4 and directs the City Clerk to state the Council’s approval on the Final Map.

B. Accepts the Offers of Dedication to the terms of Offer of Dedication by the parties having a record interest in said land.

C. Accept the Deed Restriction and Covenant.

D. Authorizes entering into a Subdivision Improvement Agreement, directing the City Manager to sign the Subdivision Improvement Agreement, and authorizing the City Attorney to correct any non-substantive errors in the document.

E. Accepts the Public Utility Easement Deed, Public Access Easement Deed offered to the City by the parties having a record interest in said land.

2. Direct the City Engineer to record all documents required by the Conditions of Approval.

Attachments

1. Planning Area Map, Olsen South Chandler Project

2. Resolution 25-XXX Acceptance of Final Map 3153-4
a. Exhibit A – Final Tract Map 3153-4
b. Exhibit B – Subdivision Improvement Agreement with Bonds attached c. Exhibit C – Public Utility Easement Deed
d. Exhibit D – Public Access Easement Deed
e. Exhibit E – Deed Restriction and Covenant Document

Attachment 1

Attachment 2
RESOLUTION 25-XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES ACCEPTING FINAL MAP TRACT 3153-4 FOR RECORDATION, AND APPROVING THE SUBDIVISION IMPROVEMENT AGREEMENT TRACT 3153-4
OLSEN – SOUTH CHANDLER SPECIFIC PLAN – PLANNING AREA 4
APPLICANT – K.Hovnanian Communities, INC
WHEREAS The Olsen South Chandler Specific Plan (SP) (also referred to as “Vinedo”) was approved by the City Council on February 20, 2020. The SP document can be found at this link. The intent of the SP is to serve as a comprehensive guide to development of the 358-acre, 1,293 residential unit specific plan area, located on the southeast side of the City, adjacent to unincorporated San Luis Obispo County land.

WHEREAS Vesting Tentative Tract Map (VTTM) 3152 was approved as part of the SP approvals. VTTM 3152 subdivided the various planning areas to accommodate the 1,293 planned residential units; and WHEREAS, Planning Area 4 (PA-4), Lot D of Tract 3152 was included in VTTM 3153 – South Chandler Small Lot Map; and
WHEREAS, The City finds that a Final Environmental Impact Report (EIR) was previously prepared for the Olsen South Chandler Specific Plan. The proposed Vesting Tentative Tract Map does not require additional review under CEQA pursuant to Public Resources Code section 21166 and CEQA Guidelines section 15162 and 15182 (no subsequent or supplemental EIR is required, because no “substantial changes” to the project or to the circumstances under which the project was undertaken are proposed, and there are no “new significant environmental effects” or a “substantial increase in the severity of previously identified significant effects” under the existing EIR); and
WHEREAS, applicant’s Brookfield / K Hovnanian, (developer), are requesting that the Final Map for Tract 3152-4 (Map) be approved and accepted by the City Council for recordation; and WHEREAS the Map is a request to subdivide approximately 17 acres of the Olsen-South Chandler Ranch Specific Plan, Planning Area 4, into 92 lots, including 86 residential lots and 6 common area and road parcels; and
WHEREAS, the developer is requesting that the City enter into a Subdivision Improvement Agreement for the public improvements and monumentation required in connection with this project, which is authorized pursuant to the Paso Robles Municipal Code and state Subdivision Map Act, and has provided related financial assurances; and
WHEREAS, the developer has submitted a signed Subdivision Improvement Agreement (Exhibit B) and has submitted bonds as the financial assurances; and
WHEREAS all conditions of approval for this subdivision have been satisfied by the applicant for the Map; and
WHEREAS, the City Engineer and Acting City Surveyor have reviewed the final tract map and find that it is in substantial conformance with the approved tentative map and Conditions of Approval, and is technically correct.

Attachment 2

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. Section 1. All the above recitals are true and correct and incorporated herein by reference.

Section 2. The City Council hereby approves the Final Map for Tract 3153-4 and authorizes Final Map execution and recordation.

Section 3. The City Council hereby accepts the Offers of Dedication for public utility easements, road, nonexclusive public access, drainage, storm drain, water, and sewer easement purposes by the parties having a record interest in said land, as shown on the Final Map attached hereto as Exhibit A and incorporated herein by this reference. The City Council accepts the one foot relinquishment of ingress and egress as shown on the Final Map.

Section 4. The City Council hereby accepts the Public Access Easement Deed made by Olsen Ranch 212, LLC, A California Limited Liability Company, attached hereto as Exhibit D, and incorporated herein by reference, and authorizes the City Manager to execute a Certificate of Acceptance, and record the document.

Section 5. The City Council hereby accepts the Public Utility Easement Deed made by Olsen Ranch 212, LLC, A California Limited Liability Company, attached hereto as Exhibit C, and incorporated herein by reference, and authorizes the City Manager to execute a Certificate of Acceptance, and record the document.

Section 6. The City Council directs the City Manager to sign the Subdivision Improvement Agreement and authorizes the City Attorney to correct any non-substantive errors in the documents, included herewith and incorporated by this reference as Exhibit B.

Section 7. The City Council authorizes the City Manager, in consultation with the City Attorney, to take any additional ancillary actions necessary to ensure all associated documents are executed consistent with the City Council’s approval of the Final Map for Tract 3153-4 and City-required documents.

APPROVED this 4
th day of March, 2025th day of February, 2024, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr. , Mayor

Attachment 2
ATTEST:

Melissa Boyer, City Clerk
Exhibit A – Final Tract Map 3153-4
Exhibit B – Subdivision Improvement Agreement with Bonds attached Exhibit C – Public Utility Easement Deed
Exhibit D – Public Access Easement Deed
Exhibit E – Deed Restriction and Covenant Document

 


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Exhibit
A

Exhibit A

Exhibit A

Exhibit A

Exhibit A

Exhibit A

Exhibit A

Exhibit A

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit
B

Exhibit B

Exhibit B

BOND ESTIMATE
City of Paso Robles - Date 2/19/2025
TRACT NO. 3153 - 4 (PA 4)
Improvement - Khov Construction Contract Awarded / BidAmount Source Roadways / Road Edges (Sec 3-1 & Sec 4-1) 2,361,052.00 Bid - Streets and Flat Work Storm Drain (Sec 5-1) 983,660.00 American Construction
Water Supply (Sec 6-1) 848,685.00 American Construction Wastewater (Sec 7-1) 703,643.00 American Construction
Erosion Control (1.1.2.J & APP.B) 21,450.00 BMP Soulutions Subtotal 4,918,490.00
City Requested Cost Adjustment (25%) 6,148,112.50
Inflation (10%) 614,811.25
Administrative (20%) 1,229,622.50
Adjusted Subtotal 7,992,546.25
Contingency (10%) 799,254.63
SUBTOTAL OF SECURITY TO BE POSTED 8,791,800.88
Standard Unit Cost for Project Security (SLO CO) 7,008,100.00 See attached) Total Performance Bond (PA4) 15,799,900.44
Exhibit B

BOND ESTIMATE
for City of Paso Robles DATE 2/19/2025
TRACT NO. 3153 - Phase 1 (PA 4)
Job No: 19356D
Prepared By: JB/KD
TYPE UNIT K Hovnanian Construction
Amount Contracted/Installed Contracted Bid No Bids or Contracts - Use City Est.

MISCELLANEOUS Includes all cost adjustments using
SLO County 2.45%

GATE EA

LANDSCAPE AND IRRIGATION- PARKWAY SF
(BOTTOM AREA) SF

DRAINAGE BASIN - LANDSCAPE/IRRIGATIO SF
SUBTOTAL ** No Khov Bid. City Est. $ 1,639,206
ROADWAYS: SEC. 3-1
HOT MIX ASPHALT IN PLACE* 3" SF
CLASS II AGG. BASE 8" SF
CLASS II AGG. BASE 12" SF
CROSS GUTTER AND SPANDREL D-5 SF
ROAD EDGES: SEC. 4-1
DRIVEWAY APPROACH - CONCRETE (B-2,3) SF
HANDICAP RAMP C-5 EA
CURB AND GUTTER 6" (C-2) LF
SIDEWALK C-4 SF
SUBTOTAL $ - $ 2,361,052 (* Streets and Flatwork)
STORM DRAIN: SEC. 5-1
CURB INLET D-2 EA
CULVERT PIPE 18" LF
CULVERT PIPE 24" LF
CULVERT PIPE 30" LF
HEADWALL (CALTRANS D89) 15"-36" PIPE EA
RIP-RAP DISSIPATER 0.25 TON, H-5 CY
MANHOLE D-3 8' DEPTH EA
STORM DRAIN LATERAL PVC 4" LF
INSERTA-TEE 4" EA
CATCH BASIN 24"x24" EA
SUBTOTAL $ American Construction 983,660 $ -
WATER SUPPLY: SEC. 6-1
WATER SERVICE AND METER BOX W-4 EA
WATER MAIN- DUCTILE IRON PIPE 8" LF
GATE VALVE 8" EA
FIRE HYDRANT W-2 EA
BLOWOFF ASSEMBLY W-5 EA
AIR RELIEF VALVE W-6, 2" EA
THRUST BLOCKS W-1, 8" EA
RESTRAINED JOINT 8" EA

PRESSURE REDUCING VALVE SYSTEM EA
SUBTOTAL $ 848,685 American Construction
WASTEWATER DISPOSAL: SEC. 7-1
SEWER LATERAL, TIE IN S-3 EA
SEWER CLEANOUT S-2 EA
SEWER MAIN (BACKFILL TYPE) 8" NATIVE LF
MANHOLE TYPICAL (S-1) EA

SUBTOTAL
$ American Construction 703,643 $ -
UTILITIES: SEC. 8-1
JOINT TRENCH P-4 LF

STREET LIGHTS EA

SUBTOTAL
** No Khov Bid. City Est. $ 349,440
TRAFFIC CONTROL: SEC. 9-1**

TRAFFIC STRIPING THERMOPLASTIC SF
STOP + STREET NAME SIGNS M-4 EA
BARRICADE WOOD (M-2A) LF

TRAFFIC CONTROL LS LS

SUBTOTAL
** No Khov Bid. City Est. $ - $ 11,990.00
EROSION CONTROL: SEC. 1.1.2.J & APP.B

SAND OR GRAVEL BAG EA

SILT FENCE LF

CONSTRUCTION ENTRANCE EA
SUBTOTAL $ 21,450 BMP Solutions $ -
Subtotal $ 1,708,753.13 $ 3,209,736.63 $ 2,000,636.00
City requested Cost Adjustment Factor 1.25% 1.25 $ 2,135,941.41 $ 4,012,170.79 SLO Cost Index Factor 2.45 $ 4,900,782.76

2.45 Inflation (10%) $ 213,594.14 $ 401,217.08 $ 490,078.28 Administration (20%) $ 427,188.28 $ 802,434.16 $ 980,156.55 Adjusted Subtotal $ 2,776,723.83 $ 5,215,822.02 $ 6,371,017.59 Contingency (10%) $ 277,672.38 $ 521,582.20 $ 637,101.76 TOTAL SECURITY TO BE POSTED: $ 3,054,396.21 $ 5,737,404.23 $ 7,008,100.00 $ 15,799,900.44 (rounded to the nearest $100) Total of 3 Bond Amounts
-ENGINEER'S SEAL- -RESULTS2/19/2025
Engineer's signature date
City requested Cost Adjustment Factor 1.25% City requested Cost Adjustment Factor 1.25%

UNIT COST
$721.00
$3.00
$50.00
$3.00
$2.90
$1.75
$2.50
$17.00
$9.00
$2,000.00
$22.00
$10.00
$3,900
$60.00
$80.00
$90.00
$3,420.00
$50.00
$4,500
$50.00
$350.00
$2,000.00
$1,700.00
$65.00
$2,056.00
$4,800.00
$2,000.00
$2,370.00
$385.00
$150.00
$10,000.00
$1,350.00
$1,500.00
$50.00
$4,500.00
$40.00
$5,000.00
$3.00
$600.00
$1,000.00
$80.00
5000
$3.00
$2.81
Exhibit B

Project:

Prepared by:

Firm Name:

Date:

PRICE INDEX BASELINE, 2011 CALTRANS INDEX = 51.6
2nd Quarter 2023 PRICE INDEX = 126.4 Caltrans
-ENGINEER'S SEALSubtotal $2,000,636.00
Cost Index Factor 2.45
Adjusted Subtotal $4,900,782.76
Inflation (10%) $490,078.28
Administration (20%) $980,156.55
Adjusted Subtotal $6,371,017.59
Contingency (10%) $637,101.76
TOTAL SECURITY TO BE POSTED: $7,008,100
(rounded to the nearest $100)
``
2/19/2025
Engineer's signature date
revised 6/1/2022
February 19, 2025
-RESULTSStandard Unit Costs for Project Security (Performance Bond)

COUNTY OF SAN LUIS OBISPO

DEPARTMENT OF PUBLIC WORKS
VINEDO PA 4JLBRICK ENGINEERING
page 1 of 12
Exhibit
B

SITE PREPARATION: SEC. 2-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL CLEARING AND GRUBBING $0.03 SF - TREE REMOVAL $300.00 EA - CONCRETE REMOVAL S.W. $3.25 SF - CONCRETE REMOVAL C & G $10.00 LF - GRIND HOT MIX ASPHALT $1.03 SF $4,250 - DISPOSAL OF HOT MIX ASPHALT $50.00 CY $360 - OTHER REMOVAL (SPECIFY) - ABANDON WELL $1,650.00 EA - ABANDON SEPTIC SYSTEM $500.00 EA - DISPOSAL OF CLIII BASE $29.00 CY $360 -
EXCAVATION 0-1000 CY $22.00 CY $500 -
1000-20000 CY $15.00 CY -
> 20000 CY $9.00 CY -
IMPORT 0-1000 CY $31.00 CY $500 -
1000-20000 CY $22.00 CY -
> 20000 CY $12.00 CY -
FINE GRADING $0.30 SF -
- - - - - - - - - - - - - -
Subtotal -
page 2 of 12
Exhibit B

ROADWAYS: SEC. 3-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL HOT MIX ASPHALT IN PLACE 2" $1.95 SF $800 - HOT MIX ASPHALT IN PLACE 3" $2.90 SF $800 - HOT MIX ASPHALT IN PLACE 4" $3.70 SF $800 - HOT MIX ASPHALT IN PLACE 5" $4.90 SF $800 - HOT MIX ASPHALT IN PLACE 6" $5.60 SF $800 - HOT MIX ASPHALT IN PLACE $135 TON $800 - CLASS II AGG. BASE 4" $0.87 SF - CLASS II AGG. BASE 6" $1.30 SF - CLASS II AGG. BASE 8" $1.75 SF - CLASS II AGG. BASE 10" $2.10 SF - CLASS II AGG. BASE 12" $2.50 SF - CLASS II AGG. BASE 18" $3.70 SF - CLASS II AGG. BASE $35.00 TON - CROSS GUTTER AND SPANDREL D-5 $17.00 SF - GEOTEXTLE FABRIC $1.00 SF - SEAL COAT/SLURRY SEAL $0.60 SF - CHIP SEAL $2.00 SF - SAW CUT CONCRETE $4.00 LF $250 -
SAW CUT HMA $2.17 LF $250 -
- - - -
- - - - - - - -
Subtotal -
page 3 of 12
Exhibit B

ROAD EDGES: SEC. 4-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL DRIVEWAY APPROACH - CONCRETE (B-2,3) $9.00 SFDRIVEWAY APPROACH - HMA (B-1) $5.50 SFHANDICAP RAMP C-5 $2,000.00 EACURB AND GUTTER 6" (C-2) $22.00 LFCURB ONLY C-2A $16.00 LFHOT MIX ASPHALT DIKE C-3 $10.00 LF $800SIDEWALK C-4 $10.00 SFGUARDRAIL $40.00 LF - STREET TREE WELL M-5 $700.00 EA - DECOMPOSED GRANITE WALKWAY $3.50 SF $625 --------------------- Subtotal - page 4 of 12 Exhibit
B

STORM DRAIN: SEC. 5-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL CURB INLET D-2 $3,900 EARURAL INLET D-2A,B $1,700 EACULVERT PIPE 15" $38.00 LFCULVERT PIPE 18" $60.00 LFCULVERT PIPE 24" $80.00 LFCULVERT PIPE 30" $90.00 LFCULVERT PIPE 36" $105.00 LFCULVERT PIPE 48" $135.00 LFCULVERT PIPE 60" $150.00 LFHEADWALL (CALTRANS D89) 15"-36" PIPE $3,420.00 EAHEADWALL -WING TYPE (D89) 18"-60" $4,800.00 EAUNDERDRAIN (SIDEWALK) D-4A, D-4B $1,500.00 EAUNDERDRAIN (SIDEWALK) PIPE D-4 $500.00 EARIP-RAP DISSIPATER 0.25 TON, H-5 $50.00 CYRIP-RAP DISSIPATER 0.5 TON, H-5 $160.00 CYRIP-RAP DISSIPATER 1 TON, H-5 $170.00 CYRIP-RAP DISSIPATER 2 TON, H-5 $180.00 CYOVERSIDE DRAIN, (CALTRANS) HMA $320.00 EACONCRETE V-DITCH (SLOPE) $40.00 LFMANHOLE D-3 8' DEPTH $4,500 EATIE TO EX. MANHOLE $2,000 EAUNDERGROUND BASIN STORMTECH $8.00 CF $500 STORM DRAIN LATERAL PVC 4" $50.00 LFINSERTA-TEE 4" $350.00 EA CATCH BASIN 36"x36" $2,500 EACATCH BASIN 24"x24" $2,000.00 EA -
- - - -
Subtotal -
page 5 of 12
Exhibit B

WATER SUPPLY: SEC. 6-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL WATER SERVICE AND METER BOX W-4 $1,700.00 EARAISE WATER METER $400.00 EAWATER MAIN 6" $50.00 LF WATER MAIN- DUCTILE IRON PIPE 8" $65.00 LFWATER MAIN 10" $68.00 LFWATER MAIN 12" $92.00 LFWATER MAIN 14" $106.00 LFWATER MAIN 16" $120.00 LFHOT TAP 6" $1,998.00 EAHOT TAP 8" $2,238.00 EAHOT TAP 10" $3,219.00 EAGATE VALVE 4" $514.00 EA GATE VALVE 6" $1,500.00 EA
GATE VALVE 8" $2,056.00 EA
FIRE HYDRANT W-2 $4,800.00 EA
RELOCATE FIRE HYDRANT $2,280.00 EABLOWOFF ASSEMBLY W-5 $2,000.00 EAAIR RELIEF VALVE W-6, 1" $1,550.00 EAAIR RELIEF VALVE W-6, 2" $2,370.00 EAAIR RELIEF VALVE W-6, 4" $5,285.00 EAWATER SAMPLING STATION W-7 $1,250.00 EA THRUST BLOCKS W-1, 6" $275.00 EA
THRUST BLOCKS W-1, 8" $385.00 EA
THRUST BLOCKS W-1, 10" $484.00 EA
THRUST BLOCKS W-1, 12" $714.00 EA
STEEL WATER TANK WELDED $1.50 PER GALSTEEL WATER TANK BOLTED $1.00 PER GAL RESTRAINED JOINT 8" $150.00 EAPRESSURE REDUCING VALVE SYSTEM $10,000.00 EA - Subtotal - page 6 of 12 Exhibit
B

WASTEWATER DISPOSAL: SEC. 7-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL SEWER LATERAL, TIE IN S-3 $1,350.00 EASEWER LATERAL, TIE IN STEEP S-3a $1,600.00 EASEWER CLEANOUT S-2 $1,500.00 EASEWER MAIN (BACKFILL TYPE) 6" NATIVE $35.00 LFSEWER MAIN (BACKFILL TYPE) 8" NATIVE $50.00 LFSEWER MAIN (BACKFILL TYPE) 6" IMPORT $40.00 LFSEWER MAIN (BACKFILL TYPE) 8" IMPORT $60.00 LFSEWER MAIN (BACKFILL TYPE) 12" IMPORT $75.00 LFSLURRY BACKFILL $19.00 LFMANHOLE TYPICAL (S-1) $4,500.00 EAMANHOLE DROP (S-1A) $5,400.00 EA - TIE TO EXISTING MANHOLE $2,000.00 EA - FORCE MAIN 4" OR LESS $40.00 LF - ADJUST MANHOLE COVER $535.00 EA - - - - - - - - - - - - - - - - - -
Subtotal -
page 7 of 12
Exhibit B

UTILITIES: SEC. 8-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL JOINT TRENCH P-4 $40.00 LF 5361 214,440.00
GAS TRENCH $24.00 LF -
PIPE JACKING (BORING) 6" PIPE OR LESS $120.00 LF - SERVICE POLE RELOCATE $1,000.00 EA - TELEPHONE POLE RELOCATE $2,500.00 EA -
ELECTRIC POLE RELOCATE $6,000.00 EA -
JUNCTION POLE RELOCATE $9,000.00 EA -
UNDERGROUND + JP RELOCATE $15,000.00 EA - INSTALL SIDEWALK GUY $1,300.00 EA - STREET LIGHTS $5,000.00 EA 27 135,000.00
GUY ANCHOR ONLY RELOCATE $1,800.00 EA -
GUY POLE AND ANCHOR RELOCATE $3,100.00 EA -
- - - - - - - - - - - - - - - - - -
Subtotal 349,440.00
page 8 of 12
Exhibit B

TRAFFIC CONTROL: SEC. 9-1 TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL TRAFFIC STRIPING THERMOPLASTIC $3.00 SF BULK 250 750.00 TRAFFIC STRIPING PAINT $0.60 LF - TRAFFIC STRIPING THERMOPLASTIC $1.20 LF - REMOVE STRIPING $3.00 LF - TRAFFIC MARKING $1.25 SF - STOP + STREET NAME SIGNS M-4 $600.00 EA 4 2,400.00 STREET NAME SIGN ONLY M-4 $300.00 EA - BARRICADE METAL (M-2) $1,300.00 EA - BARRICADE WOOD (M-2A) $80.00 LF 48 3,840.00 MARKERS AND DELINEATORS $32.00 EA - CONSTRUCTION AREA SIGNS $400.00 EA - TRAFFIC CONTROL LS $ 10,000.00 LS 5000 5,000.00 ------------------- Subtotal 11,990.00 page 9 of 12
Exhibit
B

EROSION CONTROL: SEC. 1.1.2.J & APP.B TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL SAND OR GRAVEL BAG $3.00 EAJUTE MAT $0.35 SFSTRAW MAT $0.28 SFSTRAW BALE BARRIER $5.24 LFSTRAW BALE INLET BARRIER $3.53 LFSILT FENCE $2.81 LFFIBER ROLLS $1.96 LFFIBER MAT $0.40 SFHYDROSEED $0.33 SFCONSTRUCTION ENTRANCE $1,000.00 EA -
Subtotal -
page 10 of 12
Exhibit B

MISCELLANEOUS TYPE UNIT COST UNIT MINIMUM QUANTITY TOTAL CHAIN LINK FENCE 6' NEW $35.00 LF - OTHER FENCE LF - GATE $721.00 EA 2 1,442.00 LANDSCAPE AND IRRIGATION- PARKWAY $3.00 SF $500 83198 249,594.00 MONUMENT WELLS M-1, M-1A $700.00 EA -
RETAINING WALLS CMU/POURED $38.00 SF (FACE WALL) - RETAINING WALLS GRAVITY $28.00 SF (FACE WALL) - -
DRAINAGE BASIN- GRAVEL/BIOMEDIA (BOTTOM AREA) $50.00 SF 22250 1,112,500.00 DRAINAGE BASIN - LANDSCAPE/IRRIGATION $3.00 SF 91890 275,670.00 - - -
- -
- - - - - - - - - - - - - - - -
Subtotal 1639206.00
page 11 of 12
Exhibit B

Exhibit C
Exhibit B

Exhibit B

Exhibit B

Exhibit B

Exhibit D
Exhibit B

Exhibit B

Exhibit B

Exhibit B

January 8, 2025
Rick Engineering Company
ATTN: Francis Adrias
RE: Tract 3153-4 – VINEDO
This is to certify that a total of 40 Monuments will be set, as shown on the Final Map entitled, “Tract 3153-4, VINEDO, In The City of Paso Robles, County of San Luis Obispo, State of California” by Rick Engineering, for a total cost of $12,820.00 Sincerely,
Matt D. Morrow
L.S. 8501
Morrow Surveying 1255 Starboard Drive
West Sacramento, CA 95691
916.372.8124 Voice
916.372.8538 Facsimile
Exhibit E
Exhibit B

Exhibit C

Exhibit C

Exhibit C

Exhibit C

Exhibit C

Exhibit D

Exhibit D

Exhibit D

Exhibit D

Exhibit
E

Exhibit
E

Exhibit
E

Exhibit
E

Council Agenda Report
From: David LaCaro, Public Works Operations Manager
Subject: Approval of a Contract to GHD Engineering Group for Development of the Traffic Signal Master Plan
CEQA Determination: The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Date: March 4, 2025
Facts

1. The City is responsible for approximately 100 linear miles of roadway and maintains 27 intersections and seven crosswalks throughout the City. Housing development and the resultant increases in population has led to increased traffic and the need to optimize traffic flow throughout the City.

2. In 2021, the City completed a Local Roadway Safety Plan (LRSP). The LRSP established a framework and process for identifying, analyzing, and prioritizing roadway safety improvements within the City’s boundaries. The LRSP identified intersections that exhibit high collision trends and provided recommendations for improved signal coordination as well as other improvements. Focus locations include Niblick Road, Creston Road, Spring Street, 13th Street, and 24th Street.

3. As part of the LRSP recommendations, on October 5, 2023, the City completed the Niblick Corridor Traffic Signal Improvement Project. The project involved the upgrade of eight intersection signals along the Niblick corridor from Spring Street to Creston Road. Upgrades included signal backplates, traffic signal LED light sizing, signal mounting hardware, controller software, and signal conflict monitor units.

4. The next step in roadway safety improvements is the development of a Traffic Signal Master Plan. On October 10, 2024, staff invited qualified traffic engineering (or equivalent) firms to submit formal proposals based on the advertised Request for Proposals (RFP). Staff received formal proposals on November 15, 2024, from five qualified firms for the development of the Traffic Signal Master Plan.

5. On December 16, 2025, the proposal review committee of David LaCaro, Public Works Operations Manager, Ditas Esperanza, Capital Projects Engineer, Leslie Fraizer, City Engineer, and Dante Pecchenino, Senior Development Review Engineer reviewed and scored the submitted proposals based on level of experience, demonstrated technical ability, and capability of developing innovative or advanced techniques. As a result, the review committee short-listed and invited three qualified firms that met the City’s expected Master Plan objectives for follow-up interviews. Interviews were conducted on January 24, 2025. As a result of the RFP process, City staff selected GHD Engineering Group as the highest ranked traffic engineering firm.

Options

1. Take no action;

2. Authorize the City Manager to execute a Professional Services Agreement, subject to legal counsel review, with GHD Engineering Group to develop the City of Paso Robles Traffic Signal Master Plan in an amount not to exceed $199,985; or

3. Provide alternative direction to staff.

Analysis and Conclusions
The LRSP identified intersection locations that exhibit high collision rates and provided recommendations such as improved signal coordination and adaptive timing. More specifically, the LRSP identified the following intersections as having the highest collision rates:
 Niblick Road at River Road  24th Street at Riverside Avenue  Spring Street at Niblick Road  Spring Street at 6th Street  Spring Street at 24th Street  Creston Road at Golden Hills Road  Creston Road at River Road  Niblick Road at Rambouillet Road  Niblick Road at Creston Road  Riverside Avenue at 13th Street The purpose of the Traffic Signal Master Plan is to serve as a strategic guide for operating, managing, and maintaining traffic signals throughout the City. The selected firm will work closely with City officials, stakeholders, and the community to develop the Traffic Signal Master Plan.

The primary objectives of the Traffic Signal Master Plan are:
 Optimizing Traffic Flow: Improve the efficiency of traffic movement through intersections by optimizing signal timings and phasing, reducing delays, and minimizing congestion in major areas such as Niblick Road, Creston Road, Spring Street, 13th Street, and 24th Street.  Enhancing Safety: Reduce the likelihood of accidents, improving overall road safety for drivers, cyclists, and pedestrians by coordinating signals and implementing effective signal phasing.  Supporting Future Growth: Consider current traffic patterns and future growth, ensuring that the signal system can accommodate increased traffic volumes and changing patterns over time.  Promoting Sustainability: Reduce vehicle idling and fuel consumption, contributing to lower emissions and a smaller environmental footprint.
 Improving Coordination: Ensure that signals work together seamlessly, especially in areas with multiple signals or complex intersections, leading to smoother traffic flow and fewer conflicts.  Addressing Specific Needs: Tailor solutions to address unique challenges in different areas, such as high-density zones, school zones, or areas with significant pedestrian traffic.

 Leveraging Technology: Incorporate advanced technologies, where possible, like adaptive signal control systems, which can dynamically adjust signal timings based on real-time traffic conditions.

Overall, the Traffic Signal Master Plan will help create a more efficient, safe, and responsive traffic management system.

Fiscal Impact
The not to exceed contract value for GHD Engineering Group to complete the Traffic Signal Master Plan is $199,985. This project was anticipated and included in the FY 2024-25 budget through Local Roadway Safety Plan set-aside funds. There is sufficient funding for the Traffic Signal Master Plan and no further action is required related to funding authorization.

CEQA
The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378, where the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment.

Recommendation (Option 2)
Approve Resolution 25-XXX, awarding a contract for the Traffic Signal Master Plan development to GHD Engineering Group in the amount of $199,985 and authorizing the City Manager to execute the contract subject to any minor, technical or non-substantive changes as approved by the City Manager and City Attorney.

Attachments

1. Resolution 25-XXX - Traffic Signal Master Plan

2. GHD Engineering Group, Revised Proposal – February 7, 2025

Attachment 1
RESOLUTION 25-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES

AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH

GHD TRAFFIC ENGINEERING FIRM FOR THE TRAFFIC SIGNAL MASTER PLAN UPDATE AND PROGRAM

SUPPORT SERVICES
WHEREAS, the Traffic Signal Master Plan (TSMP) is a strategic planning guide with primary objectives to optimize traffic flow, enhance safety, support future growth, leverage technologies promoting sustainability, improve coordination, address specific needs to unique challenges, and incorporate advanced technologies where possible; and
WHEREAS, master plan elements will allow staff to identify future capital improvements that would enhance the traffic management system, and would provide for a more efficient, safe, and responsive traffic management system; and
WHEREAS, on October 10, 2024, the City advertised a Request for Proposals(RFP) from qualified traffic engineering (or equivalent) firms to provide professional services for the TSMP development and five qualified proposals were received; and
WHEREAS, on December 16, 2024, the proposal review committee of David LaCaro, Public Works Operations Manager, Ditas Esperanza, Capital Projects Engineer, Dante Pecchenino, Senior Development Review Engineer, and Leslie Frazier, City Engineer, ranked each proposal using a standardized and weighted ranking system, short-listed three (3) qualified consulting firms, and conducted two virtual interviews to meet the candidates and determine the highest ranked consulting firm; and
WHEREAS, based on the RFP process, the proposal review committee selected GHD Engineering Group as the most qualified firm to complete the TSMP; and
WHEREAS, budgeted funds from the Local Roadway Safety Plan set-aside funds are available for the project and no additional expenditure is required to complete the TSMP.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. All of the above recitals are true and correct and incorporated herein by reference.

Section 2. The City Council hereby authorizesthe City Manager to execute a Professional Services Agreement with GHD Engineering Group in an amount not to exceed $199,985 to complete the Traffic Signal Master Plan, and authorizes the City Manager to execute the Agreement, subject to any minor, technical, or non-substantive changes as approved by the City Manager in consultation with the City Attorney.

Section 3. The City finds that this action is not a project under the California Environmental Quality Act pursuant to State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378, where it can be seen with reasonable certainty the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment.

Attachment 1
APPROVED this 4th day of March, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr. Mayor
ATTEST:

Melissa Boyer, City Clerk

1101 Monterey Street, Suite 120
San Luis Obispo, California 93401
T: +1 805 242 0461
The Power of Commitment

07 February 2025
City of Paso Robles
Public Works Department
Attention: David LaCaro, Public Works Operations Manager 1000 Spring Street
Paso Robles, CA 93446
Subject: Revised Cost Proposal for the City of Paso Robles Traffic Signal Master Plan To David LaCaro and the selection committee members,
On further consideration following on questions and potential cost proposal adjustments, we have reviewed the cost structure and forecast for the project, and have made some adjustments to better align with the City’s constraints of the budget. GHD has reduced our effort to account for the budget across all tasks to work with you on meeting the budget. Below for your consideration is our revised cost proposal.

We are ready to begin work immediately and look forward to assisting the City in delivering this project.

Regards,

CITY OF PASO ROBLES - TRAFFIC SIGNAL MASTER PLAN
REVISED PRELIMINARY FEE SCHEDULE - February 7, 2025
Description
Project
Director
Project ManagerLead
Engineer
Senior
Engineer
Staff
Engineer II
Staff
Engineer I
Project
Assistant
Total
Hours WGZE
Subs MarkupTotal
Subcontractors Disb. Fee
Estimated
Project Total
Penry Lee Tripi
Otto/Kolis/
Rogers
Plaza- Martinez Kwan
$315 $298 $315 $298 $234 $226 $107
Task1 16 48 20 16 0 0 16 116 32124 $0 $0 $0 $1,349 $33,473 Subtask 1.1 Develop Work Plan and Project Schedule 8 16 10 8 0 0 0 42 12822 $0 $0 $0 $539 $13,361 Subtask 1.2 Ongoing Project Coordination and Controls 8 32 10 8 0 0 16 74 19302 $0 $0 $0 $811 $20,113 Task2 4 18 10 0 0 0 0 32 9774 $25,137 $3,771 $28,908 $411 $39,092 Subtask 2.1 Existing System Condition and Capabilities 4 18 10 0 0 0 0 32 9774 $25,137 $3,771 $28,908 $411 $39,092 Task3 6 10 8 20 12 8 0 64 17966 $0 $0 $0 $755 $18,721
Subtask 3.1 Define Vision, Goals, and Objectives 6 10 8 20 12 8 0 64 17966 $0 $0 $0 $755 $18,721 Task4 6 16 8 20 22 8 0 80 22094 $0 $0 $0 $928 $23,022
Subtask 4.1 Develop Concept of Operations Document 6 16 8 20 22 8 0 80 22094 $0 $0 $0 $928 $23,022 Task5 6 12 8 20 16 8 0 70 19498 $0 $0 $0 $819 $20,317
Subtask 5.1 Develop the Traffic Signal Implementation Plan 6 12 8 20 16 8 0 70 19498 $0 $0 $0 $819 $20,317 Task6 6 12 8 20 18 8 0 72 19966 $0 $0 $0 $839 $20,805
Subtask 6.1 Operations and Management Plan 6 12 8 20 18 8 0 72 19966 $0 $0 $0 $839 $20,805 Task7 6 12 8 20 28 8 0 82 22306 $18,533 $2,780 $21,312 $937 $44,555 Subtask 7.1 Final Traffic Signal Master Plan 6 12 8 20 28 8 0 82 22306 $18,533 $2,780 $21,312 $937 $44,555 Total Labor Hours 50 128 70 116 96 40 16 516 143728 $43,670 $6,550 $50,220 $6,037 $199,985 x Estimated Project Total $15,750 $38,144 $22,050 $34,568 $22,464 $9,040 $1,712 $516 143728 $43,670 $6,550 $50,220 $6,037 $199,985 Labor
Total
Contact Person
Byung Lee, PE
Project Manager
[email protected]
+1 925.849.1027
Byung Lee, PE, TE
Project Manager
T: +1 925.849.1027
E: [email protected]
Frank Penry, PE, TE, PTOE
Project Director
T: +1 707.540.9019
E: [email protected]
Attachment 2

Council Agenda Report
From: Freda Berman, Public Works Director
Subject: Approval of a New City Park Event – Studios on the Park Wonderland CEQA Determination: The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Date: March 4, 2025
Facts

1. Studios on the Park proposes to stage Wonderland, a private ticketed fundraiser on the east side of City Park on Sunday, June 8, 2025, from 2 p.m. to 5 p.m.

2. The event includes a tea party style luncheon and several arts and crafts stations for various creative projects including painting large paper flowers, fanciful hats and large paper mushrooms.

Ticketholders will also enjoy live musical entertainment.

3. Studios on the Park staff and volunteers will be responsible for all logistical support of the event, including clean-up.

4. Historically, because Studios on the Park is a nonprofit, the City does not charge a fee associated with the event.

Options

1. Take no action;

2. Approve the request of Studios on the Park to present Wonderland on Sunday, June 8, 2025, in City Park; or

3. Provide alternative direction to staff.

Analysis and Conclusions
Studios on the Park, located just adjacent to City Park on Pine Street, is a nonprofit organization dedicated to providing a creative, educational, and transformational experience to enhance understanding and appreciation of the visual arts. Founded by local artist Anne Laddon, Studios on the Park is an open studio environment featuring artists working in a variety of media, educational programs for children and adults, and exhibitions by regional, national and international artists.

More than 100,000 students and visitors are served annually through Studios’ Kids Art Smart and Community Arts Access programs.

Wonderland is an appropriate addition to the standing schedule of events in City Park and does not conflict with any other planned activities.

Fiscal Impact

No City funding is requested for this event, and no staff will be assigned to the event. Studios on the Park is responsible for all costs associated with Wonderland.

CEQA
The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Recommendation
Approve the request of Studios on the Park to stage Wonderland in City Park on June 8, 2025.

Attachments

1. Wonderland Event Map

Wonderland - Studios on the Park
Sunday, June 8, 2025
Attachment 1

Council Agenda Report
From: Ditas Esperanza, Capital Projects Engineer
Subject: Approval of Preparation of Plans, Specifications, and Estimates (PS&E) for the Union Road Overcrossing at Highway 46 East
CEQA Determination: On June 7, 2024, Caltrans adopted an Initial Study with Mitigated Negative Declaration/Environmental Assessment with Findings of No Significant Impact (see Exhibit A).

Date: March 4, 2025
Facts

1. State Route Highway 46 East (SR46E) is a major goods facility that connects the California Central Valley to the Central Coast and supports a variety of travel types including regional, inter-regional, commercial, and recreational transportation.

2. In 2007 the City, San Luis Obispo Council of Governments (SLOCOG), San Luis Obispo County, and Caltrans completed a Comprehensive Corridor Study (CCS) for a five-mile section of SR46E. The study covered the segment of SR46E from approximately Buena Vista Drive to Jardine Road.

3. The CCS study identified several improvement concepts for the portion of SR46E within the City limits that would enhance local connectivity, reduce congestion, and improve traffic movement and safety.

4. A major improvement identified in the CCS study was to address the intersection of Union Road and SR46E.

5. In September 2015, the City engaged the services of Mott MacDonald to perform the Project Approval and Environmental Document (PAED) for the project.

6. Caltrans signed and accepted an Initial Study for the project on June 7, 2024, which concluded the Project Approval and Environmental Document (PAED) phase.

7. On October 21, 2024, the City issued a Request for Proposal (RFP) solicitation to complete the plans, specifications, and estimates (PS&E) for the intersection improvements at Route 46 East and Union Road, as described in the approved environmental document.

8. The RFP was sent electronically to several local consultants. The solicitation request was also placed in a nationwide procurement website. At the deadline for submittal, only Mott MacDonald responded to the City’s request and City staff determined the proposal to be responsive and proper.

9. Staff reviewed the initial scope of work and fee proposal from Mott MacDonald and worked with them to revise their scope such that their fee would align with the available budget for PS&E.

10. SLOCOG, City, and Caltrans staff determined that the final scope and fee of $3,462,164 is reflective of the project needs and requirements. The construction cost is estimated to be $60 million and Mott MacDonald’s fee is within the standard costs for PS&E (6% of construction costs).

Options

1. Take no action;

2. Authorize the City Manager to enter into a contract with Mott MacDonald, in the amount of $3,462,164 to prepare the plans, specifications and estimates (PS&E) for the Union Road Overcrossing at Highway 46 East; or

3. Provide alternative direction to staff.

Analysis and Conclusions
The City’s Circulation Element has identified the need to provide improvements at Union Road and SR46E, to facilitate a parallel route to SR46E. These improvements would provide local traffic alternative connections and relieve congestion pressure on SR46E and have been identified as a mitigation measure for the Beechwood, Olsen, and Chandler Ranch Specific Plan projects.

Fiscal Impact
The total cost of PS&E to Mott MacDonald totals $3,462,164. The San Luis Obispo Council of Governments (SLOCOG) and the City are partnering in funding the PS&E. SLOCOG has set aside $1,750,000 and the City is matching with an equal amount for a total budget of $3,500,000. The City’s portion was envisioned and included in the adopted FY 2024-25 Capital Improvement budget and as such, no other action is required.

The City has applied for a Caltrans Grant in the amount of $20 million, to be used to acquire the right-ofway needed for the project. If successful, the completion of the PS&E and availability of a grant to acquire the right-of-way, the City and SLOCOG will be in a position of having a shovel ready project to apply for a construction grant.

CEQA
On June 7, 2024, Caltrans adopted an Initial Study with Mitigated Negative Declaration/Environmental Assessment with Findings of No Significant Impact (see attached).

Recommendation
Approve Resolution 25-XXX and authorize the City Manager to enter into a contract with Mott MacDonald, in the amount of $3,462,164 to prepare the plans, specifications and estimates (PS&E) for the Union Road Overcrossing at Highway 46 East.

Attachments

1. Resolution 25-XXX – Union Road Overcrossing at Highway 46 East PSE a. Exhibit A - Initial Study with Mitigated Negative Declaration – Environmental Assessment

Attachment 1
RESOLUTION 25-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES APPROVING PREPARATION

OF PLANS, SPECIFICATIONS, AND ESTIMATES (PS&E) FOR THE UNION ROAD OVERCROSSING AT HIGHWAY 46 EAST
WHEREAS, State Route Highway 46 East (SR46E) is a major goods facility that connects the California Central Valley to the Central Coast and supports a variety of travel types including regional, interregional, commercial, and recreational; and WHEREAS, in 2007 the City, San Luis Obispo Council of Governments (SLOCOG), San Luis Obispo County, and Caltrans completed a Comprehensive Corridor Study (CCS) for a five-mile section of SR46E which identified several improvement concepts for the portion of SR46E within the City limits that would enhance local connectivity, reduce congestion, and improve traffic movement and safety; and WHEREAS, a major improvement identified in the CCS study was to address the intersection of Union Road and SR46E; and
WHEREAS, in September 2015, the City engaged the services of Mott MacDonald to perform the Project Approval and Environmental Document (PAED) for the project. Caltrans signed and accepted an Initial Study for the project on June 7, 2024, which concluded the Project Approval and Environmental Document (PAED) phase; and
WHEREAS, on October 21, 2024, the City issued a Request for Proposal (RFP) solicitation to perform the plans, specifications, and estimates (PS&E) for the intersection improvements at Route 46 East and Union Road, as described in the approved environmental document; and WHEREAS, at the deadline for submittal, only Mott MacDonald responded to the City’s request and City staff determined the proposal to be responsive and proper; and WHEREAS, SLOCOG, City, and Caltrans staff determined that Mott MacDonald’s final scope and fee of $3,462,164 is reflective of the project needs and requirements.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. All of the above recitals are true and correct and incorporated herein by reference.

Section 2. Authorize the City Manager to enter into a contract with Mott MacDonald, in the amount of $3,462,164 to prepare the plans, specifications and estimates (PS&E) for the Union Road Overcrossing at Highway 46 East.

Section 3. The San Luis Obispo Council of Governments (SLOCOG) and the City are partnering in funding the PS&E. SLOCOG has set aside $1,750,000 and the City is matching with an equal amount for a total budget of $3,500,000. The City’s portion was envisioned and included in the adopted FY 2024-25 Capital Improvement budget and as such, no other action is required.

Attachment 1
Section 4. On June 7, 2024, Caltrans adopted an Initial Study with Mitigated Negative Declaration/Environmental Assessment with Findings of No Significant Impact attached hereunto as Exhibit A.APPROVED this 4
th day of March, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr., Mayor
ATTEST:

Melissa Boyer, City Clerk
Exhibit A – Initial Study with Mitigated Negative Declaration – Environmental Assessment

State Route 46 East/Union Road Intersection Improvements On State Route 46 East/Union Road in Paso Robles in San Luis Obispo County
05-SLO-46-PM 30. 7-32.4
EA 05-1C150 and Project Number 0512000070
State Clearinghouse Number 2023080075
Initial Study
with Mitigated Negative Declaration/
Environmental Assessment with Finding of No Significant Impact
Prepared by the
State of California Department of Transportation
and City of Paso Robles
The environmental review, consultation, and any other actions required by applicable Federal environmental laws for this project are being, or have been, carried out by Caltrans pursuant to 23 U.S.

Code 327 and the Memorandum of Understanding dated May 27, 2022, and executed by the Federal Highway Administration and Caltrans.

June 2024
lbltnznl·
Exhibit A

State Clearinghouse Number 2023080075
05-SLO-46-PM 30.7-32.4
EA 05-1C150 and Project Number 0512000070
Convert the at-grade intersection of State Route 46 East and Union Road/Paso Robles to a grade-separated crossing from post miles 30. 7 through 32.4 in Paso Robles, San Luis Obispo County

INITIAL STUDY
with Mitigated Negative Declaration/
ENVIRONMENTAL ASSESSMENT with Finding of No
Significant Impact
Submitted Pursuant to: (State) Division 13, California Public Resources Code (Federal) 42 U.S. Code 4332(2)(C) and 49 U.S. Code 303

THE STATE OF CALIFORNIA
Department of Transportation
and
Cooperating Agency: City of Paso Robles
Responsible Agency: California Transportation Commission asonWilkinso n
Environmental Deputy District Director, District 5
California Department of Transportation
CEQA and NEPA Lead Agency
June 7, 2024
Date
The following individual can be contacted for more information about this document:

Matt Fowler, California Department of Transportation, District 5, 50 Higuera Street, San Luis Obispo, California 93401; phone: 805-779-0793; email: [email protected] State Route 46 East/Union Road Intersection Improvements • i Exhibit A

Council Agenda Report
From: Mark Scandalis, Airport Manager
Subject: Approval of a Resolution Awarding a Construction Contract for Airfield Parking Ramp Repairs at the Paso Robles Airport
CEQA Determination: The City finds that this action is categorically exempt from the California Environmental Quality Act (“CEQA”) under the Class 1 exemption, which applies to the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing structures, facilities, mechanical equipment, or topographical features where ethe project involves negligible or no expansion of existing or former use (State CEQA Guidelines, § 15301).

Date: March 4, 2025
Facts

1. The FY 2024-25 adopted budget included a series of projects at the Airport, of which $150,000 was approved each year for the routine general maintenance of airfield pavements.

2. Consistent with the budget appropriation two airfield pavement surfaces were identified for repairs, specifically an area north of the concrete apron and the transient ramp, identified as “Work Area A” and “Work Area B” in Attachment 3.

3. Tartaglia Engineering prepared plans and specifications for the Airfield Parking Ramp Repairs Project.

The engineers estimate for the work was $301,095.

4. On February 6, 2025, five bids for the project were received as follows:

Construction Firm Bid Amount
Souza Construction $267,215.00
Westrock General Engineering $327,327.00
Papich Construction $348,048.50
R. Burke Corporation $349,680.00
Viborg Sand & Gravel $370,630.60

5. Staff reviewed the lowest bid from Souza Construction and found it to be a responsive bid and found Souza Construction to be a responsible bidder.

Options

1. Take no action;

2. Award a construction contract to Souza Construction to perform the Airfield Parking Ramp Repairs Project in the amount of $267,215; or

3. Provide alternative direction to staff.

Analysis and Conclusions
The Airport operates as an independent enterprise separate and apart from the General Fund. Major capital projects like runway and taxiway rehabilitation would not be possible without infusion of capital from Federal Aviation Administration (FAA) grant finding programs which prioritize funding based on proximity to the runway. Generally, projects like this aircraft parking area ramp repair fall low on FAA funding priority because parking areas are furthest from the runway. For these reasons projects like this Airfield Parking Ramp Repairs Project have generally been funded through the Airport Enterprise Fund.

Repairing these areas will enhance the useful life of the aircraft parking areas and provide for a safer aircraft operating environment by cutting down on potential foreign objects and debris.

Fiscal Impact
The total cost for this aircraft parking ramp repair is estimated not to exceed $267,215. The current available project budget is $125,157, resulting in a budget shortfall of $142,058. Staff recommends that City Council fund this shortfall with an appropriation from Airport Fund reserves, and decrease appropriations already designated in FY 2025-26 budgeted pavement repairs.

CEQA
The City finds that this action is categorically exempt from the California Environmental Quality Act (“CEQA”) under the Class 1 exemption, which applies to the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing structures, facilities, mechanical equipment, or topographical features where the project involves negligible or no expansion of existing or former use (State CEQA Guidelines, § 15301)
Recommendation
Approve Resolution 25-XXX, authorizing:

1. Award of a contract to Souza Construction for the Airfield Parking Ramp Repairs Project for an amount not to exceed $267,21; the City Manager and City Attorney to make minor, technical or nonsubstantive changes to the contract that are consistent with Council action; and the City Manager to execute the contract, subject to City Attorney review.

2. A transfer of $150,000 from the Airport Reserves to the Airport budget to fund the remaining balance on the project.

Attachments

1. Resolution 25-XXX – Airfield Parking Ramp Repair

2. Souza Construction Bid

Attachment 1
RESOLUTION 25-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES

AWARDING A CONSTRUCTION CONTRACT FOR AIRFIELD PARKING

RAMP REPAIRS TO SOUZA CONSTRUCTION
WHEREAS, in 2024 the City Council adopted a two-year budget for the Airport covering FY 2024-25 and FY 2025-26 and
WHEREAS, the approved two-year budget appropriations include monies for the maintenance of airfield pavements; and
WHEREAS, plans and specifications were prepared for the Airport Parking Ramp Repairs Project and advertised for bid with an engineer’s estimate of $301,095 and on February 6, 2025, five bids were received ranging from $267,215 to $370,630; and
WHEREAS, City staff reviewed the lowest bid from Souza Construction and found it to be a responsive bid and found Souza Construction to be a responsible bidder; and WHEREAS, the project is included in the adopted FY 2024-25 Airport budget and project costs are covered by the available FY 2024-25 budget and appropriations from the FY 2025-26 budget.

WHEREAS, to cover the full project costs, a transfer of $150,000 from the Airport Reserves is required, and will result in a decrease in the 2025/26 budget appropriation for pavement repairs.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. All of the above recitals are true and correct and incorporated herein by reference.

Section 2. The City Council hereby awards a construction contract to Souza Construction for the Airfield Parking Ramp Repairs Project in the amount of $267,215 and authorizes the City Manager to execute the Agreement, subject to City Attorney review, and subject to any minor, technical, or non-substantive changes as approved by the City Manager and City Attorney.

Section 3. The City Council hereby authorizes a transfer from the Airport Reserves in the amount of $150,000 to the Airport operating budget to cover the full project costs.

Section 4. The City finds this action is categorically exempt from the California Environmental Quality Act (“CEQA”) under Class 1 exemption, which applies to the operation, facilities, maintenance, permitting, leasing, licensing, or minor alteration of existing structures, facilities, mechanical equipment, or topographical features where the project involves negligible or no expansion of existing or former use ( State CEQA Guidelines § 15301)

Attachment 1
RESOLUTION 25-XXX
APPROVED this 4th day of March, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr., Mayor
ATTEST:

Melissa Boyer, City Clerk

Attachment 2

Attachment 2

Attachment 2

Attachment 2

Attachment 2

Attachment 2

Council Agenda Report
From: David LaCaro, Public Works Operations Manager
Subject: Public Hearing to Receive and Consider Protests for the Conveyance and Sale of Real Property Located at 417 Cool Valley Drive and approving the purchase and sale agreement conveying the property to David Anderson
CEQA Determination: The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Date: March 4, 2025
Facts

1. 417 Cool Valley Drive consists of a 6,925-square foot open space parcel located at the northwest corner of Cool Valley Drive and Oriole Way. The property was dedicated as an open space easement for the benefit of the general public.

2. In 2007, when the surrounding tract (Tract 2609) was developed, a concrete wall was constructed around the lot and became connected to 925 Oriole Way. The subject lot is bisected by a seasonal creek which comprises approximately half the parcel. On September 19, 2006, the City Council adopted a resolution annexing Tract 2609 into Landscape and Lighting Maintenance District No. 1, Sub-Area 112. On January 2, 2007, the City Council adopted a Resolution accepting an offer of dedication for the open space easement located at 417 Cool Valley Drive for the benefit of the general public. However, the concrete wall prohibits public access and its use.

3. City staff determined that the parcel does not have a public use and desires to dispose of the property to better maximize its value in furtherance of the City’s land use and policy goals. As such, the property owner at 925 Oriole Way, David Anderson, and the City both agreed to pursue the option to allow the sale and purchase of the 417 Cool Valley Drive property, provided that both parties came to a mutually agreeable property value.

4. The City hired Hamner, Jewell, and Associates (HJA) to provide a land appraisal report to determine the fair market value of the subject property with the intent to sell 417 Cool Valley. Over the subsequent months, HJA and Mr. Anderson negotiated a final value of $10,000.00 for the parcel based on recent comparable land sale prices, improvements to the subject parcel at the owner’s expense, as well as other factors.

5. On January 15, 2025, City Council adopted Resolution 25-009. Resolution 25-009 1) formally announced the intent to sell the property located at 417 Cool Valley Drive based on the finding of public interest and convenience requiring the sale of the property; 2) fixed a date and time for hearing protests to the property conveyance for March 4, 2025 3) published the adopted Resolution in the local publication and no less than ten (10) days in three (3) conspicuous locations upon the property on January 30, 2025; and 4) declared that the subject property is exempt for the Surplus Land Act.

6. On February 25, 2025, the City ‘s Planning Commission approved a finding that the City’s intent to sell the 417 Cool Valley Drive property conforms with the City’s General Plan pursuant to Government Code Section 65402.

7. City staff, with assistance from City legal counsel (BBK), developed a draft Purchase and Sales Agreement (PSA) for the purpose of legally selling the property to Mr. Anderson (refer to Exhibit B to Resolution 25-XXXX). The PSA includes, at a minimum, terms and conditions of sale including a discussion of the escrow process.

8. On January 24, 2025, staff notified the Department of Housing and Community Development (HCD) of its intent to sell the 417 Cool Valley Drive property and determined that the subject property was exempt from the Surplus Land Act. Staff received a concurrence letter on February 7, 2025 (refer to Attachment 2), stating that the “If the submitted documentation and assertions by the City are complete and accurate, HDC finds that the property qualifies as ‘exempt surplus land’ under Government Code Section 54221, subdivision (f)(1)(B).”
Community Outreach
On January 30, 2025, City staff published the adopted City Council Resolution (Resolution 25-009) in a local publication. On January 22, 2025, staff physically placed/posted Resolution 25-009 in three (3) conspicuous locations on the subject property for no less than ten (10) days.

Options

1. Take no action;

2. Accept written and/or oral protest if any are received, overrule such protests and approve a resolution authorizing the City Manager to execute the Purchase and Sale Agreement (PSA) between the City and Mr. David Anderson subject to any minor, technical or non-substantive changes as approved by the City Manager and City Attorney; or

3. Provide alternative direction to staff.

Analysis and Conclusions
The property located at 925 Oriole Way is unlawfully connected to the City-owned property and is enclosed by a 600-foot concrete wall, ranging from 6-foot to 8-foot in height, which prohibits public access. As a result, the City responded with a letter to Mr. Anderson, the property owner of 925 Oriole Way, requiring the removal of the wall that encroaches upon, and closes off access to, a portion of the dedicated open space at 417 Cool Valley Drive, in accordance with California Government Code Section 51058.

In response, Mr. Anderson explained that the wall was built prior to his ownership and requested that the City not proceed with the removal of any section of the wall surrounding the 417 Cool Valley Drive open space parcel. After several discussions and site visits with Mr. Anderson, a follow-up letter was sent providing two options in order to rectify the current legal irregularities. The first option was to remove the existing concrete wall with possible replacement along the actual property line provided that the wall was improperly placed so as to enclose a portion of the City’s dedicated open space area, which is the case. The second option was the sale of the subject property by the City to Mr. Anderson, consistent with all legal obligations.

Upon further consideration, City staff and Mr. Anderson agreed to pursue the second option. As such, Mr.

Anderson hired Grant Skinner Appraisal Services to complete a Market Value Analysis on the subject property, which resulted in a property value of $10,000. In parallel, the City hired (Hamner and Jewel Associates) HJA to complete a land value appraisal report of the subject property, which resulted in an estimated land value of $14,000. Both appraisals evaluated recent comparable and local property sales.

HJA assisted the City in property negotiation with the goal of settling on a property value that would achieve the City’s desire to dispose of the property to better maximize its value in furtherance of the City’s

land use and policy goals. In addition, this action would reduce the unnecessary financial burden to Mr.

Anderson through the removal, and possible replacement of the wall. The final negotiated property value is $10,000.

The subject parcel is considered surplus land because it is owned in fee simple by the City with the intent to dispose of surplus land. The Surplus Land Act exempts certain surplus land from its requirements, including property that is “less than one-half acre [21,780 square feet] and is not contiguous to land owned by a state or local agency that is used for open space or low- and moderate-income housing purposes.” The parcel is 6,925 square feet and, therefore, meets the exemption requirement. In addition, staff notified the Department of Housing and Community Development (HCD) of its intent to sell the 417 Cool Valley Drive property and determined that the subject property was exempt from the Surplus Land Act on January 24, 2025. Staff received a concurrence letter on February 7, 2025 (refer to Attachment 2), stating that the “If the submitted documentation and assertions by the City are complete and accurate, HCD finds that the property qualifies as ‘exempt surplus land’ under Government Code Section 54221, subdivision (f)(1)(B).”
Fiscal Impact
The total proceeds from the sale of the open space at 417 Cool Valley Drive is $10,000. There are onetime costs for the sale of the subject property, which would include cost for escrow, title policy, as well as County recording and transfer tax fees that are estimated to be $2,000.

CEQA
The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Recommendation (Option 2)
Accept and overrule any written and/or oral protest receive and approve Resolution 25-XXX authorizing the City Manager to execute the Purchase and Sale Agreement (PSA) between the City and Mr. David Anderson subject to any minor, technical or non-substantive changes as approved by the City Manager and City Attorney.

Attachments

1. Resolution 25-XXX – PSA 417 Cool Valley Drive
a. Exhibit A – Legal Description, 417 Cool Valey Drive
b. Exhibit B – Purchase and Sales Agreement between City of Paso Robles and Mr. David Anderson

2. Department of Housing and Community Development – February 7, 2025, Surplus Land Act Exemption Letter

Attachment 1
RESOLUTION 25-XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES

OVERRULING PROTESTS, IF ANY WERE RECEIVED, AND APPROVING A PURCHASE AND SALE AGREEMENT FOR THE SALE OF CERTAIN REAL PROPERTY (417 COOL VALLEY DRIVE) AND FINDING THE ACTION EXEMPT UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (“CEQA”) WHEREAS, the City of El Paso De Robles (“City”) owns in fee simple that certain real property located at 417 Cool Valley Drive in the City of El Paso De Robles (APN: 009-750-058) and legally described in Exhibit “A” attached to this Resolution and incorporated by reference herein (the “Property”); and WHEREAS, the City intends to sell the Property by executing a Purchase and Sale Agreement in a form substantially similar to Exhibit “B” attached to this Resolution and incorporated by reference herein (“PSA”) with David Anderson (“Purchaser”); and
WHEREAS, on January 15, 2025, the City Council passed and approved Resolution 25-009 declaring the Property as exempt surplus land and the City’s intent to sell the Property; and WHEREAS, Resolution 25-009 set a public hearing for March 4, 2025, at 6 PM or as soon thereafter to hear any protests to the sale of the Property in the City Council Chambers located at 1000 Spring Street, Paso Robles, CA 93446; and
WHEREAS, the City submitted exempt surplus land documentation for review by the Department of Housing and Community Development (“HCD”) in compliance with the Surplus Land Act procedures required by law, and received consent from HCD to proceed with the sale of the Property pursuant to Resolution 25-009 and finding the Property “exempt surplus land” in a letter sent to the City on February 7, 2025; and
WHEREAS, on February 25, 2025, the Planning Commission find the proposed disposition conforms with the General Plan pursuant to Government Code Section 65402; and WHEREAS, on March 4, 2025 the City Council heard and overruled any protest to the sale in accordance with the requirements of the Alternative Land Disposition process, before approving the PSA.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. All of the above recitals are true and correct, constitute findings of the City Council, and are incorporated herein by reference.

Section 2. The City Council hereby overrules protests to the sale, if any were received, and finds that the sale of the Property to Mr. Anderson is in the best interest of the City.

Section 3. The City Council hereby approves the sale of the Property to the Purchaser for valuable consideration and directs the Interim City Manager to execute the attached PSA and do or cause their designees to take any other actions necessary to carry out the intent of this resolution. The

Attachment 1
Interim City Manager is authorized to make minor modifications to the PSA that fulfills the intent of the parties, with consultation from the City Attorney’s Office.

Section 4. The City Council finds and determines, after independent review and consideration, that pursuant to the California Environmental Quality Act (Public Resources Code section 21000, et seq.) ("CEQA") the disposition of the Property will not result in a direct or reasonably foreseeable indirect physical change in the environment and the activity is not a project pursuant to CEQA Guidelines section 15060(c)(2)-(3).

Section 5. The custodian of documents constituting the record of proceedings for this matter is the City Clerk’s Office. The documents constituting the record of proceedings for this matter are located at the City Council Chambers at 1000 Spring Street, Paso Robles, CA 93446.

Section 6. If any provision of this resolution is held invalid, the remainder of this resolution shall not be affected by such invalidity, and the provisions of this resolution are severable.

Section 7. This resolution shall become effective immediately upon its adoption.

APPROVED this 4
th day of March, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr. , Mayor
ATTEST:

Melissa Boyer, City Clerk

Attachment 1
EXHIBIT “A”

LEGAL DESCRIPTION OF PROPERTY
For APN/Parcel ID(s): 009-750-058

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF PASO ROBLES, COUNTY OF SAN LUIS OBISPO, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:

Exhibit A

55452.02400\34006011.1
Exhibit B
-1-

REAL PROPERTY PURCHASE AND SALE AGREEMENT

AND JOINT ESCROW INSTRUCTIONS
(_417 COOL VALLEY DRIVE_)
by and between

THE CITY OF EL PASO DE ROBLES,
a municipal corporation
and

DAVID ANDERSON
[DATED AS OF FEBRUARY___, 2025 FOR REFERENCE PURPOSES ONLY]

Exhibit B
-1-

REAL PROPERTY PURCHASE AND SALE AGREEMENT AND JOINT ESCROW

INSTRUCTIONS
(417 COOL VALLEY DRIVE)
This REAL PROPERTY PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (417 Cool Valley Drive) (“Agreement”) is dated as of February__, 2025, for reference purposes only, and is entered into by and between CITY OF EL PASO DE ROBLES, a municipal corporation (“Seller”), and DAVID ANDERSON (“Buyer”). Seller and Buyer enter into this Agreement with reference to the following recitals of fact (each, a “Recital”):

RECITALS
A. Seller is the owner of certain real property located in the City of El Paso De Robles (“City”), County of San Luis Obispo, State of California (specifically defined in Section 1 of this Agreement as the “Property”);
B. The Property was dedicated as an open space easement for the benefit of the general public, however, a concrete wall obstructed public access and its use C. Seller has determined that it does not have a public use for the Property, and desires to dispose of the Property to better maximize its value in furtherance of the City’s land use and policy goals;
D. Seller and Buyer have both agreed to the sale and purchase of the Property; E. This Agreement implements the goals and objectives of Seller by disposing of property that has no public benefit; and
F. Seller has also determined that the public benefit of this Agreement outweighs any private benefit arising from this Agreement;

NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES AND

COVENANTS OF SELLER AND BUYER SET FORTH IN THIS AGREEMENT AND

OTHER GOOD AND VALUABLE CONSIDERATION, SELLER AND BUYER AGREE, AS FOLLOWS:

TERMS AND CONDITIONS

1. DEFINITIONS

1.1 Definitions. The following words, terms and phrases are used in this Agreement with the following meanings, unless the particular context or usage of a word, term or phrase requires another interpretation:

Exhibit B
-2-

1.1.1 Affiliate. Any other Person, directly or indirectly, Controlling or Controlled by or under common Control with the specified Person.

1.1.2 Agreement. This Real Property Purchase and Sale Agreement and Joint Escrow Instructions (417 Cool Valley Drive) by and between Seller and Buyer, including all of the attached exhibits.

1.1.3 Approval. Any license, permit, approval, consent, certificate, ruling, variance, authorization, conditional use permit or amendment to any of the foregoing, as shall be necessary or appropriate under any Law to commence, perform or complete any construction on or development of the Property.

1.1.4 Bankruptcy Law. Title 11 United States Code or any other or successor State or Federal statute relating to assignment for the benefit of creditors, appointment of a receiver or trustee, bankruptcy, composition, insolvency, moratorium, reorganization or similar matters.

1.1.5 Bankruptcy Proceeding. Any proceeding, whether voluntary or involuntary, under any Bankruptcy Law.

1.1.6 Business Day. Any weekday on which Seller is open to conduct regular municipal functions with Seller personnel.

1.1.7 Buyer. David Anderson and any assignee of or successor to the rights, powers or responsibilities of David Anderson allowed under this Agreement.

1.1.8 Buyer Title Policy. A standard CLTA owners’ policy of title insurance issued by the Title Company, with coverage in the amount of the Purchase Price, showing title to the Property vested in Buyer, subject only to Permitted Exceptions.

1.1.9 CEQA. The California Environmental Quality Act, Public Resources Code Section 21000, et seq.

1.1.10 CEQA Documents. Any exemption determination, any Negative Declaration (mitigated or otherwise) or any Environmental Impact Report (including any addendum or amendment to, or subsequent or supplemental Environmental Impact Report) required or permitted by any Government, pursuant to CEQA, for Seller to approve or perform this Agreement or issue any Approval.

1.1.11 City. Defined in Recital A.

1.1.12 City Manager. The City Manager of Seller, or his or her designee or successor in function.

1.1.13 Claim. Any claim, loss, cost, damage, expense, liability, lien, action, cause of action (whether in tort, contract, under statute, at law, in equity or otherwise), charge, award, assessment, fine or penalty of any kind (including consultant and expert fees and expenses and investigation costs of whatever kind or nature and, if an Indemnitor improperly

Exhibit B
-3-
fails to provide a defense for an Indemnitee, then Legal Costs of the Indemnitee) and any judgment.

1.1.14 Close of Escrow. The first date on which the Escrow Agent has filed the Seller Deed with the County for recording in the official records of the County.

1.1.15 Control. Possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a Person, whether by ownership of Equity Interests, by contract or otherwise.

1.1.16 County. The County of San Luis Obispo.

1.1.17 Default. An Escrow Default, a Monetary Default or a Non-Monetary Default.

1.1.18 Default Interest. Interest at an annual rate equal to the lesser of: (a) eight (8%) per annum; or (b) the Usury Limit.

1.1.19 Deposit. One Thousand Dollars ($1000).

1.1.20 Due Diligence Completion Notice. A written notice from Buyer delivered to both Seller and Escrow Agent, prior to the end of the Due Diligence Period, indicating Buyer’s unconditional acceptance of the condition of the Property or indicating Buyer’s rejection of the condition of the Property and refusal to accept a conveyance of title to the Property, describing in reasonable detail the actions that Buyer reasonably believes are indicated to allow Buyer to unconditionally accept the condition of the Property.

1.1.21 Due Diligence Investigations. Buyer’s due diligence investigations of the physical and economic feasibility of the Property for Buyer’s intended use of the Property, including investigation of the environmental and geotechnical conditions of the Property, obtaining Approvals for Buyer’s intended use of the Property, studying the economic feasibility of Buyer’s intended use of the Property, obtaining tenant commitments for Buyer’s intended use of the Property, all as deemed appropriate in the reasonable discretion of Buyer and all at the sole cost and expense of Buyer.

1.1.22 Due Diligence Period. The time period of thirty (30) consecutive calendar days commencing on the day immediately following the Escrow Opening Date.

1.1.23 Effective Date. Defined in Section 2.

1.1.24 Environmental Claim. Any and all claims, demands, damages, losses, liabilities, obligations, penalties, fines, actions, causes of action, judgments, suits, proceedings, costs, disbursements or expenses, including Legal Costs and fees and costs of environmental consultants and other experts, and all foreseeable and unforeseeable damages or costs of any kind or of any nature whatsoever, directly or indirectly, relating to or arising from any actual or alleged violation of any Environmental Law or any Hazardous Substance Discharge.

Exhibit B
-4-

1.1.25 Environmental Laws. All Federal, State, local or City laws, rules, orders, regulations, statutes, ordinances, codes, decrees or requirements of any Government in effect on or enacted after the Effective Date, regulating, relating to, or imposing liability or standards of conduct concerning any Hazardous Substance, the regulation or protection of the environment, including ambient air, soil, soil vapor, groundwater, surface water, or land use or pertaining to occupational health or industrial hygiene or occupational or environmental conditions on, under or about the Property, as now or may at any later time be in effect, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”) [42 USC Section 9601 et seq.]; the Resource Conservation and Recovery Act of 1976 (“RCRA”) [42 USC Section 6901 et seq.]; the Clean Water Act, also known as the Federal Water Pollution Control Act (“FWPCA”) [33 USC Section 1251 et seq.]; the Toxic Substances Control Act (“TSCA”) [15 USC Section 2601 et seq.]; the Hazardous Materials Transportation Act (“HMTA”) [49 USC Section 1801 et seq.]; the Insecticide, Fungicide, Rodenticide Act [7 USC Section 6901 et seq.] the Clean Air Act [42 USC Section 7401 et seq.]; the Safe Drinking Water Act [42 USC Section 300f et seq.]; the Solid Waste Disposal Act [42 USC Section 6901 et seq.]; the Surface Mining Control and Reclamation Act [30 USC Section 101 et seq.] the Emergency Planning and Community Right to Know Act [42 USC Section 11001 et seq.]; the Occupational Safety and Health Act [29 USC Section 655 and 657]; the California Underground Storage of Hazardous Substances Act [California Health & Safety Code Section 25288 et seq.]; the California Hazardous Substances Account Act [California Health & Safety Code Section 25300 et seq.]; the California Safe Drinking Water and Toxic Enforcement Act [California Health & Safety Code Section 24249.5 et seq.]; or the Porter-Cologne Water Quality Act [California Water Code Section 13000 et seq.]; together with any regulations promulgated under the authorities referenced in this Section 1.1.25.

1.1.26 Equity Interest. All or any part of any equity or ownership interest(s) (whether stock, partnership interest, beneficial interest in a trust, membership interest in a limited liability company, or other interest of an ownership or equity nature) in any entity, at any tier of ownership, that directly owns or holds any ownership or equity interest in a Person.

1.1.27 Escrow. An escrow, as defined in Civil Code Section 1057 and Financial Code Section 17003(a), that is conducted by the Escrow Agent with respect to the sale of the Property from Seller to Buyer pursuant to this Agreement.

1.1.28 Escrow Agent. __________, or such other Person mutually agreed upon in writing by both Seller and Buyer.

1.1.29 Escrow Closing Date. The earlier of: (a) on or before the fifteenth (15th) Business Day following the Escrow Agent’s receipt of written confirmation from both Seller and Buyer of the satisfaction or waiver of all conditions precedent to the Close of Escrow; (b) the sixtieth (60) calendar day following the Escrow Opening Date; or (c) another date mutually agreed upon in writing between the Parties for the Close of Escrow, in the Parties’ respective sole and absolute discretion.

1.1.30 Escrow Closing Statement. A statement prepared by the Escrow Agent indicating, among other things, the Escrow Agent’s estimate of all funds to be deposited or

Exhibit B
-5-
received by Seller or Buyer, respectively, and all charges to be paid by Seller or Buyer, respectively, through the Escrow.

1.1.31 Escrow Default. The unexcused failure of a Party to submit any document or funds to the Escrow Agent as reasonably necessary to close the Escrow, pursuant to the terms and conditions of this Agreement.

1.1.32 Escrow Opening Date. The first date on which a copy of this Agreement signed by both Seller and Buyer is deposited with the Escrow Agent, as provided in Section 4.1.

1.1.33 Event of Default. The occurrence of any one or more of the following:
(a) Monetary Default. A Monetary Default that continues for seven (7) calendar days after Notice to the Party in Default, specifying in reasonable detail the amount of money not paid or the bond, surety or insurance not provided; (b) Escrow Default. An Escrow Default that continues for seven (7) calendar days after Notice to the Party in Default, specifying in reasonable detail the document or funds not submitted;
(c) Bankruptcy or Insolvency. Buyer admits in writing that Buyer is unable to pay Buyer’s debts as they become due or Buyer becomes subject to any Bankruptcy Proceeding (except an involuntary Bankruptcy Proceeding dismissed within ninety (90) days after commencement), or a custodian or trustee is appointed to take possession of, or an attachment, execution or other judicial seizure is made with respect to, substantially all of Buyer’s assets or Buyer’s interest in this Agreement or the Property (unless such appointment, attachment, execution, or other seizure was involuntary and is contested with diligence and continuity and vacated and discharged within ninety (90) days); (d) Transfer. The occurrence of a Transfer, whether voluntarily or involuntarily or by operation of Law, in violation of the terms or conditions of this Agreement; or
(e) Non-Monetary Default. Any Non-Monetary Default, other than those specifically addressed in Section 1.1.33(c) or Section 1.1.33(d), that is not cured within thirty (30) days after Notice to the Party in Default describing the Non-Monetary Default in reasonable detail. In the case of such a Non-Monetary Default that cannot with reasonable diligence be cured within thirty (30) days after the effective date of such Notice, an Event of Default shall occur, if the Party in Default does not do all of the following: (a) within thirty (30) days after Notice of such Non-Monetary Default, advise the other Party of the intention of the Party in Default to take all reasonable steps to cure such Non-Monetary Default; (b) duly commence such cure within such thirty (30) day period; and (c) diligently prosecute such cure to completion within a reasonable time under the circumstances.

1.1.34 Federal. The federal government of the United States of America.

Exhibit B
-6-

1.1.35 Final. Relative to issuance or denial of any Approval, when all administrative appeal periods regarding such Approval have expired, without the valid commencement of any such appeal, or all administrative appeals or challenges validly commenced regarding such Approval have been resolved to Buyer’s reasonable satisfaction.

1.1.36 FIRPTA Affidavit. A certification that Seller is not a “foreign person” within the meaning of such term under Section 1445 of the United States Internal Revenue Code.

1.1.37 Form 593. A California Franchise Tax Board Form 593-C.

1.1.38 Government. Any and all courts, boards, agencies, commissions, offices or authorities of any nature whatsoever of any governmental unit (Federal, State, County, district, municipal, City or otherwise) whether now or later in existence.

1.1.39 Hazardous Substance. Any flammable substance, explosive, radioactive material, asbestos, asbestos-containing material, polychlorinated biphenyl, chemical known to cause cancer or reproductive toxicity, pollutant, contaminant, hazardous waste, medical wastes, toxic substance or related material, explosive, petroleum, petroleum product or any “hazardous” or “toxic” material, substance or waste that is defined by those or similar terms or is regulated as such under any Law, including any material, substance or waste that is: (a) defined as a “hazardous substance” under Section 311 of the Water Pollution Control Act (33 U.S.C. § 1317), as amended; (b) designated as “hazardous substances” pursuant to 33 U.S.C. § 1321; (c) defined as a “hazardous waste” under Section 1004 of the Resource Conservation and Recovery Act of 1976, 42 U.S.C. § 6901, et seq., as amended; (d) defined as a “hazardous substance” or “hazardous waste” under Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by the Superfund Reauthorization Act of 1986, 42 U.S.C. § 9601, et seq., or any so-called “superfund” or “superlien” law; (e) defined as a “pollutant” or “contaminant” under 42 U.S.C. § 9601(33); (f) defined as “hazardous waste” under 40 C.F.R. Part 260; (g) defined as a “hazardous chemical” under 29 C.F.R. Part 1910; (h) any matter within the definition of “hazardous substance” set forth in 15 U.S.C. § 1262; (i) any matter, waste or substance regulated under the Toxic Substances Control Act (“TSCA”) [15 U.S.C. Sections 2601, et seq.]; (j) any matter, waste or substance regulated under the Hazardous Materials Transportation Act, 49 U.S.C. Sections 1801, et seq.; (k) those substances listed in the United States Department of Transportation (DOT)Table [49 C.F.R. 172.101]; (l) any matter, waste or substances designated by the EPA, or any successor authority, as a hazardous substance [40 C.F.R. Part 302]; (m) defined as “hazardous waste” in Section 25117 of the California Health and Safety Code; (n) defined as a “hazardous substance” in Section 25316 of the California Health and Safety Code; (o) that is subject to any other Law regulating, relating to or imposing obligations, liability or standards of conduct concerning protection of human health, plant life, animal life, natural resources, property or the enjoyment of life or property free from the presence in the environment of any solid, liquid, gas, odor or any form of energy from whatever source; or (p) that is or becomes regulated or classified as hazardous or toxic under Law or in the regulations adopted pursuant to Law.

1.1.40 Hazardous Substance Discharge. Any deposit, discharge, generation, release or spill of a Hazardous Substance that occurs at, on, under, into or from the Property or during transportation of any Hazardous Substance to or from the Property, or that arises at any

Exhibit B
-7-
time from any construction, installation, use or operation or other activities conducted at, on, under or from the Property, whether or not caused by a Party.

1.1.41 Indemnify. Where this Agreement states that any Indemnitor shall “indemnify” any Indemnitee from, against or for a particular Claim, that the Indemnitor shall indemnify the Indemnitee and defend and hold the Indemnitee harmless from and against such Claim (alleged or otherwise). “Indemnified” shall have the correlative meaning.

1.1.42 Indemnitee. Any Person entitled to be Indemnified under the terms of this Agreement.

1.1.43 Indemnitor. A Party that agrees to Indemnify any other Person under the terms of this Agreement.

1.1.44 Law. Every law, ordinance, requirement, order, proclamation, directive, rule or regulation of any Government applicable to the Property, in any way, including relating to any development, construction, use, maintenance, taxation, operation, occupancy of or environmental conditions affecting the Property, or relating to any taxes, or otherwise relating to this Agreement or any Party’s rights, obligations or remedies under this Agreement, or any Transfer of any of the foregoing, whether in force on the Effective Date or passed, enacted, modified, amended or imposed at some later time, subject in all cases, however, to any applicable waiver, variance or exemption.

1.1.45 Legal Costs. In reference to any Person, all reasonable costs and expenses such Person incurs in any legal proceeding or other matter for which such Person is entitled to be reimbursed for its Legal Costs, including reasonable attorneys’ fees, court costs and expenses and consultant and expert witness fees and expenses.

1.1.46 Monetary Default. Any failure by either Party to pay or deposit, when and as this Agreement requires, any amount of money, bond, surety or evidence of any insurance coverage required to be provided under this Agreement, whether to or with a Party or a Third Person.

1.1.47 Non-Monetary Default. The occurrence of any of the following, except to the extent constituting a Monetary Default or an Escrow Default: (a) any failure of a Party to perform any of such Party’s obligations under this Agreement; (b) any failure of a Party to comply with any material restriction or prohibition in this Agreement; or (c) any other event or circumstance that, with passage of time or giving of Notice, or both, or neither, would constitute a breach of this Agreement by a Party.

1.1.48 Notice. Any consent, demand, designation, election, notice or request relating to this Agreement, including any Notice of Default. All Notices must be in writing.

1.1.49 Notify. To give a Notice.

1.1.50 Parties. Collectively, Seller and Buyer.

1.1.51 Party. Individually, either Seller or Buyer, as applicable.

Exhibit B
-8-

1.1.52 Permitted Exception. All of the following: (a) all items shown in the Preliminary Report as exceptions to coverage under the proposed Buyer Title Policy that are approved by Buyer pursuant to Section 3.4; (b) any lien for non-delinquent property taxes or assessments; (c) any Laws applicable to the Property; (d) this Agreement; (e) the covenants, conditions or powers in the Seller Deed; (f) any existing improvements on the Property, if any; (g) any Approval; and (h) any other document or encumbrance expressly required or allowed to be recorded against the Property pursuant to the terms of this Agreement.

1.1.53 Person. Any association, corporation, governmental entity or agency, individual, joint venture, joint-stock company, limited liability company, partnership, trust, unincorporated organization or other entity of any kind.

1.1.54 Preliminary Report. A preliminary report issued by the Title Company in contemplation of the issuance of the Buyer Title Policy, accompanied by the best available copies of all documents listed in Schedule B of the report as exceptions to coverage under the proposed Buyer Title Policy.

1.1.55 Property. That certain real property specifically described in Exhibit “A” attached to this Agreement.

1.1.56 Purchase Price. Ten Thousand Dollars and Zero Cents ($10,000.00).

1.1.57 Seller. City of El Paso De Robles, a municipal corporation and any assignee of or successor to the rights, powers or responsibilities of the City of El Paso De Robles.

1.1.58 Seller Deed. A deed conveying Seller’s interest in the Property from Seller to Buyer, at the Close of Escrow, substantially in the form of Exhibit “C” attached to this Agreement.

1.1.59 Seller Parties. Collectively, Seller, Seller’s City Council and Seller’s elected officials, employees, agents and attorneys.

1.1.60 State. The State of California.

1.1.61 Third Person. Any Person that is not a Party, an Affiliate of a Party or an elected official, officer, director, manager, shareholder, member, principal, partner, employee or agent of a Party.

1.1.62 Title Company. Fidelity National Title Company, or such other Person mutually agreed upon in writing by both Seller and Buyer.

1.1.63 Title Notice. A written notice from Buyer to Seller indicating Buyer’s acceptance of the state of the title to the Property, as described in the Preliminary Report, or Buyer’s disapproval or conditional approval of specific matters shown in Schedule B of the Preliminary Report as exceptions to coverage under the proposed Buyer Title Policy, describing in suitable detail the actions that Buyer reasonably believes are required to obtain Buyer’s unconditional approval of the state of the title to the Property.

Exhibit B
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1.1.64 Title Notice Response. The written response of Seller to the Title Notice, in which Seller either elects to: (a) cause the removal from the Preliminary Report of any matters disapproved or conditionally approved in the Title Notice; (b) obtain title or other insurance or endorsement in a form reasonably satisfactory to Buyer insuring against any matters disapproved or conditionally approved in the Title Notice; or (c) not take either action described in clause “(a)” or “(b)” of this Section 1.1.64.

1.1.65 Title Notice Waiver. A written notice from Buyer to Seller waiving Buyer’s previous disapproval or conditional approval in the Title Notice of specific matters shown in Schedule B of the Preliminary Report as exceptions to coverage under the proposed Buyer Title Policy.

1.1.66 Transfer. Regarding any property, right or obligation, any of the following, whether by operation of Law or otherwise, whether voluntary or involuntary and whether direct or indirect: (a) any assignment, conveyance, grant, hypothecation, mortgage, pledge, sale or other transfer, whether direct or indirect, of all or any part of such property, right or obligation, or of any legal, beneficial, or equitable interest or estate in such property, right or obligation or any part of it (including the grant of any easement, lien, or other encumbrance); (b) any conversion, exchange, issuance, modification, reallocation, sale or other transfer of any Equity Interest(s) in the owner of such property, right or obligation by the holders of such Equity Interest(s); or (c) any transaction that is in substance equivalent to any of the foregoing. A transaction affecting Equity Interests, as referred to in clauses “(b)” or “(c)” of this Section

1.1.66, shall be deemed a Transfer by Buyer, even though Buyer is not technically the transferor.

A “Transfer” shall not, however, include any of the following (provided that the other Party has received Notice of such occurrence) relating to the Property or any Equity Interest: (i) a mere change in form of ownership, with no material change in beneficial ownership, that constitutes a tax-free transaction under, as applicable, Federal income tax law or State real estate transfer tax law; (ii) a conveyance only to member(s) of the immediate family(ies) of the transferor(s) or trusts for their benefit; (iii) a conveyance only to any Person that, as of the Effective Date, holds an Equity Interest in the entity whose Equity Interest is being transferred; or (iv) an assignment of Buyer’s rights under this Agreement.

1.1.67 Unavoidable Delay. A delay in either Party performing any obligation under this Agreement arising from or on account of any cause whatsoever beyond the Party’s reasonable control, including strikes, labor troubles or other union activities, casualty, war, acts of terrorism, riots, litigation, governmental action or inaction, regional natural disasters or inability to obtain required materials. Unavoidable Delay shall not include delay caused by a Party’s financial condition or insolvency.

1.1.68 Usury Limit. The highest rate of interest, if any, that Law allows under the circumstances.

2. EFFECTIVE DATE. This Agreement shall become effective on the first date on which all of the following have occurred: (“Effective Date”): (a) Seller has received three (3) counterpart originals of this Agreement signed by the authorized representative(s) of Buyer; (b) this Agreement has been approved by Seller’s City Council; (c) this Agreement has been signed by the authorized representative(s) of Seller; and (d) one (1) original of this Agreement signed by

Exhibit B
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the authorized representative(s) of Seller has been delivered by Seller to Buyer. Seller shall send Notice of the Effective Date to Buyer within seven (7) days following the occurrence of the Effective Date. Buyer shall sign and return a copy of such Notice to Seller within seven (7) days after receipt of such Notice.

3. PURCHASE AND SALE OF PROPERTY

3.1 Escrow. Seller shall sell the Property to Buyer and Buyer shall purchase the Property from Seller, subject to the Permitted Exceptions and the terms and conditions of this Agreement. For the purposes of exchanging funds and documents to complete the sale of the Property from Seller to Buyer and the purchase of the Property by Buyer from Seller, pursuant to the terms and conditions of this Agreement, Seller and Buyer agree to open the Escrow with the Escrow Agent. The provisions of Section 4 are the joint escrow instructions of the Parties to the Escrow Agent for conducting the Escrow.

3.2 Payment of Purchase Price. Buyer shall purchase the Property from Seller for the Purchase Price, subject to the terms and conditions of this Agreement. Buyer shall pay the Purchase Price at the Close of Escrow in immediately available funds.

3.3 Deposit. Buyer shall deliver the Deposit to Escrow Agent within three (3) Business Days following the Escrow Opening Date. Except as provided in Section 5.2, the Deposit shall be fully refundable to Buyer, upon termination of this Agreement during the Due Diligence Period or as a result of the occurrence of an Event of Default by Seller. The Deposit shall become non-refundable to Buyer, as earned compensation to Seller for providing the Due Diligence Period, upon the expiration of the Due Diligence Period (without Buyer terminating this Agreement), except that the Deposit shall be refundable to Buyer upon the later termination of this Agreement as a result of City’s Final refusal to issue any City Approval required for Buyer’s intended use and development of the Property (as long as the Application for each such Approval is consistent with the land use and zoning designations for the Property in effect on the Effective Date) or the occurrence of an Event of Default by Seller. At the Close of Escrow, the Deposit shall be credited toward the Purchase Price for the benefit of Buyer.

3.4 Buyer’s Approval of Title to Property.

3.4.1 Title Notice. Within fifteen (15) days after the Escrow Opening Date, Buyer shall request the Preliminary Report from the Title Company and that the Title Company deliver a copy of such Preliminary Report to Seller. Within thirty (30) days following Buyer’s receipt of the Preliminary Report, Buyer shall send the Title Notice to both Seller and Escrow Agent.

3.4.2 Failure to Deliver Title Notice. If Buyer fails to send the Title Notice to Seller and Escrow Agent within the time period provided in Section 3.4.1, Buyer will be deemed to disapprove the status of title to the Property and refuse to accept conveyance of the Property and either Buyer or Seller shall have the right to cancel the Escrow and terminate this Agreement upon ten (10) days’ Notice, in their respective sole and absolute discretion.

3.4.3 Title Notice Response. Within thirty (30) days following Seller’s receipt of the Title Notice (if any), Seller shall send the Title Notice Response to both Buyer and

Exhibit B
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Escrow Agent. If the Title Notice does not disapprove or conditionally approve any matter in the Preliminary Report or Buyer fails to deliver the Title Notice, Seller shall not be required to send the Title Notice Response. If Seller does not send the Title Notice Response, if necessary, within the time period provided in this Section 3.4.3, Seller shall be deemed to elect not to take any action in reference to the Title Notice. If Seller elects in the Title Notice Response to take any action in reference to the Title Notice, Seller shall complete such action, prior to the Escrow Closing Date or as otherwise specified in the Title Notice Response.

3.4.4 Title Notice Waiver. If Seller elects or is deemed to have elected not to address one or more matters set forth in the Title Notice to Buyer’s reasonable satisfaction, then within ten (10) days after the earlier of: (a) Buyer’s receipt of Seller’s Title Notice Response; or (b) the last date for Seller to deliver its Title Notice Response pursuant to Section 3.4.3, Buyer shall either: (i) refuse to accept the title to and conveyance of the Property, or (ii) waive Buyer’s disapproval or conditional approval of all such matters set forth in the Title Notice by sending the Title Notice Waiver to both Seller and Escrow Agent. Failure by Buyer to timely send the Title Notice Waiver, where the Title Notice Response or Seller’s failure to deliver the Title Notice Response results in Seller’s election not to address one or more matters set forth in the Title Notice to Buyer’s reasonable satisfaction, will be deemed Buyer’s continued refusal to accept the title to and conveyance of the Property, in which case either Buyer or Seller shall have the right, in their respective sole and absolute discretion, to cancel the Escrow and terminate this Agreement upon ten (10) calendar days’ Notice to the other Party and Escrow Agent.

3.4.5 Disapproval of Encumbrances Securing Seller Obligations.

Notwithstanding any other provision of this Agreement, Buyer disapproves any and all encumbrances against the Property securing monetary (other than non-delinquent property taxes) obligations of Seller.

3.4.6 No Termination Liability. Any termination of this Agreement or cancellation of the Escrow pursuant to this Section 3.4 shall be without liability to the other Party or any other Person. Termination shall be accomplished by delivery of a Notice of termination to both the other Party and the Escrow Agent at least ten (10) calendar days prior to the termination date. Following issuance of a Notice of termination of this Agreement pursuant to a right provided under this Agreement, the Parties and the Escrow Agent shall proceed pursuant to Section 4.13. Once a Notice of termination is given pursuant to this Section 3.4, delivery of a Title Notice or Title Notice Waiver shall have no force or effect, and this Agreement shall terminate in accordance with the Notice of termination.

3.5 Due Diligence Investigations.

3.5.1 Time and Expense. Buyer shall complete all Due Diligence Investigations within the Due Diligence Period and shall conduct all Due Diligence Investigations at Buyer’s sole cost and expense.

3.5.2 Right to Enter. As of the Effective Date, Seller licenses, permits and authorizes Buyer to enter the Property for the purpose of conducting Due Diligence Investigations. The license given by Seller in this Section 3.5 to conduct Due Diligence Investigations shall terminate with the termination of this Agreement. Any Due Diligence

Exhibit B
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Investigations by Buyer shall not unreasonably disrupt any then existing use or occupancy of the Property. Buyer’s exercise of the license provided pursuant to this Section 3.5 after expiration of the Due Diligence Period shall not extend the Due Diligence Period.

3.5.3 Limitations. Buyer shall not conduct any intrusive or destructive testing of any portion of the Property, other than low volume soil samples, without Seller’s prior written consent. Buyer shall pay all of Buyer’s vendors, inspectors, surveyors, consultants or agents engaged in any inspection or testing of the Property, such that no mechanics liens or similar liens for work performed are imposed upon the Property by any such Person. Following the conduct of any Due Diligence Investigations on the Property, Buyer shall restore the Property to substantially the Property’s condition prior to the conduct of such Due Diligence Investigations.

Buyer shall Indemnify Seller against any and all Claims arising from or relating to Buyer’s Due Diligence Investigations regarding the Property. Buyer shall provide Seller with evidence of commercial general liability insurance acceptable to Seller prior to the commencement of any Due Diligence Investigations on the Property.

3.5.4 Due Diligence Completion Notice. Buyer shall deliver a Due Diligence Completion Notice to Seller prior to the end of the Due Diligence Period. If Buyer does not unconditionally accept the condition of the Property by delivery of its Due Diligence Completion Notice indicating such acceptance, prior to the end of the Due Diligence Period, Buyer shall be deemed to have rejected the condition of the Property and refused to accept conveyance of title to the Property. If the condition of the Property is rejected or deemed rejected by Buyer, then either Seller or Buyer shall have the right to cancel the Escrow and terminate this Agreement, in their respective sole and absolute discretion, without liability to the other Party or any other Person, by delivery of a Notice of termination to the other Party and Escrow Agent, in which case the Parties and Escrow Agent shall proceed pursuant to Section 4.13.

3.6 “AS-IS” Acquisition. The Close of Escrow shall evidence Buyer’s unconditional and irrevocable acceptance of the Property in the Property’s AS IS, WHERE IS, SUBJECT TO ALL FAULTS CONDITION, AS OF THE CLOSE OF ESCROW, WITHOUT WARRANTY as to character, quality, performance, condition, title, physical condition, soil conditions, the presence or absence of fill, shoring or bluff stability or support, subsurface support, zoning, land use restrictions, the availability or location of utilities or services, the location of any public infrastructure on or off of the Property (active, inactive or abandoned), the suitability of the Property for Buyer’s intended use or any other use or the existence or absence of Hazardous Substances affecting the Property and with full knowledge of the physical condition of the Property, the nature of Seller’s interest in and use of the Property, all laws applicable to the Property and any and all conditions, covenants, restrictions, encumbrances and all matters of record relating to the Property. The Close of Escrow shall further constitute Buyer’s representation and warranty to Seller that: (a) Buyer has had ample opportunity to inspect and evaluate the Property and the feasibility of the uses and activities Buyer is entitled to conduct on the Property; (b) Buyer is experienced in real estate development; (c) Buyer is relying entirely on Buyer’s experience, expertise and Buyer’s own inspection of the Property in the Property’s current state in proceeding with acquisition of the Property; (d) Buyer accepts the Property in the Property’s present condition; (e) to the extent that Buyer’s own expertise with respect to any matter regarding the Property is insufficient to enable Buyer to reach an informed conclusion regarding such matter, Buyer has engaged the services of Persons qualified to advise Buyer with

Exhibit B
-13-
respect to such matters; (f) Buyer has received assurances acceptable to Buyer by means independent of Seller or Seller’s agents of the truth of all facts material to Buyer’s acquisition of the Property; and (g) the Property is being acquired by Buyer as a result of Buyer’s own knowledge, inspection and investigation of the Property and not as a result of any representation made by Seller or Seller’s agents relating to the condition of the Property, unless such statement or representation is expressly and specifically set forth in this Agreement. Seller hereby expressly and specifically disclaims any express or implied warranties regarding the Property.

3.7 Seller Covenants Regarding Maintenance of the Property. Seller covenants and agrees with the Buyer that between the Effective Date and the date of the Close of Escrow:

3.7.1 No Changes to Agreements. Seller shall not modify or amend any lease or any service contract or other agreement respecting the Property, or enter into any new lease or contract respecting the Property, without the Buyer's prior written approval, except the temporary easement described in Section 1;

3.7.2 Normal Maintenance. Seller shall maintain the Property in accordance with the same standards Seller has customarily observed in its ownership and management of the Property;

3.7.3 Maintenance of Insurance. Seller shall maintain in force all insurance policies (if any) currently maintained by Seller with respect to the Property; and

3.7.4 No Title Exceptions. Seller shall not cause, permit, allow or suffer any additional exception to the title of the Property.

3.8 Land Use Approvals. Seller, as owner of the Property, will reasonably cooperate with Buyer regarding Applications or Approvals made by Buyer and required for Buyer’s intended use and development of the Property, such as signing development applications that are consistent with the land use and zoning designations for the Property in effect on the Effective Date, as the Property owner. Nothing in the immediately preceding sentence, nor the approval of this Agreement by Seller shall be binding on Seller, Seller’s City Council or any other commission, committee, board or body of Seller regarding any Approvals required from such bodies regarding Buyer’s use or development of the Property. Nothing in this Agreement, nor any action by Seller with reference to this Agreement or any related documents is intended to be nor shall be deemed to constitute issuance or waiver of any required Seller Approval regarding the Property or waiver or exercise of any legislative discretion of Seller regarding any Application, Approval or other matter relating to Buyer’s intended use or development of the Property.

3.9 Seller Representations and Warranties.

3.9.1 Defaults. Seller represents and warrants that the execution and delivery of this Agreement and the consummation of the transaction contemplated hereby will not result in any breach of the terms of, conditions of, or constitute a default under, any instrument or obligation by which Seller is bound, or violate any order, writ, injunction or decree of any court in any litigation to which Seller is a party, except as provided in Section 1.

Exhibit B
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3.9.2 Survival. All the representations and warranties of Seller set forth in this Section 3.9 shall be true upon the Effective Date and shall be deemed to be repeated at and as of Close of Escrow and shall survive Close of Escrow for a time period of one (1) year.

3.9.3 Condemnation. Seller has not received written notice of, and is not aware of, any condemnation, eminent domain or similar action with respect to the Property.

3.9.4 Violations. Seller has not received written notice of, and is not aware of, any violations or alleged violations of (1) any local, State or Federal law, statute, rules or regulations relating to the Property, nor (2) any covenant, conditions, restriction or other document encumbering the Property.

3.9.5 Agreements. Except as disclosed in the Preliminary Report or disclosed or provided for in this Agreement, Seller has not entered into, and Seller is not aware of, any agreements that will be binding against the Property after the Close of Escrow.

4. JOINT ESCROW INSTRUCTIONS

4.1 Opening of Escrow; Escrow Instructions. The purchase and sale of the Property shall take place through the Escrow to be administered by Escrow Agent. Buyer shall cause the Escrow to be opened within five (5) days following Buyer’s receipt of Notice of the occurrence of the Effective Date. Escrow Agent shall promptly confirm the Escrow Opening Date in writing to each of the Parties.

4.2 Escrow Instructions. This Section 4 constitutes the joint escrow instructions of the Parties to Escrow Agent for conduct of the Escrow for the purchase and sale of the Property, as contemplated by this Agreement. Buyer and Seller shall sign such further escrow instructions consistent with the provisions of this Agreement as may be reasonably requested by Escrow Agent. In the event of any conflict between the provisions of this Agreement and any further escrow instructions requested by Escrow Agent, the provisions of this Agreement shall control.

4.3 Escrow Agent Authority. Seller and Buyer authorize Escrow Agent to:

4.3.1 Charges. Pay and charge Seller and Buyer for their respective shares of the applicable fees, taxes, charges and costs payable by either Seller or Buyer regarding the Escrow;

4.3.2 Settlement/Closing Statements. Release each Party’s Escrow Closing Statement to the other Party;

4.3.3 Document Recording. File any documents delivered for recording through the Escrow with the office of the Recorder of the County for recordation in the official records of the County, pursuant to the joint instructions of the Parties; and

4.3.4 Counterpart Documents. Utilize documents signed by Seller or Buyer in counterparts, including attaching separate signature pages to one original of the same document.

Exhibit B
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4.4 Buyer’s Conditions Precedent to Close of Escrow. Provided that the failure of any such condition to be satisfied is not due to a Default under this Agreement by Buyer, Buyer’s obligation to purchase the Property from Seller on the Escrow Closing Date shall be conditioned upon the satisfaction or waiver (waivers must be in writing and signed by Buyer) of each of the following conditions precedent to such purchase on or before the Escrow Closing Date:

4.4.1 Title Policy. Title Company is committed to issue the Buyer Title Policy to Buyer upon payment of Title Company’s premium for such policy;

4.4.2 Due Diligence. Buyer timely delivers its Due Diligence Completion Notice to Seller stating Buyer’s unconditional acceptance of the condition of the Property, in accordance with Section 3.5.

4.4.3 CEQA Documents. Adoption, approval or certification of the CEQA Documents by each applicable Government;

4.4.4 Seller Escrow Deposits. Seller deposits all of the items into Escrow required by Section 4.8;

4.4.5 Settlement/Closing Statement. Buyer reasonably approves Buyer’s Escrow Closing Statement; and

4.4.6 Seller Pre-Closing Obligations. Seller performs all of the material obligations required to be performed by Seller pursuant to this Agreement prior to the Close of Escrow.

4.5 Seller’s Conditions Precedent to Close of Escrow. Provided that the failure of any such condition to be satisfied is not due to a Default under this Agreement by Seller, Seller’s obligation to sell the Property to Buyer on the Escrow Closing Date shall be conditioned upon the satisfaction or waiver (waivers must be in writing and signed by Seller) of each of the following conditions precedent to such sale on or before the Escrow Closing Date:

4.5.1 Title. Buyer accepts the state of the title of the Property, in accordance with Section 3.4.

4.5.2 Due Diligence. Buyer timely delivers its Due Diligence Completion Notice to Seller stating Buyer’s unconditional acceptance of the condition of the Property, in accordance with Section 3.5.

4.5.3 CEQA Documents. Adoption, approval or certification of the CEQA Documents by each applicable Government;

4.5.4 Buyer Escrow Deposits. Buyer deposits all of the items into Escrow required by Section 4.7;

4.5.5 Settlement/Closing Statement. Seller reasonably approves Seller’s Escrow Closing Statement; and

Exhibit B
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4.5.6 Buyer Pre-Closing Obligations. Buyer performs all of the material obligations required to be performed by Buyer pursuant to this Agreement prior to Close of Escrow.

4.6 Failure of Conditions Not Default. Seller’s failure to satisfy any of the conditions set forth in Section 4.5.3 shall not constitute an Escrow Default (or any other type of Default or Event of Default) by Seller under this Agreement, unless Seller fails to exercise reasonable efforts to satisfy the conditions (which reasonable efforts shall not include litigation or other dispute resolution process); provided, however, Seller retains its sole and absolute discretion with respect to any legislative act or approval.

4.7 Buyer’s Escrow Deposits. Buyer shall deposit the following items into Escrow and, concurrently, provide a copy of each document submitted into Escrow to Seller, at least one (1) business day prior to the Escrow Closing Date:

4.7.1 Closing Funds. All monetary amounts required to be deposited into Escrow by Buyer under the terms of this Agreement to close the Escrow, all in immediately available funds;

4.7.2 Seller Deed Certificate of Acceptance. The Certificate of Acceptance attached to the Seller Deed signed by the authorized representative(s) of Buyer in recordable form;

4.7.3 Escrow Closing Statement. The Buyer’s Escrow Closing Statement signed by the authorized representative(s) of Buyer;

4.7.4 Other Reasonable Items. Any other money or documents required to be delivered by Buyer under the terms of this Agreement or as otherwise reasonably requested by Escrow Agent or Title Company in order to close the Escrow or comply with applicable Law that have not previously been delivered by Buyer.

4.8 Seller’s Escrow Deposits. Seller shall deposit the following items into Escrow and, concurrently, provide a copy of each document (excluding the Seller Deed) deposited into Escrow to Buyer, at least one (1) business day prior to the Escrow Closing Date:

4.8.1 Seller Deed. The Seller Deed signed by the authorized representative(s) of Seller in recordable form;

4.8.2 Escrow Closing Statement. Seller’s Escrow Closing Statement signed by the authorized representative(s) of Seller;

4.8.3 FIRPTA Affidavit. A FIRPTA affidavit signed by the authorized representative(s) of Seller, in the form used by the Escrow Agent;

4.8.4 Form 593. A Form 593 signed by the authorized representative(s) of Seller; and

Exhibit B
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4.8.5 Other Reasonable Items. Any other money or documents required to be delivered by Seller under the terms of this Agreement or as otherwise reasonably requested by Escrow Agent or Title Company in order to close the Escrow or comply with applicable Law that have not been previously delivered by Seller.

4.9 Closing Procedure. Upon Escrow Agent’s receipt of written confirmation from both Buyer and Seller that each of their respective conditions precedent to the Close of Escrow are satisfied or waived, Escrow Agent shall close the Escrow by doing all of the following:

4.9.1 Recording and Distribution of Documents. Escrow Agent shall cause the following documents to be filed with the Recorder of the County for recording in the official records of the County regarding the Property in the following order of priority at Close of Escrow: (a) the Seller Deed; and (b) any other documents to be recorded regarding the Property through the Escrow upon the joint instructions of the Parties. At Close of Escrow, Escrow Agent shall deliver conformed copies of all documents filed with the Recorder of the County for recording in the official records of the County through the Escrow to Seller, Buyer and any other Person designated in the written joint escrow instructions of the Parties to receive an original or conformed copy of each such document. Each conformed copy of a document filed for recording shall show all recording information. The Parties intend and agree that this Section

4.9.1 shall establish the relative priorities of the documents to be recorded in the official records of the County through the Escrow, by providing for recordation of senior interests prior to junior interests, in the order provided in this Section 4.9.1;

4.9.2 Funds. Distribute all funds held by the Escrow Agent pursuant to the Escrow Closing Statements approved in writing by Seller and Buyer.

4.9.3 FIRPTA Affidavit. File the FIRPTA Affidavit with the United States Internal Revenue Service;

4.9.4 Form 593. File the Form 593 with the California Franchise Tax Board; and

4.9.5 Title Policy. Obtain from the Title Company and deliver to Buyer the Buyer Title Policy issued by the Title Company.

4.10 Close of Escrow. The Close of Escrow shall occur on or before the Escrow Closing Date. The Parties may mutually agree to change the Escrow Closing Date by joint written instruction to Escrow Agent. The City Manager is authorized to agree to one or more extensions of the Escrow Closing Date on behalf of Seller up to a maximum time period extension of six (6) months in the aggregate, in the City Manager’s sole and absolute discretion.

If for any reason (other than a Default or Event of Default by such Party) the Close of Escrow has not occurred on or before the Escrow Closing Date, then any Party not then in Default under this Agreement may cancel the Escrow and terminate this Agreement, without liability to the other Party or any other Person for such cancellation and termination, by delivering Notice of termination to both the other Party and Escrow Agent. Following any such Notice of termination of this Agreement and cancellation of the Escrow, the Parties and Escrow Agent shall proceed pursuant to Section 4.13. Without limiting the right of either Party to cancel the Escrow and

Exhibit B
-18-
terminate this Agreement, pursuant to this Section 4.10, if the Escrow does not close on or before the Escrow Closing Date and neither Party has exercised its contractual right to cancel the Escrow and terminate this Agreement under this Section 4.10 before the first date on which Escrow Agent Notifies both Parties that Escrow is in a position to close in accordance with the terms and conditions of this Agreement, then the Escrow shall close as soon as reasonably possible following the first date on which Escrow Agent Notifies both Parties that Escrow is in a position to close in accordance with the terms and conditions of this Agreement.

4.11 Escrow Costs. Escrow Agent shall Notify Buyer and Seller of the costs to be borne by each of them at the Close of Escrow by delivering an Escrow Closing Statement to both Seller and Buyer at least four (4) Business Days prior to the Escrow Closing Date.

4.11.1 Buyer shall pay all recording fees, all documentary transfer taxes, onehalf of Escrow Agent’s charges for conducting the Escrow and the premium charged by the Title Company for the Buyer Title Policy, excluding any endorsements to the coverage of the Buyer Title Policy that may be requested by Buyer.

4.11.2 Buyer shall pay Escrow Agent’s charges for conducting the Escrow and the costs of any endorsements to the coverage of the Buyer Title Policy requested by Buyer.

4.11.3 All other charges, fees and taxes levied by each and every Government relative to the conveyance of the Property through the Escrow shall be paid by the applicable Party, as customary in the County.

4.12 Escrow Cancellation Charges. If the Escrow fails to close due to Seller’s Default under this Agreement, Seller shall pay all ordinary and reasonable Escrow and title order cancellation charges charged by Escrow Agent or Title Company, respectively, if any. If the Escrow fails to close due to Buyer’s Default under this Agreement, Buyer shall pay all ordinary and reasonable Escrow and title order cancellation charges charged by Escrow Agent or Title Company, respectively, if any. If the Escrow fails to close for any reason other than the Default of either Buyer or Seller, Buyer and Seller shall each pay one-half (1/2) of any ordinary and reasonable Escrow and title order cancellation charges charged by Escrow Agent or Title Company, respectively, if any.

4.13 Escrow Cancellation. If this Agreement is terminated pursuant to a contractual right granted to a Party in this Agreement to terminate this Agreement (other than due to an Event of Default by the other Party), the Parties shall do all of the following:

4.13.1 Cancellation Instructions. The Parties shall, within seven (7) Business Days following Escrow Agent’s written request, sign any reasonable Escrow cancellation instructions requested by Escrow Agent;

4.13.2 Return of Funds and Documents. Within seven (7) Business Days following receipt by the Parties of a settlement statement of Escrow and title order cancellation charges from Escrow Agent (if any) or within seven (7) Business days following Notice of termination, whichever is earlier: (a) Buyer or Escrow Agent shall return to Seller all documents previously delivered by Seller to Buyer or Escrow Agent, respectively, regarding the Escrow; (b) Seller or Escrow Agent shall return to Buyer all documents previously delivered by Buyer to

Exhibit B
-19-
Seller or Escrow Agent, respectively, regarding the Escrow; (c) Escrow Agent shall, unless otherwise provided in this Agreement, return to Buyer all funds deposited in Escrow by Buyer, less Buyer’s share of customary and reasonable Escrow and title order cancellation charges (if any) in accordance with Section 4.12; and (d) Escrow Agent shall, unless otherwise provided in this Agreement, return to Seller all funds deposited in Escrow by Seller, less Seller’s share of customary and reasonable Escrow and title order cancellation charges (if any) in accordance with Section 4.12.

4.14 Report to IRS. After the Close of Escrow and prior to the last date on which such report is required to be filed with the Internal Revenue Service under applicable Federal law, if such report is required pursuant to Internal Revenue Code Section 6045(e), Escrow Agent shall report the gross proceeds of the purchase and sale of the Property to the Internal Revenue Service on Form 1099-B, W-9 or such other form(s) as may be specified by the Internal Revenue Service pursuant to Internal Revenue Code Section 6045(e). Concurrently with the filing of such reporting form with Internal Revenue Service, Escrow Agent shall deliver a copy of the filed form to both Seller and Buyer.

4.15 Condemnation. If any portion of the Property or any interest in any portion of the Property becomes the subject of any eminent domain proceeding prior to Close of Escrow, including the filing of any notice of intended condemnation or proceedings in the nature of eminent domain, Seller shall give Buyer Notice of such occurrence and Buyer shall have the option, exercisable within ten (10) Business Days after receipt of such Notice from Seller, to either: (a) cancel the Escrow and terminate this Agreement, in which case the Parties and the Escrow Agent shall proceed in accordance with Section 4.13, or (b) continue with this Agreement in accordance with its terms, in which event Seller shall assign to Buyer, at the Close of Escrow, any right of Seller to receive any condemnation award attributable to the Property acquired by Buyer pursuant to this Agreement.

5. REMEDIES

5.1 BUYER’S RIGHT TO SPECIFIC PERFORMANCE AND LIMITATION ON RECOVERY OF DAMAGES PRIOR TO CLOSE OF ESCROW.

5.1.1 ELECTION OF REMEDIES. DURING THE CONTINUANCE OF

AN EVENT OF DEFAULT BY SELLER UNDER THIS AGREEMENT, BUYER SHALL BE LIMITED TO EITHER OF THE FOLLOWING REMEDIES: (1) AN ACTION AGAINST SELLER FOR SPECIFIC PERFORMANCE OF THIS AGREEMENT; OR (2) TERMINATION

OF THIS AGREEMENT AND AN ACTION TO RECOVER UP TO A MAXIMUM AMOUNT OF FIVE HUNDRED DOLLARS ($500) OF AMOUNTS ACTUALLY PAID BY BUYER

PRIOR TO THE DATE OF SUCH EVENT OF DEFAULT TO THIRD PERSONS DIRECTLY

RELATED TO CONDUCTING DUE DILIGENCE INVESTIGATIONS REGARDING THE

PROPERTY, BUT EXCLUSIVE OF AMOUNTS PAID OR ALLOCATED DIRECTLY OR INDIRECTLY TO INTERNAL COSTS OF BUYER OR BUYER’S EMPLOYEES,

MEMBERS, SHAREHOLDERS, PARTNERS, AFFILIATES OR EMPLOYEES OR AGENTS OF ANY OF THEM. UNDER NO CIRCUMSTANCES SHALL SELLER BE LIABLE TO

BUYER UNDER THIS AGREEMENT FOR ANY AMOUNT EXCEEDING THE AMOUNT SET FORTH IN CLAUSE “(2)” OF THIS SECTION 5.1.1, ANY SPECULATIVE,

Exhibit B
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CONSEQUENTIAL, COLLATERAL, SPECIAL, PUNITIVE OR INDIRECT DAMAGES OR

FOR ANY LOSS OF PROFITS SUFFERED OR CLAIMED TO HAVE BEEN SUFFERED BY BUYER.

5.1.2 WAIVER OF RIGHTS. SELLER AND BUYER EACH

ACKNOWLEDGE AND AGREE THAT SELLER WOULD NOT HAVE ENTERED INTO

THIS AGREEMENT, IF SELLER WERE TO BE LIABLE TO BUYER FOR ANY

MONETARY DAMAGES, MONETARY RECOVERY OR ANY REMEDY DURING THE

CONTINUANCE OF AN EVENT OF DEFAULT UNDER THIS AGREEMENT BY SELLER,

OTHER THAN SPECIFIC PERFORMANCE OF THIS AGREEMENT OR TERMINATION OF THIS AGREEMENT AND PAYMENT OF THE AMOUNT SPECIFIED IN CLAUSE “(2)” OF SECTION 5.1.1. ACCORDINGLY, SELLER AND BUYER AGREE THAT THE REMEDIES SPECIFICALLY PROVIDED FOR IN SECTION 5.1.1 ARE REASONABLE AND SHALL BE BUYER’S SOLE AND EXCLUSIVE RIGHTS AND REMEDIES DURING

THE CONTINUANCE OF AN EVENT OF DEFAULT UNDER THIS AGREEMENT BY SELLER. BUYER WAIVES ANY RIGHT TO PURSUE ANY REMEDY OR DAMAGES

AGAINST SELLER ARISING FROM OR RELATING TO THIS AGREEMENT OTHER THAN THOSE SPECIFICALLY PROVIDED IN SECTION 5.1.1.

5.1.3 STATE CIVIL CODE SECTION 1542 WAIVER. BUYER
ACKNOWLEDGES THE PROTECTIONS OF STATE CIVIL CODE SECTION 1542 REGARDING THE WAIVERS AND RELEASES CONTAINED IN THIS SECTION 5.1, WHICH CIVIL CODE SECTION READS AS FOLLOWS:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT

TO EXIST IN HIS OR HER FAVOR AT THE TIME OF

EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM

OR HER MUST HAVE MATERIALLY AFFECTED HIS OR
HER SETTLEMENT WITH THE DEBTOR.

5.1.4 ACKNOWLEDGMENT. BY INITIALING BELOW, BUYER

KNOWINGLY AND VOLUNTARILY WAIVES THE PROVISIONS OF STATE CIVIL CODE SECTION 1542 AND ALL OTHER STATUTES AND JUDICIAL DECISIONS (WHETHER STATE OR FEDERAL) OF SIMILAR EFFECT SOLELY REGARDING THE WAIVERS AND RELEASES CONTAINED IN THIS SECTION 5.1.
_______________________
Initials of Authorized
Buyer Representative(s)

5.1.5 STATEMENT OF INTENT. STATE CIVIL CODE SECTION 1542

NOTWITHSTANDING, IT IS THE INTENTION OF BUYER TO BE BOUND BY THE LIMITATIONS ON DAMAGES AND REMEDIES SET FORTH IN THIS SECTION 5.1, AND

BUYER HEREBY RELEASES ANY AND ALL CLAIMS AGAINST SELLER FOR

MONETARY DAMAGES, MONETARY RECOVERY OR OTHER LEGAL OR EQUITABLE

RELIEF RELATED TO ANY EVENT OF DEFAULT UNDER THIS AGREEMENT BY

Exhibit B
-21-
SELLER, EXCEPT AS SPECIFICALLY PROVIDED IN THIS SECTION 5.1, WHETHER OR

NOT ANY SUCH RELEASED CLAIMS WERE KNOWN OR UNKNOWN TO BUYER AS OF THE EFFECTIVE DATE.

5.2 LIQUIDATED DAMAGES TO SELLER. IF THE CLOSE OF ESCROW DOES NOT OCCUR DUE TO BUYER’S DEFAULT, THEN SELLER SHALL RETAIN THE DEPOSIT, AS LIQUIDATED DAMAGES. THE AMOUNT OF THE DEPOSIT IS THE

REASONABLE ESTIMATE BY THE PARTIES OF THE DAMAGES SELLER WOULD

SUFFER FROM SUCH DEFAULT, IT BEING AGREED THAT IT IS EXTREMELY

DIFFICULT, IF NOT IMPOSSIBLE AND IMPRACTICABLE, TO FIX THE EXACT

AMOUNT OF DAMAGE THAT WOULD BE INCURRED BY SELLER AS A RESULT OF SUCH DEFAULT BY BUYER. UPON SUCH A DEFAULT BY BUYER, ESCROW SHALL

BE CANCELED AND THE PARTIES SHALL PROCEED IN ACCORDANCE WITH SECTION 4.13. IN ADDITION, IF ALL OR ANY PORTION OF THE DEPOSIT HAS BEEN

DEPOSITED INTO ESCROW BY BUYER, ESCROW AGENT IS HEREBY IRREVOCABLY

INSTRUCTED BY BUYER AND SELLER TO DISBURSE THE DEPOSIT TO SELLER AS LIQUIDATED DAMAGES FOR BUYER’S DEFAULT UNDER THIS AGREEMENT AND

FAILURE TO COMPLETE THE PURCHASE OF THE PROPERTY, PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, ET. SEQ.

5.3 Legal Actions. Either Party may institute legal action, at law or in equity, to enforce or interpret the rights or obligations of the Parties under this Agreement or recover damages, subject to the provisions of Section 5.1 or Section 5.2, as applicable.

5.4 Rights and Remedies are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties set forth in this Agreement are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by such Party, at the same or different times, of any other rights or remedies for the same Default or the same rights or remedies for any other Default by the other Party.

6. GENERAL PROVISIONS

6.1 Incorporation of Recitals. The Recitals of fact set forth preceding this Agreement are true and correct and are incorporated into this Agreement in their entirety by this reference.

6.2 Tax Deferred Exchange. Either Buyer or Seller shall cooperate with the other in effectuating disposition of the Property pursuant to a tax deferred exchange. The exchanging Party shall indemnify and hold the non-exchanging Party harmless from any liability, damage and additional cost, expense or claim regarding any such exchange. Further, the non-exchanging Party shall not be required to act as a purchaser or seller of any property other than the Property, consistent with the terms and conditions of this Agreement. Notwithstanding any provision of this Agreement to the contrary, including this Section 6.2, any exchange described in this Section

6.2 shall not delay the Close of Escrow for any reason.

6.3 Notices, Demands and Communications Between the Parties.

6.3.1 Delivery. Any and all Notices submitted by any Party to another Party pursuant to or as required by this Agreement shall be proper, if in writing and sent by messenger

Exhibit B
-22-
for immediate personal delivery, nationally recognized overnight (one Business Day) delivery service (i.e., United Parcel Service, Federal Express, etc.) or by registered or certified United States mail, postage prepaid, return receipt requested, to the address of the recipient Party, as designated in Section 6.3.2. Notices may be sent in the same manner to such other addresses as either Party may from time to time designate by Notice in accordance with this Section 6.3.

Notice shall be deemed received by the addressee, regardless of whether or when any return receipt is received by the sender or the date set forth on such return receipt, on the day that the Notice is sent by messenger for immediate personal delivery, one Business Day after delivery to a nationally recognized overnight delivery service or three (3) calendar days after the Notice is placed in the United States mail in accordance with this Section 6.3. Any attorney representing a Party may give any Notice on behalf of such Party.

6.3.2 Addresses. The Notice addresses for the Parties, as of the Effective Date, are as follows:

To Buyer: David Anderson
925 Oriole Way
Paso Robles, CA 93446
Phone: (773)667-4266
Email: [email protected]
With a Copy to:

To Seller: City of El Paso de Robles
1000 Spring Street
Paso Robles, CA 93446
Attn: David LaCaro, Public Works
Operations Manager
Phone: (805) 227-7241
Email: [email protected]

Exhibit B
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With Copy to: Best Best & Krieger LLP
Attn: Elizabeth Hull
18101 Von Karman Ave., Suite 1000
Irvine, CA 92612
Phone: (949) 263-2608
Email: [email protected]

6.4 Relationship of Parties. The Parties each intend and agree that Seller and Buyer are independent contracting entities and do not intend by this Agreement to create any partnership, joint venture or similar business arrangement, relationship or association between them.

6.5 Warranty Against Payment of Consideration for Agreement. Buyer represents and warrants to Seller that: (a) Buyer has not employed or retained any Person to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, excepting bona fide employees of Buyer and Third Persons to whom fees are paid for professional services related to this Agreement; and (b) no gratuities, in the form of entertainment, gifts or otherwise have been or will be given by Buyer or any of Buyer’s agents, employees or representatives to any elected or appointed official or employee of Seller in an attempt to secure this Agreement or favorable terms or conditions for this Agreement. Breach of the representations or warranties of this Section 6.5 shall entitle Seller to terminate this Agreement and cancel Escrow (if open) upon seven (7) calendar days’ Notice to Buyer and, if the Escrow is open, to Escrow Agent. Upon any such termination of this Agreement, Buyer shall immediately refund any payments made to or on behalf of Buyer by Seller pursuant to this Agreement or otherwise related to the Property, any Approval, any CEQA Document or otherwise, prior to the date of such termination.

6.6 Non-liability of Seller Officials and Employees. No elected official or employee of Seller shall be personally liable to Buyer, or any successor in interest to Buyer, in the event of any Default by Seller under this Agreement or for any amount that may become due to Buyer or to Buyer’s successor, or on any obligations under the terms of this Agreement, except to the extent resulting from the negligence or willful misconduct of such elected official or employee.

6.7 Calculation of Time Periods. Unless otherwise specified, all references to time periods in this Agreement measured in days shall be to consecutive calendar days, all references to time periods in this Agreement measured in months shall be to consecutive calendar months and all references to time periods in this Agreement measured in years shall be to consecutive calendar years. Any reference to Business Days in this Agreement shall mean consecutive Business Days.

6.8 Principles of Interpretation. No inference in favor of or against any Party shall be drawn from the fact that such Party has drafted any part of this Agreement. The Parties have both participated substantially in the negotiation, drafting and revision of this Agreement, with advice from legal and other counsel and advisers of their own selection. A word, term or phrase defined in the singular in this Agreement may be used in the plural, and vice versa, all in

Exhibit B
-24-
accordance with ordinary principles of English grammar, which shall govern all language in this Agreement. The words “include” and “including” in this Agreement shall be construed to be followed by the words: “without limitation.” Each collective noun in this Agreement shall be interpreted as if followed by the words “(or any part of it),” except where the context clearly requires otherwise. Every reference to a document, including this Agreement, refers to such document, as modified from time to time (excepting any modification that violates this Agreement), and includes all exhibits, schedules, addenda and riders to such document. The word “or” in this Agreement includes the word “and.” Every reference to a law, statute, regulation, order, form or similar governmental requirement refers to each such requirement as amended, modified, renumbered, superseded or succeeded, from time to time.

6.9 Governing Law. The procedural and substantive laws of the State shall govern the interpretation and enforcement of this Agreement, without application of conflicts of laws, principles, or statutes. The Parties acknowledge and agree that this Agreement is entered into, is to be fully performed in and relates to real property located in the County. All legal actions arising from this Agreement shall be filed in the Superior Court of the State in and for the County or in the United States District Court with jurisdiction in the County.

6.10 Unavoidable Delay; Extension of Time of Performance.

6.10.1 Notice. Performance by either Party under this Agreement shall not be deemed or considered to be in Default, where any such Default is due to the occurrence of an Unavoidable Delay. Any Party claiming an Unavoidable Delay shall Notify the other Party: (a) within twenty (20) days after such Party knows of any such Unavoidable Delay; and (b) within twenty (20) days after such Unavoidable Delay ceases to exist. The extension of time for performance under this Agreement resulting from the occurrence of an Unavoidable Delay shall commence on the date of occurrence of the condition causing the Unavoidable Delay. Notice of an Unavoidable Delay must describe the Unavoidable Delay in reasonable detail. The Party claiming an extension of time to perform due to an Unavoidable Delay shall exercise reasonable efforts to cure the condition causing the Unavoidable Delay, within a reasonable time.

6.10.2 Assumption of Economic Risks. EACH PARTY EXPRESSLY

AGREES THAT ADVERSE CHANGES IN ECONOMIC CONDITIONS, OF EITHER PARTY

SPECIFICALLY OR THE ECONOMY GENERALLY, OR CHANGES IN MARKET

CONDITIONS OR DEMAND OR CHANGES IN THE ECONOMIC ASSUMPTIONS OF

EITHER PARTY THAT MAY HAVE PROVIDED A BASIS FOR ENTERING INTO THIS

AGREEMENT SHALL NOT OPERATE TO EXCUSE OR DELAY THE PERFORMANCE OF EACH AND EVERY ONE OF EACH PARTY’S OBLIGATIONS AND COVENANTS ARISING UNDER THIS AGREEMENT. ANYTHING IN THIS AGREEMENT TO THE

CONTRARY NOTWITHSTANDING, THE PARTIES EXPRESSLY ASSUME THE RISK OF

UNFORESEEABLE CHANGES IN ECONOMIC CIRCUMSTANCES OR MARKET

DEMAND OR CONDITIONS AND WAIVE, TO THE GREATEST EXTENT ALLOWED BY

LAW, ANY DEFENSE, CLAIM, OR CAUSE OF ACTION BASED IN WHOLE OR IN PART

ON ECONOMIC NECESSITY, IMPRACTICABILITY, CHANGED ECONOMIC CIRCUMSTANCES, FRUSTRATION OF PURPOSE, OR SIMILAR THEORIES. THE

PARTIES AGREE THAT ADVERSE CHANGES IN ECONOMIC CONDITIONS, EITHER

OF THE PARTY SPECIFICALLY OR THE ECONOMY GENERALLY, OR CHANGES IN

Exhibit B
-25-

MARKET CONDITIONS OR DEMANDS, SHALL NOT OPERATE TO EXCUSE OR

DELAY THE STRICT OBSERVANCE OF EACH AND EVERY ONE OF THE

OBLIGATIONS, COVENANTS, CONDITIONS AND REQUIREMENTS OF THIS AGREEMENT. THE PARTIES EXPRESSLY ASSUME THE RISK OF SUCH ADVERSE

ECONOMIC OR MARKET CHANGES, WHETHER OR NOT FORESEEABLE AS OF THE EFFECTIVE DATE.
_____________________
Initials of Authorized
Seller Representative(s)
___________________
Initials of Authorized
Buyer Representative(s)

6.11 Tax Consequences. Buyer acknowledges and agrees that Buyer shall bear any and all responsibility, liability, costs or expenses connected in any way with any tax consequences experienced by Buyer related to this Agreement.

6.12 Real Estate Commissions. Each Party: (a) represents and warrants that the Party did not engage or deal with any broker or finder in connection with this Agreement and no Person is entitled to any commission or finder’s fee regarding this Agreement on account of any agreement or arrangement made by such Party; and (b) shall Indemnify the other Party against any breach of the representation and warranty set forth in clause “(a)” of this Section 6.12.

6.13 No Third-Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to confer any rights or remedies under or by reason of this Agreement on any Person other than the Parties and their respective permitted successors and assigns, nor is anything in this Agreement intended to relieve or discharge any obligation of any Third Person to any Party or give any Third Person any right of subrogation or action over or against any Party.

6.14 Buyer Assumption of Risks of Legal Challenges. Buyer assumes the risk of delays or damages that may result to Buyer from each and every Third Person legal action related to Seller’s approval of this Agreement or any associated Approvals, even in the event that an error, omission or abuse of discretion by Seller is determined to have occurred. If a Third Person files a legal action regarding Seller’s approval of this Agreement or any associated Approval, prior to the Close of Escrow, either Seller or Buyer shall have the right to cancel the Escrow and terminate this Agreement, without liability to the other Party or any other Person, in which case the Parties and the Escrow Agent shall proceed in accordance with Section 4.13.

Nothing contained in this Section 6.14 is intended to be nor shall be deemed or construed to be an express or implied admission that Seller may be liable to Buyer or any other Person for damages or other relief regarding any alleged or established failure of Seller to comply with any law. Subject to the right of either Party to cancel the Escrow and terminate this Agreement previously provided in this Section 6.14, any legal action that is subject to this Section 6.14 (including any appeal periods and the pendency of any appeals) shall constitute an Unavoidable Delay and the time periods for performance by either Party under this Agreement may be extended pursuant to the provisions of this Agreement regarding Unavoidable Delay.

6.15 Effect. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, executors, administrators, legal representatives, successors and assigns.

Exhibit B
-26-

6.16 Time Declared to be of the Essence. As to the performance of any obligation under this Agreement of which time is a component, the performance of such obligation within the time specified is of the essence.

6.17 Entire Agreement. This Agreement integrates all of the terms and conditions mentioned in this Agreement or incidental to this Agreement, and supersedes all negotiations or previous agreements between the Parties with respect to the Property.

6.18 Waivers and Amendments. All waivers of the provisions of this Agreement must be in writing and signed by the authorized representative(s) of the Party making the waiver. All amendments to this Agreement must be in writing and signed by the authorized representative(s) of both Seller and Buyer.

6.19 Prohibition Against Changes in Ownership, Management or Control of Buyer or Assignment Prior to Close of Escrow. Buyer acknowledges and agrees that the qualifications and identity of Buyer are of particular importance and concern to Seller. Buyer further acknowledges and agrees that Seller has relied and is relying on the specific qualifications and identity of Buyer in entering into this Agreement and Seller would not have entered into this Agreement, but for the specific qualifications and identity of Buyer. As a consequence, Transfers by Buyer prior to the Close of Escrow are only permitted with the prior written consent of Seller. Buyer represents and warrants to Seller that Buyer has not made and agrees that Buyer will not create or permit to be made or created any Transfer prior to the Close of Escrow, except in accordance with this Section 6.19, either voluntarily, involuntarily or by operation of law.

Any Transfer made in contravention of this Section 6.19 shall be voidable at the election of Seller, in Seller’s sole and absolute discretion. Buyer acknowledges and agrees that the restrictions on Transfers set forth in this Section 6.19 are reasonable.

6.20 Exhibit List. All of the exhibits attached to this Agreement are as follows:

Exhibit A Property Legal Description
Exhibit B Buyer Official Action
Exhibit C Seller Deed

6.21 No Implied Waiver. Failure to insist on any one occasion upon strict compliance with any term, covenant, condition, restriction or agreement contained in this Agreement shall not be deemed a waiver of such term, covenant, condition, restriction or agreement, nor shall any waiver or relinquishment of any rights or powers under this Agreement, at any one time or more times, be deemed a waiver or relinquishment of such right or power at any other time or times.

6.22 City Manager Implementation. Seller shall implement this Agreement through its City Manager. The City Manager is hereby authorized by Seller to enter into agreements and sign documents referenced in this Agreement or reasonably required to implement this Agreement on behalf of Seller, issue approvals, interpretations or waivers and enter into amendments to this Agreement on behalf of Seller, to the extent that any such action(s) does/do not increase the monetary obligations of Seller by more than Two Thousand Dollars ($2000) in the aggregate. All other actions shall require the consideration and approval of the City Council, unless expressly provided otherwise by action of the City Council. Nothing in this Section 6.22

Exhibit B
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shall restrict the submission to the City Council of any matter within the City Manager’s authority under this Section 6.22, in the City Manager’s sole and absolute discretion, to obtain the City Council’s express and specific authorization on such matter. The specific intent of this Section 6.22 is to authorize certain actions on behalf of Seller by the City Manager, but not to require that such actions be taken by the City Manager, without consideration by the City Council.

6.23 Survival of Agreement. All of the provisions of this Agreement shall be applicable to any dispute between the Parties arising from this Agreement, whether prior to or following expiration or termination of this Agreement, until any such dispute is finally and completely resolved between the Parties, either by written settlement, entry of a non-appealable judgment or expiration of all applicable statutory limitations periods and all terms and conditions of this Agreement relating to dispute resolution, indemnity or limitations on damages or remedies shall survive any expiration or termination of this Agreement.

6.24 Counterparts. This Agreement may be signed in multiple counterpart originals each of which is deemed to be an original and all of which shall constitute one agreement. This Agreement includes twenty-seven (27) pages and three (3) exhibits (each exhibit is incorporated into this Agreement by reference) that constitute the entire understanding and Agreement of the Parties regarding the subject matter of this Agreement.

6.25 Facsimile or Electronic Signatures. Signatures delivered by facsimile or electronically shall be binding as originals upon the Party so signing and delivering; provided, however, that original signature(s) of each Party shall be required for each document to be recorded.
[Signatures on following page]

Exhibit B
-28-

SIGNATURE PAGE
TO

REAL PROPERTY PURCHASE AND SALE AGREEMENT AND JOINT ESCROW

INSTRUCTIONS
(417 COOL VALLEY DRIVE)
IN WITNESS WHEREOF, the Parties have signed and entered into this Agreement by and through the signatures of their respective authorized representative(s) as follow:

SELLER:

CITY OF EL PASO DE ROBLES,
a municipal corporation of the State of
California
By:

Chris Huot
Interim City Manager
ATTEST:

By:

APPROVED AS TO FORM:

BEST BEST & KRIEGER LLP
By:

Elizabeth W. Hull
City Attorney
BUYER:

DAVID ANDERSON
By:

David Anderson
By:

Name:

Title:

55452.02400\34006011.1

EXHIBIT A

EXHIBIT A
TO

REAL PROPERTY PURCHASE AND SALE AGREEMENT AND JOINT ESCROW

INSTRUCTIONS
(417 COOL VALLEY DRIVE )
Property Legal Description
For APN/Parcel ID(s): 009-750-058

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF PASO ROBLES,

COUNTY OF SAN LUIS OBISPO, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:

That Open Space of Tract 2609, in the City of Paso Robles, County of San Luis Obispo, State of California, according to the map recorded October 17, 2006, in Book 29, Pages 1 through 4 inclusive of Maps, in the office of the County Recorder of said County, lying adjacent to Lot 8 of said Tract and North of Cool Valley Road.

55452.02400\34006011.1

EXHIBIT B

EXHIBIT B
TO

REAL PROPERTY PURCHASE AND SALE AGREEMENT AND JOINT ESCROW

INSTRUCTIONS
(417 COOL VALLEY DRIVE)
Buyer Official Action

55452.02400\34006011.1
Mail Tax Statements to: _______________________________________________________

EXHIBIT C
TO

REAL PROPERTY PURCHASE AND SALE AGREEMENT AND JOINT ESCROW

INSTRUCTIONS
(417 COOL VALLEY DRIVE)
Seller Deed

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

SPACE ABOVE THIS LINE FOR RECORDER'S USE
The undersigned declares:

Documentary Transfer Tax is: $_______________________
[City or County where Property is located]
Assessor’s Parcel No.: _009-750-058__________________________ □ computed on full value of interest or property conveyed, or □ computed on full value of liens or encumbrances remaining at time of sale.

GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, CITY OF EL PASO DE ROBLES, a municipal corporation of the State of California (“Grantor”),
hereby grants to
DAVID ANDERSON (“Grantee”),
that certain real property legally described in Exhibit “1” attached to and by this reference incorporated into this Grant Deed, subject to:

1. Real property taxes and assessments, not delinquent.

55452.02400\34006011.1
Mail Tax Statements to: _______________________________________________________

2. Covenants, conditions, restrictions, easements, exceptions, reservations, rights, rights-of-way and other matters of record or discoverable by inspection or survey.

Dated: ________________________

55452.02400\34006011.1

EXHIBIT C
EXHIBIT “1”
TO

GRANT DEED
(417 COOL VALLEY DRIVE)
Legal Description
For APN/Parcel ID(s): 009-750-058

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF PASO ROBLES,

COUNTY OF SAN LUIS OBISPO, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:

That Open Space of Tract 2609, in the City of Paso Robles, County of San Luis Obispo, State of California, according to the map recorded October 17, 2006, in Book 29, Pages 1 through 4 inclusive of Maps, in the office of the County Recorder of said County, lying adjacent to Lot 8 of said Tract and North of Cool Valley Road.

Attachment 2

GSA Board Agenda Report
From: Christopher Alakel, Public Works Director
Subject: Consideration of the Joint Powers Agreement for Administration of the Paso Robles Groundwater Sub-Basin Groundwater Sustainability Plan and Creating the Paso Robles Area Groundwater Authority
CEQA Determination: The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

Date: March 4, 2025
Facts

1. In 2014, the California State Legislature passed, and the Governor signed into law, the Sustainable Groundwater Management Act (SGMA) which required local management of groundwater resources in California through the formation of Groundwater Sustainability Agencies (GSAs) and through preparation and implementation of Groundwater Sustainability Plans (GSPs).

2. The City of Paso Robles and four other local agencies (i.e., County of San Luis Obispo, the ShandonSan Juan Water District, Estrella-El Pomar-Creston Water District, and the San Miguel Community Services District) within the Paso Groundwater Subbasin (Basin), voted to form a GSA within their respective jurisdiction, such that the service areas of the GSAs collectively cover the entire Basin.

These agencies are referred to as the “Paso Basin GSAs.”

3. Consistent with the options identified in Water Code Section 10727, the Paso Basin GSAs entered into a Memorandum of Agreement (MOA) for the purpose of preparing a single GSP for the Basin and establishing the Paso Basin Cooperative Committee (PBCC) to conduct activities related to GSP development.

4. On June 21, 2022, the Paso Robles GSA Board adopted a revised Groundwater Sustainability Plan that was submitted to DWR on July 19, 2022 to comply with SGMA requirements. The GSP includes management actions, projects, and activities to achieve sustainable use of groundwater. The revised GSP was approved by California Department of Water Resources (DWR) in June 2023.

5. Following DWR’s approval of the GSP it has been the intent of the GSAs to develop a refined governance structure to efficiently and effectively implement the GSP.

6. The intent to develop a formal long-term governance structure was specifically highlighted in the Chapter 12 of the adopted GSP.

7. The GSAs, with input from their respective legal counsel, have collectively worked to develop a Draft JPA.

8. A substantially completed version of the agreement was presented at the PBCC meeting on December 16, 2024. The PBCC unanimously voted to recommend that each of the GSAs consider execution of the agreement.

Options

1. Take no action;

2. Approve and authorize the City Manager to sign either of the two versions of the Joint Exercise of Powers Agreement for Administration of the Paso Robles Area Groundwater Sub-Basin Groundwater Sustainability Plan and creating the Paso Robles Area Groundwater Authority, one that includes all five GSAs (the County of San Luis Obispo, the City of Paso Robles, the San Miguel Community Services District, the Shandon San Juan Water District and the Estrella-El Pomar-Creston Water District) and one that includes all of the GSAs with the exception of the San Miguel Community Services District in substantial form to the documents attached hereto.

3. Provide alternative direction to staff.

Analysis and Conclusions
The public agencies overlying the Basin that have become GSAs within their respective service areas entered into a MOA regarding the preparation of a GSP for the Paso Robles Groundwater Basin. The purpose of the MOA was to coordinate the development of a single GSP for the Basin.

The MOA established the PBCC, an advisory body made up of one member from each GSA, to oversee activities related to GSP development and the implementation of SGMA. Under the guidance of the GSAs, the committee’s role was to develop a single GSP that each GSA would consider for adoption, before submitting it to the DWR for approval.

Although the MOA was initially set to automatically terminate upon DWR's approval of the GSP, the GSAs amended the MOA on or around March 13, 2020, to remove the automatic termination clause. The amendment also clarified that the MOA could continue to serve as the basis for ongoing cooperation among the GSAs in managing the Basin until a long-term governance structure can be established.

Similar to the MOA, the GSP acknowledges that the framework established in the MOA is not intended to serve as the long-term governance structure for the Basin. Chapter 12 of the GSP states in relevant part:
"The GSAs will operate under the existing MOA until DWR approves the GSP. During DWR’s review process, the GSAs will consider developing a refined governance structure to implement the GSP. This governance structure would be formalized in a new agreement between the GSAs, outlining the details and responsibilities for GSP administration among the participating entities. It may also include provisions to establish a new governing body to oversee GSP implementation." The GSAs did not immediately pursue a long-term governance structure, largely because most of the initial GSP administration and implementation costs were grant-funded (including the $3.5M Salinas River segment of the City’s recycled water distribution system). However, with the GSAs now taking steps to establish revenue needs for continued GSP implementation it is time to replace the MOA with a more long-term governance structure. Additionally, it has become evident that creating a separate agency to levy fees and carry out implementation activities would likely be the most effective way to ensure a unified, coordinated approach to Basin management. A substantially completed version of the agreement was presented at the PBCC meeting on December 16, 2024. The PBCC unanimously voted to recommend that each of the GSAs consider execution of the agreement.

Subsequent to the December 16, 2024 PBCC meeting, San Miguel has indicated reluctance to joining the joint powers authority (JPA), therefore, GSAs’ counsel also prepared a version of the JPA Agreement that excludes SMCSD should it decline to execute the JPA Agreement in time to commence the formal rate process. This version of the JPA Agreement is referred to as the “Four-Party JPA Agreement” and the version that includes SMCSD is referred to as the “Five-Party JPA Agreement. Both versions are collectively

referred to as the “JPA Agreement” as they do not differ significantly except with respect to membership and voting given the different number of parties and resulting impacts.

Content of the Joint Exercise of Powers Agreement:

The purpose of the JPA is to establish the Paso Robles Area Groundwater Authority (“Authority”) and to set forth the terms and conditions under which the Authority is authorized to implement the GSP and otherwise manage the Basin under SGMA within the collective service area of the GSAs that enter the JPA.

Key terms of the JPA Agreement recommended for approval include, without limitation:
 Creates the Authority, as a separate/distinct legal entity, the boundaries of which are coterminous with the collective areas over which each Member is a GSA. The Members retain their GSA status, and the Authority only has the powers delegated to it.
 Delegates powers to the Authority related to carrying out and funding regulatory and administrative functions under SGMA as well as development and implementation of certain management actions.
 The Five-Party JPA Agreement establishes the membership as each of the five GSAs (while permitting the addition of other local agencies under limited conditions) and the Four-Party JPA establishes the membership as each of the five GSAs with the exception of the SMCSD (but SMCSD could join subject to the same provisions of the Five-Party JPA Agreement related to new Members).
 Establishes the governing body as a Board of Directors (“Authority Board”) comprised of one representative and one alternate representative from each Member (both of whom must sit on the Member’s legislative body).
 The Five-Party Agreement defines a quorum as a majority of the Directors and requires a majority vote on all matters, with each Director possessing one vote, with the exception of the following, which require a 4/5 vote of the Authority Board: (1) approval of the Authority’s annual budget and any amendment or adjustment thereto, (2) decisions related to the imposition of mandatory limitations on groundwater extractions, (3) decisions related to requiring member contributions beyond those specifically addressed in the agreement, (4) adoption of any fee(s), (5) appointment of an Executive Director, (6) appointment of legal counsel, (7) procurement of any loan(s), and (8) acquisition of any real property.
 The Four-Party Agreement defines a quorum as a majority of the Directors and requires a majority vote on all matters, with each Director possessing one vote, subject to the following which shall require the affirmative vote of three of the Directors regardless of how many Directors are present and voting: (1) approval of the Authority’s annual budget and any amendment or adjustment thereto, (2) decisions related to the imposition of mandatory limitations on groundwater extractions, and (3) decisions related to requiring Member contributions beyond those specifically addressed in the agreement.
 States that the majority of Authority costs are anticipated to be funded by a fee(s) on extraction levied by the Authority on all groundwater users within the Authority’s boundaries but includes

provisions addressing the period between establishment of the Authority and the collection of fees as well as costs that may not be able to be covered by the fee(s).  Provides for both automatic withdrawal (when a member ceases to be a GSA) and voluntary withdrawal subject to certain conditions related to timing / funding the operations of the Authority.
 Provides that the JPA will automatically terminate on June 30, 2026 if the Authority has not yet established a fee.

Fiscal Impact
Under the JPA Agreement, it is anticipated that the vast majority of costs associated with the GSP implementation activities delegated under the agreement will be funded through a fee(s) on all extractors within its boundaries. However, given that it is unlikely that the Authority is to receive revenue from the fee until December 2025, the JPA Agreement provides that the Members agree to contribute their share of costs allocated under the existing MOA for Fiscal Year 2024-2025. These expenses have been approved by City Council and incorporated in the City’s currently approved budget. Should the costs allocation under the MOA for Fiscal Year 2024-2025 be insufficient to cover essential costs through December 2025, each Member agrees to contribute additional funding based on the same percentage share outlined in the MOA.

CEQA
The City finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378.

The purpose of the JPA Agreement is to form a single entity to perform SGMA / GSP administrative and regulatory compliance actions, develop and implement certain management actions specifically identified in the JPA Agreement and establish the funding necessary to support said actions. Although the JPA Agreement does not authorize the Authority to undertake any capital projects identified in the GSP without further approval by the GSAs, the Authority would conduct the required CEQA review for any projects that it undertakes. Based on the foregoing and the fact that adoption of the GSP is statutorily exempt under Water Code Section 10728.6, approval of the project is exempt under CEQA Guidelines Sections 15378(b)(4), 15378(b)(5) and 15061(b)(3).

Recommendation (Option 2)
Acting jointly as the City Council and the Paso Robles Groundwater Sustainability Agency Board, approve and authorize the City Manager on behalf of the City of Paso Robles and the Paso Robles GSA to sign either one of the two versions of the Joint Exercise of Powers Agreement for Administration of the Paso Robles Area Groundwater Sub-Basin Groundwater Sustainability Plan and creating the Paso Robles Area Groundwater Authority, one that includes all five GSAs (the County of San Luis Obispo, the City of Paso Robles, the San Miguel Community Services District, the Shandon San Juan Water District and the EstrellaEl Pomar-Creston Water District) and one that includes all of the GSAs with the exception of the San Miguel Community Services District in substantial form to the documents attached hereto.

Attachments

1. Resolution 25-XXX – JPA Formation for Paso Basin

2. Paso Basin JPA 4-Party Agreement - Draft

3. Paso Basin JPA 5-Party Agreement - Draft

Attachment 1
RESOLUTION 25-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES

ACTING AS THE CITY OF PASO ROBLES GROUNDWATER SUSTAINABILITY AGENCY (GSA)

APPROVING THE JOINT EXERCISE OF POWERS AGREEMENT FOR ADMINISTRATION OF THE

PASO ROBLES AREA GROUNDWATER SUBBASIN GROUNDWATER SUSTAINABILITY PLAN WHEREAS, In 2014, the California State Legislature passed, and the Governor signed into law, the Sustainable Groundwater Management Act (SGMA) which required local management of groundwater resources in California through the formation of Groundwater Sustainability Agencies (GSAs) and through preparation and implementation of Groundwater Sustainability Plans (GSPs); and WHEREAS, The City of Paso Robles and four other local agencies (County of San Luis Obispo, the ShandonSan Juan Water District, Estrella-El Pomar-Creston Water District, and the San Miguel Community Services District) within the Paso Groundwater Subbasin (Basin), each voted to form a GSA within their respective jurisdiction (collectively, Paso Basin GSAs), such that the service areas of the GSAs collectively cover the entire Basin; and
WHEREAS, Consistent with the options identified in Water Code Section 10727, the Paso Basin GSAs entered into a Memorandum of Agreement (MOA) for the purpose of preparing a single GSP for the Basin and establishing the Paso Basin Cooperative Committee (PBCC) to conduct activities related to GSP development; and
WHEREAS, On June 21, 2022, the Paso Robles GSA Board adopted a revised Groundwater Sustainability Plan that was submitted to DWR on July 19, 2022 to comply with SGMA requirements; and WHEREAS, The revised GSP was approved by California Department of Water Resources (DWR) in June 2023; and
WHEREAS, Following DWRs approval of the GSP it has been the intent of the GSAs to develop a refined governance structure to efficiently and effectively implement the GSP.

WHEREAS, The intent to develop a formal long-term governance structure was specifically highlighted in the Chapter 12 of the adopted GSP.

WHEREAS, A substantially completed version of the agreement was presented at the PBCC meeting on December 16, 2024. The PBCC unanimously voted to recommend that each of the GSAs consider execution of the agreement.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF EL PASO DE ROBLES ACTING AS THE GROUNDWATER SUSTAINABILITY AGENCY DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. All of the above recitals are true and correct and incorporated herein by reference.

Section 2. The City GSA finds that this action is not a project under the California Environmental Quality Act pursuant to State Guidelines Section State CEQA Guidelines, §§ 15060, subd. (c)(2)-(3), 15378, because it can be seen with certainty the activity will not result in a physical change in the environment.

Attachment 1
Section 3. The City of Paso Robles GSA Board and City Council hereby approve and authorize the City Manager to sign either one of the two versions of the Joint Powers Agreement for Administration of the Paso Robles Groundwater Sub-Basin Groundwater Sustainability Plan and creating the Paso Robles Area Groundwater Authority, with the understanding that staff and counsel may make nonsubstantive and/or technical edits to the agreement as necessary.

Section 4. This Resolution shall take effect on the date it is approved by the City Council acting as the Paso Robles GSA Board.

APPROVED this 4
th day of March, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

John R. Hamon, Jr., Mayor
ATTEST:

Melissa Boyer, City Clerk

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JOINT EXERCISE OF POWERS AGREEMENT

FOR ADMINISTRATION OF

THE PASO ROBLES AREA GROUNDWATER SUBBASIN

GROUNDWATER SUSTAINABILITY PLAN
THIS AGREEMENT is entered into pursuant to the Joint Exercise of Powers Act, Government Code §§ 6500 et seq. (“JPA Act”), by and among the following Groundwater Sustainability Agencies (“GSAs”) within the Paso Robles Area Groundwater Subbasin: the City of El Paso de Robles (“City”), the County of San Luis Obispo (“County”), the Shandon-San Juan Water District (“SSJWD”) and the Estrella-El Pomar-Creston Water District (“EPCWD”) (each referred to individually as a “Member” and collectively as the “Members”), for the purposes of forming a joint powers agency to serve as the groundwater authority within their combined service area within the Paso Robles Area Groundwater Subbasin.

RECITALS
WHEREAS, on September 16, 2014, Governor Jerry Brown signed into law Senate Bills (“SB”) 1168 and 1319 and Assembly Bill (“AB”) 1739, known collectively as the Sustainable Groundwater Management Act (Water Code §§ 10720 et seq.) (“SGMA”), which became effective on January 1, 2015 and which has been and may continue to be amended from time to time; and
WHEREAS, SGMA requires the establishment of a GSA or GSAs for all basins designated as medium or high priority by the California Department of Water Resources (“DWR”) on or before June 30, 2017; and
WHEREAS, SGMA further requires the adoption of a Groundwater Sustainability Plan (“GSP”) or coordinated GSPs for all basins designated by DWR as high or medium priority basins and subject to critical conditions of overdraft on or before January 31, 2020; and WHEREAS, DWR designated the Paso Robles Area Subbasin (DWR Bulletin 118 Basin No. 3-004.06) (“Basin”) as a high priority basin subject to critical conditions of overdraft; and WHEREAS, each of the Members is a GSA duly established in accordance with SGMA within its respective service area overlying the Basin; and WHEREAS, the Members, with the exception of EPCWD, and the San Miguel Community Services District (“SMCSD”), previously entered into a Memorandum of Agreement

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Regarding Preparation of a Groundwater Sustainability Plan for the Paso Robles Groundwater Basin (“MOA”) on or about September 20, 2017 and an Amendment No. 1 to the MOA on or about March 13, 2020 for purposes of coordinating preparation of a single GSP for the Basin and for continued cooperation pending development of a long-term governance structure, including, but not limited to, through the Paso Basin Cooperative Committee (“PBCC”), an advisory committee created thereunder; and
WHEREAS, the EPCWD became a party to the MOA on or about June 6, 2023, and all of the Members and the SMCSD entered into an Amendment No. 2 to the MOA on or about July 9, 2024 expressly permitting the County to contract with consultants on behalf of the PBCC subject to the terms and conditions of the MOA while the Members and SMCSD continued to explore long-term governance options; and
WHEREAS, the Members, together with the SMCSD, collectively developed, and separately adopted, a single GSP to sustainably manage the Basin underlying their combined service area which was first submitted to DWR on January 30, 2020 with the exception of the EPCWD which was not yet a GSA; and
WHEREAS, in response to comments provided by DWR, each of the Members and SMCSD separately adopted a single updated GSP (the “GSP”), except for EPCWD; and WHEREAS, the EPCWD has since agreed to implement the GSP within its service area; and
WHEREAS, the updated GSP was formally approved by letter from DWR on June 20, 2023; and
WHEREAS, each of the Members desires to create a single entity to perform GSP / SGMA administrative and regulatory compliance actions, development and implementation of certain management actions as described herein and establishment of the funding necessary to support said actions within their combined service area within the Basin; and WHEREAS, more specifically, the Members are entering into this Agreement to form the Paso Robles Area Groundwater Authority, a public entity separate and apart from the Members, to serve as the more formal governance structure anticipated under the MOA, which MOA is now outdated and is being replaced hereby.

NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions set forth herein, the Members agree as follows:

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ARTICLE 1: INCORPORATION OF RECITALS

1.1 The foregoing recitals are true and correct and are incorporated herein by reference.

ARTICLE 2: DEFINITIONS
The following terms shall have the following meanings for purposes of this Agreement:

2.1 “Agreement” means this Joint Exercise of Powers Agreement forming the Paso Robles Area Groundwater Authority for the Members’ combined service area within the Basin.

2.2 “Authority” means the Paso Robles Area Groundwater Authority formed pursuant to this Agreement.

2.3 “Basin” means the Paso Robles Area Groundwater Subbasin, California Department of Water Resources Basin No. 3-004.06 as its boundaries may be modified from time to time in accordance with Water Code section 10722.2.

2.4 “Board of Directors” or “Board” means the governing body of the Authority as established by Article 6.1 of this Agreement.

2.5 “Bulletin 118” means DWR’s report entitled “California Groundwater: Bulletin 118” updated in 2016 and 2022, and as it may be subsequently updated or revised in accordance with Water Code section 12924.

2.6 “Director(s)” and “Alternate Director(s)” means a Director or Alternate Director appointed by a Member pursuant to Articles 6.1 and 6.2 of this Agreement.

2.7 “DWR” means the California Department of Water Resources.

2.8 “Effective Date” is the date this Agreement has been signed by all of the Members.

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2.9 “Groundwater Sustainability Plan” or “GSP” means the Groundwater Sustainability Plan, as defined by SGMA in Water Code section 10727 et seq., adopted for the Basin and approved by DWR on June 20, 2023, and as may be subsequently amended by the Members.

2.10 “Joint Exercise of Powers Act” or “JPA Act” means Government Code section 6500 et seq., as amended from time to time.

2.11 “Member” means any of the signatories to this Agreement, and “Members” means all of the Signatories to this Agreement. Each Member is a GSA duly established in accordance with SGMA.

2.12 “Memorandum of Agreement” or “MOA” means the September 20, 2017 Memorandum of Agreement Regarding Preparation of a Groundwater Sustainability Plan for the Paso Robles Groundwater Basin, including any amendments thereto.

2.13 “Officer(s)” means the Chair, Vice Chair, or Secretary of the Authority to be appointed by the Board of Directors pursuant to Article 6.5 of this Agreement.

2.14 “SGMA” means the Sustainable Groundwater Management Act of 2014 and all regulations adopted under the legislation (SB 1168, SB 1319 and AB 1739) that collectively comprises the Act, as that legislation and those regulations may be amended from time to time.

2.15 “State” means the State of California.

ARTICLE 3: PURPOSE

3.1 The purpose of this Agreement is to establish the Paso Robles Area Groundwater Authority and to set forth the terms and conditions under which the Authority is authorized to implement the GSP and otherwise manage the Basin under SGMA within the collective service area of the Members. This Agreement also sets forth, without limitation, how the Authority will be funded and the way it will operate. Nothing in this Agreement is intended to modify, limit, or otherwise interfere with individual Members’ municipal water use, authorities, or rights, including, but not limited to: police powers; land use authorities; well construction authorities; authorities to adopt or amend the GSP; authorities or rights regarding their respective water supplies and assets (including recycled water); and authorities or rights regarding their respective facilities, operations, or water management beyond those projects and initiatives identified in the GSP. By entering this Agreement, the Members make no commitment to contribute their water supply assets as part of the implementation of the GSP.

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ARTICLE 4: CREATION OF THE AUTHORITY

4.1 Qualification of Members. Each Member certifies and declares that it is a public agency (as defined in Government Code Section 6500 et seq.) that is authorized to be a party to a joint exercise of powers agreement. Each Member certifies and declares that it is a GSA duly formed and existing pursuant to SGMA.

4.2 Creation of Authority. Pursuant to the JPA Act, the Members hereby create a joint powers agency which shall be known as the Paso Robles Area Groundwater Authority. The boundaries of the Authority shall be coterminous with the collective areas over which each Member is the GSA as of the Effective Date as depicted in Exhibit A attached hereto and incorporated herein by this reference or as may be modified over time. This Agreement forms the Authority as a public entity that is a separate and distinct legal entity from the Members. Should other local agencies become new Members of the Authority pursuant to Section 5.2 below after the Effective Date, the boundaries of the Authority shall be updated to include their service areas within the Basin.

4.3 Notice of Agreement. Within thirty (30) days after the Effective Date, and after any amendment hereto, the County on behalf of the Authority shall cause a notice of this Agreement to be prepared and filed with the office of the California Secretary of State containing the information required by Government Code section 6503.5. Within thirty (30) days after the Effective Date, the County on behalf of the Authority shall cause a statement of the information concerning the Authority, required by Government Code section 53051, to be filed with the office of the California Secretary of State and with the County Clerk, setting forth the facts required to be stated pursuant to Government Code section 53051, subd. (a).

4.4 Purposes of Authority. The purpose of the Authority is to establish the mechanism by which the Members will jointly carry out and fund (consistent with the provisions of Article 7 of this Agreement), certain administrative and regulatory functions under SGMA as well as development and implementation of certain management actions through coordinated exercise of the powers thereunder and other joint powers within the Basin subject to the limitations set forth herein. Nothing in this Section 4.4 is intended to modify, limit, or otherwise interfere with individual Members’ municipal water use, authorities, or rights as set forth in Section 3.1 above.

4.5 Initial Powers of Authority. The following are the initial authorities granted to the Authority and for which further individual Member approval is not required:

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a. Completion of the regulatory requirements under SGMA including, but not limited to, preparing and submitting the annual reports described in section 356.2 of Title 23 of the California Code of Regulations (“CCR”) and section 9.3.1.3 of the GSP and the five-year GSP evaluations described in 23 CCR section 356.4 and section 9.3.1.4 of the GSP and serving as the plan manager on behalf of the Members as defined in 23 CCR section 351(z) in connection therewith.
b. Development and implementation of the Communication and Engagement Plan set forth in Appendix M of the GSP and to otherwise undertake stakeholder outreach within the Members’ combined service area; however, this shall not preclude any Member from undertaking additional stakeholder outreach within its boundaries.
c. Development and implementation of the Data Gap Plan set forth in Appendix L2 of the GSP and to otherwise develop and implement an enhanced monitoring program within the Members’ combined service area, provided that any update to the monitoring program shall not be in contravention of existing confidentiality or any other obligations under the existing San Luis Obispo Flood Control and Water Conservation District (“FCWCD”) Water Level Measuring Program as determined by the County Director of Public Works or designee.
d. Development and implementation of a voluntary groundwater demand reduction program within the Members’ combined service area, which may include fallowing and other water demand reduction or land repurposing strategies as described in section 9.3.4 of the GSP; and development and implementation of a mandatory demand reduction program should the voluntary program prove inadequate.
e. Development and adoption of an annual budget to exercise the authorities granted hereunder or as may be delegated by the Members in accordance with Section 4.7 below provided that nothing herein shall authorize the Authority to require Member contributions beyond those specifically identified in Section 7.1 below or otherwise approved by an affirmative vote of three (3) of the Directors consistent with Section 6.8(3) below. f. Development and adoption of a plan to fund exercise of the authorities granted hereunder or as may be subsequently delegated by the Members,

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including but not limited to, adoption by the Authority of a fee(s) pursuant to Water Code section 10730 et seq. and all actions necessary for the Authority to establish and collect said fee(s) and application and receipt of grant funds.
g. Adoption or establishment of rules, regulations, policies, bylaws and procedures related to exercise of the authorities granted hereunder or as may be subsequently delegated by the Members, including, but not limited to, adoption of a procurement and purchasing policy and a conflict of interest code.
h. Retention of consultants, contractors, or employees to assist the Authority in carrying out its purposes and day-to-day operations, including, without limitation, a financial consultant, legal counsel, accountant, administrative personnel, hydrogeologist, executive director, or other specialty services as may be deemed appropriate to carry out the terms of this Agreement and as more specifically set forth in Section 4.10 below. i. Perform all other acts reasonably necessary for the Authority to exercise the powers of the Authority set forth in this Section 4.5 or as subsequently delegated pursuant to Section 4.7 below. Without limiting any other provision of this Agreement, this includes authorization to: make and enter contracts; employ agents and employees; acquire, hold or dispose of property; incur debts, liabilities or obligations; and to sue or be sued in the Authority’s own name.

4.6 Restriction on Exercise of Powers Designation. For purposes of Government Code section 6509, all powers of the Authority shall be exercised subject to the restrictions upon the manner of exercising such powers as are imposed on the County, and in the event of the withdrawal of the County as a Member under this Agreement, then the manner of exercising the Authority’s powers shall be exercised subject to those restrictions imposed on the City.

4.7. Additional Powers-Subsequent Implementation Activities. With the exception of activities within the authorities set forth in Section 4.5 above or necessary for the full exercise thereof, the Authority shall not undertake any GSP implementation activities within the service area of a particular Member(s) or that impact water use within the service area of a particular Member(s) without that Member(s)’ prior written approval; and the Authority shall not undertake any GSP implementation activities throughout the Members’ combined service area with the exception of activities within the authorities set forth in Section 4.5 above or necessary for the

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full exercise thereof unless approved by the governing bodies of at least three (3) of the four (4) Members. Said approval or future delegation shall not be deemed and need not require an amendment to this Agreement unless said activities cannot be conducted consistent with the terms of this Agreement. However, nothing herein prohibits any Member from exercising its individual authority to enact an ordinance or regulation imposing mandatory extraction limitations or other demand reduction measures in furtherance of GSP implementation within its service area. In addition, without limiting the foregoing, nothing herein shall be construed as authorizing the Authority to acquire a right to appropriate or otherwise receive surface water from Santa Margarita Lake, Lake Nacimiento or the Salinas River or to utilize infrastructure owned or operated by any Member or the FCWCD related thereto without their prior approval.

4.8 Term. This Agreement shall be effective as of the Effective Date and shall remain in effect until terminated in accordance with Section 8.2 or Section 8.3 of this Agreement or until superseded by the Five-Party Agreement as defined and described in Section 9.10 below.

4.9 Role of Member Agencies. Although it is anticipated that the Authority will hire its own staff, the Members will provide support to the Board of Directors by making information and meeting facilities available, Member resources permitting and subject to the execution of any necessary acknowledgement of confidentiality agreement(s) (e.g. with respect to confidential private well data). The Members will endeavor to respond quickly to any recommendations or requests made by the Board of Directors or its staff.

4.10 Executive Director and Employees. The Board may appoint an Executive Director or other designated manager (“Executive Director”) or other employees. a. The Executive Director’s compensation shall be determined by the Board. b. The Executive Director shall serve at the pleasure of the Board and shall be responsible to the Board for the proper and efficient administration of the Authority. The Executive Director shall have the powers designated by the Board.
c. The Executive Director shall serve until s/he resigns or the Board terminates her/his appointment.
d. The Board shall have the power to employ such other consultants or personnel as set forth in Section 4.5(h) above.

ARTICLE 5: MEMBERSHIP

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5.1 Members. The Members of the Authority shall be:
a. City of El Paso de Robles;
b. County of San Luis Obispo;
c. Shandon-San Juan Water District; and
d. Estrella-El Pomar-Creston Water District
as long as they have not, pursuant to the provisions hereof, withdrawn from this Agreement.

5.2 New Members. Any local agency, as defined by SGMA, that is not a Member on the Effective Date of this Agreement may become a Member upon all of the following:
a. Amendment of the Agreement in accordance with Section 9.2; b. Successful enactment / establishment within the service area of the local agency of any applicable fee(s) or charges on extraction that have been levied by the Authority; and
c. The local agency is presumed to be the exclusive GSA within its service area as described in Water Code section 10723.8 and adoption of the GSP by the local agency.

ARTICLE 6: GOVERNANCE

6.1 Board of Directors. The business of the Authority will be conducted by a Board of Directors that is hereby established and that shall be initially composed of one primary representative appointed by each Member. Without amending this Agreement, the composition of the Board of Directors shall be altered from time to time to reflect the withdrawal of any Member or the admission of a Member pursuant to Section 5.2. Members of the Board of Directors are required to be members of the governing board of the appointing Member.

6.2 Alternate Directors. Each Member shall designate one alternate to serve in the absence of that Member’s primary representative on the Board of Directors. Alternate Directors shall not vote or participate in any deliberations unless appearing as a substitute for a Director due to absence or conflict of interest. If the Director is not present, or if the Director has a

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conflict of interest which precludes participation by the Director in any decision-making process of the Board, the Alternate Director appointed to act in his/her place shall assume all rights of the Director and shall have the authority to act in his/her absence, including casting votes on matters before the Board. Alternate Directors are required to be members of the governing board of the appointing Member.

6.3 Statement of Economic Interests. All primary members of the Board of Directors and all alternates shall file a Statement of Economic Interests (FPPC Form 700). Each Member shall notify the Authority in writing of its designated primary and alternate representatives on the Board of Directors.

6.4 Term of Directors. Each Member of the Board of Directors will serve until replaced by the appointing Member.

6.5 Officers. The Board of Directors shall elect a Chair, Vice Chair, and Secretary.

Officers shall be elected at the first Board meeting, and thereafter at the first Board meeting following January 1st of each year.
a. Chair. The Chair shall preside at all meetings of the Board of Directors. b. Vice Chair. The Vice Chair shall exercise all powers of the Chair in the Chair’s absence or inability to act.
c. Secretary. The Secretary or the Secretary in coordination with the Executive Director or other designee shall keep minutes of the Board of Director meetings.

Consistent with Government Code section 6505.6, it is anticipated that the Authority will appoint its Executive Director as Treasurer and Auditor of the Authority to comply with the duties and responsibilities of the offices as set forth in Government Code section 6505.1 and 6505.5, including, without limitation, causing an annual independent audit to be made by a certified public accountant, or public accountant, in compliance with Government Code section 6505. Nothing herein shall be construed as limiting the Executive Director’s ability to otherwise retain the services of an accountant or bookkeeper to assist him or her in fulfillment of the obligations hereunder in a manner consistent with Authority procurement procedures or as otherwise authorized by the Board of Directors. In addition, nothing herein shall be construed as preventing the Authority from appointing someone other than the Executive Director as Treasurer and Auditor consistent with Government Code section 6505.6. At the first meeting of the Board of Directors, the Authority shall appoint one of the officers specifically identified

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above to the position of interim Treasurer and Auditor to comply with the duties and responsibilities described above pending retention of an Executive Director to serve in such position.

6.6 Powers and Limitations. All the powers and authority of the Authority shall be exercised by the Board, subject, however, to the rights reserved by the Members as set forth in this Agreement.

6.7 Quorum. A majority of the Members of the Board of Directors shall constitute a quorum. In the absence of a quorum, any meeting of the Board of Directors may be adjourned by a vote of the simple majority of Directors present, but no other business may be transacted.

6.8 Voting. On all matters considered by the Authority, each Director shall have one vote and action shall require a majority vote of the Board of Directors subject to the following matters, which shall require the affirmative vote of three (3) Directors regardless of how many Directors are present and voting: (1) approval of the annual budget and any amendment or adjustment thereto; (2) decisions related to the imposition of mandatory limitations on groundwater extractions; and (3) decisions related to requiring Member contributions beyond those identified in Section 7.1 to cover the cost of any budgeted costs not covered by extraction fees.

6.9 Meetings. The Board of Directors shall provide for regular and special meetings in accordance with Chapter 9, Division 2, Title 5 of the Government Code (the “Ralph M. Brown Act” commencing at section 54950), and any subsequent amendments of those provisions.

6.10 By-Laws. The Board of Directors may adopt by-laws to supplement this Agreement. In the event of conflict between this Agreement and the by-laws, the provisions of this Agreement shall govern.

6.11 Advisory Committees. The Board of Directors may establish one or more advisory committees, technical committees or other committees for any purpose.

6.12 Compensation. No Director or member of an advisory committee shall be compensated by the Authority for preparation for or attendance at meetings of the Board of Directors or meetings of any committee created by the Board. Nothing in this Section 6.12 is intended to prohibit a Member from compensating its representatives on the Board of Directors or on a committee for attending such meetings.

ARTICLE 7: FINANCIAL PROVISIONS