Agenda packet — Rancho Cordova City Council, May 16, 2022 (part 8 of 21)

(r) “HUD” means the United States Department of Housing and Urban Development.
(s) "Investor Limited Partner" means __________________. (t) "Loan Documents" shall mean this Agreement, the DDLA, the Note, and the Deed of Trust.
(u) "Note" shall mean the promissory note from the Owner to City evidencing all or any part of the City Loan.
(v) "Owner" shall mean Sunrise Crossing Affordable, LP, a California limited partnership, and its successors and assigns to the Project. (w) "Partnership Agreement" means the Agreement of Limited Partnership, dated concurrently with this Agreement, that governs the operation and organization of Owner, as a California limited partnership.
(x) "Project" shall mean the Property and the eighty-two (82) units to be developed on the Property, and any additional improvements and all landscaping, roads and parking spaces existing thereon, as the same may from time to time exist. (y) "Property" shall mean the real property described in Exhibit A attached hereto and incorporated herein.
(z) "Rent" shall mean the total of monthly payments by the tenants of a Unit for the following: use and occupancy of the Unit and land and associated facilities, including parking; any separately charged fees or service charges assessed by Owner which are required of all tenants, other than security deposits; the cost of an adequate level of service for utilities paid by the tenant, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, but not cable or telephone service; any other interest, taxes, fees or charges for use of the land or associated facilities and assessed by a public or private entity other than Owner, and paid by the Tenant. Utility allowances may be determined by use of the utility allowance published by the local public housing authority or the California Utility Allowance Calculator ("CUAC") model allowed by the California Tax Credit Allocation Committee regulations, if the Property qualifies.
(aa) "Tenant" shall mean a household occupying a Unit.
(bb) "Term" means the term of this Regulatory Agreement, which commences as of the date of this Regulatory Agreement and shall remain in effect until the expiration or termination of the term of the Ground Lease.
(cc) "Units" shall mean the eighty-two (82) rental units to be constructed by the Owner on the Property.

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(dd) "Very Low Income Household" shall mean a household with a Household Income that does not exceed fifty percent (50%) of Area Median Income applicable to Sacramento County, adjusted for family size, as published and periodically updated by HUD. (ee) "Very Low Income Units" shall mean the Units which, pursuant to Section

2.1(b) below, are required to be occupied by Very Low Income Households.

ARTICLE 2.

AFFORDABILITY COVENANTS
Section 2.1 Occupancy Requirements.
(a) Extremely Low Income Units. Nine (9) of the Units shall be rented to and occupied by or, if vacant, available for occupancy by Extremely Low Income Households. (b) Very Low Income Units. Nine (9) of the Units shall be rented to and occupied by or, if vacant, available for occupancy by Very Low Income Households. (c) 60% Low Income Units. Forty-six (46) of the Units shall be rented to and occupied by or, if vacant, available for occupancy by 60% Low Income Households. (d) 70% Low Income Units. Seventeen (17) of the Units shall be rented to and occupied by or, if vacant, available for occupancy by 70% Low Income Households.. (e) Manager's Unit. One (1) Unit shall be reserved for an on-site manager and shall not be subject to affordability or occupancy restrictions. (f) Intermingling of Units. All Units shall be intermingled and of comparable quality. Tenants in all Units shall have equal access to and enjoyment of all common facilities of the Project.
(g) Disabled Persons Occupancy.
(1) Owner shall cause the Project to be operated at all times in compliance with all applicable federal, state, and local disabled persons accessibility requirements including, but not limited to the applicable provisions of: (i) the Unruh Act, (ii) the California Fair Employment and Housing Act, (iii) the United States Fair Housing Act, as amended, (iv) the Americans With Disabilities Act of 1990, and (vi) Chapters 11A and 11B of Title 24 of the California Code of Regulations, which relate to disabled persons access (collectively, the "Accessibility Requirements").
(2) Owner shall indemnify, protect, hold harmless and defend (with counsel reasonably satisfactory to the City) the City, and its city council, officers and employees, from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of Owner's failure to comply with the Accessibility Requirements. This obligation to indemnify ITEM 9.9. ATTACHMENT 2

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survives termination of this Regulatory Agreement, repayment of the City Loan, cancellation of the Promissory Note, and the reconveyance of the Deed of Trust.

Section 2.2 Allowable Rent.
(a) Extremely Low Income Rent. Subject to the provisions of Section 2.3 below, the monthly Rent payable by Tenants of Extremely Low Income Units shall not exceed onetwelfth (1/12th) of thirty percent (30%) of thirty percent (30%) of the Area Median Income applicable to Sacramento County, adjusted for Assumed Household Size. (b) Very Low Income Rent. Subject to the provisions of Section 2.3 below, the monthly Rent payable by Tenants of the Very Low Income Units shall not exceed one-twelfth (1/12th) of thirty percent (30%) of fifty percent (50%) of Area Median Income applicable to Sacramento County, adjusted for Assumed Household Size. (c) 60% Low Income Rent. Subject to the provisions of Section 2.3 below, the monthly Rent payable by Tenants of the 60% Low Income Units shall not exceed one-twelfth (1/12th) of thirty percent (30%) of sixty percent (60%) of Area Median Income applicable to Sacramento County, adjusted for Assumed Household Size
(d) 70% Low Income Rent. Subject to the provisions of Section 2.3 below, the monthly Rent payable by Tenants of 70% Low Income Units shall not exceed one-twelfth (1/12th) of thirty percent (30%) of seventy percent (70%) of the Area Median Income applicable to Sacramento County, adjusted for Assumed Household Size.

Section 2.3 Notice of Rent Amounts. Owner will provide City with a schedule of maximum permissible Rents for the Units prior to the expected date for receipt of a temporary certificate of occupancy and annually thereafter.

Section 2.4 Increased Income of Occupying Households.
(a) Increased Income. In the event that, upon recertification of an occupant household's income, the income of a tenant increases above the qualifying limit for such household, Owner may increase the rent of such household to the extent permitted by applicable law, the Project Regulatory Documents (as defined below) and the regulations promulgated by the California Tax Credit Allocation Committee.
(b) Termination of Occupancy. Upon termination of occupancy of a Unit by a Tenant, such Unit shall be deemed to be continuously occupied by a household of the same income level (e.g., Extremely Low Income Household, Very Low Income Household, 60% Low Income Household, or 70% Low Income Household) as the initial income level of the vacating Tenant, until such Unit is reoccupied, at which time the income character of the Unit (e.g., Extremely Low Income Unit, Very Low Income Unit, 60% Low Income Unit, or 70% Low Income Unit) shall be redetermined
(c) Continued Compliance. In the event an occupant household's income increases, whether or not the rent is increased as set forth in Section (a) above, the Unit shall continue to be classified as an Extremely Low Income Unit, a Very Low Income Unit, a 60% ITEM 9.9. ATTACHMENT 2

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Low Income Unit or a 70% Low Income Unit, as applicable, until such time as the Unit is either vacated by the occupant or another Unit is rented at the applicable income limit.

Section 2.5 Lease Provisions. Owner shall include in leases for all Units provisions which authorize Owner to immediately terminate the tenancy of any household one or more of whose members has misrepresented any fact material to the household's qualification as a Very Low Income Household or 60% Low Income Unit. Each lease or rental agreement shall also provide that the household is subject to annual certification in accordance with Section 3.1 below, and that, if the household's income increases above the applicable limits for a Very Low Income Household or 60% Low Income Household, as applicable, such household's Rent may be subject to increase.

Section 2.6 Condominium Conversion. The Owner shall not convert the Project or any Units to condominium or cooperative ownership or sell condominium or cooperative conversion rights to the Property during the Term of this Agreement.

ARTICLE 3.

INCOME CERTIFICATION AND REPORTING
Section 3.1 Income Certification. The Owner shall obtain, complete and maintain on file, immediately prior to initial occupancy and annually thereafter, income certifications from each Tenant renting any of the Units (excluding the manager's Unit). The Owner shall make a good faith effort to verify that the income provided by an applicant or occupying household in an income certification is accurate by taking one or more of the following steps as a part of the verification process: (1) obtain a pay stub for the most recent pay period; (2) obtain an income tax return for the most recent tax year; (3) conduct a credit agency or similar search; (4) obtain an income verification form from the applicant's current employer; (5) obtain an income verification form from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies; or (6) if the applicant is unemployed and has no such tax return, obtain another form of independent verification. Copies of tenant income certifications shall be available to City upon request.

Section 3.2 Annual Report to City. Each year by July 1 Owner shall submit an annual report to City, in a form approved by City. The annual report shall include for each Unit covered by this Agreement, the Rent and the income and household size of the household occupying the Unit and shall have the income certifications for each Tenant, prepared pursuant to Section 3.1 above available upon request. The report shall also state the date the tenancy commenced for each rental Unit, the number of bedrooms in such Unit, and such other information as City may be required by law to obtain.

Section 3.3 Additional Information. Owner shall provide any additional information reasonably requested by City. City shall have the right to examine and make copies of all books, records or other documents of Owner which pertain to any Unit.

Section 3.4 Records.

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(a) Owner shall keep and maintain at the principal place of business of the Owner set forth in Section 6.11 below, or elsewhere with the City's written consent, full, complete and appropriate books, records and accounts relating to the Project. Owner shall cause all books, records and accounts relating to the Project to be kept and maintained in accordance with generally accepted accounting principles consistently applied, and to be consistent with requirements of this Regulatory Agreement. Subject to applicable law and reasonable prior written notice from the City, Owner shall cause all books, records, and accounts to be open to and available for inspection and copying by the City, its auditors or other authorized representatives at reasonable intervals during normal business hours. Owner shall cause copies of all tax returns and other reports that Owner may be required to furnish to any government agency to be open for inspection by the City at all reasonable times at the place that the books, records and accounts of Owner are kept. Owner shall preserve such records for a period of not less than five (5) years after their creation. If any litigation, claim, negotiation, audit exception, monitoring, inspection or other action relating to the use of the Project is pending at the end of the record retention period stated herein, then Owner shall retain the records until such action and all related issues are resolved. Such records are to include but are not limited to:
(1) Records documenting compliance with the fair housing, equal opportunity, and affirmative fair marketing requirements; (2) Financial records; and
(3) Records demonstrating compliance with the marketing, tenant selection, affordability, and income requirements.
(b) The City shall notify Owner of any records it deems insufficient. Owner has fifteen (15) calendar days after the receipt of such a notice to correct any deficiency in the records specified by the City in such notice, or if a period longer than fifteen (15) days is reasonably necessary to correct the deficiency, then Owner must begin to correct the deficiency within fifteen (15) days and correct the deficiency as soon as reasonably possible.

ARTICLE 4.

OPERATION OF THE DEVELOPMENT
Section 4.1 Residential Use. The Project shall be operated only for residential use.

No part of the Project shall be operated as transient housing.

Section 4.2 Compliance with Loan Documents and Project Regulatory Agreements.

Owner shall comply with all the terms and provisions of the Loan Documents and any other regulatory requirement imposed on the Project, including but not limited to regulatory agreements associated with the Low Income Housing Tax Credits provided by the California Tax Credit Allocation Committee (the "Project Regulatory Documents"). Owner shall promptly notify the City in writing of the existence of any default under any Project Regulatory Documents and provide the City with copies of any such notice of default.

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Section 4.3 Property Tax Exemption. Owner shall not apply for a property tax exemption for the Property under any provision of law other than Revenue and Taxation Section 214(g) without City's prior written consent.

Section 4.4 Taxes and Assessments. Owner shall pay all real and personal property taxes, assessments, if any, and charges and all franchise, income, employment, old age benefit, withholding, sales, and other taxes assessed against it, or payable by it, at such times and in such manner as to prevent any penalty from accruing, or any lien or charge from attaching to the Property; provided, however, that Owner shall have the right to contest in good faith, any such taxes, assessments, or charges. In the event Owner exercises its right to contest any tax, assessment, or charge against it, Owner, on final determination of the proceeding or contest, shall immediately pay or discharge any decision or judgment rendered against it, together with all costs, charges and interest.

Section 4.5 Nondiscrimination. All of the Units shall be available for occupancy on a continuous basis to members of the general public who are income eligible. There shall be no discrimination against or segregation of any person or group of persons, on account of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or veteran or military status in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of any Unit nor shall Owner or any person claiming under or through the Owner, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, sublessees, subtenants, or vendees of any Unit or in connection with the employment of persons for the operation and management of the Project. All deeds, leases or contracts made or entered into by Owner as to the Units or the Project or portion thereof, shall contain covenants concerning discrimination as prescribed by the DDLA.

Section 4.6 Section 8 Certificate Holders. The Owner shall accept as tenants, on the same basis as all other prospective tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing housing program under Section 8 of the United States Housing Act, or its successor, or similar programs. The Owner shall not apply selection criteria to holders of Section 8 certificate or similar certificates or vouchers that is more burdensome than criteria applied to all other prospective tenants, nor shall the Owner apply or permit the application of management policies or lease provisions with respect to the Project which have the effect of precluding occupancy of units by such prospective tenants.

Section 4.7 Marketing Plan. No later than six (6) months prior to the date construction of the Project is projected to be complete, Owner shall submit to the City for approval its plan for marketing the Project to income-eligible households as required by this Regulatory Agreement (the "Marketing Plan"). The Marketing Plan shall be in compliance with all applicable fair housing, equal opportunity and affirmative fair marketing laws and requirements.

Upon receipt of the Marketing Plan, the City shall promptly review the Marketing Plan and shall approve or disapprove it within fifteen (15) days after receipt. If the Marketing Plan is not approved, the City shall give Owner specific reasons for such disapproval and Owner shall submit a revised Marketing Plan within fifteen (15) days of notification of the City's disapproval.

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Owner shall follow this procedure for resubmission of a revised Marketing Plan until the Marketing Plan is approved by the City. If the Owner does not submit a revised Marketing Plan that is approved by the City at least three (3) months prior to the date construction of the Project is projected to be complete, Owner will be in default of this Regulatory Agreement.

Section 4.8 Environmental Requirements. Owner shall comply with the environmental requirements set forth in Article X of the DDLA and Article 6 of the Deed of Trust, which are incorporated herein.

ARTICLE 5.

PROPERTY MANAGEMENT AND MAINTENANCE
Section 5.1 Management Responsibilities. The Owner is responsible for all management functions with respect to the Project, including without limitation the selection of tenants, certification and recertification of household size and income, evictions, collection of rents and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital items, and security. City shall have no responsibility over management of the Project.

The Owner shall retain a professional property management company approved by City in its reasonable discretion to perform its management duties hereunder. A resident manager shall also be required.

Section 5.2 Management Agent. The Project shall at all times be managed by an experienced management agent with demonstrated ability to operate residential facilities like the Project in a manner that will provide decent, safe, and sanitary housing (as approved, the "Management Agent").

Section 5.3 Performance Review. City reserves the right to conduct an annual (or more frequently, if deemed reasonably necessary by City) review of the management practices and financial status of the Project. The purpose of each periodic review will be to enable City to determine if the Project is being operated and managed in accordance with the requirements and standards of this Agreement. The Owner shall cooperate with City in such reviews.

Section 5.4 Replacement of Management Agent. If, as a result of a periodic review, City determines in its reasonable judgement that the Project is not being operated and managed in accordance with any of the material requirements and standards of this Agreement, City shall deliver notice to Owner of its intention to cause replacement of the Management Agent, including the reasons therefor. Within fifteen (15) days of receipt by Owner of such written notice, City staff and Owner shall meet in good faith to consider methods for improving the financial and operating status of the Project. If after a reasonable period as determined by City (not to exceed sixty (60) days), City determines that the Owner is not operating and managing the Project in accordance with the material requirements and standards of this Agreement, City may require replacement of the Management Agent.

If, after the above procedure, City requires in writing the replacement of the Management Agent, Owner shall (subject to obtaining any necessary consents from the Investor Limited Partner, any applicable lenders of loans senior to the City Loan, the California Tax Credit ITEM 9.9. ATTACHMENT 2

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Allocation Committee, the California Debt Limit Allocation Committee and any other applicable government agency that has approval rights over the replacement of the Management Agent) promptly dismiss the then Management Agent, and shall appoint as the Management Agent a person or entity meeting the standards for a Management Agent set forth in Section 5.2 above.

Any contract for the operation or management of the Project entered into by Owner shall provide that the contract can be terminated as set forth above. Failure to remove the Management Agent in accordance with the provisions of this Section shall constitute default under this Agreement, and City may enforce this provision through legal proceedings as specified in Section 6.5.

Section 5.5 Management Policies. The Owner shall submit its written management plan with respect to the Project to City for its review, and shall amend such policies in any way necessary to ensure that such policies comply with the provisions of this Agreement.

Section 5.6 Property Maintenance. The Owner agrees, for the entire Term of this Agreement, to maintain or cause to be maintained all interior and exterior improvements, including landscaping, on the Property in good condition and repair (and, as to landscaping, in a healthy condition), reasonable wear and tear excepted, and in accordance with all applicable laws, rules, ordinances, orders and regulations of all federal, state, county, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials.

In the event that the Owner breaches any of the covenants contained in this section and such default continues for a period of seven (7) days after written notice from City with respect to graffiti, debris, waste material, and general maintenance or thirty (30) days after written notice from City with respect to landscaping and building improvements, then City, in addition to whatever other remedy it may have at law or in equity, shall have the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the default. Pursuant to such right of entry, City shall be permitted (but is not required) to enter upon the Property and perform all acts and work necessary to protect, maintain, and preserve the improvements and landscaped areas on the Property, and to attach a lien on the Property, or to assess the Property, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by City and/or costs of such cure, which amount shall be promptly paid by the Owner to City upon demand.

Section 5.7 Social Services. Owner shall provide a variety of social services at the Project. Such social services are subject to the prior written approval of the City, in its reasonable discretion. Owner shall use its best efforts to create a comprehensive social service program that is targeted to the needs of the residents of the Project which may include, but is not limited to, the following services: after-school programs of an ongoing nature for school age children, financial planning skills, job coaching, and/or the availability of a bona fide services coordinator to the tenants. Owner shall ensure that all personnel providing or coordinating all social services shall be adequately trained and counseled, including with respect to the appropriate means and methods of communicating and interacting with residents. Any substantive change in the scope, amount, or type of social services to be provided at the Property ITEM 9.9. ATTACHMENT 2

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shall be subject to prior reasonable approval of City and approval shall not be unreasonably withheld.

ARTICLE 6.

MISCELLANEOUS
Section 6.1 Transfers.
(a) For purposes of this Agreement, "Transfer" means any sale, assignment, or transfer, whether voluntary or involuntary, of: (i) any rights and/or duties under the Loan Documents; and/or (ii) any interest in the Project, including (but not limited to) a fee simple interest, a joint tenancy interest, a life estate, a partnership interest, a leasehold interest, a security interest, or an interest evidenced by a land contract by which possession of the Project is transferred and Owner retains title. The term "Transfer" excludes the leasing of any single unit in the Project to an occupant in compliance with this Regulatory Agreement. (b) Except as otherwise permitted in this Section 6.1 and Section 8.2 of the DDLA, no Transfer is permitted without the prior written consent of the City, which the City may withhold in its sole discretion. The City Loan shall automatically accelerate and be due in full upon any Transfer made without the prior written consent of the City. Notwithstanding anything to the contrary in this Agreement, any transfer permitted under Section 8.2 of the DDLA shall be permitted hereunder without the City’s approval. (c) The City hereby approves the admission of the Investor Limited Partner to Owner as limited partner. The City hereby approves future Transfers of the limited partner interest of Owner provided that: (i) such Transfers do not affect the timing and amount of the Investor Limited Partner capital contributions provided for in the Partnership Agreement (as such capital contributions may be adjusted pursuant to the terms of the Partnership Agreement); and (ii) in subsequent Transfers, the Investor Limited Partner or an Affiliate thereof, retains a membership or partnership interest and serves as a managing member or managing general partner of the successor limited partner.
(d) The City hereby approves a Transfer of the Property from Owner to St. Anton Communities, LLC, or an Affiliate of St. Anton Communities, LLC, and an assumption of the City Loan by such transferee at or prior to the end of the Fifteen Year Compliance Period, provided that: (i) such Transfer is pursuant to an option or right of first refusal agreement referenced in the Partnership Agreement, (ii) the assignment and assumption agreement evidencing such Transfer requires the transferee to expressly assume the obligations of Owner under the Loan Documents, and (iii) the City is provided executed copies of all documents evidencing the Transfer.
(e) The City hereby approves the purchase of the Investor Limited Partner interest by St. Anton Communities, LLC, or an Affiliate of St. Anton Communities, LLC at or prior to the end of the Fifteen Year Compliance Period, provided that (i) such Transfer is pursuant to an option or right of first refusal agreement referenced in the Partnership Agreement, and (ii) the City is provided executed copies of all documents evidencing the Transfer.

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(f) In the event the general partner of Owner is removed by the limited partner of Owner for cause following default under the Partnership Agreement, the City hereby approves the Transfer of the general partner interest to (i) a 501(c)(3) tax exempt nonprofit corporation or other entity with a 501(c)(3) tax exempt nonprofit corporation member or partner, with significant experience in the ownership and operation of affordable housing projects similar to the Project, and with financial resources sufficient for the ownership of the Project, as selected by the Investor Limited Partner and approved by the City, and (ii) the Investor Limited Partner or an Affiliate thereof, but only for a period not to exceed ninety (90) days from the date of removal of the general partner, during which time such entity shall diligently seek a replacement general partner meeting the requirements of subsection (i) above. (g) The City hereby approves the grant of the security interests in the Project for financing approved in the Final Financing Plan as such term is defined in the DDLA.

Section 6.2 Term. The provisions of this Agreement shall apply to the Property for the entire Term even if the entire City Loan is paid in full prior to the end of the Term. This Agreement shall bind any successor, heir or assign of Owner, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by City. City makes the City Loan on the condition, and in consideration of, this provision, and would not do so otherwise.

Section 6.3 Notice of Expiration of Term.
(a) At least six (6) months prior to the expiration of the Term, Owner shall provide by first-class mail, postage prepaid, a notice to all Tenants containing (a) the anticipated date of the expiration of the Term, (b) any anticipated increase in Rent upon the expiration of the Term, (c) a statement that a copy of such notice will be sent to City, and (d) a statement that a public hearing may be held by City on the issue and that the Tenant will receive notice of the hearing at least fifteen (15) days in advance of any such hearing. The Owner shall also file a copy of the above-described notice with City.
(b) In addition to the notice required above, Owner shall comply with the requirements set forth in California Government Code Sections 65863.10 and 65863.11. Such notice requirements include: (i) a twelve (12) month notice to existing tenants, prospective tenants and Affected Public Agencies (as defined in California Government Code Section 65863.10(a)) prior to the expiration of the Term, (ii) a six (6) month notice requirement to existing tenants, prospective tenants and Affected Public Agencies prior to the expiration of the Term; (iii) a notice of an offer to purchase the Project to "qualified entities" (as defined in California Government Code Section 65863.11(d)), if the Project is to be sold within five (5) years of the end of the Term; (iv) a notice of right of first refusal within the one hundred eighty (180) day period that qualified entities may purchase the Project.

Section 6.4 Covenants to Run with the Land. City and Owner hereby declare their express intent that the covenants and restrictions set forth in this Agreement shall run with the land, and shall bind all successors in title to the Property, provided, however, that on the expiration of the Term of this Agreement said covenants and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Property ITEM 9.9. ATTACHMENT 2

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or any portion thereof shall be held conclusively to have been executed, delivered and accepted subject to such covenants and restrictions, regardless of whether such covenants or restrictions are set forth in such contract, deed or other instrument, unless City expressly releases such conveyed portion of the Property from the requirements of this Agreement.

Section 6.5 Enforcement by the City.
(a) If Owner fails to perform any obligation under this Agreement, and fails to cure the default within 30 days after City has notified the Owner in writing of the default or, if the default cannot be cured within 30 days, fails to commence to cure within 30 days and thereafter diligently pursue such cure, City shall have the right to enforce this Agreement by any or all of the following actions, or any other remedy provided by law:
(1) Calling the Loan. City may declare a default under the Note, accelerate the indebtedness evidenced by the Note, and proceed with foreclosure under the Deed of Trust.
(2) Action to Compel Performance or for Damage. City may bring an action at law or in equity to compel Owner's performance of its obligations under this Agreement, and/or for damages.
(3) Remedies Provided Under Loan Documents. City may exercise any other remedy available at law or provided under the Loan Documents. (b) The City shall provide notice of a default to the Investor Limited Partner and any limited partner of Owner who has requested written notice from the City in the manner set forth in Section 6.1 of the Loan Agreement.

Section 6.6 Attorney's Fees and Costs. In any action brought to enforce this Agreement, the prevailing party shall be entitled to all costs and expenses of suit, including reasonable attorneys' fees. This section shall be interpreted in accordance with California Civil Code Section 1717 and judicial decisions interpreting that statute.

Section 6.7 Recording and Filing. City and Owner shall cause this Agreement, and all amendments and supplements to it, to be recorded against the Property in the Official Records of the County of Sacramento. This Agreement encumbers only the Owner’s leasehold interest in the Property and does not encumber the City’s fee title to the Property.

Section 6.8 Governing Law. This Agreement shall be governed by the laws of the State of California.

Section 6.9 Amendments. This Agreement may be amended only by a written instrument executed by all the parties hereto or their successors in title, and duly recorded in the real property records of the County of Sacramento, California.

Section 6.10 Notice. All notices given or certificates delivered under this Agreement shall be in writing and be deemed received on the delivery or refusal date shown on the delivery receipt, if: (i) personally delivered by a commercial service which furnishes signed receipts of ITEM 9.9. ATTACHMENT 2

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delivery or (ii) mailed by certified mail, return receipt requested, postage prepaid, addressed as shown on the signature page. Any of the parties may, by notice given hereunder, designate any further or different addresses to which subsequent notices, certificates or communications shall be sent.

Section 6.11 Severability. If any provision of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions of this Agreement shall not in any way be affected or impaired thereby.

Section 6.12 Multiple Originals; Counterparts. This Regulatory Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts.

Section 6.13 Revival of Agreement after Foreclosure. In the event there is a foreclosure of the Property, this Regulatory Agreement will revive according to its original terms if, during the Term, the owner of record before the foreclosure, or deed in lieu of foreclosure, or any entity that includes the former owner or those with whom the former owner has or had family or business ties, obtains an ownership interest in the Project or a leasehold interest in the Property.

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IN WITNESS WHEREOF, the City and Owner have executed this Agreement by duly authorized representatives, all on the date first written above.

Address:

City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, California 95670
Attn: City Manager

CITY:

CITY OF RANCHO CORDOVA, a California
municipal corporation
By:

Its:

Attest:
_______________________
City Clerk
Approved as to Form:
______________________
City Attorney
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Address:

Sunrise Crossing Affordable, LP
c/o St. Anton Communities
1801 I Street, Suite 200
Sacramento, CA 95811
Attn: President
With copies
to:

PacH Anton South Holdings, LLC
c/o Pacific Housing, Inc.
2115 J Street, Suite 201
Sacramento, CA 95816
Attn: Mark A. Wiese
and:

Cox, Castle & Nicholson LLP
50 California St., Ste 3200
San Francisco, CA 94111
Attn: Ofer Elitzur, Esq.

OWNER:

SUNRISE CROSSING AFFORDABLE, LP,
a California limited partnership
By: St. Anton Sunrise Crossing Affordable
LLC, a California limited liability company, its
Co-General Partner

By: Blue Bronco, LLC, a California limited
liability company, its Manager
By:____________________________
Peter H. Geremia, Manager
By: PacH Anton South Holdings, LLC, a
California limited liability company, its
Managing General Partner

By: Pacific Housing, Inc., a California nonprofit
public benefit corporation, its Manager
By: ____________________________
Mark A. Wiese, President
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STATE OF CALIFORNIA )
)
COUNTY OF __________________ )
On ____________________, before me, ___________________________, Notary Public, personally appeared ______________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.
______________________________________
Name: ______________________________
Notary Public
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

ITEM 9.9. ATTACHMENT 2

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I certify UNDER PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

ITEM 9.9. ATTACHMENT 2

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A-1

EXHIBIT A
Property Description
5051486.4
ITEM 9.9. ATTACHMENT 2

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PROPOSED PROJECT – SUNRISE CROSSING APARTMENTS
General Project Description
“Sunrise Crossing” is an 82-unit proposed multifamily apartment community in the City of Rancho Cordova, CA.

Sunrise Crossing’s units will be income- and rent-restricted to households with incomes between 30% and 80% of Area Median Income (AMI) for Sacramento County. This highly amentitized urban infill project will be indistinguishable from market-rate projects in the area and will provide a variety of amenities and services geared toward the enrichment and growth of the community and its residents.

Site:

The project site consists of one parcel (APN: 058-0270-041) covering ±2.26 acres of land on the northern side of Folsom Blvd (11295 Folsom Blvd., Rancho Cordova, CA, 95742). It currently is a blighted freight shipping yard with shipping containers and a sheet metal structure. The property is located between I-50 to the North, Folsom Boulevard to the South and East, and Sunrise Boulevard to the West. The adjacent properties consist of hotels, vehicle service shops, a business park, and other commercial buildings.

Site Control:

St. Anton Communities, LLC has site control through a valid and enforceable Purchase and Sale Agreement with the property owner.

Land Use and Zoning:

The project site is currently zoned as Light Industrial/Manufacturing (M-1) and has a Light Industrial General Plan designation. However, the entire project site is within a quarter mile of the Sunrise light rail station which qualifies the site for Transit Oriented Development (TOD) designation. The TOD Overlay Zoning District allows residential use up to 80 dwelling units per acre.

The Building:

The proposed project consists of three garden-style walk-up buildings, a community building, amenities, and other site improvements including surface parking. The building’s dynamic façade includes modern and unique design elements to stimulate activity and movement and is in harmony with the contemporary urban aesthetic of the surrounding uses.

Unit Mix:

Of the 82 proposed residential units, 12 are studio, 50 are one-bedroom, and 20 are two-bedroom units with floor plans ranging from approximately 425 square feet to 885 square feet.

Parking:

The project will offer undesignated surface parking at a ratio allowed by State Density Bonus Law. This ratio (inclusive of guest parking) is one space per studio and one-bedroom units and two spaces for units with 2 or more bedrooms. The project design will meet/exceed this ratio.

On-Site Amenities:

Sunrise Crossing has many community amenities, including a clubhouse, fitness center, leasing office, swimming pool, full kitchen, and employment and educational training classrooms. The project features a sundeck with active and passive features. In addition, the project ownership’s non-profit partner will provide on-site resident services such as wellness and educational programs throughout the year. See Attachment A for more information on the service provider and the variety of services.

ITEM 9.9. ATTACHMENT 2

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Neighborhood Amenities
The project is located on Folsom Boulevard, one of the city’s major commercial corridors, which facilitates convenient access to a variety of amenities including shopping, entertainment, and transit. The project is within walking distance from Sunrise light rail station which enables easy and fast access to downtown Sacramento to the west and downtown Folsom to the east.

Property Management
St. Anton Multifamily, Inc. (SAM), or an affiliate, will provide professional on-site management services. SAM is a full-service property management company specializing in market-rate and affordable housing management.

Founded in 1999, SAM provides a wide range of property management services including initial and on-going leasing, marketing, compliance monitoring, coordination of resident services and property maintenance. St. Anton Multifamily, Inc. was ranked number one by the Sacramento Housing and Redevelopment Agency in their 2009 File Audit and Housing Quality Standards Inspection rankings. Please see Attachment B for the list of properties currently managed by SAM.

Amenities and Services
On-Site Amenities
▪ Leasing office
▪ Fully equipped communal kitchen
▪ Business Center
▪ Fitness Center
▪ Community room
▪ Mail center
▪ Maintenance room
▪ Swimming pool
▪ BBQ and sun deck
▪ Social activities
▪ Garden landscaping
▪ Bike racks
In-Unit Amenities
▪ Studio, one-, and two-bedroom floor plans
▪ Washer/dryer hookups in all units
▪ Laundry room
▪ Patio or balcony
▪ White vertical blinds
▪ Fully equipped kitchens
▪ Designer cabinetry
▪ Double stainless-steel sinks
▪ Granite counter tops
▪ Dishwasher
▪ Refrigerator
▪ Self-cleaning oven range
▪ Built-In Microwave
▪ Garbage disposal
▪ Large bathrooms
▪ Shower/tub combos
▪ Sheet vinyl/carpet flooring
▪ Mirrored medicine cabinets
ITEM 9.9. ATTACHMENT 2

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Unit Mix and Affordability
Unity Type No. of Square Monthly Utility Annual
Units Footage Rent Allowance Rent
Studio: 30% AMI 1 425 $420 $33 $5,040
Studio: 50% AMI 1 425 $723 $33 $8,676
Studio: 60% AMI 7 425 $874 $33 $73,416
Studio: 70% AMI 3 425 $1,025 $33 $36,900
1BR/1BA: 30% AMI 6 595 $449 $37 $32,328
1BR/1BA: 50% AMI 6 595 $773 $37 $55,656
1BR/1BA: 60% AMI 28 595 $935 $37 $314,160
1BR/1BA: 70% AMI 9 595 $1,097 $37 $118,476
2BR/2BA: 30% AMI 2 885 $541 $41 $12,984
2BR/2BA: 50% AMI 2 885 $930 $41 $22,320
2BR/2BA: 60% AMI 11 885 $1,124 $41 $148,368
2BR/2BA: 70% AMI 5 885 $1,318 $41 $79,080
1BR/1BA: Unrestricted (Mgr.) 1 595 n/a n/a n/a
Gross Potential Income 82 $907,404
ITEM 9.9. ATTACHMENT 2

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SCHEDULE OF PERFORMANCE
Task/Event Time for Performance

1. Developer and City open Escrow. Completed.

2. Closing Date. On or before July 1, 2022._

3. Developer commences construction of
Project.

Within 90 days after the Closing Date.

4. Developer completes construction of
Project.

Within 36 months after commencement of
construction.

5. Developer commences leasing the Units Not later than 30 days prior to completion of construction.

6. Developer completes leasing of all Units. Not later than 9 months after completion of construction.

It is expressly understood and agreed by the Parties that the foregoing schedule of performance is subject to all of the terms and conditions set forth in the text of the Agreement including, without limitation, extension due to Force Majeure. Times of performance under the Agreement may be extended by request of any Party memorialized by a mutual written agreement between the Parties, which agreement may be granted or denied in the non-requesting Party’s sole and absolute discretion (subject to events of Force Majeure set forth in this Agreement. 5050809.2
ITEM 9.9. ATTACHMENT 2

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SOURCES AND USES OF FUNDS
Financing Plan
St. Anton plans to finance Sunrise Crossing Apartments with the following sources:
❖ Senior Tax-Exempt Bond Financing:

The Sacramento Housing and Redevelopment Agency shall be the issuer for tax exempt bonds in the amount of $13,180,000. The bonds will be privately placed with a bond purchaser (one of St. Anton’s lending partners).
❖ City of Rancho Cordova Subordinate Loan:

A subordinate loan will be issued by City of Rancho Cordova in the amount of $2,624,000 ($32,000/unit). ❖ Tax Credit Equity Investment (Federal 4% AND State):

One of St. Anton’s investing partners will be the equity investor in the project for the purpose of receiving Federal and State low-income housing tax credits and other tax benefits from the investment. St. Anton solicits a number of bids from various qualified investors and evaluates the proposals for best pricing and back-end conditions. The anticipated tax credit pricing is $0.955 for Federal credits and 0.800 for State credits. ❖ Construction and Permanent Loans:

A construction loan will be issued by one of St. Anton’s lending partners in the amount of $17,530,000 and dispersed monthly. $13,180,000 of the loan will be through tax-exempt bonds and $4,350,000 will be a taxable tail. The loan shall convert to a permanent loan within 24 months (with one 6-month extension option). The permanent loan will be in the amount of $8,570,000.
❖ Pre-Conversion Net Operating Income:

The project shall generate excess income in the amount of $128,083 during the lease up period prior to conversion.
❖ Deferred Developer Fee:

The Developer, St. Anton Communities, LLC, shall defer payment of the developer fee in the amount of $488,150. The deferred portion of the developer fee shall be paid by project cash flow. ❖ Deferred Interest on Subordinate Loans:

The applicant shall defer payment of the interest accrued on subordinate loans during construction in the amount of $157,440. The deferred interest on subordinate loans shall be paid from residual cash flow per subordinate loan terms
❖ SMUD All-Electric Rebate
St. Anton has successfully engaged with SMUD on multiple projects to receive Smart Homes rebates for making the residential projects all-electric. We intend to apply the same concept at Sunrise Crossing and anticipate receiving $1,250/unit in Smart Homes rebates from SMUD.

Please see Attachment D for complete project financial model.

ITEM 9.9. ATTACHMENT 2

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Sources and Uses Table
Construction Permanent
Sources of Capital:

Senior Debt - Tax-Exempt Bond Proceeds: $13,180,000 $8,570,000 Taxable Tail (during construction): $4,350,000 $0
City of Rancho Cordova Loan: $2,624,000 $2,624,000
Federal Tax Credit Equity: $980,000 $9,776,611
State Tax Credit Equity: $0 $1,275,000
Pre-Conversion NOI $0 $128,082
Deferred Interest on Sub Loans: $0 $157,440
Deferred Developer Fee: $0 $488,150
SMUD All-Electric Rebate: $0 $102,500
$21,134,000 $23,121,783
$ $
Uses of Capital: $ $
Property Acquisition: $2,150,000 $2,150,000
Construction Costs: $13,665,708 $13,665,708
Financing Costs: $527,018 $564,518
Government Impact Fees: $1,804,000 $1,804,000
Other Soft Costs & Reserves: $1,521,334 $1,573,530
Senior Debt Interest: $465,940 $804,027
Developer Fee: $1,000,000 $2,560,000
$21,134,000 $23,121,783
Surplus/(Gap): $0 $0
ITEM 9.9. ATTACHMENT 2

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2049034.1 1
Recording requested by
and when recorded mail to:

The City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Attn: City Clerk

EXEMPT FROM RECORDING FEES PER
GOVERNMENT CODE §§6103, 27383
Space above this line for Recorder’s use.

CERTIFICATE OF COMPLETION
This Certificate of Completion (this “Certificate”) is made by the City of Rancho Cordova, a California municipal corporation (“City”), effective as of __________, 202__.

RECITALS
A. City and ______________________________ (“Owner”), entered into that certain Disposition, Development and Loan Agreement (the “DDLA”) dated as of _______________, 2022 concerning the construction of an affordable multi-family senior rental residential project (the "Project") on certain real property located in the City of Rancho Cordova, California and more particularly described in Exhibit A attached hereto (the “Property”). A Memorandum of the DDLA was recorded in the Official Records of Sacramento County (“Official Records”) as Instrument No._________ on ______________________, 202__. Capitalized terms used herein without definition shall have the meaning ascribed to such terms in the DDLA.

B. Pursuant to Section 5.12 of the DDLA, the Agency is required to furnish the Owner or its successors with a Certificate of Completion upon completion of construction of the Project in accordance with the DDLA.

C. The City has determined that the construction of the Project has been satisfactorily completed in accordance with the DDLA.

NOW, THEREFORE, the City hereby certifies as follows:

1. Construction of the Project has been satisfactorily completed in conformance with the DDLA.

2. All use, maintenance and nondiscrimination covenants contained in the DDLA shall remain in effect and enforceable in accordance with the DDLA. This Certificate does not constitute evidence of Owner’s compliance with those covenants in the DDLA that survive the issuance of this Certificate, including without limitation, compliance with the Regulatory ITEM 9.9. ATTACHMENT 2

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2049034.1 2
Agreement and Declaration of Restrictive Covenants entered into pursuant to the DDLA and recorded in the Official Records on _________________________, 2022 as Instrument No.___________ ___ .

3. This Certificate does not constitute evidence of compliance with or satisfaction of any obligation of Owner to any holder of a deed of trust securing money loaned to finance the Improvements or any part thereof (except City) and does not constitute a notice of completion under California Civil Code Section 3093.3.

4. Nothing contained in this instrument shall modify any provisions of the DDLA or any other document executed in connection therewith.

IN WITNESS WHEREOF, City has executed and issued this Certificate of Completion as of the date first written above.

THE CITY OF RANCHO CORDOVA
By: _______________________________
Name: _______________________________
[Title]
ATTEST:

By: _______________________________
City Clerk
APPROVED AS TO FORM:

By: _______________________________
City Attorney
SIGNATURES MUST BE NOTARIZED.

ITEM 9.9. ATTACHMENT 2

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2049034.1 3
Exhibit A

LEGAL DESCRIPTION OF PROPERTY
(Attach legal description.)
5050806.2
ITEM 9.9. ATTACHMENT 2

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COMPLETION GUARANTY
THIS COMPLETION GUARANTY (the “Guaranty”) is made as of _____________________, 2022 by ST. ANTON COMMUNITIES, a California limited liability company (“Guarantor”), in favor of the CITY OF RANCHO CORDOVA, a California municipal corporation (“City”).

RECITALS
A. Concurrently with the date of this Guaranty, City and Sunrise Crossing Affordable LP, a California limited partnership (“Developer”), entered into a Disposition, Development and Loan Agreement (the “DDLA”). Pursuant to the DDLA, City has conveyed to the Developer an approximately 5,600 square foot parcel of real property (the “City Parcel”), and has made a loan to Developer (the “City Loan”) for the construction of an affordable housing development (the "Project") on a site located at 11295 Folsom Boulevard, Rancho Cordova, California, which is comprised of the City Parcel and an approximately 2.26 acre parcel which Developer has acquired (the “Developer Parcel”) (collectively, the “Property”).

B. As set forth in the DDLA, Developer is to construct the Project, consisting of eighty-two (82) apartment units, together with all associated landscaping, parking and associated improvements, including a clubhouse, fitness center, leasing office, swimming pool, full kitchen, and employment and educational training classrooms. Twelve (12) of the apartment units will be studio units, fifty (50) of the apartment units will be one bedroom units, and twenty (20) of the apartment units will be two bedroom units.

C. As a condition precedent to transferring the City Parcel to Developer, and making and disbursing the City Loan to Developer, Guarantor is required to execute and deliver this Guaranty guaranteeing the lien-free completion of the Project pursuant to, and in accordance with, the DDLA, and providing for the performance of other covenants contained herein.

NOW, THEREFORE, in consideration of the foregoing and the agreements set forth below, Guarantor hereby agrees as follows:

1. Guaranty. Subject to the terms and conditions set forth herein, Guarantor unconditionally and irrevocably guarantees the full and timely performance of Developer’s obligations under the DDLA, to construct and complete the Project in accordance with the DDLA. Without limiting the generality of the foregoing, Guarantor guarantees that: (a) construction of the Project shall commence and be completed substantially within any time limits set forth in the DDLA; (b) the Project shall be constructed and completed in accordance with the approved plans (the “Plans”) and the other provisions of the DDLA, without substantial deviation therefrom unless approved by City in writing; (c) the Project shall be constructed and completed free and clear of any mechanic’s liens, materialman’s liens, construction liens, and equitable liens; and (d) all costs of constructing the Project shall be paid when due. For purposes of this Guaranty, completion of the Project free and clear of liens shall be deemed to have occurred upon: (a) (i) City’s receipt of a written statement or certificate executed by the architect ITEM 9.9. ATTACHMENT 2

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designated or shown on the Plans certifying, without qualification or exception, that the Project is completed, and (ii) City’s issuance of all required occupancy permit(s) for the Project, and (iii) the expiration of the statutory period(s) within which valid mechanic’s liens, materialman’s liens and/or construction liens may be recorded and/or served by reason of the construction of the Project, or, alternatively, City’s receipt of valid, unconditional releases or waivers thereof from all persons entitled to record said liens or serve said stop notices; or (b) City’s receipt of such other evidence of lien free completion as City deems satisfactory in its reasonable discretion.

2. Remedies. If Developer fails to timely perform any of its obligations under the DDLA with respect to the construction and completion of the Project, after expiration of any applicable notice and cure periods, City, prior to exercising any of its remedies hereunder, shall demand (by written notice) that Guarantor perform the same on Developer’s behalf. If, within thirty (30) days after receiving such demand, Guarantor advises City in writing that Guarantor will commence and diligently proceed to cure all defaults of Developer under the DDLA, which by their nature are capable of being cured by Guarantor, then the DDLA shall remain in full force and effect, and City shall perform for the benefit of Guarantor any unperformed obligations of City under the DDLA. If (i) Guarantor notifies City that it has elected not to cure all defaults of Developer under the DDLA, or (ii) Guarantor fails to respond to City’s written notice, or (iii) Guarantor advises City in writing that Guarantor will commence and diligently proceed to cure all defaults of Developer under the DDLA, but fails to timely perform as herein above provided, City shall have the following remedies in addition to other remedies expressly provided herein:
(a) From time to time and without first being required to exhaust any or all security held by City, if any, to require performance by Guarantor of any obligation to be performed on the part of Guarantor pursuant to the terms hereof, by action at law or in equity or both. Nothing herein shall be construed to prohibit City from pursuing any remedies under any other agreement, against any person other than Guarantor. (b) The City, at City’s option, shall have the right to construct the Project and cure all defaults of Developer under the DDLA, which City reasonably deems necessary, and expend such sums as City reasonably deems proper in order so to complete such obligation. The amount of any and all reasonable expenditures made by City shall be immediately due and payable by Guarantor to City, notwithstanding City’s pursuit of any other rights or remedies.

3. City’s Actions. Guarantor agrees that City may from time to time without notice to or consent of Guarantor upon such terms and conditions as City may deem advisable and without affecting this Guaranty: (a) approve modifications to the Plans; (b) release any maker, surety or other person liable for payment or performance of all or any part of obligations due under the DDLA; (c) make any agreement extending or otherwise altering the time for or the terms of performance of all or any part of the obligations due under the DDLA; (d) modify, waive, compromise, release, subordinate, resort to, exercise or refrain from exercising any right City may have hereunder, or under the DDLA; (e) accept additional security or guarantees of any kind; or (f) release, settle or compromise any claim of City against Developer, or against any other person, firm or corporation, including any guarantor.

ITEM 9.9. ATTACHMENT 2

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4. Guarantor’s Warranties. Guarantor hereby warrants and represents unto City that:
(a) Guarantor has reviewed all of the terms and provisions of the DDLA; (b) any and all balance sheets, net worth statements and other financial statements and data that have heretofore been given to City with respect to Guarantor fairly and accurately represent the financial condition of Guarantor as of the date hereof, and, since the date thereof, there has been no material adverse change in the financial condition of Guarantor, (c) except as may be set out on any exhibit attached hereto or as may have been previously disclosed to City (i) there are no legal proceedings, material claims or demands pending against, or to the knowledge of Guarantor threatened against, Guarantor or any of Guarantor’s assets, that if adversely determined would materially impair Guarantor’s ability to fulfill its obligations under this Guaranty, (ii) Guarantor is not in breach or default of any obligation to pay money that would materially impair Guarantor’s ability to fulfill its obligations under this Guaranty, and (iii) no event (including specifically Guarantor’s execution and delivery of this Guaranty) has occurred which, with or without the lapse of time or action by a third party, constitutes or could constitute a material breach or material default under any document evidencing or securing any obligation to pay money or under any other contract or agreement to which Guarantor is a party and that would materially impair Guarantor’s ability to fulfill its obligations under this Guaranty, (d) Guarantor has knowledge of Developer’s financial condition and affairs, the progress of completion of the Project, and of all other circumstances which bear upon the risk assumed by Guarantor under this Guaranty (Guarantor hereby agreeing to continue to keep itself informed thereof while this Guaranty is in force and agreeing that neither City has and will have any obligation to investigate the financial condition or affairs of Developer for the benefit of Guarantor or to advise Guarantor of any fact respecting, or any change in, the financial condition or affairs of Developer or any other circumstance which may bear upon Guarantor’s risk hereunder which come to the knowledge of City, or any of its directors, officers, employees or agents of any time, whether or not City knows, believes or has reason to know or to believe that any such fact or change is unknown to Guarantor or might or does materially increase the risk of Guarantor hereunder), and (e) this Guaranty does not constitute a breach of Guarantor’s organizational documents or any other agreement or contract which Guarantor is a party to. Guarantor shall promptly deliver to City all financial statements and tax returns of Guarantor, if any, which Developer is required to provide by the DDLA or the Note, Deed of Trust, or Regulatory Agreement executed pursuant to the DDLA (collectively, the “Loan Documents”), to deliver to City, in time for Developer to deliver the same to City on or before the date provided for the delivery thereof.

5. Subordination. Guarantor agrees that all indebtedness, liability or liabilities now or at any time or times hereafter owing by Developer to Guarantor are hereby subordinated to the obligations under the DDLA. Guarantor agrees that the payment of any amount or amounts by Guarantor pursuant to this Guaranty shall not in any way entitle Guarantor whether at law, in equity or otherwise to any right to participate in any security held by City for the payment of the obligations under the DDLA, any right to direct the application or disposition of any such security or any right to direct the enforcement of any such security. Performance by Guarantor under this Guaranty shall not entitle Guarantor to be subrogated to any of the obligations under the DDLA or to any security therefor, unless and until the full amount of the obligations under the DDLA has been fully and finally paid.

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6. Termination. This Guaranty shall terminate and be of no further force or effect upon the occurrence of either (i) upon issuance of a final certificate of occupancy for the Project, or (ii) termination of the DDLA by either City or Developer in accordance with its own terms.

7. Interest. Any sums required to be paid by Guarantor to City pursuant to the terms hereof that are not paid within thirty (30) days of the date due, shall bear interest at the prime rate announced by the Bank of America plus three percent (3%), from the date said sums shall have become due until the date said sums are paid.

8. Consideration. Guarantor acknowledges that the undertakings given hereunder are given in consideration of City's conveyance of the Property to Developer pursuant to the DDLA and City’s performance under the DDLA, and that City would not convey the Property to Developer or make the City Loan to Developer were it not for Guarantor’s execution and delivery of this Guaranty.

9. No Waiver, Extension or Modification. No failure on the part of City to pursue any remedy hereunder shall constitute a waiver on its part of the right to pursue said remedy on the basis of the same or a subsequent breach. No extension, modification, amendment or renewal of the DDLA shall serve to waive the provisions hereof or discharge Guarantor from any obligation herein contained, in whole or in part, except to the extent expressly approved by City by written instrument signed by City, specifying the nature and the extent of the intended waiver and discharge of Guarantor.

10. Covenant of Guarantor. Guarantor shall promptly advise City in writing of any material adverse change in the business or financial condition of Guarantor.

11. Guaranty Independent; Waiver of Exoneration.
(a) Guarantor agrees that the obligations hereunder are independent of and in addition to the undertakings of the Developer pursuant to the DDLA, any other guarantees given in connection with the DDLA, and other obligations of Guarantor to City. (b) Guarantor agrees that the validity of this Guaranty shall continue and the obligations of Guarantor hereunder shall in no way be terminated, affected, diminished or impaired by reason of any bankruptcy, insolvency, reorganization, arrangement, assignment for the benefit of creditors, receivership or trusteeship affecting the Developer or its partners, parents, principals, or members whether or not notice is given to Guarantor, or by any other circumstances or condition that may grant or result in a discharge, limitation or reduction of liability of the Developer or its partners, parents, principals, members or of a surety or a guarantor.
(c) Guarantor waives all rights and remedies accorded by applicable law to guarantors and agrees not to assert or take advantage of any such rights or remedies including but not limited to any right to require City to, after expiration of applicable notice and cure periods to Developer, (1) proceed against the Developer, any partner or member of the Developer or any other person, (2) proceed against or exhaust any security held by City, or (3) pursue any remedy ITEM 9.9. ATTACHMENT 2

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in the power of City whatsoever. If Guarantor is liable pursuant to this Guaranty, Guarantor waives any defense arising by reason of any disability or other defense of the Developer or any partner or member of the Developer, or any of their parents, principals, or affiliated entities or by reason of the cessation from any cause whatsoever of the liability of the Developer or any member or partner of the Developer, or any of their parents, principals, or affiliated entities other than the full discharge and performance of all of Developer’s obligations under the DDLA.

Guarantor, except as expressly set forth herein, waives any defense it may acquire by reason of City's election of any remedy against it or the Developer, or both, even though Guarantors’ right of subrogation may be impaired thereby or extinguished under the antideficiency statutes of the State of California. Without limiting the generality of the foregoing, Guarantor waives (a) any defense that may arise by reason of the lack of authority or of any other person or persons or the failure of City to file or enforce a claim against the estate (in administration, bankruptcy, or any other proceeding) of any other person or persons; (b) demand, protest and notice of any kind including but not limited to notice of any kind (except for the notice required hereof or under the DDLA), including but not limited to notice of the existence, creation or incurring of any new or additional indebtedness or obligation or of any action or nonaction on the part of Developer, City, any endorser or creditor of Developer or Guarantor or on the part of any other person whomsoever under this or any other instrument in connection with any obligation or evidence of indebtedness held by City as collateral or in connection with any obligations the performance of which are hereby guaranteed; (c) any defense based upon any statute or rule of law which provides that the obligation of a surety must be neither larger in amount nor in other respects more burdensome than that of the principal;
(d) any duty on the part of City to disclose to Guarantor any facts City may now or hereafter know about Developer, regardless of whether City has reason to believe that any such facts materially increase the risk beyond that which Guarantor intended to assume or has reason to believe that such facts are unknown to Guarantor; (e) any defense arising because of City's election, in any proceeding instituted under the federal Bankruptcy Code, of the application of Section 1111(b)(2) of the Federal Bankruptcy Code; and (f) any defense based on any borrowing or grant of a security interest under Section 364 of the Federal Bankruptcy Code.

Without limiting the generality of the foregoing or any other provision hereof, Guarantor hereby expressly waives any and all benefits which might otherwise be available to Guarantor under California Civil Code Sections 2809, 2810, 2819, 2839, 2845, 2849, 2850, 2899, and 3433 and California Code of Civil Procedure Sections 580(a), 580(b), 580(d), and 726. (e) Until termination of this Guaranty (as set forth in Section 6), Guarantor shall have no right of subrogation, and waives any right to enforce any remedy that City now has or may hereafter have against the Developer or any member of Developer, or any other person, and waives the benefit of, and any right to participate in, any security now or hereafter held by City from the Developer.

12. Continued Existence; No Transfer or Assignment.
(a) Guarantor does hereby further agree that as long as this Guaranty is in effect, it will not dispose of all or substantially all of its assets without the express written approval of City, which shall not be unreasonably withheld.

ITEM 9.9. ATTACHMENT 2

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(b) The obligations of Guarantor under this Guaranty may not be assigned or transferred without, in each case, the express written approval of City, which approval shall be within the sole and absolute discretion of City.

13. Notices. City shall provide Guarantor with all written notices delivered to Developer pursuant to the DDLA at the same time such notice is delivered to Developer.

Guarantor shall not be liable under this Guaranty unless and until it has received such notice. The Guarantor shall have the right to perform any and all of Developer’s obligations under the DDLA.

14. Miscellaneous.
(a) This Guaranty shall inure to the benefit of City and its successors and assigns and shall bind Guarantor and the successors and assigns of Guarantor. (b) This Guaranty shall be governed by and shall be construed in accordance with the laws of the State of California.
(c) Time is of the essence hereof.
(d) If any term, provision, covenant or condition hereof or any application thereof should be held by a court of competent jurisdiction to be invalid, void or unenforceable, all terms, provisions, covenants and conditions hereof and all applications thereof not held invalid, void or unenforceable shall continue in full force and effect and shall in no way be affected, impaired or invalidated thereby.
(e) Guarantor assumes the responsibility for keeping informed of (1) the financial condition of Developer, (2) any change in the management or control of Developer, and (3) all other circumstances bearing upon the risk of nonperformance by Developer of its obligations under the DDLA.
(f) This Guaranty shall be construed and enforced in accordance with the laws of the State of California. Any action to enforce or interpret this Guaranty shall be filed and heard in the Superior Court of Sacramento County, California. (g) Any notice or communication required hereunder between City or Guarantor must be in writing, and may be given either personally, by e-mail (with original forwarded by regular U.S. Mail), by registered or certified mail (return receipt requested), or by Federal Express or other similar courier promising overnight delivery. If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed. If given by email transmission, a notice or communication shall be deemed to have been given and received upon actual physical receipt of the entire document by the receiving party. Notices transmitted after 5:00 p.m. on a normal business day or on a Saturday, Sunday, or holiday shall be deemed to have been given and received on the next normal business day. If given by registered or certified mail, such notice or communication shall be deemed to have been given ITEM 9.9. ATTACHMENT 2

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and received on the first to occur of: (i) actual receipt by any of the addressees designated below as the party to whom notices are to be sent, or (ii) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If given by Federal Express or similar courier, a notice or communication shall be deemed to have been given and received on the date delivered as shown on a receipt issued by the courier. Any party hereto may at any time, by giving ten (10) days written notice to the other party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the parties at their addresses set forth below:

If to City, to: City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Attention: City Manager
With a Copy to: City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Attention: City Attorney
If to Guarantor: St. Anton Communities
1801 I Street, Suite 200
Sacramento, CA 95811
Attn: President
With Copies to:
(h) In any legal action or other proceeding brought by either party to enforce or interpret a provision of this Guaranty, the prevailing party is entitled to reasonable attorneys’ fees and any other costs incurred in that proceeding in addition to any other relief to which it is entitled.

ITEM 9.9. ATTACHMENT 2

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IN WITNESS WHEREOF, the undersigned has executed this Guaranty as of the day and year first above written.

GUARANTOR
ST. ANTON COMMUNITIES,
a California limited liability company
By:_____________________________
Name: __________________________
Its______________________________
5099523.2
ITEM 9.9. ATTACHMENT 2

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PLANNING DEPARTMENT
2729 Prospect Park Drive | Rancho Cordova, CA 95670
Phone: (916) 851-8750 | Fax: (916) 851-8762

CITY OF RANCHO CORDOVA, PLANNING DEPARTMENT

NOTICE OF DECISION
Dated: April 13, 2022
Pursuant to Chapter 23.137 of the Rancho Cordova Municipal Code (RCMC) and the Multifamily Design Guidelines, dated July 14, 2021, the Community Development Director (or Designee) made a decision to approve the Multifamily Streamlined Design Review for Sunrise Crossings (MSDR-1221) a new 82-unit affordable housing apartment complex to be located at 11295 Folsom Blvd. (APN: 058- 0270-041). The approval is subject to the conditions of approval attached to this Notice of Decision.

Applicant
St. Anton Communities, LLC
1801 I Street, Stuie 200
Sacramento, CA 95811
CEQA
Ministerial Activities under CEQA
Pursuant to section 15268 Ministerial Project of the California Environmental Quality Act (CEQA) Guidelines, ministerial projects are exempt from the requirements of CEQA. The proposed project is subject to a ministerial design review process as outlined in Rancho Cordova Municipal Code (RCMC) Sections 23.137 and 23.707. The standards outlined in these sections, relate to aesthetic and design standards – architecture, setbacks, landscaping, lighting, signage, and similar features.

PROPOSED FINDINGS & EVIDENCE:

The Community Development Director made the following finding for an Affordable Multifamily Housing Project (RCMC section 23.137.020B.1.) prior to approving this request:

A. Finding: The project conforms with the eligibility requirements and meets all of the objective design standards in the multifamily objective design standards in Chapter 23.707 of the RCMC.

Evidence: Chapter 23.707 includes numerous objective design standards for multifamily developments including but not limited to pedestrian access and open space, parking, lighting, architectural design, façade detailing, and refuse containers.

The project includes 82 affordable housing apartments, which include studios, one and two bedroom units. The minimum number of parking stalls required for the site is 118 and the project is providing 125. The project provides various on-site amenities for residents, including a pool, TOT lot, bike racks, a BBQ area and a community building. The community building includes laundry facilities, a business center, fitness area, a kitchen and lounge area and a mail room. Pedestrian pathways are included throughout the site to give residents easy access to the amenities and to walk out to Folsom Blvd. The site is heavily landscaped along the exterior boundaries, as well as internally. Fencing around the property will include a combination of solid masonry along boundary lines adjacent to the heavy industrial uses and wrought iron adjacent to the hotel and office building. This will reduce the unsightly presence of heavier industrial uses but provide some openness to the residents and not completely wall in the site. Refuse containers are in two areas of the site and will be screened by solid material and landscaping.

ITEM 9.9. ATTACHMENT 3

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PLANNING DEPARTMENT
2729 Prospect Park Drive | Rancho Cordova, CA 95670
Phone: (916) 851-8750 | Fax: (916) 851-8762
A Notice of Decisions is appealable to the City Council within 10 calendar days of the decision, subject to filing the appropriate appeal application and fee no later than Monday, April 25, 2022, at 5:00PM.

Requirements for filing an appeal can be found in the Rancho Cordova Municipal Code, Title 23, and Section 23.110.160. For more information on this request please contact Darcy Goulart, Planning manager at (916) 851-8784 or at [email protected].

ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

Page 1 of 14 ends

April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
General Conditions

1. The approved entitlement is for a Multifamily
Streamline Design Reivew for a 82-unit apartment
community (APN: 058-0270-041). The project shall be
constructed in compliance with the Project Plans and
these conditions of approval (#MSDR-1221-0000.

On-Going Planning

2. The Applicant shall hold harmless the City, its Council Members, officers, agents, employees, and
representatives from liability for any award, damages,
costs and fees incurred by the City and/or awarded to
any plaintiff in an action challenging the validity of this permit or any environmental or other documentation
related to approval of this permit. Applicant further
agrees to provide a defense for the City in any such
action.

On-Going Planning

3. Any future alteration to the buildings, change in
use, intensification of the site, or modification to
the parking and landscaped area must be
reviewed by the City to ensure compliance with
all local, state, and federal regulations. Minor
modifications that are found to be in substantial
conformance with the approved plans such as
colors, plant materials, or minor lot line
adjustments, may be approved administratively.

Major modifications shall be approved by the
applicable decision making body.

On-Going Planning/
Building /Public Works

4. Applicant/Developer shall not carry a negative account balance with the City for the processing of the project.

If a negative account balance occurs, it will be the
developer's responsibility to pay the balance due, in
order to avoid delays in the processing of future
permits or recordation of maps. Please email the
Finance Department at
[email protected] for the status of
On-Going Finance
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
your account with the City.

5. Applicant shall be responsible for all damage to City streets associated with construction of the project and shall repair any damage as soon as possible.

On-Going Public Works

6. Noise sources associated with construction, repair,
remodeling, demolition, paving and/or grading of any
real property must adhere to the development
standards outlined within the City’s Noise Element and
RCMC 6.68.

On-Going Planning

7. Signage is not approved with this permit. All signage shall comply with the City of Rancho Cordova Zoning
Code.

On-Going Planning
Prior to Approval of Improvement Plans

8. Provide a traffic analysis addressing the feasibility of turning movements entering and exiting the proposed
development from/to Folsom Blvd. and impacts from
its driveway proximity to Citrus Rd.

Prior to approval of
improvement plans
Public Works

9. Provide an arborists report that identifies species, diameter, height and condition of all trees to be
removed. Replacement or in-lieu payment shall be per
RCMC Section 19.12
Prior to approval of
improvement plans
Public Works

10. Drainage Study: Applicant shall prepare and submit a project specific drainage study that includes but is not limited to: a pre- and post-project drainage analysis of the project impacts, identification of offsite project
impacts or required offsite improvements, and
identification of proposed connections to the City’s
Storm Drainage System with adequate supporting
calculations. The drainage study shall conform to the
requirements of the Sacramento City/County Drainage
Manual (Volume 2), County of Sacramento
Improvement Standards (Section 9), and all other
applicable City standards. The drainage study must be
developed and stamped by a Professional Engineer,
and determined by the City to be accurate, and
Prior to approval of
improvement plans
Public Works
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
adequate.

11. Provide a drainage analysis of downstream drainage
infrastructure to determine adequate capacity. The
proposed Hydraulic grade line (HGL) shall maintain a
minimum of one-half foot (0.5') freeboard below the
elevation of all inlet grates and a minimum one foot
(1.0') freeboard below the elevation of all manhole
rims conveying Nolte design flows.

Prior to approval of
improvement plans
Public Works

12. All storm drain facilities within private lots shall be privately maintained and shall be clearly labeled as
“private” in the improvement plans.

Prior to approval of
improvement plans
Public Works

13. Stormwater Quality- Post Construction
The improvement plans shall incorporate all applicable
post construction stormwater quality measures;
including source control, treatment control, low impact development, and full capture trash control measures
into the site improvement plans in conformance with
the most recent version of the Stormwater Quality
Design Manual for the Sacramento Region. The
applicant shall prepare and submit a PostConstruction Stormwater Quality Control Plan that includes details and sizing calculations of all the
proposed post construction stormwater quality
measures. In addition, a maintenance covenant is
required for all proposed post construction stormwater
quality measures, as detailed in Appendix B of the
Stormwater Quality Design Manual for the
Sacramento Region.

Prior to approval of
improvement plans
Public Works

14. Stormwater Quality– During Construction:

SWPPP – the applicant shall prepare a Storm Water
Pollution Prevention Plan (SWPPP) to be executed
through all phases of grading and project construction.

The SWPPP shall incorporate Best Management
Practices (BMPs) to ensure that potential water quality impacts during construction phases are minimized.

Prior to approval of
improvement plans
Public Works
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

Page 4 of 14 ends

April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
These measures shall be consistent with the City’s
Improvement Standards and Land Grading and
Erosion Control Ordinance. During construction, the
applicant shall implement BMPs in accordance with
the SWPPP and the City’s Improvement Standards.

Advisory Condition: Construction General Permit
The project applicant shall file a Notice of Intent (NOI) to obtain coverage under the National Pollutant
Discharge Elimination System (NPDES) General
Permit For Storm Water Discharges Associated With
Construction And Land Disturbance Activities
(Construction General Permit). Permits are issued by
the State Water Resources Control Board.

15. The SWPPP for the site shall include a contingency
plan for the implementation of a process to remove
fine clay sediments prior to discharge to the City of
Rancho Cordova’s storm drain system and/or Waters
of the State (e.g., creeks, rivers) to the satisfaction of the City of Rancho Cordova. A polymer treatment
system or comparable process shall be incorporated
in the erosion and sediment control plan as part of the improvement plans submittal. This system shall be
implemented by qualified professionals with training
and proven experience in this field.

Prior to approval of
improvement plans
Public Works

16. Drainage System Design:

The applicant shall submit and obtain City approval of
plans and specifications for the construction of public drainage improvements and all grading. The proposed
drainage system shall be designed to accommodate
runoff from the ultimate development and shall meet
the City of Rancho Cordova’s Improvement
Standards, Construction Specifications, and
Floodplain Management Ordinances in effect at the
time of improvement plans approval.

Prior to approval of
improvement plans
Public Works

17. 100-year Detention: Prior to approval of Public Works ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
The project is required to provide on-site detention of the 100-year flows because of constrains with the
downstream system capacity and existing local
flooding in the area.
improvement plans

18. All development within the City must comply with the City of Rancho Cordova’s Floodplain Management
Ordinance. All new structures shall be protected from
the 100-year (1 percent) flood event. Certified pad
elevations (certified by a registered Civil Engineer or licensed Land Surveyor) shall be set at least one and
two tenths foot (1.2') above all sources of 100-year
flooding (see Section 9-1 of improvement standards).

The overland release path must be shown on the
improvement plans and the hydraulic computation
must be provided to estimate the flow depths along
the overland release paths. The calculations must be
in conformance with Section 9-15 of the Improvement
Standards.

Prior to approval of
improvement plans
Public Works

19. Provide a permanent concrete stamp, or other
permanently applied message to the satisfaction of
the City not including paint, which reads “No DumpingFlows to Creek” or other approved message at each storm drain inlet.

Prior to approval of
improvement plans
Public Works

20. Fees:

Pay the Drainage Impact Fees to the satisfaction of
the Public Works Department.

Prior to approval of
improvement plans
Public Works

21. Offsite Improvements:

Offsite improvements will be required to tie into the
existing drainage system on Folsom Blvd. These
include upsizing the existing drainage lateral to 10-
inches.

22. Number, size, and location of driveways are subject to approval by the Public Works Department
Prior to approval of
improvement plans
Public Works
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)

23. Applicant shall photo-document the condition of
adjacent streets, sidewalks and infrastructure to the
satisfaction of the Public Works Department.

Prior to approval of
improvement plans
Public Works

24. All landscape strips adjacent to public sidewalks that contain trees shall be designed to include continuous
root barriers.

Prior to approval of
improvement plans
Public Works

25. Any trees to be removed shall be replaced or
mitigated per Rancho Cordova Municipal Code

19.12.120.

Prior to approval of
improvement plans
Public Works

26. Show the design for a fire access roadway of not less than 20-feet of unobstructed width, 13-feet, 6-inches
of vertical clearance, and turning radii of 25 feet inside and 50 feet outside dimension on the improvement
plans. The access roadway shall extend to within 150
feet of all portions of the exterior walls of the first story of any proposed building. The use of turf-block or
grass-crete or similar alternate road surfaces is not
approved for installation in fire apparatus access
roadways.

Prior to approval of
improvement plans.

Sacramento Metro Fire
District

27. Show the design for a minimum of 2 remote fire
access roadways. Remote fire access roadways shall
be spaced a distance apart that is no less than ½ the
diagonal measurement of the overall project site.

Prior to approval of
improvement plans.

Sacramento Metro Fire
District

28. Show the design for aerial apparatus access. Aerial apparatus access shall conform to Sacramento Metro
Fire Districts, Fire Prevention Standard #3.

Prior to approval of
improvement plans.

Sacramento Metro Fire
District

29. Show the design for an approved fire apparatus
turnaround. The fire apparatus turnaround shall
conform to Sacramento Metro Fire Districts, Fire
Prevention Standard #3. The fire access turn-around
shall be located within 50 feet of the end of the access roadway.

Prior to approval of
improvement plans.

Sacramento Metro Fire
District

30. Show on the plan how Fire Lanes will be marked. Fire Lane identification shall be provided along the
Prior to approval of
improvement plans.

Sacramento Metro Fire
District
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

Page 7 of 14 ends

April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
required fire access roadway. Fire Lane identification
shall be in accordance with the Sacramento Metro
Fire Districts Fire Prevention Standard #3 and the
California Vehicle Code. Vehicle parking is prohibited
on any street less than 28 feet in width. Vehicle
parking is permitted on both sides of streets 36 feet or more in width. Roadway widths shall be measured
between the gutter-line or edge of pavement on
opposite sides of the road. Identification of fire
apparatus access roadways may be required on
private roads.

31. Provide a note on the plan that reads, “Fire apparatus access roads shall be designed and maintained to
support the imposed live load of 80,000 pounds, with
a maximum axle load of 31,000 pounds, and meet
Public Works Standards for roadways. A report,
prepared by a registered geotechnical engineer,
verifying the ability of the road to bear the required
minimum weight, shall be submitted with any plan
indicating construction of roadway. Verification of
constructed roadway shall be provided by a registered
geotechnical engineer prior to final of the project.”
Prior to approval of
improvement plans.

Sacramento Metro Fire
District

32. Show the location of the required fire hydrants for this project on the improvement plans. Approved fire
hydrants capable of providing the required fire flow for the protection of any and all structures shall be
located along the fire apparatus access roadway. The
required fire hydrants shall be installed and
operational prior to any construction or on-site storage of combustible materials. The minimum required fire
flow for the protection of commercial developments is
1,500 gallons per minute (gpm) at a pressure of 20
pounds per square inch (psi) for a two-hour duration.

Prior to approval of
improvement plans.

Sacramento Metro Fire
District

33. The Applicant shall dedicate a 12.5-foot public utility easement for overhead and/or underground facilities
Prior to approval of
improvement plans.

SMUD
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
and appurtenances adjacent to all public street rightsof ways

34. The Applicant shall disclose existing or proposed 69 kV electrical facilities to future and/or potential owners on south side of Folsom Blvd.

Prior to approval of
improvement plans.

SMUD

35. The Applicant shall dedicate and provide all-weather vehicular access for service vehicles that are up to
26,000 pounds. At a minimum: (a) the drivable surface
shall be 20-feet wide; and (b) all SMUD underground
equipment and appurtenances shall be within 15-feet
from the drivable surface
Prior to approval of
improvement plans.

SMUD

36. In the event the Applicant requires the relocation or removal of existing SMUD facilities on or adjacent to
the subject property, the Applicant shall coordinate
with SMUD. The Applicant shall be responsible for
the cost of relocation or removal.

Prior to approval of
improvement plans
SMUD

37. Any necessary future SMUD facilities located on the Applicant’s property shall require a dedicated SMUD
easement. This will be determined prior to SMUD
performing work on the Applicant’s property
Prior to approval of
improvement plans
SMUD

38. The Applicant shall comply with SMUD siting
requirements (e.g., panel size/location, clearances
from SMUD equipment, transformer location, service
conductors). Information regarding SMUD siting
requirements can be found at:
https://www.smud.org/en/Business-Solutions-andRebates/Design-and-Construction-Services Prior to approval of
improvement plans
SMUD

39. Each owner is responsible for installing collector sized sewer pipeline and appurtenances across the parcel
frontage as a condition of approval. These
improvements must be shown on the plans.

Prior to approval of
improvement plans.

SASD

40. To obtain sewer service, construction of SASD sewer infrastructure will be required. Current SASD
Standards and Specifications apply to any offsite or
onsite public sewer construction or modification.

Prior to approval of
improvement plans.

SASD
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
These improvements must be shown on the plans.

Field modifications to new or existing precast manhole
bases are not allowed.

41. SASD requires each building on each lot with a
sewage source to have a separate connection to
SASD’s sewer system. If there is more than one
building in any single parcel and the parcel is not
proposed for split, then each building on that parcel
must have a separate connection to a private onsite
sewer line or a separate connection to the SASD
public sewer line. These improvements must be
shown on the plans.

Prior to approval of
improvement plans.

SASD

42. Lower Laterals must not directly connect to main lines more than 19 feet deep / directly to trunk lines (lines with flow greater than 1 MGD.

Prior to approval of
improvement plans.

SASD

43. Permanent structures, walls, signs and footings will not be permitted within the existing SASD easement
area unless express written permission is obtained
from SASD.

Prior to approval of
improvement plans.

SASD

44. Alignment of all main lines and structures must
provide a minimum of 1 foot vertical clearance and 5
feet horizontal clearance from all other utilities and
improvements. Sewer is to be located a minimum of
10 feet (measured horizontally) from any structure or
footing. Show public sanitary sewer and water supply
facilities in accordance with the Health and Safety
Code.

Prior to approval of
improvement plans.

SASD

45. The project has an approved Level 2 sewer study. For this project, SASD requires a Level 3 sewer study
prior to the submittal of improvement plans for plan
check to SASD. The sewer study shall demonstrate
the quantity of discharge and any “flow through
sewage” along with appropriate pipe sizes and related
appurtenances from this subject and other upstream
areas and shall be done in accordance with SASDs’
Prior to Submittal of
Improvement Plans
SASD
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
most recent “Minimum Sewer Study Requirements”.

The study shall be done on a no “Shed-Shift” basis
unless approved by SASD in advance and in
compliance with SASD Design Standards.

46. If the proposed garbage enclosure(s) will contain a drain to the sewer, it must be covered.

Prior to Submittal of
Improvement Plans
SASD
Prior to Issuance of Building Permit

47. A Photometric Plan shall be submitted and approved
as part of the building permit review process. The plan shall adhere to the outdoor lighting standards of
Chapter 23.725 of the Rancho Cordova Municipal
Code.

Prior to issuance of
Building Permits
Planning

48. The following standards must be demonstrated on the site plan and/or landscape plan as it related to vehicle parking stalls:

Vehicular Overhang.

1. Vehicular overhang is permitted, provided no
vehicle shall overhang into a sidewalk which would
reduce the unencumbered width of a sidewalk to
less than four feet.

2. A vehicle is permitted to overhang into a
landscaped area by two feet; provided, that the
required landscaped area is extended by two feet.

Prior to issuance of
Building Permits
Planning

49. The project shall adhere to all setback requirements outlined in the Rancho Cordova Municipal Code as it
relates to developments within the M-1 Zoning
designation.

Prior to issuance of
Building Permits
Planning

50. Applicant shall complete improvement plans to the
satisfaction of the Public Works Department.

Improvement plans shall include, but shall not be
limited to:

Prior to issuance of
Building Permits
Public Works
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

Page 11 of 14 ends

April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
• All onsite civil improvements
• Civil plan shall include an ADA access plan
• Utility laterals
• Replacement of damaged pavement along
property frontage to the satisfaction of The Public
Works Department
• Public improvement plans shall clearly delineate
all transitions to existing improvements
• All improvements to be designed and constructed
to the satisfaction of the Public Works Department.
• Provide street lighting as required by the City of
Rancho Cordova Code. Street Lighting shall
conform to all City improvement standards, and
necessary easements shall be granted to
accommodate those standards.
• The developer shall install decorative lighting
fixtures along Folsom Boulevard to the satisfaction
of the Public Works Department
• All overhead utilities shall be undergrounded. Prior
to approval of the improvement plans an
undergrounding plan shall be provided for Public
Works review and approval. The plan shall
include, but is not limited to, all facilities to be
removed and any additional facilities required in
order to accommodate the undergrounding.
• Compete installation to satisfaction of the City
prior to occupancy

51. Provide Fire Access Agreement between all parcels
connected to and served by fire access. Fire Access
Agreement shall be recorded with the Public
Recorders Office having jurisdiction.

Prior to issuance of
Building Permits
Sacramento Metro Fire
District

52. Provide Fire Access Roadway Maintenance
Agreement (RMA) between all parcels connected to
and served by the fire access roadway. The Fire
Prior to issuance of
Building Permits
Sacramento Metro Fire
District
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

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April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
Access Roadway Maintenance Agreement shall be
recorded with the Public Recorders Office having
jurisdiction. The roadway maintenance agreement
shall include the following:
a) Provisions for the necessary repair and
maintenance of the roadway surface
b) Removal of vegetation overgrowing the roadway
and infringing on the roadway clear vertical height of
thirteen feet six inches (13’ 6”) or width of twenty feet (20’)
c) Provisions for the maintenance, repair, and/or
replacement of NO PARKINGFIRE LANE signage or
striping
d) Provisions for the necessary repair and
maintenance of vehicle and pedestrian access gates
and opening systems

53. The applicant shall meet the following: Civil Site Plans and Architectural Plans shall be submitted and
approvedprior to Final Building Permit being issued.

Fire Sprinkler and Fire Alarm plans shall be submitted
prior to Final Building Permit being issued. Please
note: The Sacramento Metro Fire District does not
allow deferred submittals for Fire Sprinkler or Fire
Alarm plans.

Prior to issuance of
Building Permits
Sacramento Metro Fire
District

54. Where a bridge or elevated surface is part of a fire apparatus access road, the bridge shall be
constructed and maintained in accordance with
AASHTO HB-17.

Prior to issuance of
Building Permits
Sacramento Metro Fire
District

55. Structural setbacks less than 14-feet shall require the Applicant to conduct a pre-engineering meeting with
all utilities to ensure property clearances are
maintained.

Prior to Issuance of
Building Permit
SMUD

56. The Applicant shall not place any building foundations within 5-feet of any SMUD trench to maintain
adequate trench integrity. The Applicant shall verify
Prior to Issuance of
Building Permit
SMUD
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

Page 13 of 14 ends

April 13, 2022 Multi-Family Streamline Design Review
Conditions of Approval
Timing/
Implementation
Enforcement/
Monitoring
Verification (date
and Signature)
specific clearance requirements for other utilities (e.g., Gas, Telephone, etc.).

57. The owner must contact Permit Services Unit at
[email protected] or by phone at (916)
876-6100 to determine if sewer impact fees are due.

Fees are to be paid prior to the issuance of building
permits
Prior to Issuance of
Building Permit
SASD
Prior to Final Inspection

58. Upon completion of the installation of the landscaping, the designer shall certify that the landscape complies
with all city water conserving landscape requirements.

Certification shall be accomplished by completion of a
certificate of compliance on a form approved by the
director of the city public works department. Failure to submit a complete and accurate certificate of
compliance will delay final approval of the project
and/or discontinue water service per RCMC

22.180.090.

Prior to final Building
Inspection
Public Works

59. Record drawings of grading and improvement plans (1 full size and 1 half size hard copy), as well as a
compact disc containing said plans in AutoCAD and
pdf format, and a GIS shape file, or equivalent to the
satisfaction of the City Engineer shall be submitted
and approved by the Public Works Department.

Prior to final building
inspection
Public Works

60. Approved numbers or addresses shall be placed on all new or existing buildings in such a position as to be
easily read from the street or road fronting the
property. The minimum size of the numbers shall not
be less than six (6) inches and shall be mounted
immediately adjacent to a light source and shall also
contrast with their background.

Prior to Final
Inspection/ Certificate
of Occupancy
Sacramento Metro Fire
District

ADVISORY
ITEM 9.9. ATTACHMENT 3

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Sunrise Crossing Conditions of Approval

Page 14 of 14 ends

April 13, 2022 Multi-Family Streamline Design Review
Planning

1. Graffiti resistant paint shall be provided on all exterior surfaces, to allow for efficient cleaning of any graffiti on the structure.

PGE

1. This plan review process does not replace the application process for PG&E gas or electric service your project may require.

For these requests, please continue to work with PG&E Service Planning:
https://www.pge.com/en_US/business/services/building and-renovation/overview/overview.page.

2. If the project being submitted is part of a larger project, please include the entire scope of your project, and not just a portion of it. PG&E’s facilities are to be incorporated within any CEQA document. PG&E needs to verify that the CEQA document will identify any required future PG&E services.

3. An engineering deposit may be required to review plans for a project depending on the size, scope, and location of the project and as it relates to any rearrangement or new installation of PG&E facilities.

4. Any proposed uses within the PG&E fee strip and/or easement, may include a California Public Utility Commission (CPUC) Section 851 filing. This requires the CPUC to render approval for a conveyance of rights for specific uses on PG&E’s fee strip or easement. PG&E will advise if the necessity to incorporate a CPUC Section 851filing is required.

SMUD

1. SMUD reserves the right to use any portion of its easements on or adjacent to the subject property that it reasonably needs and shall not be responsible for any damages to the developed property within said easement that unreasonably interferes with those needs.

SASD

1. ONGOING: Any use of SASD sewer easements, which is not compatible or interferes with the construction, reconstruction, operation, maintenance, or repair of SASD sanitary sewer(s), must not be allowed. Each proposed use must be reviewed and approved in writing by

2. ONGOING: SASD prohibits gates that prevent access within sewer easements unless the District standards for accessibility through gates are met.

ITEM 9.9. ATTACHMENT 3

Page 866 of 2762 ends

SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com NTS A0.0 COVER SHEET SHEET INDEX Architecture A0.0 Cover Sheet A0.1 Radius Map A1.0 Site Plan A2.0 Elevations - Building A A2.1 Elevations - Building B A2.2 Elevations - Building C A2.3 Elevations - Building D A3.0 Building Plans - Building A A3.1 Building Plans - Building B A3.2 Building Plans - Building C A3.3 Building Plans - Building D A3.4 Building Plans - Building D A4.0 Trash Details A5.0 Unit Plans A6.0 Perspectives A6.1 Perspectives A6.2 Perspectives Landscape PL1 Preliminary Landscape Plan Civil C1.0 Preliminary Utility Plan ITEM 9.9. ATTACHMENT
3

Page 867 of 2762 ends

* ** 1/2 MILE RADIUS
1 MILE RADIUS * * * SacRT GOLD LINE SRT 124 PROJECT SITE FOLSOM BOULEVARD

SUNRISE BOULEVARD EL DORADO FREEWAY CITRUS ROAD
TRADE CENTER DRIVE MERCANTILE DRIVE SUNRISE STATION (EB) SUNRISE STATION (WB) SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com NTS A0.1 RADIUS MAP Context Map ITEM 9.9. ATTACHMENT
3

Page 868 of 2762 ends

E ±553 O.R. 249 14' 17' 17'
14'
7'
7'
7'
7' 26'-0" 26'-0" 26'-0"
10'-0" 15'-0" 5'-0"
5'-0" 4'-9"
17'-0" 2'-0" 9'-0"
14'-0" 2'-0" 8'-0" 0 15 30 60 A1.0 SUNRISE CROSSING APARTMENTS SITE PLAN RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com FOLSOM BLVD. Property Line Tot-Lot Patio 3-Story Apartment Building, Typical Trash Vehicular Gate for Emergency Vehicle and Trash Only Trash Pool Building D Building A Building B Building C Community Building · Leasing/ Amenities · Laundry · Business Center · Fitness · Kitchen · Lounge · Laundry · Mail Project Entry/Exit CCCCCC C EV LEGEND EV - EV Ready Parking C - Compact Parking CCCCCCCCC C EV EV EV EV EV EV EV EV EV EV EV See Landscape Sheets Typical Parking Space Dimensions | Scale 18"=1'-0" Standard / EV Space Parking Compact Parking ITEM 9.9. ATTACHMENT
3

Page 869 of 2762 ends

9'-1" 9'-1"
±38'-4"
9'-1" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A2.0 ELEVATIONS BUILDING A 1.Front Elevation 4.Rear Elevation 3.Left Elevation 2.Right Elevation Key Plan N.T.S. 13 4 2 Material Legend 1. Stucco 2. Stucco (Accent) 3. Brick Veneer 4. Door 5. Trim 6. Window 7. Metal Railing 8. Roof Tile 9. Light Fixture 10. Storefront 11. Awning 1 1 2 5 9 6 7 1 6 2 8 1 ITEM 9.9. ATTACHMENT
3

Page 870 of 2762 ends

9'-1" 9'-1"
±39'-0"
9'-1" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A2.1 ELEVATIONS BUILDING B 1.Front Elevation 4.Left Elevation 5.Rear Elevation 2.Right Elevation 13 2 Material Legend 1. Stucco 2. Stucco (Accent) 3. Brick Veneer 4. Door 5. Trim 6. Window 7. Metal Railing 8. Roof Tile 9. Light Fixture 10. Storefront 11. Awning Key Plan N.T.S. 2 Material Legend 1. Stucco 2. Stucco (Accent) 3. Brick Veneer 4. Door 5. Trim 6. Window 7. Metal Railing 8. Roof Tile 9. Light Fixture 10. Storefront 11. Awning 1 7 2 5 9 4 8 1 1 6 5 ITEM 9.9. ATTACHMENT
3

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8'-6" 8'-6"
T.O.R. ± 39'-0"
8'-6"
T.O.P. 30'-0" Maximum SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A2.2 ELEVATIONS BUILDING C 1.Front Elevation 3.Left Elevation 4.Rear Elevation 2.Right Elevation Key Plan N.T.S. 31 2 4 Material Legend 1. Stucco 2. Stucco (Accent) 3. Brick Veneer 4. Door 5. Trim 6. Window 7. Metal Railing 8. Roof Tile 9. Light Fixture 10. Storefront 11. Awning 1 7 2 5 1 5 8 1 1 9 6 4 ITEM 9.9. ATTACHMENT
3

Page 872 of 2762 ends

9'-1" 9'-1"
T.O.R. ±39'-0"
9'-1"
T.O.P. ±39'-0" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A2.3 ELEVATIONS BUILDING D 1. Front Elevation 4. Left Elevation 5. Rear Elevation (Facing Folsom Blvd) 2. Right Elevation Key Plan N.T.S. 13 4 2 Material Legend 1. Stucco 2. Stucco (Accent) 3. Brick Veneer 4. Door 5. Trim 6. Window 7. Metal Railing 8. Roof Tile 9. Light Fixture 10. Storefront 11. Awning 1 7 2 5 1 5 8 4 2 1 6 3 10 3 4 11 10 ITEM 9.9. ATTACHMENT
3

Page 873 of 2762 ends

Plan 1-1 56'-2"
62'-8" Plan 2-1 Plan 1-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 2'-0" 2'-0" 60'-2"
66'-7" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A3.0 BUILDING PLANS BUILDING A Level 1 Level 2 Level 3 Roof Plan LEGEND - AC Unit Condenser ITEM 9.9. ATTACHMENT
3

Page 874 of 2762 ends

100'-10"
59'-9" Plan 2-1 Plan 0-1 Plan 1-1 Plan 0-1 Plan 2-1 Plan 1-1 Plan 0-1 Plan 0-1 Plan 2-1 Plan 0-1 Plan 1-1 Plan 0-1 Plan 2-1 Plan 1-1 Plan 0-1 Plan 0-1 Plan 0-1 Plan 0-1 Plan 2-1 Plan 0-1 Plan 1-1 Plan 0-1 Plan 2-1 Plan 1-1 Plan 0-1 Plan 0-1 63'-9" 107'-9"
2'-0" 2'-0"
2'-0" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A3.1 BUILDING PLANS BUILDING B Level 2 Level 1 Roof Plan Level 3 LEGEND - AC Unit Condenser ITEM 9.9. ATTACHMENT
3

Page 875 of 2762 ends

Plan 1-1 Plan 1-1 112'-3"
62'-8" Plan 2-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 112'-3"62'-8" Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 112'-3" 62'-8" Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 2'-0" 2'-0" 116'-3"
66'-7" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A3.2 BUILDING PLANS BUILDING C Level 2 Level 1 Roof Plan Level 3 LEGEND - AC Unit Condenser ITEM 9.9. ATTACHMENT
3

Page 876 of 2762 ends

Plan 1-1 Plan 1-1 142'-10"
61'-9" Plan 1-1 Plan 1-1 Plan 2-1 Leasing/Amenities Plan 1-1 Computer Room Fitness Maint. Room Laundry Mail Fire Control Room Club Room Office 1 Office Storage Storage Storage MW Shower 112'-3"62'-4" Plan 1-1 Plan 1-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 2-1 Plan 1-1 Plan 1-1 SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A3.3 BUILDING PLANS BUILDING D Level 1 Level 2 LEGEND - AC Unit Condenser ITEM 9.9. ATTACHMENT
3

Page 877 of 2762 ends

112'-3"
62'-8" Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 Plan 2-1 Plan 1-1 Plan 1-1 2'-0" 2'-0"
2'-0" 2'-0" 116'-3"
66'-7" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A3.4 BUILDING PLANS BUILDING D Level 3 Roof Plan ITEM 9.9. ATTACHMENT
3

Page 878 of 2762 ends

16'-0" 24'-0" SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com A4.0 DETAIL SHEET 0 2 4 8 TRASH ENCLOSURE PLAN PERSPECTIVE - N.T.S Stucco Metal Gate ITEM 9.9. ATTACHMENT
3

Page 879 of 2762 ends

22'-9"
31'-4" Bedroom 1 17'-0"
27'-0" 33'-8"
28'-10" Bedroom 2 Bedroom 1 Living/ Kitchen Bath Living Room Dining/ Kitchen Coat Bath Master Bath Bath 2 Dining/ Kitchen Living RoomDeck Deck Deck Coat SUNRISE CROSSING APARTMENTS RANCHO CORDOVA, CA # 2021-0777 CONCEPTUAL DESIGN MARCH 31, 2022 St. Anton Communities 1807 I Street, Suite 200 Sacramento, CA 95811 Architecture + Planning 17911 Von Karman Ave, Suite 200 Irvine, CA 92614 949.851.2133 ktgy.com 0 4 8 16 A5.0 UNIT PLANS Plan 0-1 1 Bed, 1 Bath 427 SF Plan 1-1 1 Bed, 1 Bath 580 SF Plan 2-1 2 Bed, 2 Bath 831 SF ITEM 9.9. ATTACHMENT
3

Page 880 of 2762 ends

Page 881 of 2762 ends

Page 882 of 2762 ends

Page 883 of 2762 ends

EAST LINE 1715 O.R. 244 GRANT DEED
20210614692
058-0270-045-0000
C
C
C
E
C
C FOLSOM BLVD.
14' 17' 17' 14' 7' 7' 7' 7'
7 6
4 5
9 2
1 5
10 1
2 5
8 12'-10"
9'
5'
5'
5'
6'
7'
7'-10"
7'-3"
6'-8"
5'
6' 6'
6'-6"
8'
10'
9'
11 11
9 D E S I G N • S E R V I C E • S O L U T I O N S

FUHRMAN LEAMY

L A N D G R O U P
2140 PROFESSIONAL DRIVE, SUITE 115 ROSEVILLE, CA 95661
(916) 7 8 3 - 5 2 6 3 i n f o @ f l l a n d g r o u p . c o m

SUNRISE CROSSINGS APARTMENTS
RANCHO CORDOVA, CA # 2021-0777

CONCEPTUAL DESIGN
MARCH 31, 2022
St. Anton Communities
1807 I Street, Suite 200
Sacramento, CA 95811
Architecture + Planning
17911 Von Karman Ave,
Suite 200
Irvine, CA 92614
949.851.2133
ktgy.com

TREES CODE BOTANICAL / COMMON NAME SIZE WATER USE QTY
ACE BUE ACER BUERGERIANUM 15 GAL. M 24

TRIDENT MAPLE
ARB COM ARBUTUS UNEDO `COMPACTA` 15 GAL. L 39

DWARF STRAWBERRY TREE
CAR FST CARPINUS BETULUS `FASTIGIATA` 15 GAL. M 18

PYRAMIDAL EUROPEAN HORNBEAN
LAG ZUN LAGERSTROEMIA INDICA X FAURIEI `ZUNI` 15 GAL. L 16

PURPLE CRAPE MYRTLE
LAU SAR LAURUS X `SARATOGA` 24" BOX L 22

SARATOGA HYBRID LAUREL
MAG GAL MAGNOLIA X `GALAXY` 15 GAL. M 22

GALAXY MAGNOLIA
PIS KEI PISTACIA CHINENSIS `KEITH DAVEY` 24" BOX L 11

KEITH DAVEY CHINESE PISTACHE
QUE SUB QUERCUS SUBER 24" BOX L 16

CORK OAK
ZEL VIL ZELKOVA SERRATA `VILLAGE GREEN` 15 GAL. L 20

SAWLEAF ZELKOVA

PLANT SCHEDULE

FOUNDATION/SCREENING SHRUBS
CALLISTEMON VIMINALIS `CV01` TM / SLIM BOTTLEBRUSH
EUONYMUS JAPONICUS `GREEN SPIRE` / GREEN SPIRE EUONYMUS ILEX CRENATA `SKY PENCIL` / SKY PENCIL JAPANESE HOLLY
LAURUS NOBILIS `LITTLE RAGU` / LITTLE RAGU SWEET BAY
LIGUSTRUM SINENSE `SUNSHINE` / SUNSHINE LIGUSTRUM
LOROPETALUM CHINENSE RUBRUM `PURPLE MAJESTY` / FRINGE FLOWER PRUNUS CAROLINIANA `COMPACTA` / COMPACT CAROLINA LAUREL CHERRY FILLER
ARCTOSTAPHYLOS DENSIFLORA `HOWARD MCMINN` / HOWARD MCMINN MANZANITA CALLISTEMON VIMINALIS `LITTLE JOHN` / DWARF WEEPING BOTTLEBRUSH DIANELLA TASMANICA `VARIEGATA` / VARIEGATED FLAX LILY

DIETES BICOLOR / FORTNIGHT LILY
GREVILLEA X `NOELLII` / GREVILLEA
LOMANDRA LONGIFOLIA `BREEZE` / BREEZE MAT RUSH
NANDINA DOMESTICA `FIREPOWER` / FIREPOWER HEAVENLY BAMBOO OLEA EUROPAEA `LITTLE OLLIE` TM / LITTLE OLLIE OLIVE
RHAPHIOLEPIS UMBELLATA `MINOR` / YEDDA HAWTHORN

ACCENT SHRUBS/GRASSES
CALAMAGROSTIS X ACUTIFLORA `KARL FOERSTER` / FEATHER REED GRASS GAURA LINDHEIMERI `WHIRLING BUTTERFLIES` / WHIRLING BUTTERFLIES GAURA GREVILLEA X `NOELLII` / GREVILLEA

HESPERALOE PARVIFLORA / RED YUCCA

LOMANDRA LONGIFOLIA PLATINUM BEAUTY / PLATINUM BEAUTY LOMANDRA

MUHLENBERGIA CAPILLARIS / PINK MUHLY
ROSA X `RED` / RED CARPET ROSE
SALVIA GREGGII `HOT LIPS` / AUTUMN SAGE

GROUNDCOVERS
DIANELLA REVOLUTA `LITTLE REV` / LITTLE REV FLAX LILY
HYPERICUM CALYCINUM / CREEPING ST. JOHN`S WORT
MYOPORUM PARVIFOLIUM `PUTAH CREEK` / PUTAH CREEK MYOPORUM ROSMARINUS OFFICINALIS `PROSTRATUS` / DWARF TRAILING ROSEMARY TEUCRIUM CHAMAEDRYS `PROSTRATUM` / PROSTRATE GERMANDER

BIOSWALE
-

CONCEPT PLANT SCHEDULE

SYMBOL DESCRIPTION
PROPOSED BUILDINGS - SEE ARCHITECTURAL PLANS.

PROPOSED TRASH ENCLOSURE - SEE ARCHITECTURAL PLANS.

PROPOSED POOL AMENITY AREA.

PROPOSED BIKE RACKS - TYP. OF 12.

PROPOSED TOT LOT.

PROPOSED BBQ AREA.

PROPOSED TABLE & CHAIRS WITH UMBRELLAS - TYP. OF 5.

PROPOSED 6` OPEN METAL FENCE.

PROPOSED EVA SLIDE GATE.

PROPOSED 6` PROTO II WALL.
1 2
4 5
6 7
8 9
10 11

REFERENCE NOTES SCHEDULE
0 10 20 40 PL1

PRELIMINARY LANDSCAPE PLAN
ITEM 9.9. ATTACHMENT 3

Page 884 of 2762 ends

791102 O.R. 111 EAST LINE 1715 O.R. 244 GRANT DEED
20210614692
058-0270-045-0000
EXCEPTION 2 TO PARCEL NO. 1
25 RS 21
058-0270-004-0000

EXCEPTION PARCEL ONE & TWO
S
S
C
C
D
S
C
E
C
C
14'
17' 17'
14' 7'
7'
7'
7'

FOLSOM BLVD

SUNRISE CROSSING APARTMENTS
RANCHO CORDOVA, CA # 2021-0777

CONCEPTUAL DESIGN
DECEMBER 15, 2021
St. Anton Communities
1807 I Street, Suite 200
Sacramento, CA 95811
Architecture + Planning
17911 Von Karman Ave,
Suite 200
Irvine, CA 92614
949.851.2133
ktgy.com

PRELIMINARY UTILITY
PLAN C1.0
ITEM 9.9. ATTACHMENT 3

Page 885 of 2762 ends

••
•
•
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ITEM 9.9. ATTACHMENT 3

Page 886 of 2762 ends

Site Diagram
Right-of-Way Abandonment Parcel
ITEM 9.9. ATTACHMENT 4

Page 887 of 2762 ends

MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.10.

DATE: May 16, 2022
TO: Honorable Mayor and Council Members
FROM: Albert Stricker, Public Works Director
Steve Harriman, Public Works Division Manager
SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT NO. 2022-62 WITH ROUSH LANDSCAPE SERVICES IN
AN AMOUNT NOT TO EXCEED $644,120 FOR LANDSCAPE

MAINTENANCE SERVICES IN NEWLY DEVELOPED AREAS

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the resolution will authorize the City Manager to execute Contract No. 2022-62 with Roush Landscape Services in an amount not to exceed $644,120 for landscape maintenance services in newly developed areas of the City.

BACKGROUND
The city is responsible for landscape maintenance of city-owned parcels like street medians and parks in newly developed areas of the city. Well-maintained landscaping contributes to the beauty and positive image of Rancho Cordova neighborhoods. The work scope for this contract includes turf mowing and edging, tree and shrub pruning, irrigation system maintenance, fertilization, litter removal, and weed control. Staff anticipates the completion of additional landscaped areas during the contract term that will be maintained under this contract.

Staff released an RFP on April 8, 2022, for the term beginning July 1, 2022. Three proposals were received in response to the RFP. One proposal was deemed nonresponsive due to missing required documentation and irregularities in the cost proposal sheet. Staff recommends awarding the contract to Roush Landscape Services based on a combination of the lowest qualified price, extensive local experience, and a high degree of understanding of the City’s desired level of service. Roush Landscape Services currently performs maintenance services under contract to the City and has an excellent performance record.

FISCAL IMPACT AND FUNDING SOURCE
The contract will be funded by special districts and has no impact to the City’s general fund.

ATTACHMENT(S)

Page 888 of 2762 ends

City Council Staff Report - Page 2 of 2

1. Resolution

2. Contract No 2022-62

Page 889 of 2762 ends

ITEM 9.10. ATTACHMENT 1
Resolution No. XX-2022 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA,

STATE OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT NO. 2022-62 WITH ROUSH LANDSCAPE SERVICES IN AN AMOUNT NOT TO EXCEED $644,120 FOR LANDSCAPE MAINTENANCE SERVICES IN

NEWLY DEVELOPED AREAS
WHEREAS, the City solicited proposals for landscape maintenance services under the requirements of state law on April 8, 2022; and
WHEREAS, the City received three proposals on April 20, 2022; and WHEREAS, one of the three proposals received was deemed nonresponsive due to missing required documentation and irregularities in the cost proposal sheet; and WHEREAS, Roush Landscape Services submitted the top-ranked proposal based on a combination of the lowest qualified price, extensive local experience, and a high degree of understanding of the City’s desired level of service; and WHEREAS, the work scope includes maintenance of current and future City-owned parcels, including turf mowing and edging, tree and shrub pruning, irrigation system maintenance, fertilization, litter removal, and weed control; and WHEREAS, adoption of this resolution will allow the City Manager to execute a three-year contract with Roush Landscape Services in an amount not to exceed $644,120; and WHEREAS, the services will exceed the maximum amount the City Manager is authorized to approve; and
WHEREAS, the contract will be funded by special districts and has no impact to the City’s general fund.

NOW, THEREFORE, BE IT HEREBY RESOLVED THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA does authorize the City Manager to execute Contract No. 2022-62 with Roush Landscape Services in an amount not to exceed $644,120 in a form approved by the City Attorney for landscape maintenance services in newly developed areas.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 16th day of May 2022 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Page 890 of 2762 ends

ITEM 9.10. ATTACHMENT 1
Resolution No. XX-2022 Page 2 of 2
ATTEST:

Donald Terry, Mayor
Stacy Leitner, CMC
City Clerk

Page 891 of 2762 ends

GENERAL SERVICES AGREEMENT BETWEEN

THE CITY OF RANCHO CORDOVA AND ROUSH LANDSCAPE SERVICES

FOR CFD LANDSCAPE MAINTENANCE SERVICES
THIS AGREEMENT (hereinafter referred to as "Agreement") is made by and between the City of Rancho Cordova, a California municipal corporation (herein "City"), and Roush Landscape Services (herein "Contractor"), as of July 1, 2022.

Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in the Scope of Work attached as Exhibit A ("Services") at the time and place and in the manner as specified therein. In the event of a conflict or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.

Section 2. TERM. The term of this Agreement shall begin on the date first noted above and shall end on June 30, 2025, unless the term of this Agreement is otherwise terminated as provided for in Section 10. The time provided to Contractor to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as provided for in Section 13.

Section 3. CONTRACT ADMINISTRATOR. This Agreement shall be administered by Operations & Maintenance Supervisor ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

Section 4. COMPENSATION OF CONTRACTOR. The Contractor shall be paid six hundred forty-four thousand one hundred twenty ($644,120.00) for the performance of the Services pursuant to this Agreement. The Contractor shall submit invoices to the City Operations & Maintenance Supervisor on a monthly basis detailing the Services performed.

In the event of a conflict between this Agreement and Contractor's Exhibit A regarding the amount of compensation, the Agreement shall prevail. Upon receipt and approval of the Contractor's invoices, the City shall remit payment to the Contractor for Services provided within thirty (30) days. Payment to Contractor shall be considered as full compensation for performing the Services.

City's failure to discover or object to any unsatisfactory work or billing prior to payment will not constitute a waiver of City's right to request Contractor to correct such work or billings or seek any other legal remedy.

Section 5. PERFORMANCE STANDARDS.

A. Contractor shall comply with all applicable laws now in force or which may hereafter be in force with regard to the provision of Services and this Agreement.

B. Contractor represents that it has the skills, expertise, licenses, and permits necessary to perform the Services. Contractor shall perform all such Services in the manner and according to the standards observed by a competent practitioner of the same profession in which Contractor is engaged and in accordance with applicable industry standards. Permits and/or licenses shall be obtained and maintained by Contractor without additional compensation throughout the term of this Agreement.

Section 6. PREVAILING WAGES. Pursuant to the provisions of Articles 1 and 2 of Chapter 1, Part 7, Division II, of the Labor Code of the State of California, not less than the general prevailing rate of per diem wages, and not less than the general prevailing rate of per diem wages for holidays and overtime work, for each craft, classification or type of worker needed to execute the work contemplated under this Agreement shall be paid to all workers, laborers and mechanics employed in the execution of said work by Contractor, or by any subcontractor doing or contracting to do any part of said work. The appropriate determination of the Director of the California Department of Industrial Relations is filed with and available for inspection at 2729 Prospect Park Drive, Rancho Cordova, CA 95670, the office ITEM 9.10. ATTACHMENT 2 Contract No. 2022-62

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of the Clerk of the City. Contractor shall post, at each job site, a copy of such prevailing rate of per diem wages as determined by the Director for the California Department of Industrial Relations.

Section 7. STATUS OF CONTRACTOR

7.1 INDEPENDENT CONTRACTOR. At all times during the term of this Agreement, Contractor shall be an independent contractor as defined in Labor Code Section 3353 and shall not be an employee of City. Nothing contained in this Agreement shall be construed to be inconsistent with the foregoing relationship or status. City shall have the right to control Contractor only insofar as the results of Contractor's services rendered pursuant to this Agreement and assignment of personnel; however, otherwise, City shall not have the right to control the means and methods by which Contractor accomplishes services rendered pursuant to this Agreement. Contractor shall have no power or authority by this Agreement to bind the City in any respect. All employees and agents hired or retained by Contractor are employees and agents of Contractor and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Contractor by any such employees or agents, or any other person resulting from performance of this Agreement.

Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits. Contractor shall not allow any employee, agent or subcontractor to become eligible for a claim for PERS benefits.

7.2 Contractor Not an Agent. Except as City may specify in writing, Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.

Section 8. INSURANCE REQUIREMENTS. Prior to beginning any Service under this Agreement, Contractor, at its own cost and expense, shall procure insurance coverage at such levels of coverage, scope, limits, and/or forms as set forth in Exhibit B ("Insurance Requirements") hereto. Contractor shall provide proof satisfactory to City of such insurance and maintain the insurance throughout the term of this Agreement.

Section 9. INDEMNIFICATION AND CONTRACTOR'S RESPONSIBILITIES.

9.1 General Requirement. Contractor shall indemnify, defend with counsel selected by the City, and hold harmless City, its officers, agents, employees and representatives from and against any and all claims, losses, liabilities or damages, demands and actions, including payment of reasonable attorney's fees, arising out of or resulting from Services performed pursuant to this Agreement caused in whole or in part by any negligent or willful act or omission of Contractor, its officers, agents, employees, or anyone directly or indirectly acting on behalf of Contractor. The foregoing obligation of Contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply ITEM 9.10. ATTACHMENT 2 Contract No. 2022-62

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to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Contractor acknowledges and agrees to the provisions of this Section and that it is a material element of consideration.

9.2 PERS Indemnification. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing Services under this Agreement is determined by a court of competent jurisdiction of the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any and all employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City, and any attorneys' fees and costs incurred by the City to enforce this Section.

Section 10. NONDISCRIMATION AND EQUAL OPPORTUNITY. Contractor shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Contractor under this Agreement. Contractor shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Contractor thereby. Contractor shall include the provisions of this section in any subcontract approved by the City.

Section 11. AMENDMENTS. No modification or amendment of this Agreement is effective unless made in writing and signed by both the City and Contractor.

Section 12. ASSIGNMENT AND SUBCONTRACTING. Contractor shall not assign or transfer any interest in this Agreement without the prior written consent of the City.

Section 13. TERMINATION. Either party may terminate this Agreement without cause, upon 90 days written notice to the other party. In the event of termination, Contractor shall be entitled to payment for Services then satisfactorily completed. Contractor shall not be entitled to any claim against City for any additional compensation or damages in the event of such termination.

Section 14. NOTICES. All notices that are regarding this Agreement shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties at the following addresses:

City: City of Rancho Cordova
O&M Supervisor
3303 Luyung Drive
Rancho Cordova, CA 95742
Contractor: Roush Landscape Services
9989 Stirling Park Drive
Sacramento, CA 95827
Attn: Richard Roush
Email: [email protected]
Section 15. GOVERNING LAW AND VENUE. The laws of the State of California shall govern this Agreement.

Venue for any action regarding this Agreement shall be in the Superior Court of the County of Sacramento or in the United States District Court for the Eastern District of California.

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Section 16. ATTORNEYS' FEES. If a Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provisions of this Agreement, the prevailing Party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that Party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

Section 17. SEVERABILITY. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

Section 18. NO IMPLIED WAIVER OF BREACH. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

Section 19. SURVIVAL. The obligations of this Agreement, which by their nature would continue beyond the term or expiration of the Agreement, including without limitation obligations regarding indemnification, shall survive the term or expiration of this Agreement.

Section 20. IRS Form W-9. Contractor shall complete and submit Internal Revenue Service Form W-9 to the City before execution of this Agreement. The City's Finance Director shall have the authority to waive this requirement.

Section 21. ENTIRE AGREEMENT. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibit A, and the insurance requirements attached hereto and incorporated herein as Exhibit B, represents the entire and integrated Agreement between City and Contractor and supersedes all prior negotiations, representations, and Agreements regarding the subject matter of this Agreement, either written or oral.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year set forth above, which date shall be considered the effective date of this Agreement.

CITY OF RANCHO CORDVA CONTRACTOR
By: By: ______________________
Cyrus Abhar, City Manager Richard Roush, Owner
Date:_______________________________ Date:______________________________ APPROVED AS TO FORM:

By:

Adam U. Lindgren, City Attorney
ATTEST:

By:

Stacy Leitner, CMC, City Clerk
Last Revised January 4, 2022
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EXHIBIT A

SCOPE OF WORK
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RANCHO CORDOVA CITY LIMITS
ROBERT J.

MCGARVEY

ELEMENTARY

SANDPIPER
PARK

SUNRIDGE PARK SECURITY PARK DR

CHRYSANTHY BLVD

RANCHO CORDOVA PKWY

DOUGLAS RD

GRANT LINE RD
31 35
37 36
38 30
34 46
44 39 41
40 42
32 33
43 47
Landscaping Maintenance Areas
30 - DOUGLAS ROAD MEDIANS I
31 - DOUGLAS ROAD SOUTH FRONTAGES I
32 - TREE FOG GREEN
33 - CHRYSANTHY BLVD TRAIL
34 - CHRYSANTHY BLVD MEDIANS
35 - CHRYSANTHY BLVD SOUTH FRONTAGES
36 - TOURS WAY FRONTAGES
37 - PRIVAS WAY NORTH FRONTAGES
38 - ADDA WAY WEST FRONTAGE
39 - ROSILLA COAST FRONTAGES
40 - KNIGHTBROOK PASEO
41 - DAYLILY COAST LANE FRONTAGES
42 - GRANTLINE 208 BASIN A TRAIL
43 - GRANTLINE 208 BASIN B TRAIL
44 - RANCHO CORDOVA PARKWAY EAST FRONTAGES
46 - PAISLEY GREEN
47 - DOUGLAS ROAD SOUTH FRONTAGES II
Path: X:\GIS_Staff\PROJECTS\PUBLIC_WORKS\MAINT_SERVICES\LANDSCAPING\MAINTENANCE_AREAS\03282022_Update\Landscape_Maint_Areas_SE_11x17.mxd | Date: 3/31/2022 This map was compiled using the best available information at the time of publishing. The City of Rancho Cordova makes no warranty of the accuracy of the information contained on this map. The City of Rancho Cordova will not be held liable for any misuse or misinterpretation of the information. 0 850 1,700 Feet Sheet 1 of 1
Notes
City of Rancho Cordova
Public Works
±
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EXHIBIT B

INSURANCE REQUIREMENTS
Before beginning any work under this Agreement, Contractor, at its own cost and expense, shall procure "occurrence coverage" insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Professional and its agents, representatives, employees, and subcontractors. Contractor shall provide proof satisfactory to City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects to the City. Professional shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Contractor's bid. Contractor shall not allow any subcontractor to commence work on any subcontract until Contractor has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Contractor shall maintain all required insurance listed herein for the duration of this Agreement.

1. Workers' Compensation. Contractor shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Contractor. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident. In the alternative, Contractor may rely on a selfinsurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a selfinsurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Contractor, if a program of self-insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement.

An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City.

Contractor shall notify City within fourteen (14) days of notification from Contractor's insurer if such coverage is suspended, voided or reduced in coverage or in limits.

The requirement to maintain Statutory Worker's Compensation and Employer's Liability Insurance insurance may be waived by the City upon written verification that Contractor does not have any employees.

2. Commercial General and Automobile Liability Insurance.

2.1 General requirements. Contractor, at its own cost and expense, shall maintain commercial general liability insurance for the term of this Agreement in an amount not less than TWO MILLION DOLLARS ($2,000,000.00) and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00). The commercial general liability and automobile liability insurance shall be per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a commercial general liability insurance or an automobile liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this ITEM 9.10. ATTACHMENT 2 Contract No. 2022-62

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Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles.

2.2 Minimum scope of coverage. Commercial general liability coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an "occurrence" basis. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (most recent edition), Code 1 (any auto). No endorsement shall be attached limiting the coverage.

2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as an endorsement to the policy:
a. City and its officers, employees, agents, and volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Contractor, including the insured's general supervision of Contractor; products and completed operations of Contractor; premises owned, occupied, or used by Contractor; and automobiles owned, leased, or used by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or volunteers.
b. The insurance shall cover on an occurrence or an accident basis and not on a claims-made basis.
c. An endorsement must state that coverage is primary insurance with respect to the City and its officers, officials, employees, and volunteers and that no insurance or self-insurance maintained by the City shall be called upon to contribute to a loss under the coverage.
d. Any failure of Contractor to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.
e. An endorsement shall state that coverage shall not be canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. Contractor shall notify City within fourteen (14) days of notification from Contractor's insurer if such coverage is suspended, voided or reduced in coverage or in limits.

3. All Policies Requirements.

3.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A: VII.

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3.2 Verification of coverage. Prior to beginning any work under this Agreement, Contractor shall furnish City with certificates of insurance and with original endorsements effecting coverage required herein. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf.

The City reserves the right to require complete, certified copies of all required insurance policies at any time.

3.3 Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor.

All coverages for subcontractors shall be subject to all of the requirements stated herein.

3.4 Deductibles and Self-Insured Retentions. Contractor shall disclose to and obtain the approval of City for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement.

During the period covered by this Agreement, only upon the prior express written authorization of the Contract Administrator, Contractor may increase such deductibles or self-insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Contractor procure a bond, guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.

3.5 Waiver of Subrogration. Contractor hereby agrees to waive subrogration which any insurer or contractor may require from vendor by virtue of the payment of any loss.

Consultant agrees to obtain any endorsements that may be necessary to effect this waiver of subrogation. The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the entity for all work performed by the Contractor, its employees, agents, and subcontractors.

3.6 Notice of Reduction in Coverage. In the event that any coverage required by this section is reduced, limited, or materially affected in any other manner, Contractor shall provide written notice to City at Contractor's earliest possible opportunity and in no case later than five (5) days after Contractor is notified of the change in coverage.

4. Remedies. In addition to any other remedies City may have if Contractor fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Contractor's breach:
▪ Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
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▪ Order Contractor to stop work under this Agreement or withhold any payment that becomes due to Contractor hereunder, or both stop work and withhold any payment until Contractor demonstrates compliance with the requirements hereof; and/or ▪ Terminate this Agreement.

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MEMORANDUM
City Council Staff Report - Page 1 of 3

ITEM 10.1.

DATE: May 16, 2022
TO: Honorable Mayor and Council Members
FROM: Michelle Mingay, Senior Finance Analyst
SUBJECT: RESOLUTIONS AND AN ORDINANCE RELATED TO THE

FORMATION OF THE CITY OF RANCHO CORDOVA ARISTA DEL
SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1

RECOMMENDATION
Adopt the Resolutions and waive first reading and introduce the Ordinance.

RESULT OF RECOMMENDED ACTION
Adoption of these items would complete the formation of City of Rancho Cordova Arista Del Sol Community Facilities District 2022-1 (the “CFD”) and authorize a landowner vote which, if successfully passed, authorizes the levy of a special tax. The special tax levy associated with this CFD is for the purpose of financing the acquisition and construction of, and the payment of fees for, the public facilities in and for the Community Facilities District. There is no financial impact to existing residents.

BACKGROUND
At the meeting on January 3, 2022, the City initiated the process of forming the City of Rancho Cordova Arista Del Sol Community Facilities District 2022-1 for the Arista Del Sol development project; a project which is an approximately 209 mixed use acre parcel located west of Grantline Road and one mile south of Douglas Boulevard. The development anticipates 740 single family lots which will be developed in three phases. While the CFD will be formed over the full development project, the CFD will be phased in through the use of Improvement Areas.

The first Improvement Area will include 365 market rate lots ranging in size from 40' x 105' and 55' x 105' in size.

Community Facilities Districts are commonly used throughout California to finance infrastructure and services in new development areas. The CFD is proposed to have a facilities special tax that will be levied on residential property within the development until all bonds issued by the district have been fully repaid. The facilities special tax within the first Improvement Area will range between $1,752 and $3,264 per single family unit, in the base year, and will increase at a rate of 2% per year for the life of the tax. The special tax will be authorized to support up to $50,000,000 in bonds, the proceeds of which will be used to finance the acquisition and construction of, and the payment of fees for, public facilities in and for the Community Facilities District.

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City Council Staff Report - Page 2 of 3
The Resolution of Intention adopted by the City Council on January 3, 2022 set February 22, 2022 at 5:30 pm, or as soon thereafter as the matter may be heard, for the hearing on the actual formation of the CFD and the levy of the special tax and the sale of bonds. During the February 22nd council meeting, the council approved the continuation of the public hearing to the March 21, 2022 council meeting and continued again to the May 16, 2022 meeting to allow for final map approvals.

The documents attached to this report will complete the formation and levy the special tax. The following descriptions correspond to the Item numbers in the “Attachments” listing below:

1. A Resolution of Formation of Community Facilities District. This officially forms the CFD, authorizes the special taxes to be collected and calls for the required property owner vote on the levy of taxes and the establishment of an appropriations limit for the CFD (under Article XIIIB of the Constitution). The Exhibit(s) to this resolution show the facilities and impact fees to be financed and the formula by which the special taxes will be levied in the CFD.

2. A Resolution Determining Necessity to Incur Bonded Indebtedness Within Community Facilities District. This makes the determination to issue bonds to be financed by the special taxes. The amount is a “not to exceed” and includes amounts to cover improvements to be financed in later series of bonds. This resolution also calls for the required landowner vote on the issuance of bonds.

3. A Resolution Calling Special Election. This sets the election for May 16, 2022 and provides the form of the special ballot to be used by the landowner-voter. Calling the election and actually having the election on the same night is allowed under CFD law due to the fact that all the landowners in the CFD have waived certain time requirements for proceeding to the election.

4. A Resolution Declaring Results of Special Election and Directing Recording of Notice of Special Tax Lien. This is for adoption by the Council after the vote is announced by the City Clerk. It confirms the outcome of the property owner election for the CFD. Attached to it is a copy of the official Canvass and Statement of Result of Election to be completed by the Clerk for the City’s record in connection with the opening of ballots and announcement of results. This resolution also directs the filing of the Notice of Special Tax Lien against the lands in the CFD to allow collection of the special tax on each property.

5. An Ordinance Levying Special Taxes Within City of Rancho Cordova The Ranch Community Facilities District 2022-1. Under the law, the Council must levy the special taxes by ordinance. Under the ordinance, the levy is made once by the adoption of this ordinance, and, in each year hereafter, the process of determining the special taxes and processing the collection is done administratively by the Administrative Services Director (or a consultant) and no further Council action is needed.
6a. Order of Proceedings. This is a guide for the Mayor, City Council and City Clerk to use to facilitate the required public hearing and landowner vote process. The document outlines the agenda to be followed to conduct the public hearing and adoption of the items needed to complete the formation of the CFD, to hold the special election and to take the final actions for the special tax and bonds authorization.
6b. Certificate of City Clerk Regarding Waiver (of Certain Election Requirements) and

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City Council Staff Report - Page 3 of 3
Consent. This is to be completed by the City Clerk for the City’s record in connection with the ballot/election procedure and acknowledges receipt of waivers from the property owner(s). 6c. Notice of Special Tax Lien. This is the document to be completed by the Clerk and recorded with the County Recorder subsequent to the meeting. It establishes a lien in favor of the City to allow for the collection and enforcement of the special taxes. 6d. CFD Report. This is the required report that shows the facilities (public improvements) to be financed by the CFD. The City was directed to prepare this report by the first Resolution of Intention adopted for the CFD on January 3, 2022. It shows the estimated costs of the various facilities along with the costs to issue the bonds and to administer the CFD. A copy of this report should be filed with the City Clerk as part of the proceedings.

Taking the above actions will conclude the formation process for the CFD. The approval of bond documentation, which provides for the issuance of the anticipated CFD bonds, will be the subject of a future meeting.

FISCAL IMPACT AND FUNDING SOURCE
There is no fiscal impact to the City. Any special tax bonds to be issued on behalf of the CFD are secured solely by the special tax levies within the District and are not debt of the City's general fund.

ATTACHMENT(S)

1. Resolution of Formation - Rancho Cordova Arista CFD

2. Exhibit A to the Resolution of Formation- (List of Facilities)

3. Exhibit B to Resolution of Formation - (Arista del Sol RMA)

4. Resolution to Incur Bonds - Rancho Cordova Arista CFD

5. Resolution for Election - Rancho Cordova Arista CFD

6. Resolution Election Results - Rancho Cordova Arista CFD

7. Ordinance - Rancho Cordova Arista CFD

8. Order of Proceedings

9. City Clerks Waiver

10. Notice of Special Lien

11. CFD 2022-1 (Arista Del Sol) CFD Report (1-28-2022)

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 1 of 8

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA TO

FORM THE CITY OF RANCHO CORDOVA ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1, DESIGNATE AN IMPROVEMENT AREA AND

FUTURE ANNEXATION AREA THEREIN, AND TO AUTHROIZE THE LEVY OF

SPECIAL TAXES IN THE DISTRICT
WHEREAS, the City Council (the “City Council”) of the City of Rancho Cordova (the “City”) on January 3, 2022, adopted a resolution of intention titled “A Resolution of Intention of the City Council of the City of Rancho Cordova to Form Arista Del Sol Community Facilities District No. 2022-1, Designate an Initial Improvement Area Therein and Establish a Future Annexation Area, and to Levy a Special Taxes Therein to Finance the Acquisition and Construction of Certain Public Facilities in and for Such Community Facilities District” (the “Resolution of Intention”) to (i) establish of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the “CFD”) of the City, (ii) designate therein “Improvement Area No. 1 of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (“Improvement Area No. 1”), and (iii) establish a “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (Future Annexation Area)” (the “Future Annexation Area”), all pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the “Act”); and
WHEREAS, the Resolution of Intention incorporates a map of the proposed boundaries of the CFD, Improvement Area No. 1, and the Future Annexation Area, states the facilities to be provided, the cost of providing such facilities and the rate and method of apportionment of the special tax to be levied within the CFD to pay principal of and interest on bonds proposed to be issued with respect to the Improvement Area No. 1, is on file with the City Clerk and the provisions thereof are incorporated herein by this reference as if fully set forth herein; and
WHEREAS, the facilities to be provided as stated in the Resolution of Intention are set forth in Exhibit A attached hereto and hereby made a part hereof; and WHEREAS, the City Council noticed a public hearing to be held on February 22, 2022, and due to complexities related to the mapping of the proposed CFD, continued the hearing to the date hereof, and has now held the hearing regarding the determination to proceed with the formation of the CFD, Improvement Area No. 1, and the Future Annexation Area, the provision of certain public facilities by the CFD and the respective rate and method of apportionment of the special tax to be levied within Improvement Area No. 1, to pay the cost of the facilities, the principal and interest on the proposed bonded indebtedness in Improvement Area No. 1, and the administrative

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 2 of 8
costs of the City relative to the CFD, all pursuant to the Act and the Resolution of Intention; and
WHEREAS, at the hearing all interested persons desiring to be heard on all matters pertaining to the formation of the CFD, Improvement Area No. 1, and the Future Annexation Area, the facilities to be provided therein and the levy of said special tax were heard and a full and fair hearing was held; and
WHEREAS, at the hearing evidence was presented to the City Council on said matters before it, including a report caused to be prepared by the Administrative Services Director of the City (the “Report”) as to the facilities to be provided in the CFD and the costs thereof and incidental expenses related thereto, a copy of which is on file with the City Clerk, and the City Council at the conclusion of said hearing is fully advised in the premises; and
WHEREAS, written protests with respect to the formation of the CFD and the designation therein of Improvement Area No. 1, the furnishing, the furnishing of specified types of facilities and the rate and method of apportionment of the special taxes have not been filed with the City Clerk by fifty percent or more of the registered voters residing within the territory of the CFD and Improvement Area No. 1 or property owners of one-half or more of the area of land within the CFD and Improvement Area No. 1 not exempt from the proposed special tax; and
WHEREAS, the special tax proposed to be levied in Improvement Area No. 1 to pay for the proposed facilities to be provided therein, and the rate and method of apportionment for Improvement Area No. 1 which is set forth in Exhibit B hereto, has not been eliminated by protest by fifty percent (50%) or more of the registered voters residing within the territory of Improvement Area No. 1 or the owners of one-half (1/2) or more of the area of land within Improvement Area No. 1 not exempt from the special tax; and
WHEREAS, the City Council desires to form the CFD and approve related matters, all as authorized by and in accordance with the Act.

NOW THEREFORE, it is hereby ordered as follows:

1. The foregoing recitals are true and correct.

2. The formation of the CFD and proposed special tax to be levied within the CFD and Improvement Area No. 1 therein has not been precluded by majority protest pursuant to section 53324 of the Act.

3. The community facilities district designated “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” of the City is hereby established pursuant to the Act.

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 3 of 8
The improvement area designated “Improvement Area No. 1 of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” is hereby established pursuant to the Act.

The future annexation area designated “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (Future Annexation Area)” is hereby established pursuant to the Act.

4. The boundaries of the CFD, Improvement Area No. 1, and the Future Annexation Area, are shown on proposed boundary map on file with the City Clerk, which was approved by the Resolution of Intention and filed for record on January 28, 2022 in the Office of the County Recorder of the County of Sacramento as document number 2022-01280698 in Book 136 at Page 8 of the Maps of Assessment and Community Facilities Districts. The proposed boundary lines reflect the creation of a new parcel as shown on a proposed large lot subdivision of the parcel currently being undertaken by the owner, upon recording of the final subdivision map the initial CFD and the Future Annexation Area boundaries will be as shown. The initial boundary, as later implemented upon recording of the final subdivision map, are hereby approved, are incorporated herein by reference, and shall be the initial boundaries of the CFD, Improvement Area No. 1 and the Future Annexation Area, respectively.

Parcels within the Future Annexation Area shall be annexed to the CFD only with the unanimous approval (each, a “Unanimous Approval”) of the owner or owners of each parcel or parcels at the time that parcel or those parcels are annexed, without any requirement for further public hearings or additional proceedings.

The Council hereby determines that any property for which the owner or owners execute a Unanimous Approval shall be added to the CFD, either into an existing improvement area or a Future Improvement Area (defined herein), and the Secretary shall record an amendment to the notice of special tax lien for Improvement Area No. 1 pursuant to Section 3117.5 of the Streets & Highways Code, or a new notice of special tax lien pursuant to Section 3114.5.

5. The type of public facilities proposed to be financed by the CFD and Improvement Area No. 1 shall consist of those items listed as facilities in Exhibit A hereto and by this reference incorporated herein (the “Facilities”). The listing includes incidental expenses incurred and to be incurred in connection with the CFD and the issuance of bonds. The financing of the costs of Facilities may include, without limitation, the payment of principal of and interest on bonds, together with all direct, indirect periodic, and/or other related costs (including, without limitation, costs of administering the CFD, levying the Special Tax and administering the bonds, and establishing and replenishing reserve funds).

For Future Improvement Areas, the type of public facilities to be financed by such improvement area may consist of facilities different than the Facilities if the annexed territory is designated as a separate improvement area. Any facilities in

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 4 of 8
addition to or instead of the Facilities shall be identified and approved in the Unanimous Approval executed by property owners in connection with their annexation to the CFD from the Future Annexation Area, and shall be effective without the need for additional Council approval.

6. Special Tax.
a. Except to the extent that funds are otherwise available to the Improvement Areas to pay for the Facilities, to pay the principal and interest on bonds and other debt (as defined in the Act) of the City to finance the Facilities, to the repayment of funds advanced by the City for the CFD and including the repayment under any agreement (which shall not constitute a debt or liability of the City) of advances of funds or reimbursement for the lesser of the value or cost of work in-kind provided by any person for the CFD, a special tax (the “Special Tax”) sufficient to pay the costs thereof, secured by the recordation of a continuing lien against all non-exempt real property is intended to be levied annually and collected in the same manner as ordinary ad valorem property taxes or in such other manner as may be prescribed by this Council. b. The proposed rate and method of apportionment of the Special Tax among the parcels of real property within Improvement Area No. 1, in sufficient detail to allow each landowner within Improvement Area No. 1 to estimate the maximum amount such owner will have to pay, is attached hereto as Exhibit B to this Resolution and hereby incorporated herein (the “Rate and Method”). The Special Tax for Improvement Area No 1 (the “Improvement Area No. 1 Special Tax”) shall not be levied in Improvement Area No. 1 after the 2062-63 fiscal year, except that an Improvement Area No. 1 Special Tax that was lawfully levied in or before the final tax year and that remains delinquent may be collected in subsequent years. Under no circumstances shall the Improvement Area No. 1 Special Tax levied against any parcel in Improvement Area No. 1 used for private residential purposes be increased as a consequence of delinquency or default by the owner of any other parcel or parcels within Improvement Area No. 1 by more than 10 percent.

The proposed rate and method of apportionment of the Special Tax among the parcels of real property within a Future Improvement Area, in sufficient detail to allow each landowner within such Future Improvement Area to estimate the maximum amount such owner will have to pay, shall be set forth in the applicable Unanimous Approval. The Special Tax shall not be levied in a Future Improvement Area after the fiscal year identified in the rate and method for such Future Improvement Area, except that a special tax that was lawfully levied in or before the final tax year and that remains delinquent may be collected in subsequent years. Under no circumstances shall the special tax levied against any parcel in a Future Improvement Area for private residential purposes be increased as a consequence of delinquency or default by the owner of any other parcel or parcels within such Future Improvement Area by more than 10 percent.

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 5 of 8
For Future Improvement Areas, a different rate and method may be adopted than the Rate and Method adopted for Improvement Area No. 1 if the annexed territory is designated as a separate improvement area. No supplements to the Rate and Method for any of the Improvement Areas and no new rate and method will cause the maximum tax rate in the then-existing territory of the CFD (including Improvement Area No. 1) to increase. The designation as an improvement area of any territory annexing to the CFD, the maximum amount of bonded indebtedness and other debt for such improvement area, the rate and method of apportionment of special tax for such improvement area and the appropriations limit for such improvement area shall be identified and approved in the Unanimous Approval executed by property owners in connection with their annexation to the CFD from the Future Annexation Area.

The annexation and related matters described in the Unanimous Approval shall be implemented and completed without the need for Council approval as long as the following conditions are met:
(i) The rate and method of apportionment of special tax for the new improvement area is prepared by a special tax consultant retained by the City.
(ii) The rate and method of apportionment of special tax for the new improvement area complies with the City’s local goals and policies concerning the use of the Act.
(iii) The rate and method of apportionment of special tax for the new improvement area does not establish a maximum special tax amount for the initial fiscal year in which the special tax may be levied for any category of special tax set forth in the Rate and Method for Improvement Area No. 1 that is greater than 120% of the maximum amount of the same or closest category of special tax for the same fiscal year calculated pursuant to the Rate and Method for Improvement Area No. 1. (iv) The rate and method of apportionment of special tax for the new improvement area does not introduce a type of special tax that was not included in the Rate and Method for Improvement Area No. 1 (e.g., a special tax that is levied and must be paid in a single fiscal year). (v) The rate and method of apportionment of special tax for the new improvement area includes a mechanism that protects against revenue loss as a result of land use changes to the extent of revenue needed to pay indebtedness of the CFD.
c. Territory in the Future Annexation Area will be annexed into the CFD and a special tax will be levied on such territory only with the Unanimous Approval of the owner or owners of each parcel or parcels at the time that parcel

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 6 of 8
or those parcels are annexed into the CFD. Except to the extent that funds are otherwise available to the CFD to pay for the Facilities and/or the principal and interest as it becomes due on bonds of the CFD issued to finance the Facilities, a Special Tax sufficient to pay the costs thereof, secured by the recordation of a continuing lien against all non-exempt real property in the Future Annexation Area, is intended to be levied annually within the Future Annexation Area, and collected in the same manner as ordinary ad valorem property taxes or in such other manner as may be prescribed by this Council.
d. As required by Section 53339.3(d) of the Act, the Council hereby determines that the Special Tax proposed to pay for one or more Facilities to be supplied within the Future Annexation Area will be equal to the Special Taxes levied to pay for the same Facilities in previously-existing areas of the CFD, except that (i) a higher Special Tax may be levied within the Future Annexation Area to pay for the same Facilities to compensate for the interest and principal previously paid from Special Taxes in the original area of the CFD, less any depreciation allocable to the financed Facilities and (ii) a higher Special Tax may be levied in the Future Annexation Area to pay for new or additional Facilities, with or without bond financing.
e. This Council hereby finds that the provisions of Section 53313.6, 53313.7 and 53313.9 of the Act (relating to adjustments to ad valorem property taxes and schools financed by a community facilities district) are inapplicable to the proposed CFD and the Improvement Areas.

7. It is hereby found and determined that the Facilities are necessary to meet increased demands placed upon local agencies as the result of development occurring in the CFD, Improvement Area No. 1, and the Future Annexation Area.

8. The office of the Administrative Services Director of the City of Rancho Cordova, 2729 Prospect Park Drive, Rancho Cordova, California 95670 (916-851-8730) is designated as the office responsible for preparing annually a current roll of special tax levy obligations by assessor's parcel number, estimating future special tax levies and for establishing procedures to promptly respond to inquiries regarding estimates of future special tax levies. The City may contract with outside consultants to provide this service in lieu of the Administrative Services Director.

9. Upon recordation of a notice of special tax lien pursuant to Section 3114.5 of the Streets and Highways Code of California, a continuing lien to secure each levy of the special tax shall attach to all nonexempt real property in Improvement Area No. 1, and this lien shall continue in force and effect until the special tax obligation is prepaid and permanently satisfied and the lien canceled in accordance with law or until collection of the tax by the City ceases. Upon recordation of a notice of special tax lien pursuant to Section 3114.5 of the Streets and Highways Code of California, a continuing lien to secure each levy of

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 7 of 8
the special tax shall attach to all nonexempt real property annexed to the CFD from the Future Annexation Area, and this lien shall continue in force and effect until the special tax obligation is prepaid and permanently satisfied and the lien canceled in accordance with law or until collection of the tax by the City ceases.

10.In accordance with the Act, the annual appropriations limit, as defined by subdivision (h) of Section 8 of Article XIII B of the California Constitution, shall be preliminarily established for the CFD in the amount of $50,000,000, of which the annual appropriations limit for the territory within Improvement Area No. 1 is hereby preliminarily established at $25,000,000, and the annual appropriations limit for the territory within the Future Annexation Area, once annexed to the CFD, is preliminarily established at $25,000,000. The proposition establishing said annual appropriations limit shall become effective if approved by the qualified electors voting thereon and shall be adjusted in accordance with the applicable provisions of the Act.

The designation as an improvement area of any territory annexing to the CFD, the maximum amount of bonded indebtedness and other debt for such improvement area, the rate and method of apportionment of special tax for such improvement area and the appropriations limit for such improvement area shall be identified and approved in the Unanimous Approval executed by property owners in connection with their annexation to the CFD.

11.Pursuant to the provisions of the Act, the proposition of the levy of the Improvement Area No. 1 Special Tax and the proposition of the establishment of the appropriations limit for Improvement Area No. 1 specified above shall be submitted to the qualified electors of Improvement Area No. 1 at an election. The time, place and conditions of the election shall be as specified by a separate resolution of the Council. The qualified electors for the election to be held in these proceedings shall be the landowners owning land within the CFD. The City Council will conduct the election by mailed ballot and hereby designates the City Clerk as the official to conduct the mailed-ballot election.

12.Section 53314.9 of the Act provides that, either before or after formation of the CFD, the City may accept work in-kind from any source, including, but not limited to, private persons or private entities, may provide, by resolution, for the use of that work in-kind for any authorized purpose and the Council may enter into an agreement (an “Acquisition Agreement”), by resolution, with the person or entity advancing the work in-kind, to reimburse the person or entity for the value, or cost, whichever is less, of the work in-kind, as determined by the Council, with or without interest, under the conditions specified in the Act. Any work in-kind must be performed or constructed as if the work had been performed or constructed under the direction and supervision, or under the authority of, the City.

Section 53316.2 of the Act provides that a community facilities district may finance facilities to be owned or operated by a public agency other than the

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ITEM 10.1. ATTACHMENT 1
Resolution No. XX-2022 Page 8 of 8
agency that created the district, or services to be provided by a public agency other than the agency that created the district, or any combination, only pursuant to a joint community facilities agreement or a joint exercise of powers agreement adopted pursuant to this section. The Administrative Services Director of the City and each other authorized officer of the City is hereby authorized and directed to enter into joint community facilities agreements with the County and any other entity that will own or operate any of the Facilities, as may be necessary to comply with the provisions of Section 53316.2(a) and (b) of the Act. The Council hereby declares that such joint agreements will be beneficial to owners of property in the area of the CFD.

13.Any bonds issued in these proceedings shall be callable in accordance with the provisions of the Act and as more specifically to be set forth in any resolution providing for the form, execution and issuance of bonds.

14.This City Council now finds and determines that all proceedings up to and including the adoption of this Resolution were and are valid and in conformity with the requirements of the Act. This determination and finding is final and conclusive in accordance with Government Code Section 53325.1. * * * * * * * * * * * * * * * * * * * * * * * *
PASSED AND ADOPTED by the City Council of the City of Rancho Cordova this 16th day of May, 2022, by the following vote:

AYES:

NOES:

ABSTAIN:
___________________________________
Donald Terry, Mayor
ATTEST:
________________________________
Stacy Leitner, CMC
City Clerk

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ITEM 10.1. ATTACHMENT 2
Exhibit A to the Resolution

LIST OF AUTHORIZED FACILITIES

FOR THE COMMUNITY FACILITIES DISTRICT
The Facilities and Services shown below are to be finance by the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the, “CFD”).

Facilities
The Facilities which are proposed to be financed with the proceeds of the sales of bonds of the proposed CFD, or the payment of the fees to the appropriate jurisdiction with respect to such facilities proposed to be financed with the proceeds of the sale of bonds of the proposed CFD, are generally described as follows:

P-1 Park Improvements
R-1 Chrysanthy Blvd Improvements
R-2 Americanos Blvd Improvements
R-3 In-tract Improvements for development within the CFD Impact, Development Agreement and Specific Plan Fees for Facilities I-1 Transportation Impact Fee
I-2 Sunrise Douglas Community Plan Roadway Impact Fee
I-3 City Supplemental Transportation Fee
I-4 Park Renovation Fee
I-5 Sunrise Douglas Park Fee
I-6 Sacramento County Water Agency Zone 40 Water Fee
Other
O-1 Any other facilities serving substantially the same purpose as the above described facilities.

O-2 Any other facilities permitted under the Mello-Roos Community Facilities Act of 1982, including the facilities described in Section 53313.5 of the California Government Code, as amended from time to time, provided that such facilities satisfy at least one of the following criteria: 1) augment, improve or expand existing District facilities that are primarily for the benefit of the District, or 2) repair or rehabilitate existing District facilities.

The foregoing description of the type of Facilities eligible to be financed is general in nature and includes any appurtenant work and incidental expenses related to the Facilities. The final nature

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ITEM 10.1. ATTACHMENT 2
Exhibit A to the Resolution
and location of the facilities will be determined upon the preparation of final plans and specifications for such facilities.

Incidentals
The bond related expenses authorized include the City, underwriters discount, financial advisor, appraisals, reserve fund balance, capitalized interest, bond counsel, disclosure counsel, special tax consultant, bond and official statement printing and all other incidental expenses.

CFD formation costs and administrative fees include those of the City, the CFD, the bond trustee or fiscal agent, legal counsel, the special tax consultant and other costs related to the CFD or the Bonds.

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IA No. 1 of Arista del Sol CFD No. 2022-1 1 December 3, 2021 IMPROVEMENT AREA NO. 1 OF THE

CITY OF RANCHO CORDOVA

ARISTA DEL SOL
COMMUNITY FACILITIES DISTRICT NO. 2022-1

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
A Special Tax applicable to each Assessor’s Parcel in Improvement Area No. 1 of the City of Rancho Cordova Arista del Sol Community Facilities District No. 2022-1 shall be levied and collected according to the tax liability determined by the City Council through the application of the appropriate amount or rate for Taxable Property, as described below. All of the property in Improvement Area No. 1, unless exempted by law or by the provisions of Section G below, shall be taxed for the purposes, to the extent, and in the manner herein provided, including property subsequently annexed to Improvement Area No. 1 unless a separate Rate and Method of Apportionment is adopted for the annexation area.

A. DEFINITIONS
The terms hereinafter set forth have the following meanings:
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as shown on an Assessor’s Parcel Map, or if the land area is not shown on an Assessor’s Parcel Map, the land area shown on the applicable Final Map or other parcel map recorded at the County Recorder’s Office. “Act” means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, (commencing with Section 53311), Part 1, Division 2 of Title 5 of the Government Code of the State of California.
“Administrative Expenses” means any or all of the following: the fees and expenses of any fiscal agent or trustee (including any fees or expenses of its counsel) employed in connection with any Bonds, and the expenses of the City in carrying out its duties with respect to Improvement Area No. 1, the CFD and the Bonds, including, but not limited to, the levy and collection of Special Taxes, the fees and expenses of its counsel, charges levied by the County in connection with the levy and collection of Special Taxes, costs related to property owner inquiries regarding the Special Tax, costs associated with appeals or requests for interpretation associated with the Special Tax and this RMA, amounts needed to pay rebate to the federal government with respect to Bonds, costs associated with complying with continuing disclosure requirements for the City and any major property owners or other obligated parties, costs associated with foreclosure and collection of delinquent Special Taxes, and all other costs and expenses of the City and County in any way related to the establishment or administration of Improvement Area No. 1 and the CFD.
“Administrator” shall mean the person or firm designated by the City to administer the Special Tax according to this RMA.
“Assessor’s Parcel” or “Parcel” means a lot or parcel shown on an Assessor’s Parcel Map with an assigned Assessor’s Parcel number.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 2 December 3, 2021 “Assessor’s Parcel Map” means an official map of the County Assessor designating Parcels by Assessor’s Parcel Number.
“Authorized Facilities” means the public facilities authorized to be financed, in whole or in part, by the CFD.
“Base Special Tax” means, for any Land Use Category, the applicable Special Tax initially identified in Table 1 in Section C, as may be adjusted pursuant to Sections D or H herein. “Bonds” means bonds or other debt (as defined in the Act), whether in one or more series, secured by the Special Tax and issued or assumed by or for Improvement Area No. 1 to fund Authorized Facilities.
“Building Permit” means a permit that allows for vertical construction of a building or buildings, which shall not include a separate permit issued for construction of the foundation thereof.
“Capitalized Interest” means funds in any capitalized interest account available to pay debt service on Bonds.
“CFD” means the City of Rancho Cordova Arista del Sol Community Facilities District No. 2022-1.
“CFD Formation” means the date on which the Resolution of Formation to form the CFD and Improvement Area No. 1 was adopted by the City Council. “City” means the City of Rancho Cordova.
“City Council” means the City Council of the City of Rancho Cordova. “County” means the County of Sacramento.
“Developed Property” means, in any Fiscal Year, all Parcels of Taxable Property that are not Taxable Owners Association Property, Taxable Public Property, or Taxable Welfare Exemption Property for which a Building Permit for new construction was issued prior to June 1 of the preceding Fiscal Year.
“Development Class” means, individually, Developed Property, Final Map Property, Undeveloped Property, Taxable Owners Association Property, Taxable Public Property, and Taxable Welfare Exemption Property.
“Expected Land Uses” means the number of Residential Units and the Acreage of Other Property expected within Improvement Area No. 1 at CFD Formation, as identified in Attachments 1 and 2 of this RMA. Pursuant to Section D of this RMA, the Administrator shall update Attachment 2 each time there is a Land Use Change. Such update(s) shall be maintained internally by the Administrator and shall not require recordation of an amended RMA.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 3 December 3, 2021 “Expected Maximum Special Tax Revenues” means the aggregate Special Tax that can be levied based on application of the Base Special Tax to the Expected Land Uses. The Expected Maximum Special Tax Revenues at CFD Formation are shown in Attachment 2 and may be revised pursuant to Sections D or H herein. Such update(s) will be maintained internally by the Administrator and will not require recordation of an amended RMA. “Final Map” means a final map, or portion thereof, approved by the City or County pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq) that creates SFD Lots. The term “Final Map” shall not include any large-lot subdivision map, Assessor’s Parcel Map, or subdivision map or portion thereof, that does not create SFD Lots, including Assessor’s Parcels that are designated as remainder parcels.
“Final Map Property” means, in any Fiscal Year, all SFD Lots created within Final Maps that had recorded prior to June 30 of the preceding Fiscal Year and which have not yet become Developed Property.
“First Bond Sale” means issuance of the first series of Bonds secured, in whole or in part, by Special Taxes levied and collected from Parcels in Improvement Area No. 1. “Fiscal Year” means the period starting July 1 and ending on the following June 30. “Improvement Area No. 1” means Improvement Area No. 1 of the CFD. “Improvement Fund” means the account (regardless of its name) identified in the Indenture to hold funds that are available for expenditure to acquire or construct Authorized Facilities. “Indenture” means the bond indenture, fiscal agent agreement, trust agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended, and/or supplemented from time to time, and any instrument replacing or supplementing the same. “Land Use Category” means the categories of land use identified in Table 1 in Section C below.
“Land Use Change” means a proposed or approved change to the Expected Land Uses after CFD Formation, including changes to the Lot Category designation for SFD Lots. “Lot Category” means, individually, Lot Category A, Lot Category B, and Lot Category C. “Lot Category A” applies to SFD Lots within the portion of Improvement Area No. 1 in which an average lot size of 40’x105’ was anticipated at CFD Formation, as identified in Attachment 1 hereto. Changes to such designation shall be considered a Land Use Change, and the Administrator shall apply Section D herein each time such a Land Use Change occurs. “Lot Category B” applies to SFD Lots within the portion of Improvement Area No. 1 in which an average lot size of 45’x105’ was anticipated at CFD Formation, as identified in Attachment 1.

Changes to such designation shall be considered a Land Use Change, and the Administrator shall apply Section D herein each time such a Land Use Change occurs.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 4 December 3, 2021 “Lot Category C” applies to SFD Lots within the portion of Improvement Area No. 1 in which an average lot size of 55’x105’ was anticipated at CFD Formation, as identified in Attachment 1 hereto. Changes to such designation shall be considered a Land Use Change, and the Administrator shall apply Section D herein each time such a Land Use Change occurs. “Maximum Special Tax” means the greatest amount of Special Tax that can be levied on a Parcel in any Fiscal Year, as determined in accordance with Sections C and D below. “Other Property” means any Parcel of Developed Property in Improvement Area No. 1 that does not fit within the definition of Single Family Attached Property or Single Family Detached Property.
“Owners Association” means a homeowners association or property owners association that provides services to, and collects assessments, fees, dues, or charges from, property within Improvement Area No. 1.
“Owners Association Property” means any property within the boundaries of Improvement Area No. 1 that is owned in fee or by easement by an Owners Association, not including any such property that is located directly under a residential structure. “Proportionately” means, for each Development Class, that the ratio of the actual Special Tax levied in any Fiscal Year to the Maximum Special Tax authorized to be levied in that Fiscal Year is equal for all parcels assigned to the Development Class. “Public Property” means any property within the boundaries of Improvement Area No. 1 that is owned by the City, federal government, State of California or other public agency. “Required Coverage” means the amount by which the Expected Maximum Special Tax Revenues must exceed the Bond debt service and priority Administrative Expenses (if any), as set forth in the Indenture, Certificate of Special Tax Consultant, or other formation or bond document that identifies the minimum required debt service coverage. “Residential Unit” means an SFD Unit or an individual residential unit within a duplex, halfplex, triplex, fourplex, townhome, live/work or condominium structure. A second unit (granny flat) that shares a Parcel with an SFD Unit will not be considered a Residential Unit for purposes of levying the Special Tax.
“RMA” means this Rate and Method of Apportionment of Special Tax. “SFA Unit” means an individual Residential Unit on a Parcel of Single Family Attached Property.
“SFD Lot” means an individual residential lot, identified and numbered on a recorded Final Map, on which a Building Permit has been or is permitted to be issued for construction of an SFD Unit without further subdivision of the lot and for which no further subdivision of the lot is anticipated pursuant to an approved Tentative Map.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 5 December 3, 2021 “SFD Unit” means a residential unit that does not share a common wall with another residential unit.
“Single Family Attached Property” means, in any Fiscal Year, all Parcels of Developed Property for which a Building Permit was issued for construction of a residential structure consisting of two or more Residential Units that share common walls, have separate Assessor’s Parcel numbers assigned to them (except for a duplex unit, which may share a Parcel with another duplex unit), and may be purchased by individual homebuyers (which shall still be the case even if the Residential Units are purchased and subsequently offered for rent by the owner), including such residential structures that meet the statutory definition of a condominium contained in Civil Code Section 4125.
“Single Family Detached Property” means, in any Fiscal Year, all Parcels of Developed Property for which a Building Permit was issued for construction of an SFD Unit. “Special Tax” means a special tax levied in any Fiscal Year to pay the Special Tax Requirement.
“Special Tax Requirement” means the amount necessary in any Fiscal Year to: (i) pay principal and interest on Bonds that are due in the calendar year that begins in such Fiscal Year; (ii) pay periodic costs on the Bonds, including but not limited to, credit enhancement, liquidity support and rebate payments on the Bonds; (iii) replenish reserve funds created for the Bonds under the Indenture to the extent such replenishment has not been included in the computation of the Special Tax Requirement in a previous Fiscal Year; (iv) cure any delinquencies in the payment of principal or interest on Bonds which have occurred in the prior Fiscal Year or, based on prior delinquencies, are expected to occur in the current Fiscal Year; (v) pay Administrative Expenses; and (vi) pay directly for Authorized Facilities, so long as such levy under this clause (vi) does not increase the Special Tax levied on Final Map Property or Undeveloped Property.

The amounts referred to in clauses (i) and (ii) of the definition of Special Tax Requirement may be reduced in any Fiscal Year by: (a) interest earnings on or surplus balances in funds and accounts for the Bonds to the extent that such earnings or balances are available to apply against such costs pursuant to the Indenture; (b) in the sole and absolute discretion of the City, proceeds received by the CFD from the collection of penalties associated with delinquent Special Taxes; and (c) any other revenues available to pay such costs, each as determined in the sole discretion of the City.
“Taxable Owners Association Property” means, in any Fiscal Year after the First Bond Sale, any Parcel of Owners Association Property that satisfies all three of the following conditions: (i) the Parcel had not been Owners Association Property on the date of the First Bond Sale, (ii) based on reference to Attachments 1 and 2 (as may be updated pursuant to Section D below), the Parcel was not anticipated to be Owners Association Property as determined by the Administrator, and (iii) if the Parcel were to be exempt from the Special Tax because it is Owners Association Property, the Expected Maximum Special Tax Revenues would be reduced to a point at which Required Coverage could not be maintained. “Taxable Property” means all of the Parcels within the boundaries of Improvement Area No. 1 that are not exempt from the Special Tax pursuant to law or Section G below.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 6 December 3, 2021 “Taxable Public Property” means in any Fiscal Year after the First Bond Sale, any Parcel of Public Property that satisfies all three of the following conditions: (i) the Parcel had not been Public Property on the date of the First Bond Sale, (ii) based on reference to Attachments 1 and 2 (as may be updated pursuant to Section D below), the Parcel was not anticipated to be Public Property as determined by the Administrator, and (iii) if the Parcel were to be exempt from the Special Tax because it is Public Property, the Expected Maximum Special Tax Revenues would be reduced to a point at which Required Coverage could not be maintained. “Taxable Welfare Exemption Property” means in any Fiscal Year after the First Bond Sale, any Parcel of Welfare Exemption Property that satisfies all three of the following conditions: (i) the Parcel had not been Welfare Exemption Property on the date of issuance of the First Bond Sale; (ii) based on reference to Attachments 1 and 2 (as may be updated pursuant to Section D herein), the Parcel was not anticipated to be Welfare Exemption Property based on the Expected Land Uses, as determined by the Administrator; and (iii) if the Parcel were to be exempt from the Special Tax because it has become Welfare Exemption Property, the Expected Maximum Special Tax Revenues would be reduced to a point at which Required Coverage could not be maintained.
“Tentative Map” means a tentative map or substantial conformance exhibit for property in Improvement Area No. 1, including any adjustments or amendments thereto. “Undeveloped Property” means, in any Fiscal Year, all Parcels of Taxable Property that are not Final Map Property, Developed Property, Taxable Owners Association Property, Taxable Public Property, or Taxable Welfare Exemption Property.
“Welfare Exemption Property” means, in any Fiscal Year, any Parcels in the CFD that have received a welfare exemption under subdivision (g) of Section 214 of the Revenue and Taxation Code and for which such welfare exemption is still in place.

B. DATA FOR ADMINISTRATION OF THE SPECIAL TAX
Each Fiscal Year, the Administrator shall: (i) assign each Parcel of Taxable Property to the appropriate Development Class, (ii) for Developed Property, categorize each Parcel as Single Family Detached Property, Single Family Attached Property, or Other Property; (iii) for Single Family Detached Property, determine the Lot Category for each SFD Lot; (iv) for Single Family Attached Property, determine the number of SFA Units on each Parcel; (v) for Other Property, determine the Acreage of each Parcel; and (vi) determine the Special Tax Requirement for the Fiscal Year. In addition, the Administrator shall, on an ongoing basis, monitor the Tentative Map, Final Maps, and Building Permits to determine if there are any proposed Land Use Changes that would change the Expected Maximum Special Tax Revenues. If the Expected Maximum Special Tax Revenues will be revised pursuant to a proposed Land Use Change, the Administrator shall apply the steps set forth in Section D below.

In any Fiscal Year, if it is determined that: (i) a parcel map for property in Improvement Area No. 1 was recorded after January 1 of the prior Fiscal Year (or any other date after which the Assessor will not incorporate the newly-created Parcels into the then current tax roll), (ii) because of the date the parcel map was recorded, the Assessor does not yet recognize the new ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 7 December 3, 2021 Parcels created by the parcel map, and (iii) one or more of the newly-created Parcels is in a different Development Class and/or Land Use Category than other Parcels created by the subdivision, the Administrator shall calculate the Special Taxes for the property affected by recordation of the parcel map by determining the Special Taxes that apply separately to the property within each Development Class and/or Land Use Category, then applying the sum of the individual Special Taxes to the Parcel that was subdivided by recordation of the parcel map.

C. MAXIMUM SPECIAL TAX

1. Developed Property and Final Map Property
The Maximum Special Tax for a Parcel of Developed Property or Final Map Property is the greater of (i) the Base Special Tax set forth in Table 1 below, or, (ii) the Maximum Special Tax determined pursuant to Section D.

Table 1
Base Special Tax
Developed Property and Final Map Property
Land Use
Base Special Tax
Fiscal Year 2021-22 *
Single Family
Detached Property
Lot Category A
Lot Category B
Lot Category C
$1,752 per Residential Unit or SFD Lot
$2,528 per Residential Unit or SFD Lot
$3,264 per Residential Unit or SFD Lot
Single Family
Attached Property $1,752 per Residential Unit
Other Property $25,401 per Acre
* On July 1, 2022, and on each July 1 thereafter, all figures shown in Table 1 above shall be increased by an amount equal to 2.0% of the amount in effect for the prior Fiscal Year.

2. Undeveloped Property, Taxable Owners Association Property, Taxable Public Property, and Taxable Welfare Exemption Property
The Maximum Special Tax for Undeveloped Property, Taxable Owners Association Property, Taxable Public Property, and Taxable Welfare Exemption Property is $25,401 per Acre for Fiscal Year 2021-22, which amount shall increase on July 1, 2022 and each July 1 thereafter by an amount equal to 2.0% of the amount in effect for the prior Fiscal Year.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 8 December 3, 2021 D. CHANGES TO THE MAXIMUM SPECIAL TAX

1. Land Use Changes
The Expected Maximum Special Tax Revenues shown in Attachment 2 were originally calculated based on the Expected Land Uses at CFD Formation. Attachment 2 is subject to modification upon the occurrence of Land Use Changes, as described below. The Administrator shall review all Land Use Changes and compare the revised land uses to the Expected Land Uses to evaluate the impact on the Expected Maximum Special Tax Revenues.

Prior to the First Bond Sale, if a Land Use Change is proposed or identified that will result in a change in the Expected Maximum Special Tax Revenues, no action will be needed pursuant to this Section D. Upon approval of the Land Use Change, the Administrator shall update Attachment 2 to show the revised Expected Maximum Special Tax Revenues.

After the First Bond Sale, if a Land Use Change is proposed or identified, Steps 1 through 3 must be applied:

Step 1: By reference to Attachment 2 (which shall be updated by the Administrator each time a Land Use Change has been processed according to this Section D or a prepayment has been made), the Administrator shall identify the Expected Maximum Special Tax Revenues prior to the Land Use Change.

Step 2: The Administrator shall calculate the Expected Maximum Special Tax Revenues that could be collected from Taxable Property in Improvement Area No. 1 after the Land Use Change based on application of the Base Special Taxes from Table 1.

Step 3: If the revenues calculated in Step 2 are (i) higher than those determined in Step 1 or (ii) less than those calculated in Step 1, but the reduction in Expected Maximum Special Tax Revenues does not reduce debt service coverage on outstanding Bonds below Required Coverage, no further action is needed, and the Administrator shall update Attachment 2 to show the revised Expected Maximum Special Tax Revenues.

If the revenues calculated in Step 2 are less than those calculated in Step 1, and the Administrator determines that the reduction in Expected Maximum Special Tax Revenues would reduce debt service coverage on outstanding Bonds below the Required Coverage, one of the following shall occur:

3.a. The landowner requesting the Land Use Change (the “Requesting Landowner”) may make a prepayment in an amount that will ensure that the reduced Expected Maximum Special Tax Revenues are sufficient to provide Required Coverage, as determined pursuant to Section H below. If the Requesting Landowner notifies the Administrator that he/she would like to remedy the reduction by making a prepayment, such prepayment must be made by the earlier of (i) 30 days from the date of delivery of the prepayment ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 9 December 3, 2021 estimate or (ii) the date of issuance of any Building Permits for any Parcel owned by the Requesting Landowner that was Final Map Property or Undeveloped Property at the time the Administrator prepared the prepayment estimate, or

3.b. If a prepayment is not received by the due date specified above, the Base Special Tax used to determine the Maximum Special Tax for each Parcel of Taxable Property in the area affected by the Land Use Change shall be increased proportionately until the Expected Maximum Special Tax Revenues are sufficient to maintain Required Coverage.

Pursuant to this Section D.3, the Administrator may from time to time update Attachment 2 to reflect revised Expected Maximum Special Tax Revenues. Such update shall be maintained internally by the Administrator and shall not require recordation of an amended RMA.

If multiple Land Use Changes are proposed simultaneously by a single landowner (which may include approval of multiple Final Maps at one time), and the landowner requests that the impact of two or more of the Land Use Changes be considered together, the Administrator shall consider the combined effect of the Land Use Changes to determine if there is a reduction in Expected Maximum Special Tax Revenues. If there is a reduction that would reduce debt service coverage below the Required Coverage, and no prepayment has been received, then the Base Special Tax used to determine the Maximum Special Tax for each Parcel of Taxable Property in the areas affected by the Land Use Changes shall be increased proportionately until the aggregate amount that can be levied within such areas is equal to the amount that could have been levied prior to the proposed Land Use Changes. If Land Use Changes are proposed simultaneously by multiple landowners, or if an individual landowner proposing multiple Land Use Changes does not request that such Land Use Changes be considered together, the Administrator shall consider the proposed Land Use Changes individually.

Notwithstanding the foregoing, once a certificate of occupancy has been issued for a Residential Unit on a Parcel, the Maximum Special Tax for the Parcel cannot be increased because of subsequent Land Use Changes that may occur within the area in which the Parcel is located.

The duties imposed on the Administrator pursuant to this Section D to review Land Use Changes, and to review Final Maps and make certain calculations, are intended only to facilitate the administration of the Special Tax and to better assure the sufficiency of tax capacity to pay debt service on Bonds. Such duties are not intended to give any developer, subdivider, or owner of property the right to receive notice of the potential impact of Land Use Changes on the Special Tax applicable to a Parcel; and each developer, subdivider, or owner of property whose property is the subject of a Land Use Change shall be responsible for understanding the impact thereof on the Special Tax applicable to such property.

2. Partial Prepayments
If an owner of a Parcel makes a prepayment pursuant to Section H below, the Administrator shall recalculate the Maximum Special Tax for the Parcel pursuant to Section H.2. In addition, the Administrator shall update Attachment 2 to reflect the prepayment and the revised Expected Maximum Special Tax Revenues for Improvement Area No. 1. After the prepayment has been ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 10 December 3, 2021 received, the application of Sections D and H of this RMA shall be based on the adjusted Expected Maximum Special Tax Revenues after the prepayment.

3. Conversion of a Parcel of Public Property to Private Use If, in any Fiscal Year, a Parcel of Public Property is converted to private use, such Parcel shall be subject to the levy of the Special Tax. The Maximum Special Tax for each such Parcel shall be determined based on the applicable Base Special Tax for the Parcel, as determined by the Administrator. In addition, the Administrator shall update Attachment 2 to reflect the conversion and the revised Expected Maximum Special Tax Revenues for Improvement Area No. 1.

E. METHOD OF LEVY OF THE SPECIAL TAX
Each Fiscal Year, the Administrator shall determine the Special Tax Requirement to be collected in that Fiscal Year. A Special Tax shall then be levied according to the following steps:

Step 1: The Special Tax shall be levied Proportionately on each Parcel of Developed Property up to 100% of the Maximum Special Tax for each Parcel of Developed Property until the amount levied is equal to the Special Tax Requirement prior to applying any Capitalized Interest that is available in the CFD accounts.

Step 2: If additional revenue is needed after Step 1 in order to meet the Special Tax Requirement after Capitalized Interest has been applied to reduce the Special Tax Requirement, the Special Tax shall be levied Proportionately on each Parcel of Final Map Property up to 100% of the Maximum Special Tax for each Parcel of Final Map Property until the amount levied is equal to the Special Tax Requirement.

Step 3: If additional revenue is needed after Step 2, the Special Tax shall be levied Proportionately on each Parcel of Undeveloped Property up to 100% of the Maximum Special Tax for each Parcel of Undeveloped Property until the amount levied is equal to the Special Tax Requirement.

Step 4: If additional revenue is needed after Step 3, the Special Tax shall be levied Proportionately on each Parcel of Taxable Welfare Exemption Property, up to 100% of the Maximum Special Tax for each Parcel of Taxable Welfare Exemption Property for such Fiscal Year until the amount levied is equal to the Special Tax Requirement.

Step 5: If additional revenue is needed after Step 4, the Special Tax shall be levied Proportionately on each Parcel of Taxable Owners Association Property, up to 100% of the Maximum Special Tax for each Parcel of Taxable Owners Association Property until the amount levied is equal to the Special Tax Requirement.

Step 6: If additional revenue is needed after Step 5, the Special Tax shall be levied Proportionately on each Parcel of Taxable Public Property, up to 100% of the ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 11 December 3, 2021 Maximum Special Tax for each Parcel of Taxable Public Property until the amount levied is equal to the Special Tax Requirement.

F. MANNER OF COLLECTION OF SPECIAL TAX
The Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that prepayments are permitted as set forth in Section H below and provided further that the City may directly bill the Special Tax, may collect Special Taxes at a different time or in a different manner, and may collect delinquent Special Taxes through foreclosure or other available methods.

The Special Tax shall be levied and collected until principal and interest on Bonds have been repaid. However, in no event shall Special Taxes be levied after Fiscal Year 2062-63. Under no circumstances may the Special Tax on a Parcel of Developed Property in residential use be increased in any Fiscal Year as a consequence of delinquency or default in payment of the Special Tax levied on another Parcel or Parcels by more than ten percent (10%) above the amount that would have been levied in that Fiscal Year had there never been any such delinquencies or defaults.

G. EXEMPTIONS
Notwithstanding any other provision of this RMA, no Special Tax shall be levied in any Fiscal Year on the following:
(1) Public Property, except Taxable Public Property.
(2) Owners Association Property, except Taxable Owners Association Property. (3) Welfare Exemption Property, except Taxable Welfare Exemption Property. (4) Parcels that are owned by a public utility for an unmanned facility. (5) Parcels that are subject to an easement that precludes any other use on the Parcel. (6) Parcels that have fully prepaid the Special Tax obligation assigned to the Parcel pursuant to the formula set forth in Section H below.

H. PREPAYMENTS
The following definitions apply to this Section H:
“Outstanding Bonds” means all Previously Issued Bonds which remain outstanding, with the following exception: if a Special Tax has been levied against, or already paid by, an Assessor’s Parcel making a prepayment, and a portion of the Special Tax will be used to pay a portion of the next principal payment on the Bonds that remain outstanding (as determined by the Administrator), that next principal payment shall be subtracted from ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 12 December 3, 2021 the total Bond principal that remains outstanding, and the difference shall be used as the amount of Outstanding Bonds for purposes of this prepayment formula. “Previously Issued Bonds” means all Bonds that have been issued prior to the date of prepayment.
“Public Facilities Requirement” means either $15.4 million in 2022 dollars, which shall increase on January 1, 2023, and on each January 1 thereafter by 2% of the amount in effect in the prior year or such other number as shall be determined by the City as sufficient to fund improvements that are authorized to be funded by Improvement Area No. 1. The Public Facilities Requirement shown above may be adjusted each time property annexes into Improvement Area No. 1 or there is an adjustment to the Expected Maximum Special Tax Revenues due to a Land Use Change.
“Remaining Facilities Costs” means the Public Facilities Requirement minus public facility costs funded by Previously Issued Bonds, developer equity and any other source of funding.

1. Full Prepayment
The Special Tax obligation applicable to a Parcel in Improvement Area No. 1 may be prepaid and the obligation of the Parcel to pay the Special Tax permanently satisfied as described herein, provided that a prepayment may be made only if there are no delinquent Special Taxes with respect to such Parcel at the time of prepayment. An owner of a Parcel intending to prepay the Special Tax obligation shall provide the City with written notice of intent to prepay. Within 30 days of receipt of such written notice, the City or its designee shall notify such owner of the prepayment amount for such Parcel. Prepayment must be made not less than 75 days prior to any redemption date for Bonds to be redeemed with the proceeds of such prepaid Special Taxes.

The Prepayment Amount shall be calculated as follows: (capitalized terms as defined below):

Bond Redemption Amount
plus Remaining Facilities Amount
plus Redemption Premium
plus Defeasance Requirement
plus Administrative Fees and Expenses
less Reserve Fund Credit
equals Prepayment Amount
As of the proposed date of prepayment, the Prepayment Amount shall be determined by application of the following steps:

Step 1. Identify the Maximum Special Tax for the Parcel prepaying the Special Tax in the Fiscal Year in which prepayment would be received by the City. If this Section H is being applied to calculate a prepayment pursuant to Section D above, compute the amount by which the proposed Land Use Change would reduce Expected Maximum Special Tax Revenues below the amount needed for Required Coverage, and use this amount for purposes of this Step 1.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 13 December 3, 2021 Step 2. Divide the Maximum Special Tax computed pursuant to Step 1 for such Parcel by the total Expected Maximum Special Tax Revenues for all property in Improvement Area No. 1, as shown in Attachment 2.

Step 3. Multiply the quotient computed pursuant to Step 2 by the Outstanding Bonds to compute the amount of Outstanding Bonds to be retired and prepaid (the “Bond Redemption Amount”).

Step 4. Compute the current Remaining Facilities Costs (if any).

Step 5. Multiply the quotient computed pursuant to Step 2 by the amount determined pursuant to Step 4 to compute the amount of Remaining Facilities Costs to be prepaid (the “Remaining Facilities Amount”).

Step 6. Multiply the Bond Redemption Amount computed pursuant to Step 3 by the applicable redemption premium, if any, on the Outstanding Bonds to be redeemed (the “Redemption Premium”).

Step 7. Compute the amount needed to pay interest on the Bond Redemption Amount starting with the first Bond interest payment date after which the prepayment will be received until the earliest redemption date for the Outstanding Bonds. However, if Bonds are callable at the first interest payment date after the prepayment has been received, Steps 7, 8 and 9 of this prepayment formula will not apply.

Step 8: Compute the amount of interest the City reasonably expects to derive from reinvestment of the Bond Redemption Amount plus the Redemption Premium from the first Bond interest payment date after which the prepayment has been received until the redemption date for the Outstanding Bonds.

Step 9: Subtract the amount computed pursuant to Step 8 from the amount computed pursuant to Step 7 (the “Defeasance Requirement”).

Step 10. The administrative fees and expenses associated with the prepayment will be determined by the Administrator and include the costs of computing the prepayment, redeeming Bonds and recording any notices to evidence the prepayment and the redemption (the “Administrative Fees and Expenses”).

Step 11. If and to the extent so provided in the Indenture, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the “Reserve Fund Credit”).

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 14 December 3, 2021 Step 12. The Special Tax prepayment is equal to the sum of the amounts computed pursuant to Steps 3, 5, 6, 9, and 10, less the amount computed pursuant to Step 11 (the “Prepayment Amount”).

Step 13. From the Prepayment Amount, the amounts computed pursuant to Steps 3, 6, and 9 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds or make debt service payments. The amount computed pursuant to Step 5 shall be deposited into the Improvement Fund. The amount computed pursuant to Step 10 shall be retained in the account or fund that is established to pay Administrative Expenses.

Once a full prepayment of a Parcel’s Special Tax obligation has been received, a Notice of Cancellation of Special Tax Lien shall be recorded against the Parcel to reflect the discharge of the Parcel’s obligation to pay the Special Tax. However, a Notice of Cancellation of Special Tax Lien shall not be recorded until all Special Taxes levied on the Parcel in the current or prior Fiscal Years have been collected. The Administrator shall also update Attachment 2 to reflect the prepayment.

2. Partial Prepayment
A partial prepayment may be made in an amount equal to any percentage of full prepayment desired by the party making a partial prepayment, except that the full amount of Administrative Fees and Expenses determined in Step 10 shall be included in the partial prepayment. The Maximum Special Tax that can be levied on a Parcel after a partial prepayment is made shall be equal to the portion of the Maximum Special Tax that was not prepaid, subject to 2% annual increases each July 1. Once a partial prepayment has been received, an Amended Notice of Special Tax Lien shall be recorded against the Parcel to reflect the reduced Special Tax lien for the Parcel, and the Administrator shall update Attachment 2 to show the revised Expected Maximum Special Tax Revenues. However, an Amended Notice of Special Tax Lien shall not be recorded until all Special Taxes levied on the Parcel in the current or prior Fiscal Years have been collected.

3. Maintaining Required Coverage
Notwithstanding the foregoing, if at any point in time the Administrator determines that the Maximum Special Tax revenue that could be collected from Taxable Property that remains subject to the Special Tax after the proposed prepayment would be less than the Required Coverage on Bonds that will remain outstanding after defeasance or redemption of Bonds from proceeds of the estimated prepayment, the amount of the prepayment shall be increased until the amount of Bonds defeased or redeemed is sufficient to reduce remaining annual debt service to a point at which Required Coverage is maintained.

I. INTERPRETATION OF RMA
Interpretations may be made by Resolution of the City Council to interpret, clarify, and/or revise this RMA to correct any inconsistency, vagueness, or ambiguity as it relates to the Special Tax, ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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IA No. 1 of Arista del Sol CFD No. 2022-1 15 December 3, 2021 method of apportionment, classification of properties, or any definition applicable to Improvement Area No. 1 of the CFD, as long as such correction does not materially affect the levy and collection of Special Taxes. The City, upon the request of an owner of land within Improvement Area No. 1 which is not Developed Property, may also amend this RMA in any manner acceptable to the City, by resolution or ordinance following a public hearing, upon the affirmative vote of such owner to such amendment and without the vote of owners of any other land within Improvement Area No. 1, provided such amendment only affects such owner's land.

Under no circumstances may such revisions to the RMA decrease the Expected Maximum Special Tax Revenues to a level that will reduce debt service coverage below the Required Coverage.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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ATTACHMENT 1
Improvement Area No. 1 of the
City of Rancho Cordova
Arista del Sol
Community Facilities District No. 2022-1
Arista del Sol
Expected Layout and Lot Category Assignment for
Lots in Improvement Area No. 1

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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BUILDING RELATIONSHIPS ONE PROJECT AT A TIME
3301 C St, Bldg. 100-B Tel 916.341.7760
Fax 916.341.7767 Sacramento, CA 95816
ITEM 10.1.

ATTACHMENT 3
Exhibit B to the Resolution

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ATTACHMENT 2
Improvement Area No. 1 of the
City of Rancho Cordova
Arista del Sol
Community Facilities District No. 2022-1
Expected Land Uses and Expected Maximum Special Tax Revenues in Improvement Area No. 1
Land Use
Expected
Land Uses
Base Special Tax
(FY 2021-22) *
Expected
Maximum Special
Tax Revenues
(FY 2021-22) *
Single Family Detached Property
Lot Category A
Lot Category B
Lot Category C
92 Residential Units
184 Residential Units
90 Residential Units
$1,752 per Residential Unit
$2,528 per Residential Unit
$3,264 per Residential Unit
$161,184
$465,152
$293,760
Single Family Attached Property 0 Residential Units $1,752 per Residential Unit $0 Other Property 0 Acres $25,401 per Acre $0
Expected Maximum Special Tax Revenues (FY 2021-22 $) $920,096 * On July 1, 2022, and each July 1 thereafter, all dollar amounts shown above shall be increased by 2% of the amount in effect in the prior Fiscal Year.

ITEM 10.1. ATTACHMENT 3 Exhibit B to the Resolution

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ITEM 10.1. ATTACHMENT 4
Resolution No. XX-2022 Page 1 of 3

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA, STATE

OF CALIFORNIA, DEEMING IT

NECESSARY TO INCUR BONDED INDEBTEDNESS IN

CITY OF RANCHO CORDOVA
ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1 WHEREAS, the City Council (the “City Council”) of the City of Rancho Cordova (the “City”) on January 3, 2022, adopted a resolution of intention titled “A Resolution of Intention of the City Council of the City of Rancho Cordova to Form Arista Del Sol Community Facilities District No. 2022-1, Designate an Initial Improvement Area Therein and Establish a Future Annexation Area, and to Levy a Special Taxes Therein to Finance the Acquisition and Construction of Certain Public Facilities in and for Such Community Facilities District” (the “Resolution of Intention”) to (i) establish the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the “CFD”) of the City, (ii) designate therein “Improvement Area No. 1 of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (“Improvement Area No. 1”), and (iii) establish a “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (Future Annexation Area)” (the “Future Annexation Area”), all pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the “Act”); and
WHEREAS, the City Council has also adopted on January 3, 2022, a resolution titled “A Resolution of the City Council of the City of Rancho Cordova, State of California, Declaring its Intention to Incur a Bonded Indebtedness to Finance the Acquisition and Construction of Certain Public Facilities in and for City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (the “Resolution Determining Necessity”), determining the necessity to incur bonded indebtedness in the maximum aggregate principal amount of $50,000,000 upon the security of the special tax to be levied within the CFD pursuant to the Act; and stating its intention to incur bonded indebtedness within the boundaries of the CFD for the purpose of financing the costs of certain facilities specified in the Resolution of Intention; and WHEREAS, also in the Resolution of Intention, this Council determined that it may be necessary to designate additional improvement areas in the CFD as a result of the annexation of territory from the Future Annexation Area (each, a “Future Improvement Area”) and to incur bonded indebtedness within the boundaries of the Future Improvement Area; and
WHEREAS, the City Council noticed a public hearing to be held on February 22, 2022, and due to complexities related to the mapping of the proposed CFD, continued the hearing to the date hereof, and pursuant to the Act and the Resolution of Intention,

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ITEM 10.1. ATTACHMENT 4
Resolution No. XX-2022 Page 2 of 4
has held the public hearing relative to the matters material to the questions set forth in the Resolution of Intention to Incur Indebtedness, as required by the Act; and WHEREAS, subsequent to the public hearing, the City Council adopted on May 16, 2022, a resolution titled “A Resolution of the City Council of the City of Rancho Cordova, State of California, to Form a Community Facilities District and to Levy a Special Tax in City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (the “Resolution of Formation”); and
WHEREAS, the City Council has also held a noticed public hearing as required by the Act relative to the matters material to the questions set forth in the Resolution of Intention to Incur Indebtedness; and
WHEREAS, No written protests with respect to the matters material to the questions set forth in the Resolution Determining Necessity have been filed with the City Clerk;

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA, AS FOLLOWS:

1. The foregoing recitals are true and correct.

2. The City Council deems it necessary to incur bonded indebtedness for the CFD in an amount not to exceed $50,000,000 (the “Authorization”), initially allocated as follows: (i) for Improvement Area No. 1, the bonded indebtedness limit is $25,000,000 and (ii) for the portion of the CFD that is not currently in Improvement Area No. 1, the bonded indebtedness limit is not to exceed $25,000,000 (the “Future Improvement Area Indebtedness Limit”). Indebtedness subject to the Authorization shall only include indebtedness evidenced by bonds or notes and shall not include bonds described in Section 53364.2(e) of the Act.

Upon designation of a parcel or parcels annexed into the CFD from the Future Annexation Area as a Future Improvement Area, the Unanimous Consent shall include an authorization to incur bonded indebtedness for such Future Improvement Area in a maximum amount which does not exceed the Future Improvement Area Indebtedness Limit, net of the amount or amounts of the Future Improvement Area Indebtedness Limit previously established in connection with a prior annexation from the Future Annexation Area, which limit shall be set forth in a Unanimous Consent. Such allocation may be made without any requirement for further public hearings, Council action or other additional proceedings, and the City shall include the Unanimous Consent in the records for the CFD.

3. The whole of Improvement Area No. 1 shall pay for the bonded indebtedness and other debt issued by the City for Improvement Area No. 1 through the levy of the special tax. The tax shall be apportioned in accordance with the formula set

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ITEM 10.1. ATTACHMENT 4
Resolution No. XX-2022 Page 3 of 4
forth in Exhibit B to the Resolution of Formation. The whole of each Future Improvement Area shall pay for the bonded indebtedness and other debt issued by the City for such Future Improvement Area through the levy of the special tax.

The tax shall be apportioned in accordance with the formula approved via unanimous approval of parcel(s) annexing into such Future Improvement Area from the Future Annexation Area.

4. Indebtedness in the maximum amount set forth in Section 2 of this Resolution are hereby authorized for Improvement Area No. 1, subject to voter approval.

The bonds and other debt may be issued in one or more series and mature and bear interest at such rate or rates, payable semiannually or in such other manner, all as this Council or its designee shall determine, at the time or times of sale of such bonds and other debt; provided, however, that the interest rate or rates shall not to exceed the maximum interest rate permitted by applicable law at the time of sale of the bonds and other debt and the bonds and other debt or any series thereof shall have a maximum term of not to exceed 40 years.

Indebtedness in the maximum amount set forth in Section 2 of this Resolution are hereby authorized for the Future Improvement Areas, subject to voter approval evidenced by the applicable unanimous approval form(s). The bonds and other debt may be issued in one or more series and mature and bear interest at such rate or rates, payable semiannually or in such other manner, all as this Council or its designee shall determine, at the time or times of sale of such bonds and other debt; provided, however, that the interest rate or rates shall not to exceed the maximum interest rate permitted by applicable law at the time of sale of the bonds and other debt and the bonds and other debt or any series thereof shall have a maximum term of not to exceed 40 years.

5. The proposition of the City incurring the bonded indebtedness and other debt for Improvement Area No. 1 herein authorized shall be submitted to the respective qualified electors of Improvement Area No. 1, and shall be consolidated with elections on the proposition of levying special taxes within Improvement Area No. 1 and the establishment of an appropriations limit for Improvement Area No. 1 pursuant to Section 53353.5 of the Act. The time, place and further particulars and conditions of such election shall be as specified by separate resolution of this Council. In accordance with Section 53350 of the Act, approval of the limit for the incurrence of bonded indebtedness and other debt for any Future Improvement Area shall be submitted by the owner or owner(s) of parcels in such Future Improvement Area and specified in the applicable unanimous approval form(s), without any other proceedings or hearings required. * * * * *

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ITEM 10.1. ATTACHMENT 4
Resolution No. XX-2022 Page 4 of 4
PASSED AND ADOPTED by the City Council of the City of Rancho Cordova this 16th day of May, 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
___________________________________
Donald Terry, Mayor
ATTEST:
________________________________
Stacy Leitner, CMC
City Clerk

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ITEM 10.1. ATTACHMENT 5
Resolution No._XX-2022 Page 1 of 6

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA,

STATE OF CALIFORNIA, CALLING SPECIAL ELECTION IN

CITY OF RANCHO CORDOVA
ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1 WHEREAS, the City Council (the “City Council”) of the City of Rancho Cordova (the “City”) on May 16, 2022, adopted a resolution titled “A Resolution of the City Council of the City of Rancho Cordova to Form the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1, Designate an Improvement Area and Future Annexation Area Therein and Authorize the Levy of Special Taxes in the District”, to (i) form “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the “CFD”), (ii) designate therein “Improvement Area No. 1 of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (“Improvement Area No. 1”), (iii) establish “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (Future Annexation Area)” (the “Future Annexation Area”), (iv) authorize the levy of a special tax on property within Improvement Area No. 1 and (v) preliminarily establish an appropriations limit for Improvement Area No. 1, all pursuant to the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the “Act”); and
WHEREAS, the City Council has also adopted on May 16, 2022 a resolution titled “A Resolution of the City Council of the City of Rancho Cordova Deeming it Necessary to Incur Bonded Indebtedness in City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (the “Resolution Determining Necessity”), determining the necessity to incur bonded indebtedness in the maximum aggregate principal amount of $50,000,000, initially allocated as follows: (i) $25,000,000 for Improvement Area No. 1 upon the security of the special tax to be levied within Improvement Area No. 1 pursuant to the Act, and (ii) $25,000,000 for the portion of the CFD that is not currently in Improvement Area No. 1 upon the security of the special tax to be levied within such area pursuant to the Act; and
WHEREAS, pursuant to the provisions of the Resolution of Formation and the Resolution Determining Necessity, the propositions of the levy of the special tax, the establishment of the appropriations limit and the incurring of the bonded indebtedness shall be submitted to the qualified electors of Improvement Area No. 1 as required by the provisions of the Act;

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA, AS FOLLOWS:

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ITEM 10.1. ATTACHMENT 5
Resolution No._XX-2022 Page 2 of 6

1. Pursuant to Sections 53326, 53351 and 53325.7 of the Act, the issues of the levy of the special tax, the incurring of bonded indebtedness and the establishment of the appropriations limit shall be submitted to the qualified electors (as defined below) of Improvement Area No. 1 at an election called therefor as provided below.

2. The City Council hereby finds that fewer than 12 persons have been registered to vote within the territory of Improvement Area No. 1 for each of the 90 days preceding the close of the public hearings heretofore conducted and concluded by the City Council for the purposes of these proceedings. Accordingly, and pursuant to Section 53326 of the Act, the City Council finds that, for these proceedings, the qualified electors are the landowners within Improvement Area No. 1 and that the vote shall be by such landowners or their authorized representatives, each having one vote for each acre or portion thereof such landowner owns in Improvement Area No. 1 as of the close of the public hearings.

3. The City Council hereby calls a special election to consider the measures described in Section 1 above, which election shall be held on May 16, 2022, and the results thereof canvassed at the meeting of the City Council on May 16, 2022. The City Clerk is hereby designated as the official to conduct the election and to receive all ballots until 5:30 p.m. on the election date. It is hereby acknowledged that the City Clerk has on file the Resolution of Formation, a certified map of the boundaries of the CFD and Improvement Area No. 1, and a sufficient description to allow the City Clerk to determine the electors of the CFD.

Pursuant to Section 53327 of the Act, the election shall be conducted by messenger or mail-delivered ballot pursuant to Section 4000 of the California Elections Code. The City Council hereby finds that paragraphs (a), (b), and (c) (1) of Section 4000 and Section 4108 are applicable to this special election, except that Sections 53326 and 53327 of the Act shall govern for purposes of determining the date of the election.

4. As authorized by Section 53353.5 of the Act, the three propositions described in Section 1 above shall be combined into a single ballot measure, the form of which is attached hereto as Exhibit A and by this reference incorporated herein and the form of ballot is hereby approved. The City Clerk is hereby authorized and directed to cause a ballot, in substantially the form of Exhibit A, to be delivered to each of the qualified electors of Improvement Area No. 1. Each ballot shall indicate the number of votes to be voted by the respective landowner to which the ballot pertains. Each ballot shall be accompanied by all supplies and written instructions necessary for the use and return of the ballot. The envelope to be used to return the ballot shall be enclosed with the ballot, have the return postage prepaid, and contain the following: (a) the name and address of the landowner, (b) a declaration, under penalty of perjury, stating that the voter is the owner of record or authorized representative of the landowner entitled to vote and is the person whose name appears on the envelope, (c) the printed name,

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ITEM 10.1. ATTACHMENT 5
Resolution No._XX-2022 Page 3 of 6
signature and address of the voter, (d) the date of signing and place of execution of the declaration pursuant to clause (b) above, and (e) a notice that the envelope contains an official ballot and is to be opened only by the election official.

5. The City Council hereby further finds that the provisions of Section 53326 of the Act requiring a minimum of 90 days following the adoption of the Resolution of Formation to elapse before the special election are for the protection of the qualified electors of Improvement Area No. 1. There is on file with the City Clerk a written waiver executed by all of the qualified electors of the CFD allowing for a shortening of the time for the special election to expedite the process of formation of the CFD and Improvement Area No. 1 and waiving any requirement for notice, analysis and arguments in connection with the election. Accordingly, the City Council finds and determines that the qualified electors have been fully apprised of and have agreed to the shortened time for the election and waiver of analysis and arguments, and have thereby been fully protected in these proceedings. The City Council also finds and determines that the City Clerk has concurred in the shortened time for the election. Analysis and arguments with respect to the ballot measures are hereby waived, as provided in Section 53327 of the Act

6. The City Council hereby finds that the proposed debt issuance constitutes a “local bond measure” within the meaning of Sections 53410, et seq. of the California Government Code. As a result, the bond measure shall include the propositions set forth above and the following: (a) the specific purpose of the bonds shall be as set forth in the propositions; (b) any proceeds received from the sale of any bonds shall be applied only to the purposes set forth in the propositions; (c) the proceeds of any bonds shall be deposited into special accounts to be created therefor as part of the issuance of the bonds; and (d) the City shall cause a report to be prepared annually under Section 53411 of the Government Code.

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ITEM 10.1. ATTACHMENT 5
Resolution No._XX-2022 Page 4 of 6

7. Under Section 50075.1 of the Government Code, the following accountability provisions shall apply to the special taxes: (a) the provision and/or acquisition of the Facilities, the payment of debt service on the bonds and other debt and the incidental costs thereof, all as defined in the Resolution of Formation, shall constitute the specific single purpose; (b) the proceeds shall be applied only to the specific purposes identified in (a) above; (c) there shall be created special account(s) or funds(s) into which the proceeds shall be deposited; and (d) there shall be caused to be prepared an annual audit and report of the CFD. * * * * *
PASSED AND ADOPTED by the City Council of the City of Rancho Cordova this 16th day of May, 2022, by the following vote:

AYES:

NOES:

ABSTAIN:
___________________________________
Donald Terry, Mayor
ATTEST:
________________________________
Stacy Leitner, CMC
City Clerk
EXHIBIT A - Form of Ballot

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ITEM 10.1. ATTACHMENT 5
Resolution No._XX-2022 Page 6 of 6

EXHIBIT A

CITY OF RANCHO CORDOVA
ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1

CITY OF RANCHO CORDOVA, SACRAMENTO COUNTY, CALIFORNIA

SPECIAL ELECTION BALLOT
(Mailed-Ballot Election)
This ballot is for a special, landowner election for the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1. You must return this ballot in the enclosed postage paid envelope to the office of the City Clerk of the City no later than the hour of 5:30 p.m. on May 16, 2022, either by mail or in person. The City Clerk’s office is located at 2729 Prospect Park Drive, Rancho Cordova, California 95670.

To vote, mark a cross (X) on the voting line after the word “YES” or after the word “NO.” All marks otherwise made are forbidden. All distinguishing marks are forbidden and make the ballot void. If you wrongly mark, tear, or deface this ballot, return it to the City Clerk and obtain another.

The estimated amount of money to be raised annually by this measure is estimated to be $938,498, based upon maximum special taxes of the CFD for fiscal year 2022-23, escalating each fiscal year thereafter, the rate and duration of the special tax is more specifically set forth in the rate and method of apportionment of special taxes for the CFD available from the City Clerk.

BALLOT MEASURE: Shall the measure pursuant to which (i) the City of Rancho Cordova will levy a special tax solely on lands within Improvement Area No. 1 of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (“Improvement Area No. 1”) in accordance with the rate and method contained in the Resolution of Formation related to Improvement Area No. 1 adopted on May 16, 2022 (“Formation Resolution”), authorized to commence being levied in fiscal year 2022-23, to pay for the public facilities specified in the Formation Resolution and to pay the administrative costs of the City, (ii) the annual appropriations limit for Improvement Area No. 1 will be established in the amount of $25,000,000, and (iii) the City will issue bonds and incur other debt (“bonds”) for Improvement Area No. 1 up to the maximum aggregate principal amount of $25,000,000, with interest at a rate or rates not to exceed the maximum interest rate permitted by law at the time of sale of each series of such bonds on behalf of Improvement Area No. 1, the proceeds of which bonds will be used to acquire and/or construct certain facilities and pay for the costs of issuing the bonds and related expenses, be adopted? YES: __________
NO: __________

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ITEM 10.1. ATTACHMENT 5
Resolution No._XX-2022 Page 6 of 6
By execution in the space provided below, you also indicate your waiver of (i) the time limit pertaining to the conduct of the election, (ii) any requirement for analysis and arguments with respect to the ballot measure, and (iii) any irregularity in the proceedings that may be claimed as a result of the this vote or the application of such waivers.

Total Acreage: _________
Number of votes: _________
WOODSIDE 05N, LP,
a California limited partnership
By: WDS GP, Inc., a California corporation,
Its General Partner
By: _________________________________
Michael LaFortune
Its: Authorized Signer

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ITEM 10.1. ATTACHMENT 6
Resolution No. XX-2022 Page 1 of 3

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2022

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO

CORDOVA, STATE OF CALIFORNIA, DECLARING ELECTION RESULTS OF

CITY OF RANCHO CORDOVA
ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1 WHEREAS, the City Council (the “City Council”) of the City of Rancho Cordova (the “City”) on May 16, 2022, adopted a resolution titled “A Resolution of the City Council of the City of Rancho Cordova to Form the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1, Designate an Improvement Area and Future Annexation Area Therein and Authorize the Levy of Special Taxes in the District” (the “Resolution of Formation”), to (i) form “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the “CFD”), (ii) designate therein “Improvement Area No. 1 of the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (“Improvement Area No. 1”), (iii) establish “City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (Future Annexation Area)” (the “Future Annexation Area”), (iv) authorize the levy of a special tax on property within Improvement Area No. 1 and (v) preliminarily establish an appropriations limit for Improvement Area No. 1, all pursuant to the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 of Part 1 of Division 2 of Title 5, commencing with Section 53311, of the California Government Code (the “Act”); and
WHEREAS, the City Council has also adopted on May 16, 2022 a resolution titled “A Resolution of the City Council of the City of Rancho Cordova Deeming it Necessary to Incur Bonded Indebtedness in City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (the “Resolution Determining Necessity”), determining the necessity to incur bonded indebtedness in the maximum aggregate principal amount of $50,000,000, initially allocated as follows: (i) $25,000,000 for Improvement Area No. 1 upon the security of the special tax to be levied within Improvement Area No. 1 pursuant to the Act, and (ii) $25,000,000 for the portion of the CFD that is not currently in Improvement Area No. 1 upon the security of the special tax to be levied within such area pursuant to the Act; and
WHEREAS, under the provisions of the Resolution of Formation and the Resolution Determining Necessity, and pursuant to a resolution entitled “A Resolution of the City of Rancho Cordova, State of California, Calling Special Election in City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” (the “Election Resolution”) heretofore adopted by the City Council, the propositions of the levy of the special tax, the establishment of the appropriations limit and the incurring of the bonded indebtedness were submitted to the qualified electors of the CFD as required by the provisions of the Act; and

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ITEM 10.1. ATTACHMENT 6
Resolution No. XX-2022 Page 2 of 3
WHEREAS, pursuant to the terms of the Election Resolution, which are by this reference incorporated herein, the special election has been held and the City Clerk has on file a Canvass and Statement of Results of Election (the “Canvass”), a copy of which is attached hereto as Exhibit A; and
WHEREAS, the City Council has reviewed the Canvass, finds it appropriate and wishes to complete its proceedings for the CFD;

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA, AS FOLLOWS:

1. The foregoing recitals are all true and correct.

2. The issues presented at the special election were the levy of a special tax within the CFD, the incurring of a bonded indebtedness in the maximum aggregate principal amount of $50,000,000, initially allocated as follows: (i) $25,000,000 for Improvement Area No. 1 upon the security of the special tax to be levied within Improvement Area No. 1 pursuant to the Act, and (ii) $25,000,000 for the portion of the CFD that is not currently in Improvement Area No. 1, all pursuant to the Resolution of Formation and the Resolution Determining Necessity.

3. The Council hereby approves the Canvass and finds that it shall be a permanent part of the record of its proceedings for the CFD, Improvement Area No. 1 and Future Annexation Area. Pursuant to the Canvass, the issues presented at the special election were approved by the qualified electors of the Improvement Area No. 1by more than two-thirds (2/3) of the votes cast at the special election.

4. Pursuant to the voter approval, the CFD and Improvement Area No. 1 are hereby declared to be fully formed with the authority to levy the special taxes, to incur the approved bonded indebtedness and to have the established appropriations limit, all as heretofore provided in these proceedings and in the Act. It is hereby found that all prior proceedings and actions taken by the City Council with respect to the CFD and Improvement Area No. 1 were valid and in conformity with the Act.

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ITEM 10.1. ATTACHMENT 6
Resolution No. XX-2022 Page 3 of 3

5. The City Council declares that the special tax is lawfully authorized, and that the subject property within the District is subject to the special tax, and directs the City Clerk to complete, execute and cause a Notice of Special Tax Lien with respect to the property to be recorded in the office of the County Recorder of the County of Sacramento in the form required by the Act, such recording to occur no later than 15 days following adoption by the City Council of this resolution. Parcels within the Future Annexation Area annexed to the District by Unanimous Approval (as described in the Resolution of Formation) shall be subject to the special tax as provided in the Unanimous Approval, and the City Council further directs the City Clerk to complete, execute and cause a Notice of Special Tax Lien with respect to the annexed property upon receipt of the Unanimous Approval, to be recorded in the office of the County Recorder of the County of Sacramento in the form required by the Act, and special taxes may thereafter be collected in the same manner as ordinary ad valorem property taxes or in such other manner as may be prescribed by this City Council.
* * * * *
PASSED AND ADOPTED by the City Council of the City of Rancho Cordova this 16th day of May, 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
___________________________________
Donald Terry, Mayor
ATTEST:
________________________________
Stacy Leitner, CMC
City Clerk

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ITEM 10.1. ATTACHMENT 6

CERTIFICATE OF CITY CLERK
RE: ELECTION RESULTS

CITY OF RANCHO CORDOVA
ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1 I, the undersigned City Clerk of the City of Rancho Cordova (the "City") hereby certify:

I have personally received and assembled all ballots eligible to be cast in the special mailed-ballot, landowner election called by the City Council in its “A Resolution of the City Council of the City of Rancho Cordova, State of California, Calling Special Election in City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1” adopted ________, 2022, and in accordance with my instructions contained in that Resolution, I hereby declare the election closed.

I personally, in the presence of the City Council, and members of the public and City staff, counted the ballots and certify the result of that count to be as follows:

I make this Certification on ___________, 2022.

Stacy Leitner, City Clerk

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ITEM 10.1. ATTACHMENT 7
Ordinance No. XX-2022 Page 1 of 2

CITY COUNCIL OF THE CITY OF RANCHO CORDOVA
ORDINANCE NO. XX-2022

ORDINANCE OF THE CITY COUNCIL

OF THE CITY OF RANCHO CORDOVA LEVYING A SPECIAL TAX WITHIN

CITY OF RANCHO CORDOVA
ARISTA DEL SOL COMMUNITY FACILITIES DISTRICT NO. 2022-1 The City of Rancho Cordova (the “City”) ordains:

1. Pursuant to Government Code Sections 53328 and 53340, and in accordance with the Rate and Method of Apportionment of Special Tax (the “Special Tax Formula”) as shown in Exhibit C to a resolution titled “A Resolution of the City Council of the City of Rancho Cordova to Form the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1, Designate an Improvement Area and Future Annexation Area Therein and Authorize the Levy of Special Taxes in the District” (“Resolution of Formation”) adopted by this City Council on May 16, 2022, a special tax is hereby levied on all taxable parcels within City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the “District”) for the 2022-23 tax year and for all subsequent years of the authority to levy this special tax.

Parcels within the Future Annexation Area which are annexed to the District by Unanimous Approval (as described in the Resolution of Formation) shall be subject to the special tax as provided in the Unanimous Approval, and the City Council ordains that a special tax shall thereafter be levied on all taxable parcels within such property annexed to the District for the for tax year during which the property is annexed and for all subsequent years of the authority to levy the special tax within the annexed area.

2. The Administrative Services Director of the City is directed, with the aid of the appropriate officers and agents of the City, to implement the provisions of the Special Tax Formula and to prepare each year, without further action of this City Council, the special tax roll for the District and to provide as necessary information to the Sacramento County Auditor in the form, and in the proper time, necessary to effect the proper billing and collection of the special tax on the secured property tax roll of the County, which may include a billing of the special tax for fiscal year 2022-23 without regard to the timing of the issuance of bonds for the District and the circumstance that bonds are not issued as of the date of submission to the County for billing; alternatively, pursuant to the Resolution of Formation, the special tax for fiscal year 2022-23 and subsequent years may, at the option of the City, be billed directly to owners of property in the District by the Administrative Services Director of the City or other official of the City and need not be collected on the County secured property tax roll.

3. The appropriate officers and agents of the City and of the County of Sacramento are authorized to make adjustments to the special tax roll prior to the final

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ITEM 10.1. ATTACHMENT 7
posting of the special taxes to the County tax roll each year, as may be necessary to achieve a correct match of the special tax levy with the assessor's parcel numbers finally utilized by the County in sending out property tax bills.

4. The City agrees that the County of Sacramento may deduct its reasonable and agreed charges for collecting the special tax from the amounts collected, prior to remitting the balance of the special tax collections to the City.

5. If for any cause any portion of this ordinance is found to be invalid, or if the special tax is found inapplicable to any particular parcel by a court of competent jurisdiction, the balance of this ordinance, and the application of the special tax to the remaining parcels, shall not be affected.

6. The Mayor shall sign this Ordinance and the City Clerk shall cause the same to be published within fifteen (15) days after its passage at least once in a newspaper of general circulation published and circulated in the City.

7. This ordinance shall go into effect on the earliest day allowable by law. * * * * *
THE FOREGOING ORDINANCE was adopted this 16th day of May, 2022 by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Donald Terry, Mayor
Attest:

Stacy Leitner, CMC
City Clerk

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ITEM 10.1. ATTACHMENT 8
City of Rancho Cordova
Arista Del Sol
Community Facilities District No. 2022-1

ORDER OF PROCEEDINGS FOR HEARINGS AND ACTIONS
_____________________

1. The Mayor makes opening remarks to the following effect:
“This is the time and place for the public hearings in this Council's proceedings for City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1. The hearings are to inquire into the formation of the District, the levy of special taxes in the District and the need to incur bonded indebtedness in the District.
“Before I formally open the hearings, are there any property owners or registered voters in the District who wish to file written protests? If so, they must be filed with the City Clerk now.
[Pause to see if there are any protests.]

2. The Mayor Opens the hearings
a) Time for comments, questions and protests from audience.

3. The Mayor Closes the hearings.
a) Time for City Council questions.

4. The City Council considers and takes the following action on the first three resolutions:
a) ADOPTION OF: Resolution of Formation of Community Facilities District; b) ADOPTION OF: Resolution Determining the Necessity to Incur Bonded Indebtedness Within Community Facilities District; and
c) ADOPTION OF: Resolution Calling Special Election

5. The Mayor call for the election results with remarks to the following effect:
“At this time, I ask the City Clerk to open the ballot(s) and announce the results of the election.”
[Pause for opening of ballot(s).]

6. The City Clerk opens the ballot(s) and announces the results of the election with remarks to the following effect:
“I have received 100% of the ballots and they have passed by more than 2/3rds of the vote.”

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ITEM 10.1. ATTACHMENT 8
-2-

7. The City Clerk then completes one copy of the Certificate of City Clerk Re: Election Results

8. The Mayor then announces:
“The results of the election being unanimously in favor of the levy of the special taxes, the establishment of the appropriations limit and the incurring of bonded indebtedness, we may now proceed with the final actions for the District.”

9. The City Council considers and takes the following actions:
(a) ADOPTION OF: Resolution Declaring Results of Special Election and Directing Recording of Notice of Special Tax Lien
(b) WAIVE FIRST READING AND INTRODUCE: Ordinance of the City Council of the City of Rancho Cordova Levying Special Taxes within City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1

END OF ITEM

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ITEM 10.1. ATTACHMENT 9

CERTIFICATE OF CITY CLERK
RE: WAIVER (OF CERTAIN ELECTION REQUIREMENTS) AND CONSENT

CITY OF RANCHO CORDOVA

ARISTA DEL SOL
COMMUNITY FACILITIES DISTRICT NO. 2022-1

SACRAMENTO COUNTY, CALIFORNIA
I, Stacy Leitner, City Clerk of the City of Rancho Cordova, hereby certify:

I have received, and now have in my possession as a permanent part of the City's record of this election, Election Waivers executed by the authorized representative of all landowner(s) to be included in City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1, Sacramento County, California (the "District"), as provided by the owners of all the property in the District.

I make this Certification as of May 16, 2022.

Stacy Leitner, CMC
City Clerk

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ITEM 10.1. ATTACHMENT 10
6c-1

RECORDING REQUESTED BY AND
WHEN RECORDED PLEASE RETURN TO:

City Clerk
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Telephone: (916) 851-8700

SPACE ABOVE THIS LINE FOR RECORDER'S USE

NOTICE OF SPECIAL TAX LIEN
IMPROVEMENT AREA NO. 1 OF THE

CITY OF RANCHO CORDOVA

ARISTA DEL SOL
COMMUNITY FACILITIES DISTRICT NO. 2022-1

COUNTY OF SACRAMENTO, STATE OF CALIFORNIA
Pursuant to the requirements of Section 3114.5 of the Streets and Highways Code and Section 53324 of the Government Code, the undersigned, City Clerk of the City of Rancho Cordova, hereby gives notice that a lien to secure payment of a special tax which the City Council of the City of Rancho Cordova, County of Sacramento, State of California is authorized to levy is hereby imposed. The special tax secured by this lien is authorized to be levied for the purpose of paying for the facilities described in Exhibit A attached hereto including paying principal and interest on bonds, the proceeds of which are being used to finance those facilities, and including incidental expenses incurred and to be incurred in connection with the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2021-1 and the issuance of bonds.

The special tax is authorized to be levied within City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1, which has now been officially formed and the lien of the special tax is a continuing lien which shall secure each annual levy of the special tax and which shall continue in force and effect until the special tax obligation is prepaid, permanently satisfied, and canceled in accordance with law, or until the special tax ceases to be levied and a notice of cessation of special tax is recorded in accordance with Section 53330.5 of the Government Code.

The rate, method of apportionment, and manner of collection of the authorized special tax is shown on Exhibit B attached hereto. Conditions under which the obligation to pay the special tax may be prepaid and permanently satisfied and the lien of the special tax canceled are as set forth in Section H of Exhibit B attached hereto.

Notice is further given that upon the recording of this notice in the office of the county recorder, the obligation to pay the special tax levy shall become a lien upon all nonexempt real property within City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1, in accordance with Section 3115.5 of the Streets and Highways Code.

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ITEM 10.1. ATTACHMENT 10
6c-2
The name of the owners and the assessor’s tax parcel numbers of the real property included within this community facilities district and not exempt from the special tax is set forth on Exhibit C hereto. Due to recent transfers, the ownership of such property as of the date of recording this notice may be different than what appears on the latest secured assessment roll as of such date. In connection with the recent changes in ownership, the property has been remapped and new Assessor’s Parcel numbers will be assigned in the future and were not available as of the date of recording this notice. The listing in Exhibit C reflects Assessor’s parcel numbers which existed as of the date of recording of this notice.

Reference is made to the Boundary Map of the community facilities district recorded on January 28, 2022, in the office of the County Recorder of the County of Sacramento as document number 022201280698 on Page 8 in Book 136 of the Maps of Assessment and Community Facilities District, which map is now the final boundary map of the community facilities district.

For further information concerning the current and estimated future tax liability of owners or purchasers of real property subject to this special tax lien, interested persons should contact the Administrative Services Director, City of Rancho Cordova, 2729 Prospect Park Drive, Rancho Cordova, CA 95670.

Dated: __________________
Stacy Leitner, City Clerk
EXHIBIT A – List of Facilities
EXHIBIT B – Rate and Method of Apportionment
EXHIBIT C – Property Owner and Parcel Number

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CITY OF RANCHO CORDOVA

ARISTA DEL SOL
COMMUNITY FACILITIES DISTRICT NO. 2022-1

COMMUNITY FACILITIES DISTRICT REPORT

CONTENTS
Introduction
A. Description of Facilities
B. Cost Estimates
C. Proposed Boundaries of the Community Facilities District D. Rate and Method of Apportionment of Special Tax
E. Issuance of Bonds
* * * * * * * * * * * *
Exhibit A – Description of the Proposed Facilities
Exhibit B – Cost Estimates
Exhibit C – Rate and Method of Apportionment of Special Tax ITEM 10.1. ATTACHMENT 11

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CITY OF RANCHO CORDOVA

ARISTA DEL SOL
COMMUNITY FACILITIES DISTRICT NO. 2022-1

INTRODUCTION
The City Council (the “City Council”) of the City of Rancho Cordova (the “City”) did, pursuant to the provisions of the Mello-Roos Community Facilities Act of 1982 (the “Law”), on January 3, 2022, adopt a resolution entitled, “A Resolution of Intention of the City Council of the City of Rancho Cordova to Form Arista Del Sol Community Facilities District No. 2022-1, Designate an Initial Improvement Area Therein and Establish A Future Annexation Area, and to Levy Special Taxes Therein to Finance the Acquisition and Construction Of Certain Public Facilities in and for Such Community Facilities District” (the “Resolution of Intention”). In the Resolution of Intention, the City Council expressly ordered the preparation of a written Community Facilities District Report (the “Report”) for the proposed City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the “CFD”).

The Resolution of Intention ordering the Report did direct that the Report generally contain the following:
(a) A brief description of the facilities (the “Facilities”) by type which will be required to adequately meet the needs of the CFD.
(b) An estimate of the fair and reasonable cost of the Facilities including the cost of acquisition of lands, rights-of-way and easements, any physical facilities required in conjunction therewith and incidental expenses in connection therewith, including the costs of the proposed bond financing and all other related costs as provided in Section 53345.3 of the Act.

For particulars, reference is made to the Resolution of Intention for the CFD, as previously approved and adopted by the City Council.

NOW, THEREFORE, the following data is submitted pursuant to the direction of the City Council:

A. DESCRIPTION OF FACILITIES. A general description of the proposed Facilities and incidental expenses thereto is provided in Exhibit “A” attached hereto and hereby made a part hereof.

B. COST ESTIMATES. Cost estimates for the Facilities are set forth in Exhibit “B” attached hereto and hereby made a part hereof.

C. PROPOSED BOUNDARIES OF THE COMMUNITY FACILITIES DISTRICT.

The proposed boundaries of the CFD are those properties and parcels on which special taxes may be levied to pay for the Facilities. The initial CFD boundaries include a portion of the Arista Del Sol project that is designated as Improvement Area No. 1. The remainder of the project is designated as Future Annexation Area and is expected to annex into the ITEM 10.1. ATTACHMENT 11

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CFD, either as part of Improvement Area No. 1 or as a separate improvement area. The proposed boundaries of the CFD and Improvement Area No. 1, as well as the Future Annexation Area, are identified in the map entitled “Proposed Boundaries of City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 County of Sacramento, State of California” (the “CFD Boundary Map”), which has been recorded as document number 202201280698 on Page 8 in Book 136 of Maps of Assessment and Community Facilities Districts in the office of the County Recorder for the County of Sacramento.

D. RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX. All of the property within the CFD boundaries, unless exempted by law or by the Rate and Method of Apportionment of Special Tax (the “RMA”), shall be taxed for the purpose of financing the Facilities. The City will annually determine the actual amount of the special tax levy based on the method and subject to the Maximum Special Tax rates contained in the RMA. The RMA is provided in Exhibit “C” attached hereto and hereby made a part hereof.

E. ISSUANCE OF BONDS. At the time of CFD formation, it was anticipated that Facilities would be funded from the proceeds of multiple tax-exempt bond issues, although the amount and timing of such issues will depend on the value of property within the CFD, the timing of absorption of land uses, and other factors. Based on land uses anticipated at buildout of the Arista Del Sol project, including within both the CFD boundaries and the future annexation area, it is estimated that approximately $26 million in net construction proceeds will be generated for Facilities. Of that total, approximately $13 million can be funded by land uses expected within Improvement Area No. 1. Each time properties annex into the CFD, the net proceeds will increase based on the added special tax capacity generated from the annexed properties.

ITEM 10.1. ATTACHMENT 11

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EXHIBIT A

CITY OF RANCHO CORDOVA

ARISTA DEL SOL
COMMUNITY FACILITIES DISTRICT NO. 2022-1

DESCRIPTION OF FACILITIES TO BE FINANCED BY THE CFD
The Facilities shown below are to be financed by the City of Rancho Cordova Arista Del Sol Community Facilities District No. 2022-1 (the, “CFD”).

Facilities. The Facilities which are proposed to be financed with the proceeds of the sales of bonds of the proposed CFD, or the payment of the fees to the appropriate jurisdiction with respect to such facilities proposed to be financed with the proceeds of the sale of bonds of the proposed CFD, are generally described as follows:

The foregoing description of the type of Facilities eligible to be financed is general in nature and includes any appurtenant work and incidental expenses related to the ITEM 10.1. ATTACHMENT 11

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Facilities. The final nature and location of the facilities will be determined upon the preparation of final plans and specifications for such facilities.

Incidentals. The bond related expenses authorized include the City, underwriters discount, financial advisor, appraisals, reserve fund balance, capitalized interest, bond counsel, disclosure counsel, special tax consultant, bond and official statement printing and all other incidental expenses.

CFD Formation Costs and administrative fees include those of the City, the CFD, the bond trustee or fiscal agent, the special tax consultant and other costs related to the CFD or the Bonds.

ITEM 10.1. ATTACHMENT 11

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Rancho Cordova City CouncilMay 16, 2022

Rancho Cordova City Council
May 16, 2022