Agenda packet — Rancho Cordova City Council, May 20, 2024 (part 9 of 10)

ITEM 9.11. ATTACHMENT 3 Exhibit A to the Resolution

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City of Rancho Cordova
Lighting District No. 2012-1
Fiscal Year 2024-25 Assessment Roll
APN
District
Classification
Safety Light
Charge
Total
Assessment
Street Light
Charge
077-0380-016-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-017-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-018-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-019-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-020-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-021-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-022-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-023-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-024-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-025-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-026-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-027-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-028-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-029-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-030-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-031-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-032-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-033-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-034-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-035-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-036-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-037-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-038-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-039-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-040-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-041-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-042-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-043-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-044-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-045-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-046-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-047-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-048-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-049-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-050-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-051-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-052-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-053-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-054-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-055-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-056-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-057-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-058-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88
077-0380-059-0000 RESIDENTIAL $ 15.32 $ 2.56 $ 17.88

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ITEM 9.11. ATTACHMENT 3 Exhibit A to the Resolution

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ITEM 9.11. ATTACHMENT 3 Exhibit A to the Resolution

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.12.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Albert Stricker, Public Works Director
Quoc Nham, Senior Civil Engineer
SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT AMENDMENT NO. 65-2019-3 WITH WILLDAN
ENGINEERING TO EXTEND THE CONTRACT TERM FROM JUNE 30,
2024, TO JUNE 30, 2026, WHICH RESULTS IN AN INCREASE TO THE CONTRACT AMOUNT FROM $2,250,000 TO AN AMOUNT NOT
TO EXCEED $4,100,000 FOR ON-CALL PROFESSIONAL SERVICES

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to execute Contract Amendment No. 65-2019-3 with Willdan Engineering to extend the contract term from June 30, 2024, to June 30, 2026, which results in an increase to the contract amount from $2,250,000 to an amount not to exceed $4,100,000 for on-call professional services.

BACKGROUND
In order to provide flexibility to adapt to a variable development, design, and construction market, the Public Works Department employs the assistance of qualified consultants to provide engineering services for the City of Rancho Cordova. This is an on-call contract that allows the City to draw upon greater resources on projects, thus increasing the ability to handle peaks in workload and maintain efficient response times.

The City previously entered into Professional Services Agreement No. 65-2019 with Willdan Engineering to provide engineering services including project management and plan review for various capital improvement and development projects. The original agreement was executed on July 1, 2019, with the term to expire on June 30, 2022, for an amount not to exceed $750,000.

The first contract amendment was executed in June 2021 to extend the contract term from June 30, 2022, to June 30, 2024, and to increase the maximum compensation from $750,000 to $1,450,000 to allow Willdan Engineering to continue to provide engineering services.

The second amendment was executed in January 2023 to increase the contract amount to an

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City Council Staff Report - Page 2 of 2

amount not to exceed $2,250,000.

The purpose of this contract amendment is to extend the contract term from June 30, 2024, to June 30, 2026, which results in an increase to the contract amount from $2,250,000 to an amount not to exceed $4,100,000, to allow Willdan Engineering to continue providing engineering services.

FISCAL IMPACT AND FUNDING SOURCE
Project management of design and construction of capital improvement projects are paid through various funding sources appropriated for the projects. Engineering support and oversight related to City infrastructure and facilities are paid through City Operations budgets.

Engineering support of development projects is direct billed to the development projects. These consulting services do not impact the City's General Fund.

ATTACHMENT(S)

1. Resolution

2. Contract Amendment No. 65-2019-3

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ITEM 9.12. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT AMENDMENT NO. 65-2019-3 WITH WILLDAN ENGINEERING TO EXTEND THE CONTRACT TERM FROM JUNE 30, 2024, TO JUNE 30, 2026, WHICH RESULTS IN AN INCREASE TO THE CONTRACT AMOUNT FROM $2,250,000 TO AN AMOUNT NOT TO EXCEED $4,100,000 FOR ON-CALL PROFESSIONAL SERVICES
WHEREAS, the City entered into Professional Services Agreement No. 65-2019 on July 19, 2019, in an amount not to exceed $750,000 to provide on-call professional services; and

WHEREAS, Amendment No. 1 was executed on June 7, 2021, and increased the contract amount from $750,000 to $1,450,000 and extended the contract term to June 30, 2024; and
WHEREAS, Amendment No. 2 was executed in January 2023 and increased the contract amount from $1,450,000 to $2,250,000; and
WHEREAS, Amendment No. 3 extends the contract term from June 30, 2024, to June 30, 2026, which results in an increase to the contract amount from $2,250,000 to an amount not to exceed $4,100,000, to allow Willdan Engineering (Professional) to continue providing engineering services for additional construction inspection and engineering services; and WHEREAS, the Parties agree that changes to the term and services provided for in the contract are necessary for the City to continue receiving services by Professional.

NOW, THEREFORE, BE IT HEREBY RESOLVED THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA does authorize the City Manager to execute Contract Amendment No. 65-2019-3 with Willdan Engineering, a California Corporation in an amount not to exceed $4,100,000 and to extend the contract term from June 30, 2024, to June 30, 2026, in a from approved by the City Attorney.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

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ITEM 9.12. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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CONTRACT NO. 65-2019-3
Third Amendment to Professional Services Agreement between Page 1 of 4 City of Rancho Cordova and Willdan Engineering

THIRD AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF RANCHO CORDOVA AND WILLDAN ENGINEERING

FOR ON-CALL PROFESSIONAL SERVICES
This Third Amendment to the Agreement for Professional Services (“Amendment”) is made by and between the City of Rancho Cordova (“City”) and Willdan Engineering (“Professional”) as of May 20, 2024. City and Professional are hereinafter collectively referred to as the "Parties."

RECITALS
WHEREAS, the Parties entered into a Professional Services Agreement (“PSA”) dated July 19, 2019 in an amount not to exceed of $750,000 for the purpose of providing on-call construction inspection and engineering services to the Public Works Department; and WHEREAS, Amendment No. 1 was executed on June 7, 2021 and increased the contract amount from $750,000 to $1,450,000 and extended the contract term to June 30, 2024; and WHEREAS, Amendment No. 2 was executed January 2023 and increased the contract amount from $1,450,000 to $2,250,000.

WHEREAS, Amendment No. 3 will allow Parties to extend the contract term from June 30, 2024, to June 30, 2026, which results in an increase to the contract from $2,250,000 to an amount not to exceed $4,100,000; and
WHEREAS, the Parties agree that changes to the term and services provided for in the PSA are necessary in order for the City to continue receiving services by Professional.

NOW, THEREFORE, the Parties hereto agree as follows:

AGREEMENT

1. The Parties agree to modify the end date of the PSA from June 30, 2024, to June 30, 2026. The first sentence of Section 1.1 of the PSA, “Term of Service,” is amended to read as follows:
"The term of this Agreement shall begin on the date first noted above and shall end on June 30, 2026, and Professional shall complete the work described in Exhibit A prior to that date; unless the term of the Agreement is otherwise terminated or extended, as provided in Section 8."

2. Section 2 of the PSA, “Compensation,” provides for the City to pay Professional a sum not to exceed $4,100,000. The Parties agree to amend Section 2 of the PSA in order to increase the compensation amount to pay Professional for additional services. The first sentence of Section 2 of the PSA is amended to read as follows:

ITEM 9.12. ATTACHMENT 2

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CONTRACT NO. 65-2019-3
Third Amendment to Professional Services Agreement between Page 2 of 4 City of Rancho Cordova and Willdan Engineering
"City hereby agrees to pay Professional a sum not to exceed $4,100,000, notwithstanding any contrary indication that may be contained in Professional’s proposal, for services to be performed and reimbursable costs incurred under this Agreement.”

3. The document entitled “Compensation Schedule,” attached hereto as Exhibit B, shall replace and supersede the PSA's Exhibit B.

4. All other terms and conditions in the PSA shall remain in full force and effect to the extent they are not in conflict with this Amendment.

5. The signatures of the Parties to this Amendment may be executed and acknowledged on separate pages or in counterparts which, when attached to this Amendment, shall constitute one complete Amendment.

6. Contract Administration. This Agreement shall be administered by Mr. Quoc Nham, P.E. ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

Notices. Any written notice to Professional shall be sent to:

Jonathan Mitchell, P.E.

Willdan Engineering
2240 Douglas Blvd., Suite 270
Roseville, CA 95661
[email protected]
Any written notice to City shall be sent to:

Mr. Quoc Nham, P.E.

City of Rancho Cordova
2729 Prospect Park Dr
Rancho Cordova, CA 95670
[email protected]

THIS SECTION INTENTIONALLY LEFT BLANK
ITEM 9.12. ATTACHMENT 2

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CONTRACT NO. 65-2019-3
Third Amendment to Professional Services Agreement between Page 3 of 4 City of Rancho Cordova and Willdan Engineering
IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year first above written.

CITY OF RANCHO CORDOVA PROFESSIONAL
____________________________ ______________________________ Micah Runner, City Manager Jonathan Mitchell, Director
Date:__________________ Date:__________________
Attest:
____________________________
Stacy Leitner, CMC, City Clerk
Date: __________________
Approved as to Form:
____________________________
Adam U. Lindgren, City Attorney
Date:__________________
ITEM 9.12. ATTACHMENT 2

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CONTRACT NO. 65-2019-3
Third Amendment to Professional Services Agreement between Page 4 of 4 City of Rancho Cordova and Willdan Engineering

EXHIBIT B
ITEM 9.12. ATTACHMENT 2

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.13.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Albert Stricker, Public Works Director
Quoc Nham, Senior Civil Engineer
SUBJECT: A RESOLUTION APPROVING THE FINAL MAP OF THE RANCH VILLAGE 12-1, SUBDIVISION NO. FM-2021-002-13, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE SUBDIVISION
IMPROVEMENT AGREEMENT CONTRACT NO. 2024-49 WITH K.

HOVNANIAN AT JAEGER RANCH, LLC

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would result in the City entering into Subdivision Improvement Agreement Contract No. 2024-49, Attachment 2, with K. Hovnanian at Jaeger Ranch, LLC, guaranteeing the construction of public utilities and the recording of the Final Subdivision Map of The Ranch Village 12-1, Attachment 3, creating 40 residential lots, 3 landscape lots, 2 roadway lots, and 1 detention basin lot located north of Chrysanthy Boulevard and east of Rancho Cordova Parkway.

BACKGROUND
The Map has been examined for compliance with Title 22 of The City of Rancho Cordova Municipal Code and the California Subdivision Map Act. The City Council approved the Small Lot Tentative Map on January 6, 2020. The City and K. Hovnanian at Jaeger Ranch, LLC entered into a development agreement on February 21, 2020, and recorded on May 1, 2020, in the official records of Sacramento County at Document No. 202005010617. The City Council approved the Large Lot Final Map of The Ranch-Phase 2 on June 5, 2023. A copy of the Final Map, Attachment 3, and a copy of the Vicinity Map, Attachment 4, are included with this report.

K. Hovnanian at Jaeger Ranch, LLC has provided a performance and labor bond and material bond guaranteeing the construction of the public improvements. R.E.Y. Engineers, Inc. has waived the requirement for a bond to guarantee payment for setting the survey monuments with the subdivision. The soil report requirement has been satisfied by Wallace-Kuhl and Associates dated November 11, 2019.

The tax collector has certified there are no delinquent taxes against the property. The 2023/2024 estimated taxes have been secured by the Sacramento County Tax Collector.

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City Council Staff Report - Page 2 of 2

FISCAL IMPACT AND FUNDING SOURCE
There is no fiscal impact on the City.

ATTACHMENT(S)

1. Resolution

2. Contract No. 2024-49

3. Final Map Ranch Village 12-1

4. Vicinity Map Ranch Village 12-1

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ITEM 9.13. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 1

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA, STATE OF CALIFORNIA, APPROVING THE FINAL MAP OF THE RANCH VILLAGE 12-1, SUBDIVSION NO. FM-2021-002-13, AUTHORIZING THE CITY MANAGER TO EXECUTE SUBDIVISION IMPROVEMENT AGREEMENT NO. 2024-49 WITH
K. HOVNANIAN AT JAEGER RANCH, LLC
WHEREAS, the City Council approved the Small Lot Tentative Map on January 6, 2020, per Resolution No. 5-2020; and

WHEREAS, the Map is in substantial compliance with the approved Tentative Map; and WHEREAS, the Conditions of Approval have been complied with; and WHEREAS, the Map complies with Title 22 of the City of Rancho Cordova Municipal Code and the California Subdivision Map Act; and
WHEREAS, the approval of Final Maps is exempt from review under the California Environmental Quality Act (CEQA) pursuant to CEQA Regulation Section 15268(b)(3) as a ministerial approval; and
WHEREAS the City desires to enter into a subdivision improvement agreement with the developer to ensure necessary public improvements are completed and secured with a bond.

NOW, THEREFORE, BE IT HEREBY RESOLVED THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA does authorize the City Manager to Execute Subdivision Improvement Agreement Contract No. 2024-49 with K. Hovnanian at Jaeger Ranch, LLC.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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CONTRACT NO. 2024-49
Subdivision Improvement Agreement Updated: 4/8/24
Between the City of Rancho Cordova and K. Hovnanian at Jaeger Ranch, LLC. 1 SUBDIVISION IMPROVEMENT AGREEMENT
THE RANCH VILLAGE 12-1 FINAL MAP
SUBDIVISION NO. FM-2021-002-13
THIS SUBDIVISION IMPROVEMENT AGREEMENT (hereinafter, “Agreement”) entered into this __________ day of ___________, 20__, by and between the City of Rancho Cordova, (hereinafter “City"), a California municipal corporation, and K. Hovnanian at Jaeger Ranch, LLC. (hereinafter "Principal").

RECITALS
WHEREAS, Section 66462 of the Government Code provides that if the work of improvement required therein is not completed prior to the acceptance of a final subdivision map, the owner of the subdivision may enter into an agreement with the City to perform the work of improvement as required by said sections in consideration of the acceptance of said final subdivision map by the City; and
WHEREAS, Section 66499 of the Government Code requires that said agreement be secured by a surety bond or by an instrument of credit issued by a financial institution subject to regulation by the State or federal governments or by a cash deposit; and WHEREAS, Section 66499.3 establishes the types and amount of security to guarantee the performance of any such improvement agreement; and
WHEREAS, City and Principal desire to enter into an improvement agreement as authorized by the Subdivision Map Act under the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the mutual promises, conditions and covenants hereinafter set forth, City and Principal agree as follows:

1. Incorporation of Recitals. The foregoing recitals are hereby incorporated by reference.

2. Findings and Conditions of Subdivision Map. Principal recognizes that approval of its subdivision was subject to the findings and conditions attached to such approval and hereby acknowledges and agrees to be bound by such findings and conditions.

3. City Approval of Subdivision Map. City agrees to approve the final map of the subdivision presented to it by Principal and designated The Ranch Village 12-1 Final Map, FM2021-002-013 and to accept on behalf of the public all lands, rights of way and easements therein offered in dedication, in accordance with the conditions hereinafter set forth.

ITEM 9.13. ATTACHMENT 2

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CONTRACT NO. 2024-49
Subdivision Improvement Agreement Updated: 4/8/24
Between the City of Rancho Cordova and K. Hovnanian at Jaeger Ranch, LLC. 2 4. Completion of Improvements. In consideration of such approval, Principal agrees to complete the work of improvement required for said subdivision in accordance with the requirements of the Rancho Cordova Municipal Code and such standard specifications created by applicable City ordinances or resolutions which are in effect at the time of the installation of said improvements. The work required may lie within or outside the subdivision and must be completed within 24 months of the date of this Agreement.

5. Payment For Services. Principal further agrees to promptly pay, when due, all costs for plan checking, inspection services and material testing performed by City pursuant to the requirements of Sections 12.03.210 et. seq. of the Rancho Cordova Municipal Code.

6. Acceptance of Improvements. Upon satisfactory completion of all public improvements in accordance with standard specifications created by City ordinances or resolutions which are in effect at the time of the installation of said improvements, City agrees to accept for maintenance the work of improvement within the dedicated parcels shown on said final subdivision map, and any off site easements granted, subject to the provisions of paragraph 8 hereof. Acceptance will be postponed until such time the City determines a public purpose exists. Public Purpose is defined as existence of habitable structures within the subdivision.

7. Notice of Commencement of Work. Principal shall notify the City Engineer in writing of the commencement of the work of improvements.

8. Correction of Defects. Principal agrees to remedy any defects in the improvement arising from faulty or defective construction of said improvements occurring within twelve months after acceptance thereof by City.

9. Indemnity. Principal shall indemnify and hold harmless with counsel selected by the City, the City of Rancho Cordova, its agents, officers, consultants, and employees (“City”) from any and all loss, damage or liability arising out of or resulting from Principal's performance or non-performance of his duties and obligations under this Agreement, or from the negligent act or omission of himself, his agents, servants and employees. Principal shall, at his own cost and expense, defend any and all actions, suits, or legal proceedings arising out of or resulting from the performance or nonperformance of this Agreement, that may be brought or instituted against the City, its officers and employees, on any such claim or demand, and pay or satisfy any judgment that may be rendered against the City in any such action, suit or legal proceedings, or result thereof, regardless whether caused in part by a party indemnified hereunder.

10. Extension of Completion Date. If the construction of the work or improvement ITEM 9.13. ATTACHMENT 2

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CONTRACT NO. 2024-49
Subdivision Improvement Agreement Updated: 4/8/24
Between the City of Rancho Cordova and K. Hovnanian at Jaeger Ranch, LLC. 3 should be delayed without fault of Principal, the time for completion thereof may be extended by City for such period of time as City may deem reasonable.

11. Improvement Security. (a) Principal shall obtain and furnish to City an improvement security consisting of a surety bond in favor of City, issued by a corporate surety authorized to do business in the State of California, and in form approved by City, securing the faithful performance by Principal of the work of improvement required, and also securing the payment of the costs and interest, if any, due under Sections 12.030.210 et seq. of the Rancho Cordova Municipal Code, as provided in Paragraph 5 herein and an additional bond issued by a corporate surety authorized to do business in the State of California, in the amount of not less than 50 percent of the total estimated cost of the improvement, securing payment to contractor, his subcontractors, and to persons renting equipment or furnishing labor or materials for the improvement.
(b) In lieu of said corporate surety bonds, Principal may furnish an improvement security consisting of a letter of credit, certificate of deposit, or similar instrument of credit, in form satisfactory to City, issued by a financial institution subject to regulation by the State or Federal government, pledging that the funds necessary to meet the performance required herein are on deposit, and guaranteed for payment on demand. Said letter of credit, certificate of deposit, or similar instrument of credit shall provide that the funds designated therein shall become trust funds for the purposes set forth in said instrument. (c) The failure of Principal to commence the required work of improvements, or to complete the same within the time required after commencement thereof, shall entitle City to the full payment of the security, or so much thereof as may be necessary to complete the required work of improvement. The amount of the surety bond for faithful performance shall be in the sum of $1,017,548.40. The amount of the surety bond for the payment of the claims of the contractor, his subcontractors, and to persons renting equipment or furnishing labor or materials for the improvement shall be at least 50 percent of the above amount. The letter of credit, certificate of deposit or similar instrument of credit, or cash deposit for faithful performance, shall be in the above amount plus an additional 50 percent for the purposes set forth herein.

12. Improvement Security As Condition Precedent. The furnishing of the improvement security by Principal as required by paragraph 11 hereof shall be a condition precedent to acceptance by City of the above described real property and the performance by the City of the covenants herein on its part to be performed.

13. Inspection of Work In Progress. (a) Principal may request The City Engineer to inspect the work as it progresses. If the work performed is found to be in accordance with the ITEM 9.13. ATTACHMENT 2

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CONTRACT NO. 2024-49
Subdivision Improvement Agreement Updated: 4/8/24
Between the City of Rancho Cordova and K. Hovnanian at Jaeger Ranch, LLC. 4 requirements of City, it may be accepted as it progresses and a partial refund of the cash deposit, or a release pro tanto of the faithful performance bond, letter of credit, certificate of deposit or similar instrument of credit shall be made in a sum in the same ratio to the total deposit as the work accepted bears to the total work to be done. No refund in excess of 85 percent of the total amount of the improvement security for faithful performance shall be made until all the work has been completed and accepted.
(b) The determination of the Administrator of Public Works of City as to the amount of work done, and the amount of refund or partial release pro tanto, shall be final and conclusive. When the work of improvement is accepted, 10 percent of the improvement security shall be retained to guarantee faithful performance of the provisions of paragraph 8 of this Agreement.
(c) Improvement security given to secure payment to contractor, his subcontractors and to persons renting equipment or furnishing labor or materials for the work of improvement may, six months after completion and acceptance of the work, be reduced to an amount not less than the total of all claims on which an action has been filed, and notice thereof given in writing to City, and if there are no actions filed, such improvement security may be released in full.

14. Execution By Real Party In Interest. Where title to the subdivision property is held by the record owner thereof under a holding Agreement, this Agreement and the bond given pursuant thereto must be executed by the real party or parties in interest.

15. Waiver of Civil Code Section 2819. Any extension of time hereunder shall not operate to release the surety on the bond filed pursuant to this Agreement. In this connection the surety waives the provisions of Section 2819 of the Civil Code of the State of California.

16. City Construction of Improvements. In the event that all or any portion of the works of improvement contemplated herein are proposed to be constructed by street improvement proceedings under the control of City, the undertaking of such proceedings shall in no way relieve Principal of any duties under this Agreement, except where all of the works of improvement that are required under this Agreement have in fact been constructed and accepted by City.

17. Interest. Interest shall accrue at the highest rate permitted by law on all sums from the date payment is due under the terms of this Agreement and the sum due is certain or reasonably capable of being made certain.

18. Attorneys’ Fees. In the event that it is necessary for the City to enforce the obligations secured by the improvement security furnished pursuant to Paragraph 11 hereof, the City shall be entitled to recover its costs and reasonable expenses and fees, including ITEM 9.13. ATTACHMENT 2

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CONTRACT NO. 2024-49
Subdivision Improvement Agreement Updated: 4/8/24
Between the City of Rancho Cordova and K. Hovnanian at Jaeger Ranch, LLC. 5 reasonable attorneys' fees, as provided for in Government Code Section 66499.4.

19. Amendments. This Agreement may be modified or amended, or any of its provisions waived, only by a subsequent written agreement executed by the parties hereto.

20. Entire Agreement. This Agreement and any attachments hereto constitute the sole, final, complete, exclusive and integrated expression and statement of the terms and conditions of this Agreement among the parties hereto concerning the subject matter addressed herein, and supercedes all prior negotiations, representations or agreements, oral or written, that may be related to the subject matter of this Agreement.

21. Construction and Interpretation. It is agreed and acknowledged by the Principal that the provisions of this Agreement have been arrived at through negotiation, and that the Principal has had a full and fair opportunity to revise the provisions of this Agreement and to have such provisions reviewed by legal counsel. Therefore, the normal rule of construction that any ambiguities are to be resolved against the drafting party shall not apply in construing or interpreting this Agreement.

22. Successors and Assigns. This Agreement shall bind and inure to the benefit of the respective successors and assigns of the parties hereto.

23. Time. Time is of the essence in the performance of each and every term of this Agreement.

SIGNATURE PAGE FOLLOWING
Attachment 2 Item 9.13.

ITEM 9.13. ATTACHMENT 2

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ITEM 9.13. ATTACHMENT 2

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ITEM 9.13. ATTACHMENT 3

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CHRYSANTHY BOULEVARD(PUBLIC) NESTOR COURT
LOT C
36 LOT B
31 30 29 28 27 26
25 24
23 22
21 38 37 39
40 32
33 34 35
15 16
17 18
19 20
10 11
12 13
14 1
2 3 4 5
6 7
8 9
N89°03'52"E 207.48'(2)
R=2000' Δ=31°17'57" L=1092.55'(2)
N89°03'48"E 272.79'(2)
N10°13'44"W 58.77'(2)
N00°56'12"W 68.00'(2)
N01°12'19"E 43.15'(2)
N18°13'08"E 64.43'(2)
N31°05'57"E 42.00'(2)
N58°54'03"W 38.48'(2)
N31°05'57"E 110.00'(2)
N25°58'07"W 26.43'(2)
R=1 4' Δ=82°30'22" L=164.16'(2) Δ R=1445' L=
=0
1 7°01'03" 76.98'(2)
R=102' Δ=86°24'37" L=153.83'(2)
R=26'
Δ=74°34'08"
L=33.84'(2)
R=66'
Δ=64°58'01"
L=74.84'(2)
R=114.00' Δ=32°55'56" L=65.52'(2)
N58°54'03"W 99.63'(2)
LOT A
S30°05'43"W(R) S30°21'45"W(R)
N00°56'12"W
127.00'(2)

NESTA COURT

MUSCOVY WAY
LOT D
LOT E
N17°36'34"E
102.12'(2)
Δ=55°53'24" L=200.75'(2)
R=205.80'
Δ=17°45'16" L=135.17'(2)
R=436.20' R=148.30'
Δ=07°02'15" L=18.22'(2)
N32°43'53"E 84.08'(2)
R=1963' Δ=03°36'16" L=123.49'(2)
LOT F
N10°46'24"E(R)(2)
S10°09'20"E(R)(2)
S08°34'34"W(R)(2)
S09°10'42"E(R)(2)
S66°02'45"E(R)(2)
N72°23'28"W(R)(2)

BASIS OF BEARINGS
N03°44'09"E(R)(2) S26°29'26"W(R)
BASIS OF BEARINGS:

THE BASIS OF BEARINGS FOR THIS SURVEY IS THE SOUTH BOUNDARY LINE OF LOT 1 AS SHOWN AND SO DESIGNATED ON THE CERTAIN FINAL MAP ENTITLED "LARGE LOT OF THE RANCH - PHASE 2 SUBDIVISION NO.

FM-2021-002-04" FILED FOR RECORD JUNE 15, 2023 IN BOOK 448 OF MAPS, AT PAGE 1, SACRAMENTO COUNTY RECORDS, SAID BEARING IS N 89°03'5348" E.
0 50 100 200
SCALE: 1"=100'

SACRAMENTO COUNTY CALIFORNIA

FINAL MAP OF
SUBDIVISION NO. FM-2021-002-13
BEING A MERGE AND RESUBDIVED OF LOT 1 AND LOT A AS SHOWN AND SO DESIGNATED ON THAT CERTAIN FINAL MAP ENTITLED "LARGE LOT FINAL MAP OF THE RANCH PHASE 2 SUBDIVISION NO. FM-2021-002-04" FILED FOR RECORD ON JUNE 15, 2023 IN BOOK 448 OF MAPS, AT PAGE 1, SACRAMENTO COUNTY RECORDS, SECTION 16, TOWNSHIP 8 NORTH, RANGE 7 EAST, MOUNT DIABLO MERIDIAN.

SHEET OF 5 4664.1003
MAY 2024
THE RANCH VILLAGE 12-1
Civil Engineers / Land Surveyors
905 Sutter St. Ste 200 Folsom CA 95630
R. E. Y. ENGINEERS, Inc.
(916) 366-3040 Fax (916) 366-3303

CITY OF RANCHO CORDOVA
2 LEGEND
SET 3/4" IRON PIPE WITH CAP STAMPED "LS 5854"

DIMENSION POINT NOTHING FOUND OR SET
AC. ACRES

BNDY BOUNDARY
B.M. BOOK OF MAPS

OVERALL
( ) REFERENCE
(R) RADIAL BEARING
NOTES:

1. TOTAL AREA OF THIS "THE RANCH - VILLAGE 12-1" SUBDIVISION IS 13.02± ACRES, CONSISTING OF 40 RESIDENTIAL LOTS, 3 LANDSCAPE LOTS, 2 ROADWAY LOTS AND 1 DETENTION BASIN LOT.

2. ALL CURVE DIMENSIONS ARE RADIUS, ARC LENGTH AND DELTA. ALL DISTANCES SHOWN ARE IN FEET AND DECIMALS THEREOF.

3. ALL DISTANCES SHOWN HEREON ARE EXPRESSED IN FEET AND DECIMALS THEREOF.

4. DUE TO ROUNDING, THE SUM OF THE INDIVIDUAL DIMENSIONS MAY NOT EQUAL THE OVERALL DIMENSION.

5. ALL FRONT CORNERS ADJACENT TO ATTACHED SIDEWALK WILL BE SET IN THE SIDEWALK WITH A 1.00 FOOT OFFSET ON THE SIDE LOT LINE WITH A 1" DIAMETER BRASS MARKER STAMPED "LS 7944".

6. ALL REAR CORNERS AND ANGLE POINTS WILL BE SET WITH A 5/8" REBAR AND PLASTIC CAP STAMPED "LS 7944", WHERE REAR CORNER FALLS WITHIN A MASONRY RETAINING WALL, MASONRY SOUND WALL OR CONCRETE FOOTING, A 5/8" REBAR WITH PLASTIC CAP STAMPED "LS 7944" WILL BE SET ON THE SIDE LOT LINE 4.00 FOOT OFFSET TO THE REAR CORNER OR A BRASS TAG STAMPED "LS 7944" WILL BE SET WITH EPOXY TO THE FACE WALL 2.00 FOOT ABOVE GROUND OR ON TOP OF WALL WHERE AS OFFSET MONUMENT CANNOT BE SET.

7. SOUNDWALL IS ADJACENT TO LOTS 14, 15, & 26 THROUGH 32, INCLUSIVE.

8. THE IRREVOCABLE OFFER OF DEDICATION AS SHOWN AND SO DEDICATED ON THAT CERTAIN FINAL MAP ENTITLED "THE RANCH" FILED FOR RECORD JULY 22, 2021 IN BOOK 429, AT PAGE 8, SACRAMENTO COUNTY RECORDS, FALLS WITHIN THE RIGHT OF WAY SHOWN HEREON.

9. LOTS B AND C ARE FOR LANDSCAPE PURPOSES, LOTS D AND E ARE FOR ROADWAY AND

PUBLIC UTILITY EASEMENT, LOT F IS FOR A DETENTION BASIN AND SHALL BE GRANTED TO THE HOMEOWNERS ASSOCIATION BY SEPARATE DOCUMENT. LOT A IS FOR LANDSCAPE,

PEDESTRIAN, AND PUBLIC UTILITY EASEMENT PURPOSES AND SHALL BE GRANTED TO THE CITY OF RANCH CORDOVA.

10. THE SACRAMENTO AREA SEWER DISTRICT EASEMENT RECORDED IN DOCUMENT NUMBER 202402090227 O.R. LIES WITHIN LOTS D AND E, AS SHOWN HEREON.

11. PURSUANT TO SECTION 6649.20.2 OF THE GOVERNMENT CODE, THE LANDS SHOWN HEREON, ARE HEREBY MERGED AND RESUBDIVIDED.

12. ADDITIONAL INFORMATION FOR INFORMATIONAL PURPOSE ONLY PURSUANT TO SECTION 66434.2 OF THE GOVERNMENT CODE - THIS SUBDIVISION IS APPROXIMATELY 1 MILE FROM THE KIEFER LANDFILL.

I.O.D. IRREVOCABLE OFFER OF DEDICATION
4 S.F. SQUARE FEET
P.U.E. PUBLIC UTILITY EASEMENT
REFERENCES:
(1) 429 B.M. 8

OFFICIAL RECORDS OF SACRAMENTO COUNTY
FOUND 5/8" REBAR WITH CAP STAMPED "LS 7944"(2)
(2) 448 B.M. 1
1 SHEET NUMBER
3 5

NTS NOT TO SCALE
N44°15'44"E 38.14'(2)
1 20' SEWER EASEMENT PER DOC# 202206190292 & 202303160752 2 WATER EASEMENT PER DOC# 202206031257 & DOC# 202304180580 3 12.5' P.U.E. PER DOC# 202304210318
4 5' SMUD EASEMENT PER DOC# 202304140312
5 SACRAMENTO AREA SEWER DISTRICT DOC# 202402090227

RECORDED EASEMENTS
O.R.
(OA)
ITEM 9.13. ATTACHMENT 3

Page 993 of 1239 ends

N10°06'42"E(R) 104.09'
N08°07'24"E(R) 105.00'
N06°07'20"E(R) 105.00'
N04°07'16"E(R) 97.20'
N06°07'20"E
102.88'
N06°07'20"E
121.60'
R=50 ' Δ=25°07'34" L=219.27'
N06°07'20"E 140.47'
R=1812' Δ=07°31'46" L=238.12' N10°52'17"E 18.00'
R=1791' Δ=03°52'38" L=121.20'
R=1833' Δ=04°44'24" L=151.64' R=50' Δ=138°32'40" L=120.90 R
'
=45.50' Δ
=
261°37'16" L=207.76'
R=529' Δ=17°05'53" L=157.86'
R=1938' Δ=13°18'31" L=450.16'(OA)
R=1963' Δ=14°05'49" L=482.97'(OA)
R=20'
Δ=88°28'58"
L=30.89'
R=40' Δ=21°58'48" L=15.34'
R=40'
Δ=61°00'29"
L=42.59'
R=20' Δ=59°41'20" L=20.84'
Δ=07°37'08" L=73.0 ' R=549'
100.98'
Δ=13°18'31" L=455.97'(OA)
Δ=02°15'38" L=76.46' Δ=01°59'18" L=67.26' Δ=02°00'0

69.46'

20.00'
Δ
=
2 7°14'0
9" L
=75.58' R
=159' Δ
=
2 7°14'0
9" L
=

85.09'
R=170'
Δ=10°47'04"
L=32.00'
N31°21'07"W(R) 20.73'
Δ=00°23'20" L=12.15'
Δ=01°34'07" L=49.04'
Δ=27°05'06"
L=21.51'
Δ=
8 6°2
6'07" L=68.64'
Δ=74°20'36" L=59.04' Δ=09°51'47"
L=6.89'
Δ
L=01°43'34" =55.22' Δ=01°00'46" L=32.40'
0 8'5
5" 0.6
0'
N12°22'20"E(R) 25.00'
N32°08'36"W 16.91'
Δ=15°35'25" L=544.21'(OA)
Δ=15°42'32" L 8.34'
36 LOT A
LOT B
30 29
28 27
26 40
32 33
34 35
6,796 S.F.
6,914 S.F.
6,868 S.F.
7,899 S.F.
7,508 S.F.
7,708 S.F.
7,798 S.F.
8,222 S.F.
18,811 S.F.
21'
21'
20'
29'
21'
21'

12.5'
P.U.E.

12.5'
P.U.E.(1)
Δ=12°07'01" L=8.46'
N67°29'30"W(R) 89.46'
R
=15
0' Δ=17°17'10" L
=
4 5.2
6' R
=17
9' Δ
=
9 3°47'30" L=293.02'(OA)
N62°12'46"E 19.28'(R)

38.14'(2) S08°05'37"W(R)
S06°10'25"W(R)
N42°24'20"E(R)
N02°16'03"W(R)

CHRYSANTHY BOULEVARD(PUBLIC)

NESTA COURT

NESTA COURT
S30°05'43"W(R)
(PRIVATE)
(PRIVATE)

MUSCOVY WAY
Δ=20°29'27"
L=17.88'
R=35'
Δ=24°29'59"
L=14.97' S09°07'06"W(R)
(PRIVATE)
LOT D

1.59 AC LOT D 1.59 AC
N44°15'44"E S30°21'45"W(R)
=54
Δ=00°47'17" L=27.00'
R=2000' Δ=31°1 '57" L=1092.55'(2)(OA)
7 =
L
23° =
6 Δ
1 LOT F

1.79 AC. N32°43'53"E 84.08'(2)
R=148.30' Δ=07°02'15" L=18.22'(2)
R=436.20' Δ=17°45'16
2 3
" L=135.17'(2)
R=205.80' Δ=55°53'24" L=200.75'(2)
N17°36'34"E 102.12'(2)(OA)
4" L=67. 8' Δ=02°00'04" 6
L=67.69'
N26°10'36"E 110.65'
R=2
1' Δ=80°1 '11" L=309.29'(OA)
N72°23'26"W 116.45'
Δ=28°15'05" L=108.97'

80.97'
R=1963' Δ=03°36'16" L=123.49'(2)
Δ=10°25'15" L=357.03' R=1963' Δ=14°01'32" L=480.52'
N06°07'20"E
137.98'
N80°22'34"W 60.11'
N52°52'15"W(R)
N67°40'00"W 62.48' N83°52'40"W 68.50' Δ=17°17'56" L=45.29' R=150' Δ
=
2 7°15'58" L
=
3 0.2 ' R
=

63.50' R=150' Δ=24°31'58" L
=
6 4.2
3' 12.5'
P.U.E.(2)
R
=
20 ' Δ=84°32'01" L=295.08'(OA)
Δ=73°45'26" L=58.57'
Δ=01°55'11" L=60.01'
Δ=02°00'04" L=64.02'
4 2
4 12.5'
P.U.E.(1) 2
N10°46'24"E(R)(2)
S10°09'20"E(R)(2)
S08°34'34"W(R)(2)
S09°10'42"E(R)(2)
S66°02'45"E(R)(2)
31 8,739 S.F.

N03°44'09"E(R)(2)
S26°29'26"W(R)
S83°56'35"E(R)
5 5

29.10'

29.04'
Δ=04°58'26" N67°56'27"W 58.13' L=17.36'
0 20 40 80
SCALE: 1"=40'

SACRAMENTO COUNTY CALIFORNIA

SHEET OF 5 4664.1003
MAY 2024
THE RANCH VILLAGE 12-1
Civil Engineers / Land Surveyors
905 Sutter St. Ste 200 Folsom CA 95630
R. E. Y. ENGINEERS, Inc.
(916) 366-3040 Fax (916) 366-3303

CITY OF RANCHO CORDOVA
3 SEE SHEET 4
SEE SHEET 2 FOR BASIS OF BEARINGS, LEGEND, NOTES & REFERENCES SEE SHEET 5 L=52.37' =10°01'45" =35.01'
R=500' Δ=25°07'34" L=219.27'(OA)
2 Δ=
41' " L=
72 R=150' Δ=24°31'58" L=64.23'(2)(OA)
Δ=1°23'03" L=3.62'
R=17
Δ=6°32' " L=19.52
R=20'
Δ=86°18'38"
L=30.13'(2)
R=20'
Δ=99°57'27"
L=34.89'
Δ=02°00'38"
L=6.00'
Δ=04°31'43" L=13.52' 29'
29' 29'
37'
37'
1 N14°39'14"E 35.43'
25 1
R=2000' Δ=31° 7'57" L=1092.55'(OA)
Δ=15°42'32" L=548.34
Δ=15°35'25" L=544.21'(OA)
'(OA)
R3
=
° 14. 3
9' 0
'(2)
1 2
' 0
'
L Δ
0 R=200' Δ=15°0 '1 " DETAIL 3A
N.T.S.

SEE DETAIL 3A

ON THIS SHEET
3 2
2 ITEM 9.13. ATTACHMENT 3

Page 994 of 1239 ends

N00°56'08"W 105.00'
N71°46'52"W 57.62'
N89°03'52"E

60.00'
N00°56'08"W 105.00'
N74°52'10"E 45.08'
N32°39'20"W(R) 105.00'
N67°29'30"W(R) 89.46'
N31°05'57"E
110.00'
N39°00'13"E
106.02'
N33°30'00"E(R) 125.85'
N19°04'40"E(R)
N04°41'16"E(R)
125.95'
106.58'
N00°56'08"W 105.00' N00°56'08"W 80.27'
R=20 ' Δ=84°32'01" L=295.08'(OA)
N89°03'52"E 241.41'
N00°56'08"W 38.66'
Δ=19°09'17" L
=
6 6.8
6' R=
20 0' N18°13'08"E 69.59'
Δ
=12°05'48" L
=

42.23'
Δ=16°16'26" L=56.81' R=200' N58°54'03"W 123.00'
R=2 1' Δ=80°1 '1 " L=309.29'(OA)
R=179' Δ=93°47'30" L=293.02'(OA)
R=221' Δ=48°18'31" L=186.34'(OA)
N58°54'03"W(2) 99.63'(BNDY)
R=114'
Δ=32°55'56"
L=65.52'(2)
R=26' N89°03'52"E 207.48'(2) Δ=74°34'08"
L=33.84'(2)
R=114' Δ=82°30'22" L=164.16'(2)
R=1445' Δ=07°01'03" L=176.98'(2)
R=102' Δ=86°24'37" L=153.83'(2)
Δ
=12°05'48" L
=

46.6 ' Δ=18°18'46" L
=
5 7.21' R=17
9'
R=20'
Δ=90°50'31"
L=31.71'
125.62'
241.41'
123.00'
R=179' Δ=16°16'26" L=50.84'

69.59'
N25°58'07"W

26.43'(2)
Δ=34°50'10" L=108.83' Δ=31°43'11" L=99.10' 60.00' 60.83'

4.79'

24.38' 2.05'
Δ=24°04'20" L=47.90' Δ=08°51'36" L=17.63'
Δ=02°58'05"
L=5.91'
Δ=79°32'17" L=158.26'

74.77' 166.64'
Δ=05°37'24"
L=21.69'
Δ=14°23'25" L=55.51' Δ=14°25'20" L=55.63' Δ=13°52'23" L=53.51' Δ=00°57'57" L=3.02' Δ=15°18'29" L=47.82'
142.62' 62.00' 36.79'

19.30'

50.29'
R=200' Δ=48°18'31" L=168.63'(OA)

24.51'

60.00'

39.63'

86.64' 16.73' 35.22' 68.89'
Δ=04°45'46" L=120.12' Δ
L=
=
02 5
°15'17" 6.86' Δ=22°01'14" L=84.94'
R
=
200' R
=
2 1'
LOT C
LOT B
36 24
23 22
21 38 37
39 40
32 33
34 35
20 10
1 2
3 4
5 6
7 8
9 21'
8,428 S.F.
7,959 S.F.
6,300 S.F. 8,362 S.F.
9,825 S.F.
7,448 S.F.
8,760 S.F.
4,482 S.F.
6,600 S.F.
6,347 S.F. 6,698 S.F.
7,989 S.F.
9,709 S.F.
6,879 S.F.
7,058 S.F.
21' 21'
21'
21'
21'
21'
21' 21'
21'
21' 21' 21' 21' 21' 21'
21'
21'
21'
21'

12.5'
P.U.E.

N83°52'40"W(R) 68.50'
N31°05'57"E 110.00'(2) N58°54'03"W 38.48'(2) N31°05'57"E 42.00'(2) N18°13'08"E 64.43'(2)

21.00'

21.00'
R=66' Δ=64°58'01" L=74.84'(2)
S39°57'34"W(R) S46°24'26"W(R)
S72°32'11"E(R)
N31°05'57"E(R) 25.78'
N35°47'33"W(R)
N51°15'28"W(R)
N17°36'34"E 102.12'(2)(OA)

MUSCOVY WAY

NESTA COURT
(PRIVATE)
(PRIVATE)
N04°41'16"E 42.00'

21.00' 21.00'
Δ=05°37'24"
L=19.63'
LOT D

1.59 AC
32,380 S.F. LOT E
Δ=42°41'07" L=149.00'
Δ=12°50'11" L=49.51' Δ=17°04'42" L=65.87'
N72°23'26"W 140.46'
N72°23'26"W 116.45' N52°52'15"W(R)

21.14'
Δ=65°16'37" L=116.21'
Δ=21°08'0 " L=37.62'
N16°26'18"E

35.03'
N80°22'34"W 60.11'

33.34' 26.77'
N67°40'00"W 62.48'
N72°23'28"W(R)
N22°57'22"W(R) 44.20'
S11°45'52"W(R)
5 0 20 40 80
SCALE: 1"=40'

SACRAMENTO COUNTY CALIFORNIA

SHEET OF 5 4664.1003
MAY 2024
THE RANCH VILLAGE 12-1
Civil Engineers / Land Surveyors
905 Sutter St. Ste 200 Folsom CA 95630
R. E. Y. ENGINEERS, Inc.
(916) 366-3040 Fax (916) 366-3303

CITY OF RANCHO CORDOVA
4 SEE SHEET 3
SEE SHEET 2 FOR BASIS OF BEARINGS, LEGEND, NOTES & REFERENCES SEE SHEET 5
LOT F
ITEM 9.13. ATTACHMENT 3

Page 995 of 1239 ends

N89°03'48"E
107.00'
N83°52'40"W
105.00'
N82°36'49"W
105.03'
N71°46'52"W 105.00'
N72°56'10"W 105.15'
N71°46'52"W 105.00'
N78°51'45"W(R) 107.51'
N89°03'48"E
107.99'
N89°03'48"E
114.50'
N00°56'12"W 68.00'(2)
N71°46'52"W 105.00'
N89°03'52"E 241.41'(OA) N00°56'08"W 38.66'
Δ=19°09'17" L
=
6 6.8
6' R=
2 0
0' N18°13'08"E 69.59'
Δ
=12°05'48" L
=

42.23' N06°07'20"E 140.47'
N89°03'48"E 5.00' N00°56'12"W 144.14'
Δ
=19°0
9'2
0" L
=

66.87' R
=
2 0 ' N18°13'08"E 63.98'
Δ=12°52'49" L=44.96'
Δ=16°16'26" L=56.81' R=200' N58°54'03"W 123.00'
R=45.50' Δ= ° ' " L=213.27'
R=50' Δ=138°32'40" L=120.90'
R=179' Δ=48°18'31" L=150.92' R=2 1'
R=2
1'
R=179' Δ=07°23'15" L=23.08'
Δ
=19°0
9'2
0" L
=

59.84' R
=179'
N89°03'48"E 68.40'
N49°09'08"E(R) 25.42' N51°01'32"W(R) 25.42'
N10°13'44"W 58.77'(2)
R=40'
Δ=39°28'27"
L=27.56'
R=35'
Δ=24°29'59"
L=14.97'(OA)
R=35'
Δ=25°03'27"
L=15.31'
Δ
=12°05'48" L
=

37.79' R=
2 21' Δ=18°35'57" L
=

71.7 4' R=20'
Δ=89°26'41"
L=31.22'

63.98'

63.98' 79.53' 89.79'

84.35'

69.59'
R=20' Δ=95°29'34" L=33.33'
R=20'
Δ=77°28'42"
L=27.05'
102.42'

65.12'

26.14' 46.92'

71.01'

75.75'
' Δ=62°31 5' 1" L=49.6
6' Δ=16°51'15" L=13.38' 23.15' 63.00'

2.00'

42.60'

21.38'

55.41'

8.57'

74.77' 166.64'
Δ=
L=
2 7
3°28'50" 3.36' Δ=24°49'41" L=77.57'

33.78'

62.32'

22.03'

30.51'

39.08'
Δ
=11°31'0
4" L
=
4 4.4
3'
R=200' Δ=48°18'31" L=168.63'(OA)
Δ=01°51'09"
L=7.15'
Δ
=15°2
0'05" L
=
5 9.15' Δ=10°05'04" L=38.90' R=200' R
=
2 21' Δ
=19°0
9'20" L=73.89'
Δ=06°32'53" L=25.26'
R
=
200' R
=179'
36 LOT A
28 27
26 25
24 23
22 21
37 35
15 16
17 18
19 20
10 11
12 13
14 3 4 5
6 7
8 9
6,690 S.F.
8,583 S.F.
8,719 S.F.
8,714 S.F.
8,487 S.F.
9,295 S.F.
6,727 S.F.
8,021 S.F.
7,231 S.F. 6,326 S.F.
6,422 S.F.
7,028 S.F.
6,786 S.F.
7,842 S.F.
7,831 S.F.
6,756 S.F.
6,943 S.F.
6,715 S.F.
18,811 S.F.
21'
21'
21' 21'
21'
21'
21'
21'
21' 21'
21'
21'
21' 21'
21'
21'
21'
21'
21'
21' 21' 21' 21' 21'
21'
21'
21'
21' 37' 25'

12.5'
P.U.E.

12.5'
P.U.E. 12.5'
P.U.E.

12.5'
P.U.E.

CHRYSANTHY BOULEVARD(PUBLIC)
N18°13'08"E 64.43'(2)
N58°54'03"W 38.48'(2)
N01°12'19"E

43.15'(2) N00°56'12"W 127.00'(2)
Δ=01°58'06" L=7.59'
R=1938' Δ=13°18'31" L=450.16'(OA)
N89°05'03"W(R)
N73°44'58"W(R)
N66°26'37"E(R) N57°10'37"W(R)
S79°19'38"E(R)
N83°52'40"W(R)
N22°32'42"E(R)

21.00'

21.00'
R=1812' Δ=07°31'46" L=238.12'(OA)
R=1963' Δ=14°05 N89°03'48"E 272.79'
'49" L=482.97'(OA)
S09°07'06"W(R)
LOT C
N31°05'57"E
110.00'(2)(OA)

MUSCOVY WAY

NESTA COURT NESTOR COURT
(PRIVATE)
(PRIVATE)
(PRIVATE)
R=40'
Δ=49°04'52"
L=34.27'
Δ=07°04'54" L=27.31'
Δ=42°41'07" L=149.00'
LOT D

1.59 AC
LOT E
32,380 S.F. N31°05'57"E(R) 25.78'
N04°41'16"E 42.00'

21.00' 21.00'
C1
C2
Δ=42°41'07" L=133.35'
L N89°03'48"E 95.59'

12.5'
P.U.E.(1) 100°10'40" =79.

R=2 00' Δ=31°17'57 0 N89°03'48"E 272.79'(2) " L=1 92.55'(2)(OA) 0 N83°52'40"W 97.16' N89°03'48"E
114.95' N00°09'54"E 94.78'
N44°24'43"W(R) 27.37'
N89°03'48"E
125.88'
N89°03'48"E
114.50'

7.64' 59.00' 59.00'

9.00' N06°07'20"E 132.16' 65.69'

66.47'

62.00'

31.75' 65.41'

60.00'

10.16'
Δ=53°31'48" L=46.71' Δ=34°54'55"
L=30.47'
Δ=29°36'30" L=25.84'
N04°07'16"E(R) 97.20'
Δ=02°02'11" L=68.88' 21.49' 58.05' 64.72' 70.34' N00°09'54"E 135.06' Δ=01°46'19" L=59.93' Δ=01°14'58" L=42.26'
Δ=
7 3°4
0'14" L
=
5 8.50' Δ=15°19'18"
L=12.17'
N31°05'57"E

42.00'(2)
3 Δ
268 3 19
=
55 25.00' 37.00'

81.27' N18°13'08"E 193.68'
S02°05'05"W(R)
Δ=13°18'31" L=455.97'(OA)
Δ=15°35'25" L=544.21'(OA)
S00°18'46"W(R)
5 5
5 0 20 40 80
SCALE: 1"=40'

SACRAMENTO COUNTY CALIFORNIA

SHEET OF 5 4664.1003
MAY 2024
THE RANCH VILLAGE 12-1
Civil Engineers / Land Surveyors
905 Sutter St. Ste 200 Folsom CA 95630
R. E. Y. ENGINEERS, Inc.
(916) 366-3040 Fax (916) 366-3303

CITY OF RANCHO CORDOVA
5 SEE SHEET 4
SEE SHEET 2 FOR BASIS OF BEARINGS, LEGEND, NOTES & REFERENCES SEE SHEET 3

CURVE TABLE
#
C1
C2
RADIUS
200'
179'
DELTA
05°37'24"
5°37'24"
LENGTH

19.63'

17.57'
CHORD

BEARING
N88° 07' 26"W
N88° 07' 26"W
CHORD
LENGTH

19.62'

17.56' SEE SHEET 4
2 4
ITEM 9.13. ATTACHMENT 3

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ITEM 9.13.

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.14.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Albert Stricker, Public Works Director
SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT NO. 2024-56 WITH THE CAPITAL SOUTHEAST

CONNECTOR JOINT POWERS AUTHORITY IN AN AMOUNT NOT TO
EXCEED $1,600,000 FOR DESIGN, RIGHT-OF-WAY AND

CONSTRUCTION OF GRANT LINE ROAD IMPROVEMENTS

BETWEEN WHITE ROCK ROAD AND CHRYSANTHY BOULEVARD

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to execute Contract No. 2024-56 with the Capital Southeast Connector Joint Powers Authority for up to $1,600,000 for design, right-of-way and construction of Grant Line Road improvements between White Rock Road and Chrysanthy Boulevard.

BACKGROUND
The Capital Southeast Connector Joint Powers Authority (JPA) was formed in December 2006 and includes the cities of Elk Grove, Folsom, and Rancho Cordova, and the counties of El Dorado and Sacramento. The JPA is responsible for planning, environmental clearance, engineering design, and construction of the 34-mile limited-access roadway spanning from the Interstate 5/Hood-Franklin interchange, south of Elk Grove, to U.S. 50 at the Silva Valley Parkway interchange, east of El Dorado Hills. It will generally feature four travel lanes to accommodate vehicle travel, and a separated bicycle and pedestrian pathway.

The first phase of work within the City of Rancho Cordova will include reconstruction of 3.6 miles of Grant Line Road generally between White Rock Road and Chrysanthy (the Project, Attachment 3). The project will improve safety by realigning the road and improving drainage, and connect communities with a separated bicycle and pedestrian pathway. The project has environmental approval and is currently in design and right-of-way. The cost, including construction for this first phase, is estimated at $65 million. The JPA has identified funding in the amount of $9.5 million to date (Measure A and SB-1 funds) and is requesting participation from the City of Rancho Cordova in the amount of $1.6 million for design, right-ofway and construction. Additional funding may be requested based on available funding during the construction phase. The City included $1.6 million in transportation development impact

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City Council Staff Report - Page 2 of 2

fees in the Council-approved five-year capital improvement plan.

The construction phase is not fully funded and the JPA continues to pursue grants and other funding opportunities.

FISCAL IMPACT AND FUNDING SOURCE
Funding for this project is through transportation development impact fees. There is no impact on the City's General Fund.

ATTACHMENT(S)

1. Resolution

2. Connector JPA Funding Agreement

3. The Project Location Map

Page 999 of 1239 ends

ITEM 9.14. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE
CONTRACT NO. 2024-56 WITH THE CAPITAL SOUTHEAST CONNECTOR JOINT POWERS AUTHORITY IN AN AMOUNT NOT TO EXCEED $1,600,000 FOR DESIGN AND

CONSTRUCTION OF GRANT LINE ROAD IMPROVEMENTS BETWEEN

WHITE ROCK ROAD AND CHRYSANTHY BOULEVARD
WHEREAS, the City of Rancho Cordova (City) has been a member agency of the Capital Southeast Connector Joint Powers Authority (JPA) since 2006; and WHEREAS, the Capital Southeast Connector (Connector) will connect the City of Rancho Cordova (City) with other business and housing centers in the region, provide economic development opportunities, and improve safety; and

WHEREAS, a portion of the Connector, Grant Line Road between the intersections of White Rock Road and Chrysanthy Boulevard (the Project), is within the City limits and is in need of engineering design and right-of-way acquisition; and
WHEREAS, the JPA is the implementing agency performing engineering design, right-ofway acquisition, environmental permitting and approvals, utility coordination and relocation, and construction funding feasibility analysis for the Project; and WHEREAS, insufficient funds are available to complete the Project and supplemental funding is needed; and
WHEREAS, the City adopted its Fiscal Year 2023-24 – Fiscal Year 2027-28 five-year Capital Improvement Plan wherein the City allocated funding for the Project.

NOW, THEREFORE, BE IT HEREBY RESOLVED THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA does authorize the City Manager to execute Contract No. 2024-56 with the Capital Southeast Connector Joint Powers Authority in an amount not to exceed $1,600,000 in a form approved by the City Attorney.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Page 1000 of 1239 ends

ITEM 9.14. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

Page 1001 of 1239 ends

ITEM 9.14. ATTACHMENT 2
Rancho Cordova Contract #2024-56

Page 1 of 4 ends

FUNDING AGREEMENT

BETWEEN

THE CITY OF RANCHO CORDOVA AND THE

CAPITAL SOUTHEAST CONNECTOR JOINT POWERS AGENCY
THIS FUNDING AGREEMENT, is made and entered into this __ day of ______, 2024, at Sacramento, California, by and between the Capital SouthEast Connector Joint Powers Authority (the “JPA”)1 and the City of Rancho Cordova, a California Municipal Corporation (“City”).

RECITALS
WHEREAS, the City has been involved in the development of the Capital SouthEast Connector Expressway Project (“Connector Project”) since its inception and has been a member agency of the JPA; and
WHEREAS, the Connector Project will connect the City with other business and housing centers in the region, providing economic development opportunities to the City; and
WHEREAS, a portion of the Connector Project, Grant Line Road between the intersections of White Rock Road and Chrysanthy Boulevard (the “Project”), is within City limits and is a portion of the Connector Project in need of engineering design and right of way acquisition; and
WHEREAS, the JPA is the implementing agency performing engineering design right of way acquisition, environmental permitting and approvals, utility coordination and relocation, and construction funding feasibility analysis for the Project (the “Work”); and WHEREAS, insufficient funds are available to complete the Work. Accordingly, supplemental funding is needed for the Project; and
WHEREAS, the City adopted its Fiscal Year 2023/24 – Fiscal Year 2027/28 five year Capital Improvement Plan wherein the City identified the Project and allocated funding for the Work; and
WHEREAS, the City and JPA recognize the need to explore additional and alternative funding opportunities for the future construction phase of the Project (“Construction Funding Strategy”).

NOW, THEREFORE, the City and the JPA agree as follows:
1 The full legal name of the Capital SouthEast Connector Joint Powers Authority is the “Elk Grove – Rancho Cordova – El Dorado Connector Authority.”

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ITEM 9.14. ATTACHMENT 2
Rancho Cordova Contract #2024-56

Page 2 of 4 ends

1. Incorporation: The forgoing recitals are true and correct and are incorporated herein.

2. Term: The term of this Agreement shall begin ___________, 2024, and shall terminate on June 30, 2028, unless extended by written agreement of the parties.

3. Payment of Funds: The City agrees to reimburse or advance to the JPA Project costs related to the Work and other Project purposes mutually agreed to by the parties.

Costs shall be paid by the City within sixty (60) days of receipt of an invoice from the JPA.

The total Project costs paid by the City to the JPA under this Agreement shall not exceed One Million Six Hundred Thousand Dollars ($1,600,000.00). The City acknowledges the need for additional funding for the Project and the importance of exploring funding alternatives in furtherance of the Project. The City is committed to exploring funding alternatives for the Project.

4. Use of Funds: The JPA agrees to use all funds conveyed by the City to the JPA under this Agreement for the sole purpose of performing the Work in connection with the Project. During the engineering design and right-of-way acquisition process, the City shall have the opportunity to provide input through its participation in scheduled project update meetings. The City acknowledges the need for additional funding for the Project and the importance of exploring Project funding alternatives to continue the advancement of the Project, including, evaluating options for the establishment of an Enhanced Infrastructure Financing District (“EIFD”) within the City for purposes of the Project. The City agrees to provide the JPA with fair-share funding for the Construction Funding Strategy for purposes of exploring Project funding opportunities including the establishment of an EIFD.

5. Records: The JPA shall maintain financial and project records that fairly reflect the activities of the JPA and its consultants pertaining to the Work and that would otherwise be required by law to be maintained. Upon reasonable request by the City, the JPA shall make available for inspection and audit by the City, all books, financial records, program information, and other records pertaining to the operation of the JPA in relation to the Work.

6. Eminent Domain Authority: Pursuant to section 7.a. of the Joint Exercise of Powers Agreement for the JPA, dated December 12, 2006, as amended, the City by approval of this Agreement by the City’s City Council, hereby authorizes the JPA’s use, of eminent domain within the City’s jurisdiction. The JPA shall provide the City not less than 15 days’ written notice of its intent to adopt a resolution of necessity to commence eminent domain proceedings with respect to any property, and the JPA shall provide the City with a copy of any notice of intent to adopt a resolution of necessity concurrently with the JPA providing the notice of intent to adopt a resolution of necessity to any owner or other person with an interest in any such property. The City reserves the right to revoke and rescind this authorization for the JPA to exercise eminent domain at any time upon 30 days’ written notice to the JPA provided, however, that if the JPA files an eminent domain complaint in a court of competent jurisdiction pursuant to this section prior to the delivery of such notice of rescission or revocation of authority by the CITY, the authorization to the JPA to

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ITEM 9.14. ATTACHMENT 2
Rancho Cordova Contract #2024-56

Page 3 of 4 ends

exercise of eminent domain may not be rescinded or revoked unless agreed to by the JPA.

Unless otherwise expressly agreed by the Parties, the JPA shall be responsible for the payment of any and all required relocation assistance, all as required by applicable law.

7. Indemnification: The JPA and the City shall each defend, indemnify, and hold harmless each other, as well as their respective officers, agents, and employees, from any claim, loss, or liability, arising out of or connected with any acts or omissions of that party or its officers, agents, or employees when performing activities or obligations required of that party under this Agreement.

8. Notices: All notices required by this Agreement shall be in writing and shall be delivered in person or by certified mail to the other party at the address set forth below.

Either party may change its address or point of contact by notifying the other party of the change.

Capital SouthEast Connector JPA City of Rancho Cordova
Derek Minnema Albert Stricker
10640 Mather Blvd., Ste 120 2729 Prospect Park Drive
Mather, CA 95655 Rancho Cordova, CA 95670

9. Amendment/Termination: This Agreement may only be modified or terminated in writing, and with the prior written consent of both parties.

SIGNATURE PAGE FOLLOWING

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ITEM 9.14. ATTACHMENT 2
Rancho Cordova Contract #2024-56

Page 4 of 4 ends

IN WITNESS WHEREOF, THE PARTIES HAVE ENTERED INTO THIS
AGREEMENT AS OF THE DATE HEREIN ABOVE APPEARING:

CITY OF RANCHO CORDOVA,
a California Municipal Corporation
________________________________ Date
Micah Runner
City Manager
APPROVED AS TO FORM:
_______________________
Adam U. Lindgren
City Attorney
ELK GROVE – RANCHO CORDOVA –

EL DORADO CONNECTOR AUTHORITY
_______________________________ Date
Derek Minnema
Executive Director
APPROVED AS TO FORM:
________________________
Sloan Sakai Yeung & Wong LLP
Legal Counsel to the JPA
5715854.1

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ITEM 9.14. ATTACHMENT 3 Page 1006 of 1239

MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.15.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Albert Stricker, Public Works Director
Edgar Medina, Principal Engineer
SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE

A COOPERATIVE AGREEMENT WITH THE COUNTY OF

SACRAMENTO FOR THE ACQUISITION OF RIGHTS-OF-WAY

WITHIN THE CITY OF RANCHO CORDOVA FOR THE HAZEL
AVENUE AT U.S. 50 INTERCHANGE PROJECT

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to execute Cooperative Agreement No. 2024-36 with the County of Sacramento, consenting to County acquisitions of rights-of-way within the City of Rancho Cordova for the Hazel Avenue at U.S. 50 Interchange Project.

BACKGROUND
The City of Rancho Cordova is a project partner on the U.S. 50/Hazel Avenue Interchange Project (see Attachment 2). The County of Sacramento Department of Transportation (County) is the lead agency for the design, utility coordination, acquisition of rights-of-way, and construction of the Project. Project improvements consist of modifying the existing Hazel Avenue at U.S. 50 interchange, extending and grade-separating Hazel Avenue over Folsom Boulevard and the Sacramento Placerville Transportation Corridor-Joint Powers Authority rail corridor, modifying the on-ramps and off-ramps, widening the existing Hazel Avenue overcrossing and modifying the Aerojet Road off-ramp.

The Project is primarily within the unincorporated area of the County; however, a portion of the Project includes improvements within the City. Both the County and the City desire to proceed with construction of the proposed improvements for the Project. Therefore, in order for the County to acquire rights-of-way for the Project within City limits, the City and County must agree to use their broad powers to acquire easements and, if necessary, exercise eminent domain. In Cooperative Agreement No. 2024-36 (see Attachment 3), the City consents to the County’s acquisition of property rights, by purchase or eminent domain, within the City for construction of the Project subject to the following conditions:

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City Council Staff Report - Page 2 of 2

• The County shall incur all costs, payments, and expenses related to the design, acquisition of rights-of-way, construction, and inspection of the Project and the improvements.
• Prior to exercising its power of eminent domain, the County shall work diligently and as expeditiously as possible to pursue good-faith negotiations with property owners. The County shall provide the City with written notice of the County’s intent to adopt a Resolution of necessity to commence eminent domain proceedings for any parcel in the City, if applicable.
• The County shall comply with all State and federal laws, guidelines, policies, and standards relating to acquisition of property rights.
• The County and its contractors shall acquire all necessary encroachment permits and right-to-enter permits for work performed within City areas to construct the Project. • After the Project is completed, right-of-way interests within City limits will be quit-claimed to the City.

Also, the County has agreed to coordinate with the City on an aesthetic package that will enhance the look and feel of one of the entrances to the City of Rancho Cordova (see Attachment 4).

Construction is expected to begin in the summer of 2026 with completion in the fall of 2027.

The proposed Resolution would approve the Agreement and delegate to the Director of the County of Sacramento Department of Transportation and the City Manager the authority to execute the Agreement as well as future amendments that may be required to facilitate the activities contemplated in the Agreement. These activities include, for example, the County’s acquisition and transfer of rights-of-way to the City, assignment and scope of maintenance obligations for those rights-of-way, and implementation of related activities and actions required by the Project.

FISCAL IMPACT AND FUNDING SOURCE
There is no impact on the City's General Fund.

ATTACHMENT(S)

1. Resolution

2. Vicinity Map

3. Contract No. 2024-36

4. County Letter

Page 1008 of 1239 ends

ITEM 9.15. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE COOPERATIVE AGREEMENT NO. 2024-36 WITH THE COUNTY OF SACRAMENTO FOR

THE ACQUISITION OF RIGHTS-OF-WAY WITHIN THE CITY OF RANCHO CORDOVA FOR THE HAZEL AVENUE AT U.S. 50 INTERCHANGE PROJECT
WHEREAS, the Hazel Avenue At U.S. 50 Interchange Project (Project) involves the design and construction of a modified Hazel Avenue/U.S. 50 interchange that will extend and grade-separate Hazel Avenue over Folsom Boulevard and the Sacramento Placerville Transportation Corridor-Joint Powers Authority rail corridor, modify the on-ramps and off-ramps, widen the existing Hazel Avenue overcrossing, and modify the Aerojet Road off-ramp; and WHEREAS, the County of Sacramento (County) and the City of Rancho Cordova (City) desire to execute the proposed Cooperative Agreement to establish their respective roles and obligations concerning the acquisition of rights-of-way for the Project; and WHEREAS, the County shall incur all costs, payments, and expenses related to the design, acquisition of rights-of-way, construction, and inspection of the Project and the improvements; and
WHEREAS, prior to exercising its power of eminent domain, the County shall work diligently and as expeditiously as possible to pursue good-faith negotiations with property owners. The County shall provide the City with written notice of the County’s intent to adopt a Resolution of necessity to commence eminent domain proceedings for any parcel in the City, if applicable.

NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA that the Cooperative Agreement with the City for the design, construction, and acquisition of rights-of-way of the Project (County Contract No. 52563, City Contract No. 2024-36) is hereby approved, and the City Manager is hereby authorized to execute said Cooperative Agreement on behalf of the City, a political subdivision of the State of California.

BE IT FURTHER RESOLVED that the City Manager is authorized and empowered to do and perform everything necessary to carry out the purpose of this Resolution including execution of future amendments to Cooperative Agreement No. 2024-36 concerning the County’s acquisition and transfers of rights-of-way within the City for the Project, assignment and scope of maintenance obligations.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

Page 1009 of 1239 ends

ITEM 9.15. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
ABSENT:

ABSTAIN:

ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

Page 1010 of 1239 ends

NTS Project Location:

Hazel Avenue at U.S.
50 Interchange
Not to Scale
ITEM 9.15. ATTACHMENT 2

Page 1011 of 1239 ends

AGREEMENT BY AND BETWEEN

CITY OF RANCHO CORDOVA AND COUNTY OF

SACRAMENTO
REGARDING COUNTY’S RIGHT-OF-WAY ACQUISITION
FOR COUNTY’S HAZEL AVENUE AT U.S. 50 INTERCHANGE

PROJECT
THIS AGREEMENT is made and entered into on _____________ (“Effective Date”), by and between the CITY OF RANCHO CORDOVA, a California municipal corporation (“CITY”), and the COUNTY OF SACRAMENTO (“COUNTY”) a political subdivision of the State of California. In this Agreement, CITY and COUNTY may each be individually referred to as a “Party” or collectively referred to as the “Parties.”
Recitals
A. COUNTY has plans to design and construct its Hazel Avenue at U.S. 50 Interchange Improvement Project ("Project"), in the vicinity as depicted in Attachment 1 attached hereto and incorporated herein by this reference.

B. The Project involves both CITY and COUNTY territory because a portion of Hazel Avenue at Folsom Boulevard forms the boundary between CITY and COUNTY jurisdiction. Accordingly, a portion of the Project will include construction of certain road improvements located within the incorporated territory of the CITY (“Improvements"). These Improvements consist of modifying eastbound on- and off-ramps of the Hazel Avenue at U.S. 50 interchange, grade-separating Hazel Avenue over Folsom Boulevard, and constructing a new jug-handle road to connect Hazel Avenue to Folsom Boulevard.

C. COUNTY will need to acquire certain real property within the CITY limits for construction of the Project.
a. Some of the certain real property, located outside future State right-of-way, that will be acquired is described and depicted in the sample easement documents attached hereto as Attachments 2 and 3 and incorporated herein by this reference. COUNTY will then transfer such interests back to CITY following completion of the Project because CITY will be responsible for maintaining the Improvements pursuant to the existing Agreement for
Maintenance of Transportation Facilities between CITY and COUNTY dated February 28, 2023 (City Agreement No. 2023-06 and County Agreement No. 52447).

ITEM 9.15. ATTACHMENT 3

Page 1012 of 1239 ends

b. Other certain real property that will be acquired will be acquired in fee for those areas that will be located in future State right-ofway. Such interests will then be transferred to the State following completion of the Project because Caltrans will be responsible for maintaining the Improvements pursuant to the existing
Cooperative Agreement between COUNTY and Caltrans dated April 13, 2015 (Caltrans Agreement No. 03-0569).
c. Other certain real property that will be acquired will be in the form of a Caltrans Maintenance Easement. Such interests will then be transferred to the State following completion of the Project because Caltrans will be responsible for maintaining the Improvements pursuant to the existing Cooperative Agreement between COUNTY and Caltrans dated April 13, 2015 (Caltrans Agreement No. 03-0569).

D. COUNTY has requested CITY’s consent for COUNTY’s acquisition of Project rights-of-way within CITY limits and subsequent transfer of such real property interests back to CITY, and CITY agrees to provide its consent subject to the terms and conditions of this Agreement.

NOW, THEREFORE, in consideration of the mutual promises and consideration contained in this Agreement, the Parties agree as follows:

1. Recitals. The above recitals are true and correct and are incorporated fully herein by this reference.

2. COUNTY Solely Responsible for Project. COUNTY will be the sole agency responsible for all aspects of the Project, including, without limitation, procurement, design, right-of-way acquisition, construction, management, and all other activities necessary for completion of the Project.

3. COUNTY’s Acquisition of Real Property Interests.

A. Use of Eminent Domain. Voluntary acquisitions are the primary goal and COUNTY shall make good faith efforts to acquire needed real property interests for its Project by negotiated agreement.

However, should eminent domain be necessary, CITY hereby consents to COUNTY’s acquisition of real property interests within CITY limits by eminent domain provided CITY shall not be involved in the eminent domain proceedings in any way, and CITY further shall not incur any expenses associated with COUNTY’s acquisition of property by eminent domain. If COUNTY must ITEM 9.15. ATTACHMENT 3

Page 1013 of 1239 ends

commence eminent domain proceedings to acquire property within CITY limits, COUNTY shall provide written notice to CITY prior to commencing eminent domain procedures.

B. Power to Exercise Eminent Domain. COUNTY has the general power to acquire property within its territorial limits by eminent domain pursuant to California Code of Civil Procedure section 1230.010 et seq. and Article I, Section 19 of the California Constitution. COUNTY further is authorized under Code of Civil Procedure section 1240.050, Streets and Highways Code sections 1680 through 1732, and Government Code section 25350.5 to acquire by eminent domain “any property necessary to carry out any of the powers or functions” of COUNTY, including rights-ofway extending through or within CITY for the construction and improvement of highways. Finally, Public Resources Code sections 5301 and 5302 allow COUNTY to acquire property by eminent domain for a “public boulevard” that is “conveniently adjacent” to its corporate limits.

4. Transfer of Certain Real Property Interests to CITY.

A. COUNTY Quitclaim to CITY. Because CITY will maintain those Improvements within CITY limits following Project completion that are outside the Caltrans right-of-way and outside the Caltrans maintenance easement areas, CITY will ultimately hold title to those right-of-way interests within the CITY limits that COUNTY will be acquiring for its Project. Following Project completion, COUNTY shall quitclaim to CITY title to right-of-way interests within CITY limits that COUNTY acquires for the Project.

CITY must sign a written certificate of acceptance pursuant to City Council Resolution No. 2024-_____ before CITY can
accept title to such right-of-way interests.

B. Requirements Regarding Transfer. Prior to issuing its offer of purchase under Government Code section 7267.2 for right-ofway interests for its Project within CITY limits, COUNTY shall obtain written approval from the CITY representative identified in Section 9 below regarding the proposed deed document, legal description, and plat maps.

5. Requirements for COUNTY’s Rights-of-way Acquisition.

A. Compliance with Laws. COUNTY shall ensure compliance with all applicable federal, state, and local laws, regulations, and ITEM 9.15. ATTACHMENT 3

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enactments relating to its acquisition of right-of-way interests for the Project, including without limitation the following: (i) California Constitution Article I, § 19; (ii) California Eminent Domain Law (Code Civ. Proc., § 1230.010 et seq.); (iii) Uniform Relocation Assistance and Real Property Acquisition Policies for Federal and Federally Assisted Programs, as amended (42 U.S.C. § 4601 et seq.); (iv) California relocation laws and any implementing regulations (including, but not limited to, Gov.

Code, § 7260 et seq.); and (v) other applicable California eminent domain statutes (including, but not limited to Gov. Code, § 40401 et seq.).

B. Project Costs and Expenses. COUNTY shall be solely responsible for all costs, expenses, and payments necessary for its Project, including without limitation those necessary to acquire property and right-of-way for the Project and those necessary for design, construction, and inspection of the Project.

C. Project Permits and Approvals.
(1) COUNTY or its Project contractors shall acquire all necessary encroachment permits and right-of-entry
approvals for work within existing CITY rightof-way and adjacent to CITY property. COUNTY or its Project
contractors shall also obtain all necessary approvals for entry onto private property.
(2) Prior to commencing construction of the Project, COUNTY must submit Project plans to CITY and obtain CITY’s
written approval of Improvements within CITY limits. Such Project plans shall be submitted to the following CITY
individual: Edgar Medina, Public Engineer,
[email protected].

D. Licensed and Bonded Contractors. All contractors working on the Project shall be licensed contractors under California law.

COUNTY shall require its contractors to post security in the form of a performance bond and payment bond, in amounts sufficient to ensure work on the Project is completed to COUNTY standards.

E. Warranty. All COUNTY contractors who work on the Project shall be contractually obligated to provide a warranty for their work for a period of at least one (1) year following Project completion.

ITEM 9.15. ATTACHMENT 3

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F. No Mechanics’ Liens. COUNTY shall pay in full all persons who perform labor or provide materials for any work within CITY rightof-way or otherwise on CITY property. COUNTY shall not permit or suffer any mechanics’ or materialmen’s liens of any kind or nature to be enforced against any property of the CITY for such work performed. In accordance with the provisions of Section 7 below, COUNTY shall indemnify and hold harmless CITY from and against any and all liens, claims, demands, costs or expenses of whatsoever nature in any way connected with or growing out of such work done, labor performed, or materials furnished.

G. Insurance. COUNTY hereby confirms that it is self-insured as authorized by Government Code Section 11007.4 et seq. COUNTY will require its contractors working on the Project, for the duration of the work, to maintain sufficient insurance to cover the contractor’s responsibilities under the Project. CITY will not provide any liability insurance to COUNTY. COUNTY’s liability for the Project shall not in any way be limited to or affected by the amount of insurance coverage carried by COUNTY.

H. Hazardous Materials. COUNTY shall not use, store, release or otherwise introduce on CITY right-of-way or other CITY property any substance, chemical, waste or other material that is identified as hazardous, toxic or dangerous in any federal, state or local law or regulation. COUNTY shall be solely responsible for the complete cost of removal and/or remediation of any hazardous substance spilled or introduced by COUNTY, and COUNTY shall defend and indemnify CITY from and against all claims or other liabilities therefore in accordance with the provisions of Section 7 below.

6. Maintenance of Improvements After Project Completion.

Following Project completion, the Improvements within CITY limits and outside of Caltrans right-of-way and Caltrans maintenance easement areas will become part of the CITY street system. CITY shall maintain the Improvements within CITY limits following Project completion pursuant to the existing Agreement for Maintenance and Operations of Shared Transportation Facilities between CITY and COUNTY dated February 28, 2023 (City Agreement No. 2023-06 and County Agreement No. 52547).

7. Indemnity. COUNTY shall defend, indemnify and hold harmless CITY, its City Council, officers, directors, agents, employees, subcontractors and volunteers from any and against all demands, claims, actions, ITEM 9.15. ATTACHMENT 3

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liabilities, losses, damage, and costs, including payments of reasonable attorneys' fees, arising out of, or resulting from, the performance of the Agreement, caused in whole or in part by the negligent or intentional acts or omissions of COUNTY, its Board of Supervisors, officers, directors, agents, employees, contractors, subcontractors, or volunteers. The provisions of this Section 7 shall survive any expiration or termination of this Agreement.

8. Termination of Agreement. This Agreement shall, unless terminated earlier by either Party pursuant to this section, automatically terminate after COUNTY provides CITY with the recorded Notice of Completion for its Project and quitclaims to CITY all applicable right-of-way interests within CITY limits. Either Party may terminate this Agreement, for cause, based on a material breach by the other Party, following written notice of such breach to the other Party and a reasonable opportunity for cure. In addition, either Party may terminate this Agreement, without cause, provided the terminating Party provides at least sixty (60) days advance written notice to the other Party and the nonterminating Party has not expended any funds in reliance on this Agreement.

9. Party Representatives. Any and all notices or demands by or from either Party shall be in writing and shall be served either personally or by mail. If served personally, service shall be conclusively deemed made at the time of service. If served by mail, service of notices or demands shall be conclusively deemed made as of the time of deposit in the United States mail, postage paid. Any notice or demand shall be given to:

County Representative:

Melissa Wright
Principal Civil Engineer
4111 Branch Center Drive
City Representative:

Edgar Medina
Public Engineer
2729 Prospect Park
Rancho Cordova, CA 95670 Sacramento, CA 95827
[email protected] [email protected]

10. No Joint Venture. It is understood and agreed that each Party is an independent entity and that this Agreement shall not create a relationship between CITY and COUNTY of joint venture, partnership, or any other relationship of association. Except as expressly provided in this Agreement, neither Party shall have authority, express or implied, to act on behalf of the other Party in any capacity whatsoever as an agent.

ITEM 9.15. ATTACHMENT 3

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11. Attorney Fees. Except as required by Section 7 above, each Party shall bear its own costs and attorneys’ fees incurred in connection with this Agreement.

12. Entire Agreement. This Agreement and the exhibits attached hereto constitute the entire agreement between the Parties concerning the subject matter thereof. No alteration, modification, or variation of the terms of this Agreement shall be valid unless made in writing and executed by both Parties.

13. Waiver. The waiver of the breach of any condition, covenant or agreement herein contained shall in no way impair the right of waiving Party to avail itself of any remedy available for any subsequent breach thereof. No waiver will be effective unless it is in writing and signed by the waiving Party.

14. Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties hereunder.

15. Authority to Sign. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf of their respective Party and that by so executing this Agreement the Parties hereto are bound to the provisions of this Agreement.

16. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the Parties hereto and their respective heirs, personal representatives, successors, and assigns.

17. Counterparts. This Agreement may be executed by the Parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the Parties had executed the same instrument.

Signatures scanned and transmitted electronically shall be deemed original signatures for purposes of this Agreement, with such scanned signatures having the same legal effect as original signatures. This ITEM 9.15. ATTACHMENT 3

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Agreement may be executed through the use of an electronic signature and will be binding on each party as if it were physically executed.

18. Governing Law. This Agreement is to be governed by the laws of the State of California. Venue for any actions brought pursuant to this Agreement shall be in the County of Sacramento.
[Signature Page Follows]
ITEM 9.15. ATTACHMENT 3

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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date specified above.

COUNTY OF SACRAMENTO CITY OF RANCHO CORDOVA
By: By:

Ron E. Vicari, Director
Department of Transportation
Agreement approved by the
County Board of Supervisors
with an authority delegated to
the Director to sign:

Agenda Date: ____________
Item No: ________________
Reso. No:________________
Approved as to Form:
________________________
Amanda McDermott
Deputy County Counsel
Micah Runner, City Manager
Attest:
______________________
Stacy Leitner, CMC, City Clerk
Approved as to Form:
______________________
Adam Lindgren, City Attorney
Prepared by:
________________________
Jesse M Sanchez
Sr. Contract Services Officer
5525327.1
ITEM 9.15. ATTACHMENT 3

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Department of Transportation
Ron Vicari
Director
February 27, 2024
Albert Stricker, P.E.,
Director, Public Works
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Dear Albert:

County of Sacramento
Divisions
Planning & Programs
Maintenance & Operations
Engineering & Design
Administrative Services
Thank you for meeting to collaborate on the Hazel Interchange right-of-way process.

We look forward to receiving approval from Rancho Cordova City Council, moving forward with right-of-way acquisition, and eventually construction of the improved Hazel interchange that will be of benefit to City of Rancho Cordova and the County of Sacramento. In alignment with our recent conversations, the County will collaborate with the City in good faith to incorporate aesthetic treatments to the interchange structure, landscaping, etc., which meet the needs of both the County and the City.

Please feel free to contact me or my staff with any questions or concerns as this process moves forward.

Sincerely,
Ron E. Vicari, Director
Department of Transportation
REV/svw
C: Stephen White, Melissa Wright/SacDOT,
David Defanti, Deputy County Executive
4111 Branch Center Road, Sacramento, CA 95827
www.saccounty.gov
ITEM 9.15. ATTACHMENT 4

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.16.

DATE: May 20, 2024
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 AMENDMENT NO. 211-2018-3 WITH ROSS CAMPBELL,
INC. TO EXTEND THE CONTRACT TERM FROM JUNE 30, 2024, TO JUNE 30, 2026, WHICH RESULTS IN AN INCREASE TO THE
CONTRACT AMOUNT FROM $387,619 TO AN AMOUNT NOT TO
EXCEED $463,573.69 FOR PUBLIC EDUCATION CAMPAIGNS ON

SAFE AND RESPONSIBLE WASTE DISPOSAL AND RECYCLING

PRACTICES

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to execute Contract Amendment No. 211-2018-3 with Ross Campbell, Inc. for public education and outreach services to extend the contract term from June 30, 2024, to June 30, 2026, and increase the contract amount from $387,619 to an amount not to exceed $463,573.69.

BACKGROUND
The City has successfully applied for various grants issued by the California Department of Resources Recycling and Recovery (CalRecycle) for public education and outreach services.

Specifically, the City has been awarded grants to implement public education campaigns on proper disposal and recycling of household hazardous waste, used oil and filters, beverage containers and organic waste materials. The campaigns for used oil and filters and beverage containers are typically regional programs with participation from other jurisdictions in Sacramento County. The campaigns are managed and implemented by Ross Campbell and contribute to a clean and healthy community by educating residents on safe and responsible waste disposal and recycling practices.

FISCAL IMPACT AND FUNDING SOURCE
The proposed amendment is funded by CalRecycle grants and has no fiscal impact on the City's General Fund.

ATTACHMENT(S)

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City Council Staff Report - Page 2 of 2

1. Resolution

2. Contract No. 211-2018-3

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ITEM 9.16. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT AMENDMENT NO. 211-2018-3 WITH ROSS CAMPBELL INC. AND EXTEND THE CONTRACT TERM FROM JUNE 30, 2024, TO JUNE 30, 2026, WHICH RESULTS IN AN INCREASE TO THE CONTRACT AMOUNT FROM $387,619 TO AN AMOUNT NOT TO EXCEED $463,573.69 FOR PUBLIC EDUCATION AND OUTREACH SERVICES WHEREAS, the Parties entered into a Professional Services Agreement (“PSA”) dated November 15, 2018, for the purpose of providing public education and outreach services to support the City’s household hazardous waste, used oil collection, mixed organics and beverage container recycling programs; and
WHEREAS, the Parties executed the first amendment on July 6, 2020, which extended the contract term from December 31, 2019, to June 30, 2022, and increased the contract amount from $72,249 to $221,919; and

WHEREAS, the Parties executed the Second Amendment on June 20, 2022, which extended the contract term from June 30, 2022, to June 30, 2024, and increased the contract amount from $221,919 to $387,619; and
WHEREAS, the Parties wish to extend the contract term from June 30, 2024, to June 30, 2026, and increase the contract amount from $387,619 to an amount not to exceed $463,573.69; and
WHEREAS, the Parties agree that changes to the term and services provided for in the PSA are necessary in order for the City to continue receiving services by Professional; and WHEREAS, the contract does not impact 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 Amendment No. 211-2018-3 with Ross Campbell Inc. to extend the contract term from June 30, 2024, to June 30, 2026, and increase the contract amount from $387,619 to an amount not to exceed $463,573.69, in a form approved by the City Attorney.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

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ITEM 9.16. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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THIRD AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF RANCHO CORDOVA AND ROSS CAMPBELL, INC.

This Third Amendment to the Agreement for Professional Services (“Amendment”) is made by and between the City of Rancho Cordova (“City”) and Ross Campbell, Inc. (“Professional”) as of July 1, 2024. City and Professional are hereinafter collectively referred to as the "Parties."

RECITALS
WHEREAS, the Parties entered into a Professional Services Agreement (“PSA”) dated November 15, 2018, for the purpose of providing Public Education and Outreach Services to support the City’s household hazardous waste, used oil collection, mixed organics and beverage container recycling programs; and
WHEREAS, the Parties executed the first amendment on July 6, 2020, which extended the contract term from December 31, 2019, to June 30, 2022 and increased the contract amount from $72,249 to $221,919; and
WHEREAS, the Parties executed the second amendment on June 20th, 2022, which extended the contract term from June 30, 2022, to June 30, 2024 and increased the contract amount from $221,919 to $387,619; and
WHEREAS, this third amendment extends the contract term from June 20, 2024, to June 30, 2026 and increases the contract amount from $387,619 to $463,573; and WHEREAS, the Parties agree that changes to the term and services provided for in the PSA are necessary in order for the City to continue receiving services by Professional.

NOW, THEREFORE, the Parties hereto agree as follows:

AGREEMENT

2. Section 2 of the PSA, “Compensation,” provides for the City to pay Professional a sum not to exceed $387,619. The Parties agree to amend Section 2 of the PSA in order to increase the compensation amount to pay Professional for additional services. The first sentence of Section 2 of the PSA is amended to read as follows:

ITEM 9.16. ATTACHMENT 2

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"City hereby agrees to pay Professional a sum not to exceed Four Hundred and SixtyThree Thousand and Five Hundred and Seventy Three Dollars and Sixty Nine Cents ($463,573.69), notwithstanding any contrary indication that may be contained in Professional’s proposal, for services to be performed and reimbursable costs incurred under this Agreement.”

3. The document entitled “Scope of Work” attached hereto as Exhibit A, shall replace and supersede the PSA's Exhibit A.

4. The document entitled “Compensation Schedule” attached hereto as Exhibit B, shall replace and supersede the PSA's Exhibit B.

5. All other terms and conditions in the PSA shall remain in full force and effect to the extent they are not in conflict with this Amendment.

6. The signatures of the Parties to this Amendment may be executed and acknowledged on separate pages or in counterparts which, when attached to this Amendment, shall constitute one complete Amendment.

7. Contract Administration. This Agreement shall be administered by Steve Harriman ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

Notices.

Any written notice to Professional shall be sent to:

Shawn Campbell
Ross Campbell, Inc.
1912 F Street, Suite 100
Sacramento, CA 95811
Any written notice to City shall be sent to: [email protected] Steve Harriman
Operations and Maintenance Division Manager
Public Works Department
3303 Luyung Drive
Rancho Cordova, CA 95670
[email protected]
ITEM 9.16. ATTACHMENT 2

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IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year first above written.

CITY OF RANCHO CORDOVA PROFESSIONAL
____________________________ ______________________________ Micah Runner, City Manager Shawn Campbell, Principal
Date: __________________ Date: __________________
Attest:
____________________________
Stacy Leitner, CMC, City Clerk
Date:__________________
Approved as to Form:
_______________________
Adam U. Lindgren, City Attorney
Date: __________________
ITEM 9.16. ATTACHMENT 2

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Exhibit A
Scope of Work
Task 1: HHW Outreach Campaigns

SCOPE OF WORK
Ross-Campbell will design and implement HHW outreach campaigns for the City of Rancho Cordova. The primary focus of the campaigns will be to inform Rancho Cordova residents of the four available permanent collection sites for HHW and increase usage of those sites: The Kiefer Landfill, The North Area Recovery Station (NARS), the Sacramento Recycling and Transfer Station, and the Special Waste Collection Center in Elk Grove. In order to reach the largest possible number of residents, we will implement several different outreach methods that will mutually reinforce each other yet be tailored to effectively reach the city’s diverse population. The campaigns will target both singleand multi-family residences in the city. Ross-Campbell will draft copy / text for all outreach materials and provide to the city for review. Upon review and final approval of the copy, Ross-Campbell will then be responsible for all graphic design and artwork production according to the city’s graphic standards. Upon completion of the artwork and other outreach materials, everything will be submitted to both the city and CalRecycle for final approval. Upon these approvals, materials will be printed / placed / distributed as appropriate. Tasks may include door hangers, direct mail, bill inserts, newspaper advertisements, digital media, social media, e-newsletters, and free media.

Other tasks that Ross-Campbell will provide include the writing and submittal of progress and final reports to CalRecycle, the preparation and submittal of payment requests to CalRecycle, and other tasks related to grant administration.

Schedule
Campaign 1A: Existing outreach activities for HHW grants HD 37 and HD 39 are scheduled to take place periodically from July 2024 through September 2025.

Campaign 1B: Upcoming outreach activities from September 2025 through June 2026, pending CalRecycle approval of the City's HHW HD 43 grant application.

HHW Budget - Campaign 1A
Project Management 65 hrs. @ $95/hr. $6175.

Copywriting 9 hrs. @ $95/hr. $855.

Design / Layout 42 hrs. @ $95/hr. $3990.

Printing flat $16200.

Distribution flat $15800.

Media Placement flat $21811.

Total: $64,901
CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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HHW Budget - Campaign 1B
Project Management 65 hrs. @ $95/hr. $6175.

Copywriting 6 hrs. @ $95/hr. $570.

Design / Layout 45 hrs. @ $95/hr. $4275.

Printing flat $18500.

Distribution flat $17300.

Media Placement flat $18750.

Total: $50,000
HHW Grand Total: $114,901
CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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Task 2: Regional Used Oil and Filter Recycling Campaigns

SCOPE OF WORK
For services and media placement related to the implementation of the 2024, 2025 and 2026 Regional Used Oil and Filter Recycling Campaigns for the City of Rancho Cordova.

Campaigns will take place during June-August of each year.

Regional Used Oil / Filter / Oil Change Interval Outreach Campaign Task 1: Broadcast Television
Placement of :30 and :15 TV spots focusing on recycling used oil and filters and extended oil change intervals. Spots will be placed on TV stations that reach City of Rancho Cordova residents, including KCRA 3 (NBC), KXTV 10 (ABC), KOVR 13 (CBS), KTXL 40 (FOX), KMAX 31 (CW), KUVS 19 (Univision), and/or KTFK 64 (Unimas). Stations will be chosen based on their efficiency and ability to reach the target audiences.

Task 2: Cable Television
Placement of :30 and :15 spots focusing on recycling used oil and filters and extended oil change intervals. Spots will be placed on networks in Comcast Cable’s City of Rancho Cordova zones as well as satellite TV and multicultural channel “Crossings” TV which targets audiences that speak Hmong, Tagalog, and Chinese. Cable networks stations will be chosen based on their efficiency ability to reach the target audiences.

Task 3: Social Media
Conduct an extensive Social Media campaign to specifically target the residents of the City of Rancho Cordova who engage on Facebook, Instagram, X, and YouTube. During the campaign’s flight, the Social Media effort will use sophisticated targeting tools to reach residents most likely to be motivated by the messages.

CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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Task 4: Campaign Website
The Campaign’s website - www.RecycleUsedOil.com - will include links to City of Rancho Cordova information, oil change interval facts, a link to CalRecycle’s “Check Your Number” website, HD streaming of the Campaign’s TV spots, and more. The Campaign’s website will be included on all outreach activities.

Task 5: Campaign Evaluation
We will conduct an online survey that will include target audience members from the City of Rancho Cordova to obtain quantitative data about the Campaign and used oil recycling / oil changing habits. The survey will be conducted at the conclusion of Campaign activities, and results will be included in the Final Summary.

Task 6: Campaign Updates and Final Summary
We will provide the City of Rancho Cordova with monthly Campaign updates, and a Final Summary of all activities will be submitted at the end of each campaign.
2024 Budget: $20,100.00
2025 Budget: $20,100.00
2026 Budget: $20,100.00
Used Oil Grand Total: $60,300.00
CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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Task 3: Regional Holiday CRV Recycling Campaigns

SCOPE OF WORK
For services and media placement related to the implementation of the Regional Recycling Group's annual Holiday CRV Recycling Campaign for the City of Rancho Cordova. Each campaign will be broken into six separate phases that will be conducted during six holiday periods throughout the year: Memorial Day, 4th of July, Labor Day, Christmas, New Year's, and Super Bowl.

RRG Holiday CRV Recycling Campaign
Task 1: Social Media
Conduct an extensive social media campaign to specifically target the residents of the City of Rancho Cordova who engage on Facebook, Instagram, X, YouTube, Google Ads Network, and/or TikTok. Six different :15 spots encouraging CRV can and bottle recycling have been created for the campaign, each focusing on the specific holiday period. Throughout the campaign’s flight, the social media effort will use sophisticated targeting tools to reach residents most likely to be motivated by the messages.

Task 2: Campaign Website
The Campaign’s website - www.HolidayRecycling.com - will include links to City of Rancho Cordova recycling information, can and bottle facts, HD streaming of the campaign’s TV spots, and more.

Task 3: Campaign Updates
We will provide the City of Rancho Cordova with regular updates during the campaign periods.
2024-2025 Budget: $2,500.00
2025-2026 Budget: $2,500.00
CRV Grand Total: $5,000.00
CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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Task 4: Commercial and Multi-Family Outreach

SCOPE OF WORK
Ross-Campbell will write, design, print, distribute, and/or implement various outreach and promotional tasks for the City's commercial and multi-family recycling programs.

Prior to initializing each outreach campaign or task, we will discuss with City staff the goals and objectives for the task and submit an outline, as needed. We then will provide draft text/script for review and approval. Next, our design team will create a professional graphic “look” for the outreach pieces/tasks and will provide to the City for review and approval and our team will make all necessary revisions based on these reviews. Upon approval, we will move forward with printing, production, distribution, placement, etc.

Outreach tasks may include welcome cards, flyers, brochures, posters, door hangers, signage, print ads, videos, magnets, etc.

Commercial/Multi-Family Budget
Project Management 55 hrs. @ $95/hr. $5225.

Copywriting 17 hrs. @ $95/hr. $1615.

Design / Layout 62 hrs. @ $95/hr. $5890.

Printing flat $15610.

Distribution flat $6900.

Video Production/Editing flat $14760.

Total: $50000.

CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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SCOPE OF WORK
For services and media placement related to the implementation of the Regional Recycling Group's SB 1383 Organics Recycling Campaign for the City of Rancho Cordova.

The campaign will take place twice per year - May/June and November/December.

Task 1: Social Media
Conduct an extensive social media campaign to specifically target the residents of the City of Rancho Cordova who engage on Facebook, Instagram, X, YouTube, Google Ads Network, and/or TikTok. The City will choose from six different predesigned organics ads that are each in static and animated format. The ads will be customized with the City's logo. Placement of the ads will occur twice per year during the campaign flights. The City's SB 1383 organics webpage will be used as the landing page for residents to learn more about organics recycling.

Throughout the campaign’s flights, the social media effort will use sophisticated targeting tools to reach residents most likely to be motivated by the messages.

Task 2: Campaign Updates
We will provide the City of Rancho Cordova with regular updates during the campaign periods.
2024 Budget: $10,000.00
2025 Budget: $10,000.00
Organics Grand Total: $20,000.00
Totals: Task 1 HHW: $114,901.00
Task 2 Used Oil: $60,300.00
Task 3 Holiday CRV: $5,000.00
Task 4 Commercial/MF: $50,000.00
Task 5 Organics: $20,000.00
Grand total: $250,201.00
Current contract amount: $387,619.00
Invoiced to date: $213,372.69
Current contract balance: $174,246.31
Net addition: $75,954.69
New contract total: $463,573.69
CONTRACT NO. 211-2018-3
Task 5: Regional SB 1383 Organics Campaign

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ITEM 9.16. ATTACHMENT 2

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Exhibit B
City of Rancho Cordova
Ross-Campbell, Inc.

Fee Schedule
Project Directors $95/hr.

Senior/Professional Staff $85/hr.

Copywriting/Editing $95/hr.

Art Director/Graphic Design $95/hr.

Illustration $125/hr.

Electronic Arts/Web Design $95/hr.

Administrative $35/hr.

Subcontractors Cost + 15%
CONTRACT NO. 211-2018-3

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ITEM 9.16. ATTACHMENT 2

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.17.

DATE: May 20, 2024
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 AMENDMENT NO. 2023-67-1 WITH ZERO FOODPRINT
TO EXTEND THE TERM FROM JUNE 30, 2024, THROUGH
FEBRUARY 27, 2026, WHICH RESULTS IN AN INCREASE TO THE
CONTRACT FROM $113,297 TO AN AMOUNT NOT TO EXCEED
$190,934 FOR COMPOST PROCUREMENT SERVICES AS

REQUIRED BY CALIFORNIA STATE LAW

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to execute Contract Amendment No. 2023-67-1 with Zero Foodprint (ZFP) to allow the contractor to continue to assist the City with the purchase and delivery to farming operations of compost manufactured from recycled organic materials for calendar year 2025 as required in California State law.

BACKGROUND
Organic waste like food scraps and yard clippings create methane gas emissions when disposed in landfills. Methane is a potent greenhouse gas which contributes to climate change.

California’s Senate Bill No. 1383 Short-lived Climate Pollutant Reduction Strategy (SB 1383) was signed into law in September 2016 and sets methane reduction targets for California in a statewide effort to address climate change. In order to accomplish the methane reduction targets, the law requires local governments to implement programs to divert organic waste away from landfills, so the materials can be used as feed stock for compost.

The SB 1383 regulations also require local jurisdictions to purchase compost annually to strengthen the markets and incentivize the development of new and expanded organics processing facilities. The purchasing requirements in SB 1383 for local governments are based on a per capita calculation. Zero Foodprint (ZFP) is a nonprofit organization that assists local governments with compost procurement requirements by acting as a liaison between compost producers and farming operations for the purchase and delivery of compost manufactured from recycled feedstock. ZFP helped the City meet the procurement targets of 1,109 tons of compost in 2023 and 2,403 tons in 2024 under the current contract. The proposed contract amendment

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City Council Staff Report - Page 2 of 2

will allow ZFP to assist the City with the procurement of 3,697 tons of compost in 2025, as required by State law. This arrangement allows local governments to comply with State law by partially funding the compost purchase and delivery expenses, and assists farmers by reducing the cost of using compost manufactured from recycled feed stock in their operations.

FISCAL IMPACT AND FUNDING SOURCE
The City will pay ZFP $21.00 per ton of compost delivered to farming operations on behalf of the City of Rancho Cordova for calendar year 2025. The City is required to purchase 3,697 tons in calendar year 2025, so the contract amendment is in the amount of $77,637. The contract is funded by the City’s Senate Bill No. 1383 local assistance grant managed by the California Department of Resources Recycling and Recovery and has no impact on the City's General Fund.

ATTACHMENT(S)

1. Resolution

2. Contract Amendment No. 2023-67-1

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ITEM 9.17. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT AMENDMENT NO. 2023-67-1 WITH ZERO FOODPRINT TO EXTEND THE CONTRACT TERM FROM JUNE 30, 2024, THROUGH FEBRUARY 27, 2026, WHICH RESULTS IN AN INCREASE TO THE CONTRACT FROM $113,297 TO AN AMOUNT NOT TO EXCEED $190,934 FOR COMPOST PROCUREMENT SERVICES AS REQUIRED BY STATE LAW WHEREAS, organic waste creates methane gas emissions when disposed in landfills, which contributes to climate change; and
WHEREAS, State law requires local governments to divert organic waste from landfill disposal to reduce methane emissions and mitigate climate change; and

WHEREAS, State law requires local governments to purchase compost annually in order to strengthen the markets and incentivize the development of new and expanded organics processing facilities; and

WHEREAS, Zero Foodprint will assist Rancho Cordova by acting as a liaison between compost producers and farming operations for the purchase and delivery of compost manufactured from recycled feed stock; and

WHEREAS, Zero Foodprint compost procurement services are intended to allow the City to comply with the compost purchasing requirements in State law; and WHEREAS, Zero Foodprint assisted the City with compost procurement services for calendar years 2023 and 2024 under the current contract; and WHEREAS, the proposed amendment will allow Zero Foodprint to assist the City with compost procurement services for calendar year 2025; and WHEREAS, those services will exceed the maximum amount the City Manager is authorized to approve; and
WHEREAS, funding for the contract will be from the City’s Senate Bill 1383 local assistance grant and has no impact on 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 Amendment No. 2023-67-1 with Zero Foodprint in a form approved by the City Attorney to extend the term from June 30, 2024, through February 27, 2026, resulting in an increase the contract budget from $113,297 to an amount not to exceed $190,934.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

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ITEM 9.17. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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FIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF RANCHO CORDOVA AND

ZERO FOODPRINT
This First Amendment to the Agreement for Professional Services (“Amendment”) is made by and between the City of Rancho Cordova (“City”) and Zero Foodprint (“Professional”) as of July 1, 2024. City and Professional are hereinafter collectively referred to as the "Parties."

RECITALS
WHEREAS, the Parties entered into a Professional Services Agreement (“PSA”) dated July 1, 2023 for the purpose of providing compost procurement services; and WHEREAS, this Amendment will allow Zero Foodprint to continue to assist the City with the purchase and delivery to farming operations of compost manufactured from recycled organic materials for calendar year 2025 as required in State law.

WHEREAS, the Parties agree that changes to the term and services provided for in the PSA are necessary in order for the City to continue receiving services by Professional.

NOW, THEREFORE, the Parties hereto agree as follows:

AGREEMENT

1. The Parties agree to modify the end date of the PSA from June 30, 2024, to February 27, 2026.

The first sentence of Section 1.1 of the PSA, “Term of Service,” is amended to read as follows:
"The term of this Agreement shall begin on the date first noted above and shall end on February 27, 2026, and Professional shall complete the work described in Exhibit A prior to that date; unless the term of the Agreement is otherwise terminated or extended, as provided in Section 8."

2. Section 2 of the PSA, “Compensation,” provides for the City to pay Professional a sum not to exceed $113,297. The Parties agree to amend Section 2 of the PSA in order to increase the compensation amount to pay Professional for additional services. The first sentence of Section 2 of the PSA is amended to read as follows:
"City hereby agrees to pay Professional a sum not to exceed One Hundred and Ninety Thousand and Nine Hundred and Thirty Four Dollars ($190,934), notwithstanding any contrary indication that may be contained in Professional’s proposal, for services to be performed and reimbursable costs incurred under this Agreement.”

3. The document entitled “Scope of Work and Compensation Schedule” attached hereto as Exhibit A, shall replace and supersede the PSA's Exhibit A.

ITEM 9.17. ATTACHMENT 2

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4. All other terms and conditions in the PSA shall remain in full force and effect to the extent they are not in conflict with this Amendment.

6. Contract Administration. This Agreement shall be administered by Steve Harriman ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee.

Notices. Any written notice to Professional shall be sent to:

Steve Harriman, Operations and Maintenance Division Manager 3303 Luyung Drive
Rancho Cordova, CA 95670 [email protected] Any written notice to City shall be sent to:

Leo Beckerman, Director of Operations
2370 Market Street, Suite 103 (Box #332)
San Francisco, CA 94114 [email protected]
IN WITNESS WHEREOF, the Parties have executed this Amendment on the day and year first above written.

CITY OF RANCHO CORDOVA PROFESSIONAL
____________________________ ______________________________ Micah Runner, City Manager Leo Beckerman, ZeroFoodprint Date:__________________ Date:__________________
Attest:
____________________________
Stacy Leitner, CMC, City Clerk
Date:__________________
Approved as to Form:
____________________________
Adam U. Lindgren, City Attorney
Date:__________________
ITEM 9.17. ATTACHMENT 2

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Zero Foodprint
2370 Market Street,
Suite 103, Box #332
San Francisco, CA 94114
www.zerofoodprint.org
April 12, 2024
Steve Harriman
Department of Public Works
City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
RE: Amendment to Contract # 2023-67
Dear Steve,
This letter is to officially request an amendment to contract 2023-67 between Zero Foodprint and the City of Rancho Cordova. The purpose of the amendment is to extend our contract Term through February 27, 2026 for the purposes of meeting the City’s ROWP procurement for 2025.

This would also include an amendment on the total contract, adding $77,637.00.

The City’s 2025 SB 1383 ROWP procurement requirement equates to 3,697 tons of compost.

Zero Foodprint can broker this amount of compost and provide reporting and record keeping services for $21 per ton of compost. Thus, the total amendment for 2025 procurement would cost $77,637.

Zero Foodprint will continue to provide the following service for procurement:
● Reporting
● Record Keeping
● Procurement portal
● Individual compost use project records including
○ Direct Service Provider agreement signed by the farmer ○ Compost invoice
○ Location of compost use
○ Description on compost use
Sincerely,
Leo Beckerman
Director of Operations
[email protected]
ATTACHMENT 2

EXHIBIT A

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ITEM 9.17. ATTACHMENT 2

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City Council Staff Report – Page 1 of 2

MEMORANDUM
ITEM 9.18.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Elizabeth Sparkman, Community Development Director SUBJECT: DEVELOPMENT AGREEMENT COMPLIANCE REVIEW

RECOMMENDATION
Receive and file.

RESULT OF RECOMMENDED ACTION
Receive and file for Development Agreement Compliance Review.

BACKGROUND
Following incorporation, the City adopted a Development Agreement entered into by the County and Elliott Homes in 2003 for the Villages of Zinfandel Special Planning Area, and between 2004 and 2006 entered into a significant amount of Development Agreements with various land owners in the Sunridge Specific Plan Area, and a Development Agreement relative to Capital Village in 2005.

More recently, the City entered into Development Agreements with 5 of the 6 landowners in the Suncreek Specific Plan in 2014, Amended and Restated Development Agreements with the 2 land owners of Rio Del Oro Specific Plan in 2017, a Development Agreement for Bradshaw Village in 2019, a Development Agreement for The Ranch in 2020, and a Development Agreement for The Preserve Project in 2022.

Many of the Development Agreements [“Agreement(s)”] have been amended with First, Second, Third and on occasion a Fourth Amendment. Amendments to Agreements have occurred for many reasons, including but not limited to, reflect change in land use, revised open space standards, changes to impact fees, addition of supplemental fees, to memorialize certain infrastructure requirements, and to extend the expiration date.

Government Code § 65865.1 requires that the City provide a periodic review of Development Agreements at least every 12 months. The Agreements are reviewed by staff at several stages including prior to recordation of a final map, prior to issuance of the first building permit, periodically to monitor timing of required infrastructure improvements, during due diligence when prospective interested parties request a fee estimate, and when an estoppel is requested by the landowner. What staff has not done is provide compliance review status to the City Council.

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City Council Staff Report – Page 2 of 2
Attachment 1 is a summary of the Development Agreement Compliance Status. Information contained in the Status Report include the project reference, expiration date, and the Status. A status of “In Compliance” means that the project is not out of compliance with the Agreement, although there may still terms be of the Agreement that will need to be met on an ongoing or future basis. A status of “Satisfied” means that residential buildout has occurred, and all terms of Agreement has been met, although the term of the Agreement has not expired. A status of “Expired” means the term of the Agreement has expired. A status of “Terminated” means the City and Landowner have mutually agreed to terminate the Agreement.

The Agreements have been summarized in the following categories:
• Active Development Agreements – Active Home Construction. The projects in this category are actively pulling residential building permits. All these projects are currently in compliance with the terms of their respective Agreement. • Active Development Agreements – Active Grading and/or Pending Final Maps.

The projects in this category are either actively grading onsite, and/or are processing tentative or final maps and will be actively grading in the next year. All these projects are currently in compliance with the terms of their respective Agreements. Prior to recordation of the final maps and/or issuance of building permits, certain terms of the Agreement will need to be complied with.
• Active Development Agreements – No Construction Activity. The projects in this category have tentative maps but there is no landowner actively pursuing final maps or construction activity. All these projects are currently in compliance with the terms of their Agreements. Essentially this means they are not out of compliance since no activity has occurred with the projects.
• Development Agreements with Residential Buildout – Not Expired. All the projects in this category have full buildout of residential construction, all homes have sold, but the respective Agreements have not reached the expiration date. However, the Agreement does automatically terminate with respect to each single-family lot when fully constructed and transferred to a bona-fide good-faith purchaser. If all terms have been satisfied, staff may reach out to Developer to mutually terminate their respective Agreements to minimize future reporting.
• Expired Development Agreements. All the projects in this category either have full buildout of residential construction and/or the Development Agreements expired. The only exception is for the Development Agreement for an old project known as The Preserve at Sunridge which was terminated and subsequently a new Development Agreement was entered into for The Ranch on the same property.

In future annual compliance reports, we will remove any expired or terminated Agreements from the summary.

FISCAL IMPACT
There is no impact on the City’s General Fund relative to this compliance report.

ATTACHMENT(S)

1. Developer Agreement Compliance Status

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ITEM 9.18. ATTACHMENT 1
Developer Agreement Compliance Review
Project Reference
Expiration
Date
Status
Active Development Agreements – Active Home Construction Sunridge Lot J - Cresleigh Homes 6/18/2024 In
Compliance
Sundance/Sunridge Villas 12/6/2027 In
Compliance
Arista Del Sol 10/15/2029 In
Compliance
Montelena (Villages 3, 5, 7) 5/3/2031 In
Compliance
Montelena (Villages 1, 2, 4, 6, 8, 9, 10) 9/27/2031 In
Compliance
North Douglas 8/20/2029 In
Compliance
The Ranch 2/21/2040 In
Compliance
Suncreek – Grantline 220 1/1/2039 In
Compliance
Rio Del Oro – Elliott Homes 10/19/2041 In
Compliance
Active Development Agreements – Active Grading and/or Pending Final Maps The Preserve 5/19/2042 In
Compliance
Bradshaw Village 7/3/2034 In
Compliance
Suncreek - Shalako 1/1/2039 In
Compliance
Active Development Agreements – No Construction Activity Rio Del Oro – Aerojet/Gencorp 10/19/2041 In
Compliance
Suncreek – Trevor Gilmartin 1/1/2039 In
Compliance
Suncreek – Sierra Sunrise 1/1/2039 In
Compliance
Suncreek – Vrame-Smith-Dunmore 1/1/2039 In
Compliance
Douglas 103 5/4/2030 In
Compliance
Development Agreements with Residential Buildout– Not Expired Grantline 208 4/15/2030 In
Compliance
Douglas 98 10/3/2028 Satisfied
Anatolia IV 12/31/2029 Satisfied
Capital Village 4/6/2025 Satisfied
Anatolia I - Anthology 12/31/2028 Satisfied

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ITEM 9.18. ATTACHMENT 1
Expired Development Agreements
Ellenwood Commons 10/5/2013 Expired
Anatolia I and II – GMAC and U.S. Home (Villages
7,9,12)
9/1/2014 Expired
Anatolia I and II – GMAC and Lennar (Villages
1,3,4,8,15)
9/1/2014 Expired
Anatolia II (Lot 8) – U.S. Home 1/19/2015 Expired
Anatolia III – Sunridge LLC (Villages
17,20,21,22,23,25,26,27)
11/20/2013 Expired
Sunridge Park 9/1/2014 Expired
Sunridge Park Phase II 2/17/2016 Expired
Anatolia III (Villages 18, 19, 24) 11/20/2018 Expired
The Preserve at Sunridge 10/20/2021 Terminated
Villages of Zinfandel (Elliott Homes and Sacramento
County)
6/22/2023 Expired

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.19.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Amanda Norton, Economic Development Manager
SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AGREEMENT NO. 0000000549 WITH THE STATE OF CALIFORNIA

EMPLOYMENT DEVELOPMENT DEPARTMENT IN AN AMOUNT NOT
TO EXCEED $9,451 FOR QUARTERLY CENSUS EMPLOYMENT AND

WAGES INFORMATION

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to sign the State Department of General Services Agreement No. 0000000549 between the Employment Development Department (EDD) and the City of Rancho Cordova in an amount not to exceed $9,451. The purpose of the Agreement is to obtain confidential Quarterly Census Employment and Wages (QCEW) information for economic planning and policymaking, business attraction and retention, employment wage research and analysis, and supporting grant funding applications.

BACKGROUND
The City of Rancho Cordova’s Economic Development Department has recently launched an update of the Citywide Economic Development Strategic Plan. Data is collected to help inform the recommendations that will be created as part of the Plan. The State of California Employment Development Department (EDD) is a source of important data that could be used to assist in the formation of the Plan. In addition, the data will be a source for ongoing Economic Development efforts. Some of those efforts may include economic planning and policymaking, business attraction and retention, employment wage research and analysis, and supporting grant funding applications.

The State of California General Services has a Standard Agreement that requires a City Council Resolution, along with the signed Agreement to be executed to access the data. The Agreement will run from May 1, 2024, until April 30, 2027, in an amount not to exceed $9,451.

FISCAL IMPACT AND FUNDING SOURCE
Funding for EDD’s Agreement will come from the Economic Development Department’s General Fund Budget or the Department’s Measure R allotment.

ATTACHMENT(S)

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City Council Staff Report - Page 2 of 2

1. Resolution

2. State Department of General Services Agreement No. 0000000549

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ITEM 9.19. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT

WITH THE STATE OF CALIFORIA EMPLOYMENT DEVELOPMENT DEPARTMENT FOR

THE SHARING OF CONFIDENTIAL QUARTERLY CENSUS OF EMPLOYMENT AND

WAGES INFORMATION
WHEREAS, the City of Rancho Cordova (“City”) submitted a request to the Employment Development Department (“EDD”) to receive Quarterly Census of Employment and Wages (“QCEW”) information on February 16, 2024; and
WHEREAS, the City wishes to enter into a three (3) year Agreement with EDD for an amount not to exceed $9,451. The Agreement will allow the City of Rancho Cordova to receive confidential data on a quarterly basis for the purpose of economic planning and policymaking, business attraction and retention, employment and wage research and analysis, and supporting grant and funding applications; and
WHEREAS, the City of Rancho Cordova received a Standard Agreement from the State of California Department of General Services between the Employment Development Department and The City of Rancho Cordova, Contract No. 0000000549 beginning May 1, 2024, and ending on April 30, 2027; and
WHEREAS, the City agrees to adhere to the specific methodology provided in the Standard Agreement by the EDD in sharing confidential information.

NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA as follows:

1. The above recitals are true and incorporated herein by this reference.

2. The City Manager is hereby authorized to execute Contract Agreement No. 0000000549 from the State of California Employment Development Department, as it is Standard Agreement Template from the Department of General Services.

3. This Resolution shall become effective immediately upon its passage.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

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ITEM 9.19. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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2. The term of this Agreement is:

ITEM 9.19. ATTACHMENT 2

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SCO ID:

STATE OF CALIFORNIA- DEPARTMENT OF GENERAL SERVICES �-----------�-------------�

STANDARD AGREEMENT
STD 213 (Rev. 04/2020)

CONTRACTING AGENCY NAME
Employment Development Department

CONTRACTING AGENCY ADDRESS
722 Capitol Mall, MIC 62-C

PRINTED NAME OF PERSON SIGNING
Ernesto Mccorkle

CONTRACTING AGENCY AUTHORIZED SIGNATURE

CALIFORNIA DEPARTMENT OF GENERAL SERVICES APPROVAL

AGREEMENT NUMBER
0000000549

STATE OF CALIFORNIA
PURCHASING AUTHORllY NUMBER (If Applicable)
CllY STATE ZIP
Sacramento CA 95814
TITLE
Manager, Contract Services Group

DATE SIGNED
EXEMPTION (If Applicable)

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ITEM 9.19. ATTACHMENT 2

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EXHIBIT A

SCOPE OF WORK
(Standard Agreement)
This Agreement is entered into by and between the Employment Development Department, hereinafter referred to as the EDD, and the City of Rancho Cordova, Economic Development Department, hereinafter referred to as the CITY or EDD Data Recipient. It sets forth the terms and conditions for the release and use of the EDD confidential information.

SCOPE OF WORK
I. PURPOSE
This Agreement is established for the purpose of the EDD to provide the CITY with confidential Quarterly Census of Employment and Wages (QCEW) information as described in Attachment A-1, Specifications. The CITY shall use the confidential information provided by the EDD for the purpose of economic planning and policy making; business attraction and retention; employment and wage research and analysis; and supporting grant and funding applications.

II. LEGAL AUTHORITY
The EDD shall make the specified confidential information available to the CITY under the authority of Section 1095(r) of the Unemployment Insurance Code (UIC).

The CITY shall request and use the specified EDD confidential information pursuant to UIC Section 1095(r).

III. AGREEMENT REPRESENTATIVES
The EDD Representative:

ATTN: Cindy Wong
Employment Development Department
Labor Market Information Division
800 Capitol Mall, MIC 57
Sacramento, CA 95814
Phone: (916) 837-7709
Email: [email protected]
The CITY Representative:

ATTN: Amanda Norton
City of Rancho Cordova
Economic Development Department
2729 Prospect Park Drive
Rancho Cordova, CA 95670
Phone: (916) 851-8783
Email: [email protected]
Either party may make changes to the Agreement Representatives information above by giving written notice to the other party. Said changes shall not require an amendment to this Agreement.

ITEM 9.19. ATTACHMENT 2

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SPECIFICATIONS
I. METHODOLOGY

1. Using Geographic Information Systems (GIS) software, the EDD produces the confidential QCEW data files containing information for employers within the City of Rancho Cordova as defined by the Census shapefile.

2. The EDD transmits the QCEW data files to the CITY through the California Department of Technology (CDT) secure electronic transmittal system.

3. The CITY retrieves the QCEW data files from the CDT system within twenty (20) calendar days from submission. On the 21st calendar day, the data file is automatically deleted.

II. RESPONSIBILITIES

1. The EDD agrees to:
a) Provide the QCEW data files for Year 2013, Quarter 1 through Year 2026, Quarter

2. Data file updates will be provided on a routine quarterly basis as new data becomes available.
b) Include the following data elements for each employer in the QCEW data files (if available):
• Year and Quarter
• 6-digit NAICS Code
• Legal and Trade Names
• Mailing Street, City, State,
and Zip Code
c) Provide the QCEW data files in Excel format.
• Physical Street, City, State,
and Zip Code
• Monthly Employment
• Total Quarterly Wages
d) Set up a Basic User Account for the CITY to access the CDT system and provide administrative support.
e) Monitor and assess the status of the information to ensure that the terms, conditions, and disclosure constraints stipulated in this Agreement are followed. This compliance review is part of the EDD contract monitoring process.

2. The CITY agrees to:
a) Request only the EDD confidential information specifically authorized under this Agreement.

ITEM 9.19. ATTACHMENT 2

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b) Use the EDD confidential information provided under this Agreement for the purpose of:
• Economic Planning and Policy Making: To make informed decisions regarding the local economy, including workforce development, job training programs, and other economic initiatives.
• Business Attraction and Retention: To understand the current business environment and develop strategies to attract new businesses or retain existing ones. • Research and Analysis: To conduct research and analysis on employment trends, wages, and other factors that impact the local economy. • Grant and Funding Applications: To support applications for federal/state grants or other funding that may require information about the local labor market. c) Comply with the UIC on any matters pertaining to the access, use, and/or release of information under this Agreement. Failure to comply with this provision shall be deemed a breach of this Agreement and shall be grounds for cancellation of this Agreement. d) Oversee the CITY staff in their use of the confidential information received from the EDD. e) Instruct all the CITY staff with access to the information provided by the EDD under this Agreement regarding: (1) the confidential nature of the information; (2) the requirements of this Agreement; (3) the need to adhere to the security and confidentiality provisions outlined in Exhibit E – Protection of Confidentiality; and (4) the sanctions and penalties against unauthorized use or disclosure found in UIC Sections 1094 and 2111, the California Civil Code Section 1798.55, and the California Penal Code Section 502. f) Ensure that all the CITY staff assigned to work with the information provided by the EDD have signed the EDD Vendor/Contractor Confidentiality Statement (Attachment E-1). g) Comply with Section 603.9, Title 20 of the Code of Federal Regulations (CFR) with respect to any of the EDD confidential information.
h) Cooperate with the EDD’s authority to monitor this Agreement in accordance with Exhibit E, Section II, paragraphs (e) and (f).
i) Use the information provided by the EDD only as specifically authorized under this Agreement. Section 1095(u) of the UIC prohibits a private collection agency from using any EDD information the CITY obtains under this Agreement. Therefore, nothing in this Agreement shall be construed to authorize or permit a private collection agency to use the EDD information for any purpose. Violation of this paragraph will be a basis for terminating this Agreement.

ITEM 9.19. ATTACHMENT 2

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j) Not release the EDD confidential information to any other public or private entity without the EDD’s prior written consent.
k) Ensure that all contracts established with other private and/or public contractors and/or subcontractors approved to have access to the EDD confidential information disclosed under this Agreement include all the EDD confidentiality provisions specified herein. l) Not disclose any individually identifiable EDD information when publishing information. Any summarized industry level data, when published, must contain three or more firms. In those instances where there are three or more firms and the employment of a single firm represents 80 percent or more of the total, the number must be rolled up to a larger total in order to mask identification of such firms.
m) Allow the EDD to review and approve any report or document containing information, summaries or aggregations derived from the EDD data at least 15 working days prior to publication. A copy shall be provided to the EDD at no cost. n) Ensure the downloading of the EDD confidential information is properly secured and stored on encrypted data storage devices (including laptops, usb drives, cd’s, dvd, tapes and similar devices and media).
o) Ensure encryption meets current National Institute of Standards and Technology (NIST) standards.
p) Ensure that data storage devices are destroyed, properly cleared, or sanitized in accordance with the EDD Data Storage and Removal Policy. q) Ensure disposal of the EDD confidential information after the purpose for which the information is disclosed is served.
r) Pursuant to 20 CFR., Part 603.10(c)(1), if the CITY fails to comply with any provision of this Agreement, including timely payment of the EDD’s costs under this Agreement, this Agreement shall be suspended and no further disclosures will be made until the EDD is satisfied that corrective action has been taken and there will be no further breach. In the absence of prompt and satisfactory corrective action, this Agreement will be cancelled, and the CITY shall surrender to the EDD all confidential information obtained under this Agreement which has not been previously returned to the EDD, and any other information relevant to this Agreement.

3. Both parties agree to:
a) Designate staff to have primary responsibility for program liaison, coordination of activities, and to meet, when necessary, to further redefine specific program procedures. b) Cooperate fully and furnish such assistance as may be mutually agreed upon by the parties hereto as being necessary and appropriate for proper performance of this Agreement.

ITEM 9.19. ATTACHMENT 2

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III. ACCURACY ASSESSMENT
Individual employers and claimants report the information in the EDD files. Since the EDD is not the originator of the information disclosed, the EDD cannot guarantee the accuracy of the information.

ITEM 9.19. ATTACHMENT 2

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I. INVOICING AND PAYMENT

1. The maximum amount payable for this Agreement shall not exceed Nine Thousand Four Hundred Fifty-One Dollars and Zero Cents ($9,451.00).

2. For services satisfactorily rendered and upon receipt and approval of the invoice(s), the CITY agrees to reimburse the EDD for said services in accordance with Attachment B-1, Budget Detail Sheet.

3. The invoice(s) shall reference the EDD Agreement No. 0000000549 and shall be submitted for payment to:

Amanda Norton
City of Rancho Cordova
Economic Development Department
2729 Prospect Park Drive
Rancho Cordova, CA 95670
[email protected]

4. Payment to the EDD must reference the EDD Invoice Number, the EDD Agreement No. 0000000549 and be sent to:

Employment Development Department
Accounting Section, MIC 70
P.O. Box 826217
Sacramento, CA 94230-6217
ITEM 9.19. ATTACHMENT 2

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SFY 2023-24*

PERSONAL SERVICES & PERSONNEL BENEFITS (PS & PB)
Classification

RESEARCH DATA

SPECIALIST I
Sub-Total
Personnel Benefits (59.72% of (B)) $3,122.68
TOTAL PS & PB $8,351.54

OPERATING EXPENSES & EQUIPMENT (OE&E)
Allocated OE&E ((A) multiplied by $10,048 per PY) $533.55 Direct OE&E
Expense Type Est. Cost
Miscellaneous $12.71
Total Direct OE&E $12.71
TOTAL OE&E $546.26
Administrative Staff and Technical (AS&T) ((A) multiplied by $10,418 per PY)
$553.20
TOTAL $9,451.00
* Rates may be subject to change.

Annual Contract Total
Salary Hours PYs Costs
$98,472 92.7 0.0531 $5,228.86

0.0000 $0.00

92.7 0.0531 (A) $5,228.86 (B)
ITEM 9.19. ATTACHMENT 2

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I. FORCE MAJEURE
Neither party shall be liable to the other for any delay in or failure of performance, nor shall any such delay in or failure of performance constitute default, if such delay or failure is caused by “Force Majeure.” As used in this section, “Force Majeure” is defined as follows: Acts of war and riots, and acts of god such as earthquakes, floods, pandemics and other natural disasters, such that performance is impossible.

II. WORKFORCE INNOVATION AND OPPORTUNITY ACT
The Contractor agrees to conform to nondiscrimination provisions of the Workforce Innovation and Opportunity Act (WIOA) and other federal nondiscrimination requirements as referenced in 29 CFR, parts 37 and 38.

III. TERMINATION
This Agreement may be terminated by either party by giving written notice 30 days prior to the effective date of such termination.

IV. SETTLEMENT OF DISPUTES
Any dispute concerning a question of fact arising under the term of this Agreement which is not disposed of within a reasonable period of time (ten days) by the Contractor and the State employees normally responsible for the administration of this contract shall be brought to the attention of the Chief Executive Officer (or designated representative) of each organization for joint resolution.

V. EXECUTIVE ORDER N-6-22 – RUSSIA SANCTIONS
On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. Government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine the Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this Agreement. The State shall provide the Contractor advance written notice of such termination, allowing the Contractor at least 30 calendar days to provide a written response.

Termination shall be at the sole discretion of the State.

Special Terms and Conditions (Rev 02-2022)
ITEM 9.19. ATTACHMENT 2

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Federal and state confidentiality laws, regulations, and administrative policies classify all the Employment Development Department (EDD) information provided under this Agreement as confidential. The federal and state laws prohibit disclosure of the EDD’s confidential information to the public and mandate its protection against loss and against unauthorized access, use, disclosure, modification, or destruction.

The EDD Data Recipient must therefore, agree to the following security and confidentiality requirements:

I. ADMINISTRATIVE SAFEGUARDS
a. Adopt policies and procedures to ensure use of the EDD’s confidential information solely for purposes specifically authorized under this Agreement that meet the requirements of section §603.10, Title 20 of the Code of Federal Regulations.
b. Warrant by execution of this Agreement, that no person or selling agency has been employed or retained to solicit or secure this Agreement upon agreement or understanding for a commission, percentage, brokerage, or contingent fee. In the event of a breach or violation of this warranty, the EDD shall have the right to annul this Agreement without liability, in addition to other remedies provided by law. c. Warrant and certify that in the performance of this Agreement, the EDD Data Recipient will comply with all applicable statutes, rules and/or regulations, and Agreement information security requirements, including but not limited to the following:
• California Unemployment Insurance Code §1094 (Disclosure Prohibitions) • Title 20, Code of Federal Regulations §603.9 and §603.10 (Federal Unemployment Compensation Safeguards and Security Requirements)
• California Civil Code §1798, et seq. (Information Practices Act) • California Penal Code §502 (Computer Fraud Act )
• Title 5, U.S. Code §552a (Federal Privacy Act Disclosure Restrictions) • Title 42, U.S. Code §503 (Social Security Act)
• Title 18, U.S. Code §1905 (Disclosure of Confidential Information) d. Agree to indemnify the EDD against any loss, cost, damage or liability resulting from violations of these applicable statutes, rules and/or regulations by the EDD Data Recipient, and Agreement information security requirements that meet section 5305.8 of the State Administrative Manual. e. Protect the EDD’s information against unauthorized access, at all times, in all forms of media. Access and use the information obtained under this Agreement only to the extent necessary to assist in the valid administrative needs of the program receiving such information, and only for the purposes defined in this Agreement. f. Keep all the EDD’s confidential information completely confidential. Make this information available to authorized personnel on a "need-to-know" basis, and only for the purposes authorized under this Agreement. “Need-toknow” refers to those authorized personnel who need information to perform their official duties in connection with the use of the information authorized by this Agreement. g. Immediately upon discovery, notify the EDD Cybersecurity Division at [email protected], that there may have been a breach in security which has or may have resulted in the disclosure of confidential information. For purposes of this section, immediately is defined within 24 hours of discovery of the breach.

The notification must include a detailed description of the incident (such as time, date, location, and circumstances) and identify the EDD Data Recipient personnel responsible (name, title and contact ITEM 9.19. ATTACHMENT 2

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information) for handling breach disclosures. Please do not include any confidential information in the notification.
h. The EDD shall maintain the right to participate in the investigation of a security incident involving its data or conduct its own independent investigation. The EDD Data Recipient shall cooperate fully in such investigations.

II. MANAGEMENT SAFEGUARDS
a. Acknowledge that the confidential information obtained by the EDD Data Recipient under this Agreement remains the property of the EDD.
b. Instruct all personnel assigned to work with the information provided under this Agreement regarding the following:
• Confidential nature of the EDD information.
• Requirements of this Agreement.
• Sanctions specified in federal and state unemployment compensation laws and any other relevant statutes against unauthorized disclosure of confidential information provided by the EDD. c. Require that all personnel assigned to work with the information provided by the EDD complete the EDD Vendor/Contractor Confidentiality Statement (Attachment E-1). d. Permit the EDD to make on-site inspections to ensure that the terms of this Agreement are being met. Make available to the EDD staff, on request and during on-site reviews, copies of the EDD Vendor/Contractor Confidentiality Statement (Attachment E-1) completed by personnel assigned to work with the EDD’s confidential information, and hereby made a part of this Agreement. e. Maintain a system of records sufficient to allow an audit of compliance with the requirements under subsection (e) of this part. Permit the EDD to make on-site inspections to ensure that the requirements of federal and state privacy, confidentiality and unemployment compensation statutes and regulations are being met including but not limited to §1137(a)(5)(B) of the Social Security Act.

III. USAGE, DUPLICATION, AND REDISCLOSURE SAFEGUARDS
a. Use the EDD’s confidential information only for purposes specifically authorized under this Agreement. The information is not admissible as evidence in any action or special proceeding except as provided under section 1094(b) of the UIC. Section §1095(u) of the UIC does not authorize the use of the EDD’s confidential information by any private collection agency.
b. Extraction or use of the EDD information for any purpose outside the purposes stated in this Agreement is strictly prohibited. The information obtained under this Agreement shall not be reproduced, published, sold, or released in original or any other form not specifically authorized under this Agreement. c. Disclosure of any of the EDD information to any person or entity not specifically authorized in this Agreement is strictly prohibited. Personnel assigned to work with the EDD’s confidential information shall not reveal or divulge to any person or entity any of the confidential information provided under this Agreement except as authorized or required by law. The EDD Data Recipient shall immediately notify and work cooperateively with the EDD to respond timely and correctly to public records act requests that it receives related to information obtained under this Agreement. Access to public records is governed by the California Public Records Act, Government Code §7920-7931.

IV. PHYSICAL SAFEGUARDS
a. Take precautions to ensure that only authorized personnel are given access to physical, electronic and on-line files. Store electronic and hard copy information in a place physically secure from access by ITEM 9.19. ATTACHMENT 2

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unauthorized persons. Process and store information in electronic format, such as magnetic tapes or discs, in such a way that unauthorized persons cannot retrieve the information by means of computer, remote terminal, or other means.
b. Secure and maintain any computer systems (network, hardware, and software applications) that will be used in the performance of this Agreement. This includes ensuring that all security patches, upgrades, and anti-virus updates are applied as appropriate to secure data that may be used, transmitted, or stored on such systems in the performance of this Agreement.
c. Store all the EDD’s confidential documents in a physically secure manner at all times to prevent unauthorized access.
d. Store the EDD’s confidential electronic records in a secure central computer facility. Where in-use on a shared computer system or any shared data storage system, ensure appropriate information security protections are in place. The EDD Data Recipient shall ensure that appropriate security access controls, storage protections and use restrictions are in place to keep the confidential information in the strictest confidence and shall make the information available to its own personnel on a "need-to-know” basis only. e. Store the EDD’s confidential information in encrypted format when recorded on removable electronic storage media, or on mobile computing devices such as a laptop computer. f. Maintain an audit trail and record data access of authorized users and authorization level of access granted to the EDD’s data, based on job function.
g. Direct all personnel permitted to use the EDD’s data to avoid leaving the data displayed on their computer screens where unauthorized users may view it. Personnel should retrieve computer printouts as soon as they are generated so that the EDD’s data is not left unattended in printers where unauthorized personnel may access them.
h. Dispose of confidential information obtained from the EDD, and any copies thereof made by the EDD Data Recipient, after the purpose for which the confidential information is disclosed is served. Disposal means return of the confidential information to the EDD or destruction of the information utilizing an approved method of confidential destruction, which includes electronic deletion (following Department of Defense specifications) shredding, burning, or certified or witnessed destruction.

ITEM 9.19. ATTACHMENT 2

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Information resources maintained by the State of California Employment Development Department (EDD) and provided to you may be confidential or sensitive. Confidential and sensitive information are not open to the public and require special precautions to protect it from wrongful access, use, disclosure, modification, and destruction. The EDD strictly enforces information security.

If you violate these provisions, you may be subject to administrative, civil, and/or criminal action.

I, an employee of City of Rancho Cordova
PRINT YOUR NAME PRINT YOUR EMPLOYER’S NAME
hereby acknowledge that the confidential and/or sensitive records of the Employment Development Department are subject to strict confidentiality requirements imposed by state and federal law including, but not limited to, Unemployment Insurance Code (UIC) §§ 1094, 2111 and 2714; California Civil Code (CC) § 1798 et seq.; California Penal Code (PC) § 502; 5 United States Code (U.S.C.) § 552a; 18 U.S.C. § 1905; and 20 Code of Federal Regulations (C.F.R.) § 603 et seq. • I acknowledge that the Contract’s Confidentiality and Data Security Monitor reviewed with me the confidentiality and security requirements, policies, and administrative processes of my organization and that of the EDD. • I acknowledge responsibility for knowing the classification of the EDD information I work with and agree to refer questions about the classification of the EDD information (public, sensitive, confidential, Federal Tax Information) to the Contract’s Data Security Monitor. • I acknowledge privacy, confidentiality, and data security laws apply to the EDD information I have been granted access to by my employer, including, but not limited to, UIC §§ 1094, 2111, and 2714; Government Code § 15619; CC § 1798.53; and PC § 502. • I acknowledge that wrongful access, inspection, use, modification, or disclosure of confidential information may be punishable as a crime and/or result in civil action taken against me, and/or fines and penalties resulting from criminal prosecution or civil lawsuits, and/or termination of contract.
• I acknowledge that wrongful access, inspection, use, modification, or disclosure of confidential information for personal gain, curiosity, or any non-business related reason is a crime under state and federal laws. • I acknowledge that wrongful access, inspection, use, modification, or disclosure of confidential information is grounds for immediate termination of my employer’s Contract with the EDD.
• I acknowledge that I understand the penalty provisions of Internal Revenue Code (26 U.S.C. §§ 7431, 7213, and 7213A). • I acknowledge that upon discovering a possible improper inspection or disclosure of Federal Tax Information (FTI), including breaches and security incidents, I must follow the proper incident reporting requirements issued by the EDD. If I think there is a mishandling of information, I will contact my EDD contract monitor and contact the EDD Information Security Office to ensure the Office of Safeguards and the Treasury Inspector General for Tax Administration are notified of a possible issue involving FTI. • I hereby agree to protect the EDD’s information on either paper or electronic form in the following ways:
• Access, inspect, use, disclose, modify, remove or destroy information only for the purpose of performing official duties • Never access, inspect, use, disclose, modify, remove, or destroy information for curiosity, personal gain, or any non-EDD and/or my organization’s business related reason
• Never post the EDD and/or other agency/entity confidential and proprietary information to social media, networking or other public websites
• Secure confidential information in approved locations and destroy confidential information by approved methods • Never use personal devices, including but not limited to, laptops, cameras, video recorders, portable electronic devices containing cameras such as, iPads, tablets and mobile smartphones, in the workplace to capture or record confidential information, including that which appears in the background in work areas
• Only use authorized state business devices to capture or record confidential information when there is a business need and meets the EDD’s guidelines
• Never remove personal, sensitive, or confidential information from my work site without authorization • Follow encryption requirements for all personal, sensitive, or confidential information in any portable device or media

CERTIFICATION
I expressly consent to the monitoring of my access to computer-based sensitive, personal, or confidential information by the Franchise Tax Board, the Employment Development Department, the California Department of Tax and Fee Administration, the Department of Motor Vehicles, the Board of Equalization, and any other State agency designated by them.

My signature verifies that I read and agree to comply with the state and federal laws listed on this form. I further understand that failure to comply with these laws may result in my being barred from accessing the EDD information or other information provided by the EDD and could result in criminal prosecution.

NAME (PRINT) EMPLOYER (PRINT COMPANY NAME)

SIGNATURE DATE
ITEM 9.19. ATTACHMENT 2

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Completion Instructions
The Vendor/Contractor Confidentiality Statement, DE 7410C, informs all EDD vendors and contractors of their information security responsibilities.

NOTE: Failure to sign the Vendor/Contractor Confidentiality Statement does not exempt the vendor/contractor or non-EDD staff from their responsibility to ensure that the EDD’s confidential information assets are protected.

Additional information is available upon request. Please see:
• DE 7410F,” Vendor/Contractor Fact Sheet”
ITEM 9.19. ATTACHMENT 2

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EDD Agreement No. 0000000549
EDD/City of Rancho Cordova

Page 1 of 1 ends

ATTACHMENT E-2
(Standard Agreement)

EMPLOYMENT DEVELOPMENT DEPARTMENT

INDEMNITY AGREEMENT
In consideration of access to the EDD information which is personal, sensitive, or confidential, the EDD Data Recipient agrees to indemnify the EDD against any and all liability costs, damages, attorney fees, and other expenses the EDD may incur by reason of or as a result of any unauthorized use of the personal, sensitive, or confidential information or any violation of the “Confidentiality Agreement” by any and all employees of the EDD Data Recipient.

This obligation shall be continuous and may not be changed or modified unless agreed to in writing.

In addition, I understand that the following penalties may be incurred for any such misuse of the EDD Information by the EDD Data Recipient to the extent authorized by law:

1. Any individual who has access to returns, reports, or documents maintained by the EDD who does not maintain the confidentiality of the information or publishes or opens the information to public inspection in any manner may be punished by imprisonment in the county jail for up to one year or a fine of $20,000.00 or both. (Unemployment Insurance Code §§ 2111 and 2122).

2. Any person who intentionally discloses information, not otherwise public, which they knew or should have known was obtained from personal information maintained by a state agency, shall be subject to civil action for invasion of privacy by the individual to whom the information pertains. (California Civil Code §1798.53).

3. Any unauthorized access to the EDD computer data, computer systems, or unauthorized use of the EDD data is punishable by a fine or imprisonment in the county jail or both. (California Penal Code §502).

INFORMATION SECURITY STATEMENT OF RESPONSIBILITY
By the EDD Data Recipient’s signature on the STD 213, the EDD Data Recipient attests that it has in place the safeguards and security requirements stated in this Agreement that meet the requirements of sections 13400 - 13407 of the California Government Code and sections 603.9 and 603.10 of Title 20 of the Code of Federal Regulations. The EDD Data Recipient therefore accepts responsibility for ensuring compliance with these requirements, as set forth in Exhibit “E” of the EDD Agreement No. 0000000549.

Attachment E-2 (Rev 04-2023)
ITEM 9.19. ATTACHMENT 2

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MEMORANDUM
City Council Staff Report - Page 1 of 3

ITEM 9.20.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Stefan Heisler, Housing Manager
Ka Vang, Management Analyst
SUBJECT: A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE

A FORGIVABLE PREDEVELOPMENT LOAN AGREEMENT WITH

MERCY HOUSING CALIFORNIA FOR THE MATHER VETERANS
VILLAGE PHASE 4 PROJECT IN THE AMOUNT OF $467,024

UTILIZING PERMANENT LOCAL HOUSING ALLOCATION (PLHA)

FUNDING

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would authorize the City Manager to execute a Forgivable Predevelopment Loan Agreement with Mercy Housing California, a nonprofit corporation in partnership with its resident services partner Nation’s Finest, for the Mather Veterans Village Phase 4 project in the amount of $467,024 to begin architectural and engineering predevelopment activities.

BACKGROUND
The City of Rancho Cordova (City) issued a Request for Proposal (RFP) for the veterans affordable housing project in July 2022. The City received three proposals and Mercy Housing California, Veterans Housing Development Corporation, and its developer partner, Nation’s Finest, were selected for the Mather Veterans Village Phase 4 project. The Mather Veterans Village Phase 4 project is a 70-unit multifamily residential apartment project for homeless and/or disabled veterans or homeless households. One hundred percent of the units will be rented at an affordable monthly rent to households earning up to 50 percent of area median income for a period of 55 years. The project will have a priority for serving seniors aged 62 and over. The project will be new construction, three stories, single-loaded, and elevator-served.

The unit mix includes 58 one-bedroom units and 12 two-bedroom units. Mercy Housing California, on behalf of the City, has submitted multiple applications for State and Federal funding in the past and has received tax credits for previous phases. Mercy Housing California intends to submit for competitive funding to complete this project in July 2024. Predevelopment funding for the project is vital to initiate architectural and engineering plans and align with a potential tax credit award in October 2024, which would require construction to start within 180 days following an award.

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City Council Staff Report - Page 2 of 3

In October 2022, staff submitted a five-year plan application to the California Department of Housing and Community Development (HCD) for the Permanent Local Housing Allocation (PLHA) program funding. The program provides funding to local governments in California for housing-related projects and programs that assist in addressing unmet housing needs. On December 12, 2022, HCD awarded the City an annual allocation over the 2019-2023 five-year period totaling $1,712,196. On October 3, 2022, the City Council adopted Resolution No. 181- 2022 authorizing the City Manager to enter into a Standard Agreement with HCD for the PLHA funds. The PLHA Standard Agreement between the City and HCD was executed on June 16, 2023.

The purpose of this item is to provide direction on allocating $467,024 of the PLHA funding to the Mather Veterans Village Phase 4 Affordable Housing project to start predevelopment activities in the form of a forgivable loan. The PLHA funding for the Mather Veterans Village Phase 4 Project will be used to start the architectural and engineering documents (building plans) needed to construct the project. Mercy Housing California, the project developer, will submit an application for federal and State credits in July 2024. If the application is successful, the project will be on a tight timeline to begin construction within six months of the award notification, by early 2025. Therefore, getting started on the architectural and engineering plans at this time will position the project to meet the required construction start deadline with a successful tax credit award. If this application is unsuccessful, Mercy Housing California will apply again in February 2025 and will similarly be well-prepared to begin construction in late 2025.

This predevelopment loan will be for a term of two (2) years. The loan will be evidenced by a promissory note and secured by an assignment of the architectural and engineering agreements. The outstanding principal balance will accrue simple interest at the rate of three percent (3%) per annum. This two-year term may be extended up to an additional two years to a total four-year initial term. If, or when, the project moves forward to construction, this loan will be rolled into a construction/permanent loan for the project and the term extended to fifty-five (55) years. In the event that Mercy Housing California is not able to secure all the financial assistance needed to acquire and construct the Mather Veterans Village Phase 4 project within the initial term, this predevelopment loan will be forgiven by the City. If the loan is forgiven, the architectural and engineering agreements will be assigned to the City, and the City will take possession of the documents and materials produced under those agreements.

There is no City General Fund financial commitment to this project. Local City and Sacramento County funding for the project utilizes American Rescue Plan Act (ARPA) and Community Project Funding. The total of these sources dedicated to this project, including this PLHA request, is $6,467,024. The project has also received 70 Project Based Vouchers from the Sacramento Housing and Redevelopment Agency (SHRA).

FISCAL IMPACT AND FUNDING SOURCE
Permanent Local Housing Allocation (PLHA) funding will be accessible for this project once the City has acquired the project site from Sacramento County, anticipated for the end of June 2024. In the interim, there will be a limited fiscal impact on the City's General Fund Housing Trust Fund. Once PLHA funds are accessible, this impact to the City's General Fund will be reimbursed. Ultimately, there will be no fiscal impact from this action. This action will utilize and expend State affordable housing grant funding.

ATTACHMENT(S)

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City Council Staff Report - Page 3 of 3

1. Resolution

2. Forgivable Predevelopment Loan Agreement

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ITEM 9.20. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

OF CALIFORNIA, AUTHORIZING THE CITY MANAGER TO EXECUTE A FORGIVABLE

PREDEVELOPMENT LOAN AGREEMENT WITH MERCY HOUSING CALIFORNIA FOR THE MATHER VETERANS VILLAGE PHASE 4 PROJECT IN THE AMOUNT OF $467,024

UTILIZING PERMANENT LOCAL HOUSING ALLOCATION FUNDING
WHEREAS, the City has partnered with the nonprofit developer Mercy Housing California, and its partner organization Nation’s Finest, for the development of the Mather Veterans Village Phase, a 70-unit multi-family affordable housing new construction project for homeless and disabled veterans and homeless families ("Project"); and WHEREAS, the Project is in need of funding support to begin predevelopment activities in preparation for a future State and federal Low Income Housing Tax Credit application and potential award in October 2024; and
WHEREAS, the City of Rancho Cordova (“City”) submitted a grant application for the Permanent Local Housing Allocation (“PLHA”) program and was awarded an annual allocation in PLHA funding on December 12, 2022; and
WHEREAS, the City Council adopted Resolution No. 181-2022 on October 3, 2022, authorizing the City Manager to enter into a Standard Agreement with the HCD for the PLHA funds and executed the PLHA Standard Agreement between the City and HCD on June 16, 2023, in the amount of $1,712,196; and
WHEREAS, the Project is exempt from the California Environmental Quality Act (“CEQA”) under the exemption for In-Fill Development Projects (CEQA Guidelines § 15332); and WHEREAS, the City Council desires to execute a Forgivable Predevelopment Loan Agreement with Mercy Housing California for the Project in the amount of $467,024 utilizing PLHA funding to start the predevelopment activities of architectural and engineering design that will prepare the Project for a Low Income Housing Tax Credit award and construction.

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

SECTION 1. The City Council finds that the Project is exempt per The California Environmental Quality Act (CEQA) Guidelines Section 15332, In-Fill Development Projects. The City Council further finds that the Project is consistent with the City’s General Plan, and the City’s Zoning Code. The City certified an environmental review for the Zoning Code. Therefore, no additional CEQA environmental review is required.

SECTION 2. The City Manager of the City of Rancho Cordova, or his designee, is authorized to execute a Forgivable Predevelopment Loan Agreement, and all other documents deemed necessary to evidence and secure the PLHA grant funds, in a form approved by the City Attorney, with Mercy Housing California for the Mather Veterans Village Phase 4 Project in the amount of $467,024.

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ITEM 9.20. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2
PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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PREDEVELOPMENT LOAN AGREEMENT
by and between

THE CITY OF RANCHO CORDOVA
and
Mercy Housing California,
a California nonprofit public benefit corporation
(Mather Veterans Village Phase IV)
ITEM 9.20. ATTACHMENT 2

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PREDEVELOPMENT LOAN AGREEMENT
(Mather Veterans Village Phase IV)
THIS PREDEVELOPMENT LOAN AGREEMENT (this “Agreement”) is entered into effective as of March 1, 2024 (“Effective Date”) by and between the City of Rancho Cordova, a California municipal corporation (“City”), and Mercy Housing California, a California nonprofit public benefit corporation (“Borrower”). City and Borrower are hereinafter collectively referred to as the “Parties.”

RECITALS
A. City has acquired or entered into an agreement to acquire from the County of Sacramento approximately ___ acres of vacant property (the “Property”) located adjacent to the “Mather Veterans Village” project on the closed Mather Air Force Base at APN 067-0010-093-0000 in the City of Rancho Cordova, California.

B. City desires for the Property to be developed as an affordable housing project for occupancy by very low income disabled and or homeless veterans and their households (the “Affordable Housing Project”).

C. City and Developer have entered into an Option Agreement which grants to Borrower an option to purchase the Property from City for development of the Affordable Housing Project thereon when certain conditions thereto have been satisfied.

D. The Parties desire for Borrower to perform certain predevelopment activities with respect to the Affordable Housing Project prior to the Borrower’s acquisition of the Property from City. Borrower desires to perform such predevelopment work provided that City makes a loan to Borrower for such work.

E. To effectuate this purpose, the City desires to provide a loan to Borrower (the “Predevelopment Loan”) pursuant to the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows.

ARTICLE I

DEFINITIONS

1. Definitions. The following terms shall have the meanings set forth in the Sections referenced below whenever used in this Agreement and the Exhibits attached hereto. Additional terms are defined in the Recitals and text of this Agreement. (a) "Affordable Housing Project" means the multifamily apartment units and related onsite improvements, parking, landscaping and other onsite improvements proposed to be located on the Property.

ITEM 9.20. ATTACHMENT 2

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(b) "Agreement" means this Predevelopment Loan Agreement, including the attached Exhibits and all subsequent amendments to this Agreement. (c) “Assignment of Architectural and Engineering Agreements” means the assignment agreement that will secure the Borrower's obligation to repay the Predevelopment Loan, substantially in the form attached hereto as Exhibit D and incorporated herein. (d) "Borrower" means Mercy Housing California, a California nonprofit public benefit corporation, and its permitted successors and assigns as set forth herein. (e) "City" means the City of Rancho Cordova, a California municipal corporation.
(f) "City Documents" means, collectively, this Agreement, the Promissory Note, the Assignment of Architectural and Engineering Agreements, and all other documents required to be executed by the Borrower in connection with the transaction contemplated by this Agreement. (g) "City Manager" means the City Manager of the City.
(h) "Event of City Default" has the meaning set forth in Section 6.2. (i) "Event of Borrower Default" has the meaning set forth in Section 6.1. (j) “Indemnitees” means the City and its elected and appointed officers, officials, employees, agents, consultants, and contractors. (k) "Parties" means the City and the Borrower. "Party" means either the City or the Borrower.
(l) "Predevelopment Loan" means the loan from the City to the Borrower in the amount of Four Hundred Sixty Seven Thousand Twenty Four Dollars ($467,024), evidenced by the Promissory Note.
(m) "Promissory Note" means the promissory note that will evidence the Borrower's obligation to repay the Predevelopment Loan, substantially in the form attached hereto as Exhibit C and incorporated herein.
(n) "Property" means the real property owned or to be acquired by the City, which real property is more particularly described in the Legal Description attached hereto as Exhibit A which is incorporated herein.
(o) "Transfer" has the meaning set forth in Section 5.2.

ARTICLE II
REPRESENTATIONS; EFFECTIVE DATE AND TERM

2.1 Borrower's Representations. Borrower represents and warrants to City as follows, ITEM 9.20. ATTACHMENT 2

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and Borrower covenants that until the expiration or earlier termination of this Agreement, upon learning of any fact or condition which would cause any of the warranties and representations in this Section 2.1 not to be true, Borrower shall immediately give written notice of such fact or condition to City. Borrower acknowledges that City shall rely upon Borrower’s representations made herein notwithstanding any investigation made by or on behalf of City. (i) Authority. Borrower is a nonprofit public benefit corporation duly formed and in good standing under the laws of the State of California. Borrower has the full right, power and authority to undertake all obligations of Borrower as provided herein, and Borrower’s execution, performance and delivery of this Agreement and the City Documents have been duly authorized by all requisite actions.
(ii) No Conflict. Borrower's execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which Borrower is a party or by which it is bound. (iii) No Litigation or Other Proceeding. No litigation or other proceeding (whether administrative or otherwise) is outstanding or has been threatened which would prevent, hinder or delay the ability of Borrower to perform its obligations under this Agreement. (iv) No Borrower Bankruptcy. Borrower is not the subject of a bankruptcy or insolvency proceeding.

2.2 City Representations. City represents and warrants to Borrower as follows, and City covenants that until the expiration or earlier termination of this Agreement, upon learning of any fact or condition which would cause any of the warranties and representations in this Section 2.2 not to be true, City shall immediately give written notice of such fact or condition to Borrower. City acknowledges that Borrower shall rely upon City’s representations made herein notwithstanding any investigation made by or on behalf of Borrower. (i) Authority. City is a municipal corporation duly organized and in good standing under the laws of the State of California. City has the full right, power and authority to undertake all of the respective obligations as provided herein, and the execution, performance and delivery of this Agreement by City has been duly authorized by all requisite actions on the part of the City.
(ii) No Conflict. City’s execution, delivery and performance of its obligations under this Agreement will not constitute a default or a breach under any contract, agreement or order to which City is a party or by which it is bound. (iii) No Litigation or Other Proceeding. No litigation or other proceeding (whether administrative or otherwise) is outstanding or has been threatened which would prevent, hinder or delay the ability of City to perform its obligations under this Agreement. (iv) No Bankruptcy. City is not the subject of a bankruptcy or insolvency proceeding.

ITEM 9.20. ATTACHMENT 2

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2.3 Effective Date. The representations and warranties of Borrower and City hereunder shall be effective as of the Effective Date.

ARTICLE III

PREDEVELOPMENT WORK

3.1 Designs and Plans. Borrower covenants that it shall prepare all designs and plans which may be required by City and any other governmental agency having jurisdiction over the construction of the Affordable Housing Project, in accordance with the requirements of the Scope of Predevelopment Work attached hereto as Exhibit B and incorporated herein. Borrower shall be solely responsible for all direct and indirect costs and expenses incurred in connection with the foregoing.

3.2 Liens and Stop Notices. Borrower shall not allow to be placed on the Property or any part thereof any lien or stop notice on account of materials supplied to or labor performed on behalf of Borrower. If a claim of a lien or stop notice is given or recorded affecting the Property, Borrower shall within thirty (30) days of such recording or service: (a) pay and discharge (or cause to be paid and discharged) the same; or (b) effect the release thereof by recording and delivering (or causing to be recorded and delivered) to the party entitled thereto a surety bond in sufficient form and amount or provide other assurance satisfactory to City that the claim of lien or stop notice will be paid or discharged.

3.3 Right of City to Satisfy Liens on the Property. If Borrower fails to satisfy or discharge any lien or stop notice on the Property pursuant to Section 3.2 above, the City shall have the right, but not the obligation, to satisfy any such liens or stop notices at Borrower’s expense and without further notice to Borrower. In such event Borrower shall be liable for and shall immediately reimburse City for such paid lien or stop notice. Alternatively, the City may require Borrower to immediately deposit with City the amount necessary to satisfy such lien or claim pending resolution thereof. The City may use such deposit to satisfy any claim or lien that is adversely determined against Borrower. The City may (but has no obligation to) record any notices of completion or cessation of labor, or any other notice that the City deems necessary or desirable to protect its interest in the Property.

ARTICLE IV

CITY FINANCIAL ASSISTANCE

4.1 Predevelopment Loan. The City shall provide a loan to Borrower in the amount of Four Hundred Sixty Seven Thousand Twenty Four Dollars ($467,024) (the “Predevelopment Loan”), upon the terms and conditions and for the purposes set forth in this Agreement. The Predevelopment Loan shall be evidenced by a promissory note (the “Promissory Note”) substantially in the form attached hereto as Exhibit C, and shall be secured by an assignment of architectural and engineering agreements (the “Assignment of Architectural and Engineering Agreements”) executed by Borrower substantially in the form attached hereto as Exhibit D. The outstanding principal balance of the Note will accrue simple interest at the rate of three percent ITEM 9.20. ATTACHMENT 2

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(3%) per annum.

Provided that Borrower has complied with all conditions precedent to disbursement of the Predevelopment Loan set forth in Section 4.3, the proceeds of the Predevelopment Loan (“Predevelopment Loan Proceeds”) shall be disbursed in accordance with Section 4.2 hereof, only for the purposes set forth in Section 4.2.

4.2 Use and Disbursement of Proceeds. The Predevelopment Loan Proceeds shall be used for predevelopment costs, including but not limited to architecture and design costs, legal and consultant fees, and other predevelopment related costs, all in accordance with the Scope of Predevelopment Work. Predevelopment Loan proceeds shall not be used or disbursed for developer fee, overhead or profit.

4.3 Conditions to Disbursement of Predevelopment Loan Proceeds. City’s obligation to fund the Predevelopment Loan Proceeds for the purposes of Section 4.2 above is conditioned upon the satisfaction of all of the following conditions:
(a) Borrower’s delivery to City of a certified resolution indicating that Borrower is authorized to consummate this transaction and that the persons executing this Agreement and the City Documents on Borrower’s behalf have been duly authorized to do so. (b) Borrower’s delivery to the City of evidence of all insurance coverage required in accordance with the requirements set forth in Article 7 hereof. (c) Borrower’s delivery of the Promissory Note and the Assignment of Architectural and Engineering Agreements, fully executed. (d) The City has received a written draw request from the Borrower, setting forth the proposed uses of funds consistent with the Scope of Predevelopment Work, the amount of funds needed, and, where applicable, a copy of the bill or invoice covering a cost incurred or to be incurred.
(e) There exists no Event of Borrower Default nor any act, failure, omission or condition that would constitute an Event of Borrower Default under this Agreement.
(f) The proposed use of the funds is in accordance with the Scope of Predevelopment Work.

4.4 Repayment of the Predevelopment Loan.

The Parties intend that if the Borrower acquires the Property from City, the Predevelopment Loan will be rolled into a construction/permanent loan for the Project (the “City Loan”). In the event that Borrower and City enter into the City Loan, the Predevelopment Loan will be incorporated into such loan and the terms of the Predevelopment Loan shall be modified to:
(i) extend the Term to fifty-five (55) years from the date of issuance of a certificate of occupancy for the Affordable Housing Project; (ii) modify the Loan repayment terms to have the interest ITEM 9.20. ATTACHMENT 2

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accrue and be payable annually, and to include annual residual receipt payments that shall be due and payable on a pro-rata residual receipts basis in accordance with the agreed upon formula set forth in the amended City Loan agreement; (iii) combine the Predevelopment Loan amounts already disbursed with any new funding approved by the City for Affordable Housing Project construction; and (iv) to secure the loan with a deed of trust on the Property and to terminate the Assignment of Architectural and Engineering Agreements. Notwithstanding the foregoing, however, Borrower shall pay all outstanding principal and accrued interest on the Predevelopment Loan, in full, on the earliest to occur of (i) a Borrower Event of Default for which the City exercises its right to cause the Predevelopment Loan indebtedness to become immediately due and payable, (ii) Borrower’s acquisition of the Property pursuant to the Option Agreement or the earlier expiration termination of the Option Agreement, and (iii) two years from the Effective Date (the "Outside Closing Date”), provided that Borrower may request up to extend the Outside Closing Date for an additional one year period, and upon expiration of that one year extension, may request one additional one year extension thereafter (the “Term”).

4.5Prepayment; Acceleration. Borrower shall have the right to prepay the Predevelopment Loan at any time and from time to time, without penalty or premium, provided that any prepayment of principal must be accompanied by interest accrued but unpaid to the date of prepayment. Prepayments shall be applied first to accrued but unpaid interest and then to principal.

4.6 Nonrecourse. Except as expressly provided in this Section 4.6, Borrower and the members of the Borrower shall have no personal liability for payment of the principal of, or interest on the Promissory Note, and the sole recourse of City with respect to the payment of the principal of, and interest on the Promissory Note shall be to any collateral held by City as security for the Promissory Note. The foregoing limitation of liability is intended to apply only to the obligation for the repayment of the principal of, and payment of interest on the Promissory Note; nothing contained herein is intended to relieve the Borrower of its obligation to indemnify the City under this Agreement, or liability to the extent of any loss for fraud or intentional misrepresentation, or bad faith, waste, willful misrepresentation by the Borrower.

4.7 Forgiveness of Predevelopment Loan in Certain Circumstances. Provided that the Borrower is not in default under this Agreement, if, prior to or on expiration of the Term, Borrower does not receive commitments of all projected financial assistance or reasonable substitutions therefor, including grants and loans, necessary to acquire and construct the Affordable Housing Project despite the Borrower’s commercially reasonable efforts to obtain such funding, then City shall forgive the Predevelopment Loan and terminate the City Documents, provided that Borrower take all actions reasonably necessary to implement the Assignment of Architectural and Engineering Agreements.

ARTICLE V

LIMITATIONS ON CHANGE IN OWNERSHIP, MANAGEMENT

AND CONTROL OF BORROWER

5.1 Change Pursuant to this Agreement. Borrower has represented that it possesses the ITEM 9.20. ATTACHMENT 2

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necessary expertise, skill and ability to carry out the Predevelopment Work as provided herein.

The qualifications, experience, financial capacity and expertise of Borrower is of particular concern to the City. It is because of these qualifications, experience, financial capacity and expertise that the City has entered into this Agreement with Borrower. No voluntary or involuntary successor, assignee or transferee of Borrower shall acquire any rights or powers under this Agreement, except as expressly provided herein.

5.2 Prohibition on Transfer. Prior to the later of expiration of the term of the Predevelopment Loan and the payment in full of the Promissory Note, Borrower shall not, except as expressly permitted by this Agreement, directly or indirectly, voluntarily, involuntarily or by operation of law make or attempt any total or partial sale, transfer, conveyance, assignment or lease (collectively, “Transfer”) of this Agreement or any of the City Documents, without the prior written approval of City, which approval shall not be unreasonably withheld. Any such attempt to assign this Agreement without the City’s consent shall be null and void and shall confer no rights or privileges upon the purported assignee. In addition to the foregoing, prior to the later of expiration of the term of the Predevelopment Loan and the payment in full of the Promissory Note, except as expressly permitted by this Agreement, Borrower shall not undergo any significant change of ownership without the prior written approval of City. For purposes of this Agreement, a “significant change of ownership” shall mean a transfer of the beneficial interest of more than twenty-five percent (25%) in aggregate of the present ownership and/or control of Borrower, taking all transfers into account on a cumulative basis.

5.3 Permitted Transfers. Notwithstanding any contrary provision hereof, the prohibitions set forth in this Article V shall not be deemed to prevent a Transfer to an entity which is under the direct control or under common control with Borrower, or in which Borrower or one of its affiliates is the general partner or sole member of the general partner (“Controlled Affiliate”).

5.4 Requirements for Proposed Transfers. The City may, in the exercise of its sole discretion, consent to a proposed Transfer of this Agreement if all of the following requirements are met (provided however, the requirements of this Section 5.4 shall not apply to Transfers described in Section 5.3):
(i) The proposed transferee demonstrates to the City’s satisfaction that it has the qualifications, experience and financial resources necessary and adequate as may be reasonably determined by the City to competently complete the Predevelopment Work and to otherwise fulfill the obligations undertaken by the Borrower under this Agreement. (ii) The Borrower and the proposed transferee shall submit for City review and approval all instruments and other legal documents proposed to effect any Transfer of this Agreement together with such documentation of the proposed transferee’s qualifications and capacity as the City may reasonably request.
(iii) The proposed transferee shall expressly assume all of the rights and obligations of the Borrower under this Agreement, all other City Documents and all obligations of Borrower arising prior to the effective date of the Transfer (unless Borrower expressly remains responsible for such obligations) and shall agree to be subject to and assume all of ITEM 9.20. ATTACHMENT 2

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Borrower’s obligations set forth in this Agreement.
(iv) The Transfer shall be effectuated pursuant to a written instrument satisfactory to the City.

Consent to any proposed Transfer may be given by the City Manager unless the City Manager, in his or her discretion, refers the matter of approval to the City Council. If the City rejects a proposed Transfer, the City, as applicable, shall provide the reasons for such rejection in writing within thirty (30) days following receipt of written request by Borrower, and representatives of the City shall meet with Borrower and the proposed transferee to discuss in good faith the reasons for the rejection and Borrower’s and transferee’s responses thereto.

5.5 Effect of Transfer without City Consent.

5.5.1 In the absence of specific written agreement by the City, no Transfer by Borrower shall be deemed to relieve the Borrower or any other party from any obligation under this Agreement.

5.5.2 Without limiting any other remedy City may have under this Agreement, or under law or equity, this Agreement may be terminated by City if without the prior written approval of the City, Borrower assigns or Transfers this Agreement. This Section 5.5.2 shall not apply to Transfers permitted under Section 5.3.

5.6 Recovery of City Costs. Borrower shall reimburse City for all costs, including but not limited to attorneys’ fees, incurred in reviewing instruments and other legal documents proposed to affect a Transfer under this Agreement and in reviewing the qualifications and financial resources of a proposed successor, assignee, or transferee within ten days following City’s delivery to Borrower of an invoice detailing such costs. This Section 5.6 shall not apply to Transfers permitted under Section 5.3.

ARTICLE VI

DEFAULTS, REMEDIES AND TERMINATION

6.1 Event of Borrower Default. The following events shall constitute an event of default on the part of Borrower (“Event of Borrower Default”):
(a) Borrower fails to pay when due the principal and interest (if any) payable under the Promissory Note and such failure continues for thirty (30) days after City notifies Borrower thereof in writing;
(b) A Transfer occurs, either voluntarily or involuntarily, in violation of Article V;
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thereof from the City;
(d) Any representation or warranty contained in this Agreement or in any financial statement, certificate or report submitted to the City in connection with this Agreement or Borrower’s request for the Predevelopment Loan proves to have been false in any material and adverse respect when made and continues to be materially adverse to the City;
(e) If, pursuant to or within the meaning of the United States Bankruptcy Code or any other federal or state law relating to insolvency or relief of debtors ("Bankruptcy Law"), Borrower (i) commences a voluntary case or proceeding; (ii) consents to the entry of an order for relief against Borrower in an involuntary case; (iii) consents to the appointment of a trustee, receiver, assignee, liquidator or similar official for Borrower; (iv) makes an assignment for the benefit of its creditors; or (v) admits in writing its inability to pay its debts as they become due; (f) A court of competent jurisdiction shall have made or entered any decree or order:
(1) adjudging the Borrower to be bankrupt or insolvent, (2) approving as properly filed a petition seeking reorganization of the Borrower or seeking any arrangement for Borrower under bankruptcy law or any other applicable debtor's relief law or statute of the United States or any state or other jurisdiction, (3) appointing a receiver, trustee, liquidator, or assignee of the Borrower in bankruptcy or insolvency or for any of its properties, or (4) directing the winding up or liquidation of the Borrower; (g) Borrower shall have assigned its assets for the benefit of its creditors (other than pursuant to a mortgage loan) or suffered a sequestration or attachment of or execution on any substantial part of its property, unless the property so assigned, sequestered, attached or executed upon shall have been returned or released within sixty (60) days after such event (unless a lesser time period is permitted for cure under any other mortgage on the Property, in which event such lesser time period shall apply under this subsection as well) or prior to any sooner sale pursuant to such sequestration, attachment, or execution; (h) The Borrower shall have voluntarily suspended its business or Borrower shall have been dissolved or terminated;
(i) An event of default arises under this Agreement or any City Document and remains uncured beyond any applicable cure period; or (j) Borrower defaults in the performance of any term, provision, covenant or agreement contained in this Agreement other than an obligation enumerated in this Section 6.1 and unless a shorter cure period is specified for such default, the default continues for ten (10) days in the event of a monetary default or thirty (30) days in the event of a nonmonetary default ITEM 9.20. ATTACHMENT 2

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after the date upon which City shall have given written notice of the default to Borrower; provided however, if the default is of a nature that it cannot be cured within thirty (30) days, a Borrower Event of Default shall not arise hereunder if Borrower commences to cure the default within thirty (30) days and thereafter prosecutes the curing of such default with due diligence and in good faith to completion and in no event later than ninety (90) days after receipt of notice of the default or such longer period as the City may allow.

6.2 City Default. An event of default on the part of City (“Event of City Default”) shall arise hereunder if City fails to keep, observe, or perform any of its covenants, duties, or obligations under this Agreement, and the default continues for a period of thirty (30) days after written notice thereof from Borrower to City, or in the case of a default which cannot with due diligence be cured within thirty (30) days, City fails to commence to cure the default within thirty (30) days of such notice and thereafter fails to prosecute the curing of such default with due diligence and in good faith to completion.

6.3 City’s Right to Terminate Agreement. If an Event of Borrower Default shall occur and be continuing beyond any applicable cure period, then City shall, in addition to other rights available to it under law or this Agreement, have the right to terminate this Agreement. If City makes such election, City shall give written notice to Borrower and to any mortgagee entitled to such notice specifying the nature of the default and stating that this Agreement shall expire and terminate on the date specified in such notice, and upon the date specified in the notice, this Agreement and all rights of Borrower under this Agreement, shall expire and terminate.

6.4 City’s Remedies and Rights Upon an Event of Borrower Default. Upon the occurrence of an Event of Borrower Default and the expiration of any applicable cure period, City shall have all remedies available to them under law or equity, including, but not limited to the following, City may, at its election, without notice to or demand upon Borrower, except for notices or demands required by law or expressly required pursuant to this Agreement or the City Documents, exercise one or more of the following remedies:
(a) Accelerate and declare the balance of the Promissory Note and interest accrued thereon immediately due and payable;
(b) Seek specific performance to enforce the terms of this Agreement or City Documents;
(c) Pursue any and all other remedies available under law to enforce the terms of the this Agreement and the City Documents and City’s rights thereunder.

6.5 Borrower’s Remedies Upon an Event of City Default. Upon the occurrence of an Event of City Default, in addition to pursuing any other remedy allowed at law or in equity or otherwise provided in this Agreement, Borrower may bring an action for equitable relief seeking the specific performance of the terms and conditions of this Agreement, and/or enjoining, abating, or preventing any violation of such terms and conditions, and/or seeking to obtain any other remedy consistent with the purpose of this Agreement.

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6.6 Remedies Cumulative; No Consequential Damages. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise by any Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different time, of any other rights or remedies for the same or any other default by the other Party. Notwithstanding anything to the contrary set forth herein, a party’s right to recover damages in the event of a default shall be limited to actual damages and shall exclude consequential damages.

6.7 Inaction Not a Waiver of Default. No failure or delay by any Party in asserting any of its rights and remedies as to any default shall operate as a waiver of such default or of any such rights or remedies, nor deprive any Party of its rights to institute and maintain any action or proceeding which it may deem necessary to protect, assert or enforce any such rights or remedies in the same or any subsequent default.

ARTICLE VII
INDEMNITY AND INSURANCE.

7.1 Indemnity. Borrower shall indemnify, defend (with counsel approved by City, such approval not to be unreasonably withheld) and hold Indemnitees harmless from and against any and all Claims, including without limitation, Claims arising directly or indirectly, in whole or in part, as a result of or in connection with Borrower’s or Borrower’s contractors, subcontractors, agents or employees in the performance of the Predevelopment Work, or any part thereof or otherwise arising out of or in connection with Borrower’s performance under this Agreement.

Borrower’s indemnification obligations under this Section 7.1 shall not extend to Claims resulting from the gross negligence or willful misconduct of Indemnitees. The provisions of this Section 7.1 shall survive the expiration or earlier termination of this Agreement. It is further agreed that City does not and shall not waive any rights against Borrower that they it have by reason of this indemnity and hold harmless agreement because of the acceptance by City, or the deposit with City by Borrower, of any of the insurance policies described in this Agreement.

7.2 Insurance.
(a) Borrower and all contractors working on behalf of Borrower on the Predevelopment Work shall maintain the insurance coverage as described in the City Insurance Requirements attached hereto Exhibit E and incorporated herein. (b) Prior to closing of the Predevelopment Loan, Borrower shall furnish City with certificates of insurance in form acceptable to City evidencing the required insurance coverage and duly executed endorsements evidencing such additional insured status. Each certificate shall contain all provisions required in the City Insurance Requirements. (c) If any insurance policy or coverage required hereunder is canceled or reduced, Borrower shall, within fifteen (15) days after receipt of notice of such cancellation or reduction in coverage, but in no event later than the effective date of cancellation or reduction, file with City a certificate showing that the required insurance has been reinstated or provided ITEM 9.20. ATTACHMENT 2

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through another insurance company or companies. Upon failure to so file such certificate, City may, without further notice and at its option, procure such insurance coverage at Borrower’s expense,and Borrower shall promptly reimburse City for such expense upon receipt of billing from City.

ARTICLE VIII MISCELLANEOUS PROVISIONS

8.1 Enforced Delay; Extension of Times of Performance. Subject to the limitations set forth below, performance by any Party shall not be deemed to be in default, and all performance and other dates specified in this Agreement shall be extended where delays are due to: war, insurrection, strikes, lockouts, riots, floods, earthquakes, fires, casualties, acts of God, acts of the public enemy, epidemics, pandemics, quarantine restrictions, freight embargoes, governmental restrictions or priority, litigation, including court delays, unusually severe weather, acts or omissions of the other Parties, acts or failures to act of any other public or governmental agency or entity (other than the acts or failures to act of City which shall not excuse performance by City), or any other cause beyond the affected Party’s reasonable control. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the Party claiming such extension is sent to the other Parties within thirty (30) days of the commencement of the cause and such extension is not rejected in writing by the other Parties within ten (10) days of receipt of the notice. None of the Parties shall unreasonably withhold consent to an extension of time pursuant to this Section.

Times of performance under this Agreement may also be extended in writing by the mutual agreement of Borrower and City (acting in the discretion of its City Manager unless he or she determines in his or her discretion to refer such matter to the City Council). City and Borrower acknowledge that adverse changes in economic conditions, either of the affected Party specifically or the economy generally, changes in market conditions or demand, and/or inability to obtain financing to complete the work of Improvements shall not constitute grounds of enforced delay pursuant to this Section. Each Party expressly assumes the risk of such adverse economic or market changes and/or financial inability, whether or not foreseeable as of the Effective Date.

8.2 Notices. Except as otherwise specified in this Agreement, all notices to be sent pursuant to this Agreement shall be made in writing, and sent to the Parties at their respective addresses specified below or to such other address as a Party may designate by written notice delivered to the other parties in accordance with this Section. All such notices shall be sent by:
(i) personal delivery, in which case notice is effective upon delivery; (ii) certified or registered mail, return receipt requested, in which case notice shall be deemed delivered on receipt if delivery is confirmed by a return receipt; or (iii) nationally recognized overnight courier, with charges prepaid or charged to the sender’s account, in which case notice is effective on deliveryif delivery is confirmed by the delivery service;
City: City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, CA 95670
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Attention: Housing Division
(with copy to City Attorney)
Borrower: [Borrower]

8.3 Attorneys’ Fees. If any Party fails to perform any of its obligations under this Agreement, or if any dispute arises between the Parties concerning the meaning or interpretation of any provision hereof, then the prevailing party in any proceeding in connection with such dispute shall be entitled to the costs and expenses it incurs on account thereof and in enforcing or establishing its rights hereunder, including, without limitation, court costs and reasonable attorneys' fees and disbursements.

8.4 Waivers; Modification. No waiver of any breach of any covenant or provision of this Agreement shall be deemed a waiver of any other covenant or provision hereof, and no waiver shall be valid unless in writing and executed by the waiving party. An extension of time for performance of any obligation or act shall not be deemed an extension of the time for performance of any other obligation or act, and no extension shall be valid unless in writing and executed by the waiving party. This Agreement may be amended or modified only by a written instrument executed by the Parties.

8.5 Binding on Successors. Subject to the restrictions on Transfers set forth in Article V, this Agreement shall bind and inure to the benefit of the Parties and their respective permitted successors and assigns. Any reference in this Agreement to a specifically named party shall be deemed to apply to any permitted successor and assign of such party who has acquired an interest in compliance with this Agreement or under law.

8.6 Construction. The section headings and captions used herein are solely for convenience and shall not be used to interpret this Agreement. The Parties acknowledge that this Agreement is the product of negotiation and compromise on the part of both Parties, and the Parties agree, that since all of the Parties have participated in the negotiation and drafting of this Agreement, this Agreement shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if all Parties had prepared it.

8.7 Action or Approval. Except as may be otherwise specifically provided in this Agreement, whenever any approval, notice, direction, finding, consent, request, waiver, or other action by the City is required or permitted under this Agreement, such action may be given, made, or taken by the City Manager, or by any person who shall have been designated in writing by the City, without further approval by the City Council. Any such action shall be in writing. The Borrower acknowledges that nothing in this Agreement (including any approval by the City Manager in accordance with this Agreement) shall limit, waive, or otherwise impair the authority and discretion of: (i) the City's Community Development Department, in connection with the review and approval of the proposed construction plans for the Development (or any change to such plans), or any use, or proposed use, of the Property, (ii) the City's issuance of a building ITEM 9.20. ATTACHMENT 2

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permit, or (iii) any other office or department of the City acting in its capacity as a governmental regulatory authority with jurisdiction over the development, use, or operation of the Development.

8.8 Entire Agreement. This Agreement, including the exhibits listed below, which are attached hereto and incorporated herein by this reference, together with the other City Documents, contains the entire agreement between the Parties with respect to the subject matter hereof, and supersedes all prior written or oral agreements, understandings, representations or statements between the Parties with respect to the subject matter hereof.

Exhibit A Legal Description of the Property
Exhibit B Scope of Predevelopment Work
Exhibit C Promissory Note
Exhibit D Assignment of Architectural and Engineering Agreements Exhibit E City Insurance Requirements

8.9 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be an original and all of which taken together shall constitute one instrument. The signature page of any counterpart may be detached therefrom without impairing the legal effect of the signature(s) thereon provided such signature page is attached to any other counterpart identical thereto having additional signature pages executed by the other Parties. Any executed counterpart of this Amendment may be delivered to the other Parties by facsimile and shall be deemed as binding as if an originally signed counterpart was delivered.

8.10 Severability. If any term, provision, or condition of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall continue in full force and effect unless an essential purpose of this Agreement is defeated by such invalidity or unenforceability.

8.11 No Third Party Beneficiaries. Nothing contained in this Agreement is intended to or shall be deemed to confer upon any person, other than the Parties and their respective successors and assigns, any rights or remedies hereunder.

8.12 Parties Not Co-Venturers. Nothing in this Agreement is intended to or shall establish the Parties as partners, co-venturers, or principal and agent with one another.

8.13 Non-Liability of Officials, Employees and Agents. No officer, official, employee or agent of City shall be personally liable to Borrower or its successors in interest in the event of any default or breach by City or for any amount which may become due to Borrower or its successors in interest pursuant to this Agreement.

8.14 Time of the Essence; Calculation of Time Periods. Time is of the essence for each condition, term, obligation and provision of this Agreement. Unless otherwise specified, in computing any period of time described in this Agreement, the day of the act or event after which the designated period of time begins to run is not to be included and the last day of the period so computed is to be included, unless such last day is not a business day, in which event the period shall run until the next business day. The final day of any such period shall be deemed to end at ITEM 9.20. ATTACHMENT 2

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5:00 p.m., local time at the Property. For purposes of this Agreement, a “business day” means a day that is not a Saturday, Sunday, a federal holiday or a state holiday under the laws of California.

8.15 Governing Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to principles of conflicts of laws. Any action to enforce or interpret this Agreement shall be filed in the Superior Court of Sacramento County, California or in the Federal District Court for the Northern District of California.

SIGNATURES ON FOLLOWING PAGE.

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IN WITNESS WHEREOF, the Parties have entered into this Agreement effective as of the date first written above.

BORROWER:

Mercy Housing California, a California nonprofit
public benefit corporation
By:

By:

Name:

Its:

CITY:

CITY OF RANCHO CORDOVA,
a California municipal corporation
By:

Micah Runner, City Manager
ATTEST:

By:

Stacy Leitner, City Clerk
APPROVED AS TO FORM:

By:

Adam Lindgren, City Attorney
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EXHIBIT A

LEGAL DESCRIPTION OF PROPERTY
[To Be Inserted]
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EXHIBIT B

SCOPE OF PREDEVELOPMENT WORK
[To Be Attached]
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EXHIBIT C

PROMISSORY NOTE
[To Be Attached]
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PROMISSORY NOTE
(Mather Veterans Village Phase IV)
$467,024 Rancho Cordova, California
_________________, 2024
FOR VALUE RECEIVED, Mercy Housing California, a California nonprofit public benefit corporation ("Borrower"), hereby promises to pay to the order of the City of Rancho Cordova, a California municipal corporation ("Holder"), 2729 Prospect Park Drive, Rancho Cordova, California, 95670, Attn: Housing Division, the principal amount of Four Hundred Sixty Seven Thousand Twenty Four Dollars ($467,024), plus interest thereon pursuant to Section 2 below (the “City Loan”).

1. Borrower's Obligation. This promissory note (the "Note") evidences Borrower's obligation to pay Holder the principal amount of up to Four Hundred Sixty Seven Thousand Twenty Four Dollars ($467,024) with interest for the funds loaned to Borrower by Holder pursuant to the Predevelopment Loan Agreement between Borrower and Holder, dated March 1, 2024 (the "Loan Agreement"). All capitalized terms not otherwise defined in this Note shall have the meanings set forth in the Loan Agreement.

2. Interest. The City Loan bears interest from the date of this Note at three percent (3%) simple interest, until full repayment of the outstanding balance of the City Loan.

3. Term and Repayment Requirements. All amounts currently outstanding on the Note shall be paid in full to Holder upon the first to occur of (a) the date of closing of Borrower’s acquisition of the Property (as defined in the Predevelopment Loan Agreement), or (b) the expiration of the Term of the Predevelopment Loan Agreement as provided in Section 4.4 thereof, or (c) the date Holder declares this Note immediately due and payable pursuant to Section 8(b) hereof.

4. Prepayment. Borrower may prepay the City Loan, or any portion thereof, at any time without penalty or fee.

5. Assumption. This Note shall not be assumable by the successors and assigns of Borrower without the prior written consent of Holder unless the assignment complies with Section 5.3 of the Predevelopment Loan Agreement. Holder may assign its interest in the Note to any person or entity in Holder's sole discretion.

6. Security. This Note shall be secured by an Assignment of Architectural and Engineering Agreements (“Assignment”). This Note is nonrecourse to Borrower, and the sole recourse of Holder with respect to the payment of the principal of, and interest on this Note shall beto the Assignment and any other collateral held by Holder as security for this Note; provided however, nothing contained herein is intended to relieve the Borrower of liability to the extent of any loss for fraud or intentional misrepresentation by the Borrower; or be deemed in any way to limit the rights of the Holder to obtain specific performance by the Borrower of its covenants under the City Documents, other than the covenants to pay the Holder principal and ITEM 9.20. ATTACHMENT 2

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interest due under this Note. Notwithstanding the foregoing, upon acquisition of the Property, if the City Loan is modified to convert to a permanent funding source as contemplated in the Loan Agreement, this Note will be secured by a deed of trust against the Property.

7. Terms of Payment.
(a) All payments due under this Note shall be paid in currency of the United States of America, which at the time of payment is lawful for the payment of public and private debts.
(b) All payments on this Note shall be paid to Holder at the address set forth in the first paragraph of this Note, or to such other place as Holder of this Note may from time to time designate.
(c) All payments on this Note shall be without expense to Holder, and Borrower agrees to pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the payment of this Note and the release of any security hereof.
(d) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest which would exceed the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate shall automatically be deducted from the principal balance owing on this Note, so that in no event shall Borrower be obligated under the terms of this Note to pay any interest which would exceed the lawful rate.

8. Default.
(a) Any of the following shall constitute an event of default under this Note:
(i) Any failure to pay, in full, any payment required under this Note when due following written notice by the Holder of such failure and ten (10) days opportunity to cure;
(ii) Any failure in the performance by Borrower of any term, condition, provision or covenant set forth in this Note subject to the notice and cure period set forth in Section 6.1 of the Predevelopment Loan Agreement; and (iii) The occurrence of any Borrower event of default under the Predevelopment Loan Agreement, the Assignment, or other instrument securing the obligations of Borrower under this Note or under any other promissory notes hereafter issued by Borrower to Holder pursuant to the Loan Agreement (the "City Loan Documents"), subject to notice and cure periods, if any, set forth therein.

ITEM 9.20. ATTACHMENT 2

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(b) Upon the occurrence of one or more of the foregoing events of default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under this Note shall at the option of Holder become immediately due and payable upon written notice by Holder to Borrower without further demand. (c) Holder's failure to exercise the remedy set forth in Section 8(b) above or any other remedy provided by law upon the occurrence of one or more of the foregoing events of default shall not constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other default. The acceptance by Holder hereof of any payment which is less than the total of all amounts due and payable at the time of such payment shall not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law.
(d) Notwithstanding anything herein to the contrary, Holder hereby agrees that any cure of any default made or tendered by one or more of Borrower's limited partners shall be deemed a cure by Borrower and shall be accepted or rejected on the same basis as if made or tendered by Borrower.

9. Waivers.
(a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note shall not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part.
(c) The obligations of Borrower under this Note shall be absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever.

10. Miscellaneous Provisions.
(a) All notices to Holder or Borrower shall be given in the manner and at the addresses set forth in the Predevelopment Loan Agreement, or to such addresses as Holder and Borrower may therein designate.
(b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement.

ITEM 9.20. ATTACHMENT 2

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(c) This Note may not be changed orally, but only by an agreement in writing signed by the party against whom enforcement of any waiver, change, modification or discharge is sought.
(d) This Note shall be governed by and construed in accordance with the laws of the State of California.
(e) The times for the performance of any obligations hereunder shall be strictly construed, time being of the essence.
(f) This document, together with the City Loan Documents, contains the entire agreement between the parties as to the City Loan. It may not be modified except upon written consent of the parties.

IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the date first above written.

Mercy Housing California,
a California nonprofit public benefit corporation
By:

Name:

Its:

ITEM 9.20. ATTACHMENT 2

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EXHIBIT D

ASSIGNMENT OF ARCHITECTURAL AND ENGINEERING AGREEMENTS
[To Be Attached]
ITEM 9.20. ATTACHMENT 2

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EXHIBIT E

CITY INSURANCE REQUIREMENTS
Throughout the term of this Agreement, Borrower shall obtain and maintain, at Borrower’s expense, the following policies of insurance.

A. Liability Insurance. Commercial general liability insurance on an “occurrence basis” covering all claims with respect to injury or damage to persons or property occurring on, in or about the Property and the Improvements. The limits of liability under this Paragraph B shall be not less than Two Million Dollars ($2,000,000) combined single limit per occurrence, with a deductible no greater than Ten Thousand Dollars ($10,000) or such higher deductible as may be approved by City, which approval shall not be unreasonably withheld.

B. Worker’s Compensation Insurance. Worker’s compensation insurance, in the amount required under then applicable state law, covering Borrower’s employees, if any, at work on the Predevelopment Work or engaged in services or operations in connection with the Project or the Property. Borrower shall require that any contract entered into by Borrower with regard to work to be undertaken on the Property include a contractual undertaking by the contractor to provide worker’s compensation insurance for its employees in compliance with applicable state law.

C. General Insurance Provisions.

1. All policies of insurance provided for in this Exhibit shall be provided under valid and enforceable policies, in such forms and amounts as hereinbefore specified, issued by insurers licensed to do business in the State of California (or approved to do business in California and listed on the California Department of Insurance list of Eligible Surplus Lines Insurers or successor listing) and having a rating of A-VII or better in Best Insurance Guide or, if Best Insurance Guide is no longer in existence, a comparable rating from a comparable rating service. Borrower shall deliver to City certificates evidencing the insurance required to be carried by Borrower under this Exhibit E. If requested by City, Borrower shall deliver within ten (10) days following such request, certified, complete copies of the insurance policies required hereunder.

2. Each policy of insurance obtained pursuant to this Agreement, other than worker’s compensation insurance, shall contain endorsements which provide:
(a) A waiver by the insurer of the right of subrogation against City for negligence of the City,
(b) A statement that the insurance shall not be invalidated should any insured waive in writing prior to the loss any or all right of recovery ITEM 9.20. ATTACHMENT 2

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against any party for loss accruing to the property described in the insurance policy, and
(c) A provision that no act or omission of Borrower which would otherwise result in forfeiture or reduction of the insurance therein provided shall affect or limit the obligation of the insurance company to pay the amount of any loss sustained.
(d) By endorsements, City, and its elected and appointed officials, officers, employees and agents shall be named as additional insured under the liability insurance required to be maintained by Borrower hereunder. City shall be named as loss payee on the property insurance policies required to be maintained hereunder.

3. Each policy required hereunder shall include a Notice of Cancellation or Change in Coverage Endorsement which shall provide that such policy shall not be cancelled or materially changed without at least thirty (30) days’ prior written notice by registered or certified mail to City.

4. All insurance policies shall provide that there shall be no exclusion from coverage for cross liability among the listed insureds.

5. Each policy shall contain an endorsement that provides that the insurance applies separately to each insured that is seeking coverage or against whom a claim is made, except with respect to the limits of liability

6. Each policy shall be written as a primary policy not contributing with and not in excess of coverage that City may carry.

7. Each policy shall expressly provide that City shall not be required to give notice of accidents or claims and that City shall have no liability for premiums.

D. Blanket Policies. Any insurance provided for in this Exhibit E may be placed by a policy or policies of blanket insurance; provided, however, that such policy or policies provide that the amount of the total insurance allocated to the Property and the Project shall be such as to furnish protection the equivalent of separate policies in the amounts herein required, and provided further that in all other respects any such policy or policies shall comply with the other provisions of this Agreement.

E. Waiver of Subrogation. To the extent permitted by law and the policies of insurance required to be maintained hereunder, and without affecting such insurance coverage, City and Borrower each waive any right to recover against the other:

1. Damages for injury or death of persons,

2. Damage to property,
ITEM 9.20. ATTACHMENT 2

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3. Damage to the Property or the Improvements or any part thereof, or

4. Claims arising by reason of any of the foregoing, to the extent that such damages and/or claims are covered (and only to the extent of such coverage) by insurance actually carried by either City or Borrower.

This provision is intended to restrict each party (as permitted by law) to recover against insurance carriers to the extent of such coverage, and waive fully, and for the benefit of each, any rights and/or claims which might give rise to a right of subrogation in any insurance carrier.

Compliance with Policy Requirements. Borrower shall observe and comply with the requirements of all policies of public liability, fire and other policies of insurance at any time in force, and Borrower shall so perform and satisfy the requirements of the companies writing such policies that at all times companies of good standing shall be willing to write or to continue such insurance. 5500294.1
ITEM 9.20. ATTACHMENT 2

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MEMORANDUM
City Council Staff Report - Page 1 of 2

ITEM 9.21.

DATE: May 20, 2024
TO: Honorable Mayor and Council Members
FROM: Dalia Fadl, Principal Engineer
SUBJECT: A RESOLUTION APPROVING THE ANNEXATION OF THE

PRESERVE PROJECT TO THE CITY OF RANCHO CORDOVA
COMMUNITY FACILITIES DISTRICT NO. 2014-2 (STREET,

LIGHTING, AND LANDSCAPE MAINTENANCE)

RECOMMENDATION
Adopt the Resolution.

RESULT OF RECOMMENDED ACTION
Adoption of the Resolution would approve Annexation Map. No.16 for the Preserve project to Community Facilities District No. 2014-2 (Street, Lighting, and Landscape Maintenance) and approves recording the annexation map and the Notice of Special Tax Lien.

BACKGROUND
On April 21, 2014, the City adopted a Resolution of Intention to establish a Community Facilities District (CFD) and Future Annexation Area for Citywide street, lighting, and landscape maintenance services. On June 2, 2014, the City adopted the resolution forming CFD No. 2014- 2 pursuant to the Mello-Roos Community Facilities Act of 1982 (State of California Government Code Section 5311 et seq.) (the “Act”). The action defining the Future Annexation Area for the District provided for a more efficient process for the annexation of property when the property owners have provided unanimous consent. Defining the Future Annexation Area provided the resolution of intention, noticing, and public hearing for the entire Future Annexation Area, so these steps do not need to be repeated for each annexation.

The annexation process for projects within the future annexation area is streamlined by receiving a petition and waiver from the property owner(s), the City Council approving the Annexation Boundary Map by resolution, followed by the recording of the Annexation Boundary Map and Notice of Special Tax Lien by the City Clerk.

DISCUSSION
The project included in this action was conditioned to annex to CFD No. 2014-2 to provide funding for maintenance services including the maintenance, repair, replacement and lighting of public streets, roads, landscape, and appurtenant facilities in the public right of way. In April 2024, the property owner signed a unanimous approval of the annexation to CFD No. 2014-2 (see Attachment 4). Adoption of the attached Resolution approves Annexation Boundary Map

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City Council Staff Report - Page 2 of 2

No. 16 for the Preserve project and directs the City Clerk to execute and record the Map and Notice of Special Tax Lien for the project.

FISCAL IMPACT AND FUNDING SOURCE
This annexation has no impact on the City's General Fund. Funds collected will be used for maintenance of streets, lighting, and landscape maintenance services.

ATTACHMENT(S)

1. Resolution

2. Exhibit A to the Resolution

3. Exhibit B to the Resolution

4. Unanimous Approval

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ITEM 9.21. ATTACHMENT 1
Resolution No. XX-2024 Page 1 of 2

CITY OF RANCHO CORDOVA
RESOLUTION NO. XX-2024

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

STATE OF CALIFORNIA, APPROVING THE ANNEXATION OF THE PRESERVE PROJECT TO THE CITY OF RANCHO CORDOVA COMMUNITY FACILITIES DISTRICT NO. 2014-2 (STREET,

LIGHTING, AND LANDSCAPE MAINTENANCE)
WHEREAS, the Conditions of Approval for the Preserve project require the property owner/applicant to participate in the provision of funding to provide fair share maintenance of any existing and all new public improvements associated with the project; and WHEREAS, on April 21, 2014, the City adopted Resolution No. 20-2014 declaring its intention to establish Community Facilities District No. 2014-2 (Street, Lighting, and Landscape Maintenance) (the “District”) and Future Annexation Area for maintenance of street, lighting, and landscape maintenance services. On June 2, 2014, the City adopted Resolution No. 34-2014 forming CFD No. 2014-2 pursuant to the Mello-Roos Community Facilities Act of 1982 (State of California Government Code Section 5311 et seq.) (the “Act”); and
WHEREAS, the action defining the Future Annexation Area for the District provided for a more efficient process for the annexation of property when the property owners have provided for their unanimous consent such that the annexation process for projects within the Future Annexation Area has been reduced to receiving a petition, consent and waiver from the property WHEREAS, in April 2024, the property owner executed a unanimous approval form which irrevocably consents to and votes in favor of the annexation of a portion of the property to the District and the levy of the special tax on the property to finance the services of the CFD in accordance with the Rate and Method of the District; and
WHEREAS, in the case of annexation proceedings, pursuant to Streets and Highways Code Section 3110.5 a separate map of the area proposed to be annexed is required to be prepared and adopted; and
WHEREAS, City staff has caused to be prepared Annexation Boundary Map No. 16 for a property known as the Preserve project, Exhibit A attached hereto, for the annexation of the property to CFD No. 2014-2 (Street, Lighting, and Landscape Maintenance).

NOW, THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA as follows:

1. The Council so finds and determines the above recitals are true and correct.

2. Council approves Annexation Boundary Map No. 16 and finds and determines that the territory shown in the Annexation Boundary Map is hereby added to and made a part of the District with full legal effect.

3. The City Clerk is directed to execute and record Annexation Boundary Map No. 16 in the office of the County Recorder of Sacramento County no later than 15 days after the adoption of this resolution.

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ITEM 9.21. ATTACHMENT 1
Resolution No. XX-2024 Page 2 of 2

4. The City Council finds and determines that a special tax shall be levied within the Territory to be annexed and which special tax shall be the same as the tax to be levied within the District. Collection of said tax shall commence in Fiscal Year 2024-2025, and the rate and method of apportionment of said tax shall be as set forth in the Resolution of Formation of the District.

5. The City Clerk is directed to execute and record a Notice of Special Tax Lien, Exhibit B, in the office of the County Recorder of Sacramento County no later than 15 days after recordation of the Annexation Boundary Map No. 16.

PASSED AND ADOPTED by the City Council of the City of Rancho Cordova on the 20th day of May 2024 by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

David Sander, Mayor
Stacy Leitner, CMC
City Clerk

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APN
073-0010-029
APN
072-0300-011
APN
072-0300-013

ROCKDALE DR

THORNBERG WAY EDINGTON DR

SOLSBERRY WAY MANZANOLA WAY

BARKSDALE WAY

EVANSTON WAY

RAYMER WAY

PROPOSED BOUNDARY MAP
City of Rancho Cordova
Community Facilities District No. 2014-2
Annexation16 (The Preserve)
County of Sacramento, California
Sheet ____ of ____ 1 1

PROPOSED BOUNDARY OF
ANNEXATION 16

THE PRESERVE TO

CITY OF RANCHO CORDOVA
COMMUNITY FACILITIES DISTRICT NO. 2014-2

COUNTY OF SACRAMENTO, STATE OF CALIFORNIA
!
1 " = 300 '
Legend
Annexation Boundary

HARRIS & ASSOCIATES
101 PROGRESS, SUITE 250
IRVINE, CALIFORNIA 92618
800-827-4901

CLERK'S MAP STATEMENT
FILED IN THE OFFICE OF THE CITY CLERK OF THE CITY OF RANCHO CORDOVA THIS ______ DAY OF ______________ 2023. _____________________________________________

CITY CLERK OF THE CITY OF RANCHO CORDOVA

CLERK'S MAP STATEMENT
I HEREBY CERTIFY THAT THE AREA SHOWN ON THIS MAP OF THE PROPOSED ANNEXATION 14 TO COMMUNITY FACILITIES DISTRICT NO. 2014-2, (STREET, LIGHTING AND LANDSCAPING MAINTENANCE), CITY OF RANCHO CORDOVA, COUNTY OF SACRAMENTO,

STATE OF CALIFORNIA, WAS APPROVED BY THE CITY COUNCIL OF THE CITY OF RANCHO CORDOVA AT A REGULARLY SCHEDULED MEETING THEREOF, HELD ON THE ____ DAY OF ______________ 2023. BY ITS RESOLUTION NO. _____________. _____________________________________________

CITY CLERK OF THE CITY OF RANCHO CORDOVA

COUNTY RECORDER'S FILING STATEMENT
FILED THIS ______ DAY OF ________________ 2023. AT THE HOUR OF ___________ O'CLOCK ____.M. IN BOOK _______ OF MAPS OF ASSESSMENT AND COMMUNITY FACILITIES DISTRICTS PAGE NO. _____ IN THE OFFICE OF THE COUNTY RECORDER IN THE COUNTY OF SACRAMENTO, STATE OF CALIFORNIA.

DONNA ALLRED
BY: ___________________________________________________ DEPUTY
FILE: ___________________________________________________

REFERENCE THE SACRAMENTO COUNTY ASSESSOR'S MAPS FOR A DETAILED DESCRIPTION OF PARCEL LINES AND DIMENSIONS

COUNTY RECORDER OF THE COUNTY OF SACRAMENTO, CALIFORNIA

SUNRISE BLVD

DOUGLAS RD

KIEFER BLVDNIKE RD

GRANT LINE RD
US 50

WHITE ROCK RD

ANNEXATION

LOCATION

VICINITY MAP
ITEM 9.21. ATTACHMENT 2 Exhibit A to the Resolution

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RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

City of Rancho Cordova
2729 Prospect Park Drive
Rancho Cordova, California 95670
Attention: City Clerk
______________________________________________________________________

AMENDED NOTICE OF SPECIAL TAX LIEN
Pursuant to the requirements of Section 3114.5 of the Streets and Highways Code and Section 53328.3 of the Government Code, the undersigned clerk of the legislative body of the City of Rancho Cordova (the “City”), State of California, hereby gives notice that a lien to secure payment of special taxes is hereby imposed by the City Council of the City. The special taxes secured by this lien are authorized to be levied for the purpose of providing services as described in Exhibit A attached hereto and hereby made a part hereof.

The special taxes are authorized to be levied within Annexation Boundary Map No. 16 (the “Annexed Area”) of the City of Rancho Cordova Community Facilities District No. 2014-2 (Street, Lighting, and Landscape Maintenance) (the “District”), which has now been officially annexed to the District, and the lien of the special taxes are a continuing lien which shall secure each annual levy of the special taxes and which shall continue in force and effect until the special taxes cease to be levied and a notice of cessation of special taxes is recorded in accordance with Section 53330.5 of the Government Code.

The rate, method of apportionment, and manner of collection of authorized special tax is as set forth in Exhibit B attached hereto and hereby made a part hereof.

The obligation to pay the special tax may not be prepaid and permanently satisfied and the lien of the special taxes canceled.

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 levies shall become a lien upon all nonexempt real property within the District in accordance with Section 3115.5 of the Streets and Highways Code.

The name of the owner and the assessor’s tax parcel number(s) of the real property included within the District and not exempt from the special tax are as set forth in Exhibit C attached hereto.

Reference is hereby made to the Notice of Special Tax Lien with respect to the District recorded on June 17, 2014, as Document No. 20140617 page 353, in the office of the County Clerk & Recorder of the County of Sacramento, California, which contains ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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a list of the then existing owners and assessor tax parcel numbers of the original boundaries of the District.

Reference is made to the boundary map of the District recorded at Book 116, Pages 0023-0024, Document No. 20140430 Pg0873 of Maps and Assessment and Community Facilities Districts in the Office of the County Recorder for the County of Sacramento, State of California (the “ Original Boundary Map”), and the map of the Annexed Territory recorded at Book 142, Page 19, Document No. 202310270391 in the Office of the County Recorder for the County of Sacramento, State of California, which map together with the Original Boundary Map and the boundary maps of record for all prior annexations, are now the final boundary maps of the Community Facilities District including the Annexed Territory.

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 Department of Public Works of the City of Rancho Cordova, 2729 Prospect Park Drive, Rancho Cordova, California 95670, (916) 851-8710.

Dated: ___________________________ ________________________________

CITY CLERK OF THE CITY OF

RANCHO CORDOVA
ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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EXHIBIT A

CITY OF RANCHO CORDOVA
COMMUNITY FACILITIES DISTRICT NO. 2014-2
(Streets, Lighting, and Landscape Maintenance)

DESCRIPTION OF DISTRICT MAINTENANCE SERVICES
Description of services:

Maintenance of public street, lighting, and landscape improvements • Maintenance means the furnishing of services and materials for the replacement of public street, lighting and landscaping improvements, and appurtenant facilities, including the administration and overhead related to the maintenance activities.

Reserve Fund
• The CFD special taxes may be collected and set-aside in designated funds, collected over several years, that may be used by the CFD to fund future replacement of public streets, lighting and landscaping improvements and other services as determined by the CFD.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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EXHIBIT B

CITY OF RANCHO CORDOVA
COMMUNITY FACILITIES DISTRICT NO. 2014-2
(STREET, LIGHTING AND LANDSCAPING MAINTENANCE)

RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX
FOR ANNEXATION NO. 16 (THE PRESERVE PROJECT)
A Special Tax applicable to each Assessor’s Parcel in Community Facilities District No. 2014-2 (Street, Lighting and Landscaping Maintenance) shall be levied and collected according to the tax liability determined by the City Council, acting in its capacity as the legislative body of CFD No. 2014-2, through the application of the appropriate Special Tax rate, as described below. All of the property in CFD No. 2014-2, unless exempted by law or by the provisions of Section E below, shall be taxed for the purposes, to the extent, and in the manner herein provided, including property subsequently annexed to CFD No. 2014-2 unless a separate Rate and Method of Apportionment of Special Tax 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 subdivision map, a final parcel map, a final approved condominium plan, or functionally equivalent final map or instrument recorded in the Office of the County Recorder. If the area shown on said map is in square footage, Acreage shall be calculated by dividing the square footage by 43,560.
“Additional Load and Decorative Lighting Parcel” means any Parcel that is determined by the City to be both an Additional Load Parcel and a Decorative Lighting Parcel. “Additional Load Parcel” means any Parcel of Commercial Property or Industrial Property that is determined by the City to create excessive wear and tear on the roadways and/or a high volume of vehicular traffic.
“Administrative Expenses” means the costs incurred by the City to determine, levy and collect the Special Tax, including salaries of City employees and fees of consultants and the costs of collecting installments of the Special Taxes upon the general tax rolls, preparation of required reports, and any other costs required to administer the CFD.
“Administrator” means the person or firm designated by the City to administer the Special Taxes according to this Rate and Method of Apportionment of Special Tax.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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“Annual Escalation Factor” means the annual percentage increase in the McGraw-Hill Engineering News Record Construction Cost Index (ENR CCI) for the San Francisco area from January of the previous year to January of the year that the Special Tax is levied. In the event that the ENR CCI defined above is no longer reported, the City Council shall select a similar index to replace it. “Assessor’s Parcel” or “Parcel” means a lot or parcel shown in an Assessor’s Parcel Map with an assigned Assessor’s Parcel number.
“Assessor’s Parcel Map” means an official map of the County Assessor designating parcels by Assessor’s Parcel number.
“Authorized Services” means the public services authorized to be funded by CFD No. 2014-2 as set forth in the documents adopted by the City Council when the CFD was formed. “CFD” or “CFD No. 2014-2” means the City of Rancho Cordova Community Facilities District No. 2014-2 (Street, Lighting and Landscaping Maintenance).
“City” means the City of Rancho Cordova.
“City Council” means the City Council of the City of Rancho Cordova, acting as the legislative body of CFD No. 2014-2.
“Commercial Property” means, in any Fiscal Year, all Developed Property for which a building permit or use permit has been issued for a commercial establishment which includes, but is not limited to, retail stores, clothing stores, book stores, convenience stores, drug stores, professional services (i.e., barber shops, dry cleaners), restaurants, supermarkets, hospitals, movie theaters, appliance and electronics stores, home supply stores, auto parts stores, and other retail uses. The City shall make the determination if a Parcel is Commercial Property. “County” means the County of Sacramento.
“Decorative Lighting Parcel” means any Parcel of Developed Property that is determined by the City to have or benefit from decorative lighting features. “Developed Property” means, in any Fiscal Year, all Parcels of Taxable Property for which a use permit or building permit for new construction of a residential or non-residential structure (which shall not include a permit issued solely for construction of the foundation if another permit remains to be issued for vertical construction of the building) was issued prior to June 30 of the preceding Fiscal Year.
“Fiscal Year” means the period starting on July 1 and ending on the following June 30. “Heavy Truck Traffic Parcel” means, any Parcel of Developed Property that is determined by the City to have heavy truck traffic impact on the public streets and include, but are not limited to, fulfillment centers, logistics centers, freight, truck terminals, and other facilities intended for the movement of goods (manufactured or raw) prior to their distribution.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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“Hotel Property” means, in any Fiscal Year, all Developed Property for which a building permit or use permit has been issued for a structure that constitutes a place of lodging providing sleeping accommodations and related facilities for travelers.
“Industrial Property” means, in any Fiscal Year, all Developed Property for which a building permit or use permit has been issued for construction of an industrial, manufacturing, or warehousing structure, fulfillment centers, logistics centers, freight, truck terminals, and other facilities intended for the movement of goods (manufactured or raw) prior to their distribution. The City shall make the determination if a Parcel is Industrial Property.
“Maximum Special Tax” means the greatest amount of Special Tax that can be levied on an Assessor’s Parcel in any Fiscal Year determined in accordance with Section C below. “Micro-Unit Property” means, in any Fiscal Year, all Parcels of Developed Property for which a building permit or use permit has been issued for construction of a residential structure with five (5) or more Units of approximately 800 square feet of floor area or less for each such Unit that share a single Assessor’s Parcel number, all of which are offered for rent to the general public and cannot be purchased by individual homebuyers. “Multi-Family Property” means, in any Fiscal Year, all Parcels of Developed Property for which a building permit or use permit has been issued for construction of a residential structure with five (5) or more Units that share a single Assessor’s Parcel number, all of which are offered for rent to the general public and cannot be purchased by individual homebuyers. “Non-Residential Property” means, collectively, Commercial Property, Hotel Property, Industrial Property, and Office Property.
“Office Property” means, in any Fiscal Year, all Parcels of Developed Property for which a building permit or use permit has been issued for a building in which professional, banking, insurance, real estate, administrative or in-office medical or dental activities are conducted.

The City shall make the determination if a Parcel is Office Property. “Ordinary Use Parcel” means any Parcel of Taxable Property that is not an Additional Load Parcel, Decorative Lighting Parcel, Residential Alley Parcel, Additional Load and Decorative Lighting Parcel, Residential Alley and Decorative Lighting Parcel, Private Street Parcel, 50/50 Public & Private Residential Street Parcel, or Heavy Truck Traffic Parcel. “Private Street Parcel” means, any Taxable Property where all or the majority of the residential streets are private within the development and the maintenance of the residential components are not funded by the CFD or by the federal government, State of California, County, City, or other public agency.
“50/50 Public & Private Residential Street Parcel” means, any Taxable Property where there is a fairly even split of public and private streets associated with a development. “Proportionately” means that the ratio of the actual Special Tax levy to the Maximum Special ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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Tax is equal for all Parcels of Developed Property.
“Public Property” means any property within the boundaries of CFD No. 2014-2 that is owned by the federal government, State of California, County, City, or other public agency. “Residential Alley and Decorative Lighting Parcel” means any Parcel that is determined by the City to be both a Residential Alley Parcel and a Decorative Lighting Parcel. “Residential Alley Parcel” means any Parcel of Residential Property that is determined by the City to have residential alleys that are part of the public roadways. “Residential Property” means, collectively, Single Family Attached Property, Single Family Detached Property, Multi-Family Property, and Micro-Unit Property. “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 (2) to four (4) Units that share common walls, have separate Assessor’s Parcel numbers assigned to them (except for a duplex unit, which may share an Assessor’s Parcel with another duplex unit), and are offered as for-sale Units (which shall still be the case even if the Units are purchased and subsequently offered for rent by the owner of the Unit(s)), including such residential structures that meet the statutory definition of a condominium contained in Civil Code Section 1351.
“Single Family Detached Property” means, in any Fiscal Year, all Parcels of Developed Property for which a building permit was issued for construction of a Unit that does not share a common wall with another Unit.
“Soundwall Parcel” means any Parcel of Developed Property whose tract boundary is encompassed by soundwalls maintained within the CFD.
“Special Tax Requirement” means the amount of revenue needed in any Fiscal Year to pay for the following: (i) Authorized Services, (ii) Administrative Expenses, and (iii) amounts needed to cure any delinquencies in the payment of Special Taxes which have occurred or (based on delinquency rates in prior years) may be expected to occur in the Fiscal Year in which the tax will be collected.
“Special Tax” means a special tax levied in any Fiscal Year on property within CFD No. 2014-2 to pay the Special Tax Requirement.
“Square Foot,” “Square Footage,” or “Square Feet” means the building square footage reflected on the original building permit issued for construction of a building. “Taxable Property” means all Assessor’s Parcels within the boundaries of CFD No. 2014-2 which are not exempt from the Special Tax pursuant to law or Section E below. “Taxable Public Property” means, in any Fiscal Year, all Assessor’s Parcels in CFD No. 2014-2 ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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that had, in prior Fiscal Years, been taxed as Developed Property and subsequently came under the ownership of a public agency.
“Tax Zone” means a mutually exclusive tax zone identified in Attachment 1 of this Rate and Method of Apportionment of Special Tax, as may be updated to include new Parcels or new tax zones added to the CFD as a result of future annexations. “Unit” means an individual single-family detached unit or an individual residential unit within a duplex, triplex, fourplex, townhome, condominium, or apartment structure. Unit shall also mean a rentable single hotel room or rentable unit on a Parcel of Hotel Property.

B. DATA COLLECTION FOR ANNUAL TAX LEVY
Each Fiscal Year, the Administrator shall identify the current Assessor’s Parcel number for all Parcels of Taxable Property within CFD No. 2014-2 and shall determine within which Tax Zone each Assessor’s Parcel is located. Upon each annexation of property into CFD No. 2014-2, the Administrator shall update Attachment 1 to include the new Assessor’s Parcel number(s). In addition, for all Parcels of Developed Property, if applicable to the Tax Zone in which the Parcels are located, the Administrator shall determine if each Parcel is an Ordinary Use Parcel, an Additional Load Parcel, a Residential Alley Parcel, a Decorative Lighting Parcel, an Additional Load and Decorative Lighting Parcel, a Residential Alley and Decorative Lighting Parcel, Private Street Parcel, 50/50 Public & Private Residential Street Parcel, or a Heavy Truck Traffic Parcel.

Based on review of building permit records for property within the CFD, the Administrator shall determine which Parcels in the CFD are Developed Property for purposes of levying the Special Tax pursuant to Section D below. For Single Family Attached Property, Multi-Family Property, MicroUnit Property, and Hotel Property, the number of Units shall be determined by referencing the condominium plan, apartment plan, site plan or other development plan for the property. For Residential Property, the Administrator shall determine the Square Footage of each Unit. For NonResidential Property, the Administrator shall determine the Acreage of, and Square Footage on, each Parcel.

If a Parcel in the CFD is rezoned prior to such Parcel becoming Developed Property, the City may in its sole discretion, move the Parcel to a different Tax Zone based on the rezone. If a Parcel rezones after the Parcel has been taxed as Developed Property in prior Fiscal Years, the City can either continue to apply the Maximum Special Tax to the Parcel that had applied prior to the rezone or, in the City’s sole discretion, allow for the Parcel to be moved to a different Tax Zone based on the rezone.

In any Fiscal Year, if it is determined that (i) a parcel map for a portion of property in CFD No. 2014- 2 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 Parcels created by the parcel map, and (iii) one or more of the newly-created Parcels meets the definition of Developed Property, the Administrator shall calculate the Special Tax for the property affected by recordation ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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of the parcel map by determining the Special Tax that applies separately to each newly-created Parcel, 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. All Tax Zones
The following Maximum Special Taxes apply to all Parcels of Developed Property within each Tax Zone of CFD No. 2014-2, unless otherwise specified in Attachment 1. a. Ordinary Use Parcel

MAXIMUM SPECIAL TAXES

ORDINARY USE PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $491.78
Single Family Attached Property per Unit $388.50
Multi-Family Property per Unit $280.31
Micro-Unit Property per Unit $186.97
Commercial Property per 1,000 Sq. Ft. $733.73
Hotel Property per Unit $290.15
Industrial Property per 1,000 Sq. Ft. $221.30
Office Property per 1,000 Sq. Ft. $732.75
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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b. Residential Alley Parcel

MAXIMUM SPECIAL TAXES

RESIDENTIAL ALLEY PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $533.89
Single Family Attached Property per Unit $421.77
Multi-Family Property per Unit $304.32
Micro-Unit Property per Unit $202.98
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. N/A
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.
c. Decorative Lighting Parcel

MAXIMUM SPECIAL TAXES

DECORATIVE LIGHTING PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $499.30
Single Family Attached Property per Unit $394.44
Multi-Family Property per Unit $284.60
Micro-Unit Property per Unit $189.83
Commercial Property per 1,000 Sq. Ft. $744.95
Hotel Property per Unit $294.58
Industrial Property per 1,000 Sq. Ft. $224.68
Office Property per 1,000 Sq. Ft. $743.95
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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d. Additional Load Parcel

MAXIMUM SPECIAL TAXES

ADDITIONAL LOAD PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit N/A
Single Family Attached Property per Unit N/A
Multi-Family Property per Unit N/A
Micro-Unit Property per Unit N/A
Commercial Property per 1,000 Sq. Ft. $761.58
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. $229.70
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.
e. Soundwall Parcel

MAXIMUM SPECIAL TAXES

SOUNDWALL PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $512.68
Single Family Attached Property per Unit $405.02
Multi-Family Property per Unit $292.22
Micro-Unit Property per Unit $194.91
Commercial Property per 1,000 Sq. Ft. $764.92
Hotel Property per Unit $302.48
Industrial Property per 1,000 Sq. Ft. $230.71
Office Property per 1,000 Sq. Ft. $763.90
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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f. Additional Load and Decorative Lighting Parcel

MAXIMUM SPECIAL TAXES

ADDITIONAL LOAD AND DECORATIVE LIGHTING PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit N/A
Single Family Attached Property per Unit N/A
Multi-Family Property per Unit N/A
Micro-Unit Property per Unit N/A
Commercial Property per 1,000 Sq. Ft. $772.80
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. $233.08
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.
g. Residential Alley and Decorative Lighting Parcel

MAXIMUM SPECIAL TAXES

RESIDENTIAL ALLEY AND DECORATIVE LIGHTING PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $541.41
Single Family Attached Property per Unit $427.72
Multi-Family Property per Unit $308.60
Micro-Unit Property per Unit $205.84
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. N/A
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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h. Residential Alley and Soundwall Parcel

MAXIMUM SPECIAL TAXES

RESIDENTIAL ALLEY AND SOUNDWALL PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $558.08
Single Family Attached Property per Unit $440.89
Multi-Family Property per Unit $318.11
Micro-Unit Property per Unit $212.18
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. N/A
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.
i. Decorative Lighting and Soundwall Parcel

MAXIMUM SPECIAL TAXES

DECORATIVE LIGHTING AND SOUNDWALL PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $520.02
Single Family Attached Property per Unit $410.80
Multi-Family Property per Unit $296.41
Micro-Unit Property per Unit $197.70
Commercial Property per 1,000 Sq. Ft. $775.85
Hotel Property per Unit $306.80
Industrial Property per 1,000 Sq. Ft. $234.00
Office Property per 1,000 Sq. Ft. $774.82
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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j. Residential Alley, Decorative Lighting, and Soundwall Parcel

MAXIMUM SPECIAL TAXES

RESIDENTIAL ALLEY, DECORATIVE LIGHTING AND SOUNDWALL PARCEL (FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $561.81
Single Family Attached Property per Unit $443.82
Multi-Family Property per Unit $320.22
Micro-Unit Property per Unit $213.59
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. N/A
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.
k. Private Street Parcel

MAXIMUM SPECIAL TAXES

PRIVATE STREET PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $323.10
Single Family Attached Property per Unit $255.24
Multi-Family Property per Unit $184.16
Micro-Unit Property per Unit $122.84
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. N/A
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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l. 50/50 Public & Private Residential Street Parcel

MAXIMUM SPECIAL TAXES
50/50 PUBLIC & PRIVATE STREET PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $407.19
Single Family Attached Property per Unit $321.68
Multi-Family Property per Unit $232.10
Micro-Unit Property per Unit $154.81
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. N/A
Office Property per 1,000 Sq. Ft. N/A
On July 1st following the Fiscal Year rate above, the Maximum Special Taxes shown above shall be increased by the Annual Escalation Factor.
m. Heavy Truck Traffic Parcel

MAXIMUM SPECIAL TAXES

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D. METHOD OF LEVY AND COLLECTION OF SPECIAL TAX
Each Fiscal Year, the Special Tax shall be levied as follows until the amount of the levy equals the Special Tax Requirement for that Fiscal Year:

First: The Special Tax shall be levied proportionately on each Parcel of Developed Property up to 100% of the Maximum Special Tax determined for each category of Developed Property within the CFD and each Tax Zone until the amount levied is equal to the Special Tax Requirement for the Fiscal Year.

Second: If additional revenue is needed after the first step has been completed, the Special Tax shall be levied proportionately on each Parcel of Taxable Public Property up to 100% of the Maximum Special Tax that would have applied to the Parcel had the Parcel not become Public Property until the amount levied is equal to the Special Tax Requirement for the Fiscal Year.

The Special Tax for CFD No. 2014-2 shall be collected at the same time and in the same manner as ordinary ad valorem property taxes provided, however, that the City may (under the authority of Government Code Section 53340) collect Special Taxes at a different time or in a different manner if necessary to meet CFD No. 2014-2 financial obligations and the Special Tax shall be equally subject to foreclosure if delinquent.

E. LIMITATIONS Notwithstanding any other provision of this Rate and Method of Apportionment of Special Tax, no special Tax shall be levied on (i) any Parcel of Public Property that is not Taxable public Property, and (ii) any Parcel in CFD No. 2014-2 that is not Developed Property.

F. DURATION OF SPECIAL TAX
The Special Tax shall be levied in perpetuity to fund the Special Tax Requirement, unless no longer required as determined at the sole discretion of the City Council.

G. INTERPRETATION OF SPECIAL TAX FORMULA
The City reserves the right to make minor administrative and technical changes to this document that does not materially affect the Rate and Method of Apportionment of Special Taxes. In addition, the interpretation and application of any section of this document shall be left to the City’s discretion. The City may make interpretations by ordinance or resolution for purposes of clarifying any vagueness or ambiguity in this Rate and Method of Apportionment of Special Taxes.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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ATTACHMENT 1

CITY OF RANCHO CORDOVA
COMMUNITY FACILITIES DISTRICT NO. 2014-2
(STREET, LIGHTING AND LANDSCAPING MAINTENANCE)

IDENTIFICATION OF TAX ZONES
TAX ZONE 1
Assessor’s Parcels Included in Tax Zone 1 *
Fiscal Year In Which
Property Was Added to
CFD No. 2014-2
067-1210-001 through 067-1210-055
067-1220-001 through 067-1220-059
067-1230-001 through 067-1230-060
2013-14
Tax Zone 1 – Maximum Special Taxes
The Maximum Special Taxes for Zone 1 do not incorporate the long-term maintenance activities which are included as a part of CFD No. 2014-1. On July 1 of each Fiscal Year thereafter, the Maximum Special Taxes shall be increased by the Annual Escalation Factor.

MAXIMUM SPECIAL TAXES

SOUNDWALL AND DECORATIVE LIGHTING PARCEL
(EXCLUDING LONG-TERM MAINTENANCE)
(FISCAL YEAR 2022-23)
Rate
Single Family Detached Property per Unit $367.21
Single Family Attached Property per Unit $290.10
Multi-Family Property per Unit $209.32
Commercial Property per 1,000 Sq. Ft. $275.56
Hotel Property per Unit $216.65
Industrial Property per 1,000 Sq. Ft. $165.24
Office Property per 1,000 Sq. Ft. $275.56
Land Use Class
ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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TAX ZONE 2
Assessor's Parcels Included in Tax Zone 2*
067-1050-001 Through 067-1050-009 2016-17
072-2870-001 Through 072-2870-072
072-2880-001 Through 072-2880-082
072-2890-001 Through 072-2890-088
072-2900-001 Through 072-2900-080
072-2910-001 Through 072-2910-083 2014-15
072-2920-001 Through 072-2920-069
072-2940-001 Through 072-2940-066
072-2950-001 Through 072-2950-063
072-2960-001 Through 072-2960-065
Fiscal Year in Which
Property was Added to
CFD No. 2014-2
Tax Zone 2 – Maximum Special Taxes
These Maximum Special Taxes include the maintenance of street lighting only. On July 1 of each Fiscal Year thereafter, the Maximum Special Taxes shall be increased by the Annual Escalation Factor.

MAXIMUM SPECIAL TAXES

DECORATIVE LIGHTING ONLY
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit $49.86
Single Family Attached Property per Unit $49.86
Multi-Family Property per Unit $206.01
Commercial Property per 1,000 Sq. Ft. $275.56
Hotel Property per Unit $213.28
Industrial Property per 1,000 Sq. Ft. $162.67
Office Property per 1,000 Sq. Ft. $275.56
ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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TAX ZONE 3
Assessor's Parcels Included in Tax Zone 3*
067-1070-001 Through 067-1070-059
067-1090-001 Through 067-1090-089
067-1060-003 Through 067-1060-004
067-1170-001 Through 067-1170-085
067-1180-001 Through 067-1180-016
067-1190-001 Through 067-1190-066
067-1200-001 Through 067-1200-054
067-1100-008
067-1240-001 Through 067-1240-048
067-1250-001 Through 067-1250-108
067-1100-005 Through 067-1100-007
067-1120-001 Through 067-1120-027
067-1130-001 Through 067-1130-176
067-1140-001 Through 067-1140-038
067-1080-007 Through 067-1080-017
067-1150-001 Through 067-1150-080
067-1160-001 Through 067-1160-065
067-1260-001 Through 067-1260-061
067-1270-001 Through 067-1270-113
067-1280-001 Through 067-1280-094
067-1290-001 Through 067-1290-032
2018-19
2017-18
2016-17
Fiscal Year in Which
Property was Added to
CFD No. 2014-2
Tax Zone 3 – Maximum Special Taxes
These Maximum Special Taxes include the maintenance of soundwalls. On July 1 of each Fiscal Year thereafter, commencing July 1, 2015, the Maximum Special Taxes shall be increased by the Annual Escalation Factor.

MAXIMUM SPECIAL TAXES

SOUNDWALL PARCEL
(FISCAL YEAR 2022-23)
Rate
Single Family Detached Property per Unit $512.68
Single Family Attached Property per Unit $405.02
Multi-Family Property per Unit $292.22
Commercial Property per 1,000 Sq. Ft. $764.92
Hotel Property per Unit $302.48
Industrial Property per 1,000 Sq. Ft. $230.71
Office Property per 1,000 Sq. Ft. $763.90
Land Use Class
ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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TAX ZONE 4
Assessor's Parcels Included in Tax Zone 4*
072-4050-017 Through 072-4050-029 2022-23
Fiscal Year in Which
Property was Added to
CFD No. 2014-2
Tax Zone 4 – Maximum Special Taxes
These Maximum Special Taxes include the maintenance of streets determined by the City to have a heavy impact on the public streets. On July 1 of each Fiscal Year thereafter, commencing July 1, 2024, the Maximum Special Taxes shall be increased by the Annual Escalation Factor.

MAXIMUM SPECIAL TAXES

HEAVY TRUCK TRAFFIC PARCEL
(FISCAL YEAR 2022-23)
Land Use Class Rate
Single Family Detached Property per Unit N/A
Single Family Attached Property per Unit N/A
Multi-Family Property per Unit N/A
Micro-Unit Property per Unit N/A
Commercial Property per 1,000 Sq. Ft. N/A
Hotel Property per Unit N/A
Industrial Property per 1,000 Sq. Ft. $317.99
Office Property per 1,000 Sq. Ft. N/A
* The property identified by the Assessor’s Parcel Numbers listed above shall remain part of the identified Tax Zone regardless of changes in the configuration of the Assessor’s Parcels or changes to APNs in future Fiscal Years. As APNs change, the City may update Attachment 1 to reflect the most current APNs and Tax Zones consistent with the categories of Developed Property set forth in the Rate and Method of Apportionment of Special Tax for CFD No. 2014-2.

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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EXHIBIT C
OWNER AND THE ASSESSOR’S TAX PARCEL NUMBER(S)
Parcel No. Property Owner
073-0010-029-0000 LENNAR HOMES OF CALIFORNIA, LLC
072-0300-013-0000 FAMILY REAL PROPERTY LIMITED PARTNERSHIP 072-0300-011-0000 FAMILY REAL PROPERTY LIMITED PARTNERSHIP

ITEM 9.21. ATTACHMENT 3 Exhibit B to the Resolution

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Rancho Cordova City CouncilMay 20, 2024

Rancho Cordova City Council
May 20, 2024