Agenda packet — Rocklin City Council, January 9, 2024 (part 2 of 2)

Ordinance No.

ORDINANCE NO.

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ROCKLIN APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF ROCKLIN AND ELLIOTT HOMES, INC., RELATIVE TO

THE HIGHLANDS PARCEL A SUBDIVISION
(Highlands Parcel A Development Agreement / DA2023-0001) The City Council of the City of Rocklin does resolve as follows:

Section 1. The City Council of the City of Rocklin finds and determines that:

A. An Environmental Impact Report prepared for this project was certified for the Vista Oaks project via City Council Resolution No. 2006-349. An Addendum to the EIR was approved via City Council Resolution No. 2022-99. The approval of the proposed development agreement will not result in any environmental impacts beyond those that were previously identified.

B. The proposed Development Agreement is consistent with and implements the objectives, policies, general land uses, and programs specified in the General Plan, including the Housing Element.

C. The proposed Development Agreement is compatible with the land uses authorized in and the regulations prescribed by the Vista Oaks General Development Plan and Zoning (Ord. 915).

D. The proposed Development Agreement is in conformity with the public convenience, general welfare, and good land use practices; E. The Development Agreement will not be detrimental to the health, safety, and welfare of persons residing in the immediate area, nor be detrimental or injurious to property or persons in the general neighborhood or to the general welfare of residents of the city as a whole; F. The proposed Development Agreement will not adversely affect the orderly development of property or the preservation of property, on or off the project site.

Section 2. The City Council of the City of Rocklin hereby approves the proposed Development Agreement by and between the City of Rocklin and Elliott Homes, Inc., relative to the Highlands Parcel A Subdivision, in the form as shown on Exhibit A, attached hereto and incorporated by reference herein.

Section 3. The City Council of the City of Rocklin hereby directs the Mayor to sign the proposed Development Agreement by and Between the City of Rocklin and Elliott Homes, Inc., 310

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Ordinance No.
relative to the Highlands Parcel A Subdivision on behalf of the City of Rocklin and directs the City Clerk to record said document with the Placer County Recorder.

Section 4. Within 15 days of the passage of this ordinance, the City Clerk shall cause the full text of the ordinance, with the names of those City Council members voting for and against the ordinance, to be published in the Placer Herald. In lieu of publishing the full text of the ordinance, the City Clerk, if so directed by the City Attorney and within 15 days, shall cause a summary of the ordinance, prepared by the City Attorney and with the names of the City Council members voting for and against the ordinance, to be published in the Placer Herald, and shall post in the office of the City Clerk a certified copy of the full text of the ordinance, along with the names of those City Council members voting for and against the ordinance. The publication of a summary of the ordinance in lieu of the full text of the ordinance is authorized only where the requirements of Government Code section 36933(c)(1) are met.

INTRODUCED at a regular meeting of the City Council of the City of Rocklin held on January 9, 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers
ABSTAIN: Councilmembers
PASSED AND ADOPTED at a regular meeting of the City Council of the City of Rocklin held on __________, 20__, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
____________________________________
, Mayor
ATTEST:
___________________________
Haley Reid, Acting City Clerk
First Reading: 01.09.2024
Second Reading:

Effective Date:
311
Exhibit A

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Ordinance No.
312

OFFICIAL BUSINESS
Document entitled to free recording
Government Code Section 6103

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Rocklin
3970 Rocklin Road
Rocklin, CA 95677
Attn: City Clerk
Ph: (916) 625-5588

(SPACE ABOVE THIS LINE RESERVED FOR
RECORDER’S USE)

DEVELOPMENT AGREEMENT

BY AND BETWEEN

THE CITY OF ROCKLIN

AND

ELLIOTT HOMES, INC., AN ARIZONA CORPORATION

RELATIVE TO HIGHLANDS PARCEL A

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2 DEVELOPMENT AGREEMENT

RELATIVE TO HIGHLANDS PARCEL A

This Development Agr eement (“Agreement”) is entered into as of this ____ day of ______, 2023, by and between the CITY OF ROCKLIN, a municipal corporation (“City”), and ELLIOTT HOMES, INC. , an Arizona corporation (“Landowner”). City and Landowner are hereinafter sometimes collectively referred to as the “Parties” and singularly as “Party.”

RECITALS

1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code Section 65864, et seq., which authorizes City and any person having a legal or equitable interest in the real property to enter into a development agreement, establishing certain development rights in the Property which is the subject of the development project application.

2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Rocklin, County of Placer, more particularly described in Exhibit A -1 and depicted in Exhibit A-2 attached hereto (the “Property”). Landowner represents that all persons holding legal or equitable interests in the Property shall be bound by this Agreement.

3. Project. Landowner has obtained various approvals from City (described in more detail in Recital 6 below), including approval for a tentative subdivision map for a project known as Highlands Parcel A (the “Project”) to be located on the Property. All conditions of approval of the Project are incorporated into this Agreement as though fully set forth herein.

4. Public Hearing. On ______________, the Planning Commission of City, serving as City’s planning agency for purposes of development agreement review pursuant to Government Code Section 65867, considered this Agreement and recommended approval of this Agreement to the City Council.

5. Environmental Review. On May 10, 2022 in Resolution No. 2022-99, the City Council approved the First Addendum to the Vista Oaks and Highlands Parcel A Environmental Impact Report, which was certified on November 14, 2006 by Resolution No. 2006- 349 (State Clearinghouse No. 2003042169). The Environmental Impact Report and First Addendum thereto are incorporated into the Project and into the terms and conditions of this Agreement, as reflected by the findings adopted by the City Council concurrently with this Agreement.

6. Project Approvals . The following land use approvals which are collectively referred to hereinafter as the “Project Approvals ” have been granted for the Property, which entitlements are the subject of this Agreement.

6.1. General Plan Amendment (GPA-2006-03) approved by City on November 14, 2006;

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3 6.2. General Development Plan (PDG-2003-02) and Rezone ( Z-2006-04) approved by City on November 14, 2006;

6.3. Tentative Subdivision Map (SD-2003-05) and Oak Tree Preservation Plan Permit (TRE-2003-33) for the Project , including all conditions of approval a ttached hereto as Exhibit B approved by the City on November 14, 2006 by City Resolution No. 2006-354 (“Tentative Subdivision Map”).

7. Need for Services and Facilities . Development of the Property will result in a need for municipal services and facilities, some of which services a nd facilities will be provided by City to the Project subject to the performance o f Landowner’s obligations hereunder. With respect to water, pursuant to Government Code Section 65867.5, any tentative map approved for the Property will comply with the provisions of Government Code 66473.7, if applicable.

8. Intent of the Parties; Public Benefit. The Parties desire to enter into t his Agreement relating to the Property in conformance with the applicable provisions of state and local law in order to achieve th e development of the Project in accordance with the Project Approvals, City ordina nces and resolutions, and the Zoning Code, which together assure the health, safety, and general welfare of City and its existing and future residents. As a condition of approval, the Property, along with the Vista Oaks Subdivision and Granite Lake Estates projects, were conditioned to obtain right s of way and construct Monument Springs Drive, including the bridge, from China Garden Road to t he Property (“Monument Springs Conne ction”). For numerous reasons, including the economic downturn in 2010, the Propert y has not yet developed, and construction of the Monument Springs Connection has been delayed. On June 22, 2021, City committed to ensure that the Monument Springs bridge is completed and allocated significant sums for this improvement that would be r eimbursed, in part, through special tax assessments on the lots in the Property and properties in the Vista Oaks Subdivision and Granite Lake Estates . Extension of t he Project A pprovals through this Agreement will facilitate completion of the Monument Spr ings Connection and thereby provide a public benefit and enable City to be reimbursed for the share of costs for the Monument Springs brid ge attributable to the Property. City has determined that development of the Property in accordance with the Project Approvals, including this Agreement and ultimate construction of the Monument Springs Connection, provides clear public benefits that will a ccrue to the public and that may n ot otherwise be obtained to the same extent through applicable development approval processes.

9. Contribution to Costs of Facil ities and Services. Landowner agrees to contribute to the costs of such public facilities and s ervices as may be required herein to mitigate impacts on the community of the development of the Property, and City agrees to provide such public facilities and services as may be required herein to assure that Landowner may proceed with and complete development of the Property in accordance with the terms of this Agreement. City and Landowner recognize and agree that, but for Landowner’s contributions to mitiga te the impacts arising as a result of development entitlements granted pursuant to this Agreem ent, City would not and could not approve the extension of the Project Approvals as provided by this Agreement and that, but for City ’s covenant to provide certai n facilities and services for development of the Property, Landowner would not and could not c ommit to provide the mitigation as p rovided by this Agreement. City’s vesting of the right to develop the Property as provided herein is in 315
4 reliance upon and in consideration of Landowner’s agreement to make contributions toward the cost of public improve ments as herein provided to mitigate the impacts of development of the Property as development occurs.

10. Development Agreement Ordinance. City and Landowner have taken all actions mandated by, and fulfilled all requirements set forth Chapter 17.92 of the C ity Zoning Code , establishing procedures for consideration of Development Agreements.

11. Consistency with General and S pecific Plan . Having duly examined and considered this Agreement and having held properly noticed public hearings hereon, in City Ordinance No. _________, City found that thi s Agreement satisfies the Government Code Section 65867.5 requirement of general plan and specific plan consistency.

NOW, THE REFORE, in consideration of the mutual promises, conditions , and covenants hereinafter set forth, the Parties agree as follows:

AGREEMENT

1. Incorporation of Recitals . The Preamble, the Recitals , and all defined terms set forth therein are hereby incorporated into this Agreement as if set forth herein in full.

2. Relationship of City and Landowner . I t is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or pa rtnership between them and agree tha t nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint venturers or partners.

3. Effective Date and Term.

3.1. Effective Date. The effective date of this Agreement (“Effective Date”) is ____________, which is the effective date of City Ordinance No.________, adopting this Agreement.

3.2. Term. Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of ten (10) years, unless said term is terminated, modified, or extended by circumstances set forth in this Agreement. Follow ing the expiration of the term, this Agreement shall be deemed terminated and of no further force and effect. Said termination of the Agr eement shall not affect any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement.

3.3. Term of Project Approvals. Pursuant to California Government Code Section 66452.6(a), the Project Approvals, incl uding but not limited to the term of the Tentative Subdivision Map, shall automatically be extended for the term of this Agreement.

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5 3.4. Automatic Termination Upon Completion and Sale of Residential Lot .

This Agreement shall auto matically be terminated, witho ut any further action by either Party or need to record any additional document, with re spect to any single-family residential lot within a parcel designated by the Project Approvals for residential use, upon completion of const ruction and issuance by City of a final occupancy permit for a dwelling unit upon such residential lot and conveyance of such improved residential lot by Landow ner to a bona -fide good-faith purchaser thereof. In connection with its issuance of a final i nspection for such improved lot, City shall confirm that all improvements, which are required to serve the lot, as det ermined by City, have been accepted by City. Termination of this Agreement for any such residential lot as provided for in this Section s hall not in any way be construed to terminate or modify any assessment district or Mello -Roos Community Facilities Dis trict lien affecting such lot at the time of termination.

4. Use of Property.

4.1. Right to Develop. Landowner shall have the vested right to dev elop the Project in accordan ce with the terms and conditions of the Project Approvals, including this Agreement and any amendments to any of them as shall, from time to time, be approved pursuant to this Agreement. Landowner’s vested right to develop the Property shall be subject to subsequent approvals; provided however, except as stated in Section 4.3, that any condi tions, terms, restrictions , and requirements for such subsequent approvals shall not prevent development of the Property for the uses, or reduce the density and intensi ty of development, or limit the rate or timing of development set forth in this Agreemen t, so long as Landowner is not in default under this Agreement.

4.2. Permitted Uses . The permitted uses of the Property, the density and intensity of use, the maximum heig ht and size of proposed buildings, provisions for reservation or dedication of land for public purposes, the location, design, and maintenance of on -site and off-site improvements, location of public utilities, and other terms and conditions of development applicable to the Property, shall be those set forth in the Project Approvals, including this Agreement and any amendments to this Agreement or the Project Approvals as shall, from time to time, be approved. City acknowledge s that the Project Approvals p rovide for the land uses and approximate acreages for the Property as set forth in Exhibit C-1 and Exhibit C-2.

4.3. Moratorium, Quotas, Restrictions, or Other Growth Limitations . Subject to applicable law relating to the v esting provisions of developme nt agreements, Landowner and City intend that, except as otherwise provided in this Agre ement, this Agreement shall vest the Project Approvals against subsequent City resolutions, ordinances, and initiatives that directly or indirectly limit the rate, timing, sequencing of development, or prevent or conflict with the permitted uses, density, and intensity of uses as set forth in the Pr oject Approvals; provided however, Landowner shall be subject to any growth limitation ordinan ce, resolution, rule, regulation, or policy which is adopted on a uniformly applied, City-wide or area- wide basis, and directly concerns a public health or safety issue, in which case City shall treat Landowner in a uniform, equitable, and proportionate ma nner with all properties, publ ic and private, which are impacted by that public health or safety issue.

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6 5. Applicable Rules, Regulations, Fees, and Official Policies.

5.1. Rules Regarding Permitted Uses . Except as provided in this Agreement, City’s ordinances, resolutions, rules, regulations, and official policies governing the permitted uses of the Property, the density and i ntensity of use, the rate timing and sequenc ing of development, the maximum height and size of proposed buildings, and provisions for reservation and dedication of land s hall be those in force on the Effective Date of the Project Approvals .

Except as prov ided in Section 6.2, this Agreement does not vest Landowner’s rights regarding the payment of any development impact fe es, exactions and d edications, processing fees, inspection fees, plan checking fees or charges , or any other fee or charge imposed by Cit y. All fees and charges applied on a City-wide basis to all substantially similar types of development projects and properties shall be paid at the rate in effect at the time such fees are customarily due, unless otherwise provided for in this Agreement.

5.2. Rules Regarding Design and Construction. Unless otherwise expressly provided in this Agreement, all ordinances, resolutions, rules, regulations, and official poli cies governing design, improvement , and construction standards and specifications applic able to the Project and to public improvement s to be constructed by the Landowner shall be those in force and effect at the time the applicable plan or permit approval was granted, if granted prior to the Effective Date of this Agreement, those in force and effect at the time of permit application.

5.3. Changes in State or Federal Law . This Agreement shall not preclude the application to deve lopment of the Property of cha nges in City laws, regulations, plans , or policies, the terms of which are specifically mandated and required by changes in State or Federal laws or regulations.

5.4. Reservation of Authority. Notwithstanding any other provision of this Agreement to the contr ary, the following regulations and provisions shall apply to the development of the Property, which are collectively referred to in this Agreement as “City Law”:

(A) Existing or new fees and charges of every kind and nature i mposed by City to cover the ac tual costs to City of processing applications for Project Approvals or for monitoring compliance with any Project Approvals or subsequent approvals granted or issued, as such fees and charges are adjusted from time to time.

(C) Existing or new regulations governing cons truction standards and specifications including City’s building code, plumbing code, mechanical code, electrical code, fire code, and grading code, and all other unifor m construction codes then applicable in the City at the time of permit application.

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7 (D) N ew C ity ordinances, rules, regulations , or policies which may be in conflict with this Agreement or the Project Approvals but which ar e reasonably necessary to protect the public health or safety, provided such new City ordinances, rules, regulations, or policies are applied on a C ity-wide basis to all substantially similar types of development projects and properties.

(E) Any other e xisting or new City ordinances , rules, regulations, or policies applicable to the Property, which do not conflict with this Agreement or the Project Approvals.

6. Subsequently Enacted Fees, Dedications, Assessments, and Taxes.

6.1. Processing Fees and Charges . Landowner shall pay those proc essing, inspection, and plan check fees and charges required by City under then current regulations for processing applications and requests for permits, approvals, and other actions, and monitoring compliance with any permits issued or approvals granted or the performance of any conditions with respect thereto or any performance required of Landowner hereunder, provided such fees and charges are applied on a City-wide basis to all substantially similar types of development projects and properties.

6.2. Development Impact Fees, Exactions , and Dedications. Landowner shall pay all development impac t fe es, connection fees, mitigation fees, an d other exactions, and provide all dedications of land, required by City to support the constr uction of any public facilities and improvements or the provision of public services in relation to development of the Property (together “Exactions”) authorized by City after the Effective Date so long as said Exactions otherwise comply with applicable la w, including but not withstandin g, Government Code Section 66000 et seq., and are ( 1) required on a City- wide basis or (2) apply uniformly to all properties within the City that are zoned consistent with the Project Approvals. Except as otherwise provided i n this Agreement, Exactions required by City to be paid by the Landowner that do not meet either of the preceding criteria, shall be the only Exactions authorized as of the Effective Date.

7. Community Facilities District. Landowner shall take all steps necessary to annex the Property into an improvement area of CMFA Community Facilities District No. 2022-1 (City of Rocklin – Monument Springs) no later than eighteen (18) months from the Effective Date of this Agreement or prior to the recordation of the final map, whichever comes first . The special tax rate established shall be no less than th e rate applicable to the existing improvement area for the Vista Oaks Subdivision at the time of annexation . Notwithstanding the foregoing, in the event Landowner desires for the M onument Springs B ridge to be the only authorized facili ty within the improve ment area to which the Property is annexed, the special tax rate shall be a lesser amount than provided in the preceding sentence. Unless otherwise agreed to by the Parties in writing, each in their sole discretion, the City shall not be authorized to levy any special tax with respect to a parcel within the Project prior t o the issuance of a building permit for such parcel.

8. Community Facilities District Bond Proceeds . Proceeds of bonds issued for , and/or special taxes collected f rom, the improvement area established in Section 7 shall first be 319
8 used to reimburse the City f or bridge costs, including soft cost, as contemplated by Recital 8 herein.

9. Bike/Pedestrian Trail Construction . Concurrently with completion of the first phase o f development i n either the Vista Oaks property or the Project ( the “Projects”) , Landowner shall coordinate with the Vista Oaks property landowner (“Vista Oaks Landowner”) to construct the bicycle / pedestrian trail on the east side of Secret Ravine Creek through both of the Projects (from the Roseville City limit to the existing trail ending in the Granite Lake Estates subdivision) as indicated in the attached Exhibit D (“ Trail”). Landowner shall provide a n easement, the length and width of the Trail that lies within the Property, to City (“City Easement”) to allow for public ac cess and maintena nce until such time as the Project is developed. In the event Vista Oaks Landowner is prepared to complete the firs t phase of development in the Vista Oaks property before Landowner completes the first phase of development in the Project, Landowner shall: (i) upon request by Vista Oaks Landowner , enter into a commercially reasonable right of entry, license, temporary construction easemen t, and/or other form of agreement granting Vista Oaks Landowner the right to enter upon the Property i n commercially reasonable locations to construct the Trail; (ii) upon request by Vista Oaks Landowner, enter into a c ommercially reasonab le cost sharing / reimburs ement agreemen t to fairly allocate the costs of construction of the Trail based upon the lineal feet within the P roperty and the Vista Oaks property, including hard and soft costs; and (iii) grant the City E asement concurrently with completion of the first phase of development in the Vista Oaks property.

10. Amendment or Cancellation.

10.1. Modification Because of Conflict with State or Federal Laws. In the event that State or Federal laws or regulations enacted after the Effective Date of this Agreement prevent or p reclude complia nce wit h one or more provisions of this Agreement or require changes in plans, maps , or permits approved by City, the Parties shall meet and confer in good faith in a reasonable attempt to modify this Agreement to comply with such Federal or State law or regulation. Any such amendment or suspe nsion of the Agreement shall be approved by the City Council in accordance with City Codes and this Agreement.

10.2. Amendment by Mutual Consent . This Agreement may be amended in writing from time to time b y mutual consent of the Parties hereto and in accordance w ith the procedures of State law and City Codes and regulations.

10.3. Amendment of Project Approvals . Any amendment of the Project Approval(s) shall not require amendment of this Agreement unless t he amendment of the Project Approval(s) relates specifically to some provision of this Agreement.

10.4. Cancellation b y Mutual Consent . Except as otherwise permitted herein, this Agreement may be canceled in whole or in part only by the mutual consent of the Parties or their succ essors in interest, in accordance with the provisions of City Codes. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City.

10. Periodic Review.
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9 10.1. Review Date. The annual review date for thi s Agr eement shall be approximately the anniversary date of the Effective Date and follow the procedures set forth in Sections 17.92.180 to 17.92.190 of the City Zoning Code.

10.2. Initiation of Review. The City Manager shall initiate the annual review by giving to Landowner writt en noti ce that City intends to undertake su ch review. Within thirty (30) days of City’s notice, Landowner shall provide evidence to the City Manager to demonstrate good faith compliance with the Agreement. The burden of proof, by subs tantial evidence of compliance, is upon the Landowner.

10.3. Staff Reports. City shall deposit in the mail to Landowner a copy of all staff reports, and related exhibits, concerning contract performance at least three (3) days prior to any annual review. Such ma terials shall a lso be emailed to Landowner at the email ad dress provided in Section 25 at least three (3) days prior to any annual review.

10.4. Costs. Costs reasonably incurred by City in connection with the annual review shall be paid by Landowner in accordance with City’s schedule of fees and billing rates in effect at the time of review.

10.5. Non-compliance with Agr eement; Hearing s. If the City Mana ger, or his/her designee, finds that Landowner has not complied in good faith with the terms and conditions of th e Agreement dur ing the period under review, the City M anager, or his/her designee, may refer the Agreement t o the Planning Commission for review. Such referral shall be made by the City Manager or his/her designee, t ogether with a staff report of the City Manager or his /her designee’s findings. Upon such re ferral, the Planning Commission shall conduct a notice d public hearing to determine the good fa ith compliance by the applicant with the terms of the Agreement and shall direct the issuance of a cer tificate of complian ce upon a finding of good faith complia nce, or make a determination of non- compliance on the basis of substantial evidence. A decisio n by the Planning Commission to issue a certificate of compliance shall be s ubject to appeal to the City Council in the ma nner set forth in Section 4(f) of City Resolution __________. A determination of non -compliance by the Plan ning Commission, how ever, shall automatically be deemed appealed and reviewed de novo by the City Council. If the City Council finds, based on substantial evidence, that the applicant is not in compliance with the terms of the Agreement, it may either cancel the Agreement up on giving sixty (60) days notice to the applicant, or allow the Development Agreement to be continued by imposition of new terms a nd conditions intended to remedy such non- compliance. The City Council may impose such condi tions as it d eems necessary to pr otect the interests of City. The decision of the City Council shall be final.

11. Default. Subject to any applicable extension of time, failure by any Party to perform any term or provision of this Agreement required to b e performed b y such Party shall constitute an event of default ( “Event of Default ”). For purposes of this Agreement, a Party claiming another Party is in default shall be referred to as the “Complaining Party,” and the Party alleged to be in default sha ll be referred to as the “Party in Default.” A Complaining Party shall not exercise any of its remedies as the resul t of such Event of Default unless such Complaining 321
10 Party first gives notice to the Pa rty in Default as provided in Section 11.1.1, and the Party in Default fails to cure such Event of Default within the applicable cure period.

11.1. Procedure Regarding Defaults.

11.1.1. Notice of Default . If an Event of Default occurs prior to exercising any remedies, t he Complaining Party shall give the Party in Default written notice of such default.

11.1.2. Cure. If the default is reasonably capable of being cured within thirty (30) days, the Party in Default s hall have such period to ef fect a cure prior to exercise of remedies by the Complaining Party. If the nature of the alleged default is such that it cannot practicably be cured within such thirty (30) day period, the cure shall be deemed to have occurred w ithin such thirty (30) day period if: ( 1) the cure is commenced at the earliest practicable date following receip t of the notice ; ( 2) the cure is di ligently prosecuted to completion at all times thereafter; ( 3) at the earliest practicable date (in no event later than thirty (30) days after the curing party ’s receipt of the notice), the curing party provides written not ice to the ot her Party that the cure cannot practicably be completed within such thirty (30) day period; and ( 4) th e cure is completed at the earliest practicabl e date. In no event shall Complaining Party be precluded from exercising remedies if a defau lt is not cured within ninety (90) days after the first notice of default is given.

11.1.3. Failure to Assert. Any failures or delays by a Complaining Party in asserting any of its rights and remedies as to a ny default shall not operate as a waiver of any default or of any such rights or remedies. Delays by a Complaining Party in asserting any of its rights and remedies shall not deprive the Complaining Pa rty of its righ t to institute and maintain any actions or proceedings, which it may deem necessary to protec t, assert, or e nforce any such rights or remedies.

11.1.4. Legal Proceedings. Subject to the foregoing, if the Party in Default fails to cure a default in accordance wi th the foregoing, the Complaining Party, at its option, may institute legal proceedings pursuant to this Agr eement or, in the ev ent of a material default, terminate this Agreement. Upon the occurrence of an Event of Default, the Parties may pursue all other remedies at law or in equity, which are not otherwise provided for or prohibited by this A greement, or in City’s regulations governing development agreements, expressly including the remedy of specific performance of this Agreement.

11.1.5. Effect of Terminat ion. I f this Agreement is terminated following any Event of Default of Landowner or for any other reason, such termination shall not affect the validity of any building or improvement within the Property which is completed as of the da te of termination, p rovided that such building or improveme nt has been constructed pursuant to a building permit issued by City. Furthermore, no te rmination of this Agreement shall prevent Landowner from completing and occupying any building or other impr ovement authorized pursuant to a valid building permit previous ly issued by City that is under construction at the time of termination, provided that any such building or improvement is completed in accordance with said building permit in effect at the time of such termination. 322
11 12. Estoppel Certificate. Either Party may, at any time, and from time to time, request written notice from the other Party req uesting such Party to certify in writing that, ( 1) this Agreement is in full force and effect and a binding obligation of the Pa rties; (2) this Agreement has not been amended or modified either orally or in writing, or if s o amen ded, identifying the amendments; and (3) to the knowledge of the certifying Party the requesting Party is not in default in the perform ance of its obligations under this Agreement, or if in defa ult, to describe therein the nature and amount of any such defaults. A Party receiving a reque st hereunder shall execute and return such certificate within thirty (30) days following the receipt thereof, or such longer period as may reasonably be agreed to by the Parties in writing. City Manager of City shall be authorized to execute any cer tificate requested by Landowner. Should the Party receiving the request not execute and return such certifi cate within the appl icable period, this shall not be deemed to be a default.

13. Mortgagee Protection; Certain Rights of Cure.

13.1. Mortgagee Protection. This Agreement shall be superior and senior to any lien placed upon the Property, or any portion thereof aft er the date of recor ding this Agreement, including the lien for any deed of trust or mortgage ( “Mortgage”). Notwithstanding the foregoing, no breach hereof shall defeat, render invalid, diminish, or impair the lien of any Mortgage made in good faith and for va lue, but all th e terms and conditions contained in thi s Agreement shall be binding upon and effective agains t any person or entity, including any dee d of trust beneficiary or mortgagee ( “Mortgagee”) who acquires title to the Property, or any portion thereof, by foreclosure, trustee’s sale, deed in lieu of foreclosure, or otherwise.

13.2. Mortgagee Not Obligated. Notwithstanding the provisions of Section 13.1 above, no Mortgagee shall have any obligation or duty under this Agreement, before or after foreclosure or a deed in li eu of foreclosure, to construct or complete the construction of improvements, or to guarantee s uch construct ion of improvements, or to guarantee such construction or completion, or to pay, perform or provide any fee, dedication, improve ments or other exaction or imposition; provided, however, t hat a Mortgagee shall not be entitled to devote the Pr operty to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by the Project Approvals or by this Agreement.

13.3. Notice of Default to Mortgage e and Extension of Right to Cure. If City receives notice from a Mortgagee requesting a copy of any notice of default given Landowner hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with se rvice thereon to Landowner, any notice given to Landow ner with respect to any claim by Ci ty tha t Landowner has committed an Event of Default. Each Mortgagee shall have the right during the same period available to Landowner to cure or remedy, or to commence to cure or remedy, the Event of Default claimed set forth in the C ity’s notice.

City, through its City Manager, may extend the cure period provided in Section 11.1.2 for not more than an additional sixty (60) days upon request of Landowner or a Mortgagee.

14. Severability. Except as set forth herein, if any term, covenant, or condition of this Agreement or the application thereof to any person, entity, or circumstance shall, to any extent, 323
12 be invalid or unenforceable, the remainder of this Agreement, or t he application of such term, covenant, or condition to persons, entit ies, or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant, or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by l aw; provided, however, if any provision of this Agreement is determined to be invalid or unenforceable and the effect thereof is to deprive a P arty hereto of an es sential benefit of its bargain hereunde r, then such Party so deprived shall have the option t o terminate this entire Agreement from and after such determination.

15. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California.

16. Attorneys’ Fees and Costs in Legal Actions By Parties to the Agre ement. Should any legal action be brought by either Party for breach of this Agreement or to enforce any provisions herein, the prevailing par ty to such action shal l be entitled to reasonable attorneys ’ fees, court costs, and such other costs as may be fixed by the Court.

17. Attorneys’ Fees and Costs in Legal Actions By Third Parties to the Agreement. If any person or entity not a party to this A greement initiates a n action at law or in equity to challenge the validity of any provision of this Agreement or the Project App rovals, the Parties shall cooperate and appear in defending such action. Landowner shall bear its own costs of defense as a real par ty in interest in any such action, and Landowner shall reimburse City on an equal basis for all reasonable court costs and attorneys’ fees expended by City in defense of any such action or other proceeding.

18. Transfers and Assignments. From and after recordation of this Agreement against the Property, Landowner s hall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer , or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such assi gnment in substantially the form attached hereto as Exhibit E and the conveyance of Landowner’s interest in the Property related thereto, Landowner shall be released from any further liability or obligation hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the “Landowner,” w ith all rights and o bligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of City Manager on behalf of City and the final form of such assignment shall be subject to the approval of City Attorney, neither of which shall be unreasonably withheld.

19. Agreement Runs with the Land. Except as otherwise provided for in this Agreement, all of the provisions, rights, terms, covenant s, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and al l other persons acquiring the Property, or any portion t hereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be e nforceable as equitabl e ser vitude and shall constitute covenants running with the land pursuant to applicable law s, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from 324
13 doing, some act on the Property hereunder, or with respect to any owned property; (1) is for the benefit of such properties a nd is a burden upon such properties ; (2) runs with such properties; and ( 3) is binding upon each Party and each successive owner during its ownershi p of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its property hereunder and each other person succeeding to an interest in such properties.

20. Bankruptcy. The obligations of this Agreement shall no t be dischargeable i n bankruptcy.

21. Indemnification. Landow ner agrees to indemnify, defend, and hold harmless City, and its elected and appointed councils , boards, commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fe es and costs), and liability for any pe rsonal injury or property damage which may arise direc tly or indirect ly as a result of any actions or inactions by Landowner, or any actions or inactions of Landowner ’s contractors, subcontractors, agents, or employee s in co nnection with the construction, improvement, operation, or maintenance of the Property a nd the Project, provided that Landowner shall have no indemnification obligation with respect to the gross negligence or willful misconduct o f City, its contractors, subcontractors, agents or employees or with respect to the maintenance, use or condition of any improve ment after the time it has been dedicated to and accepted by City or another public entity (except as provided in an improvement agreement or maintenance bond).

22. Insurance.

22.1. Public Liability and Property Damage Insurance . At all times that Landowner is constructing any improvement s that will become public improvements, Landowner shall maintain in effect a policy of comprehensive g eneral liability ins urance with a per-occurrence combined s ingle limit of not less than one million ($1,000,000) dollars and a deductible of not mor e than ten thousand ($10,000.00) dollars per claim. The policy so maintained by L andowner shall name City a s an additional insure d and shall include either a severability of interest clause or cross-liability endorsement.

22.2. Workers’ Com pensation Insurance . At a ll times that Landowner is constructing any improvements that will become public improvements, Landowner sh all maintain Workers’ Compensation insurance for all perso ns employed by Landowner for work at the Project site. Landowner shall require each contractor and subcontractor similarly to provide Workers’ Compensation insurance for its respective employees. Landowner agrees to indemnify City for any damage resulting from Landowner’s failure to maintain any such insurance.

22.3. Evidence of Insurance . P rior t o commencement of construction of any improvements which will become public improvements, Landowner shall f urnish City satisfactory evidence of the insurance require d in Sections 22.1 and 22.2 and evidence that the carrier is required to give City at least fifteen (15) days prior written notice of the cancellation or reduction in coverage of a policy. The insurance shall extend to City, its elective and appointive boards, commissions, officers, agents, employees, and representatives and to Landowner performing work on the Project.

325
14 23. Excuse for Nonperformance. Landowner and City shall be excused from performing any obligation or undertaking provided in this Agreeme nt, except any obligation to pay any sum of money unde r the applicable provisions hereof, in the event and so long as the performance of any such obligation is prevented or delayed, retarded , or hindered by an act of God, fire, earthquake, flood, explosion, action of the elements, war, invasion, insurrection, riot, mob viol ence, sabotage, stri kes, lockouts, action of labor unions, condemnation, requisition, laws, orders of governmental, civil, military , or naval author ity, or any other cause, whether similar or dissimilar to the foregoing, not within the contr ol of, and which could not have bee n reasonably anticipated by, the Party claiming the extension of time to perform. The Party claiming such e xtension shall send written notice of the claimed extension to the other Party within thirty (30) days from the commencement of the cause entitling the Party to the extension.

24. Third Party Beneficiaries . This Agreement is made an d entered into for the sol e protection and ben efit of the Landowner and City and thei r successors and assigns. No other person shall have any right of action based upon any provision in this Agreement.

25. Notices. All notices required by this Agreement, the enabling legislation, or the procedure adopt ed purs uant to Government Code Section 65865, shall be in writing and delivered in person or sent by certified mail, postage prepaid.

Notice required to be given to City shall be addressed as follows:

CITY OF ROCKLIN
City Manager
3970 Rocklin Road
Rocklin, CA 95677

Notice required to be g iven to the Landowner shall be addressed as follows:

ELLIOTT HOMES, INC.

Attn: Price Walker
340 Palladio Parkway, Suite 521
Folsom CA 95630-8775
Email:
[email protected]

Either Party may change the address stated herein by giving notice in writing to the other Party, and thereafter notices shall be addressed and transmitted to the new address.

26. Form of Agreement; Recordation; Exhibits. Except when this Agre ement is automatically terminated due to the expiration of the Term of the Agreement or the provisions of Section 3.4 (Automatic Termination Upon Completion and Sale of Residential Lot), City shall cause this Agreement, any amendment hereto , and any other termination of any parts or provisions hereof, to be recorded, at Landowner ’s expense, with the County Recorder within ten (10) days of the effective date thereof. Any amendment or termination of this Agreement to be recorded that affects less than all of the Property shall descri be th e portion there of that is the subject of such amendmen t or termination. This Agreement is executed in three duplicate 326
15 originals, each of which is deemed to be an original. This Agreement consists of ___ pages and 7 Exhibits, which constitute the entire understanding and agreement of the Parties.

27. Further Assurances. The Parties agree to execute such additional instruments and to undertake such actions as may be necessary to effectuate the intent of this Agreement.

28. City Cooperation . City agrees to cooperate with Lando wner in securing all permits which may be required by City. City additionally agrees to coop erate with Land owner with respect to formation and implementation of community facilities d istricts if requested by Landowner. In the event State or Federal laws or regulations enacted after the Effective Date, or action of any governmental jurisdiction, prevent delay or preclude compliance with one or more provisions of this Agreement, or require changes in plans, maps , or permits approved by C ity, the Parties agree that the provisions of this Agreement shall be modified, extended, or suspended as may be necessary to comply with such State and Federal laws or regulations or the regulations of other governmental jurisdic tions. Each Party agrees to ex tend to the other its prompt and reasonable cooperation in so modifying this Agrement or approved plans.

IN WITNESS WHEREOF, the City of Rocklin, a municipal corporation, has authorized the execution of this Agreement in duplicate by its Mayor and attested to by its City Clerk under the authority of Ordinance N o. _________, adopted by the City Council of the C ity on the __________, and Landowner has caused this Agreement to be executed.

“CITY”

CITY OF ROCKLIN,
a municipal corporation

By: _________________________________
Name: ______________________________
Its: Mayor
Date: _______________________________

ATTEST:

__________________________________
City Clerk
“LANDOWNER”

ELLIOTT HOMES, INC.,
an Arizona corporation

By: _________________________________
Its: _________________________________
Date: _______________________________

APPROVED AS TO FORM:

_________________________________

327
16 _______________________________
City Attorney

Date:___________________________
328
17 EXHIBIT LIST

Exhibit A-1: Legal Description of the Property
Exhibit A-2: Diagram of the Property
Exhibit B: Tentative Subdivision Map
Exhibit C-1: Land Use Map for the Property
Exhibit C-2: Land Use Table
Exhibit D: Bike/Pedestrian Trail Map
Exhibit E: Form of Assignment

329
18 EXHIBIT A-1

LEGAL DESCRIPTION OF THE PROPERTY

The land referred to herein is situated in the State of California, County of Placer, City of Rocklin, and is described as follows:

330
A portion of Parcel 1 of Parcel Map P-74893, filed January 13, 1989, in Book 24 of Parcel Maps, at Page 94, Placer County Records and corrected by Certificate recorded April 10, 1990, in Book 3869, Page 566,
Official Records and that portion described in Grant Deed recor ded February 19, 1998, in Series No.98-0010790, Official Records Placer County, described as follows:

All that portion of Parcel 1 lying within the Northeast quarter of Section 30, Township 11 North, Range 7 East, Mount Diablo Base and Meridian. 331

EXHIBIT A-2

DIAGRAM OF THE PROPERTY

332
1313.1
1065.8
1259.8
121.3
671.8
357.0
466
.3

SECRETE
RAVINE

PROPOSED
LOTS
333

EXHIBIT B

TENTATIVE SUBDIVISION MAP

334

EXHIBIT B
335
336
337
338
339
340
341
342
343
344
345
346
347
348
349
350
351
352
353
354
355
356
357
358
359
360
361
362
363
364
365
366
367

EXHIBIT C-1

LAND USE MAP FOR THE PROPERTY

368

LAND USE MAP

HIGHLANDS PARCEL A
1504 EUREKA ROAD, SUITE 110
ROSEVILLE, CA 95661 916.786.0685

ENGINEERING AND PLANNING
EXHIBIT C-1
369

EXHIBIT C-2

LAND USE TABLE

370
1504 EUREKA ROAD, SUITE 110
ROSEVILLE, CA 95661 916.786.0685

ENGINEERING AND PLANNING
EXHIBIT C-2

LAND USE MAP

HIGHLANDS PARCEL A
371

EXHIBIT D

BIKE/PEDESTRIAN TRAIL MAP

372
373

EXHIBIT E

FORM OF ASSIGNMENT

OFFICIAL BUSINESS
Document entitled to free recording
Government Code Section 6103

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Rocklin

Attn: City Clerk

(SPACE ABOVE THIS LINE RESERVED FOR
RECORDER’S USE)

ASSIGNMENT AND ASSUMPTION AGREEMENT

RELATIVE TO HIGHLANDS PARCEL A

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (herei nafter, the “Agreement”) is entered into this ________ day of __________, 20____, by and between ___________, a _________ _________________ (he reinafter “Developer”), and ________________, a _________ _______________ (hereinafter “Assignee”).

RECITALS

On ____________, 2023, the City of Rocklin and Developer e ntered into that certain agreement entitled “Development Agreement By and Between the City of Rocklin and Elliott Homes, Inc., an Arizona corporation, Relative to Highlands Parcel A” (hereinafter the “Development Agreement”). Pursuant to the Development A greement, Developer agreed to develop certain property m ore particula rly described in the Development Agreement (hereinafter, the “Subject Property ”), subject to certain conditions and obligations as set forth in the Development Agreement. The Development Agreement was recorded against the Subject Property i n the Official Records of Rocklin County on _________________, 2023, as Instrument No. 2023- _____________________.

Developer intends to convey a portion of the Subject Property to Assignee, commonly re ferred to as Parcel _________, and more particularly i dentified and described in Exhibit A-1 and Exhibit A-2, attached hereto and incorporated herein by this reference (hereinafter the “Assigned Parcel”).

374

Developer d esires to assign and Assignee desires t o as sume all of Developer’s right, title, interest, bu rdens, and obligations under the Developm ent Agreement with respect to and as related to the Assigned Parcel.

ASSIGNMENT AND ASSUMPTION

NOW, THEREFORE, Developer and Assignee hereby agree as follows:

Developer hereby assigns, effective as of Developer ’s conveyance of the Assigned Parcel to As signee, all of the rights, title, interest, burdens , and obligations of Developer under the Development Agr eement with res pect to the Assigned Parcel.

Developer retains all the rights, title, interest, burdens, and obligations under the Development Agreem ent with respect to all other property within the Subject Property owned by Developer.

Assignee hereby ass umes all of the ri ghts, title, interest, burdens , and obligations of Developer under the Development Agreement with respect to the Assigned Parcel an d agrees to observe and fully perform all of the duties and obligations of Developer under the Development Agreement with respect to the Assigned Parcel. The parties intend hereby that, upon the execution of this A greement and co nveyance of the Assigned Parcel to Assignee, Assignee shall become substituted for Developer as the “Developer” under the Development Agreement with respect to the Assigned Parcel.

All o f th e covenants, terms , and conditions set forth herei n shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors, and assigns.

The Notice A ddress described in Section 18 of the Development Agreement for the Developer with respect to the Assigned Parcel shall be:

_______________________
_______________________
_______________________
_______________________
375

IN WITNESS HEREOF, the parties h ereto have executed this Agreement as of the day and year f irst above written. This Agreement may be signed in i dentical counterparts.

DEVELOPER:

ELLIOTT HOMES, INC.,
an Arizona corporation

By: _________________________________
Print Name: __________________________
Title: ________________________________
Date: ________________________________
ASSIGNEE:

____________________________________,
a ___________________________________

By: _________________________________
Print Name: __________________________
Title: ________________________________
Date: ________________________________
___________________________

376
ORDINANCE NO.

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ROCKLIN APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF ROCKLIN AND RONALD M. GUNTERT, JR., TERRY M.

GUNTERT, CELIA GUNTERT WEDDING, KAREN GUNTERT ADAMS, AND CHRISTIAN H. GUNTERT,

AS TENANTS IN COMMON AND LANDOWNERS RELATIVE TO THE VISTA OAKS SUBDIVISION (Vista Oaks Development Agreement / DA2023-0002)
The City Council of the City of Rocklin does resolve as follows:

Section 1. The City Council of the City of Rocklin finds and determines that:

B. The proposed Development Agreement is consistent with and implements the objectives, policies, general land uses, and programs specified in the General Plan, including the Housing Element.

C. The proposed Development Agreement is compatible with the land uses authorized in and the regulations prescribed by the Vista Oaks General Development Plan and Zoning (Ord. 914).

Section 2. The City Council of the City of Rocklin hereby approves the proposed Development Agreement by and between the City of Rocklin and Ronald M. Guntert, Jr., Terry M. Guntert, Celia Gunter Wedding, Karen Gunter Adams, and Christian H. Guntert, as tenants in common and landowners relative to the Vista Oaks Subdivision, in the form as shown on Exhibit A, attached hereto and incorporated by reference herein. 377

Page 2 ends

Ordinance No.

Section 3. The City Council of the City of Rocklin hereby directs the Mayor to sign the proposed Development Agreement by and between the City of Rocklin and Ronald M. Guntert, Jr., Terry M. Guntert, Celia Gunter Wedding, Karen Gunter Adams, and Christian H. Guntert, as tenants in common and landowners relative to the Vista Oaks Subdivision on behalf of the City of Rocklin and directs the City Clerk to record said document with the Placer County Recorder.

INTRODUCED at a regular meeting of the City Council of the City of Rocklin held on January 9, 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers
ABSTAIN: Councilmembers
PASSED AND ADOPTED at a regular meeting of the City Council of the City of Rocklin held on __________, 20__, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
____________________________________
, Mayor
ATTEST:
___________________________
Haley Reid, Acting City Clerk
First Reading: 01.09.2024
Second Reading:

Effective Date:
378

Page 1 ends

Ordinance No.

EXHIBIT A
379

OFFICIAL BUSINESS
Document entitled to free recording
Government Code Section 6103

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Rocklin
3970 Rocklin Road
Rocklin, CA 95677
Attn: City Clerk
Ph: (916) 625-5588

(SPACE ABOVE THIS LINE RESERVED FOR
RECORDER’S USE)

DEVELOPMENT AGREEMENT

BY AND BETWEEN

THE CITY OF ROCKLIN

AND

RONALD M. GUNTERT, JR., TERRY M. GUNTERT, CELIA GUNTERT WEDDING, KAREN GUNTERT ADAMS, AND CHRISTIAN H. GUNTERT, AS TENANTS IN

COMMON AND LANDOWNERS

RELATIVE TO THE VISTA OAKS SUBDIVISION

380
2 DEVELOPMENT AGREEMENT

RELATIVE TO VISTA OAKS SUBDIVISION

This Development Agreement (“ Agreement”) is entered into as of this ____ day of ______, 2023, by and between the CITY OF ROCKLIN , a municipal corporation (“C ity”), and RONALD M. GUNTERT, JR., TERRY M. GUNTERT, CELIA GUNTERT WEDDING, KAREN GUNTERT ADAMS, AND CHRISTIAN H. GUNTERT, as Tenants in Common (collectively, “Landowner”). City and Landowner are hereinafter sometimes collectively referred to as the “Parties” and singularly as “Party.”

RECITALS

1. Authorization. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of California adopted Government Code Section 65864, et seq ., which authorizes City and any person having a legal or equitable interest in the real property to enter into a development agreement, establishing certain development rights in the Property which is the subject of the development project application.

2. Property. Landowner holds a legal or equitable interest in certain real property located in the City of Rocklin , County of Placer, more particularly described in Exhibit A -1 and depicted in Exhibit A-2 attached hereto (the “Property”). Landowner represents that all persons holding legal or equitable interests in the Property shall be bound by this Agreement.

3. Project. Landowner has obtained various approvals from City (described in more detail in Recital 6 below), including approval for a tentative subdivision map for a project known as the Vista Oaks Subdivision (the “Project”) to be located on the Property. All conditions of approval of the Project are incorporated into this Agreement as though fully set forth herein.

6. Project Approvals . The following land use approvals which are collectively referred to hereinafter as the “ Project Approvals ” have been granted for the Property, which entitlements are the subject of this Agreement.

381
3 6.1. General Plan Amendment (GPA-2002-04) approved by City on November 14, 2006;

6.2. General Development Plan ( PDG-2001-07) and Rezone ( Z-2002-02) approved by City on November 14, 2006;

6.3. Tentative Subdivision Map (SD-2001-04) and Oak Tree Preservation Plan Permit ( TRE-2001-30) for the Project , including all conditions of appr oval attached hereto as Exhibit B-1 approved by the City on November 14, 2006 by City Resolution No. 2006-351 (“Tentative Subdivision Map”) and No. 2006-352 (“Design Review”).

6.4. Design Review (DR-2002-21) for the Project , including all conditions of approval attached hereto as Exhibit B-2 approved by the City on November 14, 2006 by City Resolution No. 2006-352 (“Design Review”).

7. Need for Services and Facilities . Development of the Property will result in a need for municipal services and facilities, some of which services and facilities will be provided by City to the Project subject to the performance of Landowner ’s obligations hereunder. With respect to water, pursuant to Government Code Section 65867.5, any tentative map a pproved for the Property will comply with the provisions of Government Code 66473.7, if applicable.

8. Intent of the Parties; Public Benefit. The Parties desire to enter into this Agreement relating to the Property in conformance with the applicable provisi ons of state and local law in order to achieve the development of the Project in accordanc e wit h the Project Approvals, City ordinances and resolutions, and the Zoning Code, which together assure the health, safety, and general welfare of City and its existing and future residents. As a condition of approval, the Property, along with the Highl ands Parcel A and Granite Lake Estates projects, were conditioned to obtain rights of way and construct Monument Springs Drive, including the bridge, from China Garde n Road to the Property (“Monument Springs Connection”). For numerous reasons, including t he economic downturn in 2010, the Property has not yet developed, and construction of the Monument Springs Connection has been delayed. On June 22, 2021, City committed to ensure that the Monument Springs bridge is completed and allocated significant sums for this improvement that would be reimbursed, in part, through special tax assessments on the lots in the Property and properties in Highlands Parcel A and Granite L ake Estates. Extension of the Project Approvals through this Agreement will facilitate completion of the Monument Springs Connection and thereby provide a public benefit and enable City to be reimbursed for the share of costs for the Monument Springs bri dge attributable to the Property.

City has determined that development of the Property in accordance with the Project Approvals , including this Agreement and ultimate construction of the Monument Springs Connection, provides clear public benefits that will accrue to the p ublic and that may not otherwise be obtained to the same extent through applicable development approval processes.

9. Contribution to Costs of Facilities and Services . Landowner agrees to contribute to the costs of such public facilities and services as may be required herein to mitigate impacts on the community of the development of the Property, and City agrees to provide such public 382
4 facilities and services as may be required herein to assure that Landowner may proceed with and complete development of the Property in accordance with the terms of this Agreement. City and Landowner recognize and agree that, but for Landowner ’s contributions to mitigate the impacts arising as a result of development entitlements granted pursuant to this Agree ment, City would not and could not approve the extension of the Project Approvals as provided by this Agreement and that, but for City’ s covenant to provide certain facilities and services for development of the Property, Landowner would not and could not c ommit to provide the mitigation as provided by this Agreement. City’s vesting of the right to develop the Property as provided herein is in reliance upon and in consideration of Landowner’s agreement to make contributions toward the cost of public improve ments as herein provided to mitigate the impacts of development of the Property as development occurs.

11. Consistency with General and Specific Plan . Having duly examined and considered this Agreement and having held properly noticed public hearings hereon, in City Ordinance No. _________, City found that this Agreement satisfies the Government Code Section 65867.5 requirement of general plan and specific plan consistency.

NOW, THEREFORE, in consideration of the mutual promises, c onditions, and covenants hereinafter set forth, the Parties agree as follows:

AGREEMENT

1. Incorporation of Recitals. The Preamble, the R ecitals, and all defined terms set forth therein are hereby incorporated into this Agreement as if set forth herein in full.

2. Relationship of City and Landowner . It is understood that this Agreement is a contract that has been negotiated and voluntar ily e ntered into by City and Landowner and that Landowner is not an agent of City. City and Landowner hereby renounce the existence of any form of joint venture or pa rtnership between them and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making City and Landowner joint venturers or partners.

3. Effective Date and Term.

3.1. Effective Date. The effective date of this Agreement (“Effective Date”) is ____________, which is the effective date of City O rdinance No.________, adopting this Agreement.

3.2. Term. Upon execution, the term of this Agreement shall commence on the Effective Date and extend for a period of ten (10) years, unless said term is terminated, modified, or extended by circumstances set for th in this Agreement. Following the expiration of the term, this Agreement shall be deemed terminated and of no further for ce and effect. Said termination 383
5 of the Agreement shall not affect any right or duty created by City approvals for the Property adopted prior to, concurrently with, or subsequent to the approval of this Agreement.

3.3. Term of Project Approvals. Pursuant to California Government Code Section 66452.6(a), the Project Approvals, including but not limited to the term of the Tentative Subdivision Map, shall automatically be extended for the term of this Agreement.

3.4. Automatic Termination Upon Completion and Sale of Residential Lot.

This Agreement sha ll automatically be ter minated, without any further action by either Party or need to record any additional document, with respect to any single -family residential lot within a parcel designated by the Project Approvals for residential use, upon completion of construction and issuance by City of a final occupancy permit for a dwelling unit upon such residential lot and conveyance of such improved residential lot by Landowner to a bona -fide good-faith purchaser thereof. In connection with its issuance of a final inspection for such improved lot, City shall confirm that all improvements, which are required to serve the lot, as determined by City, have been accepted by City. Termination of this Agreement for any such residential lot as provided for in this Se ction shall not in any way be construed to terminate or modify any assessment district or Mello -Roos Community Facilities District lien affecting such lot at the time of termination.

4. Use of Property.

4.1. Right to Develop. Landowner shall have the vested right to develop the Project in accordance with the terms and conditions of the Project Approvals, inclu ding this Agreement and any amendments to any of them as shall, from time to time, be approved pursuant to this Agreement. Landowner’s vested right to develop the Property shall be subject to subsequent approvals; provided however, except as stated in Section 4.3, that any conditions, terms, restrictions , and requirements for such subsequent approvals shall not prevent development of the Property for the us es, or reduce the density and intensity of development, or limit the rate or timing of developme nt set forth in this Agreement, so long as Landowner is not in default under this Agreement.

4.2. Permitted Uses . The permitted uses of the Property, the density a nd intensity of use, the maximum height and size of proposed buildings, provisions for reservati on or dedication of land for public purposes, the location, design, and maintenance of on -site and off-site improvements, location of public utilities, and other terms and conditions of development applicable to the Property, shall be those set forth in the Project Approvals , including this Agreement and any amendments to this Agreement or the Project Approvals as shall, from t ime to time, be approved. City ackn owledges that the Proje ct Approvals provide for the land uses and approximate acreages for the Property as set forth in Exhibit C-1 and Exhibit C-2.

4.3. Moratorium, Quotas, Restrictions , or Other Growth Limitations . Subject to applicable law relating to the vesting provisions of development agreements, Landowner and City intend that, except as ot herwise provided in this Agreement, this Agreement shall vest the Project Approvals against subsequent City resolutions, ordinances, and initiatives that directly or indirectly limit the rate, timing, sequencing of development, or prevent or conflict with the 384
6 permitted uses, density , and intensity of uses as set forth in the Project Approvals; provided however, Landowner shall be subject to any growth limitation ordinance, resolution, rule, regulation, or policy which is adopted on a uniformly applied, City- wide or area-wide basis, and directly concerns a public health or safety issue, in which case City shall treat Landowner in a uniform, equitable, and proportionate manner with all pr operties, public and private, which are impacted by that public health or safety issue.

5. Applicable Rules, Regulations, Fees, and Official Policies.

5.1. Rules Regarding Permitted Uses . Except as provided in this Agreement, City’s ordina nces, resolutions, rules, regulations , and official policies governing the permitted uses of the Pro perty, the density and intensity of use, the rate timing and sequencing of development, the maximum height and size of proposed buildings, and provisions for reservation and dedication of land shall be those in force on the Effective Date of the Proje ct Approvals.

Except as provided in Section 6.2, this Agreement does not vest Landowner’s rights regarding the payment of any development impact fe es, exaction s and dedications, proc essing fees, inspection fees, plan checking fees or charges, or any other fee or charge imposed by City. All fees and charges applied on a C ity-wide basis to all substantially similar types of dev elopment projects and properties shall be paid at the rate in effect at the time such fees are customarily due, unless otherwise provided for in this Agreement.

5.2. Rules Regarding Design and Construction. Unless otherwise expressly provided in this Agreement, all ordinances, resolutions, rules, regulations, and official policies governing design, improvement , and construction standa rds and specifications applicable to the Project and to public improvements to be constructed by the Landowner shall be thos e in force and effect at the time th e applicable plan or permit approval was granted, if granted prior to the Effective Date of this Agreement, those in force and effect at the time of permit application.

5.3. Changes in State or Federal Law . This Agreement shall not preclude the application t o development of the Property of changes in City laws, regulations, plans , or policies, the ter ms of which are specifically mandated and required by changes in State or Federal laws or regulations.

5.4. Reservation of Authority . Notwithstanding any other provision of this Agreement to the contrary, the following regulations and provisions shall apply to the development of the Property, which are collectively referred to in this Agreement as “City Law”:

(A) Existing or new fees and charges of every kind and na ture imposed by City to cover the actual costs to City of processing applications for Project A pprovals or for monitoring compliance with any Project Approvals or subsequent approvals granted or issued, as such fees and charges are adjusted from time to time.

(B) Existing or new regulations relating to hearing bodies, petitions, applications, notic es, f indings, records, hearings, reports, recommendations, appeals , and any other matter of procedure, provided such procedures are applied on a City-wide basis to all substantially similar types of development projects and properties. 385
7 (C) Existing or new regulations governing construction standards and specifications including City ’s building code, plumbing code, mechanical code, electrical code, fire code, and grading code, and all other uniform construction codes then applicable in the City at the time of permit application.

(D) New C ity ordinances, rules, regulations , or policies which may be in conflict with this Agre ement or the Project Approvals but w hich are reasonably necessary to protect the public health or safety, provided such new C ity ordinances, rules, regulations, or policies are applied on a C ity-wide basis to all substantially similar types of development projects and properties.

(E) Any other existing or new City ordinances, rules, regulations, or policies applicable to the Property, which do not conflict with this Agreement or the Project Approvals.

6. Subsequently Enacted Fees, Dedications, Assessments, and Taxes.

6.1. Processing Fees and Char ges. Landowner shall pay those processing, inspection, and plan check fees and charges required by City under then current regulations for processing applications and requests for permits, approvals, and other actions, and monitoring compliance with any permits issued or approvals granted or the performance of any conditions with respect thereto or any performance required of Landowner hereunder , provided such fees and charges are applied on a C ity-wide basis to all substantially similar types of development projects and properties.

6.2. Development Impact Fees, Exactions , and Dedications. Landowner shall pay all development impact fees, connection fees, mitigation fees, and other exactions, and provide all dedications of l and, required by City to support the construction of any public facilities and improvements or the provision of public services in r elation to development of the Property (together “Exactions”) authorized by City after the Effective Date so long as said Exactions otherwise comply with applic able law , including but not withstanding, Government Code Section 66000 et seq ., and are ( 1) required on a City-wide basis or ( 2) apply uniformly to all properties within the City that are zoned consistent with the Proje ct Approvals. Except as otherwise provided in this Agreement, Exactions required by City to be paid by the Landowner that do not me et either of the preceding criteria, shall be the only Exactions authorized as of the Effective Date.

7. Community Facilities District. Landowner has already annexed the Property int o CMFA Community Facilities District No. 22-4 (City of Rocklin – Monument Springs).

8. Community Facilities District Bond Proceeds . CMFA Community Facilities District No. 22 -4 (City of Rocklin – Monument Springs) bond proceeds shall first be used to reimburse the City for costs incurred for construction of the Monument Springs bridge, including eligible soft and hard costs.

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8 9. Bike/Pedestrian Trail Construction . Concurrently wit h completion of the fir st phase of development i n either the Project or the Highlands Parcel A property (the “Projects”), Landowner shall coo rdinate with the Highlands Parcel A property landowner (“ Highlands Landowner”) to construct the bicycle / pedestrian trail on the east side of Secret Ravine Creek through both of the P rojects (f rom the Roseville City limit to the existing trail ending in the Granite Lake Estates subdivision) as indicated in the attached Exhibit D (“Trail”). Landowner shall provide an easement, the length an d width of the T rail that lies within the Property, to City to allow for public ac cess and maintenance until such time as the surrounding open space areas are deeded to the City with the applicable development phase of the Project (“City Easement”).

In the event Highlands Landowner is prepared to complete the first phase of development i n the Highlands Parcel A property before Landowner completes the first phase of development i n the Project, Landowner shall: (i) upon request by Highlands Landowner, enter into a commercially reasonable righ t of entr y, license, temporar y construction easement, and/or ot her form of agreement granting Highlands Landowner the right to enter upon the Property in commercially reasonable locations to construct the Trail; (ii) upon request by Highlands Landowner, enter into a commercially reasonable cost sharing / reimbursement agreement to fairly allocate the costs of construction of the Trail based upon the lineal feet wi thin the Property and the Highlands Parcel A property, including hard and soft costs; and (iii) grant the City Easement concurrently with completion of the first phas e of develop ment in the Highlands Parcel A property. During construction of the Emergency Access Bridge in Phase 2 of the Project, an interim trail alignment shall be provided for the portion of the Trail affected by such constr uction to the reasonable satisfaction of the City Engineer.

10. Amendment or Cancellation.

10.1. Modification Because of Conflict with State or Federal Laws . In the event that State or Federal laws or regulations enacted after t he Effec tive Date of this Agreement prevent or preclude compliance with one or more provisions of this Agreement or require changes in plans, maps , or permits approved by City, the P arties shall meet and confer in good faith in a reasonable attempt to modif y this Agreement to comp ly with such Federal or State law or regulation. Any such amendment or suspension of the Agreement shall be approved by the City Council in accordance with City Codes and this Agreement.

10.2. Amendment by Mutual Cons ent. This Agre ement may b e amended in writing from time to time b y mutual consent of the P arties hereto and in accordance with the procedures of State law and City Codes and regulations.

10.3. Amendment of Project Approvals. Any amendment of the Project Approval(s) shall not r equire amendment of this Agreement unless the am endment of the Project Approval(s) relates specifically to some provision of this Agreement.

10.4. Cancellation by Mutual Consent . Except as otherwise permitted herein, this Agreement may be canceled in whole or in part only by the mutual consent of the P arties or their successors in interest, in accordance with the provisions of City Codes. Any fees paid pursuant to this Agreement prior to the date of cancellation shall be retained by City.

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9 11. Periodic Review.

11.1. Review Da te. The annual review date for this Agr eement shall be approximately the anniversary date of the Effective Date and follow the procedures set forth in Sections 17.92.180 to 17.92.190 of the City Zoning Code.

11.2. Initiation of Review. The City Manager shall initiate the annual review by giving to Landowner written notice that City intends to undertake such review. Within thirty ( 30) days of City’s notice, Landowner shall provide evidence to the City Manager to demonstrate good faith compliance wit h t he Agreement. The burden of proof, by substanti al evidence of compliance, is upon the Landowner.

11.3. Staff Reports. City shall deposit in the mail to Landowner a copy of all staff reports, and related exhibits , concerning contract performance at least three (3) days prior to any annual review. Such ma terials shall also be emailed to Landowner at the email address provided in Section 26 at least three (3) days prior to any annual review.

11.4. Costs. Costs reasonably incurred by City in conne ction with the annu al review shall be paid by Landowner in accorda nce with City’s schedule of fees and billing rates in effect at the time of review.

11.5. Non-compliance with Agreement; Hearing s. If the City Manager , or his/her de signee, finds that Landowner has not complied in good f aith with the ter ms and conditions of the Agreement during the period under review, the City Manager , or his/her designee, may refer the Agreement to the Planning Commission for review. Such referral shall be made by the City Manager or his/her designee, together with a staff report of the City Manager or his/her designee’s findings. Upon such referral, the Planning Commission shall conduct a noticed public hearing to determine the good faith compliance by the applicant with the terms of the Agreement and shall direct the issuance of a certificate of compliance upon a finding of good faith compliance, or make a determination of non -compliance on the basis of substantial evidence. A decision by the Planning Commission to issue a c ertificate of c ompliance shall be subject t o appeal to the City Council in the manner set forth in Section 4(f) of City Resolution __________.

A determination of non-compliance by the Planning Commission, however, shall automatically be deemed appealed and reviewed de n ovo by the City Council. If the City Council finds, based on substantial evidence, that the applicant is not in compliance with the terms of the Agreement, it may either cancel the Agreement upon giving sixty (60) d ays notice to the applicant, or allow the Development Agreement to b e continued by imposition of new terms and conditions intended to remedy such non- compliance. The City Council may impose such conditions as it deems necessary to protect the interests of City. The decision of the City Council shall be final.

12. Default. Subject to any applicable extension of time, failure by any P arty to perform any term or provision of this Agreement required to be performed by such P arty shall constitute an event of default ( “Event of Defaul t”). For purposes of this Agreement, a Party claiming another Party is in default shall be referred to as the “ Complaining Party,” and the Party alleged to be in default shall be referred to as the “ Party in Default.” A Complaining Party shall not exercise any of its r emedies as the result of such Event of Default unless such Complaining 388
10 Party first gives notice to the Party in Default as provided in Section 12.1.1, and the Party in Default fails to cure such Event of Default within the applicable cure period.

12.1. Procedure Regarding Defaults.

12.1.1. Notice of Default. If an Event of Default occurs prior to exercising any remedies, the Complaining Party shall give the Party in Default written notice of such default.

12.1.2. Cure. If the de fault is reasonably capable of being cured w ithin thirty (30) days, the Party in Default shall have such period to effect a cure prior to exercise of remedies by the Complaining Party. If the nature of the alleged default is such that it cannot practicably be cured within such thirty (30) day period, the cure shall be deemed to have occurred within such thirty (30) day period if: ( 1) the cure is commenced at the earliest practicable date following receipt of the notice; ( 2) the cure is diligently prosecute d to completion at all times thereafter; ( 3) at the ear liest practicable date (in no event later than thirty (30) days after the curing party’s receipt of the notice), the curing party provides written notice to the other Party that the cure cannot practicably be completed within such thirty (30) da y period; and ( 4) the cure i s completed at the earliest practicable date. In no event shall Complaining Party be precluded from exercising remedies if a default is not cured within ninety (90) days after the first notice of default is given.

12.1.3. Failure to Assert. Any failures or delays by a Complaining Party in asserting any of its rights and remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies. Delays by a Complaining Party in asserting any of its rights and remedies shall not dep rive the Complaining Pa rty of its right to institute and maintain any actions or proceedings, which it may deem necessary to protect, assert, or enforce any such rights or remedies.

12.1.4. Legal Proceedings . Subject t o the foregoi ng, if the Party in Default fails to cure a default i n accordance with the foregoing, the Complaining Party, at its option, may institute legal proceedings pursuant to this Agreement or, in the event of a material default, terminate this Agree ment. Upon the occurrence of an Event of D efault, the P arties may pursue all other remedies at law or in equity, which are not otherwise provided for or prohibited by this Agreement, or in City’ s regulations governing developm ent agreements, expressly including the remedy of specific performance of this Agreement.

12.1.5. Effect of Termination. If this Agreement is terminated following any Event of Default of Landowner or for any other reason, such termination shall not affect the validity of any building or improvement wit hin the Property which is comp leted as of the date of termination, provided that such building or improvement has been constructed pursuant to a building permit issued by City. Furthermore, no termination of this Agreement shall prevent Landowner from com pleting and occupying any building or other improvement authorized pursuant to a valid building permit previously issued by City that is under construction at the time of termination, provided that any such building or improvement is completed in accordance with said building permit in effect at the time of such termination.

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11 13. Estoppel Certificate. Either Party may, at any time, and from time to time, request written notice from the other Party requesting such Party to certify in writing that, (1) this Agreement is in f ull force and eff ect and a binding obligation of the Parties; ( 2) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments; and ( 3) to t he knowledge of the certifying Party the r equesting Party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. A Party receiving a request hereunder shall execute and return suc h certificate within thirty (30) days following the receipt thereo f, or such longer period as may reasonably be agreed to by the Parties in writing. City Manager of City shall be authorized to execute any certificate requested by Landowner. Should the Party receiving the request not execute and r eturn such certificate within the applicable period, this shall not be deemed to be a default.

14. Mortgagee Protection; Certain Rights of Cure.

14.1. Mortgagee Protection. This Agreement shall be superior and senior to any lien placed upon the P roperty, or any portion thereof after the date of recording this Agreement, including the lien for any deed of trust or mortgage ( “Mortgage”). Notwithstanding the foregoing, no breach hereof shall defeat, render invalid, diminish, or impair t he lien of any Mortgage made i n good faith and for value, but all the terms and conditions contained in this Agreement shall be binding upon and effective against any person or entity, including any deed of trust beneficiary or mortgagee ( “Mortgagee”) who acquir es title to the Property, or any portion thereof, by foreclosure, trustee’s sale, deed in lieu of foreclosure, or otherwise.

14.2. Mortgagee Not Obligated. Notwithstanding the provisions of Section 14.1 above, no Mortgagee shall have any obl igation or duty under this Agreement, befor e or after foreclosure or a deed in lieu of foreclosure, to construct or complete the construction of improvements, or to guarantee such construction of improvements, or to guarantee s uch construction or completion, or to pay, perfo rm or p rovide any fee, dedication, improvements or other exaction or imposition; provided, however, that a Mortgagee shall not be entitled to devote the Property to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by the Project Approvals or by this Agreement.

14.3. Notice of Default to Mortgagee and Extension of Right to Cure . If City receives notice from a Mortgagee requesting a copy of any notice of default given Landowner hereunder an d specif ying the address for ser vice thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Landowner, any notice given to Landowner with respect to any claim by City that Landowner has committed an Event of Default. Each Mortgagee shall have the right during the same period available to Landowner to cure or remedy, or to commence to cure or remedy, the Event of Default claimed set forth in the City’ s notice. City, through its City Manager, may extend the cure period provided in Section 12.1.2 for not m ore than an additional sixty (60) days upon request of Landowner or a Mortgagee.

15. Severability. Except as set forth herein, if any term, covenant , or condition of this Agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term, 390
12 covenant, or condition to persons, entities, or circumstances other than those as to which it is held invalid or une nforceable, shall not be affected thereby and each term, covenant , or condition of this Agreement shall be valid and be enforced to the fullest extent permitted by law; provided, however, if any provision of this Agree ment is determined to be inva lid or unenforceable and the effect thereof is to deprive a Party hereto of an essential benefit of its bargain hereunder, then such Party so deprived shall have the option to terminate this entire Agreement from and after such determination.

16. Applicable Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California.

17. Attorneys’ Fees and Costs in Legal Actions By Parties to the Agreement . Should any legal action be brought by either P arty for breach of this Agre ement or to enf orce any provisions herein, the prevailing party to such action shall be entitled to reasonable attorneys ’ fees, court costs, and such other costs as may be fixed by the Court.

18. Attorneys’ Fees and Costs in Legal Actions By Third Parties to the Agree ment. If any person or entity not a party to this Agreem ent initiates an action at law or in equity to challenge the validity of any provision of this Agreement or the Project Approvals, the P arties shall cooperate an d appear in defending such ac tion. Landowner sh all bear its own costs of defense as a real par ty in interest in any such action, and Landowner shall reimburse City on an equal basis for all reasonable court costs and attorneys ’ fees expended by City in de fense of any such action or other proceeding.

19. Transfers and Assignments. From and after recor dation of this Agreement against the Property, Landowner shall have the full right to assign this Agreement as to the Property, or any portion thereof, in connection with any sale, transfer , or conveyance thereof, and upon the express written assignment by Landowner and assumption by the assignee of such assignment in substantially the form attached hereto as Exhibit E and the conveyance of Landowner’s interest in the Property related thereto , Landowner shall b e released from any furt her liability or obliga tion hereunder related to the portion of the Property so conveyed and the assignee shall be deemed to be the “Landowner,” with all rights and obligations related thereto, with respect to such conveyed property. Prior to recordation of this Agreement, any proposed assignment of this Agreement by Landowner shall be subject to the prior written consent of City Manager on behalf of City and the final form of such ass ignment shall be subject to the approv al of City Attorney, neither of which shall be unreasonably withheld.

20. Agreement Runs with the Land. Except as otherwise provided for in this Agreement, all of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the P arties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of t he provisions of this Agreement shall be enforc eable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of C alifornia. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property; ( 1) is for the benefit 391
13 of such properties and is a burden upon such properties ; (2) runs with such properties; and (3) is binding upon each Party and e ach successive ow ner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each Party and its property hereunder and each other person succeeding to an interest in such properties.

21. Bankruptcy. The obligations of this Agreement shall not be dischargeable in bankruptcy.

22. Indemnification. Landowner agrees to indemnify, defend, and hold harmless City, and its elected and appointed councils, boards, commissions, officers, agents, employees , and representatives from any and all claims, costs (including legal fees and costs), and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inact ions by Landowner, or any actions or i nactions of Landowner ’s contractor s, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Property and the Project, provided that Landowner shall have no indemnification obligation with respect to the gross negligence or wi llful misconduct of City, its contractors, subcontractors, agents or employees or with respect to the maintenance, use or condition of any improvement after the time it has been dedicated to and accepted by City o r another public entity (except as provided in an improvement agreement or maintenance bond).

23. Insurance.

23.1. Public Liability and Property Damage Insurance . At all times that Landowner is constructing any improvements that will become public improvements, L andowner shall main tain in effect a policy of comprehensive genera l liability insurance with a per-occurrence combined single limit of not less than one million ($1,000,000) dollars and a deductible of not more than ten thousand ($10,000.00) dollars per cl aim. The polic y so maintained by Landowner shall name City as an additional insured and shall include either a severability of interest clause or cross-liability endorsement.

23.2. Workers’ Compensation Insurance . At all times tha t Landowner is constructing any improvements that will become public improvements, Landowner shall maintain Workers’ Compensation insurance for all persons employed by Landowner for work at the Project site. Landowner shall require each contractor and subcontractor similarly to provi de Workers’ Compensation insurance for its respective employees. Landowner agrees to indemnify City for any damage resulting from Landowner’s failure to maintain any such insurance.

23.3. Evidence of Insurance. Prior to commencement of construction of any improvements which will becom e public improvements, Landowner shall furnish City satisfactory evidence of the insurance required in Sections 23.1 and 23.2 and evidence that the carrier is required to give City at least fifteen (15 ) days prior written notice of the cancellation or reduction in coverage of a policy. The insurance shall extend to City, its elective and appointive boards, commissions, officers, agents, employees, and representatives and to Landowner performing work on the Project.

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14 24. Excuse for Nonperfo rmance. L andowner an d City shall be excused from performing any obligation or undertaking provided in this Agreement, except any obligation to pay any sum of money under the applicable provisions hereof, in the event and so long as the performance of any such obligatio n is prevented or delaye d, retarded, or hindered by an act of God, fire, earthquake, flood, explosion, action of the elements, war, invasion, insurrection, riot, mob violence, sabotage, strikes, lockouts, action of labor unions, condemna tion, requisition, laws, orders of governmental, civil, military , or naval authority, or any other cause, whether similar or dissimilar to the foregoing, not within the control of, and which could not have been reasonably anticipated by, the Party claiming the extension of t ime to perform. The Par ty claiming such extension shall send written notice of the claimed extension to the other Party within thirty (30) days from the commencement of the cause entitling the Party to the extension.

25. Third Party Benefi ciaries. This Agre ement is made and entered into for the sole protection and benefit of the Landowner and City and their successors and assigns. No other person shall have any right of action based upon any provision in this Agreement.

26. Notices. All not ices required by this Agre ement, the enabli ng legislation, or the procedure adopted pursuant to Government Code Section 65865, shall be in writing and delivered in person or sent by certified mail, postage prepaid.

Notice required to be given to City shall be addressed as follows:

CITY OF ROCKLIN
City Manager
3970 Rocklin Road
Rocklin, CA 95677

Notice required to be given to the Landowner shall be addressed as follows:

RONALD M. GUNTERT, JR.
222 E. Fourth Street
Ripon, CA 95366
Email:
[email protected]

Either Party may change the address stated herein by giving notice in writing to the other P arty, and thereafter notices shall be addressed and transmitted to the new address.

27. Form of Agreement; Recordation; Exhibit s. Except when this Agreement is automatically terminated due to the ex piration of the Term of the Agreement or the provisions of Section 3.4 (Automatic Termination Upon Completion and Sale of Residential Lot), City shall cause this Agreement, any amendment hereto , and any other term ination of any part s or provisions hereof, to be recorded, at Landowner ’s expense, with the C ounty Recorder within ten (10) days of the effective date thereof. Any amendment or termination of this Agreement to be recorded that affects less than all of the Property shall describe t he portion thereof that is the subject o f such amendment or termination. This Agreement is executed in three duplicate 393
15 originals, each of which is deemed to be an original. This Agreement consists of ___ pages and 8 Exhibits, which constitute the entire understanding and agreement of the Parties.

28. Further Assurances. The P arties agree to execute such additional instruments and to undertake such actions as may be necessary to effectuate the intent of this Agreement.

29. City Cooperation. City agrees to cooperate with Landowner in securing all permits which may be required by City. City additionally agrees to cooperate with Landowner with respect to formation and implementation of community facilities d istricts if requested by Landowner. In the e vent State or Federal laws or regulations enacted after the Effective Date, or action of any governmental jurisdiction, prevent delay or preclude compliance with one or more provisions of this Agreement, or require changes in plans, maps , or permits approved by City, the Parties agree that the provisions of this Agreement shall be modified, extended, or suspended as may be necessary to comply with such State and Federal laws or regulations or the regulations of other governmental jurisdiction s. E ach Party agrees to extend to the other its prompt and reasonable cooperation in so modifying this Agrement or approved plans.

IN WITNESS WHEREOF, the City of Rocklin, a municipal corporation, has authorized the execution of this Agreement in duplic ate by its Mayor and attested to by its City Clerk under the authority of Ordinance No. _________, adopted by the City Council of the City on the __________, and Landowner has caused this Agreement to be executed.

“CITY”

CITY OF ROCKLIN,
a municipal corporation

By: _________________________________
Name: ______________________________
Its: Mayor
Date: _______________________________

ATTEST:

__________________________________
City Clerk
“LANDOWNER”

Ronald M. Guntert, Jr ., T erry M. Guntert,
Celia Guntert Wedding, Karen Guntert Adams,
and Chr istian H. Guntert, as ten ants in
common and landowners

By: _________________________________
RONALD M. GUNTERT, JR.

Date: _______________________________

APPROVED AS TO FORM:

_________________________________

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16 _______________________________
City Attorney

Date:___________________________
395
17 EXHIBIT LIST

Exhibit A-1: Legal Description of the Property
Exhibit A-2: Diagram of the Property
Exhibit B1: Tentative Subdivision Map
Exhibit B2: Design Review
Exhibit C-1: Land Use Map for the Property
Exhibit C-2: Land U se Table
Exhibit D: Bike /Pedestrian Trail Map
Exhibit E: Form of Assignment

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18 EXHIBIT A-1

LEGAL DESCRIPTION OF THE PROPERTY

The land referred to herein is situated in the State of California, County of Placer, City of Rocklin, and is described as follows:

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398

EXHIBIT A-2

DIAGRAM OF THE PROPERTY

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400
EX
HIBIT B-1
TE

NTATIVE SUBDIVISION MAP
401
EXHIBIT B-1
402
403
404
405
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EXHIBIT B-2

DESIGN REVIEW

451
RESOLUTION NO. 2006-352
RES

OLUTION OF THE CITY COUNCIL

OF THE CITY OF ROCKLIN

APPROVING A DESIGN REVIEW
(Vista Oaks / DR-2002-21)
The
City Council of the City of Rocklin does resolve as follows:

Section 1. Th e City Council of the City of Rocklin finds and determines that:

A. This
Design Review entitlement establishes guidelines to regulate home construction for noise mitigation and grading of individual non- padded lots in Phase I, Lots 1 – 23, of the Vista Oaks subdivision, SD -2001-04 as required by Section 7.c) of the Vista Oaks General Development Plan.

B. An envi
ronmental impact report for this project has been certified via City Council Resolution No. 2006-349.

C. The he
ight, bulk, location, color and materials of the structures permitted by t his design review are compatible with surrounding development.

D. Des
ign of homes and the ultimate site plan for each lot will be driven by the topography (slope) on the individual lot. The goal is to design the structure to fit the lot topography, and not the site to the structure.

E. The
grading and structures permitted by this design review is consistent with the goals, policies, and land use designations in the General Plan and with all zoning standards, regulations, and restrictions applicable to the property.

Section 2. Th e Design Review for the ( Vista Oaks / DR -2002-21) as depicted in Exhibit A, attached hereto and by this reference incorporated herein, is hereby recommended for approval subject to the conditions listed below. The approved Exhibit A shall govern the design and construction of the project. Any condition directly addressing an element incorporated into Figure A shall be controlling and shall modify Exhibit A. All other plans, specifications, details, and information contained within Exhibit A shall be specifically applicable to the project and shall be construed as if directly stated within the condition for approval. Unless expressly stated otherwise, the applicant is solely responsible for satisfying each condition prior to issuance of the building permit.

EXHIBIT B2
452

Page 2 ends

Reso No. 2006-352
A. Notice to Applicant of Fees & Exaction Appeal Period

The conditions of project approval set forth herein include certain fees, dedication requirements, reservation requirements, and other exactions. Pursuant to Gover nment Code §66020(d), these conditions constitute written notice of the amount of such fees, and a description of the dedications, reservations, and other exactions.

The applicant is hereby notified that the 90-day protest period, commencing from the dat e of approval of the project, has begun. If the applicant fails to file a protest regarding any of the fees, dedication requirements, reservation requirements or other exaction contained in this notice, complying with all the requirements of Government Code §66020, the applicant will be legally barred from later challenging such exactions.

B. Conditions

1. Validity

a. This entitlement shall expire two years from the date of approval unless prior to that date a building permit has been issued or a time extension has been granted. (PLANNING)

b. This entitlement shall not be considered valid and approved unless and until the concurrent entitlements have been approved: General Plan Amendment, GPA - 2002-04; Rezone, Z -2002-02; General Development Plan, PDG -2001-07; and Tentative Subdivision Map, SD-2001-30. (PLANNING)

PASSED AND ADOPTED this 14
th day November, 2006, by the following roll call vote:

AYES: Councilmembers: Hill, Yorde, Storey, Magnuson

NOES: Councilmembers: None

ABSENT: Councilmember s: None

ABSTAIN: Councilmembers: Lund

____________________________________
George Magnuson, Mayor

ATTEST:

______________________________
Barbara Ivanusich, City Clerk

E:\clerk\reso\Vista Oaks DR-2002-21 (CC 11-14-06).doc
453

EXHIBIT A
Vista Oaks
Phase I Design Guidelines
October 2006
454
Vista Oaks, Rocklin
Phase I Design Guidelines

TABLE OF CONTENTS

PAGE

1. LOCATION/SLOPE--------------------------------------------------------------------------------- 1

2. PURPOSE ---------------------------------------------------------------------------------------------- 2

3. SITE PLANNING ------------------------------------------------------------------------------------ 2

4. PROCESSING ---------------------------------------------------------------------------------------- 2

5. SITE DEVELOPMENT GUIDELINES --------------------------------------------------------- 4

A. GRADING AND DRAINAGE ----------------------------- -------------4 B. FOUNDATION CRITERIA---------------------------------------------7 C. DRIVEWAYS -------------------------------------------------- ------------10 D. BUILDING DESIGN ----------------------------------------- ------------11 E. NOISE MITIGATION CONSTRUCTION STANDARDS-------11
F. RETAINING WALLS --------------------------------------- ------------12 G. LANDSCAPING, FENCING, AND SCREENING ---- ------------12 H. STORM WATER MANAGEMENT----------------------------------13 I. OAK TREES -------------------------------------------------- -------------14

LIST OF FIGURES

FIGURE 1. Limited Graded Concepts – Location & Slope ------------------------------------ 1 FIGURE 2. Grading Techniques --------------------------------------------------------------------- 4 FIGURE 3. Conceptual Grading Plan -------------------------------------------------------------- 6 FIGURE 4. Backyard Siting Options --------------------------------------------------------------- 8 FIGURE 5. Typical Grading and Foundation By Slopes –Uphill Condition -------------- -9 FIGURE 6. Typical Grading and Foundation By Slopes – Downhill Condition --------- 10 455

Page 1 ends

Reso. No. 2006-352

1. LOCATION / SLOPE

These guidelines will govern the development of Lots 1 – 23, in Phase I of the Vista Oaks subdivision as identified on Figure 1. The degree of slope of each lot is also shown on the map.

456

Page 13 ends

Reso. No. 2006-352

4. Protect and preserve desirable native vegetation in order to preserve the overall natural character of the project area.

H. Storm Water Management

All grading and construct ion activities except activities limited to the interior of an existing structure shall comply with the Storm Water Management provisions of the Vista Oaks General Development Plan, Ord. 914.

I. Oak Trees

1. Oak trees shall be preserved to the maximum extent feasible.

2. Oak tree removal permits will not be issued until approval of a house site plan by the Planning Department.

3. Prior to any grading, construction activities, or the issuance of a building permit orange construction fencing shall be erected a round the perimeter of the project work area (the area that will be directly impacted or disturbed by grading and construction related activities) to minimize site disturbance. The location of the perimeter construction fencing shall be clearly indicated on the building permit site plan prior to building permit issuance.

4. The developer / homebuilder shall retain the services of a certified arborist to evaluate any grading and / or construction activity that could impact all oak trees to be preserved both on and off site. The arborist shall identify design changes and mitigation measures to minimize grading / construction related impacts and stresses to oak trees to be preserved, including the location of temporary orange construction fencing, and these must be incorporated into the final design of the project and clearly indicated on construction drawings prior to any grading, construction activities, or the issuance of a building permit.

5. Prior to a final building permit inspection a certified arbor ist must provide written verification to the City of Rocklin that all design elements and mitigation measures included on the construction drawings have been complied with and completed.

6. Failure to comply with provisions 1 – 5 above shall be punishable by the payment of a fine of $90.00* per impacted oak tree as determined by the Community Development Director. Said fine shall be paid prior to sign off of a final building inspection for the residence and / or occupancy of the structure.

* Fine is equal to three times the standard mitigation fee paid to allow removal of an oak tree on a developed residential lot. Should the standard mitigation fee be amended in the future the above fine shall be automatically revised accordingly.

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2. PURPOSE

The purpose of these guidelines is to establish grading and home construction criteria that will be admin istered by staff in reviewing the development of the lots in Phase I of the Vista Oaks development, specifically Lots 1 – 23 as indicated on Figure 1. Due to their proximity to Interstate 80 these lots have special construction criteria applicable to homes built on these lots to ensure that interior noise levels comply with the standards set forth in the City of Rocklin General Plan. In addition, due to the varied topography and oak trees on these lots the subdivider has designated these lots as “Limited Graded Lots” on the tentative subdivision map, herein referenced as “custom graded lots”. Grading on each of these lots would be customized to minimize ground disturbance and loss of oak trees. The “custom graded lots” lots would not be graded with the i nitial development of the subdivision instead an individual grading plan, consistent with the criteria in these guidelines, will be prepared for each lot prior to any grading activities thereon or issuance of a building permit. Lots designated as “Pad Gra ded” are not governed by these guidelines. Grading for all Pad Graded Lots is shown on the approved Tentative Map for Vista Oaks and will be completed with the subdivision improvements.

The specific standards in this design handbook will focus on the overall design and development of custom graded lots by addressing the issues of grading, home and driveway design, fencing, landscaping, and tree preservation. Each of these subjects will be expanded in the sections to follow. These guidelines are in addition to tentative map conditions of approval, Vista Oaks General Development Plan provisions, and all other existing and future applicable regulations and code requirements for the project.

3. SITE PLANNING

Site planning for custom graded lots at Vista Oaks must address both man- made and natural features. The intent in this process is to achieve a final product that results in a “natural” look as opposed to a harsh engineered design. The final composition of landform, housing, and landscaping should compleme nt and enhance the overall setting.

The features that need to be focused on as part of the overall site plan and home design include the following:

Constructed Natural

Street Orientation Open Space Areas
Drainage Topography (slope)
Grading Patterns Drainage
Noise Mitigation Trees

4. PROCESSING

In an effort to protect and incorporate these features in the individual lot development process, these guidelines have been developed to assist homebuilders and City staff with the design, review and approval of development of these lots. The intent is to have the 458

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homeowner’s designers incorporate the guidelines into the house and site design for each lot, and the City will review development proposals on individual lots for compliance with the guidelines as part of the building permit process.

A pre -application meeting with the City’s Planning and Building Divisions is encouraged. It is further recommended that the pre -application meeting occur prior to locking in to a precise house or site plan. This w ill expedite the development process by assisting the homebuilder’s architect and/or engineers understanding of these Guidelines and other City policies that may affect the project.

Application submittals to the City will need to include a site/grading p lan showing existing grades, proposed finished grades, all existing oak trees proposed for removal and those to be preserved, drainage and erosion control measures, driveway location, patios, pool, spa, and fence locations, as well as the construction drawings for the proposed residence. Mitigation measures to protect existing trees from construction impacts shall also be shown on the grading plan. The staff will review this information against the requirements contained in these Guidelines and make a deter mination as to whether proposed designs are consistent with the approved Guidelines. Staff will consult with the applicant and their architect or building designer in an effort to resolve any inconsistencies between the proposal and the guidelines. Final approval rests with staff, unless appealed to the Planning Commission.

As illustrated by Figure 2, Grading Techniques, grading methods developed for Vista Oaks are intended to minimize environmental disturbance. In order to implement this objective, future development on custom graded lots shall adhere to the following principles:

A. House designs shall be customized to the site in order to preserve slopes and/or oak trees to the extent feasible and to comply with noise mitigation requirements.

B. Prior to the initiation of grading activities on custom graded lots, grading proposals will be reviewed by the City of Rocklin for consistency with these guidelines. Once a proposal has been approved, lot grading shall be limited such that the total disturbed area on each lot should not exceed a maximum area of approximately 4,000 square feet and shall be located so as to minimize the disruption and displacement of soil and impacts to oak trees. In no event shall an entire lot be graded.

C. These guidelines shal l be applicable to all development activities on custom graded lots including but not limited to construction of the primary structure, second dwelling units, accessory structures, decks, patios, and swimming pools (in ground and above ground).

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Limited Graded Lot
NTS

Grading Techniques
Figure 2

5. SITE DEVELOPMENT GUIDELINES

The design and ultimate development of individual lots governed by this process must take into consideration the topography or slope of the lot, the orientation to stree ts and natural open space, views to open space areas, views of the lot from other locations, the preservation of oak trees and the minimization of grading and impacts to the natural drainage shed that exists on site. To that end, the site plan design and evaluation process will be governed by the following guidelines:

A. Grading and Drainage

1. Prior to any grading or construction activities on a lot, including issuance of a building permit, a grading plan shall be prepared for the site in accord with t he following criteria:

a) Grading plan shall be prepared by a licensed Civil Engineer or Architect. b) Clearly identify all areas proposed to be disturbed as part of the grading operation. Grading is considered to be any cutting, deep ripping, filling, or 460

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combination thereof consistent with the Rocklin Grading Ordinance (Ord. 904).
c) The existing topography of the site and all areas within at least 10 -feet of the lot boundaries shall be indicated with one foot contours field verified by a Civil Engineer.
d) The proposed post construction finish grades shall be clearly indicated. e) The proposed building outline(s) shall be indicated with finished floor elevations called out.
f) All proposed retaining walls shall be clearly indicated including but not limited to locations, height, and materials.
h) The proposed lot drainage, including provisions for cross lot drainage and to prevent ponding on or off site.
i) Proposed fencing shall be clearly indicated including but not limited to locations, height, and materials.
j) All natural features to be preserved and those to be removed including but not limited to trees and rock outcroppings shall be clearly indicated.

2. Steep exposed cuts (2:1 or greater) visible from anywhere offsite are to be avoided when feasible. The grading plan should incorporate either retaining walls or natural contouring to blend the developed site with the natural terrain of the lot. See Figure 3 for an example of a conceptual grading plan. See Section 6D for specific details on retaining wall criteria.

3. The area to be graded or shaped will be kept to the minimum area necessary to accommodate the home, garage, and a minimal backyard. The total disturbed area should not exceed a maximum of approximately 4,000 square feet.

Backyard areas should be generally flat and approximately 10 to 20 feet in depth, directly adjacent to the house. Backyard areas may be located away from the house to take advantage of flatter areas on the site. Backyard areas must be located below the highest plate line of the home on the site. The transitional edge of backyard areas will be achieved through contour grading or the use of retaining walls. See Section E for retaining wall criteria. See Figure 4 for examples of appropriate locations of backyard areas. In no event shall the entire lot be pad graded.

4. Grading and drainage design shall emphasize reducing erosion, avoiding runoff, avoiding ponding (on or off site), and adverse effects to water quality in natural drainage channels.

5. Grading patterns created by the subdivision improvements should be maintained and implemented through design of the home and associated improvements.

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B. Foundation C riteria

1. The foundation criteria set forth on the following Figures are established to identify the conditions under which specific home designs and foundation types may be used. The topography or grade of a specific lot will guide the ultimate home design. It is intended that the following parameters guide the design and development of appropriate home designs for the individual lot. Specific site topographic information submitted with the application may alter the grade category of the lot.

Grade Home Design Foundation

0-8%
Mild

1. Traditional 1 & 2
story

2. Split Level

1. Slab on Grade and Raised Floor

2. Stem Wall

9-16%
Moderate

1 Split or Tri-level

2. Walk Out 2-Story

1. Stem Wall

2. Retaining Wall & Stem Wall

3. Raised Slab

17-25%
Steep

1. Walk Out 2-Story

2. Terraced

1. Retaining Wall & Stem Wall

2. Retaining Wall

Mild Slope 0-8%
Lots with slopes in this range have the flexibility to accommodate a variety of home and foundation designs. Home designs will include single story ranch to conventional two story home designs on lots within this range.

Moderate Slope 9-16%
Lots with slope in this range begin to have topographic constraints that limit the range of foundation options and begin to dictate foundation and home designs that conform to the existing landform. Multi-level and 2-story home designs will be typical on slopes within this range. These lots could also include a walkout 2- story with garage over or under designs.

Steep Slope 17-25 %
Lots within this range are significantly constrained and typically require multi - level home designs in order to achieve all the concepts identifi ed in these guidelines. Home design will include terraced, walk out 2- story and garage over or under designs that are shaped to the site.

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The following Figures 5 and 6 illustrate the slope criteria used in these guidelines and examples of appropriate foundation types that are to be utilized.

Figure 1 identifies the slope ranges on the lots subject to these guidelines.

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C. Driveways

1. Driveway alignment and slope should conform to the natural topography as much as possible in order to minimize cut and fill slopes.

2. Minimize driveway widths from the curb in order to reduce the visual impact of extensive pavements and minimize tree removal.

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3. Driveways shall generally connect with the public street at a 90 -degree angle, or as close to 90 degrees as possible, to the satisfaction of the City Engineer.

D. Building Design

1. Design of the home and the site plan for each lot shall be driven by the topography (slope) on the individual lot. The structures and site grading shall be designed to conform with and fit the lot topography, and not the modify site to fit the structure.

2. Stepped foundations and terraced building floor levels consistent with Section A.6. shall be utilized to conform to the hillside.

3. The foundation criteria in Section 7 shall be utilized in the design of homes on the lots covered by these guidelines.

E. Noise Mitigation Construction Standards
To minimize noise impacts from the proximity of Interstate 80 all residences constructed within the Phase I area the following special provisions and construction standards are applicable (4.9MM-4):

1. Be restricted to a single story design (maximum height from finish floor to plate line of 11-feet), or

2. Apply the following construction requirements to all second- floor facades with exposure to I-80, per the latest edition of the Uniform Building Code:

• Install air conditioning so that windows and doors may remain closed. • Windows and sliding glass doors to be mounted in low air infiltration rate frames (0.5 cfm or less, per ANSI specifications).
• Exterior doors to be solid core with perimeter weather -stripping and threshold seals.
• Exterior walls to be consist of 3- coat stucco, wood siding with an under layer of plywood sheeting, or brick veneer or equivalent construction system that pro vides adequate noise reduction as verified by an acoustical engineer.
• Glass in both windows and doors should not exceed 20% of the floor area in a room. For example, in a 10- foot by 10 -foot room (10 x 10 = 100 square feet), there would be no more than 20 square feet of glass (20% x 100 = 20). • Windows should have a Sound Transmission Classification (STC) rating of at least 35.
• Roof or attic vents facing the noise source of concern shall be boxed.

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F. Retaining Walls

1. Retai
ning walls are encouraged an d in some cases required as a means of adapting to varied topographic conditions and as a way to blend the graded or developed environment with the natural contours of the land.

2. The
texture and colors of finish materials used for retaining walls shall be compatible with finish materials used on the associated residence or adjacent environment. Use of stacked rock, or stone veneers is encouraged. Crib wall and standard concrete block are generally unacceptable. Wooden retaining walls are not acceptable.

3. The
following table outlines the retaining wall criteria that will be adhered to on “Limited Graded” lots at Vista Oaks.

Grade of
Lot
Max. wall
height for a
single wall
Max. wall
height in
series
Min. bench
width
between
walls
Max. number
of walls in
series
0-8% 4.5 feet 3 feet 2 feet 3
9-16% 6 feet 4 feet 4 feet 3
17+% 8 feet 6 feet 6 feet 2*
* The maximum number of walls may be increased by 1 when the maximum wall height in series is 12 feet or less. Minimum bench requirements will be adjusted based on wall height.

4. Wall
s necessary for driveway encroachment cuts or fills into a parcel may exceed the maximum height for a single wall by 1.25 times higher than maximum single wall height.

5. All walls over 3 feet or walls built in series will be constructed of masonry materials such as concrete, stucco, stone or similar materials.

G. Landscaping, Fencing, and Screening

1. Rear an
d side yard fencing adjacent to open space areas shall be as specified in the Vista Oaks General Development Plan (PDG-2001-07).

2. Foundat
ions, retaining walls, and stem walls over three feet high shall be screened with landscaping to reduce visual impacts.

3. The unde
rside of structures on hillsides, including decks and balconies that are not cantilevered from the wall of the residence, shall be enclosed to avoid exposed under floor areas.
468
469

EXHIBIT C-1

LAND USE MAP FOR THE PROPERTY

470
471
472

EXHIBIT C-2

LAND USE TABLE

473
474

EXHIBIT D

BIKE/PEDESTRIAN TRAIL MAP

475
476

EXHIBIT E

FORM OF ASSIGNMENT

OFFICIAL BUSINESS
Document entitled to free recording
Government Code Section 6103

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Rocklin

Attn: City Clerk

(SPACE ABOVE THIS LINE RESERVED FOR
RECORDER’S USE)

ASSIGNMENT AND ASSUMPTION AGREEMENT

RELATIVE TO THE VISTA OAKS SUBDIVISION

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (hereinafter, the “Agreement”) is entered into this ________ day of __________, 20____, by and between ___________, a _________ _________________ (hereinafter “Developer”), and ________________, a _________ _______________ (hereinafter “Assignee”).

RECITALS

On ____________, 2023 , the City of Rocklin and Developer entered into that certain agreement entitled “ Development Agreement By and Bet ween the City o f Rocklin and R onald M. Guntert, Jr., Terry M. Gunt ert, Celia Guntert Wedding, Karen Guntert Adams, and Christian H. Guntert, as Tenan ts in Common and Landowners, Relative to the Vista Oaks Subdivision” (hereinafter the “Development Agreemen t”).

Pursuant to the Development Agreement, Developer agreed to d evelop certain property more particularly described in the Development Agreement (hereinafter, the “ Subject Property”), subject to certain conditions and obligations as set forth in the Deve lopment Agreement. The Development Agreement was recorded against the Subject Property in the Official Records of Rocklin County on _________________, 2023, as Instrument No. 2023-_____________________.

Developer intends to convey a portion of the Subject Property to Assignee, commonly referred to as Parcel _________, and more particularly identified and 477

described in Exhibit A-1 and Exhibit A-2, attached hereto and incorporated herein by this reference (hereinafter the “Assigned Parcel”).

Developer desires to assign and As signee desires to as sume all of Developer’s rig ht, title, interest, burdens , and obligations under the Development Agreement with respect to and as related to the Assigned Parcel.

ASSIGNMENT AND ASSUMPTION

NOW, THEREFORE, Developer and Assignee hereby agree as follows:

Developer hereby assigns, eff ective as of Developer ’s conveyance of the Assigned Parcel to Assignee, all of the rights, title, interest, burdens , and obligations of Developer under the Development Agreement with respect to the Assigned Pa rcel.

Developer ret ains all the rights, title, interest, burdens, and obligations under the Development Agreement with respect to all other property within the Subject Property owned by Developer.

Assignee hereby assumes all of the rig hts, title, interes t, burdens, and obligations of Developer under the Development Agreement with respect to the Assigned Parcel and agrees to observe and fully perform all of the duties and obligations of Developer under the Development Agreement with respect t o the Assi gned Parcel. The parties intend hereby that, upon the execution of this Agreement and conveyance of the Assigned Parcel to Assignee, Assignee shall become substituted for Developer as the “Developer” under the Development Agreement with respect to the Assigned Parcel.

All of th e covenants, terms , and conditions set forth herein shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors, and assigns.

The Notice Address described in Sect ion 18 of the D evelopment Agreement for the Developer with respect to the Assigned Parcel shall be:

_______________________
_______________________
_______________________
_______________________
478

IN WITNESS HEREOF, the parties hereto have executed this Agreement as o f the day and year first above written. This Agreement may be signed in identical counterparts.

DEVELOPER:

Rocklin and Ronald M. Guntert, Jr., T erry M.

Guntert, Celia Guntert Wedding, Karen
Guntert Adams, and Christian H. Guntert , as
tenants in common and landowners

By: _________________________________
RONALD M. GUNTERT, JR.

Date: _______________________________

ASSIGNEE:

____________________________________,
a ___________________________________

By: _________________________________
Print Name: __________________________
Title: ________________________________
Date: ________________________________

479
City Council
Staff Report

Subject:

Vacation of a Public Street/ Yankee Hill Road Between the Eastbound and Westbound Tracks of Union Pacific Railroad
Date:

January
9, 2024
Submitted By:

Terry Stemple, Senior Department Admin Specialist
Department:

Community Development
Recommendation:

This item is being continued to a future City Council meeting.

Item Number 4B.

480
City Council
Staff Report

Subject:

City Attorney Appointment and Employment Agreement
Date:

January
9, 2024
Submitted By:

Greg Janda, Mayor
Department:

City Council
Recommendation:

Adopt a Resolution of the City Council of the City of Rocklin Appointing the City Attorney and Authorizing the Mayor to Execute an Employment Agreement with the City Attorney.

Background:

The City Attorney position became vacant in March of 2023. Following completion of an executive recruitment process and based on his qualifications and experience, the City Council desires to appoint Matthew McOmber to the position of City Attorney. Following successful negotiations, Mr. McOmber has accepted the appointment to the position of City Attorney, effective February 5, 2024.

Mayor to Read Prior to Taking Final Action:

Pursuant to Government Code section 5493(c)
(3), the Key Terms of the employment agreement are as follows:

The term of the agreement is for three years, commencing on February 5, 2024; The annual base salary is $225,000;
The City Attorney shall receive the benefits provided to non-public safety City department heads, as set forth in the City’s Rules, Regulations, Benefits and Policies for Management Employees as modified by the City Council from time to time, unless otherwise provided in the Employment Agreement;
The PERS retirement benefit shall be according to the 2% at 62 plan for CalPERS PEPRA members, with an average of the three highest years of service compensation, as required by law. Employee will make employee retirement contributions as required by state law and in addition, Employee will contribute two percent of his salary toward the City’s employer retirement contribution.

The City Attorney shall receive a City-paid basic life insurance plan in the amount of $200,000 and a policy for AD&D for up to $200,000;
The City Attorney shall receive an automobile and cell phone allowance in the total amount of $6,000 annually;
The City Attorney has the option to exercise a down payment loan option, in an amount not to exceed $200,000. The loan option requires repayment with interest, and requires that the City Attorney purchase a primary residence within the Rocklin city limits.

Item Number 5A.

481
If the City terminates the Employment Agreement early, without cause, the Agreement provides for a severance payment equivalent to fourth months base salary.

Fiscal Impact:

Sufficient funds are available in the Fiscal Year 2023/24 Operating Budget for the expense associated with the City Attorney appointment.

ATTACHMENTS:

1. Resolution

2. Resolution Exhibit A - Employment Agreement
482
RESOLUTION NO. 2024 -

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROCKLIN

APPOINTING THE CITY ATTORNEY AND AUTHORIZING THE MAYOR TO

EXECUTE THE EMPLOYMENT AGREEMENT WITH THE CITY ATTORNEY The City Council of the City of Rocklin does hereby resolve as follows:

Section 1. The City Council of the City of Rocklin hereby appoints Matthew McOmber as City Attorney effective February 5, 2024.

Section 2. The City Council of the City of Rocklin authorizes the Mayor to execute an Employment Agreement with the City Attorney, attached hereto as Exhibit A.

PASSED AND ADOPTED this 9th day of January 2024, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ABSTAIN: Councilmembers:
__________________________________
Greg Janda, Mayor
ATTEST:
____________________________
Haley Reid, Acting City Clerk
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EXHIBIT A

CITY OF ROCKLIN

CITY ATTORNEY EMPLOYMENT AGREEMENT
This Employment Agreement ("Agreemen t") is made as of January 9, 2024, between the City of Rocklin, a municipal corporation, ("City") and Matthew McOmber (“Employee” or "City Attorney").

1. Appointment. City hereby appoints and engages Employee as City Attorney for the City of Rocklin, and Employee hereby accepts such employment.

Employee shall serve at the pleasure of, and shall work for, the City Council subject to the terms of this Agreement, federal, state and local laws, and the City’s ordinances and resolutions. Employee shall also serve in his capacity as the City Attorney as counsel for the Successor Agency to the Redevelopment Agency of the City of Rocklin and the City of Rocklin Public Finance Authority.

2. Term. The Term of this Agreement shall be for approximately three (3) years. Employee anticipates he will commen ce employment on or about February 5, 2024. The term of this Agreement shall expire on February 4, 2027.

3. Duties. Employee shall perform the functions and duties of the City Attorney as currently in effect or as ma y hereafter be established by ordinance, resolution, or action of the City Council.

4. Hours Worked.

A. The City Attorney is an exempt employee but is expected to engage in those hours of work that are necessary to fulfill the duties and obligations of the City Attorney's position. The City Attorney does not have set hours of work, as the City Attorney is expected to be available at all times. Employee shall devote the necessary time to perform the functions and duties of the City Attorney’s position and shall be expected to devote a sufficient amount of time outside of normal and customary office hours in accordance with the work required as City Attorney.

B. After a minimum of four (4) full work weeks of a traditional in- person work schedule (Monday-Friday), City will allow for a hybrid in-person/remote schedule, with one to two (1-2) days of remote work per week, subject to Council and City Manager input and needs. The hybrid schedule will end when relocation is complete or September 1, 2024, whichever is sooner. There shall be no extension granted for a hybrid work schedule beyond the date of September 1, 2024.

5. City Commitments.
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A. The City shall provide the City Attorney with the compensation, incentives and benefits, specified in this Agreement.

B. The City shall provide the City Attorney with a private office, office assistance, staff, office equipment, supplies, automobile allowance, and all other facilities and services adequate for the performance of the City Attorney’s duties.

C. The City shall pay for or provide the City Attorney reimbursement for all actual, reasonable, and necessary business expenses, and in compliance with annual budget appropriations approved by the City Council. The City shall provide the City Attorney with a City credit card to charge appropriate and lawful business expenses and in compliance with annual budget appropriations as approved by the City Council.

D. The City agrees to pay Employee's State Bar and other professional dues that are necessary for the City Attorney's job performance and in continuation and full participation in state, regional or local associations and organizations necessary and desirable for the good of the City and in compliance with annual budget appropriations as approved by the City Council.

E. The City agrees to pay the reasonable travel and subsistence expenses for the City Attorney limited to the annual budget appropriations as approved by the City Council to pursue official and other functions for the City, and meetings and occasions to continue the professional development of the City Attorney, including, but not limited to, attendance at the League of California Cities City Attorneys' and Annual conferences, other national, regional, state, and local conferences, and governmental groups and committees upon which the City Attorney serves as a member.

F. The City also agrees to pay for reasonable travel and subsistence expenses of the City Attorney limited to th e annual budget appropriations as approved by the City Council for short courses, institut es and seminars that are necessary for the good of the City or for the professional development of the City Attorney.

G. The City recognizes the desirability of representation in and before local civic and other organizations, and the City Attorney is authorized to become a member of civic clubs, the local bar association or organizations, for which the City shall pay membership dues as limited to the annual appropriations as approved by the City Council.

H. Given the importance of technological tools to the effective and efficient business of municipal government and in compliance with annual budget appropriations, the City shall provide laptop computer, fax, and similar electronic devices to the City Attorney at the City Attorney's office, and with the written consent of the City Council, at the City Attorney's residence.
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I. The City will provide relocation expenses to Employee in an amount not to exceed $10,000. Such expense reimbursement shall be available to Employee during the first six months of employment. Relocation must be within or near the City of Rocklin’s boundaries and the date of the movement and/or storage of household goods may be extended with the City Council approval if a home is purchased after September 1, 2024. Relocation expenses w ill be reimbursed upon presentation of supporting documentation. Relocation expenses eligible for reimbursement include moving expenses, transportation, storage costs, and temporary housing. The amount reimbursed will be considered taxable income.

6. Salary and Benefits. City agrees to compensate Employee for his services under this Agreement as follows:

A. Salary. City shall pay Employee for services rendered under this Agreement an annual salary consisting of $2 25,000 for the services as City Attorney.

Salary shall be paid in twenty-six equal payments on the City's regular payroll. 1) Employee shall automatically receive any across the board cost of living adjustments (COLA ) that are provided to City’s management salary ranges, including but not limited to a 2.5% (two and on e-half percent) COLA that will take effect July 1, 2024.
2) The City shall not at any time during the term of this Agreement reduce the base salary, compensation or other financial benefits of the City Attorney, unless as part of a general City management salary reduction, and then in no greater percentage than the average reduction of all City department heads.

B. Benefits. In addition to salary, Employee shall be entitled to all benefits, rights, and privileges accorded to non-public safety City department directors as provided in the Management and Confidential Employees Agreement, except as otherwise provided in this Agreement. If there is any conflict between this Agreement or any resolution fixing compensation and benefits for non-public safety City department directors or other unclassified employees, this Agreement shall control. The City Attorney shall be entitled to the following benefits:
1) Retirement. Subject to the Public Employees’ Retirement Law, Employee shall be a member of the Pu blic Employee Retirement System (CalPERS) at the two percent (2%) @ 62 formula for PEPRA members. Employee contributions to CalPERS shall be consistent with the rules, re gulations, benefits, and policies relating to Employee Relations for the Management and Confidential Employees (“Management and Confidential Employees Agreement”) adopted by Resolution of the City Council from time to time. As of the effective date of th is Agreement, Employee shall pay Employee's contribution to CalPERS consistent with the Management and Confidential Employees Agreement, plus an additional two percent (2%) of his respective salary towards the Employer’s retirement contribution.
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2) Insurance. City shall obtain and pay for a basic term life insurance policy for Employee in the amount of $200,000 and for up to $200,000 for accidental death and dismemberment insurance.
3) Sick Leave, Vacation and Management Leave.

A. Employee will accrue sick leave in the amount of
twelve (12) days annually consistent with Management and Confidential Employees. Sick Leave will be used, accrued and treated in the same manner as the terms relating to Sick Leave set forth for Management and Confid ential Employees. Sick Leave will not be cashed out upon separation from employment, except as provided under the Management and Confidential Employees Resolution. Upon hire, the Employee shall be credited with forty (40) hours of sick leave, which shall not effect or reduce Employee’s sick leave accrual thereafter.

B. Employee will accrue vacation leave in the amount
of twenty (20) days annually with a cap on the total accrual of three hundred twenty hours. Upon termination of this Agreement, Employee will receive the cash value of any accrued vacation days. Upon hire, the Employee shall be credited with eighty (80) hours of vacation leave, which shall not effect or reduce Employee’s vacation leave accrual thereafter.

C. Employee will be granted Management Leave in the
amount of eighty (80) hours per
fiscal year, which commences on July 1 and extends
through June 30 each year, in the same manner as Management Employees.

Management Leave is accrued in a lump sum on July 1 each year. For the remainder of the 2023-2024 fiscal year, Employee will be credited with eighty (80) hours of management leave at the date of hire. Unused hours shall not roll over to subsequent years and shall have no cash out value, except if otherwise allowed by applicable City rules, regulations, benefits, Resolution, po licy, or City Manager authority. Unused Management Leave upon termination or expiration of this Agreement shall be paid to Employee.
4) Car and Cell Phone Allowance. Employee shall be paid a car and cell phone allowance in the amount of $500 a month payable bi-weekly on the City's regular payroll. Employee shall supply his own cellular telephone. 5) Health Benefits. Employee will be granted Health Benefits in the same amounts and in the same manner as Management and Confidential Employees.
6) Retiree Health. Employee is entitled to Retiree Health Benefits in the same manner as Management and Confidential Employees. 487

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7) Dental and Vision. Employee will be granted Dental and Vision insurance in the same manner as Management and Confidential Employees. 8) Long- and Short-Term Disability Coverage. Employee will be granted long and short-term disability coverage in the same manner as Management and Confidential Employees.
9) City Holidays. Employee shall receive the same City Holidays as Management and Confidential Employees.
10) Furlough. Employee is required to participate in any City furlough program in the same manner as Management and Confidential Employees. 11) Loan Option for Primary Residence Purchase. During the term of the Agreement, as an incentive to encourage Employee to accept the City Attorney position and to encourage the Em ployee to live within the City’s limits, Employee shall be eligible for a low interest loan (“Loan”) from the City for a down payment for the purchase of a home within the City of Rocklin. The Loan shall be in an amount not to exceed the lesser of two hundred thousand dollars ($200,000) or the amount of non-City financing obtained by Employee to purchase a qualifying home within the City of Rocklin. If the Employee exercises the loan option, then (a) the Employee shall execute all documentation as determined necessary by the City to facilitate the Loan, including but not limited to a personal guarantee, loan agreement, promissory note, deed of trust, and any other documents required; and (b) City agrees to provide information and documents to any financial institution or lender necessary for Employee to apply for and obtain non-City financing and funding of the purchase of a qualifying home.

Interest for the Loan shall be calculated based on
apportionment rates for the Local Agency Investment Fund at the time the loan option is exercised, administered by the California State Treasurer’s Office (LAIF) plus one quarter percent (0.25%). The re-payment of the loan to the City will be amortized over a thirty (30) year period, unless a different repayment period applies in accordance with this section’s subsections. The loan rate is fixed for the first five (5) years and shall re-set based on LAIF plus one quarter percent (0.25%) annually after the first five (5) years.

Employee shall use the entire amount of the Loan
for the down payment to purchase a home with in the City, which he will use and reside in as his primary residence. Employee shall not use the City loan to purchase a home to rent or lease to other occupants, whether on a short-term or long-term basis. If Employee rents or leases the home purchased with the City loan before repaying the entirety of the Loan, he will be in breach of this Agreement, the entire loan amount will be immediately due and owing, and the Employee will be required to pay back the Loan immediately. If the Employee uses less than the entire amount of the Loan for the down payment, any excess amount shall be immediately repaid to the City.
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C. This Loan shall be recorded as a second Deed of
Trust (Junior Debt Instrument), assuming that Employee obtains senior purchase money financing, such as a Promissory Note secured by a first Deed of Trust (Senior Debt Instrument or Instruments). In the event Employee does not secure such Senior debt financing or a first
Deed of Trust, this City-provided Loan shall be senior and recorded as a first Trust Deed. Any further trust deeds will be subordinate to the trust deed recorded pursuant to this Agreement.

D. If Employee is terminated, resigns, or retires from
his employment as a City Attorney with the City; sells or otherwise loses possession of the home; dies; materially breaches any agreement related to the Loan; or the Term of this Agreement lapses, Employee shal l pay the outstanding balance of the City loan within twelve (12) months of such event.

E. Should the City, upon default of Employee to repay
the Loan, be required to take legal action to collect this Loan, Employee shall be responsible to City for all costs, including reasonable attorney's fees and other expenses, incurred by City in collection efforts hereunder.

F. The Loan is not transferable or assignable by
Employee.

G. The Employee shall be solely responsible for
payment of any cost, fee, tax, damage, or payment required that may arise from the terms of the Loan or any related agreement or the purchase of the home, including but not limited to mortgage payments, home owners’ insurance, property taxes, maintenance and repairs, or any other cost, fee, or penalty.

7. Termination of Employment.

A. Notwithstanding the Term of this Agreement, Employee may voluntarily resign as City Attorney on the co ndition that Employee shall give sixty (60) days' notice in advance, unless the Parties agree otherwise in writing.

B. The City Council may terminate the employment of the City Attorney at any time, with or without cause, by a majority vote of its members. However, if termination is Without Cause, then Employee or his Estate shall be entitled to a severance payment and severance benefits as stated in Section 9. Notice of termination, with or without cause, shall be provided to the City Attorney in writing. Any such notice of termination or act constituting termination shall be given at or effectuated at a duly noticed meeting of the City Council
.

C. Given the at-will nature of the position of City Attorney, an important element of the employment agreement pertains to termination. It is in both 489

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the City's interest and that of the City Attorney that any separation of the City Attorney is done in a businesslike manner.

8. Termination For Cause.

A. Notwithstanding any other provision in this Agreement, the City may terminate the City Attorney “For Cause.” As used in this Agreement, “For Cause” shall mean one or more of the following: (1) material breach by Employee of the terms of this Agreement; (2) damage of a material nature to any property of City caused by Employee’s willful or negligent conduct; (3) City Attorney’s intentional refusal to comply with the City Council’s reasonable and lawful instructions; (4) severe and extended incapacity due to injury or illness (physi cal or mental) such that Employee cannot perform the essential functions and duties of City’s Attorney’s job consistent with the ADA and applicable California law; (5) willful misconduct, including but not limited to Employee’s harassment of employees or the p ublic in violation of City’s policies or federal, state and/or local laws; (6) dishonesty for personal gain; (7) conviction of a felony of any type or a misdemeanor involving moral turpitude; (8) continued abuse of non-prescription drugs or alcohol that prevents the performance of the City Attorney’s job duties; (9) unexcused absence from his position for more than two (2) consecutive weeks in any twelve (12) month period; and (10) repeated and protracted unexcused absences from the City Attorney’s office and duties.

B. In the event the City terminates the City Attorney For Cause, then the City may terminate this Agreement, and the City Attorney shall be entitled to only the compensation and benefits accrued up to the date of termination, and such other termination benefits and payments as may be required by law. Further, if terminated For Cause, the City Attorney shall not be entitled to any severance pay or severance benefits set forth in Section 9.

C. Notwithstanding any provision in this Agreement, this Agreement is subject to the provisions of Government Code sections 53243 through 53244 regarding abuse of discretion which are attached hereto as Exhibit 1 or as hereinafter amended.

By executing this Agreement, Employee ac knowledges that these Government Code provisions apply to and control this Agreement.

9. Severance Pay.

A. In the event the City Attorney is terminated by the City Council Without Cause, subject to Section 9.B below, City shall pay City Attorney or his Estate a lump sum or in four (4) monthly installments, as City decides in its discretion, an amount equal to four (4) months of the then current base annual salary as provided in Section

6.A. of this Agreement or as amended from time to time; provided however, if the number of months left on the unexpired term of the Agreement is less than four (4) months, then the severance payment shall be an amount equal to the monthly base salary of the Employee multiplied by the number of months left on the unexpired term 490

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of the Agreement. Severance Pay shall not include accrual of Vacation, Sick, or Management Leave. Employer agrees to make the lump sum payment, or initial monthly installment payment, less withholdings, within thirty (30) days of the execution of the waiver and release referenced in Section 9.B. In addition to the severance pay provided in this Section 9.A., the City shall extend to the City Attorney the right to continue health insurance as may be required by and pursuant to the terms and conditions of the Consolidated Omnibus Budget Reconciliation Act of 1986 (COBRA).

B. Eligibility for severance pay is expressly conditioned upon Employee’s execution of a waiver and releas e of any and all of Employee’s known and unknown claims, if any, against the City, its Council members, officers, and employees in a form mutually acceptable to the City and City Attorney. If a waiver and release in a form acceptable to the City and City Attorney is not executed, the City shall have no obligation to make any payments under Section 9.A.

C. All payments required under this Agreement are subject to and shall be interpreted to comply with the limitations set forth in Government Code sections 53260 to 53264.

10. Indemnification.

A. To the full extent federal, state or local laws, including as provided by the California Torts Claims Act (Government Code section 810, et. seq.), the City and the Successor Agency to the Redevelopment Agency of the City of Rocklin, jointly and severally, shall defend and indemnify the City Attorney against and for all losses sustained by the City Attorney in direct consequences of the discharge of the City Attorney's duties on the City's behalf for the period of the City Attorney's employment.

B. To the extent required by state or local laws, the City shall defend, indemnify and hold harmless the City Attorney against any tort, professional liability claim or demand or other legal action, whether groundless or otherwise, arising out of an alleged act or omission occurring in the performance of Employee’s duties as City Attorney, in direct consequences of the discharge of the City Attorney’s duties on the City’s behalf for the period of the City Attorney’s employment. The City may compromise and settle any such claim or suit and pay the amount of any settlement or judgment rendered thereon in its sole discretion.

C. Whenever the City Attorney shall be sued for damages arising out of the performance of the City Attorney’s s duties, and to the extent required by state or local laws, the City shall indemnify the City Attorney from any judgment, award, or settlement rendered against the City Attorney; provided that such indemnity shall not extend to any judgment for damages arisin g out of any willful wrongdoing. This indemnification shall extend beyond termination of employment and the otherwise expiration of this Agreement to provide protection for any such acts undertaken or committed in the City Attorney’s capacity as City Attorney, regardless of whether the 491

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notice of filing of a lawsuit occurs during or following employment with the City. This provision shall survive the termination of the Agreement and is in addition to any other rights or remedies that the City Attorney may have under the law.

D. In the event that Employee shall serve as the City Attorney of other City related legal entities as provided in th is Agreement, then each provision of this section shall be equally applicable to each Ci ty related legal entity as those set forth in an indemnity agreement between Employee and that legal entity.

11. Severability. If any clause, sentence, part, section, or portion of this Agreement is found by a court of competent jurisdiction to be illegal or unenforceable, such clause, sentence, part, sect ion, or portion so found shall be regarded as though it were not part of this Agreement and the remaining parts of this Agreement shall be fully binding and enforceable by the parties hereto.

12. Other Terms and Conditions.

A. The City Council, in consultation with Employee, shall fix such other terms and conditions of employment, as it may determine from time to time, relating to the work of Employee, provided such terms and conditions are not inconsistent or in conflict with the provisions of this Agreement, City ordinances, or any other law.

B. Employee and City shall meet and complete a performance evaluation annually.

C. The text hereof shall constitute the entire Agreement between the parties and shall supersede any and all prior agreements between the parties. No subsequent alteration, amendment, change or addition to this Agreement shall be binding upon the parties unless reduced to writing and signed by the City Council. This Agreement shall be binding upon and inure to the benefit of the heirs at law and executors of Employee.

D. Notices.

Notices pursuant to this Agreement shall be given by first class mail addressed as follows:

1. EMPLOYER: Mayor
City of Rocklin
3970 Rocklin Road
Rocklin, California 95677

2. EMPLOYEE: Matthew McOmber

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13. Alternatively, notices required pursuant to this Agreement may be personally served in the same manner as is a pplicable to civil judicial practice. Notice shall be deemed given as of the date of personal service or as of the date of deposit of such written notice in the U.S. Postal Service.

City of Rocklin

Greg Janda, Mayor

Dated: January 04, 2024

Matthew McOmber

Attest:

Haley Reid, Acting City Clerk

Approved as to form:

Dan Cucchi, Interim City Attorney
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EXHIBIT 1

ARTICLE 2.6. Abuse of Office [Government Code §§ 53243 - 53244]

Government Code § 53243.

On or after January 1, 2012, any contract executed or renewed between a local agency and an officer or employee of a local agency that provides paid leave salary offered by the local agency to the officer or employee pending an investigation shall require that any salary provided for that purpose be fully reimbursed if the officer or employee is convicted of a crime involving an abuse of his office or position.

Government Code § 53243.1.

On or after January 1, 2012, any contract executed or renewed between a local agency and an officer or employee of a local agency that provides funds for the legal criminal defense of an officer or employee shall require that any funds provided for that purpose be fully reimbursed to the local agency if th e officer or employee is convicted of a crime involving an abuse of his office or position.

Government Code § 53243.2.

On or after January 1, 2012, any contract of employment between an employee and a local agency employer shall include a provis ion which provides that, regardless of the term of the contract, if the contract is te rminated, any cash settlement related to the termination that an employee may receive from the local agency shall be fully reimbursed to the local agency if the employee is convicted of a crime involving an abuse of his office or position.

Government Code § 53243.3.

On or after January 1, 2012, if a local agency provides, in the absence of a contractual obligation, for any of the payments described in this article, then the employee or officer receiving any payments provided for those purposes shall fully reimburse the local agency that provided those payments in the event that the employee or officer is convicted of a crime involving the abuse of his office or position.

Government Code § 53243.4.

For purposes of this article, “abuse of office or position” means either of the following:
(a) An abuse of public authority, including, but not limited to, waste, fraud, and violation of the law under color of authority.
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(b) A crime against public justice, including, but not limited to, a crime described in Title 5 (commencing with Section 67), Title 6 (commencing with Section 85), or Title 7 (commencing with Section 92) of Part 1 of the Penal Code.

Government Code § 53244.

(a) A local public officer, as defined in subdivision (b), who is convicted by a state or federal trial court of any felony under state or federal law for conduct arising out of, or in the performance of, his or her official duties shall forfeit any contract right or other common law, constitutional, or statutory claim against a local public agency employer to retirement or pension rights or benefits, however those benefits may be characterized, including lost compensation, other than the accrued rights and benefits to which he may be entitled under any public retirement system in which he is a member. The forfeiture provided by this section shall be in addition to, and independent of, any forfeiture of public retirement system rights and benefits pursuant to Section 7522.70, 7522.72, or 7522.74.

(b) For the purposes of this section, “local public officer” means a person, either elected or appointed, who exercised discretionary, executive authority in his employment.

(c) This section shall apply to any claim filed prior to the effective date of the act enacting this section, and still pending on that date, and any claim commenced after that date.

(d) Upon conviction, a local public officer as described in subdivision (a), and the prosecuting agency shall each notify the pub lic employer who employed the local public officer at the time of the commission of the felony within 60 days of the felony conviction.

The operation of this section is not dependent upon the performance of the notification required by this subdivision.

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Rocklin City CouncilJanuary 9, 2024

Rocklin City Council
January 9, 2024