Staff Report - Waiver of City Code Section 4.04.020.C for the agreements pertaining to Delta Shores Facility District — Sacramento City Council, May 31, 2022 (part 3 of 3)

Sacramento Division, a corporation, and modified by Deed dated February 15, 1960, recorded March 25, 1960, in Book 4024 of Official Records, Page 939, executed by said parties, and as conveyed by deed dated March 18, 1960, recorded March 25, 1960, in Book 4024 of Official Records, Page 940, executed by California Pacific Title Company, Sacramento Division, a corporation to Lester C. Hunt and Martha E. Hunt, his wife, as joint tenants.

23. The terms and provisions contained in the document entitled "Contract for Exchange of Real Property" recorded January 17, 1986 as Book 8601-17, Page 1771 of Official Records.

Order Number: NCS-1053020-ONT1
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First American Title Insurance Company

24. Covenants, conditions, restrictions and easements in the document recorded June 18, 1990 as Book 9006-18, Page 1637 of Official Records, which provide that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, handicap, familial status, national origin, sexual orientation, marital status, ancestry, source of income or disability, to the extent such covenants, conditions or restrictions violate Title 42, Section 3604(c), of the United States Codes or Section 12955 of the California Government Code. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status.

25. The terms and provisions contained in the document entitled "Release Agreement and Covenant Not to Sue" recorded February 01, 2005 as Book 20050201, Page 1126 of Official Records.

26. The terms and provisions contained in the document entitled "Memorandum of Purchase Agreement" recorded October 19, 2005 as Book 20051019, Page 2302 of Official Records.

The terms and provisions contained in the document entitled "Memorandum of Assignment of and Amendment and Restatement of Purchase Agreement" recorded June 07, 2007 as Book 20070607,

Page 371 ends

27. The terms and provisions contained in the document entitled "Memorandum of Assignment of Agreement of Purchase and Sale (and Joint Escrow Instructions)" recorded January 03, 2006 as Book 20060103, Page 1812 of Official Records.

28. An easement for laying down, constructing, reconstructing, removing, replacing, repairing, maintaining operating and using, as FRWA may see fit, a pipe or pipelines for the transmission and distribution of water and all necessary braces, connections, fastenings and other appliances and fixtures including underground telemetry and electrical cables for use in connection therewith or appurtenant thereto and incidental purposes, recorded June 06, 2007 as Book 20070606, Page 1378 of Official Records.

In Favor of: Freeport Regional Water Authority, a joint powers authority formed under a Joint Powers Agreement between Sacramento County Water Agency and East Bay Municipal Utility District Affects: As described therein

29. An easement for sewer with ingress and egress thereto and incidental purposes, recorded June 20, 2007 as Book 20070620, Page 1229 of Official Records.

In Favor of: Sacramento Regional County Sanitation District Affects: As described therein

A portion of said sewer easement was quitclaimed to the City of Sacramento by Quitclaim Deed recorded May 18, 2009 in Book 20090518, Page 887 of Official Records.

30. The terms, provisions and easement(s) contained in the document entitled "Freeport Regional Water Authority Temporary Monitoring Easement and Agreement" recorded October 05, 2007 as Book 20071005, Page 1072 of Official Records.

31. The terms and provisions contained in the document entitled "Development Agreement for Delta Shores Project # P06-197 between the City of Sacramento and M&H Realty Partners VI, LP" recorded February 27, 2009 as Book 20090227, Page 0082 of Official Records.

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First American Title Insurance Company
Document(s) declaring modifications thereof recorded October 18, 2010 as Book 20101018, Page 1169 of Official Records.

Document(s) declaring modifications thereof recorded November 26, 2019 as Book 20191126, Page 0667 of Official Records.

Document(s) declaring modifications thereof recorded June 26, 2020 as Book 20200626, Page 0043 of Official Records.

The effect of a document entitled "Notice of Partial Termination Development Agreement for Delta Shores Project", recorded March 30, 2021 as Instrument No. 2021-3301083 of Official Records.

32. The terms and provisions contained in the document entitled "Public Improvement Agreement - By and Between the City of Sacramento and M & H Realty Partners VI, LP" recorded March 29, 2013 as Book 20130329, Page 2469 of Official Records.

A document entitled "Partial Release of Public Improvement Agreement" recorded June 23, 2016 as Book 20160623, Page 1390 of Official Records.

33. The terms and provisions contained in the document entitled "Drainage Easement Agreement - By and Between M&H Realty Partners VI, LP and the City of Sacramento" recorded May 21, 2013 as Book 20130521, Page 1216 of Official Records.

34. An easement for pipelines for the transmission and distribution of water and incidental purposes, recorded December 09, 2014 as Book 20141209, Page 1179 of Official Records.

In Favor of: Freeport Regional Water Authority, a joint powers authority Affects: As described therein

35. An easement for the construction, use, repair, rehabilitation and maintenance of public road and incidental purposes, recorded December 09, 2014 as Book 20141209, Page 1244 of Official Records.

In Favor of: City of Sacramento, a municipal corporation Affects: as described therein

36. A waiver of any claims for damages by reason of the location, construction, landscaping or maintenance of a contiguous freeway, highway, roadway or transit facility as contained in the document recorded December 09, 2014 as Book 20141209, Page 1244 of Official Records.

37. An easement for the construction, use, repair, rehabilitation and maintenance of public utilities and incidental purposes, recorded December 09, 2014 as Book 20141209, Page 1245 of Official Records.

In Favor of: City of Sacramento, a municipal corporation Affects: as described therein

38. A waiver of any claims for damages by reason of the location, construction, landscaping or maintenance of a contiguous freeway, highway, roadway or transit facility as contained in the document recorded December 09, 2014 as Book 20141209, Page 1245 of Official Records.

39. An easement for electrical and communication facilities and incidental purposes, recorded April 16, 2015 as Book 20150416, Page 775 of Official Records.

In Favor of: Sacramento Municipal Utility District, a municipal utility district Affects: as described therein

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First American Title Insurance Company

40. An easement for electrical and communication facilities and incidental purposes, recorded June 01, 2015 as Book 20150601, Page 946 of Official Records.

In Favor of: Sacramento Municipal Utility District, a municipal utility district Affects: As described therein

41. The terms, provisions and easement(s) contained in the document entitled "Memorandum of Agreement (Easement Use Agreement)" recorded October 30, 2015 as Book 20151030, Page 1624 of Official Records.

42. The terms, provisions and easement(s) contained in the document entitled "Memorandum of Development Agreement" recorded February 16, 2016 as Book 20160216, Page 48 of Official Records.

43. An easement shown or dedicated on the map of Final Map of Delta Shores Phase 1 Subdivision No.

P06-197 recorded June 22, 2016 and on file in Book 392, Page 1-10, of Tract Maps.

For: public utility, public road and incidental purposes.

44. The terms, provisions and easement(s) contained in the document entitled "Temporary Construction Easement" recorded July 01, 2016 as Book 20160701, Page 1254 of Official Records.

45. The terms, provisions and easement(s) contained in the document entitled "Temporary Construction Easement" recorded July 01, 2016 as Book 20160701, Page 1255 of Official Records.

46. An easement for recycled water pipeline and incidental purposes, recorded March 19, 2018 as Book 20180319, Page 820 of Official Records.

In Favor of: Sacramento Regional County Sanitation District Affects: As described therein

47. We find no outstanding voluntary liens of record affecting subject property. An inquiry should be made concerning the existence of any unrecorded lien or other indebtedness which could give rise to any security interest in the subject property.

48. Water rights, claims or title to water, whether or not shown by the Public Records.

49. This item has been intentionally deleted.

50. Rights of parties in possession.

51. Any claim that any portion of the land is or was formerly tidelands and submerged lands within the bed of any tidal slough, creek or river.

Order Number: NCS-1053020-ONT1
Page Number: 9

First American Title Insurance Company

INFORMATIONAL NOTES

ALERT - CA Senate Bill 2 imposes an additional fee of $75 up to $225 at the time of recording on certain transactions effective January 1, 2018. Please contact your First American Title representative for more information on how this may affect your closing.

1. Taxes for proration purposes only for the fiscal year 2020-2021.

First Installment: $115,760.46, PAID
Second Installment: $115,760.46, PAID
Tax Rate Area: 03-056
APN: 053-0180-030-0000

Affects a portion of said land.

2. Taxes for proration purposes only for the fiscal year 2020-2021.

First Installment: $19,555.28, PAID
Second Installment: $19,555.28, PAID
Tax Rate Area: 03-056
APN: 053-0180-031-0000

Affects a portion of said land.

3. Taxes for proration purposes only for the fiscal year 2020-2021.

First Installment: $2,178.75, PAID
Second Installment: $2,178.75, PAID
Tax Rate Area: 03-056
APN: 053-0180-032-0000

Affects a portion of said land.

4. The property covered by this report is vacant land.

5. According to the public records, there has been no conveyance of the land within a period of twenty four months prior to the date of this report, except as follows:

A document recorded May 14, 2019 as Book 20190514 Page 1227 of Official Records.

From: M & H Realty Partners VI L.P., a California Limited Partnership To: M & H Realty Partners VI L.P., a California Limited Partnership

6. This preliminary report/commitment was prepared based upon an application for a policy of title insurance that identified land by street address or assessor's parcel number only. It is the responsibility of the applicant to determine whether the land referred to herein is in fact the land that is to be described in the policy or policies to be issued.

7. Should this report be used to facilitate your transaction, we must be provided with the following prior to the issuance of the policy:

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First American Title Insurance Company
A. WITH RESPECT TO A CORPORATION:

1. A certificate of good standing of recent date issued by the Secretary of State of the corporation's state of domicile.

2. A certificate copy of a resolution of the Board of Directors authorizing the contemplated transaction and designating which corporate officers shall have the power to execute on behalf of the corporation.

3. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California.

4. Requirements which the Company may impose following its review of the above material and other information which the Company may require.

B. WITH RESPECT TO A CALIFORNIA LIMITED PARTNERSHIP:

1. A certified copy of the certificate of limited partnership (form LP-1) and any amendments thereto (form LP-2) to be recorded in the public records;

2. A full copy of the partnership agreement and any amendments;

3. Satisfactory evidence of the consent of a majority in interest of the limited partners to the contemplated transaction;

4. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California.

5. Requirements which the Company may impose following its review of the above material and other information which the Company may require.

C. WITH RESPECT TO A FOREIGN LIMITED PARTNERSHIP:

1. A certified copy of the application for registration, foreign limited partnership (form LP-5) and any amendments thereto (form LP-6) to be recorded in the public records;

2. A full copy of the partnership agreement and any amendment;

3. Satisfactory evidence of the consent of a majority in interest of the limited partners to the contemplated transaction;

4. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California.

5. Requirements which the Company may impose following its review of the above material and other information which the Company may require.

D. WITH RESPECT TO A GENERAL PARTNERSHIP:

1. A certified copy of a statement of partnership authority pursuant to Section 16303 of the California Corporation Code (form GP-I), executed by at least two partners, and a certified copy of any amendments to such statement (form GP-7), to be recorded in the public records;

2. A full copy of the partnership agreement and any amendments;

3. Requirements which the Company may impose following its review of the above material required herein and other information which the Company may require.

E. WITH RESPECT TO A LIMITED LIABILITY COMPANY:

1. A copy of its operating agreement and any amendments thereto;

2. If it is a California limited liability company, a certified copy of its articles of organization (LLC-1) and any certificate of correction (LLC-11), certificate of amendment (LLC-2), or restatement of articles of organization (LLC-10) to be recorded in the public records;

3. If it is a foreign limited liability company, a certified copy of its application for registration (LLC-5) to be recorded in the public records;

4. With respect to any deed, deed of trust, lease, subordination agreement or other document or instrument executed by such limited liability company and presented for recordation by the Company or upon which the Company is asked to rely, such document or instrument must be executed in accordance with one of the following, as appropriate:

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First American Title Insurance Company
(i) If the limited liability company properly operates through officers appointed or elected pursuant to the terms of a written operating agreement, such documents must be executed by at least two duly elected or appointed officers, as follows: the chairman of the board, the president or any vice president, and any secretary, assistant secretary, the chief financial officer or any assistant treasurer;
(ii) If the limited liability company properly operates through a manager or managers identified in the articles of organization and/or duly elected pursuant to the terms of a written operating agreement, such document must be executed by at least two such managers or by one manager if the limited liability company properly operates with the existence of only one manager.

5. A certificate of revivor and a certificate of relief from contract voidability issued by the Franchise Tax Board of the State of California.

6. Requirements which the Company may impose following its review of the above material and other information which the Company may require.

F. WITH RESPECT TO A TRUST:

1. A certification pursuant to Section 18100.5 of the California Probate Code in a form satisfactory to the Company.

2. Copies of those excerpts from the original trust documents and amendments thereto which designate the trustee and confer upon the trustee the power to act in the pending transaction.

3. Other requirements which the Company may impose following its review of the material require herein and other information which the Company may require.

G. WITH RESPECT TO INDIVIDUALS:

1. A statement of information.

The map attached, if any, may or may not be a survey of the land depicted hereon. First American Title Insurance Company expressly disclaims any liability for loss or damage which may result from reliance on this map except to the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title insurance policy, if any, to which this map is attached.

Order Number: NCS-1053020-ONT1
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First American Title Insurance Company

LEGAL DESCRIPTION

Real property in the City of Sacramento, County of Sacramento, State of California, described as follows:

PARCEL B AS SHOWN ON CERTIFICATE OF COMPLIANCE FOR LOT LINE ADJUSTMENT NO. COC18-0061, AS EVIDENCED BY DOCUMENT RECORDED MAY 06, 2019 AS INSTRUMENT NO. 201905060932 OF OFFICIAL RECORDS, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:

BEING A PORTION OF THE LANDS OF M & H REALTY PARTNERS VI L.P., A CALIFORNIA LIMITED PARTNERSHIP RECORDED ON JUNE 30, 2016 IN BOOK 20160630 OF OFFICIAL RECORDS OF SACRAMENTO COUNTY, AT PAGE 1120 AND A PORTION OF PARCEL 1 AS DESCRIBED IN THAT GRANT DEED RECORDED ON NOVEMBER 2, 2018 IN DOCUMENT NUMBER 201811020883 OFFICIAL RECORDS OF SACRAMENTO COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEASTERLY CORNER OF LOT 24 AS SHOWN ON THAT FINAL MAP OF "DELTA SHORES PHASE 1 SUBDIVISION NO. P06-197" FILED JUNE 22, 2016 IN BOOK 392 OF MAPS, AT PAGE 1,

OFFICIAL RECORDS OF SACRAMENTO COUNTY, THENCE FROM SAID POINT OF BEGINNING ALONG THE EASTERLY LINE OF SAID LOT 24 NORTH 16°59'37" EAST 207.68 FEET TO A POINT ON SAID EASTERLY LINE, ALSO BEING A POINT ON THE SOUTHERLY LINE OF SAID PARCEL 1 ALSO BEING THE NORTHERLY LINE OF PARCEL 4 AS DESCRIBED IN THAT CERTIFICATE OF COMPLIANCE FOR LOT LINE ADJUSTMENT RECORDED JULY 25, 2013 IN BOOK 20130725 OFFICIAL RECORDS OF SACRAMENTO COUNTY, AT PAGE 1062; THENCE LEAVING THE NORTHERLY LINE OF SAID PARCEL 4, CONTINUING ALONG THE EASTERLY LINE OF SAID LOT 24, ALSO BEING THE SOUTHERLY LINE OF SAID PARCEL 1 NORTH 16°59'37" EAST 119.75 FEET TO THE NORTHEASTERLY CORNER OF SAID LOT 24; THENCE LEAVING THE EASTERLY LINE OF SAID LOT 24, ALSO BEING THE SOUTHERLY LINE OF SAID PARCEL 1 SOUTH 72°53'36" EAST 375.93 FEET TO A POINT ON THE SOUTHERLY LINE OF SAID PARCEL 1 ALSO BEING THE NORTHERLY LINE OF SAID PARCEL 4; THENCE LEAVING THE SOUTHERLY LINE OF SAID PARCEL 1 ALSO BEING THE NORTHERLY LINE OF SAID PARCEL 4 THE FOLLOWING FIVE (5) COURSES: 1) SOUTH 72°53'36" EAST 278.23 FEET TO A FOUND BRASS DISC IN A MONUMENT WELL STAMPED "CITY MONUMENT SACRAMENTO CA'', 2) CONTINUING ALONG THE AFOREMENTIONED LINE SOUTH 72°53'36" EAST 1,064.84 FEET TO A FOUND BRASS DISC IN A MONUMENT WELL STAMPED "CITY MONUMENT SACRAMENTO CA", ALSO BEING A POINT OF CURVATURE; 3) ALONG THE ARC OF A TANGENT CURVE TO THE LEFT HAVING A RADIUS OF 2,725.06 FEET, A CENTRAL ANGLE OF 02°34'52" AND AN ARC LENGTH OF 122.76 FEET, SAID ARC BEING SUBTENDED BY A CHORD WHICH BEARS SOUTH 74°11'02" EAST 122.75 FEET TO A FOUND BRASS DISC IN A MONUMENT WELL STAMPED "CITY MONUMENT SACRAMENTO CA"; 4) CONTINUING ALONG THE AFOREMENTIONED CURVE TO THE LEFT HAVING A RADIUS OF 2,725.06 FEET, A CENTRAL ANGLE OF 14°50'57" AND AN ARC LENGTH OF 706.24 FEET, SAID ARC BEING SUBTENDED BY A CHORD WHICH BEARS SOUTH 82°53'57" EAST 704.27 FEET TO A FOUND BRASS DISC IN A MONUMENT WELL STAMPED "CITY MONUMENT SACRAMENT() CA", ALSO BEING A POINT OF TANGENCY; 5) NORTH 89°40'35" EAST 655.56 FEET TO A FOUND BRASS DISC IN A MONUMENT WELL STAMPED "CITY MONUMENT SACRAMENTO CA", ALSO BEING A POINT ON THE NORTHERLY LINE OF SAID PARCEL 4; THENCE ALONG THE NORTHERLY, EASTERLY AND SOUTHERLY LINES OF SAID PARCEL 4 THE FOLLOWING FIVE (5) COURSES: 1) NORTH 89°40'35" EAST 1,302.87 FEET TO A FOUND BRASS DISC IN A MONUMENT WELL STAMPED "CITY MONUMENT SACRAMENTO CA"; 2) CONTINUING ALONG THE NORTHERLY LINE OF SAID PARCEL 4 NORTH 89°40'35" EAST 359.67 FEET; 3) SOUTH 00°19'21" EAST 620.41 FEET; 4) SOUTH 89°40'59" WEST 31.35 FEET TO A POINT OF CURVATURE; 5) ALONG THE ARC OF A NON-TANGENT CURVE TO THE LEFT HAVING A RADIUS OF 4,070.00 FEET, A CENTRAL ANGLE OF 34°10'09" AND AN ARC LENGTH OF 2,427.21 FEET, SAID ARC BEING SUBTENDED BY A CHORD WHICH BEARS SOUTH 72°35'24" WEST 2,391.40 FEET TO A POINT ON THE SOUTHEASTERLY LINE OF LOT A AS SHOWN IN SAID FINAL MAP TITLED "DELTA SHORES PHASE 1 SUBDIVISION NO. P06-197"; THENCE LEAVING THE SOUTHERLY LINE OF SAID PARCEL 4 ALONG THE SOUTHEASTERLY AND NORTHEASTERLY LINE OF SAID LOT A THE FOLLOWING TWO (2) COURSES: 1) NORTH 55°30'21" EAST 191.91 FEET; 2) NORTH 34°29'39" WEST 56.50 FEET TO THE CENTERLINE OF Order Number: NCS-1053020-ONT1
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First American Title Insurance Company
DELTA SHORES CIRCLE SOUTH AS SHOWN ON THAT SAID FINAL MAP OF "DELTA SHORES PHASE 1 SUBDIVISION NO. P06-197"; THENCE ALONG THE CENTERLINE OF SAID DELTA SHORES CIRCLE SOUTH THE FOLLOWING SEVEN (7) COURSES: 1) SOUTH 55°30'21" WEST 655.42 FEET TO A POINT OF CURVATURE; 2) ALONG THE ARC OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 1000.00 FEET, A CENTRAL ANGLE OF 24°39'19" AND AN ARC LENGTH OF 430.32 FEET, SAID ARC BEING SUBTENDED BY A CHORD WHICH BEARS SOUTH 67°50'01" WEST 427.00 FEET TO A POINT OF TANGENCY; 3) SOUTH 80°09'40" WEST 916.36 FEET TO A POINT OF CURVATURE; 4) ALONG THE ARC OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 1200.00 FEET, A CENTRAL ANGLE OF 85°30'09" AND AN ARC LENGTH OF 1,790.76 FEET, SAID ARC BEING SUBTENDED BY A CHORD WHICH BEARS NORTH 57'05'16" WEST 1,629.16 FEET TO A POINT OF TANGENCY; 5) NORTH 14°20'11" WEST 282.51 FEET TO A POINT OF CURVATURE; 6) ALONG THE ARC OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 2000.00 FEET, A CENTRAL ANGLE OF 30°18'21" AND AN ARC LENGTH OF 1,057.87 FEET, SAID ARC BEING SUBTENDED BY A CHORD WHICH BEARS NORTH 00'49'00" EAST 1,045.58 FEET TO A POINT OF TANGENCY; 7) NORTH 15°5810" EAST 135.59 FEET TO THE SOUTHWEST CORNER OF LOT 25 AS SHOWN ON SAID FINAL MAP OF "DELTA SHORES PHASE 1 SUBDIVISION NO. P06-197"; THENCE LEAVING THE CENTERLINE OF SAID DELTA SHORES CIRCLE SOUTH ALONG THE SOUTHWESTERLY LINES OF SAID LOT 25 AND SAID LOT 24 SOUTH 72°48'46" EAST 558.75 FEET TO THE POINT OF BEGINNING.

EXCEPTING THEREFROM ALL OF PARCEL 2 AS DESCRIBED IN THAT CERTIFICATE OF COMPLIANCE FOR LOT LINE ADJUSTMENT RECORDED ON JULY 25, 2013 IN BOOK 20130725 OF OFFICIAL RECORDS OF SACRAMENTO COUNTY, AT PAGE 1062.

BEARINGS AND DISTANCES USED IN THE ABOVE DESCRIPTION ARE BASED UPON THE CALIFORNIA COORDINATE SYSTEM OF 1983, EPOCH 1997.30, ZONE 2. DISTANCES ARE IN U.S. SURVEY FEET AND ARE SHOWN IN GROUND LEVEL FEET, MULTIPLY THE DISTANCES SHOWN ABOVE BY 0.99998 TO OBTAIN GRID DISTANCES.

APN: 053-0180-030-0000 (Affects Portion of said land); APN : 053-0180-031-0000 (Affects Portion of said land); and APN : 053-0180-032-0000 (Affects Portion of said land)

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Page Number: 14

First American Title Insurance Company

NOTICE I

Section 12413.1 of the California Insurance Code, effective January 1, 1990, requires that any title insurance company, underwritten title company, or controlled escrow company handling funds in an escrow or sub-escrow capacity, wait a specified number of days after depositing funds, before recording any documents in connection with the transaction or disbursing funds. This statute allows for funds deposited by wire transfer to be disbursed the same day as deposit. In the case of cashier's checks or certified checks, funds may be disbursed the next day after deposit. In order to avoid unnecessary delays of three to seven days, or more, please use wire transfer, cashier's checks, or certified checks whenever possible.

If you have any questions about the effect of this new law, please contact your local First American Office for more details.

NOTICE II

As of January 1, 1991, if the transaction which is the subject of this report will be a sale, you as a party to the transaction, may have certain tax reporting and withholding obligations pursuant to the state law referred to below:

In accordance with Sections 18662 and 18668 of the Revenue and Taxation Code, a buyer may be required to withhold an amount equal to three and one-third percent of the sales price in the case of the disposition of California real property interest by either:

1. A seller who is an individual with a last known street address outside of California or when the disbursement instructions authorize the proceeds be sent to a financial intermediary of the seller, OR

2. A corporate seller which has no permanent place of business in California.

The buyer may become subject to penalty for failure to withhold an amount equal to the greater of 10 percent of the amount required to be withheld or five hundred dollars ($500).

However, notwithstanding any other provision included in the California statutes referenced above, no buyer will be required to withhold any amount or be subject to penalty for failure to withhold if:

1. The sales price of the California real property conveyed does not exceed one hundred thousand dollars ($100,000), OR

2. The seller executes a written certificate, under the penalty of perjury, certifying that the seller is a resident of California, or if a corporation, has a permanent place of business in California, OR

3. The seller, who is an individual, executes a written certificate, under the penalty of perjury, that the California real property being conveyed is the seller's principal residence (as defined in Section 1034 of the Internal Revenue Code).

The seller is subject to penalty for knowingly filing a fraudulent certificate for the purpose of avoiding the withholding requirement.

The California statutes referenced above include provisions which authorize the Franchise Tax Board to grant reduced withholding and waivers from withholding on a case-by-case basis.

The parties to this transaction should seek an attorney's, accountant's, or other tax specialist's opinion concerning the effect of this law on this transaction and should not act on any statements made or omitted by the escrow or closing officer.

The Seller May Request a Waiver by Contacting:

Franchise Tax Board
Withhold at Source Unit
P.O. Box 651
Sacramento, CA 95812-0651
(916) 845-4900

Order Number: NCS-1053020-ONT1
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First American Title Insurance Company
Privacy Policy

We Are Committed to Safeguarding Customer Information
In order to better serve your needs now and in the future, we may ask you to provide us with certain information. We understand that you may be concerned about what we will do with such information - particularly any personal or financial information. We agree that you have a right to know how we will utilize the personal information you provide to us. Therefore, together with our parent company, The First American Corporation, we have adopted this Privacy Policy to govern the use and handling of your personal information.

Applicability
This Privacy Policy governs our use of the information which you provide to us. It does not govern the manner in which we may use information we have obtained from any other source, such as information obtained from a public record or from another person or entity. First American has also adopted broader guidelines that govern our use of personal information regardless of its source. First American calls these guidelines its Fair Information Values, a copy of which can be found on our website at www.firstam.com.

Types of Information
Depending upon which of our services you are utilizing, the types of nonpublic personal information that we may collect include:
 Information we receive from you on applications, forms and in other communications to us, whether in writing, in person, by telephone or any other means;  Information about your transactions with us, our affiliated companies, or others; and  Information we receive from a consumer reporting agency.

Use of Information
We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your information to nonaffiliated parties except: (1) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law.

We may, however, store such information indefinitely, including the period after which any customer relationship has ceased. Such information may be used for any internal purpose, such as quality control efforts or customer analysis. We may also provide all of the types of nonpublic personal information listed above to one or more of our affiliated companies. Such affiliated companies include financial service providers, such as title insurers, property and casualty insurers, and trust and investment advisory companies, or companies involved in real estate services, such as appraisal companies, home warranty companies, and escrow companies. Furthermore, we may also provide all the information we collect, as described above, to companies that perform marketing services on our behalf, on behalf of our affiliated companies, or to other financial institutions with whom we or our affiliated companies have joint marketing agreements.

Former Customers
Even if you are no longer our customer, our Privacy Policy will continue to apply to you.

Confidentiality and Security
We will use our best efforts to ensure that no unauthorized parties have access to any of your information. We restrict access to nonpublic personal information about you to those individuals and entities who need to know that information to provide products or services to you. We will use our best efforts to train and oversee our employees and agents to ensure that your information will be handled responsibly and in accordance with this Privacy Policy and First American's Fair Information Values. We currently maintain physical, electronic, and procedural safeguards that comply with federal regulations to guard your nonpublic personal information.

Order Number: NCS-1053020-ONT1
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First American Title Insurance Company

CLTA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE (02-03-10)

EXCLUSIONS

In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from:

1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning:
(a) building; (d) improvements on the Land; (b) zoning; (e) land division; and (c) land use; (f) environmental protection.

This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27.

2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15.

3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17.

4. Risks:
(a) that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; (b) that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date; (c) that result in no loss to You; or
(d) that first occur after the Policy Date - this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28.

5. Failure to pay value for Your Title.

6. Lack of a right:
(a) to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and (b) in streets, alleys, or waterways that touch the Land.

This Exclusion does not limit the coverage described in Covered Risk 11 or 21.

7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or similar creditors' rights laws.

LIMITATIONS ON COVERED RISKS

Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows: For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A.

Your Deductible Amount Our Maximum Dollar
Limit of Liability
Covered Risk 16: 1% of Policy Amount or $2,500.00 (whichever is less) $10,000.00 Covered Risk 18: 1% of Policy Amount or $5,000.00 (whichever is less) $25,000.00 Covered Risk 19: 1% of Policy Amount or $5,000.00 (whichever is less) $25,000.00 Covered Risk 21: 1% of Policy Amount or $2,500.00 (whichever is less) $5,000.00

ALTA RESIDENTIAL TITLE INSURANCE POLICY (6-1-87)

EXCLUSIONS

In addition to the Exceptions in Schedule B, you are not insured against loss, costs, attorneys' fees, and expenses resulting from:

1. Governmental police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning:
(a) and use
(b) improvements on the land
(c) and division
(d) environmental protection
This exclusion does not apply to violations or the enforcement of these matters which appear in the public records at Policy Date.

This exclusion does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks.

2. The right to take the land by condemning it, unless:
(a) a notice of exercising the right appears in the public records on the Policy Date (b) the taking happened prior to the Policy Date and is binding on you if you bought the land without knowing of the taking

3. Title Risks:

Order Number: NCS-1053020-ONT1
Page Number: 17

First American Title Insurance Company
(a) that are created, allowed, or agreed to by you
(b) that are known to you, but not to us, on the Policy Date -- unless they appeared in the public records (c) that result in no loss to you
(d) that first affect your title after the Policy Date -- this does not limit the labor and material lien coverage in Item 8 of Covered Title Risks

4. Failure to pay value for your title.

5. Lack of a right:
(a) to any land outside the area specifically described and referred to in Item 3 of Schedule A OR (b) in streets, alleys, or waterways that touch your land This exclusion does not limit the access coverage in Item 5 of Covered Title Risks.

2006 ALTA LOAN POLICY (06-17-06)

EXCLUSIONS FROM COVERAGE

The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:

1. a. Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to

i. the occupancy, use, or enjoyment of the Land;
ii. the character, dimensions, or location of any improvement erected on the Land; iii. the subdivision of land; or
iv. environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
b. Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13, or 14); or
e. resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.

4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.

5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law.

6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is
a. a fraudulent conveyance or fraudulent transfer, or
b. a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy.

7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk 11(b).

The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage:

EXCEPTIONS FROM COVERAGE

This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of:

1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records.

2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land.

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.

4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an Order Number: NCS-1053020-ONT1
Page Number: 18

First American Title Insurance Company
accurate and complete land survey of the Land and not shown by the Public Records.

5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records.

6. Any lien or right to a lien for services, labor or material not shown by the public records.

2006 ALTA OWNER'S POLICY (06-17-06)

EXCLUSIONS FROM COVERAGE

The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:

1. a. Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to

i. the occupancy, use, or enjoyment of the Land;
ii. the character, dimensions, or location of any improvement erected on the Land; iii. the subdivision of land; or
iv. environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5.
b.Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at Date of Policy, but known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or
e. resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.

4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors’ rights laws, that the transaction vesting the Title as shown in Schedule A, is
a. a fraudulent conveyance or fraudulent transfer; or
b. a preferential transfer for any reason not stated in Covered Risk 9 of this policy.

5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A.

EXCEPTIONS FROM COVERAGE

This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of:

3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records.

4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records.

6. Any lien or right to a lien for services, labor or material not shown by the public records.

ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY (07-26-10)

EXCLUSIONS FROM COVERAGE
Order Number: NCS-1053020-ONT1
Page Number: 19

First American Title Insurance Company

The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of:

1. a. Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to

i. the occupancy, use, or enjoyment of the Land;
ii. the character, dimensions, or location of any improvement erected on the Land; iii. the subdivision of land; or
iv. environmental protection;
or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. b. Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16.

2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.

3. Defects, liens, encumbrances, adverse claims, or other matters

a. created, suffered, assumed, or agreed to by the Insured Claimant; b. not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy;
c. resulting in no loss or damage to the Insured Claimant; d. attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or e. resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage.

4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated.

6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11.

7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25.

8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6.

9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is
a. a fraudulent conveyance or fraudulent transfer, or
b. a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy.

Bay Area/Corporate Office
140 Town & Country Drive, Suite F
Danville, CA 94526
p: 925 855-4950 / f: 925 855-4951
Sacramento/Central Valley Office
111 Woodmere Road, Suite 140
Folsom, CA 95630
p: 916 357-5860 / f: 916 357-5868

A TECHNICAL REVIEW OF

AN APPRAISAL OF

Delta Shores Community Facilities District No. 2019-01
(Improvement Area No. 2)
Cosumnes River Boulevard and Delta Shores Circle South
Sacramento, California 95832

PREPARED FOR

Mr. Bill Sinclair
Real Property Agent
City of Sacramento/Department of Public Works

PREPARED BY

SMITH & ASSOCIATES, INC.

John E. Carrothers, MAI

Real Estate Appraisal
and Consulting
www.smithassociatesinc.com

Bay Area/Corporate Office Sacramento/Central Valley Office 140 Town & Country Drive, Suite F 111 Woodmere Road, Suite 140 Danville, CA 94526 Folsom, CA 95630
Phone 925 855-4950 Phone 916 357-5860
Fax 925 855-4951 Fax 916 357-5868

May 24, 2022

Mr. Bill Sinclair
Real Property Agent
City of Sacramento, Department of Public Works
915 I Street, 2
nd Floor
Sacramento, CA 95814

RE: Technical Review of Appraisal of
Delta Shores Community Facilities District No. 2019-01
(Improvement Area No. 2)
Cosumnes River Boulevard and Delta Shores Circle South
Sacramento, CA 95832

As requested, I have completed a “technical review” of the appraisal of th e appraisal report for t he property referenced above. The appraised property reflects properties in the Delta Shores Community Facilities District No. 2019-01. The values presented were in conjunction with the hypothetical condition that as of the date of value, the bonds have been sold and the property was encumbered by Special Taxes as described in the appraisal report.

The intended use of the appraisal review is for the City of Sacramento as an aid in bond financing. The intended user of the appraisal review is the client, the City of Sacramento for the stated intended use only as identified in the appraisal report.

The effective date of the appraisal review coincides with the effective date of value of the appraisal, which is April 1, 2022. The appraisal being reviewed was completed by Arthur A. Leck, MAI and Scott Beebe, MAI with BBG – Northern California. The scope of work is that of a “technical review” and therefore does not include the physical inspection of the property by the review appraiser. The appraisal review has been completed in the context of the market conditions that exi sted as of the effective date of the opinion of value of the appraisal being reviewed.

Within the context of the above scope of work, the purpose of the appraisal review is to:

 Develop an opinion as to the completeness of the material under review within the context required of that work.
 Develop an opinion as to the apparent adequacy and relevance of the data.  Develop an opinion as to the appropriateness of the appraisal methods and techniques used.
 Develop an opinion as to whether the analyses, opinions and conclusions are appropriate and reasonable.

Mr. Bill Sinclair
City of Sacramento
Page Two

Based on the results of appraisal review, completed in compliance with Standard 3 of the Uniform Standards of Professional Appraisal Practice (USPAP), and the results thereof:

The appraisal report is within the context of USPAP reporting requirements.

The data in the report is considered adequate and relevant.

The propriety of the adjustments is considered adequate and relevant.

The appraisal methods and techniques are considered appropriate.

The analyses, opinions, and conclusions in the report under review are appropriate and reasonable.

In conclusion, as currently presented, the opinion of value presented in the appraisal report is considered credible and adequately supported by available market data and the analysis thereof.

Respectfully submitted,

John E. Carrothers, MAI
State Certified General Real Estate Appraiser
CA License AG014187, Exp. 04/11/2023

Smith & Associates, Inc.

Page 1 ends

REAL ESTATE APPRAISAL REVIEW

Client:

Bill Sinclair
City of Sacramento

Borrower:

Not Applicable

Property Type:

CFD

Loan Number:

Not Applicable
Property Location:

Cosumnes River Boulevard and
Delta Shores Circle South
Sacramento, CA 95832

Intended Use of
the Appraisal: Bond Financing

Interest
Appraised:

Fee Simple Estate

Appraisal Report
Format:

Appraisal Report

Appraisal Scope:

Narrative

Review Scope:

Technical Review

Appraisal Report
Date:

April 1, 2022

Review Report
Date:

Same

Appraiser:

Art Leck, MAI
State Certification #AG011823

Scott Beebe, MAI
State Certification #AG015266

Review Appraiser:

John E. Carrothers, MAI
State Certification
#AG014187

Market Value Determination(s): Valuation Date Appraiser’s Value

Value in the appraisal report were
reported by ownership as of April 1,
2022. Conclusions noted on the
following page.

Smith & Associates, Inc.

Page 2 ends

Smith & Associates, Inc.

Page 3 ends

SIGNIFICANT FACTORS INFLUENCING THE VALUATION

The appraisal has been completed subject to the extraordinary assumption identified on the previous page. General Assumptions and Limiting Conditions as identified in the addendum of this report a re appropriate.

REVIEW COMMENTS

General Description : The property appraised reflects properties within the Delta Shores Community Facilities District No. 2019 -01 (Improvement Area 2). This property consisted of 145.88 gross acres of which 90.76 acres is planned for development with 421 single family lots and 1,152 multi-family lots/units.

The remaining 55.12 acres consist of roads, two park sites and a school site. Substantial off-site improvements have been completed including all of the subject property’s perimeter roads as well as much of roads as well as much of the utility, drainage, and highway interchange infrastructure. All major entitlements for development of the property are in place. The Final Master Parcel Map of Delta Shores Phase 2 was recorded in November 2021. Of the four medium density villages, t wo (MDR-5 and MDR - 8A/B) have approved (small lot) tentative maps in place and the final maps for MDR-5 has been recorded and the final map for MDR-8A is expected to be recorded in late May 2022. The MDR -8B final map is expected to be recorded in late 2022. Small lot tentative maps are curre ntly in process for MDR -6 and MDR-7 and the developer anticipates tentative map approval in mid-2022 and final maps in late 2022.

Improvement Area No. 2 is one of three improvement areas within the Delta Shores CFD and is located east of Interstate 5 and south of Cosumnes River Boulevard. The developer has completed signific ant portions of the authorized CFD facilities and anticipates that the medium density residential villages (MDR-5 thru 8) will be sold to a merchant builder in phases between January and October 2022. It excludes properties within the CFD not subject to Special Tax.

Opinion of the Completeness of Material U nder Review: The appraisal appears to adequately address the relevant factors regarding the property being appraised, including the date of valuation, date of the report, purpose of the appraisal, property rights appraised, intended use and intended user, scope of work, property identification, ownership history, area analysis, property description, zoning, highest and best use, approach to valuation, sales comparison approach , income approach ( static and dcf analysis) and related comparable sale data. Appropriate analysis was performed for this property to conform with USPAP and the California Debt and Investment Advisory Commission (CDIAC).

Of note, the appraiser reported values according to each ownership. Values were reported as an aggregate value. This is adequate methodology as it applies to CDIAC, more specifically the section as it pertains to value allocations on page 21. This is identified as follows.

Interpretation and Correlation of Estimates

“The appraiser’s estimate of value should be explained and supported by relevant information”. (Appraisal Standards for Land-Secured Financings, May 1994, Revised July 2004, Page 21).

Smith & Associates, Inc.

Page 4 ends

Appraisers should reconcile their estimates of value and state their reasons why the conclusions reached under the chosen valuation method(s) are indicative of the market value of the property.

Value Allocations

“To the extent that the development plan is composed of subunits of phases owned by different parties, the appraiser should seek to determine value of each subunit or phase independently. The to extend that the project is composed of different subunits or phases owned by a single party, the appraiser should not allocate these different subunits or phases separately, but value the project as a single property. In rare cases and for financial disclosure reasons, it may be appropriate to allocated value to different subunits of the project. The appraiser must assume a single owner and be able to separate costs associated with completing each component prior to doing so.” (Appraisal Standards for Land-Secured Financings, May 1994, Revised July 2004, Page 21.

Accordingly, to the extent that the development plan is composed of subunits or phases owned by different parties, the appraiser should seek to determine the value of each subunit or phase independently.

In the appraisal report, the property was adequately described to reflect the various ownerships. The various values reported were correct in that th ey were provided for each ownership and the document conforms to both USPAP and CDIAC guidelines.

Reasons for Any Disagreement with Regard
to the Completeness of the Material Under Review:

No disagreement.

Opinion as to the Apparent Adequacy and Relevance
of the Data and the Propriety of any Adjustments to the Data:

The overall data selection and analysis to be of the nature adequate to provide credible indication of value.

Opinion as to the Appropriateness of the
Appraisal Methods and Techniques Used:

None.

Reasons for Any Disagreement of the
Appraisal Methods and Techniques Used:

No disagreement.

Smith & Associates, Inc.

Page 5 ends

Opinion as to Whether the Analyses, Opinions
and Conclusions Are Appropriate and Reasonable:

The analyses, opinions and conclusions appear to be reasonably researched in order to lead the reader to logical and credible value conclusions.

Reasons for any Disagreement as to the
Analyses, Opinions and Conclusions:

No disagreement.

Smith & Associates, Inc.

Page 6 ends

USPAP TECHNICAL REVIEW

STANDARD 1

DID THE APPRAISER:

N/A

Yes

USPAP

1. Be aware of, understand, and correctly employ those recognized methods and techniques that are necessary to produce a credible appraisal.

1-1(a)

2. Commit a substantial error of omission or commission that significantly affects the appraisal?

X
1-1(b)

3. Render appraisal services in a careless or negligent manner, such as making a series of errors that, considered individually, may not significantly affect the results of an appraisal, but which, when considered in the aggregate, are misleading?

1-1(c)

4. Identify the client & other intended users?

1-2(a)

5. Identify the intended use of the appraiser’s opinions & conclusions?

1-2(b)

6. Identify the type & definition of value? If market value, and ascertain whether the value is to be the most probable price?

1-2(c)

7. Identify the effective date of the appraiser’s conclusions?

1-2(d)

8. Identify the characteristics of the property that are relevant to the type and definition of value and intended use of the appraisal?

1-2(e)

9. Identify any extraordinary assumptions?

1-2(f)

10. Identify any hypothetical conditions?
X
1-2(g)

11. Determine the scope of work necessary to produce credible assignment results in accordance with the Scope of Work Rule? X
1-2(h)

12. Identify & analyze the effect of existing land use regulations, reasonably probable modifications of such regulations, economic demand, the physical adaptability of the real estate & market trends?

1-3(a)

13. Develop an opinion of highest & best use?

1-3(b)

14. Analyze comparable sales data if a Sales Comparison Approach was used?

1-4(a)

15. Develop a site value as vacant by an appropriate appraisal technique, analyze comparable cost new data, & analyze accrued depreciation data if a Cost Approach was used?

1-4(b)

Smith & Associates, Inc.

Page 7 ends

DID THE APPRAISER:

N/A

Yes

USPAP

16. Analyze comparable rental data to estimate the market rent of the property; comparable operating expense data to estimate the operating expenses of the property; comparable data to estimate cap/discount rates if an Income Approach was used? Were the base projections of future rent & expenses supported by reasonably clear & appropriate evidence?

1-4(c)

17. Analyze the terms & conditions of the lease(s) to determine the effect on value if a leased fee or leasehold estate value was developed?

1-4(d)

18. Analyze the effect on value of the assemblage of the various estates or component parts of a property? Refrain from valuing the whole solely by adding together the individual values of the various estates or component parts?

1-4(e)

19. Analyze the effect on value of anticipated public or private improvements, located on or off site, to the extent that market actions reflect such improvements?

1-4(f)

20. Analyze the effect on value of any personal property, trade fixtures, or intangible items that aren’t real property but are included in the appraisal?

1-4(g)

21. Analyze any current agreement of sale, option, or listing of the property?

1-5(a)

22. Analyze any prior sales of the property that occurred within the past 3 years?

1-5(b)

23. Reconcile: the quality & quantity of data available within the approaches; the applicability or suitability of the approaches used?

1-6(c)

Smith & Associates, Inc.

Page 8 ends

STANDARD 2

DOES THE APPRAISAL REPORT:

N/A

Yes

USPAP

24. Clearly and accurately set forth the appraisal in a manner that will not be misleading?

2-1(a)

25. Contain sufficient information to enable intended users to understand it properly?

2-1(b)

26. Clearly and accurately disclose any extraordinary assumption or limiting condition and indicate its impact on value?

2-1(c)

27. Comply with the minimum reporting Standards Rules for An Appraisal report?

2-2(a)

28. Comply with the minimum reporting Standards Rules for a Restricted Appraisal Report?

2-2(b)

29. Include a signed certification in accordance with S.R. 2-3?

2-3

COMMENTS: Standards have been met.

Smith & Associates, Inc.

Page 9 ends

STANDARD 3

REVIEW CLIENT/INTENDED USER: Bill Sinclair – City of Sacramento . Additional intended users include Piper Sandler, as underwriter, as well as prospective bond investors.

REVIEW INTENDED USE: In connection with bond financing collateralized by the property named above.

REVIEW PURPOSE: To assess the appropriateness and reasonableness of the methodology, techniques, analyses, opinions , and conclusions utilized in the appraisal and to determine the appraisal report’s compliance with USPAP.

REVIEW WORK SCOPE: I have performed a desk review of an appraisal report prepared by BBG – Northern California. The review appraiser clearly notes that the Intended User of this appraisal is the City of Sacramento. The real property interest appraised, the date of this review and additional information required in S.R. 3-1(b)/3-2(b) is noted in above text of this appraisal review report. I have not inspected the subject property. I have not inspected the comparable properties. I have not verified subject property information. I have not verified comparable property information.

Any differences of opinion with the original appraiser’s work, together with the reasoning, are noted in preceding portions of the accompanying review report.

The reviewer stipulates that the scope above and the analysis below are performed to the extent appropriate for a desk review.

REVIEW ANALYSIS:

The appraisal report is considered to be complete within the context of USPAP reporting requirements.

The data in the appraisal report are considered adequate and relevant.

The propriety of the adjustments is considered adequate and relevant.

The appraisal methods and techniques are considered appropriate.

The analyses, opinions, and conclusions in the report under review are appropriate and reasonable.

In conclusion, as currently presented, the estimate of value opined to in the appraisal report is considered credible and adequately supported by available market data and the analysis thereof. It is in compliance with both USPAP and CDIAC guidelines.

John E. Carrothers, MAI
State Certified General Real Estate Appraiser
CA License AG014187, Exp. 04/11/2023

CERTIFICATION

I certify that, to the best of my knowledge and belief:

1. The facts and data reported by the reviewer and used in the review process are true and correct.

2. The analyses, opinions, and conclusions in this review report are limited only by the assumptions and limiting conditions stated in this review report and are our personal, impartial, and unbiased professional analyses, opinions, and conclusions.

3. I have no present or prospective interest in the property that is the subject of the work under review and no personal interest with respect to the parties involved.

4. I have performed no services as an appraiser or in any other capacity regarding the property that is the subject of the work under review with the three- year period immediately preceding acceptance of this assignment.

5. I have no bias with respect to the property that is the subject of the work under review or to the parties involved with this assignment.

6. My engagement in this assignment was not contingent upon developing or reporting predetermined results.

7. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in this review or from its use.

8. My compensation for completing this assignment is not contingent upon the development or reporting of predetermined assignment results or assignment results that favor the cause of the client, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal review.

9. My analyses, opinion, and conclusions were d eveloped, and this review report was prepared in conformity with the Uniform Standards of Professional Appraisal Practice.

10. I have not made a personal inspection of the subject property of the work under review.

11. No one provided significant appraisal, appraisal review, or consulting assistance to the person signing this certification.

12. My educational background, appraisal experience and knowledge are sufficient to review the type of property. As of the date of this report, I have completed the Standards a nd Ethics Education requirement of the Appraisal Institute for Designated Members.

13. As of the date of this report, have completed the continuing education program for Designated Members of the Appraisal Institute.

John E. Carrothers, MAI
State Certified General Real Estate Appraiser
CA License AG014187, Exp. 04/11/2023

Certified General Real Estate Appraiser
California BREA Appraiser License No. AG014187
John E. Carrothers, MAI

SUMMARY

Over twenty‐five years of appraisal experience in Sacramento, Placer, Solano, Sutter, Yolo, Stanislaus, Contra Costa and Alameda Counties. Extensive experience focusing o n t h e a n a l y s i s o f r e s i d e n t i a l subdivisions over the past twenty years.

Property types valued and analyzed include the following:
 Single and Multi‐Family Residential
 Vacant Land – Improved and Unimproved
 Commercial – Retail and Industrial
 Subdivision – Feasibility and Valuation

WORK HISTORY

1998 – Present Managing Partn er Smith & Associates, Inc. 1991 – 1998 Staff Appraiser Smit h Denton Associates, Inc. 1990 – 1991 Staff Appraiser Profe ssional Appraisal Services, Inc.

EDUCATION

University of California, Davis, CA
Bachelor of Science

Appraisal Institute Courses
Real Estate Appraisal Principles • Valuation Procedures • Capit alization Theory and Techniques, A • Capitalization Theory and Techniques, B • Farm Valuation Seminar • Standards of Professional Practice, A and B • Real Estate Principles • Subdivision Analys is • Assessment Bond Mello Roos Seminar • Report Writing • Advanced Sale Comparison and Cost App r o a c h • N a t i o n a l U S P A P Equivalent Course

PROFESSIONAL AFFILIATIONS

 Appraisal Institute, MAI

Sacramento City CouncilMay 31, 2022

Sacramento City Council
May 31, 2022