San Bruno City Council
January 28, 2025

"The City With a Heart"
Rico E. Medina, Mayor
Marty Medina, Vice Mayor
Sandy Alvarez, Councilmember, District 1
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
AGENDA
SAN BRUNO CITY COUNCIL REGULAR MEETING
January 28, 2025
7:00 PM
IN PERSON* MEETING LOCATION
San Bruno Recreation & Aquatic Center, Community Room
251 City Park Way
San Bruno, CA 94066
*Please turn off all electronic devices before the start of the meeting to prevent disruptions*
**Zoom Link
https://sanbruno­ca­gov.zoom.us/j/89395938205?
pwd=DSEkmejaeUHbWjtqLmhNDs7seQtZfR.1
Phone Line: 1­646­558­8656
Webinar ID: 893 9593 8205
Webinar Password:  791505
*Broadcast of the meeting is offered via Zoom as a
courtesy to the public.
**No public comment accepted via Zoom.

PUBLIC COMMENT: In person attendees who want to provide public comment, will be asked to fill out a speaker card and turn it into the City Clerk.  Public comment may also be emailed to  [email protected] . Comments received via email will not be read aloud during the meeting.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, individuals requiring special accommodations or modifications to participate in this meeting should contact the City Clerk’s Office 48 hours prior to the meeting at (650) 616­7061 or [email protected] .
*Any disclosable public writings related to an open session item on a regular meeting agenda and distributed by the City to at least a majority of the City Council less than 72 hours prior to that meeting are available for public inspection at the City Clerk's Office at City Hall located at 567 El Camino Real, San Bruno, California during normal business hours. In addition, the City may also post such documents on the City’s Website at  sanbruno.ca.gov/AgendaCenter .

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
Individuals allowed up to three minutes, subject to the Mayor’s discretion based on the anticipated length in the meeting. It is the Council’s policy to refer matters raised in this forum to staff for investigation and/or action where appropriate. The Brown Act prohibits the Council from discussing or acting upon any matter not agendized pursuant to State Law.

5. ANNOUNCEMENTS/PRESENTATIONS
There is a single public comment period for all items in this section a. Proclamation Recognizing January 29, 2025 as Lunar New Year b. Proclamation Recognizing February as Black History Month c. Receive HIP Housing 2025 Calendar Presentation
d. Receive Update on OneShoreline Work
e. Receive Presentation from OneWatershed

6. CONSENT CALENDAR
All items are considered routine or implement an earlier Council action and may be enacted by one motion; there will be no separate discussion, unless requested. There will be a single public comment period for all items in this section unless a Councilmember requests to pull an item for a separate vote. a. Approve the Draft Special Meeting Minutes of January 14, 2025 b. Approve Accounts Payable for January 14, 2025 and January 21, 2025 c. Accept Payroll for December 29, 2024 and January 12, 2025 d. Approve Investment Report Dated December 31, 2024
e. Consider Adoption of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Title 11 (Buildings, Construction and Fire Protection) of the Municipal Code to Strike All­Electric Requirements in Section 11.06.030 and Article III (Zoning) of Title 12 (Land Use) of the Municipal Code to Implement Programs 10b and 11a of the 2023­2031 Housing Element, and Finding Such Action Exempt from the California Environmental Quality Act”
f. Consider Adoption of a Resolution Authorizing the Receipt and Expenditure of $82,000 in California Office of Traffic Safety (OTS) Grant Funds to Facilitate the Selective Traffic Enforcement Program (STEP) #PT25220
g. Consider Adoption of a Resolution Accepting the Annual Report of Development Impact Fees (DIF) and Capacity Charges for Fiscal Year Ended June 30, 2024 h. Approve the Amended 2025 City Council Meeting Calendar

7. CONDUCT OF BUSINESS
Public comment will be requested after each topic in this section a. Consider Adoption of a Resolution Approving an Asset Purchase Agreement with Comcast of California IX, Inc. for the Sale of the San Bruno CityNet Services, Authorizing the City Manager to Take Certain Actions in Connection therewith, and Finding the Action Exempt from the California Environmental Quality Act
b. Consider Introducing, Reading by Title Only and Waiving a Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Repealing Chapter 10.24 (Municipal Cable Television And Communications System) and Amending Chapter 10.28 (State Video Franchises) and Finding Such Action Exempt from the California Environmental Quality Act”

8. COUNCIL COMMITTEE REPORT OUT

9. COMMENTS FROM COUNCIL MEMBERS

10. ADJOURNMENT – The next Regular City Council Meeting will be held on February 11, 2025 at 7:00 pm
POSTING: I declare a copy of this agenda was posted at City Hall, 567 El Camino Real, San Bruno, among other locations in the city limits of San Bruno, on January 23, 2025, by 6:00 pm.

1 of 171

"The City With a Heart"
Rico E. Medina, Mayor
Marty Medina, Vice Mayor
Sandy Alvarez, Councilmember, District 1
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
AGENDA
SAN BRUNO CITY COUNCIL REGULAR MEETING
January 28, 2025
7:00 PM
IN PERSON* MEETING LOCATION
San Bruno Recreation & Aquatic Center, Community Room
251 City Park Way
San Bruno, CA 94066
*Please turn off all electronic devices before the start of the meeting to prevent disruptions*
**Zoom Link
https://sanbruno­ca­gov.zoom.us/j/89395938205?
pwd=DSEkmejaeUHbWjtqLmhNDs7seQtZfR.1
Phone Line: 1­646­558­8656
Webinar ID: 893 9593 8205
Webinar Password:  791505
*Broadcast of the meeting is offered via Zoom as a
courtesy to the public.
**No public comment accepted via Zoom.

PUBLIC COMMENT: In person attendees who want to provide public comment, will be asked to fill out a speaker card and turn it into the City Clerk.  Public comment may also be emailed to  [email protected] . Comments received via email will not be read aloud during the meeting.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, individuals requiring special accommodations or modifications to participate in this meeting should contact the City Clerk’s Office 48 hours prior to the meeting at (650) 616­7061 or [email protected] .
*Any disclosable public writings related to an open session item on a regular meeting agenda and distributed by the City to at least a majority of the City Council less than 72 hours prior to that meeting are available for public inspection at the City Clerk's Office at City Hall located at 567 El Camino Real, San Bruno, California during normal business hours. In addition, the City may also post such documents on the City’s Website at  sanbruno.ca.gov/AgendaCenter .

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
Individuals allowed up to three minutes, subject to the Mayor’s discretion based on the anticipated length in the meeting. It is the Council’s policy to refer matters raised in this forum to staff for investigation and/or action where appropriate. The Brown Act prohibits the Council from discussing or acting upon any matter not agendized pursuant to State Law.

5. ANNOUNCEMENTS/PRESENTATIONS
There is a single public comment period for all items in this section a. Proclamation Recognizing January 29, 2025 as Lunar New Year b. Proclamation Recognizing February as Black History Month c. Receive HIP Housing 2025 Calendar Presentation
d. Receive Update on OneShoreline Work
e. Receive Presentation from OneWatershed

6. CONSENT CALENDAR
All items are considered routine or implement an earlier Council action and may be enacted by one motion; there will be no separate discussion, unless requested. There will be a single public comment period for all items in this section unless a Councilmember requests to pull an item for a separate vote. a. Approve the Draft Special Meeting Minutes of January 14, 2025 b. Approve Accounts Payable for January 14, 2025 and January 21, 2025 c. Accept Payroll for December 29, 2024 and January 12, 2025 d. Approve Investment Report Dated December 31, 2024
e. Consider Adoption of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Title 11 (Buildings, Construction and Fire Protection) of the Municipal Code to Strike All­Electric Requirements in Section 11.06.030 and Article III (Zoning) of Title 12 (Land Use) of the Municipal Code to Implement Programs 10b and 11a of the 2023­2031 Housing Element, and Finding Such Action Exempt from the California Environmental Quality Act”
f. Consider Adoption of a Resolution Authorizing the Receipt and Expenditure of $82,000 in California Office of Traffic Safety (OTS) Grant Funds to Facilitate the Selective Traffic Enforcement Program (STEP) #PT25220
g. Consider Adoption of a Resolution Accepting the Annual Report of Development Impact Fees (DIF) and Capacity Charges for Fiscal Year Ended June 30, 2024 h. Approve the Amended 2025 City Council Meeting Calendar

7. CONDUCT OF BUSINESS
Public comment will be requested after each topic in this section a. Consider Adoption of a Resolution Approving an Asset Purchase Agreement with Comcast of California IX, Inc. for the Sale of the San Bruno CityNet Services, Authorizing the City Manager to Take Certain Actions in Connection therewith, and Finding the Action Exempt from the California Environmental Quality Act
b. Consider Introducing, Reading by Title Only and Waiving a Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Repealing Chapter 10.24 (Municipal Cable Television And Communications System) and Amending Chapter 10.28 (State Video Franchises) and Finding Such Action Exempt from the California Environmental Quality Act”

8. COUNCIL COMMITTEE REPORT OUT

9. COMMENTS FROM COUNCIL MEMBERS

10. ADJOURNMENT – The next Regular City Council Meeting will be held on February 11, 2025 at 7:00 pm
POSTING: I declare a copy of this agenda was posted at City Hall, 567 El Camino Real, San Bruno, among other locations in the city limits of San Bruno, on January 23, 2025, by 6:00 pm.

2 of 171

"The City With a Heart"
Rico E. Medina, Mayor
Marty Medina, Vice Mayor
Sandy Alvarez, Councilmember, District 1
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3
AGENDA
SAN BRUNO CITY COUNCIL REGULAR MEETING
January 28, 2025
7:00 PM
IN PERSON* MEETING LOCATION
San Bruno Recreation & Aquatic Center, Community Room
251 City Park Way
San Bruno, CA 94066
*Please turn off all electronic devices before the start of the meeting to prevent disruptions*
**Zoom Link
https://sanbruno­ca­gov.zoom.us/j/89395938205?
pwd=DSEkmejaeUHbWjtqLmhNDs7seQtZfR.1
Phone Line: 1­646­558­8656
Webinar ID: 893 9593 8205
Webinar Password:  791505
*Broadcast of the meeting is offered via Zoom as a
courtesy to the public.
**No public comment accepted via Zoom.

PUBLIC COMMENT: In person attendees who want to provide public comment, will be asked to fill out a speaker card and turn it into the City Clerk.  Public comment may also be emailed to  [email protected] . Comments received via email will not be read
aloud during the meeting.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, individuals requiring special accommodations or modifications to participate in this meeting should contact the City Clerk’s Office 48 hours prior to the meeting at (650) 616­7061 or [email protected] .
*Any disclosable public writings related to an open session item on a regular meeting agenda and distributed by the City to at least a majority of the City Council less than 72 hours prior to that meeting are available for public inspection at the City Clerk's Office at City Hall located at 567 El Camino Real, San Bruno, California during normal business hours. In addition, the City may also post such documents on the City’s Website at  sanbruno.ca.gov/AgendaCenter .

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. PUBLIC COMMENTS FOR ITEMS NOT ON THE AGENDA
Individuals allowed up to three minutes, subject to the Mayor’s discretion based on the anticipated length in the meeting. It is the Council’s policy to refer matters raised in this forum to staff for investigation and/or action where appropriate. The Brown Act prohibits the Council from discussing or acting upon any matter not agendized pursuant to State Law.

5. ANNOUNCEMENTS/PRESENTATIONS
There is a single public comment period for all items in this section a. Proclamation Recognizing January 29, 2025 as Lunar New Year b. Proclamation Recognizing February as Black History Month c. Receive HIP Housing 2025 Calendar Presentation
d. Receive Update on OneShoreline Work
e. Receive Presentation from OneWatershed

6. CONSENT CALENDAR
All items are considered routine or implement an earlier Council action and may be enacted by one motion; there will be no separate discussion, unless requested. There will be a single public comment period for all items in this section unless a Councilmember requests to pull an item for a separate vote. a. Approve the Draft Special Meeting Minutes of January 14, 2025 b. Approve Accounts Payable for January 14, 2025 and January 21, 2025 c. Accept Payroll for December 29, 2024 and January 12, 2025 d. Approve Investment Report Dated December 31, 2024
e. Consider Adoption of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Title 11 (Buildings, Construction and Fire Protection) of the Municipal Code to Strike All­Electric Requirements in Section 11.06.030 and Article III (Zoning) of Title 12 (Land Use) of the Municipal Code to Implement Programs 10b and 11a of the 2023­2031 Housing Element, and Finding Such Action Exempt from the California Environmental Quality Act”
f. Consider Adoption of a Resolution Authorizing the Receipt and Expenditure of $82,000 in California Office of Traffic Safety (OTS) Grant Funds to Facilitate the Selective Traffic Enforcement Program (STEP) #PT25220
g. Consider Adoption of a Resolution Accepting the Annual Report of Development Impact Fees (DIF) and Capacity Charges for Fiscal Year Ended June 30, 2024 h. Approve the Amended 2025 City Council Meeting Calendar

7. CONDUCT OF BUSINESS
Public comment will be requested after each topic in this section a. Consider Adoption of a Resolution Approving an Asset Purchase Agreement with Comcast of California IX, Inc. for the Sale of the San Bruno CityNet Services, Authorizing the City Manager to Take Certain Actions in Connection therewith, and Finding the Action Exempt from the California Environmental Quality Act
b. Consider Introducing, Reading by Title Only and Waiving a Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Repealing Chapter 10.24 (Municipal Cable Television And Communications System) and Amending Chapter 10.28 (State Video Franchises) and Finding Such Action Exempt from the California Environmental Quality Act”

8. COUNCIL COMMITTEE REPORT OUT

9. COMMENTS FROM COUNCIL MEMBERS

10. ADJOURNMENT – The next Regular City Council Meeting will be held on February 11, 2025 at 7:00 pm
POSTING: I declare a copy of this agenda was posted at City Hall, 567 El Camino Real, San Bruno, among other locations in the city limits of San Bruno, on January 23, 2025, by 6:00 pm. 3 of 171

"Th e City With a Heart"
Rico E. Medina, Mayor
Marty Medina, Vice Mayor
Sandy Alvarez, Councilmember, District 1
Tom Hamilton, Councilmember, District 2
Michael Salazar, Councilmember, District 3

MINUTES

SAN BRUNO CITY COUNCIL SPECIAL MEETING
January 14, 2025
6:00 PM

1. CALL TO ORDER
The meeting was called to order at 6:00 pm.

2. ROLL CALL
Councilmembers Alvarez, Hamilton, Salazar, Vice Mayor M. Medina and Mayor R.

Medina were all present.

3. STUDY SESSION
a. Receive Presentation on Voter Approved 2024 General Obligation Bonds (Measure Q) Director of Administrative Services & Chief Financial Officer Nick Pegueros presented t
he item to the City Council and answered questions.

The following member(s) of the public provided comments:
• Malissa Netane-Jones
No r
eportable action was taken.

4. ADJOURNMENT
The meeting adjourned at 6:21 pm to the next Regular City Council Meeting on January 14, 2025 at 7:00 pm.

These City Council meeting minutes were prepared by Lupita Huerta, City Clerk, and presented to the City Council for approval at the regular meeting of January 28, 2025. ______________________________     ______________________________ Lupita Huerta
City Clerk
Rico E. Medina
Mayor
4 of 171
Item 6a.
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/37/52/39/i255 /i255/53/54 /42 /54 /44 /41 /55 /56 /57 /i255/58/41/45 /54 /44 /i255 /41 /42 /59 /i255/58/57/60/55/57 /44 /61 /i255 /54 /62 /i255 /63 /64 /57 /i255 /65 /66 /63 /45 /i255 /65 /54 /43 /42 /67 /66 /56 /i255 /i255
/68 /19/52/69/39/i255 /i255/70/56 /57 /71 /i255 /72 /73 /i255/58/67/74 /42 /63 /45 /44 /57 /48 /i255 /65 /66 /63 /45 /i255/58/41/42 /41 /75 /57 /44 /i255 /i255
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5 of 171
Item 6b.
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8 of 171

City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 21, 2025

TO: Honorable Mayor and Members of the City Council

FROM: Alex D. McIntyre, City Manager

PREPARED BY: Nick Pegueros, Chief Financial Officer
Kathleen O’Malley, Accounting & Customer Service Representative

SUBJECT: Accounts Payable Warrant Register

This is to certify that the claims listed on pages 1 to 2 inclusive, and/or claims numbered from 212754 through 212806 inclusive, totaling $125,280.22 have been checked in detail and approved by the proper officials, and in my opinion, represent fair and just charges against the City in accordance with their respective amounts. The table below summarizes the total paid by Fund.

Fund Fund Name Amount
001 General Fund $53,953.01
141 Community Development $930.36
142 Recreation & Aquatics Center (RAC) $1,524.32
207 Technology Capital $7,800.00
611 Water Fund $4,019.92
631 Wastewater Fund $3,870.12
641 CityNet Services Fund $43,288.14
701 Central Garage $467.40
703 General Equipment Revolving $962.25
707 Technology Development $8,464.70
TOTAL FOR APPROVAL $125,280.22

Respectfully submitted,

_________________________
Chief Financial Officer Date
Docusign Envelope ID: 0CEFE9A2-2D81-471D-80E4-33E6DC6FE033 1/22/2025

9 of 171

1/21/2025 1:12:08PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 1
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
0016708 ACOM SOLUTIONS, INC. 212754 354.631/21/2025
0110697 AMAZON CAPITAL SERVICES 212755 1,180.091/21/2025 0102377 ARIN, LTD. 212758 2,100.001/21/2025
0111888 ASIAN ART MUSEUM FOUNDATION OF SAN FRANCISCO 212773 300.001/21/2025 0016123 AT&T 212759 3,179.321/21/2025
0018206 AYSO REGION 249 212760 36.161/21/2025
0108691 BEAR CLOUD TECHNOLOGIES, INC. 212761 3,500.001/21/2025 0018688 BEST BEST & KRIEGER LLP 212762 4,100.001/21/2025 0110788 BLAISDELL'S BUSINESS PRODUCTS 212763 584.931/21/2025 0110279 BOUCHER LAW, PC 212764 12,857.501/21/2025
0110815 CALIFORNIA BROADBAND&VIDEO ASSOCIATION 212765 705.501/21/2025 0111880 CARY LUU 212784 50.001/21/2025
0111898 CHOUX CREAM 212768 26.901/21/2025
0000227 CITY OF SAN BRUNO-UTILITY 212769 384.781/21/2025 0096444 DANIEL CHAMORRO 212766 110.001/21/2025
0111892 DAVID SCANLON 212794 57.031/21/2025
0111879 DIANA LEYKINA 212782 50.001/21/2025
0107330 ESTHER GARIBAY 212774 500.001/21/2025
0018117 FLYERS ENERGY, LLC 212772 16,256.261/21/2025
0111895 GENE-JINGCONG CHEN 212767 20.181/21/2025
0017900 GREAT LAKES DATA SYSTEMS INC 212776 2,403.501/21/2025 0110056 HH ASSOCIATES US, INC. 212778 1,533.511/21/2025 0108488 HINDERLITER DE LLAMAS & ASSOCIATES 212770 300.001/21/2025 0111893 IRENE DONOVAN 212771 64.971/21/2025
0111900 JERRY GUTIERREZ 212777 21.361/21/2025
0111891 JOHN ANDERSON 212756 25.561/21/2025
0111890 JOHN MULQUEENEY 212786 20.181/21/2025
0111855 JUNE TONG 212799 100.001/21/2025
0017570 LEHR AUTO ELECTRIC 212781 963.741/21/2025
0110309 LOOKINGPOINT, INC. 212783 4,673.401/21/2025
0111894 MARY ANGEL MORALES 212785 57.421/21/2025
0111901 MIKAYLA KIRKPATRICK 212780 118.821/21/2025
0111897 MOISES VILLEDA 212803 26.301/21/2025
0111899 NANCY GONIS 212775 28.031/21/2025
0000357 NATIONAL CABLE TV CO-OP, INC. 212787 90.191/21/2025 0098355 NOELLE OTTOBONI 212789 42.601/21/2025
0110243 ODP BUSINESS SOLUTIONS, LLC 212788 472.891/21/2025 0108277 PIVOT GROUP LLC 212790 4,600.001/21/2025
0111229 PORTER CAPITAL CORPORATION 212791 7,800.001/21/2025 0000175 RECOLOGY SAN BRUNO 212792 628.861/21/2025
0106293 ROBERT HALF 212793 4,531.681/21/2025
0111896 ROBERTO ARGUELLO 212757 48.691/21/2025
0097626 SHARP ELECTRONICS CORP. 212795 82.141/21/2025 0000216 SHOWTIME NETWORKS INC. 212796 487.281/21/2025 0111296 SIDDHARTHA JAIN 212779 50.001/21/2025
0017857 STERICYCLE, INC. 212797 170.411/21/2025
0000036 THOMSON REUTERS 212798 10,253.561/21/2025
0001362 TV GUIDE MAGAZINE, LLC 212800 47.821/21/2025
0018313 U.S. BANK 212801 6,070.001/21/2025
0095749 VERIZON WIRELESS 212802 10,585.831/21/2025
0104233 WAVE 212804 7,900.001/21/2025
0110037 ZAYO GROUP, LLC 212805 2,198.921/21/2025
0104033 ZCORUM, INC. 212806 12,529.281/21/2025
Page: 1
Docusign Envelope ID: 0CEFE9A2-2D81-471D-80E4-33E6DC6FE033

10 of 171

1/21/2025 1:12:08PM
Positive Pay Listing
City of San Bruno
apPosPay Page: 2
Bank: apbank 432000438Document group: komalley
Vendor Code & Name Check # Check Date Amount
Total count: 53
GrandTotal: 125,280.22
Page: 2
Docusign Envelope ID: 0CEFE9A2-2D81-471D-80E4-33E6DC6FE033

11 of 171

12 of 171 Item 6c.
13 of 171
City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Nick Pegueros, Administrative Services Director & CFO PREPARED BY: Esther Garibay, Finance Manager
SUBJECT: Month End Investment Report – December 2024
The table below summarizes the investment portfolio’s total book value by Investment type.

Investment Type Total Book Value
TriCounties Bank $9,457,575
Wells Fargo Bank /Sweep Money Market 25,317,875
CalTrust Liquid Money Market Fund 17,827,009
CalTrust Medium Term Fund 20,370,065
Local Agency Investment Fund 41,358,305
Government Agency Investments 93,735,336
Municipal Bonds 24,947,026
Money Market Investments 14,917,088
Total Investments $247,930,279
All securities held by the City of San Bruno as of December 2024 are in compliance with the City’s Investment Policy adopted on June 25, 2024.

Respectfully submitted,
_____ __________
Administrative Services Director & CFO Date
Docusign Envelope ID: E2C3DF4C-EBF8-47E3-A6C1-63548BCDCE9F 1/13/2025
14 of 171
Item 6d.

City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Investments
Coupon
Rate CUSIP Book Value Market Value YTM Maturity Date
% of
Portfolio
Short Term Investments
TriCounties Bank Cash Balance 9,457,575 9,457,575 4.11% N/A 4% Wells Fargo General Acct /Sweep Money Market 25,317,875 25,317,875 4.42% N/A 10% CalTrust Liquidity Money Market Fund 17,827,009 17,827,009 4.67% N/A 7% CalTrust Medium Term Fund 20,370,065 20,370,065 4.18% N/A 8% Total CalTrust 38,197,074 38,197,074 15% Pooled Investments
Local Agency Investment Fund 37,798,415 37,798,415 4.43% NA 15% Glenview Fire Local Agency Investment Fund 3,559,890 3,559,890 4.43% NA 1% Total LAIF 41,358,305 41,358,305 17% US Bank Portfolio/Securities
Money Market Investments
U.S. Government Money Market 31846V567 13,013,718.88 13,013,719 4.35% NA 5% U.S. Treasury Bills
U.S. Treasury Bills 4.85% 912797LN5 1,903,369 1,962,980 4.27% June 12, 2025 1% Total Money Market and US Treas. Bills Investments 14,917,088 14,976,699 6% Total Short Term Investments 129,247,917 129,307,528 Municipal Bonds
California St Federally Taxable Var 3.38% 13063DGB8 1,105,910 1,001,235 0.69% April 1, 2025 0% California St Federally Taxable Var 3.38% 13063DGB8 1,466,885 1,328,044 0.65% April 1, 2025 1% University Calif Revs Taxable Gen Bds 0.88% 91412HGE7 1,513,455 1,480,575 0.65% May 15, 2025 1% Los Angeles Calif Comm Coll Dist GOB Unlimited Tax 0.77% 54438CYK2 2,000,000 1,960,620 0.77% August 1, 2025 1% California St Univ Revenue 0.89% 13077DML3 1,459,170 1,458,150 1.64% November 1, 2025 1% California St Taxable Various GOB 2.65% 13063DMA3 1,068,690 980,980 1.07% April 1, 2026 0% Pasadena USD non-callable GOB 2.07% 702282QD9 1,043,920 971,870 1.09% May 1, 2026 0% Los Angeles Unified SD non-callable 1.46% 544547FC9 2,009,340 1,915,640 1.35% July 1, 2026 1% Southern California St Public Pwer Auth 1.26% 842475P82 1,555,751 1,519,674 1.77% July 1, 2026 1% San Jose CA Redev Agy Successor Agy Tax Allocation 3.18% 798170AJ5 1,405,984 1,298,613 1.51% August 1, 2026 1% San Jose CA Redev Agy Successor Agy Tax Allocation 3.18% 798170AJ5 1,223,083 1,129,679 2.09% August 1, 2026 0% Cupertino UHSD Taxable non-callable GOB 2.15% 231237P28 1,057,240 967,370 0.96% August 1, 2026 0% Santa Monica CCD taxable non-callable GOB 1.04% 802385RR7 755,235 712,995 0.90% August 1, 2026 0% Los Angeles Calif Comm Coll Dist GOB Unlimited Tax 1.17% 54438CYL0 998,010 953,210 1.22% August 1, 2026 0% San Dieguito CA Union High Sch Dist 1.86% 797508HF8 987,050 962,990 2.17% August 1, 2026 0% California St Taxable BID non-callable 2.38% 13063DRD2 736,400 678,908 1.28% October 1, 2026 0% California St Taxable BID non-callable 2.38% 13063DRD2 743,022 685,013 1.37% October 1, 2026 0% California St Univ Revenue 1.14% 13077DQE5 949,640 942,700 1.14% November 1, 2026 0% Los Angeles CA Dept of ARPTS ARPT Revenue 1.10% 544445TW9 991,001 1,041,503 3.74% May 15, 2027 0% University Calif Rgts Med Center Poold Rev Taxable Srs M 2.56% 913366JB7 1,877,240 1,911,680 4.68% May 15, 2027 1% Total Municipal Bonds Investments 24,947,026 23,901,449 10%

CITY OF SAN BRUNO
Portfolio Summary
December 31, 2024
Docusign Envelope ID: E2C3DF4C-EBF8-47E3-A6C1-63548BCDCE9F

15 of 171

City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Investments
Coupon
Rate CUSIP Book Value Market Value YTM Maturity Date
% of
Portfolio
US Treasuries & Agencies
U.S. Treasury Notes 1.38% 912828Z52 2,055,313 1,995,300 0.60% January 31, 2025 1% U.S. Treasury Notes 1.13% 912828ZC7 2,036,016 1,989,820 0.63% February 28, 2025 1% U.S. Treasury Notes 0.50% 912828ZF0 1,989,219 1,982,120 0.64% March 31, 2025 1% Federal Farm Credit Bank 5.13% 3133ERDY4 2,000,258 2,005,240 5.11% May 9, 2025 1% U.S. Treasury Notes 4.25% 91282CHD6 983,633 999,750 5.32% May 31, 2025 0% U.S. Treasury Notes 0.25% 912828ZW3 1,963,750 1,961,740 0.71% June 30, 2025 1% U.S. Treasury Notes 0.25% 91282CAB7 1,305,746 1,294,870 0.60% July 31, 2025 1% U.S. Treasury Notes 4.75% 91282CHN4 4,008,281 4,011,000 4.43% July 31, 2025 2% U.S. Treasury Notes 0.25% 91282CAJ0 1,958,750 1,947,860 0.75% August 31, 2025 1% U.S. Treasury Notes 5.00% 91282CHV6 1,990,938 2,009,660 5.25% August 31, 2025 1% U.S. Treasury Notes 0.25% 91282CAM3 1,967,446 1,941,860 0.63% September 30, 2025 1% U.S. Treasury Notes 5.00% 91282CJB8 1,991,953 2,010,440 5.22% September 30, 2025 1% U.S. Treasury Notes 0.26% 91282CAT8 1,465,547 1,451,655 0.76% October 31, 2025 1% U.S. Treasury Notes 5.00% 91282CJE2 2,016,563 2,015,548 4.17% October 31, 2025 1% U.S. Treasury Notes 5.00% 91282CJE2 4,021,094 4,019,072 4.41% October 31, 2025 2% Federal Farm Credit Bank 4.88% 3133EPC37 1,295,239 1,306,305 5.07% November 13, 2025 1% U.S. Treasury Notes 0.38% 91282CAZ4 1,962,891 1,931,320 0.78% November 30, 2025 1% U.S. Treasury Notes 4.00% 91282CGA3 990,610 998,310 4.69% December 15, 2025 0% U.S. Treasury Notes 0.38% 91282CBC4 1,971,878 1,925,860 0.69% December 31, 2025 1% U.S. Treasury Notes 0.38% 91282CBH3 970,234 959,510 1.10% January 31, 2026 0% U.S. Treasury Notes 1.57% 912828P46 2,075,391 1,942,860 0.84% February 15, 2026 1% U.S. Treasury Notes 0.51% 91282CBQ3 1,966,172 1,916,140 0.85% February 28, 2026 1% U.S. Treasury Notes 4.63% 91282CGR6 2,001,328 2,008,640 4.58% March 15, 2026 1% U.S. Treasury Notes 0.75% 91282CBT7 1,884,859 1,819,896 0.91% March 31, 2026 1% Federal Farm Credit Bank 4.63% 3133EP7C3 1,986,960 2,009,860 4.98% April 1, 2026 1% U.S. Treasury Notes 0.75% 91282CBW0 1,987,813 1,910,300 0.88% April 30, 2026 1% U.S. Treasury Notes 1.63% 912828R36 1,456,000 1,351,266 0.80% May 15, 2026 1% Federal Home Loan Bank 0.88% 3130AN4T4 1,148,747 1,095,743 0.90% June 12, 2026 0% U.S. Treasury Notes 0.63% 91282CCP4 992,773 945,050 0.77% July 31, 2026 0% U.S. Treasury Notes 0.75% 91282CCW9 1,997,813 1,888,700 0.77% August 31, 2026 1% U.S. Treasury Notes 1.63% 912828YG9 1,034,219 956,310 0.92% September 30, 2026 0% U.S. Treasury Notes (WIT) 0.88% 91282CCZ2 997,227 943,690 0.93% September 30, 2026 0% U.S. Treasury Notes 4.63% 91282CJC6 988,477 1,006,120 5.04% October 15, 2026 0% U.S. Treasury Notes (WIT) 1.13% 91282CDG3 995,391 944,877 1.22% October 31, 2026 0% U.S. Treasury Notes (WIT) 1.13% 91282CDG3 996,367 945,803 1.20% October 31, 2026 0% U.S. Treasury Notes (WIT) 1.25% 91282CDK4 1,501,684 1,418,130 1.23% November 30, 2026 1% Federal Farm Credit Bank 4.83% 3133EPM28 2,000,000 2,003,440 4.83% December 11, 2026 1% U.S. Treasury Notes 1.25% 91282CDQ1 1,647,422 1,556,231 1.28% December 31, 2026 1% U.S. Treasury Notes 4.00% 91282CJT9 3,968,125 3,980,320 4.34% January 15, 2027 2% U.S. Treasury Notes 1.25% 912828Z78 1,995,685 1,891,420 1.55% January 31, 2027 1% U.S. Treasury Notes 4.13% 91282CKA8 2,004,260 1,994,560 4.03% February 15, 2027 1% U.S. Treasury Notes 1.88% 91282CEC1 1,982,500 1,902,600 2.06% February 28, 2027 1% U.S. Treasury Notes 2.50% 91282CEF4 1,475,156 1,444,350 2.86% March 31, 2027 1% U.S. Treasury Notes 0.50% 912828ZN3 1,326,680 1,375,920 2.86% April 30, 2027 1% U.S. Treasury Notes 4.13% 91282CFM8 2,006,875 1,992,100 4.00% September 30, 2027 1% U.S. Treasury Notes 4.00% 91282CGP0 1,998,364 1,981,820 4.03% February 29, 2028 1% U.S. Treasury Notes 4.38% 91282CHX2 2,033,125 2,001,600 3.91% August 31, 2028 1% Federal Farm Credit Bank 4.63% 3133EPC45 1,294,557 1,311,856 4.72% November 13, 2028 1% Federal Home Loan Bank 4.50% 3130AVBD3 1,986,480 2,004,480 4.65% March 29, 2029 1% U.S. Treasury Notes 4.63% 91282CKP5 2,059,531 2,019,160 3.90% April 30, 2029 1% Federal Home Loan Bank 4.20% 3130B3CP6 3,000,000 2,941,830 4.20% October 9, 2029 1% Total U.S. Treasuries & Agencies 93,735,336 92,262,311 38% TOTAL PORTOFLIO 247,930,279 245,471,288 3.493% 100% There is adequate cash flow and maturity of investments to meet the City's needs for the next six months.

Prepared By:

Reviewed By: Page 2
December 31, 2024

CITY OF SAN BRUNO
Portfolio Summary
Docusign Envelope ID: E2C3DF4C-EBF8-47E3-A6C1-63548BCDCE9F

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Monthly Portfolio Allocation by Investment
Sector ($Millions) Dec-22 Jan-23 Feb-23 Mar-23 Apr-23 May-23 Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23 Jan-24 Feb-24 Mar-24 Apr-24 May-24 Jun-24 Jul-24 Aug-24 Sep-24 Oct-24 Nov-24 Dec-24 TriCounties Bank Interest Bearing $66.1 $65.8 $67.7 $64.8 $64.8 $67.9 $21.9 $12.2 $9.7 $10.1 $11.5 $22.0 $15.2 $15.7 $13.2 $14.7 $18.8 $17.6 $19.1 $10.2 $13.9 $13.7 $8.1 $16.9 $9.5 Wells Fargo Bank/Sweep MM - - - - - - $42.0 $42.2 $24.4 $25.4 $22.7 $23.9 $22.9 $23.9 $20.9 $22.1 $27.7 $23.9 $26.7 $21.4 $19.3 $19.9 $37.3 $24.3 $25.3 CalTrust Liquid MM Fund - - - - - - - - - - - - $2.0 $2.0 $12.1 $22.1 $22.2 $25.3 $25.4 $15.5 $11.6 $11.6 $11.7 $17.8 $17.8 Caltrust Medium Term Fund - - - - - - - - - - - - - - - - - - - $20.1 $20.3 $20.4 $20.3 $20.3 $20.4 Local Agency Investment Fund 33.1 33.2 33.2 33.2 33.2 33.4 33.4 33.7 51.5 44.5 44.8 29.8 29.8 30.2 30.2 15.2 15.5 15.5 15.5 15.7 15.6 15.7 25.9 25.9 41.4 San Mateo County Pool 33.7 35.8 36.1 36.7 36.7 43.2 43.6 38.6 40.4 40.7 36.6 37.2 45.2 47.7 41.9 36.8 32.7 28.7 25.2 22.5 22.6 20.0 - - - Government Agency/Treasury Bonds 74.4 74.4 74.4 74.4 74.4 74.4 74.4 74.4 74.4 74.4 94.3 95.9 97.9 92.5 90.5 88.6 95.9 98.4 98.4 101.9 99.9 96.9 89.9 95.8 93.7 Municipal Bond Investments 27.3 27.3 27.3 27.3 27.3 27.3 27.3 27.3 27.3 27.3 27.3 25.7 25.7 25.7 25.7 27.6 27.6 27.6 27.6 27.6 26.5 26.5 26.5 24.9 24.9 Certificates of Deposit 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 - - US Bank - Money Market 0.2 0.3 0.5 0.6 0.6 0.9 0.9 6.4 6.6 6.6 5.9 6.1 4.2 9.8 12.1 17.2 5.4 7.2 11.7 8.4 11.6 14.9 16.5 12.7 14.9 Total $235.3 $237.3 $239.7 $237.5 $237.5 $247.6 $244.0 $235.3 $234.8 $229.5 $243.6 $241.1 $243.4 $248.0 $247.0 $244.7 $246.3 $244.7 $250.2 $243.8 $241.8 $240.1 $236.6 $238.6 $247.9 Average Rate of Return 1.07% 1.16% 1.18% 1.26% 1.36% 1.38% 2.28% 2.54% 2.44% 2.44% 2.70% 2.97% 3.04% 3.18% 3.19% 3.33% 3.40% 3.44% 3.52% 3.52% 3.46% 3.61% 3.45% 3.48% 3.49% December 31, 2024
Portfolio Summary Metrics

CITY OF SAN BRUNO
$0
$50
$100
Monthly Portfolio
Allocation by Investment
Sector ($Millions)
San Mateo County Pool
Government Agency/Treasury Bonds
Certificates of Deposit
US Bank - Money Market
TriCounties Bank Interest Bearing
Wells Fargo Bank/Sweep MM
CalTrust Liquid MM Fund
Local Agency Investment Fund
Municipal Bond Investments
Caltrust Medium Term Fund 0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

4.00%
Dec-22 Jan-23 Feb-23 Mar-23 Apr-23 May-23 Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23 Jan-24 Feb-24 Mar-24 Apr-24 May-24 Jun-24 Jul-24 Aug-24 Sep-24 Oct-24 Nov-24 Dec-24 Investment Portfolio - Average Rate of Return
Docusign Envelope ID: E2C3DF4C-EBF8-47E3-A6C1-63548BCDCE9F

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Peter Gilli, Community Development Director SUBJECT: Consider Adoption of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Amending Title 11 (Buildings, Construction and Fire Protection) of the Municipal Code to Strike All- Electric Requirements in Section 11.06.030 and Article III (Zoning) of Title 12 (Land Use) of the Municipal Code to Implement Programs 10b and 11a of the 2023-2031 Housing Element, and Finding Such Action Exempt from the California Environmental Quality Act”
BACKGROUND:

On January 14, 2025, the City Council unanimously voted to introduce an ordinance to amend the Municipal Code to address recent case law involving all-electric building code requirements and State housing laws.

DISCUSSION:

The ordinance responds to California Restaurants Association v. Berkeley and numerous State Housing laws, fulfilling Programs 10b and 11a of the Housing Element. Adoption of this ordinance would result in these regulations taking effect in late February 2025.

FISCAL IMPACT:

There is no fiscal impact.

ENVIRONMENTAL IMPACT:

The action is not a project subject to CEQA. City Council’s action is not considered a “Project” per CEQA Guidelines and therefore no further environmental analysis is required.

RECOMMENDATION:

Adopt an Ordinance entitled “An Ordinance of the City Council of the City of San Bruno Amending Articles II (Subdivisions) and Article III (Zoning) of Title 12 (Land Use) for Minor Amendments and Finding Such Action Exempt from the California Environmental Quality Act.” 18 of 171
Item 6e.

Honorable Mayor and Members of the City Council
January 28, 2025

ALTERNATIVES:

1. Do not adopt the Ordinance.

2. Continue the item and direct staff to make modifications to the ordinance.

ATTACHMENTS:

1. Ordinance

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1 ORDINANCE NO. _____

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO AMENDING TITLE 11 (BUILDINGS, CONSTRUCTION AND FIRE PROTECTION) OF THE MUNICIPAL CODE TO STRIKE ALL-ELECTRIC REQUIREMENTS IN SECTION 11.06.030, AND ARTICLE III (ZONING) OF TITLE 12 (LAND USE) OF THE MUNICIPAL CODE TO IMPLEMENT PROGRAMS 10B AND 11A OF THE 2023-2031 HOUSING ELEMENT, AND FINDING SUCH

ACTION EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT WHEREAS, on April 17, 2023, in California Restaurant Association v. City of Berkeley, the United States Court of Appeals for the Ninth Circuit ruled that the City of Berkeley could not enforce a local ordinance requiring all new construction be all-electric, thereby prohibiting use of natural gas in new construction. This ruling calls into question the City of San Bruno’s authority to enforce Section 11.06.030 of the Municipal Code; and WHEREAS, on August 27, 2024, the City Council adopted an amended 2023-2031 Housing Element, which includes numerous implementation actions to improve local housing conditions; and
WHEREAS, the Municipal Code Amendments to amend Title 12 to implement Programs 10b and 11a of the 2023-2031 Housing Element were reviewed by the Planning Commission at duly noticed public hearings on October 15, 2024 and December 17, 2024, and at the conclusion of those public hearings, the Planning Commission adopted Resolution No. 2024-12 and Resolution No. 2024-13, respectively, recommending that the City Council adopt the Municipal Code Amendments to Title 12; and
WHEREAS, minor additional text changes have been made to improve clarity and conformance to recent amendments to State law and do not require review by the Planning Commission; and
WHEREAS, on January 14, 2025, at a duly noticed public hearing, the City Council reviewed the ordinance, considered public comment and introduced the ordinance amending Title 11 to remove all-electric requirements and Title 12 to implement Housing Element programs; and
NOW, THEREFORE, the City Council of the City of the City of San Bruno does ordain as follows:

SECTION 1. Recitals. The above recitals are incorporated as though set forth in this section.

SECTION 2. Editorial guidance. The following non-substantive editorial style is used.

Words that are underlined are additions; words with a line through are deleted; and words in [brackets] are instructions for the Code publisher and which instructions are not to be published in the City’s Code unless worded as an “editor’s note”.

In addition, the Code publisher will arrange definitions and other changes alphabetically to conform to the Code’s current style and will, as needed, re-order numbering and lettering changes caused by these amendments. The City Clerk and the City Attorney are authorized to work with the Code Publisher to effectuate non-substantive amendments to ensure consistency as to form and style of the Code.
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1 Further, the code publisher is directed to substitute the name of an office and/or position wherever possible rather than use a gender pronoun without further or formal amendments.

SECTION 3. Section 11.06.030 of Chapter 11.06 (Energy Code) is deleted in its entirety.

SECTION 4. Section 12.80.212 of Chapter 12.80 (Definitions) is amended to read as follows:

12.80.212 Emergency shelter.
"Emergency shelter" means housing with minimal supportive services for homeless persons that is limited to occupancy of six months or less by a homeless person, and where no.

No individual or household may be denied emergency shelter because of an inability to pay. (See Health and Safety Code Section 50801(e).) Emergency shelter includes other interim interventions, including but not limited to, navigation centers, bridge housing, and respite or recuperative care.

SECTION 5. Chapter 12.80 (Definitions) is amended to add Section 12.80.213 to read as follows:

12.80.213 Employee housing.
"Employee housing” means a housing accommodation, or property upon which a housing accommodation is located, that meets the requirements as set forth in Health and Safety Code Section 17008. Employee housing can include farmworker housing.

SECTION 6. Chapter 12.80 (Definitions) is amended to add Section 12.80.312 to read as follows:

12.80.312 Low barrier navigation center.
“Low barrier navigation center” is a temporary living facility with a low barrier for entry for persons experiencing homelessness that provides services focused on helping homeless individuals and families to quickly obtain permanent housing.

SECTION 7. Section 12.80.407 of Chapter 12.80 (Definitions) is amended to read as follows:

12.80.407 Residential care facility.
"Residential care facility" means a licensed residential facility providing social and personal care for residents. Examples include children's homes, supportive and transitional houses, orphanages, rehabilitation centers, self-help group homes, and transitional housing for homeless individuals. Excludes facilities where medical care is a core service provided to residents, such as nursing and convalescent homes. A large residential care facility is a residential care facility for seven or more persons. A small residential care facility is a residential care facility for less than seven persons.

SECTION 8. Chapter 12.80 (Definitions) is amended to add Section 12.80.444 to read as follows:

12.80.444 Single Room Occupancy (SRO).

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1 "Single-room occupancy" is a single room dwelling unit, usually ranging from 150 – 300 square feet in size, that provides living and sleeping space for the exclusive use of the occupant.

Each unit is for occupancy by a single eligible individual. The unit must contain either food preparation or sanitary facilities (and may contain both).

SECTION 9. Section 12.80.481 of Chapter 12.80 (Definitions) is amended to read as follows:

12.80.481 Supportive housing.
“Supportive housing" means housing provided for short-term or interim housing for individuals with mental health, addiction or other special social service and program needs. with no limit on length of stay that is occupied by the target population, and that is linked to an onsite or offsite service that assists the tenant in retaining the housing; improving his or her health; and maximizing his or her ability to live, and, when possible, work in the community.

SECTION 10. Chapter 12.80 (Definitions) is amended to add Section 12.80.488 to read as follows:

12.80.488 Transitional housing.
“Transitional housing” means buildings configured as rental housing developments, but operated under program requirements that require the termination of assistance and recirculating of the assisted unit to another eligible program recipient at a predetermined future point in time that shall be no less than six months from the beginning of the assistance.

SECTION 11. Chapter 12.80 (Definitions) is amended to add Section 12.80.489 to read as follows:

12.80.489 Transportation terminals.
"Transportation terminals" means a passenger station for bus and rail mass transit systems.

SECTION 12. Section 12.90.010 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to replace references to California Government Code Sections “65852.2 and 65852.22” with “66314 through 66339”.

SECTION 13. Section 12.90.020 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to modify and add the following definitions:

Livable Space: A space in a dwelling intended for human habitation, including living, sleeping, eating, cooking, or sanitation. Existing space in a structure that is used for living, sleeping, eating, or cooking. This term excludes some interior areas of existing structures, including storage rooms, boiler rooms, passageways, attics, basements, or garages.

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1 Living area: The interior habitable area of a dwelling unit, including basements and attics, but does not include a garage or any accessory structure.

SECTION 14. Section 12.90.030.C of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to read as follows:

C. Accessory Dwelling Units.

1. Multifamily Residential Structures. One of the following may be permitted on a lot with an existing multifamily residential structure:
a. Up to twenty-five percent of the number of existing multifamily units in the building, but at least one unit, shall be allowed in existing multifamily dwelling structures within the portions of the structure that are not used as livable space, including, but not limited to, storage rooms, boiler rooms, passageways, attics, basements, or garages, provided that the unit complies with California Building Code Standards. An accessory dwelling unit shall not be created within any portion of an existing dwelling unit in a multifamily structure; or
b. Up to two detached Multiple accessory dwelling units, as set forth in subparagraphs i. or ii., shall be allowed on a lot with an existing multifamily residential structure, provided that the height of the detached accessory dwelling unit does not exceed sixteen feet and each unit has side yard and rear yard setbacks of at least four feet. i. On a lot with an existing multifamily dwelling, not more than eight detached accessory dwelling units shall be allowed. However, the number of accessory dwelling units allowable pursuant to this clause shall not exceed the number of existing units on the lot; or,
ii. On a lot with a proposed multifamily dwelling, not more than two detached accessory dwelling units shall be allowed.

SECTION 15. Section 12.90.050.D.5 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to read as follows:

5. Parking. Junior accessory dwelling units shall not be required to provide for any additional parking for the unit itself and is not required to , but shall replace any parking displaced by junior accessory dwelling unit construction, including full or partial conversion of an existing garage.

SECTION 16. Section 12.90.050.E.5 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to read as follows:

5. Architectural Compatibility. Compliance with the San Bruno Residential Design Guidelines is encouraged, but not required. A detached accessory dwelling unit with a single sloping or shed type roof shall be sited in a manner that causes the lowest eave line of the accessory dwelling unit to be located along the nearest side and/or rear property line and the highest eave line oriented toward the interior of the parcel.

Notwithstanding the above, no design standards shall be required accessory dwelling units that meet the requirements of Government Code Section 66323(a) sections 1

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1 through 4. An attached or detached accessory dwelling unit shall use the same architectural style, exterior materials, and colors as the existing or proposed single- family dwelling. Specifically, the architectural design, including exterior materials and colors, roof pitch and style, type of windows, and trim details of the accessory dwelling unit shall be the same as the single-family dwelling. Attached or detached accessory dwelling units shall satisfy applicable objective design review criteria and conform to any objective design guidelines. The design shall meet the objective standards of the San Bruno Residential Design Guidelines.

SECTION 17. Section 12.90.050.E.7 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to read as follows:

7. Height. The height of a one-story an accessory dwelling unit shall be sixteen feet as measured in accordance with Section 12.80.246. and shall not exceed the following:
a. A height of 16 feet for a detached accessory dwelling unit on a lot with an existing or proposed single family dwelling unit or existing or proposed single-story multi- family dwelling unit.
b. A height of 18 feet for a lot with existing or proposed multi-story multi-family dwelling units, or any single-family or multi-family lot that is within one-half of one mile walking distance of a major transit stop or a high-quality transit corridor, as those terms are defined in Section 21155 of the Public Resources Code. c. An additional two feet in height, beyond that which is allowed in subsection a. and b., shall be allowed to accommodate a roof pitch on a detached accessory dwelling unit that is aligned with the roof pitch of the primary dwelling unit. d. Allowed heights of accessory dwelling units attached to the primary dwelling shall adhere to the heights allowed for the primary dwelling. Accessory dwelling units located over legally established detached garages shall not exceed 25 feet in height. In no case shall an attached accessory dwelling unit exceed two stories. In the case of attached accessory dwelling units on single-family lots, no part of the accessory dwelling unit shall not be allowed above the second-story.

SECTION 18. Section 12.90.050.E.8 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is deleted in its entirety and subsection 8 is reserved to avoid renumbering other sections.

SECTION 19. Section 12.90.050.E.9.c.vi of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to replace reference to Government Code Section “65852.2, subdivision (e)” with “Section 66323”.

SECTION 20. Section 12.90.060 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to read as follows:

12.90.060 Deed restrictions Occupancy.

Before obtaining a building permit for a junior accessory dwelling unit or accessory dwelling unit, the applicant shall file with the county recorder a restrictive covenant, which has been approved by the city attorney as to its form and content, containing a legal description of the property and stating that:

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1 A. The accessory dwelling unit or junior accessory dwelling unit shall not be sold separately from the primary residence except as provided for by Government Code Section 65852.26;
B. The accessory dwelling unit or junior accessory dwelling unit is subject to the maximum size restriction and other development standards described in Section 12.90.050; C. For accessory dwelling unit applications received after January 1, 2025, the owner of record of the property must occupy either the single-family residence or the accessory dwelling unit.

D. For all junior accessory dwelling units, the owner of record of the property must occupy either the single-family residence, or the junior accessory dwelling unit.

E. The An accessory dwelling unit or junior accessory dwelling unit shall not be rented for less than thirty days if permitted after January 1, 2020.

F. The deed restrictions shall be binding upon any successor in interest of the property, and failure to comply with the covenant shall be a violation of the municipal code.

SECTION 21. Section 12.90.080 of Chapter 12.90 (Accessory Dwelling Units and Junior Accessory Dwelling Units) is amended to be replaced in its entirety to read as follows:

A. For an accessory dwelling unit or junior accessory dwelling unit within the proposed space of a single-family dwelling or existing space of a single-family dwelling or accessory structure and which may include an expansion of not more than 150 square feet beyond the same physical dimensions as added for ingress/egress and that otherwise complies with Government Code Section 66323(a)(1), a new or separate utility connection directly between the accessory dwelling unit and the utility is not required. A related connection fee or capacity charge is also not required, unless the accessory dwelling unit was constructed with a new single-family dwelling, or upon separate conveyance of the accessory dwelling unit pursuant to Government Code Section 66342.

B. For an accessory dwelling unit not within the proposed space of a single-family dwelling or existing space of a single-family dwelling or accessory structure, a new or separate utility connection directly between the accessory dwelling unit and the utility is required.

Consistent with Government Code Section 66013, the connection will be subject to a connection fee or capacity charge that shall be proportionate to the burden of the proposed accessory dwelling unit, based upon either its square feet or the number of its drainage fixture unit (DFU) values, as defined in the Uniform Plumbing Code adopted and published by the International Association of Plumbing and Mechanical Officials, upon the water or sewer system. This fee or charge shall not exceed the reasonable cost of providing this service.

C. Impact Fees. No impact fees, as defined in Government Code Section 66324(c), shall be imposed on any junior accessory dwelling unit or accessory dwelling unit.

SECTION 22. Section 12.96.205 of Chapter 12.96 (Establishment of Districts) is amended to be replaced in its entirety to read as follows:

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1 12.96.205 Emergency shelter overlay and standards.
a. Purpose. The purpose of this section is to ensure that the development of emergency shelters for the homeless do not adversely impact adjacent parcels or the surrounding neighborhood, and to ensure they are developed in a manner which protects the health, safety, and general welfare of the community.
b. [reserved] Description of Area. The properties as shown in the emergency shelter overlay zone map set out at the end of this chapter, are included within the emergency shelter overlay (ES) district.
c. Permitted Uses. Emergency shelters are a permitted use in the Emergency Shelter Overlay (ES) district and the Mixed-Use Zoning Districts as shown in Table 12-280-1 (Section 12.280.020), subject to the requirements of this Chapter. d. Development Regulations. An emergency shelter for the homeless shall conform to all site objective development standards of Section 12.96.150(D), M-1 Industrial District the district in which it is located, except as follows:

1. Property Development Standards. The construction of and/or renovation of a building for use as an emergency shelter shall conform to all applicable building and fire code standards.
e. Performance Standards. A shelter for the homeless must comply with all applicable Federal and state standards and shall conform to all city the following performance standards.

1. Maximum Number of Persons/Beds. No emergency shelter for the homeless shall contain more than thirty-two beds.

2. Waiting and Client Intake Areas. The size of indoor waiting areas shall be sufficient to accommodate the expected number of clients without infringing upon the public right-of- way. Shelters shall provide ten square feet of interior waiting and client intake space per bed. In addition, there shall be two offices or cubicles for shelters with fewer than twenty beds. For every additional bed there shall be an additional 0.1 office, rounded up. At least twenty-five percent of the offices, rounded up, shall be private. Waiting and intake areas may be used for other purposes as needed during operations of the shelter.

3. Facility Requirements. Each facility shall include a written management plan that uses best practices to address homeless needs (e.g., the latest Quality Assurance Standards developed by the San Mateo County HOPE Quality Improvement Project) and subject to review and approval by the community development director.

4. On-Site Management. On-site management shall be provided during the hours that the shelter is in operation. The emergency shelter provider shall submit a written operations plan that includes procedures for screening residents to ensure compatibility with services provided at the facility.

5. Hours of Operation. Clients shall only be on site and admitted to the facility between five p.m. and ten a.m. Parking. Sufficient parking shall be provided to accommodate all staff working in the emergency shelter, provided that the standards do not require more parking for emergency shelters than other residential or commercial uses within the same zone.

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1 6. On-Site Security. Shelters must maintain a security and emergency plan and train staff about the plan. Shelters must install an indoor/outdoor video surveillance system for security purposes. Security plans shall be submitted to city staff for review and approval prior to issuance of an occupancy permit. Security plans shall be resubmitted to city staff on an annual basis.

7. Coordination. The shelter operator shall establish a liaison staff to coordinate with city, police, school district officials, local businesses, and residents on issues related to the operation of the facility.

8. Length of Stay. Temporary shelter shall be available to residents for no more than sixty days. Extensions up to a total stay of one hundred eighty days may be provided if no alternative housing is available.

9. Lighting. Adequate external lighting shall be provided for security purposes. The lighting shall be sufficient to provide illumination and clear visibility to all outdoor areas, with minimal spillover on adjacent properties. The lighting shall be stationary, directed away from adjacent properties and public rights-of-way, and of an intensity compatible with the neighborhood.

10. Proximity to other shelters. No more than one (1) emergency shelter shall be permitted within a radius of three hundred (300) feet of another such facility. Nondiscretionary Design Review. In addition to nondiscretionary design standards required for other housing in the zone, emergency shelters shall meet the following requirements:
a. Shelters shall have designated smoking areas that are not visible from the street.
b. There shall be no space for outdoor congregating in front of the building adjacent to the street and no outdoor public telephones. c. There shall be a refuse area screened from view.

11. Modification to a performance an objective standard may be permitted subject to approval of a use permit.

SECTION 23. Section 12.100.020 of Chapter 12.100 (Off-Street Parking and Loading) is amended to add subsection E to read as follows:

E. State Law. If this chapter conflicts with State law regarding off-street parking, State law shall prevail and shall be documented with an administrative Parking Compliance Permit with no fee.

SECTION 24. Section 12.240.050 of Chapter 12.240 (Reasonable Accommodation) is amended to read as follows:

The community development director shall make a written decision and either approve, approve with modifications, or deny a request for reasonable accommodation based on consideration of all of the following factors:

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1 A.Whether the housing which is the subject of the request will be used by an individual with a disability thereunder under fair housing laws; B.Whether the request for reasonable accommodation is necessary to make specific housing available to an individual with a disability protected under fair housing laws;
C.Whether the requested reasonable accommodation would impose an undue financial or administrative burden on the city;
D.Whether the requested reasonable accommodation would require a fundamental alteration in the nature of the City’s a city program or law, including but not limited to land use and zoning;
E. Potential impacts on surrounding uses;
F. Physical attributes of the property and structures; and G E. Other reason
SECTION 25. Chapter 12.250 (Density Bonus) is amended to be replaced in its entirety to read as follows:

12.250.010 Purpose.

The purpose of this chapter is to specify how compliance with Government Code Sections 65915, 65915.5, 65915.7, and 65917 (“State Density Bonus Law”) will be implemented as required by Government Code Section 65915(a). Further, this chapter provides incentives for the production of specific housing types for populations, including, but not limited to, very low income, lower income, moderate income, seniors (including residential care facilities for the elderly), transitional foster youth, and lower income students, in accordance with Government Code Section 65915. In enacting this chapter, it is the intent of the City to facilitate the development of the goals, objectives, and policies of the Housing Element of the City's General Plan.

12.250.020 Definitions.

The definitions found in State Density Bonus Law shall apply to the terms contained in this chapter.
“Maximum allowable gross residential density” means the maximum number of dwelling units per square foot of lot area in zoning districts that have a residential density requirement, or, in zoning districts that regulate building volume by FAR or by height, setback controls, and bulk, the maximum number of dwelling units that could be developed on a property while also meeting all other applicable Zoning Code requirements and design guidelines.

12.250.030 Applicability.

A “housing development” as defined in State Density Bonus Law means a development project for five or more residential units, including mixed-use developments.

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1 A housing development shall be eligible for a density bonus and other regulatory incentives that are provided by State Density Bonus Law when the applicant seeks and agrees to provide low, very-low, senior, or moderate-income housing units or units intended to serve transitional foster youth, disabled veterans, lower income students, or homeless persons in the threshold amounts specified in State Density Bonus Law. A “housing development” for purposes of a density bonus application for a mixed-use project includes only the residential component of a mixed-use project.

When an applicant for approval of a commercial development has entered into an agreement for partnered housing to contribute affordable housing through a joint project or two separate projects encompassing affordable housing, the city shall grant to the commercial developer a development bonus pursuant to Government Code Section 65915.7, if in effect at the time of project approval, and as amended from time to time. “Partner” as defined in Government Code Section 65915.7(l) means formation of a partnership, limited liability company, corporation, or other entity recognized by the state in which the commercial development applicant and the affordable housing developer are each partners, members, shareholders or other participants, or a contract or agreement between a commercial development applicant and affordable housing developer for the development of both the commercial and the affordable housing properties.

12.250.040 Application and permit requirements.

AnA permit application for a density bonus, incentive, waiver, or parking reduction, or combination thereof (collectively a “density bonus permit”) shall be submitted with the first application for approval of a housing development and shall be processed concurrently with all other applications required for the housing development. The applicant shall be informed whether the application is complete consistent with provisions and timelines of Government Code Section 65943. At the time the application is determined to be complete under Government Code Section 65943, the city will provide the applicant with a determination regarding the amount of density bonus and the parking reduction for which the housing development is eligible and whether adequate information has been submitted for the city to make a determination on incentives and waivers. The application shall be on a form prescribed by the city, and, in addition to any information required for other applications, shall include the following information:. The density bonus permit application shall clearly indicate the number of base units allowed by the City general plan and zoning regulations, the number of density bonus units requested, and the number of affordable units that will be included in the proposed project. The applicant shall submit reasonable documentation to establish eligibility for a requested density bonus, incentives or concessions, waivers or reductions of development standards, and parking ratios, to the satisfaction of the director of community development.

A.A description of the proposed housing development and a site plan, elevations, sections, and floor plans, with the total number and location of all dwelling units, average unit size, unit mix by bedroom size, affordable units (including average unit size and unit mix by bedroom size), and density bonus units proposed.

B.Base Density Study. For projects proposed in districts that do not have a maximum density, the housing development sponsor shall submit plans for a base density housing development that demonstrates a code compliant project on the project site without modification of the Zoning Code. Such plans shall include similar detail to the plans submitted for the proposed housing development, including site plan including parking, elevations, floor plans, total unit count, average unit size, and unit mix. The base

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1 density study shall demonstrate that the maximum allowable gross residential density for the base project is not limited by site constraints.

C.A density bonus report that shall include the following minimum information:

1.Base Density Housing Development and Proposed Housing Development Comparison. Demonstrate whether the average unit size and unit mix is comparable between the base density housing development and the proposed housing development.

2.Requested Density Bonus.
a.The zoning and General Plan land use designations, maximum allowable gross residential density, assessor’s parcel number(s) of the project site, and a description of any density bonus, incentive, waiver, or parking reduction requested. b.Summary table showing the maximum number of dwelling units permitted by the zoning and General Plan excluding any density bonus units, proposed affordable units by income level, proposed bonus percentage, number of density bonus units proposed, total number of dwelling units proposed on the site, and resulting density in units per acre. The applicant must demonstrate that the proposed units will satisfy the requirements
of Government Code Section 65915(b) and identify whether the applicant is requesting a bonus under subparagraph (A), (B), (C) (D), (E), (F), or (G) of Government Code Section 65915(b)(1).
c.Proposed rents and sale prices demonstrating that any proposed lower and moderate- income units will satisfy the requirements of Government Code Section 65915(c) for the selected category under Section 65915(b)(1). d.Documentation demonstrating that the project is meeting the replacement housing requirements of Government Code Section 65915(c)(3), including submittal of the following information:
i.A description of all dwelling units existing or demolished on the site, by bedroom size, in the five-year period preceding the date of submittal of the application and identification of any units rented in the five-year period. If dwelling units on the site are currently rented, income and household size of all residents of currently occupied units, if known. If any dwelling units on the site were rented in the five-year period but are not currently rented or were demolished, the income and household size of residents occupying dwelling units when the site contained the maximum number of dwelling units, if known.
ii.Description of any recorded covenant, ordinance, or law applicable to the site that restricted rents to levels affordable to very low- or lower-income households in the five-year period preceding the date of submittal of the application. iii.Description of any dwelling units on the site subject to rent or price control through a federal, state, local, or other public entity’s exercise of the police power local in the five- year period preceding the date of submittal.
e.If a density bonus is requested for a land donation, the location of the land to be dedicated, proof of site control, and reasonable documentation that each of the

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1 requirements included in Government Code Section 65915(g) can be met.

3.Requested Incentive(s). In the event an application proposes incentives for a housing development pursuant to State Density Bonus Law, the density bonus report shall include the following minimum information for each incentive requested, shown on a site plan if appropriate:
a.The city’s usual development standard and the requested development standard or other regulatory incentive, and the applicant’s eligibility under Government Code Section 65915(d) for the number of incentives or concessions requested. b.Except where mixed-use zoning is proposed as an incentive, reasonable documentation to show that any requested incentive will result in identifiable and actual cost reductions to provide for affordable housing costs or rents, including submittal of a financial analysis or report showing that the requested incentive will result in actual cost reductions to provide for affordable housing costs or rents. However, no further documentation is required for the following incentives, if consistent with applicable design guidelines:
i.Reduced setbacks or buffers;
ii.Increased maximum lot coverage; and
iii.Location of land proposed for land donation within one-half mile of the project, so long as the applicant demonstrates to the city’s satisfaction that building the requisite number of affordable units on site is infeasible and there is an identified source of funding for the very low-income units.
c.If approval of mixed-use zoning is proposed, reasonable documentation that nonresidential land uses will reduce the cost of the housing development, that the nonresidential land uses are compatible with the housing development and the existing or planned development in the area where the proposed housing development will be located, and that mixed use zoning will provide for affordable housing costs or rents.

4.Requested Waiver(s). In the event an application proposes waivers of development standards for a housing development pursuant to State Density Bonus Law, the density bonus report shall include the following minimum information for each waiver requested:
a.A table showing the city’s required development standards and the requested development standards as depicted on the required site plans and elevations for all locations where a waiver is requested.
b.Reasonable documentation to demonstrate that each development standard for which a waiver is requested would physically preclude the construction of the housing development with the requested density bonus or with the incentives permitted by Government
Code Section 65915. Reasonable documentation consists of at least a site plan and elevations of the proposed project with the development standards required by the zoning ordinance overlaid on the site plan and elevations, demonstrating the physical limitations that preclude the density, concessions, and incentives requested.

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1 5.Requested Parking Reduction. In the event an application proposes a parking reduction for a housing development pursuant to Government Code Section 65915(p), a table showing parking required by the zoning regulations, parking proposed under Section 65915(p), and reasonable documentation that the project meets all the requirements for that parking reduction contained in Section 65915(p).

6.Child Care Facility. If a density bonus or incentive is requested for a childcare facility in a housing development, reasonable documentation that all of the requirements included
in Government Code Section 65915(h) can be met.

7.Condominium Conversion. If a density bonus or incentive is requested for a condominium conversion, reasonable documentation that all of the requirements included in Government Code Section 65915.5 can be met.

8.Commercial Development Bonus. If a commercial development bonus is requested for a commercial development, the application shall include the proposed partnered housing agreement and the proposed commercial development bonus, pursuant to Government
Code Section 65915.7, and reasonable documentation that each of the standards included in Government Code Section 65915.7 has been met.

9.Fee. Payment of any fee in an amount set by resolution of the city council for staff time necessary to determine compliance of the density bonus report with State Density Bonus Law.

10.Additional Information. The community development director is authorized to develop, publish and from time to time update or amend permit application requirements, forms, checklists, guidelines, informational handouts and other related materials that the director finds necessary, appropriate or useful for processing any application under State Density Bonus Law. All such requirements and materials must be in written form. Any changes shall be posted on the city’s website within thirty days of the change.

12.250.050 Density bonus.

A.In determining the total number of units to be granted, each component of any density calculation, including base density and bonus density, resulting in fractional units shall be separately rounded up to the next whole number.

B.When calculating the number of affordable units needed for a given density bonus, any fractions of affordable dwelling units shall be rounded up to the next whole number.

C.Each housing development is entitled to only one density bonus. If a housing development qualifies for a density bonus under more than one category listed in Government Code Section 65915(b)(1), the applicant shall select the category under which the density bonus is granted. Density bonuses from two or more categories may not be combined, except for land donations, and pursuant to the provisions in Government Code Section 65915(v), commonly referred to as “stacked density bonus,” as amended from time to time.

D.The density bonus units shall not be included in determining the number of

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1 affordable units required to qualify a housing development for a density bonus pursuant to State Density Bonus Law.

E.The applicant may elect to accept a lesser percentage of density bonus than the housing development is entitled to, or no density bonus, but no reduction will be permitted in the percentages of required affordable units contained in Government Code Section 65915(b), (c), and (f), and (v). Regardless of the number of affordable units, no housing development shall be entitled to a density bonus greater than that allowed under State Density Bonus Law. (Ord. 1898 § 3, 2021)

12.250.060 Incentives and waivers.

A.Incentives include “incentives and concessions” as defined in State Density Bonus Law. The number of incentives that may be requested shall be based upon the number the applicant is entitled to pursuant to State Density Bonus Law.

B.Nothing in this section requires the provision of direct financial incentives for the housing development, including, but not limited to, the provision of financial subsidies, publicly owned land, fee waivers, or waiver of dedication requirements. The city, at its sole discretion, may choose to provide such direct financial incentives.

C.An affordable housing project that is not subject to any limitations on density under Government Code Section 65915(f)(3) shall not be eligible to receive any waivers. (Ord. 1898 § 3, 2021)
D. The City shall grant the applicant the number of incentives and concessions required by Government Code Section 65915. The City shall grant the specific concession(s) or incentive(s) requested by the applicant, unless it makes any of the relevant written findings stated in Government Code Section 65915(d) to support not granting the requested concession(s) or incentive(s). Senior citizen housing developments that qualify for a density bonus shall not receive any incentives or concessions, unless Government Code Section 65915 is amended to specifically require that local agencies grant incentives or concessions for senior citizen housing developments.

E. Except as restricted by Government Code Section 65915, the applicant for a density bonus may submit a proposal for the waiver or reduction of development standards that have the effect of physically precluding the construction of a housing development incorporating the density bonus and any incentives or concessions granted to the applicant. A request for a waiver or reduction of development standards shall be accompanied by adequate information to allow the City to make a determination as to whether requested waiver or reduction is physically necessary to construct the housing development with the additional density allowed pursuant to the density bonus and incorporating any incentives or concessions required to be granted. The City shall approve a waiver or reduction of a development standard, unless it makes a required finding under Government Code Section 65915(e).

12.250.070 Review procedures.

All requests for density bonuses, incentives, parking reductions, waivers, or commercial development bonuses shall be considered and acted upon by the approval body with authority to approve the development within the timelines prescribed by Government Code Sections 65950 et seq., with right of appeal as set forth in Chapter 12.78.

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1 A.Eligibility for Density Bonus, Incentive(s), Parking Reduction, and/or Waiver(s). To ensure that an application for a housing development conforms with the provisions of State Density Bonus Law, tThe staff report presented to the decision-making body shall state whether the application conforms to the followingapplicable requirements of state law.:

1. The housing development provides the affordable units or senior housing required by State Density Bonus Law to be eligible for the density bonus and any incentives, parking reduction, or waivers requested, including the replacement of units rented or formerly rented to low and very low-income households as required by Government Code Section 65915(c)(3).

2. Any requested incentive will result in identifiable and actual cost reductions to provide for affordable housing costs or rents; except that, if a mixed-use development is requested, the application must instead meet all of the requirements of Government Code Section 65915(k)(2).

3. The development standards for which a waiver is requested would have the effect of physically precluding the construction of a development at the densities or with the concessions or incentives permitted by Government Code Section 65915.

4. The housing development is eligible for any requested parking reductions under Government Code Section 65915(p).

5. If the density bonus is based all or in part on donation of land, all of the requirements included in Government Code Section 65915(g) have been met.

6. If the density bonus or incentive is based all or in part on the inclusion of a child care facility, all of the requirements included in Government Code Section 65915(h) have been met.

7. If the density bonus or incentive is based all or in part on the inclusion of affordable units as part of a condominium conversion, all of the requirements included in Government Code Section 65915.5 have been met.

B.If a commercial development bonus is requested for a commercial development, the decision-making body shall make a finding that the development complies with all of the requirements of Government Code Section 65915.7, that the city has approved the partnered
housing agreement, and that the commercial development bonus has been mutually agreed upon by the city and the commercial developer.

C.The decision-making body shall grant an incentive requested by the applicant unless it makes a written finding, based upon substantial evidence, of any of the following:

1.The proposed incentive does not result in identifiable and actual cost reductions to provide for affordable housing costs, as defined in Section 50052.5 of the Health and Safety code, or for affordable rents, as defined in Section 50053 of the Health and Safety Code; or

2.The proposed incentive would be contrary to state or federal law; or

3.The proposed incentive would have a specific, adverse impact upon public health or safety or the physical environment or on any real property that is listed in the California Register of Historic Resources, and there is no feasible method to satisfactorily mitigate or avoid the specific adverse impact without rendering the housing development unaffordable to low and moderate income households. For the purpose of this subsection, “specific adverse impact” means a significant, quantifiable, direct, and

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1 unavoidable impact, based on objective, identified, written public health or safety standards, policies, or conditions as they existed on the date that the application for the housing development was deemed complete.

D.The decision-making body shall grant the waiver of development standards requested by the applicant unless it makes a written finding, based upon substantial evidence, of any of the following:

1.The development standards proposed to be waived will not have the effect of physically precluding the construction of the housing development at the permitted density or with the requested incentives, and, as a consequence, grant of the waiver would be contrary to state law; or

2.The proposed waiver would be otherwise contrary to state or federal law; or

3.The proposed waiver would have an adverse impact on any real property listed in the California Register of Historic Resources; or

4.The proposed waiver would have a specific, adverse impact upon public health or safety or the physical environment, and there is no feasible method to satisfactorily mitigate or avoid the specific adverse impact without rendering the housing development unaffordable to low and moderate income households. For the purpose of this subsection, “specific adverse impact” means a significant, quantifiable, direct, and unavoidable impact, based on objective, identified, written public health or safety standards, policies, or conditions as they existed on the date that the application for the housing development was deemed complete.

E.If any density bonus, incentive, parking reduction, waiver, or commercial development bonus is approved pursuant to this chapter, the applicant shall enter into an affordable housing agreement or senior housing agreement with the city pursuant to Density Bonus Law, Chapter 12.230, and Section 12.250.080.

12.250.080 Affordable housing agreement and senior housing agreement.

Except where a density bonus, incentive, waiver, parking reduction, or commercial development bonus is provided for a market-rate senior housing development, the The applicant shall enter into an affordable housing agreement, restrictive covenant, or combination thereof (hereafter “affordable housing agreement”), or, if applicable, a senior housing agreement with the city, in a form approved by the city attorney, to be executed by the city manager, to ensure that the requirements of this subsectionchapter and Density Bonus Law are satisfied.

Prior to the construction of a housing development pursuant to a density bonus permit, the developer shall ensure continued affordability of units designated for lower and very low income households to the satisfaction of the city attorney and as required by California Government Code section 65915 or its successor statute.

Also prior to the construction of a development project pursuant to a density bonus permit, with regard to dwelling units designated for qualifying senior residents, the developer shall ensure continued restriction of those units to qualifying senior residents and qualified permanent residents to the satisfaction of the city attorney and as provided in California Civil Code section 51.3 or its successor statute.

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1 Additionally, prior to the issuance of a density bonus permit for a development in which the units will be sold to moderate income households, the developer shall ensure that the initial occupants of such units meet the applicable income limits to the satisfaction of the city attorney and as required by California Government Code section 65915 or its successor statute. In addition, the developer shall ensure that, upon resale, the city recaptures its proportionate share of the appreciation of such units to the satisfaction of the city attorney and as required by California Government Code section 65915 or its successor statute.

The affordable housing agreement shall guarantee the affordability of the affordable all very low and low-income rental units for a minimum of fifty-five years or a longer period of time if required by the construction or mortgage financing assistance program, mortgage insurance program, or rental subsidy program; shall identify the type, size and location of each affordable unit; and shall specify phasing of the affordable units in relation to the market-rate units..

Where a density bonus, waiver, or parking reduction is provided for a market-rate senior housing development, the applicant shall enter into a restrictive covenant with the city, running with the land, in a form approved by the city attorney, to be executed by the city manager, to require that the housing development be operated as “housing for older persons” consistent with state and federal fair housing laws.

The executed affordable housing agreement or senior housing agreement shall be recorded against the housing development prior to final or parcel map approval, or, where a map is not being processed, prior to issuance of building permits for the housing development. The affordable housing agreement or senior housing agreement shall be binding on all future owners and successors in interest.

12.250.090 Design and quality.

Affordable units qualifying a housing development for a density bonus, incentive(s), waiver(s), or parking reductions shall meet the affordable housing unit standards contained in Section 12.230.080.

12.250.100 Commercial development bonus.

Any commercial development bonus shall be consistent with the provisions of Government Code Section 65915.7.

12.250.110 Interpretation.

If any portion of this chapter conflicts with State Density Bonus Law or other applicable state law, state law shall supersede this chapter. Any ambiguities in this chapter shall be interpreted to be consistent with State Density Bonus Law. All code references in this chapter include all successor provisions.

SECTION 26. Chapter 12.260 (Development Impact Fees) is amended by adding Subsection D to Section 12.260.050, to read as follows:

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1 A. Except as otherwise provided in this section, the fees required by this chapter shall be paid prior to the issuance of a building permit for the development project. The city shall not issue a building permit for a development project unless the fees have been paid.

B. The fees for a development project shall be calculated at the rates in effect as of the date the fees are paid, or as otherwise required by law. A developer may pay all or a portion of the fee owed at any time prior to issuance of the building permit, at the rate in effect at the time payment is made. For phased projects, the amount due shall be paid on a pro rata basis based on the ratio of the square footage, or housing units, of the phase being constructed to the entire square footage, or housing units, of the approved development, and each portion shall be paid prior to the issuance of any building permit for each phase.

C. If applicable state law does not permit the city to require payment of the fees for a development project on the schedule set forth in subsection A of this section, then the fees for that development project shall be paid on a lump sum basis for the entire development project at the earliest date that the city is permitted to require such payment under state law. If payment is to be made pursuant to this section, the city shall not issue a building permit to the developer until: (1) the developer and the city enter into a contract for delayed payment as authorized by Section 66007(cd) of the California Government Code; (2) such contract is recorded in the manner set forth in that section; and (3) unless the developer is specifically exempt from such requirement under state law, the developer posts a performance bond or a letter of credit from a federally insured, recognized depository institution to guarantee payment of the fees.

D. A housing project that meets the projected density represented in the City’s Regional Housing Needs Allocation table of the 2023-2031 Housing Element Sites Inventory may defer payment of all City impact fees to when the first certificate of occupancy or first temporary certificate of occupancy is issued, whichever occurs first, pursuant to Program 10b of the 2023-2031 Housing Element, subject to the developer and the city entering a recorded contract for deferred payment.

SECTION 27. Table 12.280-1 (Permitted Land Uses in Mixed-Use Zoning Districts) in Chapter 12.280 (Mixed-Use Zoning Districts) is amended to add the following rows as listed below:

Land Uses CBD TOD-
S
TOD-
1 TOD-
2 CC MX-R
Residential Uses
Transitional and Supportive Housing P P P P - P
Single Room Occupancy (SRO) P P P P - P
Employee Housing P P P P - P
Public and Quasi-Public Uses
Low Barrier Navigation Center P P P P - P
SECTION 28. California Environmental Quality Act (CEQA). The adoption of this ordinance is categorically exempt from environmental review under the California Environmental Quality Act under Sections 15301(b)(3) and 15378(b)(5), in that it is not a project that has the potential for causing a significant effect on the environment.

SECTION 29. Severability. If any provision, clause, sentence or paragraph of this chapter or the application thereof to any person or circumstances shall be held invalid, such

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1 invalidity shall not affect the other provisions of this chapter which can be given effect without the invalid provision or application, and to this end the provisions of this chapter are declared to be severable.

SECTION 30. Effective Date. The City Clerk shall certify to the adoption of this ordinance and shall cause a summary thereof to be published in a newspaper of general circulation at least five (5) days prior to the meeting at which the proposed ordinance is to be adopted and shall post a certified copy of the proposed ordinance in the office of the City Clerk, and within fifteen (15) days of its adoption, shall cause a summary of it to be published, including the vote for and against the same, and shall post a certified copy of the adopted ordinance in the office of the City Clerk, in accordance with California Government Code Section 36933.
_______________________________
ATTEST: Rico E. Medina, Mayor ______________________________
Lupita Huerta, City Clerk
APPROVED AS TO FORM:

_______________________________
Trisha Ortiz, City Attorney
---oOo---
I, hereby certify that the foregoing Ordinance No. ____ was introduced at a regular meeting of the San Bruno City Council on January 14, 2025, and adopted by the San Bruno City Council at a regular meeting on _________, 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

_______________________________
Lupita Huerta, City Clerk

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of City Council
FROM: Alex McIntyre, City Manager
PREPARED BY: Jeremy Brandenburg, Police Captain
SUBJECT: Consider Adoption of a Resolution Authorizing the Receipt and Expenditure of $82,000 in California Office of Traffic Safety (OTS) Grant Funds to Facilitate the Selective Traffic Enforcement Program (STEP) #PT25220
BACKGROUND:

Impaired driving and other dangerous driving activities result in fatalities, injuries, fatalities, and property damage, which constitute a public safety concern that negatively impacts the San Bruno community. In an effort to help address this concern and reduce the negative impacts, the San Bruno Police Department applied for and has been awarded a grant through the California Office of Traffic Safety (OTS). This grant funds a project that is intended to enhance public awareness and education regarding impaired driving and other dangerous driving practices, and reduce such practices through enforcement. The San Bruno Police Department has received grant funds from OTS for this program consistently over the last several years, and these funds serve a critical role in helping us to address the substantial traffic safety challenges facing our City.

DISCUSSION:

Grant funds for this program will be used to cover the costs of overtime, equipment, and other expenses associated with selective enforcement and education activities aimed at reducing fatalities, injuries, and property damage associated with unsafe driving on San Bruno roadways.

Some of the activities covered by this grant project will include:
• DUI/DL Checkpoints
• DUI Saturation Patrols
• Court Stings
• Warrant Services
• Stakeouts
• Know Your Limit Programs
• Traffic Enforcement
• Distracted Driving Enforcement
• Motorcycle Safety Programs
• Pedestrian & Bicycle Enforcement
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Item 6f.

Honorable Mayor and Members of the City Council
January 28, 2025

7 3
•Presentations
•Street Racing Enforcement
This grant will be managed by the San Bruno Police Department. The grant period in which all operations are to be conducted is October 1, 2024 to September 30, 2025 FISCAL IMPACT:

The current fiscal impact for this item is $82,000, all of which will be reimbursed through this OTS grant.

This item requires a budget appropriation in the amount of $82,000, but the grant reimbursements will create a revenue item in the same amount ($82,000).

There is no net fiscal impact for this item as the full $82,000 appropriation will be reimbursed through the grant.

ENVIRONMENTAL IMPACT:

There is no environmental impact.

RECOMMENDATION:

Staff recommends that Council adopt a resolution authorizing the receipt and expenditure of $82,000 in California Office of Traffic Safety (OTS) grant funds to facilitate the Selective Traffic Enforcement Program (STEP) #PT25220
ALTERNATIVES:

Alternatively, City Council can choose not to adopt the Resolution and decline acceptance of the grant funds.

ATTACHMENTS:

1. Resolution Authorizing the Receipt and Expenditure of $82,000 in California Office of Traffic Safety (OTS) Grant Funds to Facilitate the Selective Traffic Enforcement Program (STEP) #PT25220

2. Grant Agreement PT25220

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2 9
2 4
RESOLUTION NO. 2025 - _

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO AUTHORIZING THE RECEIPT AND EXPENDITURE OF $82,000 IN CALIFORNIA OFFICE OF TRAFFIC SAFETY (OTS) GRANT FUNDS TO FACILITATE THE SELECTIVE TRAFFIC ENFORCEMENT PROGRAM (STEP) #PT25220
WHEREAS, The San Bruno Police Department is charged with providing for the safety and security of the people within City limits and beyond; and WHERAS, there are substantial traffic safety challenges on San Bruno roadways that negatively impact that safety and security; and
WHEREAS, increased education and enforcement regarding impaired and other unsafe driving practices can reduce those negative impacts; and WHEREAS, funding the overtime, equipment, and other expenses associated with this education and enforcement presents a fiscal challenge for the City; and WHEREAS, the San Bruno Police Department and the California Office of Traffic Safety (OTS) have collaborated to establish goals and objectives for the 2024-2025 Federal Fiscal Year to have a positive impact on traffic safety challenges in San Bruno; and WHEREAS, the San Bruno Police Department has applied for and received an offer of an OTS Selective Traffic Enforcement Program (STEP) Grant #PT25220, providing funding in furtherance of these goals and objectives.

NOW THEREFORE, BE IT RESOLVED that the Chief of Police for the San Bruno Police Department or his/her designee is authorized to execute on behalf of the City of San Bruno the attached agreement, including any extensions or amendments thereof and any subsequent contract with the state in relation thereto.

IT IS AGREED that any liability arising out of the performance of this contract, including civil court actions for damages, shall be the responsibility of the grant recipient and the authorizing agency. The State of California, and OTS disclaim responsibility for any such liability.

BE IT FURTHER RESOLVED that grant funds received hereunder shall not be used to supplant expenditures controlled by this body.

IT IS ALSO AGREED that this award is not subject to local hiring freezes.

I hereby certify that foregoing Resolution No. 2025 - __ was introduced and adopted by the San Bruno City Council at a regular meeting on January 28, 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_____________________________
Lupita Huerta, City Clerk
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State of California – Office of Traffic Safety

GRANT AGREEMENT

GRANT NUMBER
PT25220

1. GRANT TITLE
Selective Traffic Enforcement Program (STEP)

2. NAME OF AGENCY 3. Grant Period
San Bruno Police Department From:

To:
10/01/2024
09/30/2025 4. AGENCY UNIT TO ADMINISTER GRANT
San Bruno Police Department

5. GRANT DESCRIPTION
Best practice strategies will be conducted to reduce the number of persons killed and injured in crashes involving alcohol and other primary crash factors. The funded strategies may include impaired driving enforcement, enforcement operations focusing on primary crash factors, distracted driving, night-time seat belt enforcement, special enforcement operations encouraging motorcycle safety, enforcement and public awareness in areas with a high number of bicycle and pedestrian crashes, and educational programs. These strategies are designed to earn media attention thus enhancing the overall deterrent effect.

6. Federal Funds Allocated Under This Agreement Shall Not Exceed: $82,000.00

7. TERMS AND CONDITIONS: The parties agree to comply with the terms and conditions of the following which are by this reference made a part of the Agreement:
 Schedule A – Problem Statement, Goals and Objectives and Method of Procedure  Schedule B – Detailed Budget Estimate and Sub-Budget Estimate (if applicable)  Schedule B-1 – Budget Narrative and Sub-Budget Narrative (if applicable)  Exhibit A – Certifications and Assurances
 Exhibit B* – OTS Grant Program Manual
 Exhibit C – Grant Electronic Management System (GEMS) Access *Items shown with an asterisk (*), are hereby incorporated by reference and made a part of this agreement as if attached hereto.

These documents can be viewed at the OTS home web page under Grants: www.ots.ca.gov.

We, the officials named below, hereby swear under penalty of perjury under the laws of the State of California that we are duly authorized to legally bind the Grant recipient to the above described Grant terms and conditions.

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto.

8. Approval Signatures
A. GRANT DIRECTOR B. AUTHORIZING OFFICIAL
NAME:

TITLE:

EMAIL:

PHONE:

ADDRESS:

Scott Smithmatungol
Sergeant
[email protected]
(650) 515-2296
1177 Huntington Avenue
San Bruno, CA 94066
ADDRESS: Ryan Johansen
Chief
[email protected]
(650) 616-7111
1177 Huntington Avenue
San Bruno, CA 94066

(Signature) (Date) (Signature) (Date)
C. FISCAL OFFICIAL D. AUTHORIZING OFFICIAL OF OFFICE OF TRAFFIC SAFETY ADDRESS: Leslie Salazar
Analyst
[email protected]
(650) 616-7110
1177 Huntington Avenue
San Bruno, CA 94066
ADDRESS: Barbara Rooney
Director
[email protected]
(916) 509-3030
2208 Kausen Drive, Suite 300
Elk Grove, CA 95758
(Signature) (Date) (Signature) (Date)
Sgt. Scott Smithmatungol (Nov 12, 2024 08:37 PST)
Sgt. Scott Smithmatungol
Nov 12, 2024
Nov 12, 2024
Ryan Johansen (Nov 20, 2024 04:27 PST)
Nov 20, 2024
Barbara Rooney (Nov 20, 2024 12:41 PST)
Nov 20, 2024
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E. ACCOUNTING OFFICER OF OFFICE OF TRAFFIC SAFETY 9. SAM INFORMATION NAME: Carolyn Vu

SAM #:

REGISTERED
ADDRESS:

CITY:

ZIP+4:

EJVCEFSC4FM6

567 El Camino Real
San Bruno
94066-4247
ADDRESS: 2208 Kausen Drive, Suite 300
Elk Grove, CA 95758

10. PROJECTED EXPENDITURES
FUND CFDA ITEM/APPROPRIATION F.Y. CHAPTER STATUTE PROJECTED

EXPENDITURES
164AL-25.1 20.608 0521-0890-101 2023 12/23 BA/23 $10,980.00 402PT-25.1 20.600 0521-0890-101 2023 12/23 BA/23 $6,674.00 402PT-25 20.600 0521-0890-101 2024 22/24 BA/24 $24,326.00 164AL-25 20.608 0521-0890-101 2024 22/24 BA/24 $40,020.00

AGREEMENT
TOTAL $82,000.00

AMOUNT ENCUMBERED BY THIS DOCUMENT
I CERTIFY upon my own personal knowledge that the budgeted funds for the current budget year are available for the period and purpose of the expenditure stated above.
$82,000.00

PRIOR AMOUNT ENCUMBERED FOR THIS

AGREEMENT
$ 0.00
OTS ACCOUNTING OFFICER’S SIGNATURE DATE SIGNED TOTAL AMOUNT ENCUMBERED TO DATE $82,000.00

Carolyn Vu (Nov 20, 2024 09:56 PST)
Nov 20, 2024

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State of California – Office of Traffic Safety

GRANT AGREEMENT
Schedule A

GRANT NUMBER
PT25220

1. PROBLEM STATEMENT
The City of San Bruno has a population of over 43,000 people living within an area of 5.5 square miles. The daytime population nearly doubles due to several very large commercial businesses, technology campuses, colleges etc. These businesses daytime and nighttime population also significantly increases due to the influx of unhoused community members entering the city via Bay Area Rapid Transit (BART), CalTrain, and San Mateo County Transit District (SamTrans) from major metropolitan cities like San Francisco, Oakland, and San Jose. The BART, CalTrain, and SamTrans transit stations are conveniently located near downtown San Bruno and has created a busy transit corridor with a high volume of vehicle, pedestrian, and bicycle traffic. This busy transit corridor faces the city with many traffic safety challenges, especially during commute times on weekdays. The City also shares its eastern border with the San Francisco International Airport, which results in major travel-related traffic throughout the city.

Additionally, the City has three major Interstates (US-101, I-280 and I-380) that filter traffic into the cities surface streets, along with two major State Routes (SR) SR-82 and SR-35 that run directly through the city.

These major Interstates and State Routes bring a significant volume of traffic through the city, which results in increased traffic safety issues that require constant attention from the San Bruno Police Department.

As our in-house statistics indicate, the scope of the traffic safety problem facing San Bruno is substantial in comparison to cities of similar size. Statistical Data:

August 1, 2023, to August 1, 2024

 Number of reported crashes: 1,512
 Number of persons killed in crash: 0
 Number of injury crashes: 214
 Number of persons injured in crashes: 235
 Number of pedestrians injured in crashes: 12
 Number of DUI arrests: 127
 Number of citations issued: 1,898
To lower the number of victims of vehicle crashes, San Bruno PD has made it a priority to conduct directed enforcement and education. In 2023, the department issued 1,898 citations. By addressing impaired drivers, speeding motorists and drivers that fail to yield to traffic signals and signs, San Bruno PD will make our roads safer for our community. With continued partnership form the Office of Traffic Safety, the San Bruno PD can continue targeted enforcement of unsafe speed, DUI, and traffic signals and signs violations, and will lead to corrected behavior and safer roadways.

2. PERFORMANCE MEASURES
A. Goals:

1. Reduce the number of persons killed in traffic crashes.

2. Reduce the number of persons injured in traffic crashes.

3. Reduce the number of pedestrians killed in traffic crashes.

4. Reduce the number of pedestrians injured in traffic crashes.

5. Reduce the number of bicyclists killed in traffic crashes.

6. Reduce the number of bicyclists injured in traffic crashes.

7. Reduce the number of persons killed in alcohol-involved crashes.

8. Reduce the number of persons injured in alcohol-involved crashes.

9. Reduce the number of persons killed in drug-involved crashes.

10. Reduce the number of persons injured in drug-involved crashes.

11. Reduce the number of persons killed in alcohol/drug combo-involved crashes.

12. Reduce the number of persons injured in alcohol/drug combo-involved crashes.

13. Reduce the number of motorcyclists killed in traffic crashes.

14. Reduce the number of motorcyclists injured in traffic crashes.

15. Reduce hit & run fatal crashes.

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16. Reduce hit & run injury crashes.

17. Reduce nighttime (2100 - 0259 hours) fatal crashes.

18. Reduce nighttime (2100 - 0259 hours) injury crashes.

B. Objectives: Target Number

1. Issue a press release announcing the kick-off of the grant by November 15. The kick-off press releases and media advisories, alerts, and materials must be emailed to the OTS Public Information Officer at [email protected], and copied to your OTS Coordinator, for approval 7 days prior to the issuance date of the release.
1 2. Participate and report data (as required) in the following campaigns; Quarter 1:

National Pedestrian Safety Month, National Walk to School Day, National Teen Driver Safety Week, NHTSA Winter Mobilization; Quarter 3: National Distracted Driving Awareness Month, National Motorcycle Safety Month, National Bicycle Safety Month, National Click it or Ticket Mobilization; Quarter 4: National Speed Prevention Campaigns, NHTSA Summer Mobilization, National Child Passenger Safety Week, and California's Pedestrian Safety Month.
12 3. Develop (by December 31) and/or maintain a “DUI BOLO” program to notify patrol and traffic officers to be on the lookout for identified repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. Updated DUI BOLOs should be distributed to patrol and traffic officers monthly. 12 4. Send law enforcement personnel to the NHTSA Standardized Field Sobriety Testing (SFST) (minimum 16 hours) POST-certified training. 2 5. Send law enforcement personnel to the NHTSA Advanced Roadside Impaired Driving Enforcement (ARIDE) 16 hour POST-certified training. 5 6. Send law enforcement personnel to the Drug Recognition Expert (DRE) training (classroom and field training must be completed).
2 7. Send law enforcement personnel to the DRE Recertification training. 1

8. Send law enforcement personnel to SFST Instructor training. 1

9. Send law enforcement personnel to DRE Instructor training. 1

10. Conduct DUI/DL Checkpoints. A minimum of 1 checkpoint should be conducted during the NHTSA Winter Mobilization and 1 during the Summer Mobilization. To enhance the overall deterrent effect and promote high visibility, it is recommended the grantee issue an advance press release and conduct social media activity for each checkpoint. For combination DUI/DL checkpoints, departments should issue press releases that mention DL's will be checked at the DUI/DL checkpoint. Signs for DUI/DL checkpoints should read "DUI/Driver's License Checkpoint Ahead." OTS does not fund or support independent DL checkpoints. Only on an exception basis and with OTS pre-approval will OTS fund checkpoints that begin prior to 1800 hours. When possible, DUI/DL Checkpoint screeners should be DRE- or ARIDE-trained.
3 11. Conduct DUI Saturation Patrol operation(s). 6

12. Conduct Traffic Enforcement operation(s), including but not limited to, primary crash factor violations.
9 13. Conduct highly publicized Distracted Driving enforcement operation(s) targeting drivers using hand held cell phones and texting.
2 14. Conduct highly publicized pedestrian and/or bicycle enforcement operation(s) in areas or during events with a high number of pedestrian and/or bicycle crashes resulting from violations made by pedestrians, bicyclists, and drivers. 2 15. Conduct Traffic Safety educational presentation(s) with an effort to reach community members. Note: Presentation(s) may include topics such as distracted driving, DUI, speed, bicycle and pedestrian safety, seat belts and child passenger safety.
3 16. Participate in highly visible collaborative DUI Enforcement operations. 2

17. Participate in highly visible collaborative Traffic Enforcement operations. 1

18. Send law enforcement personnel to DUI Checkpoint Planning and Management training.
1 3. METHOD OF PROCEDURE

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A. Phase 1 – Program Preparation (1st Quarter of Grant Year)  The department will develop operational plans to implement the “best practice” strategies outlined in the objectives section.
 All training needed to implement the program should be conducted in the first quarter.  All grant related purchases needed to implement the program should be made in the first quarter.  In order to develop/maintain the “DUI BOLOs,” research will be conducted to identify the “worst of the worst” repeat DUI offenders with a suspended or revoked license as a result of DUI convictions. The DUI BOLO may include the driver’s name, last known address, DOB, description, current license status, and the number of times suspended or revoked for DUI. DUI BOLOs should be updated and distributed to traffic and patrol officers at least monthly.  Implementation of the STEP grant activities will be accomplished by deploying personnel at high crash locations.

Media Requirements:

Issue a press release approved by the OTS PIO announcing the kick-off of the grant by November 15, but no sooner than October 1. The kick-off release must be approved by the OTS PIO and only distributed after the grant is fully signed and executed. If you are unable to meet the November 15 deadline to issue a kick-off press release, communicate reasons to your OTS grant coordinator and OTS PIO.

B. Phase 2 – Program Operations (Throughout Grant Year)  The department will work to create media opportunities throughout the grant period to call attention to the innovative program strategies and outcomes.

Media Requirements

The following requirements are for all grant-related activities:
 Send all media advisories, alerts, videos, graphics, artwork, posters, radio/PSA/video scripts, storyboards, digital and/or print educational materials for grant-related activities to the OTS PIO at [email protected] for approval and copy your OTS grant coordinator. Optimum lead time would be 7 days before the scheduled release but at least 3 business days prior to the scheduled release date for review and approval is appreciated.
 Send all Powerpoint presentations, online presentations and trainings for grant-related activities to the OTS PIO at [email protected] for approval and copy your OTS grant coordinator. Certified training courses are EXEMPT from the approval process.
 The OTS PIO is responsible for the approval of the design and content of materials. The agency understands OTS PIO approval is not authorizing approval of budget expenditure or cost. Any cost approvals must come from the OTS grant coordinator.  Pre-approval is not required when using any OTS-supplied template for media advisories, press releases, social media graphics, videos or posts, or any other OTS-supplied educational material.

However, copy the OTS PIO at [email protected] and your OTS grant coordinator when any material is distributed to the media and public, such as a press release, educational material, or link to social media post. The OTS-supplied kick-off press release templates and any kickoff press releases are an exception to this policy and require prior approval before distribution to the media and public.
 If an OTS-supplied template, educational material, social media graphic, post or video is substantially changed, the changes shall be sent to the OTS PIO at [email protected] for approval and copy to your OTS grant coordinator. Optimum lead time would be 7 days prior to the scheduled release date, but at least 3 business days prior to the scheduled release date for review and approval is appreciated.
 Press releases, social media posts and alerts on platforms such as NextDoor and Nixle reporting immediate and time-sensitive grant activities (e.g. enforcement operations, day of event highlights or announcements, event invites) are exempt from the OTS PIO approval process. The OTS PIO and your OTS grant coordinator should still be notified when the grant-related activity is happening (e.g. car seat checks, bicycle rodeos, community presentations, DUI checkpoints, etc.).
 Enforcement activities such as warrant and probation sweeps, court stings, etc. that are embargoed or could impact operations by publicizing in advance are exempt from the PIO

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approval process. However, announcements and results of activities should still be copied to the OTS PIO at [email protected] and your OTS grant coordinator with embargoed date and time or with “INTERNAL ONLY: DO NOT RELEASE” message in subject line of email.  Any earned or paid media campaigns for TV, radio, digital or social media that are part of a specific grant objective, using OTS grant funds, or designed and developed using contractual services by a subgrantee, requires prior approval. Please send to the OTS PIO at [email protected] for approval and copy your grant coordinator at least 3 business days prior to the scheduled release date.
 Social media posts highlighting state or national traffic safety campaigns (Distracted Driving Month, Motorcycle Safety Awareness Month, etc.), enforcement operations (DUI checkpoints, etc.), or any other grant-related activity such as Bicycle rodeos, presentations, or events, are highly encouraged but do not require prior approval.
 Submit a draft or rough-cut of all digital, printed, recorded or video material (brochures, posters, scripts, artwork, trailer graphics, digital graphics, social posts connected to an earned or paid media campaign grant objective) to the OTS PIO at [email protected] and copy your OTS grant coordinator for approval prior to the production or duplication.  Use the following standard language in all press, media, and printed materials, space permitting:

Funding for this program was provided by a grant from the California Office of Traffic Safety, through the National Highway Traffic Safety Administration.  Space permitting, include the OTS logo on all grant-funded print materials, graphics and paid or earned social media campaign grant objective; consult your OTS grant coordinator for specifics, format-appropriate logos, or if space does not permit the use of the OTS logo.  Email the OTS PIO at [email protected] and copy your OTS grant coordinator at least 21 days in advance, or when first confirmed, a short description of any significant grant-related traffic safety event or program, particularly events that are highly publicized beforehand with anticipated media coverage so OTS has sufficient notice to arrange for attendance and/or participation in the event.

If unable to attend, email the OTS PIO and coordinator brief highlights and/or results, including any media coverage (broadcast, digital, print) of event within 7 days following significant grant- related event or program. Media and program highlights are to be reflected in QPRs.  Any press releases, work plans, scripts, storyboards, artwork, graphics, videos or any educational or informational materials that received OTS PIO approval in a prior grant year needs to be resubmitted for approval in the current grant year.  For additional guidance, refer to the OTS Grants Materials Approval Process Guidelines and OTS Grants Media Approval Process FAQs on the OTS website.  Contact the OTS PIO or your OTS grant coordinator for consultation when changes from any of the above requirements might be warranted.

C. Phase 3 – Data Collection & Reporting (Throughout Grant Year)

1. Prepare and submit grant claim invoices (due January 30, April 30, July 30, and October 30)

2. Prepare and submit Quarterly Performance Reports (QPR) (due January 30, April 30, July 30, and October 30)
 Collect and report quarterly, appropriate data that supports the progress of goals and objectives.  Provide a brief list of activity conducted, procurement of grant-funded items, and significant media activities. Include status of grant-funded personnel, status of contracts, challenges, or special accomplishments.
 Provide a brief summary of quarterly accomplishments and explanations for objectives not completed or plans for upcoming activities.
 Collect, analyze and report statistical data relating to the grant goals and objectives.

4. METHOD OF EVALUATION
Using the data compiled during the grant, the Grant Director will complete the “Final Evaluation” section in the fourth/final Quarterly Performance Report (QPR). The Final Evaluation should provide a brief summary of the grant’s accomplishments, challenges and significant activities. This narrative should also include whether goals and objectives were met, exceeded, or an explanation of why objectives were not completed.

5. ADMINISTRATIVE SUPPORT
This program has full administrative support, and every effort will be made to continue the grant activities after grant conclusion.

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State of California – Office of Traffic Safety

GRANT AGREEMENT
Schedule B

GRANT NUMBER
PT25220

FUND NUMBER CATALOG

NUMBER (CFDA)

FUND DESCRIPTION TOTAL AMOUNT
402PT-25 20.600 State and Community Highway
Safety
$31,000.00
164AL-25 20.608 Minimum Penalties for Repeat
Offenders for Driving While
Intoxicated
$51,000.00

COST CATEGORY FUND
NUMBER

UNIT COST OR
RATE

UNITS TOTAL COST TO
GRANT
A. PERSONNEL COSTS

Straight Time
$0.00
Overtime
DUI/DL Checkpoints 164AL-25 $11,775.00 3 $35,325.00
DUI Saturation Patrols 164AL-25 $1,700.00 6 $10,200.00
Collaborative DUI Enforcement 164AL-25 $1,675.00 2 $3,350.00 Traffic Enforcement 402PT-25 $1,700.00 9 $15,300.00
Distracted Driving 402PT-25 $1,700.00 2 $3,400.00
Pedestrian and Bicycle Enforcement 402PT-25 $1,700.00 2 $3,400.00 Collaborative Traffic Enforcement 402PT-25 $1,600.00 1 $1,600.00 Traffic Safety Educational Presentations 402PT-25 $750.00 3 $2,250.00 Category Sub-Total $74,825.00
B. TRAVEL EXPENSES
In State Travel 402PT-25 $5,050.00 1 $5,050.00
$0.00
Category Sub-Total $5,050.00
C. CONTRACTUAL SERVICES
$0.00
Category Sub-Total $0.00
D. EQUIPMENT
$0.00
Category Sub-Total $0.00
E. OTHER DIRECT COSTS
DUI Checkpoint Supplies 164AL-25 $2,125.00 1 $2,125.00
Category Sub-Total $2,125.00
F. INDIRECT COSTS
$0.00
Category Sub-Total $0.00
GRANT TOTAL $82,000.00

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State of California – Office of Traffic Safety

GRANT AGREEMENT
Schedule B-1

GRANT NUMBER
PT25220

BUDGET NARRATIVE

PERSONNEL COSTS
DUI/DL Checkpoints - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

DUI Saturation Patrols - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Collaborative DUI Enforcement - Overtime for grant funded Collaborative DUI Enforcement operations conducted by appropriate department personnel
Traffic Enforcement - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Distracted Driving - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Pedestrian and Bicycle Enforcement - Overtime for grant funded law enforcement operations conducted by appropriate department personnel.

Collaborative Traffic Enforcement - Overtime for grant funded Collaborative Traffic Enforcement operations conducted by appropriate department personnel
Traffic Safety Educational Presentations - Overtime for grant funded traffic safety educational presentations conducted by appropriate department personnel.

TRAVEL EXPENSES
In State Travel - Costs are included for appropriate staff to attend conferences and training events supporting the grant goals and objectives and/or traffic safety. Local mileage for grant activities and meetings is included. Anticipated travel may include Lifesavers in Long Beach and the OTS Traffic Safety Law Enforcement Forum. All conferences, seminars or training not specifically identified in the Budget Narrative must be approved by OTS. All travel claimed must be at the agency approved rate. Per Diem may not be claimed for meals provided at conferences when registration fees are paid with OTS grant funds.

CONTRACTUAL SERVICES
-

EQUIPMENT
-

OTHER DIRECT COSTS
DUI Checkpoint Supplies - On-scene supplies needed to conduct sobriety checkpoints. Costs may include 28" traffic cones, MUTCD compliant traffic signs, MUTCD compliant high visibility vests (maximum of 10), traffic counters (maximum of 2), generator, gas for generators, lighting, reflective banners, electronic flares, PAS Device/Calibration Supplies, heater, propane for heaters, fan, anti-fatigue mats, and canopies.

Additional items may be purchased if approved by OTS. The cost of food and beverages will not be reimbursed. Each item must have a unit cost of less than $5,000 (including tax and shipping).

INDIRECT COSTS
-

STATEMENTS/DISCLAIMERS
There will be no program income generated from this grant.

Nothing in this “agreement” shall be interpreted as a requirement, formal or informal, that a particular law enforcement officer issue a specified or predetermined number of citations in pursuance of the goals and objectives here under.

The OTS grant funded activities must be separate from the CHP Cannabis Tax Fund Grant Program activities and maintained under separate accounting/tracking/other codes (example: the same DUI checkpoint may not be funded by both the CHP and the OTS).

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State of California – Office of Traffic Safety

GRANT AGREEMENT
Exhibit A

GRANT NUMBER
PT25220

Certifications and Assurances for Fiscal Year 2024 Highway Safety Grants (23 U.S.C. Chapter 4 or Section 1906, Public Law 109-59, as amended by Section 25024, Public Law 117-58)

The officials named on the grant agreement, certify by way of signature on th e grant agreement signature page, that the Grantee Agency complies with all applicable Federal statutes, regulations, and directives and State rules, guidelines, policies, and laws in effect with respect to the periods for which it receives grant funding. Applicable provisions include, but are not limited to, the following:

GENERAL REQUIREMENTS
The State will comply with applicable statutes and regulations, including but not limited to:

 23 U.S.C. Chapter 4—Highway Safety Act of 1966, as amended;  Sec. 1906, Public Law 109-59, as amended by Sec. 25024, Public Law 117-58;  23 CFR part 1300—Uniform Procedures for State Highway Safety Grant Programs;  2 CFR part 200—Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards;  2 CFR part 1201—Department of Transportation, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards.

NONDISCRIMINATION
(applies to all subrecipients as well as States)
The State highway safety agency [and its subrecipients] will comply with all Federal statutes and implementing regulations relating to nondiscrimination (“Federal Nondiscrimination Authorities”). These include but are not limited to:

 Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin);
 49 CFR part 21 (entitled Non-discrimination in Federally -Assisted Programs of the Department of Transportation— Effectuation of Title VI of the Civil Rights Act of 1964);  28 CFR 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964);  The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);  Federal-Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), and Title IX of the Education Amendments of 1972, as amended (20 U.S.C. 1681-1683 and 1685-1686) (prohibit discrimination on the basis of sex);  Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as amended, (prohibits discrimination on the basis of disability) and 49 CFR part 27;
 The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits discrimination on the basis of age);
 The Civil Rights Restoration Act of 1987, (Pub. L. 100-209), (broadens scope, coverage, and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal aid recipients, subrecipients and contractors, whether such programs or activities are Federally-funded or not);  Titles II and III of the Americans with Disabilities Act (42 U.S.C. 12131-12189) (prohibits discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing) and 49 CFR parts 37 and 38;
 Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations (preventing discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations);
 Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency (requiring that recipients of Federal financial assistance provide meaningful access for applicants and beneficiaries who have limited English proficiency (LEP));
 Executive Order 13985, Advancing Racial Equity and Support for Underserved Communities through the Federal Government (advancing equity across the Federal Government); and  Executive Order 13988, Preventing and Combating Discrimination on the Basis of Gender Identity or Sexual Orientation (clarifying that sex discrimination includes discrimination on the grounds of gender identity or sexual orientation).

The preceding statutory and regulatory cites hereinafter are referred to as the “Acts” and “Regulations,” respectively.

GENERAL ASSURANCES

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In accordance with the Acts, the Regulations, and other pertinent directives, circulars, policy, memoranda, and/or guidance, the Recipient hereby gives assurance that it will promptly take any measures necessary to ensure that:

“No person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity, for which the Recipient receives Federal financial assistance from DOT, including NHTSA.”

The Civil Rights Restoration Act of 1987 clarified the original intent of Congress, with respect to Title VI of the Civil Rights Act of 1964 and other non-discrimination requirements (the Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973), by restoring the broad, institutional-wide scope and coverage of these nondiscrimination statutes and requirements to include all programs and activities of the Recipient, so long as any portion of the program is Federally assisted.

SPECIFIC ASSURANCES
More specifically, and without limiting the above general Assurance, the Recipient agrees wi th and gives the following Assurances with respect to its Federally assisted Highway Safety Grant Program:

1. The Recipient agrees that each “activity,” “facility,” or “program,” as defined in 49 CFR part 21 will be (with regard to an “activity”) facilitated, or will be (with regard to a “facility”) operated, or will be (with regard to a “program”) conducted in compliance with all requirements imposed by, or pursuant to the Acts and the Regulations.

2. The Recipient will insert the following notification in all solicitations for bids, Requests For Proposals for work, or material subject to the Acts and the Regulations made in connection with all Highway Safety Grant Programs and, in adapted form, in all proposals for negotiated agreements regardless of funding source:
“The [name of Recipient], in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award.”

3. The Recipient will insert the clauses of appendix A and E of this Assurance (also referred in every contract or agreement subject to the Acts and the Regulations.

4. The Recipient will insert the clauses of appendix B of DOT Order 1050.2A, as a covenant running with the land, in any deed from the United States effecting or recording a transfer of real property, structures, use, or improvements thereon or interest therein to a Recipient.

5. That where the Recipient receives Federal financial assistance to construct a facility, or part of a facility, the Assurance will extend to the entire facility and facilities operated in connection therewith.

6. That where the Recipient receives Federal financial assistance in the form of, or for the acquisition of, real property or an interest in real property, the Assurance will extend to rights to space on, over, or under such property.

7. That the Recipient will include the clauses set forth in appendix C and appendix D of this DOT Order 1050.2A, as a covenant running with the land, in any future deeds, leases, licenses, permits, or similar instruments entered into by the Recipient with other parties:
a. for the subsequent transfer of real property acquired or improved under the applicable activity, project, or program; and
b. for the construction or use of, or access to, space on, over, or under real property acquired or improved under the applicable activity, project, or program.

8. That this Assurance obligates the Recipient for the period during which Federal financial assistance is extended to the program, except where the Federal financial assistance is to provide, or is in the form of, personal property, or real property, or interest therein, or structures or improvements thereon, in which case the Assurance obligates the Recipient, or any transferee for the longer of the following periods:
a. the period during which the property is used for a purpose for which the Federa l financial assistance is extended, or for another purpose involving the provision of similar services or benefits; or b. the period during which the Recipient retains ownership or possession of the property.

9. The Recipient will provide for such methods of administration for the program as are found by the Secretary of Transportation or the official to whom he/she delegates specific authority to give reasonable guarantee that it, other recipients, sub-recipients, sub- grantees, contractors, subcontractors, consultants, transferees, successors in interest, and other participants of Federal financial assistance under such program will comply with all requirements imposed or pursuant to the Acts, the Regulations, and this Assurance.

10. The Recipient agrees that the United States has a right to seek judicial enforcement with regard to any matter arising under the Acts, the Regulations, and this Assurance.

By signing this ASSURANCE, the State highway safety agency also agrees to comply (and require any sub -recipients, sub-grantees, contractors, successors, transferees, and/or assignees to comply) with all applicable provisions governing NHTSA's access to records, accounts, documents, information, facilities, and staff. You also recognize that you must comply with any program or compliance reviews, and/or complaint investigations conducted by NHTSA. You must keep records, reports, and submit the material for revi ew

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upon request to NHTSA, or its designee in a timely, complete, and accurate way. Additionally, you must com ply with all other reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance.

The State highway safety agency gives this ASSURANCE in consideration of and for obtaining any Federal grants, loans, contrac ts, agreements, property, and/or discounts, or other Federal-aid and Federal financial assistance extended after the date hereof to the recipients by the U.S. Department of Transportation under the Highway Safety Grant Program. This ASSURANCE is binding on the State highway safety agency, other recipients, sub-recipients, sub-grantees, contractors, subcontractors and their subcontractors', transferees, successors in interest, and any other participants in the Highway Safety Grant Program. The person(s) sign ing below is/are authorized to sign this ASSURANCE on behalf of the Recipient.

THE DRUG-FREE WORKPLACE ACT OF 1988 (41 U.S.C. 8103)
The Subgrantee will provide a drug-free workplace by:
a. Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the grantee's workplace, and specifying the actions that will be taken against employees for violation of such prohibition;
b. Establishing a drug-free awareness program to inform employees about:

1. The dangers of drug abuse in the workplace;

2. The grantee's policy of maintaining a drug-free workplace;

3. Any available drug counseling, rehabilitation, and employee assistance programs;

4. The penalties that may be imposed upon employees for drug violations occurring in the workplace;

5. Making it a requirement that each employee engaged in the performance of the grant be given a copy of the statement required by paragraph (a);
c. Notifying the employee in the statement required by paragraph (a) that, as a condition of employment under the grant, the employee will—

1. Abide by the terms of the statement;

2. Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction;
d. Notifying the agency within ten days after receiving notice under subparagraph (c)(2) from an employee or otherwise receiving actual notice of such conviction;
e. Taking one of the following actions, within 30 days of receiving notice under subparagraph (c)(2), with respect to any employee who is so convicted—

1. Taking appropriate personnel action against such an employee, up to and including termination;

2. Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; f. Making a good faith effort to continue to maintain a drug-free workplace through implementation of all of the paragraphs above.

POLITICAL ACTIVITY (HATCH ACT)
(applies to all subrecipients as well as States)
The State will comply with provisions of the Hatch Act (5 U.S.C. 1501-1508), which limits the political activities of employees whose principal employment activities are funded in whole or in part with Federal funds.

CERTIFICATION REGARDING FEDERAL LOBBYING
(applies to all subrecipients as well as States)

CERTIFICATION FOR CONTRACTS, GRANTS, LOANS, AND COOPERATIVE AGREEMENTS

The undersigned certifies, to the best of his or her knowledge and belief, that:

1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, a n officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement;

2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions;

3. The undersigned shall require that the language of this certification be included in the award documents for all sub - awards at all tiers (including subcontracts, subgrants, and contracts under grant, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.

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This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

RESTRICTION ON STATE LOBBYING
(applies to subrecipients as well as States)

None of the funds under this program will be used for any activity specifically designed to urge or influence a State or local legislator to favor or oppose the adoption of any specific legislative proposal pending before any State or local legislative body. Such activities include both direct and indirect (e.g., “grassroots”) lobbying activities, with one exception. This does not preclude a State official whose salary is supported with NHTSA funds from engaging in direct communications with State or local legislative officials, in accordance with customary State practice, even if such communications urge legislative officials to favor or oppose the adoption of a specific pending legislative proposal.

CERTIFICATION REGARDING DEBARMENT AND SUSPENSION
(applies to all subrecipients as well as States)

INSTRUCTIONS FOR PRIMARY TIER PARTICIPANT CERTIFICATION (STATES)

1. By signing and submitting this proposal, the prospective primary tier participant is providing the certification set out below and agrees to comply with the requirements of 2 CFR parts 180 and 1200.

2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective primary tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary tier participant to furnish a certification or an explanation shall disqualify such person from participation in this transaction.

3. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. If it is later determined that the prospective primary tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default or may pursue suspension or debarment.

4. The prospective primary tier participant shall provide immediate written notice to the department or agency to which this proposal is submitted if at any time the prospective primary tier participant learns its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

5. The terms covered transaction, civil judgment, debarment, suspension, ineligible, participant, person, principal, and voluntarily excluded, as used in this clause, are defined in 2 CFR parts 180 and 1200. You may contact the department or agency to which this proposal is being submitted for assistance in obtaining a copy of those regulations.

6. The prospective primary tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction.

7. The prospective primary tier participant further agrees by submitting this proposal that it will include the clause titled “Instructions for Lower Tier Participant Certification” including the “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion—Lower Tier Covered Transaction,” provided by the department or agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lowe r tier covered transactions and will require lower tier participants to comply with 2 CFR parts 180 and 1200.

8. A participant in a covered transaction may rely upon a certification of a prospective par ticipant in a lower tier covered transaction that it is not proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any prospective lower tier participants, each participant may, but is not required to, check the System for Award Management Exclusions website (https://www.sam.gov/).

9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

10. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate the transaction for cause or default.

CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS —

PRIMARY TIER COVERED TRANSACTIONS

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1. The prospective primary tier participant certifies to the best of its knowledge and belief, that it and its principals:
a. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency; b. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; c. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and
d. Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State, or local) terminated for cause or default.

2. Where the prospective primary tier participant is unable to certify to any of the Statements in this certification, such prospective participant shall attach an explanation to this proposal.

INSTRUCTIONS FOR LOWER TIER PARTICIPANT CERTIFICATION

1. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below and agrees to comply with the requirements of 2 CFR parts 180 and 1200.

2. The certification in this clause is a material representation of fact upon which reliance w as placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension or debarment.

3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

4. The terms covered transaction, civil judgment, debarment, suspension, ineligible, participant, per son, principal, and voluntarily excluded, as used in this clause, are defined in 2 CFR parts 180 and 1200. You may contact the person to whom this proposal is submitted for assistance in obtaining a copy of those regulations.

5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated.

6. The prospective lower tier participant further agrees by submitting this proposal that it will include the clause titled “Instructions for Lower Tier Participant Certification” including the “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion—Lower Tier Covered Transaction,” without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions and will require lower tier participants to comply with 2 CFR parts 180 and 1200.

7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not proposed for debarment under 48 CFR part 9, subpart 9.4, debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any prospective lower tier participants, each participant may, but is not required to, check the System for Award Management Exclusions website ( https://www.sam.gov/).

8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is proposed for debarment under 48 CFR part 9, subpart 9.4, suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension or debarment.

CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION —

LOWER TIER COVERED TRANSACTIONS

1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is prese ntly debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency.

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2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal.

BUY AMERICA
(applies to subrecipients as well as States)

The State and each subrecipient will comply with the Buy America requirement (23 U.S.C. 313) when purchasing items using Federal funds. Buy America requires a State, or subrecipient, to purchase with Federal funds only steel, iron and manufacture d products produced in the United States, unless the Secretary of Transportation determines that such domestically produced items would be inconsistent with the public interest, that such materials are not reasonably available and of a satisfactory qualit y, or that inclusion of domestic materials will increase the cost of the overall project contract by more than 25 percent. In order to use Federal funds to purchase foreign produced items, the State must submit a waiver request that provides an adequate basis and justific ation for approval by the Secretary of Transportation.

CERTIFICATION ON CONFLICT OF INTEREST
(applies to subrecipients as well as States)

GENERAL REQUIREMENTS

No employee, officer, or agent of a State or its subrecipient who is authorized in an official capacity to negotiate, make, a ccept, or approve, or to take part in negotiating, making, accepting, or approving any subaward, including contracts or subcontracts, in connection with this grant shall have, directly or indirectly, any financial or personal interest in any such subaward. Such a financial or personal interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of the parties indicated herein, has a financial or personal inter est in or a tangible personal benefit from an entity considered for a subaward. Based on this policy:

1. The recipient shall maintain a written code or standards of conduct that provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents. a. The code or standards shall provide that the recipient's officers, employees, or agents may neither solicit nor accept gratuities, favors, or anything of monetary value from present or potential subawardees, including contractors or parties to subcontracts.
b. The code or standards shall establish penalties, sanctions, or other disciplinary actions for violations, as permitted by State or local law or regulations.

2. The recipient shall maintain responsibility to enforce the requirements of the written code or standards of conduct.

DISCLOSURE REQUIREMENTS

No State or its subrecipient, including its officers, employees, or agents, shall perform or continue to perform under a gran t or cooperative agreement, whose objectivity may be impaired because of an y related past, present, or currently planned interest, financial or otherwise, in organizations regulated by NHTSA or in organizations whose interests may be substantially affected by NHTSA activities. Based on this policy:

1. The recipient shall disclose any conflict of interest identified as soon as reasonably possible, making an immediate and full disclosure in writing to NHTSA. The disclosure shall include a description of the action which the recipient has taken or proposes to take to avoid or mitigate such conflict.

2. NHTSA will review the disclosure and may require additional relevant information from the recipient. If a conflict of interest is found to exist, NHTSA may (a) terminate the award, or (b) determine that it is otherwise in the best interest of NHTSA to continue the award and include appropriate provisions to mitigate or avoid such conflict.

3. Conflicts of interest that require disclosure include all past, present, or currently planned organizational, financial, contractual, or other interest(s) with an organization regulated by NHTSA or with an organization whose interests may be substantially affected by NHTSA activities, and which are related to this award. The interest(s) that require disclosure include those of any recipient, affiliate, proposed consultant, proposed subcontractor, and key personnel of any of the above. Past interest shall be limited to within one year of the date of award. Key personnel shall include any person owning more than a 20 percent interest in a recipient, and the officers, employees or agents of a recipient who are responsible for making a decision or taking an action under an award where the decision or action can have an economic or other impact on the interests of a regulated or affected organization.

PROHIBITION ON USING GRANT FUNDS TO CHECK FOR HELMET USAGE (applies to all subrecipients as well as States)
The State and each subrecipient will not use 23 U.S.C. Chapter 4 grant funds for programs to check helmet usage or to create checkpoints that specifically target motorcyclists.

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POLICY ON SEAT BELT USE
In accordance with Executive Order 13043, Increasing Seat Belt Use in the United States, dated April 16, 1997, the Grantee is encouraged to adopt and enforce on-the-job seat belt use policies and programs for its employees when operating company-owned, rented, or personally-owned vehicles. The National Highway Traffic Safety Administration (NHTSA) is responsible for providing leadership and guidance in support of this Presidential initiative. For information and resources on traffic safety programs and policies for employers, please contact the Network of Employers for Traffic Safety (NETS), a public-private partnership dedicated to improving the traffic safety practices of employers and employees. You can download information on seat belt programs, costs of motor vehicle crashes to employers, and other traffic safety initiatives at www.trafficsafety.org. The NHTSA website (www.nhtsa.gov) also provides information on statistics, campaigns, and program evaluations and references.

POLICY ON BANNING TEXT MESSAGING WHILE DRIVING
In accordance with Executive Order 13513, Federal Leadership On Reducing Text Mes saging While Driving, and DOT Order 3902.10, Text Messaging While Driving, States are encouraged to adopt and enforce workplace safety policies to decrease crashes caused by distracted driving, including policies to ban text messaging while driving company- owned or rented vehicles, Government-owned, leased or rented vehicles, or privately-owned vehicles when on official Government business or when performing any work on or behalf of the Government. States are also encouraged to conduct workplace safety initiatives in a manner commensurate with the size of the business, such as establishment of new rules and programs or re-evaluation of existing programs to prohibit text messaging while driving, and education, awareness, and other outreach to employees about the safety risks associated with texting while driving.

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INSTRUCTIONS FOR ADDING OR UPDATING GEMS USERS

1. Each agency is allowed a total of FIVE (5) GEMS Users.

2. GEMS Users listed on this form will be authorized to login to GEMS to complete and submit Quarterly Performance Reports (QPRs) and reimbursement claims.

3. Complete the form if adding, removing or editing a GEMS user(s).

4. The Grant Director must sign this form and return it with the Grant Agreement.

CURRENT GEMS USER(S)

1. Colin Page
Title: Detective Sergeant Media Contact: Yes
Phone: (650) 616-7100
Email: [email protected]

2. Ed Rios
Title: Traffic Sergeant Media Contact: Yes
Phone: (650) 616-7128
Email: [email protected]

3. Scott Smithmatungol
Title: Sergeant Media Contact: Yes
Phone: (650) 515-2296
Email: [email protected]

State of California – Office of Traffic Safety
OTS-55 Grant Electronic Management System (GEMS) Access Exhibit C

GRANT NUMBER
PT25220

GRANT DETAILS
Grant Number: PT25220
Agency Name: San Bruno Police Department
Grant Title: Selective Traffic Enforcement Program (STEP) Agreement Total: $82,000.00
Authorizing Official: Ryan Johansen
Fiscal Official: Leslie Salazar
Grant Director: Scott Smithmatungol

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Complete the below information if adding, removing or editing a GEMS user(s)

GEMS User 1
Add/Change {{[]c11_es_:signer1}} Remove Access {{[] c12_es_:signer1}}

Add as a media contact? Yes {{[]c1_es_:signer1}} No{{[]c2_es_:signer1}} {{UserName1_es_:signer1 }} {{UserTitle1_es_:signer1 }} Name Job Title
{{UserEmail1_es_:signer1 }} {{UserPhone1_es_:signer1 }} Email address Phone number
GEMS User 2
Add/Change {{[]c13_es_:signer1}} Remove Access {{[]c14_es_:signer1}}

Add as a media contact? Yes {{[]c3_es_:signer1}}No {{[]c4_es_:signer1}} {{UserName2_es_:signer1 }} {{UserTitle2_es_:signer1 }} Name Job Title
{{UserEmail2_es_:signer1 }} {{UserPhone2_es_:signer1 }} Email address Phone number
GEMS User 3
Add/Change {{[]c15_es_:signer1}} Remove Access {{[]c16_es_:signer1}}

Add as a media contact? Yes {{[]c5_es_:signer1}}No {{[]c6_es_:signer1}} {{UserName3_es_:signer1 }} {{UserTitle3_es_:signer1 }} Name Job Title
{{UserEmail3_es_:signer1 }} {{UserPhone3_es_:signer1 }} Email address Phone number
GEMS User 4
Add/Change {{[]c17_es_:signer1}} Remove Access {{[]c18_es_:signer1}}

Add as a media contact? Yes {{[]c8_es_:signer1}}No {{[]c7_es_:signer1}} {{UserName4_es_:signer1 }} {{UserTitle4_es_:signer1 }}

Name

Job Title
{{UserEmail4_es_:signer1 }} {{UserPhone4_es_:signer1 }} Email address Phone number
GEMS User 5
Add/Change {{[]c19_es_:signer1}} Remove Access {{[]c20_es_:signer1}}

Add as a media contact? Yes {{[]c9_es_:signer1}}No {{[]c10_es_:signer1}} {{UserName5_es_:signer1 }} {{UserTitle5_es_:signer1 }} Name Job Title
{{UserEmail5_es_:signer1 }} {{UserPhone5_es_:signer1 }}

Email address

Phone number
Form completed by: {{Sig_es_:signer1:signature}} Date: {{Dte1_es_:signer1:date}}

As a signatory I hereby authorize the listed individual(s) to represent and have GEMS user access. {{Sig_es_:signer2:signature}} {{Name1_es_:signer2:fullname }} Signature Name
{{Dte2_es_:signer2:date}} Grant Director
Date Title

Scott Smithmatungol (Nov 12, 2024 08:36 PST)
✔
Ed Rios
Traffic Sergeant
[email protected]
650-616-7128
Nov 12, 2024
Sgt. Scott Smithmatungol (Nov 12, 2024 08:37 PST)
Sgt. Scott Smithmatungol
Sgt. Scott Smithmatungol
Nov 12, 2024

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Grant Agreement - PT25220
Final Audit Report 2024-11-20
Created: 2024-11-12
By: Linda Tomasello ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAAhIgXtX2gbQgKtfsyxEj6Gmfafa_-0oWw "Grant Agreement - PT25220" History
Document created by Linda Tomasello ([email protected]) 2024-11-12 - 1:09:38 AM GMT
Document emailed to Scott Smithmatungol ([email protected]) for signature 2024-11-12 - 1:09:46 AM GMT
Email viewed by Scott Smithmatungol ([email protected]) 2024-11-12 - 1:34:28 AM GMT
Document e-signed by Scott Smithmatungol ([email protected]) Signature Date: 2024-11-12 - 4:36:18 PM GMT - Time Source: server Document emailed to [email protected] for signature 2024-11-12 - 4:36:20 PM GMT
Email viewed by [email protected]
2024-11-12 - 4:36:32 PM GMT
Signer [email protected] entered name at signing as Sgt. Scott Smithmatungol 2024-11-12 - 4:37:03 PM GMT
Document e-signed by Sgt. Scott Smithmatungol ([email protected]) Signature Date: 2024-11-12 - 4:37:05 PM GMT - Time Source: server Document emailed to Leslie Salazar ([email protected]) for signature 2024-11-12 - 4:37:07 PM GMT
Email viewed by Leslie Salazar ([email protected]) 2024-11-12 - 7:01:54 PM GMT
Document e-signed by Leslie Salazar ([email protected]) Signature Date: 2024-11-12 - 7:02:20 PM GMT - Time Source: server

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Document emailed to [email protected] for signature 2024-11-12 - 7:02:22 PM GMT
Email viewed by [email protected]
2024-11-20 - 12:26:28 PM GMT
Signer [email protected] entered name at signing as Ryan Johansen 2024-11-20 - 12:27:06 PM GMT
Document e-signed by Ryan Johansen ([email protected]) Signature Date: 2024-11-20 - 12:27:08 PM GMT - Time Source: server Document emailed to Carolyn Vu ([email protected]) for signature 2024-11-20 - 12:27:10 PM GMT
Email viewed by Carolyn Vu ([email protected])
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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Nick Pegueros, Administrative Services Director & CFO SUBJECT: Consider Adoption of a Resolution Accepting the Annual Report of Development Impact Fees (DIF) and Capacity Charges for Fiscal Year Ended June 30, 2024
BACKGROUND:

Cities and counties typically charge fees on new development to fund public improvements to mitigate the impact of development activity. These fees are commonly known as development impact fees. In 1989, the State Legislature passed AB1600, which added Sections 66000 et seq. to the California Government Code, commonly known as the Mitigation Fee Act.

As required by law, these fees are segregated from the general fund and accounted for in special revenue funds. Government Code Section 66006 requires that the City make available to the public information regarding development impact fees for each fund within 180 days after the end of each fiscal year including the following:

1. A brief description of the fee and the fund into which the fee was deposited;

2. The amount of the fee;

3. The associated fund’s beginning and ending balances for the fiscal year;

4. The total amount of fees collected and interest earned;

5. Identification of each public improvement on which fees were expended and the amount of the expenditure on each improvement, including the total percentage of the cost of the public improvement that was funded with fees;

6. Identification of: (i) an approximate date by which the construction of a public improvement will commence, if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, (ii) each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report, and (iii) for a project identified pursuant to clause (ii) for which construction did not commence by the approximate date provided in the previous report, the reason for the delay and a revised approximate date that the local agency will commence construction;

7. Description of each interfund transfer or loan made from the account or fund, including the public improvement on which the loaned funds will be expended, and in the case of an interfund loan, the date on which the loan will be repaid and the rate of interest that the account or fund will receive on the loan; and

8. Amount of any refunds made due to inability to expend fees within the required time frame.
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Item 6g.

Honorable Mayor and Members of the City Council
January 28, 2025

Further, the Government Code Section 66001 requires that for the fifth fiscal year following the first deposit of such fees, and every five years thereafter, the City must make all of the following findings with respect to that portion of the account or fund remaining unexpended, whether committed or uncommitted:

1. Identify the purpose to which the fee is to be put.

2. Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

3. Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements.

4. Designate the approximate dates on which the funding is expected to be deposited into the appropriate account or fund.

Findings describing the continuing need for impact fees be made every five years specifying the intended use of any unexpended impact fees, regardless of whether the fees are committed or uncommitted. Failure to make such findings subjects the City to go through a refunding procedure. This report also meets the five-year reporting requirements to comply with Section 66001.

DISCUSSION:

The City levies seven impact fees and two capacity charges (DIF) subject to California Government Code §§ 66000-66025 (Mitigation Fee Act or AB1600), which are listed in Table 1 below. Impact fees are levied to mitigate cost impacts that development projects have on existing City facilities and infrastructure. By levying an impact fee or charge, the City intends to collect sufficient fees over time so that the infrastructure impacted may be expanded or enhanced to accommodate the development. Capacity charges are imposed to pay for facilities in existence, at the time the charge is imposed, or charges for new facilities to be acquired or constructed in the future that are of proportional benefit to the person or property being charged.

City staff recommend the City Council review the annual report, Exhibit 1 to the Resolution (Attachment A), on the status of the seven impact fees and two capacity charges subject to AB1600 annual reporting requirements summarized in Table 1. The annual report provides all information required under the Government Code.

City staff also recommend that the City Council adopt a resolution finding that:

1. The City’s development impact fees listed in Table 1 are collected to mitigate direct and indirect impacts from development;

2. These fees are expended in a timely manner to fund continued improvements to public facilities related to the increased demand of the facilities resulting from development;

3. There is a reasonable relationship between these impact fees and their purpose; and

4. These impact fees continue to be required to fund applicable improvements, and as such, these fees will continue to be collected and deposited into the appropriate funds for utilization solely for their intended purpose.

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Honorable Mayor and Members of the City Council
January 28, 2025

Table 1. 2023-24 Impact Fee and Capacity Charges Summary Wastewater/Sewer Capacity Charges
Capacity charges are imposed to pay for facilities in existence at the time the charge is imposed, or charges for new facilities to be acquired or constructed in the future that are of proportional benefit to the person or property being charged. The City’s capacity charge studies have identified that approximately ten percent (10%) of a wastewater capital improvement program project is attributable to future capacity demands. The negative capacity charge balance is representative of investment in wastewater capital and capacity that will benefit future development. The deficit will decrease as the capacity is required for future development.

Public Review and Notice of City Council Consideration
The Government Code requires that the Annual Report be available for public review by 180 days following the end of the fiscal year. City staff posted the report to the website, Exhibit A of Attachment 1, on December 16, 2024. In addition, three parties have requested a 15-day notice of City Council consideration of development fees, which staff has also applied to the Annual Report. City staff mailed notice of the City Council’s consideration of the report and a copy of the Annual Report to the requesting parties on December 17, 2024.

FISCAL IMPACT:

This report fulfills the City’s reporting requirement and has no fiscal impact.

ENVIRONMENTAL IMPACT:

This report does not include approval of any activity that has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment, and is excluded from the definition of a “project” under Section 15378 of the State CEQA Guidelines.

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Honorable Mayor and Members of the City Council
January 28, 2025

RECOMMENDATION:

Consider Adoption of a Resolution Accepting the Annual Report of Development Impact Fees (DIF) and Capacity Charges for the Fiscal Year Ending June 30, 2024 ALTERNATIVES:

City Council is not required to take action on the Resolution, however, such an action may increase the City’s exposure to claims for reimbursement of impact fees and capacity charges already collected.

ATTACHMENTS:

1. Resolution with Exhibit A

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1 RESOLUTION NO. 2025 - __

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO ACCEPTING THE

ANNUAL REPORT ON DEVELOPMENT IMPACT FEES AND CAPACITY CHARGES FOR FISCAL YEAR ENDED JUNE 30, 2024
WHEREAS, pursuant to Section 66000 et seq. of the Government Code, the City is required to prepare and present an annual development impact fees report for all impact fees and charges as defined by the Government Code; and
WHEREAS, the City collects water and wastewater/sewer capacity charges to pay for facilities in existence at the time the charge is imposed or charges for new facilities to be acquired or constructed in the future that are of proportional benefit to the person or property being charged; and
WHEREAS, the City collects seven (7) development impact fees to fund: community facilities, public safety facilities, general government facilities, transportation facilities, utility facilities, affordable housing, and Bayhill Specific Plan Area to fully or partially offset the costs of public facilities that are needed to serve demand created new development; and WHEREAS, the City collects capacity charges for its water and wastewater facilities; and NOW THEREFORE, BE IT RESOLVED that the City Council of the City of San Bruno:
- Receives and accepts the Annual Report on Development Impact Fees and Capacity Charges for the Year Ended June 30, 2024, attached as Exhibit A; and - Finds that the impact fees are collected to mitigate impacts from development; and - Finds that impact fees are expended in a timely manner to fund continued improvements related to the increased demand on public facilities resulting from development; and
- Finds that the City’s impact fees and charges continue to be required to fund applicable improvements, and as such, these fees will continue to be collected and deposited into the appropriate funds for utilization solely for their intended purpose.

Exhibit A: Annual Report on Development Impact Fees and capacity charges for the Year Ended June 30, 2024
—oOo—
I hereby certify that foregoing Resolution No. 2025 - __ was introduced and adopted by the San Bruno City Council at a regular meeting on January 28, 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:
_____________________________
Lupita Huerta, City Clerk
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ATTACHMENT 1
2 EXHIBIT A
Annual Report on Development Impact Fees and
Capacity Charges for the Year Ended June 30, 2024
[see attached]

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Exhibit A
City of San Bruno
Development Impact Fee Report (AB1600)
For the Fiscal Year Ended June 30, 2024
This report contains information on the City of San Bruno’s development impact fees for Fiscal Year 2023-24 (FY24.) This information is presented to comply with the annual reporting requirements contained in Government Code section 66000 et seq., also known as AB 1600. Please note that this annual report is not a budget document; rather, it is compiled to meet reporting requirements. It reports revenues and expenditures for Fiscal Year 2023-24, and planned projects included in the 2024-29 Capital Improvement Program. The report summarizes revenue and expenditure activity and fund balance since FY 2019-20 and provides a 5-year revenue test using the oldest revenues first to fund expenditures.

Government Code Section 66006 requires local agencies to submit annual and five-year reports detailing the status of development impact fees. The annual report must be made available to the public within 180 days after the last day of the fiscal year and must be presented to the public agency (City Council) at least 15 days after it is made available to the public.

This report summarizes the following information for each of the development fee programs:

1. A brief description of the fee program.

2. Beginning and ending balances of the fee program.

3. Amount of fees collected, interest earned, and transfers/loans.

4. Disbursement information (including interfund transfers/loans) and percentage of the project funded by fees.

5. A description of each interfund loan along with the date the loan will be repaid and the rate of interest.

6. The estimated date when projects will begin if sufficient revenues are available to construct the project.

7. Findings for each fee program.

8. Schedule of Fees.

More detailed information on certain elements of the various development impact fee programs is available through other documents such as the Nexus Studies and the Capital Improvement Programs and Budgets. The City does not earmark development impact fees for any specific project as the fees are collected; rather, the fees are applied toward a series of capital improvement projects, such as capital facilities. No refunds were made during the fiscal year according to Government Code Section 66001(e) and any allocation under Government Code Section 66001(f).
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ATTACHMENT 1, Exhibit A

Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Presentation of Information by Fund

This report presents information by Fund starting with a summary overview of FY 2023- 24 Revenues and Expenses, FY 2023-24 Project disbursements, and planned Projects for FY 2023-24. Following this overview is a more detailed 5-year review of revenues and expenses and fund balance to demonstrate both the collection and use of the fees over time.

The report presents the total FY 2023-24 Project Amounts funded from impact fees and the percent funded from non-fee sources. The revenue table identifies the age of the total revenue available or available fund balance by demonstrating which fiscal year received the revenue.

The 5-year Expenditure table presents the use of revenue collected in the year that funded the project. This demonstrates that the oldest revenue is spent before new funds, also known as the First-in, First-out basis. A common line item for each City-administered fund is the Interest Earned/Market Gain/Loss. In this particular year, the City did record unrealized losses but since the City generally holds its investments to maturity, the City does not expect to realize any of those losses.

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

San Bruno Development Impact Fee Program Overview (five fee components) The San Bruno Development Impact Fee (DIF) Program was first adopted by the City Council in 2019 when the fee program nexus study was updated by the City’s contracted consultant, Economic & Planning Systems, Inc with support from West Yost Associates and TKJM Transportation. The DIF Program Nexus Study includes the following components: community facilities, public safety facilities, general government, utilities, and transportation improvement for a total of five components to the DIF program. All revenue previously collected under the consolidated fee programs was transferred along with the obligation to provide facilities.

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

1. Community Facilities DIF (Fund 160)
The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2019 Nexus Study identified the need for new community facilities to serve future development in the City including a new recreation center, parks corporation yard, and library with an estimated cost of these new facilities totaling $76.8 million in 2019 dollars.

The Nexus Study also calculated future needs using the existing level of service, and allocated 18.6% of future facilities costs, or approximately $14.3 million in 2019 dollars, to new development, assuming the same level is maintained.

(B) The amount of the fee.

Chapter 12.260 to Title 12 (Zoning) of the San Bruno Municipal Code established the community facilities development impact fee effective May 1, 2019. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1.

However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 1. Community Facilities DIF, July 1, 2024
Community Facilities Development Impact Fee
Land Use

Residential
Single Family (per unit) $20,487.78
Multi Family (per unit) $19,233.38
Non-Residential
Office (per sq. ft.) $11.47
Industrial (per sq.ft.) $4.56
Retail (per sq. ft) $7.39
Hotel (per room) $1,877.22

(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

Table 2. – Community Facilities DIF Financial Report

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

All funds expended in 2022-23 and 2023-24 above were transferred from the Community Facilities DIF Fund to the Parks & Facilities Capital Improvement Fund.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the Community Facilities component of the DIF program is to fund the community facilities improvements necessary to serve new residential and nonresidential development in the City. New development in the City will increase the service population and, therefore, the need for new City facilities.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

charged.

The reasonable relationship between the Community Facilities component of the DIF program and the purpose for which it is charged is demonstrated in the San Bruno Development Impact Fee Nexus Study - 2019.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a).

The sources and amounts of funding anticipated to complete the future community facilities are in the San Bruno Development Impact Fee Nexus Study - 2019. (shown in 2019 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 3 summarizes the age of funds deposited to the Community Facilities DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 3. – Community Facilities DIF 5-year Use of Funds

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

2. Public Safety DIF (Fund 161)
The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2019 Nexus Study identified the need for new public safety facilities and equipment to serve future development in the City including: upgrades and additions to police and fire facilities, facilities for the emergency response planning and exercise department, technology upgrades, and vehicle costs totaling an estimated $31.8 million in 2019 dollars,

18.6% or $5.9 million of which is attributed to future growth. These include:

(B) The amount of the fee.

Chapter 12.260 to Title 12 (Zoning) of the San Bruno Municipal Code established the public safety development impact fee effective May 1, 2019. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1.

However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 4. – Community Facilities DIF, July 1, 2024
Public Safety Facilities Development Impact Fee
Land Use
Residential
Single Family (per unit) $ 1,521.33
Multi Family (per unit) $ 1,520.07
Non-Residential
Office (per sq. ft.) $ 0.76
Industrial (per sq.ft.) $ 0.30
Retail (per sq. ft) $ 0.81
Hotel (per room) $ 126.57

(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 5. – Public Safety DIF Financial Report

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

All funds expended in 2023-24 above were transferred from the Public Safety DIF Fund to the Parks & Facilities Capital Improvement Fund.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the Public Safety component of the DIF program is to fund the public safety improvements necessary to serve new residential and nonresidential development in the City. New development in the City will increase the service population and, therefore, the need for new City facilities.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the Public Safety component of the DIF program and the purpose for which it is charged is demonstrated in the San Bruno Development Impact Fee Nexus Study - 2019.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

improvements identified in paragraph (2) of subdivision (a).

The sources and amounts of funding anticipated to complete the future public safety expenditures are in the San Bruno Development Impact Fee Nexus Study - 2019. (shown in 2019 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 6 summarizes the age of funds deposited to the Public Safety DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 6. – Public Safety DIF Available Funds

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

3. General Government DIF (Fund 162)
The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2019 Nexus Study identified the need for new General Government facilities and equipment to serve future development in the City. In particular, cost estimates were developed for improvements to the City’s Corporation Yard, a new City Hall building, technology upgrades, and city vehicle costs totaling $42.4 million in 2019 dollars, of which

18.6% or $7.9 million is attributed to future demands on public services due to growth.

(B) The amount of the fee.

Chapter 12.260 to Title 12 (Zoning) of the San Bruno Municipal Code established the general government development impact fee effective May 1, 2019. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1.

However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 7. – General Government DIF, July 1, 2024
General Government Facilities Development Impact
Fee
Land Use
Residential
Single Family (per unit) $ 2,152.91
Multi Family (per unit) $ 2,020.08
Non-Residential
Office (per sq. ft.) $ 1.24
Industrial (per sq.ft.) $ 0.49
Retail (per sq. ft) $ 0.80
Hotel (per room) $ 201.76

(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 8. – General Government DIF Financial Report

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

All funds expended in 2023-24 above were transferred from the General Government DIF Fund to the Parks & Facilities Capital Improvement Fund.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the General Government component of the DIF program is to fund the improvements necessary to serve new residential and nonresidential development in the City. New development in the City will increase the service population and, therefore, the need for new City facilities.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the General Government component of the DIF program and the purpose for which it is charged is demonstrated in the San Bruno Development Impact Fee Nexus Study - 2019.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a).

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

The sources and amounts of funding anticipated to complete the future general government expenditures are in the San Bruno Development Impact Fee Nexus Study - 2019. (shown in 2019 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 9 summarizes the age of funds deposited to the General Government DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 9. – General Government DIF Available Funds

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

4. Utility Facilities DIF (Fund 164)
The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2019 Nexus Study identified the need for new utility facilities to serve future development in the City including. In particular, cost estimates were developed for improvements to the City’s water and storm drain systems totaling $41.1 million in 2019 dollars, of which an average of 40% or $16.6 million is attributed to future demands on public services due to growth.

(B) The amount of the fee.

Chapter 12.260 to Title 12 (Zoning) of the San Bruno Municipal Code established the utility facilities development impact fee effective May 1, 2019. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1.

However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 10. – Utility Facilities DIF, July 1, 2024
Utility Facilities Development Impact Fee
Land Use
Residential
Single Family (per unit) $ 2,947.41
Multi Family (per unit) $ 2,766.96
Non-Residential
Office (per sq. ft.) $ 2.28
Industrial (per sq.ft.) $ 1.43
Retail (per sq. ft) $ 14.20
Hotel (per room) $ 1,624.08

(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 11. – Utility Facilities DIF Financial Report

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

All funds expended in 2023-24 above were transferred from the Utility Facilities DIF Fund to the Stormwater Capital Improvement Fund.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the Utility Facilities component of the DIF program is to fund the improvements necessary to serve new residential and nonresidential development in the City. New development in the City will increase the service population and, therefore, the need for new City administration facilities.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the Utility Facilities component of the DIF program and the purpose for which it is charged is demonstrated in the San Bruno Development Impact Fee Nexus Study - 2019.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a).

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

The sources and amounts of funding anticipated to complete the future utility facilities expenditures are in the San Bruno Development Impact Fee Nexus Study - 2019. (shown in 2019 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 12 summarizes the age of funds deposited to the Utility Facilities DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 12. – Utility Facilities DIF Available Funds

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

5. Transportation DIF (Fund 163)
The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2019 Nexus Study identified the need for new transportation facilities to serve future development in the City including. In particular, cost estimates were developed for improvements to the City’s overcrossings, intersections, freeway on-ramps, and grade separation totaling $190.9 million in 2019 dollars, of which an average of 20.3% or $38.7 million is attributed to future demands on public services due to growth.

(B) The amount of the fee.

Chapter 12.260 to Title 12 (Zoning) of the San Bruno Municipal Code established the transportation development impact fee effective May 1, 2019. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1.

However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 13. – Utility Facilities DIF, July 1, 2024
Transportation Facilities Development Impact Fee
Land Use
Residential
Single Family (per unit) $ 4,481.27
Multi Family (per unit) $ 3,467.47
Non-Residential
Office (per sq. ft.) $ 9.24
Industrial (per sq.ft.) $ 3.70
Retail (per sq. ft) $ 11.89
Hotel (per room) $ 2,028.85

(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

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Table 14. – Transportation DIF Financial Report

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

All funds expended in 2023-24 above were transferred from the Transportation DIF Fund to the Streets Capital Improvement Fund.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the Transportation component of the DIF program is to fund the improvements necessary to serve new residential and nonresidential development in the City. New development in the City will increase the service population and, therefore, the need for new City administration facilities.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the Transportation component of the DIF program and the purpose for which it is charged is demonstrated in the San Bruno Development Impact Fee Nexus Study - 2019.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

improvements identified in paragraph (2) of subdivision (a).

The sources and amounts of funding anticipated to complete the future transportation expenditures are in the San Bruno Development Impact Fee Nexus Study - 2019. (shown in 2019 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 15 summarizes the age of funds deposited to the Transportation DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 15. – Transportation DIF Available Fund

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

6. Bayhill Specific Plan Area Development Impact Fee Program Overview (Fund 165) The Bayhill Specific Plan Area Development Impact Fee (Bayhill Area DIF) Program was first adopted by the City Council in 2022 when the fee program nexus study was prepared by the City’s contracted consultants, Economic & Planning Systems, Inc and Fehr & Peers. Adopted by the San Bruno City Council in 2021, the Bayhill Specific Plan provides a land use and regulatory framework for redevelopment of Bayhill Office Center and adjacent Bayhill Shopping Center for higher-intensity development. The Bayhill Area DIF Nexus Study is based on the land use program and level of service standards and requirements described in the Bayhill Specific Plan (and supporting environmental documents) as well as current estimates of the infrastructure and improvement costs needed to accommodate these land uses and standards.

The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2022 Nexus Study identified the need for new infrastructure in the Bayhill Area to serve build-out of the Bayhill Specific Plan Area, consistent with the Bayhill Area DIF CIP.

In particular, the Bayhill Area DIF covers the following infrastructure items: on-site and off- site roadway facilities (i.e., traffic signals, traffic safety devices, street improvements, etc.); on-site and off-site bicycle, pedestrian, and other active transportation facilities; potable water facilities; water facilities to serve future development in the City including.

In particular, cost estimates were developed for improvements in the Bayhill Area totaling $45.6 million in 2022 dollars, of which an average of 29% or $13.0 million is attributed to future demands on public services due to growth.

(B) The amount of the fee.

Chapter 12.265 to Title 12 (Zoning) of the San Bruno Municipal Code established the Bayhill Specific Plan Area Development Impact Fee. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1.

However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 16. – Bayhill Area DIF, July 1, 2024

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(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

Table 17. – Bayhill Area DIF Financial Report

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

All funds expended in 2023-24 above were transferred from the Bayhill Area DIF Fund to the Streets Capital Improvement Fund.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the Bayhill Area DIF program is to fund the improvements necessary to serve new residential and nonresidential development in the Plan Area. New development

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

in the Bayhill Specific Plan Area will increase the service population and, therefore, the need for new City facilities.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the Bayhill Area DIF program and the purpose for which it is charged is demonstrated in the Bayhill Specific Plan Area Development Impact Fee - 2022.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a).

The sources and amounts of funding anticipated to complete the future transportation expenditures are in the Bayhill Specific Plan Area Development Impact Fee - 2022. (shown in 2022 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 18 summarizes the age of funds deposited to the Bayhill Area DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 18. – Bayhill Area DIF Available Fund

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

7. Affordable Housing Development Impact Fee Program Overview (Fund 138) The Affordable Housing Development Impact Fee Program was adopted by the City Council in 2015 when two fee program nexus studies prepared in coordination with the 21 Elements multi- city nexus study, a collaborative effort to mitigate the impacts of new development on the demand for affordable housing in San Mateo County. In February 2014, the local jurisdictions in San Mateo County partnered to hire Strategic Economics and Vernazza Wolfe Associates, Inc. to develop nexus studies for commercial linkage fees and residential impact fees. The preparation of these fee studies resulted in the adoption of new impact fees on residential and commercial developments in San Bruno.

The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The 2015 Nexus Studies identified the need for new housing in the City to meet its Regional Housing Needs Allocation. In particular, the nexus studies identified the need for below market rate housing as the result of market rate growth in both residential and commercial sectors. The Affordable Housing DIF provides funding for the City to produce, directly or indirectly, new below market rate housing units.

(B) The amount of the fee.

Chapter 12.230 to Title 12 (Zoning) of the San Bruno Municipal Code established the Affordable Housing Program.. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1. However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 19. – Affordable Housing DIF, July 1, 2024

(C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total

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

Table 20. – Affordable Housing DIF Financial Report

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

There were no funds expended in 2023-24.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The purpose of the Affordable Housing DIF program is to fund below market rate housing as the result of market rate growth in both residential and commercial sectors. The Affordable Housing DIF provides funding for the City to produce, directly or indirectly, new 5-year Revenues & Expenditures
2019-20 2020-21 2021-2022 2022-23 2023-24
Beginning Available Balance, July 1st $ - $ - $ - $ - $ 9,807,610 Revenues
Development Impact Fee - - - 9,704,825 Interest Allocation - - - 102,785 262,733 Total revenues - - - 9,807,610 262,733 Expenditures
Impact Fee Expenditures - - - - - Total Expenditures - - - - - Increase/ (Decrease) Available Funds - - - 9,807,610 262,733 Ending Available Balance, June 30th -$ -$ -$ 9,807,610$ 10,070,343$ Fiscal Year

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

below market rate housing units.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the Affordable Housing DIF program and the purpose for which it is charged is demonstrated in the Residential Impact Fee Nexus Study – 2015 and the Commercial Linkage Fee Nexus Study – 2015.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a).

The sources and amounts of funding anticipated to complete the future housing expenditures are in the Residential Impact Fee Nexus Study – 2015 and the Commercial Linkage Fee Nexus Study – 2015 (shown in 2015 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Table 21 summarizes the age of funds deposited to the Affordable DIF Fund and their drawdown using the first-in, first-out method. The purpose of this chart is to demonstrate that funds collected are spent or committed to an eligible project within 5-years of collection.

Table 21. – Affordable Housing DIF Available Fund

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Water and Wastewater Capacity Fee Program Overview
The City provides water and wastewater to over 11,000 residential, commercial, institutional, and light industrial accounts. The City levies water and sewer development impact fees on new or expanded water and sewer system connections. These charges are levied as a condition of development or change in use and are designed to recover the cost of capacity in infrastructure and assets benefitting new development. The Water & Sewer Capacity Charge Update Study - 2017 referred to the City’s water and sewer development impact fees as “capacity charges,” in line with the terminology used in California Government Code. Capacity charges are one‐time fees paid up‐front as a condition of new development or expansion. Capacity charges are separate from the City’s water and wastewater service rates. New connections begin paying the City’s water and wastewater rates after paying their capacity charge and becoming ongoing customers.

The Ending Balance for June 30, 2024, reflects the balance on the City's records, and may include several different asset and liability accounts not depicted below, but which still affect the ending balance.

GC section 66006(b)(1) requires the following annual findings:

(A) A brief description of the type of fee in the account or fund.

The Water & Sewer Capacity Charge Update Study – 2017 was conduced by Bartel Wells Associates, for charges are levied as a condition of development or change in use and are designed to recover the cost of capacity in infrastructure and assets benefitting new development.

(B) The amount of the fee.

Capacity charges are adopted by resolution. Each July 1 each rate is automatically adjusted to reflect the change in the California Construction Cost Index for San Francisco, California published by the Engineer News Record (or any successor to such index) during the twelve months prior to the February proceeding that July 1. However, the City Council may, by resolution, prevent any such adjustment from taking effect. Effective July 1, 2024 the fees are:

Table 22. – Water Capacity Charges, July 1, 2024
Water Capacity Charge
Residential (Capacity charge per residential dwelling unit) Single-Family or Duplex $8,080
Multi-Family (3 or more dwelling units) $5,252
Non-Residential (Capacity charge based on water meter size including irrigation meters)

3/4 Inch Meter $8,080
1 Inch Meter $13,455
1 1/2 Inch Meter $26,950
2 Inch Meter $43,113
3 Inch Meter $80,811
4 Inch Meter $134,671
6 Inch Meter $269,385
8 Inch Meter $431,010

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 23. – Wastewater Capacity Charges, July 1, 2024
Wastewater/ Sewer Capacity Charge
Residential (Capacity charge per residential dwelling unit) Single-Family or Duplex $7,056
Multi-Family (3 or more dwelling units) $5,644
Non-Residential (Capacity charge based on water meter size including irrigation meters)
3/4 Inch Meter $7,056
1 Inch Meter $11,761
1 1/2 Inch Meter $23,523
2 Inch Meter $37,636
3 Inch Meter $70,569
4 Inch Meter $117,616
6 Inch Meter $235,230
8 Inch Meter $376,368

C) The beginning and ending balance of the account or fund. (D) The amount of the fees collected and the interest earned. (E) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (F) (i) An identification of an approximate date by which the construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete. (ii) An identification of each public improvement identified in a previous report pursuant to clause (i) and whether construction began on the approximate date noted in the previous report.

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 24. – Water Capacity Charges Financial Report

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 25. – Wastewater Capacity Charges Financial Report

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

There were no interfund transfers or loans made from the capacity charge funds.

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

There were no refunds made pursuant to subdivision (e) of Section 66001.

Government Code Section 60001(d) requires the following findings every five (5 years:

(A) Identify the purpose to which the fee is to be put.

The City levies water and sewer development impact fees on new or expanded water and

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

sewer system connections. These charges are levied as a condition of development or change in use and are designed to recover the cost of capacity in infrastructure and assets benefitting new development. Ten (10) percent of all water and wastewater capital expenditures are attributed to address future capacity needs resulting from development.

(B) Demonstrate a reasonable relationship between the fee and the purpose for which it is charged.

The reasonable relationship between the water and wastewater capacity charges and the purpose for which it is charged is demonstrated in the Water & Sewer Capacity Charge Update Study - 2017.

(C) Identify all sources and amounts of funding anticipated to complete financing in incomplete improvements identified in paragraph (2) of subdivision (a).

The sources and amounts of funding anticipated to complete the future housing expenditures are in the Water & Sewer Capacity Charge Update Study - 2017. (shown in 2017 dollars).

(D) Designate the approximate dates on which the funding referred to in subparagraph is expected to be deposited into the appropriate account or fund.

Tables 24 and 25 demonstrates that the City’s capital improvement program actively utilize funds deposited into the respective water and wastewater capacity charge accounts. Tables 26 and 27 provide the Fiscal Year 2024-25 capital improvement program further demonstrating that capacity charges are spent at a pace faster than collected.

Table 26. – Water Capital Improvement Program

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Development Impact Fee Report (AB1600) For the Fiscal Year Ended June 30, 2024

Table 27. - Wastewater Capital Improvement Program

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Lupita Huerta, City Clerk
SUBJECT: Approve the Amended 2025 City Council Meeting Calendar BACKGROUND:

Pursuant to the San Bruno Municipal Code Section 2.04.020 Regular meetings - Day and time, the City Council holds two regular meetings per month,
Regular meetings of the city council shall be held on the second and fourth Tuesday, at seven p.m. except that no regular meeting shall be held on the fourth Tuesday in December. If at any time any regular meeting day falls on a legal holiday, such regular meeting shall be held on the next business day. Except as provided in Section 2.04.080, all meetings shall be open and public.

DISCUSSION:

The City Council approved the 2025 City Council Meeting Calendar during its regular meeting on December 10, 2024. City Council approved canceling the meetings of August 12, 2025; October 28, 2025; and November 12, 2025 and added a Special Meeting on November 4, 2025.

Staff has determined that there is a need to reinstate the previously cancelled regular meeting of November 12, 2025.

After further review, Staff also determined an error was made on Attachment 1 of the December 10, 2024 staff report which reflected that the regular meetings for April 2025 would be held on the 15th and 29th of the month. Holding a City Council meeting on April 22, 2025 would conflict with the Planning Commission’s regular meeting schedule.

Due to need and discrepancy, staff is returning the 2025 Public Meeting Calendar item to council and requests that the Amended 2025 City Council Meeting Calendar be approved which reinstates the November 12, 2025 regular meeting and correctly reflects the meeting dates for April 2025, which are April 8 and 22, 2025, see Attachment 1.

FISCAL IMPACT:

There is no fiscal impact.
98 of 171
Item 6h.

Honorable Mayor and Members of the City Council
January 28, 2025

ENVIRONMENTAL IMPACT:

The action is not a project subject to CEQA.  City Council’s action is not considered a “Project” per CEQA Guidelines and therefore no further environmental analysis is required.

RECOMMENDATION:

Approve the Amended 2025 City Council Meeting Calendar.

ALTERNATIVES:

1. Do not approve the Amended 2025 City Council Meeting Calendar.

ATTACHMENTS:

1. Amended 2025 City Council Public Meeting Calendar

99 of 171

AMENDED
2025 Public City Council Meeting Calendar
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Recognized City Holidays
Jan 1 - New Year's Day
Jan 20 - Martin Luther King Day
Feb 17 - Presidents Day
May 26 - Memorial Day
Jul 4 - Independence Day
Sept 1 - Labor Day
Nov 11 - Veterans Day
Nov 27 - Thanksgivings Day
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ATTACHMENT 1
City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre
PREPARED BY: Darcy Smith, Assistant City Manager
SUBJECT: Consider Adoption of a Resolution Approving an Asset Purchase Agreement with Comcast of California IX, Inc. for the Sale of the San Bruno CityNet Services, Authorizing the City Manager to Take Certain Actions in Connection therewith, and Finding the Action Exempt from the California Environmental Quality Act
BACKGROUND:

San Bruno CityNet Services (CityNet) has operated as an Enterprise of the City of San Bruno since 1971. CityNet services, which was originally San Bruno Cable TV, originally included cable television and phone service, and expanded over time to include high speed internet and Voice over Internet Protocol (VoIP). As of June 30, 2023, the CityNet Fund had a negative equity balance of $21.5 million, comprised of negative cash and non-cash liabilities such as unfunded pension liabilities. The negative equity balance included $16.0 million owed to the General Fund due to multi-year reliance on advances from the General Fund to sustain operating expenditures, including franchise fees, internal service allocations, and general overhead allocations. Rates simply were not keeping pace with costs.

The Fund has been experiencing annual operating losses, including losses of $794,852 in FY23 and $859,995 in the prior year. City staff has worked diligently to improve CityNet’s revenue and subscription margins. One major step was increasing service rates between 9% and 12% effective August 1, 2023, which improved year-over-year operating income for Fiscal Year 2023- 24 (FY24). CityNet has grown increasingly technologically obsolete over the past decade. A significant City-funded capital investment would be required to bring CityNet’s technology and operations up to current industry standard, as well as rate adjustments. The Council declined to authorize this capital request in April 2023.

With this negative equity balance in mind, in December 2023, the City issued a Request for Interest (RFI) to gauge the private-sector’s appetite to acquire CityNet's customer base and infrastructure as part of a broader strategy to ensure continuity of services to the community.

Interest was shown as part of the RFI process.

The City Council held its Annual Strategic Initiatives and Prioritization Retreat on February 2, 2024. At the retreat, the Council reached consensus on the FY25 Strategic Initiatives and Top Priorities. On February 13, 2024, the City Council adopted the Fiscal Year 2024-25 Top Priority Initiatives and Budget Principles. One of the five Top Priority Initiatives is “Stabilize CityNet’s Fiscal Sustainability,” which includes exploration of possible new ownership of CityNet. 101 of 171 Item 7a.

Honorable Mayor and Members of the City Council
January 28, 2025

9 3
5 On February 27, 2024, the City Council adopted Resolution No. 2024-18 amending the FY 2023-24 Adopted Budget and transferring $21.5 million from the Community Benefit Fund (Fund 166) to the City Net Enterprise Fund to zero out the negative equity position as of June 30, 2023.

On April 9, 2024, after completion of the RFI process to assess marketplace interest in the acquisition of San Bruno CityNet Services, the City Council moved to the next step in generating options for the potential sale of CityNet. The City Council adopted Resolution No. 2024-25 authorizing the City Manager to issue a Request for Proposals (RFP) for the acquisition of San Bruno CityNet Services. The RFP was issued on April 10, 2024, with a submittal deadline of May 31, 2024. The City of San Bruno had posted as part of the RFP a timeline of June 30, 2024, for the City’s response to proposal submissions.

One qualified acquisition proposal was received on May 31, 2024, from Comcast Cable Communications, LLC (“Comcast”), after they completed a limited review of San Bruno CityNet Services. Responses to the RFP were non-binding, based on any proposer’s limited due diligence of CityNet and have the requirement of a proposed acquisition price. On June 25, 2024, the City Council adopted Resolution No. 2024-50 authorizing the City Manager to Execute a Letter of Intent (LOI) with Comcast regarding the Sale and Acquisition of San Bruno CityNet Services substantially as included in the Comcast proposal.

The LOI has been implemented by both parties through a detailed due diligence of the Enterprise by Comcast. The culmination of the successful 120 day due diligence of the Enterprise by Comcast is in the format of an executable Asset Purchase Agreement (APA). This Staff Report presents the background and reasoning to support the City’s recommendation with respect to the City Council’s action on the APA.

DISCUSSION:

San Bruno CityNet Services currently serves approximately 5,600 households in San Bruno. While the market environment is competitive for the services offered by CityNet and competing providers are available, the proposed sale to Comcast will provide service continuity to the residents of San Bruno and erstwhile customers of San Bruno CityNet Services. Comcast has outlined in their asset purchase proposal and agreement, a plan to upgrade CityNet’s technological capabilities to a level that would allow the local operation to match and exceed their prevailing service levels in both fiber upgraded and non-upgraded areas in adjacent municipalities such as Millbrae and South San Francisco. The proposal also envisages centralization of physical Comcast customer service in the area, including San Bruno, to their existing retail location in Daly City and technical service locations across the peninsula.

Sale Terms and Price
After the LOI was executed on June 26, 2024, a 120-day due diligence period was initiated by Comcast. CityNet Staff collaborated with Comcast to provide insight to operational and business details pertinent to CityNet. During this period, the City Manager negotiated the terms of the Asset Purchase Agreement (“APA”), which is provided as Exhibit A to the attached Resolution.

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5 If the APA is approved, following execution of the APA, CityNet will continue to operate as it does today and the City will continue to bear all costs and receive all customer revenues until the closing of the sale. The APA requires several conditions be met (or waived) for the closing to occur. Principal among them is Comcast must establish a physical interconnection of Comcast’s cable system with the CityNet cable system. Comcast estimates this will take four to six months. Another condition to close the transaction is that the system has at least 5,000 internet subscribers. If, through no fault of either party, the closing does not occur within 180 days following execution of the APA, either party may abandon the transaction and terminate the APA.

Under the APA, the maximum purchase price Comcast will pay for CityNet assets at the closing is $8,000,000. However, the purchase price could be reduced if internet customers drop below 5,400 prior to the closing. The potential reduction would be calculated as an amount equal to $1,250 x the number of Internet Subscribers as of the closing date less than 5,400. Comcast will hold back payment of 10% of the purchase price (up to $800,000) for one year from the date of closing to secure the City’s indemnity obligations.

Following the closing, the APA provides for a transition period of up to six months, plus one month for migrating customer email accounts. During the six-month transition period, the City must continue to operate CityNet while Comcast performs upgrades and physically transitions customers, area by area, to Comcast’s service platform. During this period, the City must transmit all customer revenues to Comcast, less a management fee retained by the City in the amount of $75 per customer per month to cover the City’s costs of operating and maintaining the system. During the transition period and until June 30, 2025, the City has the option to become a customer of Comcast. In which case, the City will be required to enter into an agreement with Comcast for its services. Comcast will not charge the City for its internet services during this period.

The sale does not include any real estate assets occupied by CityNet, the CityNet vehicle fleet, or CityNet employees. Nor will any CityNet vendor or other contracts be assigned to Comcast, with a few exceptions. CityNet employees will be governed by the existing memoradae of understanding.

Evaluation and Financial Implications
To determine the potential overall value/(cost) of the CityNet sale, staff conducted a number of models and analyses to compare two scenarios: closure of the operations or sale. The metric used to evaluate the scenarios is net operating revenue/(expense), and sensitivity analyses were conducted on variables including subscriber attrition/transition rates, some variable costs, and transition timelines.

Close Operations
Under the close operations scenario, the City would initiate the wind-down of CityNet with notice to subscribers, and full closure would occur within 6 months.. During this period, the City would retain all revenues but current subscribers would be expected to transition to alternative service providers, leading to a decline in subscription revenue. While variable expenses, such as staffing and system maintenance, would decrease as subscriber numbers decline, a significant portion of staff would need to remain employed during the early months of the wind-down to facilitate the system shutdown and collection of equipment. Based on the best-available estimates, the net operating expense to the City under this scenario is projected to be $1.8

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5 million. However, in a scenario where subscribers transition off CityNet more rapidly than anticipated, this expense could rise to $2.5 million due to the fixed nature of certain closure- related costs.

Sale to Comcast
The sale scenario has some upfront risk that the City will operate CityNet for 180-days and then the sale will be abandoned because closing conditions were not met. However, assuming the closing will occur, the sale scenario assumes an overall 10-month transition of operations to Comcast from APA execution, with four months of continued city operation before the closing, and subscriber billing and management shifting to Comcast during the summer of 2025. By October 2025, all CityNet subscribers would be expected to have transitioned to Comcast’s service. During the post-closing transition period, Comcast would pay the City a monthly management fee for the subscribers still served by CityNet, mitigating the financial impact of declining revenues. Variable expenses under this scenario are expected to be lower compared to the close operations scenario, as the workload during a managed transition is less intensive than a full system wind-down. The best-estimate net operating expense for the City under this scenario is $1.7 million, with a potential increase to $1.9 million if subscriber transitions post- closing occur more quickly while fixed costs remain stable.

Both scenarios represent a net operating loss for the City during the transition period; however, it is critical to note that the results of operations must be netted against other revenue sources associated with the alternative scenarios. System closure assumptions included an immaterial amount of revenue for salvage value of CityNet assets, resulting in a larger delta between the scenarios than the operating result indicates, and the sale scenario with an assumed purchase price of $8 million is preferable from both a net operating sense and overall financial endpoint.

FISCAL IMPACT:

If the sale proceeds and closes, the City would receive $8M (less any reduction for loss of customers as provided in the APA, costs associated with the negotiation, communications and transition of the CityNet service, and any actual indemnification claims).

ENVIRONMENTAL IMPACT:

The sale of CityNet qualifies for an exemption from the requirements of the California Environmental Quality Act (CEQA) pursuant to Title 14 of the California Code of Regulations, Section 15061(b)(3) and 15378 (b)(5), because the sale does not have the potential for causing a significant effect on the environment.

RECOMMENDATION:

Adopt a Resolution Approving an Asset Purchase Agreement with Comcast of California IX, Inc. for the Sale of the San Bruno CityNet Services, Authorizing the City Manager to Take Certain Actions in Connection therewith and Finding the Action Exempt from the California Environmental Quality Act.

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5 ALTERNATIVES:

1. Do not approve the Asset Purchase Agreement with Comcast of California IX, Inc., and pursue other options for the future of San Bruno CityNet Services

2. Direct City Manager and Staff to negotiate alternative sales pricing and terms with Comcast

ATTACHMENTS:

1. Resolution with Exhibit A: Asset Purchase Agreement

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1 RESOLUTION NO. 2025 -

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN BRUNO APPROVING AN ASSET PURCHASE AGREEMENT WITH COMCAST OF CALIFORNIA IX, INC. FOR THE

SALE OF THE SAN BRUNO CITYNET SERVICES, AUTHORIZING THE CITY MANAGER TO

TAKE CERTAIN ACTIONS IN CONNECTION THEREWITH AND FINDING THE ACTION

EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT
WHEREAS, the City of San Bruno owns and operates San Bruno CityNet Services (CityNet). CityNet delivers internet, television and Voice over Internet Protocol Telephony (IPT) services to approximately 5,600 households in San Bruno; and, WHEREAS on February 27, 2024, the City Council adopted Resolution No. 2024-18 amending the FY 2023-24 Adopted Budget and transferring $21.5 million from the Community Benefit Fund to the City Net Enterprise Fund to zero out the negative equity position as of June 30, 2023; and,
WHEREAS, CityNet has experienced technological obsolescence during the past decade. The Fund has been experiencing annual operating losses, including losses of $794,852 in FY23 and $859,995 in FY22; and,
WHEREAS, on February 13, 2024, the City Council adopted the Fiscal Year 2024-25 Top Priority Initiatives and Budget Principles, and one of the five Top Priority Initiatives is “Stabilize CityNet’s Fiscal Sustainability,” which includes exploration of possible new ownership of CityNet; and,
WHEREAS, on April 9, 2024, after completion of the RFI process to assess marketplace interest in the acquisition of San Bruno CityNet Services, the City Council moved to the next step in generating options for the potential sale of CityNet by adopting Resolution No. 2024-25 authorizing the City Manager to issue a Request for Proposals (RFP) for the acquisition of CityNet; and,
WHEREAS, the RFP was issued on April 10, 2024, with a submittal deadline of May 31, 2024; and,
WHEREAS, in response to the RFP a qualified proposal to acquire San Bruno CityNet Services has been received from Comcast Cable Communications, LLC (“Comcast”); and, WHEREAS, on June 25, 2024, the City Council adopted Resolution No. 2024-50 authorizing the City Manager to execute a Letter of Intent with Comcast regarding the sale and acquisition of San Bruno CityNet Services substantially as included in the Comcast proposal:
and,
WHEREAS, the City Council desires to sell CityNet based on the purchase price of $8M and the terms and conditions in the Asset Purchase Agreement attached hereto as Exhibit A and made a part of hereof (the “Asset Purchase Agreement”); and WHEREAS, the sale of CityNet qualifies for an exemption from the requirements of the California Environmental Quality Act (CEQA) pursuant to Title 14 of the California Code of Regulations, Section 15061(b)(3) and 15378 (b)(5), because the sale does not have the potential for causing a significant effect on the environment. 106 of 171
ATTACHMENT 1
2 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of San Bruno as follows:

Section 1.The above recitals are true and correct and are a substantive part of this Resolution.

Section 2. The Asset Purchase Agreement is hereby approved, in the form attached hereto f as Exhibit A, with such additional changes deemed necessary or useful by the City Manager. The City Manager, on behalf of the City, is authorized to take all actions necessary and convenient to carry out and implement this Resolution, including but not limited to, execution of the Asset Purchase Agrement and the approval and execution on behalf of the City of any such documents that are necessary and convenient to complete the sale of CityNet or otherwise implement this Resolution.

Section 3. The actions taken by this resolution are exempt from the requirements of CEQA pursuant to Title 14 of the California Code of Regulations, Section 15061(b)(3) and 15378 (b)(5).

Section 4.The City Clerk shall certify to the adoption of this Resolution.

Exhibit A: Asset Purchase Agreement
---oOo---
I hereby certify that foregoing Resolution No. 2025 - ______ was introduced and adopted by the San Bruno City Council at a regular meeting on January 28, 2025, by the following vote:

AYES: Councilmembers:

NOES: Councilmembers
ABSENT: Councilmembers:
___________________________
Lupita Huerta, City Clerk

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ASSET PURCHASE AGREEMENT
This ASSET PURCHASE AGREEMENT (the “ Agreement”) is dated as of [________], 2024, by and between COMCAST OF CALIFORNIA IX, INC., a Pennsylvania corporation (“Buyer”), and the CITY OF SAN BRUNO, a California municipal corporation (“Seller”). Buyer and Seller are sometimes referred to herein each as a “Party” and collectively as the “Parties”.

WITNESSETH:

WHEREAS, Seller owns and operates a municipal cable television and communications system known as San Bruno CityNet Services (the “System”), serving the City of San Bruno, California (the “Service Area”), pursuant to its authority under California Constitution, Article XI, Section 9(a) which provides that a municipal corporation may “establish, purchase, and operate public works to furnish its inhabitants with light, water, power, heat, transportation, or means of communication” and in accordance with Chapter 10.24 of the San Bruno Municipal Code; and WHEREAS, over the past decade, Seller has sustained losses and liabilities in its continued operation of the System; and
WHEREAS, on December 20, 2023, Seller issued a request for expressions of interest (“RFI”) from qualified firms to acquire the System; and WHEREAS, on February 13, 2024, the City Council adopted, among its fiscal year 2024- 25 priorities, the stabilization of the System’s fiscal sustainability, including the exploration of a possible sale; and
WHEREAS, after assessing marketplace interest in response to the RFI, and at the direction of the City Council per Resolution No. 2024-25, on April 10, 2024, Seller issued a request for proposals (“RFP”) for the acquisition of the System; and WHEREAS, on May 31, 2024, Buyer’s parent company, Comcast Cable Communications, LLC, submitted a proposal to acquire the System in response to Seller’s RFP; and WHEREAS, after Seller evaluated Buyer’s proposal, and at the direction of the City Council per Resolution No. 2024-50, Seller and Buyer’s parent company, Comcast Cable Communications, LLC, entered into a non-binding Letter of Intent, executed as of June 26, 2024, regarding the sale of the System; and
WHEREAS, following negotiations of the terms of the sale of the System as contemplated by the Letter of Intent, Seller has agreed to sell, and Buyer has agreed to purchase, certain tangible and intangible assets comprising the System, in accordance with the terms and conditions of this Agreement; and
WHEREAS, in furtherance of the sale of the System to Buyer, Buyer and Seller have mutually agreed to cooperate to ensure a smooth operational transition of the System in phases 108 of 171
ATTACHMENT 1, Exhibit A
2 that will allow Buyer to make upgrades to the System prior to transitioning subscribers so that Buyer may offer and deliver to subscribers its suite of products and services.

NOW, THEREFORE, in consideration of the foregoing and the representations, warranties, covenants and agreements herein contained, and intending to be legally bound, the Parties agree as follows:

1. Purchase and Sale.

1.1 Conveyance of Assets. Subject to the terms and conditions set forth in this Agreement, effective as of the Closing (as defined in Section 4 below), Seller shall sell, convey, transfer, assign and deliver to Buyer, free and clear of all liens and encumbrances, the assets and properties, tangible and intangible, used by or useful to Seller in its operation of, or otherwise relating to, the System (the “Assets”), consisting of the following:
(a) the contracts set forth on Schedule 1.1(a) (the “Assumed Contracts”); (b) all tangible personal property, including, without limitation, all network assets, cable system plant (including fiber), electronic devices, power supplies, inventory of spare parts, downleads, trunk and distribution pedestals, grounding and pole hardware, installed subscribers’ devices (including, without limitation, modems, drop lines, converters and encoders, transformers and fittings), origination, transmission, drop and distribution systems and equipment, internal wiring, hardware, and other tangible personal property associated with the operation of the System, but excluding the Excluded Tangible Personal Property (as defined in Section 1.2 below);
(c) (i) all rights, claims and causes of action against third parties with respect to the System or the Assets, including, without limitation, any rights, claims and causes of action arising under warranties from vendors and other third parties; (ii) all subscriber lists and agreements; and (iii) all goodwill associated with the System and the Assets; and (d) copies of all books and records of Seller in Seller’s possession relating to the Assets or to the extent necessary to operate the System as operated prior to the Effective Time and conduct the business as conducted prior to the Effective Time, including without limitation engineering records, maps, rebuild/upgrade designs, files, data, drawings, blueprints, schematics, reports, lists, plans, and processes.

1.2 Excluded Assets. Seller shall retain, and there shall be excluded from the sale, conveyance, transfer, assignment and delivery to Buyer, all assets of Seller that are not Assets (the “Excluded Assets”), including:
(a) all real property used in the operation of the System, whether owned or leased by Seller, including that comprising the headend located at 140 Arbor Court, San Bruno, CA 94066 (the “Headend”) and the office, warehouse, and data center located at 398 El Camino Real, San Bruno, CA 94066, together with the buildings, structures, improvements and fixtures located thereon;

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3 (b) all distribution equipment located at the Headend (including towers, satellite dishes and antennas), all vehicles used in the operation of the System, whether owned or leased by Seller and all tangible personal property leased to Seller pursuant to Excluded Contracts (collectively, the “Excluded Tangible Personal Property”); (c) all licenses, authorizations, registrations, certificates, copyright notices, approvals, consents or permits issued by the Federal Communications Commission (“FCC”), any state or local public service or public utilities commission having regulatory authority over services provided by the System (a “PUC”), or any other governmental authority relating to the operation of the System, including the FCC receive-only earth station registration (Call Sign No. E201816) and all cable television relay service licenses, business radio licenses, microwave licenses or other Licenses relating to the operation of the Headend (collectively, the “Licenses”); (d) all cash and cash equivalents on hand and in banks and all notes receivable; (e) except for the Assumed Contracts, all contracts or agreements of any type (whether written or oral), including programming agreements, retransmission consent agreements, managed Internet or voice service agreements, billing system agreements, streaming TV product agreements, and agreements with employees or independent contractors of the System (collectively, the “Excluded Contracts”);
(f) all Employee Benefit Plans or other plans, programs, or arrangements maintained by Seller that provide for compensation or benefits of employees or independent contractors of the System;
(g) all insurance policies, bonds or surety arrangements relating to the Assets or the System; and
(h) all of Seller’s corporate governance documents and banking records.

In addition, Buyer shall not be required to offer employment to or hire or engage any of Seller’s employees or independent contractors, whether currently engaged in the operation of the System or otherwise (but may elect to do so).

1.3 Further Assurances. From time to time and at Buyer’s request, whether before or after the Effective Time, but without further consideration, Seller, at its sole expense, shall do, execute, acknowledge and deliver or shall cause to be done, executed, acknowledged and delivered such further acts, transfers, conveyances, assignments, powers of attorney and assurances as may be reasonably requested by Buyer to consummate the transactions contemplated by this Agreement (the “Transactions”) and to vest in Buyer good title to the Assets.

2. Assumption of Liabilities. Buyer shall assume all liabilities and obligations of Seller arising under the Assumed Contracts (other than liabilities or obligations attributable to any failure by Seller to comply with the terms thereof), but only to the extent attributable to actions occurring or conditions first occurring after the Effective Time (the “Assumed Liabilities”).

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4 3. Excluded Liabilities. Buyer is assuming only the Assumed Liabilities and is not assuming any other liability or obligation of Seller (or any predecessor owner of all or part of its business and assets) of whatever nature, whether presently in existence or arising hereafter, known or unknown, contingent or otherwise, including, without limitation, any liability or obligation related to or arising out of (i) any claim that Seller does not have all Licenses necessary to operate the System as it is currently being operated or that Seller or the System has violated any License or failed to pay any license, regulatory, franchise or other fees owing to the applicable governmental authority; (ii) any claims against Seller with respect to the operation of the System prior to the Closing (including any claim that Seller has failed to comply with any Legal Requirements (as defined in Section 6.3 below)); (iii) any claim for payments or amounts due under any Assumed Contract attributable to any period prior to the Closing or that Seller has breached or otherwise failed to perform under any Assumed Contract prior to the Closing; (iv) the employment or engagement of the employees and independent contractors of the System by Seller, including all liabilities and obligations under or relating to the Employee Benefit Plans or other plans, programs, or arrangements maintained by Seller that provide for compensation or benefits of such employees or independent contractors; (v) any Taxes (as defined in Section 6.7(b)(i) below) or any audits related thereto owed by Seller with respect to the Assets or the operation of the System; (vi) any loans, indebtedness or other amounts used to fund the System prior to the Closing, including any amounts transferred from Seller’s community benefit fund or any other agencies, departments or instrumentalities of Seller; (vii) any Excluded Asset, including any liabilities or obligations of Seller arising under any Excluded Contracts; or (viii) any claim by Seller or any other party that Buyer has transferee liability as a result of the Transactions (except with respect to the Assumed Liabilities). All such liabilities and obligations other than the Assumed Liabilities shall be retained by and remain obligations and liabilities of Seller or such predecessor, as applicable (all such liabilities and obligations not being assumed being herein referred to as the “Excluded Liabilities”).

4. Closing. The Parties shall use their reasonable efforts to consummate the Transactions (the “Closing”) as soon as possible upon satisfaction of the conditions to Closing set forth in Section 10 or waiver of any such conditions by Buyer (the date on which the Closing occurs, the “Closing Date”). The Closing shall be effective at 11:59 P.M. Pacific Time on the Closing Date (the “Effective Time”).

5. Purchase Price.

5.1 Closing Price Estimates. At the Closing, Buyer shall pay to Seller $8,000,000 in cash (the “Purchase Price”), subject to adjustment as provided below. (a) The Purchase Price shall be decreased by an amount equal to $1,250 multiplied by the number, if any, by which the number of Internet Subscribers as of the Closing Date is less than 5,400. As used herein, “Internet Subscribers” means the aggregate number of the following that are currently receiving any tier of Internet service provided by the System (i.e., basic, non-fiber or fiber, including as part of any Internet and TV packages): (i) private residential customer accounts that are billed by individual unit (regardless of whether such accounts are in single family homes or in individually-billed units in apartment buildings or other multi-dwelling

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5 unit complexes having no bulk billing arrangement); plus (ii) commercial accounts that are billed by individual unit (such as restaurants, bars and businesses); plus (iii) bulk-billed commercial accounts and other accounts that are not billed by individual unit (such as hotels, motels, apartment buildings and other multi-dwelling unit complexes with bulk-billing arrangements); provided that the number of Internet Subscribers attributable to such accounts shall be calculated by dividing (A) the aggregate monthly revenue earned from the provision of the applicable tier of Internet service provided by the System from such accounts, in each case for the last calendar month (or, if applicable, the last billing period) preceding the date of determination (excluding any late fees, regulatory fees and any Tax revenue, franchise fee revenue or other similar fees that are passed through to subscribers), divided by (B) the standard retail rate charged by Seller to non-discounted subscribers receiving such tier of Internet service as of the date of this Agreement as set forth in Schedule 6.10(d) (as such rate may be increased, but not decreased, between the date of this Agreement and the Closing Date); provided, however, that the number of Internet Subscribers shall not include any account (whether residential or commercial, individually or bulk billed) which (I) is receiving Internet service at less than the System’s standard retail rates applicable to that tier of Internet service (or, in the case of a commercial or bulk-billed account, the applicable contract rate) (including any courtesy or free accounts), (II) has not been receiving Internet service for at least 90 consecutive days immediately preceding the date of determination, (III) has not paid in full for at least one full month of Internet service at the System’s standard retail rates applicable to that tier of Internet service (or, in the case of a commercial or bulk-billed account, the applicable contract rate) for the period immediately preceding the date of determination, (IV) is more than 90 days delinquent in payment for any service provided by the System (exclusive of any balances less than $5 relating to (x) customary late charges imposed by Seller and/or (y) disputed amounts), or (V) is pending disconnection from any service provided by the System for any reason. (b) The amount of the adjustment to the Purchase Price pursuant to Section

5.1(a) hereunder shall, for the purposes of the payment to be made by Buyer at the Closing, be estimated in good faith by Seller (after consultation with Buyer) in accordance with this Section

5.1(b). At least five days prior to the Closing, Seller shall deliver to Buyer a certificate executed by a duly authorized representative of Seller (the “Seller’s Adjustment Certificate”) setting out such estimates as of the Closing Date (including an estimate of the number of Internet Subscribers as of the Closing Date and the Average Monthly Revenue Per Customer Relationship (as defined below) for each of the three calendar months immediately preceding or ending on the Closing Date). Such certificate shall be accompanied by appropriate documentation supporting the estimates contained therein and shall be subject to the reasonable satisfaction of Buyer. Subject to the foregoing, the good faith estimate of the Purchase Price, as adjusted in the Seller’s Adjustment Certificate (the “Estimated Purchase Price”), shall be conclusive for the purposes of the payment to be made by Buyer at the Closing, but shall be subject to adjustment after the Closing in accordance with the provisions of Section 5.3. As used herein, “Average Monthly Revenue Per Customer Relationship” means, for a specific calendar month, (i) the total revenue of the System generated during such calendar month, divided by (ii) the average number of Customer Relationships during that same calendar month, calculated as (A) the sum of (I) the number of Customer Relationships as of the end of the last day of the immediately preceding calendar month, plus (II) the number of Customer Relationships as of the end of the last day of the relevant calendar month, divided by (B) two, where “Customer Relationship” means each unique customer account of the System (including both residential and business accounts) for video services, Internet

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6 services, and voice services (i.e., if the same customer subscribes to video service, Internet service and voice service, that customer counts as one (1) Customer Relationship).

5.2 Closing Funds Flow. The Estimated Purchase Price shall be payable by Buyer at the Closing as follows: (a) 10% of the Estimated Purchase Price shall be held back by Buyer to secure Seller’s indemnity obligations as set forth in Section 12 (the “Holdback”); provided that Buyer’s rights with respect thereto shall not be limited in amount to the Holdback; and (b) the balance of the Estimated Purchase Price shall be paid to Seller by wire transfer of immediately available funds to an account designated in writing by Seller at least five days prior to the Closing.

The Holdback, less the amount of any indemnification claims established in Buyer’s favor and less the amount of any pending indemnification claims made by Buyer, shall be paid to Seller, without interest, on the first anniversary of the Closing Date.

5.3 Post-Closing Adjustments.
(a) Within ten days after the Closing, Seller shall deliver to Buyer a report setting forth, in detail and to the extent applicable in accordance with U.S. generally accepted accounting principles consistently applied (“GAAP”), the actual amounts (to the extent different from the estimated amounts set forth in the Seller’s Adjustment Certificate) of the number of Internet Subscribers as of the Closing Date and the Average Monthly Revenue Per Customer Relationship for each of the three calendar months immediately preceding or ending on the Closing Date, accompanied by appropriate documentation supporting the figures contained therein. (b) Within 90 days after the Closing, Buyer shall deliver to Seller a certificate (the “Buyer’s Adjustment Certificate”), showing in such detail as shall be reasonably satisfactory to Seller, Buyer’s final determination of the number of Internet Subscribers as of the Closing Date and the Average Monthly Revenue Per Customer Relationship for each of the three calendar months immediately preceding or ending on the Closing Date, which certificate shall be accompanied by appropriate documentation supporting the amounts and number proposed in such certificate. Upon delivery of the Buyer’s Adjustment Certificate and resolution of any disputes with respect thereto in accordance with Section 5.3(c), the appropriate Party shall promptly pay to the other Party, by wire transfer of immediately available funds to an account designated in writing by such other Party, the amount by which the Purchase Price as finally determined based upon the Buyer’s Adjustment Certificate as calculated pursuant to this Section 5.3(b) and the resolution of any disputed items in connection therewith (the “Final Purchase Price”) is in excess of (in which case, Buyer shall pay to Seller), or less than (in which case, Seller shall pay to Buyer), as the case may be, the Estimated Purchase Price (with the amount of the Holdback being adjusted accordingly to reflect 10% of the Final Purchase Price).
(c) In the event that Seller disputes any items in the Buyer’s Adjustment Certificate, Seller shall notify Buyer within 15 days after delivery of the Buyer’s Adjustment Certificate, and Buyer and Seller shall cooperate in attempts to resolve any such disputed items as promptly as practicable. Each Party shall provide the other reasonable access to all records in its possession which were used in the preparation of the Seller’s Adjustment Certificate and Buyer’s Adjustment Certificate or which may otherwise be necessary for the preparation thereof.

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7 6. Representations and Warranties of Seller. Seller hereby represents and warrants to Buyer as follows:

6.1 Existence and Power. Seller is a municipal corporation formed, existing and operating pursuant to and in accordance with the laws of the State of California and has all requisite power and authority to own and operate the Assets and to conduct its activities in connection with the System as such activities are currently conducted. Seller does not offer Services outside of the Service Area and is not required to register as a foreign entity in any jurisdiction. Seller does not conduct, own or control, directly or indirectly, any part of the System through any other Person (as defined below), nor does any other Person conduct, own or control, directly or indirectly, any part of the System. As used herein, “Person” means any individual, corporation, partnership, limited liability company, association, trust or other entity or organization, including any federal, state or local governmental authority or political subdivision or agency, department or instrumentality thereof.

6.2 Authority. Seller has all requisite power and authority to execute, deliver and perform this Agreement and consummate the Transactions. The execution, delivery and performance of this Agreement and the consummation of the Transactions by Seller have been duly authorized by all necessary action on the part of Seller. This Agreement has been duly and validly executed and delivered by Seller, and this Agreement and the other agreements to be executed and delivered by Seller at the Closing constitute or, when executed and delivered, will constitute valid and binding obligations of Seller, enforceable against Seller in accordance with their respective terms.

6.3 No Conflict; Required Consents. The execution, delivery and performance of this Agreement by Seller and the consummation of the Transactions do not and will not: (a) violate or conflict with any provision of any applicable common law, statute, ordinance, code, law (including Privacy Laws (as defined in the Data Processing Agreement attached hereto as Exhibit A (the “DPA”))), rule, regulation, or other written requirement enacted, adopted, promulgated, applied, or followed by or any agreement entered into by a governmental authority, including any judgment, order, injunction or decree (collectively, “Legal Requirements”), including the California Constitution or the San Bruno Municipal Code; (b) violate, conflict with, result in a breach of, constitute a default under or give rise to any right of termination, cancellation, modification or acceleration of any right or obligation of Seller, or to the loss of any benefit relating to the System or the Assets to which Seller is entitled, under any provision of any agreement, contract or other instrument binding upon Seller or by which any of the Assets or the System is or may be bound or affected; (c) result in the creation or imposition of any lien or encumbrance on any of the Assets; or (d) require any consent, approval, order, waiver or authorization of, registration, declaration, filing or qualification with, or certification, notice, application or report to any Person, other than those consents, approvals, orders, waivers, authorizations, registrations, declarations, filings, qualifications, certifications, notices, applications and reports described on Schedule 6.3 (collectively, the “Consents”).

6.4 Litigation. There is no outstanding judgment or order against or affecting Seller or the Assets requiring Seller to take any action of any kind with respect to the Assets or the operation of the System. There is no litigation, claim, action, suit, proceeding, arbitration, investigation,

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8 hearing or other procedure pending with proper service of process on Seller having been accomplished, or, to the Knowledge of Seller (as defined below), otherwise pending or threatened, against or affecting Seller, the Assets or the operation of the System that individually or in the aggregate might result in any material adverse change in the financial condition or operation of the System or adversely affect the Assets or the ability of Seller to perform its obligations under this Agreement or Buyer’s ability to operate the System. As used herein, “Knowledge of Seller” means the actual or constructive knowledge, after due inquiry, of Sandeep Krishnamurthy, Alex McIntyre, Rob Miguel or Jeff Madden.

6.5 Title to and Condition and Sufficiency of Assets.
(a) Schedule 6.5(a)(i) describes (i) all of the real property that Seller owns, leases, subleases or otherwise uses in connection with the physical operation of the System (including the address and use thereof) and (ii) all of the tangible personal property that Seller owns, leases, subleases or otherwise uses in connection with the physical operation of the System.

Except as set forth on Schedule 6.5(a)(ii), the Assets include all real and tangible personal property used or useful for the physical operation of the System in the ordinary course of business. (b) Seller has good title to all of the owned Assets and valid leasehold interests in all of the leased Assets, in each case free and clear of all liens and encumbrances. (c) The network assets, cable system plant, equipment and other tangible personal property included in the Assets (i) are currently operational and being used to provide services to subscribers, and (ii) to the Knowledge of Seller, do not require any repair other than routine maintenance in the ordinary course of business.

6.6 Contracts. Schedule 6.6 sets forth a true and complete list of (and, in the case of any oral contracts, a description of the material terms of) each contract to which Seller is a party or by which Seller is otherwise bound or affected, that relates in whole or in part to any of the Assets or the System and that falls within any of the following categories (each, a “Material Contract”): (i) leases of real property (both as lessor and lessee) or personal property (both as lessor and lessee); (ii) crossing agreements, easements, conduits and private rights of way; (iii) pole attachment or joint line agreements, underground conduit agreements and colocation or data center agreements; (iv) private cable service agreements; (v) System-specific (local) programming agreements or video streaming agreements; (vi) contracts with the FCC, a PUC, or any other governmental authority relating to the operation or construction of the System and that are not fully reflected in the Licenses (including rate regulation agreements and other agreements containing provisions that prohibit or restrict regulation by any governmental authority), or with community groups or similar third parties restricting or limiting the types of programming that may be shown on the System; (vii) contracts that limit the freedom of the System to compete in any line of business or with any Person or in any area or to own, operate, sell, transfer, pledge or otherwise dispose of or encumber any Asset or which would so limit the freedom of Buyer after the Closing; (viii) contracts that relate to the use of the Assets to provide, or the provision by the System of, Internet service (such as circuit agreements, peering agreements, Internet service provider agreements and managed Internet agreements) or voice service (such as phone interconnection agreements, tariffs, e-rate agreements and managed voice service agreements);

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9 (ix) must-carry elections and retransmission consents; (x) advertising or marketing contracts (including advertising interconnect agreements); (xi) contracts granting any Person the right to use any portion of the cable system plant included in the System; (xii) fiber lease agreements, indefeasible right of use agreements and other similar agreements; (xiii) billing agreements; and (xiv) contracts other than those described in any other clause of this Section 6.6 that would reasonably be expected to be material to the operation of the System. Seller has provided to Buyer true and complete copies of each Material Contract and each other Assumed Contract, together with any notices alleging non-compliance with the requirements thereof or relating to termination thereof. Each Material Contract and other Assumed Contract is in full force and effect as of the Closing Date and, to the Knowledge of Seller, there has not occurred any material default (without regard to lapse of time or giving of notice or both) thereunder.

6.7 Tax Matters.
(a) Seller has timely filed with the appropriate governmental authorities all Tax Returns (as defined below) that were required to be filed by or on behalf of Seller with respect to the Assets or the operation of the System. Seller has timely paid (to the extent due) or established adequate reserves for the payment of (to the extent not yet due) all Taxes (including any interest and penalties due thereon) payable by it which arise from or with respect to the Assets or the operation of the System and are incurred in or attributable to any Tax period (or portion thereof) ending on or before the Effective Time. Seller has not received any written notice of audit, deficiency or assessment with respect to any Tax due with respect to the Assets or the operation of the System. Schedule 6.7 sets forth all jurisdictions with which Seller has filed any Tax Return relating to the System.
(b) As used herein, the following terms have the following respective meanings:
(i) “Tax” means any net income, alternative or add-on minimum tax, gross income, gross receipts, sales, use, ad valorem, transfer, franchise, capital, paid-up capital, profits, greenmail, license, gains, withholding on amounts paid to or by Seller or the System, payroll, employment, excise, severance, stamp, occupation, premium, property, environmental or windfall profit tax, unclaimed property obligations, real estate or possessory interest transfer tax, custom duty or other tax, governmental fee or other like assessment or charge of any kind whatsoever, together with any interest or any penalty, addition to tax or additional amount imposed by any governmental authority responsible for the imposition of any such tax. (ii) “Tax Return” means any report, return, statement, form or other information required to be supplied to a governmental authority in connection with Taxes.

6.8 Regulatory Matters.
(a) The System is only serving the Service Area and is operating pursuant to and in accordance with Chapter 10.24 of the San Bruno Municipal Code, and Seller does not possess any other franchises or similar authorizations or permits issued by any governmental authority granting Seller the right to construct, own and operate the System. Schedule 6.8(a) lists

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10 the Community Unit Identification Number (“CUID”) for the Service Area. There is no application relating to any License pending before any governmental authority that is material to the System.
(b) Seller is authorized to provide interconnected VoIP service within the areas set forth on Schedule 6.8(b). Seller does not hold any Licenses granted by any state or federal governmental authority authorizing Seller to provide VoIP or telecommunications service in any jurisdiction, and Seller does not operate pursuant to the blanket domestic Section 214 authorization provided in the FCC’s rules. There is no outstanding or, to the Knowledge of Seller, threatened investigation relating to any voice service.
(c) Each License issued with respect to the operation of the System is valid, is in full force and effect, is not in default and is in accordance with all applicable Legal Requirements, and Seller is in compliance therewith. Seller has not received any formal or informal allegation, whether written or oral, of non-compliance with any such License. The Licenses permit Seller to operate the System in accordance with all Legal Requirements that are applicable to its operations in the entire areas purportedly covered by such Licenses with respect to the System. Neither Seller nor any of its officers, directors, managers, employees, agents or representatives have violated any Legal Requirement in connection with procuring, obtaining, or maintaining any such License. Seller has provided to Buyer true and complete copies of all Licenses.
(d) Seller does not hold or operate pursuant to any License issued by the FCC under Title III of the Communications Act (as defined below) for radio transmissions or reception, including, without limitation, Licenses for business radio, satellite earth station receiving facilities and cable television relay service or private operational fixed service microwave facilities. To the Knowledge of Seller, as of the date hereof, no governmental authority has commenced, or given notice that it intends to commence, a proceeding to revoke or suspend a License. As used herein, “Communications Act” means the federal Communications Act of 1934, as amended, and the rules and regulations promulgated thereunder.
(e) Prior to the date hereof, but effective as of the Closing, Seller has taken any action necessary to (i) repeal Chapter 10.24 of the San Bruno Municipal Code authorizing Seller to own and operate the System and (ii) modify Section 10.28.020(B) of the San Bruno Municipal Code so that the PEG fee applicable to Buyer does not exceed 1% of Buyer’s Gross Revenue (as defined in California Public Utilities Code Section 5860), and has provided Buyer with evidence thereof.

6.9 Compliance with Legal Requirements.
(a) Except as set forth in Schedule 6.9(a), the maintenance and operation of the System by Seller do not and have not violated or infringed any Legal Requirement. Seller has not received notice of any violation by it or the System of any Legal Requirement applicable to the operation of the System, as currently conducted and, to the Knowledge of Seller, there is no basis for any claim that any such violation exists.

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11 (b) Except as set forth in Schedule 6.9(b), with respect to the System, (i) Seller is and has been in compliance with the Communications Act, including requirements of the Communications Act specifically referred to herein; (ii) all required filings have been submitted to the FCC and each applicable PUC; (iii) the operation of the System has been and is in compliance with the rules and regulations of the FCC and each applicable PUC and all applicable FCC and PUC procedures, and Seller has not received notice from the FCC or any applicable PUC of any violation of its rules and regulations with respect to the System; (iv) Seller has completed all repairs necessary for the System to comply with all applicable FCC and PUC regulations and tests; (v) Seller is in compliance with the equal employment opportunity (“EEO”) rules of the FCC and each applicable PUC, has received no written notices with respect to non-compliance with EEO rules and has received an EEO annual certification for the last seven years in which such certifications have been issued; (vi) the System is in compliance with all signal leakage, proof-of- performance and all technical criteria prescribed by the FCC; (vii) Seller has filed all FCC Forms 320 for the last three reporting periods and all such Forms 320 show “passing” or “satisfactory” signal leakage scores; (viii) the System is in compliance with all applicable grounding and bonding requirements applicable to Seller; (ix) Seller has filed with the United States Copyright Office (“Copyright Office”) all required copyright reports, notices, statements of account, supplemental statements and amendments in proper form, and has paid when due all required copyright royalty fee payments, relating to the System’s carriage of television and radio broadcast signals; and (x) Seller is otherwise in compliance with the requirements of the compulsory copyright license described in Section 111 of the Copyright Act of 1976, as amended, and with all applicable rules and regulations of the Copyright Office. Seller has provided to Buyer true and complete copies of all reports and filings for the past two years or, with regard to cable copyright filings, for the past three years, made or filed pursuant to FCC, PUC and Copyright Office rules and regulations by Seller with respect to the System, all correspondence from the Copyright Office or a copyright owner relating to the copyright statements of account, and will provide to Buyer, upon Buyer’s request, all other past reports and filings made or filed pursuant to FCC or PUC rules and regulations by Seller with respect to the System within the past five years. (c) Except as provided in Schedule 6.9(c), with respect to the System, (i) Seller has provided all required subscriber privacy notices and customer proprietary network information (“CPNI”) to new subscribers of the System at the time of installation and to all subscribers of the System on an annual basis and is otherwise in compliance with the privacy provisions of the Communications Act; (ii) the System has provided all other customer notices required by the Communications Act; (iii) Seller is in compliance with the rules and regulations of the Federal Aviation Administration (“FAA”); (iv) Seller has made all notifications to the FAA with respect to the antenna structures that are being used in connection with the operation of the System and holds all necessary FAA authorizations to operate such structures, and all such structures that require registration with the FCC have been so registered by Seller; (v) all towers are being maintained in conformity with the rules and regulations of the FCC and the FAA; (vi) Seller has not received any request for commercial leased access within the past 120 calendar days; and (vii) there are no complaints or other proceedings instituted before the FCC or any federal or state court concerning commercial leased access, public, educational or government access, program access, or any other aspect of the System’s operations.

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12 (d) The System is duly authorized to carry all stations and signals being carried and, where required, is carrying such stations and signals in accordance with all rules and regulations of the FCC. Except as provided in Schedule 6.9(d), with respect to the System, (i) Seller is in compliance with the must carry and retransmission consent provisions of the Communications Act, including applicable channel placement obligations and all other obligations associated with must carry invocations and retransmission consent agreements; (ii) Seller has not received any oral or written notices from the FCC, the Copyright Office, any local or other television station or system or from any other Person or station alleging a violation of carriage requirements of the System; and (iii) Seller has not filed nor received with respect to the System any notification of any petition or submission that is currently pending before the FCC to modify any television market or for a waiver of any rules or regulations of the FCC as they apply to such System.
(e) Except as provided in Schedule 6.9(e), with respect to the System, (i) Seller has complied with any customer service standards applicable to Seller or the System; (ii) Seller has not received oral or written notice from any governmental authority with respect to an intention to enforce customer service standards pursuant to the Communications Act, and (iii) Seller has not agreed with any governmental authority to establish customer service standards that exceed the FCC or PUC standards promulgated pursuant to the Communications Act or any other applicable Legal Requirements.

6.10 Subscriber and Revenue Data; System Information.
(a) Schedule 6.10(a) sets forth for the System, as of the date hereof, the number of: (i) Customer Relationships and (ii) homes passed.
(b) Schedule 6.10(b) sets forth a true and complete detailed breakdown, for each calendar month during the 12-month period ended on the last day of the calendar month prior to the date hereof, of the System’s accrued subscriber revenue, calculated in accordance with GAAP.
(c) Schedule 6.10(c) sets forth a true and complete copy of the System’s subscriber reports, including the number of subscribers to each tier of basic cable television service (including digital service, if applicable), each premium pay cable service, each tier of Internet service, and voice service (by type of service), as of the last day of each calendar month for the 12-month period ended on the last day of the calendar month prior to the date hereof. The System does not provide any other services except the Existing City Subscribers Services (as defined in Section 9.10 below).
(d) Schedule 6.10(d) sets forth true and complete copies of the rate schedules (excluding periodic promotional activities in the ordinary course of business consistent with past practice or the availability of a promotional opportunity from a premium pay cable service provider) for individual subscribers for the System, identifying the rates charged to each type of subscriber for each tier of basic cable television service (including digital service, if applicable), each premium pay cable service, each tier of Internet service, voice service and all equipment and other charges. Schedule 6.10(d) also sets forth the rates charged, if any, by the System for leased

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13 access programming. Seller has not made any guarantee or representation to its subscribers to the effect that any such standard retail rates will remain in effect for any set period of time. Using its billing system(s), the System bills subscribers monthly in advance prior to the first day of each subscriber billing cycle for all recurring charges for services to be received during such billing cycle.
(e) Schedule 6.10(e) sets forth for the System a true and complete description of: (i) to the Knowledge of Seller, the miles of underground plant, aerial plant and fiber and the technical capacity of such plant expressed in MHz; (ii) the channel capacity and usage; (iii) the number and specific type of addressable and non-addressable converters and modems on the subscribers’ premises; (iv) the stations and signals carried by the System and the channel position of each such station and signal; and (v) the name of each utility company or other entity which has agreed to pole or other facility attachments or conduit use by the System, to the Knowledge of Seller, the number of pole or other facility attachments and miles of conduit used by the System relating to each such utility company or other entity and the rate for such attachments and conduit use charged by each such utility company or other entity. (f) Schedule 6.10(f) sets forth, for each of the System’s private cable service agreements (written or verbal): (i) the name, address and type of establishment of the property that is the subject of such agreement; (ii) the contract type of such agreement (whether bulk service or access only); (iii) the name and address of the counterparty to such agreement (if different from the name and address of the property itself); (iv) the expiration date of such agreement; (v) the number of individual units at the property that is the subject of such agreement; (vi) a description of the services provided to such property (i.e., each tier of basic cable television service, each premium pay cable service, each tier of Internet service and voice service, as applicable); and (vii) if different from the System’s standard retail rates, the rates charged to such property or to individual customer accounts at such property for each tier of basic cable television service, each premium pay service, each tier of Internet service and voice service, as applicable, whether specified in such agreement or otherwise. To the Knowledge of Seller, there is no third party that does not intend to renew or extend any private cable service agreement on commercially reasonable terms.

6.11 Promotional Activities. Schedule 6.11 sets forth all promotions, pricing discounts or other sales or marketing incentives (whether relating to pricing, rebates, giveaways or otherwise) currently in effect for subscribers (or being offered to prospective subscribers) of the System.

6.12 Insurance and Bonds.
(a) Schedule 6.12(a) sets forth a list of all insurance policies maintained by Seller in connection with the business and operations of the System. All such insurance policies (i) are in full force and effect and enforceable in accordance with their terms and (ii) have not been subject to any lapse in coverage. All premiums due on such insurance policies have either been paid or, if not yet due, accrued, and Seller is not in default under or otherwise failed to comply with, in any material respect, any provision contained in any such insurance policies. Seller has

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14 not received any written notice of cancellation or premium increase with respect to, or alteration of coverage under, any such insurance policies.
(b) Schedule 6.12(b) sets forth a list of all franchise, construction, fidelity, performance or other bonds and letters of credit required to be posted by Seller in connection with the business and operations of the System. There is no claim pending under any of such bonds.

6.13 Employment Matters.
(a) Seller has complied in all material respects with all applicable state and federal equal employment opportunity laws and with all other laws related to employment of the employees of Seller assigned to the Seller department operating the System, including those related to wages, hours, worker classification and collective bargaining. Seller has withheld and paid to the appropriate governmental authority or is holding for payment not yet due to such governmental authority all amounts required to be withheld from employees of Seller assigned to the Seller department operating the System and is not liable for any arrears of wages, Taxes, penalties, or other sums for failure to comply with any of the foregoing. Seller is not delinquent in payments to any employees of Seller assigned to the Seller department operating the System or independent contractors of Seller performing services to the Seller department operating the System for any wages, salaries, commissions, bonuses or other direct compensation for any service performed for Seller or amounts required to be reimbursed to such employees or independent contractors. (b) Seller is not party to any contract, covenant or instrument under which any employee of Seller assigned to, or independent contractor of Seller performing services for, the Seller department operating the System would have a right to, and Seller has not made any representations to any such employees or independent contractors regarding, continued employment or engagement by Buyer or any of its affiliates following the Closing, except as provided in schedule 9.9. Neither the execution or delivery of this Agreement nor the consummation of the Transactions on the terms provided herein will conflict with or result in a breach of the terms, conditions, or provisions of, or constitute a default under, any contract, covenant or instrument with any such employee or independent contractor, including any collective bargaining agreement. There is no strike or other labor dispute involving employees of Seller assigned to the Seller department operating the System pending, or to the Knowledge of Seller, threatened.
(c) Each Employee Benefit Plan (as defined below) complies and has been administered in all material respects in accordance with its terms and all Legal Requirements, including ERISA and the Code (as defined below) and all applicable reporting, disclosure, fiduciary and tax qualification requirements thereunder. Seller has never sponsored, maintained, contributed to or been required to contribute to, or has or ever had any liability under or with respect to (i) any plan that is or was subject to Section 412 or 430 of the Code or Title IV of ERISA, (ii) a “multiemployer plan” as defined in Section 3(37) of ERISA, or (iii) any “defined benefit plan” as defined in Section 3(35) of ERISA. Other than as required under Part 6 of Subtitle B of Title I of ERISA, Section 4980B of the Code, and any similar state Law (i.e., COBRA), for which the covered person pays the full cost of coverage, the Company has no liability to provide health or other welfare benefits or life insurance to any person following termination of employment by

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15 the Company. All statements and disclosures made on documents or forms filed or distributed pursuant to the applicable reporting and disclosure requirements under ERISA and the Code have been true and complete in all material respects and have been filed or distributed timely. No excise tax liability has been incurred with respect to any Employee Benefit Plan. Each Employee Benefit Plan is, and has been, operated and administered in material compliance with the appropriate written plan documents, and Seller has made all required contributions and has no liability to any Employee Benefit Plan, other than liability for health plan continuation coverage described in Part 6 of Title I of ERISA.
(d) As used herein, the following terms have the following respective meanings:
(i) “Code” means the Internal Revenue Code of 1986, as amended. (ii) “Employee Benefit Plan” means any pension, retirement, profit-sharing, deferred compensation, bonus, incentive, performance, stock option, phantom stock, stock purchase, restricted stock, premium conversion, medical, hospitalization, vision, dental or other health, life, disability, severance, termination or other employee benefit plan, program, arrangement, agreement or policy, whether written or unwritten, to which Seller contributes, is obligated to contribute to, is a party to or is otherwise bound, or with respect to which Seller may have any liabilities.
(iii) “ERISA” means the Employee Retirement Income Security Act of 1974, as amended.

6.14 Finders’ Fees. There is no investment banker, broker, finder or other intermediary that has been retained by or is authorized to act on behalf of Seller or any of its affiliates who might be entitled to any fee or commission in connection with the Transactions.

7. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Seller as follows:

7.1 Existence and Power. Buyer is a corporation, duly organized, validly existing and in good standing under the laws of the Commonwealth of Pennsylvania, and has all corporate power required to carry on its business as it is now conducted. Buyer is authorized to do business in California and, at Closing, will hold all licenses, franchises and other authorizations necessary to operate the System and provide services within the Service Area.

7.2 Authority. Buyer has all requisite power and authority to execute, deliver and perform this Agreement and consummate the Transactions. The execution, delivery and performance of this Agreement and the consummation of the Transactions by Buyer have been duly authorized by all necessary action on the part of Buyer. This Agreement has been duly and validly executed and delivered by Buyer, and this Agreement and the other agreements to be executed and delivered by Buyer at the Closing constitute or, when executed and delivered, will constitute valid and binding obligations of Buyer, enforceable against Buyer in accordance with their respective terms.

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16 7.3 No Conflict; Required Consents. The execution, delivery and performance of this Agreement by Buyer and the consummation of the Transactions do not and will not: (a) violate or conflict with any provision of the governing documents of Buyer; (b) violate or conflict with any provision of any Legal Requirements applicable to Buyer; (c) violate, conflict with, result in a breach of, constitute a default under or give rise to any right of termination, cancellation, modification or acceleration of any right or obligation of Buyer under any provision of any agreement, contract or other instrument binding upon Buyer; or (d) require any consent, approval, order, waiver or authorization of, registration, declaration, filing or qualification with, or certification, notice, application or report to any Person that has not been obtained prior to the date hereof.

7.4 Finders’ Fees. There is no investment banker, broker, finder or other intermediary that has been retained by or is authorized to act on behalf of Buyer or any of its affiliates who might be entitled to any fee or commission in connection with the Transactions.

8. Taxes.

8.1 Seller hereby provides notice pursuant to California Revenue and Taxation Code Section 107.6, and Buyer acknowledges that it has been provided notice, that this Agreement may create a possessory interest and, to the extent that a possessory interest is deemed created, Buyer may be subject to property taxes levied on such interest, as described in California Revenue and Taxation Code Section 107.

8.2 Buyer shall pay all sales, use, transfer, and similar Taxes, fees, and assessments arising from or payable in connection with the transfer of the Assets or the Transactions.

9. Covenants.

9.1 Conduct of the Business. From the date hereof until the Closing Date, Seller shall operate the System solely in the ordinary course consistent with past practice (including, without limitation, fulfilling installation requests, enforcing its disconnect policies, and conducting marketing campaigns) and use its best efforts to preserve intact its business organizations and relationships with third parties and to retain the services of the employees and independent contractors presently employed or engaged in the operation of the System to ensure the continual, uninterrupted operation of the System.

9.2 Affirmative Covenants. Without limiting the generality of Section 9.1, from the date hereof until the Closing Date, with respect to the System, Seller shall:
(a) promptly notify Buyer if Seller learns of any Condition (as defined in Section 10.9 below) that, individually or together with other Conditions, (i) makes or causes any representation or warranty given by it to be or become untrue at or prior to the Closing, or (ii) has or could reasonably be expected to have a Material Adverse Effect (as defined in Section 10.9 below);

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17 (b) deliver to Buyer, promptly after such statements become available to Seller, true and complete copies of unaudited monthly income statements, subscriber reports, and any other regular operating reports for the System for each month from the date hereof until the Closing Date;
(c) comply in all material respects with all applicable Legal Requirements and the DPA, comply with, and use commercially reasonable efforts to maintain in full force and effect, all Licenses, Material Contracts and other Assumed Contracts; (d) maintain its facilities and assets in good working condition, reasonable wear and tear excepted, and maintain commercially reasonable inventory levels consistent with that which would be expected for cable systems of a similar size; (e) give, or cause to be given, to Buyer, as soon as reasonably possible but in any event prior to the date of submission to the appropriate governmental authority, copies of all FCC Forms required under the regulations of the FCC promulgated under the Communications Act that are prepared with respect to the System; provided, however, that before such forms are filed, the Parties shall consult in good faith concerning the contents of such forms; and (f) give, or cause to be given, to Buyer (i) copies of all copyright statements of account to be filed by Seller or in connection with the System at least ten days prior to filing any such copyright statements of accounts (and consult with Buyer in relation thereto) and (ii) copies of all notifications received with respect to subscriber complaints.

9.3 Negative Covenants. Without limiting the generality of Section 9.1, from the date hereof until the Closing Date, with respect to the System, Seller shall not:
(a) enter into any transaction or take any action that would result in any of Seller’s representations and warranties in this Agreement not being true and correct when made or at the Closing;
(b) modify, amend, cancel, terminate, or fail to renew any Material Contract or other Assumed Contract or enter into any new contract, agreement or commitment of any kind that would constitute a Material Contract or would be binding on Buyer after the Closing; (c) acquire, sell, lease or dispose of any of the Assets, other than purchases, sales, leases and disposals of inventory or equipment in the ordinary course of business consistent with past practice;
(d) delete, substitute or add any programming service on the System or change the channel alignment, retier or repackage the cable television programming, except if required by applicable law;
(e) except as set forth on Schedule 6.11 (including the time periods identified thereon), make any promotions, pricing discounts or other sales or marketing incentives (whether

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18 relating to pricing or otherwise) available to subscribers or prospective subscribers of the System; or
(f) without the prior written consent of Buyer, send any correspondence to any subscribers regarding the Transactions (including with respect to the transition of the operation of the System from Seller to Buyer).

9.4 Access to the System; Liens. From the date hereof until the Closing Date, Seller shall give Buyer and its representatives access to the System and the Assets; provided that no investigation by Buyer shall affect or limit the scope of any of the representations and warranties set forth herein. In order to verify the accuracy of certain representations and warranties of Seller, Seller shall cooperate with Buyer to obtain searches (the “Search Results”), in all appropriate jurisdictions, for state and federal Tax liens, judgment liens, Uniform Commercial Code financing statements and pending litigation against Seller, the System and the Assets; provided that such searches shall be performed by a nationally recognized company selected by Buyer, and Buyer shall be responsible for the cost thereof. On or prior to the Closing Date, Seller shall cause all liens and encumbrances on the Assets (including any liens or encumbrances identified in the Search Results) to be removed, so that the Assets are free and clear of all liens and encumbrances as of the Closing.

9.5 Subscriber Information. Promptly after the date hereof, Seller shall provide to Buyer the names and contact information for all subscribers of the System, together with a description of the services received by each subscriber and their account balances, and other billing information as is customary in the cable industry (the “Subscriber Information”). At the Closing, Seller shall provide to Buyer an updated version of the Subscriber Information, reflecting all subscriber activity from the date the Subscriber Information was initially provided pursuant to this Section 9.5 through and including the Closing Date. All Subscriber Information provided pursuant to this Section 9.5 shall be provided in a manner consistent with established customer privacy protections.

9.6 Notices of Certain Events. Seller shall promptly notify Buyer, and provide Buyer copies, of:
(a) any notice or other communication from any Person alleging that the consent of such Person is or may be required in connection with the Transactions; (b) any notice or other communication from any governmental authority in connection with the Transactions or relating in any way to an alleged violation of any Legal Requirement applicable to the System; and
(c) any petitions, orders or notices filed or received by Seller under the Communications Act.

9.7 Required Consents. From the date hereof until the Closing Date, Seller shall use its best efforts, at its expense, to obtain in writing as promptly as possible the Consents (and deliver to Buyer copies of any such Consents as it obtains each), in each case free from any adverse

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19 conditions (in the judgment of Buyer) and otherwise in form and substance satisfactory to Buyer; provided, however, that (i) Seller shall afford Buyer the opportunity to review and approve the form of any Consent prior to delivery to the party whose Consent is sought and Seller shall not accept or agree or accede to any modifications or amendments to, or any conditions to the transfer of, any of the Licenses or other Assumed Contracts that are not approved in advance in writing by Buyer; (ii) Seller shall, upon reasonable prior notice, allow representatives of Buyer to attend meetings and hearings before applicable governmental authorities in connection with the transfer of any License (and will provide copies of all correspondence to or from any governmental authority in connection therewith); and (iii) Buyer shall cooperate with Seller to obtain all Consents, but Buyer shall not be required to agree to any changes in, or the imposition of any condition to the transfer to Buyer of, any License or other Assumed Contract or as a condition to obtaining any Consent.

9.8 Regulatory Matters. Within two business days after the Closing, Seller shall (a) complete all steps necessary on the FCC website https://svartifoss2.fcc.gov/cgi- bin/ws.exe/csb/coals/home.hts (or any successor or replacement site) to surrender the CUID number for the Service Area, and (b) deliver in writing to Buyer the confirmation number and password applicable to such surrender. Seller hereby authorizes Buyer to use such confirmation number and password in connection with Buyer’s acquisition of the Service Area and CUID number.

9.9 Pre-Closing Interconnection; Post-Closing Transition Services. (a) From the date hereof until Closing, Buyer shall use its commercially reasonable efforts to install, at its sole expense, such cable system plant (including fiber) and equipment as is required in order to enable Buyer to interconnect the System with Buyer’s existing cable infrastructure; provided, however, that if this Agreement is terminated and the Closing does not occur for any reason, Buyer shall be permitted to retain or remove such plant and equipment in its sole discretion, except any such plant or equipment that is installed inside the Headend or physically connected to any Assets shall become the property of Seller. Seller shall reasonably cooperate with Buyer in connection with its interconnection work pursuant to this clause (a), including by providing reasonable access to the Headend and other Assets to the personnel of Buyer, by using reasonable efforts to provide expedited permitting to Buyer for any network infrastructure and construction needs, and by providing reasonable assistance to Buyer with rear easement access for the purposes of network infrastructure upgrades or construction. As used in the prior sentence, “expedited permitting to Buyer” shall include an agreement by which City provides encroachment permits for work that does not involve any excavation in public rights-of- way, subject to such reservations, covenants and conditions determined by City’s Public Works Director .
(b) Following Closing, in order to effect a smooth operational transition of the System (including all subscribers served thereby) and the Assets to Buyer, Seller shall undertake to perform on behalf of Buyer the services described in, and in accordance with the terms and conditions set forth in, Schedule 9.9 attached hereto (each a “Service” and collectively, the “Services”).

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20 9.10 City Subscribers and Courtesy Accounts. In connection with its operation of the System during the Transition Period (as defined in Schedule 9.9), Seller shall be permitted to continue to provide services to any agencies, departments or instrumentalities of Seller that are subscribers of the System (each, a “City Subscriber”) on the same terms (which may include courtesy accounts) as are being provided as of the date as of this Agreement, which are described on Schedule 9.10 attached hereto and which Seller hereby represents and warrants to Buyer have been in place for at least six (6) months prior to the date of this Agreement (the “Existing City Subscriber Services”). To the extent the operation of the portion of the System serving a City Subscriber is transitioned from Seller to Buyer prior to June 30, 2025, Buyer shall continue to provide the Existing City Subscriber Services to such City Subscriber until June 30, 2025, subject to the following sentence. To the extent any City Subscriber desires to continue receiving services provided by the System (including Existing City Subscriber Services) following the transition of the operation of the portion of the System serving such City Subscriber from Seller to Buyer, such City Subscriber shall be required to enter into a written agreement with Buyer on Buyer’s standard terms and conditions (subject to the continued provision of any Existing City Subscriber Services in accordance with the previous sentence). Following the later of (i) June 30, 2025, or (ii) the transition of the operation of the System from Seller to Buyer, Buyer shall not have any obligation to continue to provide any Existing City Subscriber Services to any City Subscribers. Furthermore, following the transition of the operation of the System from Seller to Buyer, Buyer shall not have any obligation to continue to provide any other courtesy services to any other subscribers of the System (other than City Subscribers), except to the extent expressly set forth in an Assumed Contract.

9.11 Copyright Fees. Seller shall be responsible for filing any required copyright reports, notices, statements of account, supplemental statements and amendments in proper form and for paying when due any required copyright royalty fee payments relating to the System’s carriage of television and radio broadcast signals on or prior to the Closing Date, whether such filings and/or payments are due before or after the Closing.

10. Buyer’s Conditions to Closing. The obligation of Buyer to consummate the Transactions shall be subject to the satisfaction of the following conditions, which may be waived in writing by Buyer in its sole discretion:

10.1 The representations and warranties of Seller in this Agreement shall be true and accurate in all material respects at and as of the Closing with the same effect as if made at and as of the Closing.

10.2 Seller shall have performed in all material respects all obligations and agreements and complied in all material respects with all covenants in this Agreement to be performed and complied with by them at or before the Closing.

10.3 As of the Closing, the System shall have (i) at least 5,000 Internet Subscribers and (ii) had an Average Monthly Revenue Per Customer Relationship of not less than $110.00 for each of the three calendar months immediately preceding or ending on the Closing Date.

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21 10.4 Buyer shall have received (i) acceptable Search Results in accordance with Section

9.4; (ii) Seller’s updated Subscriber Information as of the Closing Date in accordance with Section

9.5; (iii) no objection from the California Public Utility Commission (“CPUC”) to add the Service Area to Buyer’s existing state franchise issued pursuant to the California Digital Infrastructure and Video Competition Act of 2006 (DIVCA), together with any other related CPUC approvals; and (iv) evidence of the publication of the DMCA Policy (as defined in Schedule 9.9) on Seller’s website in accordance with paragraph 3(c) of Schedule 9.9.

10.5 Seller shall have obtained and delivered to Buyer the Consents, each of which shall be in full force and effect.

10.6 Buyer shall have completed the installation of all cable system plant (including fiber) and equipment as is required in order to enable Buyer to interconnect the System with Buyer’s existing cable infrastructure.

10.7 On the Closing Date, Seller shall deliver to Buyer the following: (i) the Bill of Sale executed by Seller, in the form attached hereto as Exhibit B, and any other good and sufficient instruments of conveyance as Buyer shall deem reasonably necessary or appropriate to vest in Buyer all right, title and interest in, to and under the Assets, free and clear of all liens and encumbrances; (ii) the Assignment and Assumption Agreement executed by Seller, in the form attached hereto as Exhibit C; (iii) a certificate signed by an appropriate employee of Seller, in the form attached hereto as Exhibit D; and (iv) all such other documents or instruments as Buyer may reasonably request to effect the Closing of the Transactions.

10.8 No provision of any applicable law or regulation and no judgment, injunction, order or decree shall restrain, prohibit or otherwise interfere with the consummation of the Closing or the effective operation or enjoyment by Buyer of all or any material portion of the System or the Assets, and no proceeding challenging this Agreement or the Transactions or seeking to prohibit, alter, prevent or materially delay the Closing shall have been (i) instituted by any Person before any arbitrator or governmental authority and be pending, or (ii) threatened in writing by any Person.

10.9 No Material Adverse Effect shall have occurred with respect to the System or the Assets. As used in this Agreement, “Material Adverse Effect” means any event, fact, change, condition, occurrence, circumstance, effect or other matter (each, a “Condition”) that, individually or together with other Conditions, has had or could reasonably be expected to have a material adverse effect on (a) the System, the Assets or the results of operations, condition (financial or otherwise), liabilities or business of the System or the Assets, or (b) the ability of Seller to consummate the Transactions on a timely basis; provided, however, that none of the following, either alone or in combination, will constitute a Material Adverse Effect: (i) any Condition resulting from or related to (A) any outbreak of war or major hostilities or any act of terrorism, (B) changes in applicable Legal Requirements or GAAP or the enforcement or interpretation thereof, (C) changes that generally affect communications services industries and markets, or (D) changes in financial markets, general economic conditions or political conditions, provided that, in the case of each of the foregoing clauses (A) through (D), any such Condition does not have and could not reasonably be expected to have a disproportionate effect on the System or the Assets compared to

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22 other companies operating in the communications services industries and markets; (ii) any failure, in and of itself, of the System to meet any projections, budgets, plans or forecasts of revenues or subscribers; (iii) any action taken or not taken pursuant to or in accordance with this Agreement or at the request of, or consented to by, the Buyer; or (iv) the execution or delivery of this Agreement, the consummation of the Transactions contemplated by this Agreement or the public announcement or other publicity with respect to any of the foregoing (in accordance with Section 16).

11. Termination.

11.1 Termination. This Agreement may be terminated, and the Transactions may be abandoned, at any time prior to the Closing:
(a) by either Party, if the Closing is not consummated within 180 days after the date of this Agreement; provided that the failure to close by such date is not the result of a material breach of this Agreement by the Party seeking termination; or (b) by Buyer, if Seller shall be in material breach or default under this Agreement and shall have failed to cure such breach or default within 15 days after receiving written notice from Buyer; provided that Buyer is not then in material breach of any representation, warranty, covenant or other agreement contained herein; or (c) by Seller, if Buyer shall be in material breach or default under this Agreement and shall have failed to cure such breach or default within 15 days after receiving written notice from Seller; provided that Seller is not then in material breach of any representation, warranty, covenant or other agreement contained herein; or (d) by Buyer, if any governmental authority makes any inquiry or request for information in connection with the Transactions, or imposes any conditions on the Transactions (including, without limitation, any conditions or limitations on Buyer’s or its affiliates’ businesses, or any requirement by Buyer or its affiliates to take or refrain from taking any action).

11.2 Effect of Termination. If this Agreement is terminated in accordance with Section

11.1, this Agreement shall become null and void and of no further force and effect, except that: (a) the terms of this Section 11.2 and Sections 16 through 23 shall remain in full force and effect; and (b) no such termination shall release or otherwise relieve any Party from any liability or obligation arising as a result of a breach of this Agreement by such Party before the date of termination.

12. Indemnification.

12.1 Indemnification by Seller. Seller shall indemnify and hold harmless Buyer, its affiliates and their respective officers, directors, managers, employees, agents, representatives, successors and assigns (collectively, the “Buyer Indemnified Parties”) from and against any and all loss, cost, damage or liability (including reasonable attorneys’ fees) arising out of or attributable to: (a) any breach by Seller of any of its representations and warranties in this Agreement; (b) any breach by Seller of any of its covenants and agreements in this Agreement; (c) any Excluded

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23 Liability or Excluded Asset; or (d) Seller’s provision of the Services pursuant to Section 9.9, including any failure to comply with any of Seller’s representations, warranties, covenants, agreements or other obligations set forth in Schedule 9.9.

12.2 Indemnification by Buyer. Buyer shall indemnify and hold harmless Seller, its affiliates and their respective officers, directors, managers employees, agents and representatives, from and against any and all loss, cost, damage or liability (including reasonable attorneys’ fees) arising out of or attributable to: (a) any breach by Buyer of any of its representations, warranties, covenants and agreements in this Agreement; (b) the Assumed Liabilities; or (c) Buyer’s operation of the Assets, or any portions thereof, after the Closing, but solely to the extent the operation of such Assets, or any portions thereof, has been transitioned from Seller to Buyer.

12.3 Survival. The representations and warranties of the Parties in this Agreement shall survive for 12 months following the Closing, except that (i) the representations and warranties set forth in Sections 6.1, 6.2, 6.3, 6.5(b) and 6.14 shall survive indefinitely, and (ii) the representations and warranties set forth in Sections 6.4, 6.7, 6.8, 6.9 and 6.13 shall survive until the later of 12 months following the Closing or 60 days following the expiration of the statutory period of limitations applicable to the subject matter thereof (giving effect to any waiver, mitigation or extension thereof). Notwithstanding the preceding sentence, any representation or warranty in respect of which indemnity may be sought under this Agreement shall survive the time at which it would otherwise terminate pursuant to the preceding sentence, if and to the extent a claim under this Section 12 shall have been made against the applicable indemnifying Party prior to such time.

12.4 Limitations on Indemnification Obligations. Except in the case of fraud, willful breach, or intentional misrepresentation, (a) the aggregate liability of Seller with respect to Seller’s obligation to indemnify the Buyer Indemnified Parties for any claims made pursuant to Section

12.1(a) shall not exceed the Final Purchase Price; and (b) in no event shall Seller be responsible to Buyer for any claims made pursuant to Section 12.1 for any consequential, incidental, indirect or punitive damages, whether in an action based on contract, tort or any other legal theory, including, but not limited to, any loss of anticipated profits, or benefits of use, or loss of business, except (i) to the extent such damages are awarded to a third party in connection with a claim for which the Buyer Indemnified Parties are entitled to indemnification hereunder or (ii) in the case of consequential, incidental or indirect damages only, to the extent such damages are reasonably foreseeable.

13. Risk of Loss. All risk of loss or damage to the Assets after the Closing shall be borne by Buyer, except to the extent caused by Seller during the Transition Period. All risk of loss or damage to the Assets on or prior to the Closing shall be borne by Seller. In the event that the Closing occurs, notwithstanding that any such loss or damage has not been repaired prior to the Closing, the amount of all insurance proceeds payable as a result of the occurrence of the event resulting in such loss or damage that is equal to such unrepaired loss or damage shall be delivered by Seller to Buyer, or the rights to such proceeds shall be assigned by Seller to Buyer if not yet paid over to Seller.

14. Prevailing Wages. Buyer is aware of the requirements of California Labor Code sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section

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24 16000, et seq. (the “Prevailing Wage Laws”). Although neither Party is aware of any work contemplated under this Agreement or otherwise in connection with the Transactions that would constitute, or would be determined by the Department of Industrial Relations or by a court to be, a “public works” project under California law, to the extent applicable, Buyer shall comply with the Prevailing Wage Laws with respect to any such work. Buyer shall also defend, indemnify and hold harmless Seller, its elected officials, officers, employees and agents from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws in connection with this Agreement.

15. Non-Competition. As a material and significant inducement to Buyer to enter into this Agreement, and for the consideration set forth in this Agreement, Seller (including all agencies, departments, and instrumentalities of Seller) shall not, for a period of three years from and after the Closing Date, engage, directly or indirectly, in the business of delivering to the general public (including both residential and business accounts) multi-channel video, Internet or telephony services or any business competitive therewith in the Service Area. For the avoidance of doubt, the foregoing sentence shall not limit Seller’s ability to self-provision such services alone or in cooperation with other public agencies. Seller further agrees that it shall not, for itself or on behalf of any other Person, call on any subscriber of the System for the purpose of soliciting, diverting or taking away such subscriber from the System. Seller further agrees that the provisions of this Section 15 are reasonable and necessary to protect and preserve the interests and properties of Buyer and that any breach or violation of this Section 15 would result in irreparable loss and damage to Buyer for which Buyer would not have any adequate remedy at law. Accordingly, in addition to any other available remedies, Buyer shall be entitled to have the provisions of this Section 15 specifically enforced by both temporary and permanent injunctions to prevent any breach or contemplated breach by Seller or any of its affiliates of this Section 15, without regard to any requirement for the posting of a bond or any other security by Buyer in connection therewith.

16. Confidentiality.

16.1 General. From the date hereof until the first anniversary of the Closing Date (or, if this Agreement is terminated before the Closing, (i) in the case of Transaction Information (as defined below), until the first anniversary of the date of such termination, and (ii) in the case of System Information (as defined below), until the date of such termination), Seller shall keep confidential, and not disclose to any third party or otherwise make publicly available (including via any press release or other communication with any news media), (a) the Transactions and all discussions, negotiations, agreements or documents between the Parties related thereto (“Transaction Information”) and (b) all non-public information regarding the System and the Assets (“System Information” and, together with the Transaction Information, the “Confidential Information”), except for disclosure to its employees, advisors and other representatives whose knowledge thereof is necessary in connection with the Transactions (in the case of Transaction Information) or the operation of the System (in the case of System Information) and who are informed of the confidential nature of the Confidential Information so disclosed; provided that Seller shall remain responsible for any breach of this Section 16 by any of the individuals to whom it makes such a disclosure.

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25 16.2 Exceptions. Notwithstanding anything in this Agreement to the contrary, Buyer acknowledges that Seller is subject to the California Public Records Act (Gov. Code § 7920 et seq.) (the “California Public Records Act”) and that all documents provided to Seller may be public records that are open to public inspection and copying thereunder, unless they include confidential information that is exempt from disclosure. Seller shall use good faith and diligent efforts to prevent disclosure of confidential information to third parties, except as may be required by the California Public Records Act or other applicable local, state or federal disclosure laws. In the event of a California Public Records Act request for any Confidential Information, Seller shall consider whether the requested records are not public records or are exempt from disclosure under the California Public Records Act. If Seller denies the request and the requesting party brings an action against Seller to compel disclosure under Gov. Code § 7923.000, Buyer shall be entitled to join the action and, in such event, shall work cooperatively with Seller to resolve the litigation. If, after considering the applicable exemptions, Seller believes the requested records should be disclosed, Seller shall provide Buyer with written notice of such determination no later than five days prior to the release of the requested records. If Buyer claims that the requested records are not public records or are exempt from disclosure, then Buyer may bring an action for an injunction issued by a court to prevent the disclosure of that information (i.e., a “reverse-CPRA action”), provided it (i) notifies Seller of its intent to bring the reverse-CPRA action within five days following its receipt of Seller’s intent to release notice, and (ii) files the reverse-CPRA action within 14 days following its receipt of Seller’s intent to release notice. If Buyer brings a reverse- CPRA action, Seller shall reasonably cooperate with Buyer in connection therewith and, pending the resolution of Buyer’s reverse-CPRA action or an action brought by a party seeking to compel disclosure, shall keep the records at issue in the action confidential and withhold them from disclosure.

17. Notices. All notices, requests or other communications required or which may be given hereunder shall be in writing and either delivered personally to the addressee or sent via electronic mail to the addressee or mailed, certified or registered mail or express mail, postage prepaid, or sent by a nationally recognized overnight delivery service, service charges prepaid, as follows:
if to Buyer, to: c/o Comcast Corporation
One Comcast Center
1701 John F. Kennedy Blvd.

Philadelphia, PA 19103-2838
Attn: General Counsel
Email: [email protected]
if to Seller, to: City of San Bruno
567 El Camino Real
San Bruno, CA 94066
Attn: City Manager
Email: [email protected]
All such notices, requests and other communications shall be deemed received on the date of receipt by the recipient thereof if received prior to 5:00 p.m. in the place of receipt and such day

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26 is a business day in the place of receipt. Otherwise, any such notice, request or other communication shall be deemed to have been received on the next succeeding business day in the place of receipt.

18. Amendments and Waivers; Severability. Any provision of this Agreement may be amended or waived if, but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each Party to this Agreement, or in the case of a waiver, by the Party against whom the waiver is to be effective. No failure or delay by any Party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. If any provision of this Agreement is hereafter construed to be invalid or unenforceable (including in any particular jurisdiction), the same shall not affect the remainder of the provisions or the enforceability thereof in any other jurisdiction, which shall be given full effect, without regard to the invalid portions or unenforceable provisions.

19. Successors and Assigns. This Agreement shall inure to the benefit of and shall be binding upon the Parties and their respective successors and assigns; provided, however, that no Party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without the consent of the other Party, except that Buyer may, without the consent of Seller, (a) assign in whole or in part its rights and obligations pursuant to this Agreement to one or more of its Affiliates, and (b) assign this Agreement and its rights and obligations under this Agreement in connection with a merger or consolidation involving Buyer, or in connection with a sale of substantially all of the equity or assets of Buyer or other disposition of substantially all of the System.

20. Governing Law. This Agreement shall be governed by and interpreted in accordance with the internal laws of the State of California (and United States law, to the extent applicable) without giving effect to the principles of conflicts of law of such state.

21. Remedies. Seller recognizes that the System cannot be readily obtained in the open market and that Buyer will be irreparably injured if this Agreement is not specifically enforced.

Therefore, Buyer shall be entitled in such event, in addition to bringing suit at law or equity for money or other damages, to obtain specific performance of the terms of this Agreement, and in any action to enforce the provisions of this Agreement, Seller shall waive the defense that there is an adequate remedy at law or equity and hereby agree that Buyer shall have the right to obtain specific performance of the terms of this Agreement. The remedies provided in this Agreement shall be cumulative and shall not preclude the assertion by any Party of any other rights or the seeking of any other remedies against the other Party.

22. Counterparts. This Agreement may be executed in any number of counterparts, each of which, when executed and delivered, shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument. Executed counterparts may be delivered via electronic mail (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

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27 23. Entire Agreement; Third Party Beneficiaries. This Agreement and the Schedules and Exhibits attached hereto constitute the entire agreement of the Parties with respect to the subject matter contained herein and supersede all prior agreements and understandings, both written and oral, between the Parties with respect to the subject matter of this Agreement, including the letter of intent dated May 31, 2024 submitted by Buyer’s parent company, Comcast Cable Communications, LLC, and accepted by Seller. Except as expressly set forth herein, no provision of this Agreement is intended to confer upon any person other than the Parties any rights or remedies hereunder.
[Signature page follows]

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[SIGNATURE PAGE TO ASSET PURCHASE AGREEMENT]
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

BUYER:

COMCAST OF CALIFORNIA IX, INC.

By: ____________
Name:

Title:

SELLER:

CITY OF SAN BRUNO
By:

Name:

Title:

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Table of Contents of Schedules and Exhibits
Schedule 1.1(a) List of Assumed Contracts
Schedule 6.3 Required Consents
Schedule 6.5(a) Description of Assets
Schedule 6.6 Material Contracts
Schedule 6.7 Tax Matters
Schedule 6.8(a) Community Unit Identification Number
Schedule 6.8(b) Voice Service Areas
Schedule 6.9 Compliance with Legal Requirements
Schedule 6.10 Subscriber and Revenue Data; System Information Schedule 6.11 Promotional Activities
Schedule 6.12 Insurance and Bonds
Schedule 9.9 Transition Services
Schedule 9.10 Existing City Subscriber Services
Exhibit A Comcast Data Processing Agreement
Exhibit B Form of Bill of Sale
Exhibit C Form of Assignment and Assumption Agreement
Exhibit D Form of Closing Certificate

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Schedule 1.1(a)
List of Assumed Contracts

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Schedule 6.3
Required Consents

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Schedule 6.5(a)
Description of Assets
(i)
(ii)
[None.]

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Schedule 6.6
Material Contracts

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Schedule 6.7
Tax Matters

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Schedule 6.8(a)
Community Unit Identification Number

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Schedule 6.8(b)
Voice Service Areas

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Schedule 6.9
Compliance with Legal Requirements
(a)
[None.]
(b)
[None.]
(c)
[None.]
(d)
[None.]
(e)
[None.]

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Schedule 6.10
Subscriber and Revenue Data; System Information
(a)
(b)
(c)
(d)
(e)
(f)

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Schedule 6.11
Promotional Activities

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Schedule 6.12
Insurance and Bonds

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Schedule 9.9
Transition Services

1. Description of Services. For the Transition Period (as defined in paragraph 5 below), Seller shall perform the following Services on behalf of Buyer:
(a) Seller shall continue to operate the Headend and to provide all products and services (including video, Internet, and voice services, including all tiers and packages thereof) to subscribers, including, without limitation, by performing installations and disconnects, change of service requests, service outage repair, other repair work, signal maintenance, other maintenance and upkeep, advertising insertion, Internet connectivity, e-mail processing, equipment provisioning, and customer support;
(b) Seller shall continue to conduct all billing and collection matters, including, without limitation, maintaining and paying its billing system vendor, submitting invoices to subscribers who receive services through the System with respect to services provided through the System during the monthly billing period immediately preceding the Closing and for the monthly billing periods through the end of the Transition Period, and receiving and posting payments (cash, check and credit card) received from subscribers relating to services provided through the System during the Transition Period and, in connection therewith, Seller is hereby authorized to deposit and hold such payments for the benefit of Buyer; provided, however, that such amounts shall not be held in a commingled account of Seller;
(c) Seller shall continue to conduct all customer service functions of the System, including, without limitation, call answering and customer service and response; (d) Seller shall continue to contract for or otherwise arrange for the provision of all video programming for the System, including, without limitation, maintaining all contracts relating thereto and paying customary and ordinary fees associated with programming for the System;
(e) Seller shall maintain and pay for all relevant utilities and other network and infrastructure costs associated with the operation of the System, including, without limitation, all pole and conduit agreements, circuit leases and other connectivity arrangements, power agreements, CPE agreements and software licenses;
(f) Seller shall reasonably cooperate with Buyer in connection with its infrastructure upgrades and other work on the System necessary for Buyer to assume operation of the System and commence providing its full suite of products and services to the subscribers of the System, including by providing reasonable access to the Headend to the personnel of Buyer, by using reasonable efforts to provide expedited permitting to Buyer for any network infrastructure and construction needs, and by providing assistance to Buyer with rear easement access for the purposes of network infrastructure upgrades or construction (as used in this sentence, “expedited permitting to Buyer” shall include an agreement by which City provides encroachment permits for

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work that does not involve any excavation in Public rights-of-way, subject to such reservations, covenants and conditions determined by City’s Public Works Director); and (g) Seller shall reasonably cooperate with Buyer with respect to the transition of the subscribers of the System to Buyer, including, without limitation, providing Buyer with updated Subscriber Information on a monthly basis (or as otherwise requested by Buyer) in a format satisfactory to Buyer, assisting Buyer in providing notices to the subscribers of the System relating to the changes in their services and thereafter migrating such subscribers to those new services provided by Buyer, and assisting Buyer to coordinate with Seller’s voice service provider to port all voice subscribers’ telephone numbers.

2. Standard of Care; Covenants. Seller agrees to perform the Services in good faith with at least the same degree of care as Seller has provided such services to the System immediately prior to the Closing and in accordance with standards that Buyer would reasonably be expected to apply in operating the System as owned by Buyer. (a) Without limiting the generality of the foregoing, Seller shall:
(i) comply in all material respects with all applicable Legal Requirements and the DPA, comply with, and use commercially reasonable efforts to maintain in full force and effect, all Licenses and Material Contracts to the extent not assumed by Buyer at Closing, and maintain, implement, and enforce the DMCA Policy (as defined below); (ii) pay all debts, liabilities and obligations of or relating to the System as they become due (including, without limitation, all fees, costs and expenses incurred pursuant to the contracts referenced in paragraph 1 above), except for such debts or obligations which are contested by Seller in good faith and for which Seller maintains appropriate reserves on its books; (iii) continue to maintain all of the business records of the System in accordance with its past practice;
(iv) maintain in full force and effect all of the insurance policies and fidelity bonds in place prior to Closing and make no change in any such insurance coverage with respect to the Excluded Assets without the prior written consent of Buyer; and (v) provide Buyer with information relating to the System as reasonably required for Buyer to make required regulatory filings and to comply with requests from governmental authorities, and otherwise reasonably cooperate with Buyer in connection therewith. (b) Without limiting the generality of the foregoing, Seller shall not, without the prior written consent of the Buyer:
(i) delete, substitute, or add any programming service on the System or change the channel alignment, re-tier or re-package the cable television programming, except if required by applicable law;

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(ii) change the rate charged for any level of service provided by the System;
(iii) offer or make any promotions, pricing discounts or other sales or marketing incentives (whether relating to pricing or otherwise) available to subscribers or prospective subscribers for any service, except as set forth on Schedule 6.11 (including the time periods identified thereon);
(iv) continue to provide any courtesy services to any subscribers of the System, except as and to the extent provided in Section 9.10 of the Agreement; or (v) send any correspondence to any subscribers, other than the invoices contemplated by paragraph 1(b) above.
(c) Effective as of Closing and at all times during the Transition Period, Seller shall take all actions necessary to comply with the provisions of the Digital Millenium Copyright Act (“DMCA”), including (i) publishing a DMCA policy on Seller’s website, in a form reasonably acceptable to Buyer (the “DMCA Policy”), which designates Buyer’s copyright agent as Seller’s copyright agent for receiving and processing DMCA notices during the Transition Period (the “DMCA Agent”); (ii) registering such designated copyright agent as the DMCA Agent with the Copyright Office, and (iii) implementing and enforcing the DMCA Policy, including terminating accounts of any repeat infringers.
(d) During the Transition Period, Seller shall use reasonable efforts to retain the services of its employees necessary for the provision of the Services, including (A) Rob Miguel and Jeff Madden, to provide engineering know-how and knowledge transfer regarding the System, and (B) Sandeep Krishnamurthy, who shall oversee Seller’s provision of the Services and serve as Buyer’s principal contact at Seller during the Transition Period. Seller represents and warrants to Buyer that it has made the necessary arrangements requiredfor the provision of the Services during the Transition Period and is not aware of any reason its employees would be unable to provide such Services during the Transition Period.

3. Status Reports. During the Transition Period and thereafter with respect to Seller’s operation of the System during the Transition Period, within three business days after the end of each fiscal month, Seller shall provide a status report (the “Status Report”) to Buyer updating certain information for the prior fiscal month with respect to the System, including: (i) subscriber and Customer Relationship totals calculated in a manner consistent with past practice; (ii) connects, disconnects, reconnects, installation fees, sales data, accounts receivables data including aging, credit adjustments, overtime and capital expenditures; (iii) total cash receipts by source thereof (including customer monthly revenues, late fees, equipment fees, or otherwise); and (iv) all payments made or expenses incurred by Seller on Buyer’s behalf. Each Status Report shall be accompanied by appropriate supporting documentation sufficient to verify the facts set forth in such Status Report.

4. Payments. During the Transition Period and thereafter with respect to Seller’s operation of the System during the Transition Period, within five business days after the end of

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each fiscal month, Seller shall pay over to Buyer the total receipts collected from its operation of the System less the Management Fee for the provision of the Services. For the avoidance of doubt, Buyer shall not be responsible for, and Seller shall pay without deduction or offset against any amounts owed to Buyer hereunder, any other costs or expenses incurred by Seller in the provision of the Services, including any pension costs associated with Seller’s employees who are performing the Services The foregoing deduction of the Management Fee from the receipts paid by Seller to Buyer shall constitute Seller’s total compensation for provision of the Services, and, for the avoidance of doubt, in no event shall Buyer be required to make any payments to Seller to the extent such net receipts are less than zero. Buyer and its agents and representatives shall have the right to examine any and all books and records of Seller as it reasonably requests in order to confirm and verify the amount of receipts and number of Customer Relationships contemplated under this paragraph 4, and Seller shall cooperate in such examination. As used herein, the “Management Fee” means $75 multiplied by the highest number of Customer Relationships served by Seller’s operation of the System in the applicable fiscal month.

5. Transition Period. Seller shall perform the Services for a period of six (6) months following the Closing Date (the “Transition Period”), except as otherwise provided in this paragraph 5. Buyer expects to effect the transition of the operation of the System from Seller to Buyer (including commencing the provision of its full suite of products and services to the subscribers of the System) on a rolling basis as Buyer completes certain infrastructure upgrades and other engineering work on the System. Accordingly, upon not less than thirty (30) days prior written notice to Seller, Buyer may terminate Seller’s provision of the Services as to any portion of the System (and the subscribers served thereby), whereupon Seller shall have no further obligation to provide the Services with respect to such portion of the System (and the subscribers served thereby), other than to provide the Status Report and remit the total receipts less applicable expenses for the period preceding the applicable termination date, provided that the foregoing shall not affect Seller’s continued provision of the Services with respect to the remaining portions of the System (and the subscribers served thereby). In the event that the completion of Buyer’s infrastructure upgrades and other engineering work on the System (or any portion thereof) is delayed due to causes beyond its reasonable control, including as the result of any strike, lock-out or other labor difficulty or disturbance; any act of any government; any riot, insurrection or other hostility; any embargo; any fuel or energy shortage; any fire, flood, pandemic or other act of God; any inability to obtain necessary labor, materials or utilities from customary sources; any inability to obtain necessary permits or licenses; or any act or failure to act of Seller, Buyer shall have the right to extend the Transition Period by the length of such delay. The Transition Period shall terminate prior to the end of the six (6) month period following the Closing Date if Seller is no longer obligated to provide Services with respect to any portion of the System.

6. Post-Transition Services. In addition to the Services, for a period of one (1) month after the termination of the Services with respect to any Internet subscribers of the System, Seller shall provide migration services with respect to such subscribers to effect a smooth conversion of such subscribers to Buyer’s high speed data services, including migrating all data relating to such subscribers’ e-mail accounts (such as saved e-mails, address books and account preferences) to such subscribers’ new “Comcast” e-mail accounts, informing all such subscribers how to configure mail forwarding with respect to their e-mail addresses that were assigned to such subscribers by Seller such that all data sent to those e-mail addresses is automatically forwarded to the

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corresponding e-mail addresses assigned to such subscribers by Buyer (or such other e-mail addresses as may be selected by the subscribers for such purpose), and maintaining the e-mail addresses assigned to such subscribers by Seller and the computer servers that are used to process data sent to such e-mail addresses, and, to the extent subscribers have not activated the mail forwarding feature as described above, forwarding all such data sent to those e-mail addresses to the corresponding e-mail addresses assigned to such subscribers by Buyer.

7. Relationship of the Parties. Seller shall provide the Services solely as an independent contractor of Buyer, and nothing herein shall be construed to render Buyer and Seller as partners or joint venturers or to impose upon any of them any liability as such, nor shall either party have any authorization to enter into any contracts or assume any obligations for the other party or make any representations or warranties on behalf of another party. Furthermore, no employee, consultant or independent contractor of Seller, as a result of providing or participating in the provision of any Services hereunder, shall be considered an employee of Buyer for any purpose, nor shall Buyer and Seller be deemed to be joint employers of any such individuals, and Buyer shall not be construed as having any authority to control or direct the manner in which such individuals provide or participate in the provision of any Services hereunder. Nothing in this paragraph 7 is intended to contradict the “Controller” and “Processor” designations established in the DPA.

8. Force Majeure. Seller shall have no liability or responsibility to Buyer for failure to perform any Service solely to the extent to which the performance of such Service is prevented, hindered, or materially delayed as a consequence of circumstances of Force Majeure (as defined below); provided that (i) Seller shall have exercised commercially reasonable efforts to minimize the effect of such Force Majeure on its obligations, (ii) Seller shall exercise commercially reasonable efforts to resolve such Force Majeure as promptly as practicable and shall recommence performance of the applicable Service immediately upon resolution; and (iii) the nature, quality, and degree of care that Seller shall provide in delivering a Service after a Force Majeure has been resolved shall be substantially the same as the nature, quality, and degree of care that Seller is required to provide with respect to such Service pursuant to paragraph 2 above. Seller shall promptly, but in any event within five (5) calendar days thereafter, notify Buyer in writing upon learning of the occurrence of a Force Majeure. For purposes hereof, “Force Majeure” means an event beyond the reasonable control of Seller, including any strike, lock-out or other similar labor difficulty or disturbance, any act of any government (other than Seller), any riot, insurrection or other hostility, any embargo, any fuel or energy shortage, or any fire, flood, pandemic or other act of God.

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Schedule 9.10
Existing City Subscriber Services

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EXHIBIT A

COMCAST DATA PROCESSING AGREEMENT
[See attached.]

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Data Processing Agreement
Version 1.0 - Last Updated 2/26/2024
This Data Processing Agreement (“DPA”) between Comcast and Company (each a “Party”) is part of and incorporated into the Agreement. Except as expressly stated herein, in the event of a conflict between the documents comprising the Agreement, the order of precedence in descending order is: SCCs, UK SCCs, DPA body, DPA appendices, and remainder of the Agreement.

1. Definitions. The following words and their derivations shall have the meanings given to them in this section. For the avoidance of doubt, such terms include the definitions of analogous concepts under Privacy Laws.

1.1 “Agreement” means each agreement between Comcast and Company under which Company is providing Services, including any statements of work, orders, or other transactional documents entered into by the Parties pursuant to the Agreement.

1.2 “Affiliates” of a Party means an entity that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such Party.

1.3“Business Contact Information” means Personal Information that a Party collects from the other Party’s personnel for the purpose of maintaining a business relationship with that Party (e.g., contracting, billing, general relationship inquiries). For the avoidance of doubt, this excludes Personal Information related to the substance of the Services.

1.4“Comcast” means Comcast Cable Communications Management, LLC and its Affiliates.

1.5“Comcast PI” means Personal Information provided to Company by Comcast or Comcast Personnel, or that Company creates, collects, or otherwise Processes in connection with the Agreement, excluding Business Contact Information.

1.6“Company” means the Party providing Services to Comcast under the Agreement and its Affiliates.

1.7“Controller” means the Party that determines the purpose and means of the Processing of Personal Information.

1.8 “Data Subject” means the individual or household that the Personal Information is attributed to.

1.9 “Data Subject Request” means a request from a Data Subject to exercise rights afforded under Privacy Laws or applicable privacy policies.

1.10“European Laws” means GDPR, UK GDPR, FADP (as defined below) or Directive 2002/58/EC and any legislation and/or regulation implementing or made pursuant to them, or which amends, replaces, re-enacts, or consolidates any of them, including, where applicable, the guidance and codes of practice issued by supervisory authorities.

1.10.1 “FADP” means the Swiss Federal Act on Data Protection of 25 September 2020 and its implementing regulations.

1.10.2 “GDPR” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016.

1.10.3 “UK GDPR” means the GDPR as applicable as part of UK domestic law by virtue of section 3 of the EU (Withdrawal) Act 2018, as amended by the Data Protection, Privacy and Electronic Communications (EU Exit) Regulations 2019.

1.11 “ISRs” means the current information security requirements available at cvpp319.com.

1.12 “Personal Information” means information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual or household. To the extent the European Laws apply, then Personal Information includes “Personal Data” as defined under such laws.

1.13 “Personnel” means a Party's employees, agents, officers, and other personnel.

1.14 “Privacy Laws” means applicable laws, rules, regulations, decrees, statutes, or other enactments, orders, mandates or resolutions relating to information security, protection, and/or privacy, and where applicable, industry self-regulatory programs, which may include the European Laws, if applicable.

1.15 “Processing” means any operation or set of operations performed on information, whether manually or by automatic means, including but not limited to collecting, sorting, accessing, storing, using, or transferring.

1.16 “Processor” means the Party that Processes Personal Information on behalf of and at the direction of the Controller.

1.17“Services” means the services and/or proprducts supplied by Company to Comcast pursuant to the Agreement.

1.18 “Securely Destroy” means to ensure hardcopy and electronic information is rendered permanently and completely unreadable and indecipherable.

1.19 “Subprocessor” means an entity that Processes Personal Information on behalf of Company.

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2. Status of the Parties.

2.1 Company as Processor. As between Comcast and Company, Company is the Processor of Comcast PI. The Comcast PI is described in Table 1 of Schedule 1.

2.2 Business Contact Information. Each party is the Controller of the Business Contact Information it receives related to the Personnel of the other party. Business Contact Information may only be used for the business purpose of maintaining the business relationship and it must be protected using appropriate technical and organizational measures in accordance with Privacy Laws. Comcast's privacy notice at xfinity.com/privacy/policy describes Comcast's practices.

3. Limitations on Processing. Company shall only Process Comcast PI in accordance with Comcast’s documented instructions. Company will promptly inform Comcast if Company believes that such instructions would result in a violation of Privacy Laws. Company certifies that it understands and will comply with the restrictions of the DPA.

Company and its Subprocessors shall, unless otherwise required by applicable law:

3.1Only Process Comcast PI as described in Table 1 of Schedule 1;

3.2Not Process Comcast PI for Company’s commercial purpose;

3.3Not “sell” or otherwise “share” Comcast PI (as such terms are defined under Privacy Laws);

3.4Not Process Comcast PI outside the direct business relationship between Comcast and Company;

3.5Not combine Comcast PI with Personal Information that it receives from or on behalf of another person or collects from its own interaction with a Data Subject, except as otherwise permitted by applicable Privacy Laws;

3.6Comply with Privacy Laws and provide the same level of privacy protection as required of Comcast for Comcast PI;

3.7Implement reasonable security procedures and practices appropriate to the nature and sensitivity of the Comcast PI;

3.8Promptly notify Comcast if it determines it can no longer meet its obligations under Privacy Law or the DPA; and

3.9Restrict access to Comcast PI to those authorized persons who need such information to provide services under the Agreement and ensure such authorized persons: (i) Process Comcast PI in accordance with the Agreement; (ii) are obligated to maintain the confidentiality of Personal Information; (iii) are appropriately supervised; and (iv) are provided with appropriate training in the care and handling of Personal Information.

4. Aggregated and Deidentified Comcast PI. If the Parties have agreed that Company may Process Comcast PI for its own purposes after aggregating or otherwise de-identifying it such that it is no longer Comcast PI, Company shall adhere to the following conditions with respect to such information:

4.1The information must be (i) irreversibly aggregated such that individual identities have been removed and it is no longer linked or reasonably linkable to any individual or household, including via a device, or (ii) irreversibly deidentified such that it cannot reasonably be used to infer information about, or otherwise be linked to, a particular individual or household;

4.2The specific use has been approved by Comcast in writing as evidenced in the Agreement and/or applicable DPA Exhibit;

4.3Company maintains sufficient technical safeguards and business processes to prevent re-identification and periodically reassess such safeguards and processes to ensure they are adequate;

4.4The information can in no way be attributed to Comcast or a Comcast customer using current commercially available technology; and

4.5Company contractually obligates any recipients of the information to comply with these conditions.

5. Data Subject Requests. Company will maintain appropriate measures to assist Comcast in responding to Data Subject Requests. Company will cooperate with Comcast and, within ten (10) days of Comcast’s request, take such action as Comcast may reasonably request to allow Comcast to fulfil the Data Subject Requests. If the Comcast PI is maintained in an electronic format, Company will provide such information in a portable and, if technically feasible, readily usable format that allows Comcast to transmit the information without hindrance. If Company is unable to carry out Comcast’s instruction within the specified period, it will promptly notify Comcast and provide the reason. Comcast may disclose relevant information from this Agreement or about the Company to comply with Data Subject Requests and Privacy Laws. In the event Company receives a Data Subject Request or any other request or complaint related to Comcast PI, Company shall notify Comcast of such request within five (5) days. Company shall not respond to Data Subject Requests without Comcast’s prior written approval.

6. Cooperation. Company will cooperate with Comcast in its efforts to comply with Privacy Laws, including obligations to (i) keep Comcast PI secure, (ii) provide notification related to any breach of Comcast PI, (iii) carry out data protection impact assessments, and (iv) consult with the applicable supervisory authority. If Company receives an inquiry related to Comcast PI, Company will promptly inform Comcast and will cooperate with Comcast’s reasonable requests. In the event the Company receives a request from a governmental authority that requires the disclosure of Comcast PI, Company shall (i) attempt to redirect the governmental authority to request such information directly from Comcast, (ii) inform Comcast of such request, and (iii) obtain its written consent prior to disclosing Comcast PI. Company will make available to Comcast all information which Comcast reasonably requests to allow Comcast to demonstrate that its obligations relating to the appointment of Processors have been met.

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7. Subprocessing. Comcast authorizes Company to use the Subprocessors listed in Schedule 1. Company may engage additional or replacement Subprocessors so long as Company provides Comcast with at least thirty (30) days to object to the change of such Subprocessors prior to their engagement, measured from the date Company provides Comcast with written notice (email being sufficient) of such change. If Comcast objects to the appointment of a new Subprocessor within such period Company shall use reasonable efforts to make available to Comcast a change in the Services or recommend a change to Comcast’s use of the Services, to avoid the Processing of Comcast PI by the objected-to Subprocessor for Comcast’s approval. If Company is unable to make such change within a reasonable time period, or Comcast rejects such changes, Comcast may, upon written notice, terminate the Agreement or portion of the Service which cannot be provided by the Company without the use of the objected-to Subprocessor. Company will remain liable to Comcast for Subprocessor’s Processing of Comcast PI and their compliance with the terms of the DPA. For the avoidance of doubt, the obligations imposed on Company’s Processing of Personal Information shall also apply to Subprocessor’s Processing of Personal Information. Company shall have contracts in place with its Subprocessors that impose written information protection and privacy obligations on its Subprocessors no less protective than those terms imposed on Company under the Agreement, to the extent applicable to the Subprocessor’s services. Company shall conduct appropriate due diligence on its Subprocessors to determine that they will meet the applicable obligations under the DPA and Privacy Laws. In the event Company identifies deficiencies in a Subprocessor’s privacy or security controls, Company shall maintain a report of such findings and ensure that such deficiencies are remediated within appropriate timeframes.

8. Data Retention, Deletion, and Return. Company will retain Comcast PI in accordance with Comcast instructions, unless otherwise required by Privacy Laws. Notwithstanding anything in the Agreement to the contrary, upon the earlier of expiration or termination of the Agreement, Company no longer needing to Process Comcast PI to provide the Services, or on Comcast’s request, Company will, at Comcast’s option, promptly and without unreasonable delay, return or Securely Destroy all Comcast PI within its control. Company will provide a written certification, signed by an officer of Company, certifying that all Comcast PI, has been returned or Securely Destroyed as instructed. In the event Company is unable to Securely Destroy or return Comcast PI because of legal obligations or because such information is stored on inaccessible backup tapes, Company shall (a) promptly inform Comcast of its reasons for refusal, (b) ensure the privacy, confidentiality and security of the Comcast PI in accordance with the Agreement, and (c) delete the Comcast PI promptly after the reason for Company’s refusal has expired.

9. Security and Review. Company will maintain reasonable security practices that meet or exceed the ISRs. Company will make available to Comcast all information necessary, and allow for and contribute to audits, including inspections (which may include onsite visits to Company’s premises), conducted by Comcast or another auditor mandated by Comcast, to demonstrate compliance with Privacy Laws and the terms of this DPA, including in relation to Comcast's obligations with respect to data security, data breach notification, data protection impact assessments, data portability, prior consultation with supervisory authorities, fulfilment of individuals' rights, and any inquiry, notice or investigation by a data protection supervisory authority or any government authority. If Comcast (a) determines in connection with any such audit that Company has failed to perform any of its obligations under this DPA and/or the Agreement, and (b) Comcast notifies Company in writing of Company's breach of this DPA and/or the Agreement, then Company shall, as part of the Services, and at its own expense, within ten (10) days develop a corrective action and remediation plan and a proposed implementation timetable, and subject to Comcast's approval, implement this plan accordingly. Company shall certify to Comcast in writing that the corrective action plan has been completed. Company's failure to develop the corrective action plan, obtain Comcast's approval, or implement the approved corrective action within the agreed timetable is a material breach of the Agreement. Comcast will treat all such information as Confidential Information consistent with the terms of the Agreement. These inspection and corrective action rights supplement, and in no way limit, Comcast's other rights in this DPA and/or the Agreement.

10. Cross-Border Transfer. If Company or any of its Subprocessors Processes Comcast PI in a jurisdiction other than the jurisdiction in which the Comcast PI originated, the Parties shall comply with Schedule 2 attached hereto.

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Schedule 1 - Description of Processing of Personal Information “Table 1” Company as a Processor (Comcast PI)
Specific Business Purpose and
Services for which Comcast PI is
Processed/ Nature and Purpose of
Processing
•To the extent necessary to provide the Services, as further described as follows:
o
•Building or improving the quality of the Services, provided that it is not used to perform services on behalf of another and such use is otherwise permitted under the Agreement.
•Helping to ensure security and integrity to the extent the use of the Comcast PI is reasonably necessary and proportionate for these purposes, including preventing, detecting or investigating security incidents or protecting or resisting malicious, deceptive, fraudulent, or illegal actions.

Categories of Data Subjects
Categories of Comcast PI Processed
Duration of Processing/Retention Company will Process Personal Information for the period of time required to achieve the business purpose, unless otherwise instructed by Comcast.

Special Categories of Comcast PI NA
Subprocessors (including country of
processing)
Additional Information Required if there is a Restricted Transfer of European PI Data exporter(s) Name: Comcast Cable Communications LLC and its Affiliates Address: 1701 John F Kennedy Blvd, Philadelphia, PA 19103, United States Contact person’s name, position, and contact details:

Christin McMeley, Chief Privacy Officer, [email protected] Activities relevant to the Personal Information transferred under these Clauses:

Global media and technology company with employees located worldwide Role (controller/processor): Controller
Data importer(s) (or recipient of
an onward transfer)
Company Name:

Address:

Contact person’s name, position and contact details: [ ] For Transfers to Sub-Processors,
Subject Matter, Nature and
Duration of the Processing
Transfers to Subprocessors comprise the same categories of Data Subjects and Personal Information, and duration as set out above. The Subprocessors provide services to Company in connection with the provision of Services.

Location of processing Upon request, Company shall provide Comcast with details of all countries in which Comcast PI will be processed by it or its Subprocessors, including the geographic locations of any servers that will process Comcast PI and any offices or other locations from which Provider’s Personnel or Subprocessors remotely access or otherwise process Comcast PI
Competent supervisory
authority/ies in accordance with
Clause 13
-Where the data exporter is Comcast or its US Affiliates (including NBCUniversal Media, LLC), the Dutch Data Protection Authority (Autoriteit Persoonsgegevens);
-Where the data exporter is an Affiliate of Comcast based in the European Economic Area, the supervisory authority for the country in which the relevant affiliate is located;
-Where the data exporter is an Affiliate of Comcast based in the UK, the UK Information Commissioner's Office; and
-Where the data exporter is an Affiliate of Comcast based in Switzerland, the Swiss Federal Data Protection and Information Commissioner (FDPIC).

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Schedule 2 – International Transfers

1. Additional Definitions. The following words and their derivations shall have the meanings given to them in this section:

1.1 “SCCs” means the European Commission Standard Contractual Clauses or successor documents or data transfer schemes. As of the date of this DPA, “SCCs” means the clauses in the Commission Implementing Decision (EU) 2021/914 of 4 June 2021.

1.2“European PI” means Comcast PI that prior to its processing by Company is subject to GDPR, UK GDPR, or FADP.

1.3“European Territories” means the European Economic Area, United Kingdom, or Switzerland.

1.4“Restricted Country” means a country that has not been designated by the European Territories and United Kingdom as providing an adequate level of protection for Personal Information.

1.5 “UK SCCs” means the United Kingdom Standard Contractual Clauses or successor documents or data transfer schemes. As of the date of this DPA, “UK SCCs” means the UK Addendum to the EU Commission Standard Contractual Clauses issued by the UK Information Commissioner’s Office.

2. Transfer of Personal Information Generally. To the extent otherwise permitted under the DPA, Company may transfer Comcast PI to a Subprocessor or a location outside the country of origin without Comcast’s express consent, provided that Company complies with Privacy Laws, including (where appropriate): performing third country risk assessments, applying supplementary measures to protect the Comcast PI, and agreeing to standard contractual clauses. For authorized cross-border Processing of Comcast PI, the Company acknowledges that under Privacy Laws, Comcast may need to rely on a specific legal basis, including obtaining the consent of the Data Subjects prior to the transfer of Personal Information to a third party, and accordingly, agrees to provide Comcast with all such information as may be required by Comcast to facilitate such collection of consent. The technical and organization measures that Company implements to ensure the security of Comcast PI are set forth in Schedule 3.

3. Transfers of European PI. This section applies to the extent Company Processes European PI in a Restricted Country. If Company Processes European PI originating from the EEA or Switzerland, the SCCs shall be incorporated into the Agreement by reference. If Company Processes European PI originating from the United Kingdom, the UK SCCs shall be incorporated into the Agreement by reference. Schedule 1 sets forth the information required by the SCCs and UK SCCs.

3.1 Applicable SCC Module. Where Comcast is a Controller and Company a Processor, Module Two of the SCCs apply.

3.2 Applicable SCCs Provisions. The following terms shall apply to the SCCs:

3.2.1 Clause 7: the docking clause will not apply

3.2.2 Clause 8. Company may exercise its audit and inspection rights in accordance with the DPA.

3.2.3 Clause 9: Option 2 shall apply and such rights shall be exercised in accordance with Section 7 of the DPA, and the timeframe shall be 30 days.

3.2.4 Clause 11: Such clause related to an independent dispute resolution body shall not be included.

3.2.5 Clause 17: Option 1 shall apply and the governing law shall be the Republic of Ireland.

3.2.6 Clause 18: Disputes arising from the SCCs shall be resolved by the courts of the Republic of Ireland

3.3 UK SCCs. This section applies to Comcast PI originating from the United Kingdom. The following terms shall apply to the UK SCCs, as permitted by clause 17 of the UK SCCs, the parties agree to change the format of the information set out in Schedule 1 so that (i) the details of the parties in table 1 shall be as set out in Schedule 1 (with no requirement for signature), (ii) for the purposes of table 2, the addendum shall be appended to the SCCs (including the selection of modules and disapplication of optional clauses as noted above) and Section 3.2.3 of this schedule selects the option and timescales for clause 9; and (iii) the appendix information is as listed in Schedule

1. For the purpose of Section 19 of the UK SCCs, neither party shall have the right to end the UK SCCs when a revised version is issued by the Information Commissioner’s Office.

4. Swiss PI. This section applies to Comcast PI originating from Switzerland. The term “member state” in the SCCs must not be interpreted in such a way as to exclude Data Subjects in Switzerland from the possibility of suing for their rights in their place of habitual residence (Switzerland) in accordance with Clause 18(c) of the SCCs. The references in the SCCs to Regulation (EU) 2016/679 and its specific Articles should be deemed to be a reference to FADP and the relevant equivalent sections of the FADP, and references to "EU", "Union", "Member State" and "Member State law" shall be replaced with references to "Switzerland", or "Swiss law", all insofar as the data transfers are subject to the FADP.

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Schedule 3 - Description of the Technical and Organisational Security Measures implemented by the Company
Company will maintain security measures at least as protective as those in the ISRs in addition to the measures set out below.

If Company Processes Comcast PI in a country outside the Comcast PI’s country of origin, other than to a country designated as adequate under Privacy Laws, Company represents that it has assessed the law and practice in relation to surveillance/public authority access in each of those countries and concluded that such surveillance/public authority access in each of those countries is low risk.

Company represents and warrants that within the last three (3) years, it has not received any requests or demands from local law enforcement or intelligence agencies concerning Personal Information.

Company to confirm which of the following safeguards (indicated by a checkmark) it has in place to protect Comcast PI
Contractual X Sign appropriate data transfer agreements in accordance with Privacy Laws such as EU, and/or UK SCCs.

X Any other contractual measures.

Organization
al safeguards
X Written processes and procedures to review and limit the scope of Personal Information disclosed to public authorities.

X Internal record of requests made by public authorities concerning Personal Information.

X Steps that limit the volume of Personal Information disclosed to public authorities.

X Information minimization measures such as redacting unnecessary Personal Information or Personal Information that may be of increased interest to intelligence agencies before complying with a request to disclosure Personal Information to public authorities.

X ISO 27001 or other security-related certifications or best practice security, methodologies adopted (e.g., NIST, ENISA).

X Written policy or procedure to review at regular intervals the transfer mechanisms and supplementary measures.

Technical
safeguards
X Encrypt Personal Information in transit.

X Encrypt Personal Information at rest.

X Encryption key kept in the country of origin of the Personal Information.

X Encryption key kept under the control of Comcast or by a trusted third party.

X Enhanced access controls.

X Enhanced information minimization (e.g., store the least amount of Personal Information necessary).

X Limit timespan for using Personal Information “in the clear” (i.e., in identifiable form).

NA Process Personal Information in multiple separate locations or by using multiple parties.

NA Pseudonymization/obfuscation of stored Personal Information.

X Store Personal Information in the region/country of origin and enable only remote access or view-only access from another country/region.

Please provide further details of the supplementary technical and organizational measures employed by Company to protect the transfer of Personal Information to third countries and/or to protect any transfer of sensitive information. Any such additional supplementary terms shall only apply to the extent that they describe the privacy or security controls of Company and that they are no less protective of Personal Information than otherwise provided under the Agreement.

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EXHIBIT B

FORM OF BILL OF SALE
KNOW ALL MEN BY THESE PRESENTS, that the CITY OF SAN BRUNO, a California municipal corporation (“Seller”), pursuant to that certain Asset Purchase Agreement, dated as of [________], 2024 (the “Purchase Agreement”), by and between COMCAST OF CALIFORNIA IX, INC., a Pennsylvania corporation (“Buyer”), and Seller, for the consideration set forth in the Purchase Agreement and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, does hereby sell, convey, transfer, assign and deliver to Buyer and its successors and assigns, effective as of the Effective Time (as defined in the Purchase Agreement), all of Seller’s right, title and interest in, to and under all of the Assets (as defined in the Purchase Agreement).

TO HAVE AND TO HOLD, the entire right, title and interest in, to and under the Assets hereby sold, conveyed, transferred, assigned and delivered to Buyer and its successor and assigns for its and their own use, benefit and behalf forever.

IN WITNESS WHEREOF, Seller, intending to be legally bound hereby, has executed and delivered this Bill of Sale on this ___ day of ____________, 202_.

CITY OF SAN BRUNO
By:

Name:

Title:

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EXHIBIT C

FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT
KNOW ALL MEN BY THESE PRESENTS, that the CITY OF SAN BRUNO, a California municipal corporation (“Assignor”), pursuant to that certain Asset Purchase Agreement, dated as of [________], 2024 (the “Purchase Agreement”), by and between COMCAST OF CALIFORNIA IX, INC., a Pennsylvania corporation (“Assignee”), and Assignor, for the consideration set forth in the Purchase Agreement and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, does hereby assign and transfer to Assignee, effective as of the Effective Time (as defined in the Purchase Agreement), all of Assignor’s right, title and interest in, to and under the Assumed Contracts (as defined in the Purchase Agreement).

Assignee hereby accepts said assignment and hereby assumes and agrees to pay, discharge and perform all liabilities and obligations of Assignor arising under the Assumed Contracts (other than liabilities or obligations attributable to any failure by Assignor to comply with the terms thereof), but only to the extent attributable to actions occurring or conditions first occurring after the Effective Time.

IN WITNESS WHEREOF, Assignor and Assignee, intending to be legally bound hereby, have executed and delivered this Assignment and Assumption Agreement on this ___ day of ____________, 202_.

CITY OF SAN BRUNO
By:

Name:

Title:

COMCAST OF CALIFORNIA IX, INC.

By:

Name:

Title:

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EXHIBIT D

FORM OF CLOSING CERTIFICATE
This Certificate is given pursuant to Section 10.7 of that certain Asset Purchase Agreement, dated as of [________], 2024 (the “Purchase Agreement”) by and between COMCAST OF CALIFORNIA IX, INC., a Pennsylvania corporation, and the CITY OF SAN BRUNO, a California municipal corporation (“Seller”). Unless otherwise set forth herein, all capitalized terms in this Certificate shall have the same respective meanings ascribed to them in the Purchase Agreement. Seller hereby certifies as follows:

1. The representations and warranties of Seller contained in the Purchase Agreement were true and accurate when made and remain true and accurate at and as of the Closing Date with the same effect as if made at and as of the Closing.

2. Seller has performed all obligations and agreements and complied with all covenants in the Purchase Agreement to be performed and complied with by it at or before the Closing.

3. As of the date hereof, the System has (i) at least 5,000 Internet Subscribers and (ii) had an Average Monthly Revenue Per Customer Relationship of not less than $110.00 for each of the three calendar months immediately preceding or ending on the Closing Date.

IN WITNESS WHEREOF, the undersigned has executed this Certificate this ___ day of _________, 202_.

CITY OF SAN BRUNO
By:

Name:

Title:

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City Council Agenda Item
Staff Report

CITY OF SAN BRUNO
DATE: January 28, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Alex D. McIntyre, City Manager
PREPARED BY: Darcy Smith, Assistant City Manager
SUBJECT: Consider Introducing, Reading by Title Only and Waiving a Further Reading of an Ordinance Entitled “An Ordinance of the City Council of the City of San Bruno Repealing Chapter 10.24 (Municipal Cable Television And Communications System) and Amending Chapter 10.28 (State Video Franchises) and Finding Such Action Exempt from the California Environmental Quality Act”
BACKGROUND:

The Digital Infrastructure and Video Competition Act of 2006 (DIVCA), codified in California Public Utilities Code Section 5800, et seq.and the proposed sale of CityNet to Comcast require changes to Title 10 of the San Bruno Municipal Code. The ordinance, if enacted, would repeal provisions in Chapter 10.24 governing CityNet, the city’s municipal cable system, upon its sale to Comcast, and amend Chapter 10.28 to fully exercise the regulatory authority that the city retains over holders of state video franchises such as Comcast under DIVCA, including to collect franchise fees and public, educational and governmental access (PEG) fees.

DISCUSSION:

DIVCA does not apply to municipal cable systems such as CityNet. The city’s authority to operate a municipal cable system is founded in the California Constitution and exercised pursuant to Chapter 10.24. This Chapter is proposed to be repealed as it will no longer be relevant upon the sale of CityNet assets to Comcast.

DIVCA applies to private companies such as Comcast. Before DIVCA went into effect on January 1, 2007, local governments had the authority to grant local franchises to private companies to install their cable systems in public rights of way and provide cable service to local residents. DIVCA created a new regulatory regime for state video franchising, essentially shifting franchising authority away from local governments to the California Public Utilities Commission (CPUC). Under DIVCA, the CPUC issues a 10 year state franchise to any applicant that meets the application requirements. While DIVCA shifted much of the regulatory authority over private sector video service providers to the CPUC, it does preserve some local government regulatory authority. For example, DIVCA allows local authorities: (i) to continue to collect franchise fees subject to a 5% cap; (ii) to collect PEG fees subject to certain limitations; (iii) to enforce customer service standards imposed under state and federal law; and (iv) to continue to impose right-of-way management and permitting requirements, subject to certain restrictions imposed by DIVCA.
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Item 7b.

Honorable Mayor and Members of the City Council
January 28, 2025