Agenda packet — San Mateo City Council, August 21, 2023 (part 1 of 3)

CITY OF SAN MATEO
City Council Regular Meeting
August 21, 2023
7:00 PM
City Hall Council Chamber
Entrance is on O’Farrell Street

COUNCIL MEMBERS
Amourence Lee, Mayor
Lisa Diaz Nash, Deputy Mayor
Rich Hedges
Adam Loraine
Rob Newsom Jr.

AGENDA
THIS MEETING CAN BE ATTENDED IN PERSON OR REMOTE BY JOINING ZOOM – SEE CODES BELOW.

PUBLIC COMMENTS WILL BE ACCEPTED BOTH IN PERSON AND REMOTELY.

SEE END OF AGENDA FOR OPTIONS AND INSTRUCTIONS ON HOW TO PARTICIPATE IN THE MEETING.

To join via Zoom – click here: August 21, 2023
To join via telephone: (408) 638-0968
Webinar ID: 850 4950 6491 Passcode: 567915
The City Council meeting will conclude by 11:00 p.m. unless otherwise extended by council vote.

Any unheard items will automatically move forward to the next regular meeting.

CALL TO ORDER
Pledge of Allegiance
Roll Call

CEREMONIAL

1. Wildland Fire Prevention – Informational Update

2. Caltrans El Camino Real Roadway Renewal Project - Update

CONSENT CALENDAR
All matters listed under the Consent Calendar are considered by the Council to be routine and will be enacted by one motion without discussion. If discussion is desired, that item may be removed and considered separately.

3. City Council Meeting Minutes - Approval
Approve the minutes of the special and regular meetings of July 17, 2023.

CEQA: This minutes approval is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b)(5).)

4. Cablecasting and Channel Management Services – Agreement Adopt a Resolution to use an alternative purchasing method to enter into an agreement with Millbrae Community Television (MCTV) for cablecasting, channel management, maintenance, and engineering support services in an amount not to exceed $50,000 per year for a three-year period beginning fiscal year 2023-24 through fiscal year 2025-26, with cost of living adjustments for a total amount not to exceed $155,000, and authorize the City Clerk to execute the contract in substantially the form presented. 1 of 653
CEQA: This is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.)

5. League of California Cities Annual Conference – Voting Delegate Designation Designate Council Member Rob Newsom Jr as the City's Voting Delegate for the 2023 League of California Cities Annual Conference and authorize Council Member Newsom to vote for the League's bylaws amendments.

CEQA: This item is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b)(5).)

6. Zoning Code Amendments for City Projects, Modifications to Planning Applications, and Height Limitations and Exemptions – Ordinance Adoption
Adopt an Ordinance to amend the San Mateo Municipal Code Sections 27.02.060 “Height Limitations and Exemptions”, 27.02.140 “Exceptions”, 27.06.020 “Zoning Administrator – Powers and Duties”, 27.06.050 “Council Consideration and Determination”, and 27.08.080 “Planning Application Modifications” to streamline the review process for city projects, clarify the modification process for approved planning applications, and clarify height limitations and exemptions; and determine the amendments qualify for exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3).

CEQA: In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), introduction and adoption of these ordinance amendments are covered by the "common sense exemption" that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendments, which include updates to streamline review process for city projects, provide clarity regarding different types of project changes, and provide clarification regarding height limitations and exemptions for roof top elements, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

7. Municipal Code Amendments for New Development Parking Garage Security Requirements – Ordinance Adoption
Adopt an Ordinance to amend San Mateo Municipal Code Section 23.54.030 “Parking Garage Security” to update security requirements for residential parking garages to provide flexibility for mixed-use buildings, exempt projects with less than five dwelling units, and standardize video surveillance and lighting requirements; and determine the amendments qualify for a Categorical Exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3).

CEQA: In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), adoption of this ordinance amendment is covered by the "common sense exemption" in that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendment, which consist of updates to parking garage security measures, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

8. Concar Passage Mixed-Use Project: Development Agreement Execution Extension Request – Ordinance Adoption Adopt an Ordinance to approve a two-year extension to execute the Development Agreement for the Concar Passage Mixed-Use Project located at 640, 666, 678, 690 Concar Drive; 1820, 1850 S. Grant Street; and 1855 S.

Delaware Street.

CEQA: This project received prior CEQA clearance, and a Final Supplemental Environmental Impact Report for the PA-2018-052 was certified by the City Council on August 17, 2020. Staff has determined that pursuant to CEQA Guidelines Section 15162, Subsequent EIRs and Negative Declarations, PA-2023-033 requires no further environmental review, as there have been no changes to the environmental character of the project site or the 2 of 653
surrounding areas since the project (PA-2018- 052, Concar Passage Mixed-Use Project) was originally approved by City Council on August 17, 2020.

9. Technical Services for Housing, Real Estate and Fiscal Analysis – Agreements Approve agreements with Economic and Planning Systems, Inc. for: (1) on-call services for a period of five years to assist the City with housing and fiscal analysis for policy projects and for private development applications for a total of $500,000; (2) technical assistance to evaluate and recommend housing policy options associated with Housing Element implementation in the amount of $103,500; and authorize the City Manager to execute each agreement in substantially the form presented.

CEQA:This item is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b)(5).)

10. Community Development Block Grant 2022-23 Annual Action Plan – Amendment and Agreement Adopt an amendment to the 2022 – 2023 Community Development Block Grant (CDBG) Annual Action Plan and approve an agreement to Samaritan House for public facilities improvements in an amount not to exceed $100,000 in CDBG funds and authorize the City Manager to execute the agreement in substantially the form presented.

CEQA: The loan and public facilities improvements are categorically exempt from CEQA as “existing facilities,” because they consist of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use. (CEQA Guidelines Section 15301.

11. Permanent Local Housing Allocation Grant Program Fiscal Year 2023-2024 – Grant Appropriation Adopt a Resolution to appropriate $584,800 of Permanent Local Housing Allocation grant program funds from the Department of Housing and Community Development into the fiscal year 2023-2024 operating budget.

CEQA: This appropriation is not a project subject to CEQA, because it is a government fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. (CEQA Guidelines Section 15378(b)(4).)

12. On-Call Professional Planning Services – Agreement
Approve an agreement with Metropolitan Planning Group for on-call professional technical planning services for a period of five years from August 22, 2023 through June 30, 2028 in an amount not to exceed $750,000 and authorize the City Manager to execute the agreement in substantially the form presented.

13. Flock Safety Platform – Purchase Agreement
Adopt a Resolution to approve the use of an alternative purchasing procedure; approve an agreement with Flock Group Inc., to purchase Flock Safety Platform products and services for automated license plate reader technology for a five-year term in the cumulative amount of $501,350; and authorize the Chief of Police to execute the agreement in substantially the form presented.

CEQA: This agreement is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.) 3 of 653

14. Cellebrite Premium Software Subscription – Agreement Approve an agreement with Cellebrite Inc., to provide a subscription to Cellebrite Premium Unlimited Software to provide digital forensics for a five-year term in the cumulative amount of $456,309.48; and authorize the Chief of Police to execute the agreement in substantially the form presented.

CEQA: This agreement is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.)

15. Traffic Safety Public Service Announcements – Agreements and Appropriation Adopt a Resolution to appropriate $110,840 to the Police Department’s fiscal year 2023-2024 operating budget; approve an agreement with Mr. Badly Productions for creation of public service announcement videos related to pedestrian safety and distracted driving in the amount of $110,840; approve an agreement with the County of San Mateo for reimbursement in the amount of $110,840 for creation of the public service announcements; and authorize the Chief of Police to execute the agreements in substantially the form presented.

CEQA: This action is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.)

16. Washington Park Basketball Court Improvements – Contract Adopt a Resolution to approve an alternative purchasing procedure to award a construction contract to Angeles Contractor, Inc. for improvements to the basketball court at Washington Park in the amount of $252,916.84; establish a contingency reserve in the amount of $25,000; and authorize the Public Works Director to execute the contract in substantially the form presented and issue change orders within the contingency amount.

CEQA: This project is categorically exempt from CEQA as an “existing facility,” because it consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use. (CEQA Guidelines Section 15301.)

17. Wastewater Treatment Plant Transfer Pumps Improvements Project – Bid Rejection Adopt a Resolution to reject the sole bid received for the Wastewater Treatment Plant Transfer Pumps Improvements Project; and authorize the Public Works Department to initiate a second Notice Inviting Bids.

CEQA: The City prepared a Final Programmatic Environmental Impact Report (Final PEIR) in accordance with the California Environmental Quality Act (CEQA) (SCH No. 2015032006). On June 6, 2016, Council certified the PEIR. In accordance with CEQA, the Final PEIR serves as the primary environmental compliance document for the implementation of the Clean Water Program. The City prepared Addenda to the Final PEIR that was approved on July 16, 2018 (Addendum 1) and April 15, 2019 (Addendum 2). This work is within the scope of the Project evaluated in the PEIR and Addendum.

18. Construction Special Inspection Services for the Clean Water Program – Amendment Approve Amendment No. 1 to the professional services agreement with Smith Emery San Francisco to increase the agreement amount by $850,000 for a revised not-to-exceed amount of $2,350,000 for continuing as-needed construction special inspection services for various Clean Water Program projects; and authorize the Public Works Director to execute the amendment in substantially the form presented and issue project-specific task orders under the agreement.

CEQA: The City prepared a Final Programmatic Environmental Impact Report (Final PEIR) in accordance with the California Environmental Quality Act (CEQA) (SCH No. 2015032006). On June 6, 2016, Council certified the PEIR. In accordance with CEQA, the Final PEIR serves as the primary environmental compliance document for the 4 of 653
implementation of the Clean Water Program. The City prepared Addenda to the Final PEIR that was approved on July 16, 2018 (Addendum 1) and April 15, 2019 (Addendum 2). This work is within the scope of the Project evaluated in the PEIR and Addendum.

19. Bridge Management Program Development – Agreement
Approve a professional consultant services agreement with Dewberry Engineers, Inc. in an amount not to exceed $250,000; establish a contingency reserve in the amount of $50,000; authorize the Public Works Director to execute the agreement in substantially the form presented and any future amendments within the contingency amount.

CEQA: This City Council action is not a project subject to CEQA review because it is an “existing facility” in that it consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use. (CEQA Guidelines Section 15301.)

20. Marina Library Structural Improvements Project – Grant Funding Adopt a Resolution to accept funding in the amount of $1,300,000 from the Targeted State Grant Program for the Marina Library Structural Improvements Project; ratify the Funding Agreement with the California State Library; and authorize the City Manager to execute all required documentation to receive the grant funds.

CEQA: This Resolution is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b) (5).)

21. Fire Stations 21 & 23 Shower Remodel – Contract
Adopt a Resolution to approve an alternative purchasing procedure to award a construction contract to Angeles Contractor, Inc. to remodel the showers at Fire Stations 21 and 23 in the amount of $244,267.56; establish a contingency reserve in the amount of $25,000; and authorize the Public Works Director to execute the contract in substantially the form presented and issue change orders within the contingency amount.

22. Temporary Standby Generator for Dale Avenue Pump Station Upgrade – Contract Change Order Approve Contract Change Order No. 2 to the Agreement with Herc Rentals, Inc. for a temporary emergency standby generator to support the Dale Ave Pump Station Upgrade project in an amount not-to-exceed $107,216.64 for rental services through the end of January 2024; increase the total agreement value to $436,477.21; increase the contingency reserve by $80,000; and authorize the Public Works Director to execute the change order in substantially the form presented and issue change orders within the contingency amount.

CEQA: The agreement addressed by this administrative report is being undertaken to support the Clean Water Program. This project is subject to the requirements of the California Environmental Quality Act (CEQA), the general components of which are included as part of the Final Programmatic Environmental Impact Report (Final PEIR) (SCH No. 201532006) that was prepared for the Clean Water Program. The Final PEIR was certified by City Council on June 6, 2016.

23. Marina Lagoon Fill Pump Overhaul – Change Order
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Approve Change Order No. 4 with Koffler Electrical Mechanical Apparatus Repair, Inc. dba KEMAR, to overhaul the Marina Lagoon fill pump for an amount of $13,845.78, for a revised total not-to-exceed amount of $556,050.14 and authorize the Public Works Director to execute the change order in substantially the form presented.

CEQA: This pump overhaul contract is categorically exempt from CEQA as an “existing facility,” because it consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use. (CEQA Guidelines Section 15301.)

24. Wastewater Treatment Plant Immediate Action Project, Package II – Appropriation and Contingency Increase Adopt a Resolution to authorize an appropriation of funds in the amount of $1,250,000 from the Sewer Fund Reserves to the Wastewater Treatment Plant Immediate Action Projects, Package II Project (Project), revising the total project budget to a value of $14,346,372; approve a $210,000 increase to the contingency reserve associated with the Myers & Sons Construction, LLC construction contract for the Project; and authorize the Public Works Director to issue change orders within the contingency reserve amount.

CEQA: The work addressed by this administrative report is being undertaken to support the Clean Water Program.

This project is subject to the requirements of the California Environmental Quality Act (CEQA), the general components of which are included as part of the Final Programmatic Environmental Impact Report (Final PEIR) (SCH No. 201532006) that was prepared for the Clean Water Program. The Final PEIR was certified by City Council on June 6, 2016.

25. Comprehensive Liability Fund – Appropriation
Adopt a Resolution to approve a supplemental budget appropriation of $1,000,000 of unassigned fund balance from the General Fund to increase transfers out from the General Fund to the Comprehensive Liability Fund to increase the budget for legal costs.

CEQA: This resolution is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b) (5).)

26. Community Facilities District No. 2008-1 (Bay Meadows) Annual Appropriations Limit for Fiscal Year 2023-24 – Approval
Adopt a Resolution to approve the annual appropriations limit for fiscal year 2023-24 for Community Facilities District No. 2008-1 (Bay Meadows).

CEQA: This appropriations limit is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b)(5).)

27. Marina Lagoon Pump Station – Appropriation and Agreement Adopt a Resolution to authorize an appropriation in the amount of $500,000 from the General Fund unassigned fund balance to the Public Works Department operating budget for critical improvements at the Marina Lagoon Pump Station to ensure the station is prepared for the upcoming rain season; adopt a Resolution to approve an alternative purchasing procedure and approve an agreement with Cummins Inc. for maintenance on the diesel engines at the Marina Lagoon Pump Station in an amount not to exceed $303,562.87; establish a $30,000 contingency reserve; and authorize the Public Works Director to execute the agreement in substantially the form presented and issue change orders within the contingency amount. 6 of 653
CEQA: This City Council action is categorically exempt from CEQA as an “existing facility,” because it consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use. (CEQA Guidelines Section 15301.)

PUBLIC COMMENT
Members of the public wishing to comment on any item not appearing on the agenda may address the City Council at this time. State law prevents Council from taking action on any matter not on the agenda; your comments may be referred to staff for follow up.

Public comment is limited to a total of 15 minutes; however, an opportunity for additional public comment may be provided later in the agenda.

NEW BUSINESS

28. New Year's Eve Storm - Status Report and Staff Direction Receive a report on the 2022 New Year's Eve storm and provide staff direction on priorities for future storm preparation activities.

CEQA: This status report is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b) (5).)

29. Tobacco Retailer Permit Amendments – Ordinance Introduction Introduce an Ordinance to amend San Mateo Municipal Code Chapter 7.41 "Tobacco Retailer Permit" to consolidate and clarify existing definitions and enact additional requirements for tobacco retailer permits.

CEQA: In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15378(b)(5), adoption of this ordinance is categorically exempt from CEQA as an administrative activity that will not result in a potentially significant physical impact on the environment.

30. Drinking in Public Areas – Ordinance Introduction
Introduce an Ordinance to amend San Mateo Municipal Code Section 10.04.080 ”Drinking - Public Areas” and repeal Section 10.04.090 ”Drinking - Private Parking Lots.” CEQA: In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), adoption of this ordinance is not a project subject to CEQA in that it can be seen with certainty that it will not have a significant effect on the environment.

REPORTS AND ANNOUNCEMENTS
City Manager, City Attorney and Council Members report on their various assignments and liaison roles and Council requests for scheduling future items.

ADJOURNMENT
----------------------------------------------------------------------------------------------------------------------------- AGENDAS: Agendas and material are posted on the City’s website on the Friday preceding each Council Meeting and can be viewed on the City's website at www.cityofsanmateo.org . Any supplemental material distributed to the Council after the posting of the agenda will be made part of the official record.

WATCHING A MEETING ON TV: City Council meetings are broadcast live on Comcast/channel 27, Wave/channel 26, or AT&T/channel 99.

For transmission problems during the broadcast, please call (650) 522-7099. For all other broadcast comments, call (650) 522-7040, Monday-Friday, 8 a.m. - 5 p.m.
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WATCHING A MEETING ON A COMPUTER: There are three ways to stream. 1) Public Meeting Portal www.cityofsanmateo.org/publicmeetings 2) City YouTube channel and stream it on YouTube: http://youtube.com/CityofSanMateo 3) Watch TV live stream: https://www.cityofsanmateo.org/193/Channel-San-Mateo-Live-Stream

PUBLIC COMMENTS/REQUEST TO SPEAK
Prior to the Meeting
Send comments to: [email protected] until 4 p.m. the day of the meeting.

During the meeting
By Zoom: Click the link at the top of the agenda and you’ll be added to the meeting. All attendees are muted by default. When the item of interest is open for consideration, select the “Raise Your Hand” icon and you will be called on at the appropriate time.

By telephone: Call (408) 638-0968 and enter the conference ID found at the top of the meeting agenda. When the item of interest is open for consideration, select *9 to raise your hand. When called upon, press *6 to unmute, state your name and provide your comments.

In Person: At the meeting complete a “Request to Speak” form, submit a request at the speaker kiosk or scan the QR code.

ACCESSIBILITY: In compliance with the Americans with Disabilities Act, those with disabilities requiring special accommodations to participate in this meeting may contact the City Clerk’s Office at (650) 522-7040 or [email protected] . Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. 8 of 653
Fire Department Update

SAN MATEO CONSOLIDATED FIRE DEPARTMENT
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We are your Fire Department!
JPA Formed in 2019
3 Board Members, 1 from each city
60%/20%/20% split on costs
Same number of stations pre-merge
Julia Mates is our current chair
At a Glance:
9 Stations
2 Ladder Trucks
10 Engines
1 Battalion Chief of Operations
Our Own Training Division
18 support staff
1 Deputy Fire Marshal
7 Inspectors
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Specialized
Response
Capability
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Incidents
2023 YTD Runs
Total Runs to Date 7689
2022
Total Runs 15136
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WILDFIRE IN 2023
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WHAT ARE THINGS WE CAN DO TO

HELP PREPARE THE COMMUNITY
AGAINST WILDFIRE?
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HOME HARDENING/DEFENSIBLE SPACE
Codes
• SMC Section 4904.3 - Local Fire Severity
zones created
• SMC Section 4905.2 - Construction
requirements for all new and
existing structures within fire severity zones
are established
• SMC Section 4907.1 - Defensible space is
required for Moderate, High and Very High
zones
• SMC has adopted and modified the 2021
International Wildland Urban Interface code
Inspection Program/Enforcement
• Inspection program beginning Summer 2023
• Covers all local fire severity zones identified
by our assessment from 2019
• Penalties include fees and possible property
liens if fees are not paid.
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LOCAL AND STATE ASSESSMENT MAPS
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HOME HARDENING
10 •Cover all vents with 1/8
inch screening
•Inspect vents periodically
to ensure they are in
good condition
•Keep gutters free of
vegetation
•Install non-combustible
gutters and gutter covers to
prevent debris build up
•Cover the chimney with
a metal screen, no smaller
than 3/8 inch and no larger
than ½ inch
•Install metal flashing at
the chimney-roof
intersection
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HOME HARDENING
Decks
• Create an ember resistant zone
under the footprint of and
around all decks
• If a deck overhangs a
slope, create and maintain a
defensible space on the
downslope side of the deck
Garage
• Ensure garage doors are sealed
and closed before evacuation
• The space between the garage
door and framing should be
well sealed to prevent ember
intrusion into the garage
Fences
• If you have a combustible
fence, replace the 5 feet closest
to the home with a noncombustible material
• Remove vegetative debris from
around the base of fences
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DEFENSIBLE

SPACE ZONES
Zone 0: Ember Resistant Zone
Zone 1: Lean, Clean and Green Zone
Zone 2: Reduce Fuel Zone
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Ordinance
Changes
Presentation title 13
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THANK YOU San Mateo Consolidated
Fire Department
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EL CAMINO REAL ROADWAY RENEWAL
San Mateo City Council
August 21, 2023
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2 Your
Presenters
Rommel Pardo
Senior Project Manager
Matthew Goetz
District Land Surveyor
Isaac Mai
Project Engineer
Rebecca Krawiec
Public and Stakeholder Outreach
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• Status of Project
• Right of Way and Encroachment
• Upcoming Outreach
• Funding Milestones
3 Topics
for Today’s
Discussion
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PROJECT STATUS
Construction is approaching
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Overarching Goals

REMAIN AT THE FOREFRONT

OF OUR EFFORT
5 • Retain the character
and health of the grove.
• Improve safety of the
road and sidewalks.
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Our Timeline
6 Design
Started
Tree
Workshop
2022
May Fall/Winter
2024 2026
Summer
Design
Complete
Summer
Construction
Start
Construction
Complete
Long-term
Management
Traffic
Management
Plan Complete
2023 2025
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Tree Workshop
Successful
community gathering
February 2023
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RIGHT OF WAY
Opportunity & challenges
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Public Right of Way
2 Lanes
Northbound
2 Lanes
Southbound
Driveway
Sidewalk
Planting Area
Retaining Wall
Retaining Wall
Sidewalk
Planting Area
Representative Right of Way (ROW)
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Land Survey
Boundaries of the State
Right-of-Way (ROW)
• Research of maps, statutes and
recorded documents
• Field evidence and data collected
• Analysis and mapping
• Verification by additional field work
• Results provided to the Caltrans
Design team
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ENCROACHMENT
Low, medium and high levels identified
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Defining
Encroachment
An encroachment is any
structure, object, or activity
of any kind or character
within the State right of way
(ROW), but not part of the
State facility or serving a
transportation need.

RIGHT OF WAY

ENCROACHMENT

BACK OF SIDEWALK

FLOW LINE
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Defining
Encroachment
Unlike some other areas, the
El Camino Real ROW includes
trees planted along the roadway. ENCROACHMENT
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Encroachment Types
Low, Med, High Severity Illustrations
LOW severity: < 2 feet* MEDIUM severity: 2-5 feet* HIGH severity: > 5 feet* *Distance from back of sidewalk to ROW line
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Encroachment Features
Encroachment may include, but is not
limited to, any of the following:
• Parking
• Landscaping
• Irrigation
• Fences
• Mailboxes
• Patios
• Retaining walls
• Driveways
• Stairs
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ENCROACHMENT

BACK OF SIDEWALK
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200+ Instances of Encroachment
Throughout project area
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56 Instances of Encroachment
Located in San Mateo
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Critical Steps & Milestones for Funding
• Complete 100% design (plans, specifications, and estimate) • Acquire the project Right of Way (ROW) Certification
This requires clearing of utility conflicts, completion of Temporary Construction Easements (TCEs), and clearing of improvements built on State right of way (walls, stairs, fences, irrigation, etc.).
• The project is ready to list for contractor bidding
• Then, request fund allocation by CA Transportation Commission 18 40 of 653

UPCOMING OUTREACH
Public and stakeholder touch points
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Our Planned Outreach
20 City Council
Update
Property
Owner
Meetings*
Summer 2023
Today Fall
Fall 2023
August 19-20
Burlingame on the
Avenue Event
Mid-September
Public Reveal
of Renderings
& Design
Invitation-only meetings based on
severity of encroachment
*These events are not open to the public.
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Questions?
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Thank you
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 3 Section Name: CONSENT CALENDAR Account Number: 10-1111 File ID: 23-7875 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: City Clerk's Office
MEETING DATE: August 21, 2023
SUBJECT:

City Council Meeting Minutes - Approval
RECOMMENDATION:

Approve the minutes of the special and regular meetings of July 17, 2023.

BUDGET IMPACT:

There is no budget impact associated with this administrative action.

ENVIRONMENTAL DETERMINATION:

This minutes approval is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b)(5).)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 - Minutes 2023-07-17 Special
Att 2 - Minutes 2023-07-17 Regular

STAFF CONTACT
Patrice Olds, City Clerk
[email protected]
(650) 522-7042
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City Council Special Meeting Minutes – 7/17/2023 Page 1

COUNCIL MEMBERS
Amourence Lee, Mayor
Lisa Diaz Nash, Deputy Mayor
Rich Hedges
Adam Loraine
Rob Newsom Jr.

CITY OF SAN MATEO
Special Meeting Minutes
City Council
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
July 17, 2023
City Hall Council Chambers 5:30 PM
Special Meeting
CALL TO ORDER at 5:30 p.m.

Roll Call

Present: Mayor Lee, Deputy Mayor Diaz Nash, Council Members: Hedges, Loraine and Newsom

CLOSED SESSION
Following the opportunity for public comment, there were no speakers, the City Council convened into Closed Session to consider:

1. Conference with Legal Counsel – Existing Litigation
(Paragraph (1) of subdivision (d) of Government Code Section 54956.9) Name of Case: Liangqiu Wan v. City of San Mateo, et al., U.S. Dist. Court (N. Dist. Cal.) Case No.: 3:22-cv-01509-LB The City Council reconvened at 5:54 p.m.

STUDY SESSION

2. Boards and Commissions – Qualifications and Compensation Martin McTaggart, Deputy City Clerk, provided a presentation overviewing the City’s Boards and Commission structure, recruitment and appointment processes, and recommendations from the Diversity, Equity, and Inclusion Task Force to look at possible compensation for board and commission service, relaxing the qualifications for service, and possible creation of youth commissioner seats on Park & Recreation Commission. Council directed staff come back with more information on the recommendation.

Council asked questions of staff. Discussion ensued.

City Attorney Rasiah summarized that Council’s consensus is to lift the electoral requirement and to keep the commission size at five, allow for compensation, add more ex-officio members for under 18, have shorter term limits for under 18 youth members, and he noted there are concerns with felons serving, and that more discussion is needed on whether to allow residents in unincorporated San Mateo areas to serve.

ADJOURNMENT –The meeting adjourned at 6:58 p.m.

APPROVED BY: SUBMITTED BY:

Amourence Lee, Mayor Patrice Olds, City Clerk
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City Council Regular Meeting Minutes – 7/17/2023 Page 1

COUNCIL MEMBERS
Amourence Lee, Mayor
Lisa Diaz Nash, Deputy Mayor
Rich Hedges
Adam Loraine
Rob Newsom Jr.

CITY OF SAN MATEO
Regular Meeting Minutes
City Council Meeting
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
July 17, 2023
City Hall Council Chambers 7:00 PM
Regular Meeting
CALL TO ORDER at 7:00 p.m.

Pledge of Allegiance
Roll Call

Present: Mayor Lee, Deputy Mayor Diaz Nash, Council Members: Hedges, Loraine and Newsom

CEREMONIAL

1. Parks and Recreation Month – Proclamation - Joanne Magrini, Parks and Recreation Director and staff, received the proclamation

2. Neighborhood Watch Board of Directors – Recognition – Jeanine Luna, Community Relations Police Officer and Neighborhood Watch Program Coordinator, along with the Neighborhood Watch Board of Directors, received the recognition

3. National Disabilities Awareness Month – Proclamation - Ligia Andrade Zúñiga, San Mateo Union High School District, Board Trustee, received the proclamation

CONSENT CALENDAR
The following items, 4 through 21, were considered to be routine by the City Council. Item 22 was removed to be considered separately. After the titles of the items were read by the Deputy City Clerk, the public was invited to comment.

Michael Grubb spoke to Item No. 8 regarding the allocated $500k for an art project when that money could go towards public safety instead. Motion passed 5-0.

Moved: Newsom, Seconded: Hedges
Ayes: Lee, Diaz Nash, Hedges, Loraine, and Newsom
Noes: None

4. City Council Meeting Minutes – Approval
Approve the minutes of the special and regular meetings of June 20, 2023.

5. Personnel Board and Park and Recreation Commission Subcommittees – Appointment Recommendations Appoint Elizabeth DeWinter to the Personnel Board for a full first term through June 10, 2027, and place Stacie Nevares on an eligibility list for one year should another vacancy on the Personnel Board occur. Appoint Sandra Kiapi to the Park and Recreation Commission for a full first term through June 10, 2027, and place Regina Trapp, Peter Wicher, and Tatyana Shapiro on an eligibility list, in this order, for one year should another vacancy on the Park and Recreation Commission occur.
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6. Juvenile Diversion Program Case Management Services – Amendments Adopt a Resolution to appropriate $68,585 to the Police Department's fiscal year 2023-2024 operating budget; approve Amendment No. 1 to the agreement with the YMCA for the Juvenile Diversion Program to incorporate bilingual case management services in the amount of $68,585; approve Amendment No. 5 to the agreement with the County of San Mateo to extend the term through June 30, 2025, and increase the reimbursement amount by $353,300 for a new total amount not to exceed $1,071,431 for the Juvenile Diversion Program; and authorize the Chief of Police to execute the amendments in substantially the form presented.

Enactment: Resolution No. 72 (2023)

7. Public Safety Radio Communications Base Station Equipment – Agreement and Amendment Adopt a Resolution to approve the use of an alternative purchasing method and authorize an appropriation of $25,155 to the Police Department’s operating budget; approve an agreement with Telecommunications Engineering Associates (TEA) in the amount of $519,337 for the purchase of new public safety radio communications base station equipment; approve Amendment No. 2 to a separate agreement with TEA for telecommunications maintenance management services in the amount of $125,777 for a new agreement total amount not to exceed $490,137; and authorize the Chief of Police to execute the agreement and amendment in substantially the form presented.

Enactment: Resolution No. 73 (2023)

8. Racial Equity Art Project – Agreement
Approve an agreement with Rafael Blanco for the Racial Equity Art Project to be painted on the Pedestrian Mall in the amount not to exceed $200,000 and authorize the City Manager to execute the agreement in substantially the form presented.

9. Below Market Rental Rates, Sales Prices and Unit Community Priorities – 2023 Revisions Adopt a Resolution to establish 2023 maximum rental rates and sales prices for affordable housing as required by the City of San Mateo's Below Market Rate (BMR) housing program; and establish Community Priority for units containing three or more bedrooms, which may allow a developer to provide fewer BMR units in exchange for units with more bedrooms as long as all other BMR program provisions are followed.

Enactment: Resolution No. 74 (2023)

10. 3150 South Delaware Street, Bay Meadows Station 5 Public Improvements – Acceptance Adopt a Resolution to accept public improvements in accordance with the October 19, 2020 Subdivision Improvement Agreement between the City of San Mateo and Bay Meadows Station 5 Investors, LLC for 3150 South Delaware Street, Bay Meadows Station 5.

Enactment: Resolution No. 75 (2023)

11. Basin E Sanitary Sewer Improvements Project – Agreement Award an agreement to D’Arcy & Harty Construction, Inc. for the Basin E Sanitary Sewer Improvements Project in an amount not to exceed $6,486,711; establish a contingency reserve in the amount of $1,297,000; and authorize the Public Works Director to execute the agreement in substantially the form presented and issue change orders within the contingency amount.
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12. Citywide Street Rehabilitation Package 4-B Project – Agreement Approve an agreement with G. Bortolotto & Company for the Citywide Street Rehabilitation Package 4-B Project in the amount of $2,984,056.50; establish a contingency reserve in the amount of $300,000; and authorize the Public Works Director to execute the agreement in substantially the form presented and issue change orders within the amount of the contingency amount.

13. Wastewater Treatment Plant Upgrade Engineering Services During Construction – Contingency Increase Approve an increase in the contingency reserve by $1,100,000 for the agreement with HDR Engineering, Inc. for engineering services during construction for the Wastewater Treatment Plant Upgrade and Expansion Project for a total agreement amount of $13,143,427, and new total contingency amount of $3,344,000; and authorize the Public Works Director to execute amendments and change orders within the contingency amount.

14. Wastewater Treatment Plant Upgrade Construction Services – Contingency Increase Approve a $9,000,000 increase to the City’s contingency budget for its contract with Sundt Construction, Inc. for construction of the Wastewater Treatment Plant Upgrade and Expansion Project, for a total available budget amount of $456,964,973; and authorize the Public Works Director to issue change orders within the contingency amount.

15. Wastewater Treatment Plant Supervisory Control and Data Acquisition Monitoring and Upgrade Project – Agreement
Adopt a Resolution to approve an alternative purchasing procedure and approve an agreement with Technology Management Professionals dba TMPros, LLC in the amount of $174,140 to monitor and maintain the Supervisory Control and Data Acquisition system at the Wastewater Treatment Plant, establish a contingency reserve of $21,000, and authorize the Public Works Director to execute the contract in substantially the form presented and issue change orders up to the contingency amount.

Enactment: Resolution No. 76 (2023)

16. Community Development Department and Police Department – Job Specification Updates Adopt a Resolution to approve the revisions to the job specifications for the classifications of Deputy Building Official and Dispatcher I-II.

Enactment: Resolution No. 77 (2023)

17. Senior Catered Lunch Services Rendered for Fiscal Year 2022-2023 and Fiscal Years 2023-2026 – New Agreement and Amendment
Adopt a Resolution to approve an alternative purchasing method for services already rendered and approve an agreement in an amount not to exceed $21,455.38 with Corporate Cuisine, Inc. (“Corporate Cuisine”) for senior lunch services delivered during fiscal year 2022-23; approve Amendment No. 1 to the agreement approved on May 15, 2023, with Corporate Cuisine for fiscal years 2023-26 to include tax; and authorize the Park and Recreation Director to execute both documents in substantially the form presented.

Enactment: Resolution No. 78 (2023)
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18. East Hillsdale Park Professional Consultant Services Agreement – Amendment Approve Amendment No. 1 to the agreement with Callander Associates Landscape Architecture to add compensation up to $232,624; establish a contingency reserve of $25,000 to the original agreement amount for additional services and optional Construction Management and related services, for a total not to exceed amount of $440,004; and authorize the Park and Recreation Director to execute the amendment in substantially the form presented.

19. Bay Meadows Community Facilities District – Special Tax Levy for Fiscal Year 2023-24 Adopt a Resolution to authorize levy of special taxes for fiscal year 2023-24 for the Community Facilities District No. 2008-1 (Bay Meadows).

Enactment: Resolution No. 79 (2023)

20. Enterprise Resource Planning System Replacement – Amendment Approve Amendment No. 2 to the agreement with Plante & Moran, PLLC for the purpose of a no-cost time extension through June 30, 2024; and authorize the City Manager to execute the Amendment No. 2 in substantially the form presented and issue future no-cost time extensions, if necessary.

21. Investment Advisory Services – Amendment
Approve Amendment No. 1 to the agreement with Chandler Asset Management for investment advisory services in an amount not to exceed $465,000 for Fiscal Years 2022-23 through 2024-25; extend the term of the agreement through June 30, 2025; and authorize the City Manager to execute Amendment No. 1 in substantially the form presented.

END OF CONSENT CALENDAR

REMOVED FROM CONSENT CALENDAR

22. Intent to Initiate Proposition 218 Process for Stormwater Fee; Balloting Procedures and Fee Report – Approval Mayor Lee pulled this item to outline its importance. City Attorney Rasiah provided an overview of the process.

Council members provided additional comments in support.

Public Comment: Alex Cwirko–Godychi spoke stating City assistance is too little / too slow and the City should redo the stormwater fee for all the neighborhoods in San Mateo.

Motion to adopt a Resolution to initiate a proceeding for the approval of a stormwater fee; adopt a Resolution to approve ballot procedures; and approve the Stormwater Fee Report. Motion passed 5-0.

Moved: Hedges, Seconded: Loraine
Ayes: Lee, Diaz Nash, Hedges, Loraine, and Newsom
Noes: None

Enactment: Resolution Nos. 80 and 81 (2023)
The Deputy City Clerk administered the oath of office to newly appointed Personnel Board Member Elizabeth DeWinter and to Park & Recreation Commissioner Sandra Kiapi.

PUBLIC COMMENT
Joe Gershanick, Russ Wilsher, Olivia McNally, Rich Kranz, Alex Cwirko-Godycki and Valerie Oblath offered an organized presentation from Flood Free San Mateo.
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City Council Regular Meeting Minutes – 7/17/2023 Page 5 Laurie Watanuki and Diane Whitaker spoke to historic district proposal in Baywood and noted that regulations that apply to historic district already apply in San Mateo.

Speaking to concern with flood control basin and strategic plan and the flood emergency funding status: Mike Dillon, Sandra Dillon, Sonia Nazzal, Ryan Moriguchi, Nancy Cussary, Anna Kuhre, Todd Vance, Laura Wood, Nikki Huth, Rob Rideau, Tate, Michael Ragan, Thomas Morgan, Danielle Cwirko-Godycui, Jeff LaMont, Monique Lagomasino, Mason Fong, Laura Feinstein, Jonathon Lee, and Mitch Speigle.

John Murphy spoke of traffic safety concerns. Jay Kuhre commented on historic district nomination concerns with process.

Azalea Mitch, Public Works Director, responded to questions raised.

Council recessed from 9:23 p.m. to 9:37 p.m.

PUBLIC HEARING

23. Outdoor Dining Standards and Permits – Amendments
Jennifer Chen, Economic Development Manager, and Denise Garcia, Management Analyst II, City Manager’s Office, presented the history of consideration of outdoor dining furnishings. Council asked questions of staff.

The Mayor opened the Public Hearing. Public Comment – Kevin Simpson spoke in support of B Street boosters and opined to remove the fees for a year, remove the barriers as much as possible for a year or two to help the businesses. Jonathan Stone, Prometheus Development, offered to facilitate with the development community to understand more all sides of the vision for downtown. Jordan Grimes spoke in support of B street and noted upfront fees are a big barrier. Mason Fong support design standards. The Mayor closed the Public Hearing.

Council asked further questions of staff. Further discussion ensued. Consensus was reached to approve staff’s direction with the amendment of a waiver of the application fee and the renewal fee for a period of one year.

Motion to Adopt a Resolution, as amended, to approve amendments to the standards for the various outdoor dining permit programs to allow for parklets to be constructed in the downtown pedestrian malls, amend the fee schedule to create a new fee for parklets in the pedestrian malls, and authorize the City Manager to make further minor administrative amendments to these program standards. Motion passed 5-0.

Moved: Newsom, Seconded: Hedges
Ayes: Lee, Diaz Nash, Hedges, Loraine, and Newsom
Noes: None

Enactment: Resolution No. 82 (2023)

NEW BUSINESS

24. Zoning Code Amendments for City Projects, Modifications to Planning Applications, and Height Limitations and Exemptions – Ordinance Introduction
Julia Klein, Principal Planner, Community Development Department, provided a presentation on the need to amend the zoning code to provide clarity and streamline the process for some approvals. Council asked questions of staff.

The Mayor opened the Public Hearing. Public Comment – there were no speakers. The Mayor closed the Public Hearing.
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City Council Regular Meeting Minutes – 7/17/2023 Page 6 Motion to Introduce an Ordinance to amend the San Mateo Municipal Code Sections 27.02.060 (Height Limitations and Exemptions), 27.02.140 (Exceptions), 27.06.020 (Zoning Administrator – Powers and Duties), 27.06.050 (Council Consideration and Determination), and 27.08.080 (Planning Application Modifications) to streamline the review process for city projects, clarify the modification process for approved planning applications, and clarify height limitations and exemptions; and determine the amendments qualify for exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3). Motion passed 5-0.

Moved: Diaz Nash, Seconded: Hedges
Ayes: Lee, Diaz Nash, Hedges, Loraine, and Newsom
Noes: None
25 Municipal Code Amendments for New Development Parking Garage Security Requirements – Ordinance Introduction
Rendell Bustos, Senior Planner, Community Development Department, provided a presentation on the amendment needed to allow parking garage security requirements some flexibility for different configurations.

The Mayor opened the Public Hearing. Public Comment – there were no speakers. The Mayor closed the Public Hearing.

Motion to Introduce an Ordinance to amend San Mateo Municipal Code Section 23.54.030 “Parking Garage Security” to update security requirements for residential parking garages to provide flexibility for mixed-use buildings, exempt projects with less than five dwelling units, and standardize video surveillance and lighting requirements; and determine the amendments qualify for a Categorical Exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3). Motion passed 5-0.

Moved: Newsom, Seconded: Loraine
Ayes: Lee, Diaz Nash, Hedges, Loraine, and Newsom
Noes: None

26. Concar Passage Mixed-Use Project - Vesting Tentative Map and Development Agreement Execution Extension Request – Ordinance Introduction
Rendell Bustos, Senior Planner, and Carol Johnson, Contract Planner, Community Development Department, provided a brief presentation on the history of the project and the reasons for the extension of the vesting tentative map. Council asked questions of staff and the applicant. The Mayor opened the Public Hearing. Public Comment – there were no speakers. The Mayor closed the Public Hearing.

Motion to Adopt a Resolution to approve a two-year extension of an approved Vesting Tentative Map and all other associated planning application approvals and a modification of Condition of Approval #61; and introduce an Ordinance for a two-year extension to execute the Development Agreement for the Concar Passage Mixed-Use Project located at 640, 666, 678, 690 Concar Drive; 1820, 1850 S. Grant Street; and 1855 S. Delaware Street, in accordance with Government Code Section 66452.6(e) and San Mateo Municipal Code Sections 26.48.135(b),

26.48.140(c), and 27.08.085(d). Motion passed 5-0.

Moved: Loraine, Seconded: Hedges
Ayes: Lee, Diaz Nash, Hedges, Loraine, and Newsom
Noes: None

Enactment: Resolution No. 83 (2023)
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REPORTS AND ANNOUNCEMENTS
City Manager, City Attorney and Council Members reported on their various assignments and liaison roles. Council members commented on community concerns.

ADJOURNMENT –The meeting adjourned at 11:44 p.m.

APPROVED BY: SUBMITTED BY:

Amourence Lee, Mayor Patrice Olds, City Clerk
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 4 Section Name: CONSENT CALENDAR Account Number: 10-1511 File ID: 23-7847 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: City Clerk's Office
MEETING DATE: August 21, 2023
SUBJECT:

Cablecasting and Channel Management Services – Agreement RECOMMENDATION:

Adopt a Resolution to use an alternative purchasing method to enter into an agreement with Millbrae Community Television (MCTV) for cablecasting, channel management, maintenance, and engineering support services in an amount not to exceed $50,000 per year for a three-year period beginning fiscal year 2023-24 through fiscal year 2025-26, with cost of living adjustments for a total amount not to exceed $155,000, and authorize the City Clerk to execute the contract in substantially the form presented.

BACKGROUND:

The City has a need for cablecasting and live broadcasting services for the City Council, General Plan Subcommittee, Planning Commission, and the Sustainability and Infrastructure meetings. Since at least 2006, Millbrae Community Television (MCTV) has been providing dependable and comprehensive service with basic maintenance and technical support for equipment in the Council Audio Visual control room and Council Chamber. This includes repairs, where applicable, reports on equipment status and production procedures, and on-call basic technical assistance for users of the equipment outside of MCTV staff during daytime and evening hours. Based on the proven track record of reliability of MCTV and their specialized knowledge of the City’s equipment, staff recommends the use of an alternative purchasing method to contract with MCTV. Finally, the contract provides for cost-of-living adjustments of up to 3% for the second and third contract years, leading to a total contract amount of up to $155,000.

BUDGET IMPACT:

The City Clerk has sufficient funds in the current fiscal year 2023-24 budget for the first year of service. The cost for the second and third years of service will be included in the 2024-25 and 2025-26 fiscal year budgets.

ENVIRONMENTAL DETERMINATION:

This is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att1 – Proposed Resolution
Att2 – Agreement
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CITY OF SAN MATEO

STAFF CONTACT
Alesha Boyd, Management Analyst I
[email protected]
(650) 522-7043
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CITY OF SAN MATEO
RESOLUTION NO. ____ (2023)

APPROVING ALTERNATIVE PURCHASING PROCEDURE FOR AN AGREEMENT WITH MILLBRAE COMMUNITY

TELEVISION (MCTV) FOR CABLECASTING, CHANNEL MANAGEMENT, MAINTENANCE AND ENGINEERING

SUPPORT SERVICES
WHEREAS, the City of San Mateo has a need for cablecasting, channel management, maintenance and engineering support services; and
WHEREAS, in accordance with Municipal Code Section 3.60.050(b) agreements may be awarded without competitive bids if calling for bids would be impracticable, unavailing, or impossible and the City Council sets forth findings designating the reasons; and
WHEREAS, City staff recommends approval of the agreement with Millbrae Community Television for $155,000 over a three year period in an amount not to exceed $50,000 per fiscal year, with a maximum 3% cost of living adjustment for the second and third contract years.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN MATEO, CALIFORNIA, HEREBY FINDS and RESOLVES that:

1. This is not a project subject to CEQA, because it can be seen with certainty that is will not cause a physical change in the environment. (Public Resources Code Section 21065.)

2. In accordance with Municipal Code Section 3.60.050(b), calling for bids would be impracticable and unavailing because Millbrae Community Television has specialized knowledge of the equipment in the Council audio visual control room and Council Chamber based on their years of providing service for cablecasting, channel management, maintenance, and engineering support services. 56 of 653
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Rev 12/22

AGREEMENT WITH MILLBRAE COMMUNITY TELEVISION (MCTV)

FOR CABLECASTING, CHANNEL MANAGEMENT, MAINTENANCE AND ENGINEERING SUPPORT

SERVICES
This Agreement, made and entered into this day of____________________, by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California ("CITY"), and MILLBRAE COMMUNITY TELEVISION, a Nonprofit Corporation ("CONTRACTOR"), whose address is 621 Magnolia, Millbrae, CA 94030.

RECITALS:

A. CITY desires certain cablecasting, video, and channel management services hereinafter described.

B. CITY desires to engage CONTRACTOR to provide these channel management services by reason of its qualifications and experience for performing such services and CONTRACTOR has offered to provide the required services on the terms and in the manner set forth herein.

NOW, THEREFORE, IT IS AGREED as follows:

SECTION 1 - SCOPE OF SERVICES
.

The scope of services to be performed by CONTRACTOR under this Agreement is as described in Exhibit A to this Agreement, which is attached and incorporated by reference.

SECTION 2 - DUTIES OF CONTRACTOR
CONTRACTOR shall be responsible for the professional quality, technical accuracy and coordination of all work furnished by CONTRACTOR under this Agreement. CONTRACTOR shall, without additional compensation, correct or revise any errors or deficiencies in its work.

CONTRACTOR represents that it is qualified to furnish the services described under this Agreement.

CONTRACTOR shall be responsible for employing or engaging all persons necessary to perform the services of CONTRACTOR.

CONTRACTOR agrees to comply with the City’s minimum wage ordinance as codified in Municipal Code Chapter 5.92, which differs from the state minimum wage and includes a Consumer Price Index escalator.
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SECTION 3 - DUTIES OF CITY
CITY shall provide pertinent information regarding its requirements for the project.

CITY shall examine documents submitted by CONTRACTOR and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of CONTRACTOR'S work.

SECTION 4 - TERM
The services to be performed under this Agreement shall commence on August 22, 2023 and be completed on June 30, 2026.

SECTION 5 - PAYMENT
Upon successful performance of the services set forth in Exhibit A and upon CONTRACTOR’S submission of a payment request, CITY shall pay a fee in an amount not to exceed $50,000 per fiscal year, only for services rendered, pursuant to the rates stated in Exhibit B. Following the first year of the contract, said rates shall be subject to up to a 3% Bay Area cost of living adjustment for each subsequent year of the contract, effective on July 1st of the next year. CONTRACTOR shall provide written notification of updated rates in a timely manner. The total amount payable to Contractor under this Agreement shall not exceed $155,000.

SECTION 6 - TERMINATION
Without limitation to such rights or remedies as CITY shall otherwise have by law, CITY shall have the right to terminate this Agreement or suspend work on the Project for any reason, upon ten (10) days' written notice to CONTRACTOR. CONTRACTOR agrees to cease all work under this Agreement upon receipt of said written notice.

SECTION 7 - OWNERSHIP OF DOCUMENTS
All documents prepared by CONTRACTOR in the performance of this Agreement are and shall be the property of CITY, whether the project for which they are made is executed or not.

SECTION 8 - CONFIDENTIALITY
All reports and documents prepared by CONTRACTOR in connection with the performance of this Agreement are confidential until released by CITY to the public. CONTRACTOR shall not make any such documents or information available to any individual or organization not employed by CONTRACTOR or CITY without the written consent of CITY before any such release. 58 of 653
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Rev 12/22
SECTION 9 - INTEREST OF CONTRACTOR
CONTRACTOR covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services under this Agreement.

SECTION 10 - CONTRACTOR'S STATUS
It is expressly agreed that in the performance of the services required under this Agreement, CONTRACTOR shall at all times be considered an independent contractor as defined in Labor Code Section 3353, under control of the CITY as to the result of the work but not the means by which the result is accomplished. Nothing herein shall be construed to make CONTRACTOR an agent or employee of CITY while providing services under this Agreement.

SECTION 11 - INDEMNITY
CONTRACTOR agrees to hold harmless and indemnify CITY, its elected and appointed officials, employees, and agents from and against any and all claims, loss, liability, damage, and expense arising out of CONTRACTOR’s performance of this Agreement, except for those claims arising out of CITY’s sole negligence or willful misconduct. CONTRACTOR agrees to defend City, its elected and appointed officials, employees, and agents against any such claims. The CONTRACTOR’S duty to indemnify shall survive expiration or early termination of this Agreement.

SECTION 12 - INSURANCE
Contractor shall procure and maintain for the duration of the contract the insurance specified in Exhibit C to this Agreement.

SECTION 13 - NONASSIGNABILITY
Both parties hereto recognize that this Agreement is for the personal services of CONTRACTOR and cannot be transferred, assigned, or subcontracted by CONTRACTOR without the prior written consent of CITY.

SECTION 14 - RELIANCE UPON SKILL OF CONTRACTOR
It is mutually understood and agreed by and between the parties hereto that CONTRACTOR is skilled in the performance of the work agreed to be done under this Agreement and that CITY relies upon the skill of CONTRACTOR to do and perform the work in the most skillful manner, and CONTRACTOR agrees to thus perform the work. The acceptance of CONTRACTOR's work by CITY does not operate as a release of CONTRACTOR from said obligation. 59 of 653
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SECTION 15 - WAIVERS
The waiver by either party of any breach or violation of any term, covenant, or condition of this Agreement or of any provisions of any ordinance or law shall not be deemed to be a waiver of such term, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or of any other term, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this Agreement or of any applicable law or ordinance.

SECTION 16 - COSTS AND ATTORNEY FEES
Attorney fees in total amount not exceeding $5000, shall be recoverable as costs (by the filing of a cost bill) by the prevailing party in any action or actions to enforce the provisions of this Agreement. The above $5000 limit is the total of attorney fees recoverable whether in the trial court, appellate court, or otherwise, and regardless of the number of attorneys, trials, appeals, or actions. It is the intent of this provision that neither party shall have to pay the other more than $5000 for attorney fees arising out of an action, or actions to enforce the provisions of this Agreement.

SECTION 17 - NON-DISCRIMINATION
CONTRACTOR warrants that it is an Equal Opportunity Employer and shall comply with applicable regulations governing equal employment opportunity. Neither CONTRACTOR nor any of its subcontractors shall discriminate in the employment of any person because of race, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, or age, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act.

SECTION 18 - MEDIATION
Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the State Mediation and Conciliation Service, or other agreed-upon service. The mediator shall be selected by a blind draw.

The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator, shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties. 60 of 653
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SECTION 19 - LITIGATION
CONTRACTOR shall testify at CITY's request if litigation is brought against CITY in connection with CONTRACTOR's services under this Agreement. Unless the action is brought by CONTRACTOR, or is based upon CONTRACTOR's wrongdoing, CITY shall compensate CONTRACTOR for preparation for testimony, testimony, and travel at CONTRACTOR's standard hourly rates at the time of actual testimony.

SECTION 20 - NOTICES
All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows:

To CITY: Patrice M. Olds City Clerk
City of San Mateo
330 W. 20th Avenue
San Mateo, Ca 94403
[email protected]
To CONTRACTOR: Millbrae Community Television, Inc.
(MCTV)
Attn: Marshall Nielsen President
621 Magnolia
Millbrae, CA 94030-0898
[email protected]
SECTION 21 - AGREEMENT CONTAINS ALL
UNDERSTANDINGS; AMENDMENT
This document represents the entire and integrated agreement between CITY and CONTRACTOR and supersedes all prior negotiations, representations, and agreements, either written or oral.

This document may be amended only by written instrument, signed by both CITY and CONTRACTOR.

SECTION 22 - GOVERNING LAW AND VENUE
This Agreement shall be governed by the laws of the State of California and, in the event of litigation, venue will be in the County of San Mateo.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, CITY OF SAN MATEO and MILLBREA COMMUNITY TELEVISION, INC. (MCTV) have executed this Agreement the day and year first above written.

CITY OF SAN MATEO CONTRACTOR
Patrice Olds
City Clerk
Date Marshall Nielsen
Its Authorized Agent
President
If a Corporation, can be either 1)
President or 2) Vice President plus
an additional corporate officer
(i.e., Secretary, Treasurer) who
shall sign below.

Date

APPROVED AS TO FORM
Mazarin Vakharia
Assistant City Attorney
Date
Attachments:

Exhibit A: Scope of Services
Exhibit B: Payment Rates
Exhibit C: Insurance Requirements
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Rev 12/22

EXHIBIT A

SCOPE OF SERVICES
PRODUCTION SERVICES. MCTV will provide production and live cablecasting services for the following government meetings:
• City Council regularly scheduled and study sessions.
• General Plan Subcommittee regularly scheduled.
• Planning Commission regularly scheduled.
• Sustainability & Infrastructure regularly scheduled.
• Special meetings of above-mentioned groups, for which the City will attempt to provide MCTV with 72 hours’ notice but no less than 24 hours’ notice.

The City may cancel meeting coverage upon 24 hours’ notice to MCTV. All meetings held at City Hall shall be broadcast live on local cable and/or video service providers. Other events shall be webcast live on a “best effort” basis dependent upon availability of high-speed internet services at the event location. No public meeting shall be edited or subject to editorial comments by MCTV. Production services shall include basic setup and breakdown of any required television production equipment.

MCTV shall also prepare meeting agenda graphics and televise agenda graphics on loop at least 10 minutes prior to the scheduled meeting start. MCTV will assist the City staff by troubleshooting where necessary to ensure good audio and video signal is received by cable and internet viewers.

MCTV will assistance with audiovisual presentation equipment if required.

CHANNEL MANAGEMENT. MCTV shall provide video playback cablecasting services to the City as follows:
• Schedule and program SMTV for playbacks. Content will include all recorded City meetings and local, professionally produced programs selected to the interest of the City’s population.
• Post channel information slides with licensed audio for simulcast. • Stream Channel 24/7/365
MAINTENANCE/ENGINEERING SUPPORT. MCTV shall provide basic maintenance and technical support for equipment in the Council A/V control room and Council chamber. This includes repairs where applicable, reports on equipment status and production procedures, and on-call basic technical assistance for users of the equipment outside of MCTV staff during daytime and evening hours.
63 of 653
Contract for Services Page 8 of 10
Rev 12/22

EXHIBIT B

PAYMENT RATES
Regular Services Payment Rates
Service Rate
Meetings under 2 hours $543 per meeting
Meetings 2 hours or longer $670.00 per meeting
Study Session or Special Meeting preceding or
following a meeting
$283.00 per study &
special session
Channel Management: Content management,
streaming services, slide creation and posting *
$1,531.00 per month
(Billed to City Clerk)
Maintenance and engineering support *Included in Channel Management
Additional engineering support $86.00 per hour
Scheduling meeting with less than 48-hours notice $173.00 Cancelling meeting with less than 24-hours notice $173.00 Additional services available through MCTV
Service Rates
Single Camera with Equipment (3 hour minimum) $86.00 hr.

Multi Camera Field Production (Crew of 3, one hour set up) $925.00 / 3 hr.

Additional Hour $173.50
Editing/Post Production $58.00 hr.

Live to Facebook, YouTube or streaming to a website $115.00 per event Rates are subject to a 3% Bay Area cost of Living Adjustment per year of the contract, Effective July 1 of each year.

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Contract for Services Page 9 of 10
Rev 12/22

EXHIBIT C

INSURANCE REQUIREMENTS

MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 12 07 covering CGL on an “occurrence” basis, including products-completed operations, personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

If the contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the contractor.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary insurance as respects the City, its elected and appointed officials, employees, and agents. Any insurance or selfinsurance maintained by the City, its elected and appointed officials, employees, or agents shall be excess of the Contractor’s insurance and shall not contribute with it.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except after thirty (30) days’ prior written notice (10 days for non-payment) has been given to the City. 65 of 653
Contract for Services Page 10 of 10
Rev 12/22
Waiver of Subrogation
Contractor hereby grants to City a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.

Verification of Coverage
Contractor shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 66 of 653

CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 5 Section Name: CONSENT CALENDAR Account Number: 10-1111 File ID: 23-7794 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: City Clerk's Office
MEETING DATE: August 21, 2023
SUBJECT:

League of California Cities Annual Conference – Voting Delegate Designation RECOMMENDATION:

Designate Council Member Rob Newsom Jr as the City's Voting Delegate for the 2023 League of California Cities Annual Conference and authorize Council Member Newsom to vote for the League's bylaws amendments.

BACKGROUND:

The City is a member of the League of California Cities (League) and as part of its annual conference, a business meeting will be conducted on Friday, September 22, 2023 for the League membership to consider and take action on resolutions that establish League policy. The City has one vote in the proceedings, and the City Council must designate a voting delegate to represent the City and may also appoint up to two alternate voting delegates, one of whom may vote in the event the designated voting delegate is unable to serve in that capacity. The form designating the City's voting delegate is due to the League no later than Monday, August 28, 2023.

BUDGET IMPACT:

There is no budget impact associated with this administrative action.

ENVIRONMENTAL DETERMINATION:

This item is not a project subject to CEQA, because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 15378(b)(5).)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – CalCities Voting Designation Form

STAFF CONTACT
Martin McTaggart, Deputy City Clerk
[email protected]
(650) 522-7044
67 of 653
CITY: ________________________________________
2023 ANNUAL CONFERENCE

VOTING DELEGATE/ALTERNATE FORM
Please complete this form and return it to Cal Cities office by Monday, August 28, 2023.

Forms not sent by this deadline may be submitted to the Voting Delegate Desk located in the Annual Conference Registration Area. Your city council may designate one voting delegate and up to two alternates.

To vote at the General Assembly, voting delegates and alternates must be designated by your city council. Please attach the council resolution as proof of designation. As an alternative, the Mayor or City Clerk may sign this form, affirming that the designation reflects the action taken by the council.

Please note: Voting delegates and alternates will be seated in a separate area at the General Assembly. Admission to this designated area will be limited to individuals (voting delegates and alternates) who are identified with a special sticker on their conference badge. This sticker can be obtained only at the voting delegate desk.

1. VOTING DELEGATE
Name:

Title:

2. VOTING DELEGATE - ALTERNATE
Name:

Title:

Email: _______________________________
Email: ______________________________

3. VOTING DELEGATE - ALTERNATE
Name:

Title:

Email: _____________________________

ATTACH COUNCIL RESOLUTION DESIGNATING VOTING DELEGATE AND ALTERNATES OR ATTEST: I affirm that the information provided reflects action by the city council to designate the voting delegate and alternate(s).

Name: ____________________________________ Email: _________________________________ Mayor or City Clerk: ________________________ Date: __________ Phone: ________________ (circle one) (signature) Please complete and email this form to [email protected] by Monday, August 28, 2023.

San Mateo Robert Newsom Jr. [email protected] City Council Member Patrice Olds [email protected] 650-522-7040 68 of 653

CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 6 Section Name: CONSENT CALENDAR Account Number: 25-3112 File ID: 23-7579-01 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: August 21, 2023
SUBJECT:

Zoning Code Amendments for City Projects, Modifications to Planning Applications, and Height Limitations and Exemptions – Ordinance Adoption
RECOMMENDATION:

Adopt an Ordinance to amend the San Mateo Municipal Code Sections 27.02.060 “Height Limitations and Exemptions”,

27.02.140 “Exceptions”, 27.06.020 “Zoning Administrator – Powers and Duties”, 27.06.050 “Council Consideration and Determination”, and 27.08.080 “Planning Application Modifications” to streamline the review process for city projects, clarify the modification process for approved planning applications, and clarify height limitations and exemptions; and determine the amendments qualify for exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3).

BACKGROUND:

On July 17, 2023, the City Council introduced the attached ordinance to amend the San Mateo Municipal Code Sections

27.02.060 (Height Limitations and Exemptions), 27.02.140 (Exceptions), 27.06.020 (Zoning Administrator – Powers and Duties), 27.06.050 (Council Consideration and Determination), and 27.08.080 (Planning Application Modifications) to streamline the review process for city projects, clarify the modification process for approved planning applications, and clarify height limitations and exemptions; and determine the amendments qualify for exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3).

If adopted, this ordinance would become effective 30-days after the date of adoption.

BUDGET IMPACT:

There is no impact to the General Fund. These code amendments are fully funded in the Community Development Department’s annual budget through the Advanced Planning Fund.

ENVIRONMENTAL DETERMINATION:

In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), adoption of these ordinance amendments are covered by the "common sense exemption" that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendments, which include updates to streamline review process for city projects, provide clarity regarding different types of project changes, and provide clarification regarding height limitations and exemptions for roof top elements, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

NOTICE PROVIDED:

All meeting noticing requirements were met.
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CITY OF SAN MATEO
ATTACHMENTS:

Att 1 - Proposed Ordinance
Att 2 - Proposed Ordinance (track changes)

STAFF CONTACT
Julia Klein, Principal Planner
[email protected]
(650) 522-7216
70 of 653

CITY OF SAN MATEO

DRAFT ORDINANCE
San Mateo Municipal Code Amendments for City Projects, Modifications to Planning Applications, and Height Limitations and Exceptions
WHEREAS, the City wants to provide a clear and streamlined procedure for the review and processing of City projects; and
WHEREAS, the City wants to update the San Mateo Municipal Code (SMMC) regarding modifications to previously approved planning application projects to provide distinctions between different levels of project changes with clear criteria for simple changes, minor modifications, and major modifications; and WHEREAS, the exemptions from building height measurement are intended to clarify the types of roof top elements, equipment, and other features that shall be exempt from building height measurement; and WHEREAS, on May 9, 2023, the Planning Commission held a duly and properly noticed public hearing, received all written and oral public comments, and voted 5-0 to recommend that the City Council approve the Proposed Ordinance.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF SAN MATEO ORDAINS AS FOLLOWS:

Section 1. Legislative Findings.

At a duly noticed public hearing on ______________, the City Council of the City of San Mateo reviewed and considered the staff report dated ________________, and attachments thereto, the Categorical Exemption, together with comments received during the public review process, and hereby finds and determines that the proposed amendments are consistent with the adopted General Plan in that they support City projects and facilitate the rehabilitation and/or adaptable reuse of existing buildings including historic structures by 1) streamlining review process of City projects, 2) clarifying the process for changes or modifications of approved planning applications, and 3) clarifying height limitations and exemptions to building height.

Section 2. Section 27.02.060 of the San Mateo Municipal Code is amended as follows:

27.02.060 HEIGHT LIMITATIONS AND EXCEPTIONS.
(a) No building, structure, or land shall hereafter be used or occupied, and no building or part thereof, or other structure, shall be erected, raised, moved, reconstructed, extended, enlarged or altered except in conformance with the regulations specified for the district in which it is located, except as described in subsection (b).
(b) The following are exempt from maximum height limitations:
(1) Pergolas, trellises, skylights, attached flagpoles, parapet walls, roof gardens, screens (or similar features necessary to screen roof top mechanical equipment as described in subsection (2)), and 71 of 653
other similar features related to architectural design or style and that are accessory to the primary structure in function and appearance provided that they do not add floor area. (2) Roof top mechanical equipment such as cooling towers, elevators (including related equipment and bulkheads), solar collectors, and other mechanical equipment required for the property’s use and size, provided that all roof top mechanical equipment shall be screened such that it is not visible from the adjacent public right-of-way(s).
(3) Antennas mounted on a building or property by a public agency for public safety purposes. (4) Other accessory architectural features, subject to a Site Plan and Architectural Review (SPAR) planning application reviewed and approved by the Zoning Administrator. (c) For any application exempt under subsection (b), the Zoning Administrator may determine that additional review by the Planning Commission is required based on the size, shape, location, or impacts of the proposed feature in relation to the rest of the development. (d) For improvements or additions to existing nonconforming buildings, the maximum height and bulk regulations set forth elsewhere in this Title shall not apply to:
(1) Improvements required for seismic retrofitting, Americans with Disability Act (ADA) accessibility, required life and safety upgrades, and historic preservation. (2) Mechanical upgrades, including but not limited to equipment upgrades, elevators (including related equipment and bulkheads), HVAC installation, and solar equipment installation; and any screening that may be necessary to screen the above, such that it is not visible from the public right-ofway.

Section 3. Section 27.02.140 of the San Mateo Municipal Code is amended as follows:

27.02.140 EXCEPTIONS.

The following uses in subsection (a) are exempted by this Title and allowed in any district. In addition, City projects that meet the criteria in subsection (b) below are also exempt:
(a) Poles, towers, wires, cables, conduits, vaults, laterals, pipes, mains, valves or any other similar distributing and transmitting equipment for telephone or television communications, electric power, gas, water and sewer lines provided that the installation shall conform when applicable with Federal Communications Commission, State Public Utilities Commission, and Federal Aviation Agency rules and regulations, or any other authorities having jurisdiction and subject to other provisions of this code, City ordinances, rules and regulations.
(b) The City project meets all of the following criteria:
(1) It is accessory and/or ancillary to an existing or approved principal development or use; and 72 of 653
(2) It is fully or partially funded by the City; and
(3) The City has determined that the project is exempt from the provisions of the California Environmental Quality Act (CEQA).

Section 4. Section 27.06.020 of the San Mateo Municipal Code is amended as follows:

27.06.020 ZONING ADMINISTRATOR—POWERS AND DUTIES.

The Zoning Administrator shall enforce the provisions of this Title, and shall:
(a) Conduct such inspections of buildings, structures, and use of land as are necessary to determine compliance with the terms of this Title;
(b) Establish, with the approval of the Council, and administer rules for the conduct of the Zoning Administrator's office;
(c) Maintain permanent and current records of documents and proceedings under this Title; (d) Provide and maintain a continuing program of education and public information on zoning matters; (e) Recommend abatement of violations of this Title and aid in prosecution thereof; (f) Receive, file, and transmit to the appropriate approval body all planning applications and all appeals which the designated approval body is authorized to review or to take final action upon under the provisions of this Title;
(g) Interpret provisions of the zoning ordinance, subject to appeal of the decision to the Planning Commission;
(h) Have the authority to review and approve, conditionally approve, or disapprove the following types of projects, provided that the projects do not result in any significant impacts pursuant to the California Environmental Quality Act (CEQA), subject to public notice and to appeal of the final action to the Planning Commission:
(1) Site plan and architectural review for:
(A) Projects less than 6 residential dwelling units or 10,000 square feet of nonresidential developments; (B) Other minor site improvements including but not limited to parking lots, landscaping, recreation facilities, accessory structures, recycling collection areas, circular driveways in R-1, R-2 districts;
(C) Fences over 6 feet and those over 3 feet when located in a front yard setback or within forty-five (45) feet of a street intersection line, authorized by Chapter 27.84. 73 of 653
(D) Freestanding signs.
(2) Site development permits for removal of major vegetation required for the construction of single-family or duplex dwellings, or grading of 5,000 cubic yards or less under Chapter 23.40. (3) Variances as authorized by Chapter 27.78, for single-family, accessory dwelling units, or duplex dwellings and for minor site improvements as described in subsection (h)(1) above. (4) Temporary use permits authorized by Chapter 27.74.
(5) Modifications authorized by Chapter 27.08.
(6) Special permits to allow the following:
(A) Recycling facilities subject to regulations established in Chapter 27.69; (B) Plumbing in detached accessory buildings in the R-1 zone, as authorized under Chapter 27.18;
(C) Substantial removal of existing residences in an R1 zoning district; (D) Temporary real estate sales offices, as authorized under Chapters 26.04 and 27.18; (E) Swimming pools, hot tubs, and spas located in required front or street side yards, as authorized under Chapter 27.18; and
(F) Additional floor area ratio in the R-3 District, as authorized under Chapter 27.22. (7) Concurrent development of two or more contiguous lots or parcels of real property in R-1 and R-2 districts.
(8) Parcel Maps without exceptions as authorized by Title 26 (Subdivision). (9) Single-Family Dwelling Design Review (SFDDR) Applications. (10) City projects that meet the following criteria:
(A) The project was conceptually approved as part of, or approved concurrent with, a Master Plan, program document, or project planning document that is in effect and has been previously approved by the City Council; and
(B) The project does not propose major changes from previous City Council approval; and
(C) The project would not result in a significant environmental impact pursuant to the California Environmental Quality Act (CEQA).
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(i) Notwithstanding the above, the Zoning Administrator may refer the application to the Planning Commission for hearing and action when it is unclear whether the necessary findings for project approval can be made.

Section 5. Section 27.06.050 of the San Mateo Municipal Code is amended as follows:

27.06.050 COUNCIL CONSIDERATION AND DETERMINATION.

The Council shall take final action on:
(a) Appeals from the decisions of the Planning Commission; (b) Reclassifications;
(c) Planned Developments;
(d) Site Plan and Architectural Review for buildings exceeding 55 feet in height; (e) General Plan Amendments;
(f) Historic Building Survey Amendment;
(g) Historic Building Demolition Permit;
(h) Every project which includes as part of the site any parcel of land which is in whole or in part subject to the tidelands trust provisions of State law;
(i) Projects that are fully or partially funded by the City; (j) Downtown Economic Development Permit; and
(k) The initiation and enaction of ordinances, including interim zoning ordinances/moratoria, without having to file a planning application.

Section 6. Section 27.08.080 of the San Mateo Municipal Code is amended as follows:

27.08.080 PLANNING APPLICATION MODIFICATIONS.

An applicant may request modifications to a previously approved planning application prior to or during construction. Examples of such modifications include alteration to an approved building or structure, change in configuration of site improvements, or modification or deletion of conditions of approval. For previously approved Special Use Permits, an applicant may also request a change of use after a project has been completed. A modification shall not automatically extend the approval expiration date beyond that of the original planning application.

Modifications are classified in three ways based on the significance of the proposed change and amount of additional review required: (a) substantial conformance, (b) minor, or (c) major. The Zoning Administrator 75 of 653
shall determine the type of modification required based on the criteria specified below. This decision shall be final.
(a) Substantial Conformance. Modifications that are in substantial conformance with the original planning application can be approved as part of the building permit review process. (1) Substantial conformance is generally defined as a modification or change that:
(A) Results in a project with reduced or inconsequential changes in size, scale, design, or intensity; or
(B) Is necessary to accommodate parking requirements, utility configurations or other mechanical or operational components of a project identified during building permit review or construction; or
(C) Cumulatively would not result in substantive changes to the overall project. (2) Public notification shall not be required for substantial conformance modifications. (b) Minor Modification. Modifications that result in minor changes to an approved planning application require review and approval by the Zoning Administrator. (1) Minor modification is generally defined as a modification where all of the following circumstances apply:
(A) The modification would not result in a Major Modification, as defined below, to the approved site plan or project design; and
(B) The modification would not significantly change the nature of the approved use(s); and
(C) The modification would not significantly intensify the approved use(s); and (D) The modification would not result in any new or substantially greater environmental effects than the originally approved project.
(2) Public notification to adjacent property owners and occupants is required for a minor modification. The Zoning Administrator shall determine whether additional property owners and occupants shall be notified depending on the nature of the modification, consistent with the notification procedures in Chapter 27.08.
(c) Major Modification. Modifications that result in a significant change require review and approval by the decision making body under Chapter 27.06.
(1) A modification to a project is considered major if any of the following circumstances apply:
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(A) The modifications involve substantive changes to the approved site plan or project design. A substantive change, for the purpose of this section, includes but is not limited to:
(i) A change that is visually conspicuous from the public right-of-way or adjacent properties; or
(ii) A change that results in non-conformance with City standards or policies in order to comply with updated Federal or State laws including. but not limited to, the Americans with Disability Act, Building Code requirements, or Fire Code requirements; or
(iii) A change that alters the intent of a project-specific condition of approval. (B) The modifications significantly change the nature of the approved use; or (C) The modifications significantly intensify the approved use; or (D) The modifications may result in new or substantially greater environmental impacts than the originally approved project; or
(E) The modifications involve major policy decisions or unique land use characteristics, as determined by the Zoning Administrator.
(2) Public notification is required when approval by the Zoning Administrator is required, pursuant to Chapter 27.08. If the original decision maker was the Planning Commission or City Council, whether in the first instance or on appeal, then public noticing and public hearing for approval by the Planning Commission are required. All recipients and interested parties of the previously approved planning application shall be notified.

Section 7. Environmental Determination. In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), adoption of these ordinance amendments is covered by the "common sense exemption" that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendments, which consist of updates to streamline review process for city projects, provide clarity regarding different types of project changes, and provide clarification regarding height limitations and exemptions for roof top elements, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

Section 8. Severability. In the event any section, clause or provision of this ordinance shall be determined invalid or unconstitutional, such section, clause or provision shall be deemed severable and all other sections or portions hereof shall remain in full force and effect.

Section 9. Publication. This Ordinance shall be published in summary in a newspaper of general circulation, posted in the City Clerk's Office, and posted on the City's website, all in accord with Section 2.15 of the City Charter.
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Section 10. Legislative History and Effective Date. This ordinance was introduced on Clerk to complete., and adopted on Clerk to complete., and shall be effective 30 days after its adoption. 78 of 653

CITY OF SAN MATEO

NOW, THEREFORE, THE COUNCIL OF THE CITY OF SAN MATEO ORDAINS AS FOLLOWS:

Section 1. Legislative Findings.

Section 2. Section 27.02.060 of the San Mateo Municipal Code is amended to read as follows:

27.02.060 USE AND BULK REGULATIONSHEIGHT LIMITATIONS AND EXCEPTIONS.

No building, structure, or land shall hereafter be used or occupied, and no building or part thereof, or other structure, shall be erected, raised, moved, reconstructed, extended, enlarged or altered except in conformity with the regulations herein specified for the district in which it is located, except that parapet walls, chimneys, cooling towers, elevator bulkheads, fire towers, stacks, monuments, ornamental towers, FCC licensed radio transmitters, dish antennae, scenery lofts, spires, water towers, and necessary mechanical appurtenances shall be permitted to exceed the maximum bulk provisions when erected in accordance with all other provisions of this code.
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(a) No building, structure, or land shall hereafter be used or occupied, and no building or part thereof, or other structure, shall be erected, raised, moved, reconstructed, extended, enlarged or altered except in conformance with the regulations specified for the district in which it is located, except as described in subsection (b).
(b) The following are exempt from maximum height limitations:
(1) Pergolas, trellises, skylights, attached flagpoles, parapet walls, roof gardens, screens (or similar features necessary to screen roof top mechanical equipment as described in subsection (2)), and other similar features related to architectural design or style and that are accessory to the primary structure in function and appearance provided that they do not add floor area. (2) Roof top mechanical equipment such as cooling towers, elevators (including related equipment and bulkheads), solar collectors, and other mechanical equipment required for the property’s use and size, provided that all roof top mechanical equipment shall be screened such that it is not visible from the adjacent public right-of-way(s).
(3) Antennas mounted on a building or property by a public agency for public safety purposes. (4) Other accessory architectural features, subject to a Site Plan and Architectural Review (SPAR) planning application reviewed and approved by the Zoning Administrator. (c) For any application exempt under subsection (b), the Zoning Administrator may determine that additional review by the Planning Commission is required based on the size, shape, location, or impacts of the proposed feature in relation to the rest of the development. (d) For improvements or additions to existing nonconforming buildings, the maximum height and bulk regulations set forth elsewhere in this Title shall not apply to:
(1) Improvements required for seismic retrofitting, Americans with Disability Act (ADA) accessibility, required life and safety upgrades, and historic preservation. (2) Mechanical upgrades, including but not limited to equipment upgrades, elevators (including related equipment and bulkheads), HVAC installation, and solar equipment installation; and any screening that may be necessary to screen the above, such that it is not visible from the public right-ofway.

Section 3. Section 27.02.140 of the San Mateo Municipal Code is amended to read as follows:

27.02.140 EXCEPTIONS.

The following uses in subsection (a) are exempted by this titleTitle and permittedallowed in any district.

In addition, City projects that meet the criteria in subsection (b) below are also exempt:
80 of 653
(a) Poles, towers, wires, cables, conduits, vaults, laterals, pipes, mains, valves or any other similar distributing and transmitting equipment for telephone or television communications, electric power, gas, water and sewer lines provided that the installation shall conform when applicable with Federal Communications Commission, State Public Utilities Commission, and Federal Aviation Agency rules and regulations, or any other authorities having jurisdiction and subject to other provisions of this code, City ordinances, rules and regulations.
(b)The City project meets all of the following criteria:
(1) It is accessory and/or ancillary to an existing or approved principal development or use; and (2) It is fully or partially funded by the City; and
(3) The City has determined that the project is exempt from the provisions of the California Environmental Quality Act (CEQA).

Section 4. Section 27.06.020 of the San Mateo Municipal Code is amended to read as follows:

27.06.020 ZONING ADMINISTRATOR—POWERS AND DUTIES.

27.66.050(1)(e), Structures in Required YardsChapter 27.84. (D) Freestanding signs.
(2) Site development permits for removal of major vegetation required for the construction of single-family or duplex dwellings, or grading of 5,000 cubic yards or less under Section

23.140.120(1)Chapter 23.40.
(3) Variances as authorized by Section 27.78.040Chapter 27.78, for single-family, secondaryaccessory dwelling units, or duplex dwellings and for minor site improvements as described in subsection (h)(1) above.
(4) Temporary use permits authorized by Section 27.74.030(b) and 27.74.040, Temporary Use PermitChapter 27.74.
(5) Modifications authorized by Section 27.08.080(a), ModificationsChapter 27.08. (6) Special permits to allow the following:
(A) Recycling facilities subject to regulations established in Chapter 27.69; (B) Plumbing in detached accessory buildings in the R-1 zone, as authorized under Section 27.18.020(1)Chapter 27.18;
(C) Substantial removal of existing residences in an R1 zoning district; (D) Temporary real estate sales offices, as authorized under Section

27.18.020(12)Chapters 26.04 and 27.18;
(E) Swimming pools, hot tubs, and spas located in required front or street side yards, as authorized under Section 27.18.020(13)Chapter 27.18; and (F) Additional floor area ratio in the R-3 District, as authorized under Section

27.22.050Chapter 27.22.
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(7) Concurrent development of two or more contiguous lots or parcels of real property in R-1 and R-2 districts authorized by Section 27.18.110(b)(8). (8) Parcel Maps without exceptions as authorized by Title 26 (sSubdivision).

Notwithstanding the above, if the Zoning Administrator finds that any planning application involves an unresolved city policy issue or that there is public controversy regarding the application, the Zoning Administrator shall refer the application to the Planning Commission for hearing and action. (9) R1Single-Family Dwelling Design Review (SFDDR) Applications. (10) City projects that meet the following criteria:
(A) The project was conceptually approved as part of, or approved concurrent with, a Master Plan, program document, or project planning document that is in effect and has been previously approved by the City Council; and
(B) The project does not propose major changes from previous City Council approval; and
(C) The project would not result in a significant environmental impact pursuant to the California Environmental Quality Act (CEQA).
(9)(i) Notwithstanding the above, the Zoning Administrator may refer the application to the Planning Commission for hearing and action when it is unclear whether the necessary findings for project approval can be made.

Section 5. Section 27.06.050 of the San Mateo Municipal Code is amended as follows:

27.06.050 COUNCIL CONSIDERATION AND DETERMINATION.

The Council shall take final action on:
(a) Appeals from the decisions of the Planning Commission; (b) Reclassifications;
(c) Planned Developments;
(d) Site Plan and Architectural Review for buildings exceeding 55 feet in height; (e) General Plan Amendments;
(f) Historic Building Survey Amendment;
(g) Historic Building Demolition Permit;
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(h) Every project which includes as part of the site any parcel of land which is in whole or in part subject to the tidelands trust provisions of State law;
(i) Every project which isProjects that are fully or partially funded by the City and which is subject to Planning Commission review under 27.06.040.;
(j) Downtown Economic Development Permit.; and
(k) The City Council may initiate and enactThe initiation and enaction of ordinances, including interim zoning ordinances/moratoria, without having to file a planning application.

Section 6. Section 27.08.080 of the San Mateo Municipal Code is amended as follows:

27.08.080 PLANNING APPLICATION MODIFICATIONS.

An applicant may request a modification of a previously approved planning application. (a) The zoning administrator has final decisional authority, subject to appeal, on the following modifications:
(1) Modifications to any applications which were originally granted final approval by the zoning administrator.
(2) Other modifications which involve minor site improvements such as parking lots and landscaping, or which include additions to existing structures, providing that the additions will not result in an increase of more than fifty (50) percent of the floor area of the structures before the addition, or two thousand five hundred (2,500) square feet, whichever is less, and providing that the modifications will not require modification of any condition previously imposed by the Planning Commission and/or City Council.
(b) The Zoning Administrator may refer modifications to the Planning Commission in cases involving major policy decisions, substantial public controversy or unique land use characteristics, or in cases involving the following:
(1) Changes to the conditions of approval implementing environmental mitigation measures; (2) Changes to conditions expressly imposed by the Planning Commission or City Council; (3) Building additions exceeding fifty (50) percent of the floor area of the original building size or 2,500 square feet, whichever is greater, or
(4) Changes in density which increase the number of dwelling units or permitted residential population by more than 10%.
(c) If additional permits are requested, the modification shall be reviewed by the approval body possessing the authority for final action for the permits. 84 of 653
(d) A modification shall not extend the approval expiration date beyond that of the original application.

Modifications are classified in three ways based on the significance of the proposed change and amount of additional review required: (a) substantial conformance, (b) minor, or (c) major. The Zoning Administrator shall determine the type of modification required based on the criteria specified below. This decision shall be final.
(a) Substantial Conformance. Modifications that are in substantial conformance with the original planning application can be approved as part of the building permit review process. (1) Substantial conformance is generally defined as a modification or change that:
(A) Results in a project with reduced or inconsequential changes in size, scale, design, or intensity; or
(B) Is necessary to accommodate parking requirements, utility configurations or other mechanical or operational components of a project identified during building permit review or construction; or
(C) Cumulatively would not result in substantive changes to the overall project. (2) Public notification shall not be required for substantial conformance modifications. (b) Minor Modification. Modifications that result in minor changes to an approved planning application require review and approval by the Zoning Administrator. (1) Minor modification is generally defined as a modification where all of the following circumstances apply:
(A) The modification would not result in a Major Modification, as defined below, to the approved site plan or project design; and
(B) The modification would not significantly change the nature of the approved use(s); and
(C) The modification would not significantly intensify the approved use(s); and (D) The modification would not result in any new or substantially greater environmental effects than the originally approved project.
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(2) Public notification to adjacent property owners and occupants is required for a minor modification. The Zoning Administrator shall determine whether additional property owners and occupants shall be notified depending on the nature of the modification, consistent with the notification procedures in Chapter 27.08.
(c) Major Modification. Modifications that result in a significant change require review and approval by the decision making body under Chapter 27.06.
(1) A modification to a project is considered major if any of the following circumstances apply:
(A) The modifications involve substantive changes to the approved site plan or project design. A substantive change, for the purpose of this section, includes but is not limited to:
(i) A change that is visually conspicuous from the public right-of-way or adjacent properties; or
(ii) A change that results in non-conformance with City standards or policies in order to comply with updated Federal or State laws including. but not limited to, the Americans with Disability Act, Building Code requirements, or Fire Code requirements; or
(iii) A change that alters the intent of a project-specific condition of approval. (B) The modifications significantly change the nature of the approved use; or (C) The modifications significantly intensify the approved use; or (D) The modifications may result in new or substantially greater environmental impacts than the originally approved project; or
(E) The modifications involve major policy decisions or unique land use characteristics, as determined by the Zoning Administrator.
(2) Public notification is required when approval by the Zoning Administrator is required, pursuant to Chapter 27.08. If the original decision maker was the Planning Commission or City Council, whether in the first instance or on appeal, then public noticing and public hearing for approval by the Planning Commission are required. All recipients and interested parties of the previously approved planning application shall be notified.

Section 7. Environmental Determination. In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), adoption of these ordinance amendments is covered by the "common sense exemption" that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendments, which consist of updates to streamline review process for city projects, provide clarity regarding different types of project changes, and 86 of 653
provide clarification regarding height limitations and exemptions for roof top elements, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

Section 10. Legislative History and Effective Date. This ordinance was introduced on Clerk to complete., and adopted on Clerk to complete., and shall be effective 30 days after its adoption.

Place attachments here
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 7 Section Name: CONSENT CALENDAR Account Number: 26-3111 File ID: 23-7615-01 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: August 21, 2023
SUBJECT:

Municipal Code Amendments for New Development Parking Garage Security Requirements – Ordinance Adoption RECOMMENDATION:

Adopt an Ordinance to amend San Mateo Municipal Code Section 23.54.030 “Parking Garage Security” to update security requirements for residential parking garages to provide flexibility for mixed-use buildings, exempt projects with less than five dwelling units, and standardize video surveillance and lighting requirements; and determine the amendments qualify for a Categorical Exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3).

BACKGROUND:

On July 17, 2023, the City Council introduced the attached ordinance to amend San Mateo Municipal Code Section

23.54.030 “Parking Garage Security” to update security requirements for residential parking garages to provide flexibility for mixed-use buildings, exempt projects with less than five dwelling units, and standardize video surveillance and lighting requirements; and determine the amendments qualify for a Categorical Exemption from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15061(b)(3).

If adopted, the Ordinance would become effective 30 days after the date of adoption. Once effective, these changes to parking garage security requirements can be utilized by any project, even if they have already obtained a development approval or have submitted a building permit application, including the Draeger’s project at 222 E. 4th Avenue.

NOTICE PROVIDED:

All meeting noticing requirements were met.

BUDGET IMPACT:

Updates to the City’s Municipal Code are fully funded by the Community Development Department and Police Department’s annual budget with no additional impact to the General Fund.

ENVIRONMENTAL DETERMINATION:

In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15061(b)(3), adoption of this ordinance amendment is covered by the "common sense exemption" in that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendment, which consist of updates to parking garage security measures, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

ATTACHMENTS
Att 1 - Proposed Ordinance
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CITY OF SAN MATEO
Att 2 - Public Comment

STAFF CONTACT
Rendell Bustos, Senior Planner
[email protected]
(650) 522-7211
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CITY OF SAN MATEO

DRAFT ORDINANCE
San Mateo Municipal Code Amendments to Update Parking Garage Security Requirements for Housing and Mixed-Use Development
WHEREAS, the City seeks to update the parking garage security requirements contained in Section

23.54.030 of the San Mateo Municipal Code to support housing production while maintaining a secure environment around the City; and
WHEREAS, multi-family residential buildings and mixed-use buildings that include residential uses need to meet minimum parking garage security requirements but should be allowed reasonable flexibility to account for project specific conditions; and
WHEREAS, the amendment is consistent with the City’s General Plan and supports implementation of the General Plan’s goals and policies; and
WHEREAS, the City Council held a public hearing on July 17, 2023, duly noticed, at which all public comments were considered.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF SAN MATEO ORDAINS AS FOLLOWS:

Section 1. The City Council approves an amendment to Section 23.54.030 of the San Mateo Municipal Code to read as follows:

23.54.030 PARKING GARAGE SECURITY
Multi-family residential uses with five or more units providing a common parking garage, whether solely for dwelling uses or in combination with other uses, shall provide the following minimum security measures:
securing against unauthorized vehicle and pedestrian access; allowing for emergency access for first responders and secure tenant-only access during specified hours; installing and maintaining a surveillance video system and interior security lighting. Additional security measures may be required based on project-specific determinations by the Chief of Police or their designee. All required security measures shall be approved by the Chief of Police or their designee.

Section 2. Environmental Determination. In accordance with California Environmental Quality Act (CEQA) Guidelines, section 15601(b)(3), this action is covered by the "common sense exemption" in that CEQA applies only to projects which have the potential to cause a significant effect on the environment. Here, it can be seen with certainty that the ordinance amendment, which consist of updates to parking garage security measures, will not have a significant effect on the environment per Guidelines Section 15061(b)(3).

Section 3. Severability. In the event any section, clause or provision of this ordinance shall be determined invalid or unconstitutional, such section, clause or provision shall be deemed severable and all other sections or portions hereof shall remain in full force and effect.
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Section 4. Publication. This Ordinance shall be published in summary in a newspaper of general circulation, posted in the City Clerk's Office, and posted on the City's website, all in accord with Section 2.15 of the City Charter.

Section 5. Legislative History and Effective Date. This ordinance was introduced on Clerk to complete., and adopted on Clerk to complete., and shall be effective 30 days after its adoption. 91 of 653
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2 * PRIVILEGE AND CONFIDENTIALITY NOTICE: This message, together with any attachments, is intended only for the use of the individual or entity to which it is addressed. It may contain information that is confidential and prohibited from disclosure. If you are not the intended recipient, you are hereby notified that any dissemination or copying of this message or any attachment is strictly prohibited. If you have received this message in error, please notify the original sender immediately by telephone or by return e-mail and delete this message along with any attachments from your computer. Thank you.
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 8 Section Name: CONSENT CALENDAR Account Number: 26-3111 File ID: 23-7698-01 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: July 17, 2023
SUBJECT:

Concar Passage Mixed-Use Project - Development Agreement Execution Extension Request – Ordinance Adoption RECOMMENDATION:

Adopt an Ordinance to approve a two-year extension to execute the Development Agreement for the Concar Passage Mixed-Use Project located at 640, 666, 678, 690 Concar Drive; 1820, 1850 S. Grant Street; and 1855 S. Delaware Street.

BACKGROUND:

On July 17, 2023, the City Council introduced the attached ordinance to approve a two-year extension to execute the Development Agreement for the Concar Passage Mixed-Use Project located at 640, 666, 678, 690 Concar Drive; 1820, 1850 S. Grant Street; and 1855 S. Delaware Street.

BUDGET IMPACT:

There are no direct fiscal implications to the City’s General Fund associated with this request.

ENVIRONMENTAL DETERMINATION:

This project received prior CEQA clearance, and a Final Supplemental Environmental Impact Report for the PA-2018-052 was certified by the City Council on August 17, 2020. Staff has determined that pursuant to CEQA Guidelines Section 15162, Subsequent EIRs and Negative Declarations, PA-2023-033 requires no further environmental review, as there have been no changes to the environmental character of the project site or the surrounding areas since the project (PA-2018- 052, Concar Passage Mixed-Use Project) was originally approved by City Council on August 17, 2020.

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Draft Ordinance
Att 2 – Public Comments

STAFF CONTACT
Rendell Bustos, Senior Planner
[email protected]
(650) 522-7211
Carol Johnson, Contract Planner
[email protected]
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CITY OF SAN MATEO

DRAFT ORDINANCE
Approve a Development Agreement Execution Extension for Concar Passage Mixed-Use Project (PA-2018-052) WHEREAS, California Coastal Properties (“Applicant”) requested land use entitlements for construction of up to 961 residential units, 40,000 square feet of commercial space and associated parking, landscaping, roadway improvements and common areas (the “Project”), which included a development agreement with the City (the “Agreement”); and
WHEREAS, the City Council considered the application on August 17, 2020, and adopted a Supplemental Environmental Impact Report to the Rail Corridor Plan Environmental Impact Report as adequate to analyze the environmental impacts of the Project; and
WHEREAS, the City Council adopted Resolution Number 94 (2020) on August 17, 2020 approving the Project, subject to the Findings for Approval and Conditions of Approval; and WHEREAS, the City Council adopted Ordinance 2020-13 on August 17, 2020, approving a development agreement with the Applicant providing authority to the City Manager to execute the Agreement on or before September 20, 2023, provided that the Applicant obtains fee or ground leasehold interests in all of the parcels needed for the Project; and
WHEREAS, the Applicant has informed City staff that they will not be able to obtain fee or ground leasehold interests in all of the properties that comprise the Project by September 30, 2023; and WHEREAS, the Applicant has submitted a request to the City Council seeking to extend the date to execute the Agreement by two years to provide additional time to acquire legal or equitable interest in all of the parcels needed for the Project; and
WHEREAS, the Applicant, in exchange for the two-year extension, has agreed to reduce the term of the Agreement set forth in Article 1, Paragraph B, Page 3, from twelve (12) to ten (10) years; and WHEREAS, the Planning Commission held a public hearing on June 27, 2023, duly noticed, at which all public comments were considered and recommended that the City Council approve the extension request; and WHEREAS, the City Council held a public hearing on July 17, 2023, duly noticed, at which all public comments were considered.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF SAN MATEO ORDAINS AS FOLLOWS:

Section 1. In accordance with Government Code section 65867.5, the Agreement is consistent with the City’s General Plan and the Rail Corridor Transit Oriented Development Plan for the reasons set forth in the Findings for Approval in the Administrative Report accompanying this Ordinance; and 95 of 653
Section 2. The Agreement is compatible with the requirements of the City’s General Plan and Zoning Ordinance as outlined in the original project approval, and
Section 3. For the reasons set forth in the Administrative Report accompanying the original project approval, the Agreement provides substantial public benefits to persons residing or owning property outside the boundaries of the development project, beyond the exactions for public benefits required in the normal development review process under federal, state, or local law; and
Section 4. The Council approves the following amendments to the Agreement in substantially the form attached as Exhibit A to this Ordinance and authorizes the City Manager to execute the amended Development Agreement as follows:
(a) Recitals (Q.) The Applicant shall obtain fee or ground leasehold interests in all parcels needed to complete the Project and execute the Agreement by September 30, 2025. If the Applicant has not obtained legal or equitable interests in all of the parcels required to complete the Project by September 30, 2025, the approval terminates.
(b) Article 1 (B.) The term of this Agreement shall commence upon execution of the Agreement and shall expire ten (10) years after the effective date.

Section 5. Environmental Determination. A Supplemental Environmental Impact Report to the Rail Corridor Plan Environmental Impact Report was prepared for this Project in accordance with Public Resources Code section 21061.

Section 6. Severability. In the event any section, clause or provision of this ordinance shall be determined invalid or unconstitutional, such section, clause or provision shall be deemed severable and all other sections or portions hereof shall remain in full force and effect.

Section 7. Publication. This Ordinance shall be published in summary in a newspaper of general circulation, posted in the City Clerk's Office, and posted on the City's website, all in accord with Section 2.15 of the City Charter.

Section 8. Legislative History and Effective Date. This ordinance was introduced on Clerk to complete., and adopted on Clerk to complete., and shall be effective 30 days after its adoption.

Place attachments here
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1 RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

City of San Mateo
330 West 20th Avenue
San Mateo, CA 94403
Attention: City Manager
Space Above This Line Reserved for Recorder’s Use
Exempt from Recording Fee Per Government Code Section 27383

DEVELOPMENT AGREEMENT
by and between the

CITY OF SAN MATEO,
a California municipal corporation
and

CONCAR DEVELOPMENT PARTNERS, LLC,
a Delaware limited liability company
regarding the
Concar Passages Mixed-Use Project
City of San Mateo, California
Effective Date: ___________

EXHIBIT A

PROPOSED AMENDMENT
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i
Table of Contents
Page
ARTICLE 1 GENERAL PROVISIONS .........................................................................................3 A. City and State Laws.........................................................................................................3 B. Term.................................................................................................................................3 C. Life of Project Approvals ................................................................................................3 D. Development of Property.................................................................................................4 E. Commencement and Timing of Development.................................................................4 F. Vested Rights...................................................................................................................4 G. No Waiver of Rights to Existing Uses or Structures.......................................................4 H. Police Powers...................................................................................................................4 I. Covenant of Good Faith...................................................................................................4 ARTICLE 2 DEFINITIONS............................................................................................................5 ARTICLE 3 OBLIGATIONS OF DEVELOPER AND CITY .......................................................8 A. Obligations of Developer.................................................................................................8 B. Obligations of City...........................................................................................................9 ARTICLE 4 DEVELOPMENT OF PROPERTY..........................................................................11 A. Applicable New City Laws............................................................................................11 B. Initiative and Moratoria .................................................................................................11 C. Subsequent Discretionary Powers .................................................................................12 D. Subsequent Approvals ...................................................................................................12 E. Other Agency Subsequent Approvals; Authority of City..............................................12 F. Application, Processing and Inspection Fees ................................................................13 G. No New Development Impact Fees or Exactions..........................................................13 H. Subdivision Maps ..........................................................................................................13 I. Subsequent CEQA Review............................................................................................14 J. Processing During Third-Party Litigation .....................................................................14 K. Cooperation in the Event of Third-Party Legal Challenge ............................................14 ARTICLE 5 AMENDMENT OR CANCELLATION ..................................................................15 A. Amendments to Agreement (Developer and City) ........................................................15 B. Superseding State or Federal Laws................................................................................15 ARTICLE 6 INDEMNIFICATION...............................................................................................15 ARTICLE 7 MORTGAGEE PROTECTION AND ESTOPPEL CERTIFICATES....................16 98 of 653
ii
A. Mortgagee Protection.....................................................................................................16 B. Estoppel Certificates......................................................................................................17 ARTICLE 8 ANNUAL REVIEWS...............................................................................................17 A. Annual Reviews.............................................................................................................17 B. Notice of Default ...........................................................................................................17 C. Planning Commission Determination Regarding Good Faith Compliance...................17 D. Planning Commission Determination Regarding a Health or Safety Danger ...............17 E. Action by City Council..................................................................................................18 ARTICLE 9 DEFAULT; REMEDIES; TERMINATION ............................................................18 A. Events of Default and Remedies....................................................................................18 B. Termination....................................................................................................................19 C. Judicial Proceeding to Challenge Termination..............................................................19 D. Rights and Remedies Are Cumulative...........................................................................19 E. No Cross-Default ...........................................................................................................19 ARTICLE 10 MISCELLANEOUS ...............................................................................................20 A. Enforceability.................................................................................................................20 B. Default by Developer; Withholding of Building Permits..............................................20 C. Covenants Run with the Land........................................................................................20 D. No Waiver......................................................................................................................20 E. Force Majeure ................................................................................................................20 F. No Joint Venture or Partnership ....................................................................................21 G. Applicable Law and Venue............................................................................................21 H. Severability ....................................................................................................................21 I. Attorneys’ Fees..............................................................................................................21 J. Recordation of Termination...........................................................................................21 K. Counterparts; Entire Agreement ....................................................................................21 L. Incorporation of Recitals and Exhibits ..........................................................................21 ARTICLE 11 ASSIGNMENT AND TRANSFER........................................................................22 A. Assignment and Transfer...............................................................................................22 B. Pre-Approved Transferees.............................................................................................22 C. Assumption and Release................................................................................................23 D. Successive Assignment..................................................................................................23 ARTICLE 12 NOTICES................................................................................................................23 99 of 653
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EXHIBITS
Exhibit A - Property Description
Exhibit B - Timing of Supplemental Transportation Fee Payment Contributions Exhibit C - Site Plans for Public Benefit Facilities
Exhibit D - Pedestrian and Bike Improvements
Exhibit E - Potential Off-site Locations for Use of Transportation Contributions Exhibit F - Impact Fees
Exhibit G - Form of Assumption Agreement
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1 DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT (this “Agreement”) is made and entered into as of the Execution Date (as defined in Article 2B below), by and between the CITY OF SAN MATEO, a California municipal corporation (“City”), and CONCAR DEVELOPMENT PARTNERS, LLC, a Delaware limited liability company (“Developer”), pursuant to the authority of Sections 65864 through 65869.5 of the Government Code of the State of California (the “Development Agreement Statutes”) and City Council Resolution No. 120 (the “Development Agreement Resolution”). City and Developer are sometimes referred to herein as the “Parties.”

RECITALS
A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California enacted the Development Agreement Statutes, authorizing municipalities to enter into development agreements in connection with the development of real property within their jurisdiction with persons having a legal or equitable interest in such real property.

B. The purpose of the Development Agreement Statutes is to authorize municipalities, in their discretion, to establish certain development rights in real property for a period of years regardless of intervening changes in land use regulations.

C. As authorized by Government Code Section 65865(c), the City has adopted the Development Agreement Resolution establishing the procedures and requirements for the consideration of development agreements within the City.

D. Developer has contract rights to acquire a fee or ground leasehold interest in that certain real property located 640, 666, 678 and 690 Concar Drive; 1820 and 1850 S. Grant Street; and 1855 S.

Delaware Street , San Mateo, California (APNs 035-242-090, -140, -160, -170, -190, -200, -210, -220), and shown and more particularly described in Exhibit A attached hereto (the “Property”).

E. On July 6, 2005, the City Council of the City of San Mateo (the “City Council”) adopted the San Mateo Rail Corridor Transit-Oriented Development Plan (the “Corridor Plan”), a plan formulated with the express goal of pursuing transit-oriented development within the transportation corridor along the Caltrain right-of-way.

F. On May 7, 2007, the City Council adopted an ordinance amending the City’s zoning regulations by establishing a transit-oriented development district (the “TOD District”) in which all uses must be consistent with the development standards, policies and guidelines specified in the Corridor Plan, and by rezoning those properties (including the Property) designated as Transit Oriented Development in the Corridor Plan.

G. On October 18, 2010, the City Council adopted Ordinance No. 134-2010, which approved an update to the City’s General Plan (the “General Plan”).

H. The Property is designated as Transit-Oriented Development under the 2030 General Plan; is zoned TOD-Transit Oriented Development and located in Area 2 of the Hayward Park Station TOD Overlay Zone of the Corridor Plan; and is designated as Neighborhood/Commercial Retail/Residential 101 of 653
2 with a band of Ground Floor Retail along Concar Drive and High‐Density Residential/Office along Delaware Street.

I. Developer desires to develop the Property into a transit-oriented, high-density mixed-use development as encouraged and permitted by the General Plan (as defined in Article 2C below), the Corridor Plan and the TOD District.

J. On September 18, 2018, Developer submitted Planning Application No. 18-052 (the “Planning Application”) for, among other things, a Site Plan and Architectural Review; Site Development Planning Application and Vesting Tentative Map to demolish the existing 165,000 square foot retail strip center and adjoining surface parking and develop the Property into a transit-oriented development consisting of 961 residential units(of which will be ten percent (10%) affordable) and 40,000 square feet of commercial space, with 3 acres of open space, circulation, parking, infrastructure and grading improvements, and one level of below-grade parking (the “Project”).

K. Developer has committed to contribute toward the development of significant public infrastructure and other improvements in excess of what Developer could otherwise be legally required to provide (collectively, the “Public Benefits”).

L. In exchange for the Public Benefits, Developer desires this Agreement with the City to assure that Developer shall, at the time of application, be entitled to proceed to construct and complete the Project at any time within the Term (as defined in Article 1B below), subject only to the terms and conditions set forth in this Agreement, including, without limitation, providing the Public Benefits in accordance with Article 3A.1 below. City finds a substantial public benefit in the provision of the Public Benefits and the other benefits set forth in this Agreement.

M. City has determined that the Project is a development for which a development agreement is appropriate. A development agreement will eliminate uncertainty in the City’s land use planning for the Property, assure installation of necessary improvements and mitigation appropriate to the development of the Project, assure attainment of the maximum effective utilization of resources within the City at the least economic cost to its citizens, secure public improvements and other amenities that could not otherwise be obtained, and otherwise achieve the goals and purposes for which the Development Agreement Resolution was enacted by the City.

N. City has examined the environmental effects of the Project and the Public Benefits, and this Agreement pursuant to the California Environmental Quality Act (“CEQA”) through preparation of an Initial Study and Supplemental Environmental Impact Report (“SEIR”), State Clearinghouse (“SCH”) No. 2019039072. Pursuant to CEQA Guidelines § 15152, the SEIR tiers from the Final Environmental Impacts Reports previously prepared and adopted by the City for the Corridor Plan (SCH # 2003042170) and the 2030 General Plan (SCH # 2009032009). The City issued a Notice of Availability for public comments for the SEIR on March 25, 2020, and filed a Notice of Completion (“NOC”) for the SEIR on March 26, 2020.

O. On August 17, 2020, the City Council reviewed and adopted the SEIR, including a Mitigation Monitoring and Reporting Program (“MMRP”); as adequate to assess the environmental effects of the Project and the Public Benefits in addition to the Planning Application, including this Agreement. The terms and conditions of this Agreement are consistent with and within the scope of the SEIR. Except as potentially required for the exercise of Subsequent Discretionary Powers (as defined in Article 4C below), no further environmental documentation is anticipated. 102 of 653
3 P. After conducting a duly noticed public hearing on July 28, 2020, the Planning Commission of the City (the “Planning Commission”) reviewed, considered, and recommended approval of (1) the SEIR, and (2) the Planning Application, including this Agreement, thereby authorizing development of the Project and provision of the Public Benefits.

Q. After conducting a duly noticed public hearing on August 17, 2020, and after independent review and consideration, the City Council introduced Ordinance No. _____ directing the City Manager to execute this Agreement upon Developer obtaining rights to acquire a fee or ground leasehold interest in the Property (the “Enacting Ordinance”), and, by resolution, the Planning Application, thereby authorizing development of the Project and provision of the Public Benefits. In the event that Applicant does not obtain fee or ground leasehold interests in the Property by September 30, 20232025, the City Council’s approval of, and authorization to execute, this Agreement will terminate. The City Council also found that the provisions of this Agreement are consistent with the City’s General Plan as well as the Corridor Plan, are compatible with the requirements of the City’s zoning ordinance and provide substantial public benefits to persons residing or owning property outside the boundaries of the Project, beyond the exactions for public benefits required in the normal development review process under federal, state, or local law. In exchange for providing these public benefits, Developer receives assurance from City that Developer shall be entitled to proceed with development of the Project and provision of the Public Benefits in accordance with the Planning Application and the Existing City Laws (as defined in Article 3B.2 below), subject only to the terms and conditions contained in this including, without limitation, Article 4C below. The Enacting Ordinance becomes effective thirty days after adoption and is incorporated herein by reference.

NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and the foregoing recitals, which are incorporated herein by reference and made a part of this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, City and Developer hereby agree as follows:

ARTICLE 1

GENERAL PROVISIONS
A. City and State Laws. This Agreement is subject to applicable law pertaining to development agreements, specifically the Development Agreement Resolution and the Development Agreement Statutes.

B. Term. The term of this Agreement (the “Term”) shall commence upon the Effective Date and shall expire Twelve (12) Ten (10) years after the Effective Date, unless terminated, modified or extended, as provided herein, or under the Development Agreement Statutes and the Development Agreement Resolution.

C. Life of Project Approvals. All Existing Approvals as well as all subdivision approvals (including, without limitation, the Subdivision Maps referenced in Article 4G below), Site Plan and Architectural Review (“SPAR”) permits, Site Development permits, use permits, grading permits, building permits, sewer and water connection permits, certificates of occupancy, lot line adjustments, parcel maps and/or subdivision maps, building plans and specifications, and any other land use and development approvals for the Project and the Public Benefits (including but not limited to any tentative or other subdivision maps) (collectively, “Subsequent Approvals”) granted, issued or approved by the City shall be effective and valid for the duration of the Term, unless a longer period is permitted under otherwise Applicable Law.
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4 D. Development of Property. City approves and consents to the development of the Property and to the construction of the Project in substantial conformity with the Planning Application at any time during the Term, but only on the condition that:

1. Developer complies with all conditions of approval of the Planning Application (“Conditions of Approval”);

2. Developer complies with its obligations with respect to Public Benefits; and

3. A building permit application or applications for the substantive components of the Project has or have been filed prior to expiration of the Term, which building permits may be extended administratively for up to eighteen (18) months beyond the expiration of the Term to ensure substantial completion of the Project by that time. This provision shall survive the expiration of the Term.

E. Commencement and Timing of Development. The Parties acknowledge that except for any express deadlines set forth in this Agreement, including the schedule for the provision of Public Benefits attached hereto as Exhibit B (the “Timing of Transportation Contributions”), and in the Conditions of Approval, Developer shall have the right to develop the Project in such order and at such rate and at such times as Developer deems appropriate within the exercise of its subjective business judgment. This includes, without limitation, using some portions of the Property as construction staging areas during construction on other portions of the Property. Should Developer cease development at any phase, within 90 days of cessation of work, Developer shall submit for approval by the City a plan that will address circulation and safety concerns within and adjacent to the project site.

F. Vested Rights. Developer shall have the vested right to develop the Property, construct the Project and provide the Public Benefits, in accordance with the Project Approvals, the terms of this Agreement, and the Existing City Laws (as defined in Article 3B.2 below), provided, however, that this Agreement shall not supersede, diminish or impinge upon vested rights secured pursuant to other Applicable Laws, including without limitation, vested rights secured in connection with the Vesting Tentative Map pursuant to the California Subdivision Map Act (Gov’t Code §§ 66410 et seq.).

G. No Waiver of Rights to Existing Uses or Structures. Notwithstanding anything set forth in this Agreement to the contrary, under no circumstances shall Developer be obligated to proceed with the Project or any portion of the Project, and, at any time Developer shall be entitled to apply to the City for approvals to develop different projects, and/or to make repairs, improvements, additions and renovations to the existing buildings, structures, landscaping and infrastructure at the Property (the “Existing Improvements”), in conformance with the San Mateo Municipal Code (the “Municipal Code”). City agrees not to unreasonably or arbitrarily withhold, condition, or delay consent to such repairs, improvements, additions and renovations to the Existing Improvements. City expressly acknowledges that Developer has not abandoned or relinquished any rights to the Existing Improvements or the existing uses at the Property.

H. Police Powers. Except as otherwise provided in this Agreement, the City reserves its police powers unto itself.

I. Covenant of Good Faith. The Parties shall cooperate with each other and act in good faith in complying with the provisions of this Agreement. In their course of performance under this Agreement, the Parties shall cooperate and shall undertake such actions as may be reasonably necessary to implement the Project as contemplated by this Agreement.
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5 ARTICLE 2

DEFINITIONS
A. “Applicable City Laws” means (1) all City policies, standards and specifications set forth in this Agreement and the Existing Approvals, including the specific conditions of approval adopted with respect to the Existing Approvals; (2) with respect to matters not addressed by this Agreement or the Existing Approvals but governing permitted uses of the Property, building locations, sizes, densities, intensities, design and heights, site design, setbacks, lot coverage and open space, and parking, those City ordinances, rules, regulations, official policies, standards and specifications in force and effect on the Effective Date; and (3) with respect to all other matters, including building, plumbing, mechanical and electrical codes, those City ordinances, rules, regulations, official policies, standards and specifications in force and effect as may be enacted, adopted and amended from time to time, including New City Laws, except those in conflict with this Agreement.

B. “Applicable Law” means: (1) all State and Federal laws and regulations applicable to the Property and the Project as enacted, adopted and amended from time to time; and (2) the Applicable City Laws.

C. “Applicable New City Laws” as defined in Article 4A.

D. “Assumption Agreement” as defined in Article 11C.

E. “Blocks” as defined in Article 4H.1.

F. “CEQA” as defined in Recital N above.

G. “City Council” as defined in Recital E above.

H. “City Laws” as defined in Article 3B.2.

I. “City Manager” as defined in Article 9B.

J. “Conditions of Approval” as defined in Article 1D.1 above.

K. “Corridor Plan” as defined in Recital E above.

L. “Effective Date” means the Execution Date.

M. “Election to Proceed” as defined in Article 7A.2.

N. “Enacting Ordinance” as defined in Recital Q above.

O. “Event of Default” as defined in Article 9A.1.

P. “Execution Date” means the date on which all signatures to this Agreement have been obtained. The Parties acknowledge that the Execution Date shall not occur until Developer has acquired a legal or equitable interest in the Property, which must be no later than September 30, 2023. After September 30, 2023, the City Council’s approval of, and authorization to execute, this Agreement terminates. The City Manager shall execute the Agreement within five (5) days of the Developer’s notice that it has acquired a legal or equitable interest in the Property. 105 of 653
6 Q. “Exactions” is defined as those exactions that may be imposed by the City as conditions of developing the Project, including but not limited to requirements for acquisition, dedication or reservation of land, obligations to design, construct or fund on-site or off-site public and private infrastructure improvements such as roadways, utilities or other improvements necessary to support the Project, whether such exactions constitute subdivision improvements, mitigation measures in connection with environmental review of the Project, measures imposed for the protection of the public health or safety or impositions made under Applicable Law.

R. “Existing City Laws” as defined in Article 3B.2.

S. “Existing Improvements” as defined in Article 1G above.

T. “Existing Project Approvals” means the Resolution No. ______ approving the Planning Application and Ordinance No. _____ adopting the Development Agreement U. “Force Majeure” as defined in Article 10E.

V. “General Plan” means the City of San Mateo General Plan, adopted by the City Council on July 16, 1990, including subsequent amendments thereto, in effect on the Execution Date.

W. “Good Faith Compliance” as defined in Article 8A.

X. “Health or Safety Danger” as defined in Article 4B.

Y. “Indemnified Parties” as defined in Article 6.

Z. “Master Tentative Maps” as defined in Article 4H.1.

AA. “MMRP” as defined in Recital O above.

BB. “Mortgage” means: (1) any mortgage or deed of trust or other transaction in which the Property, or a portion thereof or a direct or indirect ownership or other interest therein, or any improvements thereon, is conveyed or pledged as security; or (2) a sale and leaseback arrangement in which the Property, or a portion thereof, or any improvements thereon, is sold and leased back concurrently therewith.

CC. “Mortgagee” means any holder of a beneficial interest (or the owner and landlord in the case of any sale and leaseback arrangement) under a Mortgage.

DD. “Municipal Code” as defined in Article 1G above.

EE. “NOC” as defined in Recital N above.

FF. “Open Spaces” as defined in Article 4H.1.

GG. “Other Agency Subsequent Approvals” means Subsequent Approvals to be obtained from entities other than City.

HH. “PCE” as defined in Article 3A.1.e.
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7 II. “Planning Application” as defined in Recital J above.

JJ. “Planning Commission” as defined in Recital P above.

KK. “Pre-Approved Transferees” as defined in Article 11B.

LL. “Processing Fees” means all fees imposed by the City and payable upon the submission of an application for a permit or approval, which cover only the estimated actual costs of processing that application, and are not only applicable to the Project but applied citywide.

MM. “Project” as defined in Recital J above.

NN. “Project Approvals” means the Existing Project Approvals and Subsequent Approvals.

OO. “Property” as defined in Recital D above.

PP. “Public Benefits” as defined in Recital K above.

QQ. “SCH” as defined in Recital N above.

RR. “SEIR” as defined in Recital N above.

SS. “SPAR” as defined in Article 1C above.

TT. “Streets” as defined in Article 4H.1.

UU. “Subsequent Approvals” means the approvals defined in Article 1C above.

VV. “Subsequent Discretionary Powers” as defined in Article 4C.

WW. “Subsequent Tentative Map” as defined in Article 4H.2.

XX. “Superseding State or Federal Laws” as defined in Article 5B.

YY. “Supplemental Transportation Fee Payment” as defined in Article 3A.1.h.

ZZ. “Term” as defined in Article 1B above.

AAA. “Timing of Supplemental Transportation Fee Payment Contributions” as defined in Exhibit B.

BBB. “TOD District” as defined in Recital F above.

CCC. “Transfer” as defined in Article 11A.

DDD. “Transferee” as defined in Article 11A.

EEE. “Transferred Parcel” as defined in Article 11A.
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8 ARTICLE 3

OBLIGATIONS OF DEVELOPER AND CITY
A. Obligations of Developer.

1. Public Benefits. Subject to the terms and conditions of this Agreement, Developer shall provide the following Public Benefits:
a. Public Mobility Hub. Construction and maintenance of on-site approximately mobility hub for public and private transportation services accessible to the public substantially in the form depicted on the site plan attached hereto as Exhibit C. Once constructed, the public mobility hub shall be reserved for the life of the Project.
b. Day Care Facility. Construction of day care facility with outdoor play area substantially in the form depicted on the site plan attached hereto as Exhibit C. The day care facility space shall be reserved for day care operations for the life of the Project c. Community Theater. Construction of a community performance theater substantially in the form depicted on the site plan attached hereto as Exhibit C. The community theater shall be reserved for community theater for the life of the Project, unless a different use is approved pursuant to a subsequent planning application.
d. Affordable Housing. As approved in the Project Approvals. e. Energy Provider. Procure energy from the Peninsula Clean Energy (“PCE”) 100% Renewable Program, to the extent PCE or its successor-in-interest remains an operational and/or solvent community choice aggregator during the Term of this Agreement. f. Parks and Public Spaces. Construction and maintenance of publically accessible parks and open space substantially in the form depicted on Exhibit C. g. Pedestrian and Bike Improvements. Construct the pedestrian and bike improvements as shown on Exhibit D.
h. Supplemental Transportation Fee Payment. In addition to City’s transportation impact fees levied against the Project, Developer shall pay Seven Million, Five Hundred Thousand Dollars ($7,500,000) to City to fund off-site traffic improvements (“Supplemental Transportation Fee Payment”). The City shall hold Supplemental Transportation Fee Payment fees in a designated special, interest-bearing account dedicated for improvements within one half (½) mile of the Property as well as potential improvements to Delaware to 28th and Fashion Island Blvd. to Mariner’s Island Blvd. The City will conduct further feasibility analyses, engineering and outreach to determine the improvements to be constructed. The City may use the fees for traffic improvements that may include, but shall not be limited to, the following improvements along the 19th Avenue Fashion Island Corridor as shown on Exhibit E:
i) Two way conversion (add west bound lanes)
ii) Delaware/19th Avenue and Grant/19th Avenue intersection and signal modification
iii) Add southbound US 101 on-ramp lane
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9 iv) Westbound right turn lane on Fashion Island Boulevard v) Lengthen eastbound left-turn pocket at Norfolk/Fashion Island Boulevard vi) Reversible lane on Bridge
vii) Signal coordination (entire corridor)
viii) Convert eastbound right-turn lane to one through lane and one through/right turn lane
i. Supplemental Transportation Fee Payment Timing. Developer shall provide the monetary payments for traffic improvements described above in accordance with the schedule contained at Exhibit B. The Parties acknowledge that the monetary amounts contained at Exhibit B were based on construction costs as of the Effective Date, and shall be annually adjusted based on the Engineering NewsRecord (ENR) Construction Cost Index for San Francisco. j. Sales Tax Point of Sale Designation. Developershall include a provision in its construction documents requiring contractors to use diligent good faith efforts (but without increasing the cost of materials) to require all persons and entities providing bulk lumber, concrete, structural steel and prefabricated building components, such as roof trusses, to be used in connection with the construction and development of, or incorporated into, the Project, to either (1) obtain a use tax direct payment permit or (2) elect to obtain a sub-permit for the job site of a contract valued at Five Millions Dollars ($5,000,000) or more in order to have the local portion of the sales and use tax distributed directly to the City instead of through the countywide pool. The City shall facilitate Developer’s compliance with this provision by providing assistance from the City’s sales tax consultant. k. Grant Funding Partnership. If requested in writing by City, Developer shall cooperate in applying for grant funding in connection with pursuing funding for transportation improvements.

Developer shall not be obligated to reimburse City for costs associated with pursuing such funding

2. Timing. Except as provided in Exhibit B regarding the timing of the Supplement Transportation Fee Payment, public benefits shall be provided concurrently with construction of the improvements that are in the same final map.

3. Modifications. To the extent that a public benefit requires modification, the Developer may submit a request for a modification in accordance with the City’s development agreement procedures, unless such modification is authorized under this Agreement.

B. Obligations of City

1. Development Plan Shall Not Be Diminished or Impeded by City. City agrees that during the Term, the timing, size, scope, nature, and Conditions of Approval of the Project shall not be changed, affected, modified, delayed, or diminished, regardless of any increased burden of pending, proposed or future developments on public facilities, including, without limitation, roads, water systems, roadways, intersections, sanitary sewers, storm sewers, utilities, traffic signals, curb gutters, sidewalks, parks, amenities, recreation areas, landscaping, schools, landfill, and other off-site improvements, except for requirements imposed by State or Federal law, and that no further CEQA compliance will be required of the Project as described in the Planning Application. Without limiting the foregoing, City further agrees 109 of 653
10 that during the Term, with the exception of Public Benefits and the Conditions of Approval, no construction or contribution toward funding additional infrastructure or other improvements shall be required of Developer by City in connection with the Project, except for requirements imposed by State or Federal law. City shall take no action nor impose any condition that would conflict with this Agreement or the implementation of the Project or the Planning Application, including, without limitation, by: (i) reducing the density or intensity of the Project (including but not limited to floor area ratios of commercial/retail building or residential density), or any part thereof; (ii) reducing the height or bulk of the Project, or any part thereof; (iii) forbidding or limiting any permitted land uses; (iv) controlling the rate, timing, phasing or sequencing of the development of the Project; (v) controlling the availability of or any privileges or rights to public utilities, services or facilities; (vi) impose requirements for reservation or dedication of land for public purposes or requirements for infrastructure, public improvements, or public utilities, other than as provided in the Project Approvals or pursuant to this Agreement (vii) impose conditions upon development of the Property other than as permitted by the Existing City Laws, Applicable New City Laws or Superseding State or Federal Laws, the Project Approvals and this Agreement; (viii) limit the location of building sites, grading or other improvements on the Property in a manner that is inconsistent with this Agreement or the Project Approvals; (ix) frustrate in a material way the intent or purpose of Project Approvals in relation to the Project ; (x) require the issuance of additional permits or approvals by the City other than those required by Applicable Law controlling rents, purchase prices, ownership association fees or common area charges within the Project; (xii) limiting the processing or procuring of applications for Subsequent Approvals; (xiii) or imposing any development impact fees other than Existing City Laws, except as specifically permitted under Article 4.G below.

2. Existing City Laws. Except as specifically provided herein, City’s charter, General Plan, Corridor Plan, ordinances, resolutions, codes, rules, regulations and official policies governing the permitted uses of land, density and intensity of use, maximum height, bulk,size, design, location,setbacks, lot coverage and open space, parking and construction standards and specifications applicable to the Project, the Property, the Public Benefits, and the property on which the Public Benefits will be constructed (collectively, the “City Laws”) shall be only those City Laws in effect as of the Effective Date, without regard to any amendments or modifications thereto that become effective after the Effective Date (the “Existing City Laws”). City acknowledges and agrees that under the Existing City Laws, Developer shall be entitled to build and occupy the Project on the Property. If Developer applies for changes to the Existing City Laws during the Term, City agrees that it will process such applications pursuant to State law and the Municipal Code.

3. Recording. Pursuant to Government Code section 65868.5, within ten (10) days after this Agreement is executed by the Parties hereto, the City shall submit a complete original of this Agreement to the Recorder’s Office of the County of San Mateo, California, to be recorded and shall provide Developer with a certified copy of such recordation. From and after the time of such recordation, this Agreement shall impart such notice thereof to all persons as is afforded by the recording laws of this State, and the burdens of this Agreement, including all its exhibits, shall be binding upon, and the benefits of this Agreement, including all exhibits, shall inure to, all successors in interest to the Parties. If the Parties or their successors-in-interest amend, modify, cancel or terminate this Agreement pursuant to its terms, City shall have notice of such action recorded with the Recorder’s Office of the County of San Mateo, California, within ten (10) days, and shall provide Developer with a certified copy of such recordation. 110 of 653
11 ARTICLE 4

DEVELOPMENT OF PROPERTY
A. Applicable New City Laws. Notwithstanding Article 3Article 3B.2 above, City may apply the following new City Laws to the Project, the Property, the Public Benefits, and the property on which the Public Benefits will be constructed (“Applicable New City Laws”):

1. New City Laws that (a) are not inconsistent with and do not conflict with the Existing City Laws, the Planning Application, the Project, or the Conditions of Approval, (b) do not diminish any of Developer’s rights granted in this Agreement or increase any of Developer’s obligations with respect to the Project, including, without limitation, as provided under Article 3B above, and (c) are not inconsistent with and do not conflict with any of the terms or conditions of this Agreement provided such New City Laws are uniformly applied to all substantially similar types of development projects and;

2. New City Laws that are specifically mandated and required by changes in State or Federal laws and regulations; and

3. New City Laws that are applicable to the following situations and are in effect at the time that Developer submits an application for a building permit for the Project:
a. Procedural requirements for building and occupancy permit application submittal and issuance;
b. Construction standards pursuant to all Uniform Building Codes incorporated by the Municipal Code;
c. Engineering specifications for construction of any off-site public improvements such as curbs, gutters, and sidewalks;
d. Building security requirements adopted pursuant to Title 23 of the Municipal Code; e. Any requirements applicable upon issuance of a building permit for which City acts as an administering agent for any State or Federal agency; and f. Any Processing Fees, in accordance with Article 4E, below.

B. Initiative and Moratoria. In the event that any ordinance, resolution, general plan amendment, specific plan or specific plan amendment, or other measure is enacted, whether by action of the City, by initiative, referendum, or otherwise, which relates to the timing of development, the size or scope of all or any part of the Project, or the conditions, mitigation measures, exactions, or impact fees to be imposed on all or any part of the Project, City agrees that such ordinance, resolution, general plan, specific plan or other measure shall not apply to the Project, the Property, the Public Benefits, the property on which the Public Benefits will be constructed, or this Agreement; provided, however, the Parties acknowledge that City's approval of this Agreement is a legislative action subject to referendum. It is the desire of the Parties to avoid the result in Pardee Construction Co. v. City of Camarillo, 37 Cal.3d 465 (1984), in which the California Supreme Court held that because the parties there had failed to consider and expressly provide for the timing of development, a later-adopted initiative restricting the timing of development prevailed over the parties’ agreement. City shall reasonably cooperate with Developer and, at Developer’s expense, shall undertake such actions as may be necessary to ensure this Agreement 111 of 653
12 remains in full force and effect. City shall use reasonable efforts to not support, adopt or enact any New City Laws that would violate any express provisions of this Agreement Subject to Applicable Law relating to the vesting provisions of development agreements, Developer and City intend that, except as otherwise provided herein, this Agreement shall vest the Project Approvals against subsequent City resolutions, ordinance, growth control measures and initiatives or referenda, other than a referendum that specifically overturns City’s approval of the Project Approvals, that would directly or indirectly limit the rate, timing, or sequencing of development, or would prevent or conflict with the land use designations, permitted or conditionally permitted uses on the Property, design requirements, density or intensity of uses as set forth in the Project Approvals, and that any such resolution, ordinance, initiative, or referendum shall not apply to the Project Approvals and the Project. Without limiting the foregoing, Article 3B above, City agrees that no moratorium or other limitation (whether relating to the timing or sequencing of the development, or the size, scope, conditions, or construction of all or any part of the Project) affecting building permits or other entitlements to use or development which are approved or to be approved, issued or granted within the City, or portions of the City, shall apply to the Project, the Property, the Public Benefits, the property on which the Public Benefits will be constructed, or this Agreement, unless such moratorium or other limitation has been adopted by City as an emergency ordinance on the basis of its finding that a significant public health or safety emergency exists such that the failure of the City to terminate or modify the provisions of this Agreement would place the residents of the City in a condition dangerous to their health or safety (a “Health or Safety Danger”), in which case the Term shall be extended automatically for a period of time equal to that of such emergency moratorium or other limitation affecting development of the Project. Developer reserves the right to challenge any such limitation in a court of law should it become necessary to protect or enforce the provisions and intent of this Agreement.

C. Subsequent Discretionary Powers. Developer acknowledges that the Existing City Laws contemplate the exercise of subsequent discretionary powers by the City, subject to City’s obligations under Article 3B. These constitute “Subsequent Discretionary Powers,” and may include, without limitation, Subsequent Approvals and finalization of the financing actions necessary to implement the monitoring and implementation of environmental mitigation measures. Except as otherwise expressly provided herein, the City shall not impose requirements or conditions upon Project development and construction that are inconsistent with the Project Approvals, Applicable New City Laws and the terms and conditions of this Agreement. Further, except as expressly provided herein, City shall not exercise discretion in determining whether or how to grant Subsequent Discretionary Powers in a manner that would prevent development of the Project for the uses and up to the maximum intensity of development set forth in the Existing Approvals.

D. Subsequent Approvals. All Subsequent Approvals shall be deemed incorporated herein and vested as of the Effective Date as long as such Subsequent Approvals are deemed to be in substantial conformance with the Project Approvals. Subsequent Approvals that are deemed to be modifications will be processed in accordance with Municipal Code Section 27.08.080 [Modifications] and vested as of the effective date of such approvals.

E. Other Agency Subsequent Approvals; Authority of City. City shall cooperate with Developer, to the extent appropriate and as permitted by law, in Developer's efforts to obtain, as may be required, Other Agency Subsequent Approvals. Developer agrees that City may review, modify, approve and/or reject any such materials or applications to ensure consistency with this Agreement and the Project Approvals and Developer shall incorporate any and all changes required by City prior to submitting such materials and applications to the other governmental or quasi-governmental entities for review and/or approval.
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13 F. Application, Processing and Inspection Fees. Processing Fees that are revised during the Term shall apply to the development of the Project pursuant to this Agreement provided that (1) such revised fees apply uniformly to similar private projects or works within City, (2) the application of such fees to development of the Project is prospective only, unless otherwise agreed to by Developer, and (3) the application of such fees to development of the Project would not require an amendment of this Agreement, including, without limitation, any of the exhibits incorporated herein.

G. No New Development Impact Fees or Exactions. City expressly agrees that Developer and its successors-in-interest shall have no obligation to participate in, pay, contribute, or otherwise provide as a condition or exaction of any Subsequent Approval by City, any new impact fees imposed on development, however described or defined, that did not exist under the Existing City Laws and as shown on 0F. This provision will not preclude increases or decreases to those development impact fees in existence under the Existing City Lawsin accordance with the state Mitigation Fee Act, except as provided in 0F. The City shall not modify or renegotiate the development impact fees applicable to the Project as a result of any amendment to this Agreement or the Planning Application unless such amendment materially increases the density or intensity of the Project. The Parties acknowledge that the provisions contained in this Article 4F, are intended to implement the intent of the Parties that Developer has the right to develop the Project pursuant to specified and known criteria and rules, and that City receives the benefits which will be conferred as result of such development without abridging the right of City to act in accordance with its powers, duties and obligations. In addition, except as provided herein, in any Subsequent Approvals, the City will not impose and the Developers will not be required to comply with and/or pay for any exactions other than as provided in or contemplated by this Agreement and the Existing Approvals.

H. Subdivision Maps.

1. Developer shall have the right, from time to time or at any time, to apply for one (1) or more Tentative Maps (“Master Tentative Maps”), subdividing the Property or portions of the Property into parcels corresponding to the “Blocks,” “Streets” and/or “Open Spaces” (all, as specified in the Planning Application), as may be necessary in order to develop, sell, lease or finance any portion of the Property in connection with development of the Project consistent with the density and parcel sizes set forth in the Planning Application. Multiple final maps may be filed for any Master Tentative Map pursuant to Government Code Section 66456.1.

2. Developer shall have the right to apply for a subsequent Tentative Map (“Subsequent Tentative Map”) prior to the time that the Master Tentative Map has been approved and prior to the time that the Final Subdivision Map based on the Master Tentative Map has been approved and filed for record.

City may grant approval of a Master Tentative Map or of a Subsequent Tentative Map or Subsequent Tentative Maps with conditions as to the development of the parcel or parcels described on the Master Tentative Map or Subsequent Tentative Map. Conditions of approval of a Subsequent Tentative Map shall include that the conditions of the Master Tentative Map as to the parcel or parcels shown and described on the Subsequent Tentative Map have been fulfilled.

3. Each Master Tentative Map, Subsequent Tentative Map and Final Subdivision Map may be “for condominium purposes,” approving the portion of the Property described therein for a maximum number of condominium units. Any portion of the Property described on a Final Subdivision Map “for condominium purposes” may be divided into condominiums by a condominium plan in accordance with Civil Code Section 1351(e) and Government Code Section 66427. A Final Subdivision Map for a portion of the Property described in a Tentative Map may not be approved until the conditions of approval of the 113 of 653
14 Tentative Map applicable to the portion of the Property described in the Final Subdivision Map have been satisfied.

4. Pursuant to Government Code Section 65867.5(c), City has determined that this Agreement is notsubject to the provisions of Government Code Section 66473.7 for the following two (2) independent reasons: (a) the Project is a residential project proposed for a site that is within an urbanized area and has been previously developed for urban uses; and (b) the immediate contiguous properties surrounding the Property are, and previously have been, developed for urban uses, all within the meaning of Government Code Section 66473.7(i). Therefore, the maps referenced in this Article 4G shall be exempt from the requirements of Government Code Section 66473.7 concerning water verifications.

5. Notwithstanding that the Project Approvals and this Agreement apply to the entire Property and run with the land, if and to the extent that the Property is subdivided into separate parcels and any such parcels are transferred, following the execution of an Assumption Agreement in connection with a Transferred Parcel (as defined in Article 11A below) the obligations of a Transferee (as defined in Article 11A below) shall be limited to those provisions of the Project Approvals and this Agreement only insofar as they apply to the parcel owned by such Transferee. Without limiting the generality of the foregoing, the owner of such Transferred Parcel shall not be chargeable with any omission, commission, default or delay under the Project Approvals regarding any other parcels making up the Property that it does not own. This provision to make the undertakings with respect to each parcel making up the Property severable is included in order to facilitate the separate ownership, financing and/or development of parcels making up the Property without concern for any non-compliance attributable to the acts of others.

I. Subsequent CEQA Review. The SEIR, which has been certified by City as being in compliance with CEQA, addresses the potential environmental impacts of the entire Project as it is described in the Project Approvals. In the event that any additional CEQA documentation is legally required for any discretionary Subsequent Approval for the Project, then the scope of such documentation shall be focused, to the extent possible consistent with CEQA, on the specific subject matter of the Subsequent Approval.

J. Processing During Third-Party Litigation. The filing of any third-party lawsuit(s) against City or Developer relating to this Agreement, the Project Approvals, any other development permits or approvals, or issues affecting the Project or the Property, shall not give cause to the City to delay or stop the development, processing or construction of the Project, or the exercise by the City of any of its Subsequent Discretionary Powers, unless such third party obtains a court order preventing the activity.

City shall not stipulate to the issuance of any such order.

K. Cooperation in the Event of Third-Party Legal Challenge. City and Developer shall cooperate in the event of any legal action instituted by a third party or other governmental entity or official challenging the validity of any provision of this Agreement, any Project Approvals or the underlying environmental review and documents. To the extent that Developer determines, in its sole discretion, to contest such litigation challenges, Developer shall reimburse City, within thirty (30) days following City's written demand therefor, which may be made from time to time during the course of such litigation, all costs incurred by City in connection with the litigation challenge, including City's administrative, legal and court costs, provided that City shall either: (a) elect to joint representation by Developer’s counsel; or (b) retain an experienced litigation attorney, and require such attorney to (i) prepare and comply with a litigation budget that is mutually agreeable to City and Developer,; and (ii) provide Developer with monthly written updates of incurred and anticipated legal expenses. If Developer elects, in its sole and absolute discretion, not to contest such litigation, City shall have no obligation to contest such challenges. 114 of 653
15 If the City elects to contest such challenges after Developer elects not to contest, the City shall do so at its sole cost.

ARTICLE 5

AMENDMENT OR CANCELLATION
A. Amendments to Agreement (Developer and City). This Agreement may be amended, or cancelled in whole or in part, at any time and from time to time by mutual consent of the Parties in writing, in accordance with the provisions of Government Code Section 65868 upon notice of intention to amend or cancel in the form required by Government Code section 65867, and adoption of an ordinance amending or cancelling this Agreement; provided, however, that following the execution of an Assumption Agreement in connection with a Transferred Parcel (as defined in Article 11A below), this Agreement may be so amended or cancelled as it relates solely to such Transferred Parcel without the consent of the owners of any other parcels within the Property. Developer shall record an appropriate notice of any Amendment, cancellation or termination with the San Mateo County Recorder not later than ten (10) days after the effective date of the action effecting such amendment, cancellation or termination, accompanied by a legal description of the Property.

B. Superseding State or Federal Laws. As provided in Government Code section 65869.5, in the event that State or Federal laws or regulations enacted after the Effective Date prevent or preclude compliance with one or more provisions of this Agreement or require changes in the Project Approvals (“Superseding State or Federal Laws”): (1) such Superseding State or Federal Laws shall be treated as a Force Majeure pursuant to Article 10E below; and (2) this Agreement shall be suspended, or, with Developer’s written consent, modified or its Term extended as necessary to comply with such Superseding State or Federal Laws. It is the intent of the Parties that any such modification or suspension be limited to that which is necessary, and to preserve to the extent possible the original intent of the Parties in entering into this Development Agreement Within two (2) months following the enactment of any such Superseding State or Federal Laws, Developer and the City shall meet and confer in good faith to determine the feasibility of any such modification, extension or suspension based on the effect such modification, extension or suspension would have on the purposes and intent of this Agreement and the cost to Developer of constructing and completing the Project; and if such modification, extension or suspension cannot be agreed upon, then Developer may terminate this Agreement on thirty (30) days’ notice to City. In addition, Developer shall have the right to challenge such Superseding State or Federal Laws, and in the event such challenge is successful, this Agreement shall remain unmodified and in full force and effect.

ARTICLE 6

INDEMNIFICATION
Developer agrees to defend, indemnify, release, and hold harmless the City, its elected and appointed officials, employees, and agents, from and against any litigation, claim, action, or court proceeding brought against any of the foregoing individuals or entities (“Indemnified Parties”), the purpose of which is to attack, set aside, void, or annul this Agreement, excepting suits and actions arising from the sole negligence or willful misconduct of City. This indemnification shall include, but not be limited to, damages, costs, expenses, attorney fees (including court-awarded attorney fees), or expert witness fees that may be asserted or incurred by Indemnified Parties, arising out of or in connection with the approval of this Agreement. If Developer isrequired to defend Indemnified Partiesin connection with any litigation, claim, action, or court proceeding, the City shall retain the right to approve counsel retained by Developer as well as any and all settlements proposed by Developer, which approval shall not be unreasonably 115 of 653
16 withheld, conditioned, or delayed. Developer shall also have the right to approve any and all settlements of any such matters proposed by the City and relating to this Agreement, which approval shall not be unreasonably withheld, conditioned, or delayed. City agrees to cooperate with Developer in the defense of the claim, action, or proceeding. Nothing in this Article shall be construed to mean that Developer shall defend, indemnify, release, or hold harmless, the Indemnified Parties from any claims of personal injury, death, or property damage arising from, or alleged to arise from the maintenance or repair by the Indemnified Parties of improvements that have been offered for dedication and accepted by City, or for the Indemnified Parties’ negligence or willful misconduct. This section shall sunset and have no further force or effect automatically and concurrently with the expiration of all applicable statutes of limitation for claims covered by this Article 6.

ARTICLE 7

MORTGAGEE PROTECTION AND

ESTOPPEL CERTIFICATES
A. Mortgagee Protection.

1. Mortgagee Protection. This Agreement shall be superior and senior to any lien placed now or hereafter upon the Property, or any portion thereof, including the lien of any Mortgage. Notwithstanding the foregoing, no breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any such Mortgage made in good faith and for value, but all of the terms and conditions contained in this Agreement shall be binding upon and effective against any person or entity that acquires title to the Property, or any portion thereof, by foreclosure, trustee’s sale, deed in lieu of foreclosure or otherwise.

2. Mortgagee Not Obligated. Notwithstanding anything in this Agreement to the contrary, no Mortgagee shall have any obligation or duty under this Agreement to proceed with the Project, and unless such Mortgagee elects to proceed with the Project it shall not be obligated to provide the Public Benefits, indemnify the Indemnified Parties under Article 6 above or pay any applicable Processing Fees or development impact fees. However, in the event that Mortgagee both (a) takes possession of the Property as a result of a foreclosure or deed in lieu of foreclosure and (b) gives notice to the City that Mortgagee elects to proceed with the Project (“Election to Proceed”), then Mortgagee shall assume all the obligations imposed on Developer in connection with undertaking the Project, including, without limitation, the provision of Public Benefits, the indemnification of the Indemnified Parties under Article 6 above, and the payment of all applicable Processing Fees and development impact fees. Failure by Mortgagee to give notice to the City of its Election to Proceed within thirty (30) days of Mortgagee’s taking possession of the Property as a result of a foreclosure or deed in lieu of foreclosure shall constitute an Event of Default as described in Article 9A.1, in which case City shall retain the remedies against Developer set forth in Article 9A.3.

3. Notice of Default; Right to Cure. If City receives a written notice from a Mortgagee requesting a copy of any notice of default given to Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice of default or determination of noncompliance given to Developer. Each Mortgagee shall have the right (but not the obligation) for a period of ninety (90) days after the receipt of such notice from City to cure or remedy the default claimed or the areas of noncompliance set forth in City’s notice. If such default or noncompliance is of a nature that it can only be cured or remedied by such Mortgagee upon obtaining possession of the Property, then such Mortgagee shall seek to obtain possession with diligence and continuity through a receiver or otherwise, and shall within ninety (90) days after obtaining possession cure or remedy such default or noncompliance. If such default or noncompliance cannot with diligence 116 of 653
17 either be cured or remedied within such ninety-(90-) day period, then such Mortgagee shall have such additional time as may be reasonably necessary to cure or remedy such default or noncompliance if such Mortgagee commences such cure or remedy during such ninety- (90-) day period and thereafter diligently pursues completion of such cure or remedy to the extent possible.

B. Estoppel Certificates. Either Developer or City may, at any time, and from time to time, deliver written notice to the other party requesting such party to certify in writing that, to the actual knowledge of the certifying party: (1) this Agreement is in full force and effect and a binding obligation of the Parties; (2) this Agreement has not been amended or modified either orally or in writing (or else identifying any such amendments or modifications); (3) the requesting party is not in default in the performance of its obligations under this Agreement (or else describing the nature and amount of any such defaults); and (4) any other factual matters reasonably pertaining to this Agreement, the Project and the Public Benefits as may be reasonably requested. A party receiving a request hereunder shall execute and return such certificate to the requesting party or its designee within ten (10) days following the receipt thereof. The certification of City may be executed on behalf of City by the City Planning Director. City acknowledges that a certificate hereunder may be relied upon by existing or prospective Mortgagees, existing or prospective tenants of the Property, and Transferees (as defined in Article 11A below). City acknowledges a certificate hereunder issued in connection with the proposed transfer of the Property shall be binding and conclusive with respect to whether there is any Default of the prior owner under this Agreement.

ARTICLE 8

ANNUAL REVIEWS
A. Annual Reviews. Beginning on the Effective Date, at least once every 12 months during the Term, Developer shall contact the City and request the scheduling of a hearing before the Planning Commission in order to demonstrate that Developer has sufficiently followed the terms of this Agreement so as to carry out the intent of the Parties in entering into it (“Good Faith Compliance”). The City shall provide Developer with notice of such hearing and a copy of all staff reports and related exhibits as soon as available, but in no event later than five (5) business days prior to the hearing.

B. Notice of Default. If either of the Parties finds evidence of default by the other party during the course of any such review, it shall give written notice to the other party specifying the nature of the default and the manner in which it may be satisfactorily cured, and the Parties shall have the rights set forth in Article 9 below.

C. Planning Commission Determination Regarding Good Faith Compliance. If, as a result of any such review, the Planning Commission determines, on the basis of substantial evidence, that Developer is in Good Faith Compliance, such determination shall be subject to appeal in accordance with the procedures set forth in Municipal Code Section 27.08.090. Alternatively, if, as the result of any such review, the Planning Commission determines, on the basis of substantial evidence, that Developer is not in Good Faith Compliance, then the Planning Commission shall (1) specify on the record the respects in which Developer has failed to so comply with this Agreement, and (2) give notice to Developer of such determination and specification pursuant to Article 12 below, which notice shall serve as written notice by City to Developer of a default pursuant to Article 9A.1 below.

D. Planning Commission Determination Regarding a Health or Safety Danger. If, as a result of any such review, the Planning Commission determines, on the basis of substantial evidence, that, subject to Article 3B and Article 4 above, there exists a Health or Safety Danger, then the Planning 117 of 653
18 Commission shall (1) specify on the record the factual basis for finding such Health or Safety Danger, (2) give notice to Developer of such determination and specification pursuant to Article 12 below, and (3) make recommendations to the City Council regarding modifications to or termination of this Agreement.

E. Action by City Council. In the event that either (1) an Event of Default arises pursuant to Article 9A.1 below, or (2) the Planning Commission makes recommendations to the City Council regarding modifications to or termination of this Agreement pursuant to Section D above regarding a Health or Safety Danger, the City Council shall hold a public hearing to consider terminating or modifying this Agreement. Notice of such hearing shall be given as set forth in Article 6 of the Development Agreement Resolution. If the City Council determines, on the basis of substantial evidence, that Developer is not in Good Faith Compliance, or that a Health or Safety Danger exists, then the City Council may terminate or, with Developer’s written consent and in accordance with Article 5A above, modify this Agreement. At such hearing City shall demonstrate on the record the grounds and basis on which it claims the right to terminate this Agreement, if any. Any challenge to the City’s termination of this Agreement on account of a Health or Safety Danger shall be subject to review in the Superior Court of the County of San Mateo.

ARTICLE 9
DEFAULT; REMEDIES; TERMINATION
A. Events of Default and Remedies.

1. Events of Default. Subject to any extensions of time by mutual written consent of the Parties, and subject to the provisions of Article 8E above regarding Good Faith Compliance, and Article 9A.2 below regarding Force Majeure, any failure by either party to perform any material terms or provision of this Agreement (including any failure to comply in good faith with the terms of this Agreement) shall constitute an event of default (an “Event of Default”): (a) if such defaulting party does not cure such failure within sixty (60) days after receiving written notice of default from the other party, where such failure is of a nature that can be cured within such sixty- (60-) day period; or (b) if such failure is not of a nature that can be cured within such sixty- (60-) day period, the defaulting party does not within such sixty- (60-) day period commence substantial efforts to cure such failure, or thereafter does not prosecute to completion with diligence and continuity the curing of such failure.

2. Enforced Delay Extension of Time of Performance. No party shall be deemed to be in default or noncompliance under this Agreement, or suffer a termination of this Agreement (or any rights hereunder), where the alleged default, noncompliance, or terminating event or delay is due to any Force Majeure, as described in Article 10E hereof. If written notice of any such default, noncompliance, or terminating event or delay is given to either party within thirty (30) days after the commencement thereof, an extension of time for such cause will be granted for the period of the enforced default, noncompliance, or terminating event or delay, or longer if the Parties mutually agree.

3. Remedies. If an Event of Default occurs, the nondefaulting party may not exercise any rights or remedies unless and until it has first requested in writing that the Parties schedule a meeting to occur before a neutral mediator to attempt to mediate and resolve the dispute. Within ten (10) days after expiration of the sixty- (60-) day cure period provided in Article 9A.1 above, the nondefaulting party shall submit: (a) a list of three neutral mediators, each of whom must have at least five (5) years experience with performance under development agreements made and entered into in the State of California pursuant to the Development Agreement Statutes; (b) and dates the mediators are available at the time it requests the meeting. Within ten (10) days of receiving such list, the defaulting party shall select one neutral 118 of 653
19 mediator from the list provided. If the dispute is not resolved within sixty (60) days after the nondefaulting party has requested a meeting, and the nondefaulting party has provided at least three (3) available business days for such a meeting at which its own representative and the neutral mediator are available at a location within the City of San Mateo, regardless of whether the Parties have actually met to mediate the dispute, the nondefaulting party shall have the right to (a) bring any proceeding in the nature of specific performance, injunctive relief, declaratory relief or mandamus, and/or (b) bring any action at law or in equity to compensate the nondefaulting party for all the detriment proximately caused by the defaulting party’s Event of Default; provided, however, that (x) Developer’s sole remedy shall be specific performance and Developer shall not have the right to recover monetary damages (compensatory, consequential or punitive) against City other than attorneys’ fees to the extent provided in Article 10I below, and (y) City’s sole remedies, other than attorneys’ fees to the extent provided in Article 10I below, shall be specific performance of Developer’s obligation to provide the Public Benefits as specified herein or the right to receive and retain the Public Benefits in the total dollar amount of the “Supplemental Transportation Fee Payment” set forth in Exhibit B of this Agreement (subject to permitted annual adjustments) and specified in Article 3B.1(h) as liquidated and agreed upon monetary damages. In addition, the non-defaulting party shall have the right to terminate this Agreement in accordance with the procedures set forth in Article 9B below, but any such termination shall not affect such party’s right to seek any remedy permitted by this Agreement on account of the Event of Default for which this Agreement has been terminated.

B. Termination. If either party determines that it has the right pursuant to Article 9A.3 above to terminate this Agreement as it relates to all or a portion of the Property or Project and elects to exercise that right, then it shall give written notice thereof to the other party pursuant to Article 12 below. If City is the party that delivers any such termination notice, the City Council shall hold a public hearing to consider terminating this Agreement. Notice of such hearing shall be given as set forth in Section 6 of the Development Agreement Resolution. At such hearing City shall demonstrate on the record the grounds and basis on which it claims the right to terminate this Agreement. Upon conclusion of such public hearing, the City Council shall direct the City Manager of the City or his or her designee (the “City Manager”) to take whatever action the City Council deems necessary or appropriate in connection with City’s termination notice, including terminating this Agreement. If Developer is the party that delivers any such termination notice, then this Agreement shall automatically terminate upon such delivery. The provisions of this Article 9B, shall not be construed so as to place additional noticing requirements upon the termination of this Agreement pursuant to Article 8D above, or Developer’s freeing itself from further obligations pursuant to Article 11B below.

C. Judicial Proceeding to Challenge Termination. Any challenge to a party’s termination of this Agreement on account of an Event of Default by the other party shall be subject to review in the Superior Court of the County of San Mateo.

D. Rights and Remedies Are Cumulative. The rights and remedies of the Parties are cumulative, and the exercise by a Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by another Party, except as otherwise expressly provided herein.

E. No Cross-Default. Notwithstanding anything in this Agreement to the contrary, following the execution of an Assumption Agreement in connection with a Transferred Parcel (as defined in Article 11A below), the owner of such Transferred Parcel shall not be chargeable with any other parcel owner’s non-compliance with the Project Approvals or this Agreement, and City shall have no recourse under this 119 of 653
20 Article 9 or otherwise against any such non-defaulting owner and no right under this Article 9 to terminate or modify this Agreement as it relates to any parcel of the Property, and any portion of the Project thereon, owned by any such non-defaulting developer. This provision to make the undertakings with respect to each parcel making up the Property severable is included in order to facilitate the separate ownership, financing and/or development of portions of the Property without concern for any so-called cross-default attributable to the acts of others.

ARTICLE 10

MISCELLANEOUS
A. Enforceability. Except as otherwise provided herein, the rights of the Parties under this Agreement shall be enforceable notwithstanding any change subsequent to the Execution Date in any applicable City Laws.

B. Default by Developer; Withholding of Building Permits. City may, at its discretion, refuse to issue a building permit for any Project-related structure within the geographical confines of the Property as the same is defined at the time of said application, if Developer has failed and refuses to complete any material requirement enumerated therefor in accordance with the terms of this Agreement. No building permit shall be issued or building permit application accepted for the building shell of any structure on the Property if the permit applicant owns or controls any property subject to this Agreement, and if such applicant or any entity or person controlling such applicant is in default of the terms and conditions of this Agreement as determined pursuant to Article 8 or Article 9 above; provided, however, that following the execution of an Assumption Agreement in connection with a Transferred Parcel (as defined in Article 11A below), the owner of such Transferred Parcel shall not be chargeable with any other parcel owner’s noncompliance with the Project Approvals or this Agreement, and the City shall have no recourse under this Section B against such non-defaulting Transferee by delaying or refusing to accept, process or approve a building permit application for such Transferred Parcel. This provision to make the undertakings with respect to each parcel making up the Property severable is included in order to facilitate the separate ownership, financing and/or development of portions of the Property without concern for any so-called cross-default attributable to the acts of others.

C. Covenants Run with the Land. The provisions of this Agreement shall constitute covenants which shall run with the land comprising the Property. The burdens and benefits hereof shall bind and inure to the benefit of all successors in interest and permitted assigns to the Parties hereto.

D. No Waiver. No failure, delay or omission by a party in exercising or asserting any right, power or remedy hereunder shall impair such right, power or remedy, and no failure, delay or omission by a party occurring upon the other party’s noncompliance with or failure to perform the terms and conditions of this Agreement shall be construed as a waiver thereof. A waiver by either party of any failure on the part of the other party to perform any of the terms or conditions to be performed by such other party shall not be construed as a waiver of any succeeding failure of the same or other terms or conditions hereof, nor shall any failure, delay or omission by a party in asserting any of its rights or remedies hereunder deprive such party of its right to institute and maintain any action or proceeding which it may deem necessary to protect, assert or enforce any such rights or remedies.

E. Force Majeure. In the event any party to this Agreement is unable to perform or fulfill any of the terms or conditions of this Agreement on account of acts of God, enemy action, terrorism, war, insurrection, strikes, labor disputes, unavailability of labor or materials, walk-outs, riots, governmental actions or restrictions (including, without limitation, Superseding State or Federal Laws), administrative 120 of 653
21 appeals or legal challenges to this Agreement, the Project Approvals, or any other approval required for the Project or any initiatives or referenda regarding the same, moratorium, judicial orders, third-party actions, floods, earthquakes, fires, casualties, unusually inclement weather of a magnitude in excess of seasonally anticipated conditions for the subject climate and time of year, any act or omission caused by the other party, acts or failures to act of any public or governmental agency or entity (except that acts or failures to act of City shall not excuse performance by City), epidemics; quarantine restrictions; freight embargoes; environmental conditions, pre-existing or discovered, delaying the construction or development of the Property or any portion thereof (“Force Majeure”), the party obligated to so perform or prevented from performing thereby shall be excused from said performance until such time as said party shall no longer be prevented from performing on account of any such Force Majeure, and the Term shall be extended automatically for a period of time equal to that of such Force Majeure. Times of performance under this Agreement may also be extended in writing by the mutual agreement of City and Developer.

F. No Joint Venture or Partnership. Nothing contained herein or in any document executed in connection herewith shall be construed as making City and Developer joint venturers or partners, or render either party liable for any obligations of the other.

G. Applicable Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of California. In the event of litigation, venue will be in the County of San Mateo or the US District Court, Northern California District.

H. Severability. If any term, provision, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect.

I. Attorneys’ Fees. Should any legal action be brought by any party because of breach of this Agreement or to enforce any provision of this Agreement, each party shall bear their own attorney's fees and such other costs as may be incurred: The prevailing party in any action or actions to enforce the provisions of this Agreement shall be limited to recovering attorney’s fees as deemed reasonable by a court or arbiter of competent jurisdiction.

J. Recordation of Termination. Upon expiration or termination of this Agreement, a written statement acknowledging such expiration or termination shall be recorded by City in the Official Records of San Mateo County, California.

K. Counterparts; Entire Agreement. This Agreement may be executed in counterparts, each of which will be deemed to be an original, but all of which, taken together, will constitute one and the same agreement. This Agreement constitutes the final and exclusive understanding and agreement of the Parties and supersedes all negotiations or previous agreements of the Parties with respect to all or any part of the subject matter hereof.

L. Incorporation of Recitals and Exhibits. Each of the following exhibits attached hereto, as well as the recitals set forth above, are incorporated herein by this reference and made a part hereof for all purposes:

Exhibit A Property Description
Exhibit B Timing of Supplemental Transportation Fee Payment Contributions 121 of 653
22 Exhibit C Site Plan for Public Benefit Facilities
Exhibit D Pedestrian and Bike Improvements
Exhibit E Potential Off-site Locations for Use of Transportation Contributions 0 Impact Fees
0 Form of Assumption Agreement
ARTICLE 11

ASSIGNMENT AND TRANSFER
A. Assignment and Transfer. At any time during the Term, Developer and its successors-ininterest shall have the right to sell, assign or transfer all or a portion of its rights, title and interests in the Property and/or this Agreement (a “Transfer”) to any person or entity (a “Transferee”). The Parties acknowledge that transfer of any portion of the Property that is less than the entire Property would require subdivision approval by the City, and such portion so transferred constitutes a “Transferred Parcel.” Except in regard to Transfers to Pre-Approved Transferees (which does not require any consent by the City as provided in Section B below), prior to consummating any Transfer, Developer shall obtain from the City Manager written consent to the Transfer, which consent shall not be unreasonably withheld, delayed or conditioned. The City Manager shall respond in writing to Developer’s written request for any such written consent within ten (10) business days after the City’s receipt thereof in accordance with Article 12 below. Developer’s written request shall provide reasonably sufficient detail and any nonconfidential, non-proprietary supporting evidence necessary for the City Manager to consider and respond to Developer’s request. Any failure by the City Manager to respond within the ten- (10) business day period, as well as any decision by the City Manager to withhold, delay or condition consent to any Transfer, shall be promptly reviewed by the City Council in accordance with the appeal provisions set forth in San Mateo Municipal Code section 27.08.090.

B. Pre-Approved Transferees. Notwithstanding anything in this Agreement to the contrary, the following Transferees constitute “Pre-Approved Transferees,” for which no City consent shall be required:

1. An entity owned or controlled by Developer or Brian Myers.

2. Any Transferee that certifies that either: (a) The Transferee or its affiliates (i) have the financial resources necessary to develop or complete development of the Transferred Parcel, in accordance with the terms and conditions of this Agreement and the Conditions of Approval, (ii) have experience and expertise in developing projects similar in size and scope to that portion of the Project planned to occur at the Transferred Parcel, and (iii) are not involved in litigation with the City relating to any other development project; or (b) it is acquiring the Transferred Parcel for the purpose of occupying a majority of the rentable area thereof upon completion for its own use or the use of its affiliates;

3. A Mortgagee or any designee of a Mortgagee; and

4. Any financial institution or other lender from which any Developer has borrowed funds for use in constructing the improvements contemplated in this Agreement or otherwise developing the Property.
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23 C. Assumption and Release. Without the requirement of any public hearing, Developer or its successors-in-interest may free themselves from their obligations relating to the Property or to a Transferred Parcel, provided that the Transferee expressly assumes such obligations and agrees to be bound by the other terms and conditions respecting the Property or such Transferred Parcel under this Agreement, by way of an assignment and assumption agreement (an “Assumption Agreement”), materially in the form of 0G attached hereto (or such other written agreement reasonably acceptable to the City), executed by and between the City, Developer and such Transferee. Developer and City acknowledge and agree that the rights and obligations under this Agreement may be assigned and assumed by Transferees that either: (i) acquire fee title to the Property or Transferred Parcels (“Fee-Assignee”), or (ii) enter into a ground lease or similar instrument with Developer with respect to the Property or Transferred Parcels (“Lessee-Assignee”). With respect to a Transfer of a Transferred Parcel, to the extent that Developer’s obligations under this Agreement are not clearly allocated or attributed to such Transferred Parcel, such allocation or attribution shall be made in the Assumption Agreement. City agrees to assist the assignor and assignee (including attendance at meetings), at assignor's expense, in determining how each obligation and right set forth in this Agreement and the other Project Approvals can be described and allocated in the assignment and assumption agreement so as to avoid confusion later regarding what obligations and rights have and have not been assigned. Upon delivery by Developer to City of any proposed Assumption Agreement, City staff shall review the Assumption Agreement and determine, within thirty (30) business days, whether the rights and obligations have been properly allocated between the assignor and assignee. Upon City staff’s determination that the rights and obligations have been properly allocated, the City shall consider the Assumption Agreement on the next available consent calendar. Within seven (7) days after approval by the City Council of any Assumption Agreement, City Manager or its designee shall execute and return such Assumption Agreement to Developer. Upon the full execution of an Assumption Agreement with a Fee-Assignee, such Fee-Assignee shall thenceforth be deemed to be the “Developer” hereunder with respect to the Property or the Transferred Parcel; and upon execution, (i) any default by such Fee Assignee of any rights, duties, obligations or interests so assigned and assumed by the Transferee shall not thereby constitute a default or breach by the assignor with respect to the rights, duties, obligations or interests not assigned and (ii) any default by the assignor of any rights, duties, obligations or interests not so assigned shall not thereby constitute a default or breach by the Fee Assignee with respect to the rights, duties, obligations or interests so assigned and assumed. Upon the full execution of an Assumption Agreement with a Lessee-Assignee, such Lessee-Assignee shall thenceforth be deemed to be the “Developer” hereunder with respect to the Property or the Transferred Parcel, provided, however, that any default by such Lessee-Assignee of any material obligation assigned under the Assumption Agreement shall remain an obligation of the assignor, as guarantor, and subject to the assignor’s reasonable opportunity to cure. Under no circumstance shall a default of a Lessee-Assignee constitute a default or breach by assignor with respect to the rights, duties, obligations or interests not assigned under the Assumption Agreement. The Assumption Agreement shall be recorded on the portion of the Property to which the assignment applies.

D. Successive Assignment. In the event there is more than one Assignment under the provisions of this Article 11 the provisions of this Article 11 shall apply to each successive Assignment and Assignee.

ARTICLE 12

NOTICES
Any notice or communication hereunder must be in writing and may be given either by personal service or by registered or certified mail, postage prepaid. Any notice or communication personally served shall 123 of 653
24 be deemed given and received on the date of personal service (evidenced by signed receipt) on the party noticed at the appropriate address designated below, and any notice or communication sent by registered or certified mail, return receipt requested, properly addressed to the appropriate address designated below, with postage prepaid, shall be deemed given and received on the date of receipt, as evidenced by the return receipt card. Any party hereto may at any time and from time to time, in the manner provided herein, designate any other address in substitution of the address to which such notice or communication shall be given. All such notices or communications shall be given to the Parties to their addresses hereinafter set forth:

IF TO CITY:

City Clerk, City of San Mateo
City Hall
330 West 20th Avenue
San Mateo, CA 94403
ATTN: Director of Community Development
WITH A COPY TO:

City Attorney
330 West 20th Avenue
San Mateo, CA 94403
ATTN: City Attorney
IF TO DEVELOPER:

Concar Development Partners, LLC
c/o California Coastal Properties, LLC
4 Embarcadero, Suite 1400
San Francisco, CA 94111
ATTN: Brian J. Myers
WITH A COPY TO:

Holland & Knight, LLP
50 California Street, Suite 2800
San Francisco, CA 94111
ATTN: Chelsea Maclean
[SIGNATURE PAGE FOLLOWS]
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25 IN WITNESS WHEREOF, this Agreement was executed by the Parties thereto on the dates set forth below:
[SIGNATURES MUST BE NOTARIZED FOR RECORDED DOCUMENT]
CITY OF SAN MATEO: DEVELOPER:

Drew Corbett Name:

Title: City Manager
City of San Mateo
Name:

Title:

Concar Development Partners, LLC
a Delaware limited liability company,
By: California Coastal Properties, LLC
Its Developer-Member
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EXHIBIT A

PROPERTY DESCRIPTION
[FINAL LEGAL DESCRIPTIONS TO BE INSERTED PRIOR TO EXECUTION] 126 of 653

EXHIBIT B

TIMING OF SUPPLEMENTAL TRANSPORTATION FEE PAYMENT CONTRIBUTIONS Phase Amount1 Timing
Improvement Planning2$750,000 At recordation of first Final Map.

Phase 1 (first 458 units) $3,250,000 Issuance of first Building Permit or functional equivalent (e.g., grading permit)
for Phase 1
Phase 2 (next 229 units) 1,600,000 Issuance of first Building Permit or functional equivalent (e.g., grading permit)
for Phase 2
Phase 3 (final 274 units) 1,900,000 Issuance of first Building Permit or functional equivalent (e.g., grading permit)
for Phase 3
1 The amounts reflected herein are based on construction costs as of the Effective Date, and shall be subject to annual adjustments consistent with the Engineering News-Record (ENR) Construction Cost Index for the San Francisco Bay Area. 2 City may use Improvement Planning funds to fund improvements in City’s discretion (e.g., design soft costs or improvements costs). Further, in the event that the City secures separate funding for design soft costs in advance of the Developer’s first payment, the City may later use the Developer’s first payment to reimburse the City’s earlier expenditure for design soft costs.
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EXHIBIT C

SITE PLAN FOR PUBLIC BENEFIT FACILITIES
128 of 653

EXHIBIT D

PEDESTRIAN AND BIKE IMPROVEMENTS
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EXHIBIT E

POTENTIAL OFF-SITE LOCATIONS FOR USE OF

TRANSPORTATION CONTRIBUTIONS
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1 EXHIBIT F

IMPACT FEES

1. WWTP Phase II Expansion Fee. Developer shall pay fee in effect at time when due as provided in the Project Approvals.

2. Transportation Impact Fees. Developer shall pay fee in effect at time when due as provided in the Project Approvals; notwithstanding the foregoing, Developer shall receive a credit for the Supplemental Transportation Fee Payment made pursuant to this Agreement as identified in Article

3.A.1.h in the event that the (i) City increases the Transportation impact fees in an amount more than the annual increase in accordance with the Engineering News-Record (ENR) Construction Cost Index for the San Francisco Bay Area and (ii) the increase in the City’s Transportation Impact Fee funds improvements already funded by the Supplement Transportation Fee payment.

3. South Trunk Area Sewer Improvement Fee. Developer shall pay fee in effect at time when due as provided in the Project Approvals.

4. Central Parking Improvement District Per Space In-Lieu Fee. This fee is not applicable to the Project.

5. Art in Public Place Fee. Developer shall provide on-site in lieu improvements based on the fee in effect at time when due as provided in the Project Approvals.

6. Park and Landscape Resources. Developer shall pay fee in effect at time when due as provided in the Project Approvals. Developer may also request a park fee credit pursuant to San Mateo Municipal Code 26.64.030 [Private Park and Recreational Facility Space Credit].

7. Child Care Development Fee. The Parties agree that the estimated construction costs of the on-site child care facility as described in the Planning Application are approximately Four Million Dollars ($4,000,000). Therefore, in exchange for provision of an on-site child care facility as described in the Planning Application for the life of the Project, Developer will receive a full credit against the applicable child care development impact fee.

8. Commercial Linkage Fee. Developer shall pay fee, if any is due, in effect at time when due as provided in the Project Approvals.

9. Below Market Rate Fee. Based on the provision of affordable housing fees, the Developer shall not be subject to a Below Market Rate Fee. Further, it is acknowledged that at the time the City Council adopted Resolution No. 14 on February 3, 2020, the Resolution provided that “a development that has submitted a Planning Application or a Planning Pre-application will be exempt from these requirements unless the project changes significantly in the future, which is defined as an increase in number of units or square footage of 20% or more.” As the Developer had already submitted a Planning Application on September 18, 2018, the Project is therefore subject to the prior requirement that a developer of rental projects must provide 10% of the units affordable to Very Low-Income households or 15% affordable to Low-Income households, and for ownership projects provide 10% of the units to Low-Income households or 15% affordable to Moderate Income households. 131 of 653
2 EXHIBIT G

FORM OF ASSUMPTION AGREEMENT

RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

City of San Mateo
330 West 20th Avenue
San Mateo, CA 94403
Attention: City Manager
Space Above This Line Reserved for Recorder’s Use
Exempt from Recording Fee Per Government Code Section 27383

ASSIGNMENT AND ASSUMPTION AGREEMENT
This Assignment and Assumption Agreement (this “Assignment”) is entered into as of ____________, by and between CALIFORNIA COASTAL PROPERTIES, LLC, a Delaware limited liability company (“Developer”), _______________, a ____________ (“Assignee”) and the CITY OF SAN MATEO, a political subdivision of the State of California (“City”).

RECITALS
A. City and Developer entered into that certain Development Agreement dated as of _____________, 2020, and recorded on ____________ as Instrument No. ___________ in the Official Records of San Mateo County (the “Development Agreement”) with respect to the development of the “Project” (as defined in the Development Agreement) on certain real property located in the City, as more particularly described in Exhibit A attached hereto (the “Property”).

B. Pursuant to, and subject to the terms and conditions set forth in, that certain [Purchase and Sale Agreement or Ground Lease] dated as of _________________ by and between Developer and Assignee (the “Purchase Agreement”) [or (the “Ground Lease”)], Developer shall (i) convey a legal and equitable property interest in [IN THE CASE OF THE ENTIRE PROPERTY -- the Property] [IN THE CASE OF A PORTION OF THE PROPERTY -- that portion of the Property described in Exhibit B attached hereto (the “Transferred Parcel”)] to Assignee and (ii) assign and transfer certain of its rights and obligations as “Developer” under the Development Agreement and the other Project entitlements, approvals, and conditions of approval described therein (together with the Development Agreement, the “Project Approvals”) to Assignee to the extent described in the Purchase Agreement.

C. Pursuant to this Assignment, Developer intends to assign and transfer, and Assignee intends to assume, such rights and obligations of Developer to the extent described herein.

D. Pursuant to Article 11 of the Development Agreement, City has the right to reasonably consent to certain assignments and transfers of Developer’s rights and obligations under the Development Agreement.
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3 NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and the foregoing recitals, which are incorporated herein by reference and made a part of this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto hereby agree as follows:
[1. ADD IF CITY CONSENT TO TRANSFER IS REQUIRED UNDER DA — City Consent to Transfer. Subject to Assignee acquiring fee title to, or entering into a ground lease or similar instrument with respect to, the {Property} {Transferred Parcel} pursuant to the [Purchase Agreement or Ground Lease], City hereby consents to Developer assigning and transferring the Transferred Rights and Obligations (as defined in Section 2 below) to Assignee.] [1. ADD IF CITY CONSENT TO TRANSFER IS NOT REQUIRED UNDER DA (USE FOR PRE-APPROVED TRANSFEREES) — City Acknowledgment of Pre-Approved Transferee. Subject to Assignee acquiring fee title to, or entering into a ground lease or similar instrument with respect to, the {Property} {Transferred Parcel} pursuant to the [Purchase Agreement or Ground Lease], City hereby acknowledges that Developer’s assignment and transfer of the Transferred Rights and Obligations (as defined in Section 2 below) to Assignee constitutes a Transfer to a Pre-Approved Transferee (as those terms are defined in the Development Agreement) for which no City consent is required under the Development Agreement.]

2. Assignment and Assumption. Subject to Assignee acquiring fee title to, or entering into a ground lease or similar instrument with respect to, the [Property] [Transferred Parcel] pursuant to the [Purchase Agreement or Ground Lease], (i) Developer hereby assigns its rights and obligations under the Development Agreement to Assignee pertaining to the [Property] [Transferred Parcel], as more fully described in Exhibit C attached hereto (the “Transferred Rights and Obligations”), and (ii) Assignee hereby assumesthe Transferred Rights and Obligations and agreesto be bound by the terms and conditions of the Development Agreement with respect to the [Property] [Transferred Parcel].

3. Release. City and Assignee each acknowledge and agree that subject to Assignee acquiring fee title to the [Property] [Transferred Parcel] pursuant to the [Purchase Agreement], Developer is hereby released from and is no longer obligated to perform or fulfill the Transferred Rights and Obligations.

4. Effectiveness; Recording. Each party hereto acknowledges and agrees that (i) Developer’s assignment and transfer, (ii) Assignee’s assumption and release, and (iii) City’s [consent and] release, each as contemplated by this Assignment, are contingent upon Assignee acquiring fee title to, or entering into a ground lease or similar instrument with respect to, the [Property] [Transferred Parcel] pursuant to the [Purchase Agreement or Ground Lease], and that if such conveyance does not occur, this Assignment shall not be recorded and shall be of no further force or effect. Concurrently with the close of escrow for such acquisition or at any time thereafter, any of the parties hereto shall have the right to instruct [INSERT ESCROW HOLDER’S NAME AND ADDRESS] (“Escrow Holder”), the escrow holder under the Purchase Agreement, to record this Assignment in the Official Records of San Mateo County. If so delivered, Escrow Holder shall record this Assignment.

5. Estoppel. City hereby confirms that, to its actual knowledge, (i) the Development Agreement is in full force and effect and a binding obligation of the parties thereto, (ii) the Development Agreement has not been amended or modified either orally or in writing, and (iii) Developer is not in default in the performance of its obligations under the Development Agreement. 133 of 653
4 6. Covenants Running with the Land. The provisions of this Assignment shall constitute covenants which shall run with the land comprising the [Property] [Transferred Parcel], and the burdens and benefits hereof shall extend to, bind and inure to the benefit of each party hereto and to all successorsin-interests and assigns to the parties hereto.

7. Severability. If any term, provision, covenant or condition of this Assignment is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining terms, provisions, covenants and conditions of this Assignment shall continue in full force and effect.

8. Amendments. No amendment, supplement or other modification to this Assignment shall be effective or enforceable against the parties hereto unless such amendment, supplement or other modification is in writing and executed by all of the parties hereto.

9. Applicable Law and Venue. This Assignment shall be construed and enforced in accordance with the laws of the State of California. In the event of litigation, venue will be in the County of San Mateo.

10. Counterparts; Headings; Defined Terms. This Assignment may be executed in counterparts, each of which shall be an original, but all of which together shall constitute one Assignment.

The headings to sections of this Assignment are for reference only and shall not be used in interpreting this Assignment. Unless otherwise defined herein, all capitalized terms in this Assignment shall have the meanings assigned to them in the Development Agreement.

11. Waiver. No waiver by any of the parties hereto of any of the terms or conditions of this Assignment or any of their rights under this Assignment shall be effective unless such waiver is in writing and signed by the waiving party.

12. Further Assurances. Each party hereto agrees, upon the reasonable request of another party hereto, to perform any further acts and to execute and deliver such further documents which may be reasonably necessary to carry out the terms of this Assignment.

List of Exhibits:

Exhibit A Legal Description of the Property
[Exhibit B Legal Description of the Transferred Property] Exhibit C Transferred Rights and Obligations
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IN WITNESS WHEREOF, the parties hereto have executed this Assignment as of the date first above written,
DEVELOPER:

California Coastal Properties, LLC,
a Delaware limited liability company
By:

Name:

Title:

ASSIGNEE:

By:

Name:

Title:

CITY:

CITY OF SAN MATEO, a political subdivision of
the State of California
By:

Name:

Title:

APPROVED AS TO FORM:

Shawn Mason Prasanna Rasiah, City Attorney
ATTEST:

City Clerk
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CONSENT, JOINDER AND SUBORDINATION OF LENDER
The undersigned, ____________________, a California chartered bank (“Lender”), is the owner and holder of that certain Deed of Trust, Assignment of Leases and Rents, Security Agreement dated ____________, 20___, which is recorded in the Recorder’s Office of the County of _____________, California, as Instrument No. ____-_______ (the “Deed of Trust”).

Lender, as the owner and holder of the Deed of Trust, hereby joins in, consents to, and subordinates the Deed of Trust to the Development Agreement by and between The City of San Mateo and California Coastal Properties, LLC, relative to the development known as the Concar Passages Mixed-Use Project (the “Development Agreement”) to which this Consent, Joinder and Subordination of Lender is attached.

Lender agrees that all of its right, title, interest and estate in and to the real property and any improvements thereon described in the Deed of Trust shall be and is hereby bound by, subject to and subordinate to all of the terms and provisions of the Development Agreement, and the Development Agreement (and all of the terms and provisions thereof) shall fully survive any foreclosure, deed in lieu of foreclosure and/or any exercise by Lender of any right or remedy under or pursuant to the Deed of Trust.

LENDER:
,
a chartered bank
Name, Title
[SIGNATURES MUST BE NOTARIZED FOR RECORDED DOCUMENT]
136 of 653
1 Rendell Bustos
From: Rendell Bustos
Sent: Monday, June 26, 2023 3:17 PM
To:

Cc: Carol Johnson
Subject: RE: Concar Passage clean up prep
Good afternoon Laurie,
Thank you for your email – the email will be distributed to the Planning Commission for their consideration at tomorrow’s Public Hearing.

Our environmental review document identifies a former gas station in the project’s northwest corner (effectively the southeast corner of Concar Drive and S. Delaware Street). This station was demolished in 2005 and was deemed a “closed” leaking underground storage tank case with the County of San Mateo in 2013. The contractor will still need to follow protocols soil excavation to avoid a release of hazardous materials to the environment during construction.

I hope this helps clarify – let me know if I should elaborate further on this topic.

Thanks,
Rendell
Rendell Bustos
Senior Planner | Community Development Department
330 W. 20th Ave., San Mateo, CA 94403
650-522-7211 | [email protected]
From: Laurie Meisenheimer
Sent: Sunday, June 25, 2023 1:21:16 PM
To: Carol Johnson <[email protected]>
Subject: Concar Passage clean up prep

Hi City folks!
As an old timer, I remember the gas station that was located on the SE corner of Delaware and Concar Dr. I used to wonder if nothing was built there after it was torn down so long ago because the old gasoline storage tank might have needed special toxic clean up? Random speculation, but just checking to make sure no one forgot what used to be there when excavating! I don’t remember ever seeing deep clean up there, but it could have happened.

Thanks for helping our city function!!
Laurie Meisenheimer
Sent with a smile
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2 Sent with a smile
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 9 Section Name: CONSENT CALENDAR Account Number: 25-3112 File ID: 23-7588 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: August 21, 2023
SUBJECT:

Technical Services for Housing, Real Estate and Fiscal Analysis – Agreements RECOMMENDATION:

Approve agreements with Economic and Planning Systems, Inc. for: (1) on-call services for a period of five years to assist the City with housing and fiscal analysis for policy projects and for private development applications for a total of $500,000; (2) technical assistance to evaluate and recommend housing policy options associated with Housing Element implementation in the amount of $103,500; and authorize the City Manager to execute each agreement in substantially the form presented.

BACKGROUND:

The Community Development Department (CDD) frequently utilizes consultants to provide various specialized professional services to support the processing of planning applications and analyze and recommend policy options for decision makers. Given the volume of planning applications that CDD receives and processes, staff works with consultants on an asneeded basis based on the complexity and specific needs of an application. To expand the group of consultants available to support the planning application review process, CDD issued a request for qualifications (RFQ) in fall of 2022 to identify firms interested in and qualified to provide various specialized planning support services on an on-call basis. The specialized services identified in the RFQ included environmental review, architectural design review, historical review, housing and economic analysis, and archaeological consultants.

The RFQ identified several areas where CDD anticipated needs based on the current applications in the pipeline, or past precedent, and allowed interested firms to submit statements of qualifications for any or all of those identified needs. One of the identified needs within the Department includes policy and fiscal analysis associated with housing development to inform options for future policies and requirements, and to verify consistency of projects with state density bonus laws.

The City received one response for this service from Economic and Planning Systems, Inc. (EPS), a corporation with an understanding of the work involved, prior experience and qualifications, quality and technical ability of the proposed staff, and pricing structure. EPS has provided technical services to the region for several decades and is familiar with the region’s housing challenges, fiscal implications, and best practices in housing policy. EPS was also part of the City’s Strive San Mateo General Plan Update team and prepared a demographic/economic and real estate market assessment of existing conditions in the City to inform the land use alternatives. Therefore, staff is recommending that the City create an on-call technical services agreement with EPS to allow for the following services:
• Fiscal impact analysis for development projects.
• Technical analysis of real estate market data to support policy development. • Negotiation support for development proposals, including the provision of community benefits and the preparation/ review of pro forma analysis and term sheets. • Review and evaluation of concession requests under density bonus law to offset cost of affordable units. 139 of 653

CITY OF SAN MATEO
• Review and evaluation of real estate and fiscal impacts associated with potential new policies and regulations.

The term of this agreement is for five years, ending on June 30, 2028, and has a not-to-exceed amount of $500,000 (Attachment 1).

In addition to the on-call services described above, EPS will support staff to evaluate housing policy choices associated with the following: a robust Density Bonus and Community Benefits program; required minimum residential densities in mixed use projects; and inclusionary family units. These projects are identified in the City’s 2023-2031 Housing Element work plan and have been identified as a priority by the City Council. Some of this work may be eligible for reimbursement under the City’s SB2 grant. A separate agreement for this project work is proposed with EPS for a one-year term to complete this analysis on a time and materials basis for a not-to-exceed amount of $103,500 (Attachment 2).

Staff wants to highlight that EPS is doing fiscal analysis work on the redevelopment of Hillsdale Mall with a private development firm. EPS is not contributing to strategic decision-making on that project. The City and EPS will ensure that there are no perceived or real conflict of interests, as outlined in Section 9 of the attached agreements.

BUDGET IMPACT:

Any policy work for City-initiated efforts would be accounted for in the Department's Annual Budget and would come from the Advanced Planning Fund. City staff is also evaluating options to amend the SB 2 grant that would allow for reimbursements related to the Community Benefits program. Any services to support development review of density bonus requests would be pass through funds that would be charged to the applicant.

ENVIRONMENTAL DETERMINATION:

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Draft Agreement for On-call Technical Services
Att 2 – Draft Agreement for Technical Assistance relating to Housing Policy, Density Bonus and Community Benefits Program

STAFF CONTACT
Manira Sandhir, Planning Manager
[email protected]
650-522-7203
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AGREEMENT WITH Economic & Planning Systems, Inc. (EPS)

FOR PROFESSIONAL CONSULTANT SERVICES
FOR
On-call Technical Assistance relating to Housing Policy, Density Bonus and Community Benefits Programs, and Development Review
This Agreement, made and entered into this day of ______, by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California (“CITY”), and Economic & Planning Systems, Inc. (EPS), a corporation (“CONSULTANT”), whose address is 1330 Broadway, Suite 450, Oakland CA 94612.

RECITALS:

A. CITY desires certain on-call technical assistance for housing and fiscal analysis associated with Planning services hereinafter described.

B. CITY desires to engage CONSULTANT to provide these on-call technical assistance for housing and fiscal analysis associated with Planning services by reason of its qualifications and experience for performing such services and CONSULTANT has offered to provide the required services on the terms and in the manner set forth herein.

NOW, THEREFORE, IT IS AGREED as follows:

SECTION 1 - SCOPE OF SERVICES
The scope of services to be performed by CONSULTANT under this Agreement is as described in Exhibit A to this Agreement, attached and incorporated by reference.

SECTION 2 - DUTIES OF CONSULTANT
CONSULTANT shall be responsible for the professional quality, technical accuracy and coordination of all work furnished by CONSULTANT under this Agreement. CONSULTANT shall, without additional compensation, correct or revise any errors or deficiencies in its work.

CONSULTANT represents that it is qualified to furnish the services described under this Agreement.

CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the services of CONSULTANT.

CONSULTANT agrees to comply with the City’s minimum wage ordinance as codified in Municipal Code Chapter 5.92, which differs from the state minimum wage and includes a Consumer Price Index escalator.
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SECTION 3 - DUTIES OF CITY
CITY shall provide pertinent information regarding its requirements for the project.

CITY shall examine documents submitted by CONSULTANT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of CONSULTANT's work.

SECTION 4 - TERM
The services to be performed under this Agreement shall commence on August 22, 2023 and shall be completed on June 30, 2028.

SECTION 5 - PAYMENT
Payment shall be made by CITY only for services rendered and upon submission of a payment request upon completion and CITY approval of the work performed. In consideration for the full performance of the services set forth in Exhibit A, CITY agrees to pay CONSULTANT a fee in an amount not-to-exceed $500,000, pursuant to rates stated in Exhibit B to this Agreement, attached and incorporated by reference.

SECTION 6 - TERMINATION
Without limitation to such rights or remedies as CITY shall otherwise have by law, CITY shall have the right to terminate this Agreement or suspend work on the Project for any reason, upon ten (10) days' written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement upon receipt of said written notice.

Upon termination and upon CITY's payment of the amount required to be paid, documents become the property of CITY, and CONSULTANT shall transfer them to CITY upon request without additional compensation.

SECTION 7 - OWNERSHIP OF DOCUMENTS
All documents prepared by CONSULTANT in the performance of this Agreement, although instruments of professional service, are and shall be the property of CITY, whether the project for which they are made is executed or not.

SECTION 8 - CONFIDENTIALITY
All reports and documents prepared by CONSULTANT in connection with the performance of this Agreement are confidential until released by CITY to the public. CONSULTANT shall not make any such documents or information available to any individual or organization not employed by CONSULTANT or CITY without the written consent of CITY before any such release. 142 of 653
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SECTION 9 - INTEREST OF CONSULTANT
CONSULTANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services under this Agreement.

CITY acknowledges that CONSULTANT concurrently works with private developers on projects within San Mateo. EPS shall maintain effective firewalls to ensure that there are no perceived or actual conflicts of interest. For all such current assignments and any that may be considered during the term of this agreement, CONSULTANT shall provide CITY with a description of the scope of services offered by CONSULTANT to the private clients for CITY review. In addition, CONSULTANT shall not provide any data, preliminary findings, or other information related to this Agreement to their private developer clients that are not first provided to CITY and then released by CITY to other stakeholders as public information.

SECTION 10 - CONSULTANT'S STATUS
It is expressly agreed that in the performance of the professional services required under this Agreement, CONSULTANT shall at all times be considered an independent contractor as defined in Labor Code Section 3353, under control of the CITY as to the result of the work but not the means by which the result is accomplished. Nothing herein shall be construed to make CONSULTANT an agent or employee of CITY while providing services under this Agreement.

SECTION 11 - INDEMNITY
CONSULTANT agrees to hold harmless and indemnify CITY, its elected and appointed officials, employees, and agents from and against any and all claims, loss, liability, damage, and expense arising out of CONSULTANT’s performance of this Agreement, except those claims arising out of CITY’s sole negligence or willful misconduct. CONSULTANT agrees to defend City, its elected and appointed officials, employees, and agents against any such claims. The CONSULTANT’S duty to indemnify shall survive expiration or early termination of this Agreement.

SECTION 13 - NON-ASSIGNABILITY
Both parties hereto recognize that this Agreement is for the personal services of CONSULTANT and cannot be transferred, assigned, or subcontracted by CONSULTANT without the prior written consent of CITY.
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SECTION 14 - RELIANCE UPON PROFESSIONAL

SECTION 15 - WAIVERS
The waiver by either party of any breach or violation of any term, covenant, or condition of this Agreement or of any provisions of any ordinance or law shall not be deemed to be a waiver of such term, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or of any other term, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this Agreement or of any applicable law or ordinance.

SECTION 16 - SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.

SECTION 18 - NON-DISCRIMINATION
CONSULTANT warrants that it is an Equal Opportunity Employer and shall comply with applicable regulations governing equal employment opportunity. Neither CONSULTANT nor any of its subcontractors shall discriminate in the employment of any person because of race, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, or age, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act. 144 of 653
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SECTION 19 - MEDIATION
Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the State Mediation and Conciliation Service, or other agreed-upon service. The mediator shall be selected by a blind draw.

SECTION 20 - LITIGATION
CONSULTANT shall testify at CITY'S request if litigation is brought against CITY in connection with CONSULTANT's services under this Agreement. Unless the action is brought by CONSULTANT, or is based upon CONSULTANT's wrongdoing, CITY shall compensate CONSULTANT for preparation for testimony, testimony, and travel at CONSULTANT's standard hourly rates at the time of actual testimony.

SECTION 21 - NOTICES
All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows:

To CITY: Manira Sandhir
City of San Mateo
330 W. 20th Avenue
San Mateo, CA 94403
To CONSULTANT: Economic & Planning Systems, Inc.

Attn: Ashleigh Kamat and Darin Smith
1330 Broadway, Suite 450
Oakland, CA 94612
SECTION 22 - AGREEMENT CONTAINS ALL
UNDERSTANDINGS; AMENDMENT
This document represents the entire and integrated agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations, and agreements, either written or oral.

This document may be amended only by written instrument, signed by both CITY and CONSULTANT.
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SECTION 23 - AUTHORITY TO ENTER INTO AGREEMENT
CONSULTANT has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective party.

SECTION 24 - GOVERNING LAW AND VENUE
This Agreement shall be governed by the laws of the State of California and, in the event of litigation, venue will be in the County of San Mateo.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, CITY OF SAN MATEO and EPS have executed this Agreement the day and year first above written.

CITY OF SAN MATEO CONSULTANT
Alex Khojikian
City Manager
Date Jason Moody
Its Authorized Agent
President
If a Corporation, can be either 1)
President or 2) Vice President plus
an additional corporate officer
(i.e., Secretary, Treasurer) who
shall sign below.

Date

APPROVED AS TO FORM ADDITIONAL CORPORATE

OFFICER
(if necessary per the above)
Mazarin Vakharia
Assistant City Attorney
Date Darin Smith
Secretary
Date
Attachments:

Exhibit A: Scope of Services
Exhibit B: Fee Rates
Exhibit C: Insurance Requirements
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EXHIBIT A

SCOPE OF SERVICES
EPS shall provide Housing, Economic, and Real Estate Analysis Services to the Planning Division and the Community Development Department, which may include (but would not be limited to) the following:
• Fiscal impact analysis for development projects
• Technical analysis of real estate market data to support policy development • Negotiation support for development proposals, including the provision of community benefits and the preparation/ review of pro forma analysis and term sheets • Review and evaluation of concession requests under density bonus law to offset cost of affordable units
• Review and evaluation of real estate and fiscal impacts associated with potential new policies and regulations
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EXHIBIT B

FEE RATES
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EXHIBIT C

INSURANCE REQUIREMENTS

MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if CONSULTANT has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

4. Professional Liability (Errors and Omissions): Insurance appropriate to the CONSULTANT’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate If the CONSULTANT maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the CONSULTANT.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
For any claims related to this contract, the CONSULTANT’s insurance coverage shall be primary insurance as respects the City, its elected and appointed officials, employees, and agents. Any insurance or self-insurance maintained by the City, its elected and appointed officials, employees, or agents shall be excess of the CONSULTANT’s insurance and shall not contribute with it. 150 of 653
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Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except after thirty (30) days’ prior written notice (10 days for non-payment) has been given to the City.

Waiver of Subrogation
CONSULTANT hereby grants to City a waiver of any right to subrogation which any insurer of said CONSULTANT may acquire against the City by virtue of the payment of any loss under such insurance.

CONSULTANT agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the CONSULTANT to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.

Verification of Coverage
CONSULTANT shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the CONSULTANT’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. 151 of 653
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AGREEMENT WITH Economic & Planning Systems, Inc. (EPS)

FOR PROFESSIONAL CONSULTANT SERVICES
FOR
Technical Assistance for Housing Policy, Density Bonus and Community Benefits Program This Agreement, made and entered into this day of _________, by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California (“CITY”), and Economic & Planning Systems, Inc. (EPS), a corporation (“CONSULTANT”), whose address is 1330 Broadway, Suite 450, Oakland CA 94612.

RECITALS:

A. CITY desires certain technical assistance for evaluating Housing Policy, Density Bonus and Community Benefits Program services hereinafter described.

B. CITY desires to engage CONSULTANT to provide this technical assistance for evaluating Housing Policy, Density Bonus and Community Benefits Program services by reason of its qualifications and experience for performing such services and CONSULTANT has offered to provide the required services on the terms and in the manner set forth herein.

NOW, THEREFORE, IT IS AGREED as follows:

SECTION 1 - SCOPE OF SERVICES
The scope of services to be performed by CONSULTANT under this Agreement is as described in Exhibit A to this Agreement, attached and incorporated by reference.

CONSULTANT represents that it is qualified to furnish the services described under this Agreement.

CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the services of CONSULTANT.

CONSULTANT agrees to comply with the City’s minimum wage ordinance as codified in Municipal Code Chapter 5.92, which differs from the state minimum wage and includes a Consumer Price Index escalator.
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SECTION 3 - DUTIES OF CITY
CITY shall provide pertinent information regarding its requirements for the project.

CITY shall examine documents submitted by CONSULTANT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of CONSULTANT's work.

SECTION 4 - TERM
The services to be performed under this Agreement shall commence on August 22, 2023 and the project shall be completed by August 21, 2024.

SECTION 5 - PAYMENT
Payment shall be made by CITY only for services rendered and upon submission of a payment request upon completion and CITY approval of the work performed. In consideration for the full performance of the services set forth in Exhibit A, CITY agrees to pay CONSULTANT a fee in an amount not to exceed $103,500 on a time and materials basis, pursuant to rates stated in Exhibit B to this Agreement, attached and incorporated by reference.

SECTION 6 - TERMINATION
Without limitation to such rights or remedies as CITY shall otherwise have by law, CITY shall have the right to terminate this Agreement or suspend work on the Project for any reason, upon ten (10) days' written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement upon receipt of said written notice.

SECTION 8 - CONFIDENTIALITY
All reports and documents prepared by CONSULTANT in connection with the performance of this Agreement are confidential until released by CITY to the public. CONSULTANT shall not make any such documents or information available to any individual or organization not employed by CONSULTANT or CITY without the written consent of CITY before any such release. 153 of 653
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SECTION 9 - INTEREST OF CONSULTANT
CONSULTANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services under this Agreement.

SECTION 12 - INSURANCE
CONSULTANT shall procure and maintain for the duration of the contract and three years thereafter (five years for building or major improvements) the insurance specified in Exhibit C to this Agreement.
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SECTION 13 - NON-ASSIGNABILITY
Both parties hereto recognize that this Agreement is for the personal services of CONSULTANT and cannot be transferred, assigned, or subcontracted by CONSULTANT without the prior written consent of CITY.

SECTION 14 - RELIANCE UPON PROFESSIONAL

SECTION 17 - COSTS AND ATTORNEY FEES
Attorney fees in total amount not exceeding $5000, shall be recoverable as costs (by the filing of a cost bill) by the prevailing party in any action or actions to enforce the provisions of this Agreement. The above $5000 limit is the total of attorney fees recoverable whether in the trial court, appellate court, or otherwise, and regardless of the number of attorneys, trials, appeals, or actions. It is the intent of this Agreement that neither party shall have to pay the other more than $5000 for attorney fees arising out of an action, or actions to enforce the provisions of this Agreement. 155 of 653
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SECTION 18 - NON-DISCRIMINATION
CONSULTANT warrants that it is an Equal Opportunity Employer and shall comply with applicable regulations governing equal employment opportunity. Neither CONSULTANT nor any of its subcontractors shall discriminate in the employment of any person because of race, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, or age, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act.

SECTION 19 - MEDIATION
Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the State Mediation and Conciliation Service, or other agreed-upon service. The mediator shall be selected by a blind draw.

SECTION 21 - NOTICES
All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows:

To CITY: Manira Sandhir
City of San Mateo
330 W. 20th Avenue
San Mateo, CA 94403
To CONSULTANT: Economic & Planning Systems, Inc.

Attn: Darin Smith
1330 Broadway, Suite 450
Oakland, CA 94612
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SECTION 22 - AGREEMENT CONTAINS ALL
UNDERSTANDINGS; AMENDMENT
This document represents the entire and integrated agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations, and agreements, either written or oral.

This document may be amended only by written instrument, signed by both CITY and CONSULTANT.

SECTION 24 - GOVERNING LAW AND VENUE
This Agreement shall be governed by the laws of the State of California and, in the event of litigation, venue will be in the County of San Mateo.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, CITY OF SAN MATEO and EPS have executed this Agreement the day and year first above written.

Date

APPROVED AS TO FORM ADDITIONAL CORPORATE

OFFICER
(if necessary per the above)
Mazarin Vakharia
Assistant City Attorney
Date Darin Smith
Secretary
Date
Attachments:

Exhibit A: Scope of Services
Exhibit B: Fee Rates
Exhibit C: Insurance Requirements
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EXHIBIT A

SCOPE OF SERVICES
EPS shall provide the following services in addition to a project initiation meeting (virtual or in-person), bi-weekly virtual check-in meetings, a developer forum associated with Task 3, and up to three (3) total presentations to the City’s Planning Commission and/or City Council.

Task 1: Density Bonus Guidelines
• Review City’s current municipal code concerning density bonus law (SDBL) compliance (Chapter

27.15) and applicable policies and programs/actions in the Land Use Element of City’s Draft General Plan (winter 2024 adoption target) and adopted 2023-2031 Housing Element. • Review and summarize readily available legal guidance and precedent city code examples concerning SDBL best practices.
• Confer with City staff including City Attorney (and/or City’s outside land use counsel) regarding possible policy options (e.g., menu of concessions).
• Characterize and conduct additional research on policy options to comply with SDBL and achieve City objectives.
• Consider and analyze project feasibility / economic implications associated with selected policy options through illustrative pro formas demonstrating the scale of financial impact. • Author a memorandum concerning policy options, associated economic considerations, and recommendations, including commentary on consistency with the Draft General Plan and Housing Element.

Budget Request: not to exceed $35,000 without written authorization from the City Proposed Schedule: Draft memorandum to be delivered within 12 weeks from notice to proceed Task 2: Inclusionary Family Housing
• Review applicable policies and programs/actions in the Land Use Element of City’s Draft General Plan (winter 2024 adoption target) and adopted 2023-2031 Housing Element • Collaborate with City staff to review wait lists, Census data, and other sources to ascertain unmet demand for larger units for both rental and ownership units. • Review policy papers and policy precedents from other communities to identify a range of possible policy options.
• Confer with City staff regarding possible policy options. • Characterize and conduct additional research on selected policy options. • Consider and analyze project feasibility / economic implications associated with selected policy options through illustrative pro formas demonstrating the scale of financial impact. • Author a memorandum concerning policy options, associated economic considerations, and recommendations, including commentary on consistency with the Draft General Plan and Housing Element.

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Proposed Schedule: Draft memorandum to be delivered within 12 weeks from notice to proceed Task 3: Community Benefits Program
• Meet with City staff to identify key goals for a new City-level community benefits program. • Review applicable policies and programs/actions in the Land Use Element of City’s Draft General Plan (winter 2024 adoption target) and adopted 2023-2031 Housing Element. • Research selected precedent city-level programs from other Peninsula communities and potentially beyond, including both program parameters and local staff and developers’ assessments of their successes or challenges.
• Conduct a virtual developer forum to discuss the San Mateo interim program and any ideas for improvement.
• Identify key attributes of a successful local community benefits program and make initial policy recommendations.
• Consider and analyze possible feasibility / economic implications, likely including testing hypothetical projects that might participate in the program through illustrative pro formas that demonstrate the trade-offs between the costs of the community benefits and the value gain and/or cost savings of potential incentives.
• Author a memorandum concerning policy options, associated economic considerations, and recommendations, including commentary on consistency with the Draft General Plan and Housing Element.

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EXHIBIT B

FEE RATES
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EXHIBIT C

INSURANCE REQUIREMENTS

MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City, its elected and appointed officials, employees, and agents are to be covered as insureds on the auto policy for liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the CONSULTANT; and on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the CONSULTANT including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the CONSULTANT’s insurance (at least as broad as ISO Form CG 20 10, 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used).
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Primary Coverage
For any claims related to this contract, the CONSULTANT’s insurance coverage shall be primary insurance as respects the City, its elected and appointed officials, employees, and agents. Any insurance or self-insurance maintained by the City, its elected and appointed officials, employees, or agents shall be excess of the CONSULTANT’s insurance and shall not contribute with it.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.

CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 10 Section Name: CONSENT CALENDAR Account Number: 10-3159 File ID: 23-7738 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: August 21, 2023
SUBJECT:

Community Development Block Grant 2022-23 Annual Action Plan – Amendment and Agreement RECOMMENDATION:

Adopt an amendment to the 2022 – 2023 Community Development Block Grant (CDBG) Annual Action Plan and approve an agreement to Samaritan House for public facilities improvements in an amount not to exceed $100,000 in CDBG funds and authorize the City Manager to execute the agreement in substantially the form presented.

BACKGROUND:

On May 2, 2022, the City Council adopted the 2022 – 2023 Community Development Block Grant (CDBG) Annual Action Plan. The CDBG Program provides flexible funding for community development projects and programs to assist individuals and families from extremely low- to moderate-income households as defined by the Department of Housing and Urban Development (HUD). San Mateo receives an entitlement grant based on a national formula and has participated in this program since 1977.

The City also received an entitlement amount of HOME funds from 1994 to 2015 that was used to assist housing programs and projects for very low-income households. In 2016, the City joined a consortium with the County of San Mateo and South San Francisco to collectively pool available HOME funds to provide more efficiency and timeliness in expending those funds. The City continues to collect loan payments from loans made prior to 2015 and must re- program those funds into HOME-eligible projects.

The 2022 – 2023 CDBG Annual Plan budgeted $100,000 for Public Facilities Improvements to be used for rehabilitation of the Samaritan House Free Clinic, which included interior renovations of the interior reception area and food pharmacy.

Throughout the program year, construction was delayed due to difficulties experienced by the subrecipient in identifying contractors that satisfied HUD procurement and prevailing wage requirements. As a result, the CDBG funding was unable to be used for the interior renovations. After consulting with Samaritan House, City staff began the Annual Action Plan amendment process to reprogram the funds to another eligible Public Facilities project. On June 14, 2023, the City received a new request for Samaritan House for Public Facilities Improvements for asphalt repair, sealcoating, and restriping of the parking lot; and repairing of a fence and installation of a carport at the Samaritan House Administrative and Program Offices for the amount of $100,000.

The revision will change the location and scope of work of the Public Facilities Improvements project but does not change the amount of funds, nor the availability of funds to be used. Attachment 1 contains the entire 2022-23 Annual Plan incorporating the minor changes on pp. 45-46 that will be submitted to HUD. Attachment 2 details the new agreement, in which the city will award $100,000 in CDBG funds from Program Year 2022 – 2023 to Samaritan House for parking lot improvements at the program and administrative office headquarters for a public facilities improvement project that will 164 of 653

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take place throughout fiscal year 2023 - 2024.

BUDGET IMPACT:

This action does not result in any changes to the City budget. The funds for the revised Public Facilities and Improvement project were appropriated by City Council on June 20, 2023 for expenditure in Fiscal Year 2023-2024.

ENVIRONMENTAL DETERMINATION:

The loan and public facilities improvements are categorically exempt from CEQA as “existing facilities,” because they consist of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use. (CEQA Guidelines Section 15301.)

NOTICE PROVIDED
All meeting noticing requirements were met. A public notice of the Amended 2022-23 Annual Plan was published in the San Mateo Daily Journal on June 29 starting a 30-day public comment period through July 29, 2023.

ATTACHMENTS
Att 1 – 2022-23 Annual Action Plan (Amendment)
Att 2 – Samaritan House Parking Lot Agreement

STAFF CONTACT
Nicky Vu, Housing Specialist
[email protected]
(650) 522-7229
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Executive Summary
AP-05 Executive Summary - 91.200(c), 91.220(b)

1. Introduction
The Annual Action Plan (Annual Plan) is required of the City of San Mateo by the U.S. Department of Housing and Urban Development (HUD) in order for the City to receive federal Community Development Block Grant (CDBG) funds. The City's Annual Plan for fiscal year 2022-23 is the fifth year of the multi-year 2018-22 Consolidated Plan. The Annual Plan outlines needs and develops strategies to address priority needs of low- and moderate-income populations in San Mateo.

2. Summarize the objectives and outcomes identified in the Plan This could be a restatement of items or a table listed elsewhere in the plan or a reference to another location. It may also contain any essential items from the housing and homeless needs assessment, the housing market analysis or the strategic plan.

This could be a restatement of items or a table listed elsewhere in the plan or a reference to another location. It may also contain any essential items from the housing and homeless needs assessment, the housing market analysis or the strategic plan.

The City's Consolidated Plan identifies the following needs and has developed goals and activities that further HUD's program goals.

Need: Affordable Housing
Goal: Increase, maintain, and improve the supply of affordable housing for low- and moderate-income families and individuals.

Activities: The City will use CDBG and local funds for development of housing, acquisition and/or rehabilitation of housing, minor home repairs, weatherization, and accessibility modifications.

Additionally, the City will continue to administer its existing below-market rate housing rental and ownership units.

Need: Public Facilities Improvements
Goal: Preserve and improve public facilities that serve a high percentage of low- and moderate-income families as well as those with special needs.
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Activities: The City will use CDBG funds, when feasible, to make accessibility modification to public facilities and to provide funds for rehabilitation of facilities with urgent needs.

Need: Public Services
Goal: Provide services to improve quality of life for low- and moderate-income families, individuals, businesses including those at risk of becoming homeless and special needs populations.

Activities: The City will allocate the 15% of its entitlement and 15% of the previous year's program income, as allowed by CDBG regulation, for the Community Funding Program. Additional funding will also be provided to assist microbusinesses. These funds will be granted to non-profit agencies for provision of public services to individuals and businesses.

Need: Community Development
Goal: Infrastructure improvements in the CDBG Priority Neighborhood.

Activities: The City will use CDBG funds for capital projects such as replacement of failed streets and sidewalks, accessible curb ramps, traffic calming, as well as pedestrian and bikeways improvements. The Department of Public Works will manage projects.

Need: Affirmatively Further Fair Housing
Goal: Address fair housing issues and contributing factors as determined by the Assessment of Fair Housing, which was approved by HUD in January 2018.

Activities: The City will allocate funds from administration for provision of fair housing services to be granted to a non-profit partner. The City will also work towards the goals from the Assessment of Fair Housing.

3. Evaluation of past performance
This is an evaluation of past performance that helped lead the grantee to choose its goals or projects.

The City recognizes the ongoing needs of the San Mateo community and continues to fund core service needs. All of the Community Funding programs have met or exceeded their goals for service, showing an ongoing need for the services they are providing the community. The cost of housing continues to be extremely high in San Mateo and as a result many of the activities focus on services related to housing.

The City's Minor Home Repair programs have been slower to meet their goals, but all three organizations and City staff agree that there is a great need for their services. One concern from the sub 167 of 653
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grantees is that the rising costs of doing projects paired with new logistical difficulties from the COVID19 pandemic have made it difficult to find and complete enough home repairs to stay on track of meeting goals.

For the 2022-2023 fiscal year the City will allocate an additional $525,697 for Street and Sidewalk Reconstruction activities. The City’s Public Works Department adopted a Bike Master Plan, which identifies priorities that will be carried out with the CDBG Street and Sidewalk Reconstruction Projects in the CDBG Target Areas. Based on input from both community members, City Council and Public Works department, there is demonstrated ongoing need for this type of funding. 525,697

4. Summary of Citizen Participation Process and consultation process Summary from citizen participation section of plan.

A Community Needs Assessment meeting was held in September 2021 by the Community Resources Commission (CRC), Outreach included notices to both social service providers and resident, inclusion in City E-newsletter, and posted on the City website. Feedback from this meeting was used to guide the development of the draft 2022-2023 Annual Action Plan, which was presented to the CRC once again in April 2022 for review and later to the City Council in May 2022 for final approval.

5. Summary of public comments
This could be a brief narrative summary or reference an attached document from the Citizen Participation section of the Con Plan.

Public comments were received by the City prior and during a public meeting for the Community Relations Commission (CRC). The meeting was held virtually on September 29, 2021. Comments from citizen stakeholders described their concerns over rising cost of renting, lack of affordable housing, and need for more pedestrian infrastructure. At the April 6, 2022 meeting of the CRC, the draft plan was recommended for approval. The plan was adopted on May 2, 2022 during a City Council meeting as staff did not receive any outstanding public comments.

6. Summary of comments or views not accepted and the reasons for not accepting them There weren't any community comments or views that were not considered for this year.

7. Summary
The City's 2022-23 Annual Plan has been developed based on the City's four service priority needs as well as the goals set forth in the 2018-22 Consolidated Plan. 168 of 653
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PR-05 Lead & Responsible Agencies - 91.200(b)

1. Agency/entity responsible for preparing/administering the Consolidated Plan The following are the agencies/entities responsible for preparing the Consolidated Plan and those responsible for administration of each grant program and funding source.

Agency Role Name Department/Agency
CDBG Administrator SAN MATEO Community Development
Department
HOME Administrator SAN MATEO Community Development
Department
Table 1 – Responsible Agencies
Narrative
Consolidated Plan Public Contact Information
City of San Mateo
Neighborhood Improvement and Housing Division
330 W. 20th Ave
San Mateo, CA 94403
Phone: (650) 522-7223
Email: [email protected]
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AP-10 Consultation - 91.100, 91.200(b), 91.215(l)

1. Introduction
The City consulted with many different stakeholders in developing this Annual Action Plan. Meetings were held internally with the Department of Public Works regarding prioritizing street reconstruction and pedestrian safety projects. Non-profit partners from the area were invited to Community Needs Assessment workshops and Community Relations Commission meetings.

Provide a concise summary of the jurisdiction’s activities to enhance coordination between public and assisted housing providers and private and governmental health, mental health and service agencies (91.215(l)).

Throughout the Annual Action Plan period, the City will maintain its relationships with organizations that serve the public, especially low- and moderate-income residents. Efforts will include:
• Working with other entitlement jurisdictions in San Mateo County to coordinate and streamline the CDBG process
• Working with non-profit social service providers, the County of San Mateo, other entitlement jurisdictions, and other stakeholders to coordinate the provision of needed services in the community
• Providing funds through the community funding program to non-profit service providers • Working with non-profit organizations, private developers, and the County of San Mateo to build and maintain affordable housing
Working with the Continuum of Care, Homeless Outreach Team, and non-profit service providers to coordinate homeless services.

Describe coordination with the Continuum of Care and efforts to address the needs of homeless persons (particularly chronically homeless individuals and families, families with children, veterans, and unaccompanied youth) and persons at risk of homelessness.

The Continuum of Care (COC) guides the implementation of the county's housing and service system to meet the needs of homeless individuals and families. The City of San Mateo participates in COC meetings and monitors decision-making to better understand latest trends in homeless outreach. The COC coordinates the following activities:
• System planning (identifying gaps, developing strategies to fill gaps, responding to emerging best practices, etc.)
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• Undertakes a wide range of efforts to meet the needs of homeless individuals and families Chronically Homeless: COC has created a multi-disciplinary, bilingual, Homeless Outreach Team (HOT) to conduct intensive outreach and engagement with unsheltered and chronically homeless individuals and families located throughout the County, with specialized HOT teams in the cities of San Mateo, Redwood City, South San Francisco, Half Moon Bay, Pacifica, and East Palo Alto.

Families with children: To reduce the number of unsheltered families, the COC has developed a rapid rehousing program. The San Mateo County Human Services Agency has provided funding for a motel voucher program to assist families with children that are waiting to access shelter.

Veterans: Needs include housing and assistance for homeless, employment and education services, and improved and increased liaisons with the Veterans Benefits Administration.

Youth: Currently, HUD COC funds are provided to the San Mateo County Mental Health Association to operate its Support and Advocacy for Young Adults in Transition Program, which provides case management and housing search/stabilization services to homeless youth. The San Mateo County Housing Authority administers the Family Unification Program vouchers.

Describe consultation with the Continuum(s) of Care that serves the jurisdiction’s area in determining how to allocate ESG funds, develop performance standards for and evaluate outcomes of projects and activities assisted by ESG funds, and develop funding, policies and procedures for the operation and administration of HMIS The City of San Mateo does not receive Emergency Solutions Grant (ESG) funding, as the San Mateo County Department of Housing (DOH) is the sole recipient in the county. However, the City does participate in COC meetings as part of its ongoing responsibility in receiving HUD funding. DOH coordinates closely with the COC in regards to the County's ESG, COC, and CDBG funding and is represented on the COC Steering Committee. DOH has also delegated responsibility for management of all ESG funds, plus the portion of the County CDBG funds used for homeless activities, to the COC Lead Agency, and the San Mateo County Human Services Agency (HSA). Management responsibilities include issuing requests for proposals for ESG funding, awarding contracts, gathering community input, data analysis, and contract monitoring. The COC Lead Agency is also the Homeless Management Information System (HMIS) Lead Agency and develops the policies and procedures for operation and administration of HMIS for ESG funded projects.

2. Agencies, groups, organizations and others who participated in the process and consultations
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Table 2 – Agencies, groups, organizations who participated 1 Agency/Group/Organization City of San Mateo
Agency/Group/Organization Type Agency - Managing Flood Prone Areas Agency - Management of Public Land or Water Resources
Agency - Emergency Management
Other government - Local
Grantee Department
What section of the Plan was addressed by
Consultation?
Infrastructure
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
The Department of Public Works was consulted for prioritization of funds for community development projects. Pedestrian safety and street reconstruction are priorities in the neighborhood. City Council has asked PW to prioritize implementation of its bike master plan. The Public Works department is responsible for overseeing public land, water resources, and flood plain area management. The Fire Department coordinates the annual review of the City's local hazard mitigation plan.
2 Agency/Group/Organization MID-PENINSULA HOUSING
Agency/Group/Organization Type Housing
Regional organization
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from Mid-Peninsula Housing spoke at the September 29, 2021 Community Relations Commission special meeting about the progress on their upcoming affordable housing project, Kiku Crossing. They cited studies that have shown that the high housing costs have disproportionately affected people of color. Historically, resources have not been shared equally and that affordable housing can and should be in San Mateos future.
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3 Agency/Group/Organization Housing Choices Coalition
Agency/Group/Organization Type Services - Housing
Services-Persons with Disabilities
Regional organization
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative and a client on spoke on behalf of Housing Choices at the September 29, 2021 Community Relations Commission special meeting. They reported that many persons living with developmental disabilities are forced to live with their parents due to a lack of available supportive housing. They asked the City address this need by incentivizing developers to include units for people with severe disabilities and granting additional points for housing or services in developments for people with developmental disabilities. 4 Agency/Group/Organization HIP Housing
Agency/Group/Organization Type Housing
Services - Housing
Regional organization
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from HIP Housing attended the Community Relations Commission special meeting on September 29, 2021 to provide input on housing needs within the community and to provide updated statistics on home sharing in the City of San Mateo. The Home Sharing program matches those in need of affordable housing with members of the community that have extra space and are willing to share. HIP Housing reported a lack of affordable housing and increased difficulties at finding available housing during the corona virus pandemic. 173 of 653
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5 Agency/Group/Organization PROJECT SENTINEL
Agency/Group/Organization Type Services - Housing
Service-Fair Housing
Regional organization
Neighborhood Organization
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from Project Sentinel spoke at the February 16, 2022 Community Relations Commission regular meeting about the increasing need for fair housing services and how the organization has overcome barriers from COVID. Project Sentinel investigates issues of fair housing on behalf of the City of San Mateo. 6 Agency/Group/Organization Rape Trauma Services
Agency/Group/Organization Type Services-Children
Services - Victims
Regional organization
What section of the Plan was addressed by
Consultation?
Basic Human Needs
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from Rape Trauma Services spoke at the February 16, 2022 CRC meeting to speak about the importance of housing stability is to those who have experienced sexual abuse. Healing and ending the cycles of violence are tied by the emotional safety that stable housing brings. Most families they interacted with needed rehousing to create a healthy living environment. 7 Agency/Group/Organization Rebuilding Together Peninsula Agency/Group/Organization Type Services - Housing
Regional organization
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What section of the Plan was addressed by
Consultation?
Housing
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from Rebuilding Together Peninsula spoke at February 16, 2022 Community Relations Commission regular meeting about the need for minor home repair services, particularly for seniors and those living with disabilities. 8 Agency/Group/Organization Legal Aid Society of San Mateo County Agency/Group/Organization Type Services - Housing
Service-Fair Housing
Regional organization
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from the Legal Aid Society of San Mateo spoke at the February 16, 2022 Community Relations Commission regular meeting about the great difficulty low income residents face with rising rents and lack of income due to COVID. They continue to provide legal defense for unjustly evicted tenants throughout the pandemic despite growing challenges.
9 Agency/Group/Organization CALL Primrose
Agency/Group/Organization Type Regional organization
What section of the Plan was addressed by
Consultation?
Basic Human Needs
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from CALLPrimrose spoke at the February 16, 2022 CRC meeting to describe the dramatic rise of people in need of food assistance in San Mateo as loss of income is experienced. As the pandemic continues, they will operate their drop-in food pantry to all those who need assistance.
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10 Agency/Group/Organization Ombudsman Services of San Mateo County Agency/Group/Organization Type Services-Elderly Persons Service-Fair Housing
Regional organization
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from Ombudsman spoke at the February 16, 2022 Community Relations Commission special meeting. The representative reported a need for rental assistance for the elderly and provided an update on their program. They expressed concerns about the lack of affordable housing for seniors. 11 Agency/Group/Organization St. James A.M.E. Zion Church Agency/Group/Organization Type Services-Children
Services-Education
Regional organization
What section of the Plan was addressed by
Consultation?
Basic Human Needs
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from St. James spoke at the February 16, 2022 CRC meeting to report the need of low income children who lack proper school uniforms, supplies, and food to do well in school. They promoted their program, which seeks to provide these necessities to children in need.
12 Agency/Group/Organization LifeMoves
Agency/Group/Organization Type Services-homeless
Regional organization
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Consultation?
Homeless Needs - Chronically homeless
Homeless Needs - Families with children
Homelessness Needs - Veterans
Homelessness Needs - Unaccompanied youth
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from LifeMoves spoke at the February 16, 2022 CRC meeting to report the interim housing and safe shelter programs have both served even more people in the past year due to growing housing instability from the pandemic.

Funding is requested to continue housing case management for individuals experiencing homelessness.
13 Agency/Group/Organization Samaritan House
Agency/Group/Organization Type Services - Housing
Services-homeless
Services-Health
Regional organization
Food, clothing
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Basic Human Needs
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from Samaritan House described at the February 16, 2022 CRC meeting the exponentially increased demand of food, housing, and financial assistance to low/mod-income families due to the spread of COVID-19. They continue to be the CORE service agency of City of San Mateo in distributing general assistance to low income individuals and families experiencing hardship. 14 Agency/Group/Organization RENAISSANCE ENTREPRENEURSHIP CENTER/START-UP Agency/Group/Organization Type Services-Employment
Regional organization
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What section of the Plan was addressed by
Consultation?
Economic Development
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes
of the consultation or areas for improved
coordination?
A representative from the Renaissance Entrepreneurship Center spoke at the February 16, 2022 Community Relations Commission regular meeting. The representative provided an update on their economic development program during the COVID-19 pandemic. New programs for business recovery, online training, and virtual marketplaces were being explored to adjust to working under shelter-in-place regulations.

Identify any Agency Types not consulted and provide rationale for not consulting Despite outreach to an extensive stakeholder list, the agencies who provide the following services did not provide the City with consultation:
• Services - Broadband Internet Service Providers
• Services - Narrowing the Digital Divide
• Services-Persons with HIV/AIDS
• Services-Victims of Domestic Violence
• Despite the lack of response, several of these needs are addressed by grants awarded to public service agencies in the community funding program.

Other local/regional/state/federal planning efforts considered when preparing the Plan Name of Plan Lead Organization How do the goals of your Strategic Plan overlap with the goals of each plan? Continuum of
Care
San Mateo County
Human Services
Agency
The City has identified the core service needs of Basic Human Needs and Preserving or Providing Affordable Housing, both of which support homelessness programming. 178 of 653
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Name of Plan Lead Organization How do the goals of your Strategic Plan overlap with the goals of each plan? Housing
Element
City of San Mateo
The Housing Element documents the housing needs in San Mateo and includes the programs and policies to address its Four Goals: Maintain the quality and character of residential neighborhoods; Provide a diversity of housing types, responsive to household size, income and age needs; Ensure that all new housing is developed or remodeled in a sustainable manner; Encourage conservation improvements and measures to the existing housing stock.

Local Hazard
Mitigation Plan
City of San Mateo -
Fire
The plan focuses on the protection of the community from risks associated with disaster. Included are goals to protect community, housing stock, and economic resources. This plan overlaps with the Consolidated Plan as it identifies social vulnerability of low-income households to disasters.

Table 3 - Other local / regional / federal planning efforts Narrative
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AP-12 Participation - 91.401, 91.105, 91.200(c)

1. Summary of citizen participation process/Efforts made to broaden citizen participation Summarize citizen participation process and how it impacted goal-setting The City of San Mateo followed guidelines specified in its Community Participation Plan, engaging as many stakeholders as possible in setting goals and prioritizing the community's needs for the Annual Action Plan. The following actions were taken:
• September 13, 2021 - Sent notification via email to the listserv of community members signed up for Community Relations Commission events
• September 13, 2021 – Sent meeting announcement slide to Channel 27 public service channel • September 13, 2021 - Email to non-profit partners, neighborhood associations, and other community stakeholders with event information with promotional flyer
• September 17, 2021 - Newspaper ad with meeting notification • September 27, 2021- Posted on City Community Needs Assessment webpage • September 29, 2021 - Regular meeting of the Community Relations Commission for the Needs Assessment • February 16, 2022 – Regular meeting of the Community Relations Commission to score applicants for the CDBG Community Funding program
• March 25, 2022 - City Web posting, and email notification of draft Annual Plan • March 25, 2022 - Email to non-profit partners, neighborhood associations, and other community stakeholders with event information, sent notification via email to the listserv of community members signed up for Community Relations Commission events • March 25, 2022 - Newspaper Ad
• April 6, 2022 - Special meeting of Community Relations Commission, hearing for the draft Annual Plan • May 2, 2022 – Regular meeting of the City Council, approval of Annual Plan for submission to HUD 180 of 653
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Citizen Participation Outreach
Sort Or
der
Mode of Outr
each
Target of Outr
each
Summary of
response/atten
dance
Summary of
comments rec
eived
Summary of com
ments not
accepted
and reasons
URL (If applicable)
1 Promotional
Flyer
Nontargeted/broa
d community
September 13,
2021. Shared
promotional
flyer in English
and Spanish via
email.

No comments
were received.
n/a
2 Newspaper
Ad
Nontargeted/broa
d community
September 17,
2021. Ad posted
in Examiner to
announce the
Community
Needs Hearing
at the
Community
Relations
Commission
meeting. The ad
also announced
a public
comment
period.

No comments
were received.
n/a
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Sort Or
der
Mode of Outr
each
Target of Outr
each
Summary of
response/atten
dance
Summary of
comments rec
eived
Summary of com
ments not
accepted
and reasons
URL (If applicable)
3 Public
Meeting
Nontargeted/broa
d community
September 29,
2021. Several
members of the
community,
representatives
from local nonprofits, and
other
stakeholders
were in
attendance for
the special
meeting of the
Community
Relations
Commission. A
summary of
community
member
comments is
included here,
and comments
from other
stakeholders is
included in the
consultation
section of the
plan.

A community
member
provided
comments on
the growing
need for
affordable
housing as well
as handicap
spaces and
loading zones
to assist
people with
disabilities
enter their
homes in
multifamily
buildings.
n/a
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Sort Or
der
Mode of Outr
each
Target of Outr
each
Summary of
response/atten
dance
Summary of
comments rec
eived
Summary of com
ments not
accepted
and reasons
URL (If applicable)
4 Internet
Outreach
Nontargeted/broa
d community
September 13,
2021; March 25,
2022. Emails
sent out to the
Community
Relations
Commission
interest list
announcing the
meetings.

No comments
received.
n/a https://www.cityofsanmateo.org/3988/
Community-Conversations
5 Newspaper
Ad
Nontargeted/broa
d community
March 25, 2022.

Ad posted in
Examiner to
announce the
Draft Action Plan
at the
Community
Relations
Commission
meeting. The ad
also announced
a public
comment
period.

No comments
received.
n/a
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Sort Or
der
Mode of Outr
each
Target of Outr
each
Summary of
response/atten
dance
Summary of
comments rec
eived
Summary of com
ments not
accepted
and reasons
URL (If applicable)
6 Public
Meeting
Nontargeted/broa
d community
April 6, 2022.

Special meeting
of Community
Relations
Commission,
hearing for the
draft Annual
Plan.

No comments
received.
n/a
7 Public
Meeting
Nontargeted/broa
d community
May 2, 2022.

Regular meeting
of the City
Council,
approval of
Annual Plan for
submission to
HUD.

No comments
received
n/a
Table 4 – Citizen Participation Outreach
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Expected Resources
AP-15 Expected Resources - 91.420(b), 91.220(c)(1,2)
Introduction
Anticipated resources from CDBG include the 2022 entitlement grant of $732,000. Unless waived by HUD, CDBG pre-award costs for FY 2022- 2023 will not exceed 25% of the grant and will be used for the CDBG eligible activities as indicated above. Should the HUD grant be different than the estimate, the Community Funding program will be adjusted to remain below 15% of the grant plus program income, and the balance will go into the Street work Repairs project.

CDBG CONTINGENCY LANGUAGE
If the City receives more than what is estimated above:
• 15% of the extra funding will go towards Public Service Activities. Priority will be given to those agencies that can assist the most people/households with the extra funding.
• 20% of the extra funding will go towards administration costs. • The remaining balance will go towards the Street and Sidewalk Improvements Program.

If the City receives less what is estimated above:
• Funding for Public Service Activities shall be reduced proportionately (unless agreed upon by the City and agency) in order to keep funding for public service agencies below 15% of the allocation plus 15% of prior year program income. • Funding for Administration shall be reduced so as to keep the funding under 20% of the allocation plus the estimated program income for FY21/22.
• The remaining reduction will go to reduce the Street and Sidewalk Improvements Program. 185 of 653
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Anticipated Resources
Program Source
of Funds
Uses of Funds Expected Amount Available Year 1 Expected Amount
Available
Remainder
of ConPlan
$
Narrative Description
Annual
Allocation:
$
Program
Income:
$
Prior Year
Resources:
$
Total:
$
CDBG public -
federal
Acquisition
Admin and
Planning
Economic
Development
Housing
Public
Improvements
Public Services 770,897 8,000 197,000 975,897 975,897
Annual Allocation includes CDBG 2022
entitlement of $770,897.

Other public -
local
Housing
7,658,000 0 0 7,658,000 7,658,000
Local funds from commercial linkage fee,
and annual 20% of tax increment
(boomerang funds) and loan repayments
from former Redevelopment Agency.

Table 5 - Expected Resources – Priority Table
Explain how federal funds will leverage those additional resources (private, state and local funds), including a description of how matching requirements will be satisfied
The City receives direct entitlement funds from Federal CDBG Program that are used to address identified needs. The City is also part of the San Mateo County HOME Consortium; HOME funds formerly granted directly to the City are now combined with the County of San Mateo and the City of South San Francisco in order to use the funds more efficiently. The City also receives HOME loan repayments from projects assisted with HOME funds provided prior to joining the consortium in 2015. 186 of 653
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The City manages a varied portfolio of housing loans from several programs including Housing Rehabilitation and First Time Homebuyer programs as well as developer loans for new construction or acquisition/rehabilitation projects. Program income from this portfolio augments the CDBG and HOME funds as well as now defunct programs such as Redevelopment and former CalHOME owner rehab loan program. Loan repayments from loans funded with former Redevelopment funds are deposited in the Low Mod Housing Asset Fund to be used for future affordable housing programs. The City also sets aside the equivalent of 20% of the property tax increment attributed to the former Redevelopment areas for housing, known as “boomerang funds”. The City collects subordination processing fees and fractional unit fees associated with its Below Market Rate Program in its City Housing Fund, which is typically used to assist regional housing initiatives that are outside of the San Mateo’s city limits.

The City Council adopted a commercial linkage fee ordinance which became effective on November 5, 2016. New commercial projects with square footage in excess of 5,000 square feet pay a fee to mitigate the impact of new jobs on local housing supply.

The City also receives an annual allocation of the State Permanent Local Housing Allocation (PHLA) as provided by the Building Homes and Jobs Act to increase the supply of affordable housing. The City received $531,000 for the 2021 allocation of PLHA. There are a number of new State programs that City will watch and apply for as they become available including Local Early Action Planning grants to support planning efforts to increase the supply of housing, as well as the Local Housing Trust Fund Program. The City also tracks and supports legislation that promotes and increases resources for affordable housing.

Section 8 funds are provided to San Mateo residents through the San Mateo County Housing Authority. McKinney-Vento Homeless Assistance Act funds are managed by the San Mateo County Human Services Agency as part of the Continuum of Care, in which San Mateo participates. The County of San Mateo also supports housing projects countywide with its HOME and CDBG funds which often are used to leverage City resources.

The Housing Endowment and Regional Trust (HEART) of San Mateo County is a public/private partnership whose goal is to raise funds to create affordable housing opportunities in San Mateo County.

Low-Income Housing Tax Credits are offered through the State on a competitive process and with the dissolution of Redevelopment, applications for these funds are expected to become even more in demand and competitive. The State also has also set aside a portion of the Cap and Trade funds for housing located close to transit in its Affordable Housing Sustainable Communities program. The City will support developer applications for tax credits and other State Housing programs as they become available for appropriate and eligible projects.

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identified in the plan
As a result of the dissolution of the Redevelopment Agency of the City of San Mateo, a Long-Range Property Management Plan has been drafted and approved by the State. City chose MidPen Housing for the development of two sites (approx. 2.4 acres total) located in downtown San Mateo that were owned by the former Redevelopment Agency. The sites will be developed with 225 affordable housing units and a public parking garage. The project obtained full planning approvals and an executed Disposition, Development and Loan Agreement in summer of 2020. Construction commenced in 2022 and is expected to be completed in 2024.

Discussion
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Annual Goals and Objectives
AP-20 Annual Goals and Objectives - 91.420, 91.220(c)(3)&(e) Goals Summary Information
Sort
Order
Goal Name Start
Year
End
Year
Category Geographic Area Needs Addressed Funding Goal Outcome Indicator 1 Maintain and
Preserve Existing
Housing
2018 2022 Affordable
Housing
Affordable
Housing
CDBG:
$105,000
City sources:
$500,000
Homeowner Housing
Rehabilitated: 31 Household
Housing Unit
2 Community Funding 2018 2022 Public Services Public Services CDBG:
$115,200
Public service activities other
than Low/Moderate Income
Housing Benefit: 5054
Persons Assisted
Businesses assisted: 50
Businesses Assisted
3 Street and Sidewalk
Improvements
2018 2022 Non-Housing
Community
Development
CDBG Priority
Neighborhood
CDBG:
$500,000
Public Facility or
Infrastructure Activities other
than Low/Moderate Income
Housing Benefit: 20000
Persons Assisted
4 AFH Goal: Affirmative
Marketing of Housing
2018 2021 Affordable
Housing
AFH Factor: Lack of
Effective
Marketing
Strategies
Other: 1 Other
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Sort
Order
Goal Name Start
Year
End
Year
Category Geographic Area Needs Addressed Funding Goal Outcome Indicator 5 AFH Goal: Facilitate
Streamlined Review
of Housing
2018 2019 Affordable
Housing
AFH Factor:

Development
Approval
Challenges
AFH Factor: Lack of
Support for
Affordable
Housing
Other: 1 Other
6 AFH Goal: Support
Education of
Stakeholders
2018 2020 Affordable
Housing
AFH Factor: Lack of
Effective
Marketing
Strategies
AFH Factor:

Resistance to
Density and
Growth
Other: 1 Other
7 AFH Goal: Strengthen
Section 8 Program
2018 2019 Affordable
Housing
Affordable
Housing
Other: 1 Other
8 AFH Goal: Retention
of Special Needs
Housing
2018 2020 Affordable
Housing
Affordable
Housing
Other: 1 Other
9 AFH Goal: Support
Displaced
Households
2018 2022 Affordable
Housing
Affordable
Housing
Other: 1 Other
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Sort
Order
Goal Name Start
Year
End
Year
Category Geographic Area Needs Addressed Funding Goal Outcome Indicator 10 AFH Goal:

Reasonable
Accommodation
Policy
2018 2022 Affordable
Housing
AFH Factor: Lack of
Zoning Flexibility
Other: 1 Other
11 AFH Goal: Dev. of
Accessory Dwelling
Units
2018 2022 Affordable
Housing
Affordable
Housing
Other: 1 Other
12 First Time
Homebuyer
2018 2022 Affordable
Housing
Affordable
Housing
City sources:
$300,000
Direct Financial Assistance to
Homebuyers: 6 Households
Assisted
13 Affordable Housing 2018 2022 Affordable
Housing
Affordable
Housing
City sources:
$6,850,000
Rental units constructed: 225
Household Housing Unit
14 Public Facilities 2018 2022 Non-Housing
Community
Development
Community
Development
CDBG:
$100,000
Other: 1 Other
Table 6 – Goals Summary
Goal Descriptions
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1 Goal Name Maintain and Preserve Existing Housing
Goal
Description
Provide funds to preserve, repair, and maintain existing housing stock. Emphasis on repairs that clear health and safety issues, retrofits to homes for more sustainability and energy efficiency, and make properties more accessible for individuals with special needs.

This is the fifth year of the 2018 Consolidated Plan, and the outcome below will be a part of the larger goal represented in that plan.
2 Goal Name Community Funding
Goal
Description
Provide grants to non-profit organizations for provision of public services to low- and moderate-income individuals, families, and businesses in San Mateo.

This is the fifth year of the 2018 Consolidated Plan, and the outcome below will be a part of the larger goal represented in that plan.
3 Goal Name Street and Sidewalk Improvements
Goal
Description
Repair deteriorated streets, as well as provide accessibility and public safety improvements to streets and sidewalks for pedestrians, bicycles and autos in the CDBG Priority Neighborhood.

This is the fifth year of the 2018 Consolidated Plan, and the outcome below will be a part of the larger goal represented in that plan.
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4 Goal Name AFH Goal: Affirmative Marketing of Housing
Goal
Description
Ensure affirmative marketing of City assisted affordable housing is targeted to all segments of the community. Develop marketing plan with developers of affordable housing projects during final phase of construction. Focus outreach to those least likely to apply based on racial make-up of neighborhood. Include Spanish marketing materials and ensure bilingual interpretation services are available.

Contributing factors to be addressed:
• Lack of awareness of effective affirmative marketing strategies Fair housing issues/impediments:
• Disproportionate housing needs
• Displacement due to rent increases for Spanish speaking and large households • Lack of accessible housing for persons with disabilities • Limited housing for families
Metrics and milestones:
• Develop Marketing Plan with developers of affordable housing projects during final phase of construction • Focus outreach to those least likely to apply based on racial make-up of neighborhood • Include Spanish language marketing materials and ensure bilingual interpretation services are available Timeframe for achievement:

Marketing Plan for Kiku Crossing Housing project is updated to Summer of 2023. 193 of 653
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5 Goal Name AFH Goal: Facilitate Streamlined Review of Housing Goal
Description
Adopt additional development review practices that facilitate housing creation including streamlining reviews. This has been addressed by State legislation recently as well and will continue to be part of the conversation around affordable housing developments going forward.

Contributing factors to be addressed:
• Challenges with development approval process
• Lack of support for affordable housing, creating barriers to approval Fair housing issues/impediments:
• Disproportionate housing needs
Metrics and milestones:
• Draft Guidelines for concurrent Planning Building Plan Check pilot program was implemented and not successful (2017-18)
• New milestones to streamline reviews is to implement electronic plan check to speed up approval process (completed 2020)
• Utilize CEQA exemptions for affordable housing when appropriate Timeframe for achievement:

Ongoing
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6 Goal Name AFH Goal: Support Education of Stakeholders Goal
Description
As part of a regional goal, support and engage in efforts to educate community stakeholders and residents about housing gaps and the effects of programs and policies on addressing those gaps. City’s Downtown Specific Plan, along with the 2023 Housing Element have been combined with the General Plan Update which makes the project more complex and requiring additional outreach. The City has participated in countrywide Home For All programs to learn about best practices from others and has expanded the community outreach efforts, especially targeting those who typically do not attend public meetings.

Contributing factors to be addressed:
• Lack of support for housing
• Suburban scale communities resistant to added density • Frustration with recent growth implications
Fair housing issues/impediments:
• Lack of support for affordable housing
Metrics and milestones:
• Continue community engagement process for General Plan (including Housing Element) update • Participate in countywide Home For All "Learning Network" to share best practices (completed 2019) Timeframe for achievement:

General Plan adoption target is revised to 2023
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7 Goal Name AFH Goal: Strengthen Section 8 Program
Goal
Description
As part of the regional goal, strengthen utilization of the Section 8 program. Explore a multi-family rehabilitation and accessibility improvement program to provide an incentive for landlords to remain in the Housing Choice Voucher program and those willing to offer naturally occurring affordable rental housing.

Contributing factors to be addressed:
• Loss of affordable housing
• Lack of affordable housing supply
• High housing costs
Fair housing issues/impediments:
• Disproportionate housing needs
• Displacement due to rent increases for Spanish speaking and large households • Lack of accessible housing for persons with disabilities • Limited housing for families
Metrics and milestones:
• Collaborate with County Housing Authority staff to review current practices and potential options. • Explore Section 8 non discrimination policy was resolved by State legislation SB 329 passed October 2019.

Timeframe for achievement:

Ongoing
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8 Goal Name AFH Goal: Retention of Special Needs Housing Goal
Description
Assist with the retention of special needs housing that is at risk of expiring affordability requirements. This includes outreach and negotiation of developments that are currently reserved for individuals with special needs, as well as continuing efforts to assist in new developments.

Contributing factors to be addressed:
• Loss of affordable housing
• Displacement of residents
• Lack of accessible housing
Fair housing issues/impediments:
• Disproportionate housing needs
• Lack of support for special needs housing
Metrics and milestones:
• Outreach and negotiate with Mateo Lodge for affordability extensions for Humboldt House (9 units) (completed 2021)
Timeframe for achievement:

Ongoing
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9 Goal Name AFH Goal: Support Displaced Households
Goal
Description
As part of the regional goal, continue funding and support for outreach services for homeowners and renters at risk of being displaced and/or facing fair housing challenges. Provide grants to sub-recipients under the administration cap in CDBG for provision of fair housing services.

Contributing factors to be addressed:
• Loss of affordable housing
• Lack of affordable housing supply
• High housing costs
Fair housing issues/impediments:
• Disproportionate housing needs
• Displacement due to rent increases for Spanish speaking and large households • Limited housing for families
Metrics and milestones:
• Annual Fair Housing activity goals: investigate 23 cases, provide consultations to 45 individuals, public education/outreach to 100 individuals.
• Annual legal assistance to renters: 125 individuals
Timeframe for achievement:

Annual Goal completed each year by June 30
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10 Goal Name AFH Goal: Reasonable Accommodation Policy
Goal
Description
Continue implementation of City Reasonable Accommodation Policy to allow for relaxation of City zoning codes on residential properties used by persons with disabilities. Review requests for Reasonable Accommodation as they are submitted.

Contributing factors to be addressed:
• Lack of flexibility in zoning code
Fair housing issues/impediments:
• Disproportionate housing needs
• Lack of accessible housing for persons with disabilities Metrics and milestones:
• Review requests for Reasonable Accommodations as they are submitted Timeframe for achievement:

Ongoing
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11 Goal Name AFH Goal: Dev. of Accessory Dwelling Units Goal
Description
As part of the regional goal, encourage development of Accessory Dwelling Units (ADU) and Junior Accessory Dwelling Units (JADU) to increase lower cost housing in the community. This includes collaboration with 21 Elements in outreach and education on the development of ADU/JADU. City revised its ADU ordinance and adopted lower flat fees in 2017, 2018 and 2019. Further modifications of the ordinance are underway to provide additional streamlining.

Contributing factors to be addressed:
• Loss of affordable housing
• Lack of affordable housing supply
• High housing costs
Fair housing issues/impediments:
• Disproportionate housing needs
• Segregation increases
• Decline in access to opportunity (depending on ADU locations) Metrics and milestones:
• Amend City ADU Ordinance to further streamline development of units.

Timeframe for achievement:

Ongoing
12 Goal Name First Time Homebuyer
Goal
Description
Ensure continued affordability for low-income homebuyers in the City's First Time Homebuyer program for the purchase of resales of price restricted units at Gateway Commons and Meadow Court or other City assisted units citywide. 200 of 653
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13 Goal Name Affordable Housing
Goal
Description
Provide funding for new construction, acquisition and/or rehabilitation of affordable units through City financial assistance and the inclusionary Below Market Rate program.
14 Goal Name Public Facilities
Goal
Description
Provide funds for repairs and health/safety measures to be completed at buildings used by non-profit agencies as well as city facilities for provision of public services.
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Annual Action Plan
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AP-35 Projects - 91.420, 91.220(d)
Introduction
Activities planned for 2022-23 are similar to those from recent years. The City will continue to use CDBG administration funds for provision of fair housing activities, public services for grants to non-profit public service agencies, and the remainder of CDBG funds for minor home repair programs, community development projects, and economic development.
# Project Name
1 Community Funding Program
2 Home Energy and Repair Program
3 CDBG Admin
4 Street and Sidewalk Reconstruction
5 Affordable Housing
6 Microbusiness Assistance
7 Public Facilities
Table 7 – Project Information
Describe the reasons for allocation priorities and any obstacles to addressing underserved needs
The housing, social service, and community development needs of the community are overwhelming when compared to funding available from CDBG and other sources. Allocations of funding are made with careful consideration of the community's needs and input from the citizen participation process and the Community Relations Commission. City staff, along with other jurisdictions and community partners, cooperate in order to streamline processes and avoid duplication of services in an effort to maximize the available resources.

The City of San Mateo continues to work with the community to best respond to the ongoing COVID-19 pandemic.
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AP-38 Project Summary
Project Summary Information
1 Project Name Community Funding Program
Target Area
Goals Supported Community Funding
Needs Addressed Public Services
Funding CDBG: $115,200
Description Provide $115,200 in funds to non-profit agencies to provide public services for the core service priorities including basic human needs, senior services, youth services, and providing affordable housing.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
Project will only serve low- and moderate-income individuals and families, as well as those from presumed benefit groups such as abused children, victims of domestic violence, elderly, and homeless. Based on reports from prior years, the project will serve approximately 5,054 San Mateo residents.

Location Description Project will serve the community members citywide. 203 of 653
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Planned Activities Project provides funds to non-profit agency sub-recipients to carry out public service programs. Agencies interface with a variety of departments within the City including police, housing, and code enforcement on a regular basis to further their efforts in the community. The City anticipates funding seven sub-recipients evenly with available funding. In addition, the City is funding an economic development program outside of the public services cap. The awards for this year are as follows:

CALL Primrose: drop-in food pantry program providing free grocery services. Goal is to serve 1,600 individuals.

CORA: providing survivors of domestic violence and their children with legal services. Goal is to serve 64 individuals.

Friends for Youth: provide mentoring relationships and support services to underserved, vulnerable youth. Goal is to serve 192 individuals.

Legal Aid Society of San Mateo County: legal services to households in danger of eviction and/or living in substandard conditions. Goal is to serve 250 clients.

Life Moves: provide shelter and supportive services to assist homeless individuals to return to self- sufficiency at the First Step for Families facility which includes 117 beds. Goal is to serve 210 clients
Ombudsman: advocate for the dignity and quality of life of people living in licensed long term care facilities. Goal is to serve 1,909 individuals Rape Trauma Services: services for abused children from infancy through 17 years of age. Goal is to serve 80 individuals.

Samaritan House: provides a broad spectrum of assistance, including case management, emergency assistance - food, clothing, shelter, healthcare - as well as, financial assistance and empowerment services. Goal is to serve 228 individuals.

St James: provides breakfast items for children who come to school hungry as well as uniform items for families that cannot afford to purchase the school uniform. Goal is to serve 521 individuals. 2 Project Name Home Energy and Repair Program
Target Area
Goals Supported Maintain and Preserve Existing Housing
Needs Addressed Affordable Housing
Funding CDBG: $105,000
City sources: $500,000
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Description Provides funding to non-profit agencies to provide minor repairs, accessibility modifications, and energy efficiency measures to income eligible homeowners.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
Project will assist 31 households with repairs and energy improvements.

Location Description Project will only apply to homes located in the City of San Mateo.

Planned Activities Project will provide grants to sub-recipients for programs to complete minor rehabilitation, energy improvements, and accessibility improvements to low- and moderate-income homeowners. Four grants will be provided to three agencies as follows:
• Rebuilding Together Peninsula: Safe at Home program provides minor home repairs including health and safety measures, emergency electrical and plumbing, etc. Goal is to serve 4 households.
• Center for Independence of Individuals with Disabilities: Housing Accessibility Modifications program provides accessibility measures to homes including grab bars, wheelchair ramps, etc.

Goal is to serve 14 households.
• El Concilio of San Mateo County: Peninsula Minor Home Repair program provides energy efficiency measures including repair of leaking windows/doors, water conservation measures, etc. Goal is to serve 7 households.
• Rebuilding Together Peninsula: National Rebuilding Day provides larger scale rehabilitation of homes in conjunction with volunteers and many other funding sources. Goal is to serve 6 households.

Rebuilding Together: Housing Rehabilitation Loan Program uses funds from the State of California's CalHome program. RTP will provide construction administration for loans up to $60,000 to low-income households.
3 Project Name CDBG Admin
Target Area
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Goals Supported Maintain and Preserve Existing Housing
Community Funding
Street and Sidewalk Improvements
Public Facilities
AFH Goal: Affirmative Marketing of Housing
AFH Goal: Facilitate Streamlined Review of Housing
AFH Goal: Support Education of Stakeholders
AFH Goal: Strengthen Section 8 Program
AFH Goal: Retention of Special Needs Housing
AFH Goal: Support Displaced Households
AFH Goal: Reasonable Accommodation Policy
AFH Goal: Dev. of Accessory Dwelling Units
Needs Addressed Affordable Housing
Public Services
Community Development
Public Facilities Improvements
AFH Factor: Lack of Effective Marketing Strategies
AFH Factor: Development Approval Challenges
AFH Factor: Lack of Support for Affordable Housing
AFH Factor: Resistance to Density and Growth
AFH Factor: Lack of Zoning Flexibility
Funding CDBG: $105,000
Description Provide funds for staff and overhead to administer the CDBG grant. The City will also provide a $25,000 grant to an agency for provision of Fair Housing services to come from admin.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
The fair housing grant will serve approximately 215 households.

Location Description Project will take place in City of San Mateo.

Planned Activities Administrative costs for management of the CDBG program. In addition, the City will provide funds for the provision of fair housing activities. 4 Project Name Street and Sidewalk Reconstruction
Target Area CDBG Priority Neighborhood
Goals Supported Street and Sidewalk Improvements
Needs Addressed Community Development
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Funding CDBG: $525,697
Description Funding to reconstruct failing streets and sidewalks as well as other pedestrian safety improvements.

Target Date 6/30/2024
Estimate the number
and type of families
that will benefit from
the proposed activities
Project will be completed in the CDBG Priority Neighborhood, which has approximately 20,000 residents
Location Description Project will be completed in the CDBG Priority Neighborhood.

Planned Activities Funds will be used for street safety improvements focusing on sidewalk improvements within the CDBG Priority Neighborhood.
5 Project Name Affordable Housing
Target Area
Goals Supported Affordable Housing
Needs Addressed Affordable Housing
Funding City sources: $6,850,000
Description Construction of 225 affordable housing units and public parking garage on two sites in downtown San Mateo. Housing funds will not be used for public parking.

Target Date 12/23/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
225 families
Location Description 480 E. 4th Avenue, San Mateo, CA 94401 and 400 E. 5th Avenue, San Mateo, CA 94401
Planned Activities Construction of new housing
6 Project Name Microbusiness Assistance
Target Area
Goals Supported Community Funding
Needs Addressed Public Services
Funding CDBG: $25,000
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Description Economic development grant of $25,000 to Renaissance Entrepreneurship Center for microbusiness assistance activity. The funds for this activity will not be counted under public service cap as they are a microbusiness assistance program for economic development.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
The economic development program will serve 30 businesses.

Location Description
Planned Activities Renaissance Entrepreneurship Center: provides customized training for English and Spanish speaking business owners to start and grow small businesses. Goal is to serve 30 businesses. The funds for this activity will not be counted under public service cap as they are a microbusiness assistance program for economic development.
7 Project Name Public Facilities
Target Area
Goals Supported Public Facilities
Needs Addressed Public Facilities Improvements
Funding CDBG: $100,000
Description Provide funds for repairs and health/safety measures to be completed at buildings used by non-profit agencies as well as city facilities for provision of public services.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
3,0001,375 unduplicated low-income San Mateo clients patients are annually served at the San Mateo Free Clinic and Food
PharmacySamaritan House Program and Administrative Offices Location Description 19 W 39th4031 Pacific Blvd Ave, San Mateo, CA 94403 208 of 653
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Planned Activities Rehabilitation of the San Mateo Free Clini and Food Pharmacy including: expanded reception area and Food Pharmacy, structural reinforcement of the roof, operatory and ADA upgrades, utility/energy upgrades (lighting), window repair/improvements, new flooring, interior/exterior painting, as well as new furniture (office, reception, medical beds). Capital improvements including asphalt repair, sealcoating, restriping, replacement of a section of fencing, and purchase of a carport at the parking lot which serves the Samaritan House Program and Administrative Offices.
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AP-50 Geographic Distribution - 91.420, 91.220(f)
Description of the geographic areas of the entitlement (including areas of low-income and minority concentration) where assistance will be directed The City of San Mateo provides a number of programs that assist low-income individuals and households based and therefore may be located anywhere within the city limits of San Mateo. In addition, the City has identified a CDBG Priority Neighborhood by utilizing the low-income definitions provided by HUD. This area includes census tracts or block groups with at least 51% of the persons considered low-income as reported in the Census and includes North Central, North Shoreview and South Norfolk neighborhoods.

Geographic Distribution
Target Area Percentage of Funds
CDBG Priority Neighborhood 51
Table 8 - Geographic Distribution
Rationale for the priorities for allocating investments geographically The CDBG Priority Neighborhood has a number of contributing factors to its designation, especially as compared to other neighborhoods in San Mateo:
• Lowest median income and high percentage of families below the poverty level • Deteriorating conditions, including high degree of dumping and graffiti • High percentage of overcrowding, including streets/traffic and housing • Older, deteriorating housing stock
Discussion
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AP-75 Barriers to affordable housing -91.420, 91.220(j) Introduction
The City is committed to using available tools to increase the availability of affordable housing. Current programs include an inclusionary zoning ordinance, commercial linkage fee, and the City also works with developers of 100% affordable projects using local funding and land.

Actions it planned to remove or ameliorate the negative effects of public policies that serve as barriers to affordable housing such as land use controls, tax policies affecting land, zoning ordinances, building codes, fees and charges, growth limitations, and policies affecting the return on residential investment Streamlining the approval process for residential developments is a high priority for the City of San Mateo. A number of efforts are planned this program year.
• Consistent with 2016 state housing legislation, the City Council adopted a new Accessory Dwelling Unit ordinance in March 2017, which allows for one Accessory Dwelling Unit (aka secondary units) by right within residential zoning districts. The ordinance includes ADU size limitation, parking exemptions and requirements, location requirements, and other standards. Although the number of applications has increased with these changes, the City continues to look into streamlining the process and will propose additional adjustments to the ordinance. As of FY2022, applicants can now use the Symbium software tool to check if it is possible to build ADUs on their property and the City continues to work with San Mateo HEART to creat pre-approved ADU designs. • The City formed an in-house team to look at streamlining the development review process and will also hire a consultant during this program year to assist in redesigning the current processes. • The City continues to study and evaluate all development fees to measure the impacts on residential construction. As of FY2022, the study continues to be underway as planners try to find ways to lower construction fees to make them comparable to our neighboring cities.

Discussion
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AP-85 Other Actions - 91.420, 91.220(k)
Introduction
Actions planned to address obstacles to meeting underserved needs The recent booming economy has placed further stress on low wage-earning families and the cost of housing. The City will use its limited resources to address these needs in accordance with the priorities identified by the Community Relations Commission (CRC). Federal funding sources are unpredictable, so the City has made financial adjustments and will focus on opportunities to strengthen and/or support the businesses of San Mateo that are the providers of jobs, income and security to its residents. The City continues to look for new ways to streamline procedures and collaborate with other community groups and has especially focused on volunteerism. With the CDBG Public Services grants, the City will continue to partner with its nonprofit business and service providers to provide direct support and basic needs services (food, shelter, clothing, etc.) for residents most in need. The CRC also has prioritized job training/small business support, as well as capital improvements in the CDBG Priority Areas.

Through the CRC, the remarks received at the community needs workshops and hearings were reviewed and summarized in the Citizen Participation section of this document. Each year the Community Funding grants are selected as a tool to address the underserved needs of the community. The primary obstacle in addressing most community needs is available funding. The CRC has tried to allocate its limited funds in a manner that provides unduplicated services and tries to stretch the funding to be cost effective.

Actions planned to foster and maintain affordable housing The City works collaboratively with nonprofit organizations and other jurisdictions for the preservation and development of affordable housing. The County of San Mateo and the cities and towns within itself formed a workgroup called 21 Elements to meet quarterly to share best practices on housing policies and programs for the adoption of their respective Housing Elements and General Plans. The group also shares in costs of studies, such as the countywide Nexus Study in order to establish Affordable Housing and Commercial Linkage Fees (CLF). The City of San Mateo adopted its CLF in 2016 through this group, charging new commercial developments to mitigate the impact on housing demand created by increasing jobs in the community.

The City has local funding sources that can support the preservation and development of affordable housing besides HUD. "Boomerang" funds, property taxes that were set aside for housing in the former Redevelopment Areas (RDA) have been pledged for housing. The City also collects loan repayments from loans made by the former RDA to assist acquisition, rehab or new construction of affordable housing.

The City has funds that have been repaid over time from loans made through the State Dept. of Housing and Community Development's CalHome program. These funds will be made available for a Housing 212 of 653
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Rehabilitation Loan Program available to low-income homeowners in the City to allow them to preserve their existing affordability and stay safely in their homes The City's inclusionary Below Market Rate Program (BMR) requires new market rate housing to set-aside 15% of the units to be affordable. The program provides both rental and ownership units. Staff manages the regulatory agreements of these units and conducts regular monitoring to ensure the affordability is maintained.

The City continues to administer its First Time Homebuyer program. The affordability of these units is ensured through the resale restrictions and the City’s first right to purchase so the units are sold to new eligible buyers. The City budgets funds for additional subsidy, if needed, to ensure the affordability of assisted units.

The City also entered into a development agreement for two former RDA sites downtown that will include family rental units for households up to 80% AMI and a public parking garage. Referred to as the Kiku Crossing, the project is located at 480 E. Fourth Avenue with access to retail, restaurants and a Caltrain station 3 blocks away. The developer and the City decided to utilize the benefits of extra density provided by AB1763 which became law in Jan 2020 to revise the project from 164 to 225 units. The project received final planning approvals in Aug 2020, and executed the Development, Disposition and Loan Agreement. The City has committed $7.5 million in subsidy. Construction is expected to begin at throughout 2022.

The City updated its ADU program in 2018 and is working with 21 Elements to encourage the production of small units incorporated into single family properties. The City will adopt further program revisions in 2022-23.

Actions planned to reduce lead-based paint hazards
The City will continue to use its adopted procedures and guidelines to evaluate and reduce lead-based paint hazards as required for each eligible project performed using CDBG and HOME funding. This will apply to assisted acquisition, rehabilitation, the Minor Home Repair and Paint programs, and/or rehabilitation projects including Rebuilding Together Peninsula.

Actions planned to reduce the number of poverty-level families The actions to work toward eliminating poverty in San Mateo include:
• Strengthen the economic base in order to create and retain job opportunities in San Mateo:
• Provide affordable housing: Complete development of 225 units of affordable housing at the Kiku Crossing project site.
• Provide social services to help people reach self-sufficiency through public services grants. 213 of 653
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Actions planned to develop institutional structure
Gaps previously identified in institutional structure included reduction in staffing due to severe budget reductions, limiting institutional capacity. This will continue to be a reality for San Mateo and other jurisdictions and nonprofit agencies as well. This requires more careful coordination in services and as well as administration of programs. The Countywide CDBG Cohort group is an example of how staff from several cities coordinates public service agreements and monitoring in order to streamline the process. During the upcoming year the group will continue to share best practices and identify program areas that can be streamlined.

Actions planned to enhance coordination between public and private housing and social service agencies
The City will continue to collaborate with public and private housing developers as it manages its ongoing BMR program and manages new subsidized housing projects. In City sponsored affordable housing projects, it is expected that services are provided to the occupants such as transportation subsidy and information, after school programs, social activities, information and referral to other services including health, credit and food and clothing. The community is fortunate that these agencies are very well connected already, and the City assists when it can to strengthen the networks.

Discussion
Housing Preferences and Distribution
In light of the huge response, usually resulting in hundreds of applications for affordable housing projects, San Mateo adopted its Marketing Policies for Affordable Housing to establish a fair and effective process to lease rental units, and sell ownership units to new eligible buyers. The policy establishes household size priorities for bedroom sizes and a local preference for people who either live or work in San Mateo. The locality preference is a result of the City’s desire to prioritize local funds for local residents and to reduce commutes and resulting traffic congestion for those who work in the City.

The City has analyzed the racial/ethnic make-up of San Mateo using census data and compared it to the local region, defined as the County of San Mateo, and found no material differences in racial/ethnic percentages, therefore determined that this policy does not have a disparate impact on any minority group. This preference does not apply if a particular funding source prohibits a local preference.

The City has provided subsidies for a variety of housing types including rental, ownership, transitional and supportive housing units in a variety of locations and for a range of income levels, in an effort to serve as many households as possible. This is extremely challenging in a city of only nine square miles in size with one of the highest land and housing costs in the nation. Despite these challenges, only 26% of the subsidized housing in San Mateo is located in the CDBG Priority Neighborhood, which consists of the lowest income households and highest percentage of minorities. This planning plus the local preference provides residents opportunities to live in a variety of neighborhoods citywide. This is further assisted 214 of 653
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by the fact that all private developments, regardless of location, provide inclusionary units which results in advancing a variety of housing choices for community members. 215 of 653
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Program Specific Requirements
AP-90 Program Specific Requirements - 91.420, 91.220(l)(1,2,4) Introduction
Community Development Block Grant Program (CDBG)
Reference 24 CFR 91.220(l)(1)
Projects planned with all CDBG funds expected to be available during the year are identified in the Projects Table. The following identifies program income that is available for use that is included in projects to be carried out.

1. The total amount of program income that will have been received before the start of the next program year and that has not yet been reprogrammed 0

2. The amount of proceeds from section 108 loan guarantees that will be used during the year to address the priority needs and specific objectives identified in the grantee's strategic plan. 0

3. The amount of surplus funds from urban renewal settlements 0

4. The amount of any grant funds returned to the line of credit for which the planned use has not been included in a prior statement or plan 0

5. The amount of income from float-funded activities 0
Total Program Income: 0
Other CDBG Requirements

1. The amount of urgent need activities 0

2. The estimated percentage of CDBG funds that will be used for activities that benefit persons of low and moderate income.Overall Benefit - A consecutive period of one, two or three years may be used to determine that a minimum overall benefit of 70% of CDBG funds is used to benefit persons of low and moderate income. Specify the years covered that include this Annual Action Plan. 100.00% 216 of 653
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Discussion
The City utilizes 100% of its CDBG funds for eligible activities that assist low- and moderate-income households through direct services as well as improvements to the CDBG Priority Neighborhoods.

The CDBG grant funds plus annual program income from loan repayments are consistently allocated and spent in a timely manner to maximize assistance to the community. However, it is expected that there will be delays in delivering services, completing projects, and drawing down funds due to the COVID-19 pandemic.

The three-year period for calculating CDBG benefit is 2021, 2022, and 2023. 217 of 653

CITY OF SAN MATEO

AGREEMENT TO PROVIDE FUNDS

FOR COMMUNITY PURPOSES

COMMUNITY DEVELOPMENT BLOCK GRANT FUND
THIS AGREEMENT (Agreement) is made and entered into on this ____ day of _______ 2023, by and between the CITY OF SAN MATEO, hereinafter referred to as City, and SAMARITAN HOUSE, hereinafter referred to as Organization.

The City wishes to provide support for certain community purposes that provide a benefit to low-income San Mateo City residents.

To achieve common goals in the community, the City and the Organization agree as follows:

1. ORGANIZATION: The Organization is an independent contractor, organized in accordance with the laws of California, willing to and capable of performing such community services.

2. SERVICES: Organization shall provide the services and/or the improvements described in Attachment "A," the Organization Funding Proposal.

3. FUNDING: The source of City funds is the federal Community Development Block Grant Program (CDBG).

Funding shall be used for lawful purposes only. The City reserves the right to cancel, lower or rescind the amount of funding provided in this Agreement if federal funds are less than expected or other Congressional rescissions or restrictions to the program occur. There shall be no liability to Organization as a result of the lowering, or canceling of the funding under this agreement.

Funding by City to Organization shall be on progress payment basis as often as monthly, but to insure timely expenditures, not less than quarterly and shall in no event exceed $100,000. In the manner prescribed by the City, Organization shall provide an invoice for each request for payment that shall specify how the funds requested for reimbursement have been spent. Organization shall maintain receipts related to each reimbursable expense for five (5) years.

4. AGREEMENT TERM: This Agreement shall commence on the date of full execution, and shall terminate on June 30, 2024 and may be renewed for one additional year upon a fully executed amendment. The term of this Agreement shall be extended to cover any additional time period during which the Subrecipient remains in control of CDBG funds or other CDBG assets, including program income.

5. FISCAL AND OTHER RESPONSIBILITIES OF ORGANIZATION: Organization shall:

A. Comply with Federal Regulations, particularly the provisions of 2 CFR Part 200, “Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards”.

B. Establish and maintain a written system of accounts for budgeted funds that shall be in conformance with generally accepted principles of accounting. Such system of accounts shall be subject to review, approval and inspection by City.

C. Document all costs by maintaining complete and accurate records of all financial transactions, including, but not limited to, contracts, invoices, time cards, cash and charge receipts, vouchers, cancelled checks, bank statements and/or other official documentation evidencing in proper detail the nature and propriety of all transactions.
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D. Independent Audits: Organizations must perform an independent fiscal audit once a year, in conformance with the generally accepted standard accounting principles. Such audits must identify the total funds received and disbursed as well as funds granted and expended. The costs for such audits shall be at Organization's expense, unless otherwise provided for in this Agreement. The Organization Board of Directors must provide copies of the completed audits to the City within thirty (30) days of their completion and acceptance by the Organization Board of Directors.

E. Disallowed Costs: Disallowed costs are costs not allowed and approved by the City. Organization is liable for repayment of disallowed costs. Disallowed costs may be identified through Quarterly Reports, audits, examination of invoices, monitoring or other sources. Organization shall be afforded the opportunity to respond to any adverse findings which may lead to disallowed costs.

F. Activities described in this Agreement must be carried out in compliance with the following federal laws and regulations.
1) Davis-Bacon Act, as amended (40 U.S.C. 276a to 276a-5 and 29 CFR, Part 5), as it relates to the hiring of laborers and mechanics on construction projects. Section 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327 et seq. and 29 CFR Part 5). 2) The flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (42 U.S.C. 4001)(Pub. L. 93-234).
3) The relocation requirements of Title II and the acquisition requirements of Title III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (Uniform Act)(42 U.S.C. 4601-4655) and HUD implementing regulations, 49 CFR Part 24. 4) The lead-based paint requirements of 24 CFR Part 35 Subpart B issued pursuant to Section 401(b) of the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. 4831(b)). 5) Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.)(Pub. L. 88-352) and implementing regulations 24 CFR Part 1 as it relates to prohibiting discriminatory action under any activity receiving Federal funds.

The Fair Housing Act (42 U.S.C. 3601-3620)(Pub. L. 90-284) as it ensures fair housing practices and prohibits housing discrimination based on race, color, religion, sex, national origin, handicap, or familial status.

Executive Order 11063, as amended by Executive Order 12259 (3 CFR, 1959-1963 Comp., p.652; 3 CFR, 1980 Comp., p.307)(Equal Opportunity in Housing), and implementing regulations in 24 CFR Part 107, as they relate to non-discrimination in housing. 6) Section 109 of the Housing and Community Development Act of 1974, as amended; and the regulations issued pursuant thereto 24 CFR Section 470.601 as it relates to prohibiting discriminatory actions in activities funded by Community Development Funds.

The Age Discrimination Act of 1975 (42 U.S.C. 6101 et seq.)(Pub. L. 94-135) as amended, and implementing regulations contained in 24 CFR part 146.

Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794) and implementing regulations contained in 24 CFR part 8 as they relate to prohibiting discrimination against individuals with disabilities.
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7) Executive Order 11246, as amended by Executive Orders 11375, 11478, 12086 and 12107 (Equal Employment Opportunity) and implementing regulations issued at 41 CFR Chapter 60 and Section 3 of the Housing and Urban Development Act of 1968 (12 U.S.C. 1701u), as amended and implementing regulations at 24 CFR part 135 as they relate to equal employment opportunities.
8) Use of debarred, suspended, or ineligible contractors or subrecipients is prohibited directly or indirectly as part of this award as set forth in 24 CFR part 5. 9) The Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) which requires new Federally funded buildings and other facilities to be accessible to physically disabled persons.

The Americans with Disabilities Act (42 U.S.C. 12131; 47 U.S.C. 155, 201, 218 and 225)(ADA) which protects the comprehensive civil rights of individuals with disabilities. 10) No member, officer or employee of the organization, or its designees or agents, no member of the governing body of the locality in which the program is situated, and no other public official of such locality or localities who exercises any functions or responsibilities with respect to the program during his/her tenure or for one year thereafter, shall have any interest, direct or indirect, in any contract or subcontract, or the proceeds thereof, for work to be performed in connection with the program assisted under the Grant, and that it shall incorporate, or cause to be incorporated, in all such contracts or subcontracts a provision prohibiting such interest pursuant to the purposes of the certification.
11) There shall be no religious worship, instruction or proselytization as part of, or in connection with the performance of this Agreement.

G. For public works projects, comply with San Mateo Municipal Code Chapter 3.61 and state prevailing wage laws, including contractor registration with the Department of Industrial Relations.

H. Comply with the City's minimum wage ordinance as codified in Municipal Code Chapter 5.92, which differs from the state minimum wage and includes a Consumer Price Index escalator.

6. RECORDS, REPORTS AND AUDITS OF ORGANIZATION:

A. Establishment and Maintenance of Records: Organization shall maintain records, including but not limited to books, financial records, supporting documents, statistical records, personnel, property, and all other pertinent records sufficient to reflect properly (1) all direct and indirect costs of whatever nature claimed to have been incurred and anticipated to be incurred to perform this Agreement, and (2) all other matters covered by this Agreement.

B. Preservation of Records: Organization shall reserve and make available its records:
1) Until the expiration of five (5) years from the date of the submission of the annual financial status report.
2) For such longer period, if any, as is required by applicable law; or 3) If this Agreement is completely or partially terminated, the records relating to the work terminated shall be preserved and made available for a period of five (5) years from the date of any resulting final settlement.
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C. Program Report: Organization shall provide Program Reports to the City of San Mateo detailing progress made toward the provision of services as described in Attachment "A". Reports are due by the 15th of the month following the end of each quarter. Organization shall include an Annual Report, in addition to the final quarterly report, which summarizes the achievement of stated outcomes for the program year.

7. SUSPENSION AND TERMINATION: In accordance with 24 CFR 85.43, suspension or termination may occur if the subrecipient materially fails to comply with any term of the award, and the award may be terminated for convenience in accordance with 24 CFR 85.44.

8. INTEREST OF PUBLIC OFFICIALS: No members, officers, employees or agents of the City, shall have any interest, direct or indirect, in this Agreement or a related subcontract.

9. INSPECTION OF PROGRAM: It is understood that periodic review of the Organization's program will be necessary under procedures set forth in the City's CDBG Subrecipient Performance Monitoring Procedures.

10. PROGRAM INCOME: Organization shall record program income as part of the financial transactions of the program. Organization agrees that program income shall only be used in performing services and activities specified in Attachment "A". Program income not used for these purposes shall be accounted for and returned to the City.

11. REVERSION OF ASSETS: If the Organization is dissolved or ceases to exist, any CDBG funds on hand at the time of its dissolution shall be accounted for per Section 4.B and immediately returned to the City. Any real property owned by the Organization which was purchased or improved with City funds in the amount of $25,000 or more under the terms of this Agreement shall either:

A. Be used to meet one of the CDBG national objectives for at least five (5) years after the expiration of this Agreement; or
B. Be disposed of at a fair market value and a proration of these funds shall be returned to the City. The proration will be based on the percentage of CDBG funds used to acquire or improve the property as part of this contract.

12. ASSIGNABILITY: Organization shall not assign this Agreement and shall not transfer any interest in this Agreement without the prior written consent of the City.

13. MEDIATION: Should any dispute arise out of this Agreement; any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the State Mediation and Conciliation Service, or other agreed-upon service. The mediator shall be selected by a blind draw.

14. INDEMNIFICATION AND HOLD HARMLESS: Organization agrees to hold harmless, defend, and indemnify the City, its elected and appointed officials, employees, and agents from and against any and all claims, loss, liability, damage, and expense arising out of Organization's performance or nonperformance of this Agreement. This section survives termination of the Agreement.

15. INSURANCE: Organization shall procure and maintain for the duration of the contract the insurance as specified below:

A. Coverage shall be at least as broad as:
1) Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 12 07 covering CGL on an “occurrence” basis, including products-completed operations, personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Organization has no owned autoes, hired (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage. 3) Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

If the Organization maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the contractor.

B. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
1) Additional Insured Status: The City, its elected and appointed officials, employees, and agents are to be covered as insureds on the auto policy for liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the Organization; and on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Organization including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Organization's insurance (at least as broad as ISO Form CG 20 10, 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used).
2) Primary Coverage: For any claims related to this contract, the Organization's insurance coverage shall be primary insurance as respects the City, its elected and appointed officials, employees, and agents. Any insurance or self-insurance maintained by the City, its elected and appointed officials, employees, or agents shall be excess of the Organization's insurance and shall not contribute with it.
3) Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except after thirty (30) days' prior written notice (10 days for non-payment) has been given to the City.
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4) Waiver of Subrogation: Organization hereby grants to City a waiver of any right to subrogation which any insurer of said Organization may acquire against the City by virtue of the payment of any loss under such insurance. Organization agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. 5) Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Organization to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. 6) Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII, unless otherwise acceptable to the City. 7) Verification of Coverage: Organization shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Organization's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

16. NONDISCRIMINATION:

A. General: No person shall, on the grounds of race, color, national origin, religious affiliation or non-affiliation, marital status, medical condition, sex, age, disability status, sexual orientation or political affiliation, be excluded from participation in, be denied the benefits, or be subjected to discrimination or harassment under this Agreement.

B. Employment: Organization shall ensure equal employment opportunity based on objective standards of recruitment, selection, promotion, classification, compensation, performance evaluations, and management relations, for all employees under this Agreement. Organization's personnel policies shall be made available to City upon request.

17. GOVERNING LAW AND VENUE. This Agreement is governed by the laws of the State of California. In the event of litigation, venue will be in the County of San Mateo.

18. PROJECT REPRESENTATION: The City and Organization hereby designate the following agents to act as project representatives and receive all notices in the execution of this Agreement.

CITY: Nicky Vu
Housing Specialist
City of San Mateo
330 West 20th Avenue
San Mateo, CA 94403
ORGANIZATION: Laura Bent
CEO
Samaritan House
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4031 Pacific Blvd.

San Mateo, CA 94403-4666
This Agreement has been duly executed by the following parties:

ORGANIZATION: CITY OF SAN MATEO
a municipal corporation
Samaritan House
By: By:

Alex Khojikian, City Manager
Date: Date:

Approved as to Form:

Mazarin Vakharia
Asst. City Attorney
224 of 653
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EXHIBIT A – PROJECT SCOPE

1. PROJECT SUMMARY: Samaritan House has been a vital service provider in the community, addressing inequity for the underserved, low-income residents of San Mateo County through increased access to shelter and housing assistance; medical and dental clinics; clothes for children; personalized case management and much more. Samaritan House will utilize CDBG funds as a capital grant to renovate the parking lot of the program and administrative offices, which expects to serve 3,000 un-duplicated clients in the City of San Mateo during the program year.

2. PRIMARY GOALS AND OUTCOMES:
• Asphalt Repair
• Sealcoating
• Restriping
• Carport purchase/installation
• Fence repair

3. TIMELINE: Renovation of the Samaritan House Parking will begin after all funding sources have been identified. Construction is expected to continue throughout 2023 and 2024. Clients will continue to be served throughout the process.

4. INCOME VERIFICATION: Each client who arrives at Samaritan House must be screened for income eligibility prior to receiving services. Each client has an intake session in which they fill out the intake questionnaire packet with a case manager. The packet includes screening forms, which gather information on demographics, household information, income and expenses, history of program utilization, and other relevant information.

Supporting documentation is required to support eligibility and verify income including pay stubs, bank statements, utility bills, lease agreements, benefit letters and other documents as appropriate. Depending on the specific program other verification (i.e. direct staff contact with landlord) may be required. This third-party documentation and/or client signatures on certification forms are available on file for review at all times. \
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EXHIBIT B – FY 2023-2024 AGREEMENT BUDGET
Agency: Samaritan House
Program: Parking Lot Renovation
Budget Line Item San Mateo Other Funding Program Total
Operations/Maintenance
Parking lot resurface/repair $59,121 $0 $59,121
Carport installation $25,000 $0 $25,000
Fence repair $3,312 $0 $3,312
Contingency $12,567 $4,920 $17,487
TOTAL $100,000 $4,920 $104,920
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 11 Section Name: CONSENT CALENDAR Account Number: 10-3133 File ID: 23-7779 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: August 21, 2023
SUBJECT:

Permanent Local Housing Allocation Grant Program Fiscal Year 2023-2024 – Grant Appropriation RECOMMENDATION:

Adopt a Resolution to appropriate $584,800 of Permanent Local Housing Allocation grant program funds from the Department of Housing and Community Development into the fiscal year 2023-2024 operating budget.

BACKGROUND:

The purpose of the PLHA grant is for the Department of Housing and Community Development (HCD) to provide a permanent source of funding to all local governments in California to help cities and counties implement plans to increase housing affordability. This is a flexible funding source that can be used for a wide range of activities from increasing the housing supply to providing supportive services. The PLHA application requires that the City develop a five-year plan to allocate spending. The third-year allocation amount is $584,800.

Staff has consulted with local agencies that have expressed interest in receiving program funds to increase housing affordability in San Mateo. Due to variability in the amount of funds made available to the City from HCD each year, staff continues to weigh the priorities of the City with funding available and will make award decisions for the third year of funding with a future amendment to the PLHA Five-Year Plan.

The City funded the following activities with the second year PLHA allocation of $531,409:
• Bridge – Operations subsidy for client services at an affordable housing development for $61,541. • HIP Housing – Operations subsidy to preserve 147 existing affordable units at six different locations for $80,000. • HIP Housing – Program to match low-income renters with homeowners that have spare rooms for $25,000. • LifeMoves (Rapid Rehousing) – Program to provide rental assistance and case management to individuals at risk of experiencing homelessness for $280,353.
• LifeMoves (Shelter) – Program to provide funds for homeless shelter operations for $42,945. • Samaritan House – Program to provide funds for homeless shelter operations for $15,000.

The five-year plan that is submitted to the State can be amended in the future if changes are desired. Staff continues to evaluate the appropriate budget based on emerging needs and existing program accomplishments.

BUDGET IMPACT:

Staff previously set up a fund (referred to as Fund 280) for this grant. PLHA is a noncompetitive grant which will be allocated to the City over a course of five years. The grant amount for the third year is $584,800. The exact dollar amount will vary annually based upon the collection of the real estate recording fees, but the total estimated dollar amount the city will receive over five years is $2,051,364.
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CITY OF SAN MATEO
ENVIRONMENTAL DETERMINATION:

This appropriation is not a project subject to CEQA, because it is a government fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment. (CEQA Guidelines Section 15378(b)(4).)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 - Proposed Resolution

STAFF CONTACT
Nicky Vu, Housing Specialist II
[email protected]
650-522-7229
228 of 653

CITY OF SAN MATEO
RESOLUTION NO. ____ (2023)
APPROPRIATE $584,800 FROM NEW PERMANENT LOCAL HOUSING ALLOCATION ENTITLEMENT FUNDS AND FUNDS INTO OPERATING BUDGET FOR 2023-24
WHEREAS, Section 5.13(a) of the City Charter requires Council approval by resolution for supplemental appropriations to the City’s budget; and
WHEREAS, The California Department of Housing and Community Development has made available $584,800 in the Permanent Local Housing Allocation (PLHA) Fund to be used to increase housing affordability.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN MATEO, CALIFORNIA, HEREBY RESOLVES that:

1. In accordance with California Environmental Quality Act (CEQA) Guidelines section 15378(b)(4), an appropriation is not a project subject to CEQA because it is a government fiscal activity which does not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment.

2. A budget appropriation from the Permanent Local Housing Allocation Grant entitlement fund to the PLHA Fund operating budget for fiscal year 2023-24 is approved in the amount of $584,800. 229 of 653

CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 12 Section Name: CONSENT CALENDAR Account Number: 26-3111 File ID: 23-7834 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: August 21, 2023
SUBJECT:

On-Call Professional Planning Services – Agreement
RECOMMENDATION:

Approve an agreement with Metropolitan Planning Group for on-call professional technical planning services for a period of five years from August 22, 2023 through June 30, 2028 in an amount not to exceed $750,000 and authorize the City Manager to execute the agreement in substantially the form presented.

BACKGROUND:

The Community Development Department (CDD) frequently utilizes consultants to provide various specialized professional services to support the processing of planning and building applications. Given the volume of planning applications that CDD receives and processes, staff works with consultants on an as-needed basis, based on the complexity and specific needs of an application. To expand the group of consultants available to support the planning application review process, CDD issued a request for qualifications (RFQ) in fall of 2022 to identify firms interested in and qualified to provide various specialized planning support services on an on-call basis.

M-Group submitted a statement of qualifications that reflected their knowledge, technical expertise and broad experience in various aspects of Planning that the City anticipates needing in the coming years. M-Group is an experienced Bay Area firm that was established in 2006 and has also provided contract planning services to the City in the past. The new agreement would be for approximately a five-year term, ending on June 30, 2028, and have a not-to exceed amount of $750,000.

BUDGET IMPACT:

The services provided by M-Group would either be pass-through funds relating to private development applications and paid for by the applicant, or would be accounted for in the Department budget associated with City initiatives or advanced planning projects.

ENVIRONMENTAL DETERMINATION:

All meeting noticing requirements were met.

ATTACHMENTS
Att 1 - Agreement
230 of 653

CITY OF SAN MATEO

STAFF CONTACT
Manira Sandhir, Planning Manager
[email protected]
650-522-7203
231 of 653
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AGREEMENT WITH M-GROUP

FOR PROFESSIONAL CONSULTANT SERVICES
FOR
On-Call Professional Planning Services
This Agreement, made and entered into this day of _______, by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California (“CITY”), and Metropolitan Planning Group (M-Group), a corporation (“CONSULTANT”), whose address is 51 E.

Campbell Avenue #1247, Campbell, CA 95009.

RECITALS:

A. CITY desires certain on-call professional and technical Planning services hereinafter described.

B. CITY desires to engage CONSULTANT to provide these on-call professional and technical Planning services by reason of its qualifications and experience for performing such services and CONSULTANT has offered to provide the required services on the terms and in the manner set forth herein.

NOW, THEREFORE, IT IS AGREED as follows:

SECTION 1 - SCOPE OF SERVICES
The scope of services to be performed by CONSULTANT under this Agreement is as described in Exhibit A to this Agreement, attached and incorporated by reference.

CONSULTANT represents that it is qualified to furnish the services described under this Agreement.

CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the services of CONSULTANT.

CONSULTANT agrees to comply with the City’s minimum wage ordinance as codified in Municipal Code Chapter 5.92, which differs from the state minimum wage and includes a Consumer Price Index escalator.
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SECTION 3 - DUTIES OF CITY
CITY shall provide pertinent information regarding its requirements for the project.

CITY shall examine documents submitted by CONSULTANT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of CONSULTANT's work.

SECTION 4 - TERM
The services to be performed under this Agreement shall commence on August 22, 2023 and be completed on June 30, 2028.

SECTION 5 - PAYMENT
Payment shall be made by CITY only for services rendered and upon submission of a payment request upon completion and CITY approval of the work performed. In consideration for the full performance of the services set forth in Exhibit A, CITY agrees to pay CONSULTANT a fee in an amount not to exceed $750,000, pursuant to rates stated in Exhibit B to this Agreement, attached and incorporated by reference.

SECTION 6 - TERMINATION
Without limitation to such rights or remedies as CITY shall otherwise have by law, CITY shall have the right to terminate this Agreement or suspend work on the Project for any reason, upon ten (10) days' written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement upon receipt of said written notice.

SECTION 8 - CONFIDENTIALITY
All reports and documents prepared by CONSULTANT in connection with the performance of this Agreement are confidential until released by CITY to the public. CONSULTANT shall not make any such documents or information available to any individual or organization not employed by CONSULTANT or CITY without the written consent of CITY before any such release. 233 of 653
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SECTION 9 - INTEREST OF CONSULTANT
CONSULTANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services under this Agreement.

SECTION 14 - RELIANCE UPON PROFESSIONAL

SKILL OF CONSULTANT
It is mutually understood and agreed by and between the parties hereto that CONSULTANT is skilled in the professional calling necessary to perform the work agreed to be done under this Agreement and that CITY relies upon the skill of CONSULTANT to do and perform the work in the most skillful manner, and CONSULTANT agrees to thus perform the work. The acceptance of CONSULTANT's work by CITY does not operate as a release of CONSULTANT from said obligation. 234 of 653
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SECTION 15 - WAIVERS
The waiver by either party of any breach or violation of any term, covenant, or condition of this Agreement or of any provisions of any ordinance or law shall not be deemed to be a waiver of such term, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or of any other term, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this Agreement or of any applicable law or ordinance.

The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator, shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties. 235 of 653
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SECTION 20 - LITIGATION
CONSULTANT shall testify at CITY'S request if litigation is brought against CITY in connection with CONSULTANT's services under this Agreement. Unless the action is brought by CONSULTANT, or is based upon CONSULTANT's wrongdoing, CITY shall compensate CONSULTANT for preparation for testimony, testimony, and travel at CONSULTANT's standard hourly rates at the time of actual testimony.

SECTION 21 - NOTICES
All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows:

To CITY: Manira Sandhir, AICP
City of San Mateo
330 W. 20th Avenue
San Mateo, CA 94403
To CONSULTANT: M-Group
Attn: Heather Bradley, Principal and
Treasurer
51 E. Campbell Avenue #1247
Campbell, CA 95009
SECTION 22 - AGREEMENT CONTAINS ALL
UNDERSTANDINGS; AMENDMENT
This document represents the entire and integrated agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations, and agreements, either written or oral.

This document may be amended only by written instrument, signed by both CITY and CONSULTANT.

SECTION 23 - AUTHORITY TO ENTER INTO AGREEMENT
CONSULTANT has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective party.
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SECTION 24 - GOVERNING LAW AND VENUE
This Agreement shall be governed by the laws of the State of California and, in the event of litigation, venue will be in the County of San Mateo.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, CITY OF SAN MATEO and M-Group have executed this Agreement the day and year first above written.

CITY OF SAN MATEO CONSULTANT
Alex Khojikian
City Manager
Date Heather Bradley
Its Authorized Agent
Principal
If a Corporation, can be either 1)
President or 2) Vice President plus
an additional corporate officer
(i.e., Secretary, Treasurer) who
shall sign below.

Date

APPROVED AS TO FORM ADDITIONAL CORPORATE

OFFICER
(if necessary per the above)
Mazarin Vakharia
Assistant City Attorney
Date
Attachments:

Exhibit A: Scope of Services
Exhibit B: Fee Rates
Exhibit C: Insurance Requirements
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EXHIBIT A

SCOPE OF SERVICES
Perform on-call professional technical planning services, including:

1. Specialized Planning Services: Site planning, project management (of long-planning range planning processes and development applications), staff report writing, design review, building permit review, Planning Commission facilitation, and other specialized project assistance.

2. Policy Planning: Assist with creation and facilitation of policy planning initiatives such as General Plans, Specific Plans, Master Plans, Downtown/Transit Corridor Plans, Transportation Demand Management Strategies, and Zoning Codes.

3. Housing Strategy: Assist in developing strategies to produce more housing for all income levels and implement Housing Element programs and policies.

4. Policy Implementation: Implement and track Long-Range Planning documents, such as General Plans, Housing Elements, Downtown Plan, and Specific Plans.

5. Permit Streamlining & Development Review: Review and make recommendations related to optimizing the development and project review processes, that meet the needs of the City and applicant, and follow State legislation and other regulatory agencies.

6. Transportation Demand Management: Implement transportation-related strategy, policy planning, and monitoring services for development projects as part of the entitlement review and condition compliance.

7. California Environmental Quality Act (CEQA): Complete, facilitate, or manage consultants to complete initial reviews, categorical exemptions, negative declarations, and monitor projects consistent with CEQA.

8. Outreach Support: Facilitate community meetings or open houses - whether they relate to a specific development project, policy planning topic, or broader community topics. 239 of 653
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EXHIBIT B

FEE RATES
M-GROUP | 2023-2024 RATE SHEET
* Hourly rates are subject to annual adjustment on January 1st. * M-Group adds a 10% administration fee to Sub-consultant rates.

M-GROUP STAFF HOURLY RATE
2023 2024
Admin Analyst
Planning Tech $90 $95
Assistant Planner
Assistant Urban Designer
Social Media Coordinator
$110 $115
Associate Planner
Associate Urban Designer
GIS Services
$140 $145
Environmental Planner
Historic Preservation
Specialist
Public Art Specialist
$155 $160
Senior Planner
Senior Urban Designer
Senior Environmental
Planner
Project Manager
$165 $175
Principal Planner
Principal Environmental
Planner
Principal Policy Planner
Director of Urban Design
$185 $195
Principal $265-$285 $280-$300
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EXHIBIT C

INSURANCE REQUIREMENTS

MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
For any claims related to this contract, the CONSULTANT’s insurance coverage shall be primary insurance as respects the City, its elected and appointed officials, employees, and agents. Any insurance or self-insurance maintained by the City, its elected and appointed officials, employees, or agents shall be excess of the CONSULTANT’s insurance and shall not contribute with it. 241 of 653
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Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except after thirty (30) days’ prior written notice (10 days for non-payment) has been given to the City.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.

CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 13 Section Name: CONSENT CALENDAR Account Number: 10-5131 File ID: 23-7622 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Police Department
MEETING DATE: August 21, 2023
SUBJECT:

Flock Safety Platform – Purchase Agreement
RECOMMENDATION:

Adopt a Resolution to approve the use of an alternative purchasing procedure; approve an agreement with Flock Group Inc., to purchase Flock Safety Platform products and services for automated license plate reader technology for a five-year term in the cumulative amount of $501,350; and authorize the Chief of Police to execute the agreement in substantially the form presented.

BACKGROUND:

The San Mateo Police Department continually seeks to enhance crime detection and solving capabilities by leveraging advancements in technology. Automated license plate reader (LPR) technology has been used by the Police Department to solve crime and provide evidence to prosecutors since 2011. The use of LPR technology has become an industry standard and a best practice for criminal investigations.

LPR technology is rapidly advancing and has become less expensive, making it more readily accessible to cities, homeowner and neighborhood associations, shopping centers, and business districts. Through the San Mateo County Police Chiefs and Sheriffs Association, staff became aware of LPR technology provided by Flock Safety. Flock leases a turnkey system, which includes the physical equipment and software at a cost of approximately $2,500 per unit, per year.

The proposed contract is for a five-year term, for the provision of forty LPRs, to be deployed in areas vulnerable to property crimes and gang-related activity throughout the City. A key strength of the technology is that investigators can access near real-time information to quickly deploy officers in the field to locate and apprehend criminals. Having more locations with LPR technology enhances this capability. Additionally, it is anticipated the presence of this technology may deter those seeking to participate in criminal activity.

Raw LPR data is not stored or retained by SMPD. Staff utilizes the strictest industry standards with respect to how data is accessed and by whom. We have a records sharing agreement with the Northern California Regional Intelligence Center (NCRIC), along with all of the other allied County law enforcement agencies, to ensure adherence to these strict standards.

Although Flock Systems is a private company, they do not have access to identifying information for the LPR image data they are collecting through their devices. This raw LPR data is retained on their servers for up to 30 days. The raw LPR data is uploaded directly to the NCRIC within 30 days, where it is stored and managed based on stringent federally-constructed policies. Access to the NCRIC data is strictly regulated and is for law enforcement personnel only. The LPR data stored on NCRIC servers is automatically deleted after one year per Federal guidelines, unless it is part of an ongoing investigation.

Once the LPR data is deleted, it cannot be retrieved. SMPD is in compliance with the law, and maintains a webpage explaining our commitment to privacy and strict procedures in the use of LPRs, and have made policies and usage statistics available to the public on the website.
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CITY OF SAN MATEO
Staff wishes to enter into a multi-year contract to secure services for a five-year term at the current prices which are expected to go up next year. The cost for the first year is $101,350, with subsequent years costing $100,000 annually.

Staff requests approval of the purchase pursuant to SMMC 3.60.070(h)(3), which allows the Council to use any purchasing process that is in the best interest of the City. Flock has emerged as a leader in this industry due to product affordability and ease of use. The Flock technology is used by a majority of neighboring cities including: Atherton, Brisbane, Burlingame, Colma, Daly City, East Palo Alto, Foster City, Menlo Park, Millbrae, Redwood City, San Bruno, South San Francisco, in addition to several neighboring counties. The Flock product meets the Police Department’s interest in that it will not require changes in how we train, operate, or manage data. Staff has been pleased with Flock Group Inc.'s responsiveness and customer service. For these reasons, staff believes it to be in the best interest of the City to proceed with this agreement.

BUDGET IMPACT:

Funding for the first year of this agreement is included in the Police Department’s FY2023-24 operating budget. Future costs will be incorporated into the 2024-26 Business Plan.

ENVIRONMENTAL DETERMINATION:

This agreement is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Proposed Resolution
Att 2 – Agreement

STAFF CONTACT
Ed Barberini, Chief of Police
[email protected]
(650) 522-7600
Matthew Earnshaw, Lieutenant
[email protected]
(650) 522-7627
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CITY OF SAN MATEO
RESOLUTION NO. ____ (2023)
APPROVING AN AGREEMENT WITH FLOCK GROUP, INC.

FOR FLOCK SAFETY PLATFORM
($501,350)
WHEREAS, the Police Department wishes to enhance crime detection and crime solving capabilities by leveraging advancements in automated license plate reader (LPR) technology; and WHEREAS, the Flock Safety Platform has been identified as the best fit for our agency and staff wishes to enter into a multi-year contract to secure services at current pricing; and WHEREAS, Municipal Code Section 3.60.070(h)(3) provides that the City may use any purchasing procedures approved by the City Council if the Council makes a finding concurrent with the award that the procedures are in the best interest of the City for that particular agreement.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN MATEO, CALIFORNIA, HEREBY RESOLVES that:

1. This action is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment (Public Resources Code Section 21065).

2. Pursuant to Municipal Code Section 3.60.070(h)(3), it is found that approval of the agreement with Flock Group, Inc. to purchase the Flock Safety Platform is in the City’s best interest because Flock is a leader in the industry; is used by a majority of neighboring law enforcement agencies; and it will not require changes in how staff trains, operates, or manages data.

3. The purchase agreement in the cumulative amount of $501,350 is approved.

4. The Chief of Police is authorized to execute the agreement. 245 of 653
Flock Safety + City of San Mateo
______________
Flock Group Inc.
1170 Howell Mill Rd, Suite 210
Atlanta, GA 30318
______________
MAIN CONTACT:

Jake Sherman
[email protected]
8187467444
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Company Overview
At Flock Safety, technology unites law enforcement and the communities they serve to eliminate crime and shape a safer future, together. We created the first public safety operating system to enable neighborhoods, schools, businesses, and law enforcement to work together to collect visual, audio, and situational evidence across an entire city to solve and prevent crime.

Our connected platform, comprised of License Plate Recognition (LPR), live video, audio detection, and a suite of integrations (AVL, CAD & more), alerts law enforcement when an incident occurs and turns unbiased data into objective answers that increase case clearance, maximize resources, and reduce crime -- all without compromising transparency or human privacy.

Join thousands of agencies reducing crime with Flock Safety’s public safety operating system 2000+ 120 1B+ <60%*
communities with privatepublic partnershipsincident alerts / minute 1B+ vehicles detected / month
<60% local crime reduction
in Flock cities
*According to a 2019 study conducted by Cobb County Police Department Introduction
Layer Intelligence to Solve More Crime
The pathway to a safer future looks different for every community. As such, this proposal presents a combination of products that specifically addresses your public safety needs, geographical layout, sworn officer count, and budget. These components make up your custom public safety operating system, a connected device network and software platform designed to transform real-time data into a panoramic view of your jurisdiction and help you zero in on the leads that solve more cases, prevent future crimes, and foster trust in the communities you serve.

Software Platform
Flock Safety's out-of-box software platform collects and makes sense of visual, audio, and situational evidence across your entire network of devices.
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Out-of-Box Software Features
Simplified Search Get a complete view of all activity tied to one vehicle in your network of privately and publicly owned cameras.

The user-friendly search experience allows officers to filter hours of footage in seconds based on time, location, and detailed vehicle criteria using patented Vehicle Fingerprint ™ technology. Search filters include:
● Vehicle make
● Body type
● Color
● License plates
○ Partial tags
○ Missing tags
○ Temporary tags
○ State recognition
● Decals
● Bumper stickers
● Back racks
● Top racks
National and Local Sharing Access 1B+ additional plate reads each month without purchasing more cameras. Solve cross-jurisdiction crimes by opting into Flock Safety's sharing networks, including one-toone, national, and statewide search networks. Users can also receive alerts from several external LPR databases:

California SVS
FDLE
FL Expired Licenses
FL Expired Tags
FL Sanctioned Drivers
FL Sex Offenders
Georgia DOR
IL SOS
Illinois Leads
NCIC
NCMEC Amber Alert
REJIS
CCIC
FBI
Real-time Alerts Receive SMS, email, and in-app notifications for custom Hot Lists, NCIC wanted lists, AMBER alerts, Silver alerts, Vehicle Fingerprint matches, and more.

Interactive ESRI Map View your AVL, CAD, traffic, and LPR alerts alongside live onscene video from a single interactive map for a birdseye view of activity in your jurisdiction.

Vehicle Location Analysis Visualize sequential Hot List alerts and the direction of travel to guide officers to find suspect vehicles faster.
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Out-of-Box Software Features (Continued)
Transparency Portal Establish community trust with a public-facing dashboard that shares policies, usage, and public safety outcomes related to your policing technology.

Insights Dashboard Access at-a-glance reporting to easily prove ROI, discover crime and traffic patterns and prioritize changes to your public safety strategy by using data to determine the most significant impact.

Native MDT Application Download FlockOS to your MDTs to ensure officers never miss a Hot List alert while out on patrol.

Hot List Attachments
Attach relevant information to Custom Hot List alerts. Give simple, digestible context to Dispatchers and Patrol Officers responding to Hot List alerts so they can act confidently and drive better outcomes. When you create a custom Hot List Alert, add case notes, photos, reports, and other relevant case information.

Single Sign On (SSO) Increase your login speed and information security with Okta or Azure Single Sign On (SSO). Quickly access critical
information you need to do your job by eliminating the need for password resets and steps in the log-in process.
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License Plate Recognition
The Flock Safety Falcon® LPR camera uses Vehicle Fingerprint™ technology to transform hours of footage into actionable evidence, even when a license plate isn't visible, and sends Hot List alerts to law enforcement users when a suspect vehicle is detected. The Falcon has fixed and location-flexible deployment options with 30% more accurate reads than leading LPR.* *Results from the 2019 side-by-side comparison test conducted by LA County Sheriff's Department Flock Safety Falcon®LPR Camera Flock Safety Falcon® Flex Flock Safety Falcon® LR Fixed, infrastructure-free LPR camera
designed for permanent placement.
√ 1 Standard LPR Camera
√ Unlimited LTE data service + Flock OS
platform licenses
√ 1 DOT breakaway pole
√ Dual solar panels
√ Permitting, installation, and ongoing
maintenance
Location-flexible LPR camera designed
for fast, easy self-installation, which is
ideal for your ever-changing
investigative needs.
√ 1 LPR Camera
√ Unlimited LTE data service + software
licenses
√ 1 portable mount with varying-sized
band clamps
√ 1 Charger for internal battery
√ 1 hardshell carrying case
Long-range, high-speed LPR camera
that captures license plates and Vehicle
Fingerprint data for increasing
investigative leads on high-volume
roadways like highways and interstates.
√ 1 Long-Rage LPR Camera
√ Computing device in protective poly
case
√ AC Power
√ Permitting, installation, and ongoing
maintenance
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Your Flock Safety Team
Flock Safety is more than a technology vendor; we are a partner in your mission to build a safer future. We work with thousands of law enforcement agencies across the US to build stronger, safer communities that celebrate the hard work of those who serve and protect. We don’t disappear after contracts are signed; we pride ourselves on becoming an extension of your hard-working team as part of our subscription service.

Implementation Meet with a Solutions Consultant (former LEO) to build a deployment plan based on your needs. Our Permitting Team and Installation Technicians will work to get your device network approved, installed, and activated.

User Training + Support Your designated Customer Success Manager will help train your power users and ensure you maximize the platform,
while our customer support team will assist with needs as they arise.

Maintenance We proactively monitor the health of your device network. If we detect that a device is offline, a full-time technician will service your device for no extra charge.

Note: Ongoing maintenance does not apply to Falcon Flex devices.

Public Relations Government Affairs
Get support educating your stakeholders, including city councils and other governing bodies.

Media Relations
Share crimes solved in the local media with the help of our Public Relations team.
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EXHIBIT A

ORDER FORM
Customer: CA - San Mateo PD Initial Term: 60 Months
Legal Entity Name: City of San Mateo Renewal Term: 24 Months Accounts Payable Email: [email protected] Payment Terms: Net 30 Address: 200 Franklin Parkway San Mateo, California
94403
Billing Frequency: Annual Plan - First Year Invoiced at Signing.

Retention Period: 30 Days
Hardware and Software Products
Annual recurring amounts over subscription term
Item Cost Quantity Total
Flock Safety Platform $100,000.00
Flock Safety Flock OS
FlockOS ™ Included 1 Included
Flock Safety LPR Products
Flock Safety Falcon ® Included 31 Included
Flock Safety Falcon ® Included 9 Included
Professional Services and One Time Purchases
Item Cost Quantity Total
One Time Fees
Flock Safety Professional Services
Professional Services - Existing Infrastructure
Implementation Fee $150.00 9 $1,350.00
Subtotal Year 1: $101,350.00
Annual Recurring Subtotal: $100,000.00
Discounts: $100,000.00
Estimated Tax: $0.00
Contract Total: $501,350.00
Taxes shown above are provided as an estimate. Actual taxes are the responsibility of the Customer. This Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”) unless either Party gives the other Party notice of non-renewal at least thirty (30) days prior to the end of the then-current term. 252 of 653
Billing Schedule
Billing Schedule Amount (USD)
Year 1
At Contract Signing $101,350.00
Annual Recurring after Year 1 $100,000.00
Contract Total $501,350.00
*Tax not included
Discounts
Discounts Applied Amount (USD)
Flock Safety Platform $100,000.00
Flock Safety Add-ons $0.00
Flock Safety Professional Services $0.00
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Product and Services Description
Flock Safety Platform Items Product Description Terms
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One-Time Fees Service Description
Installation on existing
infrastructure
One-time Professional Services engagement. Includes site & safety assessment, camera setup & testing, and shipping & handling in accordance with the Flock Safety Advanced Implementation Service Brief.

Professional Services - Standard
Implementation Fee
One-time Professional Services engagement. Includes site and safety assessment, camera setup and testing, and shipping and handling in accordance with the Flock Safety Standard Implementation Service Brief.

Professional Services -
Advanced Implementation Fee
One-time Professional Services engagement. Includes site & safety assessment, camera setup & testing, and shipping & handling in accordance with the Flock Safety Advanced Implementation Service Brief.

FlockOS Features & Description
Package: Essentials
FlockOS Features Description
Community Cameras (Full Access) Access to all privately owned Flock devices within your jurisdiction that have been shared with you.

Unlimited Users Unlimited users for FlockOS
State Network (LP Lookup Only) Allows agencies to look up license plates on all cameras opted in to the statewide Flock network.

Nationwide Network (LP Lookup Only) Allows agencies to look up license plates on all cameras opted in to the nationwide Flock network.

Direct Share - Surrounding Jurisdiction (Full Access) Access to all Flock devices owned by law enforcement that have been directly shared with you. Have ability to search by vehicle fingerprint, receive hot list alerts, and view devices on the map.

Time & Location Based Search Search full, partial, and temporary plates by time at particular device locations License Plate Lookup Look up specific license plate location history captured on Flock devices Vehicle Fingerprint Search Search footage using Vehicle Fingerprint™ technology. Access vehicle type, make, color, license plate state, missing / covered plates, and other unique features like bumper stickers, decals, and roof racks.

Flock Insights/Analytics page Reporting tool to help administrators manage their LPR program with device performance data, user and network audits, plate read reports, hot list alert reports, event logs, and outcome reports.

ESRI Based Map Interface
Flock Safety’s maps are powered by ESRI, which offers the ability for 3D visualization, viewing of floor plans, and layering of external GIS data, such as City infrastructure (i.e., public facilities, transit systems, utilities), Boundary mapping (i.e., precincts, county lines, beat maps), and Interior floor plans (i.e., hospitals, corporate campuses, universities)
Real-Time NCIC Alerts on Flock ALPR Cameras Alert sent when a vehicle entered into the NCIC crime database passes by a Flock camera Unlimited Custom Hot Lists Ability to add a suspect’s license plate to a custom list and get alerted when it passes by a Flock camera Custom Hot List Deconfliction Portal Allows Flock users to identify overlapping investigations and provide the contact information of opted-in parties to facilitate collaboration.
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By executing this Order Form, Customer represents and warrants that it has read and agrees to all of the terms and conditions contained in the Master Services Agreement attached. The Parties have executed this Agreement as of the dates set forth below.

FLOCK GROUP, INC. Customer: City of San Mateo, CA
By:
\FSSignature2\
By:
\FSSignature1\
Name:
\FSFullname2\
Name:
\FSFullname1\
Title:
\FSTitle2\
Title:
\FSTitle1\
Date:
\FSDateSigned2\
Date:
\FSDateSigned1\
PO Number:
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Master Services Agreement
This Master Services Agreement (this “Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Road NW Suite 210, Atlanta, GA 30318 (“Flock”) and the entity identified in the signature block (“Customer”) (each a “Party,” and together, the “Parties”) on this the 21 day of August 2023. This Agreement is effective on the date of mutual execution (“Effective Date”). Parties will sign an Order Form (“Order Form”) which will describe the Flock Services to be performed and the period for performance, attached hereto as Exhibit A. The Parties agree as follows:

RECITALS
WHEREAS, Flock offers a software and hardware situational awareness solution through Flock’s technology platform that upon detection is capable of capturing audio, video, image, and recording data and provide notifications to Customer (“Notifications”); WHEREAS, Customer desires access to the Flock Services (defined below) on existing devices, provided by Customer, or Flock provided Flock Hardware (as defined below) in order to create, view, search and archive Footage and receive Notifications, via the Flock Services; WHEREAS, Customer shall have access to the Footage in Flock Services. Pursuant to Flock’s standard Retention Period (defined below) Flock deletes all Footage on a rolling thirty (30) day basis, except as otherwise stated on the Order Form. Customer shall be responsible for extracting, downloading and archiving Footage from the Flock Services on its own storage devices; and

AGREEMENT
NOW, THEREFORE, Flock and Customer agree that this Agreement, and any Order Form, purchase orders, statements of work, product addenda, or the like, attached hereto as 256 of 653
exhibits and incorporated by reference, constitute the complete and exclusive statement of the Agreement of the Parties with respect to the subject matter of this Agreement, and replace and supersede all prior agreements, term sheets, purchase orders, correspondence, oral or written communications and negotiations by and between the Parties.

1. DEFINITIONS
Certain capitalized terms, not otherwise defined herein, have the meanings set forth or crossreferenced in this Section 1.

1.1 “Anonymized Data” means Customer Data permanently stripped of identifying details and any potential personally identifiable information, by commercially available standards which irreversibly alters data in such a way that a data subject (i.e., individual person or entity) can no longer be identified directly or indirectly.

1.2 “Authorized End User(s)” means any individual employees, agents, or contractors of Customer accessing or using the Services, under the rights granted to Customer pursuant to this Agreement.

1.3 “Customer Data” means the data, media and content provided by Customer through the Services. For the avoidance of doubt, the Customer Data will include the Footage.

1.4. “Customer Hardware” means the third-party camera owned or provided by Customer and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services.

1.5 “Embedded Software” means the Flock proprietary software and/or firmware integrated with or installed on the Flock Hardware or Customer Hardware.

1.6 “Flock Hardware” means the Flock device(s), which may include the pole, clamps, solar panel, installation components, and any other physical elements that interact with the Embedded Software and the Web Interface, to provide the Flock Services as specifically set forth in the applicable product addenda.

1.7 “Flock IP” means the Services, the Embedded Software, and any intellectual property or proprietary information therein or otherwise provided to Customer and/or its Authorized End Users. Flock IP does not include Footage (as defined below).

1.8 “Flock Network End User(s)” means any user of the Flock Services that Customer authorizes access to or receives data from, pursuant to the licenses granted herein. 257 of 653

1.9 “Flock Services” means the provision of Flock’s software and hardware situational awareness solution, via the Web Interface, for automatic license plate detection, alerts, audio detection, searching image records, video and sharing Footage.

1.10 “Footage” means still images, video, audio and other data captured by the Flock Hardware or Customer Hardware in the course of and provided via the Flock Services.

1.11 “Hotlist(s)” means a digital file containing alphanumeric license plate related information pertaining to vehicles of interest, which may include stolen vehicles, stolen vehicle license plates, vehicles owned or associated with wanted or missing person(s), vehicles suspected of being involved with criminal or terrorist activities, and other legitimate law enforcement purposes.

Hotlist also includes, but is not limited to, national data (i.e., NCIC) for similar categories, license plates associated with AMBER Alerts or Missing Persons/Vulnerable Adult Alerts, and includes manually entered license plate information associated with crimes that have occurred in any local jurisdiction.

1.12 “Installation Services” means the services provided by Flock for installation of Flock Services.

1.13 “Retention Period” means the time period that the Customer Data is stored within the cloud storage, as specified in the product addenda.

1.14 “Vehicle Fingerprint™” means the unique vehicular attributes captured through Services such as: type, make, color, state registration, missing/covered plates, bumper stickers, decals, roof racks, and bike racks.

1.15 “Web Interface” means the website(s) or application(s) through which Customer and its Authorized End Users can access the Services.
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2. SERVICES AND SUPPORT

2.1 Provision of Access. Flock hereby grants to Customer a non-exclusive, non-transferable right to access the features and functions of the Flock Services via the Web Interface during the Term, solely for the Authorized End Users. The Footage will be available for Authorized End Users to access and download via the Web Interface for the data retention time defined on the Order Form (“Retention Period”). Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Customer shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, including any acts or omissions of authorized End user which would constitute a breach of this agreement if undertaken by customer. Customer shall undertake reasonable efforts to make all Authorized End Users aware of all applicable provisions of this Agreement and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Flock Services, (such as using a third party to host the Web Interface for cloud storage or a cell phone provider for wireless cellular coverage).

2.2 Embedded Software License. Flock grants Customer a limited, non-exclusive, nontransferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as it pertains to Flock Services, solely as necessary for Customer to use the Flock Services.

2.3 Support Services. Flock shall monitor the Flock Services, and any applicable device health, in order to improve performance and functionality. Flock will use commercially reasonable efforts to respond to requests for support within seventy-two (72) hours. Flock will provide Customer with reasonable technical and on-site support and maintenance services in-person, via phone or by email at [email protected] (such services collectively referred to as “Support Services”).

2.4 Upgrades to Platform. Flock may make any upgrades to system or platform that it deems necessary or useful to (i) maintain or enhance the quality or delivery of Flock’s products or services to its agencies; the competitive strength of, or market for, Flock’s products or services; such platform or system’s cost efficiency or performance, or (ii) to comply with applicable law.

Parties understand that such upgrades are necessary from time to time and will not diminish the quality of the services or materially change any terms or conditions within this Agreement. 259 of 653

2.5 Service Interruption. Services may be interrupted in the event that: (a) Flock’s provision of the Services to Customer or any Authorized End User is prohibited by applicable law; (b) any third-party services required for Services are interrupted; (c) if Flock reasonably believe Services are being used for malicious, unlawful, or otherwise unauthorized use; (d) there is a threat or attack on any of the Flock IP by a third party; or (e) scheduled or emergency maintenance (“Service Interruption”). Flock will make commercially reasonable efforts to provide written notice of any Service Interruption to Customer, to provide updates, and to resume providing access to Flock Services as soon as reasonably possible after the event giving rise to the Service Interruption is cured. Flock will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any Authorized End User may incur as a result of a Service Interruption. To the extent that the Service Interruption is not caused by Customer’s direct actions or by the actions of parties associated with the Customer, the time will be tolled by the duration of the Service Interruption (for any continuous suspension lasting at least one full day). For example, in the event of a Service Interruption lasting five (5) continuous days, Customer will receive a credit for five (5) free days at the end of the Term.

2.6 Service Suspension. Flock may temporarily suspend Customer’s and any Authorized End User’s access to any portion or all of the Flock IP or Flock Service if (a) there is a threat or attack on any of the Flock IP by Customer; (b) Customer’s or any Authorized End User’s use of the Flock IP disrupts or poses a security risk to the Flock IP or any other customer or vendor of Flock; (c) Customer or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Customer has violated any term of this provision, including, but not limited to, utilizing Flock Services for anything other than the Permitted Purpose; or (e) any unauthorized access to Flock Services through Customer’s account (“Service Suspension”). Customer shall not be entitled to any remedy for the Service Suspension period, including any reimbursement, tolling, or credit. If the Service Suspension was not caused by Customer, the Term will be tolled by the duration of the Service Suspension.

2.7 Hazardous Conditions. Flock Services do not contemplate hazardous materials, or other hazardous conditions, including, without limit, asbestos, lead, toxic or flammable substances. In the event any such hazardous materials are discovered in the designated locations in which Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately.
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3. CUSTOMER OBLIGATIONS

3.1 Customer Obligations. Flock will assist Customer Authorized End Users in the creation of a User ID. Authorized End Users agree to provide Flock with accurate, complete, and updated registration information. Authorized End Users may not select as their User ID, a name that they do not have the right to use, or any other name with the intent of impersonation. Customer and Authorized End Users may not transfer their account to anyone else without prior written permission of Flock. Authorized End Users shall not share their account username or password information and must protect the security of the username and password. Unless otherwise stated and defined in this Agreement, Customer shall not designate Authorized End Users for persons who are not officers, employees, or agents of Customer. Authorized End Users shall only use Customer-issued email addresses for the creation of their User ID. Customer is responsible for any Authorized End User activity associated with its account. Customer shall ensure that Customer provides Flock with up to date contact information at all times during the Term of this agreement. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Flock Services. Customer shall (at its own expense) provide Flock with reasonable access and use of Customer facilities and Customer personnel in order to enable Flock to perform Services (such obligations of Customer are collectively defined as “Customer Obligations”).

3.2 Customer Representations and Warranties. Customer represents, covenants, and warrants that Customer shall use Flock Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of data, video, photo, or audio content.

4. DATA USE AND LICENSING

4.1 Customer Data. As between Flock and Customer, all right, title and interest in the Customer Data, belong to and are retained solely by Customer. Customer hereby grants to Flock a limited, non-exclusive, royalty-free, irrevocable, worldwide license to use the Customer Data and perform all acts as may be necessary for Flock to provide the Flock Services to Customer. Flock does not own and shall not sell Customer Data.

4.2 Customer Generated Data. Flock may provide Customer with the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available, messages, 261 of 653
text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, or other information or materials produced by Customer (“Customer Generated Data”). Customer shall retain whatever legally cognizable right, title, and interest in Customer Generated Data. Customer understands and acknowledges that Flock has no obligation to monitor or enforce Customer’s intellectual property rights of Customer Generated Data. Customer grants Flock a non-exclusive, irrevocable, worldwide, royalty-free, license to use the Customer Generated Data for the purpose of providing Flock Services. Flock does not own and shall not sell Customer Generated Data.

4.3 Anonymized Data. Flock shall have the right to collect, analyze, and anonymize Customer Data and Customer Generated Data to the extent such anonymization renders the data nonidentifiable to create Anonymized Data to use and perform the Services and related systems and technologies, including the training of machine learning algorithms. Customer hereby grants Flock a non-exclusive, worldwide, perpetual, royalty-free right to use and distribute such Anonymized Data to improve and enhance the Services and for other development, diagnostic and corrective purposes, and other Flock offerings. Parties understand that the aforementioned license is required for continuity of Services. Flock does not own and shall not sell Anonymized Data.

5. CONFIDENTIALITY; DISCLOSURES

5.1 Confidentiality. To the extent required by any applicable public records requests, each Party (the “Receiving Party”) understands that the other Party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party).

Proprietary Information of Flock includes non-public information regarding features, functionality and performance of the Services. Proprietary Information of Customer includes non-public data provided by Customer to Flock or collected by Flock via Flock Services, which includes but is not limited to geolocation information and environmental data collected by sensors. The Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the Party takes with its own proprietary information, but in no event less than commercially reasonable precautions, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any 262 of 653
such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public; or (b) was in its possession or known by it prior to receipt from the Disclosing Party; or (c) was rightfully disclosed to it without restriction by a third party; or (d) was independently developed without use of any Proprietary Information of the Disclosing Party.

Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order. At the termination of this Agreement, all Proprietary Information will be returned to the Disclosing Party, destroyed or erased (if recorded on an erasable storage medium), together with any copies thereof, when no longer needed for the purposes above, or upon request from the Disclosing Party, and in any case upon termination of the Agreement. Notwithstanding any termination, all confidentiality obligations of Proprietary Information that is trade secret shall continue in perpetuity or until such information is no longer trade secret.

5.2 Usage Restrictions on Flock IP. Flock and its licensors retain all right, title and interest in and to the Flock IP and its components, and Customer acknowledges that it neither owns nor acquires any additional rights in and to the foregoing not expressly granted by this Agreement.

Customer further acknowledges that Flock retains the right to use the foregoing for any purpose in Flock’s sole discretion. Customer and Authorized End Users shall not: (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer, or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP; (iii) attempt to modify, alter, tamper with or repair any of the Flock IP, or attempt to create any derivative product from any of the foregoing; (iv) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within the Flock Services or Flock IP; (vi) use the Flock Services for anything other than the Permitted Purpose; or (vii) assign, sublicense, sell, resell, lease, rent, or otherwise transfer, convey, pledge as security, or otherwise encumber, Customer’s rights. There are no implied rights.
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5.3 Disclosure of Footage. Subject to and during the Retention Period, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to comply with a legal process, enforce this Agreement, or detect, prevent or otherwise address security, privacy, fraud or technical issues, or emergency situations.

6. PAYMENT OF FEES

6.1 Billing and Payment of Fees. Customer shall pay the fees set forth in the applicable Order Form based on the billing structure and payment terms as indicated in the Order Form. If Customer believes that Flock has billed Customer incorrectly, Customer must contact Flock no later than thirty (30) days after the closing date on the first invoice in which the error or problem appeared to receive an adjustment or credit. Customer acknowledges and agrees that a failure to contact Flock within this period will serve as a waiver of any claim. If any undisputed fee is more than thirty (30) days overdue, Flock may, without limiting its other rights and remedies, suspend delivery of its service until such undisputed invoice is paid in full. Flock shall provide at least thirty (30) days’ prior written notice to Customer of the payment delinquency before exercising any suspension right.

6.2 Notice of Changes to Fees. Flock reserves the right to change the fees for subsequent Renewal Terms by providing sixty (60) days’ notice (which may be sent by email) prior to the end of the Initial Term or Renewal Term (as applicable).

6.3 Late Fees. If payment is not issued to Flock by the due date of the invoice, an interest penalty of 1.0% of any unpaid amount may be added for each month or fraction thereafter, until final payment is made.

6.4 Taxes. Customer is responsible for all taxes, levies, or duties, excluding only taxes based on Flock’s net income, imposed by taxing authorities associated with the order. If Flock has the legal obligation to pay or collect taxes, including amount subsequently assessed by a taxing authority, for which Customer is responsible, the appropriate amount shall be invoice to and paid by Customer unless Customer provides Flock a legally sufficient tax exemption certificate and Flock shall not charge customer any taxes from which it is exempt. If any deduction or 264 of 653
withholding is required by law, Customer shall notify Flock and shall pay Flock any additional amounts necessary to ensure that the net amount that Flock receives, after any deduction and withholding, equals the amount Flock would have received if no deduction or withholding had been required.

7. TERM AND TERMINATION

7.1 Term. The initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Term”). Following the Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”) unless either Party gives the other Party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

7.2 Termination. Upon termination or expiration of this Agreement, Flock will remove any applicable Flock Hardware at a commercially reasonable time period. In the event of any material breach of this Agreement, the non-breaching Party may terminate this Agreement prior to the end of the Term by giving thirty (30) days prior written notice to the breaching Party; provided, however, that this Agreement will not terminate if the breaching Party has cured the breach prior to the expiration of such thirty (30) day period (“Cure Period”). Either Party may terminate this Agreement (i) upon the institution by or against the other Party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other Party's making an assignment for the benefit of creditors, or (iii) upon the other Party's dissolution or ceasing to do business. In the event of a material breach by Flock, and Flock is unable to cure within the Cure Period, Flock will refund Customer a pro-rata portion of the pre-paid fees for Services not received due to such termination.

7.3 Survival. The following Sections will survive termination: 1, 3, 5, 6, 7, 8.3, 8.4, 9, 10.1 and

10.6. 265 of 653

8. REMEDY FOR DEFECT; WARRANTY AND DISCLAIMER

8.1 Manufacturer Defect. Upon a malfunction or failure of Flock Hardware or Embedded Software (a “Defect”), Customer must notify Flock’s technical support team. In the event of a Defect, Flock shall make a commercially reasonable attempt to repair or replace the defective Flock Hardware at no additional cost to the Customer. Flock reserves the right, in its sole discretion, to repair or replace such Defect, provided that Flock shall conduct inspection or testing within a commercially reasonable time, but no longer than seven (7) business days after Customer gives notice to Flock.

8.2 Replacements. In the event that Flock Hardware is lost, stolen, or damaged, Customer may request a replacement of Flock Hardware at a fee according to the reinstall fee schedule (https://www.flocksafety.com/reinstall-fee-schedule). In the event that Customer chooses not to replace lost, damaged, or stolen Flock Hardware, Customer understands and agrees that (1) Flock Services will be materially affected, and (2) that Flock shall have no liability to Customer regarding such affected Flock Services, nor shall Customer receive a refund for the lost, damaged, or stolen Flock Hardware.

8.3 Warranty. Flock shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Installation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Flock or by third-party providers, or because of other causes beyond Flock’s reasonable control, but Flock shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.

8.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 8.1 ABOVE IS CUSTOMER’S SOLE REMEDY, AND FLOCK’S SOLE LIABILITY, WITH RESPECT TO DEFECTS.

FLOCK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES ARE PROVIDED “AS IS” AND FLOCK

DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT

LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A 266 of 653
PARTICULAR PURPOSE AND NON-INFRINGEMENT. THIS DISCLAIMER ONLY

APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 10.6.

8.5 Insurance. Flock will maintain commercial general liability policies as stated in Exhibit B.

8.6 Force Majeure. Parties are not responsible or liable for any delays or failures in performance from any cause beyond their control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, pandemics (including the spread of variants), issues of national security, acts or omissions of third-party technology providers, riots, fires, earthquakes, floods, power blackouts, strikes, supply chain shortages of equipment or supplies, financial institution crisis, weather conditions or acts of hackers, internet service providers or any other third party acts or omissions.

9. LIMITATION OF LIABILITY; INDEMNITY

9.1 Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY,

FLOCK, ITS OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND

EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY

SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED

THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY, OR OTHER THEORY: (A) FOR LOSS OF REVENUE, BUSINESS OR BUSINESS INTERRUPTION; (B) INCOMPLETE, CORRUPT, OR INACCURATE DATA; (C) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; (D)

FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (E) FOR ANY MATTER BEYOND FLOCK’S ACTUAL KNOWLEDGE OR

REASONABLE CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE FOOTAGE; OR (F) FOR ANY AMOUNTS THAT, TOGETHER WITH

AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID

AND/OR PAYABLE BY CUSTOMER TO FLOCK FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT OR OMISSION THAT

GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF 267 of 653

LIABILITY OF SECTION ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE REFERENCED IN SECTION 10.6.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE FOREGOING

LIMITATIONS OF LIABILITY SHALL NOT APPLY (I) IN THE EVENT OF GROSS

NEGLIGENCE OR WILLFUL MISCONDUCT, OR (II) INDEMNIFICATION OBLIGATIONS.

9.2 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable for the torts of its own officers, agents, or employees.

9.3 Flock Indemnity. Flock shall indemnify and hold harmless Customer, its agents and employees, from liability of any kind, including claims, costs (including defense) and expenses, on account of: (i) any copyrighted material, patented or unpatented invention, articles, device or appliance manufactured or used in the performance of this Agreement; or (ii) any damage or injury to property or person directly caused by Flock’s installation of Flock Hardware, except for where such damage or injury was caused solely by the negligence of the Customer or its agents, officers or employees.

10. INSTALLATION SERVICES AND OBLIGATIONS

10.1 Ownership of Hardware. Flock Hardware is owned and shall remain the exclusive property of Flock. Title to any Flock Hardware shall not pass to Customer upon execution of this Agreement, except as otherwise specifically set forth in this Agreement. Except as otherwise expressly stated in this Agreement, Customer is not permitted to remove, reposition, re-install, tamper with, alter, adjust or otherwise take possession or control of Flock Hardware. Customer agrees and understands that in the event Customer is found to engage in any of the foregoing restricted actions, all warranties herein shall be null and void, and this Agreement shall be subject to immediate termination for material breach by Customer. Customer shall not perform any acts which would interfere with the retention of title of the Flock Hardware by Flock. Should Customer default on any payment of the Flock Services, Flock may remove Flock Hardware at Flock’s discretion. Such removal, if made by Flock, shall not be deemed a waiver of Flock’s 268 of 653
rights to any damages Flock may sustain as a result of Customer’s default and Flock shall have the right to enforce any other legal remedy or right.

10.2 Deployment Plan. Flock shall advise Customer on the location and positioning of the Flock Hardware for optimal product functionality, as conditions and locations allow. Flock will collaborate with Customer to design the strategic geographic mapping of the location(s) and implementation of Flock Hardware to create a deployment plan (“Deployment Plan”). In the event that Flock determines that Flock Hardware will not achieve optimal functionality at a designated location, Flock shall have final discretion to veto a specific location, and will provide alternative options to Customer.

10.3 Changes to Deployment Plan. After installation of Flock Hardware, any subsequent requested changes to the Deployment Plan, including, but not limited to, relocating, repositioning, adjusting of the mounting, removing foliage, replacement, changes to heights of poles will incur a fee according to the reinstall fee schedule located at (https://www.flocksafety.com/reinstall-fee-schedule). Customer will receive prior notice and confirm approval of any such fees.

10.4 Customer Installation Obligations. Customer is responsible for any applicable supplementary cost as described in the Customer Implementation Guide, attached hereto as Exhibit C (“Customer Obligations”). Customer represents and warrants that it has, or shall lawfully obtain, all necessary right title and authority and hereby authorizes Flock to install the Flock Hardware at the designated locations and to make any necessary inspections or maintenance in connection with such installation.

10.5 Flock’s Obligations. Installation of any Flock Hardware shall be installed in a professional manner within a commercially reasonable time from the Effective Date of this Agreement. Upon removal of Flock Hardware, Flock shall restore the location to its original condition, ordinary wear and tear excepted. Flock will continue to monitor the performance of Flock Hardware for the length of the Term. Flock may use a subcontractor or third party to perform certain obligations under this agreement, provided that Flock’s use of such subcontractor or third party shall not release Flock from any duty or liability to fulfill Flock’s obligations under this Agreement.

11. MISCELLANEOUS
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11.1 Compliance With Laws. Parties shall comply with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules, including responding to any subpoena request(s).

11.2 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.

11.3 Assignment. This Agreement is not assignable, transferable or sublicensable by either Party, without prior consent. Notwithstanding the foregoing, either Party may assign this Agreement, without the other Party's consent, (i) to any parent, subsidiary, or affiliate entity, or (ii) to any purchaser of all or substantially all of such Party's assets or to any successor by way of merger, consolidation or similar transaction.

11.4 Entire Agreement. This Agreement, together with the Order Form(s), the reinstall fee schedule (https://www.flocksafety.com/reinstall-fee-schedule), and any attached exhibits are the complete and exclusive statement of the mutual understanding of the Parties and supersedes and cancels all previous or contemporaneous negotiations, discussions or agreements, whether written and oral , communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both Parties, except as otherwise provided herein. None of Customer’s purchase orders, authorizations or similar documents will alter the terms of this Agreement, and any such conflicting terms are expressly rejected. Any mutually agreed upon purchase order is subject to these terms. In the event of any conflict of terms found in this Agreement or any other terms and conditions, the terms of this Agreement shall prevail. Customer agrees that Customer’s purchase is neither contingent upon the delivery of any future functionality or features nor dependent upon any oral or written comments made by Flock with respect to future functionality or feature.

11.5 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Parties do not have any authority of any kind to bind each other in any respect whatsoever. Flock shall at all times be and act as an independent contractor to Customer.

11.6 Governing Law; Venue. This Agreement shall be governed by the laws of the state in which the Customer is located. The Parties hereto agree that venue would be proper in the chosen courts of the State of which the Customer is located. The Parties agree that the United Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement. 270 of 653

11.7 Special Terms. Flock may offer certain special terms which are indicated in the proposal and will become part of this Agreement, upon Customer’s prior written consent and the mutual execution by authorized representatives (“Special Terms”). To the extent that any terms of this Agreement are inconsistent or conflict with the Special Terms, the Special Terms shall control.

11.8 Publicity. Flock has the right to reference and use Customer’s name and trademarks and disclose the nature of the Services in business and development and marketing efforts.

11.9 Feedback. If Agency or Authorized End User provides any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to the subject matter hereunder, Agency or Authorized End User hereby assigns to Flock all right, title and interest (including intellectual property rights) with respect to or resulting from any of the foregoing.

11.10 Export. Customer may not remove or export from the United States or allow the export or re-export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign Customer or authority. As defined in Federal Acquisition Regulation (“FAR”), section

2.101, the Services, the Flock Hardware and Documentation are “commercial items” and according to the Department of Defense Federal Acquisition Regulation (“DFAR”) section 252.2277014(a)(1) and are deemed to be “commercial computer software” and “commercial computer software documentation.” Flock is compliant with FAR Section 889 and does not contract or do business with, use any equipment, system, or service that uses the enumerated banned Chinese telecommunication companies, equipment or services as a substantial or essential component of any system, or as critical technology as part of any Flock system. Consistent with DFAR section 227.7202 and FAR section 12.212, any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

11.11 Headings. The headings are merely for organization and should not be construed as adding meaning to the Agreement or interpreting the associated sections.

11.12 Authority. Each of the below signers of this Agreement represent that they understand this Agreement and have the authority to sign on behalf of and bind the Parties they are representing. 271 of 653

11.13 Conflict. In the event there is a conflict between this Agreement and any applicable statement of work, or Customer purchase order, this Agreement controls unless explicitly stated otherwise.

11.14 Public Disrepute. In the event Customer or its employees become the subject of an indictment, arrest, public disrepute, contempt, scandal or behaves in a manner that, in the reasonable judgment of Flock, reflects unfavorably upon Flock, and/or their officers or principals, licensees, such act(s) or omission(s) shall constitute a material breach of this Agreement and Flock shall, in addition to any other rights and remedies available to it hereunder, whether at law or in equity, have the right to elect to terminate this Agreement.

11.15 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested.
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FLOCK NOTICES ADDRESS:
1170 HOWELL MILL ROAD, NW SUITE 210
ATLANTA, GA 30318
ATTN: LEGAL DEPARTMENT
EMAIL: [email protected]
Customer NOTICES ADDRESS:

ADDRESS: San Mateo Police Department
200 Franklin Parkway, San Mateo, CA 94403
ATTN: Lieutenant Matthew Earnshaw
EMAIL: [email protected]
273 of 653

EXHIBIT B

INSURANCE
Required Coverage. Flock shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the services under this Agreement and the results of that work by Flock or its agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A. M. Best rating of no less than “A” and “VII”. Flock shall obtain and, during the term of this Agreement, shall maintain policies of professional liability (errors and omissions), automobile liability, and general liability insurance for insurable amounts of not less than the limits listed herein. The insurance policies shall provide that the policies shall remain in full force during the life of the Agreement.

Types and Amounts Required. Flock shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:
(i) Commercial General Liability insurance written on an occurrence basis with minimum limits of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate for bodily injury, death, and property damage, including personal injury, contractual liability, independent contractors, broad-form property damage, and product and completed operations coverage;
(ii) Umbrella or Excess Liability insurance written on an occurrence basis with minimum limits of Ten Million Dollars ($10,000,000) per occurrence and Ten Million Dollars ($10,000,000) in the aggregate; (iii) Professional Liability/Errors and Omissions insurance with minimum limits of Five Million Dollars ($5,000,000) per occurrence and Five Million Dollars ($5,000,000) in the aggregate; (iv) Commercial Automobile Liability insurance with a minimum combined single limit of One Million Dollars ($1,000,000) per occurrence for bodily injury, death, and property coverage, including owned and non-owned and hired automobile coverage; and
(v) Cyber Liability insurance written on an occurrence basis with minimum limits of Five Million Dollars ($5,000,000).
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CITY OF SAN MATEO

CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 14 Section Name: CONSENT CALENDAR Account Number: 10-5131 File ID: 23-7621 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Police Department
MEETING DATE: August 21, 2023
SUBJECT:

Cellebrite Premium Software Subscription – Agreement
RECOMMENDATION:

Approve an agreement with Cellebrite Inc., to provide a subscription to Cellebrite Premium Unlimited Software to provide digital forensics for a five-year term in the cumulative amount of $456,309.48; and authorize the Chief of Police to execute the agreement in substantially the form presented.

BACKGROUND:

The Police Department currently has an annual subscription for a comprehensive software program, Cellebrite Premium, which enables investigators to access digital evidence from iOS/Apple and android devices. These devices contain significant investigative data used for criminal investigations and prosecutions. The continued use of this software is a critical component to effectively investigating cases, and staff wishes to enter into a multi-year contract with Cellebrite.

Personal technology devices such as smart phones are commonly used to facilitate crime or are used in the commission of a crime. Common crimes include homicide, stalking, sexual assault, harassing calls or texts, hate crimes, extortion, blackmail, fraud, sex trafficking, revenge porn, bullying, domestic violence, burglary/theft, robbery, drug sales/manufacturing and many others. Phones contain valuable information used in criminal prosecutions (pictures, texts, phone records, documents, GPS data). Phones may also contain exculpatory information that may clear a person from suspicion in a criminal case. Cell phone data can simply not be ignored in modern policing and investigative work because not only do the phones contain a wealth of information, but also because jurors expect to have physical data that links persons to criminal activity.

Extracting evidentiary data from a smart phone is only permitted with a warrant, consent, exigent circumstances, or in certain circumstances for parolees/probationers. As smartphones continually have smarter and more protective features, the process of unlocking the device in order to extract data has become a constant frustration and time-consuming challenge. The Cellebrite Premium software enables officers to lawfully access locked smart phone devices to recover and examine evidence. Having access to this software allows investigators to recover evidence more expediently and potentially result in decreased investigation times, lower costs and higher case clearance rates.

Cellebrite is the leader in this industry and the Premium software allows access to the widest range of devices. The cost for the premium software package is $91,261.90 annually, and reflects a discount of five percent due to the long-term relationship.

BUDGET IMPACT:

Funding for the first year of this agreement is included in the Police Department’s FY2023-24 operating budget. Future costs will be incorporated into the 2024-26 Business Plan. 275 of 653

CITY OF SAN MATEO
ENVIRONMENTAL DETERMINATION:

This agreement is not a project subject to CEQA, because it can be seen with certainty that it will not cause a physical change in the environment. (Public Resources Code Section 21065.)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Agreement

STAFF CONTACT
Ed Barberini, Chief of Police
[email protected]
(650) 522-7600
Matthew Earnshaw, Lieutenant
[email protected]
(650) 522-7627
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Software as Services Agreement
Rev 2/22

Page 1 of 12 ends

San Mateo City CouncilAugust 21, 2023

San Mateo City Council
August 21, 2023