Agenda packet, regular meeting — San Mateo City Council, March 17, 2025 (part 1 of 2)

CITY OF SAN MATEO
City Council Regular Meeting
March 17, 2025
7:00 PM
City Hall Council Chamber
Entrance is on O’Farrell Street

COUNCIL MEMBERS
Robert Newsom Jr.

Adam Loraine
Nicole Fernandez
Danielle Cwirko-Godycki
Lisa Diaz Nash

AMENDED 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 REMOTEL Y.

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

To join via Zoom – click here:

M
arch 17, 2025
To join via telephone: (408) 638-0968
Webinar ID: 860 4423 9719 Passcode: 057042
Agenda Amended on March 14, 2025
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
AB 2449 Requests and Consideration for Meeting Participation by Teleconference due to Just Cause or Emergency Circumstances

CEREMONIAL

1. Multiple Sclerosis (MS) Awareness Month – Proclamation

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.

2. City Council 2025 Regular Meeting Calendar — Adoption Approve an amendment to the City Council Regular Meeting schedule for the calendar year 2025.

CEQA: This administrative action 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).)

3. Sister City Policy – Adoption
Adopt a Resolution to approve the Sister City Policy to provide guidelines to ensure that Sister City relationships are both effective and financially independent from the City, while also outlining the responsibilities of the City and the San Mateo Sister City Association in support of these efforts.

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CEQA: This policy 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.)

4. City Clerk’s Office — Assistant to the City Clerk Position Reallocation Adopt a Resolution to approve the reallocation of the Assistant to the City Clerk position from per diem to part- time merit.

CEQA: This position reallocation 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).)

5. Citywide Small Trash Capture Project — Amendment
Approve Amendment No. 4 to the agreement with Schaaf and Wheeler Consulting Civil Engineers for design professional services in an amount not to exceed $67,280, for a new agreement amount of $207,760; extend the term of the agreement to July 1st, 2026; and authorize the Public Works Director to execute the amendment in substantially the form presented and any future amendments within the contingency amount.

CEQA: Approval of Amendment No. 4 is exempt from CEQA as an “existing facility,” since it consists of the operation, repair, maintenance, permitting, leasing, licensing, minor alteration of existing public or private structures, facilities, mechanical equipment, topographical features, involving negligible or no expansion of existing, or former use. (CEQA Guidelines Section 15301.)

6. Central Park Playground Improvements Project - Contract Adopt a Resolution to approve an alternative purchasing procedure for awarding a contract for construction with Public Restroom Company, Inc. (Contractor) for a prefabricated, turnkey restroom building, including installation, for the Central Park Playground Improvements Project in the amount of $824,568. Authorize a contingency of $82,457, for a total amount not to exceed $907,025. Authorize the Parks & Recreation Director to execute the contract in substantially the form presented, approve change orders within the contingency amount, and amend the contract to name the construction manager once selected.

CEQA: An Initial Study and Mitigated Negative Declaration (IS/MND) was prepared for the Central Park Master Plan, which includes the Playground Improvements Project, and approved in 2018. The IS/MND concluded that the project would not have any significant effects with the incorporation of mitigation measures that have been included in the project’s Conditions of Approval to ensure compliance during project implementation. In addition, City Council’s authorization of the requested budget appropriations is not a project subject to CEQA review, because it consists of a government fiscal activity which does not involve any commitment to any specific project which may result in a significant physical impact on the environment. (CEQA Guidelines Section 15378(b)(4).)

7. AB 481 Annual Military Equipment Report — Approval
Approve the Annual Military Equipment Report per California State Assembly Bill No. 481.

CEQA: This action 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).)

8. 385 2nd Ave – Lease Agreement Renewal
Approve a one-year lease and one-year option at 385 2nd Avenue in the Main Street Garage with Dagoberto Vasquez and Anavela Vasquez for a term beginning April 1, 2025, with and an initial base rent of $1,374.00 monthly; and authorize the City Manager to execute the lease in substantially the form presented.

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CEQA: This agreement 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 use. (CEQA Guidelines Section 15301.)

9. Metropolitan Transportation Commission Transit-Oriented Communities Policy Grant – Agreement Adopt a Resolution to accept grant funds in the amount of $610,000 from the Metropolitan Transportation Commission (MTC) for the Comprehensive Zoning Code Update; approve the Master Funding Agreement; and authorize the City Manager to execute the Master Funding Agreement with MTC in substantially the form presented.

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).)

10. 4th and Railroad Parking Lot, Bespoke Development – Exclusive Negotiation Agreement Extension Adopt a Resolution to approve Amendment No. 2 to the agreement with DTSM Housing LLC
for exclusive
negotiations related to the public-private partnership development project, commonly known as Bespoke, located partially on City owned property at 4th and Railroad, for a one-time extension of six (6) months from April 14, 2025, to October 14, 2025, approve the proposed schedule of performance, and authorize the City Manager to execute this amendment.

CEQA: This item 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.)

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

11. 2024 Annual Progress Reports: Housing Element, General Plan, and Housing Successor Agency - Approval Approve the Annual Progress Reports and direct the City Manager to submit the 2024 General Plan Annual Progress Report to the California Office of Policy and Research; the 2024 Housing Element Annual Progress Report to the California Department of Housing and Community Development; and the 2024 Housing Successor Agency Annual Report to the California Department of Finance.

CEQA: This annual report 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)

PUBLIC HEARING
City Council action on the following public hearing(s) represents a final decision concluding all administrative proceedings. Judicial review may be had only if a petition is filed with the Court not later than the 90th day following the date the decision is made.

Judicial review of environmental determinations may be subject to a time period for litigation as short as 30 days following the date the decision is made.

12. General Plan 2040 Land Use Map Amendments - Adoption Adopt a Resolution amending the General Plan land use designation at 1770 S. Amphlett Blvd. and adopt a

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Resolution amending the General Plan land use designations at 12 specified locations, where both resolutions will amend the General Plan 2040 Land Use Map.

CEQA: The program Environmental Impact Report (EIR) for Strive San Mateo General Plan 2040 (program EIR) analyzed changes to the environment that would result from implementing the land use designations of the plan through 2040. The Final EIR was certified by the City Council on March 18, 2024, and filed with the State Clearinghouse (SCH No. 2022010160).

13. Housing Element and General Plan Ballot Measure T Implementation – Zoning Code Amendments – Ordinance Introductions
Introduce two Ordinances that amend the San Mateo Municipal Code Title 27, Zoning to: 1) implement various programs and policies established in San Mateo’s 2023-2031 Housing Element, and 2) implement General Plan 2040 Ballot Measure T, approved by voters on November 5, 2024; and find that the Ordinances are exempt from further environmental review pursuant to California Environmental Quality Act (CEQA) Section 15183 (Projects Consistent With a Community Plan, General Plan, or Zoning).

CEQA: The Environmental Impact Report (EIR) for General Plan 2040 analyzed new residential development of up to 19,764 new housing units and growth around the City through 2040. On March 18, 2024, the City Council certified the EIR.

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.

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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.

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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: 2 Section Name: CONSENT CALENDAR Account Number: 10-1511 File ID: 25-9752 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: City Clerk's Office
MEETING DATE: March 17, 2025
SUBJECT:

City Council 2025 Regular Meeting Calendar — Adoption
RECOMMENDATION:

Approve an amendment to the City Council Regular Meeting schedule for the calendar year 2025.

BACKGROUND:

Per the City Charter, regular City Council meetings are typically scheduled on the first and third Mondays of each month, with adjustments made to accommodate holidays and other conflicts. On March 3, 2025, the City Council authorized Mayor Newsom to visit our Sister City of Toyonaka, Japan in connection with the Osaka-Kansai 2025 World Expo International Exchange Program. City Manager Khojikian also intends to travel as part of the Mayor’s delegation.

The proposed amendment to the 2025 Regular Meeting Calendar (Attachment 1) will move the meeting currently scheduled for July 21st to July 28th to minimize disruption to Council business.

BUDGET IMPACT:

There is no budgetary impact associated with this administrative action.

ENVIRONMENTAL DETERMINATION:

This administrative action 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 - Proposed Regular Meeting Calendar for 2025

STAFF CONTACT
Martin McTaggart, City Clerk
[email protected]
(650) 522-7044

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2025 City Council Calendar of Regular Meetings
All meetings start at 7:00 p.m. and at this time are being held in a hybrid in-person/remote manner.

This is subject to change at some point in the future.
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2 Day Date Notes
Monday January 13, 2025 (moved due to 2024 holiday period) Tuesday January 21, 2025 (moved because of Martin Luther King Jr. Day) Monday February 3, 2025
Tuesday February 18, 2025 (moved because of Presidents’ Day holiday) Monday March 3, 2025
Monday March 17, 2025
Monday April 7, 2025
Monday April 21, 2025
Monday May 5, 2025
Monday May 19, 2025
Monday June 2, 2025
Monday June 16, 2025
Monday July 7, 2025 Cancelled – regular holiday schedule Monday July 28, 2025 (Moved to accommodate the Osaka-Kansai World Expo)
Monday August 4, 2025 Cancelled – regular holiday schedule Monday August 18, 2025
Tuesday September 2, 2025 (moved because of Labor Day holiday) Monday September 15, 2025
Monday October 6, 2025
Monday October 20, 2025
Monday November 3, 2025
Monday November 17, 2025
Monday December 1, 2025
Monday December 15, 2025 Cancelled – regular holiday schedule

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CITY OF SAN MATEO
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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: 10-1511 File ID: 25-9697 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: City Clerk's Office
MEETING DATE: March 17, 2025
SUBJECT:

Sister City Policy – Adoption
RECOMMENDATION:

Adopt a Resolution to approve the Sister City Policy to provide guidelines to ensure that Sister City relationships are both effective and financially independent from the City, while also outlining the responsibilities of the City and the San Mateo Sister City Association in support of these efforts.

BACKGROUND:

Since 1963, the City of San Mateo has taken great pride in its special connection to the City of Toyonaka, Japan and works in partnership with the San Mateo Sister City Association (SMSCA) to maintain this valuable international relationship.

While Toyonaka has been our most active Sister City, the City of San Mateo also has established Sister City relationships with Varde, Denmark, adopted by Resolution 120 (1969), San Pablo, Philippines, adopted by Resolution 92 (1973) and accepted by the City of San Pablo (Resolution 175). While the City remains supportive of this program, an administrative policy is necessary to define duties, responsibilities, and best practices to ensure Sister City relationships are managed sustainably, aligning with the City Council’s Fiscal Year 2024-25 priority to increase organizational capacity for the Toyonaka Sister City Program within the Parks & Recreation and Clerk Departments.

The policy sets procedures for initiating and responding to requests for Sister City affiliation, outlines the selection criteria, and provides procedures for termination of these relationships. Additionally, the policy requires the City Manager to appoint a City liaison and/or additional City employees to work with the SMSCA in an advisory capacity. Liaison staff may assist with the execution of formal Sister Cities activities as well as City Council-approved funds for authorized events, programs, gift exchanges, and travel.

The Policy specifies that SMSCA operates independently of the City and is expected to be primarily responsible for the following: program activities, reporting and compliance, coordination with City liaisons, managing SMSCA meetings, and maintaining the organization’s 501(c)(3) status. SMSCA is also responsible for goodwill exchanges and ambassador programs and shall arrange the participation, selection, and operations of these activities. City staff support may include outreach and promotion of these events.

Any necessary funding for Council participation in international visits shall be approved by the City Council. Council Members may use their approved budget for travel expenses related to official visits. Typically, the Mayor receives and extends invitations for international visits and serves as the City’s delegate. Any funding required for additional Council Member participation must receive City Council approval. Funds may also include travel expenses for City employees who have an established role in official visits.

Modest funds may also be used for gifts and memorabilia. Gifts received by Council Members and staff are subject to Fair

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CITY OF SAN MATEO
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Political Practices Commission (FPPC) and Government Code reporting requirements must be filed in accordance with the law.

Sister City relationships are a time-honored civic tradition that many cities across the United States maintain and support.

Participation in these programs allow residents, employees and elected officials to build cultural, educational, economic, and social connections with people across the globe.

BUDGET IMPACT:

There is no budget impact associated with this administrative policy adoption; however, the City has committed to an annual budget allocation of $15,000 in support of the San Mateo Sister City Association. The administrative costs associated with implementing the policy will be included as part of the department's ongoing budgetary needs in future budget requests.

ENVIRONMENTAL DETERMINATION:

This policy 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

STAFF CONTACT
Martin McTaggart, City Clerk
[email protected]
(650) 522-7042
Erin Fellers, Management Analyst I
[email protected]
(650) 522-7066

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CITY OF SAN MATEO
RESOLUTION NO. ____ (2025)

APPROVING A SISTER CITY POLICY ESTABLISHING

SISTER CITY SELECTION AND MANAGEMENT PROCEDURES
WHEREAS, a Sister City relationship is an official partnership established between the City and a city in another country to foster long-term civic and people-to-people connections; and WHEREAS, this relationship promotes the exchange of cultural, educational, economic, and social information with international communities that share interests and characteristics similar to those of San Mateo; and
WHEREAS, the City of San Mateo has three established Sister City relationships:
i. Toyonaka, Japan
The City of San Mateo and Toyonaka, Japan became officially affiliated in September of 1963 ii. Varde, Denmark
Adopted by Resolution 120 (1969) – selected by the San Mateo Sister City Association iii. San Pablo, Philippines
Adopted by Resolution 92 (1973) – selected by the San Mateo Sister City Association and accepted by the City of San Pablo (Resolution 175)
WHEREAS, the proposed Sister City policy will establish procedures, define duties, responsibilities, and best practices for selecting and managing Sister City programs and activities.

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

1. This policy 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. The Sister City Policy attached as Exhibit A to this resolution is approved, and the City Manager is authorized to make non-substantive changes.

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2 Exhibit A
Title: Sister City Policy
Policy #:

Sponsored by: City Clerk’s Office
Approved by: City Council
Date: Issued: __/__/____ Amended: __/__/____
Purpose
It is the policy of the City of San Mateo (“City”) to foster communication and understanding among people of different nations and cultures through Sister City relationships. These relationships provide opportunities to build sustainable partnerships that promote mutual cultural exchange. This policy provides guidelines to ensure that Sister City relationships are both effective and financially independent from the City, while also outlining the responsibilities of the City and the San Mateo Sister City Association in support of these efforts.

Policy

1. Formal affiliations between the City and other municipal governments require official recognition by the City Council.

2. The City recognizes the San Mateo Sister City Association (SMSCA) as a volunteer-led organization responsible for overseeing the development and management of established Sister City relationships. SMSCA operates independently of City operations and is not reliant on City funding for its activities. In alignment with this policy, the SMSCA is entrusted with the ongoing coordination and implementation of Sister City-related initiatives, including the fulfillment of duties, as outlined within this policy.

3. The City will assist SMSCA operations through limited staff support, facility use, administrative assistance, and other varied support needs as detailed within this policy.

Scope
This policy shall apply to the City Clerk and Park and Recreation Departments. If there is a conflict between the requirements of this policy or the procedures implementing the policy and the department’s policy, the more restrictive shall apply, unless compliance with the more restrictive requirement conflicts with state law. Volunteers of SMSCA are not subject to this policy; however, the SMSCA is expected to fulfill the responsibilities outlined within this document to ensure alignment with the City’s objectives for Sister City relationships.

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2 Definitions

1. Sister City: A Sister City relationship is an official partnership established between the City and a city in another country to foster long-term civic and people-to-people connections. This relationship promotes the exchange of cultural, educational, economic, and social information with international communities that share interests and characteristics similar to those of San Mateo.

Established Sister City Relationships1:
iv. Toyonaka, Japan
The City of San Mateo and Toyonaka, Japan became officially affiliated in September of 1963
v. Varde, Denmark
Adopted by Resolution 120 (1969) – selected by the San Mateo Sister City Association vi. San Pablo, Philippines
Adopted by Resolution 92 (1973) – selected by the San Mateo Sister City Association and accepted by the City of San Pablo (Resolution 175)

2. City Liaison: The City Manager is directed by the City Council to appoint an official City Liaison to work with the Sister City Association in an advisory capacity to ensure that the necessary communication for successful cultural exchanges is present.

Responsibility

1. City Manager:

Appoint an official City Liaison to work with SMSCA in an advisory capacity to ensure that communication between City officials, SMSCA members, and officially recognized Sister City municipalities.
a. Additional City staff support may be provided at the discretion of the City Manager.

2. City Liaison:

The City Manager appointed staff Liaison (generally the City Clerk or other authorized representative) is responsible for:
a. Receiving and coordinating responses to letters and invitations from official dignitaries representing San Mateo’s Sister Cities.
1 As of the adoption of this policy, the City has three established Council recognized sister city relationships.

Modifications to add or remove sister city relationships will require Council action to amend this policy.

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2 b. Facilitating City Council participation in official Sister City events, including coordinating formal gift exchanges in accordance with City Council authorization. c. Overseeing City Council-approved funds allocated for Sister City-related events and programs.
d. Assisting in the organization and execution of official Sister City activities. e. Serving as the Primary City Contact for the San Mateo Sister City Association (SMSCA) i. Coordination of limited no-cost access to City facilities for Sister City events. ii. Allowing the use of City postage, fax, copying, and printing equipment for events in which the City is involved.
iii. Offering no-cost meeting room space for SMSCA and related community organizations.
iv. Supplying modest and reasonable City-branded promotional gifts for community events and visiting dignitaries from Sister Cities. v. Use of social media and electronic news distribution for the purposes of promotion of authorized sister city events.

3. San Mateo Sister City Association (SMSCA):
a. The SMSCA is expected to be responsible for the oversight, development, and management of established Sister City relationships, including:
i. Program Activities:

1. A. Independently identify, manage, and implement activities related to Sister City programs.
ii. Reporting and Compliance:

A. Prepare an annual report detailing SMSCA activities and timelines for the upcoming year.

B. Maintain compliance with adopted by-laws and provide copies of all by-laws, changes, and amendments to the City Council through the annual report. iii. Coordination with the City:

A. Work with City staff at least two months in advance to arrange official City promotional gifts and meetings for foreign delegations. Provide similar notice for local groups traveling abroad and bringing City gifts.

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2 B. Provide 30 days notice for request of facilities and meeting spaces. Facility and meeting spaces may only be made available during standard business hours of the facility being requested.
iv. Meeting Management:

A. Notice, prepare, and distribute meeting agendas and minutes to SMSCA members in accordance with adopted by-laws.
v. External Relations:

A. Manage communications with Sister Cities International and ensure the timely payment of annual membership dues.
vi. Organizational Maintenance:

A. Maintain the organization’s 501(c)(3) status.

Procedures

1. Sister City Selection:
a. Proposal:

Prior to the City initiating or responding to a formal request for a proposed Sister City affiliation, SMSCA or the community sponsoring organization interested in establishing a Sister City affiliation must meet with City staff to present an overview of the proposed Sister City and program goals. A proposal must be submitted to the City, which contains:

A detailed demographic profile of the proposed Sister City, including:
i. Documentation of broad-based community support (a list of volunteers, professionals, or other organizations in the city) and confirmation that the proposed Sister City is committed to supporting the program.
ii. A preliminary program plan that outlines objectives and funding sources, including planned activities for the first year of the relationship. iii. A budget for the first year of activities showing funds, volunteer resources, and/or commitments to contribute materials, services, or time and plans for on-going financial and organizational support.
b. Approval:

Establishing a Sister City relationship requires approval by the City Council, a signed resolution between both participating cities and recognition by Sister Cities

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2 International.
c. Selection Criteria:

Sister City selection shall be based upon, but not limited to, the following guidelines:
i. A city chosen for Sister City affiliation should be in a country that has established diplomatic relations with the United States. There should be potential for genuine people-to-people contact; communication and visitation should be able to occur freely in both directions.
ii. The proposed Sister City should be similar in population size, regional role, or share cultural, educational, socio-economic, governmental, or other tangible features with the City
iii. There should exist in the city an identifiable resident group or association which favors the proposed affiliation and intends to pursue a meaningful program after the relationship is established. The groups should be in a position to organize and finance its own activities over the long term as the City cannot give assurance of financial support.
iv. A similar identifiable resident group or association should exist in the proposed Sister City, with a clear indication of intent to carry out active mutual programs.
v. The municipal government of the proposed Sister City should demonstrate support for establishing and developing a Sister City affiliation with San Mateo.

2. Friendship City Selection:

A “Friendship City” is a relationship established between the City and a city in another country that may serve as the first stage in establishing a new Sister City relationship. City officials and interested community members or organizations from San Mateo and its Friendship Cities may periodically keep in contact for the purpose of discussing topics of mutual interest. The above proposal, approval and selection criteria for Sister City selection also applies to the establishment of a Friendship City.

3. Termination of Affiliation or Placing on Emeritus Status Sister City affiliations are intended to be long-standing, official partnerships that involve

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2 extensive community participation beyond government involvement. However, a Sister City relationship may lose community interest and support over time, prompting the City or the Sister City to consider placing the relationship into emeritus status or terminating it altogether.

If a Sister City affiliation remains inactive for three years or longer, or if there is a lack of community support through SMSCA or the sponsoring community organization, the City may initiate a process to place the relationship into emeritus status. Alternatively, the City may choose to terminate the affiliation. In such cases, upon Council majority approval, the Mayor or their designee will send a formal letter to the Mayor or lead representative of the Sister City to express the City’s intent to either place the relationship into emeritus status or end the affiliation. The Mayor or their designee will also notify Sister Cities International of the decision, at which point Sister Cities International will decertify the Sister City affiliation or place it on emeritus status.

Similarly, a Friendship City affiliation may be terminated when such action is deemed appropriate by either city. Termination of this affiliation requires authorization from the City Council. The Mayor or their designee will send a formal letter to the Mayor or lead representative of the Friendship City to communicate the City’s intent to end the Friendship City affiliation.

4. Gift Exchanges
An exchange of promotional and formal gifts is typical of visits to and from Sister Cities delegations. The City may fund modest official promotional gifts. In recognition of significant milestones in the relationship, the City Council may direct the City Liaison to coordinate an appropriate reciprocal gift exchange.

Gifts or memorabilia presented to a representative of the City which are intended for the City become the property of the City and shall be displayed at a City facility or distributed at the City’s discretion. Gifts or memorabilia intended for and received by individual City Council Members or City employees are subject to the applicable Fair Political Practices Commission and Government Code reporting requirements.

5. Official Visits to Sister City and Travel Expenses
a. Invitations and Milestones
i. At designated milestones (e.g., 10 years, 25 years, 50 years) or for significant events, either Sister City may extend an invitation to the counterpart to participate in official celebrations and cultural exchanges. b. Approval Process
i. To initiate or respond to an invitation, the Mayor must seek City Council approval. ii. The approval request must include a proposed itinerary, estimated travel expenses, and any City-provided support.

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2 iii. The San Mateo Sister City Association (SMSCA) may also recommend an exchange for City Council consideration.
c. Delegation and Travel Participation
i. If approved, the Mayor will issue official correspondence to the Sister City’s Mayor to accept or extend the invitation.
ii. The number of City representatives participating may be limited at the request of the host city to manage local resources.
iii. At the discretion of the City Manager, limited City staff may attend in an official capacity to support the delegation.
iv. The City Clerk’s Office will oversee the City Council budget related to these visits.
d. Funding and Budgeting
i. City Council Members may use their approved budget for travel expenses related to official visits.
ii. Any additional funding required for Council Member participation must receive City Council approval.
iii. Travel expenses provided as gifts (not funded by the individual or City funds) may be subject to Fair Political Practices Commission (FPPC) and Government Code reporting requirements.
e. Delegation and Travel Participation
If approved by the City Council, the Mayor will send appropriate correspondence to the Mayor of the Sister City to accept the invitation or initiate the visit. The total number of representatives travelling on behalf of the City may be limited at the request of the host city in order to manage host city resources required to support the delegation. Limited City staff may participate in an official capacity to support the delegation. The City will cover travel expenses for City staff who have a formal role in official events.

The City Clerk’s Office will manage the City Council budget in preparation for Council participation in such events. City Council Members may use the Council approved budget for travel expenses associated with official visits. Should additional funding be required to facilitate Council Member participation, the City Council must approve use of additional funds. Travel expenses provided as a gift (not funding by the individual or through City funds) may be subject to applicable Fair Political Practices Commission and Government Code reporting requirements.

The City will not fund or reimburse travel or lodging expenses for Sister City visitors.

SMSCA or any sponsoring community organization may choose to sponsor such activities.

6. Goodwill Exchanges and Ambassador Programs:

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XXX – Sister City Policy Page 8 of 83/17/2025
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2 Sister City activities and programs are coordinated through SMSCA and may be reciprocated by the affiliated Sister City. Participation, selection, and operations of these events fall under the responsibility of SMSCA. City staff support may include outreach and promotion of the event.

Policy History

1. This policy was issued on _____.

Related Policies

1. Policy 105 – Receiving Gifts Policy
Contact for this Policy
City Clerk
Approval
This policy was issued on ________ and approved by:

ALEX KHOJIKIAN

CITY MANAGER

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CITY OF SAN MATEO
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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: 10-9811 File ID: 25-9695 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Human Resources Department
MEETING DATE: March 17, 2025
SUBJECT:

City Clerk’s Office — Assistant to the City Clerk Position Reallocation RECOMMENDATION:

Adopt a Resolution to approve the reallocation of the Assistant to the City Clerk position from per diem to part-time merit.

BACKGROUND:

Public access to government records is a cornerstone of transparency, accountability, and public trust. The City of San Mateo remains committed to ensuring timely and thorough responses to Public Records Act (PRA) requests, supporting the community’s right to access information about their government. Over the past several years, the City has experienced a steady increase in the volume and complexity of public records requests. In Fiscal Year 2023-24 alone, the City processed approximately 1,500 PRA requests, a significant number of which involved intricate communications-related records. This trend underscores the ongoing need for dedicated and knowledgeable staff to facilitate the review and production of responsive records efficiently and in compliance with legal requirements.

To meet this demand, the City has relied on a per diem Assistant to the City Clerk who has been trained extensively in the Public Records Act, as well as subject matter areas pertaining to the City Clerk’s Office, Community Development, Police, and Public Works departments. This expertise has been instrumental in ensuring accurate and timely responses to public records requests. However, the per diem position is set to expire this month, creating a potential gap in service that could impact the City’s ability to maintain its high standard of responsiveness.

To provide ongoing, reliable support for public records compliance, staff recommends converting the position from per diem to part-time merit. This will enable the City to continue to uphold its commitment to open government, ensuring that residents, businesses, and stakeholders have timely and meaningful access to public information. This transition will have no net increase for general fund.

BUDGET IMPACT:

The reallocation of the Assistant to the City Clerk position from per diem to part-time merit will have no immediate fiscal impact for the 2024–25 budget year. Starting in the following fiscal year, the part-time merit position is projected to cost $60,000, with $39,000 allocated to the General Fund, $15,000 to the Construction Services Fund, and $6,000 to the Sewer Fund. The reduction in per diem expenses will offset the new position's cost, resulting in no net impact on the General Fund.

ENVIRONMENTAL DETERMINATION:

This position reallocation 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).)

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CITY OF SAN MATEO
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NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att – Proposed Resolution

STAFF CONTACT
Lourdes Coles, Senior Human Resources Analyst
[email protected]
(650) 522-7264

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9 CITY OF SAN MATEO
RESOLUTION NO. __ (2025)

APPROVING THE ASSISTANT TO THE CITY CLERK POSITION REALLOCATION WHEREAS, pursuant to the San Mateo Municipal Code Section 2.57.030(d), approval of new classifications and related job specifications, salary schedules, compensation changes, elimination or reinstatement of positions, reallocation of positions, reclassifications, and revisions of job specifications must be approved by City Council Resolution; and
WHEREAS, the proposed reallocation as detailed below will provide ongoing, reliable support for public records compliance and allow the City to continue to uphold its commitment to open government, ensuring that residents, businesses, and stakeholders have timely and meaningful access to public information.

WHEREAS, the employee associations representing the impacted classifications have been informed of the reallocation of the position and have not brought forth any objections or concerns.

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

1. The position update is not subject to California Environmental Quality Act (CEQA Guidelines Section 15061(b)(3)) because it can be seen with certainty that they will not cause a physical change in the environment, and;

2. The reallocation of the Assistant to the City Clerk position from per diem to part-time merit is approved.

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CITY OF SAN MATEO
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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: 10-4662 File ID: 25-9631 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Public Works Department
MEETING DATE: March 17, 2025
SUBJECT:

Citywide Small Trash Capture Project — Amendment
RECOMMENDATION:

Approve Amendment No. 4 to the agreement with Schaaf and Wheeler Consulting Civil Engineers for design professional services in an amount not to exceed $67,280, for a new agreement amount of $207,760; extend the term of the agreement to July 1st, 2026; and authorize the Public Works Director to execute the amendment in substantially the form presented and any future amendments within the contingency amount.

BACKGROUND:

The Citywide Small Trash Capture Project (Project) helps the City achieve trash load reduction targets set forth by the San Francisco Bay Regional Water Quality Control Board (Water Board). To comply with these trash load reduction targets, the City must achieve 100 percent trash load reduction to the San Francisco Bay by June 30, 2025. The Project scope includes installation of small trash capture devices at approximately 450 storm drain inlets at critical trash generation locations throughout the City, as part of the City’s approach to meeting the overall load reduction requirement.

In Fall 2022, Schaaf & Wheeler Consulting Civil Engineers (Schaaf & Wheeler) was selected through a Request for Proposal (RFP) process given their technical expertise, relevant project experience, and involvement with the City’s ongoing trash capture efforts. Schaaf & Wheeler developed project plans and City Council awarded the Project’s construction contract to United Stormwater on April 15, 2024. Since then, staff has been working closely with the Contractor during the construction phase.

Staff executed Amendments No. 1-3 to Schaaf & Wheeler’s agreement for minor modifications to cover expanded scope to conduct a field assessment and additional engineering services during construction. The base scope and Amendments No. 1-3 were targeting 90 percent trash load reduction, while this Amendment No. 4 is targeting 100 percent trash load reduction. Staff is requesting an increase in budget of $24,160 to cover compliance support to reach the 100 percent trash load reduction target, and an additional $43,120 to cover construction support during the installation phase of this additional scope. Given Schaaf & Wheeler’s knowledge of trash capture projects and their support of this project to-date, they are uniquely positioned to continue supporting the City in meeting its 100 percent trash load reduction target.

A summary of the agreement funding changes is shown below.

Original Contract $ 112,300
Amendment No. 1 $ 3,000
Amendment No. 2 $ 0
Amendment No. 3 $ 25,180
Amendment No. 4 $ 67,280 (proposed)

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Revised Total $ 207,760
Staff recommends approval of Amendment No. 4 to increase compensation and expand scope by $67,280 for a new total agreement amount not to exceed $207,760. The term of the existing agreement is through December 30, 2025, and is proposed to be amended to conclude on or before July 1st, 2026.

BUDGET IMPACT:

Sufficient funds are available in the Small Trash Capture Devices Project (46C001) to fund this Amendment No. 4.

ENVIRONMENTAL DETERMINATION:

Approval of Amendment No. 4 is exempt from CEQA as an “existing facility,” since it consists of the operation, repair, maintenance, permitting, leasing, licensing, minor alteration of existing public or private structures, facilities, mechanical equipment, topographical features, involving negligible or no expansion of existing, or former use. (CEQA Guidelines Section 15301.)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Amendment No. 4

STAFF CONTACT
Charlie Evans, Assistant Engineer
[email protected]
650-522-7320

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Contract Amendment Page 1 of 3
CAO Approved June 2024
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0 AMENDMENT NO. 4 TO THE AGREEMENT

BETWEEN THE CITY OF SAN MATEO AND

SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS FOR

DESIGN PROFESSIONAL SERVICES FOR CITYWIDE SMALL TRASH CAPTURE PROJECT ($112,300 [Original Amount], $3,000 [Amendment No. 1], $0 [Amendment No. 2], $25,180 [Amendment No. 3], $67,280 [Amendment No. 4])
This Amendment is 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 SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS ("CONSULTANT").

WHEREAS, the CITY and CONSULANT entered into an Agreement for Design Professional Services for the Citywide Small Tash Capture Project (‘Agreement”) on November 28, 2022; and WHEREAS, on May 10, 2023, CITY and CONSULANT executed Amendment No. 1, which increased compensation in the amount of $3,000, for a revised total agreement amount of $115,300; and
WHEREAS, on May 10, 2023, CITY and CONSULANT executed Amendment No. 2, which extended the term of the agreement to June 30, 2025; and WHEREAS, on September 18, 2024, CITY and CONSULTANT executed Amendment No. 3, which extended the term of the agreement to December 30, 2025 and increased compensation in the amount of $25,180 for a revised total agreement amount of $140,480; and WHEREAS, CITY and CONSULANT wish to amend the Agreement to extend the term, increase the scope of services, and increase compensation by $67,280, for a new total agreement amount of $207,760.

NOW, THEREFORE, the Parties agree as follows:

1. Section 1 – “Scope of Services” of the Agreement is amended to read:
“The scope of services to be performed by CONSULTANT under this Agreement is as described in Exhibits A, A1, and A2 to this Agreement, attached and incorporated by reference.”

2. Section 4 – “Term” of the Agreement is amended to read:
“The services to be performed under this Agreement shall commence upon execution of this Agreement and be completed by July 1, 2026. This term of this Agreement may be

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Contract Amendment Page 2 of 3
CAO Approved June 2024
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0 extended by written amendment executed by the Director of Public Works and a duly authorized representative of CONSULTANT.”

3. Section 5 – “Payment,” of the Agreement is amended to read:
“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 Exhibits A, A1, and A2, CITY agrees to pay CONSULTANT a fee in an amount of $207,760, pursuant to rates stated in Exhibit B1 to this Agreement, attached and incorporated by reference.”

4. The attached Exhibit A2 is hereby incorporated by reference to the Agreement and supplements existing Exhibits A and A1 in the original Agreement and preceding Amendments.

5. The remaining terms of the Agreement remain in full force and effect.

IN WITNESS WHEREOF, CITY OF SAN MATEO and SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS have executed this Amendment on ___________________.

CITY OF SAN MATEO SCHAAF AND WHEELER
Matthew Fabry
Director of Public Works
Date Charles Anderson
President
Date
APPROVED AS TO FORM:

Linh P. Nguyen
Assistant City Attorney
Date

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Contract Amendment Page 3 of 3
CAO Approved June 2024
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0 EXHIBIT A2

SCOPE OF SERVICES
Consultant shall perform the following:
1) Task 1 – Construction Support
Consultant shall assist the City in responding to Requests for Information (RFIs), performing field investigations, attend meetings, and review change orders during construction of the small trash capture project through to 100% completion. Task 1 shall include updating GIS and associated maps post-construction to represent what was installed and the contributary drainage. Task 1 shall include adding additional identified small devices to the current project, including maps and tables of device types and locations. 2) Task 2 – 100% Compliance Support
Consultant shall prepare figures and Geographic Information System (GIS) shapefiles of the additional proposed small full trash capture devices. Consultant shall coordinate with subconsultant to develop a comprehensive road map to 100% trash capture, including applicable cost estimates, GIS files, and tables for annual reporting. Task 2 assumes that City will meet 100% compliance by June 30, 2025, and assumes that no final compliance report is required.

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CITY OF SAN MATEO
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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: 610027 File ID: 24-9514 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Parks and Recreation Department
MEETING DATE: March 17, 2025
SUBJECT:

Central Park Playground Improvements Project - Contract RECOMMENDATION:

Adopt a Resolution to approve an alternative purchasing procedure for awarding a contract for construction with Public Restroom Company, Inc. (Contractor) for a prefabricated, turnkey restroom building, including installation, for the Central Park Playground Improvements Project in the amount of $824,568. Authorize a contingency of $82,457, for a total amount not to exceed $907,025. Authorize the Parks & Recreation Director to execute the contract in substantially the form presented, approve change orders within the contingency amount, and amend the contract to name the construction manager once selected.

BACKGROUND:

On September 6, 2024, competitive sealed bids for the Central Park Playground Improvements Project were received and opened. All bids exceeded the budget. On October 7, 2024, the City Council adopted Resolution No. 91 (2024), rejecting all bids and authorizing staff to negotiate a lower contract price through value engineering of the project design with the lowest bidder, Suarez & Munoz Construction, Inc. (SMC). Value engineering is a systematic approach to provide necessary functions in a project at the lowest cost by substituting materials and methods with less expensive alternatives, without sacrificing functionality.

During the remaining months of 2024, City staff, RRM Design Group (the contracted design consultant) and SMC value engineered the project to yield significant construction cost reductions while maintaining the integrity of the project design. As part of this effort, the pre-engineered site-built restroom was replaced with a prefabricated turnkey restroom to reduce labor costs associated with installation. The turnkey restroom would be prefabricated offsite by Public Restroom Company, Inc., delivered to the project site, and lifted by crane onto a building pad prepared by a general contractor.

Additional savings would be achieved by utilizing an alternative purchasing procedure to procure the prefabricated restroom directly from Public Restroom Company, Inc., securing a 5 percent discounted price and avoiding a general contractor markup. Public Restroom Company, Inc. is a participating vendor with Sourcewell, a purchasing cooperative for educational, governmental, and nonprofit agencies, ensuring competitive pricing while saving time and resources for participating agencies. The original cost of the pre-engineered, site-built restroom was $1,070,000.

The value-engineered cost for a turnkey prefabricated restroom is $824,568, resulting in cost savings of $245,432.

For these reasons, it is in the City’s best interest to use an alternative purchasing procedure pursuant to San Mateo Municipal Code Section 3.60.070(h)(3) in this case.

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Based on the above, staff recommends that the City Council adopt a Resolution approving an alternative purchasing procedure for awarding a construction contract to Public Restroom Company, Inc. for a prefabricated turnkey restroom building, including installation, in the amount of $824,568. Staff also recommends establishing a 10 percent contingency reserve of $82,457 to address any unanticipated costs due to market volatility, inflation, building permit review, and/or installation, for a total budget not to exceed $907,025.

BUDGET IMPACT:

The Project currently has an available budget of $13,275,586. There are sufficient budget funds for the Project to cover the purchase of the prefabricated restroom and contingency reserve.

ENVIRONMENTAL DETERMINATION:

An Initial Study and Mitigated Negative Declaration (IS/MND) was prepared for the Central Park Master Plan, which includes the Playground Improvements Project, and approved in 2018. The IS/MND concluded that the project would not have any significant effects with the incorporation of mitigation measures that have been included in the project’s Conditions of Approval to ensure compliance during project implementation. In addition, City Council’s authorization of the requested budget appropriations is not a project subject to CEQA review, because it consists of a government fiscal activity which does not involve any commitment to any specific project which may result in a 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
Att 2 – Proposed Contract

STAFF CONTACT
King Leong, Sr. Project Manager
[email protected]
(650) 522-7542

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2 CITY OF SAN MATEO
RESOLUTION NO. _______(2025)

APPROVE AN ALTERNATIVE PURCHASING PROCEDURE FOR A PREFABRICATED RESTROOM BUILDING WITH PUBLIC RESTROOM COMPANY, INC. FOR THE CENTRAL PARK PLAYGROUND IMPROVEMENTS PROJECT WHEREAS, cost savings would be achieved by purchasing a prefabricated restroom from Public Restroom Company, Inc. (Contractor) for the Central Park Playground Improvements Project; and WHEREAS, Municipal Code Section 3.60.070(h)(3) authorizes the City Council to approve alternative purchasing procedures upon a finding that the alternative purchasing procedure is in the best interest of the City; and
WHEREAS the Contractor is a participating vendor with Sourcewell, which is a purchasing cooperative for educational, governmental and non-profit agencies, thereby ensuring a competitive price and saving time and resources for participating agencies, and purchasing directly from the Contractor; and WHEREAS, through Sourcewell, the City will receive a discounted price, and avoid a general contractor’s cost mark-up; and
WHEREAS, the Contractor would deliver and install the prefabricated restroom onto a building pad constructed by a general contractor; and
WHEREAS, based on these circumstances, staff recommends approval of the purchase of a prefabricated restroom building from the Contractor because it is in the best interest of the City.

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

1. An Initial Study and Mitigated Negative Declaration (IS/MND) was prepared for the Central Park Master Plan, which includes the Playground Improvements Project, and approved in 2018. The IS/MND concluded that the project would not have any significant effects with the incorporation of mitigation measures that have been included in the project’s Conditions of Approval to ensure compliance during project implementation. In addition, City Council’s authorization of the requested budget appropriations is not a project subject to CEQA review, because it consists of a government fiscal activity which does not involve any commitment to any specific project which may result in a significant physical impact on the environment. (CEQA Guidelines Section 15378(b)(4).)

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2 2. In accordance with Municipal code section 3.60.070(h)(3), the purchase of the prefabricated restroom, directly from the Contractor, a participating vendor with Sourcewell, is the City’s best interest.

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This document is a MODIFIED version of EJCDC® C-522, Copyright © 2016 by the National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers, or is based in part on excerpts from copyrighted EJCDC documents. Those portions of the text that originated in copyrighted EJCDC documents remain subject to the copyright.

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1 CONTRACT FOR CONSTRUCTION
This Contract is by and between.

OWNER CONTRACTOR
The City of San Mateo
330 West 20th Street
San Mateo, California 94403
Public Restroom Company,
Inc.
2587 Business Parkway,
Minden, NV 89423
Owner and Contractor hereby agree as follows:

ARTICLE 1 - THE WORK

1.01 Work
A. Work includes all labor, materials, equipment, services, and documentation necessary to construct the Project defined herein. The Work may include related services such as testing, start-up, and commissioning, all as required by the Contract Documents.

B. The Contractor shall complete all Work as specified or indicated in the Contract Documents.

The Project is generally described as follows:

1.Central Park Playground Improvements Project, which includes preparation of restroom shop drawings for building department review and approval, prefabrication, delivery, and installation of a restroom building, and all necessary labor, materials, equipment, cranes, and appurtenances necessary to complete the work for a turnkey restroom as called for in the Contract Documents.

2. The Site of the Work includes property, easements, and designated work areas described in greater detail in the Contract Documents but generally located at 50 E 5 th Ave., San Mateo, California.

ARTICLE 2 - DEFINITIONS AND TERMINOLOGY

2.01 Defined Terms
A. Wherever used in the Bidding Requirements or Contract Documents, a term printed with initial capital letters, including the term’s singular and plural forms, will have the meaning indicated in the definitions below. In addition to terms specifically defined, terms with initial capital letters in the Contract Documents include references to identified articles and paragraphs, and the titles of other documents or forms.

1. Architect: RRM Design Group

2. Constituent of Concern—Asbestos, petroleum, radioactive materials, polychlorinated biphenyls (PCBs), hazardous waste, and any substance, product, waste, or other material of any nature whatsoever that is or becomes listed, regulated, or addressed pursuant to (a) the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601 et seq. (“CERCLA”); (b) the Hazardous Materials Transportation Act, 49 U.S.C. §§5501 et seq.; (c) the Resource Conservation and Recovery Act, 42 U.S.C. §§6901 et seq. (“RCRA”); (d) the Toxic Substances Control Act,

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1 15 U.S.C. §§2601 et seq.; (e) the Clean Water Act, 33 U.S.C. §§1251 et seq.; (f) the Clean Air Act, 42 U.S.C. §§7401 et seq.; or (g) any other federal, state, or local statute, law, rule, regulation, Ordinance, Resolution, code, order, or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic, or dangerous waste, substance, or material.

3. Engineer: RRM Design Group

4. Hazardous Environmental Condition— The presence at the Site of Constituents of Concern in such quantities or circumstances that may present a danger to persons or property exposed thereto. The presence at the Site of materials that are necessary for the execution of the Work, or that are to be incorporated in the Work, and that are controlled and contained pursuant to industry practices, Laws and Regulations, and the requirements of the Contract, does not establish a Hazardous Environmental Condition.

5. Resident Project Representative - The authorized representative of Owner assigned to assist Owner at the Site. As used herein, the term Resident Project Representative or “RPR” includes any assistants or field staff of Resident Project Representative. The RPR for this project is:
a. King Leong, Project Manager
b. Construction Manager – To be named at a later date

2.02 Terminology
A. The words and terms discussed in the following paragraphs are not defined but, when used in the Bidding Requirements or Contract Documents, have the indicated meaning.

B. Intent of Certain Terms or Adjectives:

1. The Contract Documents include the terms “as allowed,” “as approved,” “as ordered,” “as directed” or terms of like effect or import to authorize an exercise of professional judgment by Owner, Engineer, or Architect. In addition, the adjectives “reasonable,” “suitable,” “acceptable,” “proper,” “satisfactory,” or adjectives of like effect or import are used to describe an action or determination of Engineer as to the Work. It is intended that such exercise of professional judgment, action, or determination will be solely to evaluate, in general, the Work for compliance with the information in the Contract Documents and with the design concept of the Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective is not intended to and shall not be effective to assign to Engineer any duty or authority to supervise or direct the performance of the Work, or any duty or authority to undertake responsibility contrary to the provisions of any provision of the Contract Documents.

C. Day:

1. The word “day” means a calendar day of 24 hours measured from midnight to the next midnight.

D. Defective:

1. The word “defective,” when modifying the word “Work,” refers to Work that is unsatisfactory, faulty, or deficient in that it:
a. does not conform to the Contract Documents; or

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1 b. does not meet the requirements of any applicable inspection, reference standard, test, or approval referred to in the Contract Documents; or c. has been damaged prior to Engineer’s recommendation of final payment (unless responsibility for the protection thereof has been assumed by Owner at Substantial Completion.

E. Furnish, Install, Perform, Provide:

1. The word “furnish,” when used in connection with services, materials, or equipment, shall mean to supply and deliver said services, materials, or equipment to the Site (or some other specified location) ready for use or installation and in usable or operable condition.

2. The word “install,” when used in connection with services, materials, or equipment, shall mean to put into use or place in final position said services, materials, or equipment complete and ready for intended use.

3. The words “perform” or “provide,” when used in connection with services, materials, or equipment, shall mean to furnish and install said services, materials, or equipment complete and ready for intended use.

4. If the Contract Documents establish an obligation of Contractor with respect to specific services, materials, or equipment, but do not expressly use any of the four words “furnish,” “install,” “perform,” or “provide,” then Contractor shall furnish and install said services, materials, or equipment complete and ready for intended use.

F. Unless stated otherwise in the Contract Documents, words or phrases that have a well- known technical or construction industry or trade meaning are used in the Contract Documents in accordance with such recognized meaning.

2.03 Contract Documents Defined
A. The Contract Documents consist of the following documents:

1. This Contract.

2. Exhibits to this Contract (enumerated as follows):
a. Exhibit A – Contractor’s Proposal.
b. Exhibit B – Insurance Requirements for Construction Contracts.

3. The following which may be delivered or issued on or after the Effective Date of the Contract:
a. Work Change Directives.
b. Change Orders.
c. Field Orders.

ARTICLE 3 - CONTRACT DOCUMENTS

3.01 Intent of Contract Documents
A. It is the intent of the Contract Documents to describe a functionally complete project. The Contract Documents do not indicate or describe all the Work required to complete the

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1 Project. Additional details required for the correct installation of selected products are to be provided by the Contractor and coordinated with the Owner and RPR. This Contract supersedes prior negotiations, representations, and agreements, whether written or oral.

The Contract Documents are complementary; what is required by one part of the Contract Documents is as binding as if required by other parts of the Contract Documents.

B. During the performance of the Work and until final payment, Contractor and Owner shall submit all matters in question concerning the requirements of the Contract Documents or relating to the acceptability of the Work under the Contract Documents to the RPR. RPR will be the initial interpreter of the requirements of the Contract Documents, and judge of the acceptability of the Work thereunder.

C. RPR will render a written clarification, interpretation, or decision on the issue submitted, or initiate a modification to the Contract Documents.

D. Contractor, and its subcontractors and suppliers, shall not have or acquire any title to or ownership rights to any of the Drawings, Specifications, or other documents (including copies or electronic media editions) prepared by RPR or its consultants.

3.02 Reporting and Resolving Discrepancies
A. Reporting Discrepancies:

1.Contractor’s Verification of Figures and Field Measurements: Before undertaking each part of the Work, Contractor shall carefully study the Contract Documents, and check and verify pertinent figures and dimensions therein, particularly with respect to applicable field measurements. Contractor shall promptly report in writing to Engineer any conflict, error, ambiguity, or discrepancy that Contractor discovers, or has actual knowledge of, and shall not proceed with any Work affected thereby until the conflict, error, ambiguity, or discrepancy is resolved, by a clarification or interpretation by Engineer, or by an amendment or supplement to the Contract Documents.

2.Contractor’s Review of Contract Documents: If, before or during the performance of the Work, Contractor discovers any conflict, error, ambiguity, or discrepancy within the Contract Documents, or between the Contract Documents and (a) any applicable Law or Regulation, (b) actual field conditions, (c) any standard specification, manual, reference standard, or code, or (d) any instruction of any Supplier, then Contractor shall promptly report it to Engineer in writing. Contractor shall not proceed with the Work affected thereby (except in an emergency as required by Paragraph 7.15) until the conflict, error, ambiguity, or discrepancy is resolved, by a clarification or interpretation by Engineer, or by an amendment or supplement to the Contract Documents issued pursuant to Paragraph 11.01.

3. Contractor shall not be liable to Owner or Engineer for failure to report any conflict, error, ambiguity, or discrepancy in the Contract Documents unless Contractor had actual knowledge thereof.

B. Resolving Discrepancies:

1. Except as may be otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity, or discrepancy between such provisions of the Contract Documents and:

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1 a. the provisions of any standard specification, manual, reference standard, or code, or the instruction of any Supplier (whether or not specifically incorporated by reference as a Contract Document); or
b. the provisions of any Laws or Regulations applicable to the performance of the Work (unless such an interpretation of the provisions of the Contract Documents would result in violation of such Law or Regulation).

2. When a conflict exists between drawings or between drawings and details, the more stringent of the two shall prevail. When a conflict exists between two specifications, the more stringent of the two shall prevail.

3. In the event of a conflict that cannot be resolved by interpreting the Contract Documents as a single, integrated document and giving effect to each provision therein, the Contract Document higher in precedence shall control and supersede the Contract Documents lower in precedence in accordance with the following listing arranged from the highest to the lowest in precedence:
a. Change Order.
b. Shop Drawings
c. Contract.
d. Drawings included as an Exhibit to this Contract.
e. The provisions of any standard specification, manual, reference standard, or code, or the instruction of any Supplier (whether or not specifically incorporated by reference as a Contract Document).
f. The provisions of any Laws or Regulations applicable to the performance of the Work (unless such an interpretation of the provisions of the Contract Documents would result in violation of such Law or Regulation).

ARTICLE 4 - CONTRACT TIMES

4.01 Contract Times
A. The Work will be substantially completed on or before March 17, 2026, and completed and ready for final payment on or before October 31, 2026.

B. The Work will be substantially completed within 365 calendar days after the Effective Date of the Contract and completed and ready for final payment within 548 calendar days after the Effective Date of the Contract.

4.02 Liquidated Damages
A. Contractor and Owner recognize that time is of the essence in the performance of the Contract, and that Owner will incur damages if Contractor does not complete the Work according to the requirements of Paragraph 4.01. Because such damages for delay would be difficult and costly to determine and the parties agree that $500 per day is a reasonable approximation of the Owner’s damages, Owner and Contractor agree that as liquidated damages for delay (but not as a penalty) Contractor shall pay Owner $500 for each day that expires after the Contract Time for substantial completion.

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1 4.03 Delays in Contractor’s Progress
A. If Owner, RPR, or anyone for whom Owner is responsible, delays, disrupts, or interferes with the performance or progress of the Work, then Contractor shall be entitled to an equitable adjustment in the Contract Times and Contract Price. Contractor’s entitlement to an adjustment of the Contract Times is conditioned on such adjustment being essential to Contractor’s ability to complete the Work within the Contract Times.

B. Contractor shall not be entitled to an adjustment in Contract Price or Contract Times for delay, disruption, or interference caused by or within the control of Contractor or their subcontractors or suppliers.

C. If Contractor’s performance or progress is delayed, disrupted, or interfered with by unanticipated causes not the fault of and beyond the control of Owner, Contractor, and those for which they are responsible, then Contractor shall be entitled to an equitable adjustment in Contract Times.

D. Contractor shall not be entitled to an adjustment in Contract Price or Contract Times for any delay, disruption, or interference if such delay is concurrent with a delay, disruption, or interference caused by or within the control of Contractor or Contractor’s subcontractors or suppliers.

4.04 Progress Schedules
A. Contractor shall develop a progress schedule and submit to the RPR for review and comment before starting Work on the Site. The Contractor shall modify the schedule in accordance with the comments provided by the RPR.

B. The Contractor shall update and submit the progress schedule to the RPR each month. The Owner may withhold payment if the Contractor fails to submit the schedule.

ARTICLE 5 - CONTRACT PRICE

5.01 Payment
A. Owner shall pay Contractor in accordance with the Contract Documents, the lump sum amount of $824,568 for all Work.

B. For any additional Work authorized by Owner, Owner shall pay Contractor in an amount equal to the total of all extended prices for actual Work completed. The extended price is determined by the total of the lump sum amount plus amount of approved change order(s).

ARTICLE 6 - BONDS AND INSURANCE

6.01 Bonds
A. Before starting Work, Contractor shall furnish a performance bond and a payment bond from surety companies that are duly licensed or authorized to issue bonds in the required amounts in the jurisdiction in which the Project is located. Each bond shall be in an amount equal to the Contract Price, as security for the faithful performance and payment of all of Contractor’s obligations under the Contract. These bonds shall remain in effect until the completion of the correction period specified in Paragraph 7.12 but, in any case, not less than one year after the date when final payment becomes due.

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1 B. Performance by Sureties. In the event of any termination, Owner shall immediately give written notice to Contractor and Contractor’s sureties, and the sureties shall have the right to take over and perform the Contract, provided, however, that if the sureties, within five days after giving them notice of said termination, do not give Owner written notice of their intention to take over the performance thereof within five days after notice, Owner may take over the work and prosecute the same to completion, by contract or by any other method it may deem advisable, for the account, and at the expense of Contractor, and the sureties shall be liable to Owner for any excess cost or damages occasioned Owner thereby; and, in such event, Owner may, without liability for so doing, take possession of, and utilize in completing the work, such materials, appliances, plant and other property belonging to Contractor as may be on the site of the work and necessary therefore

6.02 Insurance
A. The Contractor shall procure and maintain the insurance specified in the Exhibit B of this Contract for the greater of (1) the duration of the contract plus a period of five (5) years after completion of the Project or (2) the duration shown in Exhibit B.

ARTICLE 7 - CONTRACTOR’S RESPONSIBILITIES

7.01 Supervision and Superintendence
A. Contractor shall supervise and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. Contractor shall be solely responsible for the means, methods, techniques, sequences, safety, and procedures of construction.

B. Contractor shall assign a competent resident superintendent who is to be present at all times during the execution of the Work. This resident superintendent shall not be replaced without written notice to and approval by the Owner and RPR except under extraordinary circumstances.

C. Contractor shall at all times maintain good discipline and order at the Site.

D. Except as otherwise required for the safety or protection of persons or the Work or property at the Site or adjacent thereto, and except as otherwise stated in the Contract Documents, all Work at the Site shall be performed during regular working hours, Monday through Friday.

7.02 Other Work at the Site
A. In addition to and apart from the Work of the Contractor, other work may occur at or adjacent to the Site. Contractor shall take reasonable and customary measures to avoid damaging, delaying, disrupting, or interfering with the work of Owner, any other contractor, or any utility owner performing other work at or adjacent to the Site.

7.03 Services, Materials, and Equipment
A. Unless otherwise specified in the Contract Documents, Contractor shall provide and assume full responsibility for all services, materials, equipment, labor, transportation, construction and lifting equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities, and all other facilities and incidentals necessary for the performance, testing, start up, and completion of the Work, whether or not such items are specifically called for in the Contract Documents.

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1 B. All materials and equipment incorporated into the Work shall be new, of good quality and shall be stored, applied, installed, connected, erected, protected, used, cleaned, and conditioned in accordance with instructions of the applicable supplier, except as otherwise may be provided in the Contract Documents.

7.04 Subcontractors and Suppliers
A. Contractor may retain subcontractors and suppliers for the performance of parts of the Work acceptable to Owner, provided that no work may be performed by a subcontractor who is debarred pursuant to Labor Code Sections 1777.1 or 1777.7.

7.05 Quality Management
A. Contractor is fully responsible for the managing quality to ensure Work is completed in accordance with the Contract Documents.

7.06 Licenses, Fees and Permits
A. Contractor shall pay all license fees and royalties and assume all costs incident to performing the Work or the incorporation in the Work of any invention, design, process, product, or device which is the subject of patent rights or copyrights held by others.

B. Contractor shall obtain and pay for all construction permits and licenses unless otherwise provided in the Contract Documents.

7.07 Laws and Regulations; Taxes
A. Contractor shall give all notices required by and shall comply with all local, state, and federal Laws and Regulations applicable to the performance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, neither Owner nor RPR shall be responsible for monitoring Contractor’s compliance with any Laws or Regulations.

B. Contractor shall bear all resulting costs and losses, and shall indemnify and hold harmless Owner and RPR, and the officers, directors, members, partners, employees, agents, consultants, and subcontractors of each and any of them from and against all claims, costs, losses, and damages if Contractor performs any Work or takes any other action knowing or having reason to know that it is contrary to Laws or Regulations.

C. Contractor shall pay all applicable sales, consumer, use, and other similar taxes Contractor is required to pay in accordance with Laws and Regulations.

D. In accordance with Public Contract Code Section 7103.5, the contractor offers and agrees to assign to the awarding body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time the awarding body tenders final payment to the contractor, without further acknowledgment by the parties.

E. Contractor shall give notice of hazardous materials and certain changed conditions in jobs involving trenching more than four feet deep.

F. In accordance with Labor Code Section 1773.2, contractor will make travel and subsistence payments as required by statute.

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1 G. In accordance with Labor Code Section 1771, contractor must pay prevailing wages. The prevailing wage scale as determined by the Director of Industrial Relations of the State of California, in force on the day the contract was executed and will be the minimum paid to all craftsmen and laborers working on this project. Contractor shall also require any subcontractors who work or provide any services related to the project to pay all persons performing labor or rendering service under said subcontract or other arrangement at least the general prevailing rate of wages, determined as set forth herein for the respective crafts and employments, including such wages for holiday and overtime work. A copy of the correct determination will be posted at the job site. It is understood that it is the responsibility of Contractor to determine the correct scale. Copies of the prevailing wage rates are on file at the City Clerk’s office; however, errors or defects in the materials in the City Clerk’s office will not excuse a bidder’s failure to comply with the actual scale then in force. In accordance with Labor Code Section 1775, the statutory provisions for failure to pay prevailing wages will be enforced.

H. In accordance with Labor Code Section 1776, contractor must comply with the statutory requirements relating to certified copies of payroll records.

I. In accordance with Labor Code Section 1777.5, contractor must comply with the statutory requirements relating to the employment of apprentices.

J. In accordance with Labor Code Section 1810, eight hours labor constitutes a legal day’s work.

Contractor shall not require more than eight hours’ labor in a day and 40 hours in a calendar week from any person employed by Contractor in the performance of such work unless such excess work is compensated for at not less than one and one-half times the basic rate of pay.

Contractor shall forfeit as a penalty to Owner the sum of $25.00 for each laborer, workman, or mechanic employed in the execution of this contract by Contractor, or by any subcontractor, for each calendar day during which such laborer, workman, or mechanic is required or permitted to labor more than eight hours in any calendar day and 40 hours in any one calendar week in violation of the provisions of Section 1810 and 1816, inclusive, of the Labor Code of the State of California.

K. In accordance with Labor Code Section 1813, the statutory provisions for penalties for failure to comply with wage and hour laws will be enforced.

L. In accordance with Labor Code Section 1860, the contractor must secure the payment of workers’ compensation to its employees.

M. In accordance with Labor Code Section 6705, the contractor must submit a detailed plan of the shoring and bracing for trenches five feet deep or more for contracts in excess of $25,000.

N. In accordance with Labor Code Sections 1725.5 and 1771.1, all contractors and subcontractors must be registered with the Department of Industrial Relations. In accordance with Labor Code Section 1771.4, the contractor must post job site notices as required by regulation and this project will be subject to compliance monitoring and enforcement by the Department of Industrial Relations.

7.08 Record Documents
A. Contractor shall maintain one printed record copy of all Drawings, Specifications, Addenda, Change Orders, Work Change Directives, Field Orders, written interpretations and clarifications, and approved shop drawings in a safe place at the Site. Contractor shall

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1 annotate them to show changes made during construction. Contractor shall deliver these record documents to RPR upon completion of the Work.

7.09 Safety and Protection
A. Contractor shall be solely responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the Work.

B. Contractor shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury, or loss to:

1. All persons on the Site or who may be affected by the Work;

2. All the Work and materials and equipment to be incorporated therein, whether in storage on or off the Site; and

3. Other property at the Site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, other work in progress, utilities, and underground facilities not designated for removal, relocation, or replacement in the course of construction.

C. All damage, injury, or loss to any property caused, directly or indirectly, in whole or in part, by Contractor, or anyone for whose acts the Contractor may be liable, shall be remedied by Contractor at its expense (except damage or loss attributable to the fault of Contract Documents or to the acts or omissions of Owner or RPR and not attributable, directly or indirectly, in whole or in part, to the fault or negligence of Contractor).

D. Contractor shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the Site in accordance with Laws or Regulations.

E. In emergencies affecting the safety or protection of persons or the Work or property at the Site or adjacent thereto, Contractor shall act to prevent threatened damage, injury, or loss.

Contractor shall give RPR prompt written notice if Contractor believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby or are required as a result thereof. If RPR determines that a change in the Contract Documents is required because of the action taken by Contractor in response to such an emergency, a Work Change Directive or Change Order will be issued.

7.10 Shop Drawings, Samples, and Other Submittals
A. Contractor shall prepare and submit for City of San Mateo Building Department review and approval the shop drawing and samples with the requirements of the Work and the Contract Documents and shall verify all related field measurements, quantities, dimensions, specified performance and design criteria, installation requirements, materials, catalog numbers, and similar information.

B. Each submittal shall bear a stamp or specific written certification that Contractor has satisfied Contractor’s obligations under the Contract Documents with respect to Contractor’s review of that submittal, and that Contractor approves the submittal.

C. With each submittal, Contractor shall give RPR specific written notice, in a communication separate from the submittal, of any variations that the shop drawing or sample may have from the requirements of the Contract Documents.

D. RPR and Building Department will provide timely review of shop drawings and samples.

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1 E. RPR’s and Building Department’s review and approval will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions or programs.

F. RPR’s and Building Department’s review and approval of a separate item does not indicate approval of the assembly in which the item functions.

G. Contractor shall make corrections required by RPR and Building Department and shall return the required number of corrected copies of shop drawings and submit, as required, new samples for review and approval. Contractor shall direct specific attention in writing to revisions other than the corrections called for by RPR on previous submittals.

H. Shop drawings are not Contract Documents.

7.11 Warranties and Guarantees
A. Contractor warrants and guarantees to Owner that all Work will be in accordance with the Contract Documents and will not be defective. RPR and its officers, directors, members, partners, employees, agents, consultants, and subcontractors shall be entitled to rely on Contractor’s warranty and guarantee.

7.12 Correction Period
A. If within one year after the date of substantial completion, any Work is found to be defective, or if the repair of any damages to the Site, adjacent areas that Contractor has arranged to use through construction easements or otherwise, and other adjacent areas used by Contractor as permitted by Laws and Regulations, is found to be defective, then Contractor shall promptly and without cost to Owner, correct such defective Work.

7.13 Indemnification
A. To the fullest extent permitted by Laws and Regulations, and in addition to any other obligations of Contractor under the Contract or otherwise, Contractor shall indemnify and hold harmless Owner and RPR, and the officials, employees, and agents, of each and any of them from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of RPR, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to the performance of the Work. Contractor will defend Owner, its elected and appointed officials, employees, and agents against any such claims. However, this provision does not apply to claims, loss, liability, damage, or expense arising from the active negligence, sole negligence, or willful misconduct of the Owner.

ARTICLE 8 - OWNER’S RESPONSIBILITIES

8.01 Owner’s Responsibilities
A. Except as otherwise provided in the Contract Documents, Owner shall issue all communications to Contractor through RPR.

B. Owner shall make payments to Contractor as provided in this Contract.

C. Owner shall provide Site and easements required to construct the Project.

D. If Owner intends to contract with others for the performance of other work at or adjacent to the Site, unless stated elsewhere in the Contract Documents, Owner shall have sole authority and responsibility for such coordination.

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1 E. The Owner shall be responsible for performing inspections and tests for the restroom foundation and utility hook ups required by applicable codes.

F. The Owner shall not be responsible for performing inspections and tests required by applicable codes for the prefabricated restroom.

G. The Owner shall not supervise, direct, or have control or authority over, nor be responsible for, Contractor’s means, methods, techniques, sequences, or procedures of construction, or the safety precautions and programs, or for any failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. Owner will not be responsible for Contractor’s failure to perform the Work in accordance with the Contract Documents.

H. While at the Site, Owner’s employees and representatives shall comply with the specific applicable requirements of Contractor’s safety programs of which Owner has been informed.

I. Owner shall furnish copies of any applicable Owner safety programs to Contractor.

J. In accordance with Public Contract Code Section 9201, Owner shall give contractor timely notification of the receipt of any third-party claims relating to the contract.

ARTICLE 9 - RPR’S STATUS DURING CONSTRUCTION

9.01 RPR’s Status
A. RPR will be Owner’s representative during construction. The duties and responsibilities and the limitations of authority of RPR as Owner’s representative during construction are set forth in this Contract.

B. Neither RPR’s authority or responsibility under this Article 9 or under any other provision of the Contract, nor any decision made by RPR in good faith either to exercise or not exercise such authority or responsibility or the undertaking, exercise, or performance of any authority or responsibility by RPR, shall create, impose, or give rise to any duty in contract, tort, or otherwise owed by RPR to Contractor, any subcontractor, any supplier, any other individual or entity, or to any surety for or employee or agent of any of them.

C. RPR will make visits to the Site at intervals appropriate to the various stages of construction.

RPR will not be required to make exhaustive or continuous inspections on the Site to check the quality or quantity of the Work.

D. RPR has the authority to reject Work if Contractor fails to perform Work in accordance with the Contract Documents.

E. RPR will render decisions regarding the requirements of the Contract Documents and judge the acceptability of the Work.

F. RPR will not supervise, direct, control, or have authority over or be responsible for Contractor’s means, methods, techniques, sequences, or procedures of construction, or the safety precautions and programs, or for any failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. RPR will not be responsible for Contractor’s failure to perform the Work in accordance with the Contract Documents.

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1 ARTICLE 10 - CHANGES IN THE WORK

10.01 Authority to Change the Work
A. Without invalidating the Contract and without notice to any surety, Owner may, at any time or from time to time, order additions, deletions, or revisions in the Work.

10.02 Change Orders
A. Owner and Contractor shall execute appropriate Change Orders covering:

1. Changes in the Contract Price or Contract Times which are agreed to by the parties, including any undisputed sum or amount of time for Work actually performed in accordance with a Work Change Directive;

2. Changes in the Work which are: (a) ordered by Owner or (b) agreed to by the parties or (c) resulting from the RPR’s decision, subject to the need for RPR’s recommendation if the change in the Work involves the design (as set forth in the Drawings, Specifications, or otherwise), or other engineering or technical matters; and

3. Changes in the Contract Price or Contract Times or other changes which embody the substance of any final binding results under Article 12.

B. If the provisions of any bond require notice to be given to a surety of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Price or Contract Times), the giving of any such notice will be Contractor’s responsibility. The amount of each applicable bond will be adjusted to reflect the effect of any such change.

ARTICLE 11 - DIFFERING SUBSURFACE OR PHYSICAL CONDITIONS

11.01 Differing Conditions Process
A. If Contractor believes that any subsurface or physical condition including but not limited to utilities or other underground facilities that are uncovered or revealed at the Site either differs materially from that shown or indicated in the Contract Documents or is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in Work of the character provided for in the Contract Documents then Contractor shall, promptly after becoming aware thereof and before further disturbing the subsurface or physical conditions or performing any Work in connection therewith (except in an emergency), notify Owner and RPR in writing about such condition. Contractor shall not further disturb such condition or perform any Work in connection therewith (except with respect to an emergency) until receipt of a written statement permitting Contractor to do so.

B. After receipt of written notice, RPR will promptly:

1. Review the subsurface or physical condition in question;

2. Determine necessity for Owner obtaining additional exploration or tests with respect to the condition;

3. Determine whether the condition falls within the differing site condition as stated herein;

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1 4. Obtain any pertinent cost or schedule information from Contractor;

5. Prepare recommendations to Owner regarding the Contractor’s resumption of Work in connection with the subsurface or physical condition in question and the need for any change in the Drawings or Specifications; and

6. Advise Owner in writing of RPR’s findings, conclusions, and recommendations.

C. After receipt of RPR’s written findings, conclusions, and recommendations, Owner shall issue a written statement to Contractor regarding the subsurface or physical condition in question, addressing the resumption of Work in connection with such condition, indicating whether any change in the Drawings or Specifications will be made, and adopting or rejecting RPR’s written findings, conclusions, and recommendations, in whole or in part.

ARTICLE 12 - CLAIMS AND DISPUTE RESOLUTION

12.01 Claims Process
A. The party submitting a claim shall deliver it directly to the other party to the Contract and the RPR promptly (but in no event later than 10 days) after the start of the event giving rise thereto. The claim shall include all reasonable information and documentation in support of the claim.

B. The party receiving a claim shall review it thoroughly, giving full consideration to its merits pursuant to California Public Contract Code Section 9204. The two parties shall seek to resolve the claim through the exchange of information and direct negotiations. All actions taken on a claim shall be stated in writing and submitted to the other party.

C. If efforts to resolve a claim are not successful, the party receiving the claim may deny it by giving written notice of denial to the other party. If the receiving party does not take action on the claim within 45 days, the claim is deemed denied in its entirety.

D. If the dispute is not resolved to the satisfaction of the parties, Owner or Contractor shall give written notice to the other party of the intent to submit the dispute to a court of competent jurisdiction unless the Owner and Contractor both agree to an alternative dispute resolution process. Prior to filing any civil action, Contractor shall file a claim pursuant to California Government Code Section 910 et seq. with the Office of the City Attorney for the City of San Mateo.

12.02 Mediation
Should any dispute arise out of this Contract, 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 the American Arbitration Association, the California State Board of Mediation and Conciliation, 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 reach by the parties but not more than 60 days, unless the maximum time is extended by the parties.

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1 ARTICLE 13 - TESTS AND INSPECTIONS; CORRECTION OF DEFECTIVE WORK

13.01 Tests and Inspections
A. Owner and RPR will have access to the Site and the Work at reasonable times for their observation, inspection, and testing. Contractor shall provide them proper and safe conditions for such access.

B. Contractor shall give RPR timely notice of readiness of the Work for all required inspections and tests and shall cooperate with inspection and testing personnel to facilitate required inspections and tests.

C. If any Work that is to be inspected, tested, or approved is covered by Contractor without written concurrence of RPR, Contractor shall, if requested by RPR, uncover such Work for observation. Such uncovering shall be at Contractor’s expense.

13.02 Defective Work
A. Contractor shall ensure that the Work is not defective.

B. RPR has the authority to determine whether Work is defective, and to reject defective Work.

C. Prompt notice of all defective Work of which Owner or RPR has actual knowledge will be given to Contractor.

D. The Contractor shall promptly correct all such defective Work.

E. When correcting defective Work, Contractor shall take no action that would void or otherwise impair Owner’s special warranty and guarantee, if any, on said Work.

F. If the Work is defective or Contractor fails to supply sufficient skilled workers or suitable materials or equipment or fails to perform the Work in such a way that the completed Work will conform to the Contract Documents, then Owner may order Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated.

ARTICLE 14 - PAYMENTS TO CONTRACTOR

14.01 Progress Payments
A. The Contractor shall prepare a schedule of values that will serve as the basis for progress payments. The schedule of values will be in a form of application for payment acceptable to RPR. The unit price breakdown submitted with the contractor’s proposal will be used for unit price work. Break lump sum items into units that will allow for measurement of Work in progress.

14.02 Applications for Payments:

A. Contractor shall submit an application for payment in a form acceptable to the RPR, no more frequently than monthly, to RPR. Applications for payment will be prepared and signed by Contractor. Contractor shall provide supporting documentation required by the Contract Documents. Payment will be paid for Work completed as of the date of the application for payment.

B. Beginning with the second application for payment, each application shall include an affidavit of Contractor stating that all previous progress payments received on account of the Work

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1 have been applied on account to discharge Contractor’s legitimate obligations associated with prior applications for payment.

14.03 Retainage
A. The Owner shall retain 5% of each progress payment for installation until the Installation Work is complete.

14.04 Review of Applications
A. Within 10 days after receipt of each application for payment, the RPR will either indicate in writing a recommendation for payment and present the application for payment to Owner or return the application for payment to Contractor indicating in writing RPR’s reasons for refusing to recommend payment. The Contractor will make the necessary corrections and resubmit the application for payment.

B. RPR will recommend reductions in payment (set-offs) which, in the opinion of the RPR, are necessary to protect Owner from loss because the Work is defective and requires correction or replacement.

C. The Owner is entitled to impose set-offs against payment based on any claims that have been made against Owner on account of Contractor’s conduct in the performance of the Work, incurred costs, losses, or damages on account of Contractor’s conduct in the performance of the Work, or liquidated damages that have accrued as a result of Contractor’s failure to complete the Work.

14.05 Contractor’s Warranty of Title
A. Contractor warrants and guarantees that title to all Work, materials, and equipment furnished under the Contract will pass to Owner free and clear of (1) all liens and other title defects, and (2) all patent, licensing, copyright, or royalty obligations, no later than seven days after the time of payment by Owner.

14.06 Substantial Completion
A. The Contractor shall notify Owner and RPR in writing that the Work is substantially complete and request the RPR issue a certificate of substantial completion when Contractor considers the Work ready for its intended use. Contractor shall at the same time submit to Owner and RPR an initial draft of punch list items to be completed or corrected before final payment.

B. RPR will make an inspection of the Work with the Owner and Contractor to determine the status of completion. If RPR does not consider the Work substantially complete, RPR will notify Contractor and Owner in writing giving the reasons therefor.

C. If RPR considers the Work substantially complete or upon resolution of all reasons for non- issuance of a certificate identified in 14.06.B, RPR will deliver to Owner a certificate of substantial completion which shall fix the date of substantial completion and include a punch list of items to be completed or corrected before final payment.

14.07 Final Inspection
A. Upon written notice from Contractor that the entire Work is complete, RPR will promptly make a final inspection with Owner and Contractor and will notify Contractor in writing of all particulars in which this inspection reveals that the Work, or agreed portion thereof, is incomplete or defective. Contractor shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies.

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1 14.08 Final Payment
A. Contractor may make application for final payment after Contractor has satisfactorily completed all Work defined in the Contract, including providing all maintenance and operating instructions, schedules, guarantees, bonds, certificates or other evidence of insurance, certificates of inspection, annotated record documents and other documents.

B. The final application for payment shall be accompanied (except as previously delivered) by:

1. All documentation called for in the Contract Documents;

2. Consent of the surety to final payment;

3. Satisfactory evidence that all title issues have been resolved such that title to all Work, materials, and equipment has passed to Owner free and clear of any liens or other title defects, or will so pass upon final payment;

4. A list of all disputes that Contractor believes are unsettled; and

5. Complete and legally effective releases or waivers (satisfactory to Owner) of all lien rights arising out of the Work, and of liens filed in connection with the Work.

C. The Work is complete (subject to surviving obligations) when it is ready for final payment as established by the RPR’s written recommendation of final payment.

14.09 Waiver of Claims
A. The making of final payment will not constitute a waiver by Owner of claims or rights against Contractor.

B. The acceptance of final payment by Contractor will constitute a waiver by Contractor of all claims and rights against Owner other than those pending matters that have been duly submitted.

ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION

15.01 Owner May Suspend Work
A. At any time and without cause, Owner may suspend the Work or any portion thereof for a period of not more than 60 consecutive days by written notice to Contractor and RPR. Such notice will fix the date on which Work will be resumed. Contractor shall resume the Work on the date so fixed. Contractor shall be entitled to an adjustment in the Contract Price or an extension of the Contract Times, or both, directly attributable to any such suspension.

15.02 Owner May Terminate for Cause
A. Contractor’s failure to perform the Work in accordance with the Contract Documents or other failure to comply with a material term of the Contract Documents will constitute a default by Contractor and justify termination for cause.

B. If Contractor defaults in its obligations, then after giving Contractor and any surety ten days written notice that Owner is considering a declaration that Contractor is in default and termination of the Contract, Owner may proceed to:

1. Declare Contractor to be in default, and give Contractor and any surety notice that the Contract is terminated; and

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1 2. Enforce the rights available to Owner under any applicable performance bond.

C. Owner may not proceed with termination of the Contract under Paragraph 15.02.B if Contractor within seven days of receipt of notice of intent to terminate begins to correct its failure to perform and proceeds diligently to cure such failure.

D. Subject to the terms and operation of any applicable performance bond, if Owner has terminated the Contract for cause, Owner may exclude Contractor from the Site, take possession of the Work, incorporate in the Work all materials and equipment stored at the Site or for which Owner has paid Contractor but which are stored elsewhere, and complete the Work as Owner may deem expedient.

E. In the case of a termination for cause, if the cost to complete the Work, including related claims, costs, losses, and damages, exceeds the unpaid contract balance, Contractor shall pay the difference to Owner.

15.03 Owner May Terminate for Convenience
A. Upon seven days written notice to Contractor, Owner may, without cause and without prejudice to any other right or remedy of Owner, terminate the Contract. In such case, Contractor shall be paid for, without duplication of any items:

1. Completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination, including fair and reasonable sums for overhead and profit on such Work;

2. Expenses sustained prior to the effective date of termination in performing services and furnishing labor, materials, or equipment as required by the Contract Documents in connection with uncompleted Work, plus fair and reasonable sums for overhead and profit on such expenses; and

3. Other reasonable expenses directly attributable to termination, including costs incurred to prepare a termination for convenience cost proposal.

B. Contractor shall not be paid on account of loss of anticipated overhead, profits, or revenue, or other economic loss arising out of or resulting from such termination.

15.04 Contractor May Stop Work or Terminate
A. If, through no act or fault of Contractor, (1) the Work is suspended for more than 90 consecutive days by Owner or under an order of court or other public authority, or (2) Owner fails for 30 days to pay Contractor any sum finally determined to be due, then Contractor may, upon seven days written notice to Owner, and provided Owner does not remedy such suspension or failure within that time, either stop the Work until payment is received, or terminate the Contract and recover payment from the Owner.

ARTICLE 16 - CONTRACTOR’S REPRESENTATIONS

16.01 Contractor Representations
A. Contractor makes the following representations when entering into this Contract:

1. Contractor has examined and carefully studied the Contract Documents, and any data and reference items identified in the Contract Documents.

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1 2. Contractor has visited the Site, conducted a thorough visual examination of the Site and adjacent areas, and become familiar with and is satisfied as to the general, local, and Site conditions that may affect cost, progress, and performance of the Work.

3. Contractor is familiar with and is satisfied as to all Laws and Regulations that may affect cost, progress, and performance of the Work.

4. Contractor has considered the information known to Contractor itself; information commonly known to contractors doing business in the locality of the Site; information and observations obtained from visits to the Site; the Contract Documents; and the Site- related reports and drawings identified in the Contract Documents, with respect to the effect of such information, observations, and documents on:
a. The cost, progress, and performance of the Work;
b. The means, methods, techniques, sequences, and procedures of construction to be employed by Contractor; and
c. Contractor’s safety precautions and programs.

5. Based on the information and observations referred to in the preceding paragraph, Contractor agrees that no further examinations, investigations, explorations, tests, studies, or data are necessary for the performance of the Work at the Contract Price, within the Contract Times, and in accordance with the other terms and conditions of the Contract.

6. Contractor is aware of the general nature of work to be performed by Owner and others at the Site that relates to the Work as indicated in the Contract Documents.

7. Contractor has given RPR written notice of all conflicts, errors, ambiguities, or discrepancies that Contractor has discovered in the Contract Documents, and the written resolution thereof by RPR is acceptable to Contractor.

8. The Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for performance and furnishing of the Work.

9. Contractor’s entry into this Contract constitutes an incontrovertible representation by Contractor that, without exception, all prices in the Contract are premised upon performing and furnishing the Work required by the Contract Documents.

ARTICLE 17 - MISCELLANEOUS

17.01 Cumulative Remedies
A. The duties and obligations imposed by this Contract and the rights and remedies available hereunder to the parties hereto are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee, or by other provisions of the Contract. The provisions of this paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right, and remedy to which they apply.

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1 17.02 Limitation of Damages
A. Neither Owner, RPR, nor any of their officers, directors, members, partners, employees, agents, consultants, or subcontractors, shall be liable to Contractor for any claims, costs, losses, or damages sustained by Contractor on or in connection with any other project or anticipated project.

17.03 No Waiver
A. A party’s non-enforcement of any provision shall not constitute a waiver of that provision, nor shall it affect the enforceability of that provision or of the remainder of this Contract.

17.04 Survival of Obligations
A. All representations, indemnifications, warranties, and guarantees made in, required by, or given in accordance with the Contract, as well as all continuing obligations indicated in the Contract, will survive final payment, completion, and acceptance of the Work or termination or completion of the Contract or termination of the services of Contractor.

17.05 Contractor’s Certifications
A. Contractor certifies that it has not engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the Contract.

17.06 Controlling Law and Venue
A. This Contract is to be governed by the law of the state of California and, in the event of litigation, venue will be in the County of San Mateo.

17.07 Notices
A. All notices shall be in writing, and delivered in person, or transmitted by certified mail, postage prepaid. Notices required to be given to Owner or Contractor shall be addressed as appears in the signature block at the end of this Contract.

17.08 No Partnership or Agency
A. Nothing in this Contract nor in the contract documents shall be deemed to constitute a partnership in law between Owner and Contractor, or any subcontractor, to constitute either party as an agent of the other for any purpose; or to entitle either party to commit or bind the other in any manner unless expressly agreed upon in the contract documents.

17.09 Severability
A. If any part or provision of the contract documents is determined by any court to be illegal, invalid, or unenforceable, in whole or in part, the contract documents shall continue to be valid as to its other provisions and the remainder of the affected provision, unless it can be concluded from the circumstances that, in the absence of the provisions found to be null and void, the parties would not have entered into the contract documents. The parties shall use all reasonable efforts to replace any and all provisions or parts found to be null and void with provisions that are valid under the applicable law and come closest to their original intention.

17.10 Waiver
A. None of the following shall operate as a waiver of any provision of the contract documents, or of any power herein reserved by the Owner, or any right to damages herein provided: 1) inspection by the Owner or its authorized agents or representatives; 2) any order or

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1 certificate for payment, or any payment for, or acceptance of the whole or any party of the work by the Owner; 3) an extension of time; or 4) any position taken by the Owner or its authorized agents or representatives.

17.11 Warranty
A. Contractor warrants and guarantees that the materials and equipment provided shall be at least of the quality specified and new unless otherwise required or permitted by the contract documents and, if no quality is specified, then the materials and equipment shall be of commercial grade, suitable for heavy public use in facilities of similar size and complexity, that the work performed hereunder will be free from defects, and that the work will conform to the requirements of the contract documents.

B. In addition to any other expressed or implied warranties and unless otherwise agreed in writing, Contractor warrants that all products delivered hereunder will be new, suitable for use as described, of the grade and quality specified, free from all defects in design, material and workmanship; in conformity with all samples, drawings, descriptions and specifications furnished; in compliance with all applicable federal, state and local laws and regulations, and free of any liens and encumbrances. These warranties shall not be deemed to exclude Contractor’s standard warranties or other rights or warranties which the Owner may have or obtain.

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1 IN WITNESS WHEREOF, Owner and Contractor have signed this Contract.

This Contract will be effective on __________________ (which is the Effective Date of the Contract).

OWNER: CONTRACTOR:

By: Joanne Magrini By: Chad Kaufman
Title: Parks and Recreation Director Title: President
Address for giving notices: Address for giving notices:
330 West 20th Avenue 2587 Business Parkway
San Mateo, CA 94403 Minden, NV 89423
License No.:
(where applicable)

APPROVED AS TO FORM
Mazarin Vakharia Date Assistant City Attorney

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EXHIBIT A
CONTRACTOR’S PROPOSAL
Price Proposal: Central Park - City of San Mateo, CA
Date: January 2, 2025
Reference: 13022-12/13/2024-0
Sourcewell: Contract # 081721-PRM
Our Offer to Sell:

1. Restroom Building delivered to site ($792,826) Sourcewell 5% Discount @ $ 753,185 Public Restroom Company (PRC) herein proposes to furnish (building only per plans and specifications, delivered to site with all costs except installation including applicable taxes excluding retention. (Retention is not allowed as this is materials or a product fully assembled before shipment to the site and therefore not subject to retention.)

2. Installation: Turnkey Installation of the Building above @ $ 71,383 with retention allowed.

Public Restroom Company also includes in this two-part quotation our turnkey installation package for this building. Our national factory authorized installation team will:
a. Arrive onsite to confirm and verify the Owner/General Contractor provided scope of work in preparation for installation including access to the site. b. Verify the building pad size, building corners, finished slab elevation, utility depth and location, meter size and distance from building, and compaction compliance.
c. Excavate the utility trenches for placement of our prefabricated underground piping tree for the buildings plumbing and electrical, set the kit in place, provide the water test for inspection before backfilling, and then place the site adjacent coarse sand you provide to us alongside the building pad and screed it level for final building placement. We will need onsite water availability for wetting the sand bed before building placement to consolidate the pad. d. Set the building on the site pad.
e. Connect the utility piping stub ups to the building piping stub down building points of connection for water, sewer, and electrical conduit to the building internal electrical panel. Utility Point of Connections shall be placed 10’ from building face.

3. Total Cost of building and installation @ $ 824,568

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EXHIBIT B

INSURANCE REQUIREMENTS FOR CONSTRUCTION CONTRACTS
ARTICLE 1 - MINIMUM SCOPE AND LIMIT OF INSURANCE

1.01 Contractor shall procure and maintain for the duration of the contract, and for five (5) years thereafter, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his agents, representatives, employees, or subcontractors.

1.02 Coverage shall be at least as broad as:

A. Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $5,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

B.Automobile Liability: Insurance Services Office Form CA 0001 covering Code 1 (any auto), with limits no less than $5,000,000 per accident for bodily injury and property damage.

C.Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease.

D.Builder’s Risk (Course of Construction) insurance utilizing an “All Risk” (Special Perils) coverage form, with limits equal to the completed value of the project and no coinsurance penalty provisions.

E.Surety Bonds as described below.

F.Professional Liability (if Design/Build), with limits no less than $2,000,000 per occurrence or claim, and $2,000,000 policy aggregate.

G.Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability and/or Errors and Omissions (if project involves environmental hazards) with limits no less than $1,000,000 per occurrence or claim, and $2,000,000 policy aggregate.

1.03 If the contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

1.04 Self-Insured Retentions. Self-insured retentions must be declared to and approved by the City. At the option of the City, either: the contractor shall cause the insurer shall to reduce or eliminate such self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the Contractor shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. The

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policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City.

ARTICLE 2 - OTHER INSURANCE PROVISIONS

2.01 The insurance policies are to contain, or be endorsed to contain, the following provisions:

A.The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired, or borrowed by or on behalf of the Contractor. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10, CG 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

B. For any claims related to this project, the Contractor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it.

C. Each insurance policy required by this clause shall provide that coverage shall not be canceled, except with notice to the City.

2.02 Builder’s Risk (Course of Construction) Insurance
A. Contractor may submit evidence of Builder’s Risk insurance in the form of Course of Construction coverage. Such coverage shall name the City as a loss payee as their interest may appear.

B. If the project does not involve new or major reconstruction, at the option of the City, an Installation Floater may be acceptable. For such projects, a Property Installation Floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken, or destroyed during the performance of the Work, including during transit, installation, and testing at the City’s site.

2.03 Claims Made Policies
A. If any coverage required is written on a claims-made coverage form:

1. The retroactive date must be shown, and this date must be before the execution date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided, for at least five (5) years after completion of contract work.

3. If coverage is cancelled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective, or start of work date, the Contractor must purchase extended reporting period coverage for a minimum of five (5) years after completion of contract work.

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4. A copy of the claims reporting requirements must be submitted to the City for review.

5. If the services involve lead-based paint or asbestos identification/remediation, the Contractors Pollution Liability policy shall not contain lead-based paint or asbestos exclusions. If the services involve mold identification/remediation, the Contractors Pollution Liability policy shall not contain a mold exclusion, and the definition of Pollution shall include microbial matter, including mold.

2.04 Acceptability of Insurers
A. Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best rating of no less than A: VII, unless otherwise acceptable to the City.

2.05 Waiver of Subrogation
A.Contractor hereby agrees to waive rights of subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors.

2.06 Verification of Coverage
A. Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. 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.

2.07 Subcontractors
A. Contractor shall require and verify that all subcontractors maintain insurance meeting all requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13.

2.08 Surety Bonds.

A. Contractor shall provide the following Surety Bonds:

1. Performance Bond

2. Payment Bond

3. Maintenance Bond
B. The Payment Bond and the Performance Bond shall be in a sum equal to the contract price.

If the Performance Bond provides for a one-year warranty a separate Maintenance Bond is not necessary. If the warranty period specified in the contract is for longer than one year a Maintenance Bond equal to 10% of the contract price is required. Bonds shall be duly executed by a responsible corporate surety, authorized to issue such bonds in the State of California and secured through an authorized agent with an office in California.

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2.09 Special Risks or Circumstances.

A. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other circumstances.

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CITY OF SAN MATEO
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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: 10-5112 File ID: 25-9671 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Police Department
MEETING DATE: March 17, 2025
SUBJECT:

AB 481 Annual Military Equipment Report — Approval
RECOMMENDATION:

Approve the Annual Military Equipment Report per California State Assembly Bill No. 481.

BACKGROUND:

On September 30, 2021, Assembly Bill 481 (AB 481) was codified in Government Code Sections 7070-7075, requiring the governing body of law enforcement agencies to adopt a “Military Equipment Use” policy. The San Mateo Police Department presented a policy to the City Council which was adopted by Ordinance on May 2, 2022.

AB 481 also requires law enforcement agencies to prepare an annual report containing information for the preceding calendar year. Staff has prepared a Military Equipment Annual Report (Exhibit A) which summarizes the required information, including a description of the purpose of the equipment and how it was used; any complaints received; the results of any internal audits; the cost of the equipment; the quantity possessed; and if the agency intends to acquire additional equipment in the next year.

The San Mateo Police Department does not possess any tactical equipment obtained from the military, nor does it possess any equipment designed for military use. The term “military equipment,” as defined in AB 481, includes various items commonly used by law enforcement agencies as part of best practices to reduce risks to community members. The list includes, but is not limited to, unmanned aerial or ground vehicles, armored vehicles, command and control vehicles, chemical agents, less-lethal shotguns, less-lethal 40mm projectile launchers, distraction devices and long-range acoustic devices. These items provide peace officers the ability to safely resolve volatile situations and are vital tools that facilitate compliance with our stringent use of force policy. These tools have been tested in the field and are used to enhance citizen and officer safety.

During the 2024 calendar year, no complaints related to military equipment were received by the Police Department.

There were no violations of department policy related to the deployment of military equipment by department personnel.

The Police Department acquired seventeen unmanned aerial system (UAS) devices in 2024, largely as part of the effort to stand up the Real Time Information Center. In the current 2025 calendar year, the Police Department does not have any plans to acquire additional military equipment. It is anticipated that during the 2025 calendar year the Police Activities League (PAL) will receive a donation to include two UAS devices which will be used to offer educational and enrichment programs for local youth. These devices will be kept at the Police Department but will belong to PAL.

In compliance with AB 481, the Military Equipment Annual Report was published on the Police Department’s website at least 30 days prior to this meeting.

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CITY OF SAN MATEO
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BUDGET IMPACT:

There is no budget impact associated with this action.

ENVIRONMENTAL DETERMINATION:

This action 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 – Military Equipment Report

STAFF CONTACT
Ed Barberini, Chief of Police
[email protected]
(650) 522-7600
Anthony Riccardi, Lieutenant
[email protected]
(650) 522-7689

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Annual Military Equipment Report for Calendar Year 2024 Equipment Category Description Summary of how equipment was used and purpose of use Summary of
complaints
received
Result of any
internal audits or
violations of
military equipment
use policy Acquisition Costs Per Annual Costs
Funding source for
following calendar
year
Quantity Possessed
of each type of
equipment
If we intend to acquire
additional military
equipment in the next
year, the quantity
sought
Matrice M30 $15,000 operating budget 1
DJ Mavik M3T/M2 Enterprise $6,500 operating budget 6
Skydio X10 $22,000 operating budget 5
Sky Hero Loki MkII $10,000 operating budget 2
DJI Mavic Mini $1,200 operating budget 4
DJI Avata $1,200 operating budget 5
DJI Neo 400 operating budget 1
Transcend Robotics $20,000 operating budget 2 N/A
iRobot packbot 510 0 N/A 1 N/A
Recon robotics recon scout 0 N/A 1 N/A
Armored Vehicles International Armor Group Sentinel
The purpose of the armored vehicle is to provide for the safe transport, security, and rescue of agency personnel and citizens in high-risk incidents, and the equipment was used in this manner, for law enforcement purposes. None 0 $1500 in annual
maintenance N/A 1 N/A
Braun Northwest mobile command vehicle 0 N/A 1 N/A
Ford motor vehicle F53 motorhome command post $100,000 operating budget 1 N/A Daniel Defense DDM4 V7 $2,000 operating budget 36 N/A
Daniel Defense personal defense weapon (PDW) 300 Blk $2,000 operating budget 14 N/A Whindham weaponry AR15 $1,800 operating budget 14 N/A
Georgia Precision AR10 $2,500 operating budget 3 N/A
SPEER GOLD DOT .223 CALIBER 62 GRAIN RIFLE ROUND $260/case of 500 operating budget 400 cases N/A FEDERAL 9MM LUGER GRAIN HST DUTY AMMUNITION $9,600 operating budget 8000 rounds N/A Hornady 300, blackout 110 grain GMX $25,000 operating budget 12000 rounds N/A Hornady 308, 168 grain AMAX $2,000 operating budget 1000 rounds N/A COMBINED TACTICAL SYSTEMS, 7290-2 FLASH-BANG $52 operating budget 20 N/A COMBINED TACTICAL SYSTEMS, 7290M MINI FLASH-BANG $38 operating budget 20 N/A DETONATING CORD $1/ft operating budget 0 Feet N/A
BLASTING CAP $12 operating budget 0 N/A
REMINGTON 870 BREACHING SHOTGUN $500 operating budget 5 N/A DEFENSE TECHNOLOGY FRANGILBE BREACHING ROUND $5/round operating budget 50 N/A CTS 7290M $35/ea operating budget 20 N/A
CTS 5230 $30/ea operating budget 20 N/A
CTS 6330 and 6340 $25/ea operating budget 12 N/A
CTS 5230B $35/ea operating budget 10 N/A
CTS 8210 $25/ea operating budget 10 N/A
Long Range Acoustical Device
Long Range Acoustical Device (LRAD)
The purpose of the equipment is to issue dispersal orders during crowd and riot control situations or to address the public in civil emergencies, natural disasters, evacuations, and police incidents. In the last year, the equipment was deployed to give direction duirng high-risk situations. None $0 N/A N/A 1 N/A CTS Launching cup:

COMBINED SYSTEMS LC5 40MM LAUNCHING CUP
The purpose of the equipment is to limit the escalation of conflict where employment of lethal force is prohibited or undesirable such as self-destructive, dangerous, and/or combative individuals; barricaded suspects; riot/crowd control and civil unrest incidents; and training exercises. This equipment was not used last year. None $302/ea N/A operating budget 2 N/A
PENN ARMS 40mm launcher $1000/ea operating budget 26
Pepperball launcher $1200/ea operating budget 4
4330 – Liquid CS projectile operating budget 20
4431 – CS powder filled projectiles operating budget 20 4340 – Liquid OC filled projectiles operating budget 20 Less lethal foam-tipped projectiles operating budget 100 N/A
None
None
None
None
We assess and
monitor after any
deployment or use
of equipment to
ensure the
equipment is being
utlized in a manner
which is consistent
with Department
Policy and there
were no violations.

Varies. Ranges from
$1000-$2500
Varies depending on need
for replacement parts or
repairs.
$5,000 in annual
maintenance
Annual maintenance is
$25/rifle. Ammunition
costs are typically
$50,000/year
Varies depending on use
None
None
None
None
N/A
Chemical Agents
40mm Launchers and Rounds
Annual maintenance and
training costs range from
$1000-$5000
Varies depending on use in
the field, ranging from
$1500-$2500 per year
Annual costs range from
$5,000-$20,000 depending
on use.

The purpose of the equipment is to safely create a positive breach and enter structures for offical law enforcement purposes and in accordance with State and Federal Law; and during training exercies. This equipment was not used last year.

The purpose of the equipment is to limit the escalation of conflict where employment of lethal force is prohibited or undesirable such as self-destructive, dangerous, and/or combative individuals; barricaded suspects; riot/crowd control and civil unrest incidents; and training exercises.

Robots
Rifles
Explosive Breaching Tools
Distraction Devices
Unmanned Aircraft System (UAS)
Command and Control Vehicles
Robots were utilized to remotely gain visual/audio intelligence, deliver equipment, open doors, and clear buildings ahead of a search team, for official law enforcement purposes, including search and rescue; suspect
apprehension; tactical operations; scene security; hazard monitoring, identification and mitigation; response to emergency calls; crisis communications; and legally authorized surveillance.

The equipment was utilized as a mobile command post during any incident that required command and control beyond a static dispatch center and inlcuded official law enforcement purposes, pre-planned events and training exercies.

The purpose of the equipment is to address a threat with more precision and/or greater distances than a handgun, if present and feasible, and this is the manner in which it was deployed, including training.

Distraction devices were deployed to distract dangerous suspects to allow tactical teams to complete a dangerous mission or task. Distraction devices were only used during high-risk situations where their use would enhance officer safety; and during training exercies.

UAS/Drones and robots were utilized to enhance the Department’s mission of protecting lives and property when other means and resources are not available or less effective. Uses included search and rescue; suspect apprehension; crime scene documentation; tactical operations; scene security; hazard monitoring, identification and mitigation; response to emergency calls; crisis communications; and legally authorized surveillance.

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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: 14-1311 File ID: 25-9676 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: City Manager's Office
MEETING DATE: March 17, 2025
SUBJECT:
385 2nd Ave – Lease Agreement Renewal
RECOMMENDATION:

Approve a one-year lease and one-year option at 385 2nd Avenue in the Main Street Garage with Dagoberto Vasquez and Anavela Vasquez for a term beginning April 1, 2025, with and an initial base rent of $1,374.00 monthly; and authorize the City Manager to execute the lease in substantially the form presented.

BACKGROUND:

There are six commercial leases at the Main Street Garage, which are owned and managed by the City. These commercial spaces were created to attract retail tenants who contribute to the vibrancy of Downtown. 385 Second Avenue is a 515- square-foot space equipped with a ventilation and exhaust system and a grease trap for basic commercial kitchen use.

Dagoberto and Anavela Vasquez operate a small taqueria at this location. The taqueria offers fast Mexican food, including sandwiches, tacos, and burritos. They have been operating in the space since 2021 and have consistently paid their rent on time. The lease term is one year, with an additional one-year option. The initial base rent is $1,374.00 per month. There is a current additional monthly fee of $62.96 for common area maintenance. The tenant is responsible for all utilities, taxes, and permits. If the optional one-year extension is exercised, the monthly base rent will increase to $1,415.00, not including common area charges.

BUDGET IMPACT:

The lease will contribute approximately $17,243.52 annually in base rent (excluding common area charges) during the initial term and up to $17,735.52 if the optional one-year extension is exercised, supporting the City's goal of maintaining active, revenue-generating spaces within the Main Street Garage and providing funds for Downtown maintenance and parking.

ENVIRONMENTAL DETERMINATION:

This agreement 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 use. (CEQA Guidelines Section 15301.)

NOTICE PROVIDED
All meeting noticing requirements were met.

ATTACHMENTS
Att 1 - Proposed Lease Amendment

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CITY OF SAN MATEO

STAFF CONTACT
Jennifer Chen, Economic Development Manager
[email protected]
(650) 522-7009

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8 SECOND AMENDMENT TO LEASE
THIS AMENDMENT TO LEASE is made and entered into as of March 1, 2025 , by and between CITY OF SAN MATEO ("Lessor") and ELMER VASQUEZ and ANAVELA VASQUEZ ("Lessee").

WHEREAS, on or about April 1, 2021 a Lease was entered into by and between Lessor and Lessee relating to certain real property commonly known as (street address, city, state, zip): 385 2nd Avenue, San Mateo, CA 94401 (the "Premises"), and WHEREAS, Lessor and Lessee have have not previously amended said Lease on October 1, 2022, and WHEREAS, the Lessor and Lessee now desire to amend said Lease, NOW, THEREFORE, for payment of TEN DOLLARS and other good and valuable consideration to Lessor, the receipt and sufficiency of which is hereby acknowledged, the parties mutually agree to make the following additions and modifications to the Lease:

TERM: The Expiration Date is hereby advanced extended to March 31, 2026 .

AGREED USE: The Agreed Use is hereby modified to: .

BASE RENT ADJUSTMENT: Monthly Base Rent shall be as follows: from April 1, 2025 through March 31, 2025, the Base Rent for the Premises shall be One Thousand, Three Hundred and seventy-four and 00/100 ($1,374.00) dollars per month. There is currently an additional sixty-two and 96/100 ($62.96) dollar per month common area maintenance charge that is not part of the Base Rent.

OTHER: Option to Extend. Lessee is hereby granted an option to extend the term of this Lease for an additional year, from April 1, 2026 through March 31, 2027. The Base Rent for this extension period shall be One Thousand, Four Hundred and fifteen and 00/100 ($1,415.00) dollars per month, commencing on April 1, 2026.

This Amendment shall not be construed against the party preparing it, but shall be construed as if all parties jointly prepared this Amendment and any uncertainty and ambiguity shall not be interpreted against any one party. Signatures to this Amendment accomplished by means of electronic signature or similar technology shall be legal and binding.

All other terms and conditions of this Lease shall remain unchanged and shall continue in full force and effect except as specifically amended herein.

EXECUTED as of the day and year first above written.

By Lessor:

CITY OF SAN MATEO
By:

Name Printed: Alex Khojikian
Title: City Manager
Phone:

Fax:

Email: [email protected]
Approved as to form:

By:

Name Printed: Mazarin Vakharia
Title: Assistant City Attorney
Phone:

Fax:

Email: [email protected]
Address:

Federal ID No.:

By Lessee:

ELMER VASQUEZ and ANAVELA VASQUEZ
By:

Name Printed: Elmer Vasquez
Title:

Phone:

Fax:

Email: [email protected]
By:

Name Printed: Anavela Vasquez
Title:

Phone:

Fax:

Email:

Address:

Federal ID No.:

AIR CRE * https:// www.aircre.com * 213-687-8777 * [email protected]

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8 NOTICE: No part of these works may be reproduced in any form without permission in writing.

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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: 25-9696 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: March 17, 2025
SUBJECT:

Metropolitan Transportation Commission Transit-Oriented Communities Policy Grant – Agreement RECOMMENDATION:

Adopt a Resolution to accept grant funds in the amount of $610,000 from the Metropolitan Transportation Commission (MTC) for the Comprehensive Zoning Code Update; approve the Master Funding Agreement; and authorize the City Manager to execute the Master Funding Agreement with MTC in substantially the form presented.

BACKGROUND:

In November 2024, the City applied for grant funding through MTC’s Transit-Oriented Communities (TOC) Policy program for the Comprehensive Zoning Code Update to implement General Plan 2040. Following adoption of the General Plan 2040 in March 2024 and the subsequent approval of Measure T by the San Mateo voters in November 2024, a Comprehensive Zoning Code update is necessary to ensure consistency between the General Plan and Zoning Code. The General Plan 2040 plans for specified growth and development focused within ten study areas, encompassing roughly a quarter of the city’s land near downtown, Cal Train station areas, employment centers, and along transit corridors, which align with the TOC policies. The Comprehensive Zoning Code Update will ensure the full implementation of General Plan 2040, allowing for higher-density development and mixed-use areas within the study areas in proximity to jobs, services and transit.

In February 2025, the MTC Planning Committee approved the City’s grant application for funding to support completion of the Comprehensive Zoning Code Update in the amount of $610,000. The funding will pay for City staff time to complete key tasks related to the Comprehensive Zoning Code Update and its environmental documentation. Before the funds can be reimbursed, a Master Funding Agreement must be executed with MTC. Further, MTC’s Transit-Oriented Communities grant program requires the adoption of a resolution to authorize the signatory of the Master Funding Agreement prior to finalizing the agreement. A local Resolution was not required at the grant application stage; however, it is required upon award as a condition of grant acceptance.

Staff recommends that the City Council adopt a Resolution to accept the $610,000 grant from MTC for the Comprehensive Zoning Code Update. Staff further recommends that the City Council approve the Master Funding Agreement with MTC and authorize the City Manager to execute the necessary documentation to receive the grant funds. As the next step in the process, staff published a Request for Proposals (RFP) to select a qualified consultant to assist with the Comprehensive Zoning Code Update effort on March 5, 2025. The goal is to bring the contract for the selected consultant to City Council for approval in June. Staff will begin preparing for this effort in the coming months so that the effort can commence as soon as the contract for the selected consultant has been executed.

BUDGET IMPACT:

The receipt of grant funding will be provided on a reimbursement basis, and the funds will be available to the City over a period of two years. While the exact dollar amount received will vary based on the time staff spends in completing the

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work, given the amount of work that will be necessary to complete the Comprehensive Zoning Code Update, it is fully anticipated that staff time spent will meet or exceed the $610,000 grant amount. The Advanced Planning Fund will be used to pay for this work, and all grant reimbursements will be deposited into this fund. Upon the completion of specified work products or milestones, staff will submit invoices to MTC for review and reimbursement within 30 days of invoice approval.

ENVIRONMENTAL DETERMINATION:

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).) NOTICE PROVIDED:

All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Proposed Resolution
Att 2 – Master Funding Agreement

STAFF CONTACT
Simin Zakavand, AICP, Associate Planner
[email protected]
(650) 522-7219

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0 CITY OF SAN MATEO
RESOLUTION NO. ___ (2025)

ACCEPTING THE METROPOLITAN TRANSPORTATION COMMISSION (MTC) TRANSIT-ORIENTED COMMUNITIES POLICY GRANT IN THE AMOUNT OF $610,000 FOR THE COMPREHENSIVE ZONING CODE UPDATE WHEREAS, General Plan 2040 adoption and the passage of Measure T necessitates the need to complete a Comprehensive Zoning Code Update to fully implement the General Plan 2040, which enables higher density and mixed-use development within the ten study areas located near downtown, Cal Train station areas, employment centers, and along transit corridors; and
WHEREAS, the City of San Mateo applied to the Metropolitan Transportation Commission (MTC) Transit- Oriented Communities (TOC) Policy Grant, specifically, for Technical Assistance for Zoning Updates, to support completion of the Comprehensive Zoning Code Update; and WHEREAS, in February 2025, the MTC Planning Committee approved awarding a $610,000 grant to the City of San Mateo for the Comprehensive Zoning Code Update; and WHEREAS, the grant funds will be available to reimburse staff time dedicated to work on the Comprehensive Zoning Code Update over a period of two years; and WHEREAS, the Master Funding Agreement needs to be executed with MTC before such funds can be reimbursed through the MTC Transit-Oriented Communities Policy Grant; and WHEREAS, the City of San Mateo wishes to approve acceptance of the grant subject to the Master Funding Agreement in the amount of $610,000.

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

1. The City Council action adopting a Resolution to accept grant funds is not a project subject to CEQA review because it is an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. (CEQA Guidelines Section 157378(b)(5).)

2. Acceptance of the MTC Transit-Oriented Communities Policy grant in the amount of $610,000 is approved.

3. The City shall be subject to the terms and conditions as specified in the Master Funding Agreement, the Transit-Oriented Communities Policy, and any applicable MTC guidelines. Funds are to be used for allowable expenditures as specifically identified in the Master Funding Agreement. The City Council hereby agrees to use the funds for eligible uses in the manner presented in the application as approved by the MTC and in accordance with the Transit-oriented Communities policy.

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MASTER FUNDING AGREEMENT

BETWEEN THE METROPOLITAN TRANSPORTATION COMMISSION
AND
The CITY OF SAN MATEO

PLANNING, PROGRAMMING,

TRANSPORTATION, TRANSIT, LAND USE OR OTHER PROJECTS
FOR
FISCAL YEAR 2022-23 through FISCAL YEAR 2032-33

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Page ii
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1 TABLE OF CONTENTS

ARTICLE PAGE

1.0 GENERAL......................................................................................................................................1

2.0 INTERAGENCY AGREEMENT ADMINISTRATION...........................................................2

3.0 FUNDING.......................................................................................................................................2

4.0 TERM .............................................................................................................................................3

5.0 PAYMENT .....................................................................................................................................3

6.0 DELAYS AND FAILURE TO PERFORM ................................................................................3

7.0 AMENDMENTS ............................................................................................................................4

8.0 TERMINATION............................................................................................................................4

9.0 USE OF THIRD PARTY CONTRACTS ....................................................................................4

10.0 INDEMNIFICATION ...................................................................................................................4

11.0 LAWS AND REGULATIONS .....................................................................................................4

12.0 RECORDS......................................................................................................................................5

13.0 AUDITS ..........................................................................................................................................5

14.0 SUBCONTRACTS ........................................................................................................................5

15.0 PROHIBITED INTERESTS ........................................................................................................6

16.0 ORGANIZATIONAL CONFLICTS OF INTEREST ...............................................................6

17.0 CHOICE OF LAW ........................................................................................................................7

18.0 PARTIAL INVALIDITY..............................................................................................................7

19.0 NO THIRD PARTY BENEFICIARIES......................................................................................7

20.0 ORDER OF PRECEDENCE........................................................................................................8 EXHIBIT A FORM OF SUPPLEMENT ................................................................................................9 EXHIBIT B-1 ADDITIONAL TERMS AND CONDITIONS (GENERAL) .....................................11

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1 EXHIBIT B-2 ADDITIONAL TERMS AND CONDITIONS (FEDERALLY REQUIRED CLAUSES)................................................................................................................................................12 EXHIBIT B-3 ADDITIONAL TERMS AND CONDITIONS (STATE-REQUIRED CLAUSES)20 EXHIBIT B-4 ADDITIONAL TERMS AND CONDITIONS (PREVAILING WAGE RATES,

APPRENTICESHIPS, AND PAYROLL RECORDS NON FEDERALLY FUNDED AGREEMENTS)......................................................................................................................................33 EXHIBIT B-5 ADDITIONAL TERMS AND CONDITIONS (PREVAILING WAGE RATES, APPRENTICESHIPS, AND PAYROLL RECORDS FEDERALLY FUNDED AGREEMENTS)34 EXHIBIT B-6 ADDITIONAL TERMS AND CONDITIONS (REGIONAL TOLL FUNDS INCLUDING RM1, RM2, RM3, AND AB 1171) .................................................................................40 EXHIBIT B-7 ADDITIONAL TERMS AND CONDITIONS (REGIONAL DISCRETIONARY FEDERAL FUNDS INCLUDING STP AND CMAQ).........................................................................46

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MASTER FUNDING AGREEMENT
Between METROPOLITAN TRANSPORTATION COMMISSION
And the City of San Mateo
For PLANNING, PROGRAMMING,

TRANSPORTATION, TRANSIT, LAND USE OR OTHER PROJECTS
This Master Funding Agreement, effective as of [DATE] (this “Master Funding Agreement” or “Agreement”), is entered into by and between the Metropolitan Transportation Commission (hereafter “MTC”), a regional transportation planning agency established pursuant to California Government Code § 66500 et seq., and the City of San Mateo (hereafter "AGENCY"). MTC and AGENCY are collectively referred to herein as “the Parties.”

WITNESSETH
WHEREAS, MTC has been designated as the Metropolitan Planning Organization (MPO - federal) and the Regional Transportation Planning Agency (“RTPA” - state) for the San Francisco Bay Region; and
WHEREAS, MTC from time to time expects to provide funds available to it as MPO, RTPA or otherwise to AGENCY; and
WHEREAS, it is expected that these funds will be used for planning, programming, transportation, transit, land use or other projects relevant to MTC or its statutory purposes (the “Project” or “Projects”); and
WHEREAS, the Parties wish to set forth the terms and conditions under which MTC may from time to time provide funding to AGENCY; and
WHEREAS, before MTC will make funds available hereunder, MTC and AGENCY will enter into at least one Supplement to this Master Funding Agreement, which must be in substantially the form attached hereto as Exhibit A (each, a “Supplement”) to establish the terms and conditions applicable to AGENCY when receiving funds for the Project;
NOW, THEREFORE, the Parties hereto agree as follows:

1.0 GENERAL
This Master Funding Agreement shall have no force and effect with respect to a Project or any portion thereof unless and until a Supplement has been fully executed by both MTC and AGENCY

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governing the relevant Project. Exhibit A, Form of Supplement, is attached hereto and incorporated herein. Each Supplement shall include the following information:
a. A description of the applicable Project scope of work; b. A maximum payment amount for the applicable Project scope of work; c. An indication of whether the various clauses attached hereto as Exhibits B-1 through B-7 shall apply to AGENCY’s implementation of the applicable Project scope of work; d. Any additional covenants, conditions, restrictions or reporting requirements that apply to the applicable Project scope of work or funding source MTC is providing to AGENCY; e. Identification of the MTC and AGENCY project managers for the applicable Project scope of work;
f. The estimated budget and payment milestones for the applicable Project scope of work; and
g. Any MTC or AGENCY resolutions, authorizations or approvals, or any other key documents, relevant to the applicable Project scope of work or funding source MTC is providing to AGENCY.

Upon execution by MTC and AGENCY of such a Supplement, AGENCY shall assume the responsibility for implementing the applicable Project scope of work, and MTC will administer funding to AGENCY in accordance with this Agreement, the applicable Supplement, and any other documents incorporated by reference into such Supplement.

2.0 INTERAGENCY AGREEMENT ADMINISTRATION
The administration of this Agreement will be conducted by MTC staff. Day-to-day management of individual projects required under this Agreement is assigned to the appropriate Project Manager at AGENCY and Project Manager at MTC, as set forth in the applicable Supplement.

3.0 FUNDING
A. The total compensation to be paid to AGENCY under this Agreement shall be the sum of the amounts of compensation payable to AGENCY as set forth in each Supplement.

B. AGENCY and MTC jointly agree to exert their best efforts to manage each component of the Project in such a way that prevents costs from exceeding the estimated budget set forth in the applicable Supplement.

C. Reimbursement of AGENCY travel expenses and per diem rates are not to exceed the rate specified by the State of California Department of Personnel Administration for similar employees (i.e. non-representative employees)

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4.0 TERM
This Agreement is in effect for the ten years following the Effective Date. This Agreement term may be extended by mutual written agreement.

5.0 PAYMENT
Contingent upon AGENCY’s satisfactory completion of work products or milestones, as applicable, required under the applicable Supplement, AGENCY shall submit invoices to MTC for that portion of the funds available to AGENCY that have been expended. This invoice will be in the format and provided no more frequently than prescribed by MTC in the applicable Supplement. In addition, all supporting documentation must accompany expenditures included on AGENCY invoices. Payment shall be made by MTC within thirty (30) days of receipt of an acceptable invoice, which shall be subject to the review and approval of MTC’s Project Manager or a designated representative. Approval of an invoice shall not be unreasonably withheld. AGENCY should submit invoices electronically via email to MTC at [email protected] or deliver or mail invoices to MTC, as follows:

Attention: Accounting Section
Metropolitan Transportation Commission
Bay Area Metro Center
375 Beale Street, Suite 800
San Francisco, CA, 94105

6.0 DELAYS AND FAILURE TO PERFORM
Whenever AGENCY encounters any difficulty that will delay timely performance of work, AGENCY shall notify MTC in writing. The parties agree to cooperate to work out a mutually satisfactory course of action.

If MTC determines that (a) AGENCY’s failure to complete a product on a timely basis is due to causes solely within AGENCY’s control; and/or (b) AGENCY has failed to consider MTC recommendations aimed at facilitating progress toward that product, MTC may impose such sanctions as it may determine appropriate. Sanctions may include withholding of commensurate payment due under this Agreement until compliance is achieved.

7.0 AMENDMENTS
This Agreement or any Supplement hereto may be amended by mutual agreement of MTC and AGENCY at any time during the term of the Agreement. All such changes shall be incorporated in written amendments, which shall specify the changes in work performed and any adjustments in compensation and schedule. All amendments shall be executed by the authorized Executive or a

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designated representative of MTC and AGENCY and specifically identified as amendments to the Agreement. The MTC Project Manager is not a designated representative, for purposes of executing an amendment.

8.0 TERMINATION
Either party may terminate this Agreement, in whole or in part, at any time upon ninety (90) days’ written notice. In this event, AGENCY shall submit a requisition to MTC for an amount representing the actual cost of services performed up to the effective date of termination for which AGENCY has not been previously reimbursed. In no event shall the maximum expenditure allowed under this Agreement, as it may be adjusted by a written amendment signed by both parties, be exceeded. Upon payment of the amount found due, MTC shall be under no further obligation to AGENCY, monetarily or otherwise.

9.0 USE OF THIRD PARTY CONTRACTS
AGENCY may subcontract or subvene funds to local agencies, consultants or contractors for performance of portions of the work required under this Agreement, without the prior written consent of MTC, provided AGENCY complies with any other applicable requirements of this Agreement and the applicable Supplement hereto, and applicable federal and state requirements.

10.0 INDEMNIFICATION
AGENCY shall indemnify, defend, and hold harmless MTC, its Commissioners, representatives, agents and employees from and against all claims, injury, suits, demands, liability, losses, damages and expenses, whether direct or indirect (including any and all costs and expenses in connection therewith), incurred by reason of any act or failure to act of AGENCY, its officers, employees or agents, or subconsultants or any of them in connection with this Agreement.

11.0 LAWS AND REGULATIONS
AGENCY shall comply with any and all laws, statutes, ordinances, rules, regulations or requirements of the federal, state and/or a local government, and of any agency thereof, including but not limited to the California Department of Transportation (Caltrans) Local Assistance Procedures Manual, as they exist at the time of execution of the Agreement and as they may be amended in the future, which relate to or in any manner affect the performance of this Agreement and any Supplements.

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12.0 RECORDS
AGENCY agrees to establish and maintain an accounting system conforming to generally accepted accounting principles (GAAP) that is adequate to accumulate and segregate reasonable, allowable, and allocable project costs. AGENCY further agrees to keep all records pertaining to the Project(s) being funded for audit purposes for a minimum of: (a) three (3) years following final payment to AGENCY, (b) four (4) years following the fiscal year of last expenditure under the Agreement; or (c) until completion of any litigation, claim or audit, whichever is longest.

13.0 AUDITS
AGENCY shall permit MTC and MTC’s authorized representatives to have access to AGENCY’s books, records, accounts, and any and all work products, materials, and other data relevant to this Agreement, for the purpose of making an audit, examination, excerpt and transcription during the term of this Agreement and for the period specified in Article 12. AGENCY shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, work products, materials and data for that period of time. Such permission shall extend to books, records, accounts, and any and all work products, materials, and other data relevant to this Agreement of the AGENCY’s contractors and subcontractors, if any. If applicable, should MTC request access to the construction site and related field operations, MTC shall provide reasonable notice to AGENCY, and AGENCY shall provide access as it deems reasonable and safe, subject to the rights of the property owner if such owner is not AGENCY.

AGENCY further agrees to include in all its subcontracts hereunder exceeding $25,000 a provision to the effect that the subconsultant agrees that MTC or any of MTC’s duly authorized representatives shall have access to and the right to examine any directly pertinent books, documents, papers, and records of such subconsultant for the term specified above. “Subconsultant” is defined in Article 14.0 Subcontracts, below.

14.0 SUBCONTRACTS
A. For purposes of this Agreement, “subconsultant” shall mean any consultant or contractor under contract with the AGENCY to perform Project work. Any subconsultants must be engaged under written contract with AGENCY with provisions allowing AGENCY to comply with all requirements of this Agreement. Failure of a subconsultant to provide any insurance required under this Agreement shall be at the risk of AGENCY. MTC’s Project Manager shall be notified in writing of any substitution or addition of subconsultants.

For any Project funded by the Federal Transit Authority (FTA), Federal Highway Administration (FHWA) or Caltrans, AGENCY shall complete Form 10-C, as may be revised by Caltrans from time to

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time, within thirty (30) days of executing an agreement with a subconsultant and submit it to MTC’s Project Manager. MTC shall not process payment of any invoice under the applicable Supplement relating to work by a subconsultant unless AGENCY shall have submitted to MTC a Form 10-C with respect to its contract with such subconsultant.

B. Nothing contained in this Agreement or otherwise, shall create any contractual relation between MTC and any subconsultants, and no subcontract shall relieve AGENCY of his/her responsibilities and obligations hereunder. AGENCY agrees to be as fully responsible to MTC for the acts and omissions of its subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by AGENCY. AGENCY's obligation to pay its subconsultants is an independent obligation from MTC's obligation to make payments to AGENCY.

C. Applicable provisions of this Agreement shall be included in any subcontract or subconsultant agreement in excess of $25,000 entered into under of this Agreement.

15.0 PROHIBITED INTERESTS
No member, officer, employee or agent of MTC, during his/her tenure shall have any prohibited interest as defined by California Government Code Sections 1090, et seq., direct or indirect, in the Agreement or the proceeds thereof. Prohibited interests include interests of immediate family members, domestic partners, and their employers or prospective employers. Accordingly, AGENCY further covenants that it has made a complete disclosure to MTC of all facts of which AGENCY is aware upon due inquiry bearing upon any possible interest, direct or indirect, that it believes any member, officer, agent or employee of MTC (or an immediate family member, domestic partner or employer or prospective employer of such member, officer, agent or employee) presently has, or will have in the Agreement, or in the performance thereof, or in any portion of the profits thereunder. Willful failure to make such disclosure, if any, shall constitute grounds for cancellation and termination hereof by MTC.

16.0 ORGANIZATIONAL CONFLICTS OF INTEREST
AGENCY shall take all reasonable measures to preclude the existence or development of an organizational conflict of interest in connection with work performed by subconsultants or subcontractors under this Agreement. An organizational conflict of interest occurs when, due to other activities, relationships, or contracts, a firm or person is unable, or potentially unable, to render impartial assistance or advice to MTC or AGENCY; a firm or person’s objectivity in performing the contract work is or might be impaired; or a firm or person has an unfair competitive advantage in proposing for award of a contract as a result of information gained in performance of this or some other Agreement.

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AGENCY shall not engage the services of any subconsultant or subcontractor on any work related to this Agreement if the subconsultant or subcontractor, or any employee of the subconsultant or subcontractor, has an actual or apparent organizational conflict of interest related to work or services contemplated under this Agreement.

If at any time during the term of this Agreement AGENCY becomes aware of an organizational conflict of interest in connection with the work performed by a subconsultant or subcontractor hereunder, AGENCY shall immediately provide MTC with written notice of the facts and circumstances giving rise to this organizational conflict of interest. AGENCY’s written notice will also describe alternatives for addressing or eliminating the organizational conflict of interest. If at any time during the period of performance of this Agreement, MTC becomes aware of an organizational conflict of interest in connection with performance of any work hereunder by a subconsultant or subcontractor, MTC shall similarly notify AGENCY. In the event a conflict is presented, whether disclosed by AGENCY or its subconsultant or subcontractor, or discovered by MTC, MTC will consider the conflict presented and any alternatives proposed and meet with AGENCY to determine an appropriate course of action.

MTC’s determination as to the manner in which to address the conflict shall be final.

Failure to comply with this section may subject AGENCY or its subconsultant or subcontractor to damages incurred by MTC in addressing organizational conflicts that arise out of work performed by such subconsultant or subcontractor, or to termination of this Agreement for breach.

17.0 CHOICE OF LAW
All questions pertaining to the validity and interpretation of the Agreement shall be determined in accordance with the laws of the State of California applicable to agreements made and to be performed within the State.

18.0 PARTIAL INVALIDITY
If any term or condition of this Agreement is found to be illegal or unenforceable, such term or condition shall be deemed stricken and the remaining terms and conditions shall remain valid and in full force and effect.

19.0 NO THIRD PARTY BENEFICIARIES
This Agreement is not for the benefit of any person or entity other than the parties.

20.0 ORDER OF PRECEDENCE
In the event of a conflict in the provisions of this Agreement, any Supplement hereto, or the Exhibits hereto incorporated by reference into such Supplement, the following order of priority shall be

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used in resolving such conflict: the applicable Supplement shall have first priority, then the Exhibits incorporated into such Supplement, then this Agreement.

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto as of the day and year first written above.

METROPOLITAN TRANSPORTATION

COMMISSION

CITY OF SAN MATEO
Andrew B. Fremier, Executive Director Name, Title

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EXHIBIT A

FORM OF SUPPLEMENT
SUPPLEMENT [insert number] TO MASTER FUNDING AGREEMENT
This Supplement No. ___ to Master Funding Agreement (“Supplement or “Agreement”) is entered into this ______day of _______, 20__, by and between the Metropolitan Transportation Commission (hereafter “MTC”) and [AGENCY] (hereafter “AGENCY”) and supplements the Master Funding Agreement, dated _______, 2017, by and between MTC and AGENCY.

Pursuant to this Supplement, MTC agrees to provide an amount not to exceed _________ dollars ($_______) in [describe funding source] to AGENCY to fund the [brief description of Project] (as more fully described in Annex I hereto, the “Supplement Project”). The estimated budget and payment milestones for the Supplement Project scope of work is attached as Annex II hereto.

MTC will reimburse AGENCY for its actual eligible costs incurred for completed Supplement Project milestones or deliverables described in Annex II hereto.

The Supplement Project work will commence [date], and be completed no later than ________, 20__.

The clauses selected below and attached as exhibits to the Master Funding Agreement shall apply to AGENCY’s performance of the applicable Supplement Project scope of work hereunder:
Exhibit B-1, Additional Terms and Conditions (General), Paragraph A Exhibit B-1, Additional Terms and Conditions (General), Paragraph B Exhibit B-2, Additional Terms and Conditions (Federally Required Clauses) Exhibit B-3, Additional Terms and Conditions (State Required Clauses) Exhibit B-4, Additional Terms and Conditions (Prevailing Wage Rates, Apprenticeships, and Payroll Records, Non-Federally-Funded Agreements)
Exhibit B-5, Additional Terms and Conditions (Prevailing Wage Rates, Apprenticeships, and Payroll Records, Federally-Funded Agreements)
Exhibit B-6, Additional Terms and Conditions (Regional Toll Funds including RM1, RM2, RM3 and AB1171)
Exhibit B-7, Additional Terms and Conditions (Regional Discretionary Federal Funds including STP and CMAQ)
[Insert any additional covenants, conditions, restrictions or reporting requirements that apply to the Supplement Project scope of work or funding source MTC is providing to AGENCY.] [Describe/attach any MTC or AGENCY resolutions, authorizations or approvals, or any other key documents, relevant to the applicable Project scope of work or funding source MTC is providing to AGENCY.]

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The MTC Project Manager for the Supplement Project is [name, telephone, email]. The AGENCY Project Manager for the Supplement Project is [name, telephone, email].

This Supplement is supplemental to the Master Funding Agreement; all terms and conditions of the Master Funding Agreement, as may be amended, remain unchanged hereby.

Capitalized terms used but not defined herein shall have the respective meanings assigned to them in the Master Funding Agreement.

METROPOLITAN TRANSPORTATION

COMMISSION
[AGENCY]
Andrew B. Fremier, Executive Director [Name/Title]

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EXHIBIT B-1

ADDITIONAL TERMS AND CONDITIONS (GENERAL)
A. INSURANCE REQUIREMENTS
AGENCY shall, at its own expense, obtain and maintain (and/or cause its subconsultant(s) to obtain and maintain, as applicable) the types of insurance and financial security listed (if any) in the applicable attachment or exhibit to the relevant Supplement against claims, damages and losses due to injuries to persons or damage to property or other losses that may arise in connection with the performance of work under such Supplement, and in effect at all times for the duration of such Supplement. All policies will be issued by insurers acceptable to MTC, generally with a Best’s Rating of A- or better with a Financial Size Category of VIII or better, or as otherwise specified in the applicable Supplement. Notwithstanding anything to the contrary, AGENCY may satisfy the insurance requirements herein utilizing self-insurance providing equivalent coverage.

B. CLAIMS OR DISPUTES
Unless otherwise directed in writing by MTC, AGENCY shall continue performance under this Agreement while any matters in dispute are being resolved. Further, MTC shall pay AGENCY for any undisputed work performed by AGENCY prior to or during the resolution of the matters in dispute. In the event there is a dispute concerning the interpretation of this Agreement or any aspect of the Project that the project managers identified by MTC and AGENCY are unable to resolve, the project manager for either MTC or AGENCY may request that an ad hoc Dispute Resolution Committee (“DRC”) be convened to resolve the dispute. The DRC shall consist of two members, one appointed by the MTC Executive Director and the other appointed by the Chief Executive Officer of AGENCY. The responsibility of chairing each ad hoc DRC shall alternate between the agencies, beginning with MTC.

Further, disputes between MTC and AGENCY that cannot be resolved by the DRC may be submitted to alternative dispute resolution, as agreed to by the parties. Fees and expenses of the mediator will be borne equally.

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EXHIBIT B-2

ADDITIONAL TERMS AND CONDITIONS
(FEDERALLY REQUIRED CLAUSES)

1. EQUAL EMPLOYMENT OPPORTUNITY
In accordance with Title VI of the Civil Rights Act, as amended (42 U.S.C. § 2000d); Section VII of the Civil Rights Act of 1964, as amended (42 U.S.C. § 2000e); Section 303 of the Age Discrimination Act of 1975, as amended (42 U.S.C. § 6102); Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. § 12132); and, for FTA-funded projects, 49 U.S.C. § 5332 and any implementing requirements that FTA may issue. AGENCY agrees that it will not, on the grounds of race, religious creed, color, national origin, age, physical disability or sex, discriminate or permit discrimination against any employee or applicant for employment.

2. DISADVANTAGED BUSINESS ENTERPRISE (DBE) POLICY
It is the policy of MTC and the U.S. Department of Transportation to ensure nondiscrimination in the award and administration of DOT-assisted contracts and to create a level playing field on which disadvantaged business enterprises, as defined in 49 Code of Federal Regulations Part 26, can compete fairly for contracts and subcontracts relating to MTC’s procurement and professional services activities.

AGENCY shall not discriminate on the basis of race, color, national origin or sex in the performance of the applicable Supplement. AGENCY shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by AGENCY to carry out these requirements is a material breach of contract, which may result in the termination of the applicable Supplement or this Agreement, or such other remedy as MTC deems appropriate.

3. TITLE VI OF THE CIVIL RIGHTS ACT OF 1964
AGENCY agrees to comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000(d)) and the regulations of the Department of Transportation issued thereunder (49 CFR Part 21). For FTA-funded projects, AGENCY further agrees to comply with the current FTA Circular 4702.11B, “Title VI Requirements and Guidelines for Federal Transit Administration Recipients,” , the U.S. DOT Order to Address Environmental Justice in Minority Populations and Low-Income Populations, and the U.S. DOT Policy Guidance Concerning Recipients’ Responsibilities to Limited English Proficient (LEP) Persons.

4. ACCESS REQUIREMENTS FOR INDIVIDUALS WITH DISABILITIES AGENCY agrees to comply with all applicable requirements of the Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. § 12101 et seq.; Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794; Section 16 of the Federal Transit Act, as amended, 49 U.S.C. § 5310(f); and their implementing regulations.

5. STATE ENERGY CONSERVATION PLAN
AGENCY shall comply with all mandatory standards and policies relating to energy efficiency that are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 U.S.C. § 6321).

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6. ALLOWABILITY OF COSTS
AGENCY shall comply with the cost principles (as applicable) in Office of Management and Budget (OMB) Circulars A-87, or A-122, or 48 Code of Federal Regulations Chapter 1 Part 31, or 49 Code of Federal Regulations Part 18, or in 2 Code of Federal Regulations Parts 200 and 1201, as applicable. In addition, all subcontracts must be in accordance with 2 Code of Federal Regulations Part 200, as applicable, MTC's funding agreement with DOT and any regulations, guidelines and circulars of DOT, applicable as a result of such funding agreement. Further, all subconsultants shall agree to comply with 48 Code of Federal Regulations, Chapter 1, Part 31.

7. LICENSE FOR FEDERAL GOVERNMENT PURPOSES
FTA/FHWA reserves a royalty-free, non-exclusive and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government purposes: (a) the copyright in any work developed under the applicable Supplement; and (b) any rights of copyright to which MTC or AGENCY purchases ownership under the applicable Supplement.

8. IDENTIFICATION OF DOCUMENTS
All reports and other documents completed as part of the applicable Supplement shall carry the following notation on the front cover or title page:
"The preparation of this report has been financed in part by grants from the: [select appropriate agency] Federal Transit Administration/Federal Highway Administration, U.S. Department of Transportation. The contents of this report do not necessarily reflect the official views or policy of the U.S. Department of Transportation."

9. AUDITS
AGENCY agrees to grant MTC, the U.S. DOT, FTA or FHWA, as applicable, the Comptroller General of the United States, the State of California, and their authorized representatives access to AGENCY’s books, records, accounts, and any and all work products, materials, and other data relevant to the applicable Supplement, for the purpose of making an audit, examination, excerpt and transcription during the term of the applicable Supplement and for the period specified in Article 14. AGENCY shall in no event dispose of, destroy, alter, or mutilate said books, records, accounts, work products, materials and data for that period of time. If, as a result of any audit, it is determined by the auditor that reimbursement of any costs including profit or fee under the applicable Supplement was in excess of that represented and relied upon during price negotiations or represented as a basis for payment, AGENCY agrees to reimburse MTC for those costs within sixty (60) days of written notification by MTC.

AGENCY further agrees to include in all its subcontracts hereunder exceeding $25,000 a provision to the effect that the subrecipient agrees that MTC the U.S. DOT, FTA or FHWA, as applicable, the Comptroller General of the United States, the State of California, and their authorized representatives shall have access to and the right to examine any directly pertinent books, documents, papers, and records of such subrecipient for the term specified above.

10. FLY AMERICA REQUIREMENTS.

AGENCY agrees to comply with 49 U.S.C. 40118 (the “Fly America Act”) in accordance with the General Services Administration's regulations at 41 CFR Part 301 - 10, which provide that recipients and subrecipients of Federal funds and their consultants are required to use U.S. flag air carriers for U.S.

Government-financed international air travel and transportation of their personal effects or property to the extent such service is available, unless travel by foreign air carrier is a matter of necessity as defined

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by the Fly America Act. AGENCY shall submit, if a foreign air carrier was used, an appropriate certification or memorandum adequately explaining why service by a U.S. flag air carrier was not available or why it was necessary to use a foreign air carrier and shall, in any event, provide a certificate of compliance with the Fly America requirements, if used. AGENCY agrees to include the requirements of this Section in all subcontracts that may involve international air transportation.

11. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS.

A. AGENCY acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq. and U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, AGENCY certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying Supplement or the FTA assisted project for which work is being performed under the applicable Supplement. In addition to other penalties that may be applicable, AGENCY further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on AGENCY to the extent the Federal Government deems appropriate.

B. AGENCY also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on AGENCY, to the extent the Federal Government deems appropriate.

C. AGENCY agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subconsultant who will be subject to the provisions.

12. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES
MTC and AGENCY acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the applicable Supplement or this Agreement, absent the express written consent by the Federal Government, the Federal Government is not a party to this Agreement and shall not be subject to any obligations or liabilities to MTC, AGENCY or any other party (whether or not a party to this Agreement) pertaining to any matter resulting from this Agreement.

13. DEBARMENT
This Article is only applicable if the applicable Supplement exceeds $25,000. AGENCY certifies that neither it, nor any of its participants, principals or subrecipients is or has been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions, as they are defined in 2 CFR Parts 180 and 1200, by any Federal agency or department.

14. CLEAN AIR AND WATER POLLUTION ACTS
This Article is only applicable if the applicable Supplement exceeds $150,000. AGENCY agrees to comply with the applicable requirements of all standards, orders, or requirements issued under the Clean Air Act (42 U.S.C. § 7401 et seq.), the Clean Water Act (33 U.S.C. § 1251 et seq.),.

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15. LOBBYING
This Article is only applicable if the applicable Supplement exceeds $100,000. AGENCY agrees to comply with the restrictions on the use of federal funds for lobbying activities set forth in 31 United States Code §1352 and 49 C.F.R. Part 20.

Attachments:

Attachment A – Federally Required Certifications (AGENCY shall either provide these certifications to MTC or shall provide copies of such certifications AGENCY has independently made to the Federal Government.)

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EXHIBIT B-2

ATTACHMENT A

FEDERALLY REQUIRED CERTIFICATIONS

CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER

RESPONSIBILITY MATTERS
Instructions for Certification:

1.By signing and submitting this bid or proposal, the prospective lower tier participant is providing the signed certification set out below.

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

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

4. The terms “covered transaction,” “debarred,” “suspended,” “ineligible,” “lower tier covered transaction,” “participant,” “persons,” “lower tier covered transaction,” “principal,” “proposal,” and “voluntarily excluded,” as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact MTC for assistance in obtaining a copy of those regulations.

5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized in writing by MTC.

6. The prospective lower tier participant further agrees by submitting this proposal that it will include the clause titled “Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion – Lower Tier Covered Transaction”, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions.

7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List issued by U.S. General Service Administration.

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

9. Except for transactions authorized under Paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to all remedies available to the Federal Government, MTC may pursue available remedies including suspension and/or debarment.

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CERTIFICATION REGARDING DEBARMENT, SUSPENSION,

INELIGIBILITY AND VOLUNTARY EXCLUSION

LOWER TIER COVERED TRANSACTION
(1) The prospective lower tier participant certifies, by submission of this bid or proposal, that neither it nor its “principals” is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency.
(2) When the prospective lower tier participant is unable to certify to the statements in this certification, such prospective participant shall attach an explanation to this proposal.

Date (signature of authorized official)
(type/print name and title)

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CERTIFICATION OF RESTRICTIONS ON LOBBYING
I, hereby certify on behalf of that:
(name and title of grantee
official)
(name of grantee)

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

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

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

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

Executed this day of , 20__
By:
(signature of authorized official)
(title of authorized official)

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EXHIBIT B-3

ADDITIONAL TERMS AND CONDITIONS
(STATE-REQUIRED CLAUSES)
1) Attachment A – Fair Employment Practices Addendum
2) Attachment B – Nondiscrimination Assurances
a.Appendix A – Clauses to be inserted in every agreement subject to the ACT, as defined in Attachment B of this Exhibit and REGULATIONS, also as defined in Attachment B. b.Appendix B – To be included as covenant running with the land, in any deed affecting a transfer of real property, structures, or improvements thereon, or interest therein c.Appendix C – To be included for subsequent transfer of real property acquired or improved under federal-aid Program
d.Appendix D – To be included for the construction or use of or access to space on, over, or under real property acquired or improved under the federal-aid Program 3) Attachment C – State Department of Transportation Requirements

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EXHIBIT B-3

ATTACHMENT A

FAIR EMPLOYMENT PRACTICES ADDENDUM

1. In the performance of the applicable Supplement, AGENCY shall not discriminate against any employee for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g. cancer), age (over 40), marital status, and denial of family care leave. AGENCY shall take affirmative action to ensure that employees are treated during employment without regard to their race, sex, sexual orientation, color, religion, ancestry, or national origin, physical disability, medical condition, marital status, political affiliation, family and medical care leave, pregnancy leave, or disability leave. Such action shall include, but not be limited to, the following: employment; upgrading; demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. AGENCY shall post in conspicuous places, available to employees for employment, notices to be provided by STATE setting forth the provisions of this Fair Employment section.

2. AGENCY, its contractor(s) and all subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code Section 12900 et seq.), and the applicable regulations promulgated thereunder (California code of Regulations, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900(a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into the applicable Supplement by reference and made a part hereof as if set forth in full.

Each of the AGENCY’S contractors and all subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreements as appropriate.

3. AGENCY shall include the nondiscrimination and compliance provisions of this clause in all contracts and subcontracts to perform work under the applicable Supplement.

4. AGENCY shall permit access to the records of employment, employment advertisements, application forms, and other pertinent data and records by STATE, the State Fair Employment and Housing Commission, or any other agency of the State of California designated by STATE, for the purposes of investigation to ascertain compliance with the Fair Employment section of the applicable Supplement.

5. Remedies for Willful Violation:
(a) STATE may determine a willful violation of the Fair Employment provision to have occurred upon receipt of a final judgment to that effect from a court in an action to which AGENCY was a party, or upon receipt of a written notice from the Fair Employment and Housing Commission that it has investigated and determined that AGENCY has violated the Fair Employment Practices Act and had issued an order under Labor Code Section 1426 which has become final or has obtained an injunction under Labor Code Section 1429.

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(b) For willful violation of this Fair Employment Provision, STATE shall have the right to terminate the applicable Supplement either in whole or in part, and any loss or damage sustained by STATE in securing the goods or services thereunder shall be borne and paid for by AGENCY and by the surety under the performance bond, if any, and STATE may deduct from any moneys due or thereafter may become due to AGENCY, the difference between the price named in the Agreement and the actual cost thereof to STATE to cure AGENCY’s breach of the applicable Supplement.

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EXHIBIT B-3

ATTACHMENT B

NONDISCRIMINATION ASSURANCES
AGENCY HEREBY AGREES THAT, as a condition to receiving any federal financial assistance from the STATE, acting for the U.S. Department of Transportation, it will comply with Title VI of the Civil Rights Act of 1964, 78 Stat. 252, 42 U.S.C. 2000d-42 U.S.C. 2000d-4 (hereinafter referred to as the ACT), and all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, “Nondiscrimination in Federally-Assisted Programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964” (hereinafter referred to as the REGULATIONS), the Federal-aid Highway Act of 1973, and other pertinent directives, to the end that in accordance with the ACT, REGULATIONS, and other pertinent directives, no person in the United States shall, on the grounds of race, color, sex, national origin, religion, age or disability, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity for which AGENCY receives federal financial assistance from the Federal Department of Transportation. AGENCY HEREBY GIVES ASSURANCE THAT AGENCY shall promptly take any measures necessary to effectuate the applicable Supplement. This assurance is required by subsection 21.7(a) (1) of the REGULATIONS.

More specifically, and without limiting the above general assurance, AGENCY hereby gives the following specific assurances with respect to its federal-aid Program:

1. That AGENCY agrees that each “program” and each “facility” as defined in subsections 21.23 (e) and

21.23 (b) of the REGULATIONS, will be (with regard to a “program”) conducted, or will be (with regard to a “facility”) operated in compliance with all requirements imposed by, or pursuant to, the REGULATIONS.

2. That AGENCY shall insert the following notification in all solicitations for bids for work or material subject to the REGULATIONS made in connection with the federal-aid Program and, in adapted form, in all proposals for negotiated agreements: AGENCY hereby notifies all bidders that it will affirmatively insure that in any agreement entered into pursuant to this advertisement, minority business enterprises will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, sex, national origin, religion, age, or disability in consideration for an award.

3. That AGENCY shall insert the clauses of Appendix A of this assurance in every agreement subject to the ACT and the REGULATIONS.

4. That the clauses of Appendix B of this Assurance shall be included as a covenant running with the land, in any deed affecting a transfer of real property, structures, or improvements thereon, or interest therein.

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

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

7. That AGENCY shall include the appropriate clauses set forth in Appendix C and D of this Assurance, as a covenant running with the land, in any future deeds, leases, permits, licenses, and similar agreements entered into by the AGENCY with other parties:

Appendix C;
(a) for the subsequent transfer of real property acquired or improved under the federal-aid Program; and Appendix D;
(b) for the construction or use of or access to space on, over, or under real property acquired, or improved under the federal-aid Program.

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

9. That AGENCY shall provide for such methods of administration for the program as are found by the U.S. Secretary of Transportation, or the official to whom he delegates specific authority, to give reasonable guarantee that AGENCY, other recipients, sub-grantees, applicants, sub-applicants, transferees, successors in interest, and other participants of federal financial assistance under such program will comply with all requirements imposed by, or pursuant to, the ACT, the REGULATIONS, this Assurance and the Agreement.

10. That AGENCY agrees that the United States and the State of California have a right to seek judicial enforcement with regard to any matter arising under the ACT, the REGULATIONS, and this Assurance.

11. AGENCY shall not discriminate on the basis of race, religion, age, disability, color, national origin or sex in the award and performance of any STATE assisted contract or in the administration on its DBE Program or the requirements of 49 CFR Part 26. AGENCY shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of STATE assisted contracts. The California Department of Transportation Disadvantaged Business Enterprise Program Implementation Agreement for Local Agencies is incorporated by reference in the applicable Supplement.

Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of the applicable Supplement. Upon notification to the recipient of its failure to carry out the Implementation Agreement, STATE may impose sanctions as provided for under 49 CFR Part 26 and

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may, in appropriate cases, refer the matter for enforcement under 18 USC 1001 and/or the Program Fraud Civil Remedies Act of 1985 (31 USC 3801 et seq.)
THESE ASSURANCES are given in consideration of and for the purpose of obtaining any and all federal grants, loans, agreements, property, discounts or other federal financial assistance extended after the date hereof to AGENCY by STATE, acting for the U.S. Department of Transportation, and is binding on AGENCY, other recipients, subgrantees, applicants, sub-applicants, transferees, successors in interest and other participants in the federal-aid Highway Program.

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APPENDIX A TO ATTACHMENT B
(Clauses to be inserted in every agreement subject to ACT and REGULATIONS) During the performance of the applicable Supplement, AGENCY, for itself, its assignees and successors in interest (hereinafter collectively referred to as AGENCY) agrees as follows:
(1) Compliance with Regulations: AGENCY shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of the applicable Supplement.
(2) Nondiscrimination: AGENCY, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment.

AGENCY shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the REGULATIONS, including employment practices when the agreement covers a program set forth in Appendix B of the REGULATIONS.
(3) Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by AGENCY for work to be performed under a Sub-agreement, including procurements of materials or leases of equipment, each potential sub- applicant or supplier shall be notified by AGENCY of the AGENCY’s obligations under the applicable Supplement and the REGULATIONS relative to nondiscrimination on the grounds of race, color, or national origin.
(4) Information and Reports: AGENCY shall provide all information and reports required by the REGULATIONS, or directives issued pursuant thereto, and shall permit access to AGENCY’s books, records, accounts, other sources of information, and its facilities as may be determined by STATE or FHWA to be pertinent to ascertain compliance with such REGULATIONS or directives. Where any information required of AGENCY is in the exclusive possession of another who fails or refuses to furnish this information, AGENCY shall so certify to STATE or the FHWA as appropriate, and shall set forth what efforts AGENCY has made to obtain the information. (5) Sanctions for Noncompliance: In the event of AGENCY’s noncompliance with the nondiscrimination provisions of the applicable Supplement, STATE shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
(a) withholding of payments to AGENCY under the Agreement within a reasonable period of time, not to exceed 90 days; and/or
(b) cancellation, termination or suspension of the Agreement, in whole or in part. (6) Incorporation of Provisions: AGENCY shall include the provisions of paragraphs (1) through (6) in every sub-agreement, including procurements of materials and leases of equipment, unless exempt by the REGULATIONS, or directives issued pursuant thereto.

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AGENCY shall take such action with respect to any sub-agreement or procurement as STATE or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event AGENCY becomes involved in, or is threatened with, litigation with a sub- applicant or supplier as a result of such direction, AGENCY may request STATE enter into such litigation to protect the interests of STATE, and, in addition, AGENCY may request the United States to enter into such litigation to protect the interests of the United States.

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APPENDIX B TO ATTACHMENT B
(To be included as covenant running with the land, in any deed affecting a transfer of real property, structures, or improvements thereon, or interest therein) The following clauses shall be included in any and all deeds effecting or recording the transfer of PROJECT real property, structures or improvements thereon, or interest therein from the United States. (GRANTING CLAUSE)
NOW, THEREFORE, the U.S. Department of Transportation, as authorized by law, and upon the condition that AGENCY shall accept title to the lands and maintain the project constructed thereon, in accordance with Title 23, United States Code, the Regulations for the Administration of federal-aid for Highways and the policies and procedures prescribed by the Federal Highway Administration of the Department of Transportation and, also in accordance with and in compliance with the Regulations pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto AGENCY all the right, title, and interest of the U.S. Department of Transportation in, and to, said lands described in Exhibit “A” attached hereto and made a part hereof.
(HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto AGENCY and its successors forever, subject, however, to the covenant, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and shall be binding on AGENCY, its successors arid assigns.

AGENCY, in consideration of the conveyance of said lands and interests in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, (1) that no person shall on the grounds of race, color, sex, national origin, religion, age or disability, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed (;) (and) * (2) that AGENCY shall use the lands and interests in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in federally-assisted programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended (;) and
(3) that in the event of breach of any of the above-mentioned nondiscrimination conditions, the U.S.

Department of Transportation shall have a right to re-enter said lands and facilities on said land, and the above-described land and facilities shall thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this deed.*

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*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to effectuate the purposes of Title VI of the Civil Rights Act of 1964.

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APPENDIX C TO ATTACHMENT B
(To be included for subsequent transfer of real property acquired or improved under federal-aid Program)
The following clauses shall be included in any and all deeds, licenses, leases, permits, or similar instruments entered into by AGENCY, pursuant to the provisions of Assurance 7(a) of Attachment I-2.

The grantee (licensee, lessee, permittee, etc., as appropriate) for himself, his heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add ‘as covenant running with the land”) that in the event facilities are constructed, maintained, or otherwise operated on the said property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation program or activity is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.), shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, U.S.

Department of Transportation, Subtitle A, Office of Secretary, Part 21, Nondiscrimination in federally- assisted programs of the Department of Transportation - Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended.
(Include in licenses, leases, permits, etc.)*
That in the event of breach of any of the above nondiscrimination covenants, AGENCY shall have the right to terminate the (license, lease, permit etc.) and to re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, lease, permit, etc.) had never been made or issued. (Include in deeds)*
That in the event of breach of any of the above nondiscrimination covenants, AGENCY shall have the right to re-enter said land and facilities thereon, and the above described lands and facilities shall thereupon revert to and vest in and become the absolute property of AGENCY and its assigns. *Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to effectuate the purposes of Title VI of the Civil Rights Act of 1964.

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APPENDIX D TO ATTACHMENT B
Appendix D – (To be included for the construction or use of or access to space on, over, or under real property acquired or improved under the federal-aid Program) The following shall be included in all deeds, licenses, leases, permits, or similar agreements entered into by AGENCY, pursuant to the provisions of Assurance 7 (b) of Attachment I-2.

The grantee (licensee, lessee, permittee, etc., as appropriate) for himself, his personal representatives, successors in interest and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds, and leases add “as a covenant running with the land”) that:
(1) no person on the ground of race, color, sex, national origin, religion, age or disability, shall be excluded from participation in, denied the benefits of, or otherwise subjected to discrimination in the use of said facilities;
(2) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the ground of race, color, sex, national origin, religion, age or disability shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination; and (3) that the (grantee, licensee, lessee, permittee, etc.,) shall use the premises in compliance with the Regulations.
(Include in licenses, leases, permits, etc.)*
That in the event of breach of any of the above nondiscrimination covenants, AGENCY shall have the right to terminate the (license, lease, permit, etc.) and to re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, lease, permit, etc.) had never been made or issued. (Include in deeds)*
That in the event of breach of any of the above nondiscrimination covenants, AGENCY shall have the right to re-enter said land and facilities thereon, and the above described lands and facilities shall thereupon revert to and vest in and become the absolute property of AGENCY, and its assigns. *Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to effectuate the purposes of Title VI of the Civil Rights Act of 1964.

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EXHIBIT B-3

ATTACHMENT C

STATE DEPARTMENT OF TRANSPORTATION REQUIREMENTS
Caltrans Non – Discrimination
A. In the performance of work undertaken pursuant to the applicable Supplement, AGENCY shall not, and shall affirmatively require that its contractors shall not, unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), medical condition (cancer), age, marital status, denial of family and medical care leave, and denial of pregnancy disability leave.

B. AGENCY shall ensure, and shall require that its contractors and all subcontractors and/or subrecipients shall ensure, that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. AGENCY shall comply, and ensure that its contractors and subcontractors and/or subrecipients shall comply, with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12990 (af), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into the applicable Supplement by reference and made a part hereof as if set forth in full.

C. Each of AGENCY’s contractors, subcontractors, and/or subrecipients shall give written notice of their obligations under this clause to labor organizations with which they have collective bargaining or other labor agreements. AGENCY shall include the non-discrimination and compliance provisions hereof in all contracts and subcontracts to perform work under the applicable Supplement.

D. AGENCY shall comply with the nondiscrimination program requirements of Title VI of the Civil Rights Act of 1964. Accordingly, 49 CFR Part 21, and 23 CFR Part 200 are made applicable to the applicable Supplement by this reference. Wherever the term “Contractor” appears therein, it shall mean AGENCY.

E. AGENCY shall permit, and shall require that its contractors, subcontractors, and subrecipients will permit, access to all records of employment, employment advertisements, application forms, and other pertinent data and records by the State Fair Employment Practices and Housing Commission or any other agency of the State of California designated by STATE to investigate compliance with these non- discrimination provisions.

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EXHIBIT B-4

ADDITIONAL TERMS AND CONDITIONS
(PREVAILING WAGE RATES, APPRENTICESHIPS, AND PAYROLL RECORDS

NON FEDERALLY FUNDED AGREEMENTS)
AGENCY’s contractor(s) and all subcontractors shall comply with applicable sections of the California Labor Code and regulations promulgated thereunder (including without limitation, Sections 1720 et seq. and Title 8 of the California Code of Regulations Sections 16000 et seq.) governing the payment of prevailing wages, as determined by the Director of the California Department of Industrial Relations, in regards to work performed and/or funded under this Agreement. In particular, AGENCY’s attention is drawn to Labor Code Sections 1771 (payment of prevailing wage rate), 1775 (penalty for non-payment), 1776 (payroll records), and 1777.5 (use of apprentices). AGENCY’s contractor(s) and all subcontractors, to the extent the work of such contractor(s) and subcontractors under this Agreement are subject to California Labor Code Section 1720 et seq., shall be registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 and shall furnish electronic certified payroll records directly to the Labor Commissioner through the internet portal of the Division of Labor Standards Enforcement. Per Master Funding Agreement Article 12.0, Records and 13.0 Audits, MTC reserves the right to request copies of the certified payroll records.

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EXHIBIT B-5

ADDITIONAL TERMS AND CONDITIONS
(PREVAILING WAGE RATES, APPRENTICESHIPS, AND PAYROLL RECORDS

FEDERALLY FUNDED AGREEMENTS)
The Additional Federal Clauses Applicable to Public Works included in Attachment A, attached hereto and incorporated herein by this reference, and the Davis-Bacon prevailing wages apply to work performed and/or funded under the applicable Supplement. AGENCY agrees that AGENCY will require its contractor(s) and all subcontractors will pay the higher of (i) the applicable wage set forth in Federal Wage Determinations, and (ii) the applicable California prevailing rate. Certified payroll records in the form set forth in the Public Works Payroll Reporting Form, as found at https://www.dol.gov/whd/forms/wh347.pdf, shall be prepared or collected from its contractor(s) and all subconsultant(s) on a weekly basis by the AGENCY. Per Master Funding Agreement Article 12.0, Records and 13.0 Audits, MTC reserves the right to request copies of the certified payroll records. MTC may withhold payment if the certified payrolls to be submitted by AGENCY pursuant to this Exhibit B- 5, Prevailing Wage Rates, Apprenticeships, and Payroll Records, are not current.

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EXHIBIT B-5

ATTACHMENT A

ADDITIONAL FEDERAL CLAUSES APPLICABLE TO PUBLIC WORKS

1. Buy America

2. Davis-Bacon Act

3. Contract Work Hours and Safety Standards Act

4. Copeland Anti-Kickback Act

5. Prompt Payment of Funds Withheld to Subcontractors

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1. Buy America Requirements
The Buy America regulation at 49 C.F.R. § 661.13 requires notification of the Buy America requirements in a recipients’ bid or request for proposal for FTA funded contracts. Recipients can draw on the following language for inclusion in their federally funded procurements. Note that recipients are responsible for including the correct Buy America certification based on what they are acquiring.

Recipients should not include both the rolling stock and steel, iron, or manufactured products certificates in the documents unless acquiring both in the same procurement.

Buy America
The contractor agrees to comply with 49 U.S.C. 5323(j) and 49 C.F.R. part 661, which provide that Federal funds may not be obligated unless all steel, iron, and manufactured products used in FTA funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver. General waivers are listed in 49 C.F.R. § 661.7. Separate requirements for rolling stock are set out at 49 U.S.C. 5323(j)(2)(C) and 49 C.F.R. § 661.11.

The [bidder or offeror] must submit to [Recipient] the appropriate Buy America certification below with its [bid or offer]. Bids or offers that are not accompanied by a completed Buy America certification will be rejected as nonresponsive.

In accordance with 49 C.F.R. § 661.6, for the procurement of steel, iron or manufactured products, use the certifications below:

Certificate of Compliance with Buy America Requirements The bidder or offeror hereby certifies that it will comply with the requirements of 49 U.S.C. 5323(j)(1), and the applicable regulations in 49 C.F.R. part 661.

Date: _____________________________________________________________________ Signature: _________________________________________________________________ Company: _________________________________________________________________ Name: ____________________________________________________________________ Title: _____________________________________________________________________ Certificate of Non-Compliance with Buy America Requirements The bidder or offeror hereby certifies that it cannot comply with the requirements of 49 U.S.C. 5323(j), but it may qualify for an exception to the requirement pursuant to 49 U.S.C. 5323(j)(2), as amended, and the applicable regulations in 49 C.F.R. § 661.7.

Date: _____________________________________________________________________

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Signature: _________________________________________________________________ Company: _________________________________________________________________ Name: ____________________________________________________________________ Title: _____________________________________________________________________ In accordance with 49 C.F.R. § 661.12, for the procurement of rolling stock (including train control, communication, and traction power equipment) use the following certifications:

Certificate of Compliance with Buy America Rolling Stock Requirements The bidder or offeror hereby certifies that it will comply with the requirements of 49 U.S.C. 5323(j), and the applicable regulations of 49 C.F.R. § 661.11.

Date: _____________________________________________________________________ Signature: ___________________________________________________________________ Company: ___________________________________________________________________ Name: ______________________________________________________________________ Title: ________________________________________________________________________ Certificate of Non-Compliance with Buy America Rolling Stock Requirements The bidder or offeror hereby certifies that it cannot comply with the requirements of 49 U.S.C. 5323(j), but may qualify for an exception to the requirement consistent with 49 U.S.C. 5323(j)(2)(C), and the applicable regulations in 49 C.F.R. § 661.7.

Date: ________________________________________________________________________ Signature: ____________________________________________________________________ Company: ____________________________________________________________________ Name: _______________________________________________________________________ Title: _________________________________________________________________________

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2. DAVIS-BACON ACT
For all prime construction, alteration or repair contracts in excess of $2,000 awarded by FTA, the Contractor shall comply with the Davis-Bacon Act and the Copeland “Anti-Kickback” Act. Under 49 U.S.C. § 5333(a), prevailing wage protections apply to laborers and mechanics employed on FTA assisted construction, alteration, or repair projects. The Contractor will comply with the Davis-Bacon Act, 40 U.S.C. §§ 3141-3144, and 3146-3148 as supplemented by DOL regulations at 29 C.F.R. part 5, “Labor Standards Provisions Applicable to Contracts Governing Federally Financed and Assisted Construction.” In accordance with the statute, the Contractor shall pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, the Contractor agrees to pay wages not less than once a week. The Contractor shall also comply with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by DOL regulations at 29 C.F.R. part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in part by Loans or Grants from the United States.” The Contractor is prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled.

3. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT
For all contracts in excess of $100,000 that involve the employment of mechanics or laborers, the Contractor shall comply with the Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 3701; 3708), as supplemented by the DOL regulations at 29 C.F.R. part 5. Under 40 U.S.C. § 3702 of the Act, the Contractor shall compute the wages of every mechanic and laborer, including watchmen and guards, on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous.

These requirements do not apply to the purchase of supplies or materials or articles ordinarily available on the open market, or to contracts for transportation or transmission of intelligence.

In the event of any violation of the clause set forth herein, the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, the Contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of this clause in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by this clause.

The FTA shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same prime Contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime Contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in this section.

The Contractor or subcontractor shall insert in any subcontracts the clauses set forth in this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The

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prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this agreement.

4. COPELAND ANTI-KICKBACK ACT
Compliance with Copeland Act requirements - The AGENCY’s contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract.

5. PROMPT PAYMENT OF FUNDS WITHHELD TO SUBCONTRACTORS
The AGENCY shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the agency of the contract work and pay retainage to the prime contractor based on these acceptances. The AGENCY’s prime contractor or subcontractor shall return all monies withheld in retention from a subcontractor within 30 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the agency. Federal regulation (49 CFR 26.29) requires that any delay or postponement of payment over 30 days may take place only for good cause and with the agency’s prior written approval. Any violation of this provision shall subject the violating AGENCY’s prime contractor or subcontractor to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise, available to the prime contractor or subcontractor in the event of a dispute involving late payment, or nonpayment by the prime contractor, deficient subcontract performance, or noncompliance by a subcontractor. This provision applies to both DBE and non-DBE prime contractors and subcontractors.

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EXHIBIT B-6

ADDITIONAL TERMS AND CONDITIONS
(REGIONAL TOLL FUNDS INCLUDING RM1, RM2, RM3, AND AB 1171) Recitals
WHEREAS, Streets and Highways Code (SHC) Sections 30950 et seq. created the Bay Area Toll Authority (“BATA”) which is a public instrumentality governed by the same board as that governing MTC; and
WHEREAS, pursuant to SHC Section 31010(b), funds generated in excess of those needed to meet the toll commitments as specified by paragraph (4) of subdivision (b) of Section 188.5 of the SHC shall be available to BATA for funding projects consistent with SHC Sections 30913 and 30914; and WHEREAS, MTC adopted Resolution No. 3434, Revised, which establishes commitments of bridge toll funds, including such AB 1171 funds, to specific projects and corridors; and WHEREAS, on November 8, 1988, voters approved Regional Measure 1 (“RM1”), which authorized a standard auto toll of $1 on the seven state-owned toll bridges in the San Francisco Bay Area to fund various transportation projects within the region; and WHEREAS, on March 2, 2004, voters approved Regional Measure 2 (“RM2”), increasing the toll for all vehicles on the seven state-owned toll bridges in the San Francisco Bay Area by $1.00 to fund various transportation projects within the region that have been determined to reduce congestion or to improve travel in the toll bridge corridors; and
WHEREAS, RM2 established the Regional Traffic Relief Plan and listed specific capital projects and programs and transit operating assistance as eligible to receive RM2 funding as identified in SHC Section 30914(c) and (d). The funding amounts assigned to certain of the programs and projects were subsequently revised by MTC Resolution No. 3801; and
WHEREAS, to the extent the Project is receiving RM2 funding hereunder, SHC Section 30914(c) lists the Project to which this Exhibit B-6 and the applicable Supplement apply as one such eligible transportation project and designates AGENCY as project sponsor; and WHEREAS, pursuant to MTC Resolution No. 3636, MTC established procedures whereby eligible transportation project sponsors may submit allocation requests for Regional Measure 2 Bridge Toll funding. A copy of MTC Resolution No. 3636 is attached hereto and incorporated herein as Attachment D, MTC Resolution No. 3636; and
WHEREAS, on June 5, 2018, voters approved Regional Measure 3 (“RM3”), increasing the toll for all vehicles on the seven state-owned toll bridges in the San Francisco Bay Area by three successive $1.00 tolls (applied on January 1, 2019, January 1, 2022, and January 1, 2025) to fund various transportation projects within the region that have been determined to reduce congestion or to improve travel in the toll bridge corridors; and

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WHEREAS, RM3 established the Regional Measure 3 Expenditure Plan and listed specific capital projects and operating assistance programs as eligible to receive RM3 funding as identified in SHC Section 30914.7(a) and (c); and
WHEREAS, to the extent the Project is receiving RM3 funding hereunder, SHC Section 30914.7(a) lists the Project or SHC Section 30914.7(c) lists the operating assistance program to which this Exhibit B-6 and the applicable Supplement apply as one such eligible transportation project and designates AGENCY as project sponsor; and
WHEREAS, pursuant to MTC Resolution No. 4404, MTC established procedures whereby eligible transportation project sponsors may submit allocation requests for RM3 Bridge Toll funding. A copy of MTC Resolution No. 4404 is attached hereto and incorporated herein as Attachment E, MTC Resolution No. 4404; and
WHEREAS, AGENCY submitted one or more allocation requests for RM2, RM3, AB 1171, and/or RM1 funding for the Project to which this Exhibit B-6 applies. A copy of the applicable allocation request(s) as well as AGENCY’s resolution(s) approving the allocation request(s) are attached to the applicable Supplement and incorporated herein as Attachment A, Updated Initial Project Report, and Attachment B, AGENCY Resolution(s), respectively; and
WHEREAS, by the resolution(s) attached to the applicable Supplement and incorporated herein as Attachment C, MTC Resolution(s) Approving Project Request, MTC approved AGENCY’s request(s) for the applicable funds for the applicable Project.

I. AGENCY AGREES
A. AGENCY agrees to perform or caused to be performed the activities described in Attachment A, Updated Initial Project Report. AGENCY will provide all necessary staffing and support resources to complete the Project as described in Attachment A, AGENCY agrees to meet all conditions listed in Attachment C, MTC Resolution(s) Approving Project Request.

B. AGENCY shall provide MTC with annual progress reports throughout the term of this Agreement in accordance with the monitoring and reporting requirements specified in MTC Resolution No. 3636, Revised (if receiving RM2 funds) and/or MTC Resolution No. 4404 (if receiving RM3 funds).

C. AGENCY shall submit invoices to MTC no less than annually, but may submit invoices as frequently as monthly. In either case, AGENCY shall submit an invoice to MTC within thirty (30) days after the end of each period for which payment is sought covering costs for the Project activities accomplished through the end of such period, not covered by previously submitted invoices. Each invoice shall be supported by the following information: (i.) A brief narrative progress report of the activities accomplished during the invoice period, including the percentage of the contract complete and the percentage of funding expended; (ii.) the costs requested for reimbursement with RM1, RM2, RM3 and/or AB 1171 funds, as applicable; (iii.) the total costs expended for the invoice period broken down by type and source of funding; (iv.) the total RM1, RM2, RM3 and/or AB 1171 funds, as applicable received as

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reimbursement to date; (v.) the total costs expended for project name to date broken down by type and source of funding; and (vi.) any additional supporting data in a form and detail required by MTC.

D. AGENCY agrees to spend RM1, RM2, RM3 and/or AB 1171 funds, as applicable, at a rate not exceeding the schedule attached to the applicable Supplement and incorporated herein as Attachment F, Reimbursement Schedule.

E. AGENCY shall comply with and shall assure that any AGENCY contractor performing Project work with RM1, RM2, RM3 and/or AB 1171 funds, as applicable, received under this Agreement complies with MTC Resolution No. 3636, Revised (if receiving RM2 funds) and/or MTC Resolution No. 4404 (if receiving RM3 funds), as well as the provisions of MTC’s RM2 Policies and Procedures contained in MTC Resolution No. 3636, Revised (if receiving RM2 funds) and/or MTC Resolution No. 4404 (if receiving RM3 funds), relative to constructing, operating, and maintaining the Project. MTC may update Resolution No. 3636 or Resolution No. 4404 from time to time. The AGENCY agrees to comply with the most current Resolution that is approved at any given time.

F. AGENCY is responsible for completing the Project within cost, scope and schedule as described in Attachment A, Updated Initial Project Report, as it may be updated from time to time. Any updates must be approved by AGENCY and MTC in writing before being incorporated into this Agreement.

G. AGENCY certifies that:
•The Project is consistent with the Regional Transportation Plan (“RTP”). •The Project is exempt from environmental review or all environmental permits or clearances necessary for the Project have been or will be obtained, and the year of Project funding for the construction phase of the Project has taken into consideration the time necessary to obtain permitting approval for the Project as an operable and useable segment. •The Project or portion thereof to be funded under this Agreement will be fully funded upon the execution of the applicable Supplement.
•AGENCY has reviewed the Project needs and has adequate internal staffing and support resources to deliver and complete the Project within the cost, scope, and schedule set forth in the Initial Project Report, as updated, attached to the applicable Supplement as Attachment A. •If applicable to the Project, AGENCY is an eligible sponsor of projects in MTC Resolution No. 3434, Revised.
•If applicable to the Project, AGENCY is an eligible sponsor of projects in MTC Resolution No. 4404.
•If applicable, AGENCY is authorized to submit an application for RM2 funds for the Project in accordance with SHC Section 30914(c).
•If applicable, AGENCY is authorized to submit an application for RM3 funds for the Project in accordance with SHC Section 30914.7(a) or 30914.7(c).
•If applicable, AGENCY is authorized to submit an application for AB 1171 funds for the Project in accordance with SHC Section 31010(b).
•The Project is in compliance with the requirements of the California Environmental Quality Act (Public Resources Code Section 2l000 et seq.), and with the State Environmental Impact Report Guidelines (l4 California Code of Regulations Sections l5000 et seq.), and if relevant, the National

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Environmental Policy Act (NEPA) (42 USC 4321 et seq.) and the applicable regulations thereunder.
•There is no legal impediment to AGENCY making allocation requests for RM1, RM2, RM3 and/or AB 1171 funds, as applicable.
•There is no pending or threatened litigation which might in any way adversely affect the Project or the ability of AGENCY to deliver such Project.
•For bus operators, AGENCY has submitted a copy of the California Highway Patrol (CHP) certification, which was issued within the last 13 months indicating compliance with California Vehicle Code §1808.1 and Public Utility Code §99251 (CHP "pull notice system and periodic reports").
•For ferry operators, AGENCY certifies that it is current on all inspections and certifications required by federal and state agencies.
•If RM3 funding was received in the prior year, AGENCY has included the RM3 costs and revenues in its general fiscal audit for that year. AGENCY also assures that it will include the RM3 costs and revenues in its general fiscal audit for the year in which funds are requested.

H. In addition to AGENCY’s commitment under Article 10, INDEMNIFICATION, of the Master Funding Agreement, AGENCY agrees at its own cost, expense, and risk to defend any and all claims, actions, suits, or other legal proceedings brought or instituted against MTC, its Commissioners, representatives, agents, and employees, or any of them, arising out of such act or omission, and to pay and satisfy any resulting judgments. In addition to any other remedy authorized by law, so much of the funding due under this allocation of RM1, RM2, RM3 and/or AB 1171 funds, as applicable, as shall reasonably be considered necessary by MTC may be retained until disposition has been made of any claim for damages.

I. If any revenues or profits from any non-governmental use of the Project are collected by AGENCY, those revenues or profits shall be used exclusively for the public transportation services for which the Project was initially approved, either for capital improvements or maintenance and operational costs, otherwise MTC is entitled to a proportionate share equal to MTC’s percentage participation in the Project. MTC’s percentage participation shall equal the amount of funds allocated to Project, divided by the total Project budget as shown in Attachment E, Reimbursement Schedule, as updated from time to time, as such amount may be adjusted to reflect total project costs.

J. Project assets purchased by AGENCY with RM1, RM2, RM3 and/or AB 1171 funds, as applicable, including facilities and equipment, shall be used for the intended public transportation uses and should said facilities and equipment cease to be operated or maintained for their intended public transportation purposes for their useful life, MTC shall be entitled to a present day value refund or credit (at MTC’s option) based on MTC’s share of the fair market value of the facilities and equipment at the time the public transportation uses ceased, which sum shall be paid back to MTC in the same proportion that RM1, RM2, RM3 and/or AB 1171 funds, as applicable, were originally used.

K. AGENCY shall post on both ends of the Project construction site(s), unless prohibited by the site owner if such owner is not the AGENCY, at least two signs visible to the public stating that the Project is funded with RM1, RM2, RM3 and/or AB 1171 funds, as applicable.

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L. AGENCY’s City Manager, General Manager, Executive Director, Chief Executive Officer, or equivalent officer, or designee, is delegated the authority to make non-substantive changes or minor amendments to the initial project report as he/she deems appropriate; otherwise, Article 7, AMENDMENTS, of this Agreement applies.

M. AGENCY agrees to comply with the provisions of MTC Resolution No. 3636, Revised (if receiving RM2 funds) and/or MTC Resolution No. 4404 (if receiving RM3 funds), and the MTC Resolutions set forth in Attachment C, MTC Resolution(s) Approving Project Request.

II. MTC AGREES
A. MTC agrees to provide AGENCY with RM1, RM2, RM3 and/or AB 1171 funds, as applicable, within the allocation amounts in Attachment C, MTC Resolution(s) Approving Project Request and as restated in the relevant Supplement for the purpose of funding the Project as described in Attachment A.

The entire funding amount is available for reimbursement based on the schedule included in Attachment E, Reimbursement Schedule, to the applicable Supplement. In addition, if applicable, MTC agrees to support AGENCY’s allocation request from the State according to the Allocation Request Schedule provided in Attachment G to the applicable Supplement.

In the event AGENCY does not use all RM1, RM2, RM3 and/or AB 1171 funds, as applicable, made available in a given fiscal year, those unused amounts will be available for reimbursement in subsequent year(s) for the duration of this Agreement. However, RM3 Operating Program funds will be made available for reimbursement in the subsequent year(s) where allowed by law or otherwise authorized by the Commission.

III. IT IS MUTUALLY AGREED
A. MTC may terminate the applicable Supplement, in its sole discretion, for any force majeure event, including but not limited to any earthquake, flood or other natural disaster, any epidemic, blockade, rebellion, war, act of sabotage or civil commotion, fire, explosion or strike, or prolonged economic conditions affecting the ability of the Bay Area Toll Authority to make payments to bond holders who shall in all circumstances have priority to payment of funds, if such event (i) irrecoverably disrupts or renders impossible AGENCY’s performance hereunder; or (ii) disrupts MTC’s ability to make payments hereunder. If MTC so terminates the applicable Supplement, AGENCY will be entitled to payment for non-recoverable Project costs incurred prior to the date of such termination, including but not limited to any amounts AGENCY owes to the owner of the Project construction sites, if such owner is not AGENCY, up to the maximum amount payable under this Agreement.

B. If AGENCY fails to perform as specified in this Agreement and the applicable Supplement, MTC may terminate the applicable Supplement or this Agreement for cause. Termination shall be effected by serving a sixty (60) day advance written notice of termination on AGENCY, setting forth the manner in which AGENCY is in default. If AGENCY does not cure the breach or describe to MTC’s satisfaction a plan for curing the breach within the sixty (60) day period, MTC may terminate this Agreement or the applicable Supplement for cause. In the event of such termination for cause, AGENCY will be entitled only to those costs incurred for already completed Project work, not to exceed the maximum amount

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payable under this Agreement for such Project work, however, in no event shall MTC be required to reimburse AGENCY for any costs incurred for work causing or contributing to the default.

C. If the Project is cancelled, suspended indefinitely, or otherwise not completed for any reason, AGENCY shall repay MTC any RM1, RM2, RM3 and/or AB 1171 funds, as applicable, expended that exceed MTC’s proportionate share of eligible costs for the Project.

D. Upon completion of the Project, AGENCY will properly account for all Project costs incurred.

E. The applicable Supplement shall terminate upon closeout of the PROJECT in accordance with Policies and Procedures in MTC Resolution No. 3636, Revised (if receiving RM2 funds) or MTC Resolution No. 4404 (if receiving RM3 funds), or on the termination date, if any, set forth in the Supplement, whichever is sooner.

F. The terms and conditions of this Agreement include the following and each is incorporated by reference herein as if fully set forth herein.

Attachment A – Updated Initial Project Report (Allocation Request) Attachment B – AGENCY Resolution(s) (and opinion of counsel, if applicable) Attachment C – MTC Resolution(s) Approving Project Request(s) Attachment D – MTC Resolution No. 3636, Revised
Attachment E – MTC Resolution No. 4404
Attachment F – Reimbursement Schedule
Attachment G – Allocation Request Schedule

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EXHIBIT B-7

ADDITIONAL TERMS AND CONDITIONS
(REGIONAL DISCRETIONARY FEDERAL FUNDS INCLUDING STP AND CMAQ)

1. TERMINATION
Notwithstanding Article 8.0, TERMINATION in the Master Funding Agreement, MTC may terminate this Agreement without cause upon ten (10) days prior written notice. If MTC terminates this Agreement without cause, AGENCY shall be entitled to payment for costs incurred for incomplete deliverables, up to the maximum amount payable for each deliverable. If AGENCY fails to perform as specified in this Agreement, MTC may terminate this Agreement for cause by written notice and AGENCY shall be entitled only to costs incurred for work product acceptable to MTC, not to exceed the maximum amount payable under this Agreement for such work product.

2. RETENTION OF RECORDS
AGENCY agrees to establish and maintain an accounting system confirming to GAAP that is adequate to accumulate and segregate reasonable, allowable, and allocable project costs.

AGENCY further agrees to keep all records pertaining to the project being funded for audit purposes for a minimum of three (3) years following final payment to AGENCY or four (4) years following the fiscal year of the last expenditure under this Agreement, whichever is longer, in accordance with generally accepted accounting principles. Copies of AGENCY audits, if any, performed during the course of Project development and at Project completion shall be forwarded to MTC no later than one hundred eighty (180) days after fiscal year end close.

3. AUDITS
Notwithstanding Article 13.0, AUDITS in the Master Funding Agreement, AGENCY agrees to grant MTC, or any agency that provides MTC with funds for the Project, including but not limited to, the U.S. Department of Transportation, FHWA, the Comptroller General of the United States, the State, and their authorized representatives access to AGENCY’s books and records for the purpose of verifying that funds are properly accounted for and proceeds are expended in accordance with the terms of this Agreement. All documents shall be available for inspection during normal business hours at any time while the Project is underway and for the retention period specified in Article 4.

AGENCY further agrees to include in all its third-party contracts hereunder a provision to the effect that the contractor agrees that MTC, the U.S. Department of Transportation, FHWA, the Comptroller General of the United States, the State, or any of their duly authorized representatives shall have access to and the right to examine any directly pertinent books, documents, papers, and records of such subcontractor, during normal business hours, for the term specified above. The term “contract” as used in this clause excludes agreements not exceeding $25,000.

4. LICENSE TO WORK PRODUCTS
AGENCY hereby grants to MTC an irrevocable, non-exclusive, royalty-free license to use without restriction and share with any person or entity all drawings, designs, specifications, manuals, reports, studies, surveys, models, software, source code and source code documentation, documentation or system architecture, and any other documents, materials, data, and products (“Work Products”) developed, prepared, or assembled by AGENCY or AGENCY’s consultant(s) or its subconsultants pursuant to this Agreement. MTC may exercise their licenses to Work Products through sublicenses to a

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third party, without the approval of AGENCY or AGENCY’s consultant(s) or subconsultants. FHWA reserves a royalty-free, non-exclusive and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government purposes: (a) the copyright in any work developed under this Agreement; and (b) any rights of copyright to which AGENCY or AGENCY’s consultant(s) or subconsultants purchase ownership under this Agreement.

5. EQUAL EMPLOYMENT OPPORTUNITY
In accordance with Title VI of the Civil Rights Act, as amended (42 U.S.C. § 2000d); Section 303 of the Age Discrimination Act of 1975, as amended (42 U.S.C. § 6102); Section 202 of the Americans with Disabilities Act of 1990 (42 U.S.C. § 12132); and 49 U.S.C. § 5332 for FTA-funded projects, AGENCY agrees that it shall not, on the grounds of race, religious creed, color, national origin, age, physical disability or sex, discriminate or permit discrimination against any employee or applicant for employment.

6. DISADVANTAGED BUSINESS ENTERPRISES (DBE)
It is the policy of MTC and the U.S. Department of Transportation to ensure nondiscrimination in the award and administration of DOT-assisted contracts and to create a level playing field on which disadvantaged business enterprises, as defined in 49 Code of Federal Regulations Part 26, can compete fairly for contracts and subcontracts relating to MTC’s procurement and professional services activities.

AGENCY shall not discriminate on the basis of race, color, national origin or sex in the performance of this Agreement. AGENCY shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by AGENCY to carry out these requirements is a material breach of contract, which may result in the termination of this agreement or such other remedy as MTC deems appropriate.

7. TITLE VI OF THE CIVIL RIGHTS ACT OF 1964
AGENCY agrees to comply with all the requirements imposed by Title VI of the Civil Rights Act of 1964 (47 U.S.C. § 2000(d)) and the regulations of the Department of Transportation issued thereunder (49 CFR Part 21).

8. ACCESS REQUIREMENTS FOR INDIVIDUALS WITH DISABILITIES AGENCY agrees to comply with all applicable requirements of the Americans with Disabilities Act of 1990 (ADA), 42 U.S.C. § 12101 et seq.; Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794; Section 16 of the Federal Transit Act, as amended, 49 U.S.C. § 5310(f); and their implementing regulations.

9. STATE ENERGY CONSERVATION PLAN
AGENCY shall comply with all mandatory standards and policies relating to energy efficiency that are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 U.S.C. § 6321).

10. DEBARMENT
AGENCY certifies that neither it, nor any of its participants, principals or subcontractors is or has been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions, as they are defined in 49 CFR Part 29, by any Federal agency or department.

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11. CLEAN AIR AND WATER POLLUTION ACTS
AGENCY agrees to comply with the applicable requirements of all standards, orders, or requirements issued under the Clean Air Act (42 U.S.C. § 7501 et seq.), the Clean Water Act (33 U.S.C. § 1251 et seq.), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15).

12. LOBBYING
AGENCY agrees to comply with the restrictions on the use of federal funds for lobbying activities set forth in 31 United States Code §1352 and 49 C.F.R. Part 20.

13. INDEMNIFICATION
Notwithstanding Article 10.0, INDEMNIFICATION, in the Master Funding Agreement AGENCY shall indemnify and hold harmless MTC, Caltrans, their Commissioners, Directors, officers, agents and employees from any and all claims, demands, suits, loss, damages, injury and/or liability (including any and all costs and expenses in connection therewith), incurred by reason of any act or failure to act of AGENCY, its officers, directors, employees, agents and contractors, or any of them, under or in connection with this Agreement; and AGENCY agrees at its own cost, expense and risk to defend any and all claims, actions, suits, or other legal proceedings brought or instituted against MTC, Caltrans, their Commissioners, Directors, officers, agents, and employees, or any of them, arising out of such act or omission, and to pay and satisfy any resulting judgments.

14. COMPLIANCE WITH LAWS
AGENCY shall comply with any and all laws, statutes, ordinances, rules, regulations or requirements of the federal, state, or local government, and any agency thereof, including, but not limited to MTC, the U.S. DOT, FHWA, the State, and Caltrans, which relate to or in any manner affect the performance of this Agreement. Those laws, statutes, ordinances, rules, regulations, and procedural requirements that are imposed on MTC as an AGENCY of federal or state funds are hereby in turn imposed on AGENCY (including, but not limited to, 49 CFR Part 18, “Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments”), and are herein incorporated by this reference and made a part hereof.

AGENCY contractors shall agree to comply with all 48 CFR, Chapter 1, Part 31, Contract Cost Principles and Procedures. In addition, AGENCY certifies that the AGENCY and its contractors shall comply with the requirements of the California Environmental Quality Act (CEQA), California Public Resources Code Section 21,000 et seq. and with the State Environmental Impact Report Guidelines (14 California Code of Regulators Section 15000 et seq.) and the National Environmental Policy Act (NEPA), 42 U.S.C. Section 4321 et seq. and the applicable regulations thereunder.

15. IDENTIFICATION OF DOCUMENTS

AGENCY shall ensure that all reports and other documents completed as part of this Agreement shall carry the following notation on the front cover or title page:
“The preparation of this report has been financed in part by grants from the U.S. Department of Transportation. The contents of this report do not necessarily reflect the official views or policy of the U.S. Department of Transportation.”

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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: 26-3111 File ID: 25-9641 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: March 17, 2025
SUBJECT:
4th and Railroad Parking Lot, Bespoke Development – Exclusive Negotiation Agreement Extension RECOMMENDATION:

Adopt a Resolution to approve Amendment No. 2 to the agreement with DTSM Housing LLC for exclusive negotiations related to the public-private partnership development project, commonly known as Bespoke, located partially on City owned property at 4th and Railroad, for a one-time extension of six (6) months from April 14, 2025, to October 14, 2025, approve the proposed schedule of performance, and authorize the City Manager to execute this amendment.

BACKGROUND:

The City is currently a party to an Exclusive Negotiating Agreement (ENA) for the redevelopment of the City-owned surface parking lot located at 4th and Railroad Avenue adjacent to the parcel where the former Talbot’s building is located. The ENA is with a three-party development team comprised of Prometheus, Harvest Properties, and Alta Housing (a non-profit affordable housing developer) and is intended to be in place throughout the entitlement phase of the project. The City entered into the ENA in October 2021 (Attachment 2) and has since been working with the development team to refine the project, now referred to as Bespoke, through the planning entitlement process, and prepare legal agreements that would accompany the entitlements. The ENA was amended in October 2024 to extend the term to April 14, 2025 (Attachment 3) and the proposed amendment would extend the ENA to October 14, 2025 (Attachment 4).

The Project includes a parcel owned by the City, which means the City is not merely acting in a regulatory capacity but is also acting in a proprietary capacity as a partner. As the project has evolved, so have the proposed deal terms related to the City’s provision of land and funding support for the affordable housing component of the project. Deal terms were last considered by Council at a study session on September 16, 2024 (Agenda Report included as Attachment 5). The critical items considered by Council at that meeting included assurances from the commercial development team should the affordable housing project on City land fail to secure funding and begin construction, and the project schedule for completion. The ENA was also set to expire on October 14, 2024, but consistent with City Council direction at this meeting, it was extended for six months to April 14, 2025, pursuant to ENA Section 1.3(b)(1).

This report is intended to provide the City Council with an update on the project status and to seek an additional six-month extension to allow for completion of all legal agreements and timely scheduling of public hearings before the Planning Commission and City Council for project approval.

Separate from the legal agreements, the Bespoke project completed the pre-application phase of its planning entitlement review and submitted their formal planning application in February 2023. The project was deemed complete on July 17, 2024, and the environmental analysis, in the form of an Initial Study/Mitigated Negative Declaration, was circulated for public review and comment between October 4, 2024 and November 4, 2024. Ten comments were received and the City is preparing final responses to comments, in preparation for the project’s public hearings, which are anticipated later this

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year (spring/summer).

Project History
The City Council adopted a Resolution declaring the surface parking lot at East 4th Avenue and South Railroad Avenue, known as the Talbot’s parking lot, as “Surplus Land” at their meeting on January 4, 2021, and, on July 19, 2021, the City Council directed staff to negotiate an Exclusive Negotiating Agreement (ENA) with the Prometheus/Harvest Properties/Alta Housing team (Development Team) to explore the redevelopment of the City’s parking lot site for a mixed- use development project. The City Council subsequently approved the ENA at their meeting on October 4, 2021.

The Development Team was selected based on their proposal to develop the full block; remove awkward transition and existing easement issues; and provide a mix of unit sizes that make the project family friendly, the highest ratio of on-site parking for the housing; and the ability to serve income levels of up to 70 percent of Area Median Income (AMI), which addressed the Council’s interest in serving both low- and middle-income households. A mixed-use project on this block was also identified as being able to help re-energize this part of B Street, have synergy with the project at the adjacent Draeger’s Market site, and contribute to the overall economic vitality of downtown.

The proposed Project includes the following components:
• A seven-story, 71-unit 100 percent affordable housing building on the City’s lot with community space for Self- Help for the Elderly on the first floor;
• A six-story 156,000 square-foot commercial and office building; • 137 parking spaces on-site in an underground parking garage (of which 37 would be for residents' use and 25 would be shared between commercial and residential uses); access would be on City lot; the remaining commercial garage would be accessible to the public on evenings and weekends; • A combination of at-grade open space and roof top common areas; and • Improvements in the public right-of-way area along all four street frontages.

Key Deal Terms
In May 2023 and September 2024, additional draft deal terms were presented to Council that form the basis of the Development Agreement (DA)/Disposition and Development Loan Agreement (DDLA) that the City and Development Team would enter into at the time that the project receives its entitlements. After receiving direction from the City Council at the September 2024 study session, the City and Development Team have continued to refine these terms while developing the DA/DDLA. A summary of the key project terms is provided below. It is important to note that each of these terms will be memorialized in greater detail in the applicable legal agreements:
• Alta Housing (Affordable Housing Developer) will enter into a 99-year ground lease with the City at the rate of $1 per year, and the Development Team will enter into a reciprocal easement agreement for the City’s parcel. • The City will contribute $3 million (m) to support the construction of the affordable housing from the City’s dedicated affordable housing funds. The specific source of funds from within the City’s housing funds is still to be determined.
• Prometheus/Harvest Properties (Commercial Developer) will contribute $2.9 million (m) to support the affordable housing project, which will be used for pre-development costs, as defined in the DDLA, such as architectural and engineering plans, upon City approval. The City will disburse the $2.9m to the Residential Developer in the form of a zero-interest, forgivable predevelopment loan.
• The Commercial Developer will finance and construct the shared underground parking garage across the entire site, including mechanical lift spaces dedicated to affordable housing, and create separate pads for the development of the affordable housing building and the commercial building, as described in the September 16, 2024 City Council study session.

• The Affordable Housing Developer will provide ground floor space in the affordable housing building at a

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substantially subsidized rent (the proposal is $1 per year) to Self-Help for the Elderly to allow for their relocation from the Central Park Recreation Center, which will be necessitated by the implementation of the Central Park Master Plan.
• In order to allow for the construction of the underground parking garage across parcel lines, the City and the Development Team will execute a lot-tie agreement.
• The Commercial Developer will provide additional assurances, including financial assurances in the form of deposits, given the project phasing. Due to the construction readiness requirements of affordable housing financing, the underground parking garage must commence construction and be substantially completed prior to the affordable housing project applying for federal Low-Income Housing Tax Credits (tax credits). The project application for tax credits also must be closely coordinated with other state and local funding sources, which must be obtained first. As a result, the commercial component is highly likely to be completed prior to the housing component. The length of this differential between the completion of the commercial and the affordable housing components of the project will also depend on whether the affordable housing goes through multiple cycles of funding requests in order to assemble its financing. If the residential meets the relevant milestones in the Schedule of Performance, (Attachment 6), these monies would no longer be required and would be returned to the Commercial Developer. The negotiated assurances include:
oA deposit of $3 million at building permit issuance for the garage, as described in the September 16, 2024, City Council study session; and
oAn additional deposit of $3.5 million at certificate of occupancy (C of O) of the commercial component, as described in the September 16, 2024, City Council study session; and oShould the Residential Developer be unable to proceed, the Commercial Developer will find an alternate affordable housing partner, with City’s approval, who can revise and deliver the affordable housing component within a to-be-determined prescribed timeframe; and
oAll plans and entitlements to revert to the City to find an affordable developer who can deliver the residential units or explore alternatives such as a market-rate project. • The project will be subject to prevailing wage and Department of Industrial Relations (DIR) registry requirements. • The shared parking will include a minimum of 37 reserved residential spaces, 25 commercial spaces shared with residential; and the additional spaces in the commercial garage will be publicly accessible on evenings and weekends.
• The Development Team shall make a good faith effort to propose a joint public art proposal for the residential and commercial components of the project at the project site. • A 10-year DA/DDLA term was the original timeline described in the proposal when the ENA was first executed.

However, due to the applicants’ proposed Schedule of Performance, including over three years’ lead time before breaking ground for the garage and multiple rounds of funding applications, this term will be longer. Project timing was discussed at the September 16, 2024, City Council study session and is explained further below under Project Schedule of Performance.

Project Schedule of Performance
While the ENA outlined a 10-year overall timeline, the Development Team originally proposed 14 years for completion, with a four-year timeline to submit building permit applications, the first step in the process. This proposed schedule and the ability to receive building permits for the residential component within the current Housing Element Cycle, which concludes in 2031, were key discussion points in the September 2024 City Council study session. As a comparison, the Kiku Crossing 100 percent affordable housing project with 225 units and a parking garage with over 525 spaces, was entitled and built within four years.

In September 2024, the City Council, directed staff to draft a project Schedule of Performance (Schedule of Performance)

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that provides time to the Residential Developer for multiple rounds of financing, as outlined in the timeline proposed by the Development Team. That timeline anticipated that the housing units receive building permits by 2031, to align with the current Housing Element Cycle. The attached draft Schedule of Performance (Attachment 6) lays out completion dates for each of the project’s key milestones, accounting for upfront delays in the project schedule for submittal and issuance of building permits (over 3years) and the cumulative effect of allowable extensions to those key milestones in the Schedule of Performance, referred to as buffers. Without buffers, the residential project would be completed by January 2034, assuming entitlements are obtained by May 2025. If the project utilized all stated buffers, the residential portion would not be completed until September 2039. It should be noted, however, that the Schedule of Performance must be adjusted based on the effective entitlement date, which remains to be determined; all dates will shift accordingly in the final version.

Staff is seeking Council approval of the amendment to extend the ENA to October 2025. If approved, staff will continue to work towards finalizing the required legal documents for the project following the key deal points outlined above and will bring them back to Council for final review and approval as part of the overall development application. The Planning Commission and City Council public hearings for this project are anticipated later this spring or early summer of this year.

BUDGET IMPACT:

Depending on Council direction regarding the ENA extension and potential project entitlements, the City would be committing its parcel to this project for a 99-year ground lease at $1 per year and providing $3 million to support the affordable housing development. This project will be subject to all of the City’s development impact fees, including but not limited to, traffic impact fees, commercial-linkage fees, and park impact fees. The residential project would pay the impact fees at occupancy due to recent state legislation (SB 937), but the Commercial Developer would be required to pay the full in-lieu and impact fees prior to building permit issuance.

Substantive staff time and cost has also been spent on the review and development of the legal agreements, which are accounted for in individual Department budgets. Staff and technical environmental consultant time on the entitlement will be covered by the Commercial Developer, although the Development Team has proposed drawing from the $2.9 million Commercial Developer contribution to reimburse 1/3rd of some costs associated with entitlement of the project. The reimbursement of these costs is still under discussion at the time of this report.

ENVIRONMENTAL DETERMINATION:

This item 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 -- Exclusive Negotiating Agreement
Att 3 – Amendment No. 1 to ENA
Att 4 – September 16, 2024 City Council Study Session Report Att 5 – Draft Amendment No. 2 to ENA
Att 6 – Draft Project Schedule of Performance

STAFF CONTACT
Christina Horrisberger, Assistant City Manager
[email protected]
650-522-7210
Rachel Horst, Housing Manager
[email protected]
(650) 522-7223

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RESOLUTION NO. ____ (2025)

APPROVING AN EXTENSION TO THE EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT FOR THE DOWNTOWN

SAN MATEO AFFORDABLE HOUSING PROJECT
WHEREAS, the City owns or controls certain real property located at 4th and Railroad Avenue, as more particularly described in in Exhibit A of Attachment 1 to this Resolution (the “Site,” or the “Property”); and WHEREAS, on January 7, 2021, the City issued a Notice of Availability of Surplus Land to solicit proposals to develop on the Site an affordable housing development consistent with the California Surplus Lands Act (California Government Code Sections 54220-54234); and
WHEREAS, DTSM Housing LLC (“Developer”) submitted a proposal to develop on the Site, and on adjacent land owned or leased by the Developer, a mixed-use development project, including below market-rate housing, and Developer was subsequently selected as the developer of the Site (“Developer”); and WHEREAS, on October 14, 2021, the City and Developer entered into an Exclusive Negotiating Rights Agreement (“ENA”); and
WHEREAS, City and Developer amended that certain ENA dated October 14, 2021 through Amendment No. 1 on October 9, 2024, to extend the term of the Negotiating Period through April 14, 2025, and further wish the amend the ENA to extend the term through October 15, 2025.

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

1. Amendment No. 2 to the ENA (Attachment 1) to extend the term through October 15, 2025 is approved.

2. The City Manager is authorized to execute Amendment No. 2 to the ENA in substantially the form presented.

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1 EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT

DOWNTOWN SAN MATEO AFFORDABLE HOUSING SITE
This Exclusive Negotiating Rights Agreement (“Agreement”) is entered into as of _________________, 2021 (“Effective Date”) by and between the City of San Mateo, a California municipal corporation (“City”), and DTSM Housing, LLC, a Delaware limited liability company (“Developer”). The City and the Developer are collectively referred to herein as the “Parties” and sometimes individually as a “Party”.

RECITALS
A. The City owns or controls certain real property located at 4th and Railroad A
venue, as more particularly described in Exhibit A attached to this Agreement (the “Site” or the “Property”).

B. On January 7, 2021, the City issued a Notice of Availability of Surplus Land to s
olicit proposals to develop on the Site an affordable housing development consistent with the California Surplus Lands Act (California Government Code Section 54220-54234). Developer was selected as developer of the Site.

C. Developer proposes to develop on the Site a mixed-use development project, i
ncluding below market housing (the “Project”), which Developer may propose to integrate into a larger development to include adjacent land owned or leased by Developer.

D. The purpose of this Agreement is to establish: (1) the general tasks to be undertaken by the Developer and City during the term of this Agreement; and (2) the procedures and standards for the negotiation by the Parties of a Disposition and Development Agreement (the "DDA"). As more fully set forth herein, the Parties acknowledge and agree that this Agreement in and of itself does not obligate either Party to acquire or convey any property, does not grant the Developer the right to develop the Project, does not obligate the City to approve any planning applications, and does not obligate either Party to engage in any activities or incur any costs to develop the Project other than those activities set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and for other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties mutually agree as follows:

ARTICLE 1 EXCLUSIVE NEGOTIATING RIGHT
Section 1.1 Incorporation of Recitals. The Recitals set forth above are hereby incorporated by reference and made part of this Agreement.

Section 1.2 Good Faith Negotiations. The City and the Developer shall negotiate diligently and in good faith, during the Negotiating Period described in Section 1.3, the terms of a DDA for the development of the Project. During the Negotiating Period, the parties shall use good faith efforts to accomplish the respective tasks outlined in Article 2 to facilitate the negotiation of a mutually satisfactory DDA. The City and Developer agree that the negotiations pursuant to this Agreement and the DDA will be based on the proposal received from the Developer on May 27, 2021 (the “Proposal”), a copy of which is attached to this Agreement as DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A 10/14/2021

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2 Exhibit B for reference purposes.

Section 1.3 Negotiating Period.
(a) The Negotiation Period (“Negotiation Period”) shall commence upon the date the City approves and executes this Agreement and continue until the earlier of (i) thirty-six (36) months after the Effective Date, and (ii) date which is eighteen (18) months following City’s written notice that Developer’s Formal Entitlements Application, as set forth in the ENA Timeline (defined in Section 2.2, below), is substantially complete; provided that the Negotiation Period may be further extended as set forth below.

(b) The Negotiation Period shall be extended or tolled as follows:

(i) with the written consent of the Developer and the City’s City Manager, extended up to a total of six (6) months if, despite the diligent efforts of Developer, longer than anticipated processing times delay the achievement of the milestones set forth in the ENA Timeline.

(ii) if (A) the zoning designation for the property associated with the Entitlements Application for the Project is changed due to a modification of the general plan that requires a significant revision to the Entitlements Application, or (B) the Entitlements Application for the Project requires an environmental impact report, good cause shall be deemed to exist and the Negotiation Period shall automatically be extended for a single twelve (12) month period. If the events described in both (A) and (B) occur, a second non-automatic extension may be granted with the written consent of Developer and City Manager upon the City Manager’s determination that good cause exists in its reasonable discretion. In no event shall more than two (2) 12-month extensions be granted pursuant to this subsection (ii).

(iii) automatically extended for twelve (12) months upon the Planning Commission’s or the City Council’s request for significant modifications to the Entitlements Application at a public hearing;

(iv) automatically extended for up to six (6) months upon the filing by any party of an administrative appeal of any City decision or approval related to the Project for the period of time it takes for the administrative appeal to be resolved;

(v) automatically tolled for a period of up to three (3) years upon the filing of a referendum petition affecting any City decision or approval related to the Project or the filing by any party of a lawsuit relating to any City decision or approval related to the Project. The tolling period shall end upon the date the referendum petition or litigation is resolved;

(vi) tolled for the period of time that Developer’s compliance with the ENA Timeline is delayed, through no action or omission of Developer, by a Force Majeure Event. For purposes hereof, “Force Majeure Event” means (1) acts, failures to act and/or delays of the City in accordance with the ENA Timeline; (ii) acts of God; (iii) flood, fire, earthquake, explosion, pandemic; (iv) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (iv) national or regional emergency, or other event out of Developer’s DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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3 reasonable control that impacts the ability of Developer or City to meet milestone deadlines as set forth in this Agreement. The foregoing notwithstanding, any extension due to a Force Majeure Event shall run from the time of commencement of the Force Majeure Event, but only if written notice is delivered by Developer to City within thirty (30) days following such commencement of the cause of such Force Majeure Event, and shall continue for the period of time that such Force Majeure Event materially impacts Developer’s or City’s ability to comply with the ENA Timeline.

A
s used in this Agreement, "Negotiation Period" will include any of the applicable above described extension or tolling periods.
(
c) If the City has not approved the DDA by the expiration of the Negotiation Period (as extended by operation of the preceding paragraph), then this Agreement shall automatically terminate and neither Party shall have any further rights or obligations under this Agreement, unless the City, in its sole discretion, agrees in writing to an extension. If a DDA is approved by the City and executed by the Developer prior to the expiration of the Negotiating Period or mutually agreed upon extension of the Negotiating Period, upon the execution of the DDA, this Agreement shall terminate, and all rights and obligations of Parties shall be as set forth in the executed DDA.

Section 1.4 Exclusive Negotiations. During the Negotiating Period, the City shall not negotiate with any entity, other than the Developer, regarding sale or development of the Site or any portion thereof, or solicit or entertain bids or proposals to do so. This provision shall not preclude the City from providing copies of documents or information related to the Site in response to a request under the California Public Records Act or other applicable statutory provisions.

ARTICLE 2. DISCLOSURES AND COOPERATION
Section 2.1 Overview . During the Negotiating Period, the parties shall use reasonable good faith efforts to accomplish the pre-construction tasks set forth in this Article and to accomplish the negotiation of a mutually acceptable DDA. To facilitate negotiation of the DDA, the parties shall use reasonable good faith efforts to accomplish the tasks set forth in this Article in a timeframe that will support achievement of these goals.

CITY and Developer shall generally cooperate with each other and supply such documents and information as may be reasonably requested by the other to facilitate the conduct of the negotiations. Each party shall be responsible for its own costs and expenses related to the negotiation of the DDA.

Developer expressly acknowledges and agrees that neither City nor Developer will be bound by any statement, promise or representation made by City staff or Developer during the course of negotiations of a DDA and that the City and Developer shall be legally bound only upon the approval of the DDA by Developer and by the San Mateo City Council.

Developer further acknowledges and agrees that nothing in this Agreement or City ’s cooperation in satisfying its obligations under this Agreement shall be deemed a promise, representation or guaranty that the parties will reach any future agreement or enter into a DDA.

Section 2.2 Tasks and Timelines
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4 (a) A tentative schedule of estimated milestones to be met under this Agreement (“ENA Timeline”) is attached as Exhibit C to this Agreement. Each party shall exercise good faith efforts to meet its deadlines in the ENA Timeline. Without limiting the ENA Timeline, the following are basic tasks to begin upon execution of this Agreement:
• City shall provide access to site for developer, as set forth more fully below. • City shall organize meetings with key players such as staff from Planning, Public Works, City Attorney, as well as consultants to begin pre-development activities and analysis of financing programs.
• City will provide Developer with a copy of any and all third-party reports, studies and similar documents prepared or commissioned by the City with r
espect to the Property within 30 days following execution of this Agreement with respect to documents then in its possession or under its reasonable c
ontrol, and promptly upon their completion with respect to any subsequently prepared documents.
• Developer will disclose to City the names of other developers, primary employee contacts, consultants, or representatives anticipated to be directly involved in the Project.
• The Developer, within ten (10) days of receipt of any of the followi ng
doc
uments, shall provide City with copies of all third-party reports, studies and s
imilar documents, but excluding confidential or proprietary information, prepared or commissioned by the Developer with respect to the Property.

The Developer makes no representation or warranty as to the accuracy or completeness of any such materials.
(b) During the negotiation period, the parties will use their respective good fait h
ef
forts to negotiate and enter into a DDA which shall include, but not be limited to, the following:
• The design of, or design alternatives for, the Project by Developer, which des
ign shall include site design, landscape, architecture, and environmental mitigation, if any, of the Project and be subject to approval by City; • The construction of the Project by Developer in accordance with plans and specifications to be provided by Developer and approved by City pursuant to a detailed schedule of performance, which schedule shall include a
c
ommensurate level of review and timeliness of approvals by the City; • The requirement that Developer comply with all applicable equal opportunity standards established by federal, state, and local law; • The right of City to inspect the Project from time to time to assure compliance w
ith these provisions;
• A description of the income mix for the Project;
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5 to an entity or entities affiliated with Developer, including the terms and conditions of such conveyance and the terms and form of the ground lease; • The financing and equity plan provided by Developer and financing provided by
the City for the Project;
• A det
ailed schedule of performance for the Project; and
• I
nclude other elements as may be required to demonstrate site control to third par
ty funding sources.
(c) In connection with the DDA and the planning of the Project, the City will cooperate in good faith with Developer in the integration of the Project into a dev
elopment plan that includes possible shared or integrated improvements with immediately adjacent or contiguous properties owned or leased by Developer.

The detailed method of integration shall be set forth in the DDA.

Section 2.3 Due Diligence.

During the Negotiating Period the Developer shall conduct due diligence activities, including but not limited to planning, soils report, hazardous materials report, financial feasibility and title adequacy. Developer shall conduct or cause its consultants or subcontractors to conduct physical due diligence activities to determine whether the Site is suitable for the Development, taking into account the geotechnical and soils conditions, the presence or absence of toxic or other hazardous materials, the massing of the proposed Development improvements and the parking requirements imposed on developments of this type and the other environmental and regulatory factors that the Developer deems relevant. Developer and City shall cooperate to timely secure any permission and noticing agreements needed for the Developer to conduct such physical due diligence activities at the Site. If, in the Developer's judgment based on such investigations and analyses, the Site is not suitable for development, the Developer may notify the City in writing prior to the expiration of the Negotiating Period of its determination (an "Unsuitability Notice"). Upon delivery by any of the methods described in Section 3.2 of an Unsuitability Notice by the Developer to the City, this Agreement shall be terminated without further action of any party, and thereafter no party shall have any further duties, obligations, rights, or liabilities under this Agreement. The Parties acknowledge that any executed DDA shall provide a similar opportunity for the Developer to determine the physical suitability of the Site.

In addition, within thirty (30) days following the date of this Agreement, the Developer shall cause a reputable title company to issue a Preliminary Title Report (the "Report") on the Site, and the Developer shall make a copy of the Report available to the City. If the Developer objects to any exception appearing on the Report or should any title exception arise after the date of the Report, the Developer may object to such exception, provided such objection is made to City in writing within forty-five (45) days of receiving the Report. If the Developer objects to any exception to title, the City, within thirty (30) days of receipt of the Developer's objection shall notify the Developer in writing whether the City elects to (1) cause the exception to be removed of record, (2) obtain a commitment from the title company for an appropriate endorsement to the policy of title insurance to be issued to the Developer, insuring against the objectionable exception, or (3) terminate this Agreement unless the Developer elects to take title subject to such exception. If any Party elects to terminate this Agreement pursuant to this Section 2.3, no Party shall thereafter have any obligations to or rights against the others hereunder. The Parties acknowledge that any executed DDA shall provide a similar opportunity DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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6 for the Developer to determine the title adequacy of the Site.

Section 2.4 Progress Reports. From time to time as reasonably agreed upon by the Parties, each Party shall make oral or written progress reports advising the other Party on studies being made and matters being evaluated by the reporting Party with respect to this Agreement and the Development within ten (10) days of a request from the other Party.

Section 2.5 Prevailing Wages and DIR Registration. To the extent applicable to the implementation of the Project, Developer shall comply with all laws, ordinances, codes and regulations of the federal, state and local governments including, but not limited to, California Labor Code Section 1720 et seq. The City makes no representations or statements, and Developer makes no admission of any kind, that any work performed by Developer pursuant to or in connection with this Agreement or any DDA arising out of this Agreement, or any portion of such work, constitutes or will constitute “public works” as defined in Labor Code Section 1720.

Section 2.6 Environmental Determination. It is the intent of the City and the Developer that any required environmental review for the planning approvals and DDA shall be prepared in a coordinated manner so that the planning approvals and DDA may be reviewed concurrently. During the Negotiating Period, the Developer shall work with the City, as lead agency, to prepare or cause to be prepared any appropriate environmental documentation required by the California Environmental Quality Act (“CEQA”) in connection with the planning approvals; provided, that nothing in this Agreement shall be construed to compel the City to approve or make any particular findings with respect to any CEQA documentation. The Developer shall provide such information about the Project as may be required to prepare or cause preparation and consideration of any CEQA-required document, and shall otherwise generally cooperate to complete this task. Nothing in this Agreement shall be construed to compel the City to approve or make any particular findings with respect to such CEQA documentation. The Developer shall be responsible for the payment of all usual City fees and costs associated with the environmental review of the planning approvals and DDA.

ARTICLE 3 GENERAL PROVISIONS
Section 3.1 Limitation on Effect of Agreement. This Agreement shall not obligate either the City or the Developer to enter into a DDA or to enter into any particular Agreement. By execution of this Agreement, the City is not committing itself to any Project approvals or agreeing to undertake acquisition, disposition, or exercise of control over any Site or any portion of the Site. Execution of this Agreement by the City is merely an agreement to conduct a period of exclusive negotiations in accordance with the terms hereof, reserving for subsequent City Council action the final discretion and approval regarding the execution, if any, of an Agreement and all proceedings and decisions in connection therewith. In the event the parties do not execute a final DDA within the Negotiating Period and any extension agreed to in writing, this Agreement shall terminate and be of no further force and effect. Any DDA resulting from negotiations pursuant to this Agreement shall become effective only if and after such DDA has been considered and approved by the City Council of the City, following conduct of all legally required procedures.

Section 3.2 Governing Law and Venue. The laws of the State of California govern the interpretation and enforcement of this Agreement. In the event of litigation, venue will be in the County of San Mateo.

Section 3.3 Indemnity. Developer shall indemnify, defend, and hold harmless the City, DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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7 and its elected and appointed officials, employees, and agents (collectively, “City Indemnified Parties”) from and against any and all losses, liabilities, damages, claims or costs (including attorney fees) arising out of Developer’s activities pursuant to this Agreement, excluding any losses arising out of (i) the mere discovery of a pre-existing environmental or physical condition at the Site in the course of due diligence, or (ii) the active negligence or willful misconduct of City or City Indemnified Parties. This indemnity obligation in connection with events occurring prior to the termination of this Agreement will survive the termination of this Agreement.

Section 3.4 Notices. Formal notices, demands and communications between the City and the Developer shall be sufficiently given if, and shall not be deemed given unless, dispatched by certified mail, postage prepaid, return receipt requested, or sent by express delivery or overnight courier service, with signature required, to the office of the parties shown as follows, or such other address as the parties may designate in writing from time to time:

CITY: City of San Mateo
City Manager’s Office
330 W. 20th Avenue
San Mateo, CA 99403
Attn: Kathy Kleinbaum
Developer: DTSM Housing, LLC
c/o Harvest Properties
180 Grand Avenue Suite 1400
Oakland, CA 94612
Attn: Preston O’Connell

Section 3.5 No Commissions. The City shall not be liable for any real estate commissions or brokerage fees that may arise from this Agreement or any DDA resulting from this Agreement. The City represents that it has engaged no broker, agent, or finder in connection with this transaction, and the Developer shall defend and hold the City harmless from any claims by any broker, agent, or finder retained by the Developer.

Section 3.6 Nonliability of Agency Officials and Employees. No Councilmembers, officials, employees, representative, member agents, or contractors of the City shall be personally liable to the Developer in the event of any default or breach by City or for any amount, which may become due to Developer or on any obligations under the terms of this Agreement.

Section 3.7 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. The part and paragraph headings used in this Agreement are for purposes of convenience only and shall not be construed to limit or extend the meaning of this Agreement.

Section 3.8 Entire Agreement and Amendments. This Agreement represents the entire and integrated agreement between City and Developer and supersedes all prior negotiations, representations, and agreements, either written or oral.

Section 3.9 Waiver of Lis Pendens. It is expressly understood and agreed by the DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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8 parties that no lis pendens shall be filed against the Site, or any portion of the Site, with respect to this Agreement or any dispute or act arising from it.

Section 3.10 Costs and Expenses. Except as otherwise specified herein, each party shall be responsible for its own costs and expenses in connection with any activities and negotiations undertaken in connection with this Agreement, and the performance of each party's obligations under this Agreement.

Section 3.11 Default and Remedies.
(a) Default. Failure by either party to negotiate in good faith as provided in this A
greement shall constitute an event of default hereunder. The non-defaulting party shall give written notice of a default to the defaulting party, specifying the nature of the default and the required action to cure the default. If a default remains uncured thirty (30) days after receipt by the defaulting party of such notice, or, if the default cannot be cured within thirty (30) days, if the defaulting party fails to commence to cure within thirty (30) days and thereafter diligently pursue such cure and complete such cure within a reasonable period thereafter, the non-defaulting party may exercise the remedies set forth in subsection (b). (b)
R
emedies. In the event of an uncured default by either party, the Developer may elect the following remedies: (i) terminate this Agreement, in which case following such termination, neither Party shall have any further right, remedy or obligation under this Agreement; or (ii) seek specific performance of the good faith and exclusive negotiating obligations of the City under this Agreement. The Developer's remedy of specific performance shall mean that if the City breaches its duty of negotiating in good faith or negotiating exclusively with the Developer, that the Developer may seek appropriate order requiring the City to re-engage in meaningful and good faith negotiations and/or cease or refrain from negotiating with any third party until the end of the Negotiating Period. In the event of an uncured default by the Developer, the City’s sole remedy shall be to terminate this Agreement. Following such termination, neither party shall have any further right, remedy or obligation under this Agreement; provided, however, each Party’s indemnification obligation shall survive such termination.

Except as expressly provided above, neither party shall have any liability to the other for damages or otherwise for any default, nor shall either party have any other claims with respect to performance under this Agreement. Each party specifically waives and releases any such rights or claims they may otherwise have at law or in equity.

Section 3.12 Assignment. The Developer may not transfer or assign any or all of its rights or obligations hereunder except with the prior written consent of the City, which consent shall be granted or withheld in the City's sole discretion, and any such attempted transfer or assignment without the prior written consent of the City shall be void. Notwithstanding the foregoing, the Developer shall have the right to assign its rights and obligations under this Agreement to an affiliated entity, pursuant to a form of assignment agreement approved in advance by the City.

Section 3.13 No Third Party Beneficiaries. This Agreement is made and entered into solely for the benefit of the City and the Developer and no other person shall have any right of action under or by reason of this Agreement.

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9 Section 3.14 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same agreement.

Section 3.15 Authority to Execute. The undersigned represent and warrant they are each duly authorized to execute this Agreement on behalf of the respective party and to take the actions necessary to perform hereunder without the need to seek further authorization from the entity each represents.

Section 3.16 Right of Entry. The Developer and its consultants shall have the right to enter upon the Site during normal business hours to carry out normal business activities such as attending meetings, engaging with staff, carrying out visual observations, etc. No formal notice is required for such activities on the Site. The Developer and its consultants shall obtain the City’s written approval (which approval may be given by the City Manager and shall not be unreasonably withheld, conditioned or delayed), which may be requested and provided via email, prior to entering upon the Site to conduct physical investigations in accordance with this Agreement. Any such requests shall include, at a minimum, a description of the work to be performed and any expected disruption to the physical state of the Site, the names and company affiliations of any personnel that will perform such work, and a projected schedule for the work. Such work, once approved, shall be conducted during normal business hours, unless otherwise approved by the City. In connection with such entry and investigation, the Developer shall: (i) give the City or its designee reasonable advance notice; (ii) repair and restore any damage it may cause; (iii) carry or cause its consultants entering the site to maintain insurance in accordance with Section 3.21, including without limitation the obligation to obtain an endorsement to have the City named as an additional insured; and (iv) deliver to the City, within ten (10) days of receipt thereof, a complete copy of any investigation, test, report or study which the Developer conducts, or causes to be conducted, with respect to the Site.

Section 3.17 Non-Recourse to Agents. No member, official, employee, agent, or consultant of any Party to this Agreement shall be personally liable to any other Party, or any successor in interest or person claiming by, through or under any Party, in the event of any default or breach, or for or on account of any amount which may be or become due, or in any claim, cause or obligation whatsoever under the terms of this Agreement.

S ection 3.18 Relationship of the Parties. The subject of this Agreement is a co- development undertaking between the Parties for coordinated development of the Site. Aside from the relationship between the Parties described herein and to be further negotiated under this Agreement for inclusion in the executed DDA, neither Party is acting as the agent of the other Party in any respect, and none of the provisions in this Agreement shall be deemed to render the City a partner in any additional business, venture, or enterprise of the Developer.

S ection 3.19 Cooperation. In connection with this Agreement, the Developer and the City shall reasonably cooperate with one another to achieve the objectives and purposes of this Agreement. In so doing, the Parties shall each refrain from doing anything that would render its performance under this Agreement impossible, and each shall do everything that this Agreement contemplates that the Party shall do to accomplish the purchase of this Agreement.

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10 Section 3.20 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.

Section 3.21 Insurance. Prior to entering the Site, or allowing its consultants, contractors or subcontractors to enter the Site for purposes of physical due diligence investigations under this Agreement, Developer shall procure and maintain, or cause its consultants, contractors, and subcontractors to procure and thereafter maintain for the duration of this Agreement the insurance coverages specified in Exhibit D to this Agreement.

WHEREFORE, the parties have executed this Agreement on or as of the date first above written.

By: DTSM HOUSING, LLC,
a Delaware limited liability company
_________________________________
Donald Peterson, Vice President
_________________________________
Patrick P. Calihan, Vice President
B
y: CITY OF SAN MATEO
_________________________________
Drew Corbett, City Manager
Approved as to form:
_________________________________
Gabrielle Whelan, Assistant City Attorney
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11 EXHIBIT A

DESCRIPTION OF PROPERTY
Th
e real property referred to herein is that certain real property located in the City of San Mateo, County of San Mateo, State of California, described as follows:

L
ots 2, 3 and 4 of Block 10 as shown upon that certain map as laid out by C.B. Polhemus, recorded in Book 2 of Miscellaneous Records, Page 95, in the Office of the County Recorder of the County of San Mateo, State of California.

A
.P.N 034-179-050
034-179-060
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12 EXHIBIT B

PROPOSAL

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May 27, 2021
Ms. Kathy Kleinbaum
City Manager’s Office
City of San Mateo
330 W. 20th Avenue
San Mateo, CA 94403

RE: Notice of Availability of Surplus Land – Response to Follow-up Proposal Parameters APNs: 034-179-050; 034-179-060

Dear Ms. Kleinbaum:

Thank you for the opportunity to respond to your questions and comments as described in the “Surplus Land’s Act Follow-up Proposal Parameters,” related to the surplus land owned by the City of San Mateo, located at the corner of S. Railroad Avenue and E. 4th Avenue in Downtown San Mateo (“Talbots City Lot”).

Please consider the below response as supplemental information to the original proposal submitted on March 8, 2021, and the response to follow-up questions, provided on April 5, 2021. As previously expressed, the Harvest Properties, Prometheus and Alta Housing team remain enthusiastic and dedicated to working collaboratively with you, your staff, and all City of San Mateo departments to advance the objectives and priorities of the City with respect to the site, which offers a unique opportunity to create a much needed supply of affordable housing for San Mateo’s residents as well as energize and beautify this part of Downtown San Mateo.

In the following narrative, you will find a detailed response to each question posed. Before delving into these details, we wanted to highlight four key elements or components of our proposed plan for your review and consideration.

Project Vision: Alignment with City Objectives
Our development team is committed to providing a 100% affordable housing project on the Talbots City Lot that will feature a range of unit sizes from studios to 3-bedroom units, and will maximize the number of units that the site can accommodate in a 7-story project. We understand that the City wants the project to accommodate a wide mix of income levels and age ranges, and can assure you that we share this as a critical and essential priority.

As we mentioned in our April response letter to the City, if a Seniors residential community were the preferred direction, based on a unit mix that includes all studio and 1-bedroom units, the preliminary design for the site yields approximately 80 units of housing. This is a viable option that our development team would be very interested and open to pursuing in collaboration with the City. We are equally committed to developing a Family-oriented project, if the City opted to move in that direction. Based on our current design and yield analysis, a Family-oriented project would generate 52-54 housing units, and house 138 residents (according to HUD guidelines). In this development scenario, the unit mix would consist of over 50% of the units as two and three-bedrooms and the income levels would range from 30% to 80% AMI, with an average income level of approximately 43%.

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Our team has a shared commitment to provide our residents of all ages with services which are resident-drive, strength-based, impactful, and empowering. As you can see in the attached Site Plan Exhibit, located on the second story (at the podium level), our plan will include interior and exterior amenity areas for the residents to use and enjoy including a tot lot for children. While the programming and design details have not yet been developed, we anticipate that these spaces including community space on the ground level will be utilized for a full range of family-oriented activities, including but not limited to: flexible spaces for after-school educational programs, play equipment and areas for children to exercise and socialize, food security and health and wellness programs, and recreational space for the community to meet and gather.

Additionally, at the ground level, there will be a welcoming entrance and lobby area for families to enter the building and feel a sense of privacy and comfort. Again, while the specific details and interior space planning will be developed over time with the input of the community and the City, we anticipate that this area will include a welcome desk, resident mailbox area, seating areas, package room, and a community notice or bulletin board, and community gathering area. The ground floor retail area will be leased long-term to Self-Help for the Elderly, which will include a large multi-purpose area. Given that a Family-oriented project generally has most of its events in the late afternoon and evening, the development team hopes to work with Self-Help for the Elderly to allow the residential community to have controlled access to this space during non-business hours.

Self-Help for the Elderly
On the ground floor of the proposed plan, our development team is committed to providing space to house, the non-profit Self-Help for the Elderly. We had the great pleasure of meeting with Ms. Anni Chung, its President and CEO. We applaud the work of this non-profit organization, that has tirelessly strived and succeeded in serving seniors in the community for over 50 years. We would be delighted to work with Self-Help for the Elderly to support its efforts towards improving the quality of life for older adults by empowering themselves and providing a comprehensive range of multicultural and multilingual services.

Our current site plan has approximately 5,000 sq. ft. of ground floor community-serving space. In our meeting with Ms. Chung, she shared more about Self-Help for the Elderly’s specific space needs for their programs. Specifically, they need office space for health care-related supportive and administrative services, a small prep kitchen, as well as a multi-purpose room that can be used to provide meal service (65-75 people), classroom/workshop space, and performance and recreational uses. Based on these requirements, the development team will be able to meet all of their needs to allow them to continue providing the desired services for the community at the project.

Additionally, since our team has site control of the adjacent property at S. B. Street, we believe we can expand the development footprint, and can provide an even more robust set of community benefits, which could also include additional ground floor space for Self-Help for the Elderly to ensure that their current and future needs could be satisfied. We understand the limited resources and financial constraints of this non-profit organization and their importance to the whole San Mateo community.

Our team plans to provide this space at an extremely below market rent. The team will work with Self- Help for the Elderly to ensure an appropriate build-out that meets their vision for the space. In our DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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discussions with Self-Help for the Elderly, between our delivery condition and their reserved funds, we collectively will be able to provide the required capital for them to successfully move into the project.

Outside Sources of Funding
Our development team understands the City’s proposed structure, which consists of the City’s contribution of the Talbots City Lot, in the form of a long-term ground lease for $1 per year. That said, the development team prefers a fee simple transfer, but can accommodate the ground lease structure, if preferred by the City. Additionally, we fully appreciate the importance of minimizing the City’s financial assistance to the maximum extent possible by applying for multiple outside sources of funding.

In response to this City priority, we have explored, researched and analyzed the outside sources as detailed in the “Follow-up Proposal Parameters”, and have determined that a Family-oriented project of our size and scope would qualify for and be able to obtain these outside funding sources.

Project Labor Agreement
The development team shares the City’s priority for supporting local Labor Unions, wherever possible.

The Partnership is open to exploring a potential Project Labor Agreement for this project. In that spirit, the project team has reached out to the SMC Building Trades Council to initiate that discussion and we look forward to continuing the dialogue on this topic.

Below please find responses to the specific questions raised in Follow-up Proposal Parameters. If you have any further questions or comments, our development team would be very happy to answer any questions you might have. As we have stated in both our original proposal and our previous response to the City, in the end, our goal is to support the City in achieving its objectives of providing safe, secure and attractive affordable housing for its residents.

We are confident that if the City were to choose our development team, you would find the Alta Housing, Prometheus and Harvest Properties team to be one that is collaborative, transparent, and always willing to have an open dialogue with you, all members of the City’s team, as well as community stakeholders. Harvest and Prometheus are very proud to be working with Alta Housing on this exceptional community opportunity. Alta Housing (previously Palo Alto Housing), a community-based non-profit has been developing and managing affordable housing in San Mateo and Santa Clara Counties for over 50 years. They are uniquely positioned to manage and provide all the residential supportive care services that will be needed and required for the residents to thrive.

Working collaboratively with Self Help for the Elderly, in conjunction with the City of San Mateo, we are committed to working together to create a new development project that serves the multi-generational needs of the San Mateo community. Thank you again for this opportunity to respond to your questions.

If you should have any further questions or require additional clarification, please do not hesitate to let us know. Our development team truly looks forward to the next steps in the selection process.

Yours Sincerely,

___________________________ _______________________ ________________________ Preston O’Connell Pat Calihan Carlos Castellanos Partner Senior Vice President Vice President Harvest Properties Prometheus Alta Housing
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City Question Responses:
1) How many units do you propose to build?
The project currently proposes 52-54-Family-oriented units including a mix of studios, one-bedroom, two-bedroom, and three-bedroom units. Please see below chart for a detailed breakdown of the unit mix. The Family-oriented project continues to be our recommended approach as the project scores very strong for many funding sources, caters to residents of all ages creating a multi- generational project, and despite fewer total units, the project will accommodate 138-residents which is approximately 25% more residents than a 90-unit senior housing project. The development team has elected to provide a larger amenity area on the second floor that creates an indoor/outdoor environment resulting in a 52-unit project, but if the City prefers the higher range of units then the development team can reduce the size of the indoor amenity area to add two additional units, resulting in a 54-unit project.

2) What income ranges would your project accommodate?
The project provides units ranging from 30% to 80% AMI with an average income level of approximately 43%.

3) How much on-site parking are you able to provide for the residential units? The project currently proposes 90 total parking stalls across the site. The current plan for the Family- oriented housing project is to allocate 0.7 stalls per unit (37-stalls) to the residential portion of the project. The four different uses at the project have different peak demand times. The goal will be to incorporate a shared parking concept, as is standard in Downtown San Mateo projects, among the different uses: i) residential, ii) commercial, iii) retail, and iv) public parking. This shared concept will provide excess parking stalls to the residential units during off-peak hours. If additional parcels on the block are acquired, then it will allow for an increased below-grade parking structure providing the opportunity for additional stalls to be allocated to the residential as well as additional flex parking for the residential and the public during off-peak commercial times.

4) Describe any on-site amenities associated with your project.

The project will dedicate the majority of the ground floor to Self-Help for the Elderly to provide a permanent location for the organization so it can continue to serve the needs of the community of San Mateo. Self-Help for the Elderly’s space will consist of a multi-faceted large community room to serve daily lunches, host dancing/music and other recreational events, as well as allow for the option of partitioning the space into three classroom areas for educational workshops. The development team also plans to work with Self-Help for the Elderly so that some of this space may be available to the residential community in the evenings and on the weekends. We see these two uses as being very complimentary to each other.

Unit Type Unit Total %
Studio 12 23%
1 Bed 11 21%
2 Bed 14 27%
3 Bed 15 29%
Total 52 100%
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The second floor of the project will provide 1,500 square feet of indoor space and over 2,500 square feet of outdoor space to create an indoor/outdoor amenity area for the residents. This space has not been fully programmed but will consist of flexible spaces for after-school activities and homework, play equipment and areas for children to exercise and socialize, and recreational space for the community to meet and gather.

The development team is committed to developing a community where residents not only live but thrive. Alta Housing has a long track record of providing on-site supportive services to its residential communities. Alta Housing’s mission has been to partner with residents to provide services which are resident-driven, strength-based, impactful, and empowering. Alta currently provides support in the following areas: 1) Supporting Counseling & Housing Retention to help residents meet their goals, 2) Community Building & Resident Leadership, and 3) Educational Programs & Social Services such as after-school and summer youth programs, parenting classes, financial literacy workshops, job coaching, and health and wellness initiatives.

5) What is your expectation of the required ask of the City’s affordable housing fund? The revised proposal requests $2,000,000 of funding from the City of San Mateo. The development team will exhaust all potential avenues of funding prior to relying on the City for any financial commitment. The current proposal does not include the Commercial Linkage fee from the development team’s commercial projects. The Commercial Linkage fee will be paid directly to the City for each project. The Commercial Linkage fee will increase the City’s affordable housing fund by over 50%, providing the ability for the City to apply these funds to additional housing opportunities, thereby helping to address the housing shortage within the Bay Area. Based on current available funding sources, we estimate the $5.6M of Commercial Linkage fees could be leveraged to create an additional 20-30 housing units for the community.

The $5.6M of proposed Commercial Linkage fees that will be paid to the City includes $1,300,000 of additional fees that is directly related to the Talbots City Lot that the City would not obtain if the team is unsuccessful in acquiring a lease-hold interest in the City Lot. Additionally, the development team will contribute equity up to $2,900,000 as a Developer Community Benefit Contribution to the project to cover any potential shortfall and provide for greater certainty of execution.

6) What other funding sources will you seek for this project? With funding for affordable housing currently and projected to be in very short supply, our team worked diligently and engaged a third-party expert to confirm the potential competitiveness of the full range of state, federal, and other housing funding programs (see table below). In this way and combined with our own Developer Community Benefit Contribution, we aim to minimize and potentially eliminate financial support necessary from the City. Please see below the competitive funding scoring matrix developed for our project:

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Competitive Funding
Program
Competitive
Funding Source
Our Projected Score Competitive Threshold*
Tax-Exempt Bonds CDLAC
(California Debt
Limit Allocation
Committee)
• 120 out of 120
• Tiebreaker:
155,246 (lower
is better)
• 119 out of 120
• Tiebreaker: 246,741
Multi-Family Housing
Program (MHP)
HCD (State of
CA Housing and
Community
Development
Department)
• 116 out of 116
• Tiebreaker:

0.329 (lower is
better)
• 116 out of 116
• Tiebreaker: 0.490
Infill Infrastructure Grant
(IIG)
HCD • 250 out of 250 • 224 out of 250
Transit-Oriented
Development (TOD)
HCD • 290 out of 300 • 265 out of 300
Affordable Housing
Program (AHP)
FHLB (Federal
Home Loan
Bank)
• 70.69 out of
100
• 70.00 out of 100
*The lowest score among the projects which were successfully awarded funding in that program’s previous round inclusive of the set-aside, if applicable, in which this project would compete.

Furthermore, our due diligence confirms that the proposed project design and location meets the current regulatory requirements necessary to compete as a family project in a High Resource Area, giving it a distinct competitive advantage to all other projects across the State which do not meet these requirements.

At the same time, our financing plan takes into account that two sources which continue to be challenging or out-of-reach for even the best family projects, namely Section 8 vouchers and 9% tax credits.
• For Section 8, our due diligence confirmed that currently project-based vouchers are oversubscribed with limited availability except for an allocation for veterans. We will continue to stay in contact with the County should that change.
• The 9% tax credit program continues to be limited due to the size of the Region. That said, we are looking at maximizing the adaptability to be competitive for 9% and understand that HCD is exploring the possibility of allowing the MHP program to be used with 9% tax credits; this is currently disallowed. Were that to happen, we would apply our full effort to achieve the 9%/MHP combo, in order to reach the above-stated goal of reducing or eliminating City funding.

Funding Sources Overview:

Our projections effectively and fully leverage State funding and other sources – including the Developer Community Benefits Contribution – to minimize the City’s financial assistance. A discussion of each source follows:
a. 4% Tax Credit:

The project assumes 4% tax credit funding with the competitive CDLAC tiebreaker necessary to obtain this funding.

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b. San Mateo County Affordable Housing Fund (AHF):

In order to limit the number of required sources, the proposal currently does not rely on funding from the County, but during the financing process the development team will leave “no stone left unturned” and will exhaust all potential funding sources. The Developers Community Benefit Contribution will supplant the customary necessary funding from the County of San Mateo. c. Federal Home Bank Affordable Housing Program (AHP):

We have included $765,000 in AHP funding; per our research, the project surpasses the threshold required to be considered competitive for this funding source. Of note, a higher per- unit AHP loan than what we are including significantly reduces application competitiveness under current regulations.
d. Project Based Vouchers:

Conversations with the County have confirmed that currently project-based Section 8 vouchers are very limited and prioritized for veterans. The Section 8 program is most often called upon to support the limited income available from tenants exiting homelessness. Rather than rely upon this scarce resource – and potentially delay project construction – we instead opted to leverage the higher incomes available from the 80% AMI units and supplement the shortfall with the Developers Community Benefit Contribution. However, it is important to note that this did not come at the expense of fully funding the service provision for the formerly homeless tenants which is a necessary component to help them stay housed; our budget includes 1 FTE Service Coordinator and 1 FTE Services Specialist.
e. Other State Programs:
a. Multi-Family Housing Program (MHP)
Our project intentionally takes full advantage of MHP for the following reasons:

1. It is routinely the most-funded State program with the greatest number of funding “rounds” per year with the greatest funding per round.

2. We have designed the project to meet the CTCAC requirements for family housing. That, combined with the site’s location in a High Resource Area, allows the project to garner a greater per-unit MHP subsidy vs. if either of these were not the case. This advantage comes without damaging the project’s overall competitiveness for this resource.

3. The project has a very competitive tiebreaker and we are confident in our ability to obtain this financing.
b. Infill Infrastructure Grant (IIG)
We propose to pair the MHP funding with the IIG program. Our due diligence has confirmed that the project could score extremely well, based upon the updated regulations issued this month. The IIG program will be an excellent source to cover related construction-period costs such as utility connections and sidewalk improvements. Our IIG “self-score” shows a high degree of feasibility in obtaining this competitive resource.

c. Transit Oriented Development Programs (TOD)
Although our due diligence confirms that the project would score very well for TOD (290 out of 300, whereas 265 was the minimum to be awarded in the previous round), we propose not to rely upon this funding source unless one of the following facts is changed:

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1. The TOD Program isn’t reliably available.

1. The previous round in 2020 was the first TOD “NOFA” since 2014.

2. HCD has not announced plans for another TOD NOFA.

3. In addition, TOD funding often lags other programs ($140 million for TOD in 2020 vs. $160 million for IIG in 2021, $195 million for MHP in 2021, and $297 million for MHP in 2020).

2. HCD guidelines prohibit “subsidy stacking” – one unit cannot benefit from both MHP and TOD funding (but IIG is exempt).

3. The greater per-unit loan amount available to this project under the MHP program – described above – is not available under TOD for any project; therefore, the maximum possible award under TOD will always be less than the maximum MHP award for this project under current regulations.

7. Would you consider trying to acquire the parcels immediately fronting the Talbot’s parking lot along B-Street for a larger development site?
The development team is open to acquiring the parcels fronting the Talbot’s parking lot. The opportunity to transform the full City block will lead to a very exciting development that will further allow the team to curate a marque project that meets the City’s vision for the Downtown area. Acquiring the adjacent sites will provide optimal site flexibility, additional parking stalls, enhanced architectural design, increased programming to activate the public realm, and provide subsidized rent to offer community serving retail. The team currently controls the 445 S. B Street (former Talbots Toy Store), which provides many benefits to the City Lot such as: i) replacement of public parking, ii) on-site parking for the residential units, iii) Developer Community Benefit Contribution of $2.9M to cover the potential short-fall and provide a further the ability to provide subterranean parking.

8. Would you consider entering into a Project Labor Agreement for this project? The development team is open to exploring a Project Labor Agreement for this project and has reached out to James Ruigomez at the SMC Building Trades Council to discuss the potential to work together on this project.

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Conceptual Rendering – Street View

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Proposed Ground Floor Plan

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Proposed Second Floor with Amenity Space
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Proposed Third & Fourth Floor

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Proposed Fifth – Seventh Floor

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13 EXHIBIT C
ENA Timeline

No. Milestone Responsibility Time to complete Target Dates Total Timeline (months)

1. Effective Date City of San
Mateo

October 2021 0

2. Obtain Preliminary Title Report

Developer 1 month November 2021 1

3. Submit any Objections to Exceptions in
Title Report
Developer 1 month December 2021 2

4. City Response to Objections City of San
Mateo
1 month January 2022 3

5. Initiate Phase I and Geotech Studies

Developer 3 months January 2022 3

6. Formal Pre-Application Submittal Developer 12 months October 2022 12

7. City to review Project for CEQA
Requirements

City of San
Mateo
1 month November 2022 13

8. Scope technical studies required for
CEQA review and select CEQA
consultant and initiate CEQA review
Technical studies may be initiated at the
request of applicant but at their risk of
scope adjustment per PC comments
City of San
Mateo
4 months
(From pre-app submittal)
February 2023 16

9. Draft Disposition & Development
Agreement
City of San
Mateo
5 months
(From pre-app submittal)
March 2023 17
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14 No. Milestone Responsibility Time to complete Target Dates Total Timeline (months)

10. Pre-Application Review Process
Includes City staff review, neighborhood
meeting and Planning Commission study
session. City to provide summarized staff
and Planning Commission comments after
completion of pre-app
City of San
Mateo
6 months April 2023 18

11. Submit Formal Entitlements Application Developer 4 months August 2023 22

12. Formal Entitlements Application
deemed Complete and all design issues
resolved
City of San
Mateo
9 months May 2024 31

13. Planning Commission Public Hearing City of San
Mateo
2 months July 2024 33

14. City Council Public Hearing City of San
Mateo
2 months September 2024 35

15. Execute Disposition & Development
Agreement
City of San
Mateo /
Developer
1 month October 2024 36

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15 Exhibit D
Due Diligence Insurance Requirements

Developer shall procure and maintain, and/or cause its consultants, or subcontractors to procure and maintain, for the duration of the contract, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder its agents, representatives, employees, consultants, or subcontractors. With respect to CGL and Contractors Pollution Liability, as they relate to an environmental contractor or consultant, coverage should be maintained for a minimum of five (5) years after contract completion.

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

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and compl eted operations, property damage, bodily injury and 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 (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering any auto (Code 1), or if Contractor has no owned autos, hired (Code 8) and non-owned (Code 9) autos, with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance 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.

4. Contractors Pollution Legal Liability Insurance. If any of the w ork will involve physical testing or invasive investigation for hazardous materials, Developer’s contractor shall maintain in force, for the full period of such work, insurance covering losses caused by pollution conditions that arise from the operations of the contractor. The policy of insurance affording these required coverages shall be written in an amount of at least $2 ,000,000 per loss, with an annual aggregate limit of at least $2,000,000 per policy period of one year.

If the Developer or consultant or subcontractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by such entity. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. At the option of the City, the Developer its consultant or subcontractor shall provide coverage to reduce or eliminate such self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the Contractor shall provide evidence satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

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16 Other Insurance Provisions
A. The General Liability , Automobile Liability and Contractors Pollution Liability policies are to contain, or be endorsed to contain, the following provisions:

1. The City, its officers, officials, employees, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Developer including materials, parts or equipment furnished in connection with such work or operations by obtaining endorsement ISO Form CG 20 42, Additional Insured – Automatic Status for Designated Operations or equivalent. General liability coverage can be provided in the form of an endorsem ent to the Contractor’s insurance (at least as broad as ISO Form CG 20 10, CG 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

2. For any claims related to this project, the insurance obtained by Developer and its consultants and subcontractors shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, agents, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, agents, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it.

3. Each insurance policy required above shall pr ovide that coverage shall not be canceled, except with notice to the City.

B. If the work of the Developer or its consultants or subcontractors includes the transportation of hazardous materials, the Automobile Liability policy shall be endorsed to include Transportation Pollution Liability insurance, covering materials to be transported by Developer or its consultant or subcontractors pursuant to the contract. This coverage may also be provided on the Contractors Pollution Liability policy.

C. If General Liability or Contractors Pollution Liability coverages are written on a claims -made form:

1. The retroactive date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

4. A copy of the claims reporting requirements must be submitted to the City for review.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best rating of no less than A:VII if admitted in the State of California.

Verification of Coverage
Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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17 listing all policy endorsements to City before work begins. 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.

Waiver of Subrogation
Contractor hereby grants to City a waiver of subrogation which any insurer may acquire against City, its officers, officials, employees, and volunteers, from Contractor by virtue of the payment of any loss. Contractor 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.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents, and subcontractors.

Subcontractors
Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a format least as broad as CG 20 38 04 13.

Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

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Holder Identifier : 7777777707070700077761616045571110767716017305557207542137772516310072751477146331120772505102077111307172010766331557074626635761277640710623753247233207704011752274530076727242035772000777777707000707007 7777777707070700073525677115456000723001406037112007023227343173100071322372430731110702233724307300007022227353063010070222373521620100703322625217300007122336242163111077756163351765540777777707000707007 Certificate No : 570089787912

CERTIFICATE OF LIABILITY INSURANCE

DATE(MM/DD/YYYY)
10/06/2021
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

PRODUCER
Aon Risk Insurance Services West, Inc.

Denver CO Office
1900 16th Street, Suite 1000
Denver CO 80202 USA
PHONE
(A/C. No. Ext):

E-MAIL
ADDRESS:

INSURER(S) AFFORDING COVERAGE NAIC #
(303) 758-7688
25682The Travelers Indemnity Co of CTINSURER
A:
25674Travelers Property Cas Co of AmericaINSURER B:
25658The Travelers Indemnity Co.INSURER C:

INSURER D:

INSURER E:

INSURER F:

FAX
(A/C. No.): (303) 758-9458

CONTACT
NAME:

INSURED
DTSM Housing, LLC
1900 South Norfolk St. Suite 150
San Mateo CA 94403 USA
COVERAGES CERTIFICATE NUMBER: 570089787912 REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, Limits shown are as requested

POLICY EXP
(MM/DD/YYYY)

POLICY EFF
(MM/DD/YYYY)
SUBR
WVD
INSR
LTR
ADDL

INSD POLICY NUMBER TYPE OF INSURANCE LIMITS

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR

POLICY LOC

EACH OCCURRENCE

DAMAGE TO RENTED
PREMISES (Ea occurrence)
MED EXP (Any one person)

PERSONAL & ADV INJURY

GENERAL AGGREGATE

PRODUCTS - COMP/OP AGG
X
X
X
GEN'L AGGREGATE LIMIT APPLIES PER:
$1,000,000
$300,000
$5,000
$1,000,000
$2,000,000
$2,000,000
B 07/31/2021 07/31/2022Y Y
SIR applies per policy terms & conditions
Y6604S783163TIL21
PRO-
JECT
OTHER:

AUTOMOBILE LIABILITY

ANY AUTO
OWNED

AUTOS ONLY

SCHEDULED
AUTOS

HIRED AUTOS
ONLY

NON-OWNED

AUTOS ONLY
BODILY INJURY ( Per person)

PROPERTY DAMAGE
(Per accident)
X
BODILY INJURY (Per accident)
$1,000,000A 07/31/2021 07/31/2022
SIR applies per policy terms & conditions

Y Y COMBINED SINGLE LIMIT
(Ea accident)
BA-4S773170-21-14-G

EXCESS LIAB

X OCCUR

CLAIMS-MADE AGGREGATE

EACH OCCURRENCE
DED
$10,000,000
$10,000,000
07/31/2021
SIR applies per policy terms & conditions
UMBRELLA LIABB Y 07/31/2022Y CUP4S8246962114

RETENTIONX
X
E.L. DISEASE-EA EMPLOYEE
E.L. DISEASE-POLICY LIMIT
E.L. EACH ACCIDENT $1,000,000

X OTH-ER
PER STATUTEB 07/31/2021 07/31/2022
SIR applies per policy terms & conditions
UB4S6436152151RC 07/31/2021 07/31/2022
$1,000,000
Y / N
(Mandatory in NH)

ANY PROPRIETOR / PARTNER /

EXECUTIVE OFFICER/MEMBER N / A
Y
N
Workers Comp Retro
SIR applies per policy terms & conditions

WORKERS COMPENSATION AND

EMPLOYERS' LIABILITY
If yes, describe under
DESCRIPTION OF OPERATIONS below
$1,000,000
UB4S4115522151K
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of San Mateo, its officers, officials, employees, and volunteers are included as additional insured as respects general liability, automobile liability and umbrella liability. Coverage is primary and non-contributory. Waiver of subrogation applies in favor of the certificate holder as respects general liability, automobile liability, umbrella liability and workers compensation. 30 day notice of cancellation will be provided to the certificate holder, 10 day notice for non-payment of premium. Applicable deductibles or self-insured retentions as follows: general liability deductible is $25,000; automobile liability deductible is $1,000; umbrella liability self-insured retention is $0; work comp deductible is $150,000.

CANCELLATIONCERTIFICATE HOLDER

AUTHORIZED REPRESENTATIVE
City of San Mateo
330 W. 20th Ave
San Mateo CA 94403 USA
ACORD 25 (2016/03)
©1988-2015 ACORD CORPORATION. All rights reserved
The ACORD name and logo are registered marks of ACORD

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

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Addendum
AGENCY CUSTOMER ID:

ADDITIONAL REMARKS SCHEDULE
LOC #:

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance EFFECTIVE DATE:

CARRIER NAIC CODE

POLICY NUMBER
AGENCY
See Certificate Numbe
See Certificate Numbe
Aon Risk Insurance Services West, Inc.
570000066669
570089787912
570089787912
Page _ of _

NAMED INSURED
DTSM Housing, LLC
Policy#: US00093047LI21A
Limit: $15,000,000 xs of $10,000,000
Carrier: XL Insurance American, Inc.

Effective Date: 7/31/2021-7/31/2022
Policy#: USL007528213
Limit: $25,000,000 xs of $25,000,000
Carrier: Fireman's Fund Insurance Company (An Allianz Company) Effective Date: 7/31/2021-7/31/2022
Policy # ECA2261768055
Limit: $25,000,000 xs of $50,000,000
Carrier: American Fire and Casualty Company
Effective Date: 7/31/2021-7/31/2022
Policy # LA21EXRZ08UVUIC
Limits: $25,000,000 xs of $75,000,000
Carrier: Navigators Specialty Insurance Company
Effective Date: 7/31/2021-7/31/2022
ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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DocuSign Envelope ID: 65FA6E34-B7E1-457C-BFAF-F138124E671A

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Certificate Of Completion
Envelope Id: 65FA6E34B7E1457CBFAFF138124E671A
Status: Completed
Subject: Please DocuSign This Document - DTSM Housing ENA Source Envelope:

Document Pages: 38
Signatures: 4
Envelope Originator:

Certificate Pages: 6
Initials: 0
Laurie Strange
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
330 W. 20th Avenue
City Clerk's Office
San Mateo, CA 94403
[email protected]
IP Address: 64.207.219.73
Record Tracking
Status: Original
10/14/2021 12:02:24 PM
Holder: Laurie Strange
[email protected]
Location: DocuSign
Signer Events
Signature
Timestamp
Donald Peterson
[email protected]
Sr Vice President
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ID: 778f4fb8-8467-432e-a3e2-523372d4edb7
Patrick Calihan
[email protected]
Managing Member
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Gabrielle Whelan
[email protected]
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Drew Corbett
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X City Manager
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Alesha Boyd
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Management Analyst
Carahsoft OBO City of San Mateo
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Vice President
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Sr. Director
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Executive Secretary
City of San Mateo
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CONSUMER DISCLOSURE
From time to time, Carahsoft OBO City of San Mateo (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign, Inc. (DocuSign) electronic signing system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the ‘I agree’ button at the bottom of this document .

Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after signing session and, if you elect to create a DocuSign signer account, you may access them for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below.

Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign ‘Withdraw Consent’ form on the signing page of a DocuSign envelope instead of signing it. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us.

All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures Electronic Record and Signature Disclosure created on: 6/13/2017 8:08:23 AM Parties agreed to: Donald Peterson, Patrick Calihan, Gabrielle Whelan, Drew Corbett, Kathy Kleinbaum, Kathy Costa

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electronically from us.

How to contact Carahsoft OBO City of San Mateo:

You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows:

To contact us by email send messages to: [email protected] To advise Carahsoft OBO City of San Mateo of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you, you must send an email message to us at [email protected] and in the body of such request you must state: your previous e-mail address, your new e-mail address.

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In addition, you must notify DocuSign, Inc. to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in the DocuSign system.

To request paper copies from Carahsoft OBO City of San Mateo To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e-mail to [email protected] and in the body of such request you must state your e-mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with Carahsoft OBO City of San Mateo To inform us that you no longer want to receive future notices and disclosures in electronic format you may:
i. decline to sign a document from within your DocuSign session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii. send us an e-mail to [email protected] and in the body of such request you must state your e-mail, full name, US Postal Address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

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To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the ‘I agree’ button below.

By checking the ‘I agree’ box, I confirm that:
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Contract Amendment Page 1 of 2
AMENDMENT NO. 1 TO THE EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT

DOWNTOWN SAN MATEO AFFORDABLE HOUSING SITE

This Amendment is made and entered into on ____________________, by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California ("CITY"), and DTSM Housing LLC, a Delaware limited liability Company ("DEVELOPER").

WHEREAS, City and Developer entered into an EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT (“ENA”) for the development of a mixed use project located in downtown San Mateo.

WHEREAS, City and Developer wish to amend that certain ENA dated October 14, 2021, to extend the term of the Negotiating Period.

WHEREAS, the Section 1.3(b)(1) of the ENA allows for the extension of the Negotiating Period for up to a total of six months with the written consent of the Developer and the City Manager.

NOW, THEREFORE, the parties agree as follows:

1. The Negotiating Period and associated timelines shall be extended by six months until April 14, 2025.

2. The remaining terms of the ENA that do not conflict with this Amendment No. 1 shall remain in full force and effect.

[SIGNATURE PAGE FOLLOWS]

Docusign Envelope ID: 21D9DEB8-2F25-4E1B-93F2-3C2BF7FF8174 10/9/2024

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Contract Amendment Page 2 of 2
IN WITNESS WHEREOF, CITY OF SAN MATEO and DEVELOPER have executed this Amendment No. 1 on

___________________.

CITY OF SAN MATEO

DTSM Housing, LLC,
a Delaware Limited Liability
Company

Alex Khojikian
City Manager

Date Donald Peterson
Its Authorized Agent
Vice President

Date

APPROVED AS TO FORM

ADDITIONAL CORPORATE

OFFICER

Prasanna W. Rasiah
City Attorney
Date Patrick P. Calihan
Vice President

Date

Docusign Envelope ID: 21D9DEB8-2F25-4E1B-93F2-3C2BF7FF8174 10/9/2024
10/9/202410/9/2024
10/9/2024
10/9/2024

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Certificate Of Completion
Envelope Id: 21D9DEB82F254E1B93F23C2BF7FF8174
Status: Completed
Subject: Complete with Docusign: Downtown Affordable Housing Site - ENA Amendment-1 Source Envelope:

Document Pages: 2
Signatures: 4
Envelope Originator:

Certificate Pages: 6
Initials: 0
Laurie Strange
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
330 W. 20th Avenue
City Clerk's Office
San Mateo, CA 94403
[email protected]
IP Address: 76.14.0.98
Record Tracking
Status: Original
10/9/2024 9:15:59 AM
Holder: Laurie Strange
[email protected]
Location: DocuSign
Signer Events
Signature
Timestamp
Donald Peterson
[email protected]
Sr Vice President
Security Level: Email, Account Authentication
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Signature Adoption: Pre-selected Style
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Sent: 10/9/2024 10:30:11 AM
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Electronic Record and Signature Disclosure:

Accepted: 10/9/2024 10:34:00 AM
ID: 46eeb8c0-5034-447d-9b59-7a7c3d21cdab
PATRICK P. CALIHAN
[email protected]
Managing Member
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Signature Adoption: Drawn on Device
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Sent: 10/9/2024 10:34:32 AM
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ID: 9cdcbaf3-49b7-46cb-950e-75f17fd65cf4
Prasanna W. Rasiah
[email protected]
City Attorney
City of San Mateo
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ID: 2f38d194-374f-47b8-bca1-fb0c72862bd7
Alex Khojikian
[email protected]
City Manager
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ID: 175e8add-8110-4efb-bdfa-5754c075cfa3

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Kevin Choy
[email protected]
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Manira Sandhir
[email protected]
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Mazarin Vakharia
[email protected]
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Erin Fellers
[email protected]
Management Analyst I
City of San Mateo
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Laurie Strange
[email protected]
Executive Secretary
City of San Mateo
Security Level: Email, Account Authentication
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Sent: 10/9/2024 2:43:10 PM
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10/9/2024 2:43:04 PM
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All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures Electronic Record and Signature Disclosure created on: 6/13/2017 8:08:23 AM Parties agreed to: Donald Peterson, PATRICK P. CALIHAN, Prasanna W. Rasiah, Alex Khojikian, Manira Sandhir, Mazarin Vakharia

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electronically from us.

How to contact Carahsoft OBO City of San Mateo:

We do not require any other information from you to change your email address..

In addition, you must notify DocuSign, Inc. to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in the DocuSign system.

Acknowledging your access and consent to receive materials electronically

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By checking the ‘I agree’ box, I confirm that:
• I can access and read this Electronic CONSENT TO E LECTRONIC RECEIPT OF ELECTRONIC CONSUMER DISCLOSURES document; and

• I can print on paper the disclosure or save or sen d the disclosure to a place where I can print it, for future reference and access; and

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CITY OF SAN MATEO
City Council Special Meeting
September 16, 2024
5:00 PM

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

AGENDA ITEM

2. 4th and Railroad Parking Lot – Bespoke Development Term Sheet Options Review and provide direction on the proposed Term Sheet options and possible scenarios for the Bespoke public- private partnership Bespoke development project, which includes the City-owned parking lot at 4th and Railroad Avenue.

CEQA: This study session to discuss deal terms 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.) The proposed Bespoke development project will be subject to environmental review which is being completed through the entitlement process.

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CITY OF SAN MATEO
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CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 2 Section Name: STUDY SESSION Account Number: 26-3111 File ID: 24-9056 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: September 16, 2024
SUBJECT:
4th and Railroad Parking Lot – Bespoke Development Term Sheet Options RECOMMENDATION:

Review and provide direction on the proposed Term Sheet options and possible scenarios for the Bespoke public-private partnership development project, which includes the City-owned parking lot at 4th and Railroad Avenue.

BACKGROUND:

The City is currently a party to an Exclusive Negotiating Agreement (ENA) for the redevelopment of the City-owned surface parking lot located at 4th and Railroad Avenue adjacent to the parcel where the former Talbot’s building is located. The ENA is with a three-party development team comprised of Prometheus, Harvest Properties, and Alta Housing (a non-profit affordable housing developer) and is intended to be in place throughout the entitlement phase of the project. The City entered into the ENA in October 2021 (Attachment 1) and has since been working with the development team to refine the project, now referred to as Bespoke, through the planning entitlement process. The ENA is set to expire on October 14, 2024 but may be extended for six months by mutual agreement between the Developer and the City Manager, who was delegated this authority by the City Council (ENA Section 1.3(b)(1)).

The Bespoke project completed the pre-application phase of its planning review and submitted their formal planning application in February 2023. The project was deemed complete on July 17, 2024 and the environmental analysis, in the form of an Initial Study/Mitigated Negative Declaration, is nearly ready for public review and comment.

This report is intended to provide the City Council with an update on the project status and to get Council direction on possible options relating to the currently proposed deal terms and the ENA and whether to extend it by six months.

Project History
The City Council adopted a resolution declaring the surface parking lot at East 4th Avenue and South Railroad Avenue, known as the Talbot’s parking lot, as “Surplus Land” at the January 4, 2021, City Council meeting. Following this declaration, staff released a Notice of Surplus Lands Availability to all housing developers that have registered with the State Department of Housing and Community Development (HCD). In response to this notice, the City received four letters of interest for the development of affordable housing on the site.

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CITY OF SAN MATEO
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The City requested that the interested parties provide proposals addressing the following criteria:

1. Develop a 100% affordable housing project featuring a range of unit sizes from studios up to 3-bedrooms.

Project should accommodate a mix of incomes and age ranges.

2. Maximize the number of units that can be accommodated on the site by building a 7-story project.

3. Provide a ground floor space that can be used by the non-profit Self-Help for the Elderly. It can be assumed that they can contribute some amount to rent, but not likely a market rent, such as would be charged to a retailer. They will also provide some funding for their own tenant improvements.

4. The City will contribute the land for the project in the form of a long-term ground lease.

5. Specify the expected ask of financial assistance for the affordable housing from the City. It is expected that the development team will minimize the City’s financial assistance to the best possible extent by applying for multiple outside sources of financing.

6. Indicate if the development team would consider trying to acquire the parcels immediately fronting the Talbot’s parking lot along B Street for a larger development site.

The City received three responsive proposals based on these criteria. After going through an evaluation process, on July 19, 2021, the City Council directed staff to negotiate an Exclusive Negotiating Agreement (ENA) with the Prometheus/Harvest Properties/Alta Housing team to explore the redevelopment of the City’s parking lot site. The City Council subsequently approved the ENA at their October 4, 2021 meeting.

The development team was selected based on their proposal to develop the full block, removing awkward transition and existing easement issues; proposed mix of unit sizes that make the project family friendly; offering the highest ratio of on- site parking for the housing; and serving income levels up to 70% of Area Median Income (AMI) which addresses the Council’s interest in serving both low- and middle-income households. A mixed-use project on this block would help re- energize this part of B Street, would have synergy with the adjacent Draeger’s Market project, and would contribute to the economic vitality of the city and downtown.

The proposed Project includes the following components:
• A seven-story 71-unit 100% affordable housing building on the City’s lot with community space for Self-Help for the Elderly on the first floor,
• A six -story 156,000 sq-ft retail and office building, • 128 parking spaces on-site in an underground parking garage (of which 37 would be for residents' use and 25 would be shared between commercial and residential uses), access would be on City lot; the remaining commercial garage would be accessible to the public on evenings and weekends, • A combination of at grade open space and roof top common areas, and • Improvements in the public right-of-way area along all four street frontages.

Key Deal Terms
In May 2023, additional draft deal terms were presented to Council (Attachment 2). The draft deal terms form the basis of the Development Agreement (DA)/Disposition and Development Loan Agreement (DDLA) that the City and developer would enter into at the time that the project receives its entitlements. These have since been refined further to reflect additional negotiations and details that are being included in the DA/DDLA. A summary of the key project terms are as follows:
• The development team will enter into a 99-year ground lease and a reciprocal easement agreement for the City’s parcel at the rate of $1 per year.
• The City will contribute $3 million (m) to support the construction of the affordable housing from the City’s dedicated affordable housing funds. The specific source of funds from within the City’s housing funds is still to be determined. Alta has requested the partial use of these funds for predevelopment costs, should there be impact fees due at building permit issuance.

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CITY OF SAN MATEO
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• The development team will contribute $2.9m to support the pre-development costs for the affordable housing building.
• The development team will finance and construct the shared underground parking garage across the entire site and create separate pads for the development of the affordable housing building and the commercial building. The commercial developer will cover the full cost of the construction of the parking garage, including the mechanical lift spaces dedicated to the affordable housing. • The development team will provide ground floor space in the affordable housing building at a substantially subsidized rent (the proposal from Alta is $1 per year) to Self-Help for the Elderly to allow for their relocation from the Central Park Recreation Center, which will be necessitated by the implementation of the Central Park Master Plan.
• In order to allow for the construction of the underground parking garage across parcel lines, the development team will use a lot tie agreement.
• Due to the construction readiness requirements of affordable housing financing, the underground parking garage must commence construction prior to the affordable housing project applying for funding. As a result, the commercial component is likely to be completed prior to the housing. The length of this differential between the completion of the commercial and the affordable housing components of the project will depend on whether the affordable housing has to go through multiple cycles of funding requests in order to obtain construction funding from the typical affordable housing financing sources, including the federal tax credits.

This deal term is explained further below under Assurances to See Units Built as it has spurred additional conversation about how to safeguard the City’s interest in the project, which is to ensure the housing units are built, preferably within the current Housing Element Cycle. • The project will be subject to prevailing wage and Department of Industrial Relations (DIR) registry requirements.
• The shared parking will include a minimum of 37 reserved residential spaces, 25 shared residential and commercial spaces; and the commercial garage will be publicly accessible on evenings and weekends. The publicly accessible part is a recent add to the project based on other Downtown projects. • A 10-year DA/DDLA term (additional details provided below under Project Schedule).

The majority of these draft deal terms have remained constant. However, there has been progress and refinements associated with publicly accessible parking, the lease amounts for Self Help for the Elderly, and movement on assurances to getting the units built. The site plan and architectural design also went through several iterations to address building design, public realm improvements, trash pickup, utilities etc., which is typical of any major development project proposal.

The environmental review is nearly complete and poised for release to enable public comment and input.

Since May 2023, the negotiations have been challenging on two primary fronts. First, the developers had not agreed to ensure that the affordable housing units will actually be constructed if Alta fails to procure funding or encounters some other hindrance toward Project completion. Second, the development team had originally declined to fully commit to delivering the housing units within staff’s proposed specific and reasonable timeframe (i.e., this Housing Element Cycle).

Assurances to See Units Built
Broadly, the October 2021 and May 2023 terms involved (1) City contribution of land for the parking structure and residential units and additional funding for the residential development; (2) commercial developer construction of the parking garage (roughly valued at $5-7m for the residential parking) and a financial contribution of $2.9m, and (3) affordable housing developer construction of the development with 71 affordable housing units and space for Self Help for the Elderly. The mixed-use nature of the project allows the commercial developer to obtain concessions and waivers under

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state housing density bonus law for greater floor area and height.

Typically, partnership projects of this nature require the residential components to be built first, to ensure the commercial developer cannot walk away from their commitments on providing housing units. However, given the unique shared nature of the parking garage and the project construction phasing, the residential development can only seek final federal tax credit financing after parking podium construction, which would create a lag of 1-2 years between the start of the commercial superstructure, which benefits from density bonus hinging upon the residential and parking access on City land, and the residential superstructure construction.

City staff was concerned that in a worst-case scenario, the commercial project could potentially start operating and profiting from the benefits provided from driveway access and shared parking garage on City land (rough collective value at $13.5-15m), without meeting its commitment to deliver a housing project. Staff believes the housing component is the project lynchpin and without assurances that it would be built to the satisfaction of the City Council, the project cannot proceed further.

To allow for the commercial project to move forward and protect the City’s land interests and contributions, staff proposed the following plan to the development team with four stages:

1. Certificate of Occupancy (C of O) issuance for the commercial project tied to building permit issuance for residential development OR a significant financial contribution (such as $10m) at C of O of the commercial project that would enable construction of the affordable housing. If the residential receives tax credit financing or is issued building permits prior to C of O, these monies would no longer be required; and

2. A secondary deposit of $3m dollars at building permit issuance for the garage, to be used if the residential project requires major changes to obtain financing (and to be returned if project meets its schedule of performance); and

3. Should Alta be unable to proceed, the development team would find an alternate affordable housing partner, with City’s approval, who can revise and deliver the affordable housing component within a prescribed timeframe; and

4. All plans and entitlements to revert to City to find an affordable developer who can deliver the residential units or explore alternatives such as a market-rate project.

The development team has agreed to these terms, with the exception of tying the C of O of the commercial to the residential project or holding building permit issuance of commercial building with the residential building, citing financial considerations. They are also not willing to provide a $10m dollar true-up at C of O of the commercial building if the residential project fails to move forward to account for the contribution of City land towards their project. The development team‘s position is that they will have already made a significant monetary investment ($5-$7m) to build the parking garage and foundation for the housing structure. Alternatively, they are amenable to a staff proposed minimum contribution of $3.5m towards the City’s affordable housing fund at C of O.

Should the residential project fail despite the above safeguards, the City can utilize the $3m secondary deposit and the $3.5-10m true-up contributions at C of O towards other affordable housing projects and could potentially flip the entitled property for a market-rate housing development (which would include a subset of inclusionary below market rate affordable housing units). Given the long timelines for this project, staff would include adjustments to these assurances to account for annual Consumer Price Index increases.

Should the project has to flip to a market rate project, City staff would likely need to conduct an RFP process to identify a market rate developer to build the housing units (vertical portion) of the project. Any potential proceeds received from a market rate developer for the long-term lease of City land that includes physical improvements of a parking garage, building foundation and project plans could likely be utilized for activities such as affordable housing and City

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infrastructure investments.

Based on the above background and history, staff is seeking direction from City Council on the following scenarios and which substantive option to pursue:

Substantive Options:
Option 1: Extend the ENA to allow staff and development team to continue to negotiate the assurances and require greater contributions from the commercial team in the case of failure of a residential project to move forward, such as $10m for the access on City land.
Option 2: Develop the DA/DDLA based on the terms described herein with the $3.5m contribution from the development team as the final assurance at C of O.
Option 3: Allow the ENA to expire and explore other potential stand-alone affordable housing projects at this site.

Project Schedule
Another challenge in the project negotiations has been the Project construction schedule. While the ENA outlined a 10- year overall timeline, the development team originally proposed 14 years for completion, with a four-year timeline just to submit building permit applications. This proposed schedule was not considered a good-faith effort to meet the City’s goals of producing housing at this site within the current Housing Element Cycle, which concludes in 2031. In comparison, the Kiku Crossing 100% affordable housing project with 225 units and a parking garage with over 525 spaces, was entitled and built within four years.

Staff provided an alternative schedule (Attachment 3) that proposed for construction to be completed by 2031, with some buffers built-in to 2035 that account for unforeseen issues, keeping in mind the 10-year timeline in the ENA. This schedule was based on a review of other large building permit turnaround times, discussions with the Building Official and Permit Center Supervisor and with a written commitment to turn around City reviews expeditiously, with regular check-in meetings to resolve issues and ensure progress. Since these discussions, the development team has proposed an alternate schedule that would achieve completion of the entire project by December 2032, but with extensions or delays, could be delayed as much as four years (end of 2036).

The biggest difference lies in the applicant submitting the first permit application two years after entitlement and waiting two years for permit issuance. This would effectively double the time to see the project break ground for the garage, which would significantly delay the affordable housing timeline on seeking tax credit financing (which may take multiple rounds, with only one application round per year), as outlined in the table below. The estimated dates below were contingent upon approval by October of 2024. Any extensions on the ENA would further delay the completion of the project.

KEY PROJECT

MILESTONE

STAFF PROPOSED STAFF PROPOSED
(WITH BUFFER)

APPLICANT

PROPOSED

APPLICANT

PROPOSED WITH
BUFFER
Complete Building
Permit Submittal October 2025 3 months October 2026 6 months Building Permit
Issuance for Garage and
Commercial Building
October 2026 6 months April 2028
Additional time
(unspecified) if more
than 5 rounds of review
Completion of
Garage/Residential
seeks Tax Credit
Financing
April 2028 3 months October 2029 3 months
Residential – Building
Permit Issuance April 2029
12 months (Two
additional rounds of
permit submittal)
December 2030 24 months

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Commercial – C of O
on core and shell April 2029 Not specified Not provided Not specified Residential – C of O April 2031 9 months December 2032 9 months Expected Completion
Date of Residential
Project

6.5 years (2031) 10.25 years (2035) 8 years (2032) 12 years (2036) The residential units would count towards the current Housing Element cycle if building permits are issued before the end of 2031. Based on the above differences, staff is deeply concerned about the project schedule and delivery of units within a timely manner and the effects of encumbering City land for the next 12 years without significant assurances that the units would get built. Furthermore, given the rise of construction and other development costs over time, the delay on the affordable project’s first tax credit application submittal—with no guarantee of success in the initial application round – is likely to diminish the value of the City’s $3m contribution and other sources in the Project.

Given these concerns, staff is seeking direction from City Council on which scheduling option should be included in the DA/DDLA:

Scheduling Options:
• Option 1: The affordable units should be permitted and constructed in the optimal scenario within this Housing Cycle (by 2031).
• Option 2: The affordable units should receive construction permits within this Housing Cycle (by 2031).

It should be noted that either of these options will allow the City to get credit for these affordable units during this Housing Cycle. However, any delays or extensions in the preceding milestones could affect this timeline.

BUDGET IMPACT:

ENVIRONMENTAL DETERMINATION:

This study session to discuss deal terms 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.) The proposed Bespoke development project will be subject to environmental review which is being completed through the entitlement process.

NOTICE PROVIDED:

All meeting noticing requirements were met.

ATTACHMENTS
Att 1 – Exclusive Negotiating Agreement
Att 2 – May 15, 2023 City Council Study Session Packet
Att 3 – Staff Proposed Project Schedule
Att 4 – Applicant Proposed Project Schedule

STAFF CONTACT

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Manira Sandhir, Planning Manager
[email protected]
Rachel Horst, Housing Manager
[email protected]
Zachary Dahl, Director
[email protected]
Christina Horrisberger, Assistant City Manager
[email protected]

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1 0
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2 PA-2023-012 Bespoke – Residential Schedule of Performance Staff Proposed – August 2024
Action/Obligation
Responsible
Parties
Timeline for
Performance

Target
Completion
Buffer with
Written
Justification
and City
Approval

1. Master Building Permit
Submission (including
foundation, residential
superstructure, and
commercial
superstructure permits)
Commercial
Developer
and
Residential
Developer
Within 12
months of
Entitlement date

Oct. 2025 Up to 3
months

2. Issuance of Building
Permit (commercial and
parking garage) and
building permit ready-for-
issuance letter
(residential). City commits
to expeditious review of
permit submittals.

Applicant commits to
timely and complete
resubmittals.

City Within 12
months from the
Master Building
Permit
Submission
Oct. 2026 Up to 6
months

3. Commercial Developer
to commence construction
of the Underground
Parking Garage
Commercial
Developer
Within 6 months
from Issuance of
Building Permit
(commercial and
parking garage)
Apr. 2027

4. Underground Parking
Garage completion and
residential pad turnover
Commercial
Developer
Within 12
months of
Underground
Garage
construction
commencement
Apr. 2028 Up to 3
months

5. Residential submits for
tax credits (Typically Feb.
or July)
Residential
Developer
3 months prior to
completion of
Underground
Parking Garage
Jan. 2028 Up to 1
year from
last funding
round

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7 9
2 6. Residential Developer
shall secure necessary
financing for the Residential
Development.

Residential
Developer
Within 12 months
of Podium
Completion
Apr. 2029 Up to 1
year

7. City shall record the
Residential Ground Lease,
Regulatory Agreement and
Deed of Trust.

City Concurrently with
the close of
construction
financing for
Residential.

8. Residential Developer
shall obtain permits and
commence construction of
the Residential
Improvements.

Residential
Developer
Within 30 days
from the close of
Escrow of the
Residential
Development
Financing.

Apr. 2029

9. Residential Developer
shall provide Tenant
Selection and Marketing
Plan for City review.

Residential
Developer
Within 6 months
from the close of
Escrow for the
Residential
Development
Financing.

Oct. 2029

10. Commercial Developer
obtains C of O on first
Tenant Improvement
Building Permit
Commercial
Developer
Upon Building
Permit issuance
of Residential
Improvements
Apr. 2029
(Aligns with
Commercial
Final Building
Inspection)

11. Residential Developer
obtains Final Building
Inspection for
superstructure

Residential
Developer
Within 24 months
following the
commencement
of construction.

Apr. 2031 Up to 9
months

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PA-2023-012 Bespoke – Residential Schedule of Performance Applicant Proposed Project Schedule September 3, 2024
Action/Obligation Responsible
Parties
Timeline for Performance Target
Completion
Buffer with Written
Justification and City
Approval

0.5. Mass Excavation and
Shoring Permit Submission
Commercial
Developer and
Residential
Developer
Within 18 months of the
Entitlement Date
Apr. 2026 Up to 3 months

1. Master Building Permit
Submission (including
foundation, residential
superstructure, and commercial
superstructure permits)
Commercial
Developer and
Residential
Developer
Within 6 months of Mass
Excavation and Shoring
Permit Submission
Oct. 2026 Up to 3 months

2. Issuance of Building Permit
(commercial and parking garage)
and building permit ready-for-
issuance letter (residential). City
commits to expeditious review of
permit submittals. Applicant
commits to timely and complete
resubmittals.

City Within 18 months from the
Master Building Permit
Submission
Apr. 2028 . Additional time/turns
required beyond five
rounds of submissions
shall result in additional
time

3. Commercial Developer to
commence construction of the
Underground Parking Garage
Commercial
Developer
Within 6 months from
Issuance of Building Permit
Oct. 2028

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Action/Obligation Responsible
Parties
Timeline for Performance Target
Completion
Buffer with Written
Justification and City
Approval
(commercial and parking
garage)

4. Underground Parking Garage
completion and residential pad
turnover
Commercial
Developer
Within 12 months of
Underground Garage
construction
commencement
Oct. 2029 Up to 3 months

5. Residential submits for tax
credits (Typically Feb.

Residential
Developer
The first Feb after 3
months prior to podium
completion.

Feb. . 2030 Up to 3 funding cycles
for HCD funding.

6. Residential Developer shall
secure necessary financing for
the Residential Development.

Residential
Developer
Within 12 months of
Podium Completion
Dec. . 2030 Up to 3 funding cycles.

7. City shall record the
Residential Ground Lease,
Regulatory Agreement and Deed
of Trust.

City Concurrently with the close
of construction financing
for Residential.

8. Residential Developer shall
obtain permits and commence
construction of the Residential
Improvements.

Residential
Developer
Within 30 days from the
close of Escrow of the
Residential Development
Financing.

Dec. . 2030

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Action/Obligation Responsible
Parties
Timeline for Performance Target
Completion
Buffer with Written
Justification and City
Approval

9. Residential Developer shall
provide Tenant Selection and
Marketing Plan for City review.

Residential
Developer
Within 6 months from the
close of Escrow for the
Residential Development
Financing.

Jun.. 2031

11. Residential Developer
obtains Final Building Inspection
for superstructure
Residential
Developer
Within 24 months following
the commencement of
construction.

Dec. . 2032 Up to 9 months

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City of San Mateo
City Council Meeting

POST PACKET

PUBLIC COMMENT

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Dear San Mateo City Council,
The proposed development will bring 71 family-friendly affordable housing units to San Mateo, addressing a critical shortage of affordable housing in the city. This project represents a vital step forward in ensuring that working families, and others in need have access to stable and affordable homes.

The Harvest Development team has demonstrated an impressive commitment to ensuring the success of this project. The revised deal terms bring the total equity contribution to $9.4 million, including an additional $6.5 million as a guarantee in the unlikely event that financing for the affordable housing component is not obtained or is significantly delayed. This level of financial commitment goes well beyond what is typically expected of a commercial developer, and we believe it reflects the importance of the project to the community.

Additionally, the Commercial team’s commitment in building the subterranean garage shared between residential and commercial spaces, along with the payment of the commercial linkage fee to support future affordable housing projects in the City of San Mateo, demonstrates their dedication to comprehensive community-building and housing production.

I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Timothy Clark

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From: David Hunt
To: City Council (San Mateo)
Cc: Clerk
Subject: Bespoke Development - Share Parking with Kiku
Date: Monday, September 16, 2024 7:35:16 AM
Hello Council,
I’m writing in regard to the Bespoke development topic on the agenda. Council should recommend that staff work with the developer to share parking with the grossly underutilized Kiku Crossing garage in order to increase the housing units that can be built in this development. Selecting this development layout based on “offering the highest ratio of onsite parking for the housing” is ignoring the climate crisis we’re in and not taking appropriate measures to utilize a large, already built garage. Reducing VMT is critical to addressing climate change and one of the biggest levers we have to pull is housing near existing high-quality transit.

If council insists on prioritizing parking over housing then they should work with the developer to unbundle parking from the rent so that residents that don’t have cars aren’t burdened with the cost of this unneeded residential garage. Parking related costs will likely be 15-20% of the rent cost in this building. Please give the option for residents that can’t afford a car to be able to afford housing.

As a city there are very limited properties within convenient walking distance to Caltrain.

Please work with the developer to come up with a plan to utilize the ample parking at Kiku Crossing and add more units to this development.

David Hunt

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay. thalia lubin

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From: Michael
To: City Council (San Mateo)
Cc: Martin McTaggart
Subject: 9/16/24 City Council Special Meeting Item #2 Bespoke Date: Monday, September 16, 2024 9:03:56 AM
Greeting Mayor Nash and Councilmembers - I'm writing to voice my strong disapproval of the proposal for Bespoke to develop the commercial portion of this project first with assurances to build housing later. We do not need more commercial - we need affordable housing and we need it now. Developers have proven time and again they cannot be trusted - we have dirt lots and concrete holes sitting idle for years that prove it. No dollar amount of so-called assurances will make this guaranteed - do not fall for it. If Alta, Harvest and Prometheus cannot deliver the entire project, then the city should terminate its exclusive agreement with these developers and find one that will deliver the entire project. No more gifts to developers - do not yield on this - the city will rightly be viewed as a bunch of gullible suckers if we fall for this ploy.

Thank you for listening - Michael Weinhauer

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From: David Light
To: City Council (San Mateo)
Subject: Item #2 “Bespoke” - Special City Council Meeting Today Date: Monday, September 16, 2024 1:30:28 PM
Dear Mayor Diaz Nash and City Council Members,
I have alway heard that repeating the same thing over and over again while expecting a different result is not good. We need affordable housing and not more empty office space.

Developers need to build the housing before or at the same time as new office space and not as an after thought.

San Mateo has a lot of empty new “boutique” office space and empty, unleased traditional office space in beautiful old building that can be refurbished. What San Mateo does not have a lot of is affordable housing. Please, address our major problem and not be guided by the goals of developers.

In a recent Planning Commission meeting, I was moved to see one member vote “No” on a project due to the fact that it did not address housing needs near to public transportation. San Mateo needs more leaders to focus on achieving our stated goals.

Thank you!
-David Light

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Eva Markiewicz

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Pat Hunter

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Randy Gerlach

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Jacqueline Ramos

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Michael Szeto

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Dear San Mateo City Council,
The proposed development will introduce 71 family-friendly affordable housing units to San Mateo, addressing a critical shortage in the city's housing market. This initiative is a crucial step in ensuring that working families and others in need have access to stable, affordable homes, thereby preparing San Mateo for a better future.

The Harvest Development team has shown a remarkable commitment to the project's success.

The revised deal terms include a total equity contribution of $9.4 million, with an additional $6.5 million guarantee to safeguard against potential delays or failure to secure financing for the affordable housing component. This level of financial commitment surpasses what is typically expected of a commercial developer, underscoring the project's significance to the community.

Furthermore, the Commercial team's dedication is evident in their plans to build a subterranean garage shared between residential and commercial spaces and their payment of the commercial linkage fee to support future affordable housing projects in San Mateo. These efforts demonstrate a comprehensive approach to community-building and housing production.

I strongly encourage the City Council to approve these updated terms, allowing the project to proceed through the entitlement and development process without further delay. This development is a vital investment in the city's future.

Thank you,
John Paolini
John Paolini

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The Building &
Construction Trades
Council of San
Mateo County
1710 S. Amphlett Blvd., Suite 306
San Mateo CA, 94402
Afﬁliates
ㅡ
Heat & Frost Insulators No. 16
Boilermakers Local 549
Brick Tile & Allied Craftworkers 3
DC16 Painters & Allied Trades
Local 913, 12, 718
IBEW Local 617
Elevator Constructors No. 8
Ironworkers Local 377
LiUNA Local 261, Local 67
Operating Engineers No. 3
Plasterers & Cement Masons 300
UA Plumbers & Pipeﬁtters 467
Roofers No. 40
SMART 104
Sign & Display 510
UA Sprinkler Fitters 483
T eamsters No. 853
UA Local 355
16 SEPTEMBER 2024
San Mateo City Council
330 West 20th Avenue
San Mateo City CA 94403
RE: 4th and Railroad Parking Lot - Bespoke Development
Dear Honorable Mayor & City Council Members;
On behalf of the Building & Construction Trades Council of San Mateo County (representing over 10,000 local working families), we are excited for the proposed Bespoke development.

While we consider development utilizing state prevailing wage standards is a necessary bene
ﬁt it is only one step in the right direction
The building trade afﬁliates request the inclusion of community work force beneﬁts that will ensure residents who support their families by working in the construction trades are recognized for their value as community members, more career pathways are encouraged through the use of joint labor management apprenticeship training programs, employer/contractors awarded project work at every tier (primary contractor, & subcontractors) are law abiding employers and they can be held accountable for wages, and working conditions of their employed workers.

Furthermore, we request that the prevailing wage requirement not be lost in transition due to the affordable housing development optional transfer to market rate housing if development does not proceed as planned.

I look forward to discussing these proposed changes. It is the goal of the building trades council to promote and sustain a vibrant local economy and invest in the working class of San Mateo City.

Sincerely
Bart M. Pantoja
Business Manager | Financial Secretary-Treasurer

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I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Matt Moore

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Members of the San Mateo City Council,
This proposed development will bring 71 family-friendly affordable housing units to San Mateo, addressing the critical shortage of affordable housing in the city. This project represents a vital step forward in ensuring that working families have access to stable and affordable homes.

The Harvest Development team has demonstrated an impressive commitment to ensuring the success of this project. The revised deal terms bring the total equity contribution to $9.4 million, including an additional $6.5 million as a guarantee in the unlikely event that financing for the affordable housing component is not obtained or is significantly delayed. This level of financial commitment goes well beyond what is typically expected of a commercial developer, and it reflects the importance of the project to the community.

I was a resident of San Mateo for several years, as a renter. I might still live in San Mateo, if the city were not suffering from a severe housing shortage. When we decided to become homeowners, we did look at many homes in San Mateo -- we looked at more than a hundred properties around the County, over the course of about six months -- we found ourselves completely priced out of the city.

San Mateo County has added more than ten jobs, for each new home, year after year, for more than a decade, and the City of San Mateo has contributed to this deficit. The City must take aggressive action in smoothing the path for more homes of all types to be built. You should not be throwing up new road blocks or imposing more costs -- costs that ultimately are borne by the people who should be living in these homes.

I strongly urge the City Council to approve these updated terms so that the project can move forward through the entitlement and development process without further delay.

Auros Harman

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September 16, 2024
San Mateo City Council
San Mateo City Hall
330 West 20th Avenue
San Mateo, CA 94403
Re: Support Bespoke - Housing Leadership Council of San Mateo County Dear Members of the San Mateo City Council,
The Housing Leadership Council of San Mateo County (HLC) works with our communities and their leaders to produce and preserve quality affordable homes.

On behalf of HLC, I’m writing to express our support for the 71 new affordable homes in the Bespoke proposal by Alta Housing. With 44 of these slated to be 2- and 3-bedroom homes, the proposal has the potential to provide much-needed stability to 44 of your lower-income families, allowing them to continue supporting your community—whether through their patronage or employment by San Mateo’s small businesses. These are the community members who make your city such an attractive place to call home, yet they struggle to find, afford, and maintain suitable housing.

The solutions aren’t easy, but they exist—and the Bespoke proposal is one of them. We urge you to approve a deal term that gives Alta Housing the best chance for success. In doing so, you will ensure that more low-income families in your community can thrive.

Sincerely,
Ken Chan
Senior Organizer
Housing Leadership Council of San Mateo County

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Contract Amendment Page 1 of 2
1 1
5 1
6 AMENDMENT NO. 2 TO THE EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT

DOWNTOWN SAN MATEO AFFORDABLE HOUSING SITE
This Amendment No. 2 is made and entered into this day ___of March, 2025, by and between the CITY OF SAN MATEO, a municipal corporation existing under the laws of the State of California ("CITY"), and DTSM Housing LLC, a Delaware limited liability Company ("DEVELOPER").

WHEREAS, City and Developer entered into an EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT (“ENA”) for the development of a mixed use project located in downtown San Mateo.

WHEREAS, City and Developer amended that certain ENA dated October 14, 2021, through Amendment No. 1 on October 9, 2024, to extend the term of the Negotiating Period to April 14, 2025, and further wish to amend the ENA to extend the term to October 14, 2025.

WHEREAS, the City Council considered this Amendment No. 2 on March 17, 2025 and authorized the City Manager to execute this Amendment No. 2.

NOW, THEREFORE, the parties agree as follows:

1. The Negotiating Period and associated timelines shall be extended by six months until October 14, 2025.

2. The remaining terms of the ENA that do not conflict with this Amendment No. 2 shall remain in full force and effect.
[SIGNATURE PAGE FOLLOWS]

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Contract Amendment Page 2 of 2
1 1
5 1
6 IN WITNESS WHEREOF, CITY OF SAN MATEO and DEVELOPER have executed this Amendment No. 2 on ___________________.

CITY OF SAN MATEO DTSM Housing, LLC,
a Delaware Limited Liability
Company
Alex Khojikian
City Manager
Date Donald Peterson
Its Authorized Agent
Vice President
Date

APPROVED AS TO FORM ADDITIONAL CORPORATE

OFFICER
Prasanna W. Rasiah
City Attorney
Date Patrick P. Calihan
Vice President
Date

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DRAFT SCHEDULE OF PERFORMANCE – BESPOKE DEVELOPMENT

NOTE: this schedule outlines performance dates starting from May 19th, 2025(assumed entitlement date). All dates in the schedule will change based on the effective entitlement date, when known.

Action/Obligation Responsible
Parties
Timeline for
Performance
Target
Completion*
Exclusive of any buffers

Buffers*
Each buffer commences from
the date of completion of prior
milestone
Default Date
Exceeding this date
constitutes a default
under the terms of this
Agreement

1. Commercial Developer
deposits $2.9M contribution with
the City (Developer Equity
Contribution).

Commercial
Developer

Within 60 days
of Entitlement
Date
*This item
remains under
discussion with
Development
Team.

May 19, 2025 No buffer May 19, 2025

1.5 Mass Excavation and Shoring
Permit Submission
Commercial
Developer and
Residential
Developer

Within 18
months of the
Entitlement Date
Nov. 2026 No buffer November 19,
2026

2. Master Building Permit
Submission (including
foundation, residential
superstructure, and commercial
superstructure permits)
Commercial
Developer and
Residential
Developer
Within 6 months
of Mass
Excavation and
Shoring Permit
Submission
May 2027 Up to 3 months August 19,
2027

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Action/Obligation Responsible
Parties
Timeline for
Performance
Target
Completion*
Exclusive of any buffers

Buffers*
Each buffer commences from
the date of completion of prior
milestone
Default Date
Exceeding this date
constitutes a default
under the terms of this
Agreement

3. Commercial Developer
deposits $3M with the City
(Initial Deposit).

Commercial
Developer

Prior to
foundation
Building Permit
issuance
Nov. 2028 No buffer August 19,
2029

4. Issuance of Building Permit
(commercial and parking garage)
and building permit ready-for-
issuance letter (residential). City
commits to expeditious review of
permit submittals. Applicant
commits to timely and complete
resubmittals.

City Within 18
months of
Master Building
Permit
Submission
Nov. 2028 6 months August 19,
2029

5. Commercial Developer to
commence construction of the
Underground Parking Garage
Commercial
Developer
Within 6 months
from issuance of
Building Permit
(commercial and
parking garage)
May 2029 No buffer February 19,
2030

6. Underground Parking Garage
completion and residential pad
turnover
Commercial
Developer
Within 12
months of
underground
garage
construction
commencement
May 2030

Up to 3 months May 19, 2031

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Action/Obligation Responsible
Parties
Timeline for
Performance
Target
Completion*
Exclusive of any buffers

Buffers*
Each buffer commences from
the date of completion of prior
milestone
Default Date
Exceeding this date
constitutes a default
under the terms of this
Agreement

7. Commercial Developer makes
contribution of $3.5M to City
(Additional Deposit).

Commercial
Developer
Prior to
Temporary or
Final Certificate
of Occupancy for
first tenant (of
commercial)
*This item
remains under
discussion with
the Development
Team
n/a No buffer n/a

8. Residential submits for federal
tax credits (Typically Feb.)
Residential
Developer
The first
February after 3
months prior to
podium
completion.

Residential
developer may
apply for up to 3
rounds of tax
credit funding
cycles. This must
be preceded by,
and coordinated
with, state
funding sources
(assumes 3
cycles).

Feb. 2031

No buffer February 28,
2036 (or tax
credit deadline,
whichever first)

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Action/Obligation Responsible
Parties
Timeline for
Performance
Target
Completion*
Exclusive of any buffers

Buffers*
Each buffer commences from
the date of completion of prior
milestone
Default Date
Exceeding this date
constitutes a default
under the terms of this
Agreement

9. Residential Developer submits
to City final Tenant Selection and
Marketing Plan and Financing
Plan (Conditions Precedent to
Conveyance of Property)
Residential
Developer
One month prior
to closing on all
necessary
financing for
Residential
Development
(#10, below)
Nov. 2031 No buffer November 31,
2036

10. Residential Developer shall
secure and close on all necessary
financing for the Residential
Development (the “Financing
Commitment”).

Residential
Developer
Within 10
months of
successfully
submitting for
tax credits.

Residential
developer may
apply for up to 3
rounds of tax
credit funding
cycles.

Dec. 2031

No buffer December 31,
2036

11. City and Residential
Developer shall execute, and City
shall record, the Residential
Ground Lease, Regulatory
Agreement and Deed of Trust.

City and
Residential
Developer
Concurrently
with the close of
financing for
Residential
Development
(#10, above).

Dec. 2031 No buffer December 31,
2036

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Action/Obligation Responsible
Parties
Timeline for
Performance
Target
Completion*
Exclusive of any buffers

Buffers*
Each buffer commences from
the date of completion of prior
milestone
Default Date
Exceeding this date
constitutes a default
under the terms of this
Agreement

12. Residential Developer shall
obtain Building permits for the
Residential Development and
commence construction of the
Residential Improvements.

Developer
Within 30 days
from the close of
Escrow of the
Residential
Financing (#10,
above)
Jan. 2032

No buffer January 31,
2037

13. Residential Developer obtains
Final Building Inspection for
superstructure.

Residential
Developer
Within 24
months
following the
commencement
of construction
Jan. 2034 Up to 9 months September 30,
2039

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CITY OF SAN MATEO
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CITY OF SAN MATEO
Agenda Report
City Hall
330 W. 20th Avenue
San Mateo CA 94403
www.cityofsanmateo.org
Agenda Number: 11 Section Name: NEW BUSINESS Account Number: 25-3112 File ID: 25-9564 TO: City Council
FROM: Alex Khojikian, City Manager
PREPARED BY: Community Development Department
MEETING DATE: March 17, 2025
SUBJECT:
2024 Annual Progress Reports: Housing Element, General Plan, and Housing Successor Agency - Approval RECOMMENDATION:

Approve the Annual Progress Reports and direct the City Manager to submit the 2024 General Plan Annual Progress Report to the California Office of Policy and Research; the 2024 Housing Element Annual Progress Report to the California Department of Housing and Community Development; and the 2024 Housing Successor Agency Annual Report to the California Department of Finance.

BACKGROUND:

Government Code Sections 65400 and 65700 require local planning agencies to submit an Annual Progress Report (APR) on the status of their General Plan and Housing Element implementation to the local legislative body. The APR is then submitted to California Department of Housing and Community Development (HCD) and Office of Planning and Research (OPR) by April 1st of each year.

California Health and Safety Code Section 34176.1(f) similarly requires jurisdictions to submit an annual Housing Successor Agency Report by the same deadline to the California Department of Finance (DoF). This report provides details of the housing funds, assets, and activities of the City of San Mateo, which is acting as the Housing Successor Agency of the former Redevelopment Agency of the City of San Mateo.

This agenda report contains the General Plan and Housing Element Annual Progress Reports (Attachments 1 and 2) and Housing Successor Report (Attachment 3) for review and approval by City Council. An overview of each of the three state- mandated reports is provided below.

Housing Element Annual Progress Report Summary
While the Housing Element is a part of the General Plan, the Housing Element APR is subject to additional and specific requirements not applicable to other elements of the General Plan. The Housing Element APR has been prepared pursuant to California Government Code Section 65400 and includes a detailed accounting of all housing projects submitted, reviewed, entitled, and constructed in the City in 2024. The APR also provides an update on the implementation on each of the Housing Element’s policies and programs to achieve the City’s housing vision.

This is the second reporting year of the City’s 2023-2031 Housing Element for the sixth housing cycle, which was adopted by the City Council May 20, 2024 and determined to be in substantial compliance with Housing Element law by HCD on July 23, 2024. It includes the following information:
Progress report on implementation of the Housing Element programs (Attachment 1 - Table D)

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Progress in meeting the City’s Regional Housing Needs Allocation (RHNA) by income level (Tables A2 and B) Information on the types of housing units that were issued building permits, as well as those that were completed (Table A2)
Information on number of planning applications submitted, as well as those that were approved (Table A) Information on the City’s local preference policy (Table K) Accomplishments from the City’s Local Early Action Planning (LEAP) grant Other information required by HCD, including:
oSites identified or rezoned to accommodate shortfall housing need and No Net-Loss Law (Table C) oCommercial Density Bonus projects (Table E)
oUnits rehabilitated, preserved, or acquired for alternative adequate sites (Table F) oAbove moderate income units converted to moderate income units (Table F2) oLocally Owned Lands that have been sold, leased or otherwise disposed of (Table G), oStudent Housing Development for lower-income students (Table J) Progress Towards RHNA Targets
The City continued to make meaningful progress towards its RHNA in 2024, including the following achievements:
303 Baldwin Ave., a mixed-use project with 64 rental units, including 6 very low-income BMR units, received its certificate of occupancy;
Kiku Crossing, a 225-unit affordable housing development on City-owned land, received its final certificate of occupancy on August 16, 2024 and reached full occupancy at the end of 2024; Peninsula Heights, a 290-unit multifamily for-sale development on a former office campus site that includes 29 low-income BMR units, received its building permits;
477 9 th Ave., a mixed-use project on a former office site that includes 120 rental units, including 12 very low- income units, was entitled (building permit issued March 2025); 91 Accessory Dwelling Unit (ADU) applications received and 66 ADU permits issued; and Two SB 9 projects processed.

Table 1 below summarizes some of the key data contained in Table A and A2 regarding housing units and their affordability levels, including planning applications submitted and approved in 2024, as well as building permits issued and completed/constructed (certificate of occupancy). Per HCD definition, applications submitted are applications that have been determined complete by the jurisdiction. Please note that building permit is the milestone HCD uses to count units towards a jurisdiction’s RHNA progress.

Table 1 - 2024 Housing
Units Summary Table Very Low Low Moderate
Above
Moderate Total Report Table
Planning Applications
Units Submitted 5 5 5 7 22 Table A
Units Disapproved 0 0 0 0 0 Table A
Total Units Approved 5 5 5 7 22 Table A
Building Permits
Permit Issued 20 20 20 107 167 Table A2
Certificate of Occupancy 137 119 10 126 392 Table A2
Table B in the attached APR shows the progress of housing unit production by affordability level as defined by issuance of building permits in 2024 and throughout the 2023-31 Housing Element cycle. Thus far, two years into the housing cycle (2023 and 2024), 308 units, or 4.4 percent of the City’s allocation for new housing units, have received a building permit, as shown in Table 2 below. For comparison, the City reported 92 units in 2023. 2024 remained a challenging environment for new housing construction starts due to the larger nationwide challenges related to securing construction financing and high costs of labor statewide, resulting in multiple development projects with housing units that were previously approved not moving forward with construction this year and/or receiving deadline extensions. However, with the passage of

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Measure T, along with a potentially improving construction financing environment, the City’s current development pipeline holds a lot of potential for significantly increased housing production in the coming years.

Table 2 – RHNA and Housing Construction
Projection Period
06/30/2022-
01/30/2023
2023 2024 Total Units Total RHNA
Total Housing Units 49 92 167 308 7,015
Very Low Income Units 1 24 20 45 1,777
Low Income Units 13 24 20 57 1,023
Moderate Income Units 25 20 20 65 1,175
Above Moderate-Income
Units 10 24 107 141 3,040
Accessory Dwelling Units
Following adoption of the City’s ADU Ordinance on March 21, 2022, the City Council directed staff to provide annual updates on the implementation of the Ordinance. ADUs have become an increasingly popular solution to provide additional living units in residential neighborhoods. Any ADU that meets the standards outlined in the City’s adopted ADU Ordinance is approved ministerially (building permit only). However, to allow for flexibility and creative ADU designs, the City offers a discretionary permit application option through an Accessory Dwelling Unit Discretionary Review (ADUDR) Planning Application process to consider proposals for ADUs that are not in full compliance with the development standards outlined in the adopted ADU Ordinance. It should be noted that the vast majority of ADU proposals conform to these development standards and are processed ministerially, with only seven ADUDR applications out of 91 total ADU applications (7.7 percent of total).

The City began processing ADUDR applications after adoption of the ADU Ordinance in 2022, and a total of 17 ADUDR applications have been submitted since going into effect. Of the 17 total applications, six proposed the expansion of an existing structure within a legal non-conforming setback of less than four feet from a property line, seven proposed a second-story balcony, and four proposed a height exceedance. Nine of the 17 submittals have been approved, two are currently under review, and six were withdrawn. For each of the withdrawn ADUDR applications, the applicant revised, or communicated intentions to revise, the proposal to conform to ADU development standards and resubmit for a ministerial permit. An overview of all ADUDR applications received to-date are summarized in Table 3 below. Currently, per Council direction, ADUDR applications are processed at no additional cost to the applicant. This no-cost approach is considered a pilot program, and staff will bring the topic back to Council for review at a later date.

In October of 2024, the City received a letter from HCD with a review of the City’s ADU Ordinance, identifying areas that require updates or clarification for compliance with State ADU Law. Staff met with HCD staff to review and discuss the letter and provided an official response to HCD’s letter in November 2024 and will propose Zoning Code amendments accordingly to ensure that the ADU Ordinance is compliant with current state law requirements. The amendments to the ADU Ordinance are targeted for public hearings later this year.

In addition to reporting on the number of ADU applications, jurisdictions must also include data in the APR on the affordability of ADUs. Beginning in 2025, San Mateo will be requiring applicants to complete an ADU rental survey prior to permit issuance for ADUs. The survey was created in a regional partnership with the Association of Bay Area Governments (ABAG) as a tool for participating jurisdictions to track ADU affordability and has been reviewed by HCD. The data collected from this survey will be aggregated and summarized by ABAG such that homeowner responses are anonymous and will be provided to each jurisdiction to be used in future APRs to distribute levels of affordability for ADUs.

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Table 3 – Accessory Dwelling Unit Design Review (ADUDR) Planning Applications Application
#
Year Reason for ADUDR Determination
PA-2022-048 2022 Expansion of existing structure within required setbacks Approved PA-2022-049 2022 Height exceedance Approved
PA-2022-082 2022 Expansion of existing structure within required setbacks Approved PA-2022-084 2022 Expansion of existing structure within required setbacks Approved PA-2023-023 2023 Second-story balcony Withdrawn
PA-2023-048 2023 Second-story balcony Withdrawn
PA-2023-059 2023 Second-story balcony Approved
PA-2023-073 2023 Height exceedance and daylight plane encroachment Withdrawn PA-2023-086 2023 Expansion of existing structure within required setbacks Approved PA-2023-091 2023 Expansion of existing structure within required setbacks Approved PA-2024-001 2024 Second-story balcony Withdrawn
PA-2024-006 2024 Height exceedance and daylight plane encroachment Approved PA-2024-013 2024 Second-story balcony Withdrawn
PA-2024-031 2024 Height exceedance Withdrawn
PA-2024-033 2024 Second-story balcony Under Review/Incomplete PA-2024-035 2024 Encroachment into the daylight plane and for a second- floor balcony
Under Review/Incomplete
PA-2024-057 2024 Conversion of existing structure with Less than 4-foot setback and an increase of the plate height
Approved
SB 9 Projects
Following adoption of the City’s SB 9 Ordinance on October 3, 2022, the City Council directed staff to provide annual updates on the implementation of the Ordinance. SB 9 generally allows the building of two primary dwellings on a single- family lot and/or the subdivision of a single-family lot into two lots. Effectively, it allows for the development of up to four residential units, including ADUs and JADUs, on an existing single-family lot. Any two-unit development that meets the standards outlined in the City’s adopted SB 9 Ordinance is approved ministerially. However, to allow for flexibility and creative designs, the City offers a discretionary permit application option through a Single-Family Dwelling Design Review (SFDDR) Planning Application process to consider proposals for dwellings that are not in full compliance with the SB 9 development standards.

The City began processing SB 9 applications after adoption of the SB 9 Ordinance in 2022. Since that time, a total of five SB 9 applications have been submitted. Of the five applications, three were approved ministerially and two required discretionary review. These discretionary reviews were required to evaluate SB 9 units over 800 square feet in size, which is the maximum unit size that can be proposed under a ministerial SB 9 application. Of these two discretionary reviews, one was approved by the Zoning Administrator and subsequently appealed to the Planning Commission, which upheld the Zoning Administrator approval. The other discretionary SB 9 application is currently incomplete, requiring additional review. An overview of SB9 Discretionary Planning Applications received to-date is provided below in Table 4. Of the three ministerially-reviewed applications, two were approved and one was complete, pending Zoning Administrator approval.

Table 4 – SB9 Discretionary Planning Applications
Application
#
Year Reason for Design Review Determination
PA-2023-082 2023 SB9 Unit over 800 sq.ft. Approved by ZA, Appealed to PC (appeal denied)
PA-2024-039 2024 SB9 Units over 800 sq.ft. Under Review/Incomplete

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Goals, Policies, and Programs
The City has also made progress on implementation of the goals, policies, and programs outlined in the Housing Element.

The following is a list of the significant policies and programs that were implemented or made progress in 2024:
Measure T (Policy H.1.20)
General Plan 2040 was adopted in March; significant outreach and community engagement on Measure T were completed in May-July; City Council voted to place Measure T on the ballot in July; and voters approved Measure T in November. With the passage of Measure T, approximately 10,000 units of additional capacity was added to Housing Element’s Sites Inventory. Since Measure T went into effect on December 19, 2024, the City has received seven new development applications for housing and mixed-use projects that include a total of 2,926 new units. Streamlined Housing Application Review Process (Policy H1.6) On July 15, 2024, the City Council adopted Resolutions to eliminate the City’s pre-application requirements for housing projects and third-party design review requirements for housing projects that meet objective design standards. The pre-application process is now voluntary and third-party design review only applies to projects that do not meet the objective design standards and elect a discretionary review process. Third-party design review is at the discretion of the Zoning Administrator.
Minimum Residential Densities in Mixed-Use Developments with a Residential Component (Policy H1.9) The City Council held a study session on August 19, 2024 on requiring a minimum residential density in mixed-use projects that utilize State Density Bonus Law. Staff presented a memo from Economic Planning Systems, Inc. (EPS) on potential minimum residential density requirements in mixed-use projects with a residential component. Staff was directed to conduct developer outreach and to return with proposed minimum thresholds for different areas of the City (based on proximity to transit) and potential incentives for commercial developers to include residential units.
Family-Sized Residential Units (Policy H.1.5)
At the August 19, 2024 study session, staff presented a separate memo from EPS on setting minimum requirements for family-sized housing (3+ bedrooms), including the policy option of requiring one out of every five inclusionary housing units to contain three or more bedrooms. The City Council considered requiring a percentage of all units in a residential project to be family-sized. Staff was directed to return with specific policy language. Tenant Protections/Anti-Displacement (Policies H3.4, H3.6 and H5.4.1) In fall of 2024, staff began conducting outreach and researching tenant protections and anti-displacement measures. This includes tenant relocation protections for tenants with tenure less than one year, tenant protection policies for substantial remodel evictions, and strengthened enforcement penalties for substandard units (Policy H3.4), in addition to research on a rental registry to track rental rates and evictions citywide (Policy H.36). A community workshop on tenant protections/anti-displacement, hosted by the City's Community Relations Commission, was held on November 20, 2024, in addition to a series of focus group meetings with organizations in San Mateo. These meetings continued into 2025. Staff will present these findings to the City Council in a study session in spring 2025.
Zoning Code Amendments (several Policies)
Staff worked on drafting amendments to the Zoning Code for all policy programs that had prescribed actions in the implementation plan targeted for adoption in 2024 and 2025.These proposed code amendments are being aggregated into one Ordinance for adoption. On February 11, 2025, the proposed draft Ordinance was reviewed by the Planning Commission and recommended for City Council adoption. The City Council is considering adoption of this Ordinance as another item on this meeting agenda. Staff has noted progress in the APR, Table D accordingly.

The timelines for implementation identified in the Housing Element were developed under the assumption that the Housing Element would be certified by May 2023. Staff would then have been able to focus on implementation in the

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second half of 2023 and 2024. However, all of 2023 and the first half of 2024 were spent completing San Mateo’s 2023- 2031 Housing Element and achieving certification from HCD. Thus, because of the extended period of time to achieve certification, staff’s ability to complete all of the policies and programs within the 2024 timeline stated in the Housing Element has been significantly limited, resulting in some of the implementation efforts moving into 2025. Staff is working diligently to get all of the remaining 2024 initiatives completed, with Zoning Code amendments implementing Policy H1.9 anticipated in the first half of this year, and staff is concurrently making progress on the 2025 policies and programs.

General Plan Annual Progress Report Summary
The General Plan is a State-mandated document that sets the framework for the City’s physical, social, and economic development into the future. In 2018, California Government Code Section 65700(b) was amended to make the General Plan Annual Progress Report (APR) requirement applicable to charter cities. The City submitted its first General Plan APR in 2020, and this is the first APR for the Strive San Mateo General Plan 2040, which was adopted on March 18, 2024.

The City’s General Plan APR (Attachment 2) highlights the accomplishments in 2024 in implementing land use related goals, policies, and actions. Through the accomplishments highlighted in the APR, the City continues to make progress to achieve a healthy economic, social, and physical environment to serve the San Mateo community. The APR includes the following key information:
Planning activities initiated or completed by the City in 2024; Highlights of major planning applications approved in 2024; Building permit and construction status of major development projects; and Implementation summary of General Plan goals, policies and actions pertaining to land use.

Consistent with General Plan Action LU15.3, the City is providing population information from the California Department of Finance (DoF). These population estimates are produced annually by DoF to assist local areas in calculating their annual appropriations limit. Changes to the housing stock are used in the preparation of the annual city population estimates.

Additionally, population levels are determined by estimated housing unit occupancy and the average number of persons per household. These estimates are based on data through January 1, 2024. While California experienced positive population growth in 2023, the City's population has declined by 0.8 percent, from 104,180 on January 1, 2023, to 103,352 on January 1, 20241.

Pursuant to General Plan Policies H 1.20, LU 1.2 and LU 1.3 – The City Council voted to place Measure T on the November 2024 ballot to amend certain voter-enacted policies limiting building heights, residential densities, and nonresidential building intensities, as specified in Measure Y, and to fully allow the heights, densities and intensities permitted in the Land Use Element to be implemented. On November 8, 2024, voters approved Measure T, which permitted General Plan Table LU 1 - Land Use Designations and Figure LU 1 - Land Use Map to be fully implemented. In alignment with Goal LU-2 Balance well-designed development with thoughtful preservation, the Land Use Map focuses growth in and around Downtown San Mateo and near transit, namely Caltrain stations and the El Camino Real transit corridor, while maintaining existing neighborhood heights and densities. Additionally, Measure T allows the City to meet the community’s anticipated housing needs through 2040 as well as housing allocations the City will be required to plan for by HCD for both the current and future housing cycles.

In accordance with General Plan Policy CD 7.7, on November 20, 2023, the City Council adopted objective design standards for residential and mixed-use projects that went into effect in January 2024. The Objective Design Standards (ODS) allow for a more streamlined Design Review process, and the associated code amendments also allow for the staff level (Zoning Administrator) approval of qualifying housing projects of up to 25 units, subject to ODS.

Pursuant to Action LU1.10, the City internally tracks nonresidential development and housing units by affordability levels for all major planning applications. This data will be used in the coming years to determine if city plans need to be adjusted 1 State of California, Department of Finance, E-1 Population Estimates for Cities, Counties and the State with Annual Percent Change — January 1, 2023 and 2024. Sacramento, California, May 2024.

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or if the city-wide job-housing balance needs to be re-evaluated. The staff is currently working on developing a dashboard to provide public access to this data and anticipates reporting on this action as part of next year’s General Plan APR.

Housing Successor Report Summary
The purpose of the Housing Successor Report (Attachment 3) is to provide the governing body of the Housing Successor an annual report on the housing assets and activities of the City of San Mateo acting as the Housing Successor of the former Redevelopment Agency of the City of San Mateo as required by State law for the fiscal year July 1, 2023, to June 30, 2024.

During the FY 23/24 reporting period, the City received $ 1,348,055 in new revenues from loan repayments, which contributed to a fund balance of $5,135,204 as of June 30, 2024.

BUDGET IMPACT:

The staff time to complete this work is fully funded by Community Development’s annual operating budget, utilizing the Advanced Planning Fund, and does not impact to the City’s General Fund.

ENVIRONMENTAL DETERMINATION:

This annual report 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 – 2024 Housing Element Annual Progress Report
Att 2 – 2024 General Plan Annual Progress Report
Att 3 – 2024 Housing Successor Agency Annual Progress Report

STAFF CONTACT
Rachel Horst, Housing Manager
[email protected]
(650) 522-7223
Steve Golden, Principal Planner
[email protected]
(650) 522-7215
Somer Smith, Senior Planner
[email protected]
(650) 522-7215

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Jurisdiction San Mateo ANNUAL ELEMENT PROGRESS REPORT Note: "+" indicates an optional field Reporting Year 2024 (Jan. 1 - Dec. 31) Housing Element Implementation Planning Period 6th Cycle 01/31/2023 - 01/31/2031
Date
Application
Submitted
Total
Approved
Units by
Project
Total
Disapproved
Units by
Project
Streamlining Application
Status Project Type Notes
2 3 4 6 7 8 9 11 12 13
Prior APN+ Current APN Street Address Project Name+ Local Jurisdiction Tracking ID
Unit Category
(SFA,SFD,2 to
4,5+,ADU,MH)
Tenure
R=Renter
O=Owner
Date
Application
Submitted
(see
instructions)
Very Low-
Income
Deed
Restricted
Very Low-
Income Non
Deed
Restricted
Low-
Income
Deed
Restricted
Low-Income
Non Deed
Restricted
Moderate-
Income
Deed
Restricted
Moderate-
Income
Non Deed
Restricted
Above
Moderate-
Income
Total PROPOSED
Units by Project
Total

APPROVED
Units by
project
Total

DISAPPROVED
Units by Project
Please select state
streamlining
provision/s the
application was
submitted
pursuant to.

Did the housing
development
application seek
incentives or
concessions
pursuant to
Government
Code section
65915?
Were incentives
or concessions
requested
pursuant to
Government
Code section
65915
approved?
Please indicate
the status of the
application.

Is the project
considered a
ministerial
project or
discretionary
project?
Notes+
Summary Row: Start Data Entry Below 0 5 0 5 0 5 7 22 22 0 34072060 1425 PALM
AVE
1425 Palm Ave.,
ADUDR PA-2023-086 ADU R
1/26/2024
1 1 1 NONE No N/A Approved Discretionary
ADUDR for a 797 sq. ft. AD
40401320 3229 LOS

PRADOS ST
3229 Los Prados St.,
SUP + SFDDR PA-2023-064 ADU R
2/28/2024
1 1 1 NONE No N/A Approved Discretionary
SUP for substantial remova
33141040 146 N GRANT
ST
146 N. Grant St.,
ADUDR PA-2024-006 ADU R
3/1/2024
1 1 1 NONE No N/A Approved Discretionary
ADUDR for a detached 725
34063140 540 VIRGINIA
AVE
540 Virginia Ave.,
SFDDR PA-2023-031 ADU R
3/14/2024
1 1 1 NONE No N/A Approved Discretionary
SFDDR for a 610 sq. ft. se
39321160 414 29TH
AVE
414 29th Ave.,
ADUDR PA-2023-059 ADU R
4/12/2024
1 1 1 NONE No N/A Approved Discretionary
Accessory Dwelling Unit D
34261100 35 ARAGON
BLVD
35 Aragon Blvd.,
ADUDR PA-2023-091 ADU R
5/15/2024
1 1 1 NONE No N/A Approved Discretionary
ADUDR for a detached AD
31052240 635

EDGEWOOD
RD
635 Edgewood Rd.,
SUP + SFDDR PA-2023-069
SFD O
6/13/2024
1 1 1 NONE No N/A Approved Discretionary
SUP for full demolition of a
31061180 428 MIDWAY
AVE
428 Midway Ave.,
SUP + SFDDR PA-2023-070 SFD O
6/20/2024
1 1 2 2 NONE No N/A Approved Discretionary
SUP for full demolition of a
42211140 325 LANDFAIR
AVE
325 Landfair Ave.

SUP + SFDDR PA-2024-004
SFD O
7/12/2024
1 1 2 2 NONE No N/A Approved Discretionary
SUP for demolition of exist
32033150 415 WARREN
RD
415 Warren Rd,
SFDDR PA-2024-026 ADU R
7/26/2024
1 1 1 NONE No N/A Approved Discretionary
SFDDR for a 700 square fo
40124260 3709

PASADENA
DR
3709 Pasadena Dr.,
SFDDR PA-2024-011
ADU R
8/16/2024
1 1 1 NONE No N/A Approved Discretionary
SFDDR for a 809 sq. ft. se
33331320 1201

NEWBRIDGE
AVE
1201 Newbridge
Ave., SB9 Urban Lot
Split
PA-2024-019
SFD O
8/26/2024
0 0 0 SB 9 (2021) -
Residential Lot
Split
No N/A Approved Ministerial
SB9 Urban Lot Split to split
34023140 536 FAIRFAX
AVE
536 Fairfax Ave.,
SFDDR PA-2024-020 ADU R
9/2/2024
1 1 1 NONE No N/A Approved Discretionary
SFDDR for a 573 sq. ft. se
32083230 150

SYCAMORE
AVE
150 Sycamore Ave.,
SUP + SFDDR PA-2023-055
SFD O
9/5/2024
1 1 1 NONE No N/A Approved Discretionary
SUP for full demolition of a
35216070 1733 GUM ST 1733 Gum St.,
SFDDR PA-2024-017 SFD O
9/6/2024
1 1 1 NONE No N/A Approved Discretionary
SFDDR for a 733 sq. ft. se
34288230 126 12TH
AVE
126 12th Ave.,
SFDDR PA-2024-027 ADU R
10/14/2024
1 1 1
NONE
No N/A Approved Discretionary
SFDDR for a 472 sq. ft. thi
32100080 165 W POPLAR
AVE
165 W. Poplar Ave.,
SFDDR PA-2024-023 ADU R
11/5/2024
1 1 1 NONE No N/A Approved Discretionary
SFDDR for a 586 sq. ft. ad
33381490 1825 NASH
DR
1825 Nash Dr., SB9
Urban Lot Split PA-2023-082
SFD O
11/7/2024
3 3 3 SB 9 (2021) -
Residential Lot
Split
No N/A Pending Discretionary
SB9 Urban Lot Split and Tw
40054330 117 OTAY
AVE
117 OTAY AVE.,
SFDDR PA-2024-040 ADU R
11/26/2024
1 1 1 NONE No N/A Approved Discretionary
1,272 SF single story addit
Table A
Cells in grey contain auto-calculation formulas
51 Project Identifier Unit Types Proposed Units - Affordability by Household Incomes Density Bonus Law Applications
10 Housing Development Applications Submitted

339 of 570

Table A2
2 3 5 6
Prior APN+ Current APN Street Address Project Name+ Local Jurisdiction Tracking ID
Unit Category
(SFA,SFD,2 to
4,5+,ADU,MH)
Tenure
R=Renter
O=Owner
Very Low-
Income Deed
Restricted
Very Low-
Income Non
Deed Restricted
Low- Income
Deed Restricted
Low- Income
Non Deed
Restricted
Moderate-
Income Deed
Restricted
Moderate-
Income Non
Deed Restricted
Above
Moderate-
Income
Entitlement
Date Approved # of Units issued
Entitlements
Summary Row: Start Data Entry Below 12 5 0 4 0 4 115 140 32083230 150 SYCAMORE
AVE
150 Sycamore Ave.,
SUP + SFDDR PA-2023-055 SFD O 1 9/18/2024 1
33331320 1201 NEWBRIDGE
AVE
1201 Newbridge Ave.,
SB9 Urban Lot Split PA-2024-019 SFD O 1 9/12/2024
1 32100080 165 W POPLAR
AVE
165 W. Poplar Ave.,
SFDDR PA-2024-023 ADU R 1 11/26/2024 1
34023140 536 FAIRFAX AVE
536 Fairfax Ave.,
SFDDR PA-2024-020 ADU R 1 9/12/2024 1
35216070 1733 GUM ST
1733 Gum St.,
SFDDR PA-2024-017 SFD O 1 9/26/2024 1
32033150 415 WARREN RD
415 Warren Rd,
SFDDR PA-2024-026 ADU R 1 8/15/2024 1
34261100 35 ARAGON BLVD
35 Aragon Blvd.,
ADUDR PA-2023-091 ADU R 1 5/15/2024 1
40054330 117 OTAY AVE
117 OTAY AVE.,
SFDDR PA-2024-040 ADU R 1 12/16/2024 1
34288230 126 12TH AVE
126 12th Ave.,
SFDDR PA-2024-027 ADU R 1 11/8/2024 1
1 4
Annual Building Activity Report Summary - New Construction, Entitled, Permits and Completed Units Project Identifier Unit Types Affordability by Household Incomes - Completed Entitlement

340 of 570

42211140 325 LANDFAIR AVE
325 Landfair Ave.

SUP + SFDDR PA-2024-004 SFD O 1 1 7/23/2024 2
39321160 414 29TH AVE
414 29th Ave.,
ADUDR PA-2023-059 ADU R 1 4/24/2024 1
32084020 615 HURLINGHAM
AVE
615 Hurlingham Ave.,
SUP + SFDDR +
SPAR
PA-2023-052
BD-2024-292958 SFD O 1 2/13/2024
1 31052240 635 EDGEWOOD
RD
635 Edgewood Rd.,
SUP + SFDDR
PA-2023-069
BD-2024-294535 SFD O 1 6/26/2024 1
34063140 540 VIRGINIA AVE
540 Virginia Ave.,
SFDDR PA-2023-031 ADU R 1 3/28/2024 1
40401320 3229 LOS PRADOS
ST
3229 Los Prados St.,
SUP + SFDDR PA-2023-064 ADU R 1 3/19/2024 1
31061180 428 MIDWAY AVE
428 Midway Ave.,
SUP + SFDDR PA-2023-070 SFD O 1 7/3/2024 1
40124260 3709 PASADENA
DR
3709 Pasadena Dr.,
SFDDR PA-2024-011 ADU R 1 9/6/2024 1
33141040 146 N GRANT ST
146 N. Grant St.,
ADUDR PA-2024-006 ADU R 1 3/13/2024 1
33281130 477 9TH AVE Unit:
101
477 9th Ave., SUP +
SPAR + SDPA PA-2022-047 5+ R 12 108 2/20/2024 120
32293040
226 MONTE
DIABLO AVE Unit:

B
Legalize and convert
attached garage and
portions of SFD to
JADU
BD-2023-290882 ADU R
0 33271120 1659 SHOREVIEW
AVE Unit: B New detached ADU BD-2023-289525 ADU R
0 39132300 438 24TH AVE Unit:

B New attached ADU BD-2023-287898
PA-2022-031 ADU R 0
39151160
136 23RD AVE
Unit: C

SAN MATEO, CA
94403--220
New detached ADU BD-2023-288205
PA-2021-072 ADU R
0 29312260
1038 N

HUMBOLDT ST

SAN MATEO, CA
94401--113
New detached ADU BD-2022-287126 ADU R
0 34024130
532 PARROTT DR
Unit: B

SAN MATEO, CA
94402--223
Convert portion of
SFD and attached
garage to ADU
BD-2023-289732 ADU R
0 341 of 570

34292170
1319 PALM AVE
Unit: B

SAN MATEO, CA
94402--243
New attached ADU BD-2023-289263 ADU R
0 32162090
351 E BELLEVUE
AVE Unit: B

SAN MATEO, CA
94401--230
Convert detached
accessory structure to
ADU
BD-2022-286801 ADU R
0 33124060
1121 CYPRESS
AVE Unit: B

SAN MATEO, CA
94401--291
New detached ADU BD-2023-289194 ADU R
0 39103060
2124 ENSENADA
WAY Unit: B

SAN MATEO, CA
94403--122
New attached ADU BD-2022-284190 ADU R
0 33031140
722 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--140
New detached ADU BD-2023-289195 ADU R
0 32042130
426 COSTA RICA
AVE Unit: B

SAN MATEO, CA
94402--110
Convert portion of
SFD and attached
garage to ADU
BD-2023-290708 ADU R
0 39165130
239 W 25TH AVE

SAN MATEO, CA
94403--220
Convert detached
garage with addition
to ADU (Total 907
SF)
BD-2022-287228 ADU R
0 33332290
709 PATRICIA AVE

SAN MATEO, CA
94401--314
Convert portion of
SFD to JADU (450
SF)
BD-2022-285416 ADU R
0 39142280
238 24TH AVE Unit:

SAN MATEO, CA
94403--222
New attached ADU
(799 sf)
BD-2023-289881
PA-2022-020 ADU R
0 342 of 570

39331190
442 27TH AVE Unit:

SAN MATEO, CA
94403--240
New attached ADU
(456 sf)
BD-2021-281714
PA-2021-074 ADU R
0 42095060
4041 FERNWOOD
ST Unit: B

SAN MATEO, CA
94403--415
New detached ADU
(520 SF) BD-2023-289940 ADU R
0 40082310
54 MCLELLAN AVE
Unit: B

SAN MATEO, CA
94403--282
New detached ADU
(502 sf) attached to
existing detached
garage
BD-2022-283689 ADU R
0 42095060
4041 FERNWOOD
ST Unit: C

SAN MATEO, CA
94403--415
Convert portions of
SFD into JADU (561
SF)
BD-2023-289942 ADU R
0 34213160
410 ARAGON
BLVD Unit: B

SAN MATEO, CA
94402--232
Convert detached
accessory structure
with addition to ADU
(Total 387 sf)
BD-2023-288841 ADU R
0 33354160
968 S NORFOLK
ST Unit: B

SAN MATEO, CA
94401--354
New attached ADU
(572 sf) BD-2023-292319 ADU R
0 34394170
1534 EDINBURGH
ST Unit: B

SAN MATEO, CA
94402--301
New attached ADU
(503 sf) BD-2022-287589 ADU R
0 33381450
1851 NASH DR
Unit: B

SAN MATEO, CA
94401--312
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
BD-2022-287514 ADU R
0 42093120
3920 WILSHIRE
AVE Unit: B

SAN MATEO, CA
94403--413
New detached ADU
(482 sf) BD-2023-288492 ADU R
0 343 of 570

33072300
216 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--181
New attached ADU
(645 sf) BD-2023-288846 ADU R
0 34371070
240 HOBART AVE
Unit: B

SAN MATEO, CA
94402--292
New detached ADU
(600 sf) BD-2023-290075 ADU R
0 32204130
513 E SANTA INEZ
AVE Unit: B

SAN MATEO, CA
94401--183
New detached ADU
(800 sf) BD-2023-287970 ADU R
0 35088090
1106 HADDON DR
Unit: B

SAN MATEO, CA
94402--250
New detached ADU
(920 sf) BD-2023-289268 ADU R
0 35083030
722 E 16TH AVE
Unit: B

SAN MATEO, CA
94402--213
New detached ADU
(1,200 sf) BD-2023-292259 ADU R
0 35251420
601 JOANNE DR

SAN MATEO, CA
94402--261
New detached ADU
(814 sf) BD-2021-280198 ADU R
0 33202160
1533 CYPRESS
AVE

SAN MATEO, CA
94401--206
Legalize and convert
existing detached
garage to ADU (731
SF)
BD-2022-285954 ADU R
0 39343190
252 DELMAR WAY

SAN MATEO, CA
94403--231
New detached ADU
(238 SF) BD-2023-288448 ADU R
0 35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(203 Bridge St., Lot 2
Borelle)
Plan 2A, Liveable
2,282sf, Garage
445sf and porch or
185sf (4 bedroom, 2.5
bath)
BD-2020-278372
PA18-013 & PA20-
043
SFD O
0 344 of 570

35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(201 Bridge Street,
Lot 1 Borelle)
Lot 1, Plan 1A,
Livable 1,917sf,
Garage 435sf and
porch of 231sf. (3-
bedrooms, 2.5 baths)
BD-2020-278371
PA18-013 & PA20-
043
SFD O
0 39151160
136 23RD AVE

SAN MATEO, CA
94403--220
Demolish (e) SFD
and construct new
two-story attached
duplex (Front unit:
1,549 sf, Rear unit:
1,444 sf)
BD-2022-285591
PA-2021-072 2 to 4 O
0 39142280
236 24TH AVE

SAN MATEO, CA
94403--222
New SFD using SB9 BD-2022-287527
PA-2022-020 SFD O
0 39132300
438 24TH AVE

SAN MATEO, CA
94403--223
New SFD
(Demolition under BD-
2022-286357)
BD-2022-286275
PA-2022-031 SFD O
0 29313030 1012 BAYSWATER
AVE Unit: B
Legalize and convert
(e) garage to ADU
(453 SF)
BD-2022-286474 ADU R
0 33356010 1101 COBB ST
Unit: B
New detached ADU
(884 SF) BD-2023-291737 ADU R 0
34294160 111 15TH AVE
Convert (e) detached
garage to ADU (792
SF)
BD-2023-290653 ADU R
0 32304140
114 N

CLAREMONT ST
Unit: B
Convert crawlspace
to ADU (715 SF) BD-2023-292108 ADU R
0 32062050 116 SYCAMORE
AVE Unit: B
Convert (e) attached
garage to JADU (450
SF)
BD-2024-294201 ADU R
0 35095100 1235 COBB ST
Unit: B
Convert portion of
SFD to JADU (272
SF)
BD-2024-296083 ADU R
0 34372110 1244 OAK ST Unit:

B
Convert (e) garage to
ADU (440 SF) BD-2023-290402 ADU R 0
34294120 125 15TH AVE
New SFD and
conversion of existing
detached garage to
ADU (781 SF)
BD-2023-289511
PA-2021-049 SFD O
0 345 of 570

32092190 125 W BELLEVUE
AVE Unit: B
New detached ADU
(1048 SF) BD-2023-290887 ADU R
0 35361090 1305 CLEVELAND
AVE
New attached ADU
(273 SF) BD-2023-291040 ADU R
0 32091100 132 W BELLEVUE
AVE Unit: B
Convert (e) accessory
structure to ADU (630
SF)
BD-2024-295542 ADU R
0 34403250 1435 NADINA ST
Unit: B
Convert (e) attached
garage to JADU (530
SF)
BD-2024-296412 ADU R
0 34288060 147 13TH AVE Unit:

B
Demolish (e) carport
and construct new
ADU (383 SF)
(Demolition under BD-
2024-293727)
BD-2024-293727 ADU R
0 33126080 15 HUMBOLDT ST
N Unit: B
Convert (e) attached
garage to ADU (390
SF)
BD-2024-292827
PA-2021-023 ADU R
0 33103080 1514 TROLLMAN
AVE Unit: B
Convert (e) attached
garage to ADU (400
SF)
BD-2023-291231 ADU R
0 33174210 1523 LORRAINE
AVE Unit: B
Convert (e) detached
garage to ADU (586
SF)
BD-2022-286158 ADU R
0 32305240 154 N DELAWARE
ST Unit: B
Convert (e) detached
garage to ADU (716
SF)
BD-2024-294642 ADU R
0 33211140 1621 CYPRESS
AVE
Legalize detached
ADU (280 SF) BD-2022-284258 ADU R 0
33271180 1717 SHOREVIEW
AVE
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
BD-2023-292176 ADU R
0 35218140 1731 IVY ST Unit: B
New detached ADU
(575 SF) BD-2024-293370 ADU R 0
35111020 1748 HEMLOCK
AVE Unit: B
Convert (e) attached
garage to JADU (398
SF)
BD-2023-292252 ADU R
0 35195200 1752 ROBERTA
DR Unit: B
New detached ADU
(348 SF) BD-2023-291898 ADU R 0
35111240 1765 ROYAL AVE
Unit: B
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
BD-2024-292682 ADU R
0 346 of 570

35115030 1909 KEHOE AVE
Unit: B
Convert (e) garage to
JADU (367 SF) BD-2024-294470 ADU R 0
35355150 2087 FIESTA CT
Unit: B
New detached ADU
(845 SF) BD-2023-291788 ADU R 0
32114020 210 PENINSULA
AVE
Convert (e) duplex to
SFD and convert (e)
garage to JADU (510
SF)
BD-2023-289115 ADU R
0 42221190 214 W 40TH AVE
Unit: B
Convert (e) garage to
JADU (575 SF) BD-2022-287501 ADU R 0
41650350 2300 RED OAK CT
Unit: 35
New detached SFD BD-2024-295833
PA-2020-012 SFD O 0
41650340 2302 RED OAK CT
Unit: 34
New detached SFD BD-2024-295832
PA-2020-012 SFD O 0
41650330 2304 RED OAK CT
Unit: 33
New detached SFD BD-2024-295831
PA-2020-012 SFD O 0
41650320 2308 RED OAK CT
Unit: 32
New detached SFD BD-2024-295830
PA-2020-012 SFD O 0
41650310 2312 RED OAK CT
Unit: 31
New detached SFD BD-2024-295829
PA-2020-012 SFD O 0
41650520
2321 RED OAK CT
Unit: BLDG M New attached SFAs BD-2024-294489
PA-2020-012 5+ O
0 41650480
2427 WILLOW
WAY Unit: BLDG J New stacked
condominiums
BD-2024-293119
PA-2020-012 5+ O
0 41650500 2429 WILLOW
WAY Unit: BLDG I
New stacked
condominiums
BD-2024-293599
PA-2020-012 5+ O
0 32198090
243 N

ELLSWORTH AVE
Unit: 1
Convert (e) attached
garage and carport to
two ADUs
BD-2023-291175 ADU R
0 41650510 2448 WILLOW
WAY Unit: BLDG K
New attached SFAs BD-2024-293600
PA-2020-012 5+ O
0 41650500 2469 WILLOW
WAY Unit: BLDG H
New attached SFAs BD-2024-293601
PA-2020-012 5+ O
0 41650360 2500 SAGE ST
Unit: 36
New detached SFD BD-2024-293602
PA-2020-012 SFD O 0
41650370 2502 SAGE ST
Unit: 37
New detached SFD BD-2024-293596
PA-2020-012 SFD O 0
41650380 2504 SAGE ST
Unit: 38
New detached SFD BD-2024-293597
PA-2020-012 SFD O 0
41650390 2506 SAGE ST
Unit: 39
New detached SFD BD-2024-293598
PA-2020-012 SFD O 0
41650400 2508 SAGE ST
Unit: 40
New detached SFD BD-2024-293511
PA-2020-012 SFD O 0

347 of 570

41650410 2512 SAGE ST
Unit: 41
New detached SFD BD-2024-293513
PA-2020-012 SFD O 0
41650420 2514 SAGE ST
New detached SFD BD-2024-293115
PA-2020-012 SFD O 0
41650490 2517 SAGE ST
Unit: BLDG L
New attached SFAs BD-2024-293117
PA-2020-012 5+ O 0
41650430 2518 SAGE ST
New detached SFD BD-2024-293116
PA-2020-012 SFD O 0
39372080 2659 GARFIELD
ST
New detached SFD BD-2023-291209 SFD O 0
39372080 2659 GARFIELD
ST Unit: B
Convert (e) SFD to
ADU (1,171 SF) BD-2024-293049 ADU R 0
41650450 2709 TIBURON ST
Unit: BLDG F
New attached SFAs BD-2024-295848
PA-2020-012 SFA O 0
41650450 2749 TIBURON ST
Unit: BLDG G
New stacked
condominiums
BD-2024-294491
PA-2020-012 SFA O 0
41650460
2817 POINT
REYES WAY Unit:

BLDG E
New attached SFAs BD-2024-295836
PA-2020-012 SFA O
0 32322130 303 BALDWIN AVE
Mixed-Use
Prometheus BD-2019-270898 5+ R 0
40031040 3069 E KYNE ST
Bay Meadows - RES6
54 Unit Apartments BD-2019-274361 5+ R
0 39322080 311 28TH AVE Unit:

B
New detached ADU BD-2023-289984 ADU R 0
40198080 314 E 40TH AVE
Demolish (e) SFD
and construct new
SFD
BD-2023-292109 SFD O
0 32073200 33 W BELLEVUE
AVE Unit: B
New detached ADU BD-2024-293338 ADU R 0
34221020 346 SONORA DR
Demolish (e) SFD
and construct new
SFD
BD-2023-292278 SFD O
0 39142010 347 23RD AVE
New attached ADU BD-2023-289085 ADU R 0
40201140 349 E 39TH AVE
Unit: B
New attached ADU BD-2024-295493 ADU R 0
40112270 3505 MARTIN DR
Unit: B
New detached ADU
(200 SF, HCD
approved and
inspected Factory
Built Housing)
BD-2023-292211 ADU R
0 40114070 3522 CASANOVA
DR
New attached ADU BD-2023-290885 ADU R 0
40211340 3913 ONEILL DR
Unit: B
New detached ADU
(516 SF, HCD
approved and
inspected Factory
Built Housing)
BD-2023-291562 ADU R
0 348 of 570

32042220 401 DORCHESTER
RD Unit: B
New detached ADU BD-2023-289549 ADU R
0 42241100 4029 BERESFORD
ST Unit: 1
Convert uninhabitable
portion of multifamily
space to ADU (339
SF)
BD-2023-289075 ADU R
0 42181090 4040 FERNWOOD
ST Unit: B
Convert (e) detached
accessory structure to
ADU (608 SF)
BD-2024-294424 ADU R
0 32185120 407 N

CLAREMONT ST
New detached SFD BD-2022-287582 SFD O
0 31091010 425 HILLCREST
RD Unit: B
Convert portion of
garage to ADU (544
SF)
BD-2024-292405 ADU R
0 32132090 438 STATE ST
Unit: B
New detached ADU
(914 SF, attached to
(e) detached garage)
BD-2023-291404 ADU R
0 34183060 480 E 4TH AVE
Kiku Crossing: 225
Affordable Housing
Units
BD-2021-280735 5+ R
0 35503090 500 FATHOM DR
Unit: B
Convert (e) basement
area to ADU (752 SF) BD-2023-290268 ADU R
0 34242190 502 AVILA RD
Convert (e) detached
accessory structure to
ADU
BD-2022-285045 ADU R
0 34132360 511 CARMEL CIR
Unit: B
New detached ADU BD-2024-294180 ADU R 0
31041150 530 WARREN RD
Convert basement
area to ADU (498 SF) BD-2022-286744 ADU R
0 34063130 532 VIRGINIA AVE
Unit: B
New attached ADU BD-2023-289076 ADU R 0
34024030 539 FAIRFAX AVE
Demolish (e) SFD
and construct new
SFD
BD-2022-284988 SFD O
0 34104090 564 EDINBURGH
ST
New detached SFD BD-2022-286156 SFD O 0
33265110 619 PATRICIA AVE
New detached ADU BD-2023-289156 ADU R 0
31042210 68 CHESTER WAY
New detached ADU BD-2023-291173 ADU R 0
33194250 7 S KINGSTON ST
Unit: B
Convert detached
garage to ADU BD-2024-293528 ADU R 0

349 of 570

34053050 701 OREGON AVE
Unit: B
Convert portion of
detached garage to
ADU
BD-2023-292283 ADU R
0 35079140 702 E 16TH AVE
Unit: B
New detached ADU BD-2023-290751 ADU R 0
33304060 714 S IDAHO ST
Unit: B
Convert detached
garage to ADU BD-2024-294340 ADU R 0
35042060 730 BIRCH AVE
New attached ADU BD-2022-287510 ADU R 0
32112050 735 PROSPECT
ROW
Convert portion of
SFD to JADU BD-2023-291444 ADU R 0
39252150 768 28TH AVE Unit:

B
Convert basement
area to JADU BD-2024-294965 ADU R 0
40072060 77 E 40TH AVE
Convert garage to
JADU BD-2024-292728 ADU R 0
35082100 810 GUILDFORD
AVE
Convert attached
garage to JADU BD-2023-292294 ADU R 0
34011250 818 COLUMBIA DR
New detached ADU BD-2023-290884 ADU R 0
33166120 826 E 4TH AVE
Legalize and convert
(e) garage and room
to ADU
BD-2023-290158 ADU R
0 39210040 867 W HILLSDALE
BLVD
Convert portion of
SFD to JADU BD-2023-290949 ADU R
0 35062170 905 FLEETWOOD
DR Unit: B
Convert detached
accessory structure to
ADU
BD-2024-294066 ADU R
0 29313210 908 N HUMBOLDT
ST
Demolish (e) SFD
and construct new
attached triplex
BD-2023-289086 2 to 4 R
0 33314210 925 S ELDORADO
ST Unit: B
Convert (e) detached
garage to ADU BD-2024-292892 ADU R
0 34241010
931 ALAMEDA DE
LAS PULGAS Unit:

B
New attached ADU BD-2024-295098 ADU R
0 33373010 933 DAISY ST Unit:

B
Convert garage to
JADU BD-2023-291893 ADU R 0
34072060 1425 PALM AVE 1425 Palm Ave.,
ADUDR
PA-2023-086 ADU R 1 1/26/2024 1
32084020
615 HURLINGHAM
AVE Unit: B
New Attached ADU
BD-2024-293994
PA-2023-052
ADU R
0 31052240 635 EDGEWOOD
RD Unit: B
New Detached ADU BD-2024-295554
PA-2023-069 ADU R 0
0 0
0 0

350 of 570

Table A2
Annual Building Activity Report Summary - New Construction, Entitled, Permits and Completed Units 8 9
Current APN Street Address Project Name+
Very Low-
Income Deed
Restricted
Very Low-
Income Non
Deed Restricted
Low- Income
Deed
Restricted
Low- Income
Non Deed
Restricted
Moderate-
Income Deed
Restricted
Moderate-
Income Non
Deed Restricted
Above
Moderate-
Income
Building Permits
Date Issued
# of Units Issued
Building Permits
0 20 0 20 0 20 107 167
32083230 150 SYCAMORE
AVE
150 Sycamore Ave.,
SUP + SFDDR 0
33331320 1201 NEWBRIDGE
AVE
1201 Newbridge Ave.,
SB9 Urban Lot Split 0
32100080 165 W POPLAR
AVE
165 W. Poplar Ave.,
SFDDR 0
34023140 536 FAIRFAX
AVE
536 Fairfax Ave.,
SFDDR 0
35216070 1733 GUM ST
1733 Gum St.,
SFDDR 0
32033150 415 WARREN RD
415 Warren Rd,
SFDDR 0
34261100 35 ARAGON
BLVD
35 Aragon Blvd.,
ADUDR 0
40054330 117 OTAY AVE
117 OTAY AVE.,
SFDDR 0
34288230 126 12TH AVE
126 12th Ave.,
SFDDR 0
42211140 325 LANDFAIR
AVE
325 Landfair Ave.

SUP + SFDDR 0
7 Project Identifier Affordability by Household Incomes - Building Permits

351 of 570

39321160 414 29TH AVE
414 29th Ave.,
ADUDR 0
32084020 615 HURLINGHAM
AVE
615 Hurlingham Ave.,
SUP + SFDDR +
SPAR
1 6/14/2024 1
31052240 635 EDGEWOOD
RD
635 Edgewood Rd.,
SUP + SFDDR 1 10/24/2024 1
34063140 540 VIRGINIA
AVE
540 Virginia Ave.,
SFDDR 0
40401320 3229 LOS PRADOS
ST
3229 Los Prados St.,
SUP + SFDDR 0
31061180 428 MIDWAY
AVE
428 Midway Ave.,
SUP + SFDDR 0
40124260 3709 PASADENA
DR
3709 Pasadena Dr.,
SFDDR 0
33141040 146 N GRANT ST
146 N. Grant St.,
ADUDR 0
33281130 477 9TH AVE Unit:
101
477 9th Ave., SUP +
SPAR + SDPA 0
32293040
226 MONTE
DIABLO AVE Unit:

B
Legalize and convert
attached garage and
portions of SFD to
JADU
0 33271120 1659 SHOREVIEW
AVE Unit: B New detached ADU 0
39132300 438 24TH AVE Unit:

B New attached ADU 0
39151160
136 23RD AVE
Unit: C

SAN MATEO, CA
94403--220
New detached ADU 0
29312260
1038 N

HUMBOLDT ST

SAN MATEO, CA
94401--113
New detached ADU 0
34024130
532 PARROTT DR
Unit: B

SAN MATEO, CA
94402--223
Convert portion of
SFD and attached
garage to ADU
0 352 of 570

34292170
1319 PALM AVE
Unit: B

SAN MATEO, CA
94402--243
New attached ADU 0
32162090
351 E BELLEVUE
AVE Unit: B

SAN MATEO, CA
94401--230
Convert detached
accessory structure to
ADU
0 33124060
1121 CYPRESS
AVE Unit: B

SAN MATEO, CA
94401--291
New detached ADU 0
39103060
2124 ENSENADA
WAY Unit: B

SAN MATEO, CA
94403--122
New attached ADU 0
33031140
722 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--140
New detached ADU 0
32042130
426 COSTA RICA
AVE Unit: B

SAN MATEO, CA
94402--110
Convert portion of
SFD and attached
garage to ADU
0 39165130
239 W 25TH AVE

SAN MATEO, CA
94403--220
Convert detached
garage with addition
to ADU (Total 907
SF)
0 33332290
709 PATRICIA AVE

SAN MATEO, CA
94401--314
Convert portion of
SFD to JADU (450
SF)
0 39142280
238 24TH AVE Unit:

SAN MATEO, CA
94403--222
New attached ADU
(799 sf) 0

353 of 570

39331190
442 27TH AVE Unit:

SAN MATEO, CA
94403--240
New attached ADU
(456 sf) 0
42095060
4041 FERNWOOD
ST Unit: B

SAN MATEO, CA
94403--415
New detached ADU
(520 SF) 0
40082310
54 MCLELLAN AVE
Unit: B

SAN MATEO, CA
94403--282
New detached ADU
(502 sf) attached to
existing detached
garage
0 42095060
4041 FERNWOOD
ST Unit: C

SAN MATEO, CA
94403--415
Convert portions of
SFD into JADU (561
SF)
0 34213160
410 ARAGON
BLVD Unit: B

SAN MATEO, CA
94402--232
Convert detached
accessory structure
with addition to ADU
(Total 387 sf)
0 33354160
968 S NORFOLK
ST Unit: B

SAN MATEO, CA
94401--354
New attached ADU
(572 sf) 0
34394170
1534 EDINBURGH
ST Unit: B

SAN MATEO, CA
94402--301
New attached ADU
(503 sf) 0
33381450
1851 NASH DR
Unit: B

SAN MATEO, CA
94401--312
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
0 42093120
3920 WILSHIRE
AVE Unit: B

SAN MATEO, CA
94403--413
New detached ADU
(482 sf) 0

354 of 570

33072300
216 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--181
New attached ADU
(645 sf) 0
34371070
240 HOBART AVE
Unit: B

SAN MATEO, CA
94402--292
New detached ADU
(600 sf) 0
32204130
513 E SANTA INEZ
AVE Unit: B

SAN MATEO, CA
94401--183
New detached ADU
(800 sf) 0
35088090
1106 HADDON DR
Unit: B

SAN MATEO, CA
94402--250
New detached ADU
(920 sf) 0
35083030
722 E 16TH AVE
Unit: B

SAN MATEO, CA
94402--213
New detached ADU
(1,200 sf) 0
35251420
601 JOANNE DR

SAN MATEO, CA
94402--261
New detached ADU
(814 sf) 0
33202160
1533 CYPRESS
AVE

SAN MATEO, CA
94401--206
Legalize and convert
existing detached
garage to ADU (731
SF)
0 39343190
252 DELMAR WAY

SAN MATEO, CA
94403--231
New detached ADU
(238 SF) 0

355 of 570

35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(203 Bridge St., Lot 2
Borelle)
Plan 2A, Liveable
2,282sf, Garage
445sf and porch or
185sf (4 bedroom, 2.5
bath)
0 35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(201 Bridge Street,
Lot 1 Borelle)
Lot 1, Plan 1A,
Livable 1,917sf,
Garage 435sf and
porch of 231sf. (3-
bedrooms, 2.5 baths)
0 39151160
136 23RD AVE

SAN MATEO, CA
94403--220
Demolish (e) SFD
and construct new
two-story attached
duplex (Front unit:
1,549 sf, Rear unit:
1,444 sf)
0 39142280
236 24TH AVE

SAN MATEO, CA
94403--222
New SFD using SB9 0
39132300
438 24TH AVE

SAN MATEO, CA
94403--223
New SFD
(Demolition under BD-
2022-286357) 0
29313030 1012 BAYSWATER
AVE Unit: B
Legalize and convert
(e) garage to ADU
(453 SF)
1 1/26/2024 1
33356010 1101 COBB ST
Unit: B
New detached ADU
(884 SF) 1 8/28/2024 1
34294160 111 15TH AVE
Convert (e) detached
garage to ADU (792
SF)
1 6/11/2024 1
32304140
114 N

CLAREMONT ST
Unit: B
Convert crawlspace
to ADU (715 SF) 1 1/4/2024 1
32062050 116 SYCAMORE
AVE Unit: B
Convert (e) attached
garage to JADU (450
SF)
1 9/26/2024 1

356 of 570

35095100 1235 COBB ST
Unit: B
Convert portion of
SFD to JADU (272
SF)
1 12/4/2024 1
34372110 1244 OAK ST Unit:

B
Convert (e) garage to
ADU (440 SF) 1 2/14/2024 1
34294120 125 15TH AVE
New SFD and
conversion of existing
detached garage to
ADU (781 SF)
1 1 4/5/2024 2
32092190 125 W BELLEVUE
AVE Unit: B
New detached ADU
(1048 SF) 1 1/29/2024 1
35361090 1305 CLEVELAND
AVE
New attached ADU
(273 SF) 1 1/26/2024 1
32091100 132 W BELLEVUE
AVE Unit: B
Convert (e) accessory
structure to ADU (630
SF)
1 9/27/2024 1
34403250 1435 NADINA ST
Unit: B
Convert (e) attached
garage to JADU (530
SF)
1 12/24/2024 1
34288060 147 13TH AVE Unit:

B
Demolish (e) carport
and construct new
ADU (383 SF)
(Demolition under BD-
2024-293727)
1 9/5/2024 1
33126080 15 HUMBOLDT ST
N Unit: B
Convert (e) attached
garage to ADU (390
SF)
1 4/12/2024 1
33103080 1514 TROLLMAN
AVE Unit: B
Convert (e) attached
garage to ADU (400
SF)
1 3/21/2024 1
33174210 1523 LORRAINE
AVE Unit: B
Convert (e) detached
garage to ADU (586
SF)
1 11/19/2024 1
32305240 154 N DELAWARE
ST Unit: B
Convert (e) detached
garage to ADU (716
SF)
1 7/17/2024 1
33211140 1621 CYPRESS
AVE
Legalize detached
ADU (280 SF) 1 2/26/2024 1
33271180 1717 SHOREVIEW
AVE
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
1 5/7/2024 1

357 of 570

35218140 1731 IVY ST Unit:

B
New detached ADU
(575 SF) 1 8/2/2024 1
35111020 1748 HEMLOCK
AVE Unit: B
Convert (e) attached
garage to JADU (398
SF)
1 5/24/2024 1
35195200 1752 ROBERTA
DR Unit: B
New detached ADU
(348 SF) 1 8/14/2024 1
35111240 1765 ROYAL AVE
Unit: B
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
1 4/12/2024 1
35115030 1909 KEHOE AVE
Unit: B
Convert (e) garage to
JADU (367 SF) 1 9/18/2024 1
35355150 2087 FIESTA CT
Unit: B
New detached ADU
(845 SF) 1 6/5/2024 1
32114020 210 PENINSULA
AVE
Convert (e) duplex to
SFD and convert (e)
garage to JADU (510
SF)
1 10/30/2024 1
42221190 214 W 40TH AVE
Unit: B
Convert (e) garage to
JADU (575 SF) 1 10/29/2024 1
41650350 2300 RED OAK CT
Unit: 35
New detached SFD 1 11/25/2024 1
41650340 2302 RED OAK CT
Unit: 34
New detached SFD 1 11/25/2024 1
41650330 2304 RED OAK CT
Unit: 33
New detached SFD 1 11/25/2024 1
41650320 2308 RED OAK CT
Unit: 32
New detached SFD 1 11/25/2024 1
41650310 2312 RED OAK CT
Unit: 31
New detached SFD 1 11/25/2024 1
41650520
2321 RED OAK CT
Unit: BLDG M New attached SFAs 8 7/30/2024 8
41650480
2427 WILLOW
WAY Unit: BLDG J New stacked
condominiums 12 5/2/2024 12
41650500 2429 WILLOW
WAY Unit: BLDG I
New stacked
condominiums 12 5/17/2024 12
32198090
243 N

ELLSWORTH AVE
Unit: 1
Convert (e) attached
garage and carport to
two ADUs
2 4/10/2024 2

358 of 570

41650510
2448 WILLOW
WAY Unit: BLDG
K
New attached SFAs 9 5/24/2024 9
41650500
2469 WILLOW
WAY Unit: BLDG
H
New attached SFAs 7 5/17/2024 7
41650360 2500 SAGE ST
Unit: 36
New detached SFD 1 5/20/2024 1
41650370 2502 SAGE ST
Unit: 37
New detached SFD 1 5/20/2024 1
41650380 2504 SAGE ST
Unit: 38
New detached SFD 1 5/20/2024 1
41650390 2506 SAGE ST
Unit: 39
New detached SFD 1 5/20/2024 1
41650400 2508 SAGE ST
Unit: 40
New detached SFD 1 5/20/2024 1
41650410 2512 SAGE ST
Unit: 41
New detached SFD 1 5/20/2024 1
41650420 2514 SAGE ST
New detached SFD 1 5/2/2024 1
41650490 2517 SAGE ST
Unit: BLDG L
New attached SFAs 6 5/2/2024 6
41650430 2518 SAGE ST
New detached SFD 1 5/2/2024 1
39372080 2659 GARFIELD
ST
New detached SFD 1 4/10/2024 1
39372080 2659 GARFIELD
ST Unit: B
Convert (e) SFD to
ADU (1,171 SF) 1 4/10/2024 1
41650450 2709 TIBURON ST
Unit: BLDG F
New attached SFAs 6 12/17/2024 6
41650450 2749 TIBURON ST
Unit: BLDG G
New stacked
condominiums 12 7/30/2024 12
41650460
2817 POINT
REYES WAY Unit:

BLDG E
New attached SFAs 8 11/21/2024 8
32322130 303 BALDWIN
AVE
Mixed-Use
Prometheus 0
40031040 3069 E KYNE ST
Bay Meadows - RES6
54 Unit Apartments 0
39322080 311 28TH AVE Unit:

B
New detached ADU 1 1/11/2024 1
40198080 314 E 40TH AVE
Demolish (e) SFD
and construct new
SFD
1 2/20/2024 1
32073200 33 W BELLEVUE
AVE Unit: B
New detached ADU 1 11/21/2024 1

359 of 570

34221020 346 SONORA DR
Demolish (e) SFD
and construct new
SFD
1 5/29/2024 1
39142010 347 23RD AVE
New attached ADU 1 5/10/2024 1
40201140 349 E 39TH AVE
Unit: B
New attached ADU 1 9/25/2024 1
40112270 3505 MARTIN DR
Unit: B
New detached ADU
(200 SF, HCD
approved and
inspected Factory
Built Housing)
1 9/23/2024 1
40114070 3522 CASANOVA
DR
New attached ADU 1 2/22/2024 1
40211340 3913 ONEILL DR
Unit: B
New detached ADU
(516 SF, HCD
approved and
inspected Factory
Built Housing)
1 4/4/2024 1
32042220 401 DORCHESTER
RD Unit: B
New detached ADU 1 5/15/2024 1
42241100 4029 BERESFORD
ST Unit: 1
Convert uninhabitable
portion of multifamily
space to ADU (339
SF)
1 1/31/2024 1
42181090 4040 FERNWOOD
ST Unit: B
Convert (e) detached
accessory structure to
ADU (608 SF)
1 12/10/2024 1
32185120 407 N

CLAREMONT ST
New detached SFD 1 5/23/2024 1
31091010 425 HILLCREST
RD Unit: B
Convert portion of
garage to ADU (544
SF)
1 2/14/2024 1
32132090 438 STATE ST
Unit: B
New detached ADU
(914 SF, attached to
(e) detached garage)
1 5/28/2024 1
34183060 480 E 4TH AVE
Kiku Crossing: 225
Affordable Housing
Units
0 35503090 500 FATHOM DR
Unit: B
Convert (e) basement
area to ADU (752 SF) 1 6/25/2024 1

360 of 570

34242190 502 AVILA RD
Convert (e) detached
accessory structure to
ADU
1 1/10/2024 1
34132360 511 CARMEL CIR
Unit: B
New detached ADU 1 10/16/2024 1
31041150 530 WARREN RD
Convert basement
area to ADU (498 SF) 1 1/25/2024 1
34063130 532 VIRGINIA AVE
Unit: B
New attached ADU 1 6/13/2024 1
34024030 539 FAIRFAX
AVE
Demolish (e) SFD
and construct new
SFD
0 34104090 564 EDINBURGH
ST
New detached SFD 0
33265110 619 PATRICIA
AVE
New detached ADU 1 4/29/2024 1
31042210 68 CHESTER
WAY
New detached ADU 1 4/18/2024 1
33194250 7 S KINGSTON ST
Unit: B
Convert detached
garage to ADU 1 8/9/2024 1
34053050 701 OREGON AVE
Unit: B
Convert portion of
detached garage to
ADU
1 3/20/2024 1
35079140 702 E 16TH AVE
Unit: B
New detached ADU 1 4/12/2024 1
33304060 714 S IDAHO ST
Unit: B
Convert detached
garage to ADU 1 9/6/2024 1
35042060 730 BIRCH AVE
New attached ADU 1 4/17/2024 1
32112050 735 PROSPECT
ROW
Convert portion of
SFD to JADU 1 5/3/2024 1
39252150 768 28TH AVE Unit:

B
Convert basement
area to JADU 1 8/13/2024 1
40072060 77 E 40TH AVE
Convert garage to
JADU 1 8/16/2024 1
35082100 810 GUILDFORD
AVE
Convert attached
garage to JADU 1 10/29/2024 1
34011250 818 COLUMBIA
DR
New detached ADU 1 1/11/2024 1
33166120 826 E 4TH AVE
Legalize and convert
(e) garage and room
to ADU
1 5/14/2024 1
39210040 867 W HILLSDALE
BLVD
Convert portion of
SFD to JADU 1 2/29/2024 1

361 of 570

35062170 905 FLEETWOOD
DR Unit: B
Convert detached
accessory structure to
ADU
1 11/1/2024 1
29313210 908 N HUMBOLDT
ST
Demolish (e) SFD
and construct new
attached triplex
2/12/2024 0
33314210 925 S ELDORADO
ST Unit: B
Convert (e) detached
garage to ADU 1 10/14/2024 1
34241010
931 ALAMEDA DE
LAS PULGAS Unit:

B
New attached ADU 1 12/2/2024 1
33373010 933 DAISY ST Unit:

B
Convert garage to
JADU 1 5/13/2024 1
34072060 1425 PALM AVE 1425 Palm Ave.,
ADUDR
0 32084020
615 HURLINGHAM
AVE Unit: B
New Attached ADU
1 6/14/2024 1
31052240 635 EDGEWOOD
RD Unit: B
New Detached ADU 1 10/24/2024 1
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0

362 of 570

Table A2
Annual Building Activity Report Summary - New Construction, Entitled, Permits and Completed Units 11 12
Current APN Street Address Project Name+
Very Low-
Income Deed
Restricted
Very Low-
Income Non
Deed
Restricted
Low- Income
Deed
Restricted
Low- Income
Non Deed
Restricted
Moderate-
Income Deed
Restricted
Moderate-
Income Non
Deed Restricted
Above
Moderate-
Income
Certificates of
Occupancy or other
forms of readiness
(see instructions) Date
Issued
# of Units issued
Certificates of
Occupancy or
other forms of
readiness
127 10 107 12 0 10 126 392
32083230 150 SYCAMORE
AVE
150 Sycamore Ave.,
SUP + SFDDR 0
33331320 1201 NEWBRIDGE
AVE
1201 Newbridge Ave.,
SB9 Urban Lot Split 0
32100080 165 W POPLAR
AVE
165 W. Poplar Ave.,
SFDDR 0
34023140 536 FAIRFAX
AVE
536 Fairfax Ave.,
SFDDR 0
35216070 1733 GUM ST
1733 Gum St.,
SFDDR 0
32033150 415 WARREN RD
415 Warren Rd,
SFDDR 0
34261100 35 ARAGON
BLVD
35 Aragon Blvd.,
ADUDR 0
40054330 117 OTAY AVE
117 OTAY AVE.,
SFDDR 0
34288230 126 12TH AVE
126 12th Ave.,
SFDDR 0
42211140 325 LANDFAIR
AVE
325 Landfair Ave.

SUP + SFDDR 0
Affordability by Household Incomes - Certificates of Occupancy 10 Project Identifier

363 of 570

39321160 414 29TH AVE
414 29th Ave.,
ADUDR 0
32084020 615 HURLINGHAM
AVE
615 Hurlingham Ave.,
SUP + SFDDR +
SPAR
0 31052240 635 EDGEWOOD
RD
635 Edgewood Rd.,
SUP + SFDDR 0
34063140 540 VIRGINIA
AVE
540 Virginia Ave.,
SFDDR 0
40401320 3229 LOS PRADOS
ST
3229 Los Prados St.,
SUP + SFDDR 0
31061180 428 MIDWAY
AVE
428 Midway Ave.,
SUP + SFDDR 0
40124260 3709 PASADENA
DR
3709 Pasadena Dr.,
SFDDR 0
33141040 146 N GRANT ST
146 N. Grant St.,
ADUDR 0
33281130 477 9TH AVE Unit:
101
477 9th Ave., SUP +
SPAR + SDPA 0
32293040
226 MONTE
DIABLO AVE Unit:

B
Legalize and convert
attached garage and
portions of SFD to
JADU
1 5/30/2024 1
33271120 1659 SHOREVIEW
AVE Unit: B New detached ADU 1 10/10/2024 1
39132300 438 24TH AVE Unit:

B New attached ADU 1 2/21/2024 1
39151160
136 23RD AVE
Unit: C

SAN MATEO, CA
94403--220
New detached ADU 1 7/19/2024 1
29312260
1038 N

HUMBOLDT ST

SAN MATEO, CA
94401--113
New detached ADU 1 6/17/2024 1
34024130
532 PARROTT DR
Unit: B

SAN MATEO, CA
94402--223
Convert portion of
SFD and attached
garage to ADU
1 11/13/2024 1

364 of 570

34292170
1319 PALM AVE
Unit: B

SAN MATEO, CA
94402--243
New attached ADU 1 3/5/2024 1
32162090
351 E BELLEVUE
AVE Unit: B

SAN MATEO, CA
94401--230
Convert detached
accessory structure to
ADU
1 12/3/2024 1
33124060
1121 CYPRESS
AVE Unit: B

SAN MATEO, CA
94401--291
New detached ADU 1 9/19/2024 1
39103060
2124 ENSENADA
WAY Unit: B

SAN MATEO, CA
94403--122
New attached ADU 1 5/9/2024 1
33031140
722 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--140
New detached ADU 1 12/10/2024 1
32042130
426 COSTA RICA
AVE Unit: B

SAN MATEO, CA
94402--110
Convert portion of
SFD and attached
garage to ADU
1 11/15/2024 1
39165130
239 W 25TH AVE

SAN MATEO, CA
94403--220
Convert detached
garage with addition
to ADU (Total 907
SF)
1 8/7/2024 1
33332290
709 PATRICIA AVE

SAN MATEO, CA
94401--314
Convert portion of
SFD to JADU (450
SF)
1 5/15/2024 1
39142280
238 24TH AVE Unit:

SAN MATEO, CA
94403--222
New attached ADU
(799 sf) 1 11/12/2024 1

365 of 570

39331190
442 27TH AVE Unit:

SAN MATEO, CA
94403--240
New attached ADU
(456 sf) 1 11/13/2024 1
42095060
4041 FERNWOOD
ST Unit: B

SAN MATEO, CA
94403--415
New detached ADU
(520 SF) 1 11/4/2024 1
40082310
54 MCLELLAN AVE
Unit: B

SAN MATEO, CA
94403--282
New detached ADU
(502 sf) attached to
existing detached
garage
1 5/8/2024 1
42095060
4041 FERNWOOD
ST Unit: C

SAN MATEO, CA
94403--415
Convert portions of
SFD into JADU (561
SF)
1 11/4/2024 1
34213160
410 ARAGON
BLVD Unit: B

SAN MATEO, CA
94402--232
Convert detached
accessory structure
with addition to ADU
(Total 387 sf)
1 4/8/2024 1
33354160
968 S NORFOLK
ST Unit: B

SAN MATEO, CA
94401--354
New attached ADU
(572 sf) 1 5/17/2024 1
34394170
1534 EDINBURGH
ST Unit: B

SAN MATEO, CA
94402--301
New attached ADU
(503 sf) 1 6/24/2024 1
33381450
1851 NASH DR
Unit: B

SAN MATEO, CA
94401--312
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
1 1/9/2024 1
42093120
3920 WILSHIRE
AVE Unit: B

SAN MATEO, CA
94403--413
New detached ADU
(482 sf) 1 6/5/2024 1

366 of 570

33072300
216 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--181
New attached ADU
(645 sf) 1 11/21/2024 1
34371070
240 HOBART AVE
Unit: B

SAN MATEO, CA
94402--292
New detached ADU
(600 sf) 1 6/20/2024 1
32204130
513 E SANTA INEZ
AVE Unit: B

SAN MATEO, CA
94401--183
New detached ADU
(800 sf) 1 4/22/2024 1
35088090
1106 HADDON DR
Unit: B

SAN MATEO, CA
94402--250
New detached ADU
(920 sf) 1 6/4/2024 1
35083030
722 E 16TH AVE
Unit: B

SAN MATEO, CA
94402--213
New detached ADU
(1,200 sf) 1 10/4/2024 1
35251420
601 JOANNE DR

SAN MATEO, CA
94402--261
New detached ADU
(814 sf) 1 7/9/2024 1
33202160
1533 CYPRESS
AVE

SAN MATEO, CA
94401--206
Legalize and convert
existing detached
garage to ADU (731
SF)
1 2/13/2024 1
39343190
252 DELMAR WAY

SAN MATEO, CA
94403--231
New detached ADU
(238 SF) 1 12/30/2024 1

367 of 570

35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(203 Bridge St., Lot 2
Borelle)
Plan 2A, Liveable
2,282sf, Garage
445sf and porch or
185sf (4 bedroom, 2.5
bath)
1 10/30/2024 1
35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(201 Bridge Street,
Lot 1 Borelle)
Lot 1, Plan 1A,
Livable 1,917sf,
Garage 435sf and
porch of 231sf. (3-
bedrooms, 2.5 baths)
1 10/30/2024 1
39151160
136 23RD AVE

SAN MATEO, CA
94403--220
Demolish (e) SFD
and construct new
two-story attached
duplex (Front unit:
1,549 sf, Rear unit:
1,444 sf)
2 7/18/2024 2
39142280
236 24TH AVE

SAN MATEO, CA
94403--222
New SFD using SB9 1 11/12/2024 1
39132300
438 24TH AVE

SAN MATEO, CA
94403--223
New SFD
(Demolition under BD-
2022-286357) 1 2/21/2024 1
29313030 1012 BAYSWATER
AVE Unit: B
Legalize and convert
(e) garage to ADU
(453 SF)
1 7/18/2024 1
33356010 1101 COBB ST
Unit: B
New detached ADU
(884 SF) 0
34294160 111 15TH AVE
Convert (e) detached
garage to ADU (792
SF)
0 32304140
114 N

CLAREMONT ST
Unit: B
Convert crawlspace
to ADU (715 SF) 0
32062050 116 SYCAMORE
AVE Unit: B
Convert (e) attached
garage to JADU (450
SF)
0 368 of 570

35095100 1235 COBB ST
Unit: B
Convert portion of
SFD to JADU (272
SF)
0 34372110 1244 OAK ST Unit:

B
Convert (e) garage to
ADU (440 SF) 1 5/2/2024 1
34294120 125 15TH AVE
New SFD and
conversion of existing
detached garage to
ADU (781 SF)
0 32092190 125 W BELLEVUE
AVE Unit: B
New detached ADU
(1048 SF) 0
35361090 1305 CLEVELAND
AVE
New attached ADU
(273 SF) 1 5/24/2024 1
32091100 132 W BELLEVUE
AVE Unit: B
Convert (e) accessory
structure to ADU (630
SF)
0 34403250 1435 NADINA ST
Unit: B
Convert (e) attached
garage to JADU (530
SF)
0 34288060 147 13TH AVE Unit:

B
Demolish (e) carport
and construct new
ADU (383 SF)
(Demolition under BD-
2024-293727)
0 33126080 15 HUMBOLDT ST
N Unit: B
Convert (e) attached
garage to ADU (390
SF)
0 33103080 1514 TROLLMAN
AVE Unit: B
Convert (e) attached
garage to ADU (400
SF)
0 33174210 1523 LORRAINE
AVE Unit: B
Convert (e) detached
garage to ADU (586
SF)
0 32305240 154 N DELAWARE
ST Unit: B
Convert (e) detached
garage to ADU (716
SF)
0 33211140 1621 CYPRESS
AVE
Legalize detached
ADU (280 SF) 0
33271180 1717 SHOREVIEW
AVE
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
0 369 of 570

35218140 1731 IVY ST Unit:

B
New detached ADU
(575 SF) 0
35111020 1748 HEMLOCK
AVE Unit: B
Convert (e) attached
garage to JADU (398
SF)
1 9/3/2024 1
35195200 1752 ROBERTA
DR Unit: B
New detached ADU
(348 SF) 0
35111240 1765 ROYAL AVE
Unit: B
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
1 4/12/2024 1
35115030 1909 KEHOE AVE
Unit: B
Convert (e) garage to
JADU (367 SF) 0
35355150 2087 FIESTA CT
Unit: B
New detached ADU
(845 SF) 0
32114020 210 PENINSULA
AVE
Convert (e) duplex to
SFD and convert (e)
garage to JADU (510
SF)
0 42221190 214 W 40TH AVE
Unit: B
Convert (e) garage to
JADU (575 SF) 0
41650350 2300 RED OAK CT
Unit: 35
New detached SFD 0
41650340 2302 RED OAK CT
Unit: 34
New detached SFD 0
41650330 2304 RED OAK CT
Unit: 33
New detached SFD 0
41650320 2308 RED OAK CT
Unit: 32
New detached SFD 0
41650310 2312 RED OAK CT
Unit: 31
New detached SFD 0
41650520
2321 RED OAK CT
Unit: BLDG M New attached SFAs 0
41650480
2427 WILLOW
WAY Unit: BLDG J New stacked
condominiums 0
41650500 2429 WILLOW
WAY Unit: BLDG I
New stacked
condominiums 0
32198090
243 N

ELLSWORTH AVE
Unit: 1
Convert (e) attached
garage and carport to
two ADUs
0 370 of 570

41650510
2448 WILLOW
WAY Unit: BLDG
K
New attached SFAs 0
41650500
2469 WILLOW
WAY Unit: BLDG
H
New attached SFAs 0
41650360 2500 SAGE ST
Unit: 36
New detached SFD 0
41650370 2502 SAGE ST
Unit: 37
New detached SFD 0
41650380 2504 SAGE ST
Unit: 38
New detached SFD 0
41650390 2506 SAGE ST
Unit: 39
New detached SFD 0
41650400 2508 SAGE ST
Unit: 40
New detached SFD 0
41650410 2512 SAGE ST
Unit: 41
New detached SFD 0
41650420 2514 SAGE ST
New detached SFD 0
41650490 2517 SAGE ST
Unit: BLDG L
New attached SFAs 0
41650430 2518 SAGE ST
New detached SFD 0
39372080 2659 GARFIELD
ST
New detached SFD 0
39372080 2659 GARFIELD
ST Unit: B
Convert (e) SFD to
ADU (1,171 SF) 0
41650450 2709 TIBURON ST
Unit: BLDG F
New attached SFAs 0
41650450 2749 TIBURON ST
Unit: BLDG G
New stacked
condominiums 0
41650460
2817 POINT
REYES WAY Unit:

BLDG E
New attached SFAs 0
32322130 303 BALDWIN
AVE
Mixed-Use
Prometheus 6 58 12/12/2024 64
40031040 3069 E KYNE ST
Bay Meadows - RES6
54 Unit Apartments 5 49 5/20/2024 54
39322080 311 28TH AVE Unit:

B
New detached ADU 0
40198080 314 E 40TH AVE
Demolish (e) SFD
and construct new
SFD
0 32073200 33 W BELLEVUE
AVE Unit: B
New detached ADU 0

371 of 570

34221020 346 SONORA DR
Demolish (e) SFD
and construct new
SFD
0 39142010 347 23RD AVE
New attached ADU 0
40201140 349 E 39TH AVE
Unit: B
New attached ADU 0
40112270 3505 MARTIN DR
Unit: B
New detached ADU
(200 SF, HCD
approved and
inspected Factory
Built Housing)
0 40114070 3522 CASANOVA
DR
New attached ADU 0
40211340 3913 ONEILL DR
Unit: B
New detached ADU
(516 SF, HCD
approved and
inspected Factory
Built Housing)
0 32042220 401 DORCHESTER
RD Unit: B
New detached ADU 0
42241100 4029 BERESFORD
ST Unit: 1
Convert uninhabitable
portion of multifamily
space to ADU (339
SF)
1 9/18/2024 1
42181090 4040 FERNWOOD
ST Unit: B
Convert (e) detached
accessory structure to
ADU (608 SF)
0 32185120 407 N

CLAREMONT ST
New detached SFD 0
31091010 425 HILLCREST
RD Unit: B
Convert portion of
garage to ADU (544
SF)
0 32132090 438 STATE ST
Unit: B
New detached ADU
(914 SF, attached to
(e) detached garage)
0 34183060 480 E 4TH AVE
Kiku Crossing: 225
Affordable Housing
Units
121 102 2 8/16/2024 225
35503090 500 FATHOM DR
Unit: B
Convert (e) basement
area to ADU (752 SF) 0

372 of 570

34242190 502 AVILA RD
Convert (e) detached
accessory structure to
ADU
0 34132360 511 CARMEL CIR
Unit: B
New detached ADU 0
31041150 530 WARREN RD
Convert basement
area to ADU (498 SF) 1 9/6/2024 1
34063130 532 VIRGINIA AVE
Unit: B
New attached ADU 0
34024030 539 FAIRFAX
AVE
Demolish (e) SFD
and construct new
SFD
1 4/23/2024 1
34104090 564 EDINBURGH
ST
New detached SFD 1 6/6/2024 1
33265110 619 PATRICIA
AVE
New detached ADU 0
31042210 68 CHESTER
WAY
New detached ADU 0
33194250 7 S KINGSTON ST
Unit: B
Convert detached
garage to ADU 0
34053050 701 OREGON AVE
Unit: B
Convert portion of
detached garage to
ADU
0 35079140 702 E 16TH AVE
Unit: B
New detached ADU 0
33304060 714 S IDAHO ST
Unit: B
Convert detached
garage to ADU 0
35042060 730 BIRCH AVE
New attached ADU 0
32112050 735 PROSPECT
ROW
Convert portion of
SFD to JADU 0
39252150 768 28TH AVE Unit:

B
Convert basement
area to JADU 0
40072060 77 E 40TH AVE
Convert garage to
JADU 0
35082100 810 GUILDFORD
AVE
Convert attached
garage to JADU 0
34011250 818 COLUMBIA
DR
New detached ADU 0
33166120 826 E 4TH AVE
Legalize and convert
(e) garage and room
to ADU
1 7/17/2024 1
39210040 867 W HILLSDALE
BLVD
Convert portion of
SFD to JADU 0

373 of 570

35062170 905 FLEETWOOD
DR Unit: B
Convert detached
accessory structure to
ADU
0 29313210 908 N HUMBOLDT
ST
Demolish (e) SFD
and construct new
attached triplex
0 33314210 925 S ELDORADO
ST Unit: B
Convert (e) detached
garage to ADU 0
34241010
931 ALAMEDA DE
LAS PULGAS Unit:

B
New attached ADU 0
33373010 933 DAISY ST Unit:

B
Convert garage to
JADU 1 9/18/2024 1
34072060 1425 PALM AVE 1425 Palm Ave.,
ADUDR
0 32084020
615 HURLINGHAM
AVE Unit: B
New Attached ADU
0 31052240 635 EDGEWOOD
RD Unit: B
New Detached ADU 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0
0 0

374 of 570

Table A2
Annual Building Activity Report Summary - New Construction, Entitled, Permits and Completed Units Streamlining Infill
Housing without Financial
Assistance or Deed
Restrictions
Term of Affordability
or Deed Restriction
13 14 15 16 17 18 19 20 21 22 23 24
Current APN Street Address Project Name+
How many of the
units were
Extremely Low
Income?
Please select the
state streamlining
provision the project
was APPROVED
pursuant to. (may
select multiple)
Infill Units?
Y/N+
Assistance Programs
for Each Development
(may select multiple -
see instructions)
Deed Restriction
Type
(may select multiple -
see instructions)
For units affordable without
financial assistance or deed
restrictions, explain how the
locality determined the units
were affordable
(see instructions)
Term of Affordability or
Deed Restriction (years)
(if affordable in perpetuity
enter 1000)+
Number of
Demolished/Destroyed
Units
Demolished or
Destroyed Units
Demolished/Des
troyed Units
Owner or Renter
Total Density Bonus Applied to
the Project (Percentage
Increase in Total Allowable
Units or Total Maximum
Allowable Residential Gross
Floor Area)
Number of Other
Incentives,
Concessions, Waivers,
or Other Modifications
Given to the Project
(Excluding Parking
Waivers or Parking
List the incentives,
concessions,
waivers, and
modifications
(Excluding Parking
Waivers or Parking
Modifications)
Did the project receive a
reduction or waiver of
parking standards? (Y/N)
35 12
32083230 150 SYCAMORE
AVE
150 Sycamore Ave.,
SUP + SFDDR NONE Y 1 Demolished O
33331320 1201 NEWBRIDGE
AVE
1201 Newbridge
Ave., SB9 Urban Lot
Split
SB 9 (2021) -
Residential Lot Split Y
32100080 165 W POPLAR
AVE
165 W. Poplar Ave.,
SFDDR NONE Y ADU Formula
34023140 536 FAIRFAX AVE
536 Fairfax Ave.,
SFDDR NONE Y ADU Formula
35216070 1733 GUM ST
1733 Gum St.,

SFDDR NONE Y
32033150 415 WARREN RD
415 Warren Rd,
SFDDR NONE Y ADU Formula
34261100 35 ARAGON BLVD
35 Aragon Blvd.,
ADUDR NONE Y ADU Formula
40054330 117 OTAY AVE
117 OTAY AVE.,
SFDDR NONE Y ADU Formula
34288230 126 12TH AVE
126 12th Ave.,
SFDDR NONE Y ADU Formula
42211140 325 LANDFAIR AVE
325 Landfair Ave.

SUP + SFDDR NONE Y ADU Formula 1 Demolished O
39321160 414 29TH AVE
414 29th Ave.,
ADUDR NONE Y ADU Formula
32084020 615 HURLINGHAM
AVE
615 Hurlingham Ave.,
SUP + SFDDR +
SPAR
NONE Y 1 Demolished O
31052240 635 EDGEWOOD
RD
635 Edgewood Rd.,
SUP + SFDDR NONE Y 1 Demolished O
34063140 540 VIRGINIA AVE
540 Virginia Ave.,
SFDDR NONE Y ADU Formula
40401320 3229 LOS

PRADOS ST
3229 Los Prados St.,
SUP + SFDDR NONE Y ADU Formula
31061180 428 MIDWAY AVE
428 Midway Ave.,
SUP + SFDDR NONE Y 1 Demolished O
40124260 3709 PASADENA
DR
3709 Pasadena Dr.,
SFDDR NONE Y ADU Formula
33141040 146 N GRANT ST
146 N. Grant St.,
ADUDR NONE Y ADU Formula
Housing with Financial Assistance
and/or Deed Restrictions Demolished/Destroyed Units Density BonusProject Identifier

375 of 570

33281130 477 9TH AVE Unit:
101
477 9th Ave., SUP +
SPAR + SDPA 0 NONE Y DB, INC 1000 0 50.0%
3 Development
Standards
Modification
No
32293040
226 MONTE
DIABLO AVE Unit:

B
Legalize and convert
attached garage and
portions of SFD to
JADU
NONE Y ADU Formula
33271120 1659 SHOREVIEW
AVE Unit: B New detached ADU NONE Y ADU Formula
39132300 438 24TH AVE
Unit: B New attached ADU NONE Y ADU Formula
39151160
136 23RD AVE
Unit: C

SAN MATEO, CA
94403--220
New detached ADU NONE Y ADU Formula
29312260
1038 N

HUMBOLDT ST

SAN MATEO, CA
94401--113
New detached ADU NONE Y ADU Formula
34024130
532 PARROTT DR
Unit: B

SAN MATEO, CA
94402--223
Convert portion of
SFD and attached
garage to ADU
NONE Y ADU Formula
34292170
1319 PALM AVE
Unit: B

SAN MATEO, CA
94402--243
New attached ADU NONE Y ADU Formula
32162090
351 E BELLEVUE
AVE Unit: B

SAN MATEO, CA
94401--230
Convert detached
accessory structure
to ADU
NONE Y ADU Formula
33124060
1121 CYPRESS
AVE Unit: B

SAN MATEO, CA
94401--291
New detached ADU NONE Y ADU Formula
39103060
2124 ENSENADA
WAY Unit: B

SAN MATEO, CA
94403--122
New attached ADU NONE Y ADU Formula
33031140
722 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--140
New detached ADU NONE Y ADU Formula
32042130
426 COSTA RICA
AVE Unit: B

SAN MATEO, CA
94402--110
Convert portion of
SFD and attached
garage to ADU
NONE Y ADU Formula
39165130
239 W 25TH AVE

SAN MATEO, CA
94403--220
Convert detached
garage with addition
to ADU (Total 907
SF)
NONE Y ADU Formula

376 of 570

33332290
709 PATRICIA AVE

SAN MATEO, CA
94401--314
Convert portion of
SFD to JADU (450
SF)
NONE Y ADU Formula
39142280
238 24TH AVE
Unit: B

SAN MATEO, CA
94403--222
New attached ADU
(799 sf)
SB 9 (2021) -
Residential Lot Split Y ADU Formula
39331190
442 27TH AVE
Unit: B

SAN MATEO, CA
94403--240
New attached ADU
(456 sf) NONE Y ADU Formula
42095060
4041 FERNWOOD
ST Unit: B

SAN MATEO, CA
94403--415
New detached ADU
(520 SF) NONE Y ADU Formula
40082310
54 MCLELLAN AVE
Unit: B

SAN MATEO, CA
94403--282
New detached ADU
(502 sf) attached to
existing detached
garage
NONE Y ADU Formula
42095060
4041 FERNWOOD
ST Unit: C

SAN MATEO, CA
94403--415
Convert portions of
SFD into JADU (561
SF)
NONE Y ADU Formula
34213160
410 ARAGON
BLVD Unit: B

SAN MATEO, CA
94402--232
Convert detached
accessory structure
with addition to ADU
(Total 387 sf)
NONE Y ADU Formula
33354160
968 S NORFOLK
ST Unit: B

SAN MATEO, CA
94401--354
New attached ADU
(572 sf) NONE Y ADU Formula
34394170
1534 EDINBURGH
ST Unit: B

SAN MATEO, CA
94402--301
New attached ADU
(503 sf) NONE Y ADU Formula
33381450
1851 NASH DR
Unit: B

SAN MATEO, CA
94401--312
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
NONE Y ADU Formula
42093120
3920 WILSHIRE
AVE Unit: B

SAN MATEO, CA
94403--413
New detached ADU
(482 sf) NONE Y ADU Formula
33072300
216 N HUMBOLDT
ST Unit: B

SAN MATEO, CA
94401--181
New attached ADU
(645 sf) NONE Y ADU Formula

377 of 570

34371070
240 HOBART AVE
Unit: B

SAN MATEO, CA
94402--292
New detached ADU
(600 sf) NONE Y ADU Formula
32204130
513 E SANTA INEZ
AVE Unit: B

SAN MATEO, CA
94401--183
New detached ADU
(800 sf) NONE Y ADU Formula
35088090
1106 HADDON DR
Unit: B

SAN MATEO, CA
94402--250
New detached ADU
(920 sf) NONE Y ADU Formula
35083030
722 E 16TH AVE
Unit: B

SAN MATEO, CA
94402--213
New detached ADU
(1,200 sf) NONE Y ADU Formula
35251420
601 JOANNE DR

SAN MATEO, CA
94402--261
New detached ADU
(814 sf) NONE Y ADU Formula
33202160
1533 CYPRESS
AVE

SAN MATEO, CA
94401--206
Legalize and convert
existing detached
garage to ADU (731
SF)
NONE Y ADU Formula
39343190
252 DELMAR WAY

SAN MATEO, CA
94403--231
New detached ADU
(238 SF) NONE Y ADU Formula
35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(203 Bridge St., Lot 2
Borelle)
Plan 2A, Liveable
2,282sf, Garage
445sf and porch or
185sf (4 bedroom,

2.5 bath)
NONE N DB, INC 1000 20.0%
1 Development
Standards
Modification
Yes
35401450
1 WATERS PARK
DR

SAN MATEO, CA
94403--116
New detached SFD
(201 Bridge Street,
Lot 1 Borelle)
Lot 1, Plan 1A,
Livable 1,917sf,
Garage 435sf and
porch of 231sf. (3-
bedrooms, 2.5 baths)
NONE N DB, INC 1000 20.0%
1 Development
Standards
Modification
Yes
39151160
136 23RD AVE

SAN MATEO, CA
94403--220
Demolish (e) SFD
and construct new
two-story attached
duplex (Front unit:
1,549 sf, Rear unit:
1,444 sf)
NONE Y 1 Demolished O
39142280
236 24TH AVE

SAN MATEO, CA
94403--222
New SFD using SB9 SB 9 (2021) -
Residential Lot Split Y 1 Demolished O
39132300
438 24TH AVE

SAN MATEO, CA
94403--223
New SFD
(Demolition under BD-
2022-286357) NONE Y 1 Demolished O

378 of 570

29313030 1012 BAYSWATER
AVE Unit: B
Legalize and convert
(e) garage to ADU
(453 SF)
NONE Y ADU Formula
33356010 1101 COBB ST
Unit: B
New detached ADU
(884 SF) NONE Y ADU Formula
34294160 111 15TH AVE
Convert (e) detached
garage to ADU (792
SF)
NONE Y ADU Formula
32304140
114 N

CLAREMONT ST
Unit: B
Convert crawlspace
to ADU (715 SF) NONE Y ADU Formula
32062050 116 SYCAMORE
AVE Unit: B
Convert (e) attached
garage to JADU (450
SF)
NONE Y ADU Formula
35095100 1235 COBB ST
Unit: B
Convert portion of
SFD to JADU (272
SF)
NONE Y ADU Formula
34372110 1244 OAK ST Unit:

B
Convert (e) garage to
ADU (440 SF) NONE Y ADU Formula
34294120 125 15TH AVE
New SFD and
conversion of existing
detached garage to
ADU (781 SF)
NONE Y ADU Formula
32092190 125 W BELLEVUE
AVE Unit: B
New detached ADU
(1048 SF) NONE Y ADU Formula
35361090 1305 CLEVELAND
AVE
New attached ADU
(273 SF) NONE Y ADU Formula
32091100 132 W BELLEVUE
AVE Unit: B
Convert (e)
accessory structure
to ADU (630 SF)
NONE Y ADU Formula
34403250 1435 NADINA ST
Unit: B
Convert (e) attached
garage to JADU (530
SF)
NONE Y ADU Formula
34288060 147 13TH AVE
Unit: B
Demolish (e) carport
and construct new
ADU (383 SF)
(Demolition under BD-
2024-293727)
NONE Y ADU Formula
33126080 15 HUMBOLDT ST
N Unit: B
Convert (e) attached
garage to ADU (390
SF)
NONE Y ADU Formula
33103080 1514 TROLLMAN
AVE Unit: B
Convert (e) attached
garage to ADU (400
SF)
NONE Y ADU Formula
33174210 1523 LORRAINE
AVE Unit: B
Convert (e) detached
garage to ADU (586
SF)
NONE Y ADU Formula
32305240 154 N DELAWARE
ST Unit: B
Convert (e) detached
garage to ADU (716
SF)
NONE Y ADU Formula
33211140 1621 CYPRESS
AVE
Legalize detached
ADU (280 SF) NONE Y ADU Formula
33271180 1717 SHOREVIEW
AVE
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
NONE Y ADU Formula
35218140 1731 IVY ST Unit: B
New detached ADU
(575 SF) NONE Y ADU Formula
35111020 1748 HEMLOCK
AVE Unit: B
Convert (e) attached
garage to JADU (398
SF)
NONE Y ADU Formula

379 of 570

35195200 1752 ROBERTA
DR Unit: B
New detached ADU
(348 SF) NONE Y ADU Formula
35111240 1765 ROYAL AVE
Unit: B
New detached ADU
(495 sf, HCD
approved and
inspected Factory
Built Housing)
NONE Y ADU Formula
35115030 1909 KEHOE AVE
Unit: B
Convert (e) garage to
JADU (367 SF) NONE Y ADU Formula
35355150 2087 FIESTA CT
Unit: B
New detached ADU
(845 SF) NONE Y ADU Formula
32114020 210 PENINSULA
AVE
Convert (e) duplex to
SFD and convert (e)
garage to JADU (510
SF)
NONE Y ADU Formula
42221190 214 W 40TH AVE
Unit: B
Convert (e) garage to
JADU (575 SF) NONE Y ADU Formula
41650350 2300 RED OAK CT
Unit: 35
New detached SFD NONE Y DB, INC 1000 0.0%
4 Development
Standards
Modification
No
41650340 2302 RED OAK CT
Unit: 34
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650330 2304 RED OAK CT
Unit: 33
New detached SFD NONE Y 1000
41650320 2308 RED OAK CT
Unit: 32
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650310 2312 RED OAK CT
Unit: 31
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650520
2321 RED OAK CT
Unit: BLDG M New attached SFAs NONE Y INC, DB 1000 0.0% 4 Development
Standards
Modification
No
41650480
2427 WILLOW
WAY Unit: BLDG J New stacked
condominiums NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650500 2429 WILLOW
WAY Unit: BLDG I
New stacked
condominiums NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
32198090
243 N

ELLSWORTH AVE
Unit: 1
Convert (e) attached
garage and carport to
two ADUs
NONE Y ADU Formula
41650510 2448 WILLOW
WAY Unit: BLDG K
New attached SFAs NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650500 2469 WILLOW
WAY Unit: BLDG H
New attached SFAs NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650360 2500 SAGE ST
Unit: 36
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650370 2502 SAGE ST
Unit: 37
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650380 2504 SAGE ST
Unit: 38
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650390 2506 SAGE ST
Unit: 39
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650400 2508 SAGE ST
Unit: 40
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No

380 of 570

41650410 2512 SAGE ST
Unit: 41
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650420 2514 SAGE ST
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650490 2517 SAGE ST
Unit: BLDG L
New attached SFAs NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
41650430 2518 SAGE ST
New detached SFD NONE Y INC, DB 1000 0.0%
4 Development
Standards
Modification
No
39372080 2659 GARFIELD
ST
New detached SFD NONE Y
39372080 2659 GARFIELD
ST Unit: B
Convert (e) SFD to
ADU (1,171 SF) NONE Y ADU Formula
41650450 2709 TIBURON ST
Unit: BLDG F
New attached SFAs NONE Y
41650450 2749 TIBURON ST
Unit: BLDG G
New stacked
condominiums NONE Y
41650460
2817 POINT
REYES WAY Unit:

BLDG E
New attached SFAs NONE Y
32322130 303 BALDWIN AVE
Mixed-Use
Prometheus 0 NONE Y INC, DB 1000 36.0%
2 Development
Standards
Modification
No
40031040 3069 E KYNE ST
Bay Meadows - RES6
54 Unit Apartments 0 NONE N INC 1000
39322080 311 28TH AVE
Unit: B
New detached ADU NONE Y ADU Formula
40198080 314 E 40TH AVE
Demolish (e) SFD
and construct new
SFD
NONE Y 1 Demolished O
32073200 33 W BELLEVUE
AVE Unit: B
New detached ADU NONE Y ADU Formula
34221020 346 SONORA DR
Demolish (e) SFD
and construct new
SFD
NONE Y 1 Demolished O
39142010 347 23RD AVE
New attached ADU NONE Y ADU Formula
40201140 349 E 39TH AVE
Unit: B
New attached ADU NONE Y ADU Formula
40112270 3505 MARTIN DR
Unit: B
New detached ADU
(200 SF, HCD
approved and
inspected Factory
Built Housing)
NONE Y ADU Formula
40114070 3522 CASANOVA
DR
New attached ADU NONE Y ADU Formula
40211340 3913 ONEILL DR
Unit: B
New detached ADU
(516 SF, HCD
approved and
inspected Factory
Built Housing)
NONE Y ADU Formula
32042220 401 DORCHESTER
RD Unit: B
New detached ADU NONE Y ADU Formula
42241100 4029 BERESFORD
ST Unit: 1
Convert uninhabitable
portion of multifamily
space to ADU (339
SF)
NONE Y ADU Formula
42181090 4040 FERNWOOD
ST Unit: B
Convert (e) detached
accessory structure
to ADU (608 SF)
NONE Y ADU Formula

381 of 570

32185120 407 N

CLAREMONT ST
New detached SFD NONE Y
31091010 425 HILLCREST
RD Unit: B
Convert portion of
garage to ADU (544
SF)
NONE Y ADU Formula
32132090 438 STATE ST
Unit: B
New detached ADU
(914 SF, attached to
(e) detached garage)
NONE Y ADU Formula
34183060 480 E 4TH AVE
Kiku Crossing: 225
Affordable Housing
Units
35 NONE Y HOME, RDA, LIHTC,
LHTF, Other, CDLAC DB, INC 99 80.0%
4 Development
Standards
Modification
Yes
35503090 500 FATHOM DR
Unit: B
Convert (e) basement
area to ADU (752 SF) NONE Y ADU Formula
34242190 502 AVILA RD
Convert (e) detached
accessory structure
to ADU
NONE Y ADU Formula
34132360 511 CARMEL CIR
Unit: B
New detached ADU NONE Y ADU Formula
31041150 530 WARREN RD
Convert basement
area to ADU (498 SF) NONE Y ADU Formula
34063130 532 VIRGINIA AVE
Unit: B
New attached ADU NONE Y ADU Formula
34024030 539 FAIRFAX AVE
Demolish (e) SFD
and construct new
SFD
NONE Y 1 Demolished O
34104090 564 EDINBURGH
ST
New detached SFD NONE Y
33265110 619 PATRICIA AVE
New detached ADU NONE Y ADU Formula
31042210 68 CHESTER WAY
New detached ADU NONE Y ADU Formula
33194250 7 S KINGSTON ST
Unit: B
Convert detached
garage to ADU NONE Y ADU Formula
34053050 701 OREGON AVE
Unit: B
Convert portion of
detached garage to
ADU
NONE Y ADU Formula
35079140 702 E 16TH AVE
Unit: B
New detached ADU NONE Y ADU Formula
33304060 714 S IDAHO ST
Unit: B
Convert detached
garage to ADU NONE Y ADU Formula
35042060 730 BIRCH AVE
New attached ADU NONE Y ADU Formula
32112050 735 PROSPECT
ROW
Convert portion of
SFD to JADU NONE Y ADU Formula
39252150 768 28TH AVE
Unit: B
Convert basement
area to JADU NONE Y ADU Formula
40072060 77 E 40TH AVE
Convert garage to
JADU NONE Y ADU Formula
35082100 810 GUILDFORD
AVE
Convert attached
garage to JADU NONE Y ADU Formula
34011250 818 COLUMBIA DR
New detached ADU NONE Y ADU Formula
33166120 826 E 4TH AVE
Legalize and convert
(e) garage and room
to ADU
NONE Y ADU Formula
39210040 867 W HILLSDALE
BLVD
Convert portion of
SFD to JADU NONE Y ADU Formula
35062170 905 FLEETWOOD
DR Unit: B
Convert detached
accessory structure
to ADU
NONE Y ADU Formula

382 of 570

29313210 908 N HUMBOLDT
ST
Demolish (e) SFD
and construct new
attached triplex
NONE Y 1 Demolished O
33314210 925 S ELDORADO
ST Unit: B
Convert (e) detached
garage to ADU NONE Y ADU Formula
34241010
931 ALAMEDA DE
LAS PULGAS Unit:

B
New attached ADU NONE Y ADU Formula
33373010 933 DAISY ST Unit:

B
Convert garage to
JADU NONE Y ADU Formula
34072060 1425 PALM AVE 1425 Palm Ave.,
ADUDR
NONE Y ADU Formula
32084020
615 HURLINGHAM
AVE Unit: B
New Attached ADU
NONE Y ADU Formula
31052240 635 EDGEWOOD
RD Unit: B
New Detached ADU NONE Y ADU Formula

383 of 570

Jurisdiction San Mateo ANNUAL ELEMENT PROGRESS REPORT
Reporting Year 2024 (Jan. 1 - Dec. 31) Housing Element Implementation Planning Period 6th Cycle 01/31/2023 - 01/31/2031
Date of Rezone Rezone Type
2 4 5 6 7 9 10 11
APN Street Address Project Name+
Local
Jurisdiction
Tracking ID+
Date of Rezone Very Low-Income Low-Income Moderate-Income Above Moderate- Income
Rezone Type Parcel Size
(Acres)
General Plan
Designation Zoning Minimum
Density Allowed
Maximum
Density Allowed
Realistic
Capacity Vacant/Nonvacant Description of Existing
Uses
Note: "+" indicates an optional field
Cells in grey contain auto-calculation formulas
Summary Row: Start Data Entry Below
83 Project Identifier RHNA Shortfall by Household Income Category Sites Description 1 Sites Identified or Rezoned to Accommodate Shortfall Housing Need and No Net-Loss Law Table C

384 of 570

Jurisdiction San Mateo
Reporting Year 2024 (Jan. 1 - Dec. 31)
1 2 3 4
Name of Program Objective Timeframe in H.E Status of Program Implementation H1.1 Monitor Regional
Housing Needs Allocation
and Pipeline projects
a) Provide an annual report on housing
production to the City Council each
March, prior to submittal of the Annual
Progress Report to HCD by April 1st.

The report will include an assessment
on the City’s RHNA progress and, as
needed, identify additional sites to
ensure ongoing compliance with “no net
loss” provisions of State law.
b) Conduct a mid-cycle review of
realistic capacity projections and
pipeline project housing production to
ensure outcomes are aligned with
projections. Update sites inventory to
include additional sites to ensure
ongoing compliance with “no net loss”
provisions of State law.
a) 2023 – 2031 (Annually)
b) 2027 (Mid-cycle review)
a) The City provides an annual report to the City Council on housing production as part of its approval of the Annual Progress Report.

The City continues to enforce the provisions of No Net Loss law through the planning application process. Projects are required to propose a net increase of units through redevelopment and provide replacement of any deed restricted low- income units.
b) By 2027, additional sites for housing redevelopment will be identified, as necessary, to ensure that the City meets its share of RHNA requirements.

H1.2 Utilize Public
Funding and Properties for
New Affordable Housing
a) Continue to set aside 20% of general
fund property tax revenues from former
RDA areas (aka "Boomerang Funds”), as
well as the Affordable Housing
Commercial Linkage Fee Fund to use for
affordable housing development,
prioritizing funding allocation to
projects that include units for extremely
low income (ELI) households.
b) Identify ways to create a stand-alone
Housing Trust Fund using available
funding sources and utilizing that fund
to leverage new funding sources,
including the Bay Area Housing Finance
Authority (BAHC) and the Bay Area
Preservation Pilot (BAPP).
c) Prioritize available local housing
funds to assist in the production of at
least 543 below market rate units by
2031, including within the study areas of
the General Plan that allow high-density
housing by holding developer
roundtable meetings at least once per
year. Encourage developers to include
ELI units in their projects.
d) Support development of 71 units of
affordable housing on the City owned
parking lot at 4th and Railroad as part of
the public-private partnership (Bespoke
project).
i. Development team has been
a) 2023 – 2031 (Ongoing)
b) 2025
c) 2023 – 2031 (Ongoing)
d) 2024
e) 2023 – 2031 (Ongoing)
a) The City continues to set aside 20% of general fund property tax revenues from former RDA areas in a dedicated housing fund to support affordable housing production, with a prioritization for ELI households. b) The City will explore ways to create a standalone housing trust fund in 2025. c) Construction of a new 225-unit affordable project (Kiku Crossing), which received a loan from Commercial Linkage Fee, former RDA, and other local funds, was completed and fully occupied in 2024.
d) Application review of a 71-unit affordable project on City-owned land at 4th and Railroad Ave. continued throughout 2024 as part of the Bespoke project, which includes a partnership between the City, an affordable housing developer, and a commercial developer to develop both affordable housing and commercial project. All units in the affordable project will be affordable to LI and VLI households.
e) The City will begin exploring options for producing new affordable housing units on the property at 4142 S El Camino Real in 2025.

H1.3 Increase Affordable
Housing Production
a) Amend the Affordable Housing
Ordinance (SMMC Chapter 27.16.050)
and Inclusionary Housing Policy to
allow for alternative compliance options
to onsite inclusionary unit development
within one year of Housing Element
adoption.
b) Adopt an updated Density
Bonus/Community Benefits program
that provides additional incentives
and/or streamlining options for housing
projects that provide additional
affordable units or the most needed unit
types beyond minimum state
requirements.

Both of these actions would include an
assessment of applicable state law to
ensure that the City meets or exceeds all
requirements.
c) Target ELI populations to the extent
feasible.
a) 2024
b) 2025
a) The City will make amendments/updates to its Affordable Housing Ordinance and Inclusionary Housing Policy in spring of 2025 to allow for offsite alternative compliance options.
b) The City anticipates presenting policy options and recommendations to City Council in 2025.
c) Ongoing as part of overall research and policy recommendation.

ANNUAL ELEMENT PROGRESS REPORT
Housing Element Implementation
Housing Programs Progress Report
Describe progress of all programs including local efforts to remove governmental constraints to the maintenance, improvement, and development of housing as identified in the housing element.

Table D
Program Implementation Status pursuant to GC Section 65583

385 of 570

H1.4 Support Increased
Accessory Dwelling Unit
Development
a) Amend the City’s ADU Ordinance
(SMMC Chapter 27.19) to align with
current State law and to resolve any
inconsistencies identified by HCD.
b) Maintain and expand the ADU
information and resources available to
home owners and applicants provided
on the City’s website.
c) Collaborate with 21 Elements and
other jurisdictions in San Mateo County
to find ways to enhance available ADU
resources, establish uniform standards
and requirements, and effective ways to
monitor ADU affordability.
d) Monitor ADU occupancy and rent
levels to verify that affordability
allocations. Tools to monitor will
include, but are not limited to,
collaboration with 21 Elements or ABAG
to develop a uniform approach to
tracking ADU affordability countywide,
and surveying ADU applicants during
the building permit review process to
understand intended use, occupancy
and rent charged.
e) Continue to offer flat fees for ADU
building permits, and review ADU permit
fees every 2-3 years. If fees are found to
be a barrier to ADU production, the City
will make reductions as necessary to
reduce cost barriers.
a) 2024
b) 2023 – 2031 (Ongoing)
c) 2023 – 2031 (Ongoing)
d) 2023 - 2031 (Ongoing)
e) 2023 – 2031 (Ongoing)
f) 2023 – 2031 (Annually)
a) Staff continues to review state law to ensure that the City's ADU Ordinance is in compliance. On October 18, 2024 the City of San Mateo received a letter from HCD that detailed portions of the City's ADU Ordinance that it found to be inconsistent with state law. On November 15, 2024, the City sent a letter to HCD that responded to each of HCD's comments. The City of San Mateo acknowledges HCD's findings and will update the City's ADU Ordinance in 2025 with other Housing Element Zoning Code Updates.
b) The City maintains an ADU resource website that provides current handouts and guidance on the City of San Mateo ADU regulations. The City's website is supplemented with the San Mateo County ADU Resource Center that the City sponsors.
c) Through 21 Elements, the City has joined with a County-wide effort to establish the San Mateo ADU Resource Center that launched in 2024 to support additional ADU construction and monitor affordability. Through this collaboration, 21 Elements worked with ABAG to establish a new ADU Rental Survey which the City anticipates to initiate in 2025. Also, the ADU Resource Center has scheduled ADU informational webinars/workshops for residents. The ADU Resource Center will also be hosting a plans gallery for compliance with AB 1332,
d) The City worked through the collaboration with 21 Elements and ABAG to establish an ADU Rent Survey. The rent survey has been approved by HCD to use to monitor rent levels to verify affordability allocations. The City anticipates to initiate using the survey in 2025.
e) The City currently offers flat fees for ADU building permits at a rate that is comparable with other jurisdictions in San Mateo County. f) In 2024, the City issued permits for 66 new ADUs and issued certificates of occupancy (finaled) for 41 new ADUs, which is above the Housing Element's production target 55 permits issued per year.

H1.5 Encourage Family
Housing
a) Present options to City Council for
requiring a minimum percentage of
three-bedroom units in City subsidized
projects;
b) Present options to City Council for
requiring a minimum percentage of
family-sized units in private
development projects as part of the
Inclusionary Policy update.
c) Should such policy
recommendations not materialize into
code amendments, explore alternative
methods to promote family sized units
through the community benefits
program
a) 2025
b) 2025
c) 2025
a) On August 19, 2024, the City Council held a study session on setting minimum requirements for family-sized housing (3+ bedrooms), inlcuding the policy option of requiring one out of every five inclusionary housing units to contain 3 or more bedrooms.
b) At the same study session, the City Council considered requiring a percentgae of all units in a residential project to be family-sized. Staff was directed to return with specific policy language for both a.) and b.). c) Pending above efforts.

H1.6 Streamline Housing
Application Review
a) Update the City Council resolutions
that establish the pre-application and
development review processes to
eliminate the pre-application
requirement for housing projects and
eliminate the third-party design review
requirement for housing projects that
meet objective standards.
b) Amend the Zoning Code to allow
residential projects with up to 25 units
to be approved administratively.
c) Update permit application submittal
requirements.
d) Develop Zoning Code amendments
to align City requirements with SB 330
and make a recommendation to the City
Council.
a) 2024
b) 2023
c) 2023-2031 (Ongoing)
d) 2025
a) On July 15, 2024 the San Mateo City Council adopted Resolution No 65(2024), repealing Resolution No. 69 (2020) that required a pre-application process prior to formal applications for housing projects greater than six units. Resolution No 65 (2024) adopts a new streamlined process for early public engagement. The Council also adopted Resolution No. 66 (2024) repealing Resolution No. 67 (1996) that required third-party design review of a project. Resolution No.66 (2024) allows the Zoning Administrator or the Planning Commission to request a third- party design review of a proposed housing project if the project is not in compliance with the Objective Design Standards.
b) On December 3, 2023, the City adopted code amendments to allow Zoning Administrator approval for housing projects up to 25 units, subject to Objective Design Standards (Ordinance No. 2023-12).
c) Efforts to further streamline and update the permit application submittal requirements are ongoing. The City has updated the Planning Application Guide and Application as needed to address code and policy changes with the City's new early community engagement process and streamlined notification process. d) By 2025, the City will adopt code amendments that are consistent with SB 330.

386 of 570

H1.7 Update Zoning Code
Standards to Support
Housing Production
a) Evaluate the standards and
requirements in all zone districts that
allow for multi-family residential and
amend the Zoning Code as needed to
reduce or eliminate constraints to
housing construction. Specifically: 1)
exclude covered parking and other
elements as needed from Floor Area
Ratio (FAR) calculation for housing
projects with affordable units, 2) specify
where Single-Room Occupancy (SRO)
units are permitted consistent with
government Code 65583(c)(1), and 3)
specify that Manufactured Homes that
are built on a permanent foundation are
subject to the same zoning requirements
and development standards as single-
family homes.
b) Amend the Zoning Code to reduce
off-street parking requirements for
residential units (SMMC Chapter 27.64)
as follows: Studio and 1 Bedroom units
to 1 space, 2 Bedrooms and above to 1.5
spaces; and for projects within ½ mile of
transit, consistent with AB2097, no off-
street parking shall be required. As part
of this amendment, staff will review all
other parking related requirements and
make recommendations to reduce or
eliminate any other parking related
requirements identified as a constraint.
a) 2025
b) 2025
c) 2024
d) 2025
e) 2026
a) Comprehensive zoning code amendments are planned in 2025 to remove constraints and to encourage a variety of housing project types. b) In 2024, the City initiated work to explore parking requiring including amendments to the Zoning Code to reduce off-street parking requirements for residential uses. It is anticipated that this work will be completed in 2025 for Council consideration.
c) In 2024, the City initiated the comprehensive code amendments to permit residential uses for all Commercial and Executive Office zones in non-R overlay areas. This removes the requirement for a special use permit. These Zoning Code amendments will be introduced to the Council for adoption in 2025 aggregated with other code amendments.
d) In 2025, the City will initiate a comprehensive zoning code update including a new "Quasi-Public" zoning district that will be consistent with the adoption of the land uses in General Plan 2040 (adopted March 18, 2024). e) The City will conduct a feasibility study for an affordable housing quasi-public overlay in 2026 (as part of the comprehensive zoning code update).

H1.8 Adopt Objective
Design Standards
Adopt Objective Design Standards for
multi-family residential projects and
mixed-use projects with a residential
component.
2023
On December 3, 2023, the City adopted ODS and associated code amendments to streamline eligible small-scale housing projects. Code amendments include Zoning Administrator approval for housing projects up to 25 units, subject to ODS (Ordinance No. 2023-12).

H1.9 Establish Minimum
Densities for Mixed-Use
Projects
a) Amend the Zoning Code to require
that properties designated for mixed-
uses, in the Sites Inventory List, allow
100 percent residential use and require
that residential use occupy 50 percent
or more of the total floor area of a mixed-
use project consistent with Government
Code Section 65583(h), and establish a
minimum residential density for mixed-
use projects elsewhere in the City that
include a residential component.
b) Study and present to City Council
options for requiring a residential
component in all mixed-use projects in
certain zones or areas.
a) 2024
b) 2024
a) In 2024, the City initiated the comprehensive code amendments to permit 100 percent residential uses on properties zoned for mixed uses. These Zoning Code amendments will be introduced to the Council for adoption in 2025 aggregated with other code amendments. The reference to Government Code Section 65583(h) is incorrectly stated. The correct reference should be Government Code Section 65583.2, subdivisions (h) and (i). Compliance is only required when the sites inventory does not identify site to accommodate the need for groups of all household income levels. However, the San Mateo Housing Element sites inventory did accomodate sites for all of its household income levels without the need for rezonings; therefore, nothing further is necessary to comply with the Government Code. In 2023, the City initiated policy work with a consultant to evaluate minimum residential density requirements for large commercial mixed- use projects. On August 19, 2024, the City Council held a study session on requiring a minimum residential density in mixed-use projects with a residential component. Staff was directed to conduct developer outreach and to return with

1.) proposed minimum thresholds for for different areas of the City (based on proximity to transit) and 2.) proposed incentives for commercial developers to include residential units.
b) The City anticipates presenting final policy options and recommendations to City Council in 2025.

H1.10 Establish By-Right
Housing Designation for
Prior Housing Sites
Amend the Zoning Code to establish a
By-Right designation for housing sites
reused from prior Housing Elements for
housing projects that propose a
minimum of 20% affordable units.

Zoning for these sites must be at least
30 units/acre to meet default density
requirements for lower-income
households per Gov. Code Section
65583.2(c).
2024
On July 15, 2024, the City Council adopted Ordinance No. 2024-4 adding Chapter

27.94 Housing Opportunities Overlay District (H) to the Zoning Code. The (H) Overlay establishes a Housing By-Right designation for housing sites reused from prior Housing Elements for housing projects that propose a minimum of 20% affordable units. Zoning for these sites must be at least 30 units/acre to meet default density requirements for lower-income households H1.11 Implement the SB 9
Ordinance
Continue to implement Zoning Code
Chapter 27.21 (Two-Unit Development
Residential Overlay District), adopted in
September 2022, which facilitates the
provisions of SB 9 in single-family
districts (R1).
2023 – 2031 (Ongoing)
On October 3, 2022, the City adopted a local Two-Unit Development Overlay District Ordinance (SMMC 27.21) to implement the provisions of SB 9. The City approved one SB 9 application for a lot split in 2022 that was issued building permits in 2023. One application is currently under review in 2024.

H1.12 Encourage
Development of Missing
Middle Housing
a) Evaluate residential zoning districts
that have sites with potential for Missing
Middle Housing (R2, R3 and R4 zones)
and identify development standards that
create barriers for small-scale
development, including minimum lot
size, setbacks, floor area ratio, parking,
and open space requirements, and
amend the Zoning Code to remove any
constraints, and maximize developable
area, and increase capacity.
b) Research and evaluate policies and
code amendments to allow for Missing
Middle housing under SB 10 and
schedule for City Council consideration
and adoption.
a) 2026
b) 2026
a) Effective January 3, 2024, streamlined review is available for small-scale housing projects up to 25 units and subject to ODS (Policy H1.8), through administrative review and approval without the need for public hearings. By 2026, staff will evaluate the identified residential zoning districts that have potential for Missing Middle Housing through a comprehensive code amendment effort.
b) In 2024, the City began researching SB 10 and will present policy options relating to Missing Middle housing for City Council feedback and direction by 2026.

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H1.13 Update Special
Needs Group Housing
Requirements
a) Review and amend the Zoning Code
to allow group homes and residential
care facilities for persons with special
needs, including those who are ELI, in
all residential zones, only subject to
those objective standards that apply to
other residential uses of the same type
in the same zone in conformance with
state law.
b) Review and amend the Zoning Code
definition for family, and other related
regulations, to ensure consistency with
State and Federal fair housing laws
related to persons with disabilities. This
effort may also include consideration of
new definitions such as single-unit and
multi-unit dwellings to accommodate
various housing situations.
c) Study best practices and develop a
universal design ordinance that may
better address housing needs for
persons with disabilities.
a) 2025
b) 2025
c) 2027
a) City staff has initiated evaluating this program and zoning code amendments are anticipated to be considered by the City Council in Q1 of 2025 aggregated with other zoning code amendments.
b) City staff will begin researching code best practices for consistency with Fair Housing Requirements. Zoning code amendment are anticipated to be considered by the City Council in 2025 aggregated with other zoning code amendments.
c) Staff will research and develop a universal design ordinance for housing for persons with disabilities in 2027.

H1.14 Update Supportive
Housing Requirements
Amend the Zoning Code to be
consistent with AB 2162 to allow by-
right 100% affordable housing that has
25% or 12 units of permanent supportive
housing, where multi-family or mixed-
use housing is permitted.
2024
In 2024, City staff initiated work for zoning code amendments consistent with this program. Zoning code amendments are anticipated to be considered by the City Council in Q1 of 2025 aggregated with other zoning code amendments.

H1.15 Update Mobile Home
Parks Requirements
Amend the Zoning Code to allow mobile
home parks as a special use in all
residential zones to be consistent with
Government Code Section 65852.7
2025
In 2024, City staff initiated work for zoning code amendments consistent with this program. Zoning code amendments are anticipated to be considered by the City Council in Q1 of 2025 aggregated with other zoning code amendments.

H1.16 Update Farmworker
Housing Requirements
Amend the Zoning Code to define and
allow farmworker housing within the
Agricultural District consistent with
Government Code Section 17021.6. The
City will comply with Health and Safety
Code section 17021.5.
2025
In 2024, City staff initiated work for zoning code amendments consistent with this program. Zoning code amendments are anticipated to be considered by the City Council in Q1 of 2025 aggregated with other zoning code amendments.

H1.17 Permitting and
Development Fee Review
a) Study cumulative permit fee costs
for new housing development of various
sizes and use information to identify
opportunities to reduce per unit
permitting costs; with fee reductions for
small multi-family projects being
prioritized. Present findings to the City
Council with recommendations for
adoption.
b) Conduct a comprehensive review
and update of the fee schedule every 5-6
years, with a focus on evaluating and
adjusting fees with potential barriers to
housing production. Next review will be
conducted in 2027 (last fee study
completed in 2021).
a) 2025
b) 2027 (Ongoing)
a) Staff has been researching cumulative permit fee costs for new housing developments of various sizes and significantly reduced permitting costs for projects up to 25 housing units by allowing staff level review and approval. This advanced work will support implementation in 2025.
b) The City anticipates initiating its next comprehensive fee study in 2025/2026, ahead of the 2027 target.

H1.18 Increase Senior
Housing Production
Evaluate code amendments and/or
policies to encourage and support the
development of senior housing,
especially senior housing that serves
the ELI and lower income senior
housesholds, including through shared
‐

housing arrangements, community care
facilities, supportive housing, and
assisted living for seniors, and make a
recommendation to the City Council.
2028 This program will begin implementation in 2027.

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H1.19 Ensure Adequate
Water Supply for the
Development of New
Housing
a) Upon adoption of the Housing
Element, provide a copy of the Element
to California Water Company, Estero
Municipal Improvement District, and San
Mateo Public Works Dept, for greater
awareness of affordable housing
priorities and collaboration, in
compliance with AB 1087.
b) Support efforts by Cal Water and
EMID to expand their water supplies
with new water sources and develop
water efficiency and conservation
methods to offset demand from new
development projects.
c) Pursuant to AB 1087, work with Cal
Water and EMID to establish a
procedure to prioritize water allocation
for developments that include units set
aside as affordable housing for lower
income households, including
affordable housing within larger, mixed-
use developments and larger residential
subdivisions
d) Establish a written procedure for the
City to grant priority sewer service to
developments with units that are
affordable to lower-income households.
a) 2023
b) 2023 – 2031 (Ongoing)
c) 2023
d) 2023
a) After the updated Housing Element was certified by HCD, a copy of the Housing Element was emailed to the California Water Company (Cal Water), Estero Municipal Improvement District (EMID), and the City's Public Works Department.
b) The Public Services and Facilities Element in the City's General Plan 2040 includes 11 policies and actions that support coordination with the City's water providers to increase supply capacity, improve water efficiency in new development and increase local conservation efforts. Implementation of these policies and actions is ongoing.
c) The City continues to engage with Cal Water and EMID to ensure that affordable housing projects are prioritized for water service allocations, with ongoing efforts to formalize the process.
d) There are currently no limitations on available sewer service capacity and all housing projects have been able to obtain sewer service as requested. A formal procedure for prioritizing sewer service for housing projects will be completed in late 2024.

H1.20 Adopt San Mateo
General Plan 2040
a) Complete the General Plan 2040
Update (GPU) process and present to
the City Council for adoption. The City is
committed to adopting a General Plan
that will create capacity for at least
10,000 new housing units and will
increase the base densities in the 10
Study Areas by at least 25 du/ac and
height limits by at least two stories.
b) Commence with rezoning Citywide,
in phases, to implement the land use
map following GPU adoption.
c) The GPU public outreach and
engagement process will include
information on Measure Y and how it
creates a constraint on housing
production.
d) The City will place an updated
Measure Y ballot initiative to allow for
the increased heights and densities in
the adopted General Plan on the
November 2024 election.
e) If the Measure Y ballot initiative does
not pass in November 2024, present
alternative plans within six months to
the City Council, including a plan for
rezoning, to address the housing
production constraint of Measure Y with
an emphasis on higher densities in
high/highest resource areas and to add
at least 1,700 units of new capacity
a) 2024
b) 2025 - 2026
c) 2023 - 2024
d) November 2024
e) May 2025, if needed
a) On March 18, 2024, the City Council adopted General Plan 2040. The Land Use Element established new land use designations and map that increases housing capacity by approximately 19,700 new housing units, increases base densities to up to 130 du/ac, and increases heights up to eight stories. b) In 2024, City staff initiated work on a Request for Proposal (RFP) to obtain assistance from a consultant for a comprehensive update to the City's zoning code. It is anticipated that the City will commence work in 2025 on this effort. c) In addition to the extensive community outreach and engagement effort in summer/fall 2023, the City conducted a statistically valid survey of likely voters to understand voter opinion on different building heights (8, 10 and 12) that should be included in the General Plan to help build community awareness and consensus around the issue, and the results were presented to the public and City Council on October 30, 2023. Staff also created a public handout discussing Measure Y and the proposed density and height limits.
d) Measure T, which repealed Measure Y and allows for the increased heights and densities adopted in General Plan 2040 was placed on the November 2024 ballot and was approved by the voters.
e) This program is not needed since the voters approved Measure T.

San Mateo City CouncilMarch 17, 2025

San Mateo City Council
March 17, 2025