CITY OF SANTA CRUZ
809 Center Street
Santa Cruz, California 95060
CITY COUNCIL AGENDA
Regular Meeting - May 14, 2024
12:00 P.M. CLOSED SESSION, ZOOM/COURTYARD CONFERENCE ROOM 1:00 P.M. ORAL COMMUNICATIONS, CONSENT, CONSENT PUBLIC HEARING,
GENERAL BUSINESS AND PUBLIC HEARING, ZOOM/COUNCIL CHAMBERS The meeting may be viewed remotely, using any of the following sources:
Click on Zoom link (no time delay): https://zoom.us/j/94684401344 Online at http://www.cityofsantacruz.com/government/city-council/council-meetings Online at Watch – Community Television of Santa Cruz County Comcast Channel 25
Or: Call any of the numbers below. If one is busy, try the next one. 1-833-548-0276 (Toll Free)
1-833-548-0282 (Toll Free)
1-877-853-5247 (Toll Free)
1-669-900-9128
Enter the meeting ID number: 946 8440 1344
When prompted for a Participant ID, press #.
Press *9 on your phone to “raise your hand” when the Mayor calls for public comment. It will be your turn to speak when the Mayor calls on you. Press *6 to unmute yourself. The timer will then be set.
Correspondence to be included in the agenda packet must be received by 5:00 pm on Monday, May 13th
PLEASE NOTE:
Council may take a break(s) as needed.
Requests for extra speaking time on items other than Oral Communications must be made by 5:00 p.m. on Sunday, May 12th by emailing the Mayor and the City Clerk.
Approval will be confirmed via email.
[email protected] [email protected]
May 14, 2024 City Council 2
The City of Santa Cruz does not discriminate against persons with disabilities. Out of consideration for people with chemical sensitivities we ask that you attend fragrance free. Upon request, the agenda can be provided in a format to accommodate special needs. Additionally, if you wish to attend this public meeting and will require assistance such as an interpreter for American Sign Language, Spanish, or other special equipment, please call the City Clerk’s Department at 420-5030 at least five days in advance so that we can arrange for such special assistance, or email [email protected]. The CalRelay system number: 1-800-735-2922.
Si desea asistir a esta reunión pública y necesita ayuda - como un intérprete de lenguaje de señas americano, español u otro equipo especial - favor de llamar al Departamento de la Secretaría de la Ciudad al 420-5030 al menos cinco días antes para que podamos coordinar dicha asistencia especial o envié un correo electrónico a [email protected]. El número del sistema Cal-Relay es: 1-800-735-2922.
Agenda and Agenda Packet Materials: The City Council agenda and the complete agenda packet containing public records, which are not exempt from disclosure pursuant to the California Public Records Act, are available for review on the City’s website:
www.cityofsantacruz.com/government/city-council-meetings and at the Office of the City Clerk located at 809 Center Street, Room 8, Santa Cruz, California, during normal business hours.
Agenda Materials Submitted after Publication of the Agenda Packet: Pursuant to Government Code §54957.5, public records related to an open session agenda item submitted after distribution of the agenda packet are available at the same time they are distributed or made available to the legislative body on the City’s website at: www.cityofsantacruz.com/government/city-councilmeetings and are also available for public inspection at the Office of the City Clerk, 809 Center Street Room 8, Santa Cruz, California, during normal business hours, and at the Council meeting.
Need more information? Contact the City Clerk’s office at 831-420-5030. 12:00 PM
Statements of Disqualification
Closed Session
1. Conference With Legal Counsel – Liability Claims (Government Code §54956.95)
Claimant: Nationwide Mutual Insurance Company
Claim against the City of Santa Cruz
May 14, 2024 City Council 3
Closed Session (continued)
2. Real Property Negotiations (Government Code §54956.8) 1) Property: 49A Municipal Wharf
APN: 007-361-01
Owner: Barking Lion
City Negotiator: Bonnie Lipscomb
Negotiating Parties: City of Santa Cruz and Peter Drobac dba Makai (AKA Barking Lion)
Under Negotiation: Price, terms of payment, or both
2) Property: 37 Municipal Wharf
APN: 007-341-03
Owner: Charles Maier
City Negotiator: Bonnie Lipscomb
Negotiating Parties: City of Santa Cruz and Charles Maier dba Gilda’s Under Negotiation: Price, terms of payment, or both
3) Property: 744 and 808 River Street
APNs: 008-163-06 and 008-172-08
Owner: City of Santa Cruz
City Negotiator: Bonnie Lipscomb
Negotiating Parties: City of Santa Cruz and Reed and Rusty Santee Under Negotiation: Price, terms of payment, or both
3. Conference with Legal Counsel – Anticipated Litigation (Government Code §54956.9(d)(2))
Significant exposure to litigation (one potential case to be discussed) May 14, 2024 City Council 4
City Council
1:00 PM
Call to Order
Roll Call
Oral Communications Announcement – Members of the public may address Council on matters not on the agenda, but within the jurisdiction of the Council. 30 minutes is allocated for Oral Communications. No extra time for groups will be granted.
Oral Communications
Presentations
4. Mayoral Proclamation Declaring May 19 - May 25, 2024, as National Public Works Week
The below presentation item 5 will be heard at or around 4:00 p.m.
5. Hans Christian Andersen Contest Awards
The below presentation item 6 will be heard at or around 4:15 p.m.
6. Junior Guards Biarritz Delegation Send Off
Presiding Officer's Announcements
Statements of Disqualification
Additions and Deletions
City Attorney Report on Closed Session
May 14, 2024 City Council 5
Council Meeting Calendar
7. The City Council will review the meeting calendar attached to the agenda and revise it as necessary.
Consent Agenda
8. Minutes of the April 30, 2024 City Council Meeting (CC) Motion to approve as submitted.
9. Award Contract for Local Hazard Mitigation and Climate Adaptation Plan Integration and Update (CM)
Motion to award the contract for Local Hazard Mitigation and Climate Adaptation Plan Integration and Update services in an amount of $145,510 to AECOM Technical Services, Inc. (AECOM) and authorize the City Manager to execute an agreement with AECOM in a form to be approved by the City Attorney.
10. California Energy Commission Local Government Building Decarbonization Challenge – Authorization to Submit a Grant Proposal to Complete a Municipal Building Decarbonization Roadmap (CM) Resolution authorizing the City Manager to apply for funds from the California Energy Commission Local Government Building
Decarbonization Challenge to complete a Municipal Building Decarbonization Roadmap and associated activities.
11. Pacific Gas and Electric’s Microgrid Incentive Program – Authorization to Submit an Application Development Grant to Complete a Microgrid Feasibility Study and Develop a Microgrid Project for Implementation (CM)
Resolution authorizing the City Manager to apply for funds from the Pacific Gas and Electric’s Microgrid Incentive Program to complete a microgrid feasibility study and develop a microgrid project for implementation.
May 14, 2024 City Council 6
Consent Agenda (continued)
12. Amendment to Lease Agreement with Central Home Supply to Extend the Term by One Year, to March 2, 2025 (EDH)
Motion authorizing the City Manager to execute an amendment, and any non-substantive changes for the amendment, to the Lease Agreement with Santee Corporation dba Central Home Supply, providing a one-year extension of the lease term for the property located at 744 and 808 River Street, in a form approved by the City Attorney.
13. Liability Claim Filed Against the City of Santa Cruz (FN) Motion to reject the liability claim of 1) Nationwide Mutual Insurance Company, based on staff recommendation.
14. Community Tree Service Contract Change Order (41-24061) (PR) Motion to approve the Community Tree Service contract change order for emergency tree service work related to the FY 2024 winter storms (Contract number: 41-24061).
15. Intersection Improvements at Coral Street and Limekiln Street (m401412) CEQA: Exempt 15301 Existing Facilities (PW)
Motion to:
1) Approve the project plans and specifications for the intersection improvements at Coral Street and Limekiln Street (m401412) and authorize staff to award the contract;
2) Adopt a resolution that modifies the intersection of Coral Street and Limekiln Street to a three-way stop and rescind Resolution No. NS29,780; 3) Adopt a resolution to approve the plans and specifications for the Intersection Improvements at Coral Street and Limekiln Street pursuant to Government Code Section 830.6; and
4) Find the Intersection Improvements at Coral Street and Limekiln Street Categorical Exempt under CEQA Guidelines 14 CCR section 15301(c).
May 14, 2024 City Council 7
Consent Agenda (continued)
16. FY 2025 Funding for Senate Bill 1 Road Maintenance and Rehabilitation Account (RMRA) (PW)
Motion to adopt a resolution approving the FY 2025 allocation of SB 1 Road Maintenance and Rehabilitation Account funds and authorizing the City Manager to submit the project list to the California Transportation Commission.
17. Contract Renewal with Hope Services, Inc. for the Resource Recovery Facility (PW)
Motion to authorize and direct the City Manager to execute the renewal of an agreement with Hope Services, Inc. (Santa Cruz, CA) for recycling and litter control services at the City’s Resource Recovery Facility on Dimeo Lane.
18. 3rd Quarter FY 2024 Water Department Capital Investment Program Transfer – Budget Adjustment (WT)
Motion to adopt a resolution amending the FY 2024 budget and transferring budget appropriations within the Water Department Capital Investment Program (CIP) to update various project budgets with current cost forecasts.
19. Newell Creek Dam Inlet/Outlet Replacement Project – Notice of Completion (WT)
Motion to accept the work of Obayashi Corporation (Burlingame, CA) as complete per plans and specifications, authorizing the filing of a Notice of Completion for the Newell Creek Dam Inlet/Outlet Replacement Project and authorizing the Water Director to sign the Notice of Completion as the Owner’s Authorized Agent.
End Consent Agenda
May 14, 2024 City Council 8
Consent Public Hearing
20. 2024-2025 U.S. Department of Housing and Urban Development (HUD) Annual Action Plan and Amendment to the Citizen Participation Plan (EDH)
Motion to:
1) Adopt a resolution for the City’s 2024-2025 HUD Annual Action Plan (AAP) and amendments to the Citizen Participation Plan for the City’s Housing and Community Development Program, direct staff to submit the 2024-2025 AAP to HUD, and authorize the City Manager to sign an application for federal funding assistance for the 2024-2025 program year; and
2) Authorize the City Manager to execute program/project contracts, loan and grant agreements and related loan documents with Community Development Block Grant (CDBG) and HOME Investment Partnerships Program (HOME) sub-recipients and contractors in connection with Consolidated Plan (CP) activities proposed in the 2024- 2025 Action Plan and any subsequent revisions to the 2024-2025 Action Plan.
General Business
21. City Council Cannabis Subcommittee Report on Safety, Taxes, and Separations from Other Uses (CN)
Provide direction to staff to initiate the process to update specified cannabis regulations.
22. Downtown Library and Affordable Housing Development Project Ground Lease Authorization for 119 Lincoln Street and 113 Lincoln Street, and Project Update (EDH)
Motion to adopt a resolution ratifying the Amended and Restated Option to Lease Agreement, authorizing the City Manager to enter into lease(s) once terms of the Option Agreement have been satisfied by the developer; and authorizing the Economic Development and Housing Director to execute any amendments or documents needed thereto of a non-substantive nature, in forms approved by the City Attorney, for real property located at 119 Lincoln Street (APN 005-141-21) and 113 Lincoln Street (APN 005-141-11) between the City of Santa Cruz and DTLMU Investors, L.P. (a California Limited Partnership), and/or or its affiliate(s), for the previously approved Downtown Library Affordable Housing Project (DLAHP).
May 14, 2024 City Council 9
General Business (continued)
23. Resolution to Authorize the Agreement Between the City of Santa Cruz Water Department and Wells Fargo Bank for a $25 Million Line of Credit (WT)
Motion to:
1) Adopt a resolution authorizing the borrowing of an amount not to exceed $25,000,000 from Wells Fargo Municipal Capital Strategies, LLC under a Revolving Line of Credit agreement and approving related financing documents and official actions, and
2) Direct and authorize the City Manager to execute documents in forms approved by the City Attorney.
24. Santa Cruz Museum of Natural History Building Improvement Community Process (PR)
Motion to:
1) Consider and support the initiation of a public process led by the Parks and Recreation Department and Santa Cruz Museum of Natural History (Museum) related to facility improvements of the Museum, and 2) Authorize the City Manager to enter into an agreement, in a form approved by the City Attorney, with the Museum to define process roles and responsibilities for community outreach and design.
May 14, 2024 City Council 10
Public Hearing
The below item will be heard at a time-certain of 5:30 PM
25. 1129 Mission Street: CP23-0106 (APN 006-493-27) Appeal of the Planning Commission Approval of an Administrative Use Permit to Establish a Cannabis Retail Facility on a Parcel in the MU-M (Mixed-Use Medium Density) Zone District and within the Mission Street Urban Design Plan. Environmental Determination: Categorical Exemption 15301, Existing Facilities. Applicant: Bryce Berryessa. (PL) Motion for the City Council to consider the information provided and make a determination to:
1) Adopt a resolution denying the appeal, recognizing the environmental determination, and upholding the Planning Commission’s decision to approve the Administrative Use Permit to establish a cannabis retail facility at 1129 Mission Street; OR
2) Adopt a resolution upholding the appeal and denying the Administrative Use Permit to establish a cannabis retail facility at 1129 Mission Street.
Adjournment
May 14, 2024 City Council 11
INFORMATION ITEMS PREVIOUSLY DISTRIBUTED TO CITY COUNCILMEMBERS ADDENDUM TO CITY COUNCIL AGENDA – MAY 14, 2024
26. Library: Incident Report – Santa Cruz Public Library 3rd Quarter 2023– 2024 - 5/2/24 (LBFYI 018)
27. City Manager’s Office: Quarterly Grant Report – Fiscal Year 2024 as of December 31, 2023 - 5/4/24 (CMFYI 267)
MAYOR'S PROCLAMATIONS
ADDENDUM TO CITY COUNCIL AGENDA – MAY 14, 2024
28. Proclaiming Saturday, May 4, 2024 as “Wildfire Community Preparedness Day” and encouraging all citizens to join in saying “thank you” to the Prospect Heights and Highland Firewise communities for their dedicated service to our community.
29. Proclaiming the week of May 5–11, 2024 as “Professional Municipal Clerks Week” in recognition of the exemplary dedication to public service and extending appreciation to our City Clerk Bonnie Bush, Deputy City Clerk Julia Wood, and the staff of the City of Santa Cruz City Clerk’s Office.
30. Proclaiming the month of May 2024 as “Affordable Housing Month,” along with other local leaders in the greater San Francisco and Monterey Bay area regions.
31. Proclaiming May 8, 2024 as “Be the Difference Day” in gratitude for the Be the Difference honorees.
32. Proclaiming the month of May 2024 as “Giant Dipper Month” and inviting the community to join in celebrating this historic attraction and a century of thrills—100 years of unforgettable twists and turns.
May 14, 2024 City Council 12
MAYOR'S PROCLAMATIONS (continued)
33. Proclaiming Friday, May 10, 2024 as “Provider Appreciation Day” and urging all citizens to recognize child care providers for their important work and how valuable they are for our communities.
34. Proclaiming the month of May 2024 as “Historic Preservation Month” and joining the Historic Preservation Commission in calling upon all residents to honor “people saving places” and celebrate Santa Cruz’ rich historical and cultural heritage.
35. Proclaiming the week of May 12–18, 2024 as “National Police Week” and encouraging all citizens to observe the week with law enforcement officers, past and present, who, by their faithful and loyal devotion to their responsibilities, have rendered a dedicated service to their communities, and proclaiming May 15, 2024 as “National Peace Officers’ Memorial Day” in honor of those law enforcement officers who, through their courageous deeds, have made the ultimate sacrifice in service to their community or have become disabled in the performance of duty.
Advisory Body Appointments
The following positions are either currently vacant or the terms are due to expire. Council will make the appointments at a future meeting.
Arts Commission One opening, to be appointed by Mayor Keeley County Latino Affairs Commission One opening – at-large nomination May 14, 2024 City Council 13
Public Hearing
If, in the future, you wish to challenge in court any of the matters on this agenda for which a public hearing is to be conducted, you may be limited to raising only those issues which you (or someone else) raised orally at the public hearing or in written correspondence received by the City at or before the hearing.
Any person seeking to challenge a City Council decision made as a result of a proceeding in which, by law, a hearing is required to be given, evidence is required to be taken, and the discretion in the determination of facts is vested in the City Council, shall be required to commence that action either 60 days or 90 days following the date on which the decision becomes final as provided in Code of Civil Procedure Section 1094.6 Please refer to code of Civil Procedure 1094.6 to determine how to calculate when a decision becomes “final.” The 60-day rule applies to all public hearings conducted pursuant to the City’s Zoning Ordinance, Title 24, Santa Cruz Municipal Code. The 90-day rule applies to all other public hearings.
Meeting Type
Holiday
Jewish Holiday
Regular Meeting
Special Meeting (will be added as scheduled)
Study Session (will be added as scheduled)
Budget Hearing
DATE Location Meeting Type
May 27
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public May 29 Council Chambers Budget Hearing
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public June 19
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public July 4
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public September 2
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public October 2/3
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public October 11/12
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public November 11
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public November 28
November 29
Courtyard Conf. Room Closed Session ‐ Closed to the Public Council Chambers Council Regular Meeting ‐ Open to the Public December 25/26
December 25
December 24 Meeting Cancelled ‐ CITY COUNCIL DARK
City Hall Closure ‐ Christmas Day
Rosh Hashanah (City observed ‐ sundown to sundown)
November 12
October 8
October 22
City Hall Closure ‐ Veteran's Day (observed)
Hanukkah (City observed ‐ sundown to sundown)
Yom Kippur (City observed ‐ sundown to sundown)
City Hall Closure ‐ Labor Day
August 27
July 9 and 23 Meetings Cancelled ‐ CITY COUNCIL DARK
City Hall Closure ‐ Independence Day
City Hall Closure ‐ Memorial Day
August 13
June 11
May 28
City Council Meeting Calendar for 2024
November 26
December 10
City Hall Closure ‐ Thanksgiving Day
City Hall Closure ‐ Day After Thanksgiving Day
June 25
September 10
September 24
City Hall Closure ‐ Juneteenth
Please note: Meeting times are not final and are likely to change
7.1 MINUTES ARE UNOFFICIAL UNTIL APPROVED BY COUNCIL
City of Santa Cruz
809 Center Street
Santa Cruz, California 95060
MINUTES OF A CITY COUNCIL MEETING
April 30, 2024
1:00 PM
Mayor Keeley opened the City Council Closed Session at 1:03 p.m. in a public meeting via Zoom and in Council Chambers, for the purpose of announcing the agenda, and receiving public testimony.
Roll Call
Present: Councilmembers Newsome, Brown, Watkins, Brunner, KalantariJohnson; Vice Mayor Golder; Mayor Keeley.
Absent: None.
Staff: City Manager M. Huffaker, Assistant City Manager L. Schmidt, City Attorney T. Condotti, Director of Economic Development and Housing B.
Lipscomb, Deputy City Clerk Administrator J. Wood, City Clerk Administrator B. Bush.
Statements of Disqualification – None.
Public Comment
Mayor Keeley opened the public comment period at 1:05 p.m. There were no speakers. Mayor Keeley closed the public comment period at 1:05 p.m., at which time the meeting was closed to the public and Council adjourned to the Courtyard Conference Room.
8.1 April 30, 2024 CITY COUNCIL MINUTES 6808
Closed Session
1. Conference With Legal Counsel – Liability Claims (Government Code §54956.95) 1) Claimant: Allstate Insurance Company
2) Claimant: Sean M. Bergman
Claims against the City of Santa Cruz
Council received a status report, took up under agenda item 14, and no reportable action was taken.
2. Real Property Negotiations (Government Code §54956.8) Property: Approximately 8.15 acres located on Mount Hermon Road in Scotts Valley, CA
APNs: 022-721-07, 022-721-08, 022-721-09
Owner: City of Santa Cruz
City Negotiator: Bonnie Lipscomb
Negotiating Parties: City of Santa Cruz and City of Scotts Valley Under Negotiation: Price, terms of payment, or both
Council received a status report from the City Negotiator, took up under agenda item 28, and no reportable action was taken.
8.2 April 30, 2024 CITY COUNCIL MINUTES 6809
City of Santa Cruz
809 Center Street
Santa Cruz, California 95060
MINUTES OF A CITY COUNCIL MEETING
April 30, 2024
1:30 PM
Call to Order – Mayor Keeley called the meeting to order at 1:32 p.m. in Council Chambers.
Roll Call
Present: Councilmembers Newsome, Brown, Watkins, Brunner, KalantariJohnson; Vice Mayor Golder (left at 2:25 p.m., returned at 2:49 p.m., left at 5:27 p.m.); Mayor Keeley.
Absent: None.
Staff: City Manager M. Huffaker, Assistant City Manager L. Schmidt, City Attorney T. Condotti, Chief of Fire R. Oatey, Director of Economic Development and Housing B. Lipscomb, Director of Planning and Community Development L. Butler, Director of Public Works N. Nguyen, Chief of Police B. Escalante, Director of Finance E. Cabell (via Zoom), Deputy City Manager L. Murphy (via Zoom), Chief People Officer S. De Leon (via Zoom), Director of Parks and Recreation T. Elliot (via Zoom), City Engineer/Assistant Director of Public Works K. Crossley, Police Sergeant J. Trog, Associate Planner II R. Zhou, Principal Planner S.
Haschert, Deputy City Clerk Administrator J. Wood, City Clerk Administrator B. Bush.
Oral Communications Announcement - The Mayor provided a brief announcement about Oral Communications.
Oral Communications
At 1:33 p.m. Mayor Keeley opened Oral Communications for members of the public who wished to speak regarding items not listed on the City Council agenda.
Ann Simonton spoke regarding the Santa Cruz Police Department not accurately logging rape rates, and issues with City staff as a Commissioner on the Commission for the Prevention of Violence Against Women.
8.3 April 30, 2024 CITY COUNCIL MINUTES 6810
Oral Communications (continued)
Unidentified person spoke regarding sailing a model boat at Westlake Pond and requesting the Santa Cruz Municipal Code 13.08.070 be amended to permit the use of non-motorized boats under two pounds in City parks.
James Ewing Whitman spoke regarding the Council salaries, ignorance vs. evil in the room, and bigotry coming from Councilmembers.
At 1:41 p.m. Mayor Keeley closed Oral Communications.
At this time, Mayor Keeley re-arranged the agenda to hear Additions and Deletions.
Presentations
3. Mayoral Proclamation Declaring May 4, 2024 as Wildfire Community Preparedness Day
Vice Mayor Golder read from and presented a proclamation declaring May 4, 2024 as Wildfire Community Preparedness Day. Chief of Fire R. Oatey and members of the Firewise groups spoke.
4. Mayoral Proclamation Declaring May 2024 as Affordable Housing Month Councilmember Brown read from and presented a proclamation declaring May 2024 as Affordable Housing Month. Director of Economic Development and Housing B. Lipscomb spoke.
5. Mayoral Proclamation Declaring May 5—May 11, 2024, as Professional Municipal Clerks Week
Councilmember Kalantari-Johnson read from and presented a proclamation declaring May 5—May 11, 2024 as Professional Municipal Clerks Week.
Presiding Officer's Announcements – Mayor Keeley called on Councilmember Brunner, who spoke regarding the Oral Health Summit for Santa Cruz County she attended the previous week.
Statements of Disqualification – Councilmember Kalantari-Johnson announced she is recusing herself from item 17 due to her work as a consultant for Ecology Action.
8.4 April 30, 2024 CITY COUNCIL MINUTES 6811
Additions and Deletions
Mayor Keeley called on Councilmember Newsome who stated the applicant for item 29, Workbench, submitted a number of changes on this project after the packet was published, including changes to the base density, bonus density, and inclusion of additional storage units that will be converted to ADUs, and requested waivers and concessions.
MOTION: Councilmember Newsome moved, seconded by Vice Mayor Golder, to continue item 29 to the Council meeting of May 28, 2024, and refer this item back to the Planning Commission to be heard at their meeting on May 16, 2024 for a recommendation on the applicant’s proposed changes.
Mayor Keeley opened the public comment period. The following person spoke:
Rachel Marconi
Mayor Keeley closed the public comment period.
ACTION: The motion carried unanimously with the following vote.
AYES: Councilmembers Newsome, Brown, Watkins, Brunner, KalantariJohnson; Vice Mayor Golder; Mayor Keeley.
NOES: None.
ABSENT: None.
DISQUALIFIED: None.
City Attorney Report on Closed Session – See page 6808 for the report.
Council Meeting Calendar
6. The City Council reviewed and did not revise the meeting calendar attached to the agenda.
Consent Agenda
City Engineer/Assistant Director of Public Works K. Crossley and Director of Public Works N. Nguyen responded to Council questions regarding item 21.
Councilmember Brunner made a comment on item 16.
Councilmember Kalantari-Johnson made a comment on items 9, 10, and 21.
Councilmember Watkins made a comment on items 9 and 10.
8.5 April 30, 2024 CITY COUNCIL MINUTES 6812
Consent Agenda (continued)
Councilmember Brown made a comment on item 21.
Director of Planning and Community Development L. Butler responded to Councilmember Brown’s questions regarding item 15.
Mayor Keeley opened the public comment period. The following people spoke:
James Ewing Whitman spoke regarding items 8, 11, 12, and 18.
Garrett Philipp spoke regarding items 9, 10, and 11.
Chris Osmand spoke regarding item 21.
Anthony Ruffo spoke regarding item 21.
Bradley Snyder spoke regarding item 21.
Mayor Keeley closed the public comment period.
MOTION: Councilmember Brown moved, seconded by Councilmember Watkins, to approve the Consent Agenda.
ACTION: The motion carried with the following vote.
AYES: Councilmembers Newsome, Brown, Watkins, Brunner, KalantariJohnson (with the exception of item 17); Mayor Keeley.
NOES: None.
ABSENT: Vice Mayor Golder.
DISQUALIFIED: Councilmember Kalantari-Johnson (item 17).
7. Resolution Extending the Emergency Declarations in Connection with the 2022/2023 Winter Storms and 2023/2024 Winter Storms (CA/CM) Resolution No. NS-30,315 was adopted extending by sixty days the Local Emergency Declarations in connection with the 2022/2023 and 2023/2024 winter storms.
8. Minutes of the April 9, 2024 City Council Meeting (CC) Motion carried to approve as submitted.
8.6 April 30, 2024 CITY COUNCIL MINUTES 6813
Consent Agenda (continued)
9. OPC SB 1 Grant Program- Track 1: SLR Adaptation Planning- Authorization to Submit a Grant Application for the Resilient Coast Santa Cruz 2.0: Shoreline Adaptation Blueprint Project (CM)
Motion carried to authorize the City Manager to apply for, accept, and appropriate funds from the Ocean Protection Council (OPC) Senate Bill (SB) 1 Grant Program to fund the Resilient Coast Santa Cruz 2.0: Shoreline Adaptation Blueprint Project.
10. Award Contract for Living Shorelines, Nature Based Solutions and Sand Management Feasibility Study (CM)
Motion carried to award a contract to Environmental Science Associates (ESA) for the Living Shorelines, Nature Based Solutions (NBS) and Sand Management Feasibility Study in the amount of $297,000 and reject all other proposals and to authorize the City Manager to execute an agreement in a form approved by the City Attorney with ESA for the Living Shorelines, Nature Based Solutions and Sand Management Feasibility Study.
11. United States Department of Energy’s Energy Efficiency and Conservation Block Grant Program – Authorization to Submit a Grant Application to Establish a Pilot Program to Provide Financial Assistance to City Employees Switching from GasFueled Vehicles to Electric Vehicles (CM) Resolution No. NS-30,316 was adopted authorizing the City Manager to apply for funds from the Department of Energy’s Energy Efficiency and Conservation Block Grant Program to fund a pilot program, “The City of Santa Cruz Employee Electric Vehicle Incentive Program,” to advance adoption of electric vehicles by providing City employees financial assistance to switch from gasolinepowered vehicles to electric vehicles.
12. Increase Open Purchase Order (PO) with Central Fire Protection District by $100,000 for Fleet and Apparatus Maintenance and Repairs (FD) Motion carried to reallocate funds from the FY 2024 Fire Department operating budget to increase the open PO with Central Fire District by $100,000 and to allow future POs with Central Fire District be established at $250,000.
8.7 April 30, 2024 CITY COUNCIL MINUTES 6814
Consent Agenda (continued)
13. Implementation of Local Transactions and Use Tax (FN) Motion carried to:
Adopt Resolution No. NS-30,317 authorizing the Finance Director to execute agreements with the California Department of Tax and Fee Administration for implementation of a local transactions and use tax; and Adopt Resolution No. NS-30,318 authorizing examination of sales or transactions and use tax records.
14. Liability Claims Filed Against the City of Santa Cruz (FN) Motion carried to 1) reject the liability claim of Allstate Insurance Company; and 2) deny the application by Sean M. Bergman for leave to present a late claim, based on staff recommendation.
15. Award Agreement for Code Enforcement Support for Sidewalk Vending Program. Environmental Determination: Exempt 15321 (PL) Motion carried to:
Award agreement for Willdan Engineering in the amount of $120,000; and Recognize the environmental determination and authorize the City Manager to execute the agreement and any amendments within the approved operating budget and authorized amendments budget, in a form approved by the City Attorney.
16. Pitch-In Countywide Cleanup Day (PW)
Resolution No. NS-30,319 was adopted declaring the second Saturday of May each year as “Santa Cruz County Cleanup Day.”
8.8 April 30, 2024 CITY COUNCIL MINUTES 6815
Consent Agenda (continued)
17. Active Transportation Plan Outreach Consulting – Award Contract (PW) Motion carried to award a contract to Ecology Action (Santa Cruz, CA) in the amount of $118,000 for outreach consulting for the Active Transportation Plan Update, and authorize and direct the City Manager to execute it in a form acceptable to the City Attorney.
18. Award Single Source Contract for the Installation of EV Charging Infrastructure for Medium/Heavy Duty Vehicles at the Corporation Yard - Budget Adjustment (PW)
Motion carried to:
Approve the Plans and Specifications for the installation of EV charging infrastructure at the Corporation Yard and authorize the City Manager to award and execute the Single Source construction contract to Cupertino Electric Inc (San Jose, CA) in the amount of $389,541.10 in a form acceptable to the City Attorney. The Director of Public Works is authorized to execute change orders within the approved budget; and Adopt Resolution No. NS-30,320 to amend the FY 2024 budget and appropriate funds in the amount of $197,000 for the Solar PV (photovoltaic) Expansion at the Corp Yard (c101901).
19. Scenic St Sewer Rehabilitation (c401511) – Notice of Completion (PW) Motion carried to accept the work of Golden State Construction & Utility, Inc. (San Francisco, CA) as completed per plans and specifications and authorize the filing of the Notice of Completion for the Scenic St Sewer Rehabilitation Project (c401511).
20. WWTF Southside Fence Replacement Project (m409659) – Notice of Completion (PW)
Motion carried to accept the work of Silicon Valley Paving (San Jose, CA) as completed per plans and specifications and authorize the filing of the Notice of Completion for the WWTF Southside Fence Replacement Project (m409659).
8.9 April 30, 2024 CITY COUNCIL MINUTES 6816
Consent Agenda (continued)
21. West Cliff Drive Bethany Curve Culvert (c402407) – Approval of Revised Plans and Specifications, Authorization to Award Contract, and Approval of California Environmental Quality Act (CEQA) Exemption (PW) Motion carried to:
Approve the Plans and Specifications for the West Cliff Drive Bethany Curve Culvert Project (c402407) and authorize staff to award the contract. The City Manager is hereby authorized and directed to execute an agreement in a form approved by the City Attorney. The Director of Public Works is authorized to execute change orders within the approved project budget; and
Approve the West Cliff Drive Bethany Curve Culvert Project and find the project exempt under CEQA.
22. Right-of-Way Agreement for Newell Creek Pipeline Replacement Project – Felton to Graham Hill Water Treatment Plant: Evangelical Free Church of Felton APN 065-152-17 (WT)
Resolution No. NS-30,321 was adopted authorizing and directing the City Manager to execute a Right-of-Way Agreement, in a form approved the City Attorney, between the City of Santa Cruz and Evangelical Free Church of Felton for use of their parking lot located in Felton, CA near Graham Hill Road and Zayante Road, APN 065-152-17, for the Newell Creek Pipeline Replacement Project – Felton to Graham Hill Water Treatment Plant.
End Consent Agenda
8.10 April 30, 2024 CITY COUNCIL MINUTES 6817
Consent Public Hearings
Mayor Keeley opened the public comment period. There were no speakers. Mayor Keeley closed the public comment period.
MOTION: Councilmember Watkins moved, seconded by Councilmember Brunner, to approve the Consent Public Hearing Agenda.
ACTION: The motion carried with the following vote.
AYES: Councilmembers Newsome, Brown, Watkins, Brunner, KalantariJohnson; Mayor Keeley.
NOES: None.
ABSENT: Vice Mayor Golder.
DISQUALIFIED: None.
23. 2024-2025 U.S. Department of Housing and Urban Development (HUD) Annual Action Plan and Amendment to the Citizen Participation Plan (EDH) This item was continued to May 14, 2024 and was not discussed.
24. 2nd Reading and Final Adoption of Ordinance No. 2024-08 CalPERS Contract Amendment (HR)
Ordinance No. 2024-08 was adopted approving an amendment to the contract between the Board of Administration and California Public Employees' Retirement System (CalPERS) to provide a new local ocean beach lifeguard member category 2.7% at 57 full formula and Fourth Level of 1959 Survivor Benefits with 0% prior service.
8.11 April 30, 2024 CITY COUNCIL MINUTES 6818
General Business
25. Receipt of AB 481 Annual Military Equipment Report and Renewal of SCMC Chapter 9.90 Pertaining to AB 481 Military Equipment (PD) Chief of Police B. Escalante introduced the item and responded to Council questions.
Police Sergeant J. Trog gave a presentation and responded to Council questions.
Mayor Keeley opened the public comment period. The following people spoke.
James Ewing Whitman
Peter Gelblum
Mayor Keeley closed the public comment period.
MOTION: Vice Mayor Golder moved, seconded by Councilmember Kalantari-Johnson, to:
Receive the Santa Cruz Police Department’s (SCPD) Annual Military Equipment Report; and
Adopt Resolution No. NS-30,322 renewing Chapter 9.90 of the Santa Cruz Municipal Code (SCMC) pertaining to AB 481 Military Equipment.
ACTION: The motion carried with the following vote.
AYES: Councilmembers Newsome, Watkins, Brunner, KalantariJohnson; Vice Mayor Golder; Mayor Keeley.
NOES: Councilmember Brown.
ABSENT: None.
DISQUALIFIED: None.
Council took a break at 3:12 p.m. and returned at 3:22 p.m.
8.12 April 30, 2024 CITY COUNCIL MINUTES 6819
Public Hearing
26. Public Hearing to Review the Updated 2023 Annual Compliance Report for the Delaware Addition Planned Development and Determination of Good Faith Compliance with the Material Terms of the Development Agreement and Conditions of Approval for the Proposed Lease of 100 and 400 Ingalls Alley to the University of California Santa Cruz (Environmental Determination: Not a Project/Exempt per 15061(b)(3)/Reuse of prior Environmental Impact Report) (PL)
Associate Planner II R. Zhou and Principal Planner S. Haschert gave a presentation and responded to Council questions.
Director of Planning and Community Development L. Butler responded to Council questions.
Mayor Keeley opened the public comment period. There were no speakers.
Mayor Keeley closed the public comment period.
At this time, Mayor Keeley paused this item to hear item 28.
MOTION: Councilmember Kalantari-Johnson moved, seconded by Councilmember Brunner, to adopt Resolution No. NS-30,324 acknowledging the environmental determination and finding that the applicant’s submittal is in good faith compliance with the material terms of the development agreement, with the following exception: Direct staff to process an Operating Memorandum to clarify conditions of approval and allow for affordable housing units consolidation so the owner can move forward with the amendments to the CC&Rs, lease of the units to the University, consolidation of the affordable housing units on Lot 21 of the Project (400 Ingalls Alley) in lieu of dispersing them over Lots 20 and 21 (100 and 400 Ingalls Alley), and recordation of an amended Affordable Housing Development Agreement, with the clarification that the operating memorandum memorialize the current proposal for UCSC to initially use the 62-unit building as workforce housing and acknowledging the offer of the additional 12 units of moderate rate affordable housing.
ACTION: The motion carried with the following vote.
AYES: Councilmembers Newsome, Brunner, Kalantari-Johnson; Vice Mayor Golder; Mayor Keeley.
NOES: Councilmembers Brown, Watkins.
ABSENT: None.
DISQUALIFIED: None.
8.13 April 30, 2024 CITY COUNCIL MINUTES 6820
General Business
27. Collective of Results Evidence-Based (CORE) Investments Update (CM) Assistant City Manager L. Schmidt introduced the item and responded to Council questions.
Randy Morris, County of Santa Cruz Human Services Director, gave a presentation and responded to Council questions.
Kimberly Petersen, County of Santa Cruz Deputy Director of Human Services, responded to Council questions.
Mayor Keeley opened the public comment period. The following people spoke.
Helen Ewan-Storey
Crystal Gonzalez
Reverand Beth Love
Clay Kempf
Mary Magana-Ayala
Rigoberto Estrada
Cheryl Fraenzl
Mayor Keeley closed the public comment period.
MOTION: Councilmember Kalantari-Johnson moved, seconded by Councilmember Watkins, to:
1) Accept and file staff report on the proposed Collective of Results and Evidence-based (CORE) Investments Program Request for Proposals (RFP) development and prioritization for the next funding cycle; 2) Accept staff recommendation option 1 for set aside for Affordable Housing and Shelter and direct staff to engage other cities to request a similar match to help solve the City’s shelter problem:
Utilize $1.5M of CORE funding for shelter and homeless prevention services, to be managed by the Housing for Health Partnership (H4H) and allocated as follows.
o $750K for three Low Barrier Navigation Centers geographically distributed throughout the County.
o South County - $250K of County funds
o Mid County - $250K of County funds
o North County - $250K equally combined County and City funds
8.14 April 30, 2024 CITY COUNCIL MINUTES 6821
General Business (continued)
27. Collective of Results Evidence-Based (CORE) Investments Update (CM) (continued)
MOTION (continued):
o $250K for City Armory operations from equal contributions of County and City funds. The Armory provides short-term shelter support while progress is made on long-term options.
o $500K for South County prevention services from County funds. 3) Direct staff to explore upstream/prevention dollar allocations for City of Santa Cruz residents either as part of the carve out or from some other sources as part of the CORE process;
4) Direct staff to coordinate with the Human Services Department (HSD) to release the finalized version of the CORE RFP by June 3, 2024, including any additional direction from today’s hearing, including advocacy with state entities to adjust funding distribution formulas to look at per capita rates rather than only population size and PIT count numbers; and 5) Direct staff to report back no later than October 29, 2024, with a summary of the proposals received from the CORE RFP.
ACTION: The motion carried with the following vote.
AYES: Councilmembers Newsome, Brown, Watkins, Brunner,
Kalantari-Johnson; Mayor Keeley.
NOES: None.
ABSENT: Vice Mayor Golder.
DISQUALIFIED: None.
8.15 April 30, 2024 CITY COUNCIL MINUTES 6822
General Business (continued)
28. Consideration of a Purchase Sale Agreement Between the City of Santa Cruz (City) and the City of Scotts Valley for the City-owned Property Located at the Northwest Corner of Mount Hermon Road and Kings Village Road in the City of Scotts Valley, aka Skypark, APNs 022-721-07, 022-721-08, and 022-721-09 (EDH)
Director of Economic Development and Housing B. Lipscomb spoke and responded to Council questions.
MOTION: Councilmember Newsome moved, seconded by Councilmember Kalantari-Johnson, to:
Adopt Resolution No. NS-30,323 authorizing and directing the City Manager upon confirmation by State Department of Housing and Community Development that transaction is consistent with the Surplus Lands Act, to, along with modifications of a non-substantive or conforming nature, between the City of Santa Cruz and the City of Scotts Valley for the Cityowned property located at the Northwest Corner of Mount Hermon Road and Kings Village Road in the City of Scotts Valley, in a form to be approved by the City Attorney, and authorizing the City Manager or his designee to take any further actions and execute any other related documents necessary to conclude the sale; and
Direct staff to deposit all proceeds received from the sale of the City-owned property including all payments of principal and interest from the related promissory note to the Downtown Library Affordable Housing Project.
Mayor Keeley opened the public comment period. The following person spoke.
Garrett Philipp
Mayor Keeley closed the public comment period.
ACTION: The motion carried unanimously with the following vote.
AYES: Councilmembers Newsome, Brown, Watkins, Brunner,
Kalantari-Johnson; Vice Mayor Golder; Mayor Keeley.
NOES: None.
ABSENT: None.
DISQUALIFIED: None.
At this time, Mayor Keeley returned to item 26.
8.16 April 30, 2024 CITY COUNCIL MINUTES 6823
Public Hearing
29. 1130/1132 Mission Street: CP23-0103 (APN 006-203-24, -25) Appeal of the Planning Commission Approval of the Development Proposal at 1130/1132 Mission Street Involving Nonresidential Demolition Authorization Permit to Demolish Two Commercial Buildings, Boundary Adjustment to Combine Two Parcels, and a Design Permit, Special Use Permit, Watercourse Development Permit, and Heritage Tree Removal Permit to Construct a Five-Story Mixed-Use Building Consisting of 2,627 Square Feet of Ground Floor Commercial Space and 48 Single Room Occupancy (SRO) Residential Units Above. The Project also Includes a Request for Density Bonus Including Waivers to Exceed Building Height, Setbacks, and Floor Area Ratio (FAR), as Well as Proposes to Utilize AB2097 to Reduce On-Site Parking. The Parcels Are Both Located in the CC (Community Commercial)/MU-M (Mixed-Use Medium Density) Zone District and the Mission Street Overlay Zone. Environmental Determination: Categorical Exemption 15332, In-Fill Development Projects. Owner: Douglas Wallace. (PL) This item was referred to the Planning Commission’s meeting on May 16, 2024 to provide a recommendation on the applicant’s proposed changes, and continued to the Council meeting of May 28, 2024.
Adjournment – Councilmember Watkins moved, seconded by Councilmember Brown, to adjourn. By consensus City Council adjourned at 6:02 p.m.
Respectfully Submitted:
Julia Wood, Deputy City Clerk Administrator
Attest:
Bonnie Bush, City Clerk Administrator
Approved:
Fred Keeley, Mayor
8.17 City Council
AGENDA REPORT
DATE: 04/22/2024
AGENDA OF: 05/14/2024
DEPARTMENT: City Manager
SUBJECT: Award Contract for Local Hazard Mitigation and Climate Adaptation Plan Integration and Update (CM)
RECOMMENDATION: Motion to award the contract for Local Hazard Mitigation and Climate Adaptation Plan Integration and Update services in an amount of $145,510 to AECOM Technical Services, Inc. (AECOM) and authorize the City Manager to execute an agreement with AECOM in a form to be approved by the City Attorney.
BACKGROUND: The Disaster Mitigation Act of 2000 (DMA) requires local governments to adopt a federally approved Multi-Hazard Mitigation Plan to receive pre- and post-disaster mitigation funds from the Federal Emergency Management Agency's (FEMA) Hazard Mitigation Grant Program (HMGP). The DMA emphasizes planning for disasters before they occur. Thus, the City developed and adopted its first Local Hazard Mitigation Plan (LHMP) in 2007 and subsequently adopted updated plans in 2012 and 2018. Similarly, the City developed and adopted its first Climate Adaptation Plan in 2012 and adopted an updated plan in 2018. Over 2023, the City completed substantial work to update both the 2018 LHMP and Climate Adaptation Plans but did not complete the effort due to resource and capacity constraints.
On December 18, 2023, the City obtained HMGP grant from FEMA to update and integrate the City’s Local Hazard Mitigation and Climate Adaptation Plans into one comprehensive plan document. The City intends to enhance its resilience to natural and/or climate hazards, by integrating and updating the LHMP and the Climate Adaptation Plan into one comprehensive document. This initiative seeks to address a range of natural and climate-related hazards affecting the community. The developed plan strives to inventory potential hazards that the City of Santa Cruz is most vulnerable to, assess risks to the City’s residents, buildings and critical facilities, and develop a mitigation strategy to reduce the risk of exposure using an adaptation pathways approach. The tasks include undertaking planning, hazard identification, risk assessment, finalizing mitigation strategies, public outreach/meetings, preparing, drafting and adoption of LHMP and Climate Adaptation Plan Integration and Update that meets the FEMA guidelines for approval.
Since the LHMP expired on January 18, 2024, this project is on an accelerated timeline. With an expired LHMP, the City is unable to accept certain types of FEMA grant funds. To be able to accept these types of near term FEMA grant awards that require a certified LHMP and are pending a decision, the City has filed a letter of extraordinary circumstances explaining that due to resources being diverted to address federally declared disasters in 2023, the LHMP was not
9.1 approved and adopted by the January 18, 2024 expiration date. In the letter, the City committed to and will be required to complete and adopt the LHMP (including FEMA approval) by April 8, 2025.
DISCUSSION: On February 20, 2024, staff issued a Request for Proposals (RFP) for consulting services for the LHMP and Climate Adaptation Plan Integration and Update services and received 4 proposals. Proposals were opened by the evaluation committee composed of senior City staff. All proposals were evaluated based on the criterion in the RFP and the qualifications presented by the consultants.
The most qualified proposal was submitted by AECOM Technical Services, Inc. (AECOM).
AECOM will work with the City project manager, staff project team, and plan steering committee throughout the planning process and review identified hazards, update the risk assessment, review and refine mitigation strategies, lead equitable public outreach, prepare versions of Plan documents that meet California and Federal accessibility requirements, make revisions necessary for FEMA approval and participate in the City Council adoption process.
AECOM is able to produce the deliverables as per the grant requirements on the accelerated time frame.
FISCAL IMPACT: AECOM’s fee for consulting services is $145,510 to complete the scope of work (see attached). The FEMA HMGP award was appropriated into project number p102403 (CoSC Climate Adaptation Plan Integration) earlier in the year to carry out the overall grant scope of work including the AECOM services.
Prepared By:
Tiffany Wise-West
Sustainability and Resiliency
Officer
Submitted By:
Laura Schmidt
Assistant City Manager
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. PURCHASE SERVICE AGREEMENT.PDF
9.2 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 1
Professional Services Agreement With
AECOM TECHNICAL SERVICES, INC. (AECOM)
For LHMP + CLIMATE ADAPTATION PLAN INTEGRATION AND UPDATE THIS AGREEMENT for professional services is made by and between the City of Santa Cruz (“City”) and AECOM Technical Services, Inc. (“Consultant”) (each is referred to individually as a “Party” and collectively, as the “Parties”) as of May ____, 2024 (the “Effective Date”).
NOW, THEREFORE, in consideration of each other’s mutual promises, the Parties hereto agree as follows:
SECTION 1: SCOPE OF WORK
Consultant will furnish services as defined and described in the Scope of Work, attached hereto as Exhibit A and incorporated herein.
SECTION 2: RESPONSIBILITIES OF CONSULTANT
All work performed by Consultant, or under Consultant’s direction, shall be rendered in accordance with the generally accepted practices, and to the standards of, Consultant's profession currently employed by members of the same profession in the same locality. Consultant represents and agrees that Consultant: (i) is fully experienced and properly qualified to perform the work and services provided for herein, (ii) has the financial capability required for the performance of the work and services, and (iii) is properly equipped and organized to perform the work and services in a competent, timely, and proper manner, in accordance with the requirements of this Agreement.
Consultant shall not undertake any work beyond the Scope of Work set forth in Exhibit A unless such additional work is approved in advance and in writing by City. The cost of such additional work shall be reimbursed to Consultant by City on the same basis as provided for in Section 4.
If, in performing the work, it is necessary to conduct field operations, security and safety of the job site will be the Consultant's responsibility excluding, the security and safety of any facility of City within the job site which is not under the Consultant's control.
Consultant shall meet with Laura Schmidt, Assistant City Manager of the City Manager’s Office, hereinafter called "Director", or other designated and authorized City personnel, or third parties as necessary, on all matters connected with carrying out of Consultant’s services described in Exhibit A. Such meetings shall be held at the request of either Party. Review and City approval of completed work shall be obtained monthly, or at other intervals as may be mutually agreed upon during the course of this Agreement. Review, approval, or acceptance of Consultant’s work by City or others shall not relieve Consultant from responsibility for errors and omissions in Consultant’s work.
SECTION 3: RESPONSIBILITIES OF THE CITY
City shall make available to Consultant all necessary data and information in the City's possession and shall actively assist Consultant in obtaining such information from other agencies and individuals as needed. Consultant is entitled to reasonably rely upon the accuracy and completeness of such data and information, and Consultant shall provide City prompt written notice of any known defects in such data and information.
The Director may authorize a staff person to serve as his or her representative. The work in progress shall be reviewed at such intervals as may be mutually agreed upon between the Parties. The City will be the sole judge of
9.3 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 2
acceptable work, provided that such approval will not be unreasonably withheld or delayed. If the work is not acceptable, City will inform Consultant of the changes or revisions necessary to secure approval.
SECTION 4: FEES AND PAYMENT
For services actually performed, the City will compensate Consultant at the rates set forth in the Fee Schedule detailed in Exhibit B and in accordance with the terms set forth therein. Payment for Consultant's services in carrying out the entire Scope of Work shall be made within the budget limit, or limits shown, upon Exhibit B. Such payment shall be considered the full compensation for all personnel, materials, supplies, and equipment used by Consultant in the Scope of Work.
Consultant agrees that the payments to Consultant specified in this Section 4 will constitute full and complete compensation for all obligations assumed by Consultant under this Agreement. Where conflicts regarding compensation may occur, the provisions of this section apply.
Variations from the budget for each task which are justified by statements indicating personnel time expended and submittal of a revised budget are only allowed with prior City approval; however, in no event shall the total fee charged for the Scope of Work set forth in Exhibit A exceed the budget of $145,510 without advance written City authorization in the form of an amendment or change order.
Invoices shall detail the time worked by each class of employee on each task and the expenses incurred for which billing is made. Invoices shall indicate the percentage completion of each work task as identified in the Scope of Work in Exhibit A and the overall percentage of completion of the total required services. Unless otherwise specified in the fee schedule, payments shall be made monthly by the City within 30 days based on itemized invoices from the Consultant which list the actual costs and expenses.
All invoices shall contain the following affidavit signed by Consultant (if individual) or by an authorized representative of Consultant (if Consultant is an entity):
"I hereby certify [or as an authorized representative of Consultant] that the charge of (Insert invoice amount) as summarized above and shown in detail on the attachments, is in accordance with the terms of Agreement dated (Insert Agreement Date), and has not been previously paid." This Agreement is contingent upon the appropriation of sufficient funding by the City for the services covered by this Agreement. If funding is reduced or deleted by the City for the services covered by this Agreement, the City has the option without penalty or liability to either terminate this Agreement or to offer an amendment to this Agreement indicating the reduced amount.
SECTION 5: TRAVEL REIMBURSEMENT POLICY
The City shall not be responsible for any travel, meal, or lodging reimbursements to Consultant and/or Consultant’s employees.
SECTION 6: CHANGES IN WORK
City may negotiate changes in the Scope of Work. No changes in the Scope of Work shall be made without the written approval of City and Consultant. Any change requiring compensation in excess of the sum specified in Exhibit B shall be approved in advance in writing by the City. Only City’s authorized representative(s) is authorized to approve changes to this Agreement on behalf of City.
9.4 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 3
SECTION 7: TERM AND SCHEDULE
The term of this Agreement shall be on the effective date of this Agreement and terminating on June 30, 2025.
Consultant shall begin work as specified in a written authorization (e.g., Notice to Proceed) to perform services. The written authorization to perform work shall not be issued until after this Agreement has been approved and authorized by the City.
The Work Schedule for completion of the work shall be as shown upon Exhibit C. In the event that major changes are ordered, the schedule for completion as stated in Exhibit C may be adjusted by City so as to allow Consultant a reasonable period of time within which to complete any additional work which may be required as a result of the ordered changes.
Neither party will be held responsible for delay or default caused by declared emergencies, natural disasters, or any Force Majeure event which is beyond the party's reasonable control. Consultant will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of the cause, diligently pursue performance of its obligations in this Agreement. In the event of any delay resulting from such causes, the time for performance of each of the parties hereto (including payment of monies) shall be extended for a period of time reasonably necessary to overcome the effect of such delay.
The City reserves the right to obtain the item(s) and/or services covered by this Agreement from another source during any on-going suspension of service due to the circumstances outlined above.
Consultant acknowledges that it is necessary for Consultant to complete its work on or before the completion date set forth in Exhibit C in order to allow the City to achieve its objectives for entering into this Agreement. The Parties therefore agree that time is a material element in the performance of this Agreement.
SECTION 8: TERMINATION
The City may terminate the Agreement for any reason by providing written notice to Consultant not less than 10 calendar days prior to an effective termination date.
The City may, at its option, allow Consultant to cure its failure to perform within 10 business days (or longer period authorized in writing by the City) from the date of the City’s termination notice. The termination shall be become effective if Consultant has not cured within the specified time period to the City’s satisfaction.
Consultant may terminate this Agreement for cause if the City fails to cure a material default in performance within a period of 30 calendar days (or such longer period agreed to by the Consultant), from the date of the Consultant’s written termination notice specifying the default in performance. Consultant must provide a notice of termination to the City not less than 30 calendar days of the effective termination date.
Upon notice of termination by either the City or Consultant, the Consultant will immediately act to not incur any additional obligations, costs or expenses, except as may be reasonably necessary to terminate its activities. The City’s only obligation to the Consultant will be just and equitable payment for services authorized by, and received to the satisfaction of, the City up to and including the effective date of termination less any amounts withheld. All finished or unfinished work or documents procured or produced under the Agreement will become property of the City upon the termination date. In the event of Consultant’s failure to perform pursuant to the Agreement, the City reserves the right to obtain services elsewhere and Consultant will be liable for the difference between the prices set forth in the terminated Agreement and the actual cost to the City. Termination of the Agreement pursuant to this
9.5 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 4
paragraph shall not relieve the Consultant of any liability to City for additional costs, expenses, or damages sustained by City due to failure of the Consultant to perform pursuant to the Agreement. City may withhold any payments to Consultant for the purpose of set-off until such time as the exact amount of damages due City from Consultant is determined. After the effective date of termination, Consultant will have no further claims against the City under the Agreement. No other compensation will be payable for anticipated profit on unperformed services.
SECTION 9: INSURANCE
Prior to the beginning of and throughout the duration of the Agreement, Consultant will maintain and comply with the Insurance Requirements as set forth in Exhibit D. Consultant will insure the City against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder. The insurance coverages required shall not in any way limit the liability of the Consultant.
SECTION 10: INDEMNIFICATION
Consultant agrees, to the fullest extent permitted by law, to indemnify, defend, and hold harmless the City, its officials, officers, employees, and authorized agents (collectively, “Indemnitees”) from and against liability, claim, action, loss, injury, damage, judgment, or expense, including reasonable attorneys’ fees and costs (“Losses”) to the extent caused by or resulting from the negligence, recklessness, or willful misconduct of Consultant, Consultant’s officers, employees, agents, or subcontractors in any way related to this Agreement. Consultant’s duty to indemnify and hold harmless Indemnitees shall not apply to the extent such Losses are caused by the sole or active negligence or willful misconduct of Indemnitees. Consultant’s obligation to defend shall arise regardless of any claim or assertion that Indemnitees caused or contributed to the Losses.
In the event this Agreement involves the performance of design professional services by Consultant, Consultant’s officers, employees, agents, or subcontractors, Consultant’s costs to defend Indemnitees shall not exceed the Consultant’s proportionate percentage of fault per Civil Code §2782.8. This section shall survive the termination or expiration of this Agreement.
SECTION 11: EQUAL EMPLOYMENT OPPORTUNITY/NON-DISCRIMINATION POLICIES City’s policies promote a working environment free from abusive conduct, discrimination, harassment, and retaliation; and require equal opportunity in employment for all regardless of race, religious creed (including religious dress and grooming practices), color, national origin (including language use restrictions), ancestry, religion, disability (mental and physical), medical condition, sex, gender (including gender identity and gender expression), physical characteristics, marital status, age, sexual orientation, genetic information (including family health history and genetic test results), organizational affiliation, and military or veteran status, or any other consideration made unlawful by local, State or Federal law. City requires Consultant to comply with all applicable Federal and State and local equal employment opportunity laws and regulations, and Consultant is responsible for ensuring that effective policies and procedures concerning the prevention of abusive conduct, discrimination, harassment, and retaliation exist in Consultant’s business organization. The City’s current Equal Employment Opportunity and Non-Discrimination policies to which this Section applies may be viewed at http://www.codepublishing.com/CA/SantaCruz/?SantaCruz09/SantaCruz0983.html and http://www.cityofsantacruz.com/home/showdocument?id=59192.
SECTION 12: LEGAL ACTION/ATTORNEYS’ FEES
If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief. The laws of the State of California, with jurisdiction in the Santa Cruz County Superior Court, shall govern all matters relating to the validity, interpretation, and
9.6 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 5
effect of this Agreement and any authorized or alleged changes, the performance of any of its terms, as well as the rights and obligations of Consultant and the City.
SECTION 13: AMENDMENTS
This Agreement may not be amended in any respect except by way of a written instrument which expressly references and identifies this particular Agreement, which expressly states that its purpose is to amend this particular Agreement, and which is duly executed by the City and Consultant. Consultant acknowledges that no such amendment shall be effective until approved and authorized by the City’s authorized representative. No representative of the City is authorized to obligate the City to pay the cost or value of services beyond the scope of services set forth in Exhibit A.
Such authority is retained solely by the City Manager, Director, or their designee. Unless expressly authorized by the City Manager or Director, Consultant’s compensation shall be limited to that set forth in Exhibit B, Fee Schedule.
SECTION 14: MISCELLANEOUS PROVISIONS
1. Project Manager/Key Staff. Director reserves the right to evaluate and confer with Consultant regarding the project manager or other key staff assigned by Consultant to perform the work under this Agreement. Consultant shall replace the project manager or key staff upon Director’s request due to Director’s concern about their performance.
Otherwise, no change in assignment by the Consultant may occur without prior written approval of the City.
Notwithstanding the forgoing, no Key Staff shall be changed without the written consent of the City unless such Key Staff persons becomes unavailable to perform his or her duties because of death, disability or termination of employment, however that a Key Staff person shall be removed at Director’s request. Director and Consultant shall agree on a mutually acceptable substitute for any Key Staff person who is no longer working on the services.
Consultant shall notify the City promptly of any incapacitation, resignation or termination of any Key Staff person and shall promptly replace such individual with an individual approved in advance by the City in writing.
2. Consultant Services Only. Consultant is employed to render professional services only and any payments made to Consultant are compensation solely for such professional services.
3. Independent Contractor. In the performance of this Agreement, it is expressly understood that Consultant, including each of Consultant’s employees, agents, subcontractors or others under Consultant’s supervision or control, is an independent contractor solely responsible for its own acts and omissions, and shall not be considered an employee of the City for any purpose. Consultant agrees to indemnify, defend and hold harmless the City, its officials, officers, employees, and agents against any claim or liability, including attorneys’ fees and costs, arising in any manner related to this Agreement that an employee, agent or others under Consultant’s supervision or control was misclassified.
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
4. Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.
9.7 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
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5. Subcontractors. Consultant shall obtain prior approval of the City prior to subcontracting of any work pursuant to this Agreement. If at any time, the City determines any subcontractor is incompetent or unqualified, Consultant will be notified and will be expected to immediately cancel the subcontract. Consultant shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein, including naming the City of Santa Cruz, its officers, officials, employees, and authorized agents as additional insureds. Any modification to the insurance requirements for subcontractors must be agreed to by the City in writing.
Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors or subconsultants, and of persons either directly or indirectly employed by them, as it is for the acts and omissions of persons directly employed by Consultant. Consultant’s obligation to pay its subconsultants is an independent obligation from the City’s obligation to make payments to the Consultant.
6. Assignment. This Agreement shall not be assigned without first obtaining the express written consent of the Director or after approval of the City Council. Neither party may assign this Agreement unless this Agreement is amended in accordance with its terms.
7. Conflicts of Interest. Consultant agrees to comply with conflict of interest lawsin performing the work and services under this Agreement. Consultant covenants (on behalf of Consultant and Consultant’s employees, agents, representatives, and subcontractors) that there is no direct or indirect interest, financial or otherwise, which would conflict in any manner or degree with the performance of services required under this Agreement. Consultant acknowledges and agrees to comply with applicable provisions of conflict of interest law and regulations, including the CA Political Reform Act, Sections 1090 and 87100 of the Government Code, and the City’s conflict of interest code. Consultant will immediately advise City if Consultant learns of a conflicting financial interest of Consultant during the term of this Agreement.
8. City Property. The work, or any portion, of Consultant in performing this Agreement shall become the property of City upon payment in full for Consultant’s work product. The Consultant may be permitted to retain copies of such work for information and reference in connection only with the provision of services for the City. All materials and work product, whether finished or unfinished, shall be delivered to City upon completion of contract services or termination of this Agreement for any reason. Consultant acknowledges and agrees that the work product shall be considered a work made for hire within the meaning of the patent and copyright laws of the United States; and Consultant agrees that all copyrights which arise from creation of project-related documents and materials pursuant to this Agreement shall be vested in the City and Consultant waives and relinquishes all claims to copyright or other intellectual property rights in favor of City. Any work product related to this Agreement shall be confidential, not to be used by the Consultant on other projects or disclosed to any third party, except by agreement in writing by the City, or except as otherwise provided herein. Consultant’s final deliverables shall comply with Section 508 (29 U.S.C. Section 794d) accessibility requirements, as applicable.
9. Intellectual Property and Indemnity. Consultant represents to City that, to the best of Consultant’s knowledge, any Intellectual Property (including but not limited to: patent, patent application, trade secret, copyright and any applications or right to apply for registration, computersoftware programs or applications, tangible or intangible proprietary information, or any other intellectual property right) in connection with any services and/or products related to this Agreement does not violate or infringe upon any Intellectual Property rights of any other person or entity.
To the fullest extent permitted by law, Consultant agrees to indemnify, defend, and hold harmless City, its officials, officers, employees, and agents, from any and all claims, demands, actions, liabilities, damages, or expenses (including reasonable attorneys’ fees and costs) arising out of a claim of infringement, actual or alleged, direct or contributory, of any Intellectual Property rights in any way related to Consultant’s
9.8 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
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performance under this Agreement or to the City’s authorized intended or actual use of Consultant’s product or service under this Agreement. This provision shall survive termination or expiration of this Agreement.
If any product or service becomes, or in the Consultant’s opinion is likely to become, the subject of a claim of infringement, the Consultant shall, at its sole expense: (i) provide the City the right to continue using the product or service; or (ii) replace or modify the product or service so that it becomes non-infringing; or (iii) if none of the foregoing alternatives are possible even after Consultant’s commercially reasonable efforts, in addition to other available legal remedies, City will have the right to return the product or service and receive a full or partial refund of an amount equal to the value of the returned product or service, less the unpaid portion of the purchase price and any other amounts, which may be due to the Consultant. City shall have the right to retrieve its data and proprietary information at no charge prior to any return of the product or termination of service.
10. Confidentiality.
a. Consultant shall not acquire any ownership interest in data and information (“City Data”) received by Consultant from City, which shall remain the property of the City. Certain information may be considered confidential (“Confidential Information”). Confidential Information shall mean all information or proprietary materials (in every form and media) not generally known to the public and which has been or is hereafter disclosed or made available directly or indirectly to Consultant through any means of communication, either verbally or in writing even if it has not been designated in writing as “Confidential” to Consultant in connection with this Agreement. Unless otherwise required by law, Consultant shall not, without City’s written permission, use or disclose City Data and/or Confidential Information other than in the performance of the obligations under this Agreement. As between Consultant and City, all City Confidential Information shall remain the property of the City. Consultant shall not acquire ownership interest in the City’s Confidential Information.
b. Consultant shall be responsible for ensuring and maintaining the security and confidentiality of City Data and Confidential Information, protect against any anticipated threats or hazards to the security or integrity of City Data and Confidential Information, protect against unauthorized access to or use of City Data and Confidential Information that could result in substantial harm or inconvenience to City or any end users; and ensure the proper return and/or disposal of City Data and Confidential Information upon termination of this Agreement with notice to the City. Notwithstanding the forgoing, Consultant may retain a copy of City Data and Confidential information for legal, regulatory, or corporate governance purposes or stored in computer back-ups or similar archives, provided that Consultant does not use the City Data and Confidential Information for any other purposes and provided that the obligations set forth herein shall survive for an indefinite term.
c. Consultant shall take appropriate action to address any incident of unauthorized access to City Data and Confidential Information, including addressing and/or remedying the issue that resulted in such unauthorized access, notifying City as soon as possible of any incident of unauthorized access to City Data and Confidential Information, or any other breach in Consultant’s security that materially affects City or end users; and be responsible for ensuring compliance by its officers, employees, agents, and subcontractors with the confidentiality provisions hereof. Should confidential and/or legally protected City Data be divulged to unauthorized third parties, Consultant shall comply with all applicable federal and state laws and regulations, including but not limited to California Civil Code sections 1798.29 and 1798.82 at Consultant’s sole expense. Consultant shall not charge City for any expenses associated with Consultant’s compliance with these obligations.
9.9 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
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d. Consultant shall defend, indemnify and hold harmless City, its officials, officers, employees and agents against any claim, liability, loss, injury or damage (including attorneys’ fee and costs) arising out of, or in connection with, the unauthorized use, access, and/or disclosure of City Data and/or Confidential Information by Consultant and/or its agents, employees or subcontractors, excepting only loss, injury or damage caused by the sole negligence or willful misconduct of the City. This provision shall survive the termination or expiration of this Agreement.
11. Consultant's Records/Audits. Consultant shall maintain accurate accounting records and other written documentation pertaining to the costs incurred relating to this Agreement for examination and audit by the City, State, or federal government, as applicable, in compliance with Gov. Code §8546.7 for a contract in excess of $10,000, or in compliance with other applicable federal laws (e.g. 48 CFR 31) or regulations for a period of at least three (3) years from the date of the final City payment for Consultant's services, or from the date of final disposition of real property or equipment acquired with federal funds, or date of the termination of this Agreement, whichever is later. If Consultant engages a subcontractor to perform work related to this Agreement with a cost of $10,000 or more over a 12-month period, such subcontract shall contain these same requirements. This provision shall survive the termination of this Agreement.
12. Certification for Contracts, Grants, Loans, and Cooperative Agreements. The undersigned for the Consultant certifies, to the best of their knowledge and belief, that: (i) 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 an 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. (ii) 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. (iii) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code.. The Consultant certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. Chap. 38, Administrative Remedies for False Claims and Statements, apply to this certification and disclosure, if any.
13. Debarment and Suspension. (1) This contract is a covered transaction for the purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, the contractor is required to verify that none of the contractor’s principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (3) This certification is a material representation of fact relied upon by City. If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The bidder or proposer agrees to comply with the requirements of2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer
9.10 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
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is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions.
14. California Public Records Act. City is a public agency subject to the disclosure requirements of the California Public Records Act (“CPRA”). If Consultant’s proprietary information is contained in documents or information submitted to City, and Consultant claims that such information falls within one or more CPRA exemptions, Consultant must clearly mark such information “Confidential and Proprietary,” and identify the specific lines containing the information. In the event of a request for such information, City will make best efforts to provide notice to Consultant prior to such disclosure. If Consultant contends that any documents are exempt from the CPRA and wishes to prevent disclosure, it is required to obtain a protective order, injunctive relief, or other appropriate remedy from a court of law in Santa Cruz County before the City is required to respond to the CPRA request. If Consultant fails to obtain such remedy within the time the City is required to respond to the CPRA request, City may disclose the requested information without any liability. Consultant further agrees that it shall defend, indemnify and hold City harmless against any claim, action or litigation (including but not limited to all judgments, costs, and attorney’s fees) that may result from denial by City of a CPRA request for information arising from any representation, or any action (or inaction), by the Consultant.
15. Compliance with Laws. All activities of Consultant, its employees, subcontractors and/or agents will be carried out in compliance with all applicable federal, state, and local laws and regulations. Consultant further agrees to comply with the covenant of good faith and fair dealing and other provisions of Santa Cruz Municipal Ordinance chapter 3.09, or otherwise Consultant may be subject to penalties including being declared an irresponsible contractor.
If any changes to this Agreement result in the not to exceed budget, specified in Section 4, above exceeding $150,000, then automatically, the following Clean Air Act and Federal Water Pollution Control Act provisions will apply.
Clean Air Act:
1) The Consultant agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. 2) The Consultant agrees to report each violation by Consultant during performance of Consultant’s work to the City of Santa Cruz and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency (FEMA), and the appropriate Environmental Protection Agency Regional Office. 3) The Consultant agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with federal assistance provided by FEMA.
Federal Water Pollution Control Act:
1) The Consultant agrees to comply with all applicable standards, orders, or regulations issued pursuant to the federal Water Pollution Control Act, as amended, 33 U.S.C. § 1251 et seq. 2) The Consultant agrees to report each violation by Consultant during performance of Consultant’s work to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency (FEMA) and the appropriate Environmental Protection Agency Regional Office. 3) The Consultant agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with federal assistance provided by FEMA.
16. Licensure. Consultant agrees that Consultant, its subcontractors and/or agents (if any) has/have complied with all applicable federal, state, and local licensing requirements and agrees to provide proof of a current City of Santa Cruz Business Tax Certificate if:
• Consultant, its subcontractor(s) and agent(s) or its business is/are located in the City of Santa Cruz; • Will perform actual work in the City of Santa Cruz for 6 or more days annually; or
9.11 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
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• Will use company vehicles to deliver within the City of Santa Cruz for 6 or more days annually.
For additional information and licensing requirements, view the City’s Business Licenses and Permits webpage or call the Revenue and Taxation division at 831/420-5070.
17. Living Wage. Every contract for services to the City for $10,000 or more, is subject to City of Santa Cruz Living Wage Ordinance number 2000-25. If applicable, Consultant agrees to comply with the requirements of the Living Wage ordinance as provided in Santa Cruz Municipal Code Chapter 5.10.
18. Prevailing Wages for Public Work. To the extent that the work or services to be performed under this Agreement may be considered a “public work” (construction, alteration, demolition, or repair work) pursuant and subject to Labor Code section 1720 et seq., Consultant (and any subconsultant performing the work or services) shall conform to any and all prevailing wage requirements applicable to such work/and or services under this Agreement. Consultant (and any subconsultant) shall adhere to the prevailing wage determinations made by the Director of Industrial Relations (DIR) pursuant to California Labor Code Part 7, Chapter 1, Article 2, applicable to the work, if any. All workers employed in the execution of a public works contract (as such term is defined California Labor Code section 1720 et seq. and section 1782(d)(1)) must be paid not less than the specified prevailing wage rates for the type of work performed. (CA Labor Code sections 1720, 1774 and 1782.) To the extent applicable to the scope of work and services under this Agreement, Consultant agrees to be bound by the state prevailing wage requirements, including, but not limited to, the following:
a. If a worker is paid less than the applicable prevailing wage rate owed for a calendar day (or any portion thereof), Consultant shall pay the worker the difference between the prevailing wage rate and the amount actually paid for each calendar day (or portion thereof) for which the worker(s) was paid less than the prevailing wage rate, as specified in Labor Code section 1775; b. Consultant shall maintain and make available payroll and worker records in accordance with Labor Code sections 1776 and 1812;
c. If Consultant employs (and/or is legally required to employ) apprentices in performing the work and/or services under this Agreement, Consultant shall ensure compliance with Labor Code section 1777.5; d. Consultant is aware of the limitations imposed on overtime work by Labor Code sections 1810 et seq. and shall be responsible for any penalties levied in accordance with Labor Code section 1813 for failing to pay required overtime wages;
e. Consultant shall post a copy of the applicable wage rates at each jobsite at a location readily available to its workers.
f. Any failure of Consultant and/or its subconsultant to comply with the above requirements relating to a public work project shall constitute a breach of this Agreement that excuses the City’s performance of this Agreement at the City’s sole and absolute option and shall be at the sole risk of Consultant. Consultant on behalf of itself and any subconsultant, agree to indemnify, defend and hold harmless the City and its officials, officers, employees, and agents from and against any and all claims, liabilities, losses, costs, expenses, attorney’s fees, damages, expenses, fines, financial consequences, interest, and penalties, of any kind or nature, arising from or relating to any failure (or alleged failure) of the Consultant and any subconsultant to pay prevailing wages or to otherwise comply with the requirements of prevailing wage law relating to a public work.
g. Consultant acknowledges that it and/or any subconsultant may not engage in the performance of any contract for public work unless currently registered with the DIR and qualified to perform public work
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pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].
19. Storm Water Requirements. To the extent applicable to the Scope of Work under this Agreement, Consultant, Consultant’s employees, subcontractors, and agents are required to abide by the applicable City of Santa Cruz Storm Water Best Management Practices (BMPs) for the duration of the work. The City’s mandatory Storm Water BMPs, which are listed according to the type of work, operations, or business, are located on the City website at: https://www.cityofsantacruz.com/government/city-departments/public-works/stormwater/bestmanagement-practices
20. Dispute Resolution. The Parties agree to attempt in good faith to resolve through negotiation any dispute, claim or controversy arising out of or relating to this Agreement. Either party may initiate negotiations by providing written notice in letter form to the other party, setting forth the subject of the dispute and the relief requested.
Promptly upon such notification, the Parties shall meet at a mutually agreeable time and place in order to exchange relevant information and perspective, and to attempt to resolve the dispute. In the event that no resolution is achieved, and if, but only if, the parties mutually agree, then prior to pursuing formal legal action, the parties shall make a good faith effort to resolve the dispute by non-binding mediation or negotiations between representatives with decision-making power, who, to the extent possible, shall not have had substantive involvement in the matters of the dispute. To the extent that the dispute involves or relates to a public works project, the Parties agree to attempt to resolve the dispute by complying with the claims process as set forth in Public Contract Code sections 9204(e), 20104-20104.6, but without waiving the requirements of the California Tort Claims Act, Gov’t Code section 800 et seq. unless otherwise agreed to by the Parties.
21. Force Majeure. Neither party hereto shall be considered in default in the performance of its obligation hereunder to the extent that the performance of any such obligation is prevented or delayed by an act of God, natural disaster, pandemic, acts of terrorism, war, a strike, lockout or other labor difficulty, or other peril, which is beyond the reasonable control of the affected party and without the negligence of the respective Parties. Each party hereto shall give notice promptly to the other of the nature and extent of any Force Majeure claimed to delay, hinder or prevent performance of the services under this Agreement. Each Party will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of the cause, diligently pursue performance of its obligations in this Agreement. In the event either party is prevented or delayed in the performance of its respective obligation by reason of such Force Majeure, the only remedy is that there may be an equitable adjustment of the schedule based on City’s sole discretion.
22. Complete Agreement. This Agreement, along with any attachments, is the full and complete integration of the Parties’ agreement with respect to the matters addressed herein, and that this Agreement supersedes any previous written or oral agreements between the Parties with respect to the matters addressed herein. Unless otherwise stated, to the extent there is any conflict between this Agreement and any other agreement (written or oral), the terms of this Agreement shall control.
23. Severability. The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the other provisions unenforceable, invalid or illegal.
24. Waiver. Waiver by any party of any portion of this Agreement shall not constitute a waiver of the same or any other portion hereof.
25. Governing Law. This Agreement shall be governed by and interpreted in accordance with California law.
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26. Contract Interpretation. Each party acknowledges that it has reviewed this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.
27. MacBride Principles/Peace Charter. City of Santa Cruz Resolution NS-19,378 (7/24/90) encourages all companies doing business in Northern Ireland to abide by the MacBride Principles and Peace Charter.
28. Notices. If either party shall desire or is required to give notice to the other such notice shall be given in writing, via email, and concurrently delivered by: (a) personal delivery, in which case notice is effective upon delivery; (b) overnight courier (i.e., Federal Express) with charges prepaid or charged to the sender’s account, in which case notice is effective when delivered; (c) priority U.S. Mail, in which case notice shall be deemed delivered on the second business day after the deposit thereof with the U.S. Postal Service. Notices shall be addressed to recipient as follows:
To CITY:
City Manager’s Office
Dr. Tiffany Wise-West, P.E.
809 Center Street Room 9/10
Santa Cruz, CA 95060
Email: [email protected]
Phone: 831 – 420 - 5433
To CONSULTANT:
AECOM
Peter Torrey
300 Lakeside Drive
Oakland, CA 94612
Email: [email protected]
Phone: 714 – 721 - 5993
Changes to the above information shall be given to the other party in writing ten (10) business days before the change is effective.
29. Counterparts. The Parties may execute this Agreement in two or more counterparts, which shall, in the aggregate, be deemed an original but all of which, together, shall constitute one and the same instrument. A scanned, electronic, facsimile or other copy of a party’s signature shall be accepted and valid as an original.
30. Warranty of Authority. The signatories to this Agreement warrant and represent that each is authorized to execute this Agreement and that their respective signatures serve to legally obligate their respective representatives, agents, successors and assigns to comply with the provisions of this Agreement. [SIGNATURES ON FOLLOWING PAGE]
9.14 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
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Approved As To Form:
By: _____________________________ Date: __________________ Office of the City Attorney
CITY OF SANTA CRUZ
By: _____________________________ Date: __________________ Matt Huffaker
City Manager
CONSULTANT
By: _____________________________ Date: __________________ Printed: ___________________________ Title: __________________ By: _____________________________ Date: __________________ Printed: ___________________________ Title: __________________ Signature Requirements for Business Corporation – 2 officer signatures required (one from each group, unless person signing holds officer positions in both Group 1 and 2):
Group 1: Chief Executive Officer, Chairman of the Board, President, or Vice President Group 2: Secretary, Assistant Secretary, Chief Financial Officer, Treasurer, Assistant Treasurer April 25, 2024
Peter Torrey Associate Vice President
4/25/2024
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EXHIBIT A: SCOPE OF WORK
Task 1 – Project Management and Facilitation of the Planning Process Subtask 1a. Project Management. AECOM employs a project management methodology that is highly successful and embodies certain organizational principles, repeatedly used as keystones to achieve a fully integrated effort that meets standards of quality and safety, adheres to cost estimates, and schedules, and attains client acceptance.
The AECOM Project Manager and Hazard Mitigation Lead will hold a one-hour virtual (with potential for inperson) kick-off meeting with the City’s LHMP-CAP Project Manager at the beginning of the project to confirm expectations, align processes, refine proposed tasks and workflow activities discussed herein, and validate/revise the project schedule as considered necessary for the timely submittal of the plan for approval and adoption. A virtual option can be made available for those members who may not be able to join in person.
AECOM’s Project Manager and members of the Core Planning Team (as considered necessary) will conduct 30- minute virtual meetings via Microsoft Teams every two weeks for 10 months with the City’s LHMP-CAP Project Manager to address issues, questions or concerns, and discuss upcoming milestones and deliverables. AECOM will prepare and send meeting agendas 5 business days in advance and provide meeting minutes with associated action items 5 business days after each meeting. At the conclusion of the planning process (post adoption and approval), AECOM will work with members of the Core Planning Team to identify up to 5 mitigation actions and adaption strategies that may be eligible for future HMGP funding. AECOM will assist the Core Planning Team in developing the project/plan information, problem statement, solution description, benefit cost analysis statement (not a full BCA but rather documented history and data of the hazard), and LHMP information requirements for Cal OES NOIs.
AECOM will maintain a Project Schedule in Microsoft Project including tasks, meetings, and deliverables therein.
Monthly narrative and financial progress reports will be prepared for the City’s LHMP-CAP Project Manager on a monthly basis. AECOM will also assist the City’s LHMP-CAP Project Manager with the preparation of FEMA quarterly reports.
Subtask 1b. Document Restructuring. The AECOM team will work with the City’s LHMP-CAP Project Manager to restructure the 2024-2029 LHMP-CAP to be more concise and follow the plan requirements in order with and as outlined in FEMA’s Local Mitigation Planning Policy Guide FP-206-21-002 and FEMA Local Mitigation Plan Review Tool including: Element A (Planning Process), Element B (Risk Assessment), Element C (Mitigation Strategy), Element D (Plan Maintenance), Element E (Plan Update), and Element F (Plan Adoption).
This subtask will also include hours for the core planning team/project manager to go through work that the City has completed to-date.
AECOM will develop appendices to support the main document and will include Planning Process, Hazard Identification, Risk Assessment, 5-Year Mitigation and Adaptation Strategies, Long-Term Adaptation Strategies, and Plan Adoption.
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ADAPTATION PLAN INTEGRATION AND UPDATE
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Subtask 1c. Plan Steering Committee (PSC). The AECOM Project Manager and Core Planning Team will lead up to five, one-hour meetings with the PSC. The kick-off meeting will be in person with the AECOM Project Manager and Hazard Mitigation Lead. The following purpose/topics are proposed for the five meetings:
• Project kick-off: provide an overview of the Disaster Management Act of 2000, the LHMP-CAP update process, review findings of the community surveys that have been conducted by the City to-date, finalize hazards to be profiled and assets to be analyzed, and discuss integration of climate adaptation strategies into the updated plan.
• Draft risk assessment: review the draft hazard figures and draft risk assessment and kick-off the hazard mitigation and climate adaptation strategies.
• Draft mitigation and adaptation strategies: review the draft mitigation projects, prioritization process, and incorporation of climate adaptation strategies.
• Administrative Draft Plan: present Administrative Draft Plan. • Project closeout: provide an overview of the LHMP-CAP website and interactive mapping features, plan maintenance procedures, and potential hazard mitigation funding opportunities During the project closeout meeting, AECOM will discuss Cal OES’s Best Practices for HMGP Application Submission including eligible City projects and the use of Notice-of-Interests.
Subtask 1d. Planning Process Documentation. AECOM will acquire relevant local, regional, state, and federal plans and reports, including those outlined in Task 2 of the Scope of Services in the RFP, and summarize how the information reviewed will be integrated into the 2024-2029 LHMP-CAP.
AECOM will document the planning process as it proceeds, including planning process milestones, PSC meetings, stakeholder involvement and public outreach efforts, and supporting document integration.
Task 2 – Refinement of Hazard Identification
AECOM will review existing hazard profiles for coastal erosion, dam failure, drought, earthquake/liquefaction, flood and associated coastal storms, landslide, tsunami, and wildfires, within the 2018-2023 LHMP/work that the City has done to-date to see if each profile meets the new requirements for nature (type), location, history (past occurrences, including Federal disaster declarations), extent, and recurrence probability for each hazard. AECOM recommends that hazard profiles be reformatted into concise, easy-to-read tables.
AECOM will create a “climate-related risks” subsection within each hazard profile to address the new climate change requirements as outlined in FEMA’s Local Mitigation Planning Policy Guide FP-206-21-002 (April 19, 2022). This new subsection will address climate-related risks including sea level rise, flooding, extreme storm and weather events, coastal erosion, drought, increased wildfires, ocean acidification, saltwater intrusion, and increasing temperatures, and how they potentially impact the identified hazards.
AECOM will contact Cal OES to discuss the inclusion of “multi-hazards” within the hazard analysis section to assess if “multi-hazards” will need to be carried through in the risk assessment, mitigation actions, and adaptation strategies. If so, AECOM will consider developing a separate appendix for “multi-hazards.” AECOM will update the National Flood Insurance Program and Repetitive Loss information with the most recent data available from FEMA.
9.17 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 16
AECOM will create and/or update hazard area figures with the most recent available scientific information and GIS data for: coastal erosion, dam failure inundation, earthquake shaking potential/liquefaction, flood and associated coastal storms (Special Flood Hazard Area, coastal storm, rising tides, sea level rise), landslide, tsunami inundation, and wildfire (fire threat and fire hazard severity).
9.18 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 17
Task 3 – Refinement of Risk Assessment
Subtask 3a. Overall Summary of Vulnerability. AECOM will work with the City’s LHMP-CAP Project Manager and PSC to acquire current and future city-owned critical assets information (via ArcGIS) as well as areas that experienced development from 2018-2023, areas of future development, and areas of socially vulnerable populations.
For each hazard area (including climate-related risk hazard areas), AECOM will conduct a risk assessment using ArcGIS exposure-level risk analyses and tabulate the results.
The analyses will be semi-quantitative or qualitative and display the following for each hazard area:
• City’s geographical boundaries
• City’s owned or leased current and future critical assets • Community gathering spaces
• Shelter programs and safe parking
• Senior facilities
• City’s neighborhoods
• City’s neighborhoods that experienced developed from 2018-2023 • City neighborhoods likely to experience future development • Critical infrastructure
• Natural assets
Coastal access / access to open space and/or recreational areas Subtask 3b. Potential Hazard Impacts. AECOM will craft potential hazard impact statements that describe the social, economic, and environmental influence that each hazard identified in the plan can have on the natural and built environment, including the City’s geographical boundaries, the City’s current and future critical assets, the City’s residents and socially vulnerable residents, and areas of future development.
AECOM will discuss the potential impacts of climate-related risks on the natural and built environment, including the City’s geographical boundaries, the City’s current and future critical assets, the City’s residents and socially vulnerable residents, and areas of future development as well as other resources such as food, fuel/energy, coastal habitat loss, altered ecosystems, altered coastal access, and altered public trust.
Task 4 – Refinement of Mitigation and Adaptation Strategies Subtask 4a. Capability Assessment. AECOM will review, update, and integrate the 2018-2023 LHMP and CAP capability assessments, which include:
• Existing authorities, policies, programs, and financial resources available for hazard mitigation. • National Flood Insurance Program participation.
• Ability to improve on and expand resources.
9.19 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 18
Subtask 4b. Mitigation and Adaptation Goals. AECOM will review and revise the mitigation goals from the 2018-2023 LHMP and climate adaptation strategies from the 2018-2023 CAP, plus review/include work that the City has done to-date.
Subtask 4c. Mitigation Actions and Adaptation Strategies. AECOM will work with the City’s LHMP-CAP Project Manager and PSC to review the 2018-2023 LHMP’s list of mitigation actions and the 2018-2023 CAP’s climate adaptation strategies and the status of each as of 2023. The mitigation actions and adaptation strategies that were/were not implemented and those that will be included in the 2024-2029 LHMP-CAP would be documented.
A list of 20-30 draft mitigation actions and adaptation strategies will be formed from the plan’s risk assessment, recent disasters, FEMA success stories and best management practices, FEMA job aids, FEMA’s Climate Adaptation Guidance for Emergency Managers (April 2024), the City’s Capital Improvement Program, and input from the community (Engagement 2), the PSC, and other relevant practitioners. The list will focus on mitigation actions and adaptation strategies that can be implemented over the lifespan (5-years) of the plan and are not already ongoing and/or maintenance related.
AECOM will provide an overview of each mitigation action and adaptation strategy, the hazards addressed, the type of asset, area, or population it protects, and the associated benefits and costs, including equity, for each mitigation action and adaptation strategy identified.
AECOM will review the list of draft mitigation actions and adaptation strategies with the City’s LHMP-CAP Project Manager and the PSC and prioritize them based on the City’s Capital Improvement Program’s priority ranking protocol including factors such as the protection of health and safety, legal requirements, increasing service levels, project benefits and costs, adaptation pathways, and the screening criteria from the City’s equity screening tool.
AECOM will identify the implementing department/agency, potential funding sources, and potential timeline for implementation for each prioritized mitigation action and adaptation strategy.
Long-term climate adaptation strategies (5-year plus) that exceed the lifespan of this plan will be added to a separate appendix. This will follow the adaptation pathways approach for project implementation, maintenance, and monitoring. This approach allows for flexibility in decision-making and implementation sequencing frameworks to account for uncertainty surrounding the timing/intensity of natural hazards and climate impacts.
Task 5 – Administrative and Public Review Draft Plan Preparation Subtask 5a. Plan Update, Method & Schedule. AECOM will develop an integrated plan based on successful approaches to monitor, evaluate, and update the 2024-2029 LHMP-CAP by creating a simplified annual review tracker that the City’s Project Manager and PSC will complete and meet to discuss findings at the beginning of every calendar year.
AECOM will outline a schedule and steps to be taken to implement the next version of the City’s LHMP-CAP.
Subtask 5b. Draft Plans. AECOM will conduct the appropriate technical, editorial, and data check reviews of the Administrative Draft Plan and Public Review Draft Plan.
9.20 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 19
AECOM will fulfill the FEMA Local Mitigation Plan Review Tool, which will be used by Cal OES and FEMA Region IX to evaluate if Local Mitigation Plan requirements have been met.
AECOM will prepare three drafts, including: Administrative Draft Plan to be reviewed by the PSC over two weeks (October 7 – October 21); Public Review Draft Plan to be made available for a three-week public comment period (November 4 – November 25); and a Final Draft Plan to be submitted by the City’s LHMP-CAP Project Manager to Cal OES/FEMA for one round of review (December 6).
AECOM will respond to comments and questions from Cal OES and FEMA Region IX and update the Final Draft Plan accordingly.
Task 6 – Public Outreach and Engagement
Subtask 6a. Public Outreach. AECOM will support and optimize the City’s current OpenGIS website and Climate Adaptation webpage with updated interactive hazard maps to make more publicly available and to provide any updates that result from the 2024-2029 LHMP-CAP update and integration process.
AECOM will analyze and interpret the LHMP-CAP surveys that have occurred to-date and present the findings at the project kick-off meeting.
AECOM will create three social media posts to be posted to the City’s social media accounts (Facebook, Instagram, and LinkedIn) to raise awareness around hazard mitigation and climate adaptation planning and keep the community notified of the planning process, including the Public Review Draft Plan public comment period and important elements of the 2024-2029 LHMP-CAP website.
AECOM will provide support for small focus groups that will be led by the City’s Project Manager. Support may include design graphics, meeting agendas, and handouts.
AECOM will prepare materials for and lead one in-person open house. The 2-hour open house will display postersized hazard maps, potential draft mitigation actions, and an additional board for the community to write-in mitigation action and climate adaptation strategy suggestions. AECOM’s Hazard Mitigation and Public Outreach Leads will be on hand to answer questions about hazard mitigation and climate adaptation planning process and the 2024-2029 LHMP-CAP
In addition to the in-person public outreach open house, AECOM will prepare and present a virtual 2024-2029 LHMP-CAP presentation that provides an overview of the DMA 2000, planning process and progress made todate on the 2024-2029 LHMP-CAP including draft hazard figures, the draft risk assessment, and draft mitigation actions and adaptation strategies. The presentation will be limited to 15 - 20 minutes and will be used as an opportunity for attendees to participate in a question-and-answer discussion.
Once developed, the Public Review Draft Plan will be posted to the City’s website and will provide a comment form on the website for community members to submit comments during the public comment period. AECOM will prepare responses to comments for the City’s Project Manager approval. Based on the accelerated schedule, AECOM recommends a three-week public comment period.
Subtask 6b. Stakeholder Engagement. AECOM will work with the City’s LHMP-CAP Project Manager to develop a list of stakeholders to notify and engage in the planning process. As required by FEMA, stakeholders should include at a minimum: neighboring communities, State and Federal partners, agencies that have the
9.21 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 20
authority to regulate development, local and regional agencies involved in hazard mitigation, representatives of businesses, academia, and other private sectors, and representatives of underserved and vulnerable populations.
AECOM will prepare the stakeholder engagement emails following the project kick-off and prior to the Public Review Draft Plan comment period.
Task 7 – Plan Approval and Adoption
Once FEMA has approved the Final Draft Plan, AECOM will assist the City’s LHMP-CAP Project Manager with adoption procedures by the City of Santa Cruz City Council and incorporate documentation of FEMA approval and local adoption into the Final Plan. AECOM will help prepare an agenda report and slide deck for the Council Meeting that provides information on the DMA 2000 and the 2024-2029 LHMP-CAP Planning Process.
9.22 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 21
EXHIBIT B: FEE SCHEDULE
9.23 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 22
EXHIBIT C: WORK SCHEDULE
9.24 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 23
EXHIBIT D: INSURANCE REQUIREMENTS
Consultant shall procure and maintain insurance against claims for injuries to persons or damages to property and otherwise which may arise from or in connection with the performance of the work under this Agreement and the results of that work by Consultant, its agents, representatives, employees, or subcontractors.
A. CERTIFICATE REQUIREMENTS
The City will be issued a Certificate of Insurance (a Memorandum of Understanding will not be accepted) with the following minimum requirements:
• Certificate(s) will show current policy number(s) and effective dates, • Coverage and policy limits will meet, or exceed, requirements below, • The Certificate Holder will be City of Santa Cruz, Risk Management, 1200 Pacific Ave., Suite 290, Santa Cruz, CA 95060,
• Certificate will be signed by an authorized representative, • An endorsement, if required below, will be provided to show the City, its officers, officials, employees, and authorized agents as additional insureds, and
• Coverages must be maintained during the term of the Agreement with the City, unless a longer duration is required as specified below.
B. MINIMUM SCOPE AND LIMITS OF INSURANCE
Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. If Consultant maintains broader insurance coverage and/or higher limits than the minimums shown below, the City of Santa Cruz requires and shall be entitled to the broader insurance coverage and/or higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Cruz.
Coverage will be at least as broad as:
• COMMERCIAL GENERAL LIABILITY (CGL): $1,000,000 PER OCCURRENCE; $2,000,000 AGGREGATE Proof of coverage for $1 Million per occurrence and $2 Million in the aggregate including products and completed operations, property damage, bodily injury, personal and advertising injury will be provided on Insurance Services Office (ISO) Form CG 00 01 covering CGL. • PROFESSIONAL LIABILITY (ERRORS AND OMISSIONS): $2,000,000 PER CLAIM, $2,000,000 AGGREGATE.
Consultant will maintain insurance appropriate to Consultant’s profession; with limit no less than $2,000,000 per claim, $2,000,000 aggregate. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after date of completion of the services under this Agreement. 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 or start of work date, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of the contract of work. • AUTOMOBILE LIABILITY:
Proof of coverage for $1,000,000 provided on ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non-owned autos (Code 9), per accident for bodily injury and property damage.
• WORKERS’ COMPENSATION AS REQUIRED BY THE STATE OF CALIFORNIA, WITH STATUTORY LIMITS, AND EMPLOYER’S LIABILITY INSURANCE: $1,000,000 per accident for bodily injury or disease.
9.25 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 24
The Worker’s Compensation policy must be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant and its employees. (Not required if Consultant provides written verification it has no employees) - If Consultant has no employees, Consultant shall complete and sign a Workers’ Compensation Exemption Declaration and Release of Liability.
• For Data Security and Privacy Liability
1. Consultant shall maintain one or more insurance policies - Privacy, Technology and Data Security Liability, Cyber Liability, or Technology Professional Liability Insurance coverage in the amount of $5,000,000 per occurrence or claim, $5,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations undertaken by Consultant in this contract.
2. The policy(ies) shall include coverage for claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information.
3. The policy(ies) shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations.
4. The policy(ies) shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City in the care, custody, or control of the Consultant.
C. OTHER INSURANCE PROVISIONS
The insurance policies are to comply with the following provisions:
• ADDITIONAL INSURED STATUS
The City, its officers, officials, employees, and authorized agents are to be covered as additional insureds on the CGL and AUTO policies with respect to liability arising out of work or operations performed by or on behalf of Consultant including materials, parts, or equipment furnished in connection with such work or operations, products and completed operations. General liability coverage will be provided in the form of an endorsement to Consultant’s insurance at least as broad as ISO Form CG 20 10 11 85, or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 (if a later edition is used).
o PRIMARY COVERAGE
For any claims related to this Agreement, Consultant’s and all subcontractor’s insurance coverage affording additional insureds status will be primary and non-contributory as respects the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, and agents will be excess of Consultant’s and all subcontractor’s insurance and will not contribute with it.
• NOTICE OF CANCELLATION
Each insurance policy required above shall state that the coverage shall not be canceled, except with notice to the City.
9.26 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 25
• WAIVER OF SUBROGATION
Consultant hereby grants to the City a waiver of any right to subrogation, except with respect to Professional Liability coverage or as otherwise not applicable, which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss, including reasonable attorney’s fees under such insurance.
Consultant agrees to obtain any endorsement that may be necessary to effectuate 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.
• EXCESS LIABILITY/UMBRELLA INSURANCE POLICIES
Consultant may use excess liability/umbrella policies to meet the required liability limits on the condition that they provide all of the insurance coverages required herein, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The excess liability/umbrella insurance policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying CGL insurance. No insurance policies maintained by the additional insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant’s primary and excess liability policies are exhausted. • DURATION OF COVERAGE
CGL & Excess Liability/Umbrella policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. • SELF-INSURED RETENTIONS (SIR)
Self-insured retentions must be declared to and approved by the City. City may require Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related expenses.
The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City.
• ACCEPTABILITY OF INSURERS
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A: VII, unless otherwise acceptable to the City.
• CLAIMS MADE POLICIES
If any of the required policies provide coverage on a claims-made basis:
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 Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work. • VERIFICATION OF COVERAGE
Consultant will 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 (and CPL, automobile and any Excess Liability/Umbrella policies, as applicable) listing all policy endorsements to be approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning will not
9.27 City of Santa Cruz Professional Services Agreement for LHMP + CLIMATE
ADAPTATION PLAN INTEGRATION AND UPDATE
May, 2024 (Form Rev.01/24 ) Page 26
waive the Consultant’s obligation to provide them. Consultant will provide a copy of its insurance policy for review, in redacted form, on Consultant’s premises with sufficient advance notice. Moreover, Consultant will also furnish for review Policies, in redacted form, in the instance where they are asked to indemnify the City and the insurer has denied the claim tender. They will also agree to provide a copy of the tender denial letter containing an explanation of the coverage denial.
D. SUBCONTRACTORS
Consultant shall include their subcontractor(s) as additional insured(s) under the policies or shall furnish separate certificates and endorsements for each contractor and subcontractor. Consultant shall require and verify that all contractors and subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City, its officers, officials, employees, and authorized agents are included as additional insureds on insurance required from its contractor(s) and subcontractor(s).
E. SPECIAL RISKS/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 and provide notice to Consultant.
9.28 City Council
AGENDA REPORT
DATE: 04/24/2024
AGENDA OF: 05/14/2024
DEPARTMENT: City Manager
SUBJECT: California Energy Commission Local Government Building Decarbonization Challenge – Authorization to Submit a Grant Proposal to Complete a Municipal Building Decarbonization Roadmap (CM) RECOMMENDATION: Resolution authorizing the City Manager to apply for funds from the California Energy Commission Local Government Building Decarbonization Challenge to complete a Municipal Building Decarbonization Roadmap and associated activities.
BACKGROUND: Building energy accounts for nearly a quarter of both the state of California’s (State) and the City of Santa Cruz’s (City) community-wide greenhouse gas emissions, making homes, businesses and facilities a major factor in climate change. Building decarbonization refers to activities and programs that reduce greenhouse gas emissions from buildings and can include a combination of weatherization, energy generation and storage, building efficiency, material selection and electrification of buildings. Decarbonizing buildings is a key strategy for meeting California’s and the City’s long-term climate goals.
The Warren-Alquist State Energy Resources Conservation and Development Act, Public Resources Code section 25000 et seq., established the California Energy Commission (CEC) as California’s primary energy policy and planning agency. The Local Government Building Decarbonization Challenge (LGBDC) has been designed, in part, to advance a portion of the strategies identified in the 2021 California Building Decarbonization Assessment, which was developed in response to Assembly Bill 3232 (Friedman, Chapter 373, Statutes of 2018) and advances the policy recommendations contained in the 2021 Integrated Energy Policy Report, Volume I: Building Decarbonization. In addition, the LGBDC aligns with and advances the requirements of a history of climate and energy legislation including The 100 Percent Clean Energy Act of 2018 , Senate Bill 100 (de León, Chapter 312, Statutes of 2018); Senate Bill 32 (Pavley, Chapter 249, Statutes of 2016); Senate Bill 350 (de León, Chapter 547, Statutes of 2015); and Assembly Bill 32 (Nunez, Chapter 488, Statutes of 2006).
The United States Department of Energy’s (DOE) Energy Efficiency and Conservation Block Grant (EECBG) program was originally created by the Federal Energy Independence and Security Act of 2007 and expanded under the American Recovery and Reinvestment Act of 2009. New funding was allocated to the program in 2021 under the Infrastructure Investment and Jobs Act (IIJA) with the broad goals to reduce carbon emissions and energy use, improve energy efficiency, and increase community investment and local workforce development. IIJA funding made available in 2021 under the EECBG allocated funds directly to state and certain local
10.1 jurisdictions that met program criteria, with approximately $4.5 million allocated to the State. Of the funds allocated to the State, $4,070,070 are available for the LGBDC. The minimum LGBDC award amount is $250,000. The maximum award amount is $400,000.
Local governments play a critical role in helping the State meet its energy and climate goals, as they have a unique connection with their constituents and authority over local building and land use decisions. Many local governments have developed long term plans to address energy and climate issues. In fact, like the City, 42 percent of local governments in the State have a climate, energy, or sustainability plan to address greenhouse gas (GHG) emissions. These action plans propose individual solutions to match the community’s values and engage and mobilize the public.
The City’s Climate Action Plan 2030 (CAP 2030), adopted in 2022, contains Measure M-1 to Decarbonize municipally owned buildings by 2030 and remaining municipal facilities by 2045.
Two of the CAP 2030’s high impact actions pertain to supporting achievement of the municipal decarbonization measure. Action M1.1 calls for the City to develop a plan to decarbonize, electrify, and improve indoor air quality in all municipal buildings by 2030 and electrify any remaining facilities by 2045 and Action M1.2 calls for the City to adopt and implement the municipal decarbonization plan by 2045. Funding and carrying out action M1.1 are priorities in the adopted CAP 2030 Implementation Workplan (2022-2025) set of projects to be completed by 2025.
In 2023, staff worked received technical assistance from the National Renewable Energy Lab (NREL) through the DOE’s Clean Energy to Communities Expert Match Program aimed at providing free, short-term technical assistance to address near-term clean energy challenges and questions. NREL worked with the City to develop a scope of work and estimated costs for each component of a Municipal Building Decarbonization Roadmap to be used in future grant proposals and requests for proposals for consulting services.
DISCUSSION: The LGBDC will award grants to local governments for the following project activities where addressing multiple activities increases the competitiveness of proposals:
• Community building decarbonization planning.
• Municipal building decarbonization planning.
• Advancing municipal operations to support building decarbonization. • Developing local codes, ordinances, and voluntary decarbonization measures. • Building decarbonization related workforce development activities.
The City has partnered with TRC Companies -- a professional services firm that applies its environmental, consultative, engineering and applied technology experience to serving public, private and government clients – to draft the grant proposal and carry out the development of the Municipal Building Decarbonization Roadmap as defined in the scope of work. TRC has worked closely with the City on developing the City’s natural gas ban in new construction in 2020 and its replacement, the new construction energy reach code ordinance adopted in 2023, as well as the current development of existing building electrification policy. Proposals are accepted through May 20, 2024.
The proposed project addresses three of the five project activities by:
10.2 1. Developing a Municipal Buildings Decarbonization Roadmap that includes a building stock characterization, feasibility analysis of combinations of decarbonization concepts, planning and financing approaches for high impact priority projects and, a Request for Proposals template for use in soliciting consultants for the design of high impact and priority projects.
2. Advancing municipal operations to support building decarbonization by submetering buildings and developing policies and procedures that enable success in change management and accountability in transitioning to decarbonized buildings.
3. Including building decarbonization related workforce development activities including:
(a) supporting an early career energy projects coordinator assistant, (b) specifying the new roles and resources as well as
(c) the upskilling and training of existing staff required to enable the transition to decarbonized buildings by 2030, and
(d) planning and participating in a youth, hands-on Trades Day, giving over 700 Santa Cruz County high school students access to trades programs and building decarbonization retrofit companies and nonprofits.
The proposed project, if awarded, will support the three pillars of Health in All Policies. It carries out specific CAP 2030 actions and has the potential to directly reduce greenhouse gas emissions as well as provide resiliency benefits. The nature of the program preferences applications that benefit vulnerable populations yet the municipal focus of the program and proposed project preclude direct benefits to vulnerable groups. However, the workforce development activities could bring building decarbonization career pathways to the attention of people and youth with socioeconomic disparities. As highlighted in the City’s Climate Adaptation Plan, adopted in 2018, reducing dependence natural gas and combustion appliances and building systems has a direct benefit to public health in it improves indoor air quality and reduces the likelihood of fires.
FISCAL IMPACT: Approval of this recommendation will not result in an immediate fiscal impact to the General Fund. While the final budget for this project proposal is still in preparation, staff expect to request the maximum allowable amount of $400,000.
Prepared By:
Tiffany Wise-West
Sustainability and Resiliency
Officer
Submitted By:
Laura Schmidt
Assistant City Manager
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. RESOLUTION.DOCX
10.3 RESOLUTION NO. NS-30,XXX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ AUTHORIZING
THE CITY MANAGER TO APPLY FOR FUNDS FROM THE CALIFORNIA ENERGY
COMMISSION LOCAL GOVERNMENT BUILDING DECARBONIZATION CHALLENGE
TO COMPLETE A MUNICIPAL BUILDING DECARBONIZATION ROADMAP AND
ASSOCIATED ACTIVITIES
WHEREAS, on the Santa Cruz City Council adopted the City’s Climate Action Plan 2030 in 2022 and the Climate Adaptation Plan in 2018; and
WHEREAS, the City’s Climate Action Plan 2030 commits the City of Santa Cruz to meeting state and local targets of reducing greenhouse gas emissions to 40% of 1990 levels by 2030 and sets an aspirational target of carbon neutral by 2035; and WHEREAS, the City’s Climate Action Plan 2030 includes Measure M-1 to decarbonize municipally owned buildings by 2030 and remaining municipal facilities by 2045 as well as two specific actions that call for the planning and implementation of a Municipal Building Decarbonization Roadmap; and
WHEREAS, the California Energy Commission’s (CEC) Local Government Building Decarbonization Challenge (LGBDC) has been designed, in part, to advance a portion of the strategies identified in the 2021 California Building Decarbonization Assessment, which was developed in response to Assembly Bill 3232.; and
WHEREAS, the LGBDC aligns with and advances the requirements of a history of climate and energy legislation including The 100 Percent Clean Energy Act of 2018 , Senate Bill 100 (de León, Chapter 312, Statutes of 2018); Senate Bill 32 (Pavley, Chapter 249, Statutes of 2016); Senate Bill 350 (de León, Chapter 547, Statutes of 2015); and Assembly Bill 32 (Nunez, Chapter 488, Statutes of 2006); and
WHEREAS, the Infrastructure Investment and Jobs Act funding made available in 2021 under the Energy Efficiency Conservation Block Grant allocated funds directly to state and certain local jurisdictions that met program criteria, with approximately $4.5 million allocated to the State of California and, of the funds allocated to the State, $4,070,070 are available for the LGBDC; and WHEREAS, the City of Santa Cruz is developing an application to fund the development of a Municipal Building Decarbonization Roadmap and associated activities; and NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Santa Cruz herby:
1) Directs City staff to submit a grant application package to the CEC’s LGBDC to develop the Municipal Building Decarbonization Roadmap and carry out associated activities for an amount of up to $400,000 ; and
10.4 RESOLUTION NO. NS-XX,XXX
2 2) Authorizes the City Manager of the City of Santa Cruz to apply for, accept, and execute in the name of the City of Santa Cruz all necessary applications, contracts and agreements and amendments thereto and appropriate funds from the CEC LGBDC to implement and carry out the scope of work approved through approval of the application.
PASSED AND ADOPTED this 14th day of May, 2024 by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
10.5 City Council
AGENDA REPORT
DATE: 04/23/2024
AGENDA OF: 05/14/2024
DEPARTMENT: City Manager
SUBJECT: Pacific Gas and Electric’s Microgrid Incentive Program – Authorization to Submit an Application Development Grant to Complete a Microgrid Feasibility Study and Develop a Microgrid Project for Implementation (CM)
RECOMMENDATION: Resolution authorizing the City Manager to apply for funds from the Pacific Gas and Electric’s Microgrid Incentive Program to complete a microgrid feasibility study and develop a microgrid project for implementation.
BACKGROUND: To address outdated utility grid architecture, the increasing frequency of wildfires, heatwaves, and extreme weather and a forecasted 70% increase in electricity demand over the next 20 years, Senate Bill (SB) 1339 was enacted in 2018. SB 1339 directed the California Public Utilities Commission (CPUC), in consultation with the California Energy Commission and the California Independent System Operator, to develop policies related to microgrids throughout California. In April 2023, the CPUC approved plans for a $200 million Microgrid Incentive Program (MIP) to support the development of clean Community Microgrids in disadvantaged and vulnerable communities. The program is funded by ratepayers of the three California Investor-Owned Utilities.
The US Department of Energy defines a microgrid as a group of interconnected electricity loads and distributed energy resources within clearly defined electrical boundaries that acts as a single controllable entity with respect to the electrical grid. A microgrid can connect and disconnect from the Pacific Gas and Electric (PG&E) electrical grid to enable it to operate in both gridconnected or island mode. Microgrids are like smaller, independent electrical networks that can connect to the main electrical grid. They offer several advantages:
• They help modernize the main grid and use different smart technologies. • They enhance the use of renewable energy sources, like solar or wind power, which can lower peak electricity use and cost and reduce power loss because they generate electricity closer to where it is needed.
• They ensure a steady supply of energy for important critical loads, and they can help control the quality and reliability of power in a specific area. They also involve the community in managing power usage.
• They help the main power grid by managing delicate power needs and dealing with the ups and downs of renewable energy. They can also provide extra services to support the main grid.
11.1 The City’s Climate Action Plan 2030 (CAP 2030) adopted in 2022 contains two high impact actions that pertain to microgrids. Action M3.3 calls for identifying and implementing near term microgrid opportunities that align with resilience objectives and conducting a microgrid pilot program. BE3.3. calls for supporting commercial battery storage installations and business district scale microgrid opportunities. The development of a public/private/nonprofit microgrid, funded through the PG&E MIP, will aid in completion of action M3.3 and BE3.3. Other microgrid opportunities will be identified in an upcoming Municipal Decarbonization Roadmap and Community Microgrid and Resilience Center Opportunity Study, both scheduled to be developed in 2025.
DISCUSSION: The PG&E MIP includes several stages of funding from design to operation of the microgrid including (1) the Application Development Grant, reimbursing applicants up to $25,000 for the costs associated with developing an application, (2) the Application Incentive Request providing up to $14 million per project for eligible project engineering and development costs, (3) the Microgrid Special Facilities Allowance, providing up to $3 million per project to fund a Microgrid Island Study and equipment to enable safe transition and operation of the microgrid in island mode, and (4) the MIP Interconnection Allowance, funding up to $1 million per project to complete an interconnection study and procure equipment to make interconnection facilities and distribution upgrades identified in the interconnection study.
The goals of the PG&E MIP program are to
• Increase reliability and resiliency for critical public facilities in communities that are at higher risk of electrical outages
• Prioritize communities with higher portions of low-income, access and functional needs, and electricity-dependent residents
• Enable communities with lower ability to fund development of backup generation to maintain critical loads during outages
• Provide opportunity for testing new technologies or regulatory approaches to inform future action to the benefit of all ratepayers
MIP funded microgrids must be located in either high fire threat districts, areas that experienced prior Public Safety Power Shutoffs, areas with elevated earthquake risk or locations with lower historical level of reliability. MIP funded microgrids must either serve census tracts with median household incomes less than 60% of state median, California Native American tribal communities, communities with the highest risk as identified in the current version of CalEnviroscreen or rural communities.
The City has contracted with Our Energy, LLC, a local energy engineering and development company, to develop the application to the MIP program. City staff and Our Energy are in consultation with PG&E to determine the exact boundaries, electrical loads and other details to define the microgrid that will be further developed through the MIP stages, considering the eligibility requirements and configuration combinations that optimize for the most competitive application.
Initial discussions indicate that the microgrid may be assessed for feasibility and developed as a public private partnership centered on the greater Harvey West business district, but other locations are being considered as well. Applications are accepted for this tranche of the MIP program through June 28, 2024. Staff are conducting outreach with potential partners and will
11.2 provide regular updates to the City Council on the status of the application and microgrid project development.
The proposed project, if awarded, will support the three pillars of Health in All Policies. It carries out specific CAP 2030 actions and has the potential to directly reduce greenhouse gas emissions as well as provide resiliency benefits. The nature of the program preferences applications that benefit vulnerable populations and the siting and design of the microgrid will prioritize including serving vulnerable groups within the microgrid service area, e.g., Housing Matters campus and Tannery. As highlighted in the City’s Climate Adaptation Plan, adopted in 2018, microgrids have an indirect benefit to public health in that they provide electricity resiliency which can ensure that critical electricity loads within the microgrid service area have power, e.g., keeping medical devices and essential sanitation functions operating.
FISCAL IMPACT: Approval of this recommendation will not result in an immediate fiscal impact to the General Fund. If awarded MIP funding from PG&E, the City would receive $25,000 to reimburse the City for Our Energy’s contract to develop and submit the application in stage 1 and up to $18 million if selected to continue through the program’s subsequent stages funding the feasibility study, design and installation of the microgrid project.
Prepared By:
Tiffany Wise-West
Sustainability & Resiliency
Officer
Submitted By:
Laura Schmidt
Assistant City Manager
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. RESOLUTION.DOCX
11.3 RESOLUTION NO. NS-30,XXX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ AUTHORIZING
THE CITY MANAGER TO APPLY FOR FUNDS FROM THE PACIFIC GAS AND ELECTRIC’S MICROGRID INCENTIVE PROGRAM TO COMPLETE
A MICROGRID FEASIBILITY STUDY AND DEVELOP A MICROGRID PROJECT FOR
IMPLEMENTATION
WHEREAS, on the Santa Cruz City Council adopted the City’s Climate Action Plan 2030 in 2022 and the Climate Adaptation Plan in 2018; and
WHEREAS, the City’s Climate Action Plan 2030 commits the City of Santa Cruz to meeting state and local targets of reducing greenhouse gas emissions to 40% of 1990 levels by 2030 and sets an aspirational target of carbon neutral by 2035; and WHEREAS, the City’s Climate Action Plan 2030 contains two high impact actions, M3.3 and BE3.3, that pertain to advancing a near term microgrid pilot project on the business district scale; and
WHEREAS, California Senate Bill 1339 was enacted in 2018 and directed the California Public Utilities Commission (CPUC), in consultation with the California Energy Commission and the California Independent System Operator, to develop policies related to microgrids throughout California.; and
WHEREAS, in April 2023, the CPUC approved plans for a $200 million Microgrid Incentive Program to support the development of clean Community Microgrids in disadvantaged and vulnerable communities; and
WHEREAS, the City of Santa Cruz is developing an application for a public/private/nonprofit microgrid project to submit for the first tranche of the PG&E Microgrid Incentive Program that would potentially fund design to operation of the project; and NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Santa Cruz herby:
1) Directs City staff to submit a grant application package to the PG&E Microgrid Incentive Program to develop and install the microgrid project in an amount up to $18 million; and 2) Authorizes the City Manager of the City of Santa Cruz to apply for, accept, and execute in the name of the City of Santa Cruz all necessary applications, contracts and agreements and amendments thereto and appropriate funds from the PG&E Microgrid Incentive Program to implement and carry out the scope of work approved through approval of the application.
11.4 RESOLUTION NO. NS-XX,XXX
2 PASSED AND ADOPTED this 14th day of May, 2024 by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
11.5 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Economic Development and Housing
SUBJECT: Amendment to Lease Agreement with Central Home Supply to Extend the Term by One Year, to March 2, 2025 (EDH)
RECOMMENDATION: Motion authorizing the City Manager to execute an amendment, and any non-substantive changes for the amendment, to the Lease Agreement with Santee Corporation dba Central Home Supply, providing a one-year extension of the lease term for the property located at 744 and 808 River Street, in a form approved by the City Attorney.
BACKGROUND: In early 2022, the City acquired the property at 744 and 808 River Street on which Central Home Supply (CHS), a landscaping and building materials supplier, is located.
The owners of the property were reluctant to sell and the City proceeded with an eminent domain lawsuit, initially intending to acquire only the front portions of the properties necessary to construct the roadway improvements at the intersection of Highways 1 and 9. After the owners determined that the business was unlikely to be able to continue to operate profitably on the remaining land, the City purchased the entire property, anticipating it would ultimately be incorporated into a future mixed use affordable housing project. The eminent domain lawsuit was settled through a Purchase and Sale Agreement wherein the City purchased the property and leased it back to Central Home Supply at no charge, for two years, with the intention that the business would gradually wind down its operation. The two-year lease period expired on March 2, 2024.
DISCUSSION: With an unexpected increase in business during the pandemic, CHS continued to operate, and in recent months discussions ensued between the owners and City staff regarding whether Central Home Supply wanted to extend their lease term and continue occupancy. Near the end of February, the owners advised staff they would vacate the premises, requesting at least two additional months to move their products, fixtures, and equipment to their Scotts Valley site.
On March 26, 2024, City Council approved a Lease Amendment extending the lease through June 2, 2024. Since that time, the ownership team has re-evaluated the situation, and would like to remain on site until at least March 2, 2025, paying $2,500 per month rent for the extended term, as set forth in the original Lease Agreement. In addition, the business generates sales tax revenue for the City’s General Fund. If CHS desires to remain for a longer period, an additional amendment will be brought to Council.
Continued occupancy will also dissuade vandalism, which has been problematic on vacant property in this general area.
12.1 ENVIRONMENTAL IMPACT: Central Home Supply has operated at its current site since 1974 and continued occupancy is consistent with the permitted uses and will have little impact on the environment. Their occupancy will deter vandalism, which can significantly degrade buildings and land.
HEALTH IN ALL POLICIES: The proposed lease extension supports continued goodwill in the community after the tenant’s land was acquired through eminent domain for future construction of affordable housing to serve the community. The lease extension helps preserve a successful business operation and will not impact development timelines, as the affordable housing is contingent upon acquiring adjacent property, leveraging City resources to bring the greatest number of affordable housing units to the site.
FISCAL IMPACT: Extending the lease term will generate $2,500 in new rental revenue per month in the Successor Agency Fund (Fund 281). Additionally, ongoing sales tax revenue will contribute to the City’s General fund.
Prepared and Submitted By:
Bonnie Lipscomb
Economic Development and
Housing Director
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. AMENDMENT TO LEASE AGREEMENT.DOCX
12.2 1 of 2
FIRST AMENDMENT TO LEASE AGREEMENT
City of Santa Cruz and Santee Corporation, dba Central Home Supply THIS FIRST AMENDMENT to the Lease Agreement dated March 2, 2022 (the “Agreement”), is entered into on _____________________, 2024, by and between the City of Santa Cruz, a municipal corporation (“Landlord”), and Santee Corporation, dba Central Home Supply (“Tenant”). Landlord and Tenant are hereinafter referred to collectively as the “Parties” and individually “Party”.
RECITALS
A. Landlord and Tenant entered into that certain Lease Agreement dated March 2, 2022 (“Agreement”), pursuant to which Tenant leases from Landlord the premises located at 808 River Street and a portion of the premises located at 744 River Street, Santa Cruz, California (collectively “Premises”).
B. The termination date of the Agreement is defined as March 2, 2024.
C. Tenant has requested an extension of the term of the Agreement by one year, to March 2, 2025.
Landlord and Tenant now wish to amend the Agreement to allow Tenant to remain on the property until March 2, 2025.
NOW THEREFORE, in consideration of the mutual promises, terms, conditions and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed that the Agreement is hereby amended as follows:
1. Landlord grants Tenant the right to continue use of the property through March 2, 2025.
2. Rent is hereby increased to $2,500 per month as required by Section 3.02. of the lease addressing Expiration and Holding Over.
3. All of the above recitals are incorporated herein and made a part hereof, as if fully set forth in the text of this First Amendment.
4. Unless otherwise provided in this First Amendment, all defined terms used herein shall have the meanings ascribed to them in the Agreement.
5. Except as modified in this First Amendment, all of the provisions, terms, conditions, representations and warranties contained in the Agreement shall remain in full force and
12.3 2 of 2
effect and are hereby ratified, confirmed, reaffirmed and republished in all respects and the Agreement is deemed modified to reflect the changes set forth in this First Amendment.
The parties have executed this Agreement as of the dates written below.
Approved as to Form
____________________________________
Anthony P. Condotti, City Attorney
TENANT:
SANTEE CORPORATION DBA
CENTRAL HOME SUPPLY
_______________________________
Raymond W. Santee, President
________________________________
Date
LANDLORD:
CITY OF SANTA CRUZ
_______________________________
Matt Huffaker, City Manager
_________________________________
Date
04/29/24
12.4 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Finance
SUBJECT: Liability Claim Filed Against the City of Santa Cruz (FN) RECOMMENDATION: Motion to reject the liability claim of 1) Nationwide Mutual Insurance Company, based on staff recommendation.
BACKGROUND: N/A.
DISCUSSION: Claim to be rejected:
1. Claimant: Nationwide Mutual Insurance Company
Date of occurrence: 3/13/2023
Date of claim: 4/11/2024
Amount of claim: $ 5,789.95
Claimant seeks reimbursement for alleged damage to their insured’s fence in the unincorporated area of Santa Cruz County.
Self-Represented
FISCAL IMPACT: No fiscal impact.
Prepared By:
Ross Brandon
Risk & Safety Manager
Submitted By:
Elizabeth Cabell
Finance Director
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
None.
13.1 City Council
AGENDA REPORT
DATE: 04/24/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Parks and Recreation
SUBJECT: Community Tree Service Contract Change Order (41-24061) (PR) RECOMMENDATION: Motion to approve the Community Tree Service contract change order for emergency tree service work related to the FY 2024 winter storms (Contract number:
41-24061).
BACKGROUND: Chapter 3.08.150 of the Municipal Code states that “a contract may be awarded without competition when the purchasing manager or its designee determines in writing, after conducting a good faith review of available sources, that there is only one source for the required supply, service, or construction item. The purchasing manager or its designee shall conduct negotiations, as appropriate, as to price, delivery, and terms.” At the beginning of FY 2024, Parks and Recreation staff and the purchasing manager recognized 1) the City’s immediate need for contracted tree services for ongoing operations as well as the response for emergency services, and 2) the need to revisit the last tree services solicitation in 2012.
The purchasing manager reviewed and evaluated the pricing provided in the previously conducted tree services solicitation (2012) and determined it to be fair and reasonable. To maintain continuity of operations in FY 2024, the purchasing manager recommended a single source to extend the existing agreements with the three firms selected through the 2012 competitive procurement process - Lewis Tree Service, Community Tree Service and The Davey Tree Company.
Staff ensure competitive pricing by issuing POs to each firm and award specific jobs to the firm with the lowest price, appropriate equipment, and best availability to do the work.
Concurrently, the Purchasing Division and Parks and Recreation staff developed a scope of work and specifications for a competitive solicitation for Tree Services (RFP No. FIN-0045) that was issued November 21, 2023 and is presently being evaluated. This solicitation will be the basis for FY 2025 tree service contracts.
Meanwhile, winter weather conditions, which brought high winds, flooding, and saturated soils to the City of Santa Cruz, led to downed trees and tree damage that threatened public safety and public access. Emergency tree service contracts, i.e. purchase orders, were issued and work was scheduled based on criteria outlined above.
14.1 Based on the volume of tree work ordered, the emergency contract with Community Tree Service entails a change order that will result in the vendor being awarded $170,465.72 in emergency tree service work, requiring City Council approval.
DISCUSSION: Staff recommends awarding the work in the form of a contract change order to Community Tree Service, the vendor demonstrating the necessary qualifications to perform the emergency work within the time frames required to maintain public access and safety.
FISCAL IMPACT: The Parks and Recreation Department is completing the required disaster documentation for all work completed under this contract and expects most of the expenses to be reimbursed through the State declared disaster (CDAA 2024-01) and/or the FEMA declared disaster (FEMA-4769-DR-CA). Any non-reimbursed emergency tree work will be covered by the department’s FY 2024 General Fund balance.
Prepared By:
Lindsay Bass
Principal Management
Analyst
Submitted By:
Tony Elliot
Director of Parks &
Recreation
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
None.
14.2 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Public Works
SUBJECT: Intersection Improvements at Coral Street and Limekiln Street (m401412) CEQA: Exempt 15301 Existing Facilities (PW)
RECOMMENDATION: Motion to:
1) Approve the project plans and specifications for the intersection improvements at Coral Street and Limekiln Street (m401412) and authorize staff to award the contract; 2) Adopt a resolution that modifies the intersection of Coral Street and Limekiln Street to a three-way stop and rescind Resolution No. NS-29,780;
3) Adopt a resolution to approve the plans and specifications for the Intersection Improvements at Coral Street and Limekiln Street pursuant to Government Code Section 830.6; and 4) Find the Intersection Improvements at Coral Street and Limekiln Street Categorical Exempt under CEQA Guidelines 14 CCR section 15301(c).
BACKGROUND: Public Works staff developed improvements for the intersection of Coral Street and Limekiln Street to improve pedestrian safety in the area. The Active Transportation Plan guides the city to make crosswalk improvements where uncontrolled crossings currently exist, like at this intersection.
Coral Street is a major collector street in the Harvey West area that connects River Street (Highway 9) to industrial businesses, Harvey West Park and Costco. The segment of Coral Street and Limekiln Street has a posted speed limit of 25 miles-per-hour. The intersection of Coral Street and Limekiln Street is a three-legged intersection with stop control on the eastern leg of Coral Street. The roadway receives an annual average daily traffic (AADT) of 2,700 vehicles per day, with a high percentage of large vehicles. There are currently no marked crosswalks at the intersection.
Coral Street has a mixture of land-use types necessitating both pedestrian and vehicular accessibility. At the eastern end of Coral Street, Housing Matters offers assistance to individuals facing homelessness, while the industrial zone of Harvey West demands access for large vehicles. Hence, these modest improvements were initiated to accommodate the diverse needs of this area.
15.1 DISCUSSION: Staff evaluated existing conditions, accessibility, and safety enhancements to develop the plans. The plans call for: all-way stop control, daylighting at the intersection to improve visibility, and a new crosswalk with median on Limekiln Street with new accessible curb ramps. These features are designed to improve pedestrian access and safety by adding ramps, striping crosswalks, and reducing vehicular speeds and conflicts.
Staff evaluated the accessibility requirements at the intersection with the addition of stop signs and striped crosswalks. The existing curb ramps on the eastern approach of Coral Street will remain in place as accessibility upgrades are not required solely for the addition of striping. The new ramps, crosswalk, and associated pedestrian access route on Limekiln Street were reviewed and designed to meet accessibility requirements under the Public Rights of Way Accessibility Guidelines (PROWAG).
Staff evaluated the need for all-way stop control based on the adopted stop sign warrant analysis.
The warrant is scored out of a total of 50 points and is based on field observations, traffic volume counts and accident report data. The warrant scored 16 points, exceeding the 15-point minimum threshold, based on the vehicular volumes and high number of pedestrians in the area. The allway stop will clarify the right-of-way, and ensure vehicles stop for pedestrians crossing the roadway.
The addition of an all-way stop will slow vehicles as they travel along Coral Street. Staff considered the installation of a mini roundabout to achieve the desired safety benefits with less impact to vehicular operations. The mini roundabout was found to require more space than was available and needs more construction effort than was budgeted. For those reasons, the mini roundabout idea was dismissed as an alternative to the all-way stop.
All traffic improvements were designed based on the California Manual on Uniform Traffic Control Devices (CAMUTCD), the National Association of City Transportation Officials (NACTO) Urban Street Design Guide, and Caltrans Standards.
Design Immunity:
Government Code section 830.6 provides design immunity for public entities and public employees, as summarized below:
"California GC §830.6 - Neither a public entity nor a public employee is liable under this chapter for an injury caused by the plan or design of a construction of, or an improvement to, public property where such plan or design has been approved in advance of the construction or improvement by the legislative body of the public entity or by some other body or employee exercising discretionary authority to give such approval or where such plan or design is prepared in conformity with standards previously so approved ... " To establish the design immunity defense to shield the public agency from liability, the public agency must show:
1) A causal relationship between the plan or design and the accident; 2) Discretionary approval of the plan or design before the construction or improvement; and 3) Substantial evidence supporting the reasonableness of the plan or design.
15.2 Prior to the start of construction of the Intersection Improvements at Coral Street and Limekiln Street, staff is recommending adoption of the attached resolution to ensure that design immunity pursuant to Government Code section 830.6 attaches to this project. Should City Council take action to adopt this resolution, it would become effective immediately.
Policy Support:
The proposed intersection improvements at Coral Street and Limekiln Street are in alignment with and will assist in implementing components of the General Plan, Climate Action Plan, Active Transportation Plan, Vision Zero, and Health in all Policies. The General Plan calls for a “citywide interconnected system of safe, inviting, and accessible pedestrian ways and bikeways” (Goal M4). The Climate Action Plan includes the transportation objective to meet an 80% reduction in greenhouse gas (GHG) emissions by 2050, which will be accomplished largely by providing low-carbon transportation options that rival the efficiency and safety of the automobile. Vision Zero is a policy that supports the elimination of all traffic fatalities and severe injuries and supports increasing safe, healthy and equitable mobility for all.
Environmental Assessment:
This project is determined to be exempt from further environmental review based on the existing facilities Categorical Exemption in CEQA Guidelines 14 CCR section 15301(c) (Class 1 categorical exemption). Class 1 exemption consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use. Maintenance of existing streets and other alterations, such as transit improvements and pedestrian crossings that do not create additional automobile lanes, qualify within this exemption. A Notice of Exemption will be filed following City Council approval.
Final plans and specifications for the project can be found online at:
http://www.cityofsantacruz.com/publicworksprojects
FISCAL IMPACT: The estimated cost for the improvements is $45,000. The project is funded by m401412, Pedestrian Crossing Enhancements. If bid results exceed the above project, additional funds will be used from c409452, Sidewalk/Access Ramp, which has adequate capacity to fund the project. There is no impact to the General Fund beyond the existing budget in m401412.
Prepared By:
Dan Estranero
Associate Professional
Engineer
Submitted By:
Nathan Nguyen, P.E.
Director of Public Works
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. RESOLUTION - STOP WARRANT.DOCX
2. RESOLUTION - DESIGN IMMUNITY.DOCX
Final plans and specifications for the project can be found online at:
http://www.cityofsantacruz.com/publicworksprojects
15.3 RESOLUTION NO. NS-29,XXX
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ
TO REGULATE TRAFFIC TO DEFINE AND ESTABLISH CERTAIN STREETS AND PARTS OF STREETS IN THE CITY OF SANTA CRUZ AS 1-WAY, 2-WAY, 3-WAY, 4-WAY, 5-WAY AND 6-WAY STOP INTERSECTIONS, AND
RESCINDING RESOLUTION NO. NS-29,780
BE IT RESOLVED by the City Council of the City of Santa Cruz as follows:
Section 19 - 1-Way, 2-Way, 3-Way, 4-Way, 5-Way and 6-Way Stop Intersections The street or portions of streets in the City, hereinafter described in Section 19 in the first two digits, are hereby defined and established as 1-Way, 2-Way, 3-Way, 4-Way, 5-Way and 6-Way Stop Intersections and shall be governed by the provisions of Section 10.28.020 (a) and (b) of the Santa Cruz Municipal Code.
1-Way Stop
Section 19.0005 Algea Street stops for Delaware Avenue
Section 19.0010 Alhambra Avenue stops for East Cliff Drive Section 19.0015 Alhambra Avenue stops for Murray Street Section 19.0020 Almar Avenue stops for West Cliff Drive Section 19.0025 Alta Avenue stops for Fair Avenue
Section 19.0030 Alta Vista Drive stops for Nobel Drive
Section 19.0035 Amat Street stops for Potrero Street
Section 19.0040 Amber Lane stops for North Branciforte Avenue Section 19.0045 Anderson Street stops for Almar Avenue
Section 19.0050 Anderson Street stops for Fair Avenue
Section 19.0055 Anita Street stops for Bay Street
Section 19.0060 Anita Street stops for Olive Street
Section 19.0065 Anthony Street stops for Laurent Street Section 19.0070 Archer Drive stops for Fridley Drive
Section 19.0075 Atlantic Avenue stops for Seabright Avenue Section 19.0080 Auburn Avenue stops for Modesto Avenue
Section 19.0085 Auburn Avenue stops for West Cliff Drive Section 19.0090 Avalon Avenue stops for Berry Street
Section 19.0095 Avalon Avenue stops for Market Street
Section 19.0100 Barson Street stops for Campbell Avenue Section 19.0105 Bartlett Way stops for Isbel Drive
Section 19.0110 Bayona Drive stops for Escalona Drive
Section 19.0115 Bayona Drive stops for Alta Vista Drive Section 19.0120 Beachview Avenue stops for Grandview Street Section 19.0125 Beachview Avenue stops for Western Drive Section 19.0130 Belmont Street stops for Emeline Avenue Section 19.0135 Bellevue Street stops for Seaside Street
15.4 RESOLUTION NO. NS2
Section 19.0140 Belvedere Terrace stops for North Branciforte Avenue Section 19.0145 Benito Avenue stops for Soquel Avenue
Section 19.0150 Benito Avenue stops for Water Street
Section 19.0155 Berkeley Way stops for North Branciforte Avenue Section 19.0160 Berry Street stops for Button Street
Section 19.0165 Bethany Curve stops for Delaware Avenue Section 19.0170 Bixby Street stops for San Lorenzo Boulevard Section 19.0175 Bixby Street stops for Barson Street
Section 19.0180 Blackburn Street stops for Laurel Street Section 19.0185 Blaine Street stops for Ocean Street
Section 19.0190 Brook Avenue stops for East Cliff Drive Section 19.0195 Brookwood Drive stops for Upper Park Road Section 19.0200 Buena Vista Avenue stops for Hiawatha Avenue Section 19.0205 Bulkhead Street stops for North Pacific Avenue Section 19.0210 Bulkhead Street stops for Water Street
Section 19.0215 Button Street stops for Plymouth Street Section 19.0220 Calcita Drive stops for Carbonera Drive Section 19.0225 Calcita Drive stops for Isbel Drive
Section 19.0230 Caledonia Street stops for Soquel Avenue Section 19.0235 California Avenue stops for Errett Circle Section 19.0240 Campbell Avenue stops for Broadway
Section 19.0245 Canfield Avenue stops for Barson Street Section 19.0250 Canfield Avenue stops for San Lorenzo Boulevard Section 19.0255 Carbonera Drive stops for El Rancho Drive Section 19.0260 Carbonera Drive stops for Vista Bella Drive Section 19.0265 Cardiff Place stops for High Street
Section 19.0270 Cardiff Place stops for Iowa Drive
Section 19.0275 Carl Avenue stops for Park Way
Section 19.0280 Carl Avenue stops for Soquel Avenue
Section 19.0285 Castillion Terrace stops for Nobel Drive Section 19.0290 Catalpa Street stops for Melrose Avenue Section 19.0295 Catalpa Street stops for Water Street
Section 19.0300 Cayuga Street stops for Soquel Avenue
Section 19.0305 Cedar Street stops for Center Street
Section 19.0310 Centennial Street stops for Bay Street
Section 19.0315 Centennial Street stops for Monterey Street Section 19.0320 Centennial Street stops for Pelton Avenue Section 19.0325 Chace Street stops for Fair Avenue
Section 19.0330 Chestnut Street stops for Green Street
Section 19.0335 Chico Avenue stops for West Cliff Drive Section 19.0340 Chilverton Street stops for Morrissey Boulevard Section 19.0345 Chilverton Street stops for North Branciforte Avenue Section 19.0350 Church Street stops for Chestnut Street Section 19.0355 Clark Avenue stops for Columbia Street
Section 19.0360 Clark Avenue stops for Pelton Avenue
Section 19.0365 Clay Street stops for Barson Street
15.5 RESOLUTION NO. NS3
Section 19.0370 Clay Street stops for Broadway
Section 19.0375 Cleveland Avenue stops for Laurel Street Section 19.0380 Cleveland Avenue stops for Walnut Avenue Section 19.0382 Clinton Street and Darwin Street
Section 19.0383 Clinton Street and Owen Street
Section 19.0385 Coloma Street stops for Ocean Street
Section 19.0390 Colorado Street stops for King Street
Section 19.0395 Columbia Street stops for Bay Street
Section 19.0400 Cowell Street stops for Lighthouse Avenue Section 19.0405 Cowell Street stops for West Cliff Drive Section 19.0410 Crespi Court stops for Grandview Street Section 19.0415 Crestview Terrace stops for Alta Vista Drive Section 19.0420 Curtis Street stops for Washburn Avenue Section 19.0425 Cypress Avenue stops for East Cliff Drive Section 19.0430 Dahlia Street stops for North Branciforte Avenue Section 19.0435 Dakota Avenue stops for Ocean Street
Section 19.0440 Dakota Avenue stops for Soquel Avenue
Section 19.0450 Darwin Street stops for Soquel Avenue
Section 19.0455 David Way stops for West Cliff Drive
Section 19.0460 Delacosta Avenue stops for Fair Avenue
Section 19.0465 Delacosta Avenue stops for West Cliff Drive Section 19.0467 Delaware Avenue and Shaffer Road
Section 19.0470 Doane Street stops for Seabright Avenue Section 19.0475 Doyle Street stops for North Branciforte Avenue Section 19.0480 Doyle Street stops for Soquel Avenue
Section 19.0485 Dufour Street stops for Delaware Avenue Section 19.0490 East Cliff Drive stops for Murray Street Section 19.0495 Eastgate Avenue stops for Trevethan Avenue Section 19.0500 Echo Street stops for Wavecrest Street
Section 19.0505 Echo Street stops for Western Drive
Section 19.0510 Effey Street stops for Cayuga Street
Section 19.0515 Elk Street stops for Delavega Park Road Section 19.0520 Elm Street stops for Cedar Street
Section 19.0525 English Drive stops for Fairland Way
Section 19.0530 English Drive stops for Prospect Heights Section 19.0535 Escalona Drive stops for Bay Street
Section 19.0540 Escalona Drive stops for Highland Avenue Section 19.0545 Eucalyptus Avenue stops for Pelton Avenue Section 19.0550 Fair Avenue stops for West Cliff Drive
Section 19.0555 Felix Street stop for Laurel Street
Section 19.0560 Felker Street stops for Ocean Street
Section 19.0565 Fernside Street stops for Emeline Avenue Section 19.0570 First Avenue stops for Atlantic Avenue
Section 19.0575 First Street stops for Cliff Street
Section 19.0580 First Street stops for Main Street
Section 19.0585 Flower Street stops for Alamo Avenue
15.6 RESOLUTION NO. NS4
Section 19.0590 Forbes Street stops for Seabright Avenue Section 19.0595 Forest Avenue stops for Soquel Avenue
Section 19.0600 Fourth Avenue stops for Atlantic Avenue Section 19.0605 Franklin Street stops for Ocean Street
Section 19.0606 Fridley Street stops for Iowa Drive
Section 19.0610 Front Street stops for Pacific Avenue
Section 19.0615 Front Street stops for Washington Street Section 19.0620 Gault Street stops for Frederick Street Section 19.0625 Gault Street stops for Seabright Avenue Section 19.0630 Getchell Street stops for Delaware Avenue Section 19.0635 Getchell Street stops for West Cliff Drive Section 19.0640 Gharkey Street stops for West Cliff Drive Section 19.0645 Glenview Street stops for Frederick Street Section 19.0650 Glenwood Avenue stops for Curtis Street Section 19.0655 Glenwood Avenue stops for Ocean Street
Section 19.0660 Goss Avenue stops for Elk Street
Section 19.0665 Grandview Street stops for Western Drive Section 19.0670 Grant Street stops for Market Street
Section 19.0675 Grant Street stops for Plymouth Street
Section 19.0680 Green Street stops Mission Street
Section 19.0685 Grover Lane stops for Walnut Avenue
Section 19.0690 Grunewald Court stops for Market Street Section 19.0695 Hall Street stops for Seabright Avenue
Section 19.0700 Hammond Avenue stops for Morrissey Boulevard Section 19.0705 Hammond Avenue stops for Poplar Avenue
Section 19.0710 Handley Street stops for Almar Avenue
Section 19.0715 Handley Street stops for Fair Avenue
Section 19.0725 Hanover Street stops for Branciforte Avenue Section 19.0730 Hanover Street stops for Pine Street
Section 19.0735 Harrison Avenue stops for Chilverton Avenue Section 19.0740 Harvard Street stops for Pelton Avenue
Section 19.0750 Heath Street stops for Fair Avenue
Section 19.0755 Heath Street stops for Swift Street
Section 19.0760 Heather Court stops for Morrissey Boulevard Section 19.0765 Hebard Street stops for Almar Avenue
Section 19.0770 Hebard Street stops for Fair Avenue
Section 19.0775 Hiawatha Avenue stops for East Cliff Drive Section 19.0780 Highland Avenue stops for Spring Street Section 19.0790 Hillcrest Terrace stops for Highland Avenue Section 19.0795 Holden Street stops for Leibrandt Avenue Section 19.0800 Holden Street stops for Third Street
Section 19.0805 Hollywood Avenue stops for King Street
Section 19.0810 Hubbard Street stops for Market Street
Section 19.0815 Hubbard Street stops for Ocean Street
Section 19.0820 Hugus Avenue stops for North Branciforte Avenue Section 19.0825 Hunolt Street stops for Ocean Street
15.7 RESOLUTION NO. NS5
Section 19.0835 Ingalls Street stops for Almar Avenue
Section 19.0840 Ingalls Street stops for Swift Street
Section 19.0845 James Street stops for Cayuga Street
Section 19.0850 James Street stops for Seabright Avenue Section 19.0853 Jenne Street stops for Blackburn Street Section 19.0855 Jessie Street stops for East Cliff Drive Section 19.0860 Jeter Street stops for Fair Avenue
Section 19.0865 Jeter Street stops for Swift Street
Section 19.0870 Jewell Street stops for Ocean Street Extension Section 19.0875 Jocelyn Court stops for Isbel Drive
Section 19.0880 John Street stops for Delaware Avenue
Section 19.0885 John Street stops for West Cliff Drive
Section 19.0890 Jorden Street stops for Escalona Drive
Section 19.0895 Josephine Street stops for River Street Section 19.0900 Kalkar Drive stops for High Street
Section 19.0905 Kalkar Lane stops for Kalkar Drive
Section 19.0910 Kaye Street stops for Third Street
Section 19.0915 Kenneth Street stops for Laurent Street Section 19.0920 Kenneth Street stops for Olive Street
Section 19.0925 Keystone Avenue stops for North Branciforte Avenue Section 19.0930 Keystone Avenue stops for Poplar Avenue Section 19.0935 Kirby Street stops for Escalona Drive
Section 19.0940 Kirby Street stops for King Street
Section 19.0945 Knight Street stops for North Pacific Avenue Section 19.0950 LaFonda Avenue stops for Prospect Heights Section 19.0955 LaFonda Avenue stops for Soquel Avenue
Section 19.0960 Laguna Street stops for Bay Street
Section 19.0965 Laguna Street stops for Monterey Street Section 19.0970 Laguna Street stops for Pelton Avenue
Section 19.0975 Lance Court stops for Elk Street
Section 19.0980 Laurent Street stops for California Street Section 19.0985 Lee Street stops for Emeline Avenue
Section 19.0990 Leibrandt Avenue stops for Beach Street Section 19.0995 Lemos Avenue stops for Ocean Street
Section 19.1000 Lennox Street stops for Bay Street
Section 19.1005 Leonard Street stops for May Avenue
Section 19.1010 Leonard Street stops for Ocean Street
Section 19.1015 Liberty Street stops for Bay Street
Section 19.1020 Liberty Street stops for Monterey Street Section 19.1025 Liberty Street stops for Nevada Street
Section 19.1030 Liberty Street stops for Pelton Avenue
Section 19.1035 Lighthouse Avenue stops for Bay Street
Section 19.1040 Lighthouse Avenue stops for Pelton Avenue Section 19.1045 Limestone Lane stops for Kalkar Drive
Section 19.1050 Lisa Court stops for Western Drive
Section 19.1055 Locust Street stops for Chestnut Street
15.8 RESOLUTION NO. NS6
Section 19.1060 Logan Street stops for Seabright Avenue Section 19.1065 Madrone Street stops for River Street
Section 19.1070 Magnolia Street stops for Melrose Avenue Section 19.1075 Magnolia Street stops for Water Street
Section 19.1080 Main Street stops for Beach Street
Section 19.1085 Main Street stops for Third Street
Section 19.1090 Majors Street stops for Laurent Street
Section 19.1095 Manor Avenue West stops for Lighthouse Avenue Section 19.1100 Manor Avenue stops for West Cliff Drive Section 19.1105 Maple Street stop for Center Street
Section 19.1110 Maple Street stops for Pacific Avenue
Section 19.1115 Maple Street stops for Washington Street Section 19.1120 Marine Parade stops for Seabright Avenue Section 19.1125 Marnell Avenue stops for Soquel Avenue
Section 19.1130 Marnell Avenue stops for Morrissey Boulevard Section 19.1135 Mason Street stops for Bay Street
Section 19.1140 May Avenue stops for Soquel Avenue
Section 19.1145 McCornick Street stops for North Branciforte Avenue Section 19.1150 McPherson Street stops for Fair Avenue
Section 19.1155 McPherson Street stops for Swift Street Section 19.1160 Meadow Rd stops for Spring Street
Section 19.1165 Meder Street stops for Bay Drive
Section 19.1170 Melrose Avenue stops for Morrissey Boulevard Section 19.1175 Melrose Avenue stops for Poplar Avenue
Section 19.1180 Melrose Avenue stops for Stanford Avenue Section 19.1185 Mentel Avenue stops for Soquel Avenue
Section 19.1190 Merced Avenue stops for West Cliff Drive Section 19.1195 Mesa Lane stops for King Street
Section 19.1200 Miles Street stops for King Street
Section 19.1205 Minnie Street stops for North Branciforte Avenue Section 19.1210 Mira Vista Drive stops for Alta Vista Drive Section 19.1215 Mission Street stops for Swift Street
Section 19.1220 Modesto Avenue stops for Swanton Boulevard Section 19.1225 Modesto Avenue stops for Swift Street
Section 19.1230 Monarch Way stops for Western Drive
Section 19.1235 Monte Street stops for Isbel Drive
Section 19.1240 Monterey Street stops for Lighthouse Avenue Section 19.1245 Monterey Street stops for West Cliff Drive Section 19.1250 Mora Street stops for River Street
Section 19.1260 Mott Avenue stops for East Cliff Drive
Section 19.1265 Mountain Way stops for Alamo Avenue
Section 19.1270 Mountain Way stops for Western Drive
Section 19.1275 Municipal Pier Parking Lot stops for Municipal Pier Section 19.1280 Murray Street stops for East Cliff Drive Section 19.1285 Murray Street Spur stops for Seabright Avenue Section 19.1290 Naglee Avenue stops for Woodrow Avenue
15.9 RESOLUTION NO. NS7
Section 19.1295 Nanna Court stops for Isbel Drive
Section 19.1300 National Street stops for Bay Street
Section 19.1305 National Street stops for Pelton Avenue Section 19.1310 Natural Bridges Drive stops for Delaware Avenue Section 19.1315 Natural Bridges Drive stops for Mission Street Section 19.1320 Nevada Street stops for Columbia Street Section 19.1325 Oak Way stops for LaFonda Avenue
Section 19.1330 Ocean Street Extension stops for Graham Hill Road Section 19.1335 Oceanview Avenue stops for Broadway
Section 19.1340 Oceanview Avenue stops for Soquel Avenue Section 19.1345 Olive Street stops for Escalona Drive
Section 19.1350 Oregon Street stops for Columbia Street Section 19.1355 Oregon Street stops for Laguna Street
Section 19.1360 Oregon Street stops for Liberty Street
Section 19.1365 Oregon Street stops for Lighthouse Avenue Section 19.1370 Otis Street stops for California Street Section 19.1375 Otis Street stops for King Street
Section 19.1380 Oxford Way stops for Columbia Street
Section 19.1385 Pacheco Avenue stops for Fairmount Avenue Section 19.1390 Pacheco Avenue stops for Soquel Avenue
Section 19.1395 Pacific Avenue stops for Front Street
Section 19.1400 Pacific Avenue stops for Lincoln Street Section 19.1405 Palm Street stops for California Avenue Section 19.1410 Palmetta Street stops for Delaware Avenue Section 19.1415 Palo Verde Terrace stops for Nobel Drive Section 19.1420 Park Avenue stops for Hiawatha Avenue
Section 19.1425 Park Place stops for Beach Street
Section 19.1430 Park Way stops for Morrissey Boulevard
Section 19.1435 Parnell Street stops for Poplar Avenue
Section 19.1440 Parnell Street stops for Trevethan Avenue Section 19.1445 Peach Terrace stops for Nobel Drive
Section 19.1450 Pearl Street stops for East Cliff Drive Section 19.1455 Pearl Street stops for Lemos Street
Section 19.1460 Peck Terrace stops for Branciforte Avenue Section 19.1465 Pelton Avenue stops for Woodrow Avenue
Section 19.1470 Pendegast Avenue stops for Almar Avenue Section 19.1475 Pendegast Avenue stops for Errett Circle Section 19.1480 Pendegast Avenue stops for Seaside Street Section 19.1485 Pennsylvania Avenue stops for Soquel Avenue Section 19.1490 Pilkington Avenue stops for Murray Street Section 19.1495 Pine Street stops for Seabright Avenue
Section 19.1500 Pine Street stops for Soquel Avenue
Section 19.1505 Plateau Avenue stops for Columbia Street Section 19.1510 Plateau Avenue stops for Fair Avenue
Section 19.1515 Pleasant Street stops for Pine Street
Section 19.1520 Plymouth Street stops for Pryce Street
15.10 RESOLUTION NO. NS8
Section 19.1525 Poplar Avenue stops for Water Street
Section 19.1530 Post Street stops for Encinal Street
Section 19.1535 Potrero Street stops for River Street
Section 19.1540 Princeton Street stops for Pelton Avenue Section 19.1545 Pryce Street stops for Ocean Street
Section 19.1550 Quarry Court stops for Quarry Lane
Section 19.1555 Quarry Lane stops for Spring Street
Section 19.1560 Quintana Court stops for Swanton Boulevard Section 19.1565 Rankin Street stops for Walk Circle
Section 19.1570 Rathburn Way stops for North Branciforte Avenue Section 19.1575 Ravenswood Court stops for Moore Creek Rd Section 19.1580 Raymond Street South stops for Beach Street Section 19.1585 Raymond Street stops for Leibrandt Avenue Section 19.1590 Redwood Street stops for Bay Street
Section 19.1595 Reed Way stops for Water Street
Section 19.1600 Rigg Street stops for California Street Section 19.1605 Rigg Street stops for King Street
Section 19.1610 Rincon Street stops for Walnut Avenue
Section 19.1615 River Street stops for Front Street
Section 19.1620 River Street south stops for River Street Section 19.1625 Riverside Avenue stops for Campbell Street Section 19.1630 Riverside Avenue stops for Soquel Avenue Section 19.1635 Roberts Street stops for Broadway
Section 19.1640 Rockridge Lane stops for Spring Street
Section 19.1645 Roosevelt Terrace stops for Broadway
Section 19.1650 Rose Street stops for North Branciforte Avenue Section 19.1655 Roxas Street stops for Park Way
Section 19.1660 Ross Street stops for Laurent Street
Section 19.1665 Sacramento Avenue stops for West Cliff Drive Section 19.1670 San Jose Avenue stops for West Cliff Drive Section 19.1675 San Juan Avenue stops for Soquel Avenue Section 19.1680 Santa Cruz Street stops for West Cliff Drive Section 19.1685 School Street stops for Emmet Street
Section 19.1690 Seabright Avenue stops for Water Street Section 19.1695 Seaside Street stops for Delaware Avenue Section 19.1700 Second Street stops for Washington Street Section 19.1705 Serra Court stops for Grandview Street
Section 19.1710 Sherman Avenue stops for King Street
Section 19.1715 Soquel Avenue stops for Pacific Avenue
Section 19.1720 Spruce Street stops for Front Street
Section 19.1725 Stanford Avenue stops for Chilverton Avenue Section 19.1730 Stanford Avenue stops for Water Street
Section 19.1735 Stockton Avenue stops for West Cliff Drive Section 19.1740 Stonebrook Way stops for Moore Creek Road Section 19.1745 Stoneycreek Road stops for Market Street Section 19.1760 Suburbia Avenue stops for Almena Street
15.11 RESOLUTION NO. NS9
Section 19.1765 Sunnyside Avenue stops for North Branciforte Avenue Section 19.1770 Sunset Avenue stops for Fair Avenue
Section 19.1775 Sunset Avenue stops for West Cliff Drive Section 19.1780 Surfside Avenue stops for Delaware Avenue Section 19.1782 Surfside Avenue stops for Rankin Street Section 19.1785 Sutphen Street stops for Emeline Avenue Section 19.1790 Swanton Boulevard stops for Delaware Avenue Section 19.1795 Swanton Boulevard stops for West Cliff Drive Section 19.1800 Swift Street stops for West Cliff Drive Section 19.1805 Sycamore Street stops for Pacific Avenue Section 19.1820 Sylvar Street stops for Mission Street
Section 19.1825 Taylor Street stops for Chestnut Street Section 19.1830 Toledo Street stops for Bay Street
Section 19.1845 Trevethan Avenue stops for Morrissey Boulevard Section 19.1850 Trinty Street stops for Cliff Street
Section 19.1855 Trinity Street stops for Leibrandt Avenue Section 19.1860 Uhden Street stops for Third Street
Section 19.1865 Union Street stops for Cedar Street
Section 19.1870 Union Street stops for Chestnut Street
Section 19.1875 Upper Park Road stops for Delaveaga Park Road Section 19.1876 Upper Park Road stops for North Branciforte Avenue Section 19.1880 Van Ness Avenue stops for California Street Section 19.1885 Vista Bella Drive stops for Calcita Drive Section 19.1890 Vista Delaveaga stops for Elk Street
Section 19.1895 Walk Circle stops for Pendegast Avenue
Section 19.1900 Walk Circle stops for Woodrow Avenue
Section 19.1905 Walti Street stops for Laurel Street
Section 19.1910 Wanzer Street stops for Fair Avenue
Section 19.1915 Wanzer Street stops for Swift Street
Section 19.1920 Washburn Street stops for Market Street Section 19.1925 Washington Street stops for Center Street Section 19.1930 Washington Street stops for Lincoln Street Section 19.1935 Watson Street stops for Seabright Avenue Section 19.1940 Wave Lane stops for Leibrandt Avenue
Section 19.1945 Wendell Street stops for Emeline Avenue Section 19.1950 Westbrook Street stops for Beach Street Section 19.1955 West Cliff Drive stops for Beach Street Section 19.1960 Western Court stops for Western Drive
Section 19.1965 Western Drive stops for High Street
Section 19.1970 Western Drive stops for Mission Street
Section 19.1975 Woodcrest Place stops for Fairland Way
Section 19.1980 Woodrow Avenue stops for West Cliff Drive Section 19.1985 Woodrow Avenue stops for Errett Circle
Section 19.1990 Woods Street stops for Seabright Avenue Section 19.1995 Yosemite Street stops for Western Drive Section 19.2000 Younger Way stops for Second Street
15.12 RESOLUTION NO. NS10
Section 19.2005 Younglove Avenue stops for Errett Circle 2-Way Stops
Section 19.2015 Alta Avenue stops for Almar Avenue
Section 19.2020 Alta Avenue stops for Columbia Street
Section 19.2025 Alta Avenue stops for Woodrow Avenue
Section 19.2030 Alta Vista Drive stops for Arroyo Seco
Section 19.2035 Alta Vista Drive stops for Miramar Drive Section 19.2040 Anthony Street stops for Bay Street
Section 19.2045 Anthony Street stops for Olive
Section 19.2050 Avalon Avenue stops for Emeline Avenue
Section 19.2055 Baldwin Street stops for King Street
Section 19.2065 Beach Street stops for West Cliff Drive Section 19.2070 Berkshire Avenue stops for King Street
Section 19.2075 Berry Street stops for Grant Street
Section 19.2080 Bethany Curve stops for Pendegast Avenue Section 19.2085 Button Street stops for Emeline Avenue
Section 19.2090 Caledonia Street stops for Windham Street Section 19.2095 Caledonia Street stops for Broadway
Section 19.2100 Cayuga Street stops for Broadway
Section 19.2105 Cedar Street stops for Laurel Street
Section 19.2110 Chico Avenue stops for Modesto Avenue
Section 19.2115 Chilverton Street stops for Poplar Avenue Section 19.2120 Cleveland Avenue stops for Otis Street
Section 19.2125 Cleveland Avenue stops for Rigg Street
Section 19.2130 Cliff Street stops for Third Street
Section 19.2135 Clinton Street stops for Seabright Avenue Section 19.2140 Columbia Street stops for Pelton Avenue Section 19.2145 Coulson Avenue stops for May Avenue
Section 19.2150 Darwin Street stops for Broadway
Section 19.2152 Dellview Avenue stops for Fairmount Avenue Section 19.2155 Dufour Street stops for California Avenue Section 19.2160 East Cliff Drive stops for Seabright Avenue Section 19.2165 Effey Street stops for Seabright Avenue Section 19.2170 Effey Street stops for Sumner Street
Section 19.2175 Emeline Avenue stops for Grant Street
Section 19.2180 Escalona Drive stops for Miramar Drive
Section 19.2185 Esmeralda Drive stops for Carbonera Drive Section 19.2190 Esmeralda Drive stops for Vista Bella Drive Section 19.2195 Forbes Street stops for Mott Street
Section 19.2200 Front Street stops for Third Street
Section 19.2205 Getchell Street stops for Chace Street
Section 19.2210 Getchell Street stops for Wanzer Street Section 19.2212 Gharkey Street stops for Centennial Street Section 19.2215 Gharkey Street stops for Columbia Street
15.13 RESOLUTION NO. NS11
Section 19.2220 Gharkey Street stops for Laguna Street
Section 19.2221 Gharkey Street stops for Liberty Street Section 19.2225 Gilbert Lane stops for Goss Avenue
Section 19.2230 Glenwood Avenue stops for May Avenue
Section 19.2235 Graham Avenue stops for DuFour Street
Section 19.2240 Hall Street stops for Bronson Street
Section 19.2250 Hanover Street stops for Frederick Street Section 19.2255 Hanover Street stops for Seabright Avenue Section 19.2260 Harrison Avenue stops for Hammond Avenue Section 19.2265 Harrison Court stops for Harrison Avenue and Hammond Avenue Section 19.2270 Harrison Avenue stops for Melrose Avenue Section 19.2275 Harrison Avenue stops for Parnell Street Section 19.2280 Ingalls Street stops for Fair Avenue
Section 19,2282 Jackson Street stops for Button Street
Section 19.2285 John Street stops for Chace Street
Section 19.2290 John Street stops for Wanzer Street
Section 19.2295 Kenneth Street stops for Bay Street
Section 19.2300 Ladera Drive stops for King Street - North Section 19.2305 Ladera Drive stops for King Street - South Section 19.2310 Laguna Street stops for Monterey Street Section 19.2315 Laguna Street stops for Oregon Street
Section 19.2320 Laurent Street stops for Highland Avenue Section 19.2325 Laurent Street stops for Moore Street (southbound) Section 19.2330 Leibrandt Avenue stops for Riverside Avenue Section 19.2340 Maple Street stops for Chestnut Street
Section 19.2345 Maple Street stops for Cedar Street
Section 19.2350 Marnell Avenue stops for Fairmount Avenue Section 19.2355 Marnell Avenue stops for Parnell Street Section 19.2360 May Avenue stops for Water Street
Section 19.2365 Meder Street stops for Nobel Drive
Section 19.2370 Merced Avenue stops for Modesto Avenue
Section 19.2372 Miramar Avenue stops for Mira Vista
Section 19.2375 Monterey Street stops for Columbia Street Section 19.2380 Moore Creek Road stops for Western Drive-North Section 19.2385 Moore Creek Road stops for Western Drive-South Section 19.2395 Mott Avenue stops for Murray Street
Section 19.2400 Myrtle Street stops for Laurel Street
Section 19.2405 National Street stops for Delaware Avenue Section 19.2410 National Street stops for Nevada Street Section 19.2415 Nevada Street stops for Centennial Street Section 19.2420 Oregon Street stops for Centennial Street Section 19.2425 Oregon Street stops for National Street Section 19.2430 Oxford Way stops for Fair Avenue
Section 19.2435 Oxford Way stops for Woodrow Avenue
Section 19.2440 Pacheco Avenue stops for Parnell Street Section 19.2445 Pacific Avenue stops for Church Street
15.14 RESOLUTION NO. NS12
Section 19.2450 Palm Street stops for Southern Pacific Railroad Tracks Section 19.2455 Parnell Street stops for Morrissey Boulevard-East Section 19.2460 Parnell Street stops for Morrissey Boulevard-West Section 19.2462 Pendegast Avenue stops for Seaside Avenue Section 19.2463 Pendegast Avenue stops for Surfside Avenue Section 19.2465 Pennsylvania Avenue stops for Broadway
Section 19.2470 Peyton Street stops for King Street
Section 19.2475 Pine Street stops for Broadway
Section 19.2480 Plateau Avenue stops for Almar Avenue
Section 19.2485 Plateau Avenue stops for Woodrow Avenue Section 19.2495 Riverside Avenue stops for Broadway
Section 19.2500 Sacramento Avenue stops for Modesto Avenue Section 19.2502 Santa Cruz stops for Centennial Street
Section 19.2505 Santa Cruz Street stops for Columbia Street Section 19.2510 Santa Cruz Street stops for Laguna Street Section 19.2511 Santa Cruz Street stops for Liberty Street Section 19.2515 Santa Cruz Street stops for Lighthouse Avenue Section 19.2520 Seaside Avenue stops for DuFour Street
Section 19.2525 Seaside Avenue stops for Bay Street
Section 19.2527 Seaside Street stops for Palm Street
Section 19.2530 Seaview Avenue stops for Logan Street
Section 19.2535 Second Avenue stops for Atlantic Avenue Section 19.2540 Shaffer Road stops for Mission Street Extension Section 19.2545 Spring Street stops for High Street
Section 19.2550 Spruce Street stops for Pacific Avenue
Section 19.2555 State Street stops for Columbia Street
Section 19.2560 Stockton Avenue stops for Modesto Avenue Section 19.2565 Sumner Street stops for Broadway
Section 19.2570 Sumner Street stops for Hanover Street
Section 19.2575 Sumner Street stops for Windham Street
Section 19.2580 Sunset Avenue stops for Almar Avenue
Section 19.2585 Third Avenue stops for Atlantic Avenue
Section 19.2587 Trescony Street stops for Seaside Avenue Section 19.2590 Union Street stops for Center Street
Section 19.2595 Van Ness Avenue stops for King Street
Section 19.2600 Walk Circle stops for California Avenue Section 19.2610 Washington Street stops for Laurel Street Section 19.2615 Wilkes Circle stops for California Avenue Section 19.2620 Wilkes Circle stops for Pendegast Avenue Section 19.2625 Wilkes Circle stops for Woodrow Avenue
Section 19.2630 Wilkes Circle stops for Younglove Avenue Section 19.2635 Windham Street stops for South Branciforte Avenue Section 19.2650 Windham Street stops for Seabright Avenue Section 19.2655 Windsor Street stops for South Branciforte Section 19.2660 Windsor Street stops for Caledonia Street Section 19.2665 Windsor Street stops for Cayuga Street
15.15 RESOLUTION NO. NS13
Section 19.2675 Windsor Street stops for Frederick Street Section 19.2680 Windsor Street stops for Pennsylvania Avenue Section 19.2685 Windsor Street stops for Pine Street
Section 19.2690 Windsor Street stops for Seabright Avenue Section 19.2695 Windsor Street stops for Sumner Street
3-Way Stops
Section 19.2700 Acadia Street and Seaside Street
Section 19.2705 Almar Avenue and Rankin Street
Section 19.2710 Almena Street and Park Way
Section 19.2715 Arroyo Seco and Grandview Street
Section 19.2720 Barson Street and Ocean Street
Section 19.2725 Bay Street and California Avenue
Section 19.2726 Bay Street and California Street
Section 19.2730 Bay Street and West Cliff Drive
Section 19.2735 Branciforte Avenue and Fairmount Avenue Section 19.2740 Broadway and Frederick Street
Section 19.2743 Buena Vista Avenue and Idaho Avenue
Section 19.2744 Buena Vista Avenue and Logan Street
Section 19.2745 Buena Vista Avenue and Riverview
Section 19.2750 Burkett Street and Mission Street
Section 19.2755 California Street and Taylor Street
Section 19.2760 Cathcart Street and Pacific Avenue
Section 19.2765 Cathcart Street and Cedar Street
Section 19.2767 Cayuga Street and Hanover Street
Section 19.2770 Cedar Street and Lincoln Street
Section 19.2775 Cleveland Avenue and Van Ness Avenue
Section 19.2780 Cliff Street and Second Street
Section 19.2781 Coral Street and Harvey West Boulevard
Section 19.2782 Coral Street and Limekiln Street
Section 19.2783 Darwin Street and Gault Street
Section 19.2785 Elk Street and Goss Street
Section 19.2790 Elk Street and Rooney Street
Section 19.2795 Encinal Street and Du Bois Street
Section 19.2797 Encinal Street and Sylvania Street
Section 19.2800 Escalona Drive and Laurel Street
Section 19.2805 Escalona Drive and Peyton
Section 19.2810 Escalona Drive and Walnut Avenue
Section 19.2815 Fairland Way and Oak Way
Section 19.2820 Fairmount Avenue and Poplar Avenue
Section 19.2825 Fairmount Avenue and State Route 1
Section 19.2830 Fridley Drive and Moore Street
Section 19.2835 Front Street and Second Street
Section 19.2836 Gault Street and South Morrissey Boulevard Section 19.2837 Gault Street and Sumner Street
15.16 RESOLUTION NO. NS14
Section 19.2839 Goss Avenue and Elk Street
Section 19.2840 Hanover and Darwin Street
Section 19.2841 Harvey West Boulevard and Sylvania Avenue Section 19.2843 High Street and Storey Street
Section 19.2845 King Street and Storey Street
Section 19.2850 Laurent Street and Spring Street
Section 19.2855 Logan Street and Mott Avenue
Section 19.2860 Main Street and Second Street
Section 19.2863 Mission Street and Western Drive
Section 19.2865 Morrissey Boulevard and Pacheco Avenue and Rooney Street Section 19.2870 Morrissey Boulevard and Prospect Heights Section 19.2871 Nobel Drive West and Meder Street
Section 19.2875 Oxford Way and David Way
Section 19.2880 Pacheco Avenue and Prospect Heights
Section 19.2885 Swift Street and Chace Street
Section 19.2890 West Cliff Drive and Columbia
Section 19.2894 West Cliff Drive and Swanton Blvd.
Section 19.2895 West Cliff Drive and Swift Street
Section 19.2900 West Cliff Drive and Woodrow Avenue
4-Way Stops
Section 19.2910 Almar Avenue/Delaware Avenue
Section 19.2915 Almar Avenue/Oxford Way
Section 19.2920 Almena Street/Fairmount Avenue/Trevethan Avenue Section 19.2925 Arroyo Seco and Escalona Drive
Section 19.2926 Barson Street and Riverside Avenue
Section 19.2930 Beach Street and Washington Street
Section 19.2932 Benito Avenue and Alley Access to Branciforte Elem. School Section 19.2935 Branciforte Avenue and Goss Avenue
Section 19.2938 Caledonia Street and Hanover Street
Section 19.2940 Carbonera Drive and Isbel Drive
Section 19.2943 Cayuga Street and Idaho Avenue
Section 19.2944 Cayuga Street and Logan Street
Section 19.2950 Cedar Street and Church Street
Section 19.2955 Cedar Street and Locust Street
Section 19.2960 Cedar Street and Walnut Avenue
Section 19.2965 Center Street and Church Street
Section 19.2970 Center Street and Lincoln Street
Section 19.2975 Center Street and Locust Street
Section 19.2980 Center Street and Walnut Avenue
Section 19.2985 Chestnut Street and Lincoln Street
Section 19.2990 Chestnut Street and Walnut Avenue
Section 19.2995 Columbia Street and Delaware Avenue
Section 19.2997 Darwin Street and Windsor Street
Section 19.3000 Delaware Avenue and Fair Avenue
15.17 RESOLUTION NO. NS15
Section 19.3005 Delaware Avenue and Swift Street
Section 19.3010 Delaware Avenue and Woodrow Avenue
Section 19.3011 Effey Street and Sumner Street
Section 19.3015 Escalona Drive/Baldwin Street/Anthony Street Section 19.3020 Escalona Drive and Laurent Street
Section 19.3025 Escalona Drive and Storey Street
Section 19.3027 Frederick Street and Windham Street
Section 19.3030 Fairmount Avenue and San Juan Avenue
Section 19.3035 Gharkey Street and Lighthouse Avenue
Section 19.3040 High Street and Laurent Street
Section 19.3041 High Street and Highland Avenue
Section 19.3045 Highland Avenue and Ross Street
Section 19.3050 Keystone Avenue and Stanford Avenue
Section 19.3055 King Street and Laurel Street
Section 19.3060 King Street and Laurent Street
Section 19.3065 King Street and Miramar Street
Section 19.3070 King Street and Olive Street
Section 19.3075 King Street and Walnut Avenue
Section 19.3080 Laurel Street, Leibrandt Avenue, and Third Street Section 19.3085 Leonard Street and May Avenue
Section 19.3087 Logan Street and Mountain View Avenue
Section 19.3090 Market Street and Goss Avenue
Section 19.3095 Marnell Avenue and Melrose Avenue
Section 19.3100 May Avenue and Hubbard Street
Section 19.3101 May Avenue and Washburn Avenue
Section 19.3105 Meder Street and Western Drive
Section 19.3110 Melrose Avenue and Pacheco Avenue
Section 19.3115 Melrose Avenue and Poplar Avenue
Section 19.3120 Melrose Avenue and San Juan Avenue
Section 19.3125 Pacific Avenue, Washington Street & West Cliff Drive Section 19.3130 Park Way and Prospect Heights
Section 19.3135 Parnell Street and San Juan Avenue
Section 19.3140 Pine Street and Windham Street
Section 19.3142 Rankin Street and Seaside Street
Section 19.3145 West Cliff Drive and Pelton Avenue
Section 19.3150 Younglove Avenue and Seaside Street
5-Way Stops
Section 19.3160 Emeline Avenue, Lee Street, and Highway One Off Ramp 6-Way Stops
Section 19.3170 Cayuga Street, Clinton Street, Pine Street and Buena Vista Avenue
15.18 RESOLUTION NO. NS16
BE IT FURTHER RESOLVED, that Resolution No. NS-29-780 is hereby rescinded.
PASSED AND ADOPTED this 14th day of May 2024, by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
APPROVED: __________________________
Fred Keeley, Mayor
ATTEST: ___________________________
Bonnie Bush, City Clerk Administrator
15.19 RESOLUTION NO. NS-XX,XXX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ APPROVING
THE DESIGN AND PLANS FOR THE CONSTRUCTION OF THE CORAL AND LIMEKILN
INTERSECTION IMPROVEMENTS, PURSUANT TO GOVERNMENT CODE SECTION 830.6.
The City Council of the City of Santa Cruz does resolve as follows:
SECTION 1: The City Council finds and declares as follows:
A. City staff has designed and prepared the plans for the Coral and Limekiln Intersection Improvements.
B. The City Engineer has approved the completed design and plans for the Project and that construction of the Project may begin;
C. The City Council wishes to obtain the immunities set forth in Government Code §830.6 with regard to the plans and construction of the Project.
SECTION 2: Design Immunity; Authorization.
A. The City Council approves the design and plans for the Project.
B. The design approval set forth in this Resolution occurred before actual work on the Project construction commenced.
C. The approval granted by this Resolution conforms with the City's General Plan.
D. The City Engineer, or designee, is authorized to act on the City's behalf in approving any alterations or modifications of the design and plans approved by this Resolution.
E. The approval and authorization granted by this Resolution is intended to avail the City of the immunities set forth in Government Code §830.6.
SECTION 3: The City Clerk is directed to certify the adoption of this Resolution.
SECTION 4: This Resolution will become effective immediately upon adoption. [remainder of page intentionally blank]
15.20 RESOLUTION NO. NS-XX,XXX
[Date]
2 PASSED AND ADOPTED this ____ day of ______, 20__, by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
APPROVED: __________________________
Fred Keeley, Mayor
ATTEST: ___________________________
Bonnie Bush
City Clerk Administrator
15.21 1
Rosemary Balsley
From: Bonnie Bush
Sent: Monday, May 13, 2024 12:55 PM
To: City Council
Subject: FW: Comment on 5/14/24 hearing item 15 - Request to Postpone Approval of "Intersection Improvements at Coral Street and Limekiln Street" project Attachments: GRC_Coral Limekiln Improvements Comment_5.13.24.pdf Bonnie Bush
City Clerk
City of Santa Cruz
809 Center St., Room 8, Santa Cruz, CA 95060
Phone: 831-420-5035
Email:
[email protected] Web: www.cityofsantacruz.com
Public Records Requests may be submitted online via the Public Records Request form, by email, or by hard copy form available at the City Clerk’s Office located at 809 Center Street, Room 9, Santa Cruz, CA 95060.
Please note: Public Record Act Requests submitted via email, fax, USPS, or dropoff after 5:00 p.m. on a business day, Saturdays, Sundays, or holidays will be processed as received on the next open business day. The 10-day response period begins when the request is received.
From: Alexandra McCoy <[email protected]>
Sent: Monday, May 13, 2024 12:45 PM
To: Bonnie Bush <[email protected]>; Fred Keeley <[email protected]> Cc: Renee Golder <[email protected]>; Sandy Brown <[email protected]>; Sonja Brunner <[email protected]>; Shebreh Kalantari-Johnson <[email protected]>; Scott Newsome <[email protected]>; Martine Watkins <[email protected]>; Pat Mapelli <[email protected]>
Subject: Comment on 5/14/24 hearing item 15 - Request to Postpone Approval of "Intersection Improvements at Coral Street and Limekiln Street" project
Good aŌernoon Honorable Members of the City Council.
Please find aƩached a comment leƩer from Graniterock regarding the proposed intersecƟon modificaƟons at Coral Street and Limekiln Street. As operators of large industrial vehicles with driveways located within 50-feet of the intersecƟon, we request a postponement of the hearing for the approval of this item unƟl aŌer a field test with Public Works staff has been conducted. This will ensure that the intersecƟon remains accessible for large industrial and commercial vehicles operated by Graniterock and our Harvey West business neighbors. Thank you for your consideraƟon and please don’t hesitate to contact me directly if you have any quesƟons.
Alexandra McCoy | Land Use Specialist
408-309-0469 | 350 Technology Drive | Watsonville, CA 95076
15.22 2
15.23 To: City Council (sent via email)
From: Alexandra McCoy, Land Use Specialist
Date: May 13, 2024
Subject: Request to delay approval of Intersection Improvements at Coral Street and Limekiln Street Project (Item 15, City Council Hearing Agenda for May 14, 2024) Dear Honorable Mayor and City Councilmembers,
Graniterock is a longstanding member of the Santa Cruz community with a Concrete Batch Plant and Building Materials facility located at 303 Coral Street and a heavy equipment maintenance facility located at 129 Coral Street.
We are writing to inform you of our concerns regarding the proposed intersection improvements at Coral Street and Limekiln Street and the discussions with City Staff thus far.
As an operator of large industrial vehicles, including 3-axle cement trucks, through this intersection multiple times daily, our primary concern revolves around the potential impact of the proposed improvements on their movement given our driveways are within 50-feet of the intersection. We have communicated these concerns to Christopher Martinez, the project contact identified on the public hearing notice we received on April 29, 2024, who has been helpful in providing us with additional details. To ensure that the proposed improvements do not impede the safe and efficient passage of large industrial and commercial vehicles operated by us and our neighbors, we are in the process of scheduling a live field test with Public Works staff. Additionally, we are concerned about the proposed 2" mountable speed bumps, as many have weight limits that may not safely accommodate certain types of large vehicles when. For example, cement mixer trucks weigh up to 66,000 lbs when fully loaded. We request further evaluation of the speed bumps' specifications to ensure they can safely accommodate the weight of fully loaded vehicles.
Given the nature of our operations and the proximity of our facilities to the intersection, we respectfully request a postponement of the hearing for the approval of this item until after a field test with Public Works staff has been conducted. This will ensure that the intersection remains accessible for large industrial and commercial vehicles operated by Graniterock and our Harvey West business neighbors.
Thank you for considering our comments. We look forward to working with you to address these concerns and to ensure that the proposed improvements benefit all stakeholders. Please don’t hesitate to contact me directly if you have any questions.
Sincerely,
Alexandra McCoy
Land Use Specialist
Graniterock
350 Technology Drive
Watsonville, CA 95076
15.24 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Public Works
SUBJECT: FY 2025 Funding for Senate Bill 1 Road Maintenance and Rehabilitation Account (RMRA) (PW)
RECOMMENDATION: Motion to adopt a resolution approving the FY 2025 allocation of SB 1 Road Maintenance and Rehabilitation Account funds and authorizing the City Manager to submit the project list to the California Transportation Commission.
BACKGROUND: Senate Bill (SB) 1, the Road Repair and Accountability Act, was enacted by the legislature and approved by the governor in April 2017. SB 1 provides the first significant, stable, and on-going increase in state transportation funding in more than two decades. Formula funds are provided to cities in Santa Cruz County, the County of Santa Cruz, Santa Cruz Metro, the Regional Transportation Commission and Caltrans. Guidelines for the use of the different funding categories have been developed and made available to cities and counties on a competitive basis.
SB 1 will generate $1.5 billion per year to cities and counties statewide and will be distributed based on existing gas tax formulas. Cities and counties are expected to prioritize basic road maintenance and rehabilitation projects for these funds, though other projects are also eligible.
They must meet California Constitution Article XIX and other statutory requirements. The California Transportation Commission (CTC) is responsible for monitoring fund allocation and expenditure.
DISCUSSION: Based on the CTC approved guidelines, cities and counties are required to adopt a resolution and submit a list of projects annually to the CTC by July 1 to the RMRA program and it must reflect how the agency intends to use the SB1 funds. The RMRA is estimated to provide an additional $1,656,619 in Gas Tax funds to the City of Santa Cruz (City) next fiscal year. Public Works has developed a project list based on the need to fund Gas Tax eligible projects developed during the FY 2025 Capital Investment Program (CIP) process.
Public Works intends to focus the use of RMRA funds on road rehabilitation.
SB 1 also stabilizes the State Transportation Improvement Program (STIP) and State Highway Operation and Protection programs (SHOPP) that will benefit local transportation programs and projects. It also funds several competitive programs such as the Active Transportation Program (ATP), Transit and Intercity Rail Capital Program (TIRCP), Solutions for Congested Corridors, Local-State Partnership Program and Caltrans’ planning grants. Council approved grant
16.1 submissions for the Active Transportation Program, State Local Partnership Program and Caltrans planning grants in the past.
FISCAL IMPACT: SB 1 has a positive impact to the City’s transportation and maintenance budget by providing an estimated $1,656,619 in new Gas Tax revenue to the FY 2025 CIP.
Additionally, other SB 1 programs will fund important transportation projects in the City and region. There is no impact to the General Fund.
Prepared By:
Joshua Spangrud
Senior Professional Engineer
Submitted By:
Nathan Nguyen, P.E.
Director of Public Works
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. RESOLUTION.DOC
16.2 RESOLUTION NO. NSRESOLUTION OF THE CITY OF SANTA CRUZ ADOPTING THE FY 2025 LIST OF PROJECTS FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 in order to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of the City of Santa Cruz are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and WHEREAS, the City of Santa Cruz must adopt a list of all projects proposed to receive funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1 by resolution, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City of Santa Cruz will receive an estimated $1,656,619 in RMRA funding in Fiscal Year 2025 from SB 1; and
WHEREAS, the City of Santa Cruz has undergone a thorough public process to ensure public input into our community’s transportation and infrastructure priorities through consideration of the City’s Capital Improvement program at public meetings before the Transportation and Public Works Commission and, the City Council, and through social media; and
WHEREAS, the City of Santa Cruz uses a variety of tools to develop the Capital Investment Program, such as a Pavement Management System, operational resources and public input to develop the SB 1 projects to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the communities priorities for transportation investment; and
WHEREAS, the FY 2025 funding from SB 1 will help the City of Santa Cruz maintain, rehabilitate and restore the city’s infrastructure including street storm drains and catch basins citywide to prevent flooding, storm damage repair projects, rehabilitate arterial streets that include pedestrian and bicycle systems improvements that improve access and safety in Santa Cruz in FY2025; and that SB 1will fund many similar and larger projects into the future; and WHEREAS, the 2021 California Statewide Local Streets and Roads Needs Assessment found that the City of Santa Cruz’s streets and roads are in a “Good” condition with a current average PCI of 63 and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a “Very Good” condition, PCI goal
16.3 of over 70 as well as repair other deficiencies and improve our multi-modal transportation system; and
WHEREAS, without revenue from SB 1, the City of Santa Cruz, would otherwise fall further behind in maintaining our street infrastructure, not be able to reduce flooding impacts, and limit our ability to improve access and safety for our community; and WHEREAS, if the Legislature and Governor failed to act, city streets and county roads would have continued to deteriorate, having many and varied negative impacts on our community; and
WHEREAS, cities and counties own and operate more than 81 percent of streets and roads in California, and from the moment we open our front door to drive to work, bike to school, or walk to the bus station, people are dependent upon a safe, reliable local transportation network; and
WHEREAS, modernizing the local street and road system provides well-paying construction jobs and boosts local economies; and
WHEREAS, the local street and road system is also critical for farm to market needs, interconnectivity, multimodal needs, and commerce; and
WHEREAS, police, fire, and emergency medical services all need safe reliable roads to react quickly to emergency calls and a few minutes of delay can be a matter of life and death; and WHEREAS, maintaining and preserving the local street and road system in good condition will reduce drive times and traffic congestion, improve bicycle safety, and make the pedestrian experience safer and more appealing, which leads to reduce vehicle emissions helping the City and State achieve its air quality and greenhouse gas emissions reductions goals; and WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on maintenance and safety, investing in complete streets infrastructure, and using appropriate technology, materials and practices, will have significant positive co-benefits in and for our community.
NOW THEREFORE BE IT RESOLVED by the City Council of the City of Santa Cruz that the:
1. The foregoing recitals are true and correct.
2. The City of Santa Cruz is adopting the SB 1Road Maintenance and Rehabilitation Account (RMRA) Project List for FY 2025 as follows:
New Projects
City Arterial and Collector Street Reconstruction and Overlay 2024
16.4 This project will include: milling (Cold-In Place-Recycling if conditions warrant), correcting subgrade issues, paving, sidewalk and crosswalk improvements, safety improvements (including striping).
Project locations: Escalona Drive from Grandview Street to Bay Street and from Walnut Avenue to Highland Avenue, Highland Avenue from Mission Street (Rte 1) to Spring Street and Bay Drive from Escalona Drive to Nobel Drive This project is expected to begin July 1, 2024 and to be completed by June 1, 2025.
The expected useful life for these improvements is approximately 15 years.
3. The following previously approved and adopted project may also utilize Fiscal Year 2025 SB1 Road Maintenance and Rehabilitation (RMRA) account revenues in their delivery.
With the relisting of these projects in the adopted fiscal year resolution, the City is reaffirming to the public and the State our intent to fund these projects with Road Maintenance and Rehabilitation Account revenues:
City Arterial and Collector Street Reconstruction and Overlay 2025 This project will include: milling (Cold-In Place-Recycling if conditions warrant), correcting subgrade issues, paving, sidewalk and crosswalk improvements, safety improvements (including striping).
Project Location: Bay Street from Lennox Street to Mission Street (Rte 1).
This project is expected to begin April 1, 2025 and be completed by June 30, 2025.
The expected useful life for these improvements is approximately 15 years.
PASSED AND ADOPTED this 14th day of May, 2024, by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
16.5 APPROVED: _____________________________
Fred Keeley, Mayor
ATTEST: ____________________________
Bonnie Bush, City Clerk Administrator
16.6 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Public Works
SUBJECT: Contract Renewal with Hope Services, Inc. for the Resource Recovery Facility (PW)
RECOMMENDATION: Motion to authorize and direct the City Manager to execute the renewal of an agreement with Hope Services, Inc. (Santa Cruz, CA) for recycling and litter control services at the City’s Resource Recovery Facility on Dimeo Lane.
BACKGROUND: For the last twenty-four years, Hope Services, Inc. a local rehabilitationtraining program has provided employment to developmentally disabled workers through an annual contract with the City of Santa Cruz (City) Resource Recovery Facility (RRF) on Dimeo Lane. Under the terms of this agreement, Hope Services workers help sort recycled materials being processed on the City’s single-stream sorting line and help to control litter in and around the RRF.
DISCUSSION: The Hope Services contract enables the City to meet its recycling and diversion objectives by providing supplementary staffing for the sorting equipment the City operates at the RRF. This enables regular City recycling staff to perform a growing list of more specialized duties, such as baler operation, oil and oil filter recycling, operation of loaders and forklifts, and packing and documenting electronic waste. This contract also provides City workers time to sort more difficult materials and reduce contaminants from recycled materials, thereby maximizing sales revenues.
RRF staff continues to work to control the windblown litter problem at the RRF. Windblown litter at the RRF is unsightly, contributes to unsanitary conditions at the site, and is a constant threat to the City’s efforts to remain good neighbors with Wilder Ranch State Park. Hope Services workers assist with picking up litter around the RRF site.
For FY 2025, Hope Services is able to provide two crews, each crew consisting of one job coach and three clients. The total cost for FY 2025 contract for the Resource Recovery Facility is $250,000.
FISCAL IMPACT: Funding for this contract is included in the proposed FY 2025 Recycling Processing budget within the Refuse Fund. There is no impact to the General Fund.
17.1 Prepared By:
Eleazar Mejinez
Supervisor of Resource
Recovery
Submitted By:
Nathan Nguyen, P.E.
Director of Public Works
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. CONTRACT.PDF
17.2 17.3
17.4 17.5
17.6 17.7
17.8 17.9
City Council
AGENDA REPORT
DATE: 04/23/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Water
SUBJECT: 3rd Quarter FY 2024 Water Department Capital Investment Program Transfer – Budget Adjustment (WT)
RECOMMENDATION: Motion to adopt a rsolution amending the FY 2024 budget and transferring budget appropriations within the Water Department Capital Investment Program (CIP) to update various project budgets with current cost forecasts.
BACKGROUND: The Water Department recently updated capital project spending forecasts through the end of FY 2024. Spending forecasts are tracked and updated monthly and are showing higher than anticipated progress with some projects and lower than anticipated progress with other projects. The Water Department requests a budget adjustment to align current budget appropriations with current spending forecasts.
City Council Policy 12.6, Appropriation Control/Transfers of Appropriations, requires City Council approval of all transfers over $100,000 between CIP projects.
DISCUSSION: No new budget appropriation is being requested. The Water Department’s current FY 2024 amended CIP budget is slightly over $77 million and current FY 2024 year-end expenditure forecasts are within the existing amended budget total.
The purpose of the attached budget adjustment is to reduce appropriations in capital projects that are not needed this fiscal year and transfer the appropriations to active projects requiring additional funding. This will have a net zero impact to the Water Department’s FY 2024 CIP budget and will reduce the amount needed in FY 2025 for active capital projects.
FISCAL IMPACT: There is no fiscal impact.
Prepared By:
Malissa Kaping
Principal Management
Analyst
Submitted By:
Heidi Luckenbach
Water Director
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. BUDGET ADJUSTMENT.PDF
18.1 City of Santa Cruz
BUDGET ADJUSTMENT REQUEST
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REQUESTED BY DEPARTMENT HEAD
APPROVAL
BUDGET/ACCOUNTING
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FINANCE DIRECTOR
APPROVAL
CITYMANAGER
APPROVAL
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TOTAL EXPENDITURE
TOTALREVENUE
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2024
04/19/2024
Transfer funds between various projects within the Water Department's CIP based on March 2024 estimates to complete FY24. Net zero impact transfer.
0 711-70-91-7151-57302 c700003-100-2020-0 Main Replacements -Outside Agency -75,000 711-70-91-7153-57302 c701603-100-2020-0 Meter Replacement -300,000 711-70-91-7153-57302 c702102-100-2020-0 ASR - Mid County New Wells -465,000 711-70-91-7153-57302 c702303-100-2020-0 North Coast Phase 4 -105,000 711-70-91-7152-57302 c700025-100-2020-0 GHWTP Facilities Improvement Project 500,000 711-70-91-7159-57302 c701907-100-2020-0 Facility & Infrastructure Improvements 50,000 711-70-91-7159-57901 c702202-100-2020-0 CMMS Software Replacement for Water Dept 215,000 711-70-95-7159-57302 c702401-100-2020-0 Trailers at BSR 75,000 711-70-95-7159-57302 c702402-100-2020-0 Maintenance Workshop at BSR 105,000 0 0
Digitally signed by Malissa Kaping
DN: cn=Malissa Kaping, o=Water
Department, ou=City of Santa
Cruz,
[email protected]
, c=US
Date: 2024.04.19 08:47:09 -07'00'
Heidi
Luckenbach
Digitally signed by
Heidi Luckenbach
Date: 2024.04.23
15:23:36 -07'00'
Noah
Otts
Digitally signed
by Noah Otts
Date: 2024.04.24
09:26:59 -07'00'
Elizabet
h Cabell
Digitally signed by
Elizabeth Cabell
Date: 2024.04.28
09:29:10 -07'00' 18.2
City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Water
SUBJECT: Newell Creek Dam Inlet/Outlet Replacement Project – Notice of Completion (WT)
RECOMMENDATION: Motion to accept the work of Obayashi Corporation (Burlingame, CA) as complete per plans and specifications, authorizing the filing of a Notice of Completion for the Newell Creek Dam Inlet/Outlet Replacement Project and authorizing the Water Director to sign the Notice of Completion as the Owner’s Authorized Agent.
BACKGROUND: The Loch Lomond Reservoir (Reservoir) serves as the City of Santa Cruz (City)’s only asset that provides drinking water security to the City’s water system in the form of raw water storage. Water stored in the Reservoir is used to supplement other sources during peak season demands and periods of heavy rain when the other flowing sources become more challenging to treat to drinking water standards. Constructed in 1961, Newell Creek Dam, which creates the Loch Lomond Reservoir on Newell Creek, was designed with inlet/outlet works consisting of a single pipeline that runs beneath the dam, five inlet/outlet gates on the upstream face of the dam, two valves at the downstream toe of the dam, and a seepage monitoring and data collection system.
The dam and inlet/outlet works are under the jurisdiction of the State of California Department of Water Resources, Division of Safety of Dams (DSOD). During a routine maintenance inspection by City and DSOD staff in 2012, one of the downstream valves was found to be not fully-operable. Staff made several attempts to repair the valve and to conduct thorough inspections of the pipeline while at the same time finalizing an agreement with DSOD for an interim operational plan that would remain in effect until full functionality was returned. In 2018, with comparable information about replacement and rehabilitation alternatives, the decision was made to proceed with a replacement project.
The Newell Creek Dam Inlet/Outlet Replacement Project (Project) consisted of replacing all inlet/outlet works for the Newell Creek Dam. Specifically, this project included:
• Three new inlet/outlet gates located within the Reservoir that control flows into and out of the Reservoir;
• An 11-foot-maximum-diameter tunnel containing 48-inch and 10-inch inlet/outlet pipelines; • An outlet structure with valves and controls at the toe of the dam; • A new control house on the dam crest;
• A new dam seepage collection and monitoring system;
• Replacement of an approximately 2,000-linear-foot segment of the Newell Creek Pipeline;
19.1 • Improvements to existing access roads at the toe and either side of the reservoir; and • Decommissioning of the existing inlet/outlet system.
At its meeting on January 28, 2020, City Council approved the plans, specifications and contract documents for the Newell Creek Dam Inlet/Outlet Replacement Project and authorized staff to advertise the project for bids. In March of 2020, the Project was awarded to the lowest responsive bidder, Obayashi Corporation, who submitted a bid in the amount of $69,677,835; with an added 10% contingency, the contract amount was $76,645,618.50. The Water Department obtained funding for this Project via a low-interest loan through the State Water Resources Control Board’s Drinking Water State Revolving Fund.
DISCUSSION: All services required under the contract have now been completed, inspected by Water Department staff, and found to be constructed in accordance with the approved plans and specifications. There was a total of 47 change orders on the Project which were a result of various conditions including the abandonment of the existing inlet/outlet conduit, pavement improvements, procurement of additional materials with long lead times and differing site conditions. The total of all change orders was roughly 5% of the base bid amount.
The contractor made a good-faith effort to meet the requirements of the City’s Local Hire Ordinance by hiring employees that met the requirements of the Ordinance for 62% of its overall labor hours. The contractor also made a good-faith effort to employ apprentices as evidenced by its request to the appropriate apprenticeship committees and utilization of several apprentices in the course of their work. Based on total hours worked on the Project, apprentices worked roughly 17% of the hours.
FISCAL IMPACT: The final cost of all work under this contract was $72,682,322. The Project was funded from the Water Department Capital Investment Program, project c701606 Newell Creek Dam Inlet/Outlet Replacement Project.
Prepared By:
Isidro Rivera
Deputy Director/ Engineering
Manager
Submitted By:
Heidi Luckenbach
Water Director
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
None.
19.2 Notice of Completion (Revised Oct 2021)
(Space above for Recorder’s use only)
This instrument is being recorded for the benefit of the City of Santa Cruz.
No recording fee is required pursuant to Government Code § 27383.
NOTICE OF COMPLETION
(CA Civil Code Sections 8102 and 9204)
NOTICE IS HEREBY GIVEN THAT:
The undersigned is an authorized representative of the owner of the interest or estate stated below.
1. The Owner’s Name and Address. The Project owner is the City of Santa Cruz, a municipal corporation (the “City”). The City’s mailing address is 809 Center Street, Santa Cruz, California 95060. The City of Santa Cruz has the following interest in the subject Property described below:
City Property
2. Project Title and Number. The full name of the work of improvement/public works project (the “Project”) which is the subject of this Notice of Completion is: Newell Creek Dam Inlet/Outlet Replacement Project CIP# c701606 CWO# 2019-013
3. Nature of Work Performed on the Property or Materials Furnished for the City. The Project consisted of work described as: Replacing all inlet/outlet works at the Newell Creek Dam.
Specifically, this project included: Three new inlet/outlet gates located within the Loch Lomond Reservoir that function to control and convey flows into and out of the reservoir, an 11-footmaximum-diameter tunnel containing 48-inch and 10-inch inlet/outlet pipelines, an outlet structure with valves and controls at the toe of the dam, a new control house on the dam crest, a new dam seepage collection and monitoring system, replacement of an approximately 2,000-linear-foot segment of the Newell Creek Pipeline, improvements to existing access roads at the toe and either side of the reservoir, and decommissioning of the existing inlet/outlet system.
4. The general site location description or address (the “Property”) of the public improvement is located at: 10244 Newell Creek Road, Ben Lomond, CA 95005.
5. Name and Address of Contractor. The Contractor on the Project is: Obayashi Corporation; 950 Tower Lane, Suite 800, Foster City, CA 94404.
6. Construction Lender. The name and address of the construction lender, if any, is: N/A
7. Date of Completion. The Project on the Property was completed on: February 28, 2024 RECORDED AT THE REQUEST OF:
City of Santa Cruz, Water
Attn: Isidro Rivera
WHEN RECORDED MAIL TO:
City Clerk’s Department
809 Center Street, Room 9
Santa Cruz, CA 95060
19.3 Notice of Completion (Revised Oct 2021)
8. The filing of this Notice of Completion was authorized by the Santa Cruz City Council Minute Order on Tuesday, May 14, 2024
DATE: ___________________
Heidi Luckenbach
Water Director, City of Santa Cruz
19.4 Notice of Completion (Revised Oct 2021)
VERIFICATION FOR THE CITY OF SANTA CRUZ
I have read the foregoing Notice of Completion and know the contents thereof, and I certify that the same is true of my own knowledge, except as to those matters which are therein stated upon my information or belief, and as to those matters I believe it to be true. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Executed on ____________________at Santa Cruz, CA
Heidi Luckenbach
Water Director, City of Santa Cruz
19.5 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Economic Development and Housing
SUBJECT: 2024-2025 U.S. Department of Housing and Urban Development (HUD) Annual Action Plan and Amendment to the Citizen Participation Plan (EDH)
RECOMMENDATION: Motion to:
1) Adopt a resolution for the City’s 2024-2025 HUD Annual Action Plan (AAP) and amendments to the Citizen Participation Plan for the City’s Housing and Community Development Program, direct staff to submit the 2024-2025 AAP to HUD, and authorize the City Manager to sign an application for federal funding assistance for the 2024-2025 program year; and
2) Authorize the City Manager to execute program/project contracts, loan and grant agreements and related loan documents with Community Development Block Grant (CDBG) and HOME Investment Partnerships Program (HOME) sub-recipients and contractors in connection with Consolidated Plan (CP) activities proposed in the 2024-2025 Action Plan and any subsequent revisions to the 2024-2025 Action Plan.
BACKGROUND: The City receives Community Development Block Grant (CDBG) and Home Investment Partnerships Program (HOME) entitlement funding annually from the U.S.
Department of Housing and Urban Development (HUD). To obtain these funds, the City must develop and adopt a five-year Consolidated Plan (CP) which identifies and analyzes strategies for addressing specific community needs. The five-year CP provides strategic direction for housing and community development activities carried out in the City. The City’s CP was prepared and submitted for approval to HUD’s Office of Community and Planning Development (CPD) in 2020. The CP covers Program Years 2020-2024 and this is Program Year (PY) 2024, the final year in the current CP.
Each PY, the City must approve an Annual Action Plan (AAP) specifying activities that will be undertaken during that PY and setting the annual budget by allocating funds from that year’s CDBG and HOME entitlements plus any unused or uncommitted funds from prior years or any program income (PI) received during the preceding year. The recommended 2024-2025 AAP budget, as approved at the March 12, 2024 City Council meeting, is provided as an attachment to this report. The funding recommendations are also summarized below in the CDBG Program and HOME Program Budget Recommendations sections.
20.1 HUD released the enacted budget projections for PY 2024 on May 7, 2024, showing the following City funding allocations: approximately $527,781 under the CDBG program and $276,064 under the HOME program. Staff also reviewed existing HOME funds available in the online HUD Integrated Disbursement and Information System (IDIS) and there is an additional $171,088 in HOME funds available for allocation. These funds come from programs and projects not fully utilizing their awards as well as unspent administrative funds from prior program years.
The draft AAP that staff was directed to prepare and post has been available for public review online since March 28, 2024 (see link below). To date, no comments on the draft AAP have been received by staff. This item was originally scheduled for April 30, 2024, however, due to the delay of receiving the CDBG and HOME allocations from HUD, the item was formally moved to the May 14, 2024 meeting. To meet established HUD deadlines, final awards cannot be pushed beyond this second public hearing on May 14, 2024. Staff recommends the City Council finalize the recommendations made at the March 12, 2024 meeting with Council amendments by adopting the attached resolution. Staff will update the AAP based on the outcome of this May 14, 2024 public hearing and the AAP will be available for review and public comment for another 15 days before it is submitted to HUD in May. https://www.cityofsantacruz.com/government/citydepartments/economic-development/housing-assistance-information/hud-programs/hudconsolidated-plan-documents
CDBG PROGRAM OVERVIEW
CDBG funds are used for a wide range of community development activities directed toward neighborhood revitalization, economic development, and improved community facilities and services. Activities that can be funded with CDBG dollars include but are not limited to:
acquisition of real property, acquisition and construction of public works and facilities, reconstruction and rehabilitation of residential and nonresidential properties, and the provision of public services such as employment, food banks, crime prevention, childcare, health, drug abuse, education, and fair housing counseling. The primary beneficiaries of CDBG funded projects or programs must be very-low, low and moderate-income persons and households. Other beneficiaries of CDBG funded projects can include seniors, homeless persons and disabled adults. To oversee programs and projects using CDBG program funding, HUD sets the administration levels at 20% of the combined grant allocation plus program income (PI). This funding covers the City’s costs of administering the CDBG program.
As a requirement of receiving HUD CDBG funding, the City cannot have over 1.5 times its current program year allocation in unspent CDBG funds. If the City is in a state of noncompliance, HUD can reduce future CDBG funding allocations. Therefore, the City considers readiness when allocating funds to projects and programs and reallocates any unspent funds from prior years as necessary.
Additionally, HUD regulations also limit how CDBG funds are used for public service activities.
The City is not permitted to spend more than 15% of its annual grant allocation from HUD plus PI and funds available for reallocation in any PY on public service activities. In general, the City’s CDBG funded programs and projects must either benefit low-income areas (Area Benefit) or low-income individuals (Limited Clientele). To qualify under Area Benefit, an activity must be located in and serve a low-income neighborhood. Programs receiving funding under Limited Clientele requirements must document that at least 51% of their clientele are low-income. The
20.2 City can spend above the 15% specifically when awarding funding to Community Based Development Organizations (CBDOs) that are located with a HUD approved Neighborhood Revitalization Strategy Area (NRSA). To qualify as a CBDO, an organization must maintain a governing board of directors comprised of a mix of at least 51% of low-income residents, executive level entrepreneurs in the neighborhood and governing members of neighborhood groups. The City currently has one qualified CBDO – Nueva Vista Community Resources (Nueva Vista).
HOME PROGRAM OVERVIEW
HOME program funds are exclusively used to help provide housing for low-income households.
Funding assistance can be provided to: (1) help develop or rehabilitate income restricted housing units or (2) support programs that provide financial assistance directly to low-income renters or home buyers enabling them to access or retain housing. To oversee programs and projects using HOME program funding, HUD sets the administration levels at 10% of the combined grant allocation plus program income (PI).
Additionally, the City must set aside 15% of each grant to be used only by Community Housing Development Organizations (CHDOs). The City currently has two qualified CHDOs – Habitat for Humanity Santa Cruz County and Mid-Peninsula the Farm, Inc. Eden Housing, a non-profit affordable housing developer with CHDO status in the County of Santa Cruz, has submitted an application to qualify for CHDO status in the City of Santa Cruz and is currently in review with City staff. Eden Housing will be working with the HOME funding applicant, For the Future Housing, on the Metro Pacific Station North affordable housing project.
DISCUSSION: CDBG PROGRAM BUDGET RECOMMENDATIONS
For the 2024-2025 PY, the City will receive approximately $527,781 in CDBG funds from HUD. This is $40,944 less than last year and a reduction of 7%. Combined with PI estimated at $25,000, the total CDBG budget is expected to be $552,781, with $110,556 of this budgeted for program administration costs. As the total amount of CDBG funding available has been reduced, the amount of funding for programs and projects has been impacted and proposed funding adjustments are summarized below. This section outlines City Council recommendations for funding from the March 12, 2024 Public Hearing.
The City is required to maintain prior rehabilitation programs’ debt servicing with recommended funding of $5,000. The Housing Authority of the County of Santa Cruz (Housing Authority) administers the HOME Security Deposit Program for City residents and incurs certain delivery costs while administering the program. The recommendation is that the delivery costs be funded at $6,900. As CDBG funding has been reduced, the March 12, 2024 City Council recommendations for funding CDBG Public Services under the 15% cap have been adjusted to the following levels: the Teen Center ($43,666), Second Harvest Food Bank ($23,666), and Housing and Economic Rights Advocates ($11,166). Nueva Vista funding has not been adjusted as this program is not subject to the cap ($150,000). If there is an increase in CDBG funding available for public services greater than the estimate, staff recommends increasing the funding equally between all public service programs subject to the 15% limit on public services. If there is a decrease in CDBG funding available for public services greater than the estimate, staff recommends decreasing the funding equally between all public service programs subject to the 15% limit on public services.
20.3 The recommendations above would fund Public Services within the 15% cap set by HUD (currently estimated to be $79,000). The $150,000 awarded to Nueva Vista for Public Services can be excluded from this category due to their current status as a CBDO, which is why the City can fund this category for a total of $228,498.
Additionally, one Capital Investment Program (CIP) project application was recommended for funding. The Boys and Girls Clubs of Santa Cruz County applied for $246,500 in funding to renovate the downtown clubhouse to continue to provide after school, summer camp, and enrichment programming year-round in a safe, effective, and high-quality environment. The funding will replace a leaking skylight, gutters, downspouts, address water damage from the failing gutters and improve storm drains which have clogged and flattened over time. This project will also address rust and moisture damage in the vicinity of the indoor pool area including replacement of an emergency exit door, three rusting exterior roll doors, upgrades to the ventilation system and windows, and address moisture damage to the ceiling. At the previous Public Hearing on March 12, 2024, City Council recommended that the Boys and Girls Club Renovation project receive $201,827. This project will be funded as a grant because the project is a non-residential use and provides non-income generating programming. If there is an increase in CDBG funding available for projects greater than the estimate, and the public services activities have already been fully funded subject to the 15% limit, staff recommends any additional increase in CDBG funds be awarded to the Boys and Girls Club project. If there is a decrease in CDBG funding available for projects lower than the estimate, and the public services activities have already been fully funded subject to the 15% limit, staff recommends any additional decrease in CDBG funds be subtracted from the Boys and Girls Club project.
HOME PROGRAM BUDGET RECOMMENDATIONS
HOME program funding recommendations are divided into three categories: Program Administration (calculated by formula), ongoing City Programs, and HOME affordable housing projects which can receive residual receipts development loans. There is $276,064 available for allocation under the new 2024-2025 HOME grant, and an additional estimated $100,000 of PI.
This is $223,376 less than last year and a reduction of 45%. There is also prior year funding of $1,462,163, bringing the total amount available to $1,838,227. As mentioned in the background section, the prior year funding available for programming includes $171,088 previously unidentified at the last Public Hearing. Similarly to the CDBG program, administration funding is set by HUD formula to 10% of the HUD grant plus estimated PI. This administration funding covers the City’s costs of administering the HOME program. As mentioned in the background section, HUD also restricts 15% of the grant to be used by CHDOs, which totals $41,410 for this PY.
There is one City Program application, the HOME Security Deposit Program, which has been in existence since 1997 and has been funded by multiple sources over the years in partnership with the Housing Authority of the County of Santa Cruz. During this current PY, 8 families have been assisted so far (through Quarters 1 & 2). The Housing Authority has seen increases in prior program years and is anticipating demand to continue for the next program year. As directed by City Council at the March 12, 2024 first public hearing, staff reached out to the Housing authority to discuss adding an additional $20,000 to the program for the 2024 PY. The Housing Authority confirmed that it is likely there may be an increase in lease-ups in the City over the coming program year. Funding for the program is recommended at $100,000 in HOME funding
20.4 (in addition to the $6,900 in CDBG funding referenced earlier in the CDBG Program Budget Recommendations section).
The City received one HOME project application for 2024-2025 HOME funding, the 100% Affordable Downtown Library & Affordable Housing Project. The application was submitted by For the Future Housing and Eden Housing. When HOME funds are used for low interest loans, this helps ensure that the value will stay in the community and helps in the aim to leverage the dollars further (when the housing project has a cash flow in excess of what is needed for its annual operations, then the loans can begin to be repaid and can re-fund the HOME pot for future affordable housing). At the March 12, 2024 first public hearing, the City Council recommended reducing the proposed award for this project by $20,000 to award additional funding to the HOME Security Deposit Program. As mentioned earlier, additional HOME funds were identified for reprogramming since the last public hearing, and that funding is being recommended to fund this project. Taking into account the reduction of HOME funding, funding for this project is recommended at $1,700,621 ($1,659,211 in project funding and $41,410 in CHDO funds). If there is an increase or decrease in estimated HOME funding available, staff recommends increasing or decreasing the funding to the 100% Affordable Downtown Library & Affordable Housing Project accordingly. Any increase or decrease to estimated funds under the CHDO set aside will also be applied accordingly to this project.
CITIZEN PARTICIPATION PLAN UPDATES
The Citizen Participation Plan (CPP) has been updated to change the Amendment Process for Consolidated Plans and Annual Action Plans. As per HUD's Code of Federal Regulations (CFRs), an amendment to a CP or AAP must provide a 30-day public comment period (24 CFR 90). The CPP is being updated to reflect the 30-day requirement. The CPP is also being updated to clarify that a copy of the approved amendment will be submitted via HUD's online system, Integrated Disbursement and Information System (IDIS), as requested by HUD instead of being mailed to the San Francisco field office. These changes have been available for public comment beginning April 15, 2024. These revisions are attached to this staff report for review. HUD does not require that the City’s CPP be submitted to them, however, the City is required to abide by the terms and processes outlined in the CPP. The final version of the updated CPP will be posted publicly on the City’s website.
Health in All Policies (HiAP) - Funding for Public Service activities are consistent with the HiAP framework, especially the pillars of equity, and sustainability. The external CDBG Public Service programs help in the goal to invest in downtown and other local businesses.
Additionally, because the NRSA allows the City to fund public services at levels above the 15% cap, the City can provide additional funding to Nueva Vista, bringing additional funding to the City’s lowest income neighborhoods. The HOME program and project recommendations are also consistent with the HiAP framework, directly fulfilling the “Stable, Affordable Housing & Shelter” Collective of Results and Evidence-based (CORE) condition. Equity will be positively impacted with the creation of more affordable housing units for all members of the community as well as access to the HOME Security Deposit Program that helps individuals and households attain and retain housing.
FISCAL IMPACT: The recommended actions have no fiscal impact on the General Fund.
Under the proposed draft budget, approximately $552,781 in CDBG ($527,781 new HUD grant and $25,000 PI) and $1,838,227 in HOME Program ($276,064 new HUD grant, $100,000 PI,
20.5 $1,462,163 reprogrammable funds) will be allocated under the AAP. The program and project costs will be funded by HUD.
Prepared By:
Jessica Mellor
Principal Management
Analyst
Jessica de Wit
Housing and Community
Development Manager
Submitted By:
Bonnie Lipscomb
Director of Economic
Development and Housing
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. RESOLUTION.DOCX
2. HUD 2024-2025 ACTION PLAN BUDGET.PDF
3. REDLINE CITIZEN PARTICIPATION PLAN.PDF
4. CLEAN CITIZEN PARTICIPATION PLAN.DOCX
20.6 RESOLUTION NO. NSRESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ ADOPTING THE CITY’S 2024-2025 HUD ANNUAL ACTION PLAN, ALLOCATING CDBG AND
HOME FUNDING, AMENDING THE CITIZEN PARTICIPATION PLAN, AUTHORIZING
THE CITY MANAGER TO SIGN AN APPLICATION FOR FEDERAL FUNDING AND EXECUTE ALL CONTRACTS AND DOCUMENTS FOR THE 2024-2025 PROGRAM YEAR
AND SUBMIT DOCUMENTS TO HUD
WHEREAS, the City of Santa Cruz is a designated U.S. Department of Housing and Urban Development (HUD) entitlement grantee that annually receives federal Community Development Block Grant (CDBG), Community Development Block Grant (CDBG) and Home Investment Partnerships Program (HOME) grant funds from HUD; and
WHEREAS, HUD requires that any jurisdiction receiving federal CDBG and HOME grant funds from HUD prepare an Annual Action Plan (AAP) to allocate grant funds; and WHEREAS, HUD requires that any jurisdiction receiving federal CDBG and HOME grant funds from HUD prepare an AAP to identify the activities that will be undertaken in the coming 2024-2025 Program Year (PY) and requires noticing of and a public comment period for amendments to prior AAPs, Consolidated Plans and Citizen Participation Plan in accordance with the City’s Citizen Participation Plan; and
WHEREAS, the City Council, in accordance with its approved Citizen Participation Plan, held public hearings on March 12, 2024 and May 14, 2024, for the purpose of soliciting input from the public on the proposed 2024-2025 AAP and Citizen Participation Plan under the City’s Housing and Community Development Program; and
WHEREAS, the City Council directed the preparation of an AAP and amendments to the Citizen Participation Plan, and an application to HUD for funding for the 2024-2025 PY, following consideration of comments and recommendations following two publicly noticed 30 day public review periods for the 2024-2025 AAP and a 15 day public review period for the Citizen Participation Plan; and
WHEREAS, the City Council certifies that it has fulfilled the requirements for, decisionmaking, and action pertaining to development of the federal funding application for the 2024-2025 PY; and
WHEREAS, the City Council of the City of Santa Cruz adopted a program of activities to be funded under the federal 2020-2025 CP for the 2024-2025 PY as the 2024-2025 HUD AAP; and
WHEREAS, allocations have been made to various non-profit and public subrecipient organizations, to provide funding for public services, facilities, housing and other projects; and WHEREAS, the approved sub-grantee organizations are profit, nonprofit or public agencies created and operated for the purpose of providing public services, facilities, housing and other projects.
20.7 NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Santa Cruz does hereby:
1. Adopt a resolution for the City’s 2024-2025 HUD Annual Action Plan (AAP) and amendments to the Citizen Participation Plan for the City’s Housing and Community Development Program, direct staff to submit the 2024-2025 AAP to HUD, and authorize the City Manager to sign an application for federal funding assistance for the 2024-2025 program year.
2. Authorize the City Manager to execute program/project contracts, loan agreements and related loan documents with Community Development Block Grant (CDBG) and HOME Investment Partnerships Program (HOME) sub-recipients and contractors in connection with Consolidated Plan (CP) activities proposed in the 2025-2025 Annual Action Plan and any subsequent revisions to the 2024-2025 Annual Action Plan.
PASSED AND ADOPTED this 14th day of May, 2024 by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
APPROVED:
Fred Keeley, Mayor
ATTEST:
Bonnie Bush, City Clerk
Administrator
20.8 $527,781 2024-2025 CDBG Entitlement Grant (Actual PY24) $25,000 Estimated 2024-2025 Program Income (PI)
$0 Prior Years' CDBG Funds Available for Reprogramming
$552,781 Total CDBG Program Budget
$110,556 City Program Administration Funding for CDBG (by formula) $442,225 CDBG Funding Available for Allocation
$276,064 2024-2025 HOME Program Entitlement Grant (Actual PY24) $100,000 Estimated 2024-2025 Year Program Income (PI)
$1,462,163 Prior Years' HOME Funds Available for Reprogramming * $1,838,227 Total HOME 2024-2025 Grant
$37,606 City Program Administration Funding for HOME (by formula) $1,800,621 HOME Program Funding Available for Allocation
COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG)
HOME INVESTMENT PARTNERSHIPS PROGRAM (HOME)
2024-2025 PROGRAM YEAR (PY) BUDGET
HOUSING & COMMUNITY DEVELOPMENT (HCD) PROGRAM
20.9 ADMINISTRATION (FORMULA: 20% of total Entitlement and Program Income) Activity: Grant Administration $110,556
Applicant: City of Santa Cruz (By Formula)
TOTAL ADMINISTRATION FUNDING AVAILABLE $110,556
Requested
Funding
Prior Year
Funding
Recommended
Funding
Activity: Rehabilitation Program Delivery Costs $5,000 $5,000 $5,000 Applicant: City of Santa Cruz
Activity: HOME Security Deposit Program Delivery Costs $6,900 Other funds $6,900 Applicant: Housing Authority of Santa Cruz County
TOTAL ONGOING CITY PROGRAMS $11,900
Requested
Funding
Prior Year
Funding
Recommended
Funding
Activity: Teen Center $45,000 $45,000 $43,666
Applicant: City of Santa Cruz
Activity: Food Banks $25,000 $35,000 $23,666
Applicant: Second Harvest Food Banks
Activity: Housing Stability Legal Services $12,500 $0 $11,166 Applicant: Housing and Economic Rights Advocates
TOTAL PUBLIC SERVICES SUBJECT TO 15% CAP $78,498
Activity: Nueva Vista & Beach Flats Community Centers (CBDO) $150,000 $125,000 $150,000 Applicant: Nueva Vista Resources
TOTAL PUBLIC SERVICE FUNDING (INCLUDING CBDO) $228,498
Requested
Funding
Prior Year
Funding
Recommended
Funding
Activity: Capital Improvements - Downtown Santa Cruz Clubhouse Applicant: Boys & Girls Clubs of Santa Cruz County $246,500 $0 $201,827 TOTAL PROJECTS FUNDING $201,827
GRAND TOTAL CDBG FUNDING $552,781
PUBLIC SERVICES (Subject to 15% CAP)*
CAPITAL IMPROVEMENT PROJECTS
* Public Services Cap is calculated by adding estimated allocation with actual received PI for prior program year 2024-25 PY CDBG BUDGET
CDBG PROGRAM BUDGET
2024-2025 PROGRAM YEAR
$110,556
CITY PROGRAMS
20.10 ADMINISTRATION (Formula: 10% of total Entitlement and Program Income) Activity: Grant Administration & Planning $37,606
Applicant: City of Santa Cruz Economic Development
TOTAL ADMINISTRATION $37,606
CITY PROGRAMS Requested
Funding
Recommended
Funding
TOTAL NEW HOME FUNDING
Activity: HOME Security Deposit Program $80,000 $100,000 Applicant: Housing Authority of Santa Cruz County
PROJECTS & PROGRAMS Requested
Funding
Recommended
Funding
Activity: CHDO Set-Aside (by formula) $41,410
Applicant: Eden Housing
Activity: Downtown Library & Affordable Housing Project $1,659,211 Applicant: Eden Housing & For the Future Housing
$1,800,621
TOTAL HOME FUNDING BUDGETED AMOUNT $1,838,227
HOME PROGRAM BUDGET
2024-2025 PROGRAM YEAR
TOTAL NEW HOME FUNDING
TOTAL PROJECT/PROGRAM FUNDING
$1,600,000
20.11 City of Santa Cruz
Citizen Participation Plan
SECTION PAGE
A. Introduction 1
Definitions 1
B. Citizen Involvement 2
1. Citizen Participation Plan (CPP) 2
2. Consolidated Plan (Five-Year Strategy and Annual Action Plan) 4
3. Consolidated Annual Performance and Evaluation Report (CAPER) 8 C. Public Notification of Public Hearings 8
D. Access to Records 8
E. Technical Assistance 9
F. Comments and Complaints 9
1. Comments 9
2. Complaints 10
G. Bilingual Opportunities 10
H. Appeals 10
I. Anti-displacement/Relocation 11
20.12 1
City of Santa Cruz
Citizen Participation Plan
A. INTRODUCTION
The City of Santa Cruz (City) receives annual funding from the federal Department of Housing and Urban Development (HUD) under the Community Development Block Grant (CDBG) and the Home Investment Partnership (HOME) Programs. For these programs, the City’s Five-Year Consolidated Plan and companion annual Action Plan provides direction for housing and community development activities to be carried out in the City.
The City strives to encourage and facilitate the participation of the residents of the City in establishing priorities, developing strategies, and funding allocations under the Consolidated Plan and annual Action Plan, substantial amendments of these Plans, and performance reviews for CDBG and HOME programs. The Citizen Participation Plan provides the framework and outlines the requirements to accomplish this, providing opportunities for the community to work in partnership with the City to identify community needs and to allocate CDBG and HOME funds.
Definitions
Community Development Block Grant (CDBG): A grant program administered by HUD which allocates money to cities and counties for housing rehabilitation, affordable housing assistance, community services, and community development activities.
HOME Investment Partnership Program (HOME): A grant program administered by HUD which allocates money to cities and counties for affordable housing development, including housing development and rehabilitation, and homebuyer assistance.
Consolidated Plan: The Consolidated Plan is a three- to five-year planning document for the CDBG and HOME programs. The Plan must contain a housing and community development needs assessment, a three- to five-year strategic plan to address the needs identified, a one-year action plan to identify specify activities and planned use of CDBG and HOME funds.
Annual Action Plan: This document updates the Consolidated Plan on an annual basis and allocates one year’s funding (entitlement and program income) to specific projects and activities for the CDBG and HOME programs. The Action Plan is due at HUD 45 days before the beginning of a program year. The City of Santa Cruz CDBG and HOME programs begin annually on July 1, making the Plan due at HUD no later than May 15 of each year.
Consolidated Annual Performance Evaluation Report (CAPER): CAPER is an annual report summarizing the City’s progress in implementing Consolidated Plan.
20.13 2
CAPER is due at HUD 90 days after the close of a program year. For the City of Santa Cruz, each program year ends on June 30, making the CAPER due at HUD no later than September 30 of each year.
B. Citizen Involvement
1. Citizen Participation Plan
The City of Santa Cruz recognizes that CDBG and HOME funds are tax money returned to the City to be used primarily to benefit extremely low-, low-, and moderate-income persons.
City staff and officials are stewards of these public monies and will openly discuss all records, except those confidential records protecting a household's privacy. This Citizen Participation Plan is done in accordance with federal regulations under 24 CFR Parts 91, et al.
The Citizen Participation Plan seeks to involve the participation of citizens of the City of Santa Cruz and social service agencies in the development and adoption of the Consolidated Plan, the Action Plan, any substantial amendments, and the Consolidated Annual Performance Evaluation Report (CAPER). Efforts will be made to focus on the involvement of low- and moderate-income persons, those persons living in slum and blighted areas, persons living in low- and moderate-income areas and persons living in areas where CDBG and HOME funds are proposed to be used. The Citizen Participation Plan consists of a number of elements designed to foster community involvement as specified in each section of the Plan.
Pursuant to HUD regulations, City will conduct a minimum of two hearings annually at different stages in the CDBG/HOME program year (July 1 through June 30). All public hearings and meetings will be conducted at City Hall at 809 Center Street in the City Council chambers. This facility is equipped to accommodate persons with physical disabilities. For non-English speakers, Spanish translation will be available at all public hearings if requested three (3) days prior to the hearing date. Other requests for reasonable accommodation (such as sign language) must be made three (3) days prior to the hearing date and the City will provide appropriate assistance to the extent feasible.
The schedule for review and adoption of the Consolidated Plan, annual Action Plan and CAPER is a follows:
• October – November – A notice of funds available (NOFA) is advertised inviting applications for CDBG or HOME funding. Applications are due in December. • January – February – City Council Health in All Policies Committee (HiAPC), consisting of three City Council members, reviews programs and projects currently proposed for funding and a draft budget for CDBG or HOME funding. Social service providers and HOME/CDBG applicants receive written notice and a meeting notice is posted for the general public. The HiAPC makes recommendations to the full City Council.
20.14 3
• March – City Council public hearing to review proposals and applications for funding and the draft budget recommended by the HiAPC. The Council then directs staff to prepare a draft Consolidated and/or Annual Action Plan and when completed and the public is notified, the 30-day public review period begins. • April – Public Hearing and Adoption of the Consolidated and/or Annual Action Plan by the City Council.
• May 15 – Submittal of the Consolidated and/or annual Action Plan to HUD, unless deadline is extended by HUD.
• September – Completion of the draft CAPER, a 15-day public review period, and submittal to HUD prior to September 30.
Adoption & Amendment of the Citizen Participation Plan
Prior to the adoption of the Citizen Participation Plan, the City will provide a notice of the availability of a draft Citizen Participation Plan, a 15-day public review period, and a public hearing on the Citizen Participation Plan, which will be noticed in the Santa Cruz Sentinel newspaper. The proposed Citizen Participation Plan will be available for public review at the following locations:
• Santa Cruz City Hall (Economic Development Office at 337 Locust Street) • Santa Cruz City website
Upon request, the Plan will be made accessible to any person with disabilities. The City will provide a reasonable number of free copies of the Citizen Participation Plan to citizens and groups that request copies. Comments or views of citizens received in writing during the public review period or orally at the public hearing will be solicited by the Santa Cruz City Council. The Draft Plan will be adopted upon a majority vote of the Santa Cruz City Council at a designated and publicly noticed City Council meeting. After adoption of the Plan, a final Plan will be prepared, which will include, a summary of public comments and a summary of any comments not accepted with reasons therefore.
The City may amend its approved Citizen Participation Plan when a change in the public participation process, as outlined in this plan, is proposed. An amendment to the approved Citizen Participation Plan may be reviewed and approved by the HiAPC or the City Council.
Notice of any amendment to the Citizen Participation Plan will be published in Santa Cruz Sentinel no less than 10 days prior to the review and adoption by the HiAPC or City Council to allow the public the opportunity to review and comment on the amendment. Appeals concerning the amendment should follow the appeal procedures outlined in Section G of this document.
20.15 4
2. Consolidated Plan (Five-Year Strategy and Annual Action Plan)
In developing the Consolidated and Annual Action Plans, the City of Santa Cruz is guided by the overall goal to assist extremely low, very low, and low-income households in the areas of :
1. Decent housing;
2. Expanded economic opportunities; and
3. A suitable living environment.
Inherent in this goal is ongoing citizen participation. The City of Santa Cruz believes it is essential to have widespread, meaningful participation throughout the planning process to ensure genuine community "ownership" of the Plan.
The Consolidated Plan consists of three parts: (1) the needs assessment, (2) housing and community development strategic plan, and (3) an action plan. Commonly known as the Consolidated Plan, the needs assessment and housing and community development strategic plan are updated every five years. The Action Plan is updated annually, reflecting annual CBDG and HOME funding allocations. The annual Action Plan includes the following elements:
• Dollar amounts proposed for each activity.
• A description and location of each activity.
• The entity responsible for implementation of each activity. • Time frame for each activity.
In all cases, the Consolidated and Action Plans seek to minimize the displacement of residents from their homes or places of business.
Three groups are involved in the process of Consolidated and Annual Action Plan development including:
• Citizens and Citizen Groups.
• Housing and Community Development (HCD) Staff.
• HiAP and the City of Santa Cruz City Council.
Citizens and Citizen Groups - Citizens and citizens groups, including non-profit organizations, have two roles to play. Frequently they serve as the originators of programs and projects that eventually may be funded with CDBG or HOME funds. And in that role they work with City staff and other funding organizations to develop proposals. The second role is providing citizen input on the Consolidated and annual Action Plans, and the CAPER.
The former is done through the application process and the latter through procedures outlined in the Citizen Participation Plan.
HCD Staff– Housing and Community Development Division staff are responsible for overseeing HUD-funded programs/projects and act in an advisory manner to the HiAP and the City Council concerning planning, implementing and assessing CDBG and HOME programs/activities. Responsibilities include:
• Collecting citizen input concerning neighborhood/community needs.
20.16 5
• Preparing a prioritized list of neighborhood/community needs for review by the HiAPC and the City Council.
• Preparing project recommendations for review by the HiAPC and City Council and for the Council’s final approval; and
• Reviewing project/program progress.
HiAPC and the City Council - The City Council, along with the HiAPC, evaluates proposals and staff recommendations, makes recommendations that will be reviewed by the public, holds public hearings and carries out the procedures established in this Citizen Participation Plan. The City Council makes the final determination about the priority of various community needs that will guide the Council when annually allocating CBDG and HOME funds in the Action Plan.
Development of the Consolidated Plan and Annual Action Plan The City of Santa Cruz will implement the following strategies to solicit meaningful community input in preparation of the Consolidated Plan and Action Plan. Specifically, the City will:
• Review past year performance and discuss priority needs for upcoming year(s) with the HiAPC.
• Consult public agencies including other City departments and relevant County agencies.
• Consult private organizations that provide health services, social services for children, elderly, disabled, homeless, persons with AIDS, victims of domestic violence, and persons with alcohol/drug abuses, etc.
• Conduct at least one public meeting during the development of the housing and community development needs assessment.
Citizen participation during the development of the Consolidated Plan and Action Plan will take place at meetings which are open to the public. The citizens of Santa Cruz are invited to take an advisory role in policy formation regarding program implementation by attending public hearings to make their views known. This will be made clear in all public announcements of the meetings or hearings. Additionally, the City will invite and address all written comments on the Plans.
Adoption of the Consolidated Plan and Annual Action Plan The following procedures will ensure that all citizens will have a chance to influence the final Consolidated Plan and Annual Action Plan. Specifically, the City will:
• Publish an ad in the Santa Cruz Sentinel about thirty days in advance of the first public hearing notifying the community that two public hearings will be held for the Consolidated and/or Annual Action Plan.
• Conduct a public hearing to obtain citizen input on housing and non-housing issues or needs, priorities, and the potential uses of HOME and CDBG funds. Following this hearing, the Council will direct staff to prepare a draft Consolidated and/or Annual Action Plan.
20.17 6
• Publish an ad in the Cruz Sentinel at least thirty days in advance of the second public hearing. The ad shall contain a summary of the Draft Consolidated Plan and/or Action Plan and a list of the locations where copies may be examined, information about the second public hearing, and notification of the 30-day review period. • Provide the Draft Consolidated Plan and/or Action Plan for public review at the following locations:
Santa Cruz City Hall (City of Santa Cruz Economic Development Office at 337 Locust Street)
Santa Cruz City website
• Make the Draft Consolidated Plan and/or Action Plan accessible to any person with disabilities upon request. The City will provide a reasonable number of free copies of the Draft Consolidated Plan and Action Plan to citizen groups that request copies. • Notify by mail or electronic mail citizens, neighborhood or citizen groups who have requested notification about the upcoming City Council public hearing and commencement of the 30-day review period.
• Conduct a public hearing to obtain citizen input on the Consolidated and/or annual Action Plan.
• Following a 30-day review period, consider adopting and adopt the Consolidated Plan and/or annual Action Plan by a majority vote of the Santa Cruz City Council. • Finalize Consolidated Plan and/or Action Plan including a summary of public comments and a summary of any comments not accepted and the reasons therefore. • Publish a Notice of Adoption of the Final Statement and Intent to Request for Release of Funds, and Environmental Review findings, if required, in the Santa Cruz Sentinel at least 15 days in advance of submitting the Plan to HUD.
Amendment of the Consolidated Plan
The City may amend the adopted Consolidated Plan and Action Plan. The following outlines the criteria and procedures to be used when amending the Consolidated Plan and Action Plan.
Substantial Amendment Criteria
Consolidated Plan (Five-Year Strategy) - The City will amend its approved Consolidated Plan whenever a decision is made to propose a substantial change in allocation priorities. For the purpose of the Consolidated Plan, a “substantial change” will constitute a cumulative change equal to or in excess of 25% of the City’s CDBG or HOME entitlement for a program year.
Changes in funding priority not amounting to more than 25% of a program year will not be considered a substantial change to the Consolidated Plan; no formal amendment to the Consolidated Plan requiring public review and comment will be warranted. (For example, an amendment to the Consolidated Plan is needed if the five-year Strategy identifies only a low priority need for historic preservation, but during the five-year timeframe the City decides to establish a CDBG-funded historic preservation program that amounts to more than 25% of the City’s annual allocation.)
Annual Action Plan - The City will amend its approved Action Plan whenever one of the following decisions is made:
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1. To carry out an activity not previously described in the Action Plan;
2. To cancel an activity previously described in the Action Plan;
3. To increase the amount to be expended on a particular activity from the amount stated in the Action Plan by more than 25%; or
4. To substantially change the purpose, scope, location, or beneficiaries of an activity.
Changes in funding for an existing activity (project) not amounting to more than 25% will not be considered a substantial change to the Action Plan; no formal amendment to the Action Plan requiring public review and comment will be warranted.
Amendment Process
The following procedures will ensure that all citizens will have a chance to comment on the proposed amendment to the Consolidated Plan and Action Plan. • Publish a notice of a 1530-day public comment period on the proposed amendment to the adopted Consolidated Plan and/or annual Action Plan. The notice will be published in the Santa Cruz Sentinel and include a summary of the amendment and where copies of the proposed amendment may be examined. The proposed amendment will be available for public review the Santa Cruz Economic Development Office at 337 Locust Street. • Upon request, the amendment will be made accessible to persons with disabilities whenever feasible.
• At the end of the 15-day review period, the City Council will consider adoption of the amendment upon a majority vote of the Santa Cruz City Council. • A copy of the approved amendment will be sent to the San Francisco HUD officesubmitted in the Integrated Disbursement and Information System (IDIS) to HUD.
Interim Assistance Activities
Under the CDBG Program, Interim Assistance Activities are those immediate activities typically involving a quick repair or temporary alleviation of an emergency by performing work that would otherwise be considered ineligible, or is a minor repair that for accessibility reasons needs to be accomplished as quickly as possible. There are three types of interim assistance activities.
1. Immediate Interim repairs – These activities are to prevent further deterioration of public improvements and facilities. Permanent improvements must be made as soon as practicable.
2. Alleviating Emergency Conditions which threaten public health and safety – These activities require a determination by a City Official that an emergency condition exists and requires immediate resolution.
3. Minor repairs to provide handicap accessibility to a facility – These activities are limited to making improvements under $25,000 that will provide immediate accessibility to a community facility that serves the low and moderate income community and are not accessible without this assistance.
Due to their emergent nature, interim assistance activities are exempt from the citizen participation, public hearing and legal noticing processes. The City Council is required to
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document the emergency nature of the activities at the time it is asked to approve the activity for funding. However, these projects are not exempt from Davis-Bacon wage rates. All interim assistance activities must still meet at least one of the national objectives of the CDBG Program to be eligible.
In an Emergency
In the event of an emergency or disaster, to address the unforeseen needs of the community, the City of Santa Cruz may determine the need to make a substantial amendment to the Consolidated Plan (CP) and Annual Action Plan (AAP) or to update not yet submitted CPs and AAPs. When a disaster is declared the following changes to the Citizen Participation Plan (CPP) will take effect.
Review Periods
In the event of an emergency or disaster that presents a serious and immediate threat to the health and welfare of the citizens of the City, the noticing requirements for public hearings and public comment periods shall be reduced to five (5) calendar days.
Public Comments
In lieu of physical meetings, public comments can be submitted online through the City’s website (www.cityofsantacruz.com) or via email. During Public Hearings and Council Meetings, the City has a strong online presence equipped to receive, and publish public comments, questions, and when applicable is equipped to receive live comments via conferencing tools and social media platforms.
3. Consolidated Annual Performance and Evaluation Report The Consolidated Annual Performance and Evaluation Report (CAPER) details the accomplishments of the Consolidated Plan and the Action Plan. The following procedures will ensure that all citizens will have a chance to comment on the CAPER. • A notice of the 15-day public comment period on the draft CAPER will be published in the Santa Cruz Sentinel. The notice will include a list of locations at which the draft CAPER can be reviewed.
• The draft CAPER will be available for public review at the following locations:
Santa Cruz City Hall (City of Santa Cruz Economic Development Office at 337 Locust Street)
Santa Cruz City website
• Upon request, the amendment will be made accessible to any person with disabilities when feasible.
C. Public Notification of Public Hearings
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Staff will ensure adequate advance notice of all public hearings. Adequate noticing will include:
• Printing notices in the Santa Cruz Sentinel at least ten days prior to the public hearings. • Posting notices at City Hall.
• Posting notices online on the City’s website (www.cityofsantacruz.com) or social media platforms.
D. Access to Records
The City will provide citizens, public agencies, and other interested parties with reasonable and timely access to information and records relating to the Consolidated Plan documents and the use of assistance during the preceding five years.
During the City Hall operating hours, all information regarding the HUD programs will be made available upon request, including a year-by-year breakdown of the program expenditures, the most recent monthly report of the program activities, prior years application, letters of approval from HUD, grant agreements, this Citizen Participation Plan, reports required by HUD, and the current proposed application.
During the period of planning for the next program year, information to be made available to the public will include such items as the amount of funds available to Santa Cruz, the range of activities that may be undertaken with these funds, the kind of activities previously funded in Santa Cruz, the processes involved in drawing up and approving Santa Cruz's application, the role of Santa Cruz's citizens in the CDBG and HOME programs and any other information necessary for Santa Cruz's citizens to participate in the process fully.
Requests for information and records must be made to the City of Santa Cruz in writing.
Staff will respond to such requests within 15 working days or as soon as possible thereafter.
E. Technical Assistance
Upon request, staff will provide technical assistance to groups representing extremely-low, low- and moderate-income persons to develop funding requests for CDBG and HOME eligible activities. Technical assistance will be provided as follows:
• Answer, in writing or verbally, all inquiries received from citizens or representative groups relating to funding requests.
• Meet with groups or individuals as appropriate, to assist in identifying specific needs and to assist in preparing request/application for assistance. • Provide bi-lingual translation on an as needed basis.
F. Comments and Complaints
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1. Comments
Citizens as well as agencies providing services to the community are encouraged to state or submit their comments in the development of the Consolidated Plan documents and any amendments to these documents. Written and verbal comments received at public hearings or during the comment period, will be considered and summarized, and included as an attachment to the final Consolidated Plan documents. Written comments should be addressed to:
City of Santa Cruz
Housing & Community Development Manager
337 Locust Street
Santa Cruz, CA 95060
Telephone Number (831) 420-5150
A written response will be made to all written comments within ten working days, acknowledging the letter and identifying a plan of action, if necessary. Every effort will be made to send a complete response within 15 working days to those who submit written comments.
2. Complaints
Citizen with complaints concerning the Consolidated Plan, the annual Action Plan, substantial amendments and the CAPER should contact City HCD staff by phone or in writing within 30 days from the date the document is published for comment. Complaints concerning any CDBG-funded or HOME-funded program in which the person believes access has been limited or denied, must be made within 30 days from the date of the occurrence. Staff will review each complaint based on the information provided within the complaint and provide a complete written responses to citizen complaints within 15 working days from the date of their complaint when practicable.
The City will accept written complaints provided they specify the following:
(1) The description of the objection, and supporting facts and data (2) Name, address, and telephone number of complainant and a date of complaint Complaints shall be sent to:
City of Santa Cruz
Housing & Community Development Manager
337 Locust Street
Santa Cruz, CA 95060
A record will be maintained of all complaints received that will include the nature of the complaint, City investigation of facts and evidences, referrals made, and the final disposition.
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Citizens may contact HUD directly if they wish to object to any part of the Consolidated Plan, annual Action Plan or CAPER, or if they feel that they have been aggrieved by any program, activity or procedure funded through the CDBG or HOME funds. Such objections should be made to:
Director
Office of Community Planning and Development
U.S. Dept. of Housing and Urban Development
One Sansome Street, Suite 1200
San Francisco, CA 94104-4430
G. Bilingual Opportunities
Translation services will be provided upon advance request to the extent feasible.
Translation services at public hearings and meetings will be provided in Spanish if translation services are requested at least 3 days prior to the meeting date.
H. Appeals
Appeals concerning the Consolidated Plan documents or decisions, statements, recommendations of the staff, or disposition of complaints should be made first to the City of Santa Cruz Economic Development Director, then to the City Manager, the City Council, and finally to the San Francisco Area Office of HUD if concerns are not answered.
I. Anti-displacement/Relocation
In the event that any residential displacement and relocation must take place in order to carry out a program activity, the City of Santa Cruz ensures that it will develop an Antidisplacement and Relocation Plan in connection with that project as applicable per Federal regulations.
In the event that any acquisition and relocation must take place in order to carry out a program activity, the City of Santa Cruz will also comply with the acquisition and relocation requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1070, as amended and implementing regulations of 49 CFR Part 24.
20.23 City of Santa Cruz
Citizen Participation Plan
SECTION PAGE
A. Introduction 1
Definitions 1
B. Citizen Involvement 2
1. Citizen Participation Plan (CPP) 2
2. Consolidated Plan (Five-Year Strategy and Annual Action Plan) 4
3. Consolidated Annual Performance and Evaluation Report (CAPER) 8 C. Public Notification of Public Hearings 8
D. Access to Records 8
E. Technical Assistance 9
F. Comments and Complaints 9
1. Comments 9
2. Complaints 10
G. Bilingual Opportunities 10
H. Appeals 10
I. Anti-displacement/Relocation 11
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City of Santa Cruz
Citizen Participation Plan
A. INTRODUCTION
The City of Santa Cruz (City) receives annual funding from the federal Department of Housing and Urban Development (HUD) under the Community Development Block Grant (CDBG) and the Home Investment Partnership (HOME) Programs. For these programs, the City’s Five-Year Consolidated Plan and companion annual Action Plan provides direction for housing and community development activities to be carried out in the City.
The City strives to encourage and facilitate the participation of the residents of the City in establishing priorities, developing strategies, and funding allocations under the Consolidated Plan and annual Action Plan, substantial amendments of these Plans, and performance reviews for CDBG and HOME programs. The Citizen Participation Plan provides the framework and outlines the requirements to accomplish this, providing opportunities for the community to work in partnership with the City to identify community needs and to allocate CDBG and HOME funds.
Definitions
Community Development Block Grant (CDBG): A grant program administered by HUD which allocates money to cities and counties for housing rehabilitation, affordable housing assistance, community services, and community development activities.
HOME Investment Partnership Program (HOME): A grant program administered by HUD which allocates money to cities and counties for affordable housing development, including housing development and rehabilitation, and homebuyer assistance.
Consolidated Plan: The Consolidated Plan is a three- to five-year planning document for the CDBG and HOME programs. The Plan must contain a housing and community development needs assessment, a three- to five-year strategic plan to address the needs identified, a one-year action plan to identify specify activities and planned use of CDBG and HOME funds.
Annual Action Plan: This document updates the Consolidated Plan on an annual basis and allocates one year’s funding (entitlement and program income) to specific projects and activities for the CDBG and HOME programs. The Action Plan is due at HUD 45 days before the beginning of a program year. The City of Santa Cruz CDBG and HOME programs begin annually on July 1, making the Plan due at HUD no later than May 15 of each year.
Consolidated Annual Performance Evaluation Report (CAPER): CAPER is an annual report summarizing the City’s progress in implementing Consolidated Plan.
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CAPER is due at HUD 90 days after the close of a program year. For the City of Santa Cruz, each program year ends on June 30, making the CAPER due at HUD no later than September 30 of each year.
B. Citizen Involvement
1. Citizen Participation Plan
The City of Santa Cruz recognizes that CDBG and HOME funds are tax money returned to the City to be used primarily to benefit extremely low-, low-, and moderate-income persons.
City staff and officials are stewards of these public monies and will openly discuss all records, except those confidential records protecting a household's privacy. This Citizen Participation Plan is done in accordance with federal regulations under 24 CFR Parts 91, et al.
The Citizen Participation Plan seeks to involve the participation of citizens of the City of Santa Cruz and social service agencies in the development and adoption of the Consolidated Plan, the Action Plan, any substantial amendments, and the Consolidated Annual Performance Evaluation Report (CAPER). Efforts will be made to focus on the involvement of low- and moderate-income persons, those persons living in slum and blighted areas, persons living in low- and moderate-income areas and persons living in areas where CDBG and HOME funds are proposed to be used. The Citizen Participation Plan consists of a number of elements designed to foster community involvement as specified in each section of the Plan.
Pursuant to HUD regulations, City will conduct a minimum of two hearings annually at different stages in the CDBG/HOME program year (July 1 through June 30). All public hearings and meetings will be conducted at City Hall at 809 Center Street in the City Council chambers. This facility is equipped to accommodate persons with physical disabilities. For non-English speakers, Spanish translation will be available at all public hearings if requested three (3) days prior to the hearing date. Other requests for reasonable accommodation (such as sign language) must be made three (3) days prior to the hearing date and the City will provide appropriate assistance to the extent feasible.
The schedule for review and adoption of the Consolidated Plan, annual Action Plan and CAPER is a follows:
October – November – A notice of funds available (NOFA) is advertised inviting applications for CDBG or HOME funding. Applications are due in December. January – February – City Council Health in All Policies Committee (HiAPC), consisting of three City Council members, reviews programs and projects currently proposed for funding and a draft budget for CDBG or HOME funding. Social service providers and HOME/CDBG applicants receive written notice and a meeting notice is posted for the general public. The HiAPC makes recommendations to the full City Council.
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March – City Council public hearing to review proposals and applications for funding and the draft budget recommended by the HiAPC. The Council then directs staff to prepare a draft Consolidated and/or Annual Action Plan and when completed and the public is notified, the 30-day public review period begins. April – Public Hearing and Adoption of the Consolidated and/or Annual Action Plan by the City Council.
May 15 – Submittal of the Consolidated and/or annual Action Plan to HUD, unless deadline is extended by HUD.
September – Completion of the draft CAPER, a 15-day public review period, and submittal to HUD prior to September 30.
Adoption & Amendment of the Citizen Participation Plan
Prior to the adoption of the Citizen Participation Plan, the City will provide a notice of the availability of a draft Citizen Participation Plan, a 15-day public review period, and a public hearing on the Citizen Participation Plan, which will be noticed in the Santa Cruz Sentinel newspaper. The proposed Citizen Participation Plan will be available for public review at the following locations:
Santa Cruz City Hall (Economic Development Office at 337 Locust Street) Santa Cruz City website
Upon request, the Plan will be made accessible to any person with disabilities. The City will provide a reasonable number of free copies of the Citizen Participation Plan to citizens and groups that request copies. Comments or views of citizens received in writing during the public review period or orally at the public hearing will be solicited by the Santa Cruz City Council. The Draft Plan will be adopted upon a majority vote of the Santa Cruz City Council at a designated and publicly noticed City Council meeting. After adoption of the Plan, a final Plan will be prepared, which will include, a summary of public comments and a summary of any comments not accepted with reasons therefore.
The City may amend its approved Citizen Participation Plan when a change in the public participation process, as outlined in this plan, is proposed. An amendment to the approved Citizen Participation Plan may be reviewed and approved by the HiAPC or the City Council.
Notice of any amendment to the Citizen Participation Plan will be published in Santa Cruz Sentinel no less than 10 days prior to the review and adoption by the HiAPC or City Council to allow the public the opportunity to review and comment on the amendment. Appeals concerning the amendment should follow the appeal procedures outlined in Section G of this document.
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2. Consolidated Plan (Five-Year Strategy and Annual Action Plan)
In developing the Consolidated and Annual Action Plans, the City of Santa Cruz is guided by the overall goal to assist extremely low, very low, and low-income households in the areas of :
1. Decent housing;
2. Expanded economic opportunities; and
3. A suitable living environment.
Inherent in this goal is ongoing citizen participation. The City of Santa Cruz believes it is essential to have widespread, meaningful participation throughout the planning process to ensure genuine community "ownership" of the Plan.
The Consolidated Plan consists of three parts: (1) the needs assessment, (2) housing and community development strategic plan, and (3) an action plan. Commonly known as the Consolidated Plan, the needs assessment and housing and community development strategic plan are updated every five years. The Action Plan is updated annually, reflecting annual CBDG and HOME funding allocations. The annual Action Plan includes the following elements:
Dollar amounts proposed for each activity.
A description and location of each activity.
The entity responsible for implementation of each activity. Time frame for each activity.
In all cases, the Consolidated and Action Plans seek to minimize the displacement of residents from their homes or places of business.
Three groups are involved in the process of Consolidated and Annual Action Plan development including:
Citizens and Citizen Groups.
Housing and Community Development (HCD) Staff.
HiAP and the City of Santa Cruz City Council.
Citizens and Citizen Groups - Citizens and citizens groups, including non-profit organizations, have two roles to play. Frequently they serve as the originators of programs and projects that eventually may be funded with CDBG or HOME funds. And in that role they work with City staff and other funding organizations to develop proposals. The second role is providing citizen input on the Consolidated and annual Action Plans, and the CAPER.
The former is done through the application process and the latter through procedures outlined in the Citizen Participation Plan.
HCD Staff– Housing and Community Development Division staff are responsible for overseeing HUD-funded programs/projects and act in an advisory manner to the HiAP and the City Council concerning planning, implementing and assessing CDBG and HOME programs/activities. Responsibilities include:
Collecting citizen input concerning neighborhood/community needs.
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Preparing a prioritized list of neighborhood/community needs for review by the HiAPC and the City Council.
Preparing project recommendations for review by the HiAPC and City Council and for the Council’s final approval; and
Reviewing project/program progress.
HiAPC and the City Council - The City Council, along with the HiAPC, evaluates proposals and staff recommendations, makes recommendations that will be reviewed by the public, holds public hearings and carries out the procedures established in this Citizen Participation Plan. The City Council makes the final determination about the priority of various community needs that will guide the Council when annually allocating CBDG and HOME funds in the Action Plan.
Development of the Consolidated Plan and Annual Action Plan The City of Santa Cruz will implement the following strategies to solicit meaningful community input in preparation of the Consolidated Plan and Action Plan. Specifically, the City will:
Review past year performance and discuss priority needs for upcoming year(s) with the HiAPC.
Consult public agencies including other City departments and relevant County agencies.
Consult private organizations that provide health services, social services for children, elderly, disabled, homeless, persons with AIDS, victims of domestic violence, and persons with alcohol/drug abuses, etc.
Conduct at least one public meeting during the development of the housing and community development needs assessment.
Citizen participation during the development of the Consolidated Plan and Action Plan will take place at meetings which are open to the public. The citizens of Santa Cruz are invited to take an advisory role in policy formation regarding program implementation by attending public hearings to make their views known. This will be made clear in all public announcements of the meetings or hearings. Additionally, the City will invite and address all written comments on the Plans.
Adoption of the Consolidated Plan and Annual Action Plan The following procedures will ensure that all citizens will have a chance to influence the final Consolidated Plan and Annual Action Plan. Specifically, the City will:
Publish an ad in the Santa Cruz Sentinel about thirty days in advance of the first public hearing notifying the community that two public hearings will be held for the Consolidated and/or Annual Action Plan.
Conduct a public hearing to obtain citizen input on housing and non-housing issues or needs, priorities, and the potential uses of HOME and CDBG funds. Following this hearing, the Council will direct staff to prepare a draft Consolidated and/or Annual Action Plan.
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Publish an ad in the Cruz Sentinel at least thirty days in advance of the second public hearing. The ad shall contain a summary of the Draft Consolidated Plan and/or Action Plan and a list of the locations where copies may be examined, information about the second public hearing, and notification of the 30-day review period. Provide the Draft Consolidated Plan and/or Action Plan for public review at the following locations:
Santa Cruz City Hall (City of Santa Cruz Economic Development Office at 337 Locust Street)
Santa Cruz City website
Make the Draft Consolidated Plan and/or Action Plan accessible to any person with disabilities upon request. The City will provide a reasonable number of free copies of the Draft Consolidated Plan and Action Plan to citizen groups that request copies. Notify by mail or electronic mail citizens, neighborhood or citizen groups who have requested notification about the upcoming City Council public hearing and commencement of the 30-day review period.
Conduct a public hearing to obtain citizen input on the Consolidated and/or annual Action Plan.
Following a 30-day review period, consider adopting and adopt the Consolidated Plan and/or annual Action Plan by a majority vote of the Santa Cruz City Council. Finalize Consolidated Plan and/or Action Plan including a summary of public comments and a summary of any comments not accepted and the reasons therefore. Publish a Notice of Adoption of the Final Statement and Intent to Request for Release of Funds, and Environmental Review findings, if required, in the Santa Cruz Sentinel at least 15 days in advance of submitting the Plan to HUD.
Amendment of the Consolidated Plan
The City may amend the adopted Consolidated Plan and Action Plan. The following outlines the criteria and procedures to be used when amending the Consolidated Plan and Action Plan.
Substantial Amendment Criteria
Consolidated Plan (Five-Year Strategy) - The City will amend its approved Consolidated Plan whenever a decision is made to propose a substantial change in allocation priorities. For the purpose of the Consolidated Plan, a “substantial change” will constitute a cumulative change equal to or in excess of 25% of the City’s CDBG or HOME entitlement for a program year.
Changes in funding priority not amounting to more than 25% of a program year will not be considered a substantial change to the Consolidated Plan; no formal amendment to the Consolidated Plan requiring public review and comment will be warranted. (For example, an amendment to the Consolidated Plan is needed if the five-year Strategy identifies only a low priority need for historic preservation, but during the five-year timeframe the City decides to establish a CDBG-funded historic preservation program that amounts to more than 25% of the City’s annual allocation.)
Annual Action Plan - The City will amend its approved Action Plan whenever one of the following decisions is made:
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1. To carry out an activity not previously described in the Action Plan;
2. To cancel an activity previously described in the Action Plan;
3. To increase the amount to be expended on a particular activity from the amount stated in the Action Plan by more than 25%; or
4. To substantially change the purpose, scope, location, or beneficiaries of an activity.
Changes in funding for an existing activity (project) not amounting to more than 25% will not be considered a substantial change to the Action Plan; no formal amendment to the Action Plan requiring public review and comment will be warranted.
Amendment Process
The following procedures will ensure that all citizens will have a chance to comment on the proposed amendment to the Consolidated Plan and Action Plan. Publish a notice of a30-day public comment period on the proposed amendment to the adopted Consolidated Plan and/or annual Action Plan. The notice will be published in the Santa Cruz Sentinel and include a summary of the amendment and where copies of the proposed amendment may be examined. The proposed amendment will be available for public review the Santa Cruz Economic Development Office at 337 Locust Street. Upon request, the amendment will be made accessible to persons with disabilities whenever feasible.
At the end of the 15-day review period, the City Council will consider adoption of the amendment upon a majority vote of the Santa Cruz City Council. A copy of the approved amendment will be submitted in the Integrated Disbursement and Information System (IDIS) to HUD.
Interim Assistance Activities
Under the CDBG Program, Interim Assistance Activities are those immediate activities typically involving a quick repair or temporary alleviation of an emergency by performing work that would otherwise be considered ineligible, or is a minor repair that for accessibility reasons needs to be accomplished as quickly as possible. There are three types of interim assistance activities.
1. Immediate Interim repairs – These activities are to prevent further deterioration of public improvements and facilities. Permanent improvements must be made as soon as practicable.
2. Alleviating Emergency Conditions which threaten public health and safety – These activities require a determination by a City Official that an emergency condition exists and requires immediate resolution.
3. Minor repairs to provide handicap accessibility to a facility – These activities are limited to making improvements under $25,000 that will provide immediate accessibility to a community facility that serves the low and moderate income community and are not accessible without this assistance.
Due to their emergent nature, interim assistance activities are exempt from the citizen participation, public hearing and legal noticing processes. The City Council is required to
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document the emergency nature of the activities at the time it is asked to approve the activity for funding. However, these projects are not exempt from Davis-Bacon wage rates. All interim assistance activities must still meet at least one of the national objectives of the CDBG Program to be eligible.
In an Emergency
In the event of an emergency or disaster, to address the unforeseen needs of the community, the City of Santa Cruz may determine the need to make a substantial amendment to the Consolidated Plan (CP) and Annual Action Plan (AAP) or to update not yet submitted CPs and AAPs. When a disaster is declared the following changes to the Citizen Participation Plan (CPP) will take effect.
Review Periods
In the event of an emergency or disaster that presents a serious and immediate threat to the health and welfare of the citizens of the City, the noticing requirements for public hearings and public comment periods shall be reduced to five (5) calendar days.
Public Comments
In lieu of physical meetings, public comments can be submitted online through the City’s website (www.cityofsantacruz.com) or via email. During Public Hearings and Council Meetings, the City has a strong online presence equipped to receive, and publish public comments, questions, and when applicable is equipped to receive live comments via conferencing tools and social media platforms.
3. Consolidated Annual Performance and Evaluation Report The Consolidated Annual Performance and Evaluation Report (CAPER) details the accomplishments of the Consolidated Plan and the Action Plan. The following procedures will ensure that all citizens will have a chance to comment on the CAPER. A notice of the 15-day public comment period on the draft CAPER will be published in the Santa Cruz Sentinel. The notice will include a list of locations at which the draft CAPER can be reviewed.
The draft CAPER will be available for public review at the following locations:
Santa Cruz City Hall (City of Santa Cruz Economic Development Office at 337 Locust Street)
Santa Cruz City website
Upon request, the amendment will be made accessible to any person with disabilities when feasible.
C. Public Notification of Public Hearings
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Staff will ensure adequate advance notice of all public hearings. Adequate noticing will include:
Printing notices in the Santa Cruz Sentinel at least ten days prior to the public hearings. Posting notices at City Hall.
Posting notices online on the City’s website (www.cityofsantacruz.com) or social media platforms.
D. Access to Records
The City will provide citizens, public agencies, and other interested parties with reasonable and timely access to information and records relating to the Consolidated Plan documents and the use of assistance during the preceding five years.
During the City Hall operating hours, all information regarding the HUD programs will be made available upon request, including a year-by-year breakdown of the program expenditures, the most recent monthly report of the program activities, prior years application, letters of approval from HUD, grant agreements, this Citizen Participation Plan, reports required by HUD, and the current proposed application.
During the period of planning for the next program year, information to be made available to the public will include such items as the amount of funds available to Santa Cruz, the range of activities that may be undertaken with these funds, the kind of activities previously funded in Santa Cruz, the processes involved in drawing up and approving Santa Cruz's application, the role of Santa Cruz's citizens in the CDBG and HOME programs and any other information necessary for Santa Cruz's citizens to participate in the process fully.
Requests for information and records must be made to the City of Santa Cruz in writing.
Staff will respond to such requests within 15 working days or as soon as possible thereafter.
E. Technical Assistance
Upon request, staff will provide technical assistance to groups representing extremely-low, low- and moderate-income persons to develop funding requests for CDBG and HOME eligible activities. Technical assistance will be provided as follows:
Answer, in writing or verbally, all inquiries received from citizens or representative groups relating to funding requests.
Meet with groups or individuals as appropriate, to assist in identifying specific needs and to assist in preparing request/application for assistance. Provide bi-lingual translation on an as needed basis.
F. Comments and Complaints
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1. Comments
Citizens as well as agencies providing services to the community are encouraged to state or submit their comments in the development of the Consolidated Plan documents and any amendments to these documents. Written and verbal comments received at public hearings or during the comment period, will be considered and summarized, and included as an attachment to the final Consolidated Plan documents. Written comments should be addressed to:
City of Santa Cruz
Housing & Community Development Manager
337 Locust Street
Santa Cruz, CA 95060
Telephone Number (831) 420-5150
A written response will be made to all written comments within ten working days, acknowledging the letter and identifying a plan of action, if necessary. Every effort will be made to send a complete response within 15 working days to those who submit written comments.
2. Complaints
Citizen with complaints concerning the Consolidated Plan, the annual Action Plan, substantial amendments and the CAPER should contact City HCD staff by phone or in writing within 30 days from the date the document is published for comment. Complaints concerning any CDBG-funded or HOME-funded program in which the person believes access has been limited or denied, must be made within 30 days from the date of the occurrence. Staff will review each complaint based on the information provided within the complaint and provide a complete written responses to citizen complaints within 15 working days from the date of their complaint when practicable.
The City will accept written complaints provided they specify the following:
(1) The description of the objection, and supporting facts and data (2) Name, address, and telephone number of complainant and a date of complaint Complaints shall be sent to:
City of Santa Cruz
Housing & Community Development Manager
337 Locust Street
Santa Cruz, CA 95060
A record will be maintained of all complaints received that will include the nature of the complaint, City investigation of facts and evidences, referrals made, and the final disposition.
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Citizens may contact HUD directly if they wish to object to any part of the Consolidated Plan, annual Action Plan or CAPER, or if they feel that they have been aggrieved by any program, activity or procedure funded through the CDBG or HOME funds. Such objections should be made to:
Director
Office of Community Planning and Development
U.S. Dept. of Housing and Urban Development
One Sansome Street, Suite 1200
San Francisco, CA 94104-4430
G. Bilingual Opportunities
Translation services will be provided upon advance request to the extent feasible.
Translation services at public hearings and meetings will be provided in Spanish if translation services are requested at least 3 days prior to the meeting date.
H. Appeals
Appeals concerning the Consolidated Plan documents or decisions, statements, recommendations of the staff, or disposition of complaints should be made first to the City of Santa Cruz Economic Development Director, then to the City Manager, the City Council, and finally to the San Francisco Area Office of HUD if concerns are not answered.
I. Anti-displacement/Relocation
In the event that any residential displacement and relocation must take place in order to carry out a program activity, the City of Santa Cruz ensures that it will develop an Antidisplacement and Relocation Plan in connection with that project as applicable per Federal regulations.
In the event that any acquisition and relocation must take place in order to carry out a program activity, the City of Santa Cruz will also comply with the acquisition and relocation requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1070, as amended and implementing regulations of 49 CFR Part 24.
20.35 City Council
AGENDA REPORT
DATE: 5/9/2024
AGENDA OF: 5/14/2024
DEPARTMENT: City Council Ad Hoc Subcommittee on Cannabis SUBJECT: City Council Cannabis Subcommittee Report on Safety, Taxes, and Separations from Other Uses (CN)
RECOMMENDATION: Provide direction to staff to initiate the process to update specified cannabis regulations.
BACKGROUND: In November 2016, the voters of the State of California approved Proposition 64, legalizing the use of recreational marijuana. Personal use of marijuana became legal immediately upon passage of the proposition, and the State was required to begin issuing licenses for commercial marijuana businesses by January 1, 2018. Subsequent State legislation combined existing medical marijuana regulations with the requirements of Proposition 64, which then became the Medical and Adult-Use Cannabis Regulation and Safety Act (State Act).
In response, the City Council adopted the City’s Cannabis Ordinance in 2017 to regulate medical and recreational cannabis businesses in the City consistent with the state regulations. In 2018, the City updated the cannabis regulations to revise advertising and signage regulations and to set business tax rates of one and two percent for cannabis testing laboratories and distribution businesses, respectively. Further changes to the local ordinance in 2019 reduced cannabis business tax rates for retail, manufacturing, and cultivation businesses to align with the tax rates set by the County of Santa Cruz. Updates in 2019 and 2022 addressed state law regarding cannabis retail delivery services.
In addition, the federal Farm Bill in 2018 contained a loophole that made it possible to sell intoxicating hemp products with far less regulation than what is required for cannabis businesses.
As availability of these products to consumers has increased, California Governor Newsom and Attorney General Bonta have called on the state legislature to address this issue and protect youth under 21 years old.
In the last several months, local commercial cannabis business proprietors, as well as other community stakeholders, have raised various concerns about the City’s regulations. In response, the City Council formed an ad hoc subcommittee consisting of Mayor Fred Keeley and Councilmember Shebreh Kalantari-Johnson to consider topics such as cannabis taxes, license transfers, safety, and separation of retail dispensaries from school uses. The subcommittee met
21.1 weekly in April and May, and this report provides a summary of the subcommittee’s work thus far, along with recommendations to City Council.
DISCUSSION: The following discussion details subcommittee work and recommendations related to cannabis taxation, public safety, and separation between retail dispensaries and school uses.
Taxation
As approved by City voters on November 4, 2014 and November 8, 2016, any and all cannabis businesses operating in the City are required to pay the City's Cannabis Business Tax. The City allows for a total of five (5) retail cannabis businesses who are taxed at 7% of gross receipts.
Cannabis cultivation and manufacturing businesses are taxed at 7%, distribution at 2%, and laboratories at 1% of gross receipts. Cannabis tax revenue increased steadily from FY 2016 to a high in FY 2022 of $2.1M. In FY 2023 revenue from the Cannabis Business Tax decreased significantly to a total of $1.3M. Revenue in FY 2024 is expected to be just over $1M.
In the spirit of diversity, equity, and inclusion, the subcommittee recommends consideration of a slightly lower tax rate for minority-, women-, or majority-locally owned retail establishments.
More research is needed and more consultation with the subcommittee is needed to determine which businesses would qualify and what the specific tax reduction would be. (For example, how long would someone need to live in the county to be considered eligible as a local, even if three years was previously used as a qualifier, and where specifically would someone need to live in order to qualify as local, such as anywhere in the county?) Industry representatives advocated for additional tax reductions, including a reduction of the distribution tax rate from two percent to zero, consistent with the County, arguing that resulting job growth in the City would provide indirect tax revenues. The subcommittee recommends continuing conversations and consideration of the distribution tax rate.
Licensee Reporting
The existing cannabis licensing regulations (Municipal Code 6.091.90) require all cannabis retail businesses to provide living wages and to not hinder or discourage employees from forming a collective bargaining unit. Additionally, license applications must include at least six of the following ten factors to be approved:
A. A majority of the business is owned by individuals who have been local residents for the previous three years;
B. The business owner(s), individually or collectively, have a business interest in no more than six other cannabis establishments, including businesses in other jurisdictions and/or states;
C. A majority of the business is minority- or woman-owned; D. Provides employee benefits as described in Chapter 5.10, the city’s living wage ordinance, in addition to the full living wage, not discounted for benefits; E. Provides medical cannabis;
F. Green business certification through the city’s green business certification program; G. Carries a minimum of fifteen percent in total shelf space at any given time products produced or grown within one hundred miles of Santa Cruz County; H. A majority of the business is employee-owned;
I. Maintains an active and transparent banking relationship with a financial institution; J. Other community benefits, described in detail and approved by the planning department.
21.2 The regulations further require each licensed business to submit an annual affidavit to confirm that they continue to meet at least six of the ten factors. The subcommittee stresses the importance of these factors and especially those that promote equity in the cannabis industry and recommends that staff continue to uphold these requirements and to enforce the requirement that retail dispensaries submit this report to the Planning and Community Development Department on an annual basis.
Transfer of Licenses
The City of Santa Cruz, in accordance with California law, has created a market for sale of cannabis, and has limited entry to that market through a license process allowing five retail businesses to operate within City limits. Recent transfers of licenses indicates that the value of such licenses in the private marketplace is hundreds of thousands of dollars.
The City does not presently charge a fee for the transfer of a retail cannabis license. The subcommittee recommends staff explore establishing a transfer fee, some or all of which could go directly to the Cannabis Children’s Fund.
Safety
The following updated safety considerations were discussed and are subsequently recommended from the subcommittee:
1. If a cannabis retail establishment is less than 1,000 feet from an educational institution providing instruction in kindergarten through twelfth grade, update the code to require that the retail location be prohibited from selling products to anyone under the age of 21 years of age during school hours, including for the hour immediately before school opens and for the hour immediately after school ends.
2. Currently, it is up to the cannabis retail locations discretion if they choose to contact the Santa Cruz Police Department and report the use of fake identification. To better capture data on fraudulent use attempts, it should be a requirement of all cannabis retail locations to record fake ID attempts and report them in a timely manner to the police department.
During recent safety inspection (March 2024), it was noted that only a few failed attempts were made at retail locations throughout the city over the past two years, with none of these attempts being formally reported to the Santa Cruz Police Department.
3. Further investigation of the issue of intoxicating hemp availability on a local level and its relation to taxation, public safety, and availability, and direct the Mayor to write a letter to the Governor and State Representatives to support statewide efforts helping to address this issue.
4. Consideration for making more robust requirements surrounding the safety and security of warehouse and manufacturing locations within the City of Santa Cruz.
Separation from Other Uses
The municipal code currently requires cannabis retail or manufacturing businesses to be located at least 600 feet from any school serving children grades kindergarten through twelfth, any youth center, park with a playground, or any daycare center. This radius is consistent with state law, which sets the standard of a 600-foot buffer between cannabis businesses and the above21.3 mentioned youth-serving uses. However, state law does allow local jurisdictions to set a different separation requirement. The State’s Health and Safety Code separately prohibits smoking of marijuana within 1,000 feet of a school. Similarly, the Public Health Institute’s (PHI) “Getting it Right from the Start” model cannabis ordinance recommends a 1,000-foot separation between cannabis retailers and schools, as well as other youth serving facilities and colleges or universities. While retail dispensaries require a valid identification to be scanned prior to purchase of cannabis and no substantiated local data indicates youth purchase cannabis from retail dispensaries, PHI research confirms a general correlation between proximity and access, availability, and use of substances.
Given this information, the subcommittee explored the possibility of applying a different buffer size to retail businesses’ separation from schools. The subcommittee recommends increasing the buffer from 600 feet to 800 feet. Additionally, businesses within 1,000 feet of a school providing instruction in kindergarten through twelfth grade would need to abide by the sales restrictions to youth under 21 years old described above in the Safety section. Increasing the buffer may reduce children’s access and exposure to cannabis and related advertising and therefore reduce underage cannabis use. However, the increased distance would not be so great as to reduce the number of cannabis retail businesses in the city, which is currently capped at five, or inadvertently result in an outright prohibition (given the size of the city). Therefore, this new buffer would strike a balance between public health needs of the City’s youth and maintaining a buffer small enough to continue to reasonably allow cannabis retailers to be located within city limits.
Stakeholder Input
The subcommittee sought input from representatives of industry and community stakeholders, who presented a variety of concerns. Retail cannabis proprietors’ concerns surrounded viability of their businesses given the current level of taxation from both the City and the State, as well as competition from less regulated sources, such as the black market and businesses selling psychoactive hemp. The subcommittee acknowledges and appreciates these real concerns, and some of the initial recommendations above seek to help address them. The subcommittee also engaged members of the school district and Community Prevention Partners. As those conversations continued after this report was prepared, key thoughts from those stakeholders will be verbally conveyed at the City Council hearing. The subcommittee supports continued conversations as formal amendments are developed.
HEALTH IN ALL POLICIES (HiAP): HiAP is a collaborative approach to improving the health of all people by incorporating health considerations into decision-making across sectors and policy areas. HiAP is based on three pillars: equity, public health, and sustainability. The goal of HiAP is to ensure that all decision-makers are informed about the health, equity, and sustainability impacts of various policy options during the policy development process. The cannabis business license regulations include equity provisions for women- or minority-owned businesses, and discussions surrounding the City’s cannabis regulations affirm the enforcement of these provisions. The recommendations brought forth by the cannabis subcommittee promote public health by limiting advertising and access of cannabis to the city’s youth. The subcommittee’s work on cannabis policy considers economic and social sustainability by considering both the financial consequences of these proposed policies for business and for the City and by considering health impacts of cannabis use on the city’s youth.
21.4 FISCAL IMPACT: Cannabis Business Tax revenue is received into the General Fund. Twenty percent of this tax revenue is transferred into the Cannabis Children’s Fund each year. Based on FY 2023 Cannabis Business Tax revenue, a decrease of 1% in the tax rate for retail cannabis businesses equates to an approximate reduction of $111,000 in General Fund revenue. Reducing the tax rate would also reduce the revenue transferred into the Cannabis Children’s Fund.
Changes to safety and separation policies may change the number of retail dispensaries and the success of other cannabis business types and/or willingness to operate in Santa Cruz, which would affect City revenue generated by taxes. An increase in the buffer between retail dispensaries and youth-serving facilities would not likely change the number of retail establishments in the city and therefore would not affect tax revenue from those businesses.
Submitted by:
Mayor Fred Keeley
Councilmember Shebreh
Kalantari-Johnson
ATTACHMENTS:
1. Map of available cannabis retail locations with 600-foot school buffers
2. Map of available cannabis retail locations with 800-foot school buffers
21.5 5
5 5
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Monterey
Bay
SOQUEL AV
7TH AV
17TH AV
HIGH ST
BAY ST
KING ST
EMPIRE GRADE
OCEAN ST EXT
DELAWARE AV
RIVER
ST
OCEAN ST
WATER ST
ESCALONA DR
PAUL SWEET
RD
WESTERN DR
FRONT ST
BRANCIFOR TE DR
THURBER LN
FAIR AV
GRAHAM HILL RD
BROMMER ST
E AST CLIFF DR
ISBEL DR
BROADWAY
B AY DR
UPPER PARK RD
SWIFT ST
PACIFIC AV
MCLAUGHLIN DR
WALN UT A V
BROOKWOOD DR
CENTER ST
ALMAR AV
SOQUEL DR
BEACH ST
PORTOLA DR
30TH AV
WEST CLIFF DR
SPRING ST
MISSION ST
PELTON AV
2ND ST
FREDERICK ST
MURRAY ST
MARKET ST
HIGHLAND AV NORTH BRANCIFORTE AV
CAPITOLA RD
COLUMBIA ST
CALIFORNIA ST
PROSPECT HEIGHTS
CARBON ERA DR
DAKOTA AV
LI NCOLN ST
LAUR ENT ST
MORRIS SEY B L
LAKE AV
WOODROW AV
COOLIDGE DR
GRANDVIEW ST RANKIN ST
ANTHONY ST
LEIBRANDT AV
BUENA VISTA AV
LAUREL ST
CAPITOLA RD EXT
SHAFFER RD
STOCKTON AV
CHANTICLEER AV
SEABRIGHT AV
30TH AV
EAST
C LIFF D R
WEST CLIF F DR
MISSION ST
HIGH ST
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0 2,000 4,000 Feet ¬ Recreation Marijuana
Dispensaries
600' Buffer
Schools, Childcare, Youth Centers, Park Playgrounds
Existing Dispensaries Buffer
Legend
City Limit
Assessors Parcels
Restricted Area
Accepted Area
April 5th, 2024
Existing Dispensaries/Buffers
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5 5
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5 5
Monterey
Bay
SOQUEL AV
7TH AV
17TH AV
HIGH ST
BAY ST
KING ST
EMPIRE GRADE
OCEAN ST EXT
DELAWARE AV
RIVER
ST
OCEAN ST
WATER ST
ESCALONA DR
PAUL SWEET
RD
WESTERN DR
FRONT ST
BRANCIFOR TE DR
THURBER LN
FAIR AV
GRAHAM HILL RD
BROMMER ST
E AST CLIFF DR
ISBEL DR
BROADWAY
B AY DR
UPPER PARK RD
SWIFT ST
PACIFIC AV
MCLAUGHLIN DR
WALN UT A V
BROOKWOOD DR
CENTER ST
ALMAR AV
SOQUEL DR
BEACH ST
PORTOLA DR
30TH AV
WEST CLIFF DR
SPRING ST
MISSION ST
PELTON AV
2ND ST
FREDERICK ST
MURRAY ST
MARKET ST
HIGHLAND AV NORTH BRANCIFORTE AV
CAPITOLA RD
COLUMBIA ST
CALIFORNIA ST
PROSPECT HEIGHTS
CARBON ERA DR
DAKOTA AV
LI NCOLN ST
LAUR ENT ST
MORRIS SEY B L
LAKE AV
WOODROW AV
COOLIDGE DR
GRANDVIEW ST RANKIN ST
ANTHONY ST
LEIBRANDT AV
BUENA VISTA AV
LAUREL ST
CAPITOLA RD EXT
SHAFFER RD
STOCKTON AV
CHANTICLEER AV
SEABRIGHT AV
30TH AV
EAST
C LIFF D R
WEST CLIF F DR
MISSION ST
HIGH ST
LAURENT ST
0 2,000 4,000 Feet ¬ Recreation Marijuana
Dispensaries
800' Schools Buffer
600' Childcare, Youth Centers, Park Playgrounds
Existing Dispensaries Buffer
Legend
City Limit
Assessors Parcels
Restricted Area
Accepted Area
May 1st, 2024
Existing Dispensaries/Buffers
21.7 1
Rosemary Balsley
From: Jessica Bond <[email protected]>
Sent: Monday, May 13, 2024 12:57 PM
To: City Council
Subject: City Council Meeting: May 14: Item 21
Hello, again, Mayor and City Council,
I was reading the rest of the agenda and came across Item 21. I hope to come and speak in person about this but I may not be able to make it in time. What particularly stood out was item D under Licensing Reporting. I believe this needs to be removed from this recommendation to staff.
I am requesting this because Chapter 5.10, (Living Wage) is an ordinance that the City applies to other businesses yet does not follow itself. Honestly, this is a bit shameful. This is something I and other city employees fought hard against and continuously lost (we were basically ignored) with two HR directors and two City Managers.
This ordinance was created in 2000 and the City has had plenty of time to increase staff hourly wages to comply with its own ordinance. To give you sense how far the City is from compliance:
Lowest city wage with no benefits: $16.6036
Living Wage Ordinance minimum: $22.06
Lowest city wage with benefits: $19.7712
Living Wage Ordinance minimum: $20.22
This is one of the reasons I left the city. Of course, I would love to see you advocate to follow the City's own ordinance however since that is not on the agenda today. I am requesting you consider removing item D under Licensing Reporting.
And bring Chapter 5.10 to a future Council Meeting or Staff salaries. The City should not be forcing businesses to pay a wage that they are not or City Council should be advocating for increase in salaries. I know staff salaries have been on recent agendas and this is a great start but this particular issue has not been addressed.
Thank you for your time.
Jessi
--
Jessi K Bond
831-239-0780
21.8 City Council
AGENDA REPORT
DATE: 04/25/2024
AGENDA OF: 05/14/2024
DEPARTMENT: Economic Development and Housing
SUBJECT: Downtown Library and Affordable Housing Development Project Ground Lease Authorization for 119 Lincoln Street and 113 Lincoln Street, and Project Update (EDH)
RECOMMENDATION: Motion to adopt a resolution ratifying the Amended and Restated Option to Lease Agreement, authorizing the City Manager to enter into lease(s) once terms of the Option Agreement have been satisfied by the developer; and authorizing the Economic Development and Housing Director to execute any amendments or documents needed thereto of a non-substantive nature, in forms approved by the City Attorney, for real property located at 119 Lincoln Street (APN 005-141-21) and 113 Lincoln Street (APN 005-141-11) between the City of Santa Cruz and DTLMU Investors, L.P. (a California Limited Partnership), and/or or its affiliate(s), for the previously approved Downtown Library Affordable Housing Project (DLAHP).
BACKGROUND: On March 14, 2023, the City Council approved several entitlements related to the development project, the Downtown Library Affordable Housing Project (DLAHP/Project), located at 113 & 119 Lincoln Street to develop 124 units of affordable housing, a new downtown branch library, parking garage, childcare center, and commercial uses.
The permits approved included a nonresidential demolition authorization permit, special use permit, heritage tree removal permit, design permit, density bonus request, and lot line adjustment. The City has fee simple interest of the parcels at 119 Lincoln Street (APN 005 141 21) and 113 Lincoln Street (APN 005 141 11). On March 28, 2023, the City Council approved Resolution NS- 30,125 (Attachment 1) authorizing the City Manager to enter in a ground lease with the Affordable Housing Developer. Subsequently an Option to Ground lease agreement was entered into on April 3rd, 2023, with a draft ground lease agreement to be executed at a future date closer to the commencement of project construction.
DISCUSSION: Efforts leading to the proposed development of the subject site began over a decade ago with the Santa Cruz Public libraries initiating a comprehensive facilities master planning process culminating in a Library Master Plan in 2014. Over the next several years, various council advisory and sub committees reviewed developing a project that later incorporated 124 units of affordable housing with a mix of affordability with 60% maximum average AMI ( Area Median Income) or lower. The culmination of multiple public meetings and hearings resulted in the approval of the entitlements of the Downtown Project. In 2021, the City released a request for proposal (RFP) to solicit an affordable housing developer partner and selected a joint proposal from For The Future Housing and Eden Housing to build the Project.
22.1 For the Future Housing and Eden Housing partnered to form DTLMU Investors L.P. (a California Limited Partnership) as a joint venture to serve as the developer.
The City and/or the Project has received grant funding including the State Housing & Community Development’s Local Housing Trust Fund ($3.805 million), Affordable Housing Trust Fund ($1.75 million), Central Coast Community Energy Grant ($240,000), an Affordable Housing Sustainable Communities (AHSC) award (33.5 million) and a Fiscal Year 2023 federal budget appropriation of ($2 million). Per State funding requirements, the City needs to enter into a lease(s) with the affordable housing developer, For the Future Housing and/or Eden Housing or its affiliate to use the awarded funds and to apply for any future funds.
Additionally, to be eligible for various public and private funding programs, the affordable housing developer must demonstrate site control of the parcels proposed for development. This site control may be in the form of a ground lease and given the City’s investment in the DLAHP to date and desire for long-term downtown revitalization, staff recommends a ground lease to retain long-term site ownership by the City and control of various components of the Project, including the Library, parking garage and commercial tenant(s) which will generate ongoing lease revenue to the City. Demonstrating site control was a requirement for the Affordable Housing Sustainable Communities (AHSC) application as well as the requirement for the developer to secure various funding sources for the housing component of the Project.
On April 22nd, 2024, the City closed on the purchase and acquisition of 113 Lincoln street (APN 005-141-11). This parcel acquisition now gives the City total site control of all parcels that are included in the approved project entitlements. This addition required an amended and reinstated option agreement to stay in compliance with our existing funding awards as well as provided the affordable housing developer the required documentation demonstrating site control to finalize and submit their application to the California Tax Credit Allocation Committee (TCAC) on April 23rd, 2024.
Staff recommends that the Council adopt a resolution ratifying the Amended and Restated Option to Lease agreement; authorizing the City Manager to enter into lease(s) once terms of the Option agreement have been satisfied by the developer; and authorizing the Economic Development and Housing Director to execute any amendments or documents needed thereto of a non-substantive nature, in a form approved by the City Attorney, for the above-described Cityowned parcel(s) inclusive of 119 Lincoln and 113 Lincoln Street, with DTLMU Investors, L.P. (a California Limited Partnership), and/or For the Future Housing and/or Eden Housing, and/or its affiliate(s), for a minimum term of 55 years from Certificate of Occupancy at an annual lease fee of $1. The developer/lessee would be solely responsible for the development of the Project improvements and the ongoing operation and maintenance of the affordable rental housing and childcare facility during the lease term. Upon completion of the Project construction, the Developer would convey back to the City the publicly owned components of the Project, including the parking garage, commercial space(s), and the downtown Library.
Health in All Policies (HiAP)
HiAP is a collaborative approach to improving the health of all people by incorporating health considerations into decision-making across sectors and policy areas. HiAP is based on 3 pillars:
equity, public health, and sustainability. The goal of HiAP is to ensure that all decision-makers are informed about the health, equity, and sustainability impacts of various policy options during
22.2 the policy development process. The DLAHP supports the pillar of equity by providing a destination public facility, childcare, commercial facility, and affordable residential rental units on a site in the City’s downtown urban core, in an area that is improved with sidewalks and street trees near public transportation, commercial goods and services, and recreational areas.
With the Project located downtown, it encourages a sustainable and healthy lifestyle by allowing residents to walk, cycle, and ride to the job center and commercial uses in the downtown vicinity. By providing 100% affordable rental apartments, this will not only help the City with a more sustainable supply of rental housing but will also help create a more inclusive equitable community.
FISCAL IMPACT: There is no impact to the General Fund by the approval of the recommended action. Once the development is complete, significant enhancement to the downtown urban core will be achieved including improved sidewalks and bikeways adjacent to the project, a childcare facility, new commercial spaces, replacement parking supply, a new modernized accessible Downtown Library, and much-needed affordable housing achieving many policy goals of the City Council to enhance vitality and economy of downtown. The City will receive increased revenue from future commercial tenants in the Project and the Downtown Parking District will receive a revenue stream from the managed parking supply.
Prepared By:
Brian Borguno
Development Manager
Submitted By:
Bonnie Lipscomb
Director of Economic
Development and Housing
Approved By:
Matt Huffaker
City Manager
ATTACHMENTS:
1. RESOLUTION.DOCX
2. RESOLUTION NO. NS-30,125.PDF
3. AMENDED AND RESTATED OPTION AGREEMENT.PDF
22.3 1
RESOLUTION NO. NS-XX, XXX
RESOLUTION FOR THE CITY COUNCIL OF THE CITY OF SANTA CRUZ
RATIFYING THE AMENDED AND RESTATED OPTION TO LEASE AGREEMENT EXECUTED APRIL 22ND, 2024 AUTHORIZING THE CITY MANAGER TO ENTER
INTO LEASE(S) AND AUTHORIZING THE ECONOMIC DEVELOPMENT AND
HOUSING DIRECTOR TO EXECUTE ANY AMENDMENTS OR DOCUMENTS
NEEDED THERETO OF A NON-SUBSTANTIVE NATURE, IN A FORM APPROVED BY THE CITY ATTORNEY FOR REAL PROPERTY LOCATED AT 119 LINCOLN STREET (APN 005 141 21) AND 113 LINCOLN STREET (APN 005 141 11) All or a necessary quorum and majority of the City Council of the City of Santa Cruz, a California Municipal Corporation, (“City”) hereby consents to, adopts, and ratifies the following resolution:
WHEREAS, the City of Santa Cruz, applicant along with its Developer Partners For the Future Housing and Eden Housing for property located at 119 Lincoln Street and 113 Lincoln Street also known as Assessor’s Parcel Number 005 141 21 and Assessor’s Parcel Number 005 141 11, applied for a Nonresidential Demolition Authorization Permit, Special Use Permit, Heritage Tree Removal Permit, Design Permit and Lot- Line adjustment permit; and WHEREAS, the Planning Commission conducted a public hearing on February 23, 2023, and unanimously recommended approval of the project entitlements; and WHEREAS, on March 14, 2023, the City Council held a public hearing and approved the Nonresidential Demolition Authorization Permit, Special Use Permit, Heritage Tree Removal Permit, Design Permit and Lot- Line adjustment permit; and WHEREAS, the City, has fee simple interest in the parcel identified as 119 Lincoln Street (APN 005 141 21); and as of April 22nd, 2024, the City has acquired and has fee simple interest in the parcel identified as 113 Lincoln Street (APN 005 141 11); and WHEREAS, the combined parcels encompass the approved project site; and WHEREAS, the City’s Economic Development and Housing Department is authorized to act as the trustee/manager in connection with its above-described fee simple parcel (Project); WHEREAS, the City, has been awarded grant funding including the State Housing & Community Development’s Local Housing Trust Fund ($3.805 million), Affordable Housing Trust Fund ($1.75 million), Central Coast Community Energy Grant ($240 thousand), an AHSC award ($33.5 million) and a Fiscal Year 2023 federal budget appropriations ($2 million). Per State funding requirements the City needs to enter into a lease(s) with the affordable housing developer, DTLMU Investors L.P. (a California limited partnership) and/or its affiliate(s) to use the awarded funds.
22.4 2
WHEREAS, as of April 22nd an Amended and Restated Option to Lease Agreement was executed,
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Cruz as follows:
In partnership with the Affordable Housing Developer(s), the City plans to redevelop the above-described APN(s) to create a 100% affordable housing rental project with a maximum average of 60% Area Median Income (AMI), a New Downtown Library Branch, a Childcare Center, Parking Garage and Commercial uses as the Downtown Library Affordable Housing Project.
SECTION 1. That the Economic Development and Housing Department is hereby authorized to act as the trustee/manager in connection with the City fee simple parcels pursuant to the abovedescribed City Council approval.
SECTION 2. Pursuant to State funding requirements, the City shall enter into a ground lease with an affordable housing developer for the affordable housing portion of the City-owned project and may enter into separate leases for the Project’s commercial portion. The Project’s affordable housing ground lease shall supersede any prior existing lease and include but not be limited to the following terms: the Lessee shall be DTMLU Investors L.P. and/ or its affiliate(s), and the lease term shall be a minimum of fifty-five years from Certificate of Occupancy with $1 per year lease payment amount. The Lessee shall be solely responsible for the development of the Project improvements and ongoing operation and maintenance through the lease term. The funding awards referenced above remain committed for the Project and shall designate the Lessee as the loan recipient according to the various program funding requirements.
SECTION 3. That the Restated and Amended Option agreement executed on April 22nd, 2024, is hereby ratified.
SECTION 4. City Manager is authorized to execute the project’s ground lease and leases once the terms of the Option agreement have been satisfied by the developer, and the Economic Development and Housing Director is authorized to execute any subsequent amendments or modifications thereto, as well as any other related documents in a form approved by the City Attorney.
PASSED AND ADOPTED this 14th day of May 2024, by the following vote:
AYES:
NOES:
ABSENT:
DISQUALIFIED:
22.5 3
APPROVED:
Fred Keeley, Mayor
ATTEST:
Bonnie Bush, City Clerk Administrator
22.6 22.7
22.8 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND
LEASE FOR REAL PROPERTY
(Downtown Library & Affordable Housing Development Project) This Amended & Restated Option Agreement to Enter Into Ground Lease for Real Property (Downtown Library & Affordable Housing Development Project) (“Agreement”) is made as of April 3, 2024 (“Effective Date”), by and between CITY OF SANTA CRUZ, a California municipal corporation and charter city (“Lessor” or “City”), and DTLMU Investors, L.P., a California limited partnership (together with its permitted assignees as provided herein, “Lessee”). Lessor and Lessee are sometimes hereinafter individually or collectively called a “Party” or the “Parties”.
RECITALS
A. Lessor is the owner of certain real property located at the address commonly known as 119 Lincoln Street, Santa Cruz, California (APN 005-141-021) in the County of Santa Cruz, a legal description of which is attached hereto as Exhibit “A-1” (“119 Lincoln Property”), which is depicted on Exhibit “B” (“Project Map”).
B. As of April 22, 2024, Lessor is also the owner of certain real property located at the address commonly known as 113 Lincoln Street, Santa Cruz, California (APN 005-141-011) in the County of Santa Cruz, a legal description of which is attached hereto as “Exhibit A-2” (“113 Lincoln Property”), which is also depicted on the Project Map. The 113 Lincoln Property and the 119 Lincoln Property are collectively referred to as the “City Property.” C. City and Lessee desire to develop the City Property with a multi-use project that includes: a new downtown library building of approximately 39,015 square feet, 124 units of affordable housing, a childcare facility comprising of approximately 1,333 square feet of indoor space and 586 square feet of outdoor space, commercial tenant space of approximately 9,732 square feet, and 243 parking spaces and bike parking (“Project”). The Project is intended to provide facilities that are necessary for the City’s use. Upon completion of these improvements, Lessee will retain ownership and control of the improvements that comprise of the affordable housing and childcare facility under the terms of the lease provided for herein, and release all other improvements back to the City.
D. On or about June 8, 2021, the City selected Eden Housing and For the Future Housing (“Proposers”) after a competitive bidding process to develop the Project. The Proposers engaged in a comprehensive planning process with the City, and formed a separate entity, Lessee, pursuant to limited partnership agreement. This Agreement is intended to grant certain rights to Lessee based on the selection of Proposers to develop the Project.
E. On March 14, 2023, the City approved Resolution No. NS-30,120, granting entitlements for the Project. The resolution included findings that the Project is exempt from environmental review under the California Environmental Quality Act, and approved a nonresidential demolition authorization permit, special use permit, design permit, lot-line adjustment, and density bonus request, and upheld approval of a heritage tree removal permit.
F. On March 17, 2023, the City notified Developer that City was committed, subject to conditions stated therein, to making a loan of Five Million Five Hundred Fifty Five Thousand DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.9 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
2 Dollars ($5,555,000.00), partially funded by the City’s Affordable Housing Trust Fund and the California Housing and Community Development Local Housing Trust Fund 2020 Program, to fund the Project.
G. Developer seeks additional funding for the Project that will be financed by an award of Low-Income Housing Tax Credits (“LIHTC”). This Agreement is intended to establish Developer has site control for purposes of submitting a TCAC/CDLAC application on or before December 31, 2025. The Developer has applied for and secured an AHSC loan award of $22.5M.
H. On or about April 3, 2023, City and Lessee entered into a prior “Option Agreement to Enter into Ground Lease for Real Property” (the “Original Option Agreement”), which the Parties desire to extend. This Amended & Restated Option Agreement amends, extends, restates, replaces, and renews the Original Option Agreement.
I. Due to the intended public use for the Project, the City expects that it is a joint decision-maker on major decisions impacting the Project including but not limited to timeline, design, construction, budget and funding, and use and operations of the Project.
J. Lessor and Lessee agree to the terms and conditions set forth in this agreement, to grant Lessee an exclusive option to ground lease the Property for the construction and operation of the Project, with reversion to the City of improvements as specified, pursuant to a ground lease substantially in the form of the lease attached hereto as Exhibit “C” (“Lease”), which Lease is subject to revisions negotiated by Lessor and Lessee in good faith during the “Negotiation Period” (as defined below).
K. On March 28, 2023, the City Council for the City of Santa Cruz, adopted Resolution No. NS-30,125, approved entering into a ground lease with Lessee for purposes of Lessee (or its affiliate) securing site control to develop the Project, subject to approval by the City Manager and City Attorney.
OPERATIVE PROVISIONS
NOW THEREFORE, in consideration of the foregoing Recitals, which are hereby incorporated herein by this reference, and of the covenants and agreements herein contained, the Parties hereto agree as follows:
1. Grant of Option. Lessor hereby grants to Lessee an exclusive option to enter into the Lease for the City Property (“Option Property”), which Option shall be exercisable in the manner and on the terms and conditions set forth in this Agreement. Lessor shall not grant an option in the Option Property to any third party or undertake any physical development of the Option Property while this Option remains in effect. The Parties acknowledge and agree that this Option constitutes a site control document pursuant to Section 10325(f)(2) of the regulations of the California Tax Credit Allocation Committee (Cal. Code Regs. tit. 4, § 10325(f)(2).) DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.10 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
3 2. Option Consideration and Term.
2.1 Option Period. The option period shall run for twenty three (23) calendar months following the Effective Date (“Option Period”), provided, however, that Lessee has delivered to Lessor a payment of One Hundred Dollars ($100.00) in immediately available funds no later than five (5) business days from the Effective Date (“Option Payment”). The parties may by mutual written agreement extend the Initial Option Period if additional time is necessary for Tenant to receive a reservation of Tax Credits that have been awarded for the Project from the Tax Credit Allocation Committee (TCAC) (the Initial Option Period, individually, and the Initial Option Period together with any extension thereto, shall both be referred to as the “Option Period”). This Agreement shall terminate if the Option Payment is not made as set forth herein.
2.2 Exercise of Option. Provided that Lessee is in full compliance with the terms of this Agreement, Lessee may exercise the Option at any time during the Option Period by delivering to Lessor written notice of exercise of the Option (“Notice of Exercise”). Upon delivery by Lessee of the Notice of Exercise, Lessee and Lessor shall have sixty (60) days to negotiate the Lease and finalize all exhibits to the Lease in good faith (“Negotiation Period”). The parties may by mutual written agreement extend the Negotiation Period, up to two times, for a thirty (30) day period each time. This Agreement shall terminate upon the earlier of (i) the execution of the Lease or (ii) expiration of the Negotiation Period, as may be extended pursuant to this Section.
2.3 Failure to Exercise Option. If the Option has not been exercised as of 5:00 p.m. Pacific time on the last business day of the Option Period, then the Option shall automatically expire as to all of the Option Property, without further action by any Party or the necessity of recording any further documentation, and the rights granted to Lessee hereunder shall be of no further force or effect.
2.4 Nature of Option Payment. The Option Payment shall constitute consideration for the Option for the duration of the Option Period, and shall be fully-earned by Lessor and non- refundable to Lessee upon payment and without regard to whether Lessee exercises the Option. Notwithstanding the foregoing, in the event that Lessee exercises the Option at any time during the Option Period, it shall be entitled to a credit of the Option Payment which is attributable to the remainder of the then current Option Period, which credit shall be applied to the monthly base rent due under the Lease.
2.5 Work Product. As a key contributor to the Project funding, land and entitlements approval process, the City expects that it is a Project development team member with the same access to all Project-related information and resources provided by Project consultants, including but not limited to design, environmental data, construction and financing even if the consultant is contracted by Lessee. In the event that this Agreement is terminated for any reason other than a default by Lessor, Lessee shall deliver to Lessor, fully paid for by Lessee, copies of all studies, reports or other documentation concerning the Project, as well as copies of all applications and entitlements that have been prepared, filed or approved prior to termination. To the extent that any such applications and entitlements are in the name of Lessee, Lessee shall assign same to Lessor.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.11 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
4 2.6 Cancellation.
(a) At any time during the Option Period and until consummation of the Lease, Lessor may cancel the Option and terminate negotiations of the Lease upon Lessee’s breach of any material term of this Agreement in accordance with this paragraph. Lessor shall provide a written Notice of Breach based upon a breach of this Agreement. Lessee shall be in breach of this Agreement in the event any of the following occurs, beyond any applicable notice and cure period, during the Option Agreement and prior to consummation of the Lease:
(i) Failing to comply with any term or condition set forth in this Agreement;
(ii) Failing to submit a TCAC application before the end of the year 2025;
(iii) Failing to negotiate the Lease in good faith;
(iv) Failing to diligently pursue financing, construction, development approvals or other steps reasonably required to commence with and complete the Project;
(v) Failure to prepare an Improvement Plan that is submitted and approved by the City;
(vi) Failure of Lessee to continue to meet the qualification requirements of the Request for Proposal, dated July 20, 2020, for the Project;
(vii) Failure to timely secure necessary construction or tax credit financing to complete the Project in accordance with the approved Improvement Plan on or before March 3, 2026;
(viii) Failure to retain a duly qualified project manager, subject to the review and approval of Lessor; or
(ix) Failing to respond to any requests for information from Lessor within ten (10) days, or such other time as may be reasonably required by Lessor.
(b) If Lessee fails to cure the breach within ten (10) days, then Lessor shall have the right to cancel the Option and terminate all obligations under this Agreement by serving a written Notice of Cancellation.
2.7 Relocation Assistance for Prior Owner of 113 Lincoln Property. The City is responsible for providing any relocation assistance that the prior owner of 113 Lincoln Property may be eligible for upon termination of the prior owner’s occupancy. The Lessee is not responsible for coordinating or providing any relocation assistance that the prior owner of 113 Lincoln Property may be eligible for.
3. Representations and Warranties of Lessor. Lessor represents and warrants to Lessee that: (i) Lessor is a California municipal corporation and charter city; (ii) this Agreement, when executed by Lessor, shall constitute a legal and binding obligation of Lessor, enforceable against Lessor in accordance with its terms; and (iii) Lessor has not granted any prior option or entered into any agreement that would conflict with or impair the rights of Lessee under the Option, or duly cancelled any such option, provided, however, that the 113 Lincoln Property is subject to a DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.12 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
5 leaseback with the prior owner for an initial term of five (5) months from the date the City acquires title to the 113 Lincoln Property, with a term expiring October 1, 2024 and that Lessor is under no obligation to deliver the 113 Lincoln Property until the prior owner vacates. Lessee agrees to accept the risk that the 113 Lincoln Property is subject to the prior owner’s tenancy and potential holdover. Notwithstanding anything to the contrary in this Agreement, Lessee agrees and acknowledges that the final execution of the ground lease and disposition of the City Property is subject to and conditioned on Lessor’s compliance with all legal and regulatory requirements applicable to the City, and Lessor makes no representation or warranty regarding the compliance with such requirements.
4. Representations and Warranties of Lessee. Lessee represents and warrants to Lessor that: (i) Lessee is a limited partnership duly formed, validly existing and in good standing under the laws of the State of California; (ii) this Agreement, when executed by Lessee, shall constitute a legal and binding obligation of Lessee, enforceable against Lessee in accordance with its terms; and (iii) Lessee agrees and acknowledges that it shall be subject to and comply with all requirements set forth in Resolution No. NS-30,120, including but not limited to the Conditions of Approval (CP22-0128) stated therein.
5. Broker. Each Party agrees that no brokers were involved in this transaction and that no such fee or commission for any party representing Lessee shall be deducted from the amount of the Option Payment or any amount payable to Lessor under the Lease.
6. Assignment. Without the prior written consent of Lessor, Lessee shall not have the right to assign its rights or obligations under this Agreement except to a limited partnership as identified in Lessee’s TCAC application, provided such limited partnership also receives an assignment of all of Lessee’s rights with respect to Lessee’s TCAC application and/or award, which shall not require Lessor’s prior consent. Lessor shall have the right to assign this Agreement to any successor who purchases the fee title interest of Lessor in the Option Property, provided, however, that the Option Property shall remain subject to the Option. Lessor shall be required to provide written notice of such a transfer to Lessee.
7. Modifications. No modification of this Agreement or the Lease shall be effective unless set forth in writing and signed by Lessee and Lessor.
8. Indemnity. Lessee shall defend, indemnify and hold harmless Lessor, inclusive of the City, its employees, agents, contractors, and consultants (collectively, “Indemnified Parties”) against and from any and all claims arising from or related to: (a) the Lessee’s use, possession, occupancy, or enjoyment of the City Property, (b) any claims related to any approval for the Project, this Agreement, or the Lease, including any approval by Indemnified Parties, (c) any breach of or default under this Agreement or the Lease, or from the conduct of Lessee’s business or from any activity, work, or other things done, permitted or suffered by Lessee in or about the Property, (d) claims in which liability without fault or strict liability is imposed or sought to be imposed upon Lessor, and (e) any act, error, omission, or negligence, whether passive or active, direct or indirect, of Lessee, or any officer, agent, representative, employee, affiliate, partner, contractor or subcontractor of any tier, guest, licensee, invitee, or other party engaged on behalf of Lessee, and from all costs, damages, liabilities, penalties, expenses, fees, investigation costs, court costs, attorney’s fees, and liabilities incurred in connection with or relating to the defense of any DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.13 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
6 of the foregoing claims or any action or proceeding brought thereon. If any action or proceeding is brought against the Lessor by reason of any claim set forth in the preceding sentence, Lessee, upon notice from Lessor, shall defend the same at the Lessee’s expense by counsel reasonably satisfactory to the Lessor. Lessee, as a material part of the consideration to Lessor, hereby assumes all risk of damage to property or injury to or death of persons in, upon or about the City Property, from any cause other than the willful act or negligence of Lessor, or of its agents, representatives, officers, managers, directors, servants, employees, contractor’s, or others for whom Lessor is responsible in law, and Lessee hereby waives all claims in respect thereof against Lessor. Lessee shall give prompt notice to Lessor in case of casualty or accidents occurring in or upon the Property.
9. Attorneys’ Fees. If any Party institutes any action or proceeding to interpret or enforce any provision of this Agreement or for damages by reason of an alleged breach of any provisions of this Agreement, the prevailing Party shall be entitled to recover its costs and reasonable attorneys’ fees. The term “Prevailing Party” as used in this Section shall include, without limitation, any Party who was made a defendant in litigation in which damages or other relief or both, may be sought against such Party and a final judgment or dismissal or decree is entered in such litigation in favor of such Party defendant.
10. Governing Law and Venue. This Agreement and the Exhibits attached hereto shall be governed by and construed under the laws of the State of California. The parties hereto agree that venue for any action brought to enforce the terms of this Agreement shall be in the applicable Courts of the County of Santa Cruz and the Parties hereby submit to the jurisdiction of such Courts.
11. Entire Agreement. The terms of this Agreement constitute the entire agreement between the Parties pertaining to the subject matter hereof. All prior or contemporaneous agreements, representations, negotiations and understandings of the Parties concerning the subject matter hereof, whether oral or written, are hereby superseded and merged herein.
12. Notices. All notices, consents, waivers, demands, requests or other instruments or communications (a “Notice”) to be given by one Party to the other Party shall be in writing, signed by the Party giving the Notice. Any Notice shall be deemed to have been duly given and received (i) upon personal delivery, (ii) as of the third business day after mailing by United States registered or certified mail, return receipt requested, postage prepaid, (iii) the immediately succeeding business day after deposit with Federal Express or other equivalent overnight delivery system or (iv) upon electronic transmission and addressed to the party for whom intended with a confirming copy by any methods above, as follows:
Lessor:
City of Santa Cruz
337 Locust Street
Santa Cruz, CA 95060
Attention: Bonnie Lipscomb, Economic Development Director Telephone: (831) 420-5150
Email:[email protected]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.14 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
7 With Copy To:
Anthony Condotti
City Attorney
Atchison Barisone & Condotti
333 Church Street
Santa Cruz, CA 95060
Lessee:
DTLMU Investors, L.P.
Chief of Real Estate Development and Executive Vice President 22465 Grand Street
Hayward, CA 94541
With Copy To:
Ofer Elitzur
Cox Castle
50 California Street, Ste. 3200
San Francisco, CA 94111
Any Party may, by written notice to the other, designate a different address which shall be substituted for the one specified above. If any Notice is served by mail as set forth above, it shall be deemed to have been effectively served or delivered upon receipt.
13. Exhibits. All exhibits attached hereto are incorporated herein by reference.
14. Severability. Invalidation of any of the terms or provisions hereof by judgment or Court Order shall in no way affect any other provision, all of which shall remain in full force and effect and shall be enforced to the full extent of the law.
15. Recordation. Following receipt of the Option Payment, Lessor shall execute, acknowledge and deliver a Memorandum of Option in the form attached hereto as Exhibit “D” (“Memorandum”), which Memorandum may be recorded by Lessee; provided, however, that the Memorandum shall not be executed or recorded until after Lessee, at its own expense, obtains a legal description setting forth the metes and bounds of the City Property, which shall be subject to review and approval by Lessor in its sole and absolute discretion.
16. Counterparts. This Agreement may be executed in any number of counterparts with the same effect as if the Parties had all signed the same document. All counterparts shall be construed together as one agreement.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.15 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
8 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.
LESSOR:
CITY OF SANTA CRUZ
a California municipal corporation and charter city
By:
Name: Bonnie Lipscomb
Title: Economic Development Director
LESSEE:
By: DTLMU Investors, L.P.,
a California limited partnership
By: Eden DTLMU, LLC,
a California limited liability company,
its managing general partner
By: Eden South Bay, Inc.,
a California nonprofit public benefit
corporation,
its sole member
By:
Name: Andrea Osgood
Its: Chief of Real Estate Development and
Executive Vice President
By: FTF DTLMU, LLC,
a California limited liability company,
its co-general partner
By:
Name: Jim Rendler
Its: Manager
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913 4/22/2024
4/22/2024
4/22/2024
22.16 82811.00018\42222942.1
AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT A-1
EXHIBIT “A-1”
LEGAL DESCRIPTION OF 119 LINCOLN STREET
For APN/Parcel ID(s): 005-141-21
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF SANTA CRUZ, COUNTY OF SANTA CRUZ, STATE OF CALIFORNIA AND IS DESCRIBED AS FOLLOWS:
Parcel B, as said parcel is shown and so designated on the Parcel Map filed for record November 10, 1998 in Volume 56 of Parcel Maps, at Page 5, Official Records of Santa Cruz County.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.17 Exhibit A-2
EXHIBIT A-2
LEGAL DESCRIPTION OF 113 LINCOLN STREET
Real property in the City of Santa Cruz, County of Santa Cruz, State of California, described as follows:
PARCEL ONE: (PORTION APN: 005-141-11)
THAT CERTAIN PARCEL OF LAND CONVEYED BY GEORGE H. POEHLMANN, ET UX., TO EVA LILLIAN ABRAMS BY DEED RECORDED NOVEMBER 18, 1940 IN VOLUME 393, PAGE 447, OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE SOUTHERLY SIDE OF LINCOLN STREET, AT THE NORTHWESTERLY CORNER OF LOT NO. 2, IN BLOCK NO. 12, AS THE SAME ARE DESIGNATED AND DELINEATED UPON THE OFFICIAL MAP “A” OF THE TOWN (NOW CITY) OF SANTA CRUZ, SAID POINT BEING ALSO THE NORTHEASTERLY CORNER OF LOT NO. 6, IN SAID BLOCK, AND RUNNING THENCE SOUTH 11° 40’ EAST 243.21 FEET TO THE NORTHERLY BOUNDARY OF LOT 16 IN SAID BLOCK; THENCE SOUTH 76° 50’ WEST ALONG THE SAID NORTHERLY BOUNDARY OF SAID LOT NO. 16, 40 FEET TO A POINT; THENCE NORTH 11° 50’ WEST 243.21 FEET TO THE SAID NORTHERLY LINE OF LINCOLN STREET; THENCE NORTH 76° 50’ EAST ALONG THE SAID SOUTHERLY LINE OF LINCOLN STREET, 40 FEET TO THE PLACE OF BEGINNING.
EXCEPTING THEREFROM THAT CERTAIN PARCEL OF LAND CONVEYED TO THE CITY OF SANTA CRUZ BY DEED RECORDED MAY 23, 1959 IN VOLUME 1186, PAGE 428, OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWESTERN CORNER OF SAID LANDS CONVEYED TO ABRAMS; THENCE ALONG THE SOUTHERN BOUNDARY OF SAID LANDS, NORTH 76° 3 1/2’ EAST 40.00 FEET TO THE SOUTHEASTERN CORNER THEREOF; THENCE ALONG THE EASTERN BOUNDARY OF SAID LANDS, NORTH 12° 11’ WEST 110.74 FEET TO A STATION FROM WHICH THE NORTHWESTERN CORNER OF LANDS DESCRIBED AS PARCEL ONE IN DEED CONVEYING LANDS TO CYRIL S. LITCHMANN, ET AL, DATED MAY 28, 1957 AND RECORDED JUNE 3, 1957 IN VOLUME 1133 OF OFFICIAL RECORDS AT PAGE 177, SANTA CRUZ COUNTY RECORDS, BEARS NORTH 12° 11’ WEST 11.30 FEET DISTANT; THENCE SOUTH 76° 11’ 30” WEST 1.64 FEET TO A STATION; THENCE SOUTHWESTERLY CURVING TO THE RIGHT FROM A TANGENT BEARING SOUTH 4° 18’ 12” WEST WITH A RADIUS OF 40 FEET THROUGH AN ANGLE OF 71° 53’ 18” FOR A DISTANCE OF 50.19 FEET TO A POINT OF TANGENCY; THENCE SOUTH 76°11’ 30” WEST 1.11 FEET TO A STATION ON THE WESTERN BOUNDARY OF SAID LANDS CONVEYED TO ABRAMS; THENCE ALONG SAID LAST MENTIONED BOUNDARY, SOUTH 12° 11’ EAST 83.24 FEET TO THE PLACE OF BEGINNING.
PARCEL TWO: (PORTION APN: 005-141-11)
THAT CERTAIN PARCEL OF LAND CONVEYED BY THE CITY OF SANTA CRUZ TO EVA LILLIAN ABRAMS, RECORDED MAY 23, 1959 IN VOLUME 1186, PAGE 432, OFFICIAL RECORDS, DESCRIBED AS FOLLOWS:
BEING A PART OF LANDS CONVEYED TO SAFEWAY STORES, INCORPORATED, A MARYLAND CORPORATION, BY DEED RECORDED MAY 31, 1956 IN VOLUME 1077 OF OFFICIAL RECORDS, AT PAGE 241, SANTA CRUZ COUNTY RECORDS, AND MORE PARTICULARLY BOUNDED AND DESCRIBED AS FOLLOWS, TO WIT:
BEGINNING AT THE NORTHEASTERN CORNER OF SAID LANDS; THENCE FROM SAID POINT OF BEGINNING ALONG THE EASTERN BOUNDARY OF SAID LANDS, SOUTH 12° 11’ EAST 20.05 FEET TO A STATION; THENCE SOUTH 76° 11’ 30” WEST 55.08 FEET TO A STATION; THENCE NORTH 24° 11’ DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.18 82811.00018\42222942.1
AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT A-2
30”EAST 25.43 FEET TO THE NORTHERN BOUNDARY OF SAID LANDS CONVEYED TO SAFEWAY STORES, INCORPORATED; THENCE ALONG SAID LAST MENTIONED BOUNDARY, NORTH 76° 11’ 30” EAST 40.00 FEET TO THE PLACE OF BEGINNING.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.19 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT B
EXHIBIT “B”
CITY PROPERTY MAP
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.20 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT B
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.21 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT B
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.22 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-1
EXHIBIT “C”
FORM OF GROUND LEASE
[Attached behind]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.23 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-2
FORM OF GROUND LEASE
(Downtown Library & Affordable Housing Development Project) This Ground Lease (Downtown Library & Affordable Housing Development Project) (“Lease”) is made and entered into as of [___________, 20__] by and between the City of Santa Cruz, a California municipal corporation and charter city (“Landlord”), and DTLMU Investors, L.P. (together with its permitted assignees as provided herein, “Lessee”)(“Tenant”), who agree as follows:
ARTICLE 1. PROPERTY AND BACKGROUND
1.1 Purpose. The purpose of this Lease is to allow for development of a multi-use project that includes: a new downtown library building, affordable housing, parking, a childcare center, and commercial space (“Project”). The Project will be located on two City-owned properties located at and commonly known as 113 Lincoln Street and 119 Lincoln Street in Santa Cruz, California (collectively, the “Property”), which are being conveyed under this Lease. Tenant shall be solely responsible for the development of the Improvements, (as defined in Section 1.5), and upon completion of the Improvements, the City-owned Property will be released and returned to the Landlord, as set forth in Section 3.4.
1.2 Parties.
A. Landlord. Landlord is a municipal corporation and owns the Property defined herein. This Lease shall not be construed as a regulatory approval or a waiver of Landlord’s right to act in a regulatory capacity and therefore at times refers to the “City” acting in a regulatory capacity.
B. Tenant. Tenant is a California limited partnership. [ENTER NAME OF TBD TAX CREDIT INVESTOR] is the [general partner] of Tenant. Tenant will develop and operate the Project in accordance with this Lease, subject to the assignment and subletting provisions set forth in Article 15 herein. Notwithstanding any other provision of this Lease, Tenant and [NAME OF TBD TAX CREDIT INVESTOR] shall remain jointly and severally responsible for the duties and responsibilities of the Tenant under this Lease. [NAME OF TBD TAX CREDIT INVESTOR] shall execute a joinder to this Lease
1.3 Property. Landlord owns the real property commonly known as 113 Lincoln Street and 119 Lincoln Street, Santa Cruz, California, a legal description of which is attached hereto as Exhibit A (“Property”). The Property is comprised of assessor’s parcel numbers (APN) 005-141- 011 and 005-141-021, as shown on Exhibit B (“Property Map”).
1.4 Lot Merger and Easements.
A. The Project shall require a recorded lot merger/lot-line adjustment for the two Property addresses in accordance with the requirements of the California Subdivision Map Act prior to issuance of any building permits.
B. Prior to issuance of a Certificate of Occupancy for the Project, a parcel map or other instrument shall be recorded codifying the final location and legal boundaries of easements DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.24 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-3
necessary for major infrastructure, including without limitation infrastructure for stormwater drainage, utilities, and access.
1.5 Improvements. After a comprehensive planning process, on March 14, 2023, the City approved Resolution No. NS-30,120 (“Project Conditions of Approval”) for the Project.
Tenant is responsible for designing, developing and constructing the improvements set forth herein according to (i) the Scope of Development attached hereto as Exhibit C and incorporated herein by this reference; and in substantial compliance with (ii) the plans, drawings and documents submitted by Tenant to Landlord for development of the Project, as reasonably approved by Landlord (“Construction Documents”), preliminary drafts of which are attached hereto as Exhibit D (“Improvement Plan”). The Improvements shall include:
A. A new downtown library building of approximately 38,069 square feet (“Library Building”);
B. One hundred and twenty-four (124) units of affordable housing (“Affordable Housing Project”);
C. A childcare facility comprising of 1,333 square feet of indoor space and 586 square feet of outdoor space (“Childcare Facility”);
D. Commercial tenant space of approximately 9,732 square feet (“Commercial Space”);
E. A parking garage for two hundred and forty-three (243) vehicle parking spaces (“Parking Garage”); and,
F. All other amenities, utilities, and infrastructure in the Improvement Plan,
1.6 Lease of the Property. For and in consideration of the payment of rentals and the performance of all the covenants and conditions of this Lease, Landlord hereby leases and demises to Tenant, and Tenant hereby leases and hires from Landlord, the Property, for the term and upon the covenants and conditions set forth herein. The Tenant acknowledges and understands that the Property will be leased to the Tenant for purposes of development pursuant to this Lease and not for speculation in undeveloped land.
ARTICLE 2. CONDITIONS TO EFFECTIVENESS OF LEASE
2.1 Conditions Precedent. This Lease shall become effective upon the satisfaction or waiver by the benefited party of each of the conditions set forth below within the time stated therefor in the Schedule of Performance, attached hereto as Exhibit E and incorporated herein by reference.
2.2 Conditions for the Benefit of the Landlord. The effectiveness of this Lease and the Tenant’s right to possession of the Property is subject to the following conditions, which are for the Landlord’s benefit and which shall be fulfilled or waived prior to the term of this Lease commencing or possession of the Property being delivered to Tenant:
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.25 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-4
A. The Tenant has accepted the Project Conditions of Approval obtained from the City and any other governmental agencies having jurisdiction the required land use approvals, entitlements and permits (other than building permits) necessary for the development of the Property.
B. Tenant has provided final construction plans (“Final Plans”) that substantially comply with the Improvement Plan, which shall be subject to approval by Landlord, in its sole and absolute discretion.
C. The Tenant has submitted to the Landlord evidence reasonably satisfactory to the Landlord that the Tenant has obtained firm and binding commitments for the equity and construction loan financing necessary for all aspects of the development of the Property, including, without limitation, allocations [as applicable] for any mortgage revenue bonds and/or tax credits, commitments for any private mortgage financing and final approvals for any other state or local funding sources.
D. The Tenant has delivered to the Landlord a copy of the fully executed Property Management Agreement for the Project required by Section 7.7. The Property Management Agreement shall be with a property management agent or agents which possess sufficient financial resources and operating history that the Tenant can obtain the necessary financing and equity for the development of the Improvements, and otherwise be approved by the Landlord in its reasonable discretion.
E. Parties have agreed upon the easements, covenants, conditions and restrictions set forth in Section 7.6 herein, and such easements, covenants, conditions and restrictions are ready to record with, and senior to, the memorandum described in Section 3.2.
F. All occupants on the Property have vacated, or the Tenant has completed the relocation of any other tenants on the Property, if any, in accordance with the requirements of law, and completed the demolition of structures on the Property.
G. The City is duly authorized to execute this Lease under all applicable laws, including but not limited to compliance with the Surplus Land Act (Cal. Gov. Code §54220 et seq. [“SLA]), and the approval of the Lease is not subject to any claim or litigation regarding its approval.
2.3 Conditions for the Benefit of the Tenant. This Lease shall become effective and the obligation of the Tenant to take possession of the Property is subject to the following conditions which are for the Tenant’s benefit and which shall be fulfilled or waived prior to the term of this Lease commencing or Tenant being required to take possession of the Property:
A. The Tenant has obtained from the Landlord and any other governmental agencies having jurisdiction the required land use approvals, entitlements and permits (other than building permits) necessary for the development of the Property.
B. The Tenant has obtained firm commitments for the equity and construction loan financing necessary for all aspects of the development of the Property, including, without limitation, allocations for any mortgage revenue bonds and/or tax credits, as set forth in Article DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.26 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
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EXHIBIT C-5
19, commitments for any private mortgage financing and final approval for any other state or local funding sources.
C. A title insurance company acceptable to the Tenant is prepared to issue a leasehold policy of title insurance insuring that leasehold title to the Property is vested in the Tenant in the condition required by Section 4.1 of this Lease.
D. The easements, covenants, conditions and restrictions described in Section
7.6 are ready to record with the memorandum described in Section 3.2.
2.4 Termination for Failure of Condition. In the event that there is a failure of one or more conditions described in Sections 2.2 or 2.3 that is not waived by the benefited party, the party for whose benefit the condition is established may terminate this Lease by written notice to the other party. In the event of such termination, neither party shall have any further rights or liability to the other under this Lease, except Tenant’s obligations to pay costs to the City.
If the Commencement Date (as defined in Section 3.2) has not occurred and/or the Tenant has not taken possession of the Property on or before ________, 2026, for any reason, this Lease may be terminated by either party upon written notice to the other party, provided the terminating party is not then in default of this Lease. In the event of such termination, neither party shall have any further rights or liability to the other under this Lease.
ARTICLE 3. TERM
3.1 Term. Unless terminated earlier in accordance with the provisions of this Lease, and subject to Section 3.4, below, the term of this Lease shall be from the Commencement Date, defined below, and continue for a period of fifty-five (55) years from the date when Tenant closes escrow on a permanent financing package for the Project (“Permanent Financing”). The term shall expire at 11:59 p.m. on the date which is the fifty-fifth (55th) anniversary of the Permanent Financing.
3.2 Commencement. The Lease shall commence upon the fulfillment or waiver of the conditions set forth in Sections 2.2 and 2.3 and delivery of possession to Tenant (“Commencement Date”). Immediately following the Commencement Date, Landlord and Tenant shall execute and record the memorandum referred to in Section 18.11 hereof, setting forth the Commencement Date of this Lease.
3.3 Early Termination. In addition to the rights and remedies set forth in Article 16, this Lease may be terminated for any of the following:
A. Failure of a condition as set forth in Section 2.4.
B. If Tenant has not commenced construction of the Improvements described in Section 1.4 by ___________, 2026, Landlord may give Tenant written notice that if construction has not commenced within thirty (30) days of such notice, the term of this Lease shall terminate.
If Tenant fails to commence construction within thirty (30) days of such notice, then Landlord may terminate this Lease. For the purposes of this Section 3.3, Tenant shall have “commenced construction” upon start of excavation and utility installation.
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EXHIBIT C-6
C. Tenant shall complete construction on or before ___ (___) years from the Commencement Date(“Completion of Construction”). The Completion of Construction must be evidenced by recording a Notice of Completion with the Official Records of the County of Santa Cruz, and delivery of final, as-built plans signed by the architect to Landlord. If Completion of Construction does not occur on or before the date set forth herein, Landlord may give Tenant written notice that if construction is not complete within thirty (30) days of such notice, or such time as is reasonably required, the term of this Lease shall terminate. If Tenant fails to complete construction within thirty (30) days of such notice, or such time as is reasonably required but not to exceed ninety (90) days, Landlord may terminate this Lease.
3.4 Partial Release.
A. The City is entering into this Lease to develop public property that is necessary for public use. Upon Completion of Construction, the Property leased hereunder shall be deemed amended as follows: Tenant shall lease the Affordable Housing Project and Childcare Facility and the leased premises shall be the airspace in which the Affordable Housing Project and Childcare Facility are located, and the remainder of the Property and the Improvements (including the Library Building, Parking Garage, and Commercial Space) shall be released and returned to the City (“City Reversion Property”), provided however that the parties shall comply with the CC&Rs required under this Lease. Tenant shall execute any and all documents necessary to transfer control and ownership of the City Reversion Property and to the City (“Partial Release”).
The Partial Release shall occur not less than five years from the Commencement Date.
B. In accordance with the schedule set forth in Exhibit E, Tenant shall surrender upon completion [if applicable, each phase] of the Improvements to Landlord in “Warm Shell Condition,” which shall consist of the building systems (including HVAC and ductwork, mechanical, plumbing, electrical, and fire/life/safety), elevators, elevator lobbies, staircases, restrooms, new ceiling T-bar and tiles, drywall, floor coverings, and lighting systems and fixtures, in good working order and condition in compliance with the Final Plans and conditions of any applicable governmental approval, including, without limitation, the Conditions of Approval, the City’s Building Code, and the Americans with Disabilities Act.
C. The Partial Release shall not take effect until Landlord delivers to Tenant a written notice of acceptance (“Notice of Acceptance”). Upon the Partial Release, the City Reversion Property shall be released from any interest, liens or deeds of trust securing any financing through this Lease, but the Lease shall remain in effect as to all other portions of the Property and the Project, and Lessee shall be obligated to comply with all requirements of this Lease, except that the Property shall exclude the City Reversion Property.
D. Prior to Completion of Construction, Landlord shall conduct an inspection of the Project and deliver to Tenant a punch list of items to be corrected prior to the Partial Release.
Landlord shall have the right to conduct a re-inspection of the Project and demand repairs by Tenant in conformance with the Improvements approved hereunder prior to serving a Notice of Acceptance. Landlord shall not unreasonably delay its acceptance of the City Reversion Property.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-7
ARTICLE 4. CONVEYANCE OF LEASEHOLD TITLE TO THE PROPERTY
4.1 Conveyance of Leasehold Title to the Property.
A. Escrow; Title Insurance. The Landlord and Tenant shall open an escrow with [TITLE COMPANY], as escrow agent (the “Escrow Agent”), for the purpose of Tenant obtaining a leasehold policy of title insurance. The Tenant shall pay the premium for the title insurance policy and endorsements. The Landlord and the Tenant agree to execute and acknowledge for recording, a memorandum in accordance with Section 18.11 hereof, with the Tenant being responsible for the payment of the documentary transfer tax, if any, that may be due in connection with the recording thereof.
B. Condition of Title. At the time that the Landlord delivers possession of the Property to the Tenant, title shall be free and clear of all recorded liens, encumbrances, assessments, leases and taxes except easements of record and encumbrances that are consistent with this Lease and reasonably approved by the Tenant. [SUBJECT TO REVIEW OF UPDATED TITLE REPORT]
C. Environmental Restriction. [RESERVED]
D. Delivery of Possession. Subject to Section 4.1.B. above, at the time that the Landlord delivers possession of the Property to the Tenant, the Property shall be conveyed free of any possession or right of possession by any person. The Tenant, subject to its prior reasonable written approval of the terms thereof, approves recordation of an easement on the Property for a public access, bike and pedestrian path along _________________.
ARTICLE 5. RENT
5.1 Base Rent. Commencing on the Commencement Date and during the term of the Lease, Tenant shall pay annual rent of ONE DOLLAR ($1) (the “Base Rent”). Base Rent shall be payable in arrears on each anniversary of the Commencement Date. Tenant may prepay all or any portion of the Base Rent at any time.
5.2 Market Rent After Foreclosure.
A. In the event that Tenant’s leasehold estate is acquired by a Leasehold Mortgagee as defined in Article 17 by foreclosure, deed in lieu of foreclosure or otherwise and such leasehold mortgagee (or any successor in interest to such Leasehold Mortgagee) does not operate the Affordable Housing Project so as to maintain the apartments at Affordable Rents for Low and Very Low Income Households as those terms are defined in Section 7.2.B. (the “Market Election”) as evidenced by either: (a) written notice from such leasehold mortgagee, or (b) renting or offering a unit for rent at rents not in accordance with Section 7.2.B. (in either case, a “Market Apartment Rental”), the annual rent shall be increased to a fair market rent (the “Market Rent”) as hereinafter set forth. Notwithstanding the foregoing, the inadvertent or erroneous renting of an apartment at a rent or to a person or family not in accordance with Section 7.2.B. shall not by itself constitute a Market Election or a Market Apartment Rental if such leasehold mortgagee or successor shall cure any such inadvertent or erroneous rental by restoring the rental of the apartment to conformance with Section 7.2.B. by the earliest of (a) thirty (30) days after receiving DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-8
written notice from Landlord that an apartment has been rented on terms not in accordance with Section 7.2.B. or (b) six (6) months from the date of the nonconforming rental agreement.
B. The Market Rent shall be determined by mutual agreement of the Landlord and Leasehold Mortgagee (or successor in interest), if possible. If Landlord and Leasehold Mortgagee are unable to agree upon the Market Rent, then either party may elect to have the Market Rent determined by appraisal by so notifying the other party in writing. Within thirty (30) days of such notice, the parties shall endeavor in good faith to select a mutually agreeable appraiser who shall determine the Market Rent. If the parties are unable to agree upon a mutually acceptable appraiser, then each party shall appoint an appraiser and the Market Rent shall be determined by mutual agreement of the appraisers so appointed within thirty (30) days of their appointment. If the appraisers are unable to agree upon the Market Rent within thirty (30) days of their appointment, then the Market Rent shall be determined by a third appraiser jointly selected by the appraisers appointed by Landlord and Leasehold Mortgagee. The Market Rent shall be the opinion of the Market Rent of the appraiser appointed by Landlord or Leasehold Mortgagee which is closest to the third appraiser’s opinion of the Market Rent. All appraisers shall be MAI certified with at least ten (10) years’ experience appraising residential rental real estate in the Santa Cruz/Monterey Bay region. Each party shall bear the cost of its appraiser and the parties shall share equally in the cost of the third appraiser. If any party fails to promptly appoint an appraiser or if the appraisers are unable to select a third appraiser, the appraiser shall be appointed by the presiding judge of the Superior Court for the County of Santa Cruz upon the petition of either party.
C. The obligation to pay Market Rent, determined as set forth above, shall be phased in as Market Apartment Rentals occur. As Market Apartment Rentals occur, the rent shall increase on the first of the following month by a fraction of the Market Rent, the numerator of which shall be the number of Market Apartment Rentals that occurred in the preceding month and the denominator of which shall be the total number of apartments in the Project (each such date of increased rent being an “Increase Date”). The rent shall not decrease because of subsequent vacancies. The Market Rent shall be increased on each five (5) year anniversary of the first Increase Date and effective for each ensuing five (5) year period as follows:
1. The Consumer Price Index for the San Francisco/Oakland/ San Jose metropolitan area as published by the Bureau of Labor Statistics of the United States Department of Labor (the “Index”) shall be determined as of each five (5) year anniversary date.
2. The Market Rent shall be increased for the ensuing five (5) year period by an amount equal to the percentage of the increase, if any, which has occurred in the Index by the end of the year immediately preceding each fifth (5th) anniversary date over the Index at the end of the year immediately preceding the first Increase Date.
3. If there shall be any delay in the publication of the Index, the Market Rent shall continue to be paid at the existing rate and said rental shall be retroactively adjusted within thirty (30) days after the publication of the Index.
4. Should the Bureau of Labor Statistics discontinue publication of the Index, then some other generally used and recognized index of prices selected by mutual DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-9
agreement of Landlord and Leasehold Mortgagee shall be used as a substitute index. In the event the parties are unable to agree upon such an index, it shall be selected by arbitration pursuant to the rules of the American Arbitration Association. Pending such substitution of index, Market Rent shall continue to be paid at the existing rate and upon selection of the substitute index rent shall then be adjusted retroactive to the beginning of the period involved.
D. On the twenty-fifth (25th) anniversary of the first Increase Date and every twenty-five (25) years thereafter, Market Rent shall be redetermined in the manner set forth in Paragraph B.
5.3 Additional Rent. In addition to and not by way of limitation of Landlord’s rights under specific provisions of this Lease, Landlord shall at all times have the right (at its sole election and without any obligation to do so) to advance on behalf of Tenant any amount payable under the terms hereof by Tenant, or to otherwise satisfy any of Tenant’s obligations hereunder, provided that (except in case of an emergency calling for immediate payment) Landlord shall first have given Tenant no less than ten (10) business days’ advance written notice of Landlord’s intent to advance such amounts on behalf of Tenant, and Tenant fails to perform the act/make the expenditure prior to the expiration of such ten (10) business day period. No advance by Landlord shall operate as a waiver of any of Landlord’s rights under this Lease and Tenant shall remain fully responsible for the performance of its obligations under this Lease. All amounts advanced by Landlord shall constitute Additional Rent under this Lease, shall be due and payable by Tenant to Landlord within five (5) business days of Tenant’s receipt of an invoice from Landlord therefor, together with supporting documentation, and shall bear interest at the rate specified in Section 5.6, below from the date of advance until paid in full.
5.4 Net Lease. This Lease is a net lease and Rent and other payments due and payable hereunder to or on behalf of Landlord shall be paid without notice or demand and, except as specifically provided for in this Lease, without offset, counterclaim, abatement, suspension, deferment, deduction or defense.
5.5 Late Payment of Rent. Any rent required under the terms of this Lease not paid when due shall bear interest at the lesser of twelve percent (12%) per annum, simple interest or the maximum rate allowed by law, from the date due.
5.6 Residual Receipts. Following the Partial Release, Tenant shall pay to Landlord as Additional Rent a share of residual receipts from the Project that equals fifty percent (50%) of the gross revenues from the Project, for each year, less deductions for operating expenses, applicable to each year to the extent not already deducted as an operating expense, reasonably approved by the Landlord. [TO BE DEFINED FURTHER]
ARTICLE 6. TAXES AND ASSESSMENTS
6.1 Personal Property Taxes. Tenant shall pay before delinquency all taxes, assessments, license fees and other charges (“taxes”) that are levied and assessed against Tenant’s personal property installed or located in or on the Property which become payable during the term.
On demand by Landlord, Tenant shall furnish Landlord with satisfactory evidence of these payments.
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EXHIBIT C-10
6.2 Real Property Taxes. Tenant shall pay all real property taxes, assessments and general and special taxes including, without limitation, possessory interest taxes (“real property taxes”), levied and assessed against the Property and all real property taxes and assessments levied against Tenant’s interests in the Property during the term. In the event Landlord receives a tax bill for the Property, Landlord shall notify Tenant of the real property taxes, and immediately on receipt of the tax bill, shall furnish Tenant with a copy of the tax bill. Tenant shall, semiannually, pay the real property taxes not later than the taxing authority’s delinquency date. If at any time during the term of this Lease any authority having the power to tax, including, without limitation, any federal, state, county, city government or any political subdivision thereof (collectively, “taxing authority”), shall alter the methods and/or standards of taxation and assessment against the legal or equitable interests of Landlord in the Property or the Improvements located or constructed thereon, in whole or in part, so as to impose a monetary obligation on Landlord in lieu of or in addition to the taxes and assessments in existence as of the date of this Lease, such taxes or assessments based thereon, including, without limitation, (a) a tax, assessment, excise, surcharge, fee, levy, penalty, bond or similar imposition (collectively, “impositions”), on Landlord’s right to rental or other income from the Property or as against Landlord’s leasing of the Property, (b) any impositions in substitution or in lieu, partially or totally, of any impositions assessed upon real property prior to any such alteration, (c) any impositions allocable to or measured by the area of the Property or the rental payable hereunder, including, without limitation, any impositions levied by any taxing authority with respect to the receipt of such rental or with respect to the possession, leasing, operation, management, maintenance, alteration, repair, use or occupancy by Tenant or any subtenant of the Property or any portion thereof, (d) any impositions upon this lease transaction or any document to which Tenant is a party which creates or transfers any interest or estate in or to the Property (other than any transfer tax which may be due upon recordation of the Memorandum of Lease described in Section 4.1), or (e) any special, unforeseen or extraordinary impositions which, although not specifically described above, can fairly be characterized as a real property tax or a substitute for real property tax, shall be considered as “real property taxes” for the purposes of this Lease. “Real property taxes” shall exclude, however, all general income taxes, gift taxes, inheritance taxes and estate taxes owed by Landlord.
6.3 Property Tax Exemption. Nothing in this Lease shall prohibit Tenant from applying for a property tax exemption for the Property, provided, however, that if the Property is exempt from payment of property taxes on the date that is twenty-five (25) years from the Commencement Date or at any time thereafter during the term of this Lease, Tenant shall pay to Landlord annually on the dates that property taxes would otherwise be due an amount in lieu of property taxes equal to the amount of the property tax exempted.
6.4 New Assessments. If any general or special assessment or other governmental charge is levied on any business conducted on the Property, Tenant shall pay any such charge and shall have the right to vote or instruct the Landlord to vote in any election held in connection with the approval of such a charge. If any general or special assessment or other governmental charge is levied on the Property, Landlord shall have the right to vote in any election held in connection with the approval of such charge. Landlord may elect to pay the assessment in full or allow it to go to bond. If Landlord pays the assessment in full, Tenant shall pay to Landlord each time a payment of real property taxes is made a sum equal to that which would have been payable (as both principal and interest) had Landlord allowed the assessment to go to bond.
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6.5 Tenant’s Tax Liability Prorated. Tenant’s liability to pay real property taxes and new assessments shall be prorated on the basis of a three hundred sixty-five (365) day year to account for any fractional portion of a fiscal tax year included in the lease term at its inception and expiration or earlier termination in accordance with this Lease.
6.6 Revenue & Taxation Code Section 107.6. Possessory Interest Tax. Tenant recognizes and understands that this Lease may create a possessory interest subject to property taxes and that, in the event that a possessory interest is created, Tenant shall be responsible for payment of any taxes levied against such possessory interest.
6.7 Section 33673. In the event the Property or any Improvements thereon, or any possessive interest therein, should at any time be subject to ad valorem taxes or privilege taxes levied, assessed or imposed on such property, Tenant shall pay taxes upon the assessed value of the entire Property and any Improvements thereon and not merely upon the assessed value of its leasehold interest, as provided in Section 33673 of the California Health and Safety Code.
6.8 Tax Contest. Without Landlord’s prior written consent, Tenant shall not seek a reduction in the assessed valuation of the Property or contest any real property taxes that are to be paid by Tenant. Landlord’s consent shall not be unreasonably withheld or delayed. If Landlord consents and Tenant seeks a reduction or contests the real property taxes, the failure on Tenant’s part to pay the real property taxes shall not constitute default as long as Tenant complies with the provisions of this Section 6.8.
Landlord shall not be required to join in any proceeding or contest brought by Tenant. Tenant, on final determination of the proceeding or contest, shall immediately pay or discharge any decision or judgment rendered, together with all costs, charges, interest and penalties incidental to the decision or judgment. If Tenant does not pay the real property taxes when due and Tenant seeks a reduction or contests them as provided in this Section 6.6, before the commencement of the proceeding or contest Tenant shall furnish to Landlord a surety bond issued by an insurance company qualified to do business in California. The amount of the bond shall equal one hundred ten percent (110%) of the total amount of real property taxes in dispute. The bond shall hold Landlord and the premises harmless from any damage arising out of the proceeding or contest and shall insure the payment of any judgment that may be rendered.
ARTICLE 7. USE, CHARACTER,
OPERATION AND MAINTENANCE OF
IMPROVEMENTS
7.1 General. Tenant may use the Property and the Improvements only for the uses specified in Section 1.1 and Section 1.5 (“primary uses”) and uses ancillary to such primary uses as herein specified. Tenant shall use the Property and the Improvements thereon for no other purpose without the prior written consent of Landlord which Landlord may grant or withhold in its sole discretion.
7.2 Use Obligations.
A. Nondiscrimination. There shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-12
height, weight, physical appearance, marital status, ancestry or national origin in the sublease, transfer, use, occupancy, tenure or enjoyment of the Property or the Improvements thereon, or any part thereof, and the Tenant itself, or any person claiming under or through it, shall not establish or permit any such practice of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the Property or the Improvements thereon, or any part thereof.
Tenant shall refrain from restricting the rental, sale or lease of the Property or the Improvements thereon, or any portion thereof, on the basis of race, color, creed, religion, sex, sexual orientation, height, weight, physical appearance, marital status, ancestry or national origin of any person. All such leases or contracts shall contain or be subject to substantially the following nondiscrimination or nonsegregation clauses:
1. In leases: “The lessee herein covenants for itself, its heirs, executors, administrators and assigns, and all persons claiming under or through it, and this Lease is made and accepted upon and subject to the following conditions: ‘That there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, height, weight, physical appearance, marital status, ancestry or national origin in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the premises herein leased, nor shall the lessee itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the premises herein leased.’”
2. In contracts: “There shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, height, weight, physical appearance, marital status, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the premises, nor shall the transferee itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees of the premises.” The foregoing clauses shall comply with any other requirements imposed as a condition of funding, or imposed by federal, state or local law.
B. Housing Affordability.
1. Definitions.
a. “Affordable Rent” shall be determined in accordance with Santa Cruz Municipal Code Chapter 24.16, and shall not exceed an “affordable rent” as determined in accordance with California Health and Safety Code Section 50053 or any successor legislation thereto. Notwithstanding the foregoing, if the Project receives an award of tax-credits from the California Tax Credit Allocation Committee (“CTCAC”), unless otherwise restricted by statute or regulation, Landlord agrees the Affordable Rent may be established by the rent limits published by the CTCAC. If the foregoing statutes are no longer in effect and no successor statutes are enacted, Landlord shall establish the Affordable Rent for purposes of this Section 7.2.B.
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b. “Extremely Low Income Households” means persons or
families whose gross income do not exceed the qualifying limits for extremely low income families, as established and amended from time to time by HUD, pursuant to Section 8 of the United States Housing Act of 1937 or as otherwise determined by the California Department of Housing and Community Development, pursuant to California Health and Safety Code Section 50106. These limits are equivalent to thirty percent (30%) of the area median income, adjusted by family size as promulgated by the United States Department of Housing and Urban Development.
If the foregoing statutes are no longer in effect and no successor statutes are enacted, Landlord shall establish income levels for purposes of this Section 7.2.B. c. “Lower Income Households” means persons or families
whose gross income do not exceed the qualifying limits for lower income families, as established and amended from time to time by HUD, pursuant to Section 8 of the United States Housing Act of 1937 or as otherwise determined by the California Department of Housing and Community Development, pursuant to California Health and Safety Code Section 50079.5. These limits are equivalent to eighty percent (80%) of the area median income, adjusted by family size as promulgated by the United States Department of Housing and Urban Development. If the foregoing statutes are no longer in effect and no successor statutes are enacted, Landlord shall establish income levels for purposes of this Section 7.2.B. d. “Very Low Income Households” means persons and
families whose gross incomes do not exceed the qualifying limits for very low income families established and amended from time to time pursuant to Section 8 of the United States Housing Act of 1937, but in no event exceeding the limit set forth in Section 50105 of the California Health and Safety Code or any successor statute thereto. These limits are equivalent to fifty percent (50%) of the area median income, adjusted by family size as promulgated by the United States Department of Housing and Urban Development. If the foregoing statutes are no longer in effect and no successor statutes are enacted, Landlord shall establish income levels for purposes of this Section
7.2.B.
e. “Eligible Households” means households meeting the
definitions of Extremely Low Income, Very Low Income, or Lower Income Households as set forth above.
2. Affordability Requirements.
a. Rent and Income Restrictions. From the date of the recording of and thereafter for the remaining term of this Lease, Tenant by and for itself and any successors in interest, hereby covenants and agrees that all dwelling units within the Project (except a designated on-site manager’s unit) shall be rented to Eligible Households at an Affordable Rent (“Restricted Units”). Provided that the average rent for Restricted Units does not exceed an average of sixty percent (60%) of area median income, the mix of Restricted Units shall be as follows:
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22.35 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
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EXHIBIT C-14
Affordable Rent Level # Units 3-BR 2-BR 1-BR Studio
Low Income
(50-80% AMI)
45 Very Low Income
(30-50% AMI)
59 Extremely Low Income
(30% or less AMI)
19 Total 123
b. Reporting Requirements. An annual report and annual
income recertifications must be submitted to Landlord.
The reports, at a minimum, shall include:
(1) The number of persons per unit;
(2) Tenant name;
(3) Initial occupancy date;
(4) Rent paid per month;
(5) Adjusted gross income per year as certified by
Tenant;
(6) Percent of rent paid in relation to income
If required by Landlord, annual income recertifications shall also contain those documents used to certify eligibility. Landlord may from time to time during the term of this Lease request additional or different information and Tenant shall promptly supply such information in the reports required hereunder. Tenant shall maintain all necessary books and records, including property, personal and financial records, in accordance with requirements prescribed by Landlord with respect to all matters covered by this Section 7.2.B. Tenant, at such time and in such forms as Landlord may require, shall furnish to Landlord statements, records, reports, data and information pertaining to matters covered by this Section 7.2.B. Upon request for examination by Landlord and reasonable notice, Tenant, at any time during normal business hours, shall make available all of its records with respect to all matters covered by this Section 7.2.B.
Tenant shall permit Landlord to audit, examine and make excerpts or transcripts from those records.
c. Recording Affordability Covenant. Tenant hereby agrees to record a covenant that runs with the land and encumbers the Property to ensure the Restricted Units are rented to eligible households at Affordable Rents, in the form attached as Exhibit F and incorporated herein by reference.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-15
d. Subordination to Federal or State Programs. The
affordability requirements in this Section 7.2.B. may be subordinated to a lien or encumbrance of a first mortgage lender or a regulatory agreement under a federal or state program where the federal or state agency is providing financing, refinancing or other assistance to the Project if the lender, federal or state agency refuses to consent to the seniority of the affordability requirements in this Section 7.2.B. on the basis that the lender, federal or state agency is required to maintain its lien, encumbrance or regulatory agreement or restrictions due to statutory or regulatory requirements, adopted or approved policies or other guidelines pertaining to the financing, refinancing or other assistance of the Project. Upon request, Landlord shall execute an instrument evidencing its agreement to subordinate; provided such lien, encumbrance or regulatory agreement includes the following: (i) Landlord shall receive any notices of default under such lien, encumbrance or regulatory agreement; (ii) Landlord shall have the right to cure any default by Tenant within a reasonable time of notice of default; (iii) Landlord shall have the right to exercise its rights hereunder without such lender, federal or state agency accelerating its debt provided Landlord has cured or is attempting to cure any defaults; and (iv) Landlord shall have the right to transfer the Project to a nonprofit corporation who shall own and operate the Project as a low income and very low income rental housing project with the consent of such federal or state agency which consent shall not be unreasonably withheld.
7.3 Use Prohibitions. Tenant agrees that in connection with the use and operation of the Property it will not:
A. Permit undue accumulations of garbage, trash, rubbish or any other refuse; or
B. Create, cause, maintain or permit any nuisance (as the same may be defined by applicable law) in, on or about the Property; or C. Commit or suffer to be committed any waste in, on or about the Property; or
D. Use or allow the Property to be used for any unlawful purpose, or for any purpose which violates the terms of any recorded instrument affecting the Property; or E. Do or permit to be done anything which in any way unreasonably disturbs the occupants of neighboring property; or
F. Cause or permit any insurance coverage on the Property or the Improvements to become void or voidable or make it impossible to obtain any required insurance at commercially feasible rates; or
G. Intentionally cause or knowingly permit any material structural damage to the Property or the Improvements or to any adjacent public or private property; or H. Violate any law, ordinance or regulation applicable to the Property and the Improvements thereon.
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EXHIBIT C-16
7.4 General Standards of Maintenance. Subject to rights and remedies set forth in the CC&Rs, as defined in Section 7.6, below, Tenant shall be fully responsible for the operation and maintenance of the Improvements and any open space and common areas on the Property, and shall operate and maintain, or cause to be operated and maintained, such Improvements and open space and common areas in good order, condition and repair consistent with the purpose set forth in Section 1.1, subject only to normal wear and tear customary in accordance with applicable codes and ordinances and the practices prevailing in the operation of similar developments in the San Francisco Bay Area. Tenant shall also operate and maintain the Improvements in accordance with the Project Conditions of Approval. Without limiting the generality of the foregoing, Tenant shall, in accordance with the practices prevailing in the operation of similar developments, observe the following standards:
A. Maintain the surface of all pedestrian areas level, smooth and evenly covered with the type of surfacing material originally installed thereon or such substitute therefor as shall be in all respects equal thereto or better in quality, appearance and durability; B. Maintain all common areas and open space within the Property in accordance with Santa Cruz Municipal Code Section 24.14.400 et seq. relating to floodplain management, as applicable.
C. Remove all papers, debris, filth and refuse, and sweep, wash down and/or clean all hard surfaces, including brick, metal, concrete, glass, wood and other permanent poles, walls or structural members as required;
D. Maintain such appropriate entrance, exit and directional signs, markers and lights as shall be reasonably required;
E. Clean lighting fixtures and relamp and/or reballast as needed; F. Repaint striping, markers, directional signs, etc., as necessary to maintain in first class condition;
G. Maintain landscaping as necessary to maintain in first class condition; H. Maintain signs, including relamping and/or reballasting and/or repairing as required;
I. Maintain and keep in good condition and repair all benches, shelters, planters, mall coverings, banners, furniture, trash containers, sculptures and other exterior elements;
J. Maintain and keep in a sanitary condition public restrooms, if any, and other common use facilities;
K. Clean, repair and maintain all common utility systems to the extent that the same are not cleaned, repaired and maintained by public utilities; DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-17
L. Maintain all fountains, water courses and associated structures, drinking fountains, pumps and associated plumbing;
M. Provide adequate security lighting in all areas during periods of unrestricted public access, and maintain all security and decorative light fixtures and associated wiring systems; N. Maintain all surface and storm lateral drainage systems; and O. Maintain all sanitary sewer lateral connections.
P. Promptly remove any graffiti on or about the Property.
7.5 Governmental Requirements. Except with respect to Landlord’s obligations under Article 7 of this Lease, Tenant shall at all times comply with, and shall pay all costs and expenses which may be incurred or required to be paid in order to comply with, any and all laws, statutes, ordinances, rules and regulations (“laws”) which apply to the operation and use of the Property, including those requiring alterations or additions to be made to, or safety appliances and devices to be maintained or installed in, on or about the Property under any laws now or hereafter adopted, enacted or made and applicable to the Property, and payment of any fees, charges or assessments arising out of or in any way related to the Property as a source of adverse environmental impacts or effects.
7.6 Easement Covenants, Conditions and Restrictions. On or prior to the Commencement Date, Tenant shall cause to be prepared and Landlord shall record such documents as are appropriate, necessary, or required to impose upon the Property and the Project, and all easements, covenants, conditions, and restrictions (“CC&Rs”) providing for the establishment of common areas, the establishment of party walls, and provisions for the enlargement of the common areas, for the establishment of mutual and reciprocal rights and the rights of ingress and egress, parking, security and other like matters, all of which are for the purpose of the orderly development of the Property and the Project in accordance with this Lease, all City approvals, and local, state or federal requirements; provided, however, that the term of such CC&Rs shall run for a period not longer than the term of this Lease. Landlord shall have the right to approve such documents as consistent with this Lease in its reasonable discretion. Any cost and expense associated with preparation or recordation of such documents shall be borne by Tenant. Landlord shall, at the written request of Tenant from time to time, execute, acknowledge and deliver or join in the execution, acknowledgment and delivery of such documents as may be required to give them legal effect.
The CC&Rs shall contain, without limitation, provisions regarding the following:
A. The creation of a nonprofit mutual benefit association, incorporated under the laws of the State of California, the members of which shall include Landlord, Tenant, and tenants of the Project (excluding residential tenants), which shall manage and maintain all common areas of the Property;
B. To the extent applicable, any assessment for maintenance of the common areas and termination of this Lease for nonpayment of the assessment, provided that Landlord shall not be assessed for maintenance of the common areas;
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-18
C. Operating covenants that will allow for the intended use of the Project as a whole, and its component parts, including but not limited to the Library Building, the Affordable Housing Project, the Parking Garage, Childcare Facility, and Commercial Space; D. Reciprocal rights of ingress and egress to allow pedestrian, maintenance, automobile, parking and other access consistent with the use and purposes of the Project; E. Tenant covenant to comply with the design and permit process of Landlord;
F. Substantial changes in the design of any improvements shall be submitted to Landlord for its approval;
G. Parking rules and regulations, including hours of operation, maintenance, reservation of stalls;
H. Restaurant and retail use of designated portions of the common areas within the Project for outdoor dining and sales.
7.7 Property Management Agreement. Tenant, at its expense, shall maintain in full force and effect during the entire term of this Lease an agreement with a professional property management company (“Manager”) for the maintenance and operation of the Affordable Housing Project (the “Property Management Agreement”). Landlord shall approve the identity of the Manager in its reasonable discretion. The initial term of the Property Management Agreement shall not exceed five (5) years without the written consent of the Landlord, which Landlord may grant or withhold in its sole discretion.
7.8 Prevailing Wages. TENANT AGREES THAT THE PROJECT IS A “PUBLIC WORK” UNDER LABOR CODE SECTIONS 1720 ET SEQ., AND IS SUBJECT STATE PREVAILING WAGE REQUIREMENTS. TENANT SHALL ENSURE THAT ALL
LABORERS EMPLOYED RELATIVE TO THE CONSTRUCTION OR INSTALLATION OF
THE PROJECT ARE PAID THE PREVAILING PER DIEM WAGE RATE FOR THEIR LABOR
CLASSIFICATION, AS DETERMINED BY THE STATE, PURSUANT TO LABOR CODE SECTIONS 1720, ET SEQ. TENANT AGREES TO IMPLEMENT ALL APPLICABLE
REGULATIONS OF THE DEPARTMENT OF INDUSTRIAL RELATIONS AND COMPLY AT ALL TIMES WITH CALIFORNIA LABOR CODE SECTION 1720, ET SEQ. IT SHALL
BE MANDATORY UPON TENANT, ITS CONTRACTORS AND ALL SUBCONTRACTORS
TO COMPLY WITH ALL CALIFORNIA LABOR CODE PROVISIONS, WHICH INCLUDE BUT ARE NOT LIMITED TO PREVAILING WAGES (LABOR CODE SECTIONS 1771, 1774 AND 1775), EMPLOYMENT OF APPRENTICES (LABOR CODE SECTION 1777.5), CERTIFIED PAYROLL RECORDS (LABOR CODE SECTIONS 1771.4 AND 1776), HOURS OF LABOR (LABOR CODE SECTIONS 1813 AND 1815) DEBARMENT OF CONTRACTORS AND SUBCONTRACTORS (LABOR CODE SECTION 1777.1), AND
MAINTAINING BONDS FOR THE PAYMENT OF WORKERS (LABOR CODE SECTION 1781). FOR THE IMPROVEMENTS, AND ANY OTHER ACTIVITIES PERFORMED AS PART OF AN APPLICABLE “PUBLIC WORKS” OR “MAINTENANCE” PROJECT, PURSUANT TO LABOR CODE SECTIONS 1725.5 AND 1771.1, TENANT, AND ALL DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-19
CONTRACTORS AND SUBCONTRACTORS PERFORMING SUCH “PUBLIC WORKS” MUST BE REGISTERED WITH THE DEPARTMENT OF INDUSTRIAL RELATIONS.
TENANT, AND ANY CONTRACTORS OR SUBCONTRACTORS, SHALL MAINTAIN
REGISTRATION FOR THE DURATION OF THE PROJECT AND REQUIRE THE SAME OF ANY CONTRACTORS OR SUBCONTRACTORS, AS APPLICABLE. THE PROJECT IS
SUBJECT TO COMPLIANCE MONITORING AND ENFORCEMENT BY THE DEPARTMENT OF INDUSTRIAL RELATIONS. IT SHALL BE TENANT’S SOLE
RESPONSIBILITY TO ENSURE COMPLIANCE BY IT AND CONTRACTOR WITH ALL
APPLICABLE REGISTRATION AND LABOR COMPLIANCE REQUIREMENTS, AS SET FORTH HEREIN AND ANY OTHER PREVAILING WAGE LAWS.
A. The Tenant, on behalf of itself, its successors, and assigns, waives and releases the City from any right of action that may be available to it pursuant to Labor Code Sections 1726 and 1781. The Tenant acknowledges the protections of Civil Code Section 1542 relative to the waiver and release contained in this Section 7.8, which reads as follows:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS
THAT THE CREDITOR OR RELEASING PARTY DOES NOT
KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT
THE TIME OF EXECUTING THE RELEASE AND THAT, IF
KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY
AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR
OR RELEASED PARTY.”
BY INITIALING BELOW, THE TENANT KNOWINGLY AND
VOLUNTARILY WAIVES THE PROVISIONS OF SECTION
1542 SOLELY IN CONNECTION WITH THE WAIVERS AND
RELEASES OF THIS SECTION 7.8.
_________________________
Tenant’s Initials
B. Additionally, the Tenant shall indemnify, defend (with counsel acceptable to the Landlord), and hold the Landlord harmless against any claims pursuant to Labor Code Sections 1726 and 1781 arising from this Lease or the construction or operation of the Project.
7.9 Interim Uses. Pending the Completion of Construction, Tenant may temporarily use the Property for a use inconsistent with the provisions of this Article 7 with the prior written consent of Landlord and subject to any conditions which may be imposed by Landlord in connection with such approval in its sole and absolute discretion.
7.10 Operations and Maintenance Plan. [TBD in conformance with Conditions of Approval, including #59]
ARTICLE 8. CONDITION OF PROPERTY
8.1 Condition of Property; Remediation and Indemnity.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-20
A. Except as specifically set forth in this Section 8.1, Tenant acknowledges and agrees that it shall take possession of the Property from Landlord pursuant to this Lease “as is,” in its current physical condition, with no warranties, express or implied, as to the physical condition thereof, the presence or absence of any latent or patent condition thereon or therein, including, without limitation, any Hazardous Materials thereon or therein, and any other matters affecting the Property.
B. Landlord makes no representations or warranties concerning the condition of any of the existing buildings or other improvements (collectively “Buildings”) located on the Property and Landlord disclaims all such representations and warranties. Tenant acknowledges and agrees that it will comply with all applicable laws, environmental or otherwise, in the demolition, construction, development and operation of the Property or Project.
C. Pursuant to Health and Safety Code Section 25359.7, Tenant is hereby notified that Hazardous Materials are located on or beneath the Property. Tenant agrees to accept the Property in its present condition, including all findings from the Phase I and Phase II Environmental Site Assessments performed by Weber, Hayes & Associates, and referenced in the CEQA Exemption Review Memorandum, dated March 6, 2023, by DUDEK. Tenant, at its sole cost and expense, must comply with remediation agreement, dated as of August 11, 2022, between Lessor and County. [TO BE UPDATED AND DESCRIBED IN FURTHER DETAIL] D. Tenant shall indemnify, defend, protect and hold harmless Landlord and all of its current and future officials, employees, agents, contractors, successors and permitted assigns from and against any claim, liability, injury, damage, fees, fines, penalties, actual out of pocket costs or expenses (including without limitation, attorneys’ fees, court costs, and the cost of any clean-up testing, remediation or removal of Hazardous Materials) relating to or arising out of any Hazardous Materials on, about or within the Property, except to the extent the condition was caused, arose or resulted from Landlord’s own negligence or willful misconduct or that of its officials, employees, contractors, agents, successors or assigns.
E. As used in this Lease, the term “Hazardous Materials” shall mean any flammable substance, explosive, radioactive material, asbestos, asbestos-containing material, polychlorinated biphenyl, chemical known to cause cancer or reproductive toxicity, pollutant, contaminant, hazardous waste, medical wastes, toxic substance or related material, explosive, petroleum, petroleum product or any “hazardous” or “toxic” material, substance or waste that is defined by those or similar terms or is regulated as such under any law, including any material, substance or waste that is: (a) defined as a “hazardous substance” under Section 311 of the Water Pollution Control Act (33 U.S.C. § 1317), as amended; (b) designated as “hazardous substances” pursuant to 33 U.S.C. § 1321; (c) defined as a “hazardous waste” under Section 1004 of the Resource Conservation and Recovery Act of 1976, 42 U.S.C. § 6901, et seq., as amended; (d) defined as a “hazardous substance” or “hazardous waste” under Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by the Superfund Reauthorization Act of 1986, 42 U.S.C. § 9601, et seq., or any so-called “superfund” or “superlien” law; (e) defined as a “pollutant” or “contaminant” under 42 U.S.C. § 9601(33); (f) defined as “hazardous waste” under 40 C.F.R. Part 260; (g) defined as a “hazardous chemical” under 29 C.F.R. Part 1910; (h) any matter within the definition of “hazardous substance” set forth in 15 U.S.C. § 1262; (i) any matter, waste or substance regulated under the Toxic Substances Control DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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EXHIBIT C-21
Act (“TSCA”) [15 U.S.C. Sections 2601, et seq.]; (j) any matter, waste or substance regulated under the Hazardous Materials Transportation Act, 49 U.S.C. Sections 1801, et seq.; (k) those substances listed in the United States Department of Transportation (DOT) Table [49 C.F.R. 172.101]; (l) any matter, waste or substances designated by the EPA, or any successor authority, as a hazardous substance [40 C.F.R. Part 302]; (m) defined as “hazardous waste” in Section 25117 of the California Health and Safety Code; (n) defined as a “hazardous substance” in Section 25316 of the California Health and Safety Code; (o) that is subject to any other Law regulating, relating to or imposing obligations, liability or standards of conduct concerning protection of human health, plant life, animal life, natural resources, property or the enjoyment of life or property free from the presence in the environment of any solid, liquid, gas, odor or any form of energy from whatever source; or (p) that is or becomes regulated or classified as hazardous or toxic under Law or in the regulations adopted pursuant to Law.
8.2 Bona Fide Prospective Purchaser. Landlord and Tenant agree to cooperate and comply with all applicable laws and regulations that may permit either to assert defenses available under the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended (“CERCLA”) or qualify as a bona fide prospective purchaser, including but not limited to the following:
A. Providing all legally required notices with respect to the discovery or release of any hazardous substance at the Property.
B. Exercising appropriate care with respect to hazardous substances found at the Property by taking reasonable steps to:
1. Stop any continuing release;
2. Prevent any threatened future release; and
3. Prevent or limit human, environmental, or natural resource exposure to any previously released hazardous substance.
C. Providing full cooperation, assistance and access to persons that are authorized to conduct response actions or natural resource restoration at the Property (including the cooperation and access necessary for the installation, integrity and maintenance of any complete or partial response action or natural resource restoration at the Property).
D. Maintaining compliance with any land use restrictions established or relied on in connection with a response action at the Property.
E. Not impeding the effectiveness or integrity of any institutional control employed at the Property or in connection with a response action.
F. Complying with any request for information or administrative subpoena issued by the President of the United States of America under CERCLA.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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ARTICLE 9. CONSTRUCTION AND LIENS
9.1 Scope of Development. The Property shall be developed as provided in the Scope of Development attached as Exhibit C, and consistent with the City Council approval of Resolution No. NS-30,120, and the Project Conditions of Approval stated therein (CP22-0128), and as such design concept and/or conditions may be amended at the request of the Tenant and with the approval of the Landlord and the City.
9.2 Conditions of Approval for the Development of the Property. In accordance with the Conditions of Approval for the development of the Property set forth in City Council Resolution No. NS-30,120, all construction and development on the Property shall adhere to the following conditions:
A. Project buildings shall be designed and constructed in accordance with City of Santa Cruz Green Building Regulations, Municipal Code Chapter 24.15.
B. Prior to occupancy of any buildings Tenant shall submit a management plan which includes, but is not limited to, the following: tenant screening process; programs for parent carpooling, shuttle buses or other methods to address the safe transport of children to school; subtenant notification of location within floodway and floodplain of San Lorenzo River and regarding flood warning program including methods to assure parked cars in frequent flood area are moved prior to flood events; subtenant notification-hold harmless agreements of noise/nuisance factors from the nearby industrial operations and new entertainment uses; and the availability of all advertisements and rental documents in Spanish.
C. The development of the Property shall be in substantial accordance with the Construction Documents.
9.3 Initial Construction of Improvements.
A. Construction Plans.
1. Within the time and in the manner set forth in this Lease, Tenant shall submit to the Landlord for Landlord’s approval all construction plans, drawings and related documents required by the City for the development of the Improvements. As a key contributor to the Project funding, land and entitlements approval process, the City expects that it is a Project development team member with the same access to all Project-related info and resources provided by Project consultants, including but not limited to design, environmental info, construction, and financing even if the consultant is contracted by Tenant.
2. The Final Plans shall demonstrate the level of completion for the Project, inclusive of the City Reversion Property, in a manner consistent with the Improvement Plan.
B. Construction. Within the time and in the manner set forth in this Lease, Tenant shall construct or cause to be constructed the Improvements as required herein (the “Construction”) and in full conformity with the construction plans, drawings and related documents approved by the City.
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C. Timely Completion. Tenant shall take all steps necessary to enable it to commence, and (except as prevented by causes enumerated in Section 18.4 of this Lease) will commence the Construction, and will diligently prosecute and complete such Construction within the times set forth in the Schedule of Performance (Exhibit E). In the event Tenant fails to meet any deadline for the Construction set forth in the Schedule of Performance, after first taking into account any extensions of time required in accordance with the provisions of Section 18.4 of this Lease, and does not cure such failure within thirty (30) days of receipt of written notice from Landlord of such failure, such failure shall constitute a default under Article 16; provided, however, that in the event that the nature of such cure is such that more than thirty (30) days are reasonably required, Tenant shall have such additional period of time as is reasonably required provided that Tenant commences the cure within such thirty (30) days and thereafter diligently and continuously prosecutes the cure to completion.
Notwithstanding Tenant’s opportunity to cure in the preceding paragraph or in other provision, if City is in jeopardy of losing already awarded funding because the Tenant is not timely performing, then City has (1) the right to remedy the threat of defunding to keep the project on track per timelines agreed to with other funders, and (2) terminate any funding agreement with Tenant.
9.4 Construction Standards.
A. General Construction Standards. All construction, alteration or repair work permitted herein shall be accomplished expeditiously and diligently in compliance with the Improvement Plan. Tenant shall take all reasonably necessary measures to minimize any damage, disruption or inconvenience caused by such work and make adequate provision for the safety and convenience of all persons affected thereby. Tenant shall repair, at its own cost and expense, any and all damage caused by such work, and shall restore the area upon which such work is performed to a condition which is equal to or better than the condition which existed prior to the beginning of such work. In addition, Tenant shall indemnify and hold Landlord harmless from all damages, losses or claims attributable to the performance of such work. Dust, noise and other effects of such work shall be controlled using the best-accepted methods customarily utilized in order to control such deleterious effects associated with construction projects in a populated or developed area.
B. Utility Work. Any work performed by or on behalf of Tenant or any occupant or sublessee to connect to, repair, relocate, maintain or install any storm drain, sanitary sewer, water line, gas line, telephone conduit or any other public utility service shall be performed so as to minimize interference with the provision of such services to occupants and other persons and shall be performed in accordance with all applicable laws and regulations.
C. Use of Plans. The contracts with any architect, other design professional or any general contractor shall provide, in form and substance reasonably satisfactory to Landlord, for the assignment thereof to Landlord as security to Landlord for Tenant’s performance hereunder, and Landlord shall be furnished with any such agreement, together with the further agreement of the parties thereto, that if this Lease is terminated due to Tenant’s default, Landlord may use any plans and specifications to which Tenant is then entitled pursuant to any such contract without payment of any further sums to any party thereto.
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D. Compliance with Construction Documents and Laws: Issuance of Permits.
All Improvements on the Property shall be constructed in compliance with any construction documents approved by Landlord and also in compliance with all applicable local, state and federal laws and regulations. Tenant shall have the sole responsibility for obtaining all necessary permits required for the construction of the Improvements and shall make application for such permits directly to the person or governmental agency having jurisdiction.
E. Construction Safeguards. Tenant shall erect and properly maintain at all times, as required by the conditions and the progress of work performed by Tenant, all necessary safeguards for the protection of workers and the public.
F. Conditions to Commencement of Construction. In addition to and not by way of limitation of any conditions contained in this Lease, in no event shall Tenant commence any construction on the Property until the following conditions have been satisfied or waived by Landlord, in addition to other conditions and requirements imposed by this Lease:
1. Landlord has approved Tenant’s Final Plans and specifications for the Improvements;
2. Landlord, in the exercise of its reasonable discretion, has approved evidence that Tenant has obtained firm commitments for the equity and construction loan financing necessary for the full payment of construction of the Improvements, together with any required operating capital;
3. Tenant has obtained building permits and all other governmental approvals necessary for the construction of the Improvements;
4. Tenant has entered into complete and binding contracts with its contractor or contractors for the construction of the Improvements; and
5. Tenant has provided Landlord with certificates of insurance for the Improvements as required by Section 12.2.
G. Landlord’s Cooperation. Landlord shall cooperate with and assist Tenant in every reasonable way in Tenant’s efforts to obtain all governmental consents, approvals, permits or variances which may be required for the performance of any construction permitted under the terms of this Lease, including Landlord’s joinder in any application for any such consent, approval, permit or variance where joinder therein by the owner of the Property is required by law.
Tenant and Landlord each recognize that in order to provide for the more orderly development of the Property and the overall management and operation of the Improvements thereon, it may be necessary, desirable or required that street, water, sewer, drainage, gas, power line, and other easements and dedications, and similar rights be granted or dedicated over or within portions of the Property. Landlord agrees that it will, upon request of Tenant, join with Tenant in executing and delivering such documents, from time to time, and throughout the term of this Lease as may be appropriate, necessary, or required by the several governmental agencies and public utility companies for the purpose of granting such easements and dedications. All costs and expenses incurred by Landlord in connection therewith shall be reimbursed to Landlord by Tenant DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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promptly upon written demand therefor by Landlord. Under no circumstances shall Landlord be required or obligated to grant any such easements or make any such dedications on property, which is not the subject of this Lease, except to the extent reasonably required to provide for the Property to be serviced by any necessary utility.
H. Rights of Access. Representatives of Landlord shall have the right of reasonable access to the Property and the Improvements thereon without charges or fees, and at normal construction hours during the period of construction for the purposes of ascertaining compliance with the terms of this Lease, including, but not limited to, the inspection of the construction work being performed. Landlord’s access shall be reasonably calculated to minimize interference with Tenant’s construction and/or operations.
I. Development Costs. Except as otherwise expressly provided in this Lease, Tenant shall be solely responsible for all of the costs and expenses related to the development and construction of the Improvements, including but not limited to all taxes, fees, developer fees, assessments, and charges for:
1. On- or off-site infrastructure improvements such as drainage, curbs, gutters, sidewalks, storm or sanitary sewerage improvements;
2. Sewer, water, and other utility connection and capacity charges and rates;
3. Planning, building, engineering, environmental, and other public agency actions, including costs associated with the filing of subdivision maps, lot line adjustments, use, demolition or building permits, and easements, rights of way; inspection costs; and any and all other on- or off-site dedication or improvement requirements of the City of Santa Cruz;
4. All costs of above and below grade demolition;
5. Any costs associated with asbestos mitigation or other environmental costs not expressly assumed by Landlord in this Lease; and
9.5 Additional Construction on Property.
A. Construction Standards. Any additional building erected on any portion of the Property as permitted under this Lease, any remodeling or reconstruction work undertaken on or within any existing building on any portion of the Property, and any alteration of or addition to open spaces or common area, shall at all times be of first class construction and architecturaldesign and shall be in accordance with plans therefor submitted to and approved by Landlord in accordance with subsection B of this Section 9.5. Any such development or construction of additional buildings, remodeling or reconstruction of any building on any portion of the Property, or alteration of or addition to open spaces or common area, shall at all times meet the requirements of the Lease and shall conform to the approved design concepts, so that the exterior of all such buildings, including, without limitation, exterior elevations and color thereof, and all such other improvements, will be architecturally and aesthetically compatible and harmonious with the other buildings and improvements on the Property to create a uniform general plan for the Property. All DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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construction shall be diligently prosecuted and accomplished without cost or expense to Landlord, and in a good and workmanlike manner.
B. Landlord’s Approval of Plans. Landlord’s rights of approval with respect to the initial construction, reconstruction or remodeling work undertaken prior to filing a Notice of Completion for the Property shall be governed by the provisions of Section 9.4 of the Lease.
Following completion of the initial construction and filing of said Notice of Completion, any construction, reconstruction or remodeling undertaken by Tenant on the Property shall be governed by the following:
1. Tenant shall have the right, without Landlord’s consent (but subject to all other provisions of this Lease and requirements of the Affordable Housing Project), to undertake any interior, nonstructural remodeling of the Tenant’s Improvements not visible from the outside or affecting exterior appearance and not altering the preexisting location of the Improvements thereon on the Property;
2. If Tenant at any time following the filing of said Notice of Completion desires to undertake any construction, reconstruction, demolition or remodeling on the Property which is not exempt from Landlord’s approval as provided in subsection 9.5.B.(1), above, Tenant shall, prior to the commencement of such work, prepare or cause to be prepared, at its sole expense, and shall submit to Landlord for its review and written approval, plans and specifications for such work, showing, without limitation, scaled elevations, scaled floor plans, design concepts, dimensions, material selection, colors, signing (if any) and such additional information as is reasonably necessary for Landlord to make an informed decision on such submission. Landlord shall approve or disapprove such submitted plans within thirty (30) days of receipt of complete plans and specifications meeting the requirements of this subsection. Failure of the Landlord to specify any objection to such plans and specifications or make a proposal that would add to or change the plans and specifications within such thirty (30) day period shall be deemed to be an approval. The plans and specifications shall comply with this Lease and shall be in compliance with applicable building codes and other laws, regulations and ordinances; and
3. No material changes to the approved plans and specifications shall be made without the prior written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed.
9.6 Protection of Landlord. Nothing in this Lease shall be construed as constituting the consent of Landlord, expressed or implied, to the performance of any labor or the furnishing of any materials or any specific improvements, alterations of or repairs to the Property or any part thereof by any contractor, subcontractor, laborer or materialman, nor as giving Tenant or any other person any right, power or authority to act as agent of or to contract for, or permit the rendering of, any services, or the furnishing of any materials, in such manner as would give rise to the filing of mechanics’ liens or other claims against the fee of the Property or the Improvements thereon.
Landlord shall have the right at all reasonable times to post, and keep posted, on the Property any notices which Landlord may reasonably deem necessary for the protection of Landlord and of the Property and the Improvements thereon from mechanics’ liens or other claims. Tenant shall give Landlord ten (10) days’ prior written notice of the commencement of any work to be done on the Property to enable Landlord to post such notices. In addition, Tenant shall make, or cause to be DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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made, prompt payment of all monies due and legally owing to all persons doing any work or furnishing any materials or supplies to Tenant or any of its contractors or subcontractors in connection with the Property and the Improvements thereon.
A. Tenant shall keep the Property and the Improvements thereon free and clear of all mechanics’ liens and other liens on account of work done for Tenant or persons claiming under it. Tenant agrees to and shall indemnify and save Landlord harmless against liability, loss, damages, costs, attorneys’ fees, and all other expenses on account of claims of lien of laborers or materialmen or others for work performed or materials or supplies furnished to Tenant or persons claiming under it.
B. In the event any lien is recorded and not expunged within sixty (60) days of recording, Tenant shall, upon demand, furnish the bond described in California Civil Code Section 8424, 9000, 9550-9566, as applicable, or any successor statute, which results in the removal of such lien from the Property.
9.7 Tenant’s Right of Entry. Prior to the Commencement Date of this Lease, the Landlord shall provide the Tenant, at no cost to Tenant, with a right to enter upon the Property in order to survey, excavate, grade, inspect or install utility services to the Property, or take any other actions necessary to install utilities.
The right of entry described in this Section 9.7 shall be in a form approved by the Landlord and the Tenant and shall contain appropriate provisions requiring the Tenant to obtain insurance for and hold the Landlord and the City harmless from any claims or damages arising out of the Tenant’s activities or the activities of any of Tenant’s contractors, subcontractors or agents on the Property.
9.8 Notice. Should any claims of lien be filed against the Property or the Improvements thereon, or any action affecting the title to such property, be commenced, the party receiving notice of such lien or action shall forthwith give the other party written notice thereof.
ARTICLE 10. OWNERSHIP OF IMPROVEMENTS AND PERSONAL PROPERTY
10.1 Ownership of Improvements During Term. Except as provided for in Section 3.4, the Improvements existing or constructed on the Property by Tenant as permitted or required by this Lease shall during this lease term be and remain the property of Tenant; provided, however, that Tenant’s rights and powers with respect to such Improvements are subject to the terms and limitations of this Lease and Tenant’s interest in such Improvements shall terminate upon the expiration or sooner termination of this Lease. Landlord and Tenant covenant for themselves and all persons claiming under or through them that the Improvements are real property.
10.2 Landlord’s Right on Default by Tenant. In the event of any default on the part of Tenant in performing the terms and provisions of this Lease entitling Landlord to possession of the Property, Landlord shall have the immediate right of possession of all personal property permanently affixed to the Property and the right to assume any ownership or leasehold interest of Tenant in any financed or leased personal property, subject to the rights of third party lenders and equipment lessors.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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10.3 Removal and Ownership at Termination. At the expiration or sooner termination of this lease term, Landlord may, at Landlord’s election, require the removal from the Property, at Tenant’s sole cost and expense, of all personal property (other than fixtures), as specified in the notice provided for below. A request to take effect at the normal expiration of the term shall be effected by notice given at least one hundred twenty (120) days before the expiration date. A demand to take effect on any other termination of this lease term shall be effectuated by notice given concurrently with notice of such termination or within ten (10) days after such termination.
Tenant shall be liable to Landlord for costs incurred by Landlord in effecting the removal of personal property, which Tenant has failed to remove after demand pursuant to this section.
A. Tenant may remove any personal property during the term of this Lease, and within forty-five (45) days after the expiration of the term of this Lease, that may be removed without damage to the structural integrity of the Property and the Improvements thereon. Tenant shall repair all damage caused by any such removal.
B. Any personal property owned by Tenant and not removed by Tenant within forty-five (45) days following expiration of the term shall be deemed to be abandoned by Tenant and shall, without compensation to Tenant, then become the Landlord’s property, free and clear of all claims to or against them by Tenant or any other person, but subject to the rights of third party lenders and equipment lessors as to which Landlord has notice.
ARTICLE 11. UTILITIES
11.1 Tenant shall pay when due and shall hold Landlord harmless from any liability for all charges for water, gas, sewage, electricity, telephone and other utility service supplied to the Property. Landlord shall not be liable in damages or otherwise for any failure or interruption of any utility service, and no such failure or interruption shall entitle Tenant to terminate this Lease or abate the rent due hereunder.
ARTICLE 12. INSURANCE AND INDEMNITY
12.1 Indemnity. Tenant shall indemnify and hold harmless Landlord against and from any and all claims arising from the Tenant’s use, possession, occupancy, or enjoyment of the Property, including any claims related to any approval by City for the Project, any breach of or default under this Lease, or from the conduct of its business or from any activity, work, or other things done, permitted or suffered by Tenant in or about the Property, or is based on claims in which liability without fault or strict liability is imposed or sought to be imposed upon Landlord, and shall further indemnify and hold harmless Landlord against and from any act, error, omission, or negligence, whether passive or active, direct or indirect, of Tenant, or any officer, agent, representative, employee, contractor or subcontractor of any tier, guest, licensee, invitee, or other party engaged on behalf of Tenant, and from all costs, damages, expenses, fees, investigation costs, court costs, attorney’s fees, and liabilities incurred in connection with or relating to the defense of any such claim or any action or proceeding brought thereon and in the case of any action or proceeding be brought against the Landlord by reason of such claim, Tenant upon notice from Landlord shall defend the same at the Tenant’s expense by counsel reasonably satisfactory to the Landlord. Tenant, as a material part of the consideration to Landlord, hereby assumes all risk of damage to property or injury to or death of persons in, upon or about the Property, from any cause DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.50 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
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other than the willful act or negligence of Landlord, or of its agents, representatives, officers, managers, directors, servants, employees, contractor’s, or others for whom Landlord is responsible in law, and Tenant hereby waives all claims in respect thereof against Landlord. Tenant shall give prompt notice to Landlord in case of casualty or accidents occurring in or upon the Property.
12.2 Insurance. [SUBJECT TO UPDATES FROM CITY]
A. General. Without limiting Tenant’s indemnification of Landlord and City, the Tenant shall provide and maintain at its own expense during the term of this Lease the following programs of insurance covering its operations hereunder. Such insurance shall be provided by insurer(s) reasonably satisfactory to the Landlord and evidence of such programs reasonably satisfactory to the Landlord shall be delivered to the Landlord on or before the Commencement Date of this Lease. Such evidence shall specifically identify this Lease and shall contain express conditions that the Landlord is to be given written notice at least thirty (30) days in advance of any modification or termination of any program of insurance.
B. During Construction. During the period of construction, including any demolition, excavation or other preconstruction activities, Tenant shall provide or cause its contractors or subcontractors to furnish the following forms and amounts of insurance. Such insurance shall be primary to and not contributing with any other insurance maintained by the Landlord, shall name the Landlord, its officials, employees, contractors, invitees, and agents as additional insureds, and shall include, but not be limited to:
1. Builders All-Risk Insurance, including earthquake (if commercially reasonable to obtain), flood coverage (if commercially reasonable to obtain), covering the entire work against loss or damage until completion and acceptance by the Landlord as evidenced by the issuance of a Certificate of Completion pursuant to the Lease. Such insurance shall be in an amount equal to the replacement value of all Improvements on the Property and endorsed for broad form property damage, breach of warranty, and explosions, collapse and underground hazards.
Reasonable deductibles will be allowed.
2. Comprehensive General Liability Insurance endorsed for premisesoperations, and contractual liability, with a combined single limit of not less than FIVE MILLION DOLLARS ($5,000,000) per occurrence, with an annual aggregate of TWO MILLION DOLLARS ($2,000,000).
3. Comprehensive Auto Liability Insurance endorsed for all owned and non-owned vehicles with a combined single limit of at least ONE MILLION DOLLARS ($1,000,000) per occurrence.
4. Worker’s Compensation Insurance in an amount and form to meet all applicable requirements of the Labor Code of the State of California and which specifically covers all persons providing services on behalf of Tenant and all risks to such persons under this Lease.
C. Following Completion of Construction. During the term of this Lease, following the completion of construction, Tenant shall provide the following forms and amounts of insurance with respect to the Property. Such insurance shall be primary to and not contributing DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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with any other insurance maintained by the Landlord, shall name the Landlord, its officials, employees, contractors, invitees, and agents as additional insureds, and shall include, but not be limited to:
1. Fire and Extended Coverage Insurance in All-Risk form, with vandalism and malicious mischief endorsements and an earthquake endorsement (if commercially reasonable to obtain), covering all Improvements on the Property against loss or damage in an amount equal to not less than one hundred percent (100%) of the replacement cost, with such deductible as shall be reasonable in comparison with similar properties. Landlord, its officials, employees, contractors, invitees, and agents shall be made additional insureds on any policy of insurance required by any permanent or construction lender.
2. Rental Income Protection Insurance covering loss due to the above perils, with a period of indemnity not less than one (1) year.
3. Comprehensive General Liability Insurance endorsed for premisesoperation, contractual and broad form property damage with a combined single limit of not less than FOUR MILLION DOLLARS ($4,000,000) per occurrence, with an annual aggregate of TWO MILLION DOLLARS ($2,000,000).
12.3 Review. The liability insurance requirements may be reviewed by Landlord and Tenant every five (5) years, for the purpose of mutually increasing (in consultation with their respective insurance advisors) the minimum limits of such insurance from time to time to limits which shall be reasonable and customary for similar facilities of like size and operation in accordance with generally accepted insurance industry standards, but in no event will Tenant be required to increase the amount of cumulative or single occurrence coverage by more than twentyfive percent (25%) for any five (5) year period. If the parties are unable to mutually agree upon such new limits within thirty (30) days of a written demand by one party upon the other, the determination of an independent insurance advisor selected by the parties’ insurance advisors shall be binding upon the parties.
12.4 Proof of Coverage. All policies required hereunder shall be with companies having a Best’s A-VII rating. Copies of all policies of insurance or certificates thereof shall be delivered to Landlord. All insurance policies required by this Article 12 shall name Landlord and its officials, employees, contractors, invitees, and agents as additional insureds. As often as any such policies shall expire or terminate, renewal or additional policies shall be procured and maintained in like manner and to like extent. All policies of insurance must contain a provision that the company writing such policy will give both parties thirty (30) days’ advance written notice of any cancellation or lapse of the effective date or any reduction in the amounts of insurance. If Tenant fails to purchase, renew or maintain any insurance policies required herein, Landlord shall have the right to so purchase any such insurance and the amount of any such advance by Landlord shall constitute Additional Rent as defined in Section 5.3.
12.5 Other Insurance. Nothing in this Article 12 shall prevent Tenant from carrying insurance of the kind required of Tenant under a blanket insurance policy or policies, which cover other properties owned or operated by Tenant. Tenant shall furnish Landlord with copies of a DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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schedule or makeup of all property affected by any such policy of blanket insurance within thirty (30) days after the filing of such schedule or makeup with the appropriate filing body.
12.6 Pollution Insurance. Prior to conducting and/or causing any work to be conducted upon the Property, Tenant shall require its general contractor to use its best efforts to obtain a Contractor’s Pollution Liability insurance policy, with an insurer(s) having a rating, as circulated by Best’s Insurance reports, of “A” or better, with policy coverage and limits subject to prior written approval of Landlord and naming Landlord, its officials, employees, contractors, invitees, and agents as additional insureds. Tenant shall require the general contractor to obtain, secure, and maintain in full force and effect such policy throughout the duration of work on the Property.
Landlord shall use its best efforts to obtain a Pollution Legal Liability insurance policy for the Property and shall name the Tenant as an additional insured if requested by Tenant. Tenant shall pay any additional premium attributable to such coverage.
ARTICLE 13. DAMAGE OR DESTRUCTION
13.1 Restoration.
A. Insured Damage. No loss or damage by fire or any other cause resulting in either partial or total destruction of the Improvements now or hereafter located on the Property, or any fixtures, equipment or machinery used or intended to be used in connection with the Property or the Improvements thereon, shall (except as otherwise provided in Sections 13.1.B, or
13.2, below) operate to terminate this Lease or to relieve or discharge Tenant from the payment of any rent, or other amounts payable hereunder, as and when they become due and payable, or from the performance and observance of any of the agreements, covenants and conditions herein contained to be performed and observed by Tenant. Tenant covenants to repair or cause to be repaired and/or reconstruct or cause to be reconstructed any Improvements so damaged or destroyed to the extent, condition and value of such Improvements immediately prior (or if Tenant was in default of its maintenance and repair obligations at the time of such damage or destruction, to the condition and value which would have existed if Tenant had not been in default) to such damage or destruction, assuming full compliance with this Lease. Subject to the rights of any leasehold mortgagee (as defined in Section 17.3. below) Tenant also covenants that all insurance proceeds will be applied to the repair and/or reconstruction of such Improvements. Tenant’s failure to make such full repair and restoration under any conditions in which it was elected or required so to do shall constitute default hereunder.
B. Uninsured Damage. Notwithstanding the provisions of Section 13.1.A, if, during the term, (i) the Improvements are totally or partially destroyed from a risk not covered one hundred percent (100%) by the sum of the applicable deductible and the insurance required to be carried by Tenant under this Lease, rendering the premises totally or partially inaccessible or unusable, and (ii) the cost of restoration exceeds ten percent (10%) of the then replacement value of the Improvements, Tenant can elect to terminate this Lease by giving notice to Landlord within thirty (30) days after determining the restoration cost and replacement value. If Tenant elects to terminate this Lease, Landlord, within ninety (90) days after receiving Tenant’s notice to terminate, can elect to pay to Tenant, at the time Landlord notifies Tenant of its election, the difference between one hundred percent (100%) of the replacement value of the Improvements and the actual cost of restoration, in which case Tenant shall restore the Improvements. On DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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Landlord’s making its election to contribute, Landlord shall deposit immediately the amount of its contribution with the insurance trustee provided for in the following provisions. If Tenant elects to terminate this Lease and Landlord does not elect to contribute toward the cost of restoration as provided in this paragraph, this Lease shall terminate as of the ninety-first (91st) day following Tenant’s notice.
C. Establishment of Insurance Trust and Disbursement Procedures. Assuming that Landlord has made the foregoing election to contribute, and there is available to Tenant insurance proceeds for a portion of the cost of the restoration, Tenant shall make the loss adjustment with the insurance company insuring the loss and on receipt of the proceeds shall immediately pay them to a builder’s control company, title company, or bank selected by the mutual agreement of the parties (the “insurance trustee”). Landlord shall also immediately deposit with the insurance trustee its required contribution toward the cost of restoration. All sums deposited with the insurance trustee shall be held for the following purposes and the insurance trustee shall have the following powers and duties:
1. The sums shall be paid in installments by the insurance trustee to the contractor retained by Tenant as construction progresses, for payment of the cost of restoration.
Any final retention provided for in the contract with such contractor will be paid to the contractor on completion of restoration, payment of all costs, expiration of all applicable lien periods, and proof that the Improvements and the Property are free of all mechanics’ liens and lienable claims.
2. Payments shall be made on presentation of certificates or vouchers from the architect or engineer retained by Tenant showing the amount due. If the insurance trustee, in its reasonable discretion, determines that the certificates or vouchers are being improperly approved by the architect or engineer retained by Tenant, the insurance trustee shall have the right to appoint an architect or an engineer to supervise construction and to make payments on certificates or vouchers approved by the architect or engineer retained by the insurance trustee.
The reasonable expenses and charges of the architect or engineer retained by the insurance trustee shall be paid by the insurance trustee out of the trust fund.
3. If the sums held by the insurance trustee are not sufficient to pay the actual cost of restoration Landlord and Tenant shall each deposit one-half (1/2) the amount of the deficiency with the insurance trustee within ten (10) business days after request by the insurance trustee indicating the amount of the deficiency.
4. Any undisbursed funds after compliance with the provisions of this paragraph shall be delivered to Landlord to the extent of Landlord’s contribution to the fund, and the balance, if any, shall be paid to Tenant.
5. All actual costs and charges of the insurance trustee shall be paid by Tenant.
6. If the insurance trustee resigns or for any reason is unwilling to act or continue to act, the parties shall substitute a new trustee in the place of the designated insurance trustee.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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7. Both parties shall promptly execute all documents and perform all acts reasonably required by the insurance trustee to perform its obligations under this paragraph.
13.2 Right to Terminate Upon Destruction Near the End of the Term. If, during the last five (5) years of the term, the Improvements on the Property are totally or partially destroyed, and if the cost of restoration exceeds ten percent (10%) of the replacement cost of Improvements on the Property immediately before the damage or destruction, Tenant may elect to terminate this Lease, provided that Tenant complies with all of the following conditions:
A. Tenant gives Landlord written notice of the damage or destruction within thirty (30) days after the event causing such damage or destruction; B. Tenant is not in material default under this Lease;
C. Tenant transfers to Landlord all insurance proceeds resulting from the casualty, net of any cost incurred by Tenant in collecting such insurance proceeds and/or in complying with the provisions of Paragraph E. below;
D. Tenant delivers possession of the Property and Improvements thereon to Landlord and quitclaims to Landlord all right, title and interest in the Property and the Improvements thereon; and
E. If Tenant so elects to terminate this Lease under this section, then Tenant shall, at its expense, promptly remove all debris and put the Property in a safe condition.
Thereupon, this Lease shall terminate and the parties shall have no further obligations to each other excepting those previously accrued but not satisfied at the time of termination.
13.3 Waiver. The provisions of this Article 13 shall govern the rights of the parties in the event of any full or partial destruction of the Property. Tenant hereby waives the provisions of Civil Code Section 1932(2) and Civil Code Section 1933(4) and any similar successor statute or law with respect to any destruction of the Property or the Improvements thereon.
13.4 Determination of Extent of Destruction, Interference with Use. For the purposes of Section 13.2, the extent of destruction of the Improvements shall be determined by dividing the estimated cost of replacement or restoration as evidenced by estimates prepared by licensed general contractors acceptable to Landlord by the full replacement cost of the Improvements, applying thereto the percentage change in construction cost for the applicable period based upon the Engineering News Record (ENR) average construction cost index for such period, applicable to the San Francisco Bay Metropolitan Area, or in the absence of such index, a similar index prepared for such area.
13.5 Procedures for Repair and Restoration. In the event of any damage or destruction, Tenant shall promptly give Landlord written notice of such damage or destruction and the date on which such damage or destruction occurred. Tenant shall promptly make proof of loss and shall proceed promptly to collect, or cause to be collected, all valid claims which Tenant may have against insurers or others based upon any such damage or destruction. Except as otherwise provided below, amounts received on account of any losses pursuant to insurance policies shall be used and expended for the purpose of fully repairing or reconstructing the portions of the DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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Improvements on the Property which have been destroyed or damaged. Tenant shall commence and complete or cause to be corrected and completed, in a good and workmanlike manner and in accordance with this Lease, the reconstruction or repair of any part of the Improvements on the Property damaged or destroyed, after Landlord has approved Tenant’s plans, drawings, specifications and construction schedule for such reconstruction or repair.
ARTICLE 14. CONDEMNATION
14.1 Definitions.
A. “Condemnation” means (1) the exercise of any governmental power in eminent domain, whether by legal proceedings or otherwise, by a condemnor, and (2) a voluntary sale or transfer to any condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending.
B. “Date of taking” means the date the condemnor has the right to possession of the property being condemned.
C. “Award” means all compensation, sums or anything of value awarded, paid or received on a total or partial condemnation.
D. “Condemnor” means any public or quasi-public authority, or private corporation or individual, having the power of condemnation.
14.2 Parties’ Rights and Obligations to be Governed by Lease. If during the term there is any taking of all or any part of the Property, any Improvements on the Property or any interest in this Lease by condemnation, the rights and obligations of the parties shall be determined pursuant to the provisions of this Article 14.
14.3 Total Taking. If the Property is totally taken by condemnation, this Lease shall terminate on the date of taking.
14.4 Effect of Partial Taking. If any portion of the Property or the Improvements thereon is taken by condemnation, this Lease shall remain in effect, except that Tenant may elect to terminate this Lease if the remaining portion of the Property is rendered unsuitable (as defined herein) for Tenant’s continued use. The remaining portion of the Property shall be deemed unsuitable for Tenant’s continued use if, following a reasonable amount of reconstruction, Tenant’s business on the Property could not be operated at an economically feasible level. Tenant must exercise its right to terminate by giving Landlord written notice of its election within ninety (90) days after the nature and extent of the taking have been finally determined. Such notice shall also specify the date of termination, which shall not be prior to the date of taking. Failure to properly exercise the election provided for in this Section will result in this Lease continuing in full force and effect.
14.5 Restoration of the Premises. If, in Tenant’s judgment it is reasonably possible and economically feasible to do so, Tenant shall be entitled to use so much of the award as is necessary to restore or to add on to the Property so that the area and approximate layout of the Property will be substantially the same after the date of taking as they were before the date of taking. If it is not DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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reasonably possible and economically feasible to so restore the area and layout of the Property, the remaining provisions of this Article 14 shall govern the rights of the parties. If, after receipt of the award, Tenant fails to promptly commence any reasonably required repair, restoration or reconstruction of the Property and diligently prosecute such repair, restoration or reconstruction to completion, and such failure is not remedied within thirty (30) days of written notice from the Landlord to Tenant, this Lease may be terminated by the Landlord; provided, however, that in the event that the nature of the cure is such that more than thirty (30) days are reasonably required, Tenant shall have such additional period of time as is reasonably required provided that Tenant commences the required repair, restoration or reconstruction within such thirty (30) days and thereafter diligently and continuously prosecutes it to completion.
14.6 Waiver of CCP Section 1265.130. Each party waives the provisions of the Code of Civil Procedure Section 1265.130 allowing either party to petition the Superior Court to terminate this Lease in the event of a partial taking of the Property.
14.7 Award. Subject to the provisions of Section 14.5, and subject to the rights of any leasehold mortgagee, the award for the Property and for the Improvements shall belong to Landlord, except as hereinafter provided. Tenant, or any subtenant, as applicable, shall be entitled to receive: (a) the value of any leasehold improvements, merchandise, personal property, and furniture, fixtures and equipment owned by Tenant that are taken in connection with such condemnation; and (b) loss of goodwill, if agreed to be paid by the condemning authority or awarded by the Court. Tenant shall not be entitled to any compensation based upon the then fair market value of Tenant’s interest in this Lease (“bonus value”). Tenant shall have the right to negotiate directly with the condemnor for the recovery of the portion of the award that Tenant is entitled to under this Section 14.7. Nothing in this Section 14.7 shall be deemed a waiver or surrender by Tenant or any subtenant of any right to receive relocation assistance under Government Code Section 7260, et seq., or compensation for moving of personal property under Code of Civil Procedure Section 1263.260.
ARTICLE 15. ASSIGNMENT AND SUBLETTING
15.1 General. Prior to the Completion of the Improvements, defined as issuance of certificates of occupancy for all Improvements to be constructed on the Property, Tenant shall not have the right to assign its rights or obligations under this Lease unless such assignment has been approved in writing by Landlord. Landlord may grant or withhold such approval at its sole discretion. Any permitted assignment shall specifically provide that Developer’s assignee agrees to be bound by the provisions of this Lease.
Following the completion of the Improvements, Tenant may not assign its interest in this Lease or sublet all or any portion of the Property or Improvements without Landlord’s written consent, except as otherwise hereinafter provided in this Article 15. When such consent is required, it shall not unreasonably be withheld, conditioned or delayed. It shall not be unreasonable for Landlord to condition its approval, among other things, upon the proposed assignee having a financial net worth, according to a current financial statement prepared by a certified public accountant, which is reasonably acceptable to Landlord, upon the proposed assignee having a reputation for and experience and qualifications in operating and maintaining similar properties reasonably comparable to that of the Tenant, and upon the proposed assignee having a first-class DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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business reputation. In evaluating the acceptability of the net worth of a proposed assignee, Landlord may require that the assignee’s net worth be sufficient to carry out the performance of Tenant’s obligation under this Lease. Notwithstanding the foregoing, Landlord agrees that it will not withhold its consent to Tenant’s assignment of its interest in this Lease if Tenant demonstrates to the reasonable satisfaction of Landlord that such assignee has a net worth equal to or exceeding that of Tenant as of the Commencement Date, has a reputation for and experience and qualifications in operating and maintaining at least three (3) similar properties, and has a first class business reputation in the real estate industry. Landlord’s consent to any one assignment or sublease shall not constitute consent to any other assignment or sublease, and shall not constitute a waiver of the right to give or withhold consent in accordance with this Article 15.
15.2 Right of First Offer. Notwithstanding anything contrary in Section 15.1, before Tenant offers its interests in this Lease for sale, if at all, Tenant shall first offer Landlord the option to purchase Tenant’s rights and obligations under this Lease at a price set by Tenant. If Landlord declines the offer, Tenant may proceed to negotiate the sale of its interests with a prospective buyer. In the event Tenant and the prospective buyer agree to a price that is more than five percent (5%) below the price offered to Landlord, Landlord shall again be given the option to purchase Tenant’s interests at the same price offered to the prospective buyer.
15.3 Transfer of Tenant. Prior to the Completion of the Improvements (as defined in Section 15.1), there shall be no change in control of Tenant (other than such changes occasioned solely by the death or incapacity of an individual, or the dilution of a partner’s, shareholder’s or member’s interest pursuant to the provisions of the governing documents for the Tenant’s entity) without the prior written approval of Landlord. Landlord may grant or withhold such approval at its sole discretion. For purposes of this section, a “change in control” shall be defined as any transfers of more than 49 percent (49%) in the aggregate of the partnership or membership interests or stock of Tenant. Tenant shall promptly notify Landlord of any and all such changes in control of Tenant. This Lease may be terminated by Landlord if there is any change (voluntary or involuntary) in the control of Tenant in violation of this Lease (other than such changes occasioned solely by the death or incapacity of an individual, or the dilution of a partner’s, shareholder’s or member’s interest pursuant to the provisions of the governing documents for the Tenant’s entity) that has not been approved by Landlord prior to the time of such change. Following Completion of the Improvements, there shall be no change in control of Tenant (other than such changes occasioned solely by the death or incapacity of an individual, or the dilution of a partner’s or shareholder’s or member’s interest pursuant to the provisions of the governing documents for Tenant’s entity) without the prior written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Further, following Completion of the Improvements and despite any other provision of this Lease, Landlord’s consent is not required for any assignment to an Affiliate (as defined below), as long as the following conditions are met:
(a) Landlord receives written notice of the assignment (as well as any documents or information reasonably requested by Landlord regarding the assignment or assignee); and (b) the assignee assumes in writing all of Tenant’s obligations under this Lease. An “Affiliate” means any entity that controls, is controlled by, or is under common control with Tenant. For the purposes of this Section 15.3, “control” as it relates to an Affiliate means the direct or indirect ownership of more than fifty percent (50%) of the voting securities of an entity or possession of the right to direct the entity’s day-to-day affairs.
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Notwithstanding anything to the contrary contained herein, Landlord hereby consents to the following transactions: (i) transfer of the limited partner’s interest in Tenant to a limited partner investor; (ii) transfer by the limited partner investor of its limited partner interest in Tenant to an entity in which the limited partner investor or its affiliate manages and controls, directly or indirectly, the management decisions of said entity; and (iii) the withdrawal, removal and/or replacement of Tenant’s general partner(s) by the limited partner investor, its successors or assigns for a default under the Tenant’s partnership agreement provided that Landlord has approved the replacement general partner, which approval shall not be unreasonably withheld.
15.4 Subleases.
A. Tenant may sublease all or any portion of the Property upon Landlord’s written consent, which shall not be unreasonably withheld, conditioned or delayed.
1. Subleases of Residential Units. Landlord hereby consents to all subleases of individual residential rental units constructed on the Property, subject to the following qualifications:
a. The subtenant is an “Eligible Household” as defined in Section 7.2 of this Lease and the sublease is consistent with the rent and income restrictions set forth therein. Tenant shall provide Landlord with copies of all reports and certifications given to state or federal regulatory agencies concerning the rental and income qualifications of subtenants. b. Tenant has provided Landlord with an annual written
certification that Tenant has obtained from all subtenants the written waiver described in Subsection 15.3.D of this Lease. Tenant shall make available to Landlord copies of such written waivers upon request.
2. Other Subleases. For any sublease other than those described in Section 15.A.1. above, it shall not be unreasonable for Landlord to withhold its consent of any proposed sublease if the proposed sublessee intends to use the Property for a use other than those authorized by this Lease or that is prohibited under Article 7 of this Lease. At least thirty (30) days prior to the effective date of any sublease of the Property or of any amendment or assignment of an existing sublease, Tenant shall submit a copy of the sublease, amendment or assignment to the Landlord, together with a certification of Tenant that the sublease or amendment does not grant to the proposed subtenant any option or other right to purchase the Tenant’s leasehold interest in the portion of the Property which is the subject of such sublease.
B. In the event that Tenant is unable to make the certifications set forth in subsection A of this Section 15.3, no such sublease, amendment or assignment shall be approved by Landlord. Landlord shall approve or disapprove each such proposed sublease within thirty (30) calendar days of receipt of a copy of the sublease and if not approved or disapproved within such time, the sublease, amendment or assignment shall be deemed approved, but only if the written transmittal of the sublease contains a prominent notice in bold face type that failure to approve or disapprove the sublease within thirty (30) calendar days will result in the sublease being deemed approved. Tenant agrees to promptly provide Landlord with any information reasonably requested DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
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by Landlord relating to the identity of any proposed subtenant, the nature of such subtenant’s business and the proposed subtenant’s financial responsibility.
C. Each sublease entered into on the Property shall comply with the applicable provisions of the Lease. No sublease shall have a term, which extends beyond the term of this Lease.
D. Tenant shall include in all subleases and assignments: (1) a disclosure by Tenant and acknowledgement by the proposed assignee or sublessee of: (a) the presence of the Hazardous Materials on the Property as required by California Health and Safety Code Section 25359.7, (b) the existence of adjacent industrial uses generating noise and dust, (c) the fact that the Property is located in a flood plain and is subject to periodic flooding, and (d) the fact that the Property is the location for live entertainment and artists which use mechanical equipment, both of which may cause high levels of noise; and (2) a waiver by the assignee or subtenant of any claims, damages or causes of action against Landlord arising from: (a) the presence of Hazardous Materials on the Property, (b) the existence of adjacent industrial uses generating noise and dust, (c) the fact that the Property is located in a flood plain and is subject to periodic flooding, and (d) the fact that the Property is the location for live entertainment and artists which use mechanical equipment, both of which may cause high levels of noise. Landlord shall approve in advance the form and content of such disclosure, acknowledgment and waiver. All subleases shall also include provisions requiring Tenant (as landlord) to notify any subtenants of any threatened flooding of the Property and advise such subtenants to locate sensitive equipment and materials above flood elevations.
15.5 Nondisturbance Agreement. If Landlord has consented to a sublease, then Landlord shall, at Tenant’s request, execute and deliver to any subtenant a recognition and nondisturbance agreement which shall assure such subtenant, so long as it is not in default under its sublease, the quiet possession of its subleasehold during the term thereof, notwithstanding Tenant’s default or any termination of this Lease, provided that, except to the extent expressly agreed upon by Landlord in writing in such nondisturbance agreement: (a) no sublease shall be for a term which exceeds the term of this Lease; (b) no sublease shall provide for prepaid rent (excepting an advance payment of the first month’s rent and no more than an additional two month’s rent as a security deposit); (c) all rental terms shall be reasonable and at prevailing market rates for comparable properties; and (d) no greater burdens are placed upon the Landlord in the sublease than are undertaken by the Landlord under this Lease. To obtain the recognition and nondisturbance agreement, Tenant shall provide Landlord with a fully executed copy of any sublease along with a written request for such agreement.
15.6 No assignment, sublease or transfer authorized under this Article 15 shall affect Landlord’s rights under Section 3.4 of this Lease, and Tenant shall make any and all disclosures to any assignee, sublesee, or transferee of the Partial Release under Section 3.4 as Landlord may reasonably require.
ARTICLE 16. TENANT DEFAULTS AND LANDLORD’S REMEDIES
16.1 Defaults by Tenant. Tenant shall be in default under the Lease if:
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A. Tenant is at any time in default in the payment of rent or any other monetary sum called for by this Lease for more than ten (10) days following written notice from Landlord to Tenant; or
B. Tenant is at any time in default in the keeping and performing of any of its other covenants or agreements herein contained, and should such other default continue for thirty (30) days after written notice thereof from Landlord to Tenant specifying the particulars of such default, or if such other default is of a nature that curing such default will take more than thirty (30) days and Tenant has failed to commence such cure within such thirty (30) days and to thereafter diligently pursue completion of such cure; or C. Tenant fails to commence construction by the date set forth in Section 3.3 and such default is not cured within thirty (30) days of written notice from Landlord to Tenant; or D. Tenant abandons or substantially suspends the Construction, as required by this Lease, prior to the Completion of Construction and issuance of a Certificate of Completion and such default is not cured within thirty (30) days of written notice from Landlord to Tenant; or E. Subject to the provisions of Section 18.4 of this Lease, Tenant fails to complete the Construction within the time set forth in the Schedule of Performance and such default is not be cured within thirty (30) days of written notice from Landlord to Tenant; provided, however, that in the event that the nature of the cure is such that more than thirty (30) days are reasonably required, Tenant shall have such additional period of time as is reasonably required provided that Tenant commences the cure within such thirty (30) days and thereafter diligently and continuously prosecutes the cure to completion; or
F. Tenant assigns, sells, transfers, conveys, encumbers, hypothecates or leases the whole or any part of the Property or any improvement constructed thereon in violation of this Lease; or
G. There occurs, in violation of this Lease, any change in control of Tenant or of a part thereof, or any other act or transaction involving or resulting in a change in the identity of the parties in control of Tenant or the degree of such control; or H. Tenant fails to pay promptly when due each and every installment of principal and interest of any private loan encumbering the Property for which Tenant is responsible and such failure continues beyond: (1) the expiration of any applicable grace or cure period, and (2) the date by which Tenant must make payment to cure any notice of default received from the holder of such private loan.; or
I. The holder of any loan, whether from Institutional Investor (defined below) or the City or other public entity, encumbering Tenant’s interest in this Lease initiates a foreclosure of the deed of trust by which such loan is secured, and Tenant fails to cause such foreclosure proceedings to be dismissed prior to the earlier to occur of (i) the trustee under the Deed of Trust giving notice of the trustee’s sale, or (ii) within thirty (30) days of Tenant’s receipt of written notice from Landlord; or
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J. There is the subjection of any right or interest of Tenant to attachment, execution or other levy, or to seizure under legal process, if not released within thirty (30) days thereafter, provided that the foreclosure of any mortgage permitted by the provisions of this Lease shall not be construed as a default within the meaning of this Section; or K. A receiver is appointed to take possession of either the Property, the Improvements, Tenant’s interest in the leasehold estate, or of Tenant’s operation on the Property for any reason.
16.2 Remedies. Subject to the rights of any leasehold mortgagees permitted under Article 17 of this Lease, upon the occurrence of any default, in addition to any and all other rights or remedies of Landlord hereunder, or by law or in equity provided, Landlord shall have the sole option to exercise the following rights and remedies:
A. Terminate this Lease by giving Tenant notice of termination. On the giving of the notice, all Tenant’s rights in the Property and in all Improvements shall terminate. Promptly after notice of termination, Tenant shall surrender and vacate the Property and all Improvements in broom-clean condition; and, subject to the provisions in Section 16.2.B, below, respecting the right of certain subtenants to remain, Landlord may reenter and take possession of the Property and all Improvements and eject all parties in possession or eject some and not others, or eject none.
Termination under this paragraph shall not relieve Tenant from the payment of any sum then due to Landlord or from any claim for damages previously accrued or then accruing against Tenant.
B. Without terminating this Lease, Landlord may at any time and from time to time relet the Property and Improvements thereon or any part or parts of them for the account and in the name of Tenant or otherwise. Landlord may at Landlord’s election eject all persons or eject some and not others, or eject none; provided, however, that Landlord shall not have the right to eject any subtenant who is not in default under a sublease whose lease has been duly submitted and approved (if required) in writing by Landlord pursuant to Section 15.3 of this Lease and is not then in default. Any reletting may be for the remainder of the term or for a longer or shorter period.
Landlord may execute any leases made under this provision either in Landlord’s name or in Tenant’s name, and shall be entitled to all rents from the use, operation, or occupancy of the Property or Improvements thereon, or both. Tenant hereby appoints Landlord its attorney-in-fact for purpose of such leasing. Tenant shall nevertheless pay to Landlord on the due dates specified in this Lease the equivalent of all sums required of Tenant under this Lease, less the revenue received by Landlord from any reletting or attornment, plus Landlord’s expenses, including (by way of example), but not limited to, remodeling expenses, commissions and advertising costs. No act by or on behalf of Landlord under this provision shall constitute a termination of this Lease unless Landlord gives Tenant notice of termination.
C. Reletting by Landlord pursuant to Paragraph B, above, does not waive Landlord’s right to thereafter terminate this Lease and all of Tenant’s rights in or to the leased Property.
16.3 Damages. Should Landlord elect to terminate this Lease, Landlord shall be entitled to recover from Tenant, as damages:
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A. The worth at the time of the award of the unpaid rent that had been earned at the time of termination of this Lease;
B. The worth at the time of the award of the amount by which the unpaid rent that would have been earned after the date of termination of this Lease until the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; C. The worth at the time of the award of the amount by which the unpaid rent for the balance of the lease term after the time of award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and
D. Any other amount (and court costs) necessary to compensate Landlord for all detriment proximately caused by Tenant’s default, including, without limitation, costs of alterations and commissions in connection with reletting.
16.4 “Worth at the Time of the Award.” The “worth at the time of the award,” as used in subsections A and B of Section 16.3, is to be computed by allowing interest at the maximum rate permitted by Section 1(2) of Article XV of the California Constitution. The “worth at the time of the award,” as referred to in subsection C of Section 16.3, is to be computed by discounting the amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus one percent (1%).
16.5 Landlord’s Right to Cure Tenant’s Default. Landlord, at any time after Tenant commits a default which Tenant has failed to cure within the time established therefor, may cure the default at Tenant’s cost. If Landlord at any time, by reason of Tenant’s default, pays any sum, the sum paid by Landlord shall be due immediately from Tenant to Landlord at the time the sum is paid, and if paid at a later date, shall bear interest at the rate provided in Section 5.6 from the date the sum is paid by Landlord until Landlord is reimbursed by Tenant. The sum, together with interest on it, shall be considered Additional Rent.
ARTICLE 17. MORTGAGEE PROTECTION PROVISIONS
17.1 Definitions. As used in this Article 17:
A. The term “Institutional Investor” shall refer to a savings bank, savings and loan association, commercial bank, trust company, credit union, insurance company, college, university, real estate investment trust, private equity provider, or pension fund. The term “Institutional Investor” shall also include governmental entities, other lenders of substance, which perform functions similar to any of the foregoing, and which have assets in excess of FIFTY MILLION DOLLARS ($50,000,000) at the time the leasehold mortgage or similar loan is made.
B. The term “Leasehold Mortgage” shall include a mortgage, a deed of trust or other security instrument by which Tenant’s leasehold estate is mortgaged, conveyed, assigned or otherwise transferred to secure a debt or other obligation.
C. The term “Leasehold Mortgagee” or “mortgagee” shall refer to a holder of a leasehold mortgage with respect to which the notice provided for by Section 17.4, below, has been given and received and as to which the provisions of this Article 17 are applicable.
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17.2 Leasehold Mortgages. Tenant may grant one or more Leasehold Mortgages encumbering Tenant’s interest in the Improvements and/or Tenant’s leasehold interest under this Lease to an institutional lender only with Landlord’s prior written consent which shall not be unreasonably withheld, conditioned or delayed.
A. The Leasehold Mortgage shall cover no interest in any real property other than Tenant’s interest in the Improvements or some portion thereof, and the leasehold estate of Tenant under this Lease. The Leasehold Mortgage shall state on its face that it does not encumber in any way Landlord’s fee interest in the Property and Landlord’s interest under this Lease.
B. Prior to the filing of a Notice of Completion with respect to the Improvements, Leasehold Mortgages may be made only for the purposes of financing necessary and appropriate to pay Development Costs. “Development Costs” as used herein means the following actual costs and expenses of the development work to be performed by or on behalf of Tenant for or in connection with the development of the Property and Improvements required under this Lease, to the extent that such costs and expenses are incurred and paid for by Tenant and/or a Leasehold Mortgagee in connection with the initial construction:
1. Land development work.
2. Construction of the Improvements and installation of the required fixtures, furniture, machinery and equipment.
3. Building permits and entitlement fees not paid for or reimbursed by landlord.
4. Premiums for fire, public liability and property damage insurance during construction and on bonds securing work against liens for labor and materials.
5. Real estate taxes and assessments upon the Property and Improvements or the Improvements during the period of construction.
6. Fees for architects, engineers, accountants and attorneys.
7. Development fees paid to government agencies.
8. Out-of-pocket costs incurred by Tenant in connection with construction financing, including, without limitation, commitment fees, interest reserve and points, lender’s legal fees charged to Tenant, mortgage broker fees, standby fees and fees of a like nature, printing and duplicating expenses, documentary transfer tax stamps, mortgage taxes, recording charges.
9. Expenditures by Tenant required to satisfy any other obligation of Tenant under the Lease.
C. The amount of any loan secured by a Leasehold Mortgage prior to the filing of a Certificate of Completion shall not, when added to the amounts secured by other Leasehold Mortgages, exceed the total amount of Development Costs.
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17.3 No Subordination. Landlord’s reversionary fee interest in the Property and rights and interests in the Property and this Lease, including without limitation the rights set forth Section
3.4, the affordability restrictions and Landlord’s right to receive any sums from Tenant, shall not be subordinated to the rights of any lien, mortgage or security interest (including without limitation, the rights of any Leasehold Mortgagees) granted in Tenant’s interest under this Lease or granted by Tenant. Notwithstanding the foregoing, a Leasehold Mortgagee shall have all of the rights set forth in the Leasehold Mortgage, as approved by Landlord in accordance with Section
17.2 herein, to the extent that such rights are not inconsistent with the terms of this Lease, including the right to commence an action against Tenant for the appointment of a receiver and to obtain possession of the Property under and in accordance with the terms of said Leasehold Mortgage; provided, that subject to Leasehold Mortgagee’s rights and obligations under Section 17.9 below, all obligations of Tenant hereunder shall be kept current, including but not limited to the payment of sums owing under this Lease and curing of all defaults hereunder. In addition, the City Manager of Landlord or the City Manager’s designee, in his or her sole and absolute discretion, may agree to subordinate the affordability restrictions as set forth in Section 7.2.B.2.c.
17.4 Notice to Landlord. Tenant shall cause each Leasehold Mortgagee to give Landlord the right to receive notices of any event of default by Tenant under the applicable Leasehold Mortgage and the right to cure any such default in the same period of time as is given to Tenant thereunder plus an additional ten (10) business days with respect to those defaults that are curable.
If and to the extent Tenant fails to cure any such default, and Landlord exercises its right to cure the same, Tenant shall reimburse Landlord for all of Landlord’s reasonable costs and expenses, including without limitation reasonable attorneys’ fees which shall be considered Additional Rent.
Landlord may record in the Official Records a request for notice of default.
In the event a Leasehold Mortgagee intends to negotiate a deed in lieu of foreclosure as a result of Tenant’s default, Leasehold Mortgagee shall notify the Landlord, and Landlord shall have the right to assume Tenant’s leasehold mortgage, curing all defaults, and Tenant shall convey its interests in Improvements to Landlord. After conveyance, Tenant shall have no further obligation under the Lease except for those obligations that expressly survive this Lease.
17.5 Notice to Leasehold Mortgagee. Landlord, if requested by Leasehold Mortgagee, shall mail to Leasehold Mortgagee a duplicate copy of any and all notices Landlord may from time to time give to or serve on Tenant pursuant to or relating to this Lease. Tenant shall at all times keep Landlord informed in writing of the name and mailing address of such Leasehold Mortgagee and any changes in Leasehold Mortgagee’s mailing address. Any notices or other communications permitted by this or any other Section of this Lease or by law to be served on or given to Leasehold Mortgagee by Landlord shall be deemed duly served on or given to Leasehold Mortgagee by deposit in the United States mail, certified, return receipt requested or by overnight courier, return receipt, addressed to Leasehold Mortgagee at the last mailing address for Leasehold Mortgagee furnished in writing to Landlord by Tenant or Leasehold Mortgagee. The date of notice shall be the date marked on the return receipt.
17.6 Leasehold Mortgagee’s Rights. Leasehold Mortgagee shall have the right, without further consent of Landlord, at any time during the Term of this Lease to:
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A. Do any act or thing required of Tenant under this Lease, and any such act or thing done and performed by Leasehold Mortgagee shall be as effective to prevent a forfeiture or loss of Tenant’s rights under this Lease as if done by Tenant itself; B. Do any act or thing required of Tenant, and enforce the obligations of Tenant, under any regulatory agreement recorded against Tenant’s leasehold estate in connection with the Leasehold Mortgage;
C. Transfer, convey or assign the right, title and interest of Tenant in and to the leasehold estate created by this Lease to any purchaser at any foreclosure sale, whether the foreclosure is conducted pursuant to court order or pursuant to a power of sale contained in a Leasehold Mortgage; and
D. Acquire and succeed to the right, title and interest of Tenant under this Lease by virtue of any foreclosure proceeding, whether the foreclosure is conducted pursuant to a court order or pursuant to a power of sale contained in a Leasehold Mortgage, or by virtue of a transfer in lieu of foreclosure (“Foreclosure”) and, following such Foreclosure, transfer, convey or assign the right, title and interest of Tenant in and to the leasehold estate granted by this Lease to any third party.
17.7 Obligations of Leasehold Mortgagee Upon Acquisition of Leasehold Estate. If the holder of a Leasehold Mortgage acquires the leasehold estate created hereunder or otherwise acquires possession of the Property and Improvements pursuant to available legal remedies, Landlord will look to such holder to perform the obligations of Tenant hereunder only from and after the date of foreclosure or possession and will not hold such holder responsible for the past actions or inactions of the prior Tenant. Notwithstanding the foregoing, (i) on and after the date of such Foreclosure or possession, such holder shall be required to perform and abide by each and all of the obligations of Tenant under this Lease and (ii) on and after the date of such Foreclosure or possession, Landlord shall have the right to enforce each and all of the provisions of this Lease against such holder. Nothing herein is intended or shall be construed to limit or restrict Landlord’s rights and remedies against any prior Tenant, provided that Landlord’s pursuit of such remedies shall not affect the rights of the holder of any Leasehold Mortgage to the use, enjoyment or operation of the Property and Improvements.
17.8 No Modification or Termination of Lease Without Leasehold Mortgagee’s Consent. Tenant and Landlord hereby expressly stipulate and agree that they will not modify this Lease in any way that would impair the security of a Leasehold Mortgage nor will Tenant surrender its interest in this Lease without the written consent of Leasehold Mortgagee. Tenant and Landlord further agree that each will not take advantage of any provisions of the United States Bankruptcy Code that would result in a termination of this Lease or make it unenforceable.
17.9 Right of Leasehold Mortgagee to Cure Default. Before Landlord may terminate this Lease because of any default under or breach of this Lease by Tenant, Landlord must (i) give written notice of the default or breach (the “Initial Default Notice”) and (ii) give written notice of the failure of the Tenant to cure the default or breach (the “Second Default Notice”) to Leasehold Mortgagee concurrently with the transmittal of such notices to Tenant and afford the Leasehold Mortgagee the opportunity to:
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A. Cure the breach or default (including the payment of all accrued and delinquent Rent) at any time prior to the sixtieth (60th) day after service on Leasehold Mortgagee of the Second Default Notice where the default can be cured by the payment of money to Landlord or some other person;
B. Cure the breach or default within ninety (90) days after service on Leasehold Mortgagee of the Second Default Notice where the breach or default must be cured by something other than the payment of money and can reasonably be cured within that time; or C. Cure the breach or default in such reasonable time as may be required where something other than the payment of money is required to cure the breach or default and cannot be reasonably cured within ninety (90) days after service on Leasehold Mortgagee of the Second Default Notice, provided that acts to cure the breach or default are commenced within that time period after service of the Second Default Notice on Leasehold Mortgagee by Landlord and are thereafter diligently and continuously pursued by Leasehold Mortgagee to completion.
If in order to complete the cure of the default or breach Leasehold Mortgagee requires access to the Property the foregoing cure period shall not commence until Leasehold Mortgagee obtains possession of the Property, provided that the Leasehold Mortgagee diligently seeks to obtain such possession by a foreclosure action or otherwise and diligently pursues such action all within the time periods set forth in Section 17.10 below. If Leasehold Mortgagee completes the cure of the default or breach in a timely and proper manner, Landlord shall accept the cure as fulfilling the terms of this Lease.
17.10 Foreclosure in Lieu of Curing Default. Notwithstanding any other provision of this Lease, a Leasehold Mortgagee may forestall termination of this Lease by Landlord for a default under or breach of this Lease by Tenant by commencing proceedings to foreclose its Leasehold Mortgage, whether the Foreclosure is conducted pursuant to a court order or pursuant to a power of sale contained in a Leasehold Mortgage, or by virtue of a transfer in lieu of foreclosure.
Commencement of the Foreclosure shall not, however, forestall termination of this Lease by Landlord for the default or breach by Tenant unless:
A. It occurs within sixty (60) days after service on Leasehold Mortgagee of the Second Default Notice;
B. It is diligently and continuously pursued to completion; and C. Leasehold Mortgagee keeps and performs all of the terms, covenants and conditions of this Lease (including the payment of Rent, including past due Rent, under this Lease) requiring the payment or expenditure of money by Tenant accruing after commencement of the Foreclosure until the Foreclosure is complete or is discharged by redemption, satisfaction, payment or conveyance of the leasehold estate to Leasehold Mortgagee.
17.11 Assignment of Lease Upon Foreclosure. Provided that a Leasehold Mortgagee gives written notice of transfer to Landlord setting forth the name and address of the transferee as well as the effective date of the transfer, the written consent of Landlord shall not be required for transfer of Tenant’s right, title and interest under this Lease to:
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EXHIBIT C-46
A. Any purchaser, which includes the Leasehold Mortgagee, at a foreclosure sale of a Leasehold Mortgage, whether the foreclosure is conducted pursuant to court order or pursuant to a power of sale in the instrument creating the Leasehold Mortgage; or B. A purchaser from Leasehold Mortgagee after foreclosure where Leasehold Mortgagee was the purchaser of Tenant’s interest at the foreclosure sale of the Leasehold Mortgage, or acquired Tenant’s interest by transfer in lieu of foreclosure. The purchase from the Leasehold Mortgagee shall be subject to all the terms and conditions of this Lease. The Leasehold Mortgagee, the purchaser at a foreclosure sale, or the purchaser from the Leasehold Mortgagee shall be subject to all the terms and conditions of this Lease except that (i) the time for performance of any unperformed acts required by Article 16 of this Lease shall be extended for that period equal to the delay in performance of the act caused by Tenant’s inability or failure to perform the act and the time required to transfer the Lease to the purchaser at a foreclosure sale and/or to the purchaser from Leasehold Mortgagee, (ii) the performance of any acts required by this Lease that have already been performed shall be excused, and (iii) Leasehold Mortgagee (and Leasehold Mortgagee only) shall be able to absolutely assign or transfer this Lease regardless of the date of assignment without the approval or consent of Landlord.
17.12 New Lease to Leasehold Mortgagee. Notwithstanding any other provision of this Lease, if this Lease terminates because of any default which cannot be cured by Leasehold Mortgagee, including without limitation, the insolvency or bankruptcy of Tenant or if this Lease terminates for any reason, then Landlord shall, within thirty (30) days after the request pursuant to Subsection A, below, is received, execute and deliver a new Lease for the Property and Project to the Leasehold Mortgagee, provided:
A. A written request for the new Lease is served on Landlord by Leasehold Mortgagee within thirty (30) days after service on Leasehold Mortgagee of notice that the Lease has terminated and Landlord agrees to give Leasehold Mortgagee notice of such termination.
B. The new Lease (i) is for a term ending on the same date the term of this Lease would have ended had not this Lease been terminated, and (ii) contains the same covenants, conditions and provisions as are contained in this Lease, except that Leasehold Mortgagee (and Leasehold Mortgagee only) shall be able to absolutely assign or transfer the New Lease regardless of the date of assignment without the approval or consent of Landlord.
C. After termination of the Lease but prior to the expiration of the period within which Leasehold Mortgagee has to request and receive a new Lease, Landlord shall not terminate any existing subleases or enter into any new subleases for the Property or Project and Landlord shall account to Leasehold Mortgagee for all subtenant rents during such period.
D. The new Lease shall be subject to all existing subleases under which each such sublessee is not in default and shall be assignable by Leasehold Mortgagee without further approval or consent by Landlord provided the conditions of this Section are satisfied.
E. The new Lease shall:
1. Extend the time for performance of any unperformed acts required by Article 16 of this Lease for such period as is equal to the delay in performance of the act caused DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.68 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-47
by Tenant’s inability or failure to perform the act and the time required to terminate this Lease, execute a new Lease to Leasehold Mortgagee and Leasehold Mortgagee’s timely assignment of such new Lease; and
2. Excuse the performance of any act required by Article 16 of this Lease that has already been performed, but Leasehold Mortgagee and Leasehold Mortgagee’s assignee as Tenant under the new Lease shall be liable for payment of all costs and expenses incurred in the performance of any act required by Article 16 of this Lease, whether performed before or after execution of the new Lease, which is claimed as a lien against the Property.
F. The new Lease and the Leasehold Mortgage shall have the same priority as the original Lease and the Leasehold Mortgage on the original Lease, and any intervening liens shall not have any priority over the new Lease or Leasehold Mortgage.
G. Leasehold Mortgagee, on execution of the new Lease, shall pay to Landlord all of Landlord’s reasonable costs and expenses, including reasonable attorney’s fees and court costs incurred in terminating this Lease, recovering possession of the Property from Tenant and preparing the new Lease.
17.13 No Merger of Estates. During the existence of any Leasehold Mortgage, if the same person or entity holds the leasehold estate created by this Lease and Landlord’s reversionary interest or fee interest in the Property, such estates shall remain separate and there shall be no merger without the consent of each Leasehold Mortgagee.
17.14 Amendments for Benefit of Leasehold Mortgagee. Landlord and Tenant shall consider reasonably and in good faith including in this Lease by suitable amendment from time to time any provision which may reasonably be requested by a Leasehold Mortgagee or proposed Leasehold Mortgagee for the purpose of implementing the mortgagee-protection provisions contained in this Article and allowing such Leasehold Mortgagee reasonable means to protect or preserve its Leasehold Mortgage on the occurrence of a default under the terms of this Lease; provided, however, that such amendment shall not have a material adverse effect on Landlord’s rights or obligations under this Lease.
17.15 Restriction on Landlord’s Right to Encumber its Interest. Landlord shall not mortgage, hypothecate, pledge or encumber its interest in the Property or any part thereof without the prior written consent of the holder of a Leasehold Mortgage, unless there is an express subordination of the new lender’s lien on Landlord’s interest in the Property to this Lease, which subordination shall be in a form acceptable to the holder of such Leasehold Mortgage.
17.16 Restriction on Subordination of Tenant’s Interest. Any subordination or attempted subordination of this Lease by Tenant to any mortgage, deed of trust, encumbrance or other security interest in Landlord’s interest in the Property or any part thereof shall be void ab initio and shall have no force or effect unless first agreed to in writing by the holder of any Leasehold Mortgage.
17.17 Multiple Leasehold Mortgages. Where there is a right herein to be exercised by a Leasehold Mortgagee and there exists more than one Leasehold Mortgage, the right may be exercised in the order of priority of each Leasehold Mortgage.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.69 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-48
ARTICLE 18. MISCELLANEOUS
18.1 Holding Over. If Tenant shall hold over the leased Property after the expiration of the term hereof with the consent of Landlord, either express or implied, such holding over shall be construed to be only a tenancy from month to month, subject to all the covenants, conditions and obligations contained in this Lease. Tenant hereby agrees to pay to Landlord as monthly rental one-twelfth (1/12) of the amount which is one hundred twenty-five percent (125%) of the total amounts (inclusive) paid from Tenant to Landlord in the year prior to the expiration of the term.
18.2 Attorneys’ Fees. In the event that any action or arbitration is brought by either party hereto as against the other party hereto for the enforcement or declaration of any right or remedies in or under this Lease or for the breach of any covenant or condition of this Lease, then and in that event the prevailing party shall be entitled to recover, and the other party agrees to pay all fees and costs to be fixed by the court or arbitrator therein including, but not limited to, attorneys’ fees.
18.3 Quiet Possession. Landlord agrees that Tenant, so long as Tenant is not in default under this Lease and is paying the rent and performing the covenants and conditions of this Lease, shall quietly have, hold and enjoy the leased Property throughout the term hereof without interruption or disturbance from Landlord or any other persons claiming by, through or under Landlord; and Landlord warrants to Tenant that as of the Commencement Date of said lease term, there were no existing tenancies on the leased Property.
18.4 Force Majeure. Except as to the payment of rent, in addition to the specific provisions of this Lease, neither of the parties hereto shall be chargeable with, liable for, or responsible to, the other for anything or in any amount for any delays due to war; act of terrorism; insurrection; strikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; pandemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; litigation; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor or supplier; acts of another party; acts or the failure to act of any public or governmental agency or entity (except that acts or the failure to act of the Landlord shall not excuse performance by the Landlord); or any other causes whether similar or dissimilar to the foregoing which is beyond the reasonable control or without the fault of the party claiming an extension of time to perform, and any delay due to said causes or any of them shall not be deemed a breach of or default in the performance of this Lease. An extension of time for any such cause shall only be for the period of the enforced delay, which period shall commence to run from the time of the commencement of the cause. If, however, notice by the party claiming such extension is sent to the other party more than thirty (30) days after the commencement of the cause, the period shall commence to run only thirty (30) days prior to the giving of such notice.
18.5 Notices. Any notice to be given or other document to be delivered by either party to the other hereunder shall be in writing and shall be deemed to have been duly given and received (i) upon personal delivery, (ii) as of the third business day after mailing by United States registered or certified mail, return receipt requested, postage prepaid, addressed as set forth below, (iii) the immediately succeeding business day after deposit with Federal Express or other equivalent overnight delivery system or (iv) upon electronic transmission to the principal offices of Landlord DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.70 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-49
and Tenant, and addressed to the party for whom intended with a confirming copy by any methods above, as follows:
Landlord: City of Santa Cruz
337 Locust Street
Santa Cruz, CA 95060
Attention: Bonnie Lipscomb, Economic Development Director Telephone:(831) 420-5150
Fax:
Email: [email protected]
Copy to: City Attorney
Atchison Barisone & Condotti
333 Church Street
Santa Cruz, CA 95060
Tenant: ENTITY
ADDRESS
Attention:
Telephone:
Fax:
Email:
With Copy To:
Any party hereto may from time to time, by written notice to the other, designate a different address which shall be substituted for the one above specified.
18.6 Waiver. No waiver of any breach of any of the terms, covenants, agreements, restrictions or conditions of this Lease shall be construed to be a waiver of any succeeding breach of the same or other terms, covenants, agreements, restrictions and conditions hereof.
18.7 Surrender. Upon the expiration or sooner termination of the term of this Lease, and notwithstanding anything herein contained to the contrary, Tenant shall surrender to Landlord all and singular the leased Property, together with the Improvements then situated thereon, in good condition and repair, except for reasonable wear and tear.
18.8 Binding. Subject to the restrictions set forth herein regarding assignment of the leasehold estate, each of the terms, covenants and conditions of this Lease shall extend to and be binding on and shall inure to the benefit of not only Landlord and Tenant, but to each of their respective heirs, administrators, executors, successors and assigns. Whenever in this Lease reference is made to either Landlord or Tenant, the reference shall be deemed to include, wherever applicable, the heirs, administrators, executors, successors and assigns of such parties, the same as if in every case expressed.
18.9 Landlord’s Right to Enter Property. Landlord and its authorized representatives shall have the right to enter the Property at all reasonable times, after giving Tenant three (3) business days’ prior written notice, for any of the following purposes: to determine whether the DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.71 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-50
Property is in good condition and whether Tenant is complying with its obligations under this Lease; to do any necessary maintenance and to make any restoration to the Property that Landlord has the right or obligation to perform; to serve, post or keep posted any notices required or allowed under the provisions of this Lease; to do any necessary maintenance and to make any restoration to the Property that Landlord has the right or obligation to perform; to serve, post or keep posted any notices required or allowed under the provisions of this Lease; to post “for sale” signs at any time during the term, so long as such signs make it clear at first impression it is Landlord’s interest alone that is for sale; to post “for rent” or “for lease” signs during the last one (1) year of the term, or during any period while Tenant is in default; to show the Property to prospective brokers, agents, buyers, tenants or persons interested in an exchange, at any time during the term; and to do any act or thing necessary for the safety or preservation of the Property if any excavation or other construction is undertaken or is about to be undertaken on any adjacent property or nearby street.
A. Landlord shall not be liable in any manner for any inconvenience, disturbance, loss of business, nuisance, or other damage arising out of Landlord’s entry on the Property as provided in this section other than those caused by the negligence or willful misconduct of Landlord, its agents, employees or contractors.
B. Tenant shall not be entitled to an abatement or reduction of rent if Landlord exercises any rights reserved in this section.
18.10 Disclaimer of Partnership. The relationship of the parties hereto is that of Landlord and Tenant, and it is expressly understood and agreed that Landlord does not in any way nor for any purpose become a partner of Tenant or a joint venturer with Tenant in the conduct of Tenant’s business or otherwise.
18.11 Memorandum. A short form Memorandum of this Lease (“Memorandum”), in the form attached hereto as Exhibit G, shall be recorded within five (5) working days after the time this Lease is executed. The Parties agree to make any amendment or modification of the Memorandum in such form as shall be reasonably required (i) for Tenant to be able to obtain a leasehold title policy insuring Tenant’s leasehold interest in the Property, or (ii) by any leasehold mortgagee. Further, upon City’s Reversionary Property being returned to the City pursuant to Section 3.4 of this Lease, the Parties shall record a new Memorandum of Lease reflecting the change in the Property subject to the Lease and a new legal description.
18.12 Quitclaim. At the expiration or earlier termination of this Lease, Tenant shall execute, acknowledge and deliver to Landlord within thirty (30) days after written demand from Landlord to Tenant, any quitclaim deed or other document required by any reputable title company to remove the cloud of this Lease from the real property subject to this Lease.
18.13 Interpretation. The titles to the paragraphs of this Lease are not a part of this Lease and shall have no effect upon the construction or interpretation of any part of this Lease.
18.14 Covenants and Conditions. Each term and each provision, including, without limitation, the obligation for the payment of rent, to be performed by Tenant or Landlord, as the case may be, shall be construed to be both a covenant and a condition of this Lease.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.72 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-51
18.15 Integration. This Lease and the exhibits and documents of both incorporated by reference, constitutes the entire agreement between the parties and there are no conditions, representations or agreements regarding the matters covered by this Lease which are not expressed herein.
18.16 Estoppel Certificate. If upon any sale, assignment or hypothecation of the Property or the land thereunder by Landlord an estoppel certificate shall be required from Tenant, Tenant agrees to deliver, within ten (10) business days after written request therefor by Landlord, a statement in recordable form addressed to any such proposed mortgagee or purchaser, or to Landlord, in a form requested by Landlord’s mortgagee or purchaser, certifying that this Lease is unmodified and is in full force and effect (if such be the case), certifying the commencement and termination dates of the lease term, certifying that there has been no assignment or subletting of this Lease (or providing detail regarding any such assignment or subletting), and that there are no defenses or offsets hereto (or stating those claimed by Tenant) and containing such other information as may reasonably be requested by the party to whom such certificate is addressed. In the event Tenant fails to deliver such estoppel certificate to Landlord within the ten (10) day period provided above, it shall be deemed that this Lease is in full force and effect and that Tenant has no defenses or offsets against Landlord.
18.17 Landlord’s Right to Sell. Landlord shall have the right to sell its fee estate in the Property and assign its interest in this Lease without limitation; provided, however, that any such sale shall be subject to this Lease. Upon any such conveyance, Landlord shall automatically be relieved of any obligations under this Lease other than those obligations, which accrued prior to the date of such conveyance. Landlord shall also have the right to mortgage, hypothecate or otherwise pledge its interest in the Property and this Lease.
18.18 Amendments to This Lease. Landlord and Tenant agree to mutually consider reasonable requests for amendments to this Lease that may be made by either of them, subtenants of Tenant, lending institutions or bond counsel or financial consultants to Landlord or Tenant, provided such requests are consistent with this Lease and would not materially alter the basic business terms included herein. No amendment hereto shall be effective unless in writing and signed by the parties hereto.
18.19 Time is of the Essence. Time is of the essence in the performance of the terms and conditions of this Lease.
ARTICLE 19. METHOD OF FINANCING AND
DEDICATION OF TAX INCREMENT TO RENT SUBSIDY
19.1 Mortgage Revenue Bonds. [RESERVED]
19.2 Tax Credits. The Tenant intends to finance the development of the Property in part through the sale of federal low income housing tax credits (“Tax Credits”). The Tenant has received a reservation of Tax Credits for the Project from the Tax Credit Allocation Committee (“TCAC”), dated _________________ . All costs of obtaining the Tax Credit allocation shall be borne by the Tenant.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.73 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-52
19.3 Failure to Issue Bonds. [IF APPLICABLE] If the Bonds have not been issued within ninety (90) days of receiving the allocation from ______________ or such later date as may be agreed upon among _______________, the Tenant and the Landlord, then this Lease may be terminated by either party by written notice to the other. In such event, the parties shall have no further rights, remedies, duties or obligations to the other with respect to the Property.
19.4 Compliance Monitoring. Subject to the Tenant’s reasonable approval, the Landlord shall select any contractors or consultants retained to perform third party monitoring in connection with the Bonds or the Tax Credits. The Tenant shall pay the reasonable cost of all such third party monitoring. To the greatest extent feasible, the Tenant shall pay such third party monitors directly.
ARTICLE 20. BOOKS AND RECORDS
20.1 Records. Tenant shall be solely responsible to implement internal controls and record keeping procedures in order to comply with this Lease and all applicable laws.
19.5 Tenant shall maintain any and all ledgers, books of account, invoices, vouchers, bids, cancelled checks; and other records or documents evidencing or relating to the activities performed by Tenant under this Lease, including without limitation those relating to the construction of the Improvements, for a minimum period of five (5) years, or for any longer period required by law, from the date of termination of this Agreement or the date of the City's acceptance of the Improvements, whichever is longer. Notwithstanding this previous sentence, Tenant shall retain such records beyond five (5) years so long as any litigation, audit, dispute, or claim is pending. Real estate documents related to any vested or licensed rights in the Property shall be retained in perpetuity.
19.6 Any records or documents required to be maintained pursuant to this Lease shall be made available for inspection or audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such documents shall be provided to City for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Tenant's address indicated for receipt of notices in this Lease.
19.7 Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment or termination of Tenant's business, City may, by written request by any of the above-named officers, require that custody of the records be given to City and that the records and documents be maintained in City Hall. Access to such records and documents shall be granted to any party authorized by Tenant, Tenant's representatives, or Tenant's successor-in-interest.
EXHIBITS:
A – Legal Description
B – Property Map
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.74 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-53
C – Scope of Development
D – Improvement Plan
E – Schedule of Performance
F - Affordability Covenant
G – Memorandum of Lease
[Signatures to appear on the following page.]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.75 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-54
IN WITNESS WHEREOF, the parties hereto have caused this Lease to be executed by their lawfully authorized representatives.
LANDLORD:
CITY OF SANTA CRUZ, a California
municipal corporation and charter city
By
Name: Matt Huffaker
Title: City Manager
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
Attorney for the City
TENANT:
DTLMU Investors, L.P.,
a California limited partnership
By: Eden DTLMU, LLC,
a California limited liability company,
its managing general partner
By: Eden South Bay, Inc.,
a California nonprofit public benefit corporation,
its sole member
By:
Name: Andrea Osgood
Its: Chief of Real Estate Development and Executive Vice President By: FTF DTLMU, LLC,
a California limited liability company,
its co-general partner
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.76 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-55
By:
Name: Jim Rendler
Its: Manager
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.77 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT A-1
EXHIBIT A
LEGAL DESCRIPTION
[to be inserted]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.78 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT B-1
EXHIBIT B
PROPERTY MAP
[to be inserted]
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22.79 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT C-1
EXHIBIT C
SCOPE OF DEVELOPMENT
I. GENERAL
A. General
The Tenant and the Landlord agree that the Property shall be developed and improved in accordance with the provisions of this Lease, and the plans, drawings and related documents approved by the Landlord and the City pursuant hereto, including, without limitation, Ordinance Nos. _____________and _____________of the City of Santa Cruz, together with conditions placed thereon by the City, including the Project Conditions of Approval set forth in City Council Resolution No. NS-30,120, and in a manner consistent with the Entitlements Package, dated September 8, 2022. The Tenant and its supervising architect, engineer and contractor shall work with City and Landlord staff to coordinate the overall design, architecture and color of the Property.
[TO BE PROVIDED]
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22.80 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT D-1
EXHIBIT D
IMPROVEMENT PLAN
[to be inserted]
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22.81 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT D-2
EXHIBIT E
SCHEDULE OF PERFORMANCE [subject to further review]
ACTION DATE
1 Submission - Easement covenants, conditions
and restrictions. Tenant shall submit to the
Landlord the easement covenants, conditions
and restrictions in a form ready to record with
the Memorandum of Lease. (Section 2.2; 2.3;
8.6)
Concurrently with the execution of the
Lease.
2 Approval - Easement covenants, conditions
and restrictions (CC&Rs). Landlord shall
review and approve or disapprove of the
easement covenants, conditions and
restrictions. (Section 2.2; 2.3; 7.6)
Concurrently with the execution of the
Lease, provided CC&Rs are recorded
senior to the Lease.
3 Title Insurance. A title insurance company
acceptable to the Tenant is prepared to issue a
leasehold policy of title insurance. (Section
2.3; 4.1)
Concurrently with the execution of the
Lease.
4. Air Rights. The Project shall include two
separate parcels: (1) the Affordable Housing
Project and Childcare Facility for the duration
of the Lease term, and (2) the City Reversion
Property that includes the Library Building,
the Parking Garage, and the Commercial
Space, which will be released to the City after
completion of the Improvements. (Section
___)
Concurrently with the execution of the
Lease.
5 Completion of surveyed property parcel map. Within 90 days of executing the Option and no later than ____________.
6 Submission of legal descriptions and related
agreement(s) for the Project prior to
construction of the Improvements, and after
completion of the Improvements and/or
termination under Section 3.4.
Within 90 days of executing the Option
and no later than ____________.
7 Approval of legal descriptions and related
agreement(s).
Concurrently with execution of the
Lease.
8 Satisfaction of Conditions. All conditions to
the commencement of the term of the Lease
shall be satisfied or waived. (Section 2.2; 2.3)
Prior to the date set forth herein for the
commencement of the term of the Lease.
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22.82 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT D-3
ACTION DATE
9 Submission - Evidence of Financing. The
Tenant shall submit evidence of firm and
binding commitments to finance the
development of the Property, including firm
and binding commitments for tax credit
allocation and other public and private sources
of funding for the Housing Project. (Section
2.2; 2.3)
Prior to Commencement Date and no
later than _______________.
10 Approval - Evidence of Financing. The
Landlord shall review and approve or
disapprove Tenant’s final evidence of
financing. (Section 2.2; 2.3)
Not later than 10 business days following
submission.
11 Initiate Final Working Drawings. The Tenant
shall initiate Final Working Drawings and
Engineering Plans for the development of the
Property.
Within thirty (30) days of the
Commencement Date and no later than
_______________.
12 Reserved
13 Reserved
14 Submission - Property Management
Agreement. Tenant shall deliver to the
Landlord a copy of the fully executed
Property Management Agreement for the
Affordable Housing Project. (Section 2.2; 2.3)
Not later than ________________.
15 Approval - Property Management Agreement.
The Landlord shall review and approve or
disapprove of the Property Management
Agreement for the Affordable Housing
Project. (Section 2.2; 2.3)
Prior to construction loan closing.
16 Submission of Contract for Operations and
Maintenance Plan. Tenant shall submit a
contract for carrying out the Operations and
Maintenance Plan for Landlord approval.
Thirty (30) days prior to construction
loan closing and with the building permit
application (CP22-0128 #59).
17 Approval of Contract for Operations and
Maintenance Plan. Landlord shall review and
approve the contract to carry out the
Operation and Maintenance Plan.
Prior to construction loan closing.
18 Commencement of Term of Lease. The term
of the Lease shall commence.
Concurrently with TCAC’s Placed in
Service date.
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22.83 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT D-4
ACTION DATE
19 Approval – City Approvals. The Tenant shall
submit proof of all required City Approvals.
(Section 2.2)
Prior to construction loan closing.
20 Complete Final Working Drawings. The
Tenant shall cause the completion of the Final
Working Drawings and Engineering Plans and
documents to accompany application for
building permit.
Prior to building permit approval.
21 Green Building. Tenant shall identify in a
report to the Zoning Administrator and Chief
Building Official the green building
techniques used, up to and including LEEDS
certification. (Section 9.4.D.)
Prior to building permit approval.
22 Building Permits. The Tenant shall apply for
and obtain any and all permits required by the
City for the construction of the improvements
on the Property. (Section 9.4.D.)
Prior to construction loan closing.
23 Grading Permit. The Tenant shall apply for
and obtain any and all permits required by the
City for grading the Property. (Section 9.4.D.)
Concurrently with building permits.
24 Commence Grading. The Tenant shall cause
the commencement of the grading.
Not later than _____________.
25 Construction Contracts. The Tenant shall
enter into all Construction Contracts related to
the development of the Property. (Section
9.4.F.)
Prior to construction loan closing.
26 Submission - Certificates of Insurance. The
Tenant shall furnish to the Landlord duplicate
originals or appropriate certificates of bodily
injury and property damage insurance
policies. (Section 12.2)
Prior to construction loan closing.
27 Demolition and Site Preparation. The Tenant
shall complete, or cause to be completed,
demolition and site preparation of the
Property.
No later than _________________.
28 Commencement of Construction. The Tenant
shall commence construction of the
Improvements.(Section 3.3; 9.3)
Upon completion of grading.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.84 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT D-5
ACTION DATE
29 Completion of Construction. The Tenant shall
complete construction of the Improvements.
(Section 3.3; 9.3)
No later than _________________.
30 Partial Release. The City Reversion Property
shall be released from the Lease and returned
to the City through a lease amendment or any
other required instrument.
Prior to Completion of Construction, and
no later than five (5) years from the
Commencement Date.
31 Property Management Plan. Tenant shall
submit to Landlord and City a Property
Management Plan in accordance with the
conditions of approval for the development of
the Property. (Section 9.2.B)
At least three (3) months prior to
occupancy of the building on the
Property.
32 Building Occupancy. Building occupancy
may commence. (Section 9.1)
No later than _________________.
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.85 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT E-1
EXHIBIT F
AFFORDABILITY COVENANT
[to be inserted]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.86 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT E-1
EXHIBIT G
MEMORANDUM OF LEASE
RECORDING REQUESTED BY )
AND WHEN RECORDED MAIL TO: )
)
City of Santa Cruz )
337 Locust Street )
Santa Cruz, California 95060 )
Attn: Economic Development Director )
)
Exempt from Recording Fees Pursuant to Government Code Section 27383
MEMORANDUM OF LEASE
This Memorandum of Lease (“Memorandum”) is hereby entered into as of _____________, 20__ by and between the City of Santa Cruz, a California municipal corporation and charter city, (“Landlord”), and _______________________ (“Tenant”).
RECITALS
A. Landlord and Tenant have entered into that certain Lease (Downtown Library & Affordable Housing Development Project) (the “Ground Lease”) dated concurrently herewith for that certain parcel of real property which is legally described in Exhibit A attached hereto and incorporated herein by reference (the “Property”). A copy of the Ground Lease is available for public inspection at Landlord’s office at 337 Locust Street, Santa Cruz, California. The term of the Ground Lease is fifty-five (55) years, the Commencement Date of which is _______________, 20__.
B. The Ground Lease provides that a short form memorandum of the Ground Lease shall be executed and recorded in the Official Records of Santa Cruz County, California.
NOW, THEREFORE, the parties hereto certify as follows:
Landlord, pursuant to the Ground Lease, hereby leases the Property to the Tenant upon the terms and conditions provided for therein. This Memorandum is not a complete summary of the Ground Lease, and shall not be used to interpret the provisions of the Ground Lease. [Signatures to appear on the following page.]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.87 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT E-2
LANDLORD:
CITY OF SANTA CRUZ, a California
municipal corporation and charter city
By
Name: Matt Huffaker
Title: City Manager
ATTEST:
By:
Landlord Clerk
APPROVED AS TO FORM:
By:
Landlord Counsel
TENANT:
DTLMU Investors, L.P.,
a California limited partnership
By: Eden DTLMU, LLC,
a California limited liability company,
its managing general partner
By: Eden South Bay, Inc.,
a California nonprofit public benefit corporation,
its sole member
By:
Name: Andrea Osgood
Its: Chief of Real Estate Development and Executive Vice President By: FTF DTLMU, LLC,
a California limited liability company,
its co-general partner
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.88 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT E-3
By:
Name: Jim Rendler
Its: Manager
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.89 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT E-4
EXHIBIT A TO MEMORANDUM OF LEASE
LEGAL DESCRIPTION
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.90 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT F-1
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.91 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT H-1
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.92 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT “D”
MEMORANDUM OF OPTION
[Attached behind]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.93 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
RECORDING REQUESTED BY )
AND WHEN RECORDED RETURN TO: )
)
City of Santa Cruz )
)
337 Locust Street )
Santa Cruz, CA 95060 )
Attn: Economic Development Director )
________________________________________________________________________________________________________ Exempt From Recording Fee Pursuant to Government Code Section 27383
MEMORANDUM OF OPTION
This Memorandum of Option is made on ______________, 2024 between the City of Santa Cruz, a California municipal corporation and charter city, (“Optionor”) and DTLMU Investors, L.P. (“Optionee”), who agree as follows:
1. Optionor grants to Optionee the exclusive option (the “Option”) to ground lease the real property described in attached Exhibit “A” and hereby incorporated by reference (“Property”).
2. The term of the Option is for a period of twenty-three (23) months starting from the Effective Date of the Option Agreement, as defined therein, terminating at 5:00 p.m. PST on the last day (the “Option Term”).
3. The Option that is the subject of this Memorandum of Option is granted in accordance with that certain option agreement between Optionor and Optionee concerning the Option Property and dated _____________________, 2024 (“Option Agreement”). The terms and conditions of the Option Agreement are incorporated herein by this reference. This Memorandum of Option is prepared for the purpose of putting the public on notice of the Option, and this Memorandum of Option shall not alter or affect in any way the rights and obligations of Optionor and Optionee under the Option Agreement. In the event of any inconsistency between this Memorandum of Option and the Option Agreement, the terms of the Option Agreement shall control.
4. This Memorandum of Option may be executed in any number of counterparts with the same effect as if the parties had all signed the same document. All counterparts shall be construed together as one agreement.
[Signatures on Next Page]
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.94 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
IN WITNESS WHEREOF, the parties have duly executed this Memorandum Option Agreement as of the day and year first above written.
OPTIONOR:
CITY OF SANTA CRUZ
a California municipal corporation and charter
city
By: ______________________________
Name: ______________________________
Title: ______________________________
OPTIONEE:
DTLMU Investors, L.P.,
a California limited partnership
By: Eden DTLMU, LLC,
a California limited liability company,
its managing general partner
By: Eden South Bay, Inc.,
a California nonprofit public
benefit corporation,
its sole member
By:
Name: Andrea Osgood
Its: Chief of Real Estate
Development and Executive
Vice President
By: FTF DTLMU, LLC,
a California limited liability company,
its co-general partner
By:
Name: Jim Rendler
Its: Manager
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.95 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
STATE OF CALIFORNIA
COUNTY OF ______________________
On __________________, 20___, before me, a notary public, in and for said State, personally appeared ____________________________________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
______________________________
Notary Public
STATE OF CALIFORNIA
COUNTY OF ______________________
On __________________, 20___, before me, a notary public, in and for said State, personally appeared ____________________________________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
______________________________
Notary Public
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.96 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
STATE OF CALIFORNIA
COUNTY OF ______________________
On __________________, 20___, before me, a notary public, in and for said State, personally appeared ____________________________________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
______________________________
Notary Public
STATE OF CALIFORNIA
COUNTY OF ______________________
On __________________, 20___, before me, a notary public, in and for said State, personally appeared ____________________________________________________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
______________________________
Notary Public
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.97 AMENDED & RESTATED OPTION AGREEMENT TO ENTER INTO GROUND LEASE FOR REAL
PROPERTY (DLAHP)
EXHIBIT A
LEGAL DESCRIPTION
DocuSign Envelope ID: 47F75E31-6A0B-4478-B0BC-7337C41FD913
22.98 1
Rosemary Balsley
From: Judi Grunstra <[email protected]>
Sent: Sunday, May 12, 2024 11:22 AM
To: City Council
Subject: May 14 Meeting_Agenda Item 22
Dear Mayor and Council:
I have reviewed quite thoroughly the packet, including the Amended & Restated Option Agreement to Enter into Ground Lease For Real Property (Downtown Library & Affordable Housing Development Project).
The public was promised a thorough accounting for this project to be presented by May 2024. The report from the EDD adds some information but still leaves much to be explained to the public. Perhaps this Ground Lease is a required step prior to further applications for funding. I certainly can't claim to comprehend the legalities.
The fact that the developer/lessee is given multiple extensions (until March 2026?) seems overly generous. So much for Measure M opponents who claimed this project was "shovel ready." Straightforward information about funding for all components of this project at this time should be demanded by Council.
• What is the estimated cost of the library? It certainly is beyond remaining Measure S funds, even with the added contribution from the sale of the Skypark property. How will the gap be covered? (The Friends of the Library have a modest goal.)
• How much more funding is required for the housing?
• Has funding for the garage been established? At what cost? • Other costs (and timeline).
The time for stalling by city staff is over. In the words of the movie "Jerry McQuire" "Show us the money." Thank you.
Judi Grunstra
22.99 1
Rosemary Balsley
From: Judi Grunstra <[email protected]>
Sent: Sunday, May 12, 2024 11:28 AM
To: City Council
Subject: Correction
Sorry, I meant Measure O, not Measure M, when referring to opponents who claimed the Library Mixed Use project was "shovel ready."
Judi
22.100
1 Rosemary Balsley
From: Judy Weaver <[email protected]>
Sent: Monday, May 13, 2024 4:28 PM
To: City Council
Subject: Council Meeting May 14, 2024 - Agenda Item 22
To Mayor Fred Keeley and City Council Members:
In regards to the Downtown Library, Affordable Housing and Parking Garage Project on Lot 4, we the citizens of Santa Cruz are waiting for a full report on the Project’s current status:
* Budgets for all the components of the Project.
* Status of funding sources for each component, especially the Library since the Measure S funds remaining appear to be insufficient for the architects’ estimated building costs of the Lot 4 building. * The current estimation of the timelines for building completion of all the components of the Project.
It would seem that this information is needed to provide context for the Council’s voting on specific agreements and for the Santa Cruz community to be more fully informed.
Thank you for your consideration.
Judy Weaver
202 Taylor St
Santa Cruz, CA
95060
22.101
1 Rosemary Balsley
From: lisa ekström <[email protected]>
Sent: Monday, May 13, 2024 4:41 PM
To: City Council
Cc: Fred Keeley; Sandy Brown; Sonja Brunner; Renee Golder; Shebreh Kalantari-Johnson; Scott Newsome; [email protected]
Subject: Agenda Item #22 - Due diligence
Dear Mayor and City Council members,
My understanding is that you had asked the city staff for a full report on the current status of the Downtown Library, Affordable Housing, and Parking Garage project — to be delivered this month.
I have looked at the packet for this agenda item, and I’m not seeing the full report asked for, including updated budgets for all of the components of this project, or the sources and amounts of funding secured and applied for, among other important details.
When will we receive this full report? For any responsible decisions regarding a project of this size, complexity, and ramifications for our community — possibly the largest undertaken by Santa Cruz — it’s essential that we see this updated report, as comprehensive as possible. It is simply due diligence.
Thank you,
Lisa Ekström
22.102
DOWNTOWN LIBRARY
& AFFORDABLE HOUSING PROJECT
CITY COUNCIL UPDATE: May 14th , 2024
22.103
PROJECT TEAM
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
Affordable Housing Developer Partners
Architect Teams
Lead Agency
22.104
AGENDA
◼ Highlights of Recent Progress
◼ Design Progress & Building Permit
◼ Farmers' Market Update
◼ Budget Update
◼ Project Schedule Update
◼ Next Steps
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
22.105
HIGHLIGHTS OF RECENT PROGRESS
Following Council Approved Entitlements March 2023:
Affordable Housing Sustainable Communities Award of $33.5M Acquisition of 113 Lincoln Street (Toadal Fitness)
CA Tax Credit Allocation Committee Application Submitted April 23rd, 2024 Design teams are in Construction Documentation Phase (Final Design Phase) Building Permit Application Submitted April 30th , 2024 2024 Golden Nugget Design Award Submission
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
22.106
AGENDA
◼ Highlights of Recent Progress
◼ Design Progress & Building Permit
◼ Farmers' Market Update
◼ Budget Update
◼ Project Schedule Update
◼ Next Steps
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
22.107
DESIGN PROGRESS & BUILDING PERMIT
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
Building Permit Application Submitted April 30th, 2024 (Phase 1) Plan Check & Review expected to be Completed by October 2024 Construction Documents will be finalized during Building Permit Phase Library Interiors/ TI Phase 2 Building Permit application September 2024 (*following Phase 1) Commercial Interiors/ Tenant Improvements TBD
22.108
DESIGN PROGRESS
View from Cedar & Lincoln
22.109
DESIGN PROGRESS
View from Cedar & Cathcart
22.110
DESIGN PROGRESS
22.111
DESIGN PROGRESS
View: Residential Community Room and Rooftop
22.112
DESIGN PROGRESS
Housing -124 units
Daycare + Play Area-1,905 sqft.
Unix Mix Overview:
• 31 3-bedrooms
• 31 2-bedrooms
• 48 1-bedrooms
• 13 studios
• 1 2-bedroom manager's unit
Affordability levels in project (finalized for funding applications) *30% AMI (Area Medium Income- 32k-$46K/year)
-27 units (22% of total units) will be 30% of AMI
-Rents range from $749-$1,068/month
*50% AMI ($54K-$77K/year)
-80 units (65% of total units) will be 50% of AMI
-Rents range from $1,294-$1,877/month
*60% AMI ($65K-$93K/year)
-16 units (13% of total units) will be 60% of AMI
-Rents range from $1,566-$2,281/month
View Childcare Outdoor Play Area
22.113
DESIGN PROGRESS
View from Cedar & Lincoln Elevated
22.114
DESIGN PROGRESS
View from Cedar
22.115
DESIGN PROGRESS
View Library Entry
22.116
DESIGN PROGRESS
View Library Entry Main Stair
22.117
DESIGN PROGRESS
View Children’s Section
22.118
DESIGN PROGRESS
View Children’s Section
22.119
DESIGN PROGRESS
View Atrium Second Level
22.120
DESIGN PROGRESS
View Second Level Northwest Corner
22.121
DESIGN PROGRESS
View Teen Area
22.122
DESIGN PROGRESS
View Special Collections
22.123
DESIGN PROGRESS
View Mezzanine South
22.124
DESIGN PROGRESS
View Library Roof Deck
22.125
AGENDA
◼ Highlights of Recent Progress
◼ Design Progress & Building Permit
◼ Farmers' Market Update
◼ Budget Update
◼ Project Schedule Update
◼ Next Steps
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
22.126
FARMERS' MARKET UPDATE
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
MOU Farmers' Market in Place
Farmers’ Market Board Selected
Temporary Site
Planning for Transition December 2024
Next Steps:
Final Site Layout for Temporary Location
Permitting Temporary Location
Planning for Permanent Site
22.127
AGENDA
◼ Highlights of Recent Progress
◼ Design Progress & Building Permit
◼ Farmers' Market Update
◼ Budget Updates
◼ Project Schedule Update
◼ Next Steps
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
22.128
BUDGET UPDATE-Phase 1 Cost Estimate
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
• Phase 1: Affordable Housing, Childcare, Parking, Library Core and Shell Total Estimated Cost Breakdown by Project Component
*Rounded up including Hard & Soft Costs plus contingencies.
Affordable Housing Units & Childcare $ 110.1M
Library Façade, Core and Shell $ 22.1M
Parking Garage & Bike Parking $ 20.4M
Commercial Core and Shell $ 1.3M
Total Estimated Phase 1 Costs: $153.9M
72%
14%
13%
1% Affordable Housing & Childcare
Library Façade, Core and Shell
Parking Garage & Bike Parking
Commerical Core an Shell
22.129
BUDGET UPDATE-Phase 1 Funding
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
Total Projected Funding:
$3.8M -Local Housing Trust Fund (LHTF)
$1.75M -Affordable Housing Trust Fund (AHTF)
1.7M -HOME/CHDO ( Approx. Subject to HUD final approval June 2024) $2.0M -Congressional earmark - secured
$240K -3CE(Central Coast Community Energy)
$22.5M -AHSC Award (Portion to Affordable Housing)
$81M -Developer Secured Financing(Approx. includes Conventional Perm. Loan, Project Vouchers, Tax Credits and Bonds)
$885K -ED Trust Fund
$20M -Measure S (Library Façade, Shell and Core)
$20.4M -Parking Garage Financing/ Parking District Contributions Total Sources: $154.3M
Additional Funding Secured
Beyond Project Costs:
AHSC $11M
Public Improvements
Bike Connections
Pedestrian Improvements
Metro:
3 Electric Buses
Bus Stop Upgrades
22.130
BUDGET UPDATE-Phase 1- Funding
DOWNTOWN LIBRARY &
AFFORDABLE HOUSING PROJECT
Anticipated Construction Start January 2025
In Process (by Developer/ City):
Tax Credits and Bonds (application in process)
• Scoring Determinations in June 2024, Awards August 2024 Parking Garage Financing
• May 2024 Finalizing Schedule and Timing of Bond Issuance AHSC 15%
Developer Secured
Financing 53%
Measure S 13%
Parking 13%
LHTF
AHTF
HOME/CHDO
Earmark
CCE
AHSC
Developer Secured Financing
ED Trust Fund
Measure S
Parking